Valaris (VAL) Proxy filing summary

Executive summary

• Announced a business combination agreement for Transocean to acquire all issued and outstanding shares in exchange for 15.235 Transocean shares per Valaris share, with closing anticipated in Q4 2026.

• U.S. Department of Justice closed its antitrust investigation, and the HSR Act waiting period has expired.

• Forward-looking statements caution about uncertainties and risks related to the transaction, including completion, timing, and anticipated benefits.

Voting matters and shareholder proposals

• Shareholders of both companies will be asked to approve transaction-related proposals via a joint proxy statement.

• The joint definitive proxy statement will be mailed or disseminated to shareholders for voting.

Board of directors and corporate governance

• Directors and executive officers of both companies may be considered participants in the proxy solicitation.

• Information about directors, executive officers, and their interests will be included in the joint proxy statement.