false 0001439095 0001439095 2025-02-05 2025-02-05

 

 

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): February 5, 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. ☐

 

 

 

Item 7.01

Regulation FD Disclosure.

On February 5, 2025, MRC Global Inc. (“MRC Global” or the “Company”) announced that it will postpone the previously scheduled earnings release and call for the fourth quarter 2024 results to a later date.

A copy of the press release issued by the Company is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information referenced under Item 7.01 (including Exhibit 99.1 referenced under Item 9.01 below) of this Current Report on Form 8-K is being “furnished” under “Item 7.01. Regulation FD Disclosure” and, as such, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information set forth in this Current Report on Form 8-K (including Exhibit 99.1 referenced under Item 9.01 below) shall not be incorporated by reference into any registration statement, report or other document filed by MRC Global pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

99.1    Press Release, dated February 5, 2025
104    Cover Page Interactive Data File – The cover page XBRL tags from this Current Report on Form 8-K are embedded within the Inline XBRL document.

INDEX TO EXHIBITS

 

Exhibit
No.		   

Description

99.1    Press Release, dated February 5, 2025
104    Cover Page Interactive Data File – The cover page XBRL tags from this Current Report on Form 8-K are embedded within the Inline XBRL document.

 

3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: February 6, 2025

 

MRC GLOBAL INC.
By:  

/s/ Kelly Youngblood

  Kelly Youngblood
  Executive Vice President and Chief Financial Officer

 

4

Exhibit 99.1

 

LOGO

MRC Global Postpones Earnings Release, Conference Call and Webcast

HOUSTON, TX – February 5, 2025 – MRC Global Inc. (NYSE: MRC) announced that it has postponed the release of its financial results and conference call related to the fourth quarter and full year 2024, which had previously been scheduled for February 11, 2025, and February 12, 2025, respectively. The company will reschedule both events at a later date.

The company is delaying the release of its financial results to allow additional time to complete year-end audit procedures specifically related to inventory cycle counts, including physical inventory procedures. The company expects to file its Form 10-K for the year ended December 31, 2024, on or before March 3, 2025.

About MRC Global Inc.

Headquartered in Houston, Texas, MRC Global (NYSE: MRC) is the leading global distributor of pipe, valves, fittings (PVF) and other infrastructure products and services to diversified end-markets including the gas utilities, downstream, industrial and energy transition, and production and transmission infrastructure sectors. With over 100 years of experience, MRC Global has provided customers with innovative supply chain solutions, technical product expertise and a robust digital platform from a worldwide network of 198 locations including valve and engineering centers. The company’s unmatched quality assurance program offers approximately 200,000 SKUs from approximately 7,100 suppliers, simplifying the supply chain for over 8,300 customers. Find out more at www.mrcglobal.com

This news release contains a forward-looking statement within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. The word “expect” (and similar expressions) are intended to identify forward-looking statements. The statement about the company’s expectation of the date of the filing of its Form 10-K for the year ended December 31, 2024 is only its expectation and not a guarantee of the actual filing date. This statement is based on management’s expectations that its audit procedures will be completed to allow the filing by that date. There is a risk that these procedures would require more time that would delay the filing. Undue reliance should not be placed on the company’s forward-looking statement. Although forward-looking statements reflect the company’s good faith belief, reliance should not be placed on forward-looking statements because they involve known and unknown risks, uncertainties and other factors, which may cause the company’s actual filing date to differ materially from its anticipated date expressed by a forward-looking statement. The company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, except to the extent required by law.

Contact:

Monica Broughton

VP, Investor Relations & Treasury

MRC Global Inc.

Monica.Broughton@mrcglobal.com

832-308-2847

 

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Feb. 05, 2025
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Entity Central Index Key 0001439095
Document Type 8-K
Document Period End Date Feb. 05, 2025
Entity Registrant Name MRC GLOBAL INC.
Entity Incorporation State Country Code DE
Entity File Number 001-35479
Entity Tax Identification Number 20-5956993
Entity Address, Address Line One 1301 McKinney Street
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Entity Address, City or Town Houston
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