Hagens Berman Targets DNOW Over Alleged Merger Misrepresentations

The lawsuit alleges that DNOW’s merger proxy materials contained misleading omissions regarding the integration of MRC Global’s enterprise resource planning (ERP) system. Just one day before the deal closed in November 2025, management characterized the system as state-of-the-art, dismissing earlier technical glitches as isolated incidents. However, financial results released in February 2026 revealed that persistent software flaws had severely hampered MRC Global’s operations, resulting in declining revenues and unforeseen capital expenditures.

These disclosures forced DNOW to delay its financial guidance, causing the company’s stock to plummet 19% in a single trading session. Reed Kathrein, the Hagens Berman partner heading the investigation, is examining whether executives deliberately minimized integration risks to secure shareholder approval for the merger. The firm is currently seeking to represent investors who held common stock as of August 5, 2025, and encourages those with non-public information to come forward as potential whistleblowers.