0001140361-13-012471.txt : 20130314 0001140361-13-012471.hdr.sgml : 20130314 20130314161258 ACCESSION NUMBER: 0001140361-13-012471 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130312 FILED AS OF DATE: 20130314 DATE AS OF CHANGE: 20130314 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cornell Henry CENTRAL INDEX KEY: 0001309336 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35479 FILM NUMBER: 13690627 MAIL ADDRESS: STREET 1: 1099 18TH STREET STREET 2: SUITE 2300 CITY: DENVER STATE: CO ZIP: 80202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MRC GLOBAL INC. CENTRAL INDEX KEY: 0001439095 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-INDUSTRIAL MACHINERY & EQUIPMENT [5084] IRS NUMBER: 205956993 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2 HOUSTON CENTER STREET 2: 909 FANNIN, SUITE 3100 CITY: HOUSTON STATE: TX ZIP: 77010 BUSINESS PHONE: 877.294.7574 MAIL ADDRESS: STREET 1: 2 HOUSTON CENTER STREET 2: 909 FANNIN, SUITE 3100 CITY: HOUSTON STATE: TX ZIP: 77010 FORMER COMPANY: FORMER CONFORMED NAME: MCJUNKIN RED MAN HOLDING CORP DATE OF NAME CHANGE: 20080702 4 1 doc1.xml FORM 4 X0306 4 2013-03-12 0 0001439095 MRC GLOBAL INC. MRC 0001309336 Cornell Henry C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK NY 10282 1 0 0 0 Common Stock 2013-03-12 4 S 0 26450000 26.81 D 29082208 I See footnotes The Reporting Person is a managing director of Goldman, Sachs & Co. ("Goldman Sachs"). Goldman Sachs is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. ("GS Group"). The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Pursuant to an underwriting agreement, dated March 6, 2013 (the "Underwriting Agreement"), and in connection with the registered public offering (the "Offering") of shares of common stock, par value $0.01 per share (the "Common Stock"), of MRC Global Inc. (the "Company"), pursuant to the prospectus supplement to the prospectus filed by the Company on March 8, 2013 (the "Prospectus Supplement"), which offering was consummated on March 12, 2013, PVF Holdings LLC ("PVF") sold 26,450,000 shares of Common Stock. Pursuant to the Prospectus Supplement, the public offering price in the Offering of Common Stock by the Company was $28.00 per share of Common Stock and the underwriting discount was $1.19 per share of Common Stock. Accordingly, PVF sold an aggregate of 26,450,000 shares of Common Stock and received a price per share of $26.81 (which is net of underwriting discounts and commissions) for an aggregate amount of $709,124,500.00. The 29,082,208 shares of Common Stock of the Company reported herein are beneficially owned directly by PVF. Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, the Common Stock owned by PVF through certain investment partnerships (the "Funds") that are members of and own common units of PVF because (i) affiliates of Goldman Sachs and GS Group are the general partner, managing general partner, managing partner, managing member or member of the Funds and (ii) the Funds control PVF and have the power to vote or dispose of the Common Stock owned by PVF. Goldman Sachs holds an open short position of 48 shares of Common Stock, due to an exempt transaction. /s/ Yvette Kosic, Attorney-in-fact 2013-03-14