August 18, 2025 11:54 AM GMT M Idea Morgan Stanley & Co. LLC Christopher Snyder, CFA Equity Analyst Chris.Snyder@morganstanley.com +1 212 761-4470 Brandon Knutson Equity Analyst Brandon.Knutson@morganstanley.com +1 212 761-4168 Toby Okwara Equity Analyst Toby.Okwara@morganstanley.com +1 212 761-1693 Christine Yao Research Associate Christine.Yao@morganstanley.com +1 212 761-4193 Multi-Industry Morgan Stanley does and seeks to do business with companies covered in Morgan Stanley Research. As a result, invest ...

Financial Performance - MRC Global reported second quarter 2025 revenue of $798 million, a 12% increase from the first quarter of 2025, with all sectors contributing to this growth [3][10][14] - Adjusted EBITDA for the second quarter of 2025 was $54 million, representing 6.8% of sales, compared to $65 million or 8.1% of sales in the same period of 2024 [11][61] - Net income from continuing operations for the second quarter of 2025 was $13 million, down from $30 million in the second quarter of 2024 [6][7] Sector Performance - The Production and Transmission Infrastructure (PTI) sector led the revenue growth with a 26% increase sequentially, driven by robust project activity [3][19] - Gas Utilities sector revenue increased by 10% sequentially, supported by increased construction projects [3][19] - The Downstream, Industrial, and Energy Transition (DIET) sector experienced a slight decline compared to the same quarter a year ago, but showed a 1% increase sequentially [14][20] Merger Agreement - MRC Global announced a merger agreement with DNOW Inc., which is expected to create a premier energy and industrial solutions provider [4][25] - The merger is subject to shareholder and regulatory approvals, with an anticipated closing in the fourth quarter of 2025 [25][26] Shareholder Returns - The company returned $15 million to shareholders through share repurchases at an average price of $12.35 per share during the second quarter of 2025 [3][24] - The share repurchase program has been suspended due to the pending merger with DNOW [24] Balance Sheet and Cash Flow - As of June 30, 2025, MRC Global had a cash balance of $75 million and long-term debt of $449 million [23] - The company's backlog was $589 million, a 2% decrease from the previous quarter, primarily due to a decline in the PTI sector backlog [22]

Financial Data and Key Metrics Changes - In Q2 2025, IDEXX's revenue came in toward the midpoint of guidance, with organic sales increasing by 1% year over year, while orders grew organically by 2% [27][28] - Adjusted gross margin declined by 10 basis points year over year, primarily due to dilution from the Mod acquisition and unfavorable mix [29] - Free cash flow increased by 25% year over year to $147 million, representing 94% conversion versus adjusted net income [30] Business Line Data and Key Metrics Changes - In the HST segment, organic orders increased by 2% and organic sales increased by 4%, supported by positive pricing and volume increases in pharmaceutical and defense businesses [31] - In the FMT segment, organic orders increased by 7%, but organic sales declined by 2%, with growth in downstream energy and agriculture offset by declines in chemicals and semiconductor [32] - In the FST segment, organic sales grew by 2%, but organic orders declined by 7%, attributed to choppy order patterns [34] Market Data and Key Metrics Changes - Demand remained healthy in food, pharma, space, and defense applications, while weaker areas included chemicals, automotive, and semiconductor lithography [11] - The company experienced dynamic daily demand levels influenced by trade policy announcements, leading to a modest order recovery in July [12] Company Strategy and Development Direction - IDEXX aims to extend growth potential through variable levels of integration to win in advantaged markets, focusing on cross-business collaboration and operational improvements [14][18] - The company is actively pursuing tuck-in acquisitions to scale and expand critical capabilities in advantaged markets, with a focus on maintaining a strong balance sheet and cash flow generation [38][39] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the quality of its businesses despite lowering back half financial projections due to slower decision-making and order patterns [13][41] - The company anticipates a stable baseline for orders moving forward, with a focus on leveraging operational capabilities to drive growth [50][51] Other Important Information - IDEXX updated its full-year organic sales growth guidance to approximately 1%, down from 1% to 3%, and adjusted adjusted EPS guidance to $7.85 to $7.95 [36] - The company expects to fully mitigate tariff-related inflation with price increases and additional sourcing and supply chain savings [37] Q&A Session All Questions and Answers Question: Can you talk about the delayed orders on the semiconductor side and your confidence in those projects coming through? - Management noted that while there was oscillation in order patterns, they saw order recovery in July and expressed confidence in the stability of the baseline moving forward [48][50] Question: How much of the guidance cut is attributed specifically to Mott? - The guidance cut is primarily attributed to the MSS group and Mott, with frozen decision-making impacting revenue and profitability flow-through [93] Question: What is the current state of the life sciences segment? - The life sciences segment is experiencing a slow recovery, growing low single digits, with some areas weaker but generally offset by stronger applications in pharma drug discovery [98]

Financial Data and Key Metrics Changes - In Q2 2025, IDEXX's revenue came in toward the midpoint of guidance, with organic sales increasing by 1% year over year [27][30] - Adjusted EBITDA margin declined by 40 basis points to 27.4%, reflecting gross margin performance and lower variable compensation expenses [28] - Free cash flow increased by 25% year over year to $147 million, representing 94% conversion versus adjusted net income [29] Business Line Data and Key Metrics Changes - In the Health and Science Technology (HST) segment, organic orders increased by 2% and organic sales increased by 4%, driven by positive pricing and volume increases in pharmaceuticals and data centers [30] - In the Fluid Management Technologies (FMT) segment, organic orders increased by 7%, but organic sales declined by 2% due to challenging prior year comparisons [31] - In the Fire and Safety Technologies (FST) segment, organic sales grew by 2%, but organic orders declined by 7% due to choppy order patterns [32] Market Data and Key Metrics Changes - Demand remained healthy in food and pharma applications, space and defense, and data center thermal management, while weaker areas included chemicals, automotive, and semiconductor lithography [10][11] - The company experienced a modest order recovery in July after a dynamic demand pattern in Q2, influenced by trade policy announcements [11][12] Company Strategy and Development Direction - IDEXX aims to extend growth potential through variable levels of integration to win in advantaged markets, focusing on cross-business collaboration and operational improvements [13][20] - The company is actively pursuing tuck-in acquisitions to scale and expand critical capabilities in advantaged markets, with a focus on maintaining a strong balance sheet and robust cash flow generation [37][38] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the quality of its businesses despite lowering back half financial projections due to slower decision-making and tariff-related uncertainties [12][34] - The company anticipates a stable baseline for orders moving forward, with a focus on leveraging operational capabilities to drive growth [50][76] Other Important Information - The company has updated its full-year organic sales growth guidance to approximately 1%, down from 1% to 3% previously, and adjusted adjusted EPS guidance to $7.85 to $7.95 [34] - IDEXX expects to fully mitigate tariff-related inflation through price increases and additional sourcing and supply chain savings [36] Q&A Session Summary Question: Can you discuss the delayed orders on the semiconductor side and the confidence in future orders? - Management noted that while there was oscillation in order patterns, July showed a recovery in both small and larger orders, providing confidence in future order fulfillment [46][48] Question: How much of the guidance cut is attributed specifically to Mott? - The guidance cut is primarily due to the MSS group and Mott, with frozen decision-making impacting revenue and profitability flow-through [92][93] Question: What is the current state of the life sciences segment? - The life sciences segment is experiencing a slow recovery, growing in low single digits, with some areas offsetting weaker segments [97] Question: Can you provide more detail on water performance in Q2? - Water performance was impacted by timing dynamics similar to other segments, but the business is expected to perform well going forward [104] Question: What is the strategic fit of the Microlam acquisition? - Microlam complements IDEXX's optical technologies business by providing precision optics, enhancing capabilities within the MSS platform [107][110]

Company Overview - MRC Global Inc. is a leading global distributor of pipe, valves, fittings (PVF), and other infrastructure products and services, serving diversified end-markets such as gas utilities, downstream, industrial and energy transition, and production and transmission infrastructure sectors [2] - The company has over 100 years of experience and operates a worldwide network of approximately 200 locations, including valve and engineering centers [2] - MRC Global offers around 200,000 SKUs from over 7,100 suppliers, simplifying the supply chain for over 8,300 customers [2] Upcoming Financial Results - MRC Global will release its second quarter 2025 results on August 6, 2025, before the market opens [1] - The company will not host a conference call or webcast to discuss these results due to the pending combination with DNOW Inc. [1]

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]

Creating a Premier Energy and Industrial Solutions Provider June 26th, 2025 Disclaimers Forward-Looking Statements This presentation includes "forward-looking statements" as defined under the federal securities laws. All statements other than statements of historical fact included or incorporated by reference in this presentation, including, among other things, statements regarding the proposed business combination transaction between DNOW Inc. ("DNOW") and MRC Global Inc. ("MRC"), future events, plans and ...

Summary of DNOW and MRC Global Merger Conference Call Industry and Companies Involved - **Industry**: Energy and Industrial Solutions - **Companies**: DNOW (DistributionNOW) and MRC Global Core Points and Arguments 1. **Merger Announcement**: DNOW and MRC Global announced a transformational merger aimed at creating a premier energy and industrial solutions provider, enhancing long-term sustainable growth and shareholder value [4][5][6] 2. **Transaction Structure**: The merger is an all-stock transaction with an enterprise value of approximately $3 billion. MRC Global shareholders will receive 0.9489 shares of DNOW common stock for each share of MRC Global common stock [7][8] 3. **Ownership Post-Merger**: Upon closing, DNOW and MRC Global shareholders will own approximately 56.5% and 43.5% of the combined company, respectively [7] 4. **Expected Synergies**: The merger is projected to generate annual run rate pretax synergies of $70 million within three years, primarily from operational efficiencies and cost reductions [7][23] 5. **Financial Strength**: The combined company is expected to have revenues of approximately $5.3 billion and a strong balance sheet, with a net cash position anticipated by the end of the first year post-close [13][25] 6. **Geographic and Product Expansion**: The merger will enhance geographic reach and product offerings, allowing the combined entity to serve customers across more than 350 service and distribution locations globally [14][15] 7. **Customer-Centric Approach**: Both companies emphasize a customer-first mindset, aiming to leverage their combined strengths to better serve existing customers and attract new ones [29][30] 8. **Focus on Growth**: The primary focus post-merger will be on organic growth through cross-selling opportunities, with no specific revenue synergy targets established yet [47][48] Additional Important Content 1. **Regulatory Approval**: The companies do not anticipate significant regulatory issues, believing the merger will enhance customer choice and service capabilities [49] 2. **Integration Strategy**: The integration will focus on consolidating duplicate systems and optimizing the distribution network, although immediate priorities will be on revenue growth and talent retention [51][60] 3. **Capital Allocation**: Post-merger capital deployment will prioritize organic growth, followed by inorganic growth through M&A, and maintaining a share repurchase program [58] 4. **Cultural Alignment**: Both companies share a commitment to innovation and operational excellence, which will be foundational in the integration process [29][30] This summary encapsulates the key points discussed during the conference call regarding the merger between DNOW and MRC Global, highlighting the strategic rationale, expected benefits, and future focus areas for the combined entity.

Summary of MRC Global and DNOW Merger Conference Call Company and Industry Overview - **Companies Involved**: MRC Global (MRC) and DNOW - **Industry**: Energy and Industrial Solutions Key Points and Arguments 1. **Merger Announcement**: The merger between DNOW and MRC Global is described as a transformational combination aimed at creating a premier energy and industrial solutions provider, enhancing long-term sustainable growth and shareholder value [4][5][6] 2. **Transaction Structure**: The merger is structured as an all-stock transaction with an enterprise value of approximately $3 billion. MRC Global shareholders will receive 0.9489 shares of DNOW common stock for each share of MRC Global common stock [7][8] 3. **Ownership Post-Merger**: Upon closing, DNOW and MRC Global shareholders will own approximately 56.5% of the combined company on a fully diluted basis [7] 4. **Expected Synergies**: The merger is expected to generate annual run rate pretax synergies of $70 million within three years, primarily from public company costs, corporate and IT systems, and operational efficiencies [7][23] 5. **Financial Strength**: The combined company anticipates starting with revenues of approximately $5.3 billion and expects the transaction to be accretive to adjusted EPS in the first year following the close [13][22] 6. **Geographic and Product Expansion**: The merger will enhance the geographic footprint and product offerings, allowing the combined company to serve customers globally across more than 350 service and distribution locations [14][15] 7. **Customer-Centric Approach**: Both companies emphasize a customer-first mindset, aiming to leverage their combined strengths to better serve existing customers and attract new ones [29][30] 8. **Capital Structure and Liquidity**: The combined entity will have over $200 million in cash and a $500 million revolving credit facility, with additional commitments to expand the credit facility by $250 million at the close of the merger [8][27] 9. **Integration Strategy**: The focus will be on retaining top talent and driving revenue growth through cross-selling opportunities, with branch network efficiencies evaluated as integration progresses [58][60] Additional Important Content 1. **Regulatory Approval**: The companies do not anticipate regulatory issues, believing the merger will enhance customer choice and service capabilities [49] 2. **Cost Savings**: The expected cost savings will come from systems consolidation, distribution network optimization, and operational efficiencies, although specific integration costs have not yet been estimated [23][50] 3. **Long-Term Value Creation**: The merger is positioned to create long-term value through disciplined capital allocation, including organic growth investments, share repurchases, and potential future M&A [58][27] 4. **Market Opportunities**: The combined company aims to penetrate growing sectors such as alternative energy, artificial intelligence infrastructure, and mining, leveraging each company's strengths [20][19] This summary encapsulates the key points discussed during the conference call regarding the merger between MRC Global and DNOW, highlighting the strategic rationale, expected benefits, and future outlook for the combined entity.

Summary of Chart Industries (GTLS) Conference Call Company Overview - **Company**: Chart Industries (GTLS) - **Merger**: Recently announced merger with Flowserve, creating a differentiated industrial process technology company that combines thermal management and flow management [3][4] Key Points from the Conference Call Merger Details - The merger aims to create a scaled company that positions itself against multi-industry peers like Ingersoll Rand and Dover [4] - The combination is expected to enhance revenue growth opportunities, margin levers, earnings durability, and balance sheet flexibility [5][26] Revenue Growth Opportunities - The merger is projected to increase revenue growth opportunities beyond what Chart and Flowserve could achieve independently [10] - Chart's standalone commercial pipeline is valued at approximately $24 billion, which is expected to amplify with the merger [12] - Specific applications such as LNG, hydrogen, and carbon capture are anticipated to see a 10% increase in content due to the merger [12] - The combined company will have access to 200 service centers globally, increasing aftermarket service coverage from 40% to a target of 80% [18] Margin Expansion - The merger is expected to yield $300 million in cost synergies, equating to about 3% of revenue [8] - Cost synergies will come from procurement, back office savings, and roofline consolidation [23] - The combination is expected to enhance margin durability due to a higher proportion of aftermarket services, which are generally higher margin [21][38] Earnings Durability and Resilience - The combined company is expected to generate less cyclical results and have more predictable revenue, with over 40% of revenues coming from aftermarket services [26] - The merger is anticipated to reduce dependence on large projects, enhancing earnings predictability [26] Balance Sheet Flexibility - The transaction is structured to target an investment-grade rating, with a projected net leverage ratio of approximately 2 at close [27] - Improved EBITDA to cash conversion is expected, enhancing cash culture and resilience [27] Market and Geographic Expansion - The merger will allow Chart to leverage Flowserve's relationships in nuclear, chemicals, and refining markets, particularly in Asia Pacific [14][32] - The combined company aims to address high-growth end markets, including LNG and data centers, with enhanced product offerings [34][52] Aftermarket Services - The aftermarket segment is projected to constitute 42% of the pro forma business, which is expected to drive higher margins and recurring revenue [38] - Long-term service agreements are anticipated to increase due to the expanded footprint and capabilities from the merger [40] Operational Updates - Chart expects the second quarter of 2025 to have a book-to-bill ratio above one, indicating strong order trends [47][48] - The company is tracking well against its operational financial targets for the second quarter and the remainder of the year [53] Additional Insights - The merger is seen as a strategic move to create a differentiated industrial process technology company, with expectations to outperform peers in high-growth markets [30] - The integration process is underway, with a focus on regulatory filings and shareholder votes before the merger closes [27][29] This summary encapsulates the key points discussed during the conference call, highlighting the strategic implications of the merger and the anticipated benefits for Chart Industries and its stakeholders.