UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (Date of earliest event reported): July 31, 2019
Valaris plc
(Exact name of registrant as specified in its charter)
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| England and Wales | 1-8097 | 98-0635229 |
(State or Other Jurisdiction of Incorporation or Organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
6 Chesterfield Gardens
London, England W1J 5BQ
(Address of Principal Executive Offices and Zip Code)
Registrant’s telephone number, including area code: 44 (0) 20 7659 4660
Ensco Rowan plc
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: (see General Instruction A.2. below):
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| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | Ticker Symbol(s) | | Name of each exchange on which registered |
| Class A ordinary shares, U.S. $0.40 par value | VAL | | New York Stock Exchange |
| 4.70% Senior Notes due 2021 | VAL21 | | New York Stock Exchange |
| 4.50% Senior Notes due 2024 | VAL24 | | New York Stock Exchange |
| 8.00% Senior Notes due 2024 | VAL24A | | New York Stock Exchange |
| 5.20% Senior Notes due 2025 | VAL25A | | New York Stock Exchange |
| 7.75% Senior Notes due 2026 | VAL26 | | New York Stock Exchange |
| 5.75% Senior notes due 2044 | VAL44 | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). |
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| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | o |
TABLE OF CONTENTS
As announced on July 2, 2019, Ensco Rowan plc changed its name to Valaris plc (the “Company”). On July 31, 2019, the Company’s New York Stock Exchange (“NYSE”) symbol for its Class A ordinary shares changed to VAL from ESV. In addition, the Company's CUSIP for its Class A ordinary shares will become G9402V 109. The Company's NYSE-listed senior notes will also assume new tickers and CUSIPs as follows:
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| Class of Security | New CUSIP | | New Ticker Symbol |
| 4.70% Senior Notes due 2021 | 91889D AA4 | | VAL21 |
| 4.50% Senior Notes due 2024 | 91889D AB2 | | VAL24 |
| 8.00% Senior Notes due 2024 | 91889D AC0 | | VAL24A |
| 5.20% Senior Notes due 2025 | 91889D AD8 | | VAL25A |
| 7.75% Senior Notes due 2026 | 91889D AE6 | | VAL26 |
| 5.75% Senior notes due 2044 | 91889D AF3 | | VAL44 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | | Valaris plc |
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| Date: | July 31, 2019 | | /s/ Tommy E. Darby Tommy E. Darby Vice President and Controller |
