* |
If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** |
Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
PVF Holdings LLC ("PVF") owns 84,214,026 shares of common stock, par value $0.01 per share ("Common Stock"), of MRC Global Inc. (the "Company"). Mr. Ketchum owns 11,219.8688 common units ("Common Units") of PVF (some of which he owns directly and others of which he owns through a limited liability company), representing 3.36% of the total outstanding Common Units. Mr. Ketchum may be deemed to beneficially own 2,831,147 shares of Common Stock indirectly through his ownership of such Common Units. Mr. Ketchum also owns 381.3098 profits units ("Profits Units") of PVF, representing 8.50% of the total outstanding Profits Units. (continue in footnote 2) |
(2) |
(continued from footnote 2) The Amended and Restated Limited Liability Company Agreement of PVF, dated as of October 31, 2007 (the "LLC Agreement"), Amendment No. 1 to the LLC Agreement, dated as of December 18, 2007, and Amendment No. 2 to the LLC Agreement, dated as of October 31, 2009, are filed as exhibits 10.17, 10.17.1, and 10.17.2 to the Company's Registration Statement on Form S-1, File No. 333-178980. |
(3) |
Mr. Ketchum does not have the power to vote or dispose of the shares of Common Stock that correspond to his ownership of Common Units and thus does not have beneficial ownership of such shares. In addition, Mr. Ketchum does not have any pecuniary interest in the shares of Common Stock held by PVF because he does not control PVF and does not have or share investment control over the shares of Common Stock owned by PVF. |