Relational and CalSTRS Assert That True Value of Timken's Acquisition of Interlube Cannot Be Realize

Relational and CalSTRS Assert That True Value of Timken's Acquisition of Interlube Cannot Be Realized by Shareholders under Timken's Conglomerate Structure

SAN DIEGO--(BUSINESS WIRE)-- Relational Investors LLC ("Relational") and the California State Teachers' Retirement System ("CalSTRS"), collectively owners of 7.28% of the shares of The Timken Company, (NYS: TKR) ("Timken" or "the Company") today stated that the announcement by Timken that it is acquiring Interlube Systems Ltd to further diversify the Company's portfolio of businesses underscores Timken's blind eye to the large conglomerate discount impairing its share price.

Relational stated, "While the Interlube acquisition along with Timken's acquisitions of Greenbriar and Wazee over the past months may be sound acquisitions in terms of supporting the Company's Bearings business, none of the true value of these acquisitions can be realized for shareholders as long as the conglomerate discount continues to impair Timken's valuation in the marketplace. We are confident that by splitting Timken's shares to reflect independently traded Steel and Bearings businesses, the Company can unlock significant shareholder value. If the Interlube acquisition complements the Bearings business as Timken asserts, then shareholders should be allowed to realize the full value of the Bearings business. Timken's conglomerate structure impedes such valuation.

"We urge all shareholders to support CalSTRS' proxy proposal that Timken's Board of Directors and management act expeditiously to engage an investment banking firm to effectuate a spin-off of Timken's Steel business segment into a separately traded public company. Voting FOR the CalSTRS proposal will send the Timken board a clear statement of what shareholders want," Relational said.


On February 28, 2013, Relational and CalSTRS filed a comprehensive presentation for Timken shareholders entitled: "Why a Separation of Timken's Steel and Bearings Businesses Can Unlock Significant Shareholder Value." The presentation demonstrates the financial and operational logic of CalSTRS' shareholder proxy proposal, which would enable Timken shareholders to vote for separating the two businesses.

About Relational Investors LLC:

Relational Investors LLC, founded in 1996, is a privately held, multi-billion dollar asset management firm and registered investment adviser. Relational invests in publicly traded companies that it believes are undervalued in the marketplace. The firm seeks to engage the management, board of directors, and shareholders of its portfolio companies in a productive dialogue designed to build a consensus for positive change to improve shareholder value.

About the California State Teachers Retirement System: The California State Teachers' Retirement System, with a portfolio valued at $161.4 billion as of January 31, 2013, is the largest educator-only pension fund in the world. CalSTRS administers a hybrid retirement system, consisting of traditional defined benefit, cash balance and voluntary defined contribution plans, as well as disability and survivor benefits. CalSTRS serves California's 862,000 public school educators and their families from the state's 1,600 school districts, county offices of education and community college districts.

Kekst and Company
Robert Siegfried/Daniel Yunger/Donald C. Cutler
212-521-4800 or 415-852-3903
Okapi Partners LLC
Bruce H. Goldfarb/Charles W. Garske/Geoffrey Sorbello

KEYWORDS:   United States  North America  California


The article Relational and CalSTRS Assert That True Value of Timken's Acquisition of Interlube Cannot Be Realized by Shareholders under Timken's Conglomerate Structure originally appeared on

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