Transocean Ltd., Steinhausen, Switzerland, on Monday announced it has agreed to acquire Valaris Ltd., Houston, in an all-stock transaction valued at about $5.8 billion, combining two of the largest offshore drilling contractors into a single company with an enterprise value of roughly $17 billion.
Under the terms of the definitive agreement, Valaris shareholders will receive 15.235 shares of Transocean stock for each Valaris share they own. Based on the companies’ closing prices on Feb. 6, the transaction would result in Transocean shareholders owning about 53% of the combined company on a fully diluted basis, with Valaris shareholders holding about 47%.
The combined company is expected to operate a fleet of 73 offshore rigs, including 33 ultra-deepwater drillships, nine semisubmersibles, and 31 jackups. The companies said the transaction would create what they described as the world’s highest-specification offshore drilling fleet, with an estimated pro forma market capitalization of $12.3 billion.
“This transaction creates a very attractive investment in the offshore drilling industry, differentiated by the best fleet, proven people, leading technologies, and unequalled customer service,” Transocean President and CEO Keelan Adamson said. “The powerful combination is well-timed to capitalize on an emerging, multi-year offshore drilling upcycle.”
The companies said they have identified more than $200 million in transaction-related cost synergies, in addition to Transocean’s existing cost-reduction program, which is expected to lower costs by more than $250 million through 2026. The combined backlog is expected to total approximately $10 billion.
Valaris CEO Anton Dibowitz said the deal would broaden the combined company’s capabilities across water depths and offshore environments. “By combining with Transocean, we will create a new industry leader for the benefit of our shareholders, customers, and employees,” he said.
Following the transaction, Transocean’s senior management team will lead the combined company, with Adamson continuing as CEO and Jeremy Thigpen serving as executive chairman of the board. The board will consist of nine current Transocean directors and two current Valaris directors. Transocean will remain incorporated in Switzerland and maintain its primary administrative office in Houston.
The transaction was unanimously approved by the boards of both companies and is expected to close in the second half of 2026, subject to regulatory approvals, customary closing conditions, and shareholder approvals. The deal will be completed through a court-approved scheme of arrangement under Bermuda law.
The companies said they have received shareholder support agreements from investors representing about 9% of Transocean’s outstanding shares and approximately 18% of Valaris’ outstanding shares, committing to vote in favor of the transaction.
