Brazil's Antitrust Authority Clears Transocean's Valaris Deal With No Restrictions
Transocean and Valaris still expect to close in the fourth quarter of 2026, after a 15-day waiting period.
Brazil's competition authority, known as CADE, decided on October 13 that Transocean's combination with Valaris may go ahead without restrictions, according to an 8-K Transocean filed Wednesday. Once the decision becomes final, every regulatory approval condition to closing will be met.
What the 8-K says
Under the Business Combination Agreement signed February 9, 2026, Transocean will buy all issued and outstanding Valaris common shares, paying 15.235 Transocean shares for each Valaris share.
The companies expect CADE's decision to be published in Brazil's Official Journal on October 15 or October 16. Publication starts a fifteen-day waiting period before the decision becomes final.
The filing says Transocean and Valaris anticipate closing in the fourth quarter of 2026. That is subject to the satisfaction or waiver of the remaining closing conditions in the agreement.
What it changes
The Brazil clearance carries no conditions, so no terms were imposed that could cut the deal's anticipated benefits. That is one of the risks the filing's cautionary section lists.
The deal is structured as a scheme of arrangement under Bermuda law, and the 8-K says Transocean and Valaris filed a joint definitive proxy statement with the SEC on October 14. It was sent to shareholders of both companies, who are asked to approve their respective transaction-related proposals.
Transocean shares traded at $5.59 in Wednesday after-hours trading, against a regular-session close of $5.58. That reading began before the 5:07 p.m. ET filing.
What to watch
Publication of CADE's decision in the Official Journal on October 15 or 16 starts the fifteen-day clock. The filing gives no date for the shareholder votes.
If the decision is published as expected, the fifteen-day waiting period would begin on October 15 or 16.
Sources
- 8-K Filing — Transocean Ltd. (RIG) — SEC EDGAR
- TransOcean aborts RM140m purchase of haulage firm — The Edge Malaysia
