Hamilton, Bermuda, October 24, 2023. Borr Drilling Limited (the "Company") (NYSE
and OSE: BORR) announced today that its wholly-owned subsidiary Borr IHC Limited
has priced its previously announced offering of $1,540,000,000 in aggregate
principal amount of senior secured notes, consisting of $1,025,000,000 aggregate
principal amount of senior secured notes due 2028 at a price equal to 97.750%,
bearing a coupon of 10.000% per annum and $515,000,000 aggregate principal
amount of senior secured notes due 2030 at a price equal to 97.000%, bearing a
coupon of 10.375% per annum.
The proceeds from the offering are intended to be used, together with the
proceeds from the Company's previously announced $50 million private placement
of shares in Norway, to repay all of the Company's outstanding secured
borrowings, being the Company's DNB Facility, Hayfin Facility, shipyard delivery
financing arrangements with OPPL and PPL, the Company's $150 million principal
amount of Norwegian law Senior Secured Bonds, and to pay related premiums, fees,
accrued interest and expenses, in connection with the foregoing, and the
remainder, if any, for general corporate purposes. The notes will be guaranteed
by the Company and certain of its subsidiaries and will be secured on a senior
basis on substantially all of the assets of the Company and certain subsidiary
guarantors.
Settlement of the notes offering is expected on or about November 7, 2023, and
is subject to customary closing conditions.
By the pricing of the notes, the conditions for the completion of the private
placement of shares are fulfilled subject only to customary settlement
procedures, and settlement is expected on October 31, 2023, as previously
announced.
This information is considered to be inside information pursuant to the EU
Market Abuse Regulation and subject to the disclosure requirements pursuant to
section 5-12 of the Norwegian Securities Trading Act. This stock exchange notice
was published by Andreas Lavik Lie, VP Treasury & IR, on the date and time as
set out above.
Important note
This announcement is not being made in or into Canada, Australia, Japan, Hong
Kong or in any other jurisdiction where it would be prohibited by applicable
law. This distribution is for information purposes only and does not constitute
or form part of an offer or solicitation of an offer to purchase or subscribe
for securities in the United States or in any jurisdiction in which, or to any
persons to whom, such offering, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any jurisdiction. The
securities referred to herein have not been and will not be registered under the
U.S. Securities Act of 1933 (the "U.S. Securities Act") or applicable state
securities laws, and may not be offered or sold in the United States or to U.S.
persons (other than distributors) unless such securities are registered under
the U.S. Securities Act, or an exemption from the registration requirements of
the U.S. Securities Act is available.
Forward looking statements
The press release include forward-looking statements within the meaning of
Section 21E of the Securities Exchange Act of 1934, including the expected
closing date of the notes offering and the private placement of shares, the use
of proceeds and other non-historical statements. These forward-looking
statements are subject to numerous risks, uncertainties and assumptions,
including risks relating to the closing of the notes and the private placement
of the shares and use of proceeds and other risks included in our filings with
the Securities and Exchange Commission including those set forth under "Risk
Factors" in our annual report on Form 20-F for the year ended December 31, 2022
and in prospectuses filed with the Norwegian Financial Supervisory Authority
(FSA). Forward-looking statements reflect knowledge and information available
at, and speak only as of, the date they are made. Except as required by law, the
Company undertakes no obligation to update or revise publicly any forward
-looking statements, whether as a result of new information, future events or
otherwise, after the date hereof or to reflect the occurrence of unanticipated
events. Readers are cautioned not to place undue reliance on such forward
-looking statements.
October 24, 2023
The Board of Directors
Borr Drilling Limited
Hamilton, Bermuda
Questions should be directed to: Magnus Vaaler, CFO, +44 1224 289208