DNOW Completes Combination with MRC Global

HOUSTON--(BUSINESS WIRE)--Nov. 6, 2025-- DNOW Inc. (NYSE: DNOW) today announced that it has completed its acquisition of MRC Global Inc. ("MRC Global"), creating a premier solutions provider to the energy and industrial markets.

Under the terms of the merger agreement, each share of MRC Global's common stock was converted into the right to receive 0.9489 shares of DNOW's common stock. In addition, MRC Global's stock will no longer be listed for trading on the New York Stock Exchange (the "NYSE"), and MRC Global will no longer have reporting obligations under the Securities Exchange Act of 1934, as amended.

"This is a transformative milestone for our company, shareholders, customers and team members. The new DNOW brings together unparalleled access to industry leading energy, gas utility and industrial products, service and solutions from both companies to serve a broader and more diversified mix of customers," said DNOW President and CEO David Cherechinsky. "This combination further enhances DNOW's earnings durability, cash flow, financial position and ability to capitalize on growth opportunities across a broad range of attractive growth sectors. With the MRC Global and DNOW teams united as one, we are focused on completing a seamless transition and moving forward as a premier choice for our customers' routine and most complex requirements."

With the acquisition of MRC Global, DNOW expects to deliver significant strategic, operational and financial benefits to shareholders, including:

• Compelling and diverse growth opportunities through serving a broader mix of customers in the construction and maintenance of essential energy process, production and transmission infrastructure, including chemical processing, municipal water, utilities, mining and power generation.
• Expanded geographic footprint and distribution presence in the U.S., Canada and attractive international markets, with approximately 5,000 team members across more than 350 service and distribution locations throughout more than 20 countries.
• Substantial cash flow generation for organic investments in growth and productivity-enhancing technologies and investments that yield efficiencies and create value for customers. Maintaining a disciplined approach to capital allocation, the combined company expects to continue strategic acquisitions, return capital to shareholders and reduce debt towards a net cash position.
• A strong balance sheet with a streamlined capital structure allowing for greater capital allocation flexibility. DNOW is expected to generate $70 million of annual cost synergies within three years following closing through public company costs, corporate and IT systems and operational and supply chain efficiencies.

View the full press release on ir.dnow.com:
https://ir.dnow.com/news-releases/news-release-details/dnow-completes-combination-mrc-global