Allison Transmission gets consents to amend 7 1/8% notes due 2019

By Toni Weeks

San Luis Obispo, Calif., March 31 – Allison Transmission Holdings, Inc. wholly owned subsidiary Allison Transmission, Inc. announced it received enough consents to pass proposed amendments to the indenture governing its 7 1/8% senior notes due 2019 by 5 p.m. ET on March 31, the consent time for the company’s tender offer and consent solicitation.

The company is offering to purchase any and all of its outstanding $471,263,000 of 7 1/8% senior notes and was also seeking consents to amend the indenture governing the notes to eliminate substantially all of the restrictive covenants, certain events of default and related provisions.

The total consideration is $1,042.00 per $1,000 principal amount of notes tendered by the consent time. The amount includes a $30.00 consent payment.

Holders who tender their notes after the consent time but before the expiration date, 11:59 p.m. ET on April 14, will not receive the $30.00 consent payment.

The company will also pay accrued interest up to but not including the applicable settlement date, which, for notes tendered by the consent time, will be “promptly” following the consent time. The final settlement date, for notes tendered following the consent time, will be April 15.

Holders could not tender their notes without delivering consents or deliver consents without tendering their notes.

As previously reported, Allison Transmission plans to arrange a $470 million first-lien senior secured term loan facility, the proceeds of which will finance the tender offer. The offer is conditioned upon, among other things, the completion of the bank financing but is not conditioned on the tender of a minimum principal amount of notes.

Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106) is the dealer manager and solicitation agent. Global Bondholder Services Corp. (866 470-3900 or 212 430-3774) is the depositary and information agent.

Indianapolis-based Allison Transmission is a manufacturer of fully automatic transmissions for medium- and heavy-duty commercial vehicles as well as hybrid-propulsion systems for city buses.

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