MRC Global Inc. Files 8-K for Other Event

TL;DR

MRC Global filed an 8-K for an 'Other Event' - details TBD, but HQ is Houston.

AI Summary

MRC Global Inc. filed an 8-K on August 29, 2025, reporting an "Other Event." The filing does not contain specific details about the event itself, but it confirms the company's principal executive offices are located at 1301 McKinney Street, Suite 2300, Houston, Texas 77010, and its telephone number is (877) 294-7574. The company was incorporated in Delaware and its fiscal year ends on December 31.

Why It Matters

This 8-K filing indicates a material event has occurred for MRC Global Inc., requiring public disclosure. Investors should monitor future filings for details on this event and its potential impact.

Risk Assessment

Risk Level: low — The filing is a standard procedural disclosure without immediate financial or operational implications detailed within the provided text.

Key Numbers

• 001-35479 — SEC File Number (Identifies the company's filing with the SEC.)
• 20-5956993 — I.R.S. Employer Identification Number (Company's tax identification number.)

Key Players & Entities

• MRC Global Inc. (company) — Registrant
• August 29, 2025 (date) — Date of earliest event reported
• 1301 McKinney Street, Suite 2300 Houston, Texas 77010 (location) — Principal Executive Offices
• Delaware (location) — State of incorporation
• 20250829 (date) — Conformed Period of Report

FAQ

Key Financial Figures

• $0.01 M — ich registered Common Stock, par value $0.01 MRC New York Stock Exchange Indicate b
• $5 million — n-controlling interest of approximately $5 million , as provided by and approved for Goldm
• $15.70 — e present values per share ranging from $15.70 to $18.66. The second paragraph on pa
• $18.66 — values per share ranging from $15.70 to $18.66. The second paragraph on page 96 of t
• $324 million — MRC Global's net debt of approximately $324 million , as provided by and approved for Goldm
• $15.60 — e present values per share ranging from $15.60 to $19.39. The fourth paragraph on pa
• $19.39 — values per share ranging from $15.60 to $19.39. The fourth paragraph on page 96 of t
• $230 million — ned company's net debt of approximately $230 million and non-controlling interest of approxi
• $17.15 — e present values per share ranging from $17.15 to $20.92. The second paragraph on pa
• $20.92 — values per share ranging from $17.15 to $20.92. The second paragraph on page 97 of t
• $15.44 — in a range of implied present values of $15.44 to $17.46 per share of DNOW common stoc
• $17.46 — of implied present values of $15.44 to $17.46 per share of DNOW common stock. The f
• $162 million — MRC Global's net debt of approximately $162 million and $37 million, respectively, for each
• $37 m — debt of approximately $162 million and $37 million, respectively, for each of fiscal
• $13.66 — in a range of implied present values of $13.66 to $16.78 per share of MRC Global commo

Filing Documents

• d74830d8k.htm (8-K) — 83KB
• 0001193125-25-192857.txt ( ) — 207KB
• mrc-20250829.xsd (EX-101.SCH) — 3KB
• mrc-20250829_lab.xml (EX-101.LAB) — 18KB
• mrc-20250829_pre.xml (EX-101.PRE) — 11KB
• d74830d8k_htm.xml (XML) — 4KB

From the Filing

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2025 MRC GLOBAL INC. (Exact name of registrant as specified in its charter) Delaware 001-35479 20-5956993 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 1301 McKinney Street , Suite 2300 Houston , Texas 77010 (Address of Principal Executive Offices) Registrant's telephone number, including area code: (877) 294-7574 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading symbol(s) Name of each exchange on which registered Common Stock, par value $0.01 MRC New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item8.01 Other Events. As previously announced, on June 26, 2025, MRC Global Inc., a Delaware corporation (NYSE: MRC) (" MRC Global "), entered into an Agreement and Plan of Merger (the " Merger Agreement ") with DNOW Inc., a Delaware corporation (" DNOW "), Buck Merger Sub, Inc., a Delaware corporation and a wholly-owned, direct subsidiary of DNOW (" Merger Sub "), and Stag Merger Sub, LLC, a Delaware limited liability company and a wholly-owned, direct subsidiary of DNOW (" LLC Sub "), pursuant to which, upon the terms and subject to the conditions of the Merger Agreement, (1) Merger Sub will be merged with and into MRC Global (the " First Merger "), with MRC Global continuing as the surviving corporation in the First Merger, and (2) immediately following the First Merger, MRC Global will be merged with and into LLC Sub (the " Second Merger " and, together with the First Merger, the " Merger "), with LLC Sub continuing as the surviving company at the effective time of the Second Merger as a wholly-owned, direct subsidiary of DNOW. On July 24, 2025, DNOW filed a registration statement on Form S-4 (No. 333-288909) (the " Registration Statement "), which contained a preliminary prospectus of DNOW and a preliminary joint proxy statement of DNOW and MRC Global. The Registration Statement was declared effective by the Securities and Exchange Commission (the " SEC ") on August 5, 2025. MRC Global filed with the SEC the definitive joint proxy statement/prospectus (the " joint proxy statement/prospectus " or the " Proxy Statement ") on August 5, 2025 and commenced mailing copies of the Proxy Statement on or about August 5, 2025. Since entering into the Merger Agreement, MRC Global and/or DNOW have received, to MRC Global's knowledge, several demand letters from purported shareholders of MRC Global (the " Demand Letters ") and three complaints with respect to the Merger have been filed. The complaints are captioned as follows: Robert Garfield v. Deborah Adams, Leonard Anthony, George Damiris, David Hager, Ronald Jadin, Anne McEntee, Robert Saltiel, Jr., Daniel Silvers, MRC Global Inc., DNOW Inc., J.P. Morgan Securities LLC, and Sodali & Co. Index No. 908471-25; Steven Weiss v. DNOW Inc., Richard Alario, Terry Bonno, David Cherechinsky, Galen Cobb, Paul Coppinger, Karen David-Green, Rodney Eads, and Sonya Reed Index No. 654945/2025; and Robert Scott v. DNOW Inc., Richard Alario, Terry Bonno, David Cherechinsky, Galen Cobb, Paul Coppinger, Karen David-Green, Rodney Eads, and Sonya Reed , Index No. 654962/2025 (collectively with the Demand Letters, the " Shareholder Actions "). The Shareholder Actions assert that certain allegedly material omissions in the joint proxy statement/prospectus purportedly give rise to violations of Sections 14(a) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 14a-9 promulgated thereunder. It is possible that additional or similar demand letters may be received by MRC Global or DNOW, or that complaints making similar allegation

View Full Filing

View this 8-K filing on SEC EDGAR