Valaris Ltd

On June 29, 2026 the US foreign investment review body (CFIUS) cleared the Transocean deal, so that closing condition is now met. The US antitrust review is still open: both companies agreed not to certify compliance with the DOJ's Second Request before July 31, 2026, and not to close until 60 days after both certify. They still expect to close in the second half of 2026, subject to remaining regulatory approvals and shareholder votes.

business combination

Valaris filed a preliminary joint proxy statement (dated May 19, 2026) for the Transocean deal, which sets out the votes: a Valaris court meeting to approve the scheme of arrangement, and a Transocean shareholder meeting to approve issuing the new shares. Each Valaris share is expected to be exchanged for 15.235 Transocean shares (cash for fractions), leaving Valaris holders with about 47% of the combined company; meeting dates are still blank and the document is subject to completion. The Valaris board unanimously recommends voting for.

business combination

On May 4, 2026 the US Department of Justice sent both Valaris and Transocean a Second Request for more information on their planned deal (15.235 Transocean shares per Valaris share). This extends the antitrust waiting period until 30 days after both sides have substantially complied, so the review is longer than a standard one. The filing gives no new closing date.

business combination

Valaris disclosed the terms of the Transocean deal: each Valaris share gets 15.235 Transocean shares (plus cash for fractions), leaving Transocean holders with about 53% and Valaris holders about 47% of the combined company. Valaris warrants would be assumed by Transocean, two Valaris directors would join Transocean's board, and Valaris RSUs/PSUs would vest and convert into Transocean shares. Closing needs shareholder votes of both companies, court sanction, NYSE listing of the new shares and regulatory approvals; either side can walk away if not done by Feb 9, 2027. Termination fees are $195M payable by Transocean and $173M payable by Valaris in specified cases, with expense reimbursement of up to $58M (Valaris) or $65M (Transocean) if a shareholder vote fails. Neither side may terminate to accept a superior proposal. This is a pending deal, not yet completed.

business combination

Valaris announced a Business Combination Agreement dated Feb 9, 2026 under which Transocean Ltd. (Switzerland) will acquire all Valaris common shares in exchange for Transocean shares, through a court-approved Bermuda scheme of arrangement. This is a new, major event: if completed, Valaris shareholders would receive Transocean shares instead of holding Valaris. The filing itself is mostly the announcement, an investor presentation exhibit and legal cautions; the terms are in the companion filing.

business combination

The Jul 24, 2025 fleet report puts backlog at about $4.7 billion, up from about $4.2 billion in April, with over $1.0 billion of new awards. These include Occidental contracts for DS-16 (940-day extension from June 2026) and DS-18 (914-day contract from late 2026), worth about $760 million combined, and a five-well West Africa contract for DS-15 (about $135 million). Valaris also agreed to sell jackup VALARIS 247 for about $108 million, received a suspension notice from Harbour Energy on VALARIS 120, and saw the Hibiscus contract for VALARIS 248 terminated by mutual agreement.

production update

The Apr 30, 2025 fleet report puts backlog at about $4.2 billion, up from about $3.6 billion in February, with about $1.0 billion of new awards. These include a two-year West Africa contract for DS-10 (previously warm stacked; $352 million, starting late Q2 or Q3 2026) and five-year bareboat charter extensions for five jackups leased to ARO Drilling. It also confirms DPS-3, DPS-5 and DPS-6 were sold for recycling in April 2025 for about $10 million in total, completing the retirement announced in February.

production update

Valaris's Feb 15, 2024 fleet report shows backlog up to more than $3.9B from about $3.2B on Nov 1, 2023, with about $1.2B of new awards since then. These include a 1,064-day Petrobras contract for DS-4 (about $519M) and a two-year Occidental extension for DS-16. It also confirms the company exercised its options and took delivery of DS-13 and DS-14 for about $337M in total; they are being moved to Las Palmas, Spain, to be stacked until contracted. This closes the purchase thread that was open at year-end 2023.

production update

Valaris closed the $400M add-on of 8.375% second lien notes due 2030 on August 21, 2023, issued at 100.75% of par for net proceeds of about $396M. The notes form one series with the $700M issued in April, bringing the total to $1.1B (inference from the two amounts). This completes the financing announced August 7.

debt financing

The offer was priced and upsized from $350M to $400M of additional 8.375% second lien notes due 2030, issued at 100.75% of par, for net proceeds of about $396M; closing was expected August 21, 2023. Use of proceeds is unchanged: buying DS-13 and DS-14 (about $337M) and general corporate purposes. This adds to Valaris's debt.

capital raising announcement

Valaris announced it plans to sell $350M of additional 8.375% second lien notes due 2030, on top of the $700M issued in April 2023, subject to market conditions. It says proceeds would fund the roughly $337M purchase of drillships DS-13 and DS-14 (it intends to exercise its delivery options by Dec 31, 2023) and general corporate purposes.

capital raising announcement

On April 19, 2023 Valaris closed the $700 million 8.375% second lien notes due 2030 (about $685 million net) and the $375 million revolver became available to borrow. Part of the proceeds funds redemption of all of the 2028 first lien notes, and the company said it discharged its obligations under that indenture. Remaining proceeds are for general corporate purposes, which the filing says may include working capital, capital expenditures, share repurchases and acquisitions. This completes the refinancing started April 3; the new notes are secured on a second-priority basis behind the revolver.

debt financing

On April 4, 2023 Valaris priced the second lien notes offering at $700 million, upsized from the $600 million announced a day earlier. The notes carry an 8.375% coupon, mature April 30, 2030, and were sold at par for about $685 million net, with closing expected April 19, 2023. Proceeds are to fund the redemption of the 2028 first lien notes and for general corporate purposes. The deal is tied to the new revolver becoming available.

capital raising announcement

On April 3, 2023 Valaris signed a new senior secured revolving credit facility of up to $375 million (expandable by $200 million), with Citibank as agent, and announced a planned $600 million second lien notes offering due 2030. Proceeds are meant to redeem all of the roughly $550 million First Lien Notes due 2028 at 104.00% of principal, with a conditional redemption date of May 3, 2023. The revolver only becomes available if the offering closes and the first lien notes are redeemed or discharged by April 20, 2023. This replaces the 2028 first lien notes that carried the restricted payments terms changed in August 2022.

debt financing

On August 19, 2022, after enough holders consented, Valaris signed a Fourth Supplemental Indenture changing the terms of its Senior Secured First Lien Notes due 2028 (issued under the April 30, 2021 indenture). The general limit on restricted payments rises from $100 million to $175 million, a net-income-based basket is added, and the general investments limit rises to the greater of $175 million and 6.5% of total assets (from the greater of $100 million and 4.0%). The changes take effect once the consent fee is paid. The filing does not state the fee amount or what the company intends to do with the extra room.

security holder rights change

Valaris's July 28, 2022 fleet status report says the DS-11 contract, previously counted as about $428 million of backlog (and moved from TotalEnergies to Equinor in March 2022), was terminated effective end of June. The filing does not state a reason. New work includes a 540-day Equinor contract for DS-17 offshore Brazil worth about $327 million (including about $86 million upfront), starting mid-2023, and a four-year Brunei Shell contract for jackup 115 worth about $159 million from April 2023. Rig 36 was sold for $9 million. Total backlog is $2,349.3 million, down from $2,453.4 million in May, plus $467.5 million as Valaris's 50% share of ARO Drilling's owned rigs (adjusted total $2,816.8 million).

production update

On December 9, 2021 Valaris signed a support agreement with Famatown Finance Limited under which it will let Famatown appoint a board observer until the 2022 annual general meeting. If Famatown buys more shares and the board considers the amount sufficient, Famatown's nominee will be appointed a director. Famatown must keep at least 5% of the common shares or the rights end, and it accepts standstill and voting commitments. The filing does not say how many shares Famatown holds or what it paid.

material agreement

Valaris Ltd terminated the registration of a class of securities, ending its reporting obligation for them.

listing compliance notice

the exchange certified Valaris Ltd's securities for listing, clearing them to begin trading.

listing compliance notice

Valaris Ltd terminated the registration of a class of securities, ending its reporting obligation for them.

listing compliance notice

On March 3, 2021 the bankruptcy court confirmed the Fourth Amended Joint Chapter 11 Plan, resolving the plan confirmation thread; the plan is not yet effective, with the company targeting early in the second quarter of 2021 and giving no assurance. Existing shareholders (Class 13, 199,613,642 shares outstanding at Feb 22, 2021) receive only their pro rata share of new warrants in the new holding company. Noteholders get shares of a distributable pool (and some cash), revolver lenders get cash and shares, and general unsecured claims are paid in full in cash.

bankruptcy or receivership

On February 5, 2021, Valaris and some noteholders amended the restructuring support agreement to bring in lenders under the revolving credit facility, and the backstop agreement was amended to include them. The rights offering would be offered 97.6% to senior noteholders and 2.4% to certain revolver lenders. New Valaris would issue about 39% of its equity to noteholders (before dilution by a 0.5% newbuild pool), 28.3% to revolver lenders and 2.7% to backstop parties, and 30% of the new shares go to rights offering participants. 72% of noteholders and 88.72% of lenders had signed. The filing says nothing about existing shareholders' treatment, so the earlier open question on their recovery is not answered here.

material agreement

Valaris Ltd terminated the registration of a class of securities, ending its reporting obligation for them.

listing compliance notice

On September 25, 2020, with court approval, Valaris and its Chapter 11 subsidiaries signed a debtor-in-possession credit agreement for up to $500.0 million with Wilmington Savings Fund Society as agent, maturing no later than August 17, 2021. It funds general needs and bankruptcy costs during the case and is secured on substantially all the debtors' property; it is the DIP Facility the plan was already expected to repay in cash. The filing states no change to shareholder terms.

debt financing

Valaris Ltd's exchange filed to remove a class of its securities from listing.

listing compliance notice

Following the Chapter 11 filing, the NYSE notified Valaris on August 19, 2020 that it will delist the shares, and trading was suspended; the company does not intend to appeal. The shares now trade on the OTC Pink market as VALPQ, a more limited and likely less liquid market. A court order also sets notice and approval procedures for transfers by holders of 4.5% or more of the shares, to protect tax attributes. This continues the NYSE listing thread, but delisting here follows the bankruptcy filing.

listing compliance notice

On August 18, 2020 Valaris signed a Restructuring Support Agreement with certain noteholders, to be carried out through Chapter 11 (the company and 89 subsidiaries filed August 19 per the next filing). This resolves the open question of restructuring terms. Proposed terms: revolver lenders get 32.5% of new stock, senior noteholders get 34.8% plus rights to buy $500M of new secured notes (backstopped by Consenting Noteholders), and existing shareholders get up to 0.01% of new stock plus 7-year warrants for up to 7% only if their class votes in support. Existing shareholders would be heavily diluted if the plan goes ahead, though the plan is not yet confirmed.

bankruptcy or receivership

On August 3, 2020 Valaris extended the bank waiver and the noteholder forbearance again, now to the earliest of August 15, 2020 or other listed events. It chose not to pay about $12.7M interest on the 3.00% exchangeable notes, about $11.7M on the 8.00% 2024 notes (both due July 31) and about $38.8M on the 7.75% 2026 notes (due August 1), using 30-day grace periods. The waiver also covers a subsidiary's interest and principal due August 15 on its 2020 and 2040 notes. Restructuring talks continue with no terms stated for shareholders.

material agreement

On July 15, 2020 Valaris again extended its bank waiver and the noteholder forbearance, now to the earliest of August 3, 2020 or other listed events (including a US bankruptcy filing). It also chose not to pay about $7.6M interest on the 4.75% 2024 notes and about $11.7M on the 5.85% 2044 notes due that day, using the 30-day grace period to August 15, 2020. The waiver also covers later interest due July 31 and August 1 and a vendor payment. The company reports about $215M cash at July 14 and says restructuring talks continue, with no terms or shareholder outcome stated.

material agreement

On June 30, 2020 Valaris extended its bank waiver and, with certain noteholders, signed a forbearance agreement on the former Rowan notes, both lasting until the earliest of July 15, 2020 or other listed events (including acceleration, a termination of the other agreement, or a US bankruptcy filing). The waiver now also covers cross-defaults from the missed June interest, which continues the earlier grace-period approach. The filing says restructuring talks continue, but it states no restructuring terms and no outcome for shareholders.

material agreement

Valaris chose not to pay about $15.1 million of interest due June 1, 2020 on its 4.875% 2022 notes and about $10.8 million on its 5.40% 2042 notes, using the 30-day grace period to July 1, 2020. Its bank lenders (Citibank as agent) signed a waiver of any default under the revolving credit facility for these and the June 15 interest on the 7.375% 2025 notes. The company had about $238 million cash at May 29, 2020 and says it is in talks with lenders and bondholders on a possible comprehensive restructuring of its debt.

debt financing

The April 22, 2020 fleet report shows contract losses: DS-8's Total contract (to Nov 2020) ended early in late March, JU-109's contract (to July 2021) ended early in mid April, and the DS-7 Ghana job and 5004 contract were terminated. Several rigs will work at reduced day rates, and DS-4, DS-11, DS-17 and 8504 are being preservation stacked. Backlog at March 31, 2020 is $1,880.3 million, down from $2,452.6 million at December 31, 2019 (the periods are not like-for-like, since the earlier figure included all of 2020). New work includes MS-1 with Santos and JU-118 with Fieldwood in Mexico.

production update

On April 15, 2020 the NYSE told Valaris its shares averaged below $1.00 over 30 trading days, so the stock is now flagged "below compliance" (.BC) but still trades. It has until about October 15, 2020 to cure it, and the company says it intends to do so. If the shares were delisted from the NYSE and not concurrently listed on Nasdaq, holders of the 3.00% exchangeable notes due 2024 could require repurchase at par plus interest.

listing compliance notice

the exchange certified Valaris Ltd's securities for listing, clearing them to begin trading.

listing compliance notice

On February 3, 2020 Valaris completed its previously announced internal reorganization and signed a Tenth Supplemental Indenture under which Valaris plc becomes the issuer of the former Rowan US notes (4.875% 2022, 4.75% 2024, 7.375% 2025, 5.4% 2042, 5.85% 2044). Rowan US and Rowan UK are released from their obligations. The notes now rank equally with Valaris's other senior unsecured debt, are structurally subordinated to subsidiary debt and effectively subordinated to any secured debt. This resolves the reorganization step flagged in the June 2019 consent solicitation; Valaris intends to apply for NYSE listing of the notes but has no obligation to maintain it.

material agreement

The October 25, 2019 fleet report is the first under the name Valaris plc (ticker VAL), with rigs renamed VALARIS. It adds new and extended work (e.g. DPS-1 with Woodside extended to September 2021, DS-12 a four-well BP Angola job from April 2020, DS-7 extended to March 2020). It also shows DS-13 delivery pushed from 3Q19 to 3Q21 and DS-14 from 2Q20 to 2Q22, so the earlier near-term newbuild payments are deferred. Rig 5006 and JU-68 are cold stacked and held for sale and JU-42 (California) is sold and retired. Backlog as of September 30, 2019 is $2,332.4 million, down from $2,576.6 million in the April report.

production update

On July 12, 2019 Ensco Rowan bought about $951.8 million of its senior notes in tender offers (including the 4.50% 2024 and 5.20% 2025 notes) for about $724.1 million, excluding accrued interest, so it paid less than face value. Holders also consented to a Sixth Supplemental Indenture that removes substantially all restrictive covenants and certain events of default from the remaining notes of those series. This follows the June 25 launch of the offers; the filing does not say which series were bought in what amounts or how the purchase was funded.

security holder rights change

On April 11, 2019 Ensco completed its acquisition of Rowan Companies by scheme of arrangement, resolving the open Rowan thread. Each Rowan share became 2.750 Ensco shares (about 131.8 million Rowan shares into about 362.4 million Ensco shares), then a 4-for-1 share consolidation to $0.40 par followed; the company is renamed Ensco Rowan plc, keeping ticker ESV, and Rowan's NYSE listing ended. Thomas Burke becomes CEO and President for two years, Carl Trowell moves to Executive Chairman for 18 months, and five directors (including Golden and Wedemeyer) retired while five new ones joined, keeping the board at eleven. Separately, a Sixth Amendment on April 9 to the credit agreement raised commitments by $337.9M to $2.34B to Sept 30, 2019 and lifted the secured debt basket to the lesser of $1.0B or 10% of consolidated tangible net worth.

asset acquisition disposition

Ensco and Rowan amended their Oct 2018 Transaction Agreement on Jan 28, 2019, raising the offer from 2.215 to 2.750 new Ensco shares per Rowan share. Odey Asset Management also committed to vote its shares in favor (422,500 Ensco shares, 0.1%, and 11,380,635 Rowan shares, 9.0%); that commitment lapses if the ratio drops below 2.750. This changes the terms in the earlier proxy statements (2.215 ratio, about 61%/39% split), so Ensco holders would be diluted more than first proposed; the filing does not restate the new ownership split.

material agreement

Ensco filed the definitive joint proxy statement for the Rowan combination, dated Dec 11, 2018, setting the Ensco shareholder meeting for January 23, 2019. The terms match the preliminary version: 2.215 Ensco shares per Rowan share, about 61%/39% ownership, and a proposed 4-for-1 reverse split. The general allotment authority is now described as about 33.3% of enlarged share capital (the preliminary draft said about 33%). It continues the Rowan deal, which still needs shareholder votes and court sanction.

business combination

Ensco filed a preliminary proxy statement for its planned combination with Rowan Companies plc, agreed in a Transaction Agreement dated Oct 7, 2018. Rowan holders would receive 2.215 Ensco shares per Rowan share, leaving Ensco and Rowan holders with about 61% and 39% of the combined company. Ensco would also do a 4-for-1 reverse split (not a condition of the deal) and rename itself Ensco Rowan plc. This is a new major transaction; it needs votes from both sets of shareholders and High Court sanction of the scheme of arrangement.

business combination

the exchange certified Valaris Ltd's securities for listing, clearing them to begin trading.

listing compliance notice

Ensco launched an underwritten offering of senior unsecured notes due 2026 (size not stated in the text) and, at the same time, cash tender offers to buy back up to $492.5 million of Pride's 8.50% 2019 notes, Pride's 6.875% 2020 notes and Ensco's 4.70% 2021 notes, with no more than $235 million spent on the 2020 and 2021 notes combined. Ensco says it intends to use the net proceeds of the new notes to fund the buyback, plus general corporate purposes. This is the follow-on to the exchange/tender offers for these same notes listed as pending in the history; the tender offers expire Feb 7, 2018, and there is no assurance they will be completed.

capital raising announcement

Ensco completed the Atwood acquisition on October 6, 2017, resolving the pending merger: each Atwood share converted into 1.60 Ensco Class A shares, so Atwood is now a wholly owned subsidiary. Atwood's credit facility was repaid and terminated and $449 million of its senior notes redeemed at closing. Ensco also amended its revolving credit agreement (effective Oct 6): $2,002,500,000 of commitments to Sep 30, 2019 and $1,241,750,000 to Sep 30, 2022, with a covenant barring quarterly dividend increases above $0.01 per share, and added two former Atwood directors to the board, taking it from nine to eleven.

asset acquisition disposition

Ensco and Atwood publicly announced the merger on May 30, 2017 with a press release and investor presentation. The release says Ensco and Atwood shareholders would own about 69% and 31% of Ensco after closing, that Ensco expects about $65 million of annual pre-tax expense savings for 2019 onward, and that there is no financing condition. The savings and 'accretive' claims are the company's own expectations, not results. This repeats and expands on the merger agreement filed the same day.

business combination

Ensco agreed on May 29, 2017 to buy Atwood Oceanics in an all-stock merger: each Atwood share becomes 1.60 Ensco Class A shares, worth $10.72 per Atwood share at Ensco's $6.70 close on May 26, 2017. Closing needs approval from both companies' shareholders and regulators and is expected in the third quarter of 2017; break-up terms include expense reimbursement of up to $10 million, a $50 million fee Ensco may owe Atwood and a $30 million fee Atwood may owe Ensco. For Ensco shareholders this means issuing new shares to Atwood holders and a vote on the share issuance.

business combination

Ensco's April 24, 2017 fleet status report lists new work: ENSCO 106 with Sapura Energy in Malaysia (four wells, from March 2017), ENSCO 121 with INEOS in the North Sea (three wells, from July 2017) and ENSCO 68 with Ankor Energy in the Gulf of Mexico (one well, June 2017). ENSCO 92's ConocoPhillips contract was extended by more than four years to December 2022. Against this, ENSCO 104 received an early termination notice effective around May 2017, ENSCO 56 was sold for scrap value, and DS-7 remains available with the TOTAL termination fees still running through November 2017.

production update

the New York Stock Exchange certified Valaris Ltd's securities for listing, clearing them to begin trading.

listing compliance notice

Ensco's February 22, 2017 fleet status report states that it no longer expects to release day rates for new contracts. It shows DS-7 still available in Spain with the TOTAL termination fees unchanged, and DS-10's delivery deferred by 24 months to 1Q19 (previously 1Q17). ENSCO 54's Saudi Aramco contract was extended to September 2022 at a low-70s rate, and 8505 and 8503 have new short contracts.

production update

Ensco sold $849.5 million of 3.00% exchangeable senior notes due 2024 (issued by its subsidiary Ensco Jersey Finance and guaranteed by Ensco) to institutional buyers, closing December 12, 2016, for net proceeds of about $825.0 million. The notes can be exchanged for Class A shares at an initial price of about $14.02 per share (71.3343 shares per $1,000), so they could add shares if exchanged, though Ensco may choose to pay cash or shares. Proceeds are meant to fund the cash portion of previously announced exchange offers for its 4.70% 2021 notes and Pride's 8.50% 2019 and 6.875% 2020 notes, to repurchase or refinance other debt, and for general corporate purposes. This also satisfies the financing condition for those exchange offers.

capital raising announcement

Ensco's October 13, 2016 fleet status report says TOTAL gave early termination notice on the ENSCO DS-7 contract, effective around late October 2016. Termination fees are about $585,000 a day for 90 days, then about $439,000 a day through November 2017, reduced by any income from re-contracting the rig. DS-3 is preparing for preservation stacking, and ENSCO 84 gets a Saudi Aramco extension to August 2021 at a low-70s rate.

production update

Ensco extended the maturity of part of its revolving credit facility by one year, from September 30, 2019 to September 30, 2020. Commitments stay at $2.25 billion through September 2019 and are $1.13 billion for the extra year; all other terms are unchanged.

debt financing

Ensco's July 18, 2016 fleet status report says ConocoPhillips made a lump sum payment settling its DS-9 termination obligations through July 15, 2017, and Ensco expects to recognise $185 million of revenue in 2Q16. This settles the amount under discussion in February. The report also shows ENSCO 6003 and 6004 (Brazil) and DS-1 sold for scrap value at a price in line with book value, and the 8503 settlement with Stone Energy. DS-3, DS-4, DS-5 and several semisubmersibles are now preservation stacked or available, and Petrobras is no longer shown as a customer on DS-5.

production update

Ensco's April 11, 2016 fleet status report, as flagged in February, says it has started UK arbitration against Petrobras and Samsung Heavy Industries over Petrobras's claim that the ENSCO DS-5 contract is void. It also says Ensco and Petrobras are discussing revised terms for the four Brazil rigs (6001-6004), which, if approved, could cut contract backlog by about $140 million from May 2016. The next report is expected in July 2016.

production update

Ensco's February 16, 2016 fleet status report shows ENSCO DS-5 listed with Petrobras, which has asserted the drilling contract is void, a position Ensco disagrees with and intends to contest. For ENSCO DS-9, the termination fees of about $550,000 a day for two years will be reduced for idle-rig costs, and Ensco is in discussions with the customer on the size of that reduction. Several Saudi Aramco jackup rates for 2016 are listed as still to be determined, ENSCO 8504 is mobilizing to a Chevron contract in Indonesia, and the next report is expected in April 2016.

production update

Ensco's October 19, 2015 fleet status report says it received a $146 million lump sum payment for BP's early termination of the ENSCO DS-4 contract; excluding a $17 million receivable and an $18 million intangible write-down, this adds $111 million to 3Q15 revenue. This resolves the DS-4 termination flagged in June. For ENSCO DS-9, the customer must pay termination fees monthly for two years at about $550,000 a day, which can be reduced if Ensco re-contracts the rig or mitigates certain costs. The filing also says director Gerald Haddock cancelled his share pledging arrangement, and the next report is expected in February 2016.

production update

Ensco's July 16, 2015 fleet status report says reports will now be issued quarterly, with the next expected in October 2015. The report notes ConocoPhillips has notified Ensco it is terminating the ENSCO DS-9 contract for its convenience (the report points to a separate press release for details), which reverses the 4Q15-4Q18 contract shown last month. It also shows ENSCO DS-10's scheduled delivery deferred by 18 months and ENSCO DS-1 mobilizing to Spain for cold stacking preparations.

production update