DNOW Inc. (DNOW) entered a merger agreement on June 26, 2025, to acquire MRC Global Inc. (MRC) in an all-stock deal valued at $1.5 billion.
Under the terms of the agreement, MRC Global shareholders will receive 0.9489 shares of DNOW common stock for each share of MRC Global common stock, at about $14.29 per share, representing a 7.28% premium from the stock’s last close.
MRC Global is a global distributor of pipes, valves, fittings (PVF), and related infrastructure products and services for the energy, industrial, and gas utility sectors. Headquartered in Houston, Texas, the company operates across the United States, Canada, and internationally.
DNOW is a supplier of energy and industrial products, as well as engineered process and production equipment, serving customers across the upstream, midstream, and downstream sectors. Headquartered in Houston, Texas, DNOW operates under the DistributionNOW and DNOW brands with a global network of locations.
Upon completion of the transaction, expected in the fourth quarter of 2025, DNOW shareholders will own approximately 56.5% and MRC Global shareholders the rest 43.5% of the combined company.
The combined company expects to save about $70 million a year within three years after the deal closes. These savings will come from reducing public company expenses, streamlining corporate and IT systems, and improving operations and supply chains. The merger is also expected to boost growth and increase adjusted earnings per share by double digits in the first year after closing.
David Cherechinsky, CEO of DNOW, will become CEO of the combined company, while Mark Johnson, DNOW’s CFO, will serve as CFO of the combined company. DNOW’s Board will expand from eight to ten members to include two of MRC Global’s current independent directors. Dick Alario will remain Chairman of the Board.
The combined company will be called DNOW. Both the DNOW and MRC Global brand names will still be used, and the company will keep its headquarters in Houston, Texas.
J.P. Morgan Securities acted as financial advisor, and Akin Gump Strauss Hauer & Feld served as legal counsel to MRC Global. Goldman Sachs provided financial advice, and Kirkland & Ellis served as legal counsel to DNOW.
DNOW is paying 10.51 times EBITDA for MRC Global.
For additional details about this M&A transaction, please visit the Deal Metrics page here:
Deal Metrics for the acquisition of MRC Global Inc. (MRC) by DNOW Inc. (DNOW)
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-A spread history chart of the merger from announcement through completion or failure.
-Every event as the merger progresses through the expiration of the HSR period, regulatory approvals, shareholder votes, etc.
-News and SEC filings.
-A history of deal updates.
-And much more.
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Editor’s Note: Baranjot Kaur contributed to this article