Core Viewpoint - DNOW Inc. has successfully completed its acquisition of MRC Global Inc., creating a leading solutions provider in the energy and industrial markets [1][11]. Company Overview - DNOW is a premier energy and industrial solutions provider with over 160 years of experience, specializing in the distribution of pipe, valves, fittings, pumps, and fabricated equipment [5]. - The company is headquartered in Houston, Texas, employing approximately 5,000 individuals and operating a global network of distribution and engineering locations [5]. Merger Details - Under 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 [2]. - The total value of the all-stock transaction is approximately $1.5 billion, which includes MRC Global's net debt [13]. Strategic Benefits - The merger is expected to enhance DNOW's earnings durability, cash flow, and financial position, allowing the company to capitalize on growth opportunities across various sectors [3]. - DNOW anticipates generating $70 million in annual cost synergies within three years post-merger through operational efficiencies and streamlined corporate structures [6]. Market Position and Growth Opportunities - The combined entity will serve a broader mix of customers in essential energy infrastructure, including sectors such as chemical processing, municipal water, utilities, mining, and power generation [6]. - The merger expands DNOW's geographic footprint and distribution presence across the U.S., Canada, and other international markets, with over 350 service and distribution locations in more than 20 countries [6].

Core Insights - DNOW Inc. announced its future leadership team following the pending transaction with MRC Global Inc. [1] - The new leadership team will consist of leaders from both DNOW and MRC Global, emphasizing expertise in customer service, operational excellence, and supply chain management [1] - The combined leadership team is expected to leverage deep industry knowledge across the energy and industrial sectors [1]

Group 1 - DNOW Inc. is merging with MRC Global to create a dominant industrial distributor in North America, with DNOW shareholders receiving 57% and MRC shareholders 43% of the combined company [2] - The merger is expected to close in the fourth quarter, resulting in a company valued at $2.6 billion with $200 million in net debt, which management plans to reduce over the next year [2] - The combined entity is positioned to benefit from growth in alternative energy, data center infrastructure, and mining, while achieving operational and purchasing synergies [3][4] Group 2 - Both DNOW and MRC have improved their business models over the past decade, focusing on higher-margin products and integrated supply chain solutions, with DNOW transitioning from distribution to purpose-built solutions [4] - The merger is expected to create significant cost synergies and revenue enhancements, providing a strong platform for future mergers and acquisitions or share repurchases [5] - The combined business trades at a discount relative to peers, with a conservative synergy estimate of $70 million, indicating a compelling investment opportunity [3][5]

Core Viewpoint - Mueller Water Products reported quarterly earnings of $0.34 per share, slightly missing the consensus estimate of $0.35 per share, but showing an increase from $0.32 per share a year ago [1][2] Financial Performance - The company posted revenues of $380.3 million for the quarter ended June 2025, exceeding the Zacks Consensus Estimate by 3.84% and up from $356.7 million year-over-year [3] - Over the last four quarters, Mueller Water Products has surpassed consensus revenue estimates four times [3] Stock Performance - Since the beginning of the year, Mueller Water Products shares have increased by approximately 7.7%, outperforming the S&P 500's gain of 6.1% [4] - The stock currently holds a Zacks Rank 4 (Sell), indicating expectations of underperformance in the near future due to unfavorable estimate revisions [7] Future Outlook - The current consensus EPS estimate for the upcoming quarter is $0.31 on revenues of $358.8 million, and for the current fiscal year, it is $1.23 on revenues of $1.39 billion [8] - The Steel - Pipe and Tube industry, to which Mueller Water Products belongs, is currently ranked in the top 21% of over 250 Zacks industries, suggesting a favorable industry outlook [9]

Core Viewpoint - Dnow Inc. (NYSE: DNOW) has announced a $1.5 billion all-stock acquisition of MRC Global Inc. (NYSE: MRC), which could significantly impact the energy supply chain sector, leading to increased investor interest and an 11% rise in DNOW's stock year-to-date, outperforming the S&P 500's 5% increase [2][3]. Acquisition Details - MRC shareholders will receive 0.9489 shares of DNOW for each MRC share, representing an 8.5% premium to MRC's 30-day volume-weighted average price of $12.77 as of June 25 [3]. - The total enterprise value of the transaction is approximately $3.0 billion, with DNOW shareholders owning about 56.5% of the new entity post-merger [3]. Financial Performance - DNOW's revenues have shown growth, with a 4.7% increase from $2.3 billion to $2.4 billion over the last 12 months, compared to a 5.5% growth for the S&P 500 [9]. - The company has a price-to-sales (P/S) ratio of 0.7, significantly lower than the S&P 500's 3.1, indicating a potentially undervalued stock [8]. Profitability Metrics - DNOW's operating income over the last four quarters was $121 million, resulting in an operating margin of 5.0%, which is below the S&P 500's average of 14.9% [10]. - The net income margin for DNOW stands at 3.4%, compared to 11.6% for the S&P 500, highlighting weaker profitability [10]. Financial Stability - DNOW's debt was reported at $41 million, leading to a low debt-to-equity ratio of 2.6%, which is favorable compared to the S&P 500's 19.4% [11]. - The company holds $219 million in cash, contributing to a strong cash-to-assets ratio of 13.3% [11]. Market Conditions - Despite the positive developments, macroeconomic challenges persist, including a 5% decline in WTI crude prices year-to-date and potential trade tensions that could impact industrial and energy demand [4].

Group 1 - Class Action Attorney Juan Monteverde's firm, Monteverde & Associates PC, has recovered millions for shareholders and is recognized as a Top 50 Firm in the 2024 ISS Securities Class Action Services Report [1] - The firm is investigating DNOW Inc. (NYSE: DNOW) in relation to its merger with MRC Global Inc., where current DNOW shareholders will own approximately 56.5% of the combined company on a fully diluted basis upon completion of the transaction [1] Group 2 - Monteverde & Associates PC is a national class action securities firm with a successful track record in trial and appellate courts, including the U.S. Supreme Court [2] - The firm operates from the Empire State Building in New York City [2]

Transaction Overview - DNOW 将以全股票合并交易方式收购 MRC[28] - MRC 股东每股 MRC 股份将获得 0.9489 股 DNOW 股份[28] - 合并后的企业价值约为 30 亿美元，包括 MRC 的净债务[28] Financial Synergies and Accretion - 预计在交易完成后三年内实现 7000 万美元的年度成本协同效应[28] - 预计交易完成后第一年调整后的每股收益将实现两位数的增长[28] - 预计交易完成后的 Pro Forma 净杠杆率低于 0.5 倍，并在交易完成后的第一年实现净现金头寸[28] Combined Company Profile - 合并后的公司预计年收入约为 53 亿美元[37, 58, 71] - 调整后的 EBITDA 约为 4.3 亿美元[37] - 调整后的 EBITDA 利润率约为 8.0%[37] - 运营产生的现金流约为 5 亿美元[37] Geographic Reach - DNOW 在美国拥有 165 个分支机构，MRC 在美国拥有 197 个分支机构[32] - 合并后的公司在超过 20 个国家/地区拥有业务[53] - 合并后的公司收入的 82% 来自美国，14% 来自加拿大，4% 来自国际市场[51] Cost Synergies Breakdown - 预计 2026 年实现 1700 万美元的税前运行率协同效应[81] - 预计 2027 年实现 4200 万美元的税前运行率协同效应[81] - 预计 2028 年实现 7000 万美元的税前运行率协同效应[81]

Core Viewpoint - MRC Global Inc. is set to release its first quarter 2025 results on May 6, 2025, and will host a conference call and webcast the following day to discuss the results [1]. Group 1: Company Overview - MRC Global Inc. is headquartered in Houston, Texas, and is the leading global distributor of pipe, valves, fittings (PVF), and other infrastructure products and services [2]. - The company serves diversified end-markets including gas utilities, downstream, industrial and energy transition, and production and transmission infrastructure sectors [2]. - With over 100 years of experience, MRC Global offers innovative supply chain solutions, technical product expertise, and a robust digital platform from approximately 200 locations worldwide [2]. - The company provides around 200,000 SKUs from over 7,100 suppliers, simplifying the supply chain for over 8,300 customers [2].

Group 1 - MRC Global Inc. will release its first quarter 2025 results on May 6, 2025, after market close [1] - A conference call and webcast will be held on May 7, 2025, at 10:00 a.m. Eastern / 9:00 a.m. Central [1] - The call can be accessed via phone or webcast, with a replay available until May 21, 2025 [1] Group 2 - MRC Global is a leading global distributor of pipe, valves, fittings (PVF), and other infrastructure products and services [2] - The company serves diversified end-markets including gas utilities, downstream, industrial, energy transition, and production and transmission infrastructure sectors [2] - MRC Global has over 100 years of experience and operates approximately 200 locations worldwide, offering around 200,000 SKUs from over 7,100 suppliers [2]

Core Insights - MRC Global Inc. reported a strong start to Q1 2025, with revenue and margins exceeding expectations, driven by growth in various segments [3][4] - The company anticipates continued revenue growth in Q2 2025, estimating a high-single to low-double digit percentage increase in sequential sales, supported by a backlog increase of over 20% since the start of the year [3][4] - MRC Global plans to initiate a $125 million share repurchase program in Q2 2025, taking advantage of recent share price volatility [4] Financial Highlights - Revenue for Q1 2025 was approximately $710 million, representing a 7% sequential increase [8] - Net income from continuing operations was approximately $7 million [8] - Adjusted EBITDA was approximately $35 million, or 4.9% of sales [8] - Gross Profit was approximately $142 million, or 20.0% of sales, while Adjusted Gross Profit was approximately $153 million, or 21.5% of sales [8][17] - Cash flow from continuing operations was approximately $20 million [8] Segment Performance - The US segment was a key driver of revenue growth, with DIET growing by 13%, Gas Utilities by 8%, and PTI by 6% [3] - The Gas Utilities business showed a strong rebound, contributing positively to overall performance [4] Company Overview - MRC Global is a leading global distributor of pipe, valves, fittings, and other infrastructure products and services, serving diversified end-markets including gas utilities and industrial sectors [7] - The company operates a network of approximately 200 locations and offers around 200,000 SKUs from over 7,100 suppliers [7]