Valaris: DOJ closes HSR probe into Transocean deal; closing expected Q4 2026

Valaris Ltd

Valaris and Transocean received notice from the DOJ Antitrust Division that it closed its investigation under the Hart-Scott-Rodino Act; the HSR waiting period has expired.
Deal terms unchanged: Transocean will acquire all outstanding Valaris common shares in exchange for 15.235 Transocean shares per Valaris share, per the Feb 9, 2026 Business Combination Agreement.
The companies anticipate closing in the fourth quarter of 2026, subject to satisfaction or waiver of remaining conditions, including shareholder approvals.
A joint preliminary proxy statement on Schedule 14A was filed May 19, 2026; a definitive joint proxy statement will be mailed to Transocean and Valaris shareholders.
Transaction structured as a Bermuda scheme of arrangement under section 99 of the Companies Act 1981; securities expected to be issued under Section 3(a)(10) exemption.

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