Home/Filings/4/0001104659-21-061283
4//SEC Filing

Francis Mary 4

Accession 0001104659-21-061283

CIK 0000314808other

Filed

May 3, 8:00 PM ET

Accepted

May 4, 9:39 PM ET

Size

10.1 KB

Accession

0001104659-21-061283

Insider Transaction Report

Form 4
Period: 2021-04-30
Francis Mary
Director
Transactions
  • Other

    Warrants to purchase Common Shares

    2021-04-30+423423 total
    Exercise: $131.88Exp: 2028-04-29Common Shares (423 underlying)
  • Other

    Restricted Share Units

    2021-04-30+2,5330 total
    Class A Ordinary Shares (2,533 underlying)
Footnotes (4)
  • [F1]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").
  • [F2]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.
  • [F3]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.
  • [F4]On the Effective Date, all outstanding restricted share units were cancelled and extinguished in accordance with the Plan approved by the Bankruptcy Court.

Issuer

Valaris Ltd

CIK 0000314808

Entity typeother

Related Parties

1
  • filerCIK 0001578636

Filing Metadata

Form type
4
Filed
May 3, 8:00 PM ET
Accepted
May 4, 9:39 PM ET
Size
10.1 KB