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Equity Method Investment in ARO | 12 Months Ended
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Dec. 31, 2025
Equity Method Investments and Joint Ventures [Abstract] |
Equity Method Investments in ARO | EQUITY METHOD INVESTMENT IN ARO Background ARO is a 50/50 unconsolidated joint venture between the Company and Saudi Aramco that owns and operates jackup drilling rigs in Saudi Arabia. As of December 31, 2025, ARO owned nine jackup rigs, had ordered two newbuild jackup rigs and leased seven rigs from us through bareboat charter arrangements (the "Lease Agreements") whereby substantially all operating costs are incurred by ARO. At December 31, 2025, the leased rigs were under long-term drilling contracts, or related extensions, with Saudi Aramco. The nine rigs owned by ARO are currently operating under contracts with Saudi Aramco, each with a minimum aggregate contract term of 15 years, provided that the rigs meet the technical and operational requirements of Saudi Aramco. The shareholder agreement governing the joint venture (the "Shareholder Agreement") specifies that ARO shall purchase 20 newbuild jackup rigs. The first two newbuild jackups, Kingdom 1 and Kingdom 2, were ordered in January 2020 and commenced operations in the fourth quarter of 2023 and the third quarter of 2024, respectively. ARO ordered the next two newbuild jackups, Kingdom 3 and Kingdom 4, in October 2024 and November 2025, respectively. In connection with these plans, we have a potential obligation to fund ARO for newbuild jackup rigs. See “Note 11 - Commitments and Contingencies" for additional information. The joint venture partners agreed in the Shareholder Agreement that Saudi Aramco, as a customer, will provide drilling contracts to ARO in connection with the acquisition of the newbuild rigs. The initial contracts provided by Saudi Aramco for each of the newbuild rigs will be for an eight-year term. The day rate for the initial contracts for each newbuild rig is determined using a pricing mechanism that targets a six-year payback period for construction costs on an EBITDA basis. The initial eight-year contracts will be followed by a minimum of another eight years of term, re-priced in three-year intervals based on a market pricing mechanism. Summarized Financial Information The operating revenues of ARO presented below reflect revenues earned under drilling contracts with Saudi Aramco for the ARO-owned jackup rigs as well as the rigs leased from us. ARO's contract drilling expenses are inclusive of the bareboat charter fees for the rigs leased from us. See additional discussion below regarding these related-party transactions. Summarized financial information for ARO is as follows (in millions):
| Years Ended December 31,
| 2025 |  | 2024 |  | 2023
Revenues | $ | 571.0 |  |  | $ | 512.5 |  |  | $ | 496.6 |
Operating expenses |  |  |  |  |
Contract drilling expenses (exclusive of depreciation) | 360.7 |  |  | 367.7 |  |  | 365.9 |
Loss on impairment (1) | — |  |  | 28.4 |  |  | — |
Depreciation | 114.9 |  |  | 89.2 |  |  | 65.9 |
General and administrative | 28.8 |  |  | 23.7 |  |  | 22.2 |
Operating income | 66.6 |  |  | 3.5 |  |  | 42.6 |
Other expense, net | 59.5 |  |  | 55.5 |  |  | 31.8 |
Provision (benefit) for income taxes | 15.7 |  |  | (4.8) |  |  | 8.3 |
Net income (loss) | $ | (8.6) |  |  | $ | (47.2) |  |  | $ | 2.5 |
(1)In connection with Saudi Aramco's suspension of certain drilling contracts, the VALARIS 143, VALARIS 147 and VALARIS 148 contracts were suspended and subsequently terminated during the year ended December 31, 2024. Pursuant to the requirements of the contracts, ARO had capitalized certain costs to maintain and upgrade these rigs, which were determined to be impaired due to the contract suspensions and subsequent terminations. As a result, ARO recorded a pre-tax, non-cash loss on impairment of $28.4 million during the year ended December 31, 2024. See "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" for more information about the contract terminations.
| December 31,
| 2025 |  | 2024
Cash and cash equivalents | $ | 99.3 |  |  | $ | 50.0 |
Other current assets | 148.3 |  |  | 127.7 |
Non-current assets | 1,266.1 |  |  | 1,291.1 |
Total assets | $ | 1,513.7 |  |  | $ | 1,468.8 |
Current liabilities | $ | 139.0 |  |  | $ | 146.6 |
Non-current liabilities | 1,263.8 |  |  | 1,202.7 |
Total liabilities | $ | 1,402.8 |  |  | $ | 1,349.3 |
Equity in earnings (losses) of ARO We account for our interest in ARO using the equity method of accounting and only recognize our portion of ARO's net income (loss), adjusted for basis differences as discussed below, which is included in Equity in earnings (losses) of ARO in our Consolidated Statements of Operations. ARO is a variable interest entity; however, we are not the primary beneficiary and therefore do not consolidate ARO. Judgments regarding our level of influence over ARO included considering key factors such as each partner's ownership interest, representation on the board of managers of ARO and ability to direct activities that most significantly impact ARO's economic performance, including the ability to influence policy-making decisions. Our investment in ARO would be assessed for impairment if there are changes in facts and circumstances that indicate a loss in value may have occurred. If a loss were deemed to have occurred and this loss was determined to be other than temporary, the carrying value of our investment would be written down to fair value and an impairment recorded. Our equity method investment in ARO was recorded at its estimated fair value in fresh start accounting upon emergence from bankruptcy in 2021. We computed the difference between the fair value of ARO's net assets and the carrying value of those net assets in ARO's U.S. GAAP financial statements ("basis differences") at that date. These basis differences primarily related to ARO's long-lived assets and the recognition of intangible assets associated with certain of ARO's drilling contracts that were determined to have favorable terms relative to market terms as of the measurement date. Basis differences are amortized over the remaining life of the assets or liabilities to which they relate and are recognized as an adjustment to the Equity in earnings (losses) of ARO in our Consolidated Statements of Operations. The amortization of those basis differences is combined with our 50% interest in ARO's net income (loss). A reconciliation of those components is presented below (in millions):
| Years Ended December 31,
| 2025 |  | 2024 |  | 2023
50% interest in ARO net income (loss) | $ | (4.3) |  |  | $ | (23.6) |  |  | $ | 1.3 |
Amortization of basis differences | 12.7 |  |  | 12.6 |  |  | 12.0 |
Equity in earnings (losses) of ARO | $ | 8.4 |  |  | $ | (11.0) |  |  | $ | 13.3 |
Related-Party Transactions Revenues recognized by us related to the Lease Agreements are included within Revenues (exclusive of reimbursable revenues) and revenues related to certain reimbursable expenses in accordance with the Lease Agreements are recognized within Reimbursable revenues in our Consolidated Statements of Operations and were as follows (in millions):
| Years Ended December 31,
| 2025 |  | 2024 |  | 2023
Revenues (exclusive of reimbursable revenues) from Lease Agreements | $ | 69.4 |  |  | $ | 52.6 |  |  | $ | 69.2 |
Reimbursable revenues from Lease Agreements | 4.2 |  |  | — |  |  | — |
Total operating revenues from Lease Agreements | $ | 73.6 |  |  | $ | 52.6 |  |  | $ | 69.2 |
Our balances related to the ARO lease agreements were as follows (in millions):
| December 31, |  |  |
| 2025 |  | 2024 |  |  |
Accounts receivable | $ | 47.8 |  |  | $ | 16.5 |  |  |  |
Contract assets (1) | $ | 2.0 |  |  | $ | — |  |  |  |
Contract liabilities (1) | $ | 16.3 |  |  | $ | 14.1 |  |  |  |
Accounts payable (1) | $ | 61.8 |  |  | $ | 43.1 |  |  |  |
(1)The per day bareboat charter amount in the Lease Agreements is subject to adjustment based on actual performance of the respective rig and therefore, the corresponding contract assets and contract liabilities are subject to adjustment during the lease term. Upon completion of the lease term, such amounts become a payable to or a receivable from ARO. In addition, the accounts payable balance includes amounts owed to ARO for certain reimbursable costs. During 2017 and 2018, the Company contributed assets to ARO in exchange for a 10-year shareholder note receivable due from ARO (the "Notes Receivable from ARO"), which as amended in December 2023, bear interest based on a one-year term Secured Overnight Financing Rate ("SOFR"), set as of the end of the year prior to the year applicable, plus 2.10%. The Notes Receivable from ARO were adjusted to the estimated fair value in fresh start accounting in 2021 and the resulting discount to the principal amount is being amortized using the effective interest method to interest income over the remaining terms of the notes. The principal amount and discount of the Notes Receivable from ARO were as follows (in millions):
| December 31, |  |  |
| 2025 |  | 2024 |  |  |
Principal amount (1) | $ | 400.7 |  |  | $ | 376.6 |  |  |  |
Discount | (55.7) |  |  | (80.4) |  |  |  |
Carrying value | $ | 345.0 |  |  | $ | 296.2 |  |  |  |
(1)The interest on the Notes Receivable from ARO for 2025 and 2024 of approximately $24.1 million and $24.6 million, respectively, were paid in kind in December 2025 and 2024 by increasing the principal balance of the Notes Receivable from ARO in each respective period. Interest income earned on the Notes Receivable from ARO was as follows (in millions):
| Years Ended December 31,
| 2025 |  | 2024 |  | 2023
Interest income | $ | 24.1 |  |  | $ | 24.6 |  |  | $ | 30.5 |
Non-cash amortization (1)(2) | 24.7 |  |  | 40.0 |  |  | 28.3 |
Total interest income on the Notes Receivable from ARO | $ | 48.8 |  |  | $ | 64.6 |  |  | $ | 58.8 |
(1)Represents the amortization of the discount on the Notes Receivable from ARO using the effective interest method to interest income over the term of the notes. (2)In 2024, we recognized $13.9 million of non-cash interest income attributable to a settlement agreement executed in June 2024 whereby $50.7 million of accounts payable due to ARO was net settled against a portion of the Notes Receivable from ARO. Maximum Exposure to Loss The following table summarizes the total assets and liabilities as reflected in our Consolidated Balance Sheets as well as our maximum exposure to loss related to ARO (in millions). Our maximum exposure to loss is limited to (1) our equity investment in ARO; (2) the carrying amount of our Notes Receivable from ARO; and (3) other receivables and contract assets from ARO, partially offset by contract liabilities as well as payables to ARO.
| December 31, |
| 2025 |  | 2024 |
Total assets | $ | 516.6 |  |  | $ | 426.1 |  |
Less: total liabilities | 78.1 |  |  | 57.2 |  |
Maximum exposure to loss | $ | 438.5 |  |  | $ | 368.9 |  |

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- Definition The entire disclosure for equity method investments and joint ventures. Equity method investments are investments that give the investor the ability to exercise significant influence over the operating and financial policies of an investee. Joint ventures are entities owned and operated by a small group of businesses as a separate and specific business or project for the mutual benefit of the members of the group. + References Reference 1: http://www.xbrl.org/2003/role/recommendedDisclosureRef -Topic 740 -SubTopic 323 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org/1943274/2147478156/740-323-50-2 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org/1943274/2147481687/323-10-50-3 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org/1943274/2147481687/323-10-50-3 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Topic 323 -Publisher FASB -URI https://asc.fasb.org/323/tableOfContent + Details
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