Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 26, 2018 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | MRC GLOBAL INC. | |
Entity Central Index Key | 1,439,095 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Common Stock [Member] | ||
Entity Common Stock, Shares Outstanding | 90,325,417 | |
Restricted Stock [Member] | ||
Entity Common Stock, Shares Outstanding | 86,928 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash | $ 29 | $ 48 |
Accounts receivable, net | 674 | 522 |
Inventories, net | 849 | 701 |
Other current assets | 44 | 47 |
Total current assets | 1,596 | 1,318 |
Other assets | 24 | 21 |
Property, plant and equipment, net | 142 | 147 |
Intangible assets: | ||
Goodwill, net | 485 | 486 |
Other intangible assets, net | 334 | 368 |
Total assets | 2,581 | 2,340 |
Current liabilities: | ||
Trade accounts payable | 470 | 415 |
Accrued expenses and other current liabilities | 131 | 143 |
Current portion of long-term debt | 4 | 4 |
Total current liabilities | 605 | 562 |
Long-term obligations: | ||
Long-term debt, net | 715 | 522 |
Deferred income taxes | 99 | 106 |
Other liabilities | 34 | 36 |
Commitments and contingencies | ||
6.5% Series A Convertible Perpetual Preferred Stock, $0.01 par value; authorized 363,000 shares; 363,000 shares issued and outstanding | 355 | 355 |
Stockholders' equity: | ||
Common stock, $0.01 par value per share: 500 million shares authorized, 104,947,759 and 103,099,692 issued, respectively | 1 | 1 |
Additional paid-in capital | 1,717 | 1,691 |
Retained deficit | (502) | (548) |
Less: Treasury stock at cost: 14,622,930 and 11,751,726 shares, respectively | (225) | (175) |
Accumulated other comprehensive loss | (218) | (210) |
Total stockholders' equity | 773 | 759 |
Total liabilities and stockholders' equity | $ 2,581 | $ 2,340 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Condensed Consolidated Balance Sheets [Abstract] | ||
Preferred stock, dividend rate | 6.50% | 6.50% |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 363,000 | 363,000 |
Preferred stock, shares issued | 363,000 | 363,000 |
Preferred stock, shares outstanding | 363,000 | 363,000 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 104,947,759 | 103,099,692 |
Treasury stock, shares | 14,622,930 | 11,751,726 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Condensed Consolidated Statements of Operations [Abstract] | ||||
Sales | $ 1,071 | $ 959 | $ 3,163 | $ 2,743 |
Cost of sales | 899 | 807 | 2,645 | 2,302 |
Gross profit | 172 | 152 | 518 | 441 |
Selling, general and administrative expenses | 140 | 130 | 414 | 388 |
Operating income | 32 | 22 | 104 | 53 |
Other expense: | ||||
Interest expense | (10) | (9) | (28) | (24) |
Write off of debt issuance costs | (8) | (1) | (8) | |
Other, net | 2 | 4 | ||
Income before income taxes | 24 | 5 | 79 | 21 |
Income tax expense | 2 | 15 | 6 | |
Net income | 24 | 3 | 64 | 15 |
Series A preferred stock dividends | 6 | 6 | 18 | 18 |
Net income (loss) attributable to common stockholders | $ 18 | $ (3) | $ 46 | $ (3) |
Basic income (loss) per common share | $ 0.20 | $ (0.03) | $ 0.51 | $ (0.03) |
Diluted income (loss) per common share | $ 0.20 | $ (0.03) | $ 0.50 | $ (0.03) |
Weighted-average common shares, basic | 90.3 | 94.5 | 90.6 | 94.6 |
Weighted-average common shares, diluted | 91.7 | 94.5 | 92.4 | 94.6 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Other Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Condensed Consolidated Statements of Other Comprehensive Income [Abstract] | ||||
Net income | $ 24 | $ 3 | $ 64 | $ 15 |
Other comprehensive income (loss) | ||||
Foreign currency translation adjustments | 11 | (10) | 25 | |
Hedge accounting adjustments, net of tax | 2 | 2 | ||
Total other comprehensive income (loss), net of tax | 2 | 11 | (8) | 25 |
Comprehensive income | $ 26 | $ 14 | $ 56 | $ 40 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Operating activities | ||
Net income | $ 64 | $ 15 |
Adjustments to reconcile net income to net cash used in operations: | ||
Depreciation and amortization | 17 | 16 |
Amortization of intangibles | 34 | 34 |
Equity-based compensation expense | 11 | 12 |
Deferred income tax benefit | (7) | (13) |
Amortization of debt issuance costs | 1 | 3 |
Write off of debt issuance costs | 1 | 8 |
Increase in LIFO reserve | 48 | 19 |
Other | 2 | 1 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (156) | (165) |
Inventories | (206) | (100) |
Other current assets | 3 | 15 |
Accounts payable | 58 | 127 |
Accrued expenses and other current liabilities | (16) | (9) |
Net cash used in operations | (146) | (37) |
Investing activities | ||
Purchases of property, plant and equipment | (15) | (23) |
Proceeds from the disposition of property, plant and equipment | 6 | |
Net cash used in investing activities | (9) | (23) |
Financing activities | ||
Payments on revolving credit facilities | (808) | (468) |
Proceeds from revolving credit facilities | 1,004 | 518 |
Payments on long-term obligations | (3) | (18) |
Debt issuance costs paid | (1) | (7) |
Purchase of common stock | (50) | (18) |
Dividends paid on preferred stock | (18) | (18) |
Repurchases of shares to satisfy tax withholdings | (5) | (3) |
Proceeds from exercise of stock options | 21 | |
Other | (1) | |
Net cash provided by (used in) financing activities | 139 | (14) |
Decrease in cash | (16) | (74) |
Effect of foreign exchange rate on cash | (3) | 5 |
Cash -- beginning of period | 48 | 109 |
Cash -- end of period | 29 | 40 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 27 | 21 |
Cash paid for income taxes | $ 34 | $ 33 |
Background and Basis of Present
Background and Basis of Presentation | 9 Months Ended |
Sep. 30, 2018 | |
Background and Basis of Presentation [Abstract] | |
Background and Basis of Presentation | NOTE 1 – BACKGROUND AND BASIS OF PRESENTATION Business Operations : MRC Global Inc. is a holding company headquartered in Houston, Texas. Our wholly owned subsidiaries are global distributors of pipe, valves, fittings (“PVF”) and related products and services across each of the upstream (exploration, production and extraction of underground oil and gas), midstream (gathering and transmission of oil and gas, gas utilities, and the storage and distribution of oil and gas) and downstream (crude oil refining and petrochemical and chemical processing and general industrials ) sectors. We have branches in principal industrial, hydrocarbon producing and refining areas throughout the United States, Canada, Europe, Asia , Australasia , the Middle East and Caspian . We obtain products from a broad range of suppliers. Basis of Presentation : We have prepared our unaudited condensed consolidated financial statements in accordance with Rule 10-01 of Regulation S-X for interim financial statements. These statements do not include all information and footnotes that generally accepted accounting principles require for complete annual financial statements. However, the information in these statements reflects all normal recurring adjustments which are, in our opinion, necessary for a fair presentation of the results for the interim periods. The results of operations for the three and nine months ended September 30, 2018 are not necessarily indicative of the results that will be realized for the fiscal year ending December 31, 2018 . We have derived our condensed consolidated balance sheet as of December 31, 2017 from the audited consolidated financial statements for the year ended December 31, 2017 . You should read these condensed consolidated financial statements in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2017 . The consolidated financial statements include the accounts of MRC Global Inc. and its wholly owned and majority owned subsidiaries (collectively referred to as the “Company” or by such terms as “we,” “our” or “us”). All material intercompany balances and transactions have been eliminated in consolidation. Recent Accounting Pronouncements : In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases, which will replace the existing guidance in ASC 8 4 0, Leases. This ASU requires a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use asset and a corresponding lease liability. For finance leases, the lessee would recognize interest expense and amortization of the right-of-use asset, and for operating leases, the lessee would recognize a straight-line total lease expense. This guidance is effective for annual and interim reporting periods of public entities beginning after December 15, 2018. Therefore, we will adopt the standard in the first quarter of 2019 and intend to apply a package of practical expedients that allow us not to reassess lease classification for expired or existing leases, whether expired or existing contracts are or contain leases, or initial direct costs for expired or existing leases . We are in the process of evaluating the effect of the adoption of ASU 2016-02 on our consolidated financial statements. As we lease a significant number of our facilities, w e believe the recognition of right-of-use assets and lease liabilities for our operating leases will result in material increases in assets and liabilities reflected on our consolidated balance sheets. We do not expect the adoption of ASU 2016-02 to have a material impact on our consolidated statements of operations and cash flows. We do not believe the adoption of the standard will impact compliance with debt covenants, as our credit facilities contain provisions that grandfather our current method of accounting for leases for debt compliance purposes. Adoption of New Accounting Standards : ASU 2014-09, Revenue - Revenue from Contracts with Customers . On January 1, 2018, we adopted ASU 2014-09 and all the related amendments, (collectively, “ASC 606”) using the modified retrospective method. Under this method, a cumulative effect of initially applying the new revenue standard requires an adjustment to the opening balance of retained earnings, and the comparative information continues to be reported under the accounting standards in effect for those periods prior to adoption . The cumulative effect of initially applying the new standard was not material to our consolidated financial statements. We do not expect the adoption of this guidance to have a material effect on our results of operations in future periods. ASU 2017-12 , Accounting for Derivatives and Hedging Transactions (Topic 815) Targeted Improvements to Accounting for Hedging Activities . In March 2018, we early adopted ASU 2017-12. The new standard amends the hedge accounting model to better portray an organization’s risk management activities in the financial statements, as well as simplifies the applications of certain hedge accounting guidance. The implementation of ASU 2017-12 did not have a material impact on our consolidated financial statements. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2018 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | NOTE 2 – REVENUE RECOGNITION R evenue is recognized when control of promised goods or services is transferred to our customers in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services. Substantially all of our revenue is recognized when products are shipped or delivered to our customers, and payment is due from our customers at the time of billing with a majority of our customers having 30 - day terms. Returns are estimated and recorded as a reduction of revenue. A mounts received in advance of shipment are deferred and recognized when the performance obligations are satisfied . Sales taxes collected from customers and remitted to governmental authorities are accounted for on a net basis and , therefore , are excluded from sales in the accompanying consolidated statements of operations. Cost of sales includes the cost of inventory sold and related items, such as vendor rebates, inventory allowances and reserves and shipping and handling costs associated with inbound and outbound freight, as well as depreciation and amortization and amortization of intangible assets. In some cases, particularly with third party pipe shipments, shipping and handling costs are considered separate performance obligations, and as such, the revenue and cost of sales are recorded when the performance obligation is fulfilled. Our contracts with customers ordinarily involve performance obligations that are one year or less. Therefore, we have applied ASC 606’s optional exemption that permits the omission of information about our unfulfilled performance obligation s as of the balance sheet dates . Contract Balances : Variations in the timing of revenue recognition, invoicing and receipt of payment result in categories of assets and liabilities that include invoiced accounts receivable , uninvoiced accounts receivable , contract assets and deferred revenue (contract liabilities) on the consolidated balance sheet s . Generally, revenue recognition and invoicing occur simultaneous ly as we transfer control of promised goods or services to our customers. We consider contract assets to be accounts receivable when we have an unconditional right to consideration and only the passage of time is required before payment is due. In certain cases, particularly those involving customer-specific documentation requirements, invoicing is delayed until we are able to meet the documentation requirements . In these cases, we recognize a contract asset separate from accounts receivable until those requirements are met, and we are able to invoice the customer. Our contract asset balance associated with these requirements, as of September 30 , 2018 and Decembe r 31, 2017 , was $ 42 million and $31 million, respectively. These contract asset balances are included within accounts receivable in the accompanying consolidated balance sheets. We record contract liabilities, or deferred revenue , when cash payments are received from customers in advance of our performance, including amounts which are refundable. The deferred revenue balance at September 30 , 2018 and December 3 1, 2017 was $23 million and $30 million, respectively. During the three and nine months ended September 30, 2018, we recognized $13 million and $14 million , respectively, of revenue that was deferred as of December 31, 2017. Deferred revenue balances are included within accrued expenses and other current liabilities in the accompanying consolidated balance sheets. Disaggregated Revenue : Our disaggregated revenue represent s our business of selling PVF to the energy sector across each of the upstream (exploration, production and extraction of underground oil and gas), midstream (gathering and transmission of oil and gas, gas utilities, and the storage and distribution of oil and gas) and downstream (crude oil refining and petrochemical and chemical processing and general industrials ) markets in each of our reportable segments . Each of our end markets and geographical reportable segments are impacted and influenced by varying factors, including macroeconomic environment, commodity prices, maintenance and capital spending, and exploration and production activity. As such, we believe that this information is important in depicting the nature, amount, timing and uncertainty of our contracts with customers. The following table presents our revenue disaggregated by revenue source (in millions): Three Months Ended September 30, U.S. Canada International Total 2018: Upstream $ 213 $ 59 $ 66 $ 338 Midstream 406 11 5 422 Downstream 240 8 63 311 $ 859 $ 78 $ 134 $ 1,071 2017: Upstream $ 164 $ 58 $ 47 $ 269 Midstream 409 14 14 437 Downstream 186 5 62 253 $ 759 $ 77 $ 123 $ 959 Nine Months Ended September 30, U.S. Canada International Total 2018: Upstream $ 580 $ 180 $ 187 $ 947 Midstream 1,253 33 18 1,304 Downstream 710 23 179 912 $ 2,543 $ 236 $ 384 $ 3,163 2017: Upstream $ 463 $ 169 $ 140 $ 772 Midstream 1,134 39 55 1,228 Downstream 548 15 180 743 $ 2,145 $ 223 $ 375 $ 2,743 |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2018 | |
Inventories [Abstract] | |
Inventories | NOTE 3 – INVENTORIES The com position of our inventory is as follows (in millions ) : September 30, December 31, 2018 2017 Finished goods inventory at average cost: Valves, automation, measurement and instrumentation $ 358 $ 292 Carbon steel pipe, fittings and flanges 365 268 All other products 306 270 1,029 830 Less: Excess of average cost over LIFO cost (LIFO reserve) (143) (95) Less: Other inventory reserves (37) (34) $ 849 $ 701 The Company uses the last-in, first-out ( “ LIFO ” ) method of valuing U.S. inventories. The use of the LIFO method has the effect of reducing net income during periods of rising inventory costs (inflationary periods) and increasing net income during periods of falling inventory costs (deflationary periods). Valuation of inventory under the LIFO method can be made only at the end of each year based on the inventory levels and costs at that time. Accordingly, interim LIFO calculations are based on management’s estimates of expected year-end inventory levels and costs and are subject to the final year-end LIFO inventory determination. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2018 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | NOTE 4 – LONG-TERM DEBT The components of our long-term debt are as follows (in millions ): September 30, December 31, 2018 2017 Senior Secured Term Loan B, net of discount and issuance costs of $3 $ 394 $ 397 Global ABL Facility 325 129 719 526 Less: current portion 4 4 $ 715 $ 522 Senior Secured Term Loan B : We have a seven -year Senior Secured Term Loan B (the “Term Loan”) with an original principal amount of $400 million, which amortizes in equal quarterly installments of 1% per year with the balance payable in September 2024 , when the facility matures. The Term Loan allows for incremental increases in facility size by up to an aggregate of $200 million, plus an additional amount such that the Company’s first lien leverage ratio (as defined under the Term Loan) would not exceed 4.0 0 to 1.00 . MRC Global (US) Inc. is the borrower under this facility, which is guaranteed by MRC Global Inc. as well as all of its wholly owned U.S. subsidiaries. In addition, it is secured by a second lien on the assets securing our Global ABL Facility , defined below, (which includes accounts receivable, inventory and related assets) and a first lien on substantially all of the other assets of MRC Global Inc. and those of its U.S. subsidiaries, as well as a pledge of all of the capital stock of our domestic subsidiaries and 65 % of the capital stock of first tier, non-U.S. subsidiaries. We are required to repay the Term Loan with certain asset sales and insurance proceeds, certain debt proceeds and 50% of excess cash flow, as defined in the Term Loan, (reducing to 25% if our first lien leverage ratio is no more than 2.75 to 1.00 and 0% if our first lien leverage ratio is no more than 2.50 to 1.00). In addition, the Term Loan contains a number of customary restrictive covenants. In May 2018, the Company entered into Refinancing Amendment No. 2 relating to the Term Loan. Pursuant to this amendment, the Company and the other parties thereto agreed to reduce the interest rate margin applicable to term loans, in the case of loans incurring interest based on the base rate, from 250 basis points to 200 basis points, and in the case of loans incurring interest based on LIBOR, from 350 basis points to 300 basis points. The parties to the amendment also agreed to reduce the base rate ‘floor’ from 2.00% to 1.00% and to reduce the LIBOR ‘floor’ from 1.00% to 0.00% . The parties also reset the prepayment premium applicable to voluntary prepayments of the term loans such that repayments made in connection with certain re-pricing transactions will be subject to a 1% premium if made during the first six-months following the date of the amendment. Except as described above, the terms of the Term Loan Agreement generally were not modified as a result of the amendment. Global ABL Facility : We have an $800 million multi-currency asset-based revolving credit (the “Global ABL Facility”) that matures in September 2022 . This facility is comprised of revolver commitments of $675 million in the United States, $65 million in Canada, $18 million in Norway, $15 million in Australia, $13 million in the Netherlands, $7 million in the United Kingdom and $7 million in Belgium. It contains an accordion feature that allows us to increase the principal amount of the facility by up to $200 million, subject to securing additional lender commitments. MRC Global Inc. and each of its current and future wholly owned material U.S. subsidiaries guarantee the obligations of our borrower subsidiaries under the Global ABL Facility. Additionally, each of our non-U.S. borrower subsidiaries guarantees the obligations of our other non-U.S. borrower subsidiaries under the Global ABL Facility. Outstanding obligations are generally secured by a first priority security interest in accounts receivable, inventory and related assets. Excess Availability, as defined under our Global ABL Facility, was $418 million as of September 30, 2018 . Interest on Borrowings : The interest rates on our borrowings outstanding at September 30, 2018 and December 31, 2017 , including a floating to fixed interest rate swap and amortization of debt issuance costs, were as set forth below. September 30, December 31, 2018 2017 Senior Secured Term Loan B 5.65% 5.18% Global ABL Facility 3.74% 3.19% Weighted average interest rate 4.79% 4.69% |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
Income Taxes [Abstract] | |
Income Taxes | NOTE 5 – INCOME TAXES For interim periods, our income tax expense is computed based upon our estimated annual effective tax rate and any discrete items that impact the interim periods. Our effective tax rates for the three and nine months ended September 30, 2018 were each 0% and 19% , respectively, and for the three and nine months ended September 30, 2017 were 40 % and 29 % , respectively. Our rates generally differ from the U.S. federal statutory rates of 21% and 35% for the nine months ended September 30, 2018 and 2017, respectively, as a result of state income taxes and differing foreign income tax rates. The 2018 effective tax rate s are below the U.S. statutory rate as a result of $6 million of discrete tax benefits recognized in the three months ended September 30, 2018, $5 million of which relate to adjustments of provisional tax amounts described more fully below. Excluding these discrete tax benefits, our 2018 effective tax rates would have been higher than the U.S. statutory rate primarily as a result of state taxes and pre-tax losses in certain foreign jurisdictions with no corresponding tax benefit. The 2017 effective tax rate was below the U.S. statutory rate as a result of a benefit related to the foreign currency exchanges losses and the adoption of ASU 2016-09, Compensation – Stock Compensation , which resulted in a discrete tax benefit of $2 million related to the vesting of stock awards. As of December 31, 2017, we recorded provisional tax estimates associated with the passage of the Tax Cuts and Jobs Act of 2017 (the “Tax Act”). These provisional amounts included a $57 million benefit for the re-measurement of deferred tax assets and liabilities and a $7 million transition tax expense related to undistributed foreign earnings. In accordance with the Securities and Exchange Commission’s Staff Accounting Bulletin No. 118 (“SAB 118”), these provisional amounts will be finalized during 2018. Any adjustments required to the provisional amounts will be reflected in income tax expense in the period the adjustment is identified. During the three months ended September 30, 2018, we recorded discrete tax benefits of $5 million associated with the refinement of these provisional amounts including a $4 million reduction in the estimated transition tax on undistributed foreign earnings. |
Redeemable Preferred Stock
Redeemable Preferred Stock | 9 Months Ended |
Sep. 30, 2018 | |
Redeemable Preferred Stock [Abstract] | |
Redeemable Preferred Stock | NOTE 6 – REDEEMABLE PREFERRED STOCK Preferred Stock Issuance In June 2015, we issued 363,000 shares of Series A Convertible Perpetual Preferred Stock (the “Preferred Stock”) and received proceeds of $3 55 million , net of transaction fees . The Preferred Stock ranks senior to our common stock with respect to dividend rights and rights on liquidation, winding-up and dissolution. The Preferred Stock has a stated value of $1,000 per share, and holders of Preferred Stock are entitled to cumulative dividends payable quarterly in cash at a rate of 6.50% per annum. Holders of Preferred Stock are entitled to vote together with the holders of the common stock as a single class, in each case, on an as-converted basis, except where a separate class vote of the common stockholders is required by law. Holders of Preferred Stock have certain limited special approval rights, including with respect to the issuance of pari passu or senior equity securities of the Company. The Preferred Stock is convertible at the option of the holders into shares of common stock at an initial conversion rate of 55.9284 shares of common stock for each share of Preferred Stock, which represents an initial conversion price of $17.88 per share of common stock, subject to adjustment. On or after the fifth anniversary of the initial issuance of the Preferred Stock, the Company will have the option to redeem, in whole but not in part, all the outstanding shares of Preferred Stock at 105% of par value , subject to certain redemption price adjustments on the basis of the date of the conversion. After the seventh anniversary of the initial issuance of Preferred Stock, the Company will have the option to redeem all of the outstanding shares of Preferred Stock at par value. We may elect to convert the Preferred Stock, in whole but not in part, into the relevant number of shares of common stock on or after the 54th month after the initial issuance of the Preferred Stock if the last reported sale price of the common stock has been at least 150% of the conversion price then in effect for a specified period. The conversion rate is subject to customary anti-dilution and other adjustments. Holders of the Preferred Stock may, at their option, require the Company to repurchase their shares in the event of a fundamental change, as defined in the agreement. The repurchase price is based on the original $1,000 per share purchase price except in the case of a liquidation in which case they would receive the greater of $1,000 per share and the amount that would be received if they held common stock converted at the conversion rate in effect at the time of the fundamental change. Because this feature could require redemption as a result of the occurrence of an event not solely within the control of the Company, the Preferred Stock is classified as temporary equity on our balance sheet. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2018 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity | NOTE 7 – STOCKHOLDERS’ EQUITY Share Repurchase Program In November 2015 , the Company’s board of directors authorized a share repurchase program for common stock up to $100 millio n, which was increased in November 2016 to $125 million. In the first quarter of 2017, the Company completed the repurchase of all shares authorized under the program. In October 2017, the Company’s board of directors authorized a new share repurchase program for common stock of up to $100 million. In the second quarter of 2018, the Company completed the repurchases of all shares authorized under this program. Summary of share repurchase activity under the repurchase program: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2018 2017 2018 2017 Number of shares acquired on the open market - - 2,871,204 859,830 Average price per share $ - $ - $ 17.39 $ 20.54 Total cost of acquired shares (in millions) $ - $ - $ 50 $ 18 In total, under both programs, we have acquired 14,622,930 shares at an average price per share of $15. 38 for a total cost of $225 million. In October 2018, the Company’s board of directors authorized a new share repurchase program for common stock of up to $150 million. The program is scheduled to expire December 31, 2019 . There were 90,324,829 shares of common stock outstanding as of September 30, 2018. Equity Compensation Plans Our 2011 Omnibus Incentive Plan originally had 3 ,250,000 shares reserved for issuance under the plan. In April 2015, our shareholders approved an additional 4,250,000 shares for reservation for issuance under the plan. The plan permits the issuance of stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance units and other stock-based and cash-based awards. Since the adoption of the 2011 Omnibus Incentive Plan, the Company’s Board of Directors has periodically granted stock options , restricted stock awards, restricted stock units and performance share units to directors and employees. Options and stock appreciation rights may not be granted at prices less than the fair market value of our common stock on the date of the grant, nor for a term exceeding ten years. For employees, vesting generally occurs over a three to five year period on the anniversaries of the date specified in the employees’ respective stock option, restricted stock award, restricted stock unit and performance share unit award agreement s , subject to accelerated vesting under certain circumstances set forth in the agreements. Vesting for directors generally occurs on the on e -y ear anniversary of the grant date . In 2018 , 222,435 performance share unit awards, 506,729 shares of restricted stock units and 81,542 shares of restricted stock have been granted to employees and members of our board of directors. To date , since the plan’s inception in 2011, before consideration of forfeitures , 6,681,636 shares have been granted to management, members of our board of directors and key employees under this plan. A Black-Scholes option-pricing model is used to estimate the fair value of the stock options. A Monte Carlo simulation is completed to estimate the fair value of performance share unit awards with a stock price performance component. We expense the fair value of all equity grants , including performance share unit awards, on a straight-line basis over the vesting period. Accumulated Other Comprehensive Loss Accumulated other comprehensive loss in the accompanying consolidated balance sheets consists of the following (in millions): September 30, December 31, 2018 2017 Currency translation adjustments $ (219) $ (209) Pension related adjustments (1) (1) Hedge accounting adjustments 2 - Accumulated other comprehensive loss $ (218) $ (210) Earnings per Share Earnings per share are calculated in the table below (in millions , except per share amounts). Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2018 2017 2018 2017 Net income $ 24 $ 3 $ 64 $ 15 Less: Dividends on Series A Preferred Stock 6 6 18 18 Net income attributable to common stockholders $ 18 $ (3) $ 46 $ (3) Weighted average basic shares outstanding 90.3 94.5 90.6 94.6 Effect of dilutive securities 1.4 - 1.8 - Weighted average diluted shares outstanding 91.7 94.5 92.4 94.6 Net income per share: Basic $ 0.20 $ (0.03) $ 0.51 $ (0.03) Diluted $ 0.20 $ (0.03) $ 0.50 $ (0.03) Equity awards and shares of Preferred Stock are disregarded in the calculation of diluted earnings per share if they are determined to be anti-dilutive. For the three and nine months ended September 30, 2018 and September 30, 2017 all of the shares of the Preferred Stock were anti-dilutive. For the three and nine months ended September 30, 2018 , we had approximately 2.9 million and 3.3 million anti-dilutive stock options , respectively . For the three and nine months ended September 30, 2017 , we had approximately 3.6 million and 2.1 million anti-dilutive stock options, respectively. There were no anti-dilutive restricted stock, restricted units or performance stock unit awards for the three and nine months ended September 30, 2018 . There were 1.2 million anti-dilutive restricted stock, restricted units or performance stock unit awards for the three and nine months ended September 30, 2017. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2018 | |
Segment Information [Abstract] | |
Segment Information | NOTE 8 – SEGMENT INFORMATION Our business is comprised of four operating segments : U.S. Eastern Region and Gulf Coast , U.S. Western Region, Canada and International. Our International segment consists of our operations outside of the U.S. and Canada. These segments represent our business of selling PVF to the energy sector across each of the upstream (exploration, production and extraction of underground oil and gas), midstream (gathering and transmission of oil and gas, gas utilities, and the storage and distribution of oil and gas) and downstream (crude oil refining and petrochemical and chemical processing and general industrials ) markets. Our two U.S. operating segments have been aggregated into a single reportable segment based on their economic similarities. As a result, we report segment information for the U.S., Canada and International. The following table presents financial information for each reportable segment (in millions): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2018 2017 2018 2017 Sales U.S. $ 859 $ 759 $ 2,543 $ 2,145 Canada 78 77 236 223 International 134 123 384 375 Consolidated sales $ 1,071 $ 959 $ 3,163 $ 2,743 Operating income U.S. $ 28 $ 21 $ 93 $ 53 Canada 4 4 8 8 International - (3) 3 (8) Total operating income 32 22 104 53 Interest expense (10) (9) (28) (24) Other, net 2 (8) 3 (8) Income before income taxes $ 24 $ 5 $ 79 $ 21 September 30, December 31, 2018 2017 Total assets U.S. $ 2,225 $ 1,970 Canada 132 162 International 224 208 Total assets $ 2,581 $ 2,340 Our sales by product line are as follows (in millions ): Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Type 2018 2017 (1) 2018 2017 (1) Line pipe $ 186 $ 201 $ 556 $ 517 Carbon steel fittings and flanges 182 143 531 405 Total carbon steel pipe, fittings and flanges 368 344 1,087 922 Valves, automation, measurement and instrumentation 393 338 1,146 987 Gas products 154 131 425 372 Stainless steel and alloy pipe and fittings 48 45 150 136 General oilfield products 108 101 355 326 $ 1,071 $ 959 $ 3,163 $ 2,743 (1) $ 19 million and $55 million of sales for the three and nine months ended September 30, 2017, respectively, have been reclassified from gas products to general oilfield products to conform with the current year presentation. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | NOTE 9 – FAIR VALUE MEASUREMENTS From time to time, we use derivative financial instruments to help manage our exposure to interest rate risk and fluctuations in foreign currencies. Interest Rate Swap : In March 2018, we entered into a five -year interest rate swap that became effective on March 31, 2018, with a notional amount of $250 million from which the Company will receive payments at 1-month LIBOR and make monthly payments at a fixed rate of 2.7145% with settlement and reset dates on or near the last business day of each month until maturity. The fair value of the swap at inception was zero . We have designated the interest rate swap as an effective cash flow hedge utilizing the guidance under ASU 2017-12. As such, the valuation of the interest rate swap is recorded as an asset or liability, and the gain or loss on the derivative is recorded as a component of other comprehensive income. I nterest rate swap agreements are reported on the accompanying balance sheets at fair value utilizing observable Level 2 inputs such as yield curves and other market-based factors. We obtain dealer quotations to value our interest rate swap agreements. The fair value of our interest rate swap is estimated based on the present value of the difference between expected cash flows calculated at the contracted interest rates and the expected cash flows at current market interest rates. The fair value of the interest rate swap was an asset of $2 million as of September 30, 2018. Foreign Exchange Forward and Option Contracts : Foreign exchange forward contracts are reported at fair value utilizing Level 2 inputs, as the fair value is based on broker quotes for the same or similar derivative instruments. O ur foreign exchange derivative instruments are freestanding and, accordingly, changes in their fair market value are recorded in earnings. The total notional amount of our forward foreign exchange contracts and options was approximately $14 million and $60 million at September 30, 2018 and December 31, 2017 , respectively. The fair value of our foreign exchange contracts was immaterial as of September 30, 2018 and December 31, 2017 . With the exception of long-term debt, the fair values of our financial instruments, including cash and cash equivalents, accounts receivable, trade accounts payable and accrued liabilities approximate carrying value. The carrying value of our debt w as $719 million and $526 m illion at September 30, 2018 and December 31, 2017 , respectively. We estimate the fair value of the Term Loan using Level 2 inputs, or quoted market prices. The fair value of our debt was $ 725 million and $533 million at September 30, 2018 and December 31, 2017 respectively. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | NOTE 10 – COMMITMENTS AND CONTINGENCIES Litigation As bestos Claims. We are one of many defendants in lawsuits that plaintiffs have brought seeking damages for personal injuries that exposure to asbestos allegedly caused. Plaintiffs and their family members have brought these lawsuits against a large volume of defendant entities as a result of the defendants’ manufacture, distribution, supply or other involvement with asbestos, asbestos containing-products or equipment or activities that allegedly caused plaintiffs to be exposed to asbestos. These plaintiffs typically assert exposure to asbestos as a consequence of third-party manufactured products that our MRC Global (US) Inc. subsidiary purportedly distributed. As of September 30, 2018 , we are named a defendant in approximately 568 l awsuits involving approximately 1,166 claims. No asbestos lawsuit has resulted in a judgment against us to date, with a majority being settled, dismissed or otherwise resolved. Applicable third-party insurance has substantially covered these claims, and insurance should continue to cover a substantial majority of existing and anticipated future claims. Accordingly, we have recorded a liability for our estimate of the most likely settlement of asserted claims and a related receivable from insurers for our estimated recovery, to the extent we believe that the amounts of recovery are probable. It is not possible to predict the outcome of these claims and proceedings. However, in our opinion, th e likelihood that the ultimate disposition of any of these claims and legal proceeding s will have a material adverse effect on our consolidated financial statements is remote . Other Legal Claims and Proceedings. From time to time, we have been subject to various claims and involved in legal proceedings incidental to the nature of our businesses. We maintain insurance coverage to reduce financial risk associated with certain of these claims and proceedings. It is not possible to predict the outcome of these claims and proceedings. However, in our opinion, th e likelihood that the ultimate disposition of any of these claims and legal proceeding s will have a material adverse effect on our consolidated financial statements is remote. Product Claims. From time to time, in the ordinary course of our business, our customers may claim that the products that we distribute are either defective or require repair or replacement under warranties that either we or the manufacturer may provide to the customer. These proceedings are, in the opinion of management, ordinary and routine matters incidental to our normal business. Our purchase orders with our suppliers generally require the manufacturer to indemnify us against any product liability claims, leaving the manufacturer ultimately responsible for these claims. In many cases, state, provincial or foreign law provides protection to distributors for these sorts of claims, shifting the responsibility to the manufacturer. In some cases, we could be required to repair or replace the products for the benefit of our customer and seek our recovery from the manufacturer for our expense. In our opinion, th e likelihood that the ultimate disposition of any of these claims and legal proceeding s will have a material adverse effect on our consolidated financial statements is remote . Customer Contracts We have contracts and agreements with many of our customers that dictate certain terms of our sales arrangements (pricing, deliverables, etc.). While we make every effort to abide by the terms of these contracts, certain provisions are complex and often subject to varying interpretations. Under the terms of these contracts, our customers have the right to audit our adherence to the contract terms. Historically, any settlements that have resulted from these customer audits have not been material to our consolidated financial statements. Purchase Commitments We ha v e purchase obligations consisting primarily of inventory purchases made in the normal course of business to meet operating needs. While our vendors often allow us to cancel these purchase orders without penalty, in certain cases, cancellations may subject us to cancellation fees or penalties depending on the terms of the contract . |
Background and Basis of Prese_2
Background and Basis of Presentation (Policy) | 9 Months Ended |
Sep. 30, 2018 | |
Background and Basis of Presentation [Abstract] | |
Business Operations | Business Operations : MRC Global Inc. is a holding company headquartered in Houston, Texas. Our wholly owned subsidiaries are global distributors of pipe, valves, fittings (“PVF”) and related products and services across each of the upstream (exploration, production and extraction of underground oil and gas), midstream (gathering and transmission of oil and gas, gas utilities, and the storage and distribution of oil and gas) and downstream (crude oil refining and petrochemical and chemical processing and general industrials ) sectors. We have branches in principal industrial, hydrocarbon producing and refining areas throughout the United States, Canada, Europe, Asia , Australasia , the Middle East and Caspian . We obtain products from a broad range of suppliers. |
Basis of Presentation | Basis of Presentation : We have prepared our unaudited condensed consolidated financial statements in accordance with Rule 10-01 of Regulation S-X for interim financial statements. These statements do not include all information and footnotes that generally accepted accounting principles require for complete annual financial statements. However, the information in these statements reflects all normal recurring adjustments which are, in our opinion, necessary for a fair presentation of the results for the interim periods. The results of operations for the three and nine months ended September 30, 2018 are not necessarily indicative of the results that will be realized for the fiscal year ending December 31, 2018 . We have derived our condensed consolidated balance sheet as of December 31, 2017 from the audited consolidated financial statements for the year ended December 31, 2017 . You should read these condensed consolidated financial statements in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2017 . The consolidated financial statements include the accounts of MRC Global Inc. and its wholly owned and majority owned subsidiaries (collectively referred to as the “Company” or by such terms as “we,” “our” or “us”). All material intercompany balances and transactions have been eliminated in consolidation. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements : In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases, which will replace the existing guidance in ASC 8 4 0, Leases. This ASU requires a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use asset and a corresponding lease liability. For finance leases, the lessee would recognize interest expense and amortization of the right-of-use asset, and for operating leases, the lessee would recognize a straight-line total lease expense. This guidance is effective for annual and interim reporting periods of public entities beginning after December 15, 2018. Therefore, we will adopt the standard in the first quarter of 2019 and intend to apply a package of practical expedients that allow us not to reassess lease classification for expired or existing leases, whether expired or existing contracts are or contain leases, or initial direct costs for expired or existing leases . We are in the process of evaluating the effect of the adoption of ASU 2016-02 on our consolidated financial statements. As we lease a significant number of our facilities, w e believe the recognition of right-of-use assets and lease liabilities for our operating leases will result in material increases in assets and liabilities reflected on our consolidated balance sheets. We do not expect the adoption of ASU 2016-02 to have a material impact on our consolidated statements of operations and cash flows. We do not believe the adoption of the standard will impact compliance with debt covenants, as our credit facilities contain provisions that grandfather our current method of accounting for leases for debt compliance purposes. Adoption of New Accounting Standards : ASU 2014-09, Revenue - Revenue from Contracts with Customers . On January 1, 2018, we adopted ASU 2014-09 and all the related amendments, (collectively, “ASC 606”) using the modified retrospective method. Under this method, a cumulative effect of initially applying the new revenue standard requires an adjustment to the opening balance of retained earnings, and the comparative information continues to be reported under the accounting standards in effect for those periods prior to adoption . The cumulative effect of initially applying the new standard was not material to our consolidated financial statements. We do not expect the adoption of this guidance to have a material effect on our results of operations in future periods. ASU 2017-12 , Accounting for Derivatives and Hedging Transactions (Topic 815) Targeted Improvements to Accounting for Hedging Activities . In March 2018, we early adopted ASU 2017-12. The new standard amends the hedge accounting model to better portray an organization’s risk management activities in the financial statements, as well as simplifies the applications of certain hedge accounting guidance. The implementation of ASU 2017-12 did not have a material impact on our consolidated financial statements. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Revenue Recognition [Abstract] | |
Summary of Revenue Disaggregation | Three Months Ended September 30, U.S. Canada International Total 2018: Upstream $ 213 $ 59 $ 66 $ 338 Midstream 406 11 5 422 Downstream 240 8 63 311 $ 859 $ 78 $ 134 $ 1,071 2017: Upstream $ 164 $ 58 $ 47 $ 269 Midstream 409 14 14 437 Downstream 186 5 62 253 $ 759 $ 77 $ 123 $ 959 Nine Months Ended September 30, U.S. Canada International Total 2018: Upstream $ 580 $ 180 $ 187 $ 947 Midstream 1,253 33 18 1,304 Downstream 710 23 179 912 $ 2,543 $ 236 $ 384 $ 3,163 2017: Upstream $ 463 $ 169 $ 140 $ 772 Midstream 1,134 39 55 1,228 Downstream 548 15 180 743 $ 2,145 $ 223 $ 375 $ 2,743 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Inventories [Abstract] | |
Composition of Inventory | September 30, December 31, 2018 2017 Finished goods inventory at average cost: Valves, automation, measurement and instrumentation $ 358 $ 292 Carbon steel pipe, fittings and flanges 365 268 All other products 306 270 1,029 830 Less: Excess of average cost over LIFO cost (LIFO reserve) (143) (95) Less: Other inventory reserves (37) (34) $ 849 $ 701 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Long-Term Debt [Abstract] | |
Components of Long-Term Debt | September 30, December 31, 2018 2017 Senior Secured Term Loan B, net of discount and issuance costs of $3 $ 394 $ 397 Global ABL Facility 325 129 719 526 Less: current portion 4 4 $ 715 $ 522 |
Interest on Borrowings | September 30, December 31, 2018 2017 Senior Secured Term Loan B 5.65% 5.18% Global ABL Facility 3.74% 3.19% Weighted average interest rate 4.79% 4.69% |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Stockholders' Equity [Abstract] | |
Summary of Share Repurchase Activity | Summary of share repurchase activity under the repurchase program: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2018 2017 2018 2017 Number of shares acquired on the open market - - 2,871,204 859,830 Average price per share $ - $ - $ 17.39 $ 20.54 Total cost of acquired shares (in millions) $ - $ - $ 50 $ 18 |
Accumulated Other Comprehensive Loss in Accompanying Consolidated Balance Sheets | September 30, December 31, 2018 2017 Currency translation adjustments $ (219) $ (209) Pension related adjustments (1) (1) Hedge accounting adjustments 2 - Accumulated other comprehensive loss $ (218) $ (210) |
Earnings Per Share | Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2018 2017 2018 2017 Net income $ 24 $ 3 $ 64 $ 15 Less: Dividends on Series A Preferred Stock 6 6 18 18 Net income attributable to common stockholders $ 18 $ (3) $ 46 $ (3) Weighted average basic shares outstanding 90.3 94.5 90.6 94.6 Effect of dilutive securities 1.4 - 1.8 - Weighted average diluted shares outstanding 91.7 94.5 92.4 94.6 Net income per share: Basic $ 0.20 $ (0.03) $ 0.51 $ (0.03) Diluted $ 0.20 $ (0.03) $ 0.50 $ (0.03) |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Information [Abstract] | |
Schedule of Financial Information for Each Segment | Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2018 2017 2018 2017 Sales U.S. $ 859 $ 759 $ 2,543 $ 2,145 Canada 78 77 236 223 International 134 123 384 375 Consolidated sales $ 1,071 $ 959 $ 3,163 $ 2,743 Operating income U.S. $ 28 $ 21 $ 93 $ 53 Canada 4 4 8 8 International - (3) 3 (8) Total operating income 32 22 104 53 Interest expense (10) (9) (28) (24) Other, net 2 (8) 3 (8) Income before income taxes $ 24 $ 5 $ 79 $ 21 September 30, December 31, 2018 2017 Total assets U.S. $ 2,225 $ 1,970 Canada 132 162 International 224 208 Total assets $ 2,581 $ 2,340 |
Schedule of Net Sales by Product Line | Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Type 2018 2017 (1) 2018 2017 (1) Line pipe $ 186 $ 201 $ 556 $ 517 Carbon steel fittings and flanges 182 143 531 405 Total carbon steel pipe, fittings and flanges 368 344 1,087 922 Valves, automation, measurement and instrumentation 393 338 1,146 987 Gas products 154 131 425 372 Stainless steel and alloy pipe and fittings 48 45 150 136 General oilfield products 108 101 355 326 $ 1,071 $ 959 $ 3,163 $ 2,743 (1) $ 19 million and $55 million of sales for the three and nine months ended September 30, 2017, respectively, have been reclassified from gas products to general oilfield products to conform with the current year presentation. |
Revenue Recognition (Narrative)
Revenue Recognition (Narrative) (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Revenue Recognition [Abstract] | ||
Contract assets | $ 42 | $ 31 |
Deferred revenue | 23 | 30 |
Deferred revenue recognized | $ 13 | $ 14 |
Revenue Recognition (Summary of
Revenue Recognition (Summary of Revenue Disaggregation) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 1,071 | $ 959 | $ 3,163 | $ 2,743 |
U.S. [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 859 | 759 | 2,543 | 2,145 |
Canada [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 78 | 77 | 236 | 223 |
International [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 134 | 123 | 384 | 375 |
Upstream [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 338 | 269 | 947 | 772 |
Upstream [Member] | U.S. [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 213 | 164 | 580 | 463 |
Upstream [Member] | Canada [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 59 | 58 | 180 | 169 |
Upstream [Member] | International [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 66 | 47 | 187 | 140 |
Midstream [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 422 | 437 | 1,304 | 1,228 |
Midstream [Member] | U.S. [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 406 | 409 | 1,253 | 1,134 |
Midstream [Member] | Canada [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 11 | 14 | 33 | 39 |
Midstream [Member] | International [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 5 | 14 | 18 | 55 |
Downstream [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 311 | 253 | 912 | 743 |
Downstream [Member] | U.S. [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 240 | 186 | 710 | 548 |
Downstream [Member] | Canada [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 8 | 5 | 23 | 15 |
Downstream [Member] | International [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 63 | $ 62 | $ 179 | $ 180 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Finished goods inventory at average cost: | ||
Finished goods inventory at average cost | $ 1,029 | $ 830 |
Less: Excess of average cost over LIFO cost (LIFO reserve) | (143) | (95) |
Less: Other inventory reserves | (37) | (34) |
Inventories, net | 849 | 701 |
Valves, Automation, Measurement And Instrumentation [Member] | ||
Finished goods inventory at average cost: | ||
Finished goods inventory at average cost | 358 | 292 |
Carbon Steel Pipe, Fittings And Flanges [Member] | ||
Finished goods inventory at average cost: | ||
Finished goods inventory at average cost | 365 | 268 |
All Other Products [Member] | ||
Finished goods inventory at average cost: | ||
Finished goods inventory at average cost | $ 306 | $ 270 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) - USD ($) | May 22, 2018 | Sep. 30, 2018 | Sep. 30, 2017 |
Debt Instrument [Line Items] | |||
Proceeds from revolving credit facilities | $ 1,004,000,000 | $ 518,000,000 | |
Global ABL Facility [Member] | |||
Debt Instrument [Line Items] | |||
Maturity date | Sep. 30, 2022 | ||
Credit facility, maximum borrowing capacity | $ 800,000,000 | ||
Proceeds from revolving credit facilities | 200,000,000 | ||
Credit facility, remaining borrowing capacity | 418,000,000 | ||
Global ABL Facility [Member] | U.S. [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | 675,000,000 | ||
Global ABL Facility [Member] | Canada [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | 65,000,000 | ||
Global ABL Facility [Member] | United Kingdom [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | 7,000,000 | ||
Global ABL Facility [Member] | Australia [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | 15,000,000 | ||
Global ABL Facility [Member] | Belgium [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | 7,000,000 | ||
Global ABL Facility [Member] | Norway [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | 18,000,000 | ||
Global ABL Facility [Member] | Netherlands [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | $ 13,000,000 | ||
Secured Term Loan [Member] | Senior Secured Term Loan B [Member] | |||
Debt Instrument [Line Items] | |||
Debt maturity period | 7 years | ||
Principal amount | $ 400,000,000 | ||
Term loan annual amortization percentage | 1.00% | ||
Maturity date | Sep. 30, 2024 | ||
Term Loan accordion feature | $ 200,000,000 | ||
Percentage of capital stock in foreign subsidiaries securing Term Loan B | 65.00% | ||
Secured Term Loan [Member] | Senior Secured Term Loan B [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Variable interest rate | 2.50% | ||
Secured Term Loan [Member] | Senior Secured Term Loan B [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Variable interest rate | 3.50% | ||
Secured Term Loan [Member] | Senior Secured Term Loan B, Refinanced [Member] | |||
Debt Instrument [Line Items] | |||
Prepayment premium | 1.00% | ||
Secured Term Loan [Member] | Senior Secured Term Loan B, Refinanced [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Variable interest rate | 2.00% | ||
Secured Term Loan [Member] | Senior Secured Term Loan B, Refinanced [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Variable interest rate | 3.00% | ||
Secured Term Loan [Member] | Senior Secured Leverage Ratio Is No More Than 2.75 to 1.00 [Member] | Senior Secured Term Loan B [Member] | |||
Debt Instrument [Line Items] | |||
Senior secured leverage ratio | 2.75 | ||
Repayment of Term Loan, percentage | 25.00% | ||
Secured Term Loan [Member] | Senior Secured Leverage Ratio Is No More Than 2.50 to 1.00 [Member] | Senior Secured Term Loan B [Member] | |||
Debt Instrument [Line Items] | |||
Senior secured leverage ratio | 2.50 | ||
Repayment of Term Loan, percentage | 0.00% | ||
Secured Term Loan [Member] | Minimum [Member] | Senior Secured Term Loan B [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Variable interest rate | 2.00% | ||
Secured Term Loan [Member] | Minimum [Member] | Senior Secured Term Loan B [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Variable interest rate | 1.00% | ||
Secured Term Loan [Member] | Minimum [Member] | Senior Secured Term Loan B, Refinanced [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Variable interest rate | 1.00% | ||
Secured Term Loan [Member] | Minimum [Member] | Senior Secured Term Loan B, Refinanced [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Variable interest rate | 0.00% | ||
Secured Term Loan [Member] | Maximum [Member] | Senior Secured Term Loan B [Member] | |||
Debt Instrument [Line Items] | |||
Senior secured leverage ratio | 4 | ||
Repayment of Term Loan, percentage | 50.00% |
Long-Term Debt (Components of L
Long-Term Debt (Components of Long-Term Debt) (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 719 | $ 526 |
Less: current portion | 4 | 4 |
Long-term debt, net | 715 | 522 |
Secured Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 394 | 397 |
Original issue discount and issuance costs on senior secured Term Loan B | 3 | |
Global ABL Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 325 | $ 129 |
Long-Term Debt (Interest on Bor
Long-Term Debt (Interest on Borrowings) (Details) | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Weighted average interest rate | 4.79% | 4.69% |
Global ABL Facility [Member] | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 3.74% | 3.19% |
Senior Secured Term Loan B [Member] | Secured Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 5.65% | 5.18% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Income Taxes [Abstract] | |||||
Tax benefit | $ 5 | $ 6 | $ 2 | ||
Estimated transition tax | $ 4 | ||||
Adjustment to provisional tax | $ 5 | ||||
Effective tax rate | 0.00% | 40.00% | 19.00% | 29.00% | |
Federal statutory rate | 21.00% | 35.00% | |||
Benefit on deferred tax assets | 57 | ||||
Expense on undistributed foreign earnings | $ 7 |
Redeemable Preferred Stock (Det
Redeemable Preferred Stock (Details) $ / shares in Units, $ in Millions | 1 Months Ended |
Jun. 30, 2015USD ($)$ / sharesshares | |
Stockholders' Equity [Abstract] | |
Preferred stock, issued | shares | 363,000 |
Gross proceeds from issuance of Series A Preferred Stock | $ | $ 355 |
Preferred stock, stated value | $ / shares | $ 1,000 |
Preferred stock, dividend rate | 6.50% |
Percent of par value | 105.00% |
Preferred stock, initial conversion rate | shares | 55.9284 |
Preferred stock, initial conversion price | $ / shares | $ 17.88 |
Preferred stock, common stock as percentage of conversion price | 150.00% |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 93 Months Ended | ||||||
Oct. 31, 2018 | Apr. 30, 2015 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Oct. 31, 2017 | Nov. 30, 2016 | Nov. 30, 2015 | |
Stockholders Equity [Line Items] | ||||||||||
Share repurchase program, total shares acquired | 14,622,930 | |||||||||
Share repurchase program, average cost per share | $ 15.38 | |||||||||
Share repurchase program, cost of total shares acquired | $ 225,000,000 | |||||||||
Common stock, shares outstanding | 90,324,829 | 90,324,829 | 90,324,829 | |||||||
2015 Share Repurchase Program [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Share repurchase program, authorized amount | $ 125,000,000 | $ 100,000,000 | ||||||||
2017 Share Repurchase Program [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Share repurchase program, authorized amount | $ 100,000,000 | |||||||||
2011 Omnibus Incentive Plan [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Shares reserved for Incentive Plan | 3,250,000 | 3,250,000 | 3,250,000 | |||||||
Additional shares reserved for Incentive Plan | 4,250,000 | |||||||||
Stock granted | 6,681,636 | |||||||||
Subsequent Event [Member] | 2018 Share Repurchase Program [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Share repurchase program, authorized amount | $ 150,000,000 | |||||||||
Share repurchase program, expiration date | Dec. 31, 2019 | |||||||||
Director [Member] | 2011 Omnibus Incentive Plan [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Vesting period | 1 year | |||||||||
Minimum [Member] | 2011 Omnibus Incentive Plan [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Vesting period | 3 years | |||||||||
Maximum [Member] | 2011 Omnibus Incentive Plan [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Vesting period | 5 years | |||||||||
Stock Options [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Anti-dilutive securities | 2,900,000 | 3,600,000 | 3,300,000 | 2,100,000 | ||||||
Stock Options [Member] | 2011 Omnibus Incentive Plan [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Maximum term for stock option plan grant | 10 years | |||||||||
Restricted Stock [Member] | 2011 Omnibus Incentive Plan [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Stock granted | 81,542 | |||||||||
Performance Shares [Member] | 2011 Omnibus Incentive Plan [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Stock granted | 222,435 | |||||||||
Restricted Stock Units (RSUs) [Member] | 2011 Omnibus Incentive Plan [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Stock granted | 506,729 | |||||||||
Restricted Stock, Restricted Unites And Performance Stock Units [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Anti-dilutive securities | 0 | 0 | 1,200,000 |
Stockholders' Equity (Summary o
Stockholders' Equity (Summary of Share Repurchase Activity) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Stockholders' Equity [Abstract] | ||||
Number of shares acquired on the open market | 2,871,204 | 859,830 | ||
Average price per share | $ 17.39 | $ 20.54 | ||
Total cost of acquired shares | $ 50 | $ 18 |
Stockholders' Equity (Accumulat
Stockholders' Equity (Accumulated Other Comprehensive Loss in Accompanying Consolidated Balance Sheets) (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Currency Translation Adjustments [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | $ (219) | $ (209) |
Pension Related Adjustments [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | (1) | (1) |
Hedge Accounting Adjustments [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 2 | |
Accumulated Other Comprehensive Loss [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | $ (218) | $ (210) |
Stockholders' Equity (Earnings
Stockholders' Equity (Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Stockholders' Equity [Abstract] | ||||
Net income | $ 24 | $ 3 | $ 64 | $ 15 |
Less: Dividends on Series A Preferred Stock | 6 | 6 | 18 | 18 |
Net income (loss) attributable to common stockholders | $ 18 | $ (3) | $ 46 | $ (3) |
Weighted average basic shares outstanding | 90.3 | 94.5 | 90.6 | 94.6 |
Effect of dilutive securities | 1.4 | 1.8 | ||
Weighted average diluted shares outstanding | 91.7 | 94.5 | 92.4 | 94.6 |
Net income per share: | ||||
Basic | $ 0.20 | $ (0.03) | $ 0.51 | $ (0.03) |
Diluted | $ 0.20 | $ (0.03) | $ 0.50 | $ (0.03) |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 9 Months Ended |
Sep. 30, 2018segment | |
Segment Information [Line Items] | |
Number of operating segments | 4 |
U.S. [Member] | |
Segment Information [Line Items] | |
Number of operating segments | 2 |
Segment Information (Schedule o
Segment Information (Schedule of Financial Information for Each Segment) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Sales | |||||
Sales | $ 1,071 | $ 959 | $ 3,163 | $ 2,743 | |
Operating income | |||||
Total operating income | 32 | 22 | 104 | 53 | |
Interest expense | (10) | (9) | (28) | (24) | |
Other, net | 2 | (8) | 3 | (8) | |
Income before income taxes | 24 | 5 | 79 | 21 | |
Total assets | |||||
Total assets | 2,581 | 2,581 | $ 2,340 | ||
U.S. [Member] | |||||
Sales | |||||
Sales | 859 | 759 | 2,543 | 2,145 | |
Operating income | |||||
Total operating income | 28 | 21 | 93 | 53 | |
Total assets | |||||
Total assets | 2,225 | 2,225 | 1,970 | ||
Canada [Member] | |||||
Sales | |||||
Sales | 78 | 77 | 236 | 223 | |
Operating income | |||||
Total operating income | 4 | 4 | 8 | 8 | |
Total assets | |||||
Total assets | 132 | 132 | 162 | ||
International [Member] | |||||
Sales | |||||
Sales | 134 | 123 | 384 | 375 | |
Operating income | |||||
Total operating income | $ (3) | 3 | $ (8) | ||
Total assets | |||||
Total assets | $ 224 | $ 224 | $ 208 |
Segment Information (Schedule_2
Segment Information (Schedule of Net Sales by Product Line) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Sales | $ 1,071 | $ 959 | $ 3,163 | $ 2,743 |
Line pipe [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Sales | 186 | 201 | 556 | 517 |
Carbon Steel Fittings And Flanges [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Sales | 182 | 143 | 531 | 405 |
Carbon Steel Pipe, Fittings And Flanges [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Sales | 368 | 344 | 1,087 | 922 |
Valves, Automation, Measurement And Instrumentation [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Sales | 393 | 338 | 1,146 | 987 |
Gas Products [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Sales | 154 | 131 | 425 | 372 |
Stainless Steel And Alloy Pipe And Fittings [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Sales | 48 | 45 | 150 | 136 |
General Oilfield Products [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Sales | $ 108 | 101 | 355 | $ 326 |
Other [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Sales | $ 19 | $ 55 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | |
Long-term Debt [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Carrying value of debt | $ 719,000,000 | $ 526,000,000 | |
Long-term Debt [Member] | Level 2 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of our debt | 725,000,000 | 533,000,000 | |
Foreign exchange forward contracts [Member] | Level 2 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Notional amount | 14,000,000 | $ 60,000,000 | |
Interest Rate Swap [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term of swap | 5 years | ||
Notional amount | $ 250,000,000 | ||
Fixed interest rate | 2.7145% | ||
Fair value of swap | $ 0 | ||
Swap liability | $ 2,000,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | Sep. 30, 2018claimlawsuit |
Commitments and Contingencies [Abstract] | |
Number of lawsuits | lawsuit | 568 |
Asbestos related pending claims | claim | 1,166 |