0001209191-13-040665.txt : 20130814 0001209191-13-040665.hdr.sgml : 20130814 20130814172856 ACCESSION NUMBER: 0001209191-13-040665 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130812 FILED AS OF DATE: 20130814 DATE AS OF CHANGE: 20130814 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Allison Executive Investco II LLC CENTRAL INDEX KEY: 0001544362 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 131037927 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: Allison Executive Investco LLC CENTRAL INDEX KEY: 0001544370 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 131037928 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: Onex American Holdings GP LLC CENTRAL INDEX KEY: 0001544361 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 131037929 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: OAH Wind LLC CENTRAL INDEX KEY: 0001381649 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 131037931 BUSINESS ADDRESS: STREET 1: 424 LEADER STREET CITY: MARION STATE: OH ZIP: 43302 BUSINESS PHONE: 212-582-2211 MAIL ADDRESS: STREET 1: 424 LEADER STREET CITY: MARION STATE: OH ZIP: 43302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Onex American Holdings Subco LLC CENTRAL INDEX KEY: 0001544358 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 131037932 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: SCHWARTZ GERALD W CENTRAL INDEX KEY: 0001275599 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 131037935 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ONEX CORP CENTRAL INDEX KEY: 0000937226 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 131037936 BUSINESS ADDRESS: STREET 1: 161 BAY STREET STREET 2: P O BOX 700 CITY: TORONTO ONTARIO CANA STATE: A6 MAIL ADDRESS: STREET 1: 161 BAY STREET STREET 2: P O BOX 700 CITY: TORONTO ONTARIO CANA STATE: A6 FORMER NAME: FORMER CONFORMED NAME: ONEX CORP ET AL DATE OF NAME CHANGE: 19950209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Onex Allison Holding Ltd S.A.R.L. CENTRAL INDEX KEY: 0001544397 STATE OF INCORPORATION: N4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 131037930 BUSINESS ADDRESS: STREET 1: 161 BAY STREET STREET 2: 48TH FLOOR CITY: TORONTO STATE: A6 ZIP: M5J 2S1 BUSINESS PHONE: (416) 874-1212 MAIL ADDRESS: STREET 1: 161 BAY STREET STREET 2: 48TH FLOOR CITY: TORONTO STATE: A6 ZIP: M5J 2S1 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 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 American Holdings II LLC CENTRAL INDEX KEY: 0001297368 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35456 FILM NUMBER: 131037933 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 4 1 c584365_4x0.xml MAIN DOCUMENT DESCRIPTION X0306 4 2013-08-12 0001411207 Allison Transmission Holdings Inc ALSN 0000937226 ONEX CORP 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001275599 SCHWARTZ GERALD W C/O ONEX CORPORATION 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001297368 Onex American Holdings II LLC 421 LEADER STREET MARION OH 43302 0 0 1 0 0001544361 Onex American Holdings GP LLC 421 LEADER STREET MARION OH 43302 0 0 1 0 0001544370 Allison Executive Investco LLC 421 LEADER STREET MARION OH 43302 0 0 1 0 0001544362 Allison Executive Investco II LLC 421 LEADER STREET MARION OH 43302 0 0 1 0 0001544358 Onex American Holdings Subco LLC 421 LEADER STREET MARION OH 43302 0 0 1 0 0001381649 OAH Wind LLC 421 LEADER STREET MARION OH 43302 0 0 1 0 0001544397 Onex Allison Holding Ltd S.A.R.L. 421 LEADER STREET MARION OH 43302 0 0 1 0 Common Stock 2013-08-12 4 S 0 11902500 21.175 D 63446249 I See footnotes Includes: (i) 28,683,478 shares of common stock held by Onex Partners II LP; (ii) 19,283,704 shares of common stock held by Onex Allison Holding Limited S.a R.L.; (iii) 13,521,331 shares of common stock held by Onex Allison Co-Invest LP; (iv) 540,367 shares of common stock held by Onex US Principals LP; and (v) 269,594 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 of OAH Wind LLC, which OAH Wind LLC and Allison Executive Investco II LLC own all of the equity 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 Investments Ltd. is the record holder of 1,361,911 shares of common stock and 1,185 shares of non-voting common stock. 1597257 Ontario Inc., the sole shareholder of New PCo 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 Partners GP Inc., Onex US Principals LP, Onex Partners II GP LP, Onex Allison Co-Invest LP, Onex Partners II LP, 1597257 Ontario Inc. and New PCo Investments Ltd. are filing a separate Form 4. ONEX CORPORATION, By: /s/ Andrea E. Daly, Authorized Person 2013-08-14 /s/ Donald W. Lewtas, attorney-in-fact 2013-08-14 ONEX AMERICAN HOLDINGS II LLC, By: /s/ Donald F. West, Authorized Person 2013-08-14 ONEX AMERICAN HOLDINGS GP LLC, By: /s/ Donald F. West, Authorized Person 2013-08-14 ALLISON EXECUTIVE INVESTCO LLC, By: /s/ Donald F. West, Authorized Person 2013-08-14 ALLISON EXECUTIVE INVESTCO II LLC, By: /s/ Donald F. West, Authorized Person 2013-08-14 ONEX AMERICAN HOLDINGS SUBCO LLC, By: /s/ Donald F. West, Authorized Person 2013-08-14 OAH WIND LLC, By: /s/ Donald F. West, Authorized Person 2013-08-14 ONEX ALLISON HOLDING LIMITED S.? R.L., By: /s/ Donald F. West, Authorized Person 2013-08-14