DNOW Inc.
14.75+0.03 (+0.2%)
Oct 29, 4:00:02 PM EDT · NYSE · DNOW · USD
Key Stats
Market Cap
1.55BP/E (TTM)
19.41Basic EPS (TTM)
0.76Dividend Yield
0%Recent Filings
8-K
HSR clearance for DNOW-MRC merger
DNOW Inc. advanced toward completing its merger with MRC Global Inc. after the HSR Act waiting period expired on October 6, 2025, clearing a key antitrust hurdle from the June 26 agreement. The deal, involving a two-step merger to make MRC Global a wholly-owned subsidiary, still awaits other regulatory nods and customary conditions. Progress accelerates integration. Yet risks linger if approvals falter.
8-K
DNOW merger vote passes
DNOW stockholders overwhelmingly approved the stock issuance for its pending merger with MRC Global on September 9, 2025, with 94.8 million votes in favor against just 38,000 opposed, clearing a key hurdle in the deal first announced June 26. This endorsement propels the transaction forward, blending the companies' operations under DNOW's umbrella. Votes tallied 88.6% quorum. Regulatory nods remain the final gate.
8-K
DNOW supplements merger proxy
DNOW Inc. issued supplemental disclosures to its joint proxy statement for the pending merger with MRC Global, addressing shareholder lawsuits alleging omissions in fairness opinions from Goldman Sachs and J.P. Morgan. These updates detail DCF analyses yielding equity value ranges of $15.70-$18.66 per DNOW share and $15.60-$19.39 per MRC Global share, plus public trading multiples from 7.0x to 9.4x on 2025 adjusted EBITDA. DNOW deems the claims meritless but supplements to sidestep delays. Shareholder actions risk prolonging the merger timeline.
10-Q
Q2 FY2025 results
DNOW's revenue dipped 0.8% y/y to $628M in Q2 FY2025 ended June 30, 2025, yet operating profit held steady at $32M while diluted EPS edged up to $0.23 from $0.21, buoyed by U.S. segment growth of 3.1% y/y to $528M offsetting softer Canada and International demand. Gross margin improved slightly as cost of products fell 2.2% y/y to $484M, while YTD revenue climbed 2.6% to $1,227M with operating profit up 1.6% to $62M and diluted EPS at $0.43, reconciling cleanly to 106M weighted shares. Cash dipped to $232M amid $29M operating cash flow and $10M capex, yielding negative FCF, but $445M revolver availability underscores solid liquidity with no debt. A $8M Singapore acquisition in H1 expanded Asia Pacific electrical supplies, recognizing $3M goodwill and $2M intangibles. The pending all-stock MRC Global merger, valued at $1.5B and eyed for Q4 close, promises scale but hinges on approvals. Integration challenges could disrupt operations.
8-K
DNOW Q2 earnings and MRC merger
DNOW Inc. reported Q2 2025 revenue of $628 million, up 5% sequentially, with net income of $25 million and record EBITDA excluding other costs of $51 million at 8.1% margin. The company announced a $1.5 billion all-stock acquisition of MRC Global on June 26, 2025, expected to close in Q4 2025, creating a diversified energy industrial provider with enhanced exposure to AI infrastructure and renewables. This merger fortifies long-term cash flows. DNOW reaffirms full-year revenue, EBITDA, and $150 million free cash flow guidance.
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