Noble Corp.’s $1.59 billion cash-and-stock acquisition of Diamond Offshore Drilling has cleared the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, the companies said on July 25.

The waiting period, in years past a formality, has taken on more gravity as the Federal Trade Commission steps up scrutiny of a number of upstream and service companies’ deals.

Including the assumption of debt, Noble’s acquisition will total about $2 billion.

On a combined basis, Noble's 14 working (15 total) dual BOP 7th generation drillships will comprise the “leading tier one drillship fleet” in the industry, Noble said when it announced the deal on June 10.

Under the terms of the agreement, Diamond shareholders will receive 0.2316 shares of Noble, plus cash consideration of $5.65 per share for each share of Diamond stock, representing an 11.4% premium to closing stock prices on June 7. The cash payments to Diamond stockholders represents $600 million cash on a fully diluted basis.

At closing, Diamond shareholders will own approximately 14.5% of Noble's outstanding shares.

Completion of the transaction is subject to the satisfaction of the remaining customary closing conditions, including approval by Diamond's stockholders and the receipt of informal clearance by the Australian Competition & Consumer Commission. A special meeting of Diamond stockholders to vote on the transaction is currently scheduled on Aug. 27.

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