Borr Drilling — Capital/Financing Update 2017

Oct 6, 2017

Borr Drilling Limited - Contemplated equity offering of up to USD 650 million

Borr Drilling Limited - Contemplated equity offering of up to USD 650 million

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN

PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN,

HONG KONG, THE UNITED STATES OR ANY OTHER JURISDICTION IN

WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE

UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO

BUY, SELL OR SUBSCRIBE FOR ANY SECURITIES DESCRIBED HEREIN.

Hamilton, Bermuda, 6 October 2017

Reference is made to the stock exchange notice dated 6

October 2017 from Borr Drilling Limited ("Borr Drilling" or

the "Company") relating to the signing of a Master Agreement

for the acquisition of nine premium jack-up rigs from PPL

Shipyard Pte Limited ("PPL").

Borr Drilling is contemplating to offer up to 162,500,000

new shares (the "Offer Shares"), representing 51.5 per cent

of the outstanding shares of the Company. The subscription

price will be USD 4.00 per share (the "Subscription Price"),

raising gross proceeds of up to USD 650 million (the "Equity

Offering") in order to partly secure the financing for the

acquisition of the jack-up rigs from PPL and for general

corporate purposes.

The Company has retained ABG Sundal Collier ASA, Clarksons

Platou Securities AS, DNB Markets, a part of DNB Bank ASA,

Fearnley Securities AS, Pareto Securities AS, Skandinaviska

Enskilda Banken AB (publ.), Oslo branch and Sparebank 1

Markets AS as Joint Lead Managers and Bookrunners

(the "Managers") for the Equity Offering.

Companies that are close associates of Mr. Tor Olav Trøim

have in total subscribed for shares equivalent to USD 35

million and will be allocated shares equivalent to at least

USD 25 million. Schlumberger Oilfield Holdings Limited

("Schlumberger") has subscribed for shares equivalent to USD

65 million and will be allocated shares equivalent to at

least USD 50 million. Subject to completion of the Equity

Offering, Borr Drilling and Schlumberger has negotiated a

cancellation of the existing warrant program consisting of

9,473,774 warrants.

The application period opens today at 16:30 CET/10:30am EST

on 6 October and ends at 08:00 CET/2.00am EST on 9 October

2017. The Company may at its own discretion extend or

shorten the application period at any time and for any reason

reason.

The minimum application and allocation amount in the Equity

Offering has been set to the USD equivalent of EUR 100,000.

The Company may, at its sole discretion, allocate an amount

below EUR 100,000 to the extent applicable exemptions from

relevant prospectus and registration requirements are

available.

Allocation of the Offer Shares will be determined at the end

of the application period, and final allocation will be made

by the Company's Board of Directors at its sole discretion.

Notification of the allocation is expected to be sent by the

Managers on or about 9 October 2017.

The settlement date is expected to be on or about 11

October. The allocated shares will be delivered to the

applicant's VPS account as soon as practicable after full

payment has been received and the Board of Directors of the

Company has resolved to issue the shares, expected on or

about 11 October 2017.

The Offer Shares will be issued on a separate ISIN and

listed on Merkur Market on or about 11 October 2017. These

shares are expected to be converted to the Company's

original ISIN number and be listed and tradable on Oslo Børs

on or about 20 October 2017, subject to approval of a

listing prospectus (the "Prospectus") by the Norwegian

Financial Supervisory Authority ("NFSA").

The Company and the Managers reserve the right, at any time

and for any reason, to cancel and/or modify the terms of the

Equity Offering.

The share issuance will be carried out as a private

placement and the Board of Directors of the Company is of

the opinion that this is in the best interest of the Company

and its shareholders. The Board of Directors has taken into

consideration, among other things, the fact that the Equity

Offering will provide the financing required to secure the

acquisition of the newbuildings from PPL more quickly and at

an attractive price compared to a rights issue.

The offering is directed towards investors subject to

applicable exemptions from relevant prospectus requirements,

(i) outside the United States in reliance on Regulation S

under the US Securities Act of 1933 (the "US Securities

Act") and (ii) in the United States to "qualified

institutional buyers" as defined in Rule 144A under the US

Securities Act as well as to major U.S. institutional

investors under SEC Rule 15a-6 to the United States Exchange

Act of 1934.

Contact information for the Managers:

ABG Sundal Collier ASA

Telephone: +47 48 01 61 27

Clarkson Platou Securities AS

Telephone: +47 22 01 63 01

DNB Markets

Telephone: +47 24 16 92 26

Fearnley Securities AS

Telephone: +47 22 93 60 00

Pareto Securities AS

Telephone: +47 22 87 87 02

Skandinaviska Enskilda Banken AB (publ.), Oslo branch

Telephone: +47 22 82 70 00

Sparebank 1 Markets AS

Telephone: +47 24 14 74 70

This information is subject to the disclosure requirements

pursuant to section 5-12 of the Norwegian Securities Trading

Act.

About Borr Drilling

Borr Drilling is an international drilling contractor that

owns and operates jack-up rigs of modern and high-specification designs providing drilling services to the oil and gas exploration and production industry worldwide in water depths up to approximately 400 feet. With a low cost base, a strong and experienced organisational culture, combined with a unique capital structure,

specification designs providing drilling services to the oil

and gas exploration and production industry worldwide in

water depths up to approximately 400 feet. With a low cost

base, a strong and experienced organisational culture,

combined with a unique capital structure, Borr Drilling

specification designs providing drilling services to the oil and g

and gas exploration and production industry worldwide in water

water depths up to approximately 400 feet. With a low cost base,

base, a strong and experienced organisational culture, combi

combined with a unique capital structure,

specification designs providing drilling services to the oil

and gas exploration and production industry worldwide in

water depths up to approximately 400 feet. With a low cost

base, a strong and experienced organisational culture,

combined with a unique capital structure, Borr Drilling is

built to make a difference.

Additional information about Borr Drilling can be found at

www.borrdrilling.com.

Important Note

This announcement is not being made in or into the United

States of America, Canada, Australia, Japan, Hong Kong or in

any other jurisdiction where it would be prohibited by

applicable law. This distribution does not constitute or

form part of an offer or solicitation of an offer to

purchase or subscribe for securities in the United States.

The shares referred to herein will not be registered under

the United States Securities Act of 1933, as amended, and may

may not be offered or sold in the United States, except

pursuant to an applicable exemption from registration.

Forward looking statements

This distribution may be deemed to include forward-looking

statements, such as the intention to issue the Offer Shares,

the terms of the Equity Offering and the use of proceeds of

the Offer Shares. Forward-looking statements are typically

identified by words or phrases, such

as "expect", "intends", "will" and similar expressions.

Forward-looking statements are the Company's current

estimates or expectations of future events or future

results. Actual results could differ materially from those

indicated by these statements because the realisation of

those results is subject to many risks and uncertainties,

including market and financial risks. All forward

specification designs providing drilling services to the oil and gas exploration and production industry w

and gas exploration and production industry worldwide in water depths up to approximately 400 feet. Wi

water depths up to approximately 400 feet. With a low cost base, a strong and experienced organisational

base, a strong and experienced organisational culture, combined with a unique capital structure,

s

combined with a unique capital structure,

specification designs providing drilling services to the oil

and gas exploration and production industry worldwide in

water depths up to approximately 400 feet. With a low cost

base, a strong and experienced organisational culture,

combined with a unique capital structure, Borr Drilling

specification designs providing drilling services to the oil and g

and gas exploration and producti

and g

and gas exploration and production industry worldwide in water

water depths up to approximatel

water

water depths up to approximately 400 feet. With a low cost base,

base, a strong and experienced

base,

base, a strong and experienced organisational culture, combi

combined with a unique capital structure,

specification designs providing drilling services to the oil

and gas exploration and production industry worldwide in

water depths up to approximately 400 feet. With a low cost

base, a strong and experienced organisational culture,

combined with a unique capital structure, Borr Drilling is

built to make a difference.

Additional information about Borr Drilling can be found at

www.borrdrilling.com.

Important Note

This announcement is not being made in or into the United

States of America, Canada, Australia, Japan, Hong Kong or in

any other jurisdiction where it would be prohibited by

applicable law. This distribution does not constitute or

form part of an offer or solicitation of an offer to

purchase or subscribe for securities in the United States.

The shares referred to herein will not be registered under

the United States Securities Act of 1933, as amended, and may

may not be offered or sold in the United States, except

pursuant to an applicable exemption from registration.

Forward looking statements

This distribution may be deemed to include forward-looking

statements, such as the intention to issue the Offer Shares,

the terms of the Equity Offering and the use of proceeds of

the Offer Shares. Forward-looking statements are typically

identified by words or phrases, such

as "expect", "intends", "will" and similar expressions.

Forward-looking statements are the Company's current

estimates or expectations of future events or future

results. Actual results could differ materially from those

indicated by these statements because the realisation of

those results is subject to many risks and uncertainties,

including market and financial risks. All forward-looking

statements included in this release are based on information

available at the time of the release, and neither the

Company nor the Managers assume any obligation to update any

forward-looking statement.