The primary objective of this case is to understand merger transactions The following is a list of questions that may help you analyze the case, but you don’t have to limit your analysis to them. 1. Why is CSX interested in acquiring Consolidated Rail Corporation (Conrail)? Describe the arguments for the offer being motivated by synergies, as well as arguments for the motivation to pre-empt a bid by Norfolk 2. How much is CSX effectively offering per Conrail share? Using Multiples valuation, what is the value of Conrail to CSX? Incorporate the estimated synergies in this value. Describe clearly which multiples you use and why and describe which comparison firms you use and why. How does this value compare to the offer made by CSX? 3. Why did CSX make a two-tiered offer? For the shareholders of Conrail, does this make a difference relative to an all cash offer? 4. Why did Norfolk Southern make a hostile bid for Conrail? 5. In a bidding war for Conrail, who should be willing to pay more, Norfolk South-ern or CSX? 6. As a shareholder, would you vote to opt-out of the Pennsylvania anti-takeover statute? What do the capital markets expect will happen?