0001104659-21-061881.txt : 20210505
0001104659-21-061881.hdr.sgml : 20210505
20210505184840
ACCESSION NUMBER: 0001104659-21-061881
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210430
FILED AS OF DATE: 20210505
DATE AS OF CHANGE: 20210505
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SZEWS CHARLES L
CENTRAL INDEX KEY: 0001230604
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-08097
FILM NUMBER: 21895085
MAIL ADDRESS:
STREET 1: 6565 N. MACARTHUR BLVD.
STREET 2: SUITE 800
CITY: IRVING
STATE: TX
ZIP: 75039
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Valaris Ltd
CENTRAL INDEX KEY: 0000314808
STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381]
IRS NUMBER: 980635229
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: CLARENDON HOUSE
STREET 2: 2 CHURCH STREET
CITY: HAMILTON
STATE: D0
ZIP: HM 11
BUSINESS PHONE: 4402076594660
MAIL ADDRESS:
STREET 1: CLARENDON HOUSE
STREET 2: 2 CHURCH STREET
CITY: HAMILTON
STATE: D0
ZIP: HM 11
FORMER COMPANY:
FORMER CONFORMED NAME: Valaris plc
DATE OF NAME CHANGE: 20190801
FORMER COMPANY:
FORMER CONFORMED NAME: Ensco Rowan plc
DATE OF NAME CHANGE: 20190410
FORMER COMPANY:
FORMER CONFORMED NAME: Ensco plc
DATE OF NAME CHANGE: 20100331
4/A
1
tm2115331d4_4aseq1.xml
OWNERSHIP DOCUMENT
X0306
4/A
2021-04-30
2021-05-03
1
0000314808
Valaris Ltd
VAL
0001230604
SZEWS CHARLES L
C/O CLARENDON HOUSE, 2 CHURCH STREET
HAMILTON
D0
HM 11
BERMUDA
1
0
0
0
Warrants to purchase Common Shares
131.88
2021-04-30
4
J
0
1066
A
2028-04-29
Common Shares
1066
1066
D
Restricted Share Units
2021-04-30
4
J
0
6076
0
A
Class A Ordinary Shares
6076
0
D
On August 19, 2020, Valaris plc ("Legacy Valaris") and certain of its wholly owned direct and indirect subsidiaries (collectively, the "Debtors") commenced voluntary cases (the "Chapter 11 Cases") under chapter 11 of title 11 of the United States Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court"). On March 3, 2021, the Bankruptcy Court entered an order confirming the Debtors' Fourth Amended Joint Chapter 11 Plan of Reorganization pursuant to Chapter 11 of the Bankruptcy Code (as amended, modified or supplemented from time to time, the "Plan").
In connection with the Chapter 11 Cases and the Plan, on and prior to the Effective Date (as defined below), the Company effectuated certain restructuring transactions, pursuant to which Valaris Limited, a Bermuda exempted company (the "Issuer") was formed and - through a series of transactions - Legacy Valaris
transferred to a subsidiary of the Issuer substantially all of the subsidiaries, and other assets, of Legacy Valaris. On April 30, 2021 (the "Effective Date"), the Plan
became effective in accordance with its terms and the Issuer emerged from chapter 11.
On the Effective Date, the Reporting Person received Warrants (the "Warrants") to purchase common shares, par value $0.01 per share, of the Issuer (the
"Common Shares"), with respect to Legacy Valaris ordinary shares (the "Existing Equity Interest") held by the Reporting Person on the Effective Date at an
effective exchange ratio of 0.0274975 of a Warrant for each share of Exiting Equity Interest. The Warrants are exercisable for one Common Share from the date of issuance until 5:00 p.m., New York time, on the Expiration Date. The receipt of the Warrants was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court.
On the Effective Date, all equity or equity -based awards (including phantom awards denominated in equity, options, and equity appreciation rights) were cancelled and extinguished in accordance with the Plan approved by the Bankruptcy Court.
This amendment is being filed to include the disposition of the Reporting Person's Restricted Share Units which were cancelled and extinguished in accordance with the Plan approved by the Bankruptcy Court as of the Effective Date.
/s/ Davor S. Vukadin, by Power of Attorney
2021-05-05