INDIANAPOLIS — Allison Transmission Holdings, Inc. today announced that its wholly-owned subsidiary, Allison Transmission, Inc. (the “Issuer”), commenced an offering of $500 million in aggregate principal amount of senior unsecured notes due 2029 in a private placement (the “Offering”) exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), subject to market conditions.
The company previously announced that the Issuer is seeking to enter into a new term loan facility in the amount of $648 million and a new revolving credit facility in the amount of $600 million (collectively, the “New Senior Secured Credit Facilities”). The Issuer currently intends to use the net proceeds from the Offering, together with borrowings under its New Senior Secured Credit Facilities and cash on hand, to repay all outstanding borrowings under the Issuer’s existing senior secured credit facilities and to pay related transaction fees and expenses.
The closing of the Offering is expected to occur substantially concurrently with, and is conditioned upon, the closing of the Issuer’s New Senior Secured Credit Facilities.
The notes will be guaranteed by each of the Issuer’s existing and future domestic subsidiaries that is a borrower under or that guarantees obligations under the Issuer’s New Senior Secured Credit Facilities, subject to certain exceptions. On the issue date, it is expected that none of the Issuer’s domestic subsidiaries will guarantee its obligations under the New Senior Secured Credit Facilities, and therefore none of the Issuer’s domestic subsidiaries will initially guarantee the Notes.
The notes will be offered in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act, and to certain non-U.S. persons in transactions outside of the United States in reliance on Regulation S under the Securities Act. The notes will not be registered under the Securities Act or the securities laws of any state or jurisdiction, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
This press release shall not constitute an offer to sell or the solicitation of an offer to purchase the notes, nor shall there be any sale of the notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
About Allison Transmission
Allison Transmission (NYSE: ALSN) is the world’s largest manufacturer of fully automatic transmissions for medium- and heavy-duty commercial vehicles and is a leader in hybrid propulsion systems for city buses. Allison transmissions are used in a variety of applications including refuse, construction, fire, distribution, bus, motorhomes, defense and energy.
Founded in 1915, the company is headquartered in Indianapolis, Indiana, and employs approximately 2,900 people worldwide. With a market presence in more than 80 countries, Allison has regional headquarters in the Netherlands, China and Brazil with manufacturing facilities in the U.S., Hungary and India. Allison also has approximately 1,400 independent distributor and dealer locations worldwide. www.allisontransmission.com