Executive Summary Conrail has received two acquisition bids from CSX and Norfolk Southern. Introduction Conrail and CSX‚ the nation’s first and third largest railroads‚ have decided to participate in a merger of equals. CSX has offered to acquire Conrail in a two tiered deal. The first 40% of tendered Conrail shares will be bought at a price of $92.50 while the remaining 60% will be acquired through a stock swap at a ratio of 1.8561921 (CSX:Conrail). In the midst of this offer‚ a hostile Bid
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Acquisition Wars Prof. Ian Giddy New York University Mergers and Acquisitions Mergers & Acquisitions Valuation Divestitures Concept: Is a division or firm worth more within the company‚ or outside it? Copyright ©2002 Ian H. Giddy Corporate Financial Restructuring 2 Valuation in a Bidding-War Context Copyright ©2002 Ian H. Giddy Corporate Financial Restructuring 3 Case Study: The Acquisition of Conrail Why merge Conrail and CSX? How was the CSX offer structured? How was Conrail’s resistance
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CONRAIL CASE Question 1.a) Based on the information provided in the “A” case and especially in the Exhibit 7 the most that CSX should pay for Conrail should be $93.42 per share (calculations are attached hereto as Exhibit 1). I assumed that the correct or required discount rate to be used in the DCF analysis should be the CSX’s cost of equity which is 15.93%. Based in this analysis – which reflects the expected synergies arising from the deal - CSX could still justify an increase in its offer by
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Acquisition of Consolidated Rail Corp Part A 1.) On October 15‚ 1996‚ CSX Corporation (CSX) then ranked as the number one railroad in the Eastern United States and Consolidated Rail Corporation (Conrail) then ranked as the third largest railroad in the Eastern United States‚ announced the intent to undergo a friendly merger via a two-tiered transaction with an estimated value of $8.4 billion. During the 1980’s a trend towards the consolidation of railroad firms began as a result
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Conrail G455: Corporate Restructuring Team 7 1) Why does CSX want to buy Conrail? In an industry beset by limited options to consolidate domestic rail traffic‚ CSX looked at Conrail as an avenue to increase market share and gain access to the North East rail network. With air travel‚ road travel and trucking taking an increasing share‚ significant revenue growth became difficult. As Conrail became profitable‚ Congress explored ways of privatizing it‚ giving CSX an opportunity to acquire Conrail
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of Consolidated Rail Corporation 1. CSX wanted to merge with Conrail‚ because the consolidated company would have more than $8.5 billion in rail revenue and almost 70 % of the Eastern market. Gain in Operating Income from Cost Reduction would bring additional $370 million by the year 2000. Total gain from revenue increase would result in additional $180 million. And from the operating income would reach $550 million. Another important point in CSX-Conrail merger is the better competitive position
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Perspective: Conrail shareholder. 1. Why does CSX want to buy Conrail? How much should CSX be willing to pay? Some of the reasons why CSX wants to buy Conrail are‚ to increase the consolidation in the Railway industry. Further consolidation typically means lower cost for the consolidators fx because economies of scale and synergies and …. A consolidation also results in lower competition inside the industry‚ which typically follows with higher‚ or at least not lower‚ prices and therefore higher
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FROM: Date: October 15‚ 1996 Re: Regarding our Hostile Bid for Conrail Rail Corporation Today‚ CSX Corporation(CSX) and Consolidated Rail Corporation (Conrail) announced an $8.3 billion merger‚ the first and third largest railroads in the Eastern United States. This merger would create the second largest rail system in the United States in the United states‚ and the largest rail system east of the Mississippi river by far. This merger has huge implication for the nations transportation and shipping
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expansion through acquisitions in attempt to reduce marginal costs and increase their market share. As a result of this competition‚ a number of cartels were formed; therefore the federal government intervened and established regulation on railroad mergers‚ infrastructure construction and divestments. On the other hand‚ the government initiated enormous investments in highway infrastructure‚ which resulted in the emerging of the trucking industry. Together with innovations in motor and tire technologies
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What is CSX’s motive for buying Conrail? • Synergy effect with lower cost The merged company could consolidate overlapping operations and reduce cost. CSX estimated that cost reduction would yield an additional $370 million in annual operating income by the year 2000‚ net of merger costs. • Expansion of market share by extending railroad network Railroad industry is a mature market. The only option to grow is through acquisitions. In 1995‚ Conrail owned 29.4% of the Eastern rail freight
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