MRC Global Announces Shelf Registration Statement On Behalf Of Selling Shareholder
MRC Global (NYSE: MRC) announced today it has filed a Registration Statement on Form S-3 in response to a demand by PVF Holdings LLC, the company's majority stockholder, pursuant to a registration rights agreement. The company is registering 39,266,104 shares of the company's common stock in the registration for resale by PVF Holdings, although PVF Holdings has not decided whether to sell shares in a public offering or how many shares that it may sell. The company is not registering any primary shares to sell on behalf of the company.
MRC Global also filed today an amended Annual Report on Form 10-K for the year ended December 31, 2011. This amended Form 10-K was filed to conform the Form 10-K to the disclosure contained in the company's IPO registration statement to fall within SEC guidance relating to use of Form S-3 shelf registration.
The Form S-3 has been filed with the Securities and Exchange Commission (SEC) but has not yet become effective. Shares of the company's common stock may not be sold nor may offers to buy be accepted prior to the time that the Form S-3 becomes effective. This news release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of shares of the company's common stock in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of any such state. A prospectus with respect to the offering of shares under the Form S-3, when available, may be obtained from the office of the Corporate Secretary of MRC Global Inc., 2 Houston Center, 909 Fannin, Suite 3100, Houston, TX 77010.
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