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Timken Case

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Submitted By milan2188
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Some suggested answers for the Timken case:

1) Synergies are likely to come mostly from expanding the economies of “scope”. The quote on p.1 is revealing: “… the two companies shared many of the same customers but had few products in common, (therefore) customers would surely appreciate that Timken’s sales representatives could meet more of their needs.” Further on p.8: “… the combined companies… would have many complementary products… (and) only a 5% overlap in their product offerings… (while) the two companies’ customer lists overlapped by approximately 80%.”
Timken was already going through a restructuring intended to add new products to its portfolio and add additional components (“bundling”) to further differentiate their products from (cheap) foreign imports. It seems like an acquisition of Torrington would fit perfectly with this goal (see the detail on p.8 about the potential combination of friction and lubrication functions).
Also, the merging parties may enjoy economies of scale: they planned to use Timken’s international distribution network to deliver Torrington’s products. p.8 offers some details about efficiencies from the reduced combined sales force and concentrated list of suppliers (both of which are economies of scale)
2) To value do a DCF valuation of Torrington on a stand-alone basis, first we need estimates of stand-alone (i.e., with Ingersoll-Rand, IR) cash flows: those can be inferred from Exhibit 5 (with the corrections that I emailed to you). The phrase “operating income” in Exhibit 5 is a little vague: in this case it means pre-tax but after-depreciation operating income (effective, EBIT) for
Torrington. Therefore, to estimate cash flows one would put that on an after-tax basis then add back depreciation. Next, subtract off estimated reinvestment (both in capex and increase in required net working capital, the latter

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