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CASE STUDY How Carlyle Creates Value Deep Industry Expertise

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CASE STUDY How Carlyle Creates Value Deep Industry Expertise GLOBAL ALTERNATIVE ASSET MANAGEMENT CASE STUDY How Carlyle Creates Value Deep industry expertise. Global scale and presence. Extensive network of Operating Executives. And a wealth of investment portfolio data; we call it The Carlyle Edge. These are the four pillars of Carlyle’s value creation model. By leveraging these core capabilities and resources—Carlyle has established a 25-year overall track record of investing in companies, working to make them better and serving our investors’ needs. About Allison and the Transaction Founded in 1915, Allison Transmission, Inc. is a global designer, manufac- turer and supplier of automatic transmissions for medium- and heavy-duty commercial vehicles and specialty military vehicles, including on-highway trucks, buses, motorhomes and off-highway vehicles. Allison is headquartered in Indianapolis, Indiana and also has facilities in AT A GLANCE Hungary, The Netherlands, Brazil, India and China. Allison has approximately 2,800 employees worldwide with more than 2,500 employees in Indiana, Allison Transmission, Inc. approximately 1,500 of whom are represented by the United Automobile Workers. Allison has historically maintained strong relations with the UAW. Industry: Industrial & Transportation Region/Country: Indiana, USA Key Value Creation Metrics Fund: Carlyle Partners IV • Acquired the business as an orphaned division within General Motors and transformed it into a standalone company listed on the New York Stock Acquired: August 2007 Exchange Status: Partially Exited • Supported EBITDA growth from $544 million to $712 million, a 30% increase, despite a severe market downturn in the commercial vehicle industry • Invested more than $450 million in product related research and develop- ment, including new hybrid, fuel-efficient electric drives • Pursued international growth opportunities by increasing market share in Europe and emerging markets, including China and India The Carlyle Group and Onex, another investment firm, acquired Allison from General Motors in August 2007. At the time, Allison was a subsidiary of General Motors, lacking the resources necessary to grow the business. Carlyle and Onex saw the opportunity to take an under-resourced and sub- optimized business, support leadership, infuse capital and transform it into a platform that could take advantage of the growing global demand for trans- mission products. THE CARLYLE GROUP 1001 PENNSYLVANIA AVENUE, NW WASHINGTON, DC 20004-2505 202-729-5626 WWW.CARLYLE.COM During Carlyle’s investment, Allison transitioned from an operating divi- sion at GM to a well-capitalized standalone company. In March 2012, Allison became a publicly-traded company and listed its shares on the New York Stock Exchange under the symbol ALSN. Strengthening its Core Domestic Business To position Allison for growth, Carlyle enhanced the company’s senior leader- ship team after acquiring the business from GM, including appointing directors with considerable commercial experience and supplementing the management team with a new CFO. During its ownership, Carlyle worked with Allison to execute a number of manufacturing and purchasing initiatives to increase efficiency, reduce operating costs and enhance profitability. For example, Allison implemented a Deep industry expertise. Global scale mutually-beneficial labor agreement with the UAW that introduced an annual and presence. Extensive network of profit-sharing incentive compensation plan for the hourly workforce. Additionally, Allison’s focus on manufacturing optimization has resulted in a continued reduc- Operating Executives. And a wealth of tion of manufacturing hours per unit year after year, reducing operating costs. As a investment portfolio data. These are the result, Allison has been able to increase EBITDA by 30%, despite experiencing one four pillars of Carlyle’s ability to drive value of the most severe economic downturns the commercial vehicle industry has ever in the companies and assets in which our faced. Globally, in 2011, Allison sold approximately 62% of all fully-automatic funds invest. transmissions for medium- and heavy-duty on-highway commercial vehicle applications. ABOUT THE CARLYLE GROUP Investing for the Future The Carlyle Group (NASDAQ: CG) is a global With Carlyle’s strategic assistance, Allison has focused its research and develop- alternative asset manager with $170 billion of ment initiatives on next generation, fuel efficient technologies, investing more than assets under management across 113 funds $450 million in product related research and development from 2008 to 2011. and 67 fund of funds vehicles as of December As a result, Allison has more new products under development today than at any 31, 2012. Carlyle’s purpose is to invest wisely time in its history. For example, Allison is using a cost-share grant from the U.S. and create value on behalf of our investors, Department of Energy to develop a many of whom are public pensions. Carlyle hybrid-propulsion system for medium- invests across four segments – Corporate and heavy-duty commercial trucks, Private Equity, Real Assets, Global Market which will improve fuel efficiency by Strategies and Solutions – in Africa, Asia, 25% to 35% for a typical vehicle. Today, Australia, Europe, the Middle East, North Allison is one of the largest providers America and South America. Carlyle has of hybrid electric drives to the transit expertise in various industries, including: bus industry and continues to develop aerospace, defense & government services, products for other commercial vehicle consumer & retail, energy, financial services, applications. In 2011, President Barack healthcare, industrial, technology & business Obama visited Allison’s headquarters, services, telecommunications & media and he praised Allison for its energy- and transportation. The Carlyle Group saving technology and the company’s President Obama congratulates Allison CEO employs 1,400 people in 33 offices across six role in retaining jobs in Indiana. Lawrence Dewey during plant visit on May 6, 2011. continents. Set forth herein is a selected case study that Carlyle believes illus- Investing in International Growth trate its ability to create value at, and improve the performance of, its portfolio companies. The performance of these portfolio While maintaining its leadership position in the U.S., Allison is pursuing growth companies is not necessarily indicative of the performance of all of opportunities abroad. These investments in people as well as facilities are result- Carlyle’s portfolio companies. The information provided herein is for informational purposes only and is not and may not be relied ing in market share gains in Europe and emerging economies, such as China and on in any manner as advice or as an offer to sell or a solicitation India. To support its international growth strategy, the company established new of an offer to buy interests (the “Interests”) in any fund or other product sponsored or managed by T.C. Group, L.L.C. or any of its manufacturing facilities in India and Hungary. Furthermore, Allison has increased affiliates (together, “Carlyle”). Any such offer or solicitation shall marketing, sales and service headcount in China, India, Brazil and Russia regions only be made pursuant to a final confidential private placement memorandum (as amended and/or restated from time to time) by 80% since 2007, including a 182% increase in China and India. As a result of and the applicable fund’s subscription documents, which will be furnished to qualified investors on a confidential basis at their these efforts, Allison has seen significant growth in international sales. request for their consideration in connection with such offering. .
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