================================================================================ FORM 6-K/B SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2001 ---------------------------- CELESTICA INC. (TRANSLATION OF REGISTRANT'S NAME INTO ENGLISH) ---------------------------- 12 CONCORDE PLACE TORONTO, ONTARIO CANADA, M3C 3R8 (416) 448-5800 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F X Form 40-F --------- --------- Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes No X --------- --------- If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_________ ================================================================================

CELESTICA INC. FORM 6-K/B MONTH OF AUGUST 2001 The following is filed with this Form 6-K/B: - Press release, dated August 20, 2001, the text of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The document referred to in the press release can be accessed at the SGX website by going to "Listed Companies--Circulars to Shareholders" (http//sgx.com/listprosp.nsf/shareholders+circulars?openview), and then the company name, "Omni Industries Limited." Neither the press release nor the written materials and website referred to therein (1) is incorporated by reference in Celestica Inc.'s registration statements on Form S-8 (Nos. 333-9500, 333-9822, 333-9780 and 333-66726) or on Forms F-3 (Nos. 333-12272 and 333-50240), or the prospectuses included therein, or any registration statement filed hereafter by Celestica Inc. with the Securities and Exchange Commission, or (2) is deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section. Exhibit ------- 99.1 - Press release dated August 20, 2001 1

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CELESTICA INC. Date: August 20, 2001 BY: /s/ ELIZABETH L. DELBIANCO ------------------------------ Name: Elizabeth L. DelBianco Title: Vice President & General Counsel 2

EXHIBIT INDEX EXHIBIT DESCRIPTION ------- ----------- 99.1 Press release dated August 20, 2001 3



FOR IMMEDIATE RELEASE                                   Monday, August 20, 2001

                      CELESTICA ANNOUNCES DISTRIBUTION
                        OF OMNI SHAREHOLDER CIRCULAR

TORONTO, Ontario -- Celestica Inc. (NYSE, TSE: CLS), a world leader in
electronics manufacturing services (EMS), today announced that Omni
Industries Limited has distributed a circular to its shareholders relating to
the previously announced proposed merger of Omni and Celestica.

The circular contains information about the proposed merger, as well as about
Omni, Celestica and the combined group. The full text of the circular can be
accessed, as of tomorrow, on the Singapore Exchange Securities Trading
Limited (the "SGX") website, at www.sgx.com, under the company name "Omni
Industries Limited." In the circular, the sections captioned "Preliminary" on
page 3 and "Cautionary Note Regarding Forward-Looking Statements by
Celestica" on page 4 set forth certain limitations and cautionary statements
that apply to the circular.

The transaction is subject to Omni shareholder and court approvals, and
certain other conditions. It is expected to close early in the fourth
quarter.

ABOUT CELESTICA

Celestica is a world leader in electronics manufacturing services (EMS) for
industry-leading original equipment manufacturers (OEMs). With facilities in
North America, Europe, Asia and Latin America, Celestica provides a broad
range of services including design, prototyping, assembly, testing, product
assurance, supply chain management, worldwide distribution and after-sales
service.

For further information on Celestica, visit its website at www.celestica.com.
The Company's security filings can also be accessed at www.sedar.com and
www.sec.gov.

CELESTICA SAFE HARBOUR STATEMENT

STATEMENTS CONTAINED IN THIS PRESS RELEASE, AND IN THE CIRCULAR IT REFERS TO,
WHICH ARE NOT HISTORICAL FACTS ARE FORWARD-LOOKING STATEMENTS WHICH INVOLVE
RISK AND UNCERTAINTIES WHICH COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY
FROM THOSE EXPRESSED IN THE FORWARD-LOOKING STATEMENTS. AMONG THE KEY FACTORS
THAT COULD CAUSE SUCH DIFFERENCES ARE: THE LEVEL OF OVERALL GROWTH IN THE
ELECTRONICS MANUFACTURING SERVICES (EMS) INDUSTRY; LOWER-THAN-EXPECTED
CUSTOMER DEMAND; COMPONENT CONSTRAINTS; VARIABILITY OF OPERATING RESULTS
AMONG PERIODS; DEPENDENCE ON THE COMPUTER AND COMMUNICATIONS INDUSTRIES;
DEPENDENCE ON A LIMITED NUMBER OF CUSTOMERS; AND THE ABILITY TO MANAGE
EXPANSION, CONSOLIDATION AND THE INTEGRATION OF ACQUIRED BUSINESSES. THESE
AND OTHER FACTORS ARE DISCUSSED IN THE COMPANY'S VARIOUS PUBLIC FILINGS AT
www.sedar.com AND http://www.sec.gov.

For further information:
CELESTICA CONTACT:
Laurie Flanagan
Corporate Communications
(416) 448-2200
media@celestica.com

To request a free copy of this organization's annual report, please go to
http://www.newswire.ca and click on reports@cnw.



The information that you are accessing on this website may include forward-looking statements related to our future growth, trends in our industry, our financial and operational results and performance that are based on current expectations, forecast and assumptions involving risk and uncertainties that could cause actual outcomes and results to differ materially.


Read the full Cautionary Note here