Transocean to Acquire Valaris
Transocean to Acquire Valaris in an all-stock deal, creating scale with a $10 billion backlog and synergies that shift investor positioning on deleveraging.
KEY TAKEAWAYS
- All-stock merger creates a 73-rig fleet and a $10 billion pro forma backlog.
- Companies identified transaction synergies exceeding $200 million, additive to existing cost reductions.
- Fixed 15.235 exchange ratio yields a 53% Transocean and 47% Valaris ownership split.
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Transocean Ltd. (NYSE:RIG) will acquire Valaris Ltd. (NYSE:VAL) in an all-stock transaction valued at $5.8 billion, the companies said in press releases on February 9, 2026. The deal will combine their offshore-drilling businesses and generate cost synergies aimed at accelerating deleveraging.
Deal Terms and Approvals
The companies agreed on a fixed exchange ratio of 15.235 Transocean shares for each Valaris share, resulting in a fully diluted ownership split of 53% for Transocean shareholders and 47% for Valaris shareholders. Major shareholders have committed to support the transaction: Perestroika AS, which holds about 9% of Transocean, and Famatown Finance Limited together with Oak Hill Advisors, which collectively own about 18% of Valaris, will vote in favor.
The transaction will be implemented through a court-approved scheme of arrangement under the Bermuda Companies Act 1981 (section 99). It remains subject to regulatory and shareholder approvals and customary closing conditions, with an expected close in the second half of 2026. The combined company will remain incorporated in Switzerland, maintain its primary office in Houston, and be led by Transocean President and CEO Keelan Adamson, with Jeremy Thigpen serving as executive chairman.
Scale, Backlog, and Outlook
The merger creates a 73-rig fleet, including 33 ultra-deepwater drillships, nine semisubmersibles, and 31 modern jackups. The companies reported a pro forma backlog of $10 billion, which they say improves visibility into future cash flows and supports faster deleveraging.
Management identified transaction-related cost synergies exceeding $200 million, which are additive to Transocean’s ongoing cost-reduction program of more than $250 million through 2026. The firms project a pro forma leverage ratio of about 1.5 times within 24 months of closing.
Based on closing prices on February 6, 2026, the combination implies a pro forma enterprise value of $17 billion and a pro forma market capitalization of $12.3 billion.
Keelan Adamson said, "The powerful combination is well-timed to capitalize on an emerging, multi-year offshore drilling upcycle."
