The complaint alleges that DNOW executives characterized MRC Global's new Enterprise Resource Planning system as a state-of-the-art solution during a Q3 2025 earnings call, just one day before the merger closed. Management reportedly dismissed earlier software glitches as isolated events, despite internal concerns. However, the situation shifted in February 2026, when DNOW reported that persistent software challenges had severely impacted MRC Global’s revenue. These operational flaws led to customer service delays and forced the company to postpone its 2026 financial guidance. Following the announcement, DNOW shares dropped 19% in a single trading session.
DNOW Investors Face Losses Following MRC Global Merger Disclosures
A federal securities class action lawsuit has been filed against DNOW Inc., alleging that the company misled shareholders regarding the integration of MRC Global Inc. The litigation centers on claims that management concealed critical software failures within MRC Global's enterprise systems prior to closing the merger in 2025.
Hagens Berman partner Reed Kathrein is investigating whether the proxy materials intentionally downplayed these integration risks to facilitate the deal's approval. Shareholders who held DNOW common stock as of August 5, 2025, and were eligible to vote on the merger are now being identified for the class. The deadline for investors to apply to serve as lead plaintiff is October 2, 2026.
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