0001209191-14-040541.txt : 20140624 0001209191-14-040541.hdr.sgml : 20140624 20140611160525 ACCESSION NUMBER: 0001209191-14-040541 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140609 FILED AS OF DATE: 20140611 DATE AS OF CHANGE: 20140611 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Allison Transmission Holdings Inc CENTRAL INDEX KEY: 0001411207 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE ALLISON WAY CITY: Indianapolis STATE: IN ZIP: 46222 BUSINESS PHONE: (317) 242-5000 MAIL ADDRESS: STREET 1: ONE ALLISON WAY CITY: Indianapolis STATE: IN ZIP: 46222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Onex US Principals LP CENTRAL INDEX KEY: 0001297369 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 14904624 BUSINESS ADDRESS: STREET 1: 421 LEADER STREET CITY: MARION STATE: OH ZIP: 43302 BUSINESS PHONE: (416) 362-7711 MAIL ADDRESS: STREET 1: 421 LEADER STREET CITY: MARION STATE: OH ZIP: 43302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ONEX PARTNERS II L P CENTRAL INDEX KEY: 0001367466 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 14904625 BUSINESS ADDRESS: STREET 1: 712 5TH AVE 40TH FL CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-582-2211 MAIL ADDRESS: STREET 1: 712 5TH AVE 40TH FL CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Onex Allison Co-Invest LP CENTRAL INDEX KEY: 0001544368 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 14904626 BUSINESS ADDRESS: STREET 1: 161 BAY STREET STREET 2: 48TH FLOOR CITY: TORONTO STATE: A6 ZIP: M5J 2S1 BUSINESS PHONE: (416) 874-1213 MAIL ADDRESS: STREET 1: 161 BAY STREET STREET 2: 48TH FLOOR CITY: TORONTO STATE: A6 ZIP: M5J 2S1 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: New PCo II Investments, Ltd. CENTRAL INDEX KEY: 0001593408 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 14904628 BUSINESS ADDRESS: STREET 1: C/O ONEX CORPORATION STREET 2: 161 BAY STREET CITY: TORONTO STATE: A6 ZIP: M5J 2S1 BUSINESS PHONE: (416) 874-1213 MAIL ADDRESS: STREET 1: C/O ONEX CORPORATION STREET 2: 161 BAY STREET CITY: TORONTO STATE: A6 ZIP: M5J 2S1 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 1597257 Ontario Inc. CENTRAL INDEX KEY: 0001517831 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 14904629 BUSINESS ADDRESS: STREET 1: C/O ONEX CORPORATION, 161 BAY STREET CITY: TORONTO STATE: A6 ZIP: M5J 2S1 BUSINESS PHONE: 416-362-7711 MAIL ADDRESS: STREET 1: C/O ONEX CORPORATION, 161 BAY STREET CITY: TORONTO STATE: A6 ZIP: M5J 2S1 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Onex Partners II GP LP CENTRAL INDEX KEY: 0001517797 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 14904627 BUSINESS ADDRESS: STREET 1: 712 FIFTH AVENUE STREET 2: C/O ONEX INVESTMENT CORPORATION CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-582-2211 MAIL ADDRESS: STREET 1: 712 FIFTH AVENUE STREET 2: C/O ONEX INVESTMENT CORPORATION CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Onex Partners GP Inc. CENTRAL INDEX KEY: 0001544360 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 14904630 BUSINESS ADDRESS: STREET 1: 161 BAY STREET STREET 2: 48TH FLOOR CITY: TORONTO STATE: A6 ZIP: M5J 2S1 BUSINESS PHONE: (416) 874-1213 MAIL ADDRESS: STREET 1: 161 BAY STREET STREET 2: 48TH FLOOR CITY: TORONTO STATE: A6 ZIP: M5J 2S1 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2014-06-09 1 0001411207 Allison Transmission Holdings Inc ALSN 0001544360 Onex Partners GP Inc. 712 FIFTH AVENUE 40TH FLOOR NEW YORK NY 10019 0 0 1 0 0001517831 1597257 Ontario Inc. C/O ONEX CORPORATION 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001593408 New PCo II Investments, Ltd. C/O ONEX CORPORATION 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001517797 Onex Partners II GP LP 712 FIFTH AVENUE 40TH FLOOR NEW YORK NY 10019 0 0 1 0 0001544368 Onex Allison Co-Invest LP 712 FIFTH AVENUE 40TH FLOOR NEW YORK NY 10019 0 0 1 0 0001367466 ONEX PARTNERS II L P 712 FIFTH AVENUE 40TH FLOOR NEW YORK NY 10019 0 0 1 0 0001297369 Onex US Principals LP 421 LEADER STREET MARION OH 43302 0 0 1 0 Common Stock 2014-06-09 4 S 0 17500000 29.95 D 5321249 I See Footnotes Following the reported transaction, includes: (i) 2,405,689 shares of common stock held by Onex Partners II LP; (ii) 1,617,327 shares of common stock held by Onex Allison Holding Limited S.a R.L.; (iii) 1,134,037 shares of common stock held by Onex Allison Co-Invest LP; (iv) 45,321 shares of common stock held by Onex US Principals LP; and (v) 22,611 shares of common stock held by Onex Partners II GP LP. Onex Corporation may be deemed to beneficially own the common stock held by (a) Onex Partners II LP, through Onex Corporation's ownership of all of the common stock of Onex Partners GP Inc., the general partner of Onex Partners II GP LP, the general partner of Onex Partners II LP; (b) Onex Allison Holding Limited S.a R.L., through Onex Corporation's ownership of all of the equity of Onex American Holdings II LLC, which owns all of the equity of each of Allison Executive Investco LLC, which owns all of the equity of Allison Executive Investco II LLC, and Onex American Holdings Subco LLC, which owns all of the equity interests of OAH Wind LLC, which OAH Wind LLC and Allison Executive Investco II LLC own all of the equity interests of Onex Allison Holding Limited S.a R.L.; (continued) (c) Onex Allison Co-Invest LP, through Onex Corporation's ownership of all of the common stock of Onex Partners GP Inc., the general partner of Onex Partners II GP LP, the general partner of Onex Allison Co-Invest LP; (d) Onex US Principals LP, through Onex Corporation's ownership of all of the equity of Onex American Holdings II LLC, which owns all of the equity of Onex American Holdings GP LLC, the general partner of Onex US Principals LP; and (e) Onex Partners II GP LP, through Onex Corporation's ownership of all of the common stock of Onex Partners GP Inc., the general partner of Onex Partners II GP LP. New PCo II Investments Ltd. is the record holder of 95,079 shares of common stock and 1,185 shares of non-voting common stock. 1597257 Ontario Inc., the sole shareholder of New PCo II Investments Ltd., is an independent entity that is controlled by Mr. Gerald W. Schwartz. Mr. Schwartz, the Chairman, President and Chief Executive Officer of Onex Corporation, owns shares representing a majority of the voting rights of the shares of Onex Corporation and as such may be deemed to beneficially own all of the common stock owned beneficially by Onex Corporation. Mr. Schwartz disclaims any such beneficial ownership. Mr. Schwartz has indirect voting and investment control of Onex Corporation. Due to the limitations of the electronic filing system, Onex Corporation, Gerald W. Schwartz, Onex American Holdings II LLC, Onex American Holdings GP LLC, Allison Executive Investco LLC, Allison Executive Investco II LLC, Onex American Holdings Subco LLC, OAH Wind LLC and Onex Allison Holding Limited S.a R.L. are filing a separate Form 4. ONEX PARTNERS GP INC., By: /s/ Andrea E. Daly, Authorized Person 2014-06-11 ONEX US PRINCIPALS LP, By: /s/ Donald F. West, Authorized Person 2014-06-11 ONEX PARTNERS II GP LP, By: Onex Partners GP Inc., its general partner, By: /s/ Andrea E. Daly, Authorized Person 2014-06-11 ONEX ALLISON CO-INVEST LP, By: Onex Partners II GP LP, its general partner, By: Onex Partners Manager LP, its Agent, By: Onex Partners Manager GP ULC, its general partner, By: /s/ Andrea E. Daly, Authorized Person 2014-06-11 ONEX PARTNERS II LP, By Onex Partners II GP LP, its general partner, By Onex Partners Manager LP, its Agent, By Onex Partners Manager GP ULC, its general partner, By: /s/ Andrea E. Daly, Authorized Person 2014-06-11 1597257 ONTARIO INC., By: /s/ Andrea E. Daly, Authorized Person 2014-06-11 NEW PCO II INVESTMENTS LTD., By: /s/ Andrea E. Daly, Authorized Person 2014-06-11