MRC Global inc. (NYSE:MRC) Files An 8-K Results of Operations and Financial Condition

Item 2.02Results of Operations and Financial Condition

On February 16, 2017, MRC Global Inc. (MRC Global or the Company)
issued a press release announcing its financial results for the
year ended December 31, 2016. A copy of the press release is
furnished as Exhibit 99.1 to this Form 8-K and is incorporated
herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the
information in Item 2.02 of this Current Report on Form 8-K,
including Exhibit 99.1, shall not be deemed to be “filed” for
purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), or otherwise subject to the
liability of that section, and shall not be incorporated by
reference into any registration statement or other document filed
under the Securities Act of 1933, as amended, or the Exchange
Act, except as shall be expressly set forth by specific reference
in such filing.

Item 5.02Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers

In February 2017, we granted the following named executive
officers named in the table below performance stock units to the
MRC Global Inc. 2011 Omnibus Incentive Plan in addition to
certain time-vested restricted stock units reported on Forms
4.Each recipient of performance stock units can earn shares of
Company common stock between 0% and 175% of the target number of
units based:

The performance stock units vest at the end of the Performance
Period so long as the recipient remains employed with the Company
when the performance against the two criteria is measured.

Below is the number of target performance stock units that the
Company granted to each named executive officer:

Item 7.01Regulation FD Disclosure.

MRC Global expects the following results with respect to the
operations and performance of the Company for the 2017 fiscal
year:

The following table reconciles Adjusted Gross Profit and Adjusted
Gross Profit percentage (non-GAAP measures) to gross profit and
gross profit percentage (GAAP measures):

* Percentages are based on the midpoint of revenue guidance
provided above.

The above information, as well as information contained in
Exhibit 99.1 referenced under Item 9.01 below, contain
forward-looking statements within the meaning of Section 27A of
the Securities Act and Section 21E of the Exchange Act.Words such
as will, expect, expects, expected, looking forward, guidance and
similar expressions are intended to identify forward-looking
statements.

Statements about the companys business, including its strategy,
the impact of changes in oil prices and customer spending, its
industry, the companys future profitability, the companys
guidance on its sales, Adjusted EBITDA, gross profit, gross
profit percentage, Adjusted Gross Profit and Adjusted Gross
Profit percentage, tax rate, capital expenditures and cash from
operations, the companys expectations regarding the pay down of
its debt, growth in the companys various markets and the companys
expectations, beliefs, plans, strategies, objectives, prospects
and assumptions are not guarantees of future performance.These
statements are based on managements expectations that involve a
number of business risks and uncertainties, any of which could
cause actual results to differ materially from those expressed in
or implied by the forward-looking statements.These statements
involve known and unknown risks, uncertainties and other factors,
most of which are difficult to predict and many of which are
beyond our control, including the factors described in the
companys SEC filings that may cause our actual results and
performance to be materially different from any future results or
performance expressed or implied by these forward-looking
statements.

These risks and uncertainties include (among others) decreases in
oil and natural gas prices; decreases in oil and natural gas
industry expenditure levels, which may result from decreased oil
and natural gas prices or other factors; increased usage of
alternative fuels, which may negatively affect oil and natural
gas industry expenditure levels; U.S. and international general
economic conditions; the companys ability to complete
successfully with other companies in MRC Globals industry; the
risk that manufacturers of the products the company distributes
will sell a substantial amount of goods directly to end users in
the industry sectors the company serves; unexpected supply
shortages; cost increases by the companys suppliers; the companys
lack of long-term contracts with most of its suppliers; suppliers
price reductions of products that the company sells, which could
cause the value of the companys inventory to decline; decreases
in steel prices, which could significantly lower MRC Globals
profit; increases in steel prices, which the company may be
unable to pass along to its customers which could significantly
lower its profit; the companys lack of long-term contracts with
many of its customers and the companys lack of contracts with
customers that require minimum purchase volumes; changes in the
companys customer and product mix; risks related to the companys
customers creditworthiness; the success of the companys
acquisition strategies; the potential adverse effects associated
with integrating acquisitions into the companys business and
whether these acquisitions will yield their intended benefits;
the companys significant indebtedness; the dependence on the
companys subsidiaries for cash to meet its debt obligations;
changes in the companys credit profile; a decline in demand for
certain of the products the company distributes if import
restrictions on these products are lifted; environmental, health
and safety laws and regulations and the interpretation or
implementation thereof; the sufficiency of the companys insurance
policies to cover losses, including liabilities arising from
litigation; product liability claims against the company; pending
or future asbestos-related claims against the company; the
potential loss of key personnel; interruption in the proper
functioning of the companys information systems and the
occurrence of cyber security incidents; loss of third-party
transportation providers; potential inability to obtain necessary
capital; risks related to adverse weather events or natural
disasters; impairment of our goodwill or other intangible assets;
adverse changes in political or economic conditions in the
countries in which the company operates; exposure to U.S. and
international laws and regulations, including the U.S. Foreign
Corrupt Practices Act and the U.K. Bribery Act and other economic
sanction programs; risks associated with international stability
and geopolitical developments; risks relating to ongoing
evaluations of internal controls required by Section 404 of the
Sarbanes-Oxley Act; the impact on us of changes in generally
accepted accounting principles or tax laws or adverse positions
taken by taxing authorities in the countries in which the company
operates; and compliance with and changes in laws and regulations
in the countries in which we operate; and the impact of U.S.
government policies.

For a discussion of key risk factors, please see the risk factors
disclosed in the companys SEC filings, which are available on the
SECs website at www.sec.gov and on the companys website,
www.mrcglobal.com.Our filings and other important information are
also available on the Investor Relations page of our website at
www.mrcglobal.com.

Undue reliance should not be placed on the companys
forward-looking statements. Although forward-looking statements
reflect the companys good faith beliefs, reliance should not be
placed on forward-looking statements because they involve known
and unknown risks, uncertainties and other factors, which may
cause the companys actual results, performance or achievements or
future events to differ materially from anticipated future
results, performance or achievements or future events expressed
or implied by such forward-looking statements.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.

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 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.

99.1 Press release of MRC Global Inc. dated February 16, 2017

About MRC Global inc. (NYSE:MRC)

MRC Global Inc. is an industrial distributor of pipe, valves and fittings (PVF) and related products and services to the energy industry. The Company operates through three segments: the United States of America, Canada and International. It has branches in principal industrial, hydrocarbon producing and refining areas throughout the United States, Canada, Europe, Asia, Australasia, the Middle East and Kazakhstan. Its product types include valves, automation and instrumentation; carbon steel fittings and flanges and stainless steel and alloy pipe and fittings; line pipe, and oil country tubular goods (OCTG). Its valves, automation and instrumentation product offering includes ball, butterfly, gate, check, needle and plug valves, which are manufactured from cast steel, stainless/alloy steel, forged steel, carbon steel or cast and ductile iron. Its carbon steel fittings and flanges include carbon weld fittings, flanges and piping components used to connect piping and valve systems.

MRC Global inc. (NYSE:MRC) Recent Trading Information

MRC Global inc. (NYSE:MRC) closed its last trading session up +0.14 at 21.02 with 1,252,415 shares trading hands.