Transocean to Acquire Valaris for $5.8 Billion, Creating World's Largest Offshore Driller

February 09, 2026 · by Fintool Agent

RIGVAL

Transocean announced today it will acquire Valaris in an all-stock transaction valued at approximately $5.8 billion, creating the world's largest and highest-specification offshore drilling company with a combined fleet of 73 rigs and roughly $17 billion in enterprise value. 1

The deal caps years of consolidation in the offshore drilling industry and positions the combined company to capitalize on what management describes as an emerging "multi-year offshore drilling upcycle." 2

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Deal Terms

Under the agreement, Valaris shareholders will receive 15.235 Transocean shares for each Valaris share, representing ownership of approximately 47% of the combined company on a fully diluted basis. Transocean shareholders will own the remaining 53%. 1

The transaction has received support agreements from key shareholders including Perestroika AS (approximately 9% of Transocean), and Famatown Finance Limited and Oak Hill Advisors (collectively approximately 18% of Valaris). 8

Creating a 73-Rig Fleet

The combination brings together highly complementary assets to create the world's highest-specification offshore drilling fleet:

Critically, 78% of the combined fleet operates in harsh environments—a key differentiator as operators increasingly pursue technically demanding deepwater developments. 13

The combined company will have an industry-leading contract backlog of approximately $10 billion, providing significant cash flow visibility. 14

Financial Profile

The merger brings together Transocean's ultra-deepwater dominance with Valaris's diversified fleet and profitable jackup operations:

Transocean (RIG) - Recent Financial Performance

Valaris (VAL) - Recent Financial Performance

*Values retrieved from S&P Global

Synergies and Deleveraging

Management has identified more than $200 million in cost synergies from the combination, additive to Transocean's ongoing $250 million cost reduction program. 1

Key synergy sources include:

• Consolidating overlapping global operations and shorebase support
• Streamlining operations and integrating technical expertise
• Capturing supply chain savings from greater scale
• Eliminating redundant G&A expenses 2

The present value of synergies represents more than 15% of the pro forma market capitalization. 3

Critically, management expects the combination to accelerate debt reduction, targeting a leverage ratio of approximately 1.5x within 24 months of closing—a 50% improvement from the estimated ~3.0x at deal close. 4

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Industry Consolidation

The Transocean-Valaris combination represents the latest chapter in offshore drilling's ongoing consolidation wave:

The combined entity will dwarf competitors. Noble Corporation (following its 2024 acquisition of Diamond Offshore) operates approximately 40 rigs, while Seadrill manages roughly 17 units.

Offshore Drilling Upcycle

The timing appears strategic. Both companies have pointed to a constructive long-term outlook driven by structural supply-demand dynamics:

Demand Drivers:

• Deepwater project sanctions expected to increase more than 150% over the next three years 2
• Approximately 10% increase in offshore upstream capex expected through 2027 3
• The IEA estimates nearly 90% of global upstream spending is required just to offset natural field declines 4

Supply Constraints:

• Limited new rig construction since the 2014-2016 downturn
• Seventh-generation drillship utilization expected to reach approximately 90% by year-end 2026 5
• No significant newbuild orders on the horizon

As Valaris CEO Anton Dibowitz noted on the company's Q3 2025 earnings call: "There is a growing consensus that today's near-term oil supply surplus will give way to a structurally tighter market later in the decade as a result of historic underinvestment and slowing non-OPEC production growth." 6

Importantly, approximately 70% of deepwater spending expected to be sanctioned over the next three years is tied to programs with breakeven prices below $50 per barrel—compared to a five-year forward price above $65 per barrel. 7

Leadership and Governance

Transocean's senior management team will lead the combined company:

• CEO: Keelan Adamson (current Transocean CEO)
• Executive Chairman: Jeremy Thigpen (current Transocean Executive Chairman)
• Board: 9 current Transocean directors and 2 current Valaris directors 8

The company will remain incorporated in Switzerland with its primary administrative office in Houston. 9

Valaris CEO Anton Dibowitz noted: "By combining with Transocean, we will create a new industry leader for the benefit of our shareholders, customers and employees... creating a combined company that is capable of operating any rig at any water depth in any offshore environment around the world." 10

What to Watch

Near-term catalysts:

• Shareholder votes at both companies (required for approval)
• Regulatory approvals (expected in various jurisdictions)
• Joint proxy statement filing with SEC

Integration risks:

• Customer contract change-of-control provisions
• Management distraction during integration
• Synergy realization timeline and magnitude
• Market conditions during extended closing period

Industry dynamics:

• Oil price volatility impacting customer capex decisions
• Timing and magnitude of offshore drilling upcycle
• Competitive response from Noble, Seadrill, and other players

The transaction reflects a bet that the offshore drilling industry's long winter is finally ending—and that scale will matter in capturing the coming upcycle.

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Related

• Transocean Company Profile
• Valaris Company Profile