Exhibit 99.2

MRC Global Inc.

Income Statement Pro forma for Canada Segment Sale

(in millions)

 

		Year Ended				Year Ended				Three Months Ended
		December 31, 2022				December 31, 2023				March 31, 2024				June 30, 2024				September 30, 2024
Sales		$	3,197			$	3,266			$	777			$	799			$	771
Cost of sales			2,613				2,596				618				630				614
Gross profit			584				670				159				169				157
Selling, general and administrative expenses			443				475				119				121				118
Operating income			141				195				40				48				39
Other (expense) income:
Interest expense			(22	)			(31	)			(8	)			(7	)			(3	)
Other, net			(6	)			(3	)			(3	)			3				(2	)
Income before income taxes			113				161				29				44				34
Income tax expense			34				39				8				12				3
Net income			79				122				21				32				31
Series A preferred stock dividends			24				24				6				6				6
Net income attributable to common stockholders		$	55			$	98			$	15			$	26			$	25

MRC Global Inc.

Reconciliation of Net Income to Adjusted EBITDA (a non-GAAP measure)

(in millions)

 

		Year Ended				Year Ended				Three Months Ended
		December 31, 2022				December 31, 2023				March 31, 2024				June 30, 2024				September 30, 2024
Net income		$	79			$	122			$	21			$	32			$	31
Income tax expense			34				39				8				12				3
Interest expense			22				31				8				7				3
Depreciation and amortization			18				19				5				5				6
Amortization of intangibles			21				21				5				5				5
Facility closures			—				—				—				1				—
Severance and restructuring			1				—				—				—				—
Non-recurring IT related professional fees			—				1				—				—				—
Increase (decrease) in LIFO reserve			66				2				1				1				(5	)
Equity-based compensation expense			13				14				4				3				4
Activism response legal and consulting costs			—				1				3				1				—
Write off of debt issuance costs			—				—				1				—				—
Customer Settlement			—				3				—				—				—
Asset disposal			—				1				1				—				—
Foreign currency losses (gains)			7				3				2				(1	)			2
Adjusted EBITDA		$	261			$	257			$	59			$	66			$	49

The company defines adjusted EBITDA as net income plus interest, income taxes, depreciation and amortization, amortization of intangibles, and certain other expenses, including non-cash expenses, (such as equity-based compensation, restructuring, changes in the fair value of derivative instruments, asset impairments, including inventory, long-lived asset impairments (including goodwill and intangible assets), inventory-related charges incremental to normal operations, and plus or minus the impact of its LIFO inventory costing methodology. The company presents adjusted EBITDA because the company believes adjusted EBITDA is a useful indicator of the company’s operating performance. Among other things, adjusted EBITDA measures the company’s operating performance without regard to certain non-recurring, non-cash or transaction-related expenses. Adjusted EBITDA, however, does not represent and should not be considered as an alternative to net income, cash flow from operations or any other measure of financial performance calculated and presented in accordance with GAAP. Because adjusted EBITDA does not account for certain expenses, its utility as a measure of the company’s operating performance has material limitations. Because of these limitations, the company does not view adjusted EBITDA in isolation or as a primary performance measure and uses other measures, such as net income and sales, to measure operating performance. See the company’s Annual Report filed on Form 10-K for a more thorough discussion of the use of adjusted EBITDA.

MRC Global Inc.

Reconciliation of Gross Profit to Adjusted Gross Profit (a non-GAAP measure)

(in millions)

 

		Year Ended								Year Ended
		December 31, 2022				Percentage of Revenue				December 31, 2023				Percentage of Revenue
Gross profit, as reported		$	584				18.3	%		$	670				20.5	%
Depreciation and amortization			18				0.6	%			19				0.6	%
Amortization of intangibles			21				0.7	%			21				0.6	%
Increase in LIFO reserve			66				2.1	%			2				0.1	%
Adjusted Gross Profit		$	689				21.6	%		$	712				21.8	%

 

		Three Months Ended
		March 31, 2024				Percentage of Revenue				June 30, 2024				Percentage of Revenue				September 30, 2024				Percentage of Revenue
Gross profit, as reported		$	159				20.5	%		$	169				21.2	%		$	157				20.4	%
Depreciation and amortization			5				0.6	%			5				0.6	%			6				0.8	%
Amortization of intangibles			5				0.6	%			5				0.6	%			5				0.6	%
Increase (decrease) in LIFO reserve			1				0.1	%			1				0.1	%			(5	)			-0.6	%
Adjusted Gross Profit		$	170				21.9	%		$	180				22.5	%		$	163				21.1	%

The company defines Adjusted Gross Profit as sales, less cost of sales, plus depreciation and amortization, plus amortization of intangibles, plus inventory-related charges incremental to normal operations and plus or minus the impact of its LIFO inventory costing methodology. The company presents Adjusted Gross Profit because the company believes it is a useful indicator of the company’s operating performance without regard to items, such as amortization of intangibles, that can vary substantially from company to company depending upon the nature and extent of acquisitions of which they have been involved. Similarly, the impact of the LIFO inventory costing method can cause results to vary substantially from company to company depending upon which costing method they may elect. The company uses Adjusted Gross Profit as a key performance indicator in managing its business. The company believes that gross profit is the financial measure calculated and presented in accordance with U.S. generally accepted accounting principles that is most directly comparable to Adjusted Gross Profit.