Allison Transmission Announces Sale of 25,000,000 Shares of Common Stock by Selling Stockholders

 Allison Transmission Announces Sale of 25,000,000 Shares of Common Stock by
                             Selling Stockholders

PR Newswire

INDIANAPOLIS, April 21, 2014

INDIANAPOLIS, April 21, 2014 /PRNewswire/ -- Allison Transmission Holdings,
Inc. (NYSE: ALSN), announced today the sale of 25,000,000 shares of its common
stock by investment funds affiliated with The Carlyle Group and Onex
Corporation (the "Sponsors"). In addition, the underwriter will have an option
to purchase up to 3,750,000 additional shares from the Sponsors. All of the
shares are being sold on a pro rata basis by the Sponsors, which are existing
stockholders of Allison Transmission Holdings, Inc. ("Allison"), in accordance
with their current interests. Allison will not receive any of the proceeds
from the offering of shares by the Sponsors. Closing of the offering is
expected to occur on or about April 25, 2014, subject to customary closing

Allison Transmission Inc. logo.

Citigroup is acting as the sole underwriter for the offering. Citigroup
proposes to offer the shares of common stock from time to time to purchasers
directly or through agents, or through brokers in brokerage transactions on
the New York Stock Exchange, or to dealers in negotiated transactions or in a
combination of such methods of sale, at a fixed price or prices, which may be
changed, or at market prices prevailing at the time of sale, at prices related
to such prevailing market prices or at negotiated prices.

Following the offering, the Sponsors will continue to beneficially own an
aggregate of 45,642,499 shares, or approximately 25% in the aggregate, of
Allison's outstanding common stock after giving effect to the offering (or
41,892,499 shares, or approximately 23% in the aggregate, if the underwriter
fully exercises its option to purchase additional shares).

Allison has filed a registration statement (including a prospectus) with the
U.S. Securities and Exchange Commission (the "SEC") for the offering to which
this communication relates. Before you invest, you should read the prospectus
in that registration statement and other documents Allison has filed with the
SEC for more complete information about Allison and this offering. You may get
these documents for free by visiting EDGAR on the SEC Web site at
Alternatively, Citigroup will arrange to send you the prospectus if you
request it by writing Citigroup, c/o Broadridge Financial Solutions, 1155 Long
Island Avenue, Edgewood, NY 11717; or by telephone: 800-831-9146.

This press release shall not constitute an offer to sell or the solicitation
of an offer to buy, nor shall there be any sale of these securities 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 state or 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, USA and employs
approximately 2,700 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. For more information, visit

Forward-Looking Statements

This press release may contain forward-looking statements. All statements
other than statements of historical fact contained in this press release are
forward-looking statements, including all statements regarding future
financial results. In some cases, you can identify forward-looking statements
by terminology such as "may," "will," "should," "expect," "plans," "project,"
"anticipate," "believe," "estimate," "predict," "intend," "forecast," "could,"
"potential," "continue" or the negative of these terms or other similar terms
or phrases. Forward-looking statements are not guarantees of future
performance and involve known and unknown risks. Factors which may cause the
actual results to differ materially from those anticipated at the time the
forward-looking statements are made include, but are not limited to: risks
related to our substantial indebtedness; our participation in markets that are
competitive; general economic and industry conditions; our ability to prepare
for, respond to and successfully achieve our objectives relating to
technological and market developments and changing customer needs; the failure
of markets outside North America to increase adoption of fully-automatic
transmissions; the discovery of defects in our products, resulting in delays
in new model launches, recall campaigns and/or increased warranty costs and
reduction in future sales or damage to our brand and reputation; the
concentration of our net sales in our top five customers and the loss of any
one of these; risks associated with our international operations; brand and
reputational risks; our intention to pay dividends; and labor strikes, work
stoppages or similar labor disputes, which could significantly disrupt our
operations or those of our principal customers. Although we believe the
expectations reflected in such forward-looking statements are based upon
reasonable assumptions, we can give no assurance that the expectations will be
attained or that any deviation will not be material. All information is as of
the date of this press release, and we undertake no obligation to update any
forward-looking statement to conform the statement to actual results or
changes in expectations.


SOURCE Allison Transmission Holdings Inc.

Contact: Investor Relations, (317) 242-3078,; Media
Relations, (317) 242-5000,
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