8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 9, 2012

MRC GLOBAL INC.

(Exact name of registrant as specified in its charter)

Delaware	001-35479	20-5956993
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)
	2 Houston Center, 909 Fannin, Suite 3100, Houston, TX 77010 (Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (877) 294-7574

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events

On November 9, 2012, MRC Global Inc. (the “Company”) issued a press release announcing that PVF Holdings LLC, the Company’s majority stockholder, has increased the size of its offering of the Company’s common stock from 17 million to 20 million shares and has agreed to sell these shares at a price of $22.00 per share in a registered underwritten public offering.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

99.1        Press release dated November 9, 2012

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 9, 2012

MRC GLOBAL INC.
By:	/s/ Daniel J. Churay
	Daniel J. Churay
	Executive Vice President, General Counsel and Secretary

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INDEX TO EXHIBITS

Exhibit No.	Description
99.1	Press release dated November 9, 2012

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EX-99.1

Exhibit 99.1

	Contacts: James E. Braun, EVP & Chief Financial Officer MRC Global Inc. Jim.Braun@mrcpvf.com 832-308-2845
	Ken Dennard, Managing Partner DRG&L ksdennard@drg-l.com 713-529-6600

MRC GLOBAL INC. UPSIZES AND PRICES PUBLIC OFFERING

OF COMMON STOCK BY SELLING STOCKHOLDER

HOUSTON, TX – NOVEMBER 9, 2012 – MRC Global Inc. (NYSE:MRC) announced today that PVF Holdings LLC, the company’s majority stockholder, has increased the size of its offering of the company’s common stock from 17 million to 20 million shares and has agreed to sell these shares at a price of $22.00 per share in a registered underwritten public offering. PVF Holdings LLC has granted the underwriters a 30-day option to purchase up to an aggregate of 3 million additional shares. The company will not receive any of the proceeds of the offering.

Goldman, Sachs & Co. and Barclays are serving as joint-bookrunning managers for the offering. BofA Merrill Lynch, Baird and Wells Fargo Securities are serving as lead managers. Stephens Inc., Raymond James, KeyBanc Capital Markets and William Blair are serving as co-managers.

A registration statement relating to these securities has been filed with, and declared effective by, the Securities and Exchange Commission. The offering is being made only by means of a prospectus and related prospectus supplement, copies of which may be obtained from:

Goldman, Sachs & Co.

Attn: Prospectus Department

200 West Street, New York, NY 10282

Telephone: 866-471-2526

Email: prospectus-ny@ny.email.gs.com

Barclays

c/o Broadridge Financial Solutions

1155 Long Island Ave.

Edgewood, NY 11717

Telephone: 888-603-5847

Email: barclaysprospectus@broadridge.com

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state or jurisdiction.

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