==MRC Global (MRC) to be acquired DNOW Inc. (DNOW) for approx. $1.5 bln

 

DNOW Inc. to acquire MRC Global in an all-stock transaction valued at approximately $1.5 bln

• DNOW (DNOW) and MRC Global (MRC) have entered into a definitive merger agreement pursuant to which DNOW will acquire MRC Global in an all-stock transaction valued at approximately $1.5 bln, inclusive of MRC Global's net debt, creating a premier energy and industrial solutions provider.
• The combination brings together two global energy and industrial infrastructure organizations with a complementary portfolio of high-quality products, services and supply chain solutions and an expanded footprint of more than 350 service and distribution locations across more than 20 countries.
• MRC shareholders will receive 0.9489 shares of DNOW common stock for each share of MRC Global common stock, representing a 8.5% premium to MRC Global's 30-day volume weighted average price ("VWAP") of $12.77 as of June 25, 2025.
• The exchange ratio results in a combined company enterprise value of approximately $3.0 bln. DNOW and MRC Global shareholders will respectively own approximately 56.5% and approximately 43.5% of the combined company on a fully diluted basis. The transaction has received unanimous approval by both DNOW and MRC Global Board of Directors.
• David Cherechinsky, President and CEO of DNOW, will serve as President and CEO of the combined company, and Mark Johnson, CFO of DNOW, will serve as CFO of the combined company. Dick Alario will continue to serve as Chairman of the Board. The combined company will be named DNOW and trade on the NYSE under the DNOW ticker. The DNOW and MRC Global brands will continue following closing of the transaction.
• The combined company will remain headquartered in Houston, Texas. The transaction is currently anticipated to close in Q4.