Valaris Limited and Transocean Ltd. have scheduled shareholder meetings for November 24, 2026, to vote on their proposed business combination. The transaction, which involves Transocean acquiring all outstanding Valaris common shares, requires approval from both sets of shareholders and a subsequent court sanction in Bermuda.
The companies filed a joint definitive proxy statement on Schedule 14A with the United States Securities and Exchange Commission on October 14, 2026. This filing accompanies a special court-ordered meeting for Valaris shareholders and an extraordinary general meeting for Transocean shareholders. The Business Combination Agreement, originally signed on February 9, 2026, stipulates that Transocean will issue 15.235 shares of its own stock for each share of Valaris.
Following the shareholder votes, Valaris intends to apply to the Supreme Court of Bermuda for an order sanctioning the Scheme of Arrangement. This Sanction Hearing is set for Thursday, November 26, 2026, at 11:00 a.m. Bermuda time at the Commercial Court in Hamilton. Valaris shareholders of record may attend in person or through counsel. If the Bermuda Court grants the sanction order, Valaris anticipates that all conditions for the deal will be satisfied and the business combination will be consummated on or about December 1, 2026.
The filing notes that the transaction is subject to inherent uncertainties and risks that could cause actual results to differ from current expectations. These factors include the potential failure to obtain regulatory or shareholder approvals, litigation related to the proposed transaction, and operational disruptions. The companies also highlight the risk that certain Valaris counterparties may terminate or amend contracts upon a change of control, which could impact business operations during the pendency of the deal.
Valaris is an exempted company incorporated in Bermuda, while Transocean is a Swiss corporation. Both companies list their securities on the New York Stock Exchange, with Valaris common shares trading under the ticker VAL and warrants trading under VAL WS. The merger represents a significant consolidation in the offshore drilling sector, combining two major players into a single entity subject to the successful completion of the legal and regulatory steps outlined in the proxy statement.