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Borr Drilling — Capital/Financing Update 2018
May 16, 2018
6241_rns_2018-05-16_42a51ab9-8573-4dcf-b3c4-03339070c3c1.html
Capital/Financing Update
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Borr Drilling Limited (BDRILL) places USD350 million of convertible bonds and announces acquisition of five high-spec jack-up newbuilding from Keppel.
Borr Drilling Limited (BDRILL) places USD350 million of convertible bonds and announces acquisition of five high-spec jack-up newbuilding from Keppel.
Hamilton, Bermuda, 16 May 2018
Borr Drilling Limited (the "Company" or "Borr Drilling") has placed USD350
million of convertible bonds with a coupon of 3.875% per annum and a conversion
premium of 37.5% above a reference price of USD4.87/share. In connection with
this placement the Company has also entered into a call spread, which increases
the effective conversion premium for the Company to 75% above the reference
price.
The proceeds of the convertible bond offering will be, together with a USD200
million bank financing and a USD432 million seller financing, used to acquire 5
high spec newbuild jack-ups from Keppel FELS, and to strengthen the working
capital of the Company. The acquisition will increase the Borr Drilling fleet to
a total of 29 premium jack-up rigs once all rigs under construction have been
delivered, out of which 27 jack-ups were built after 2011. Total consideration
for the transaction will be approximately USD745 million including financing
fees. Both the delivery financing of the rigs and the bank financing has been
secured at attractive terms.
Borr Drilling will take delivery of the first rig in Q4 2019 with the remaining
rigs being delivered quarterly thereafter until the last rig is delivered in Q4
2020. Borr Drilling has agreed to pay a pre-delivery instalment of USD 288
million in the short term. The remaining purchase price is payable on delivery
of each individual rig, which is fully financed by the delivery financing.
The Company continues to deliver on its strategy to acquire premium jack-up
drilling rigs at attractive prices and consolidate ownership in the premium
segment of the overall jack-up rig fleet. After this acquisition Borr Drilling
sees limited further opportunities for further acquisition of high quality rigs
at attractive prices.
In addition to assisting the acquisition of the five rigs from Keppel FELS, the
convertible bond issuance will significantly strengthen the Company's liquidity
position.
"Borr has recently secured work with a new client in West-Africa for one of its
assets for 180 days at USD80,000 day. The marketing strategy focusing on cash
generative contracts will continue. The shareholders should as a result of such
a firm contracting strategy expect relatively low utilisation in 2018, but with
anticipated solid recovery in 2019. Recent award of long-term contracts in the
Middle-East have significantly reduced the availability of modern tonnage in the
market. There are clear signs that rates are improving as a result of increased
activity and improved oil prices." Says CEO Svend Anton Maier.
With 29 modern rigs and a market cap of USD2.6 billion, Borr Drilling has gained
significant investor interest. In order to increase liquidity in the trading of
the shares, at a meeting in Amsterdam on 15 May 2018, the Board of Borr Drilling
decided to start the process for listing Borr shares on an additional recognized
international exchange.
16 May 2018
Hamilton, Bermuda
This information is subject to the disclosure requirements pursuant to section 5
-12 of the Norwegian Securities Trading Act.
IMPORTANT NOTICE
This ANNOUNCEMENT does not constitute or form part of an offer to sell or the
solicitation of an offer to subscribe for or otherwise acquire any securities.
The convertible bonds described in this announcement have not been, and will not
be, registered under the U.S. Securities Act of 1933, as amended (the
"Securities Act") or under any relevant securities laws of any state of the
United States and may not be offered or sold to persons within the United
States, except pursuant to an exemption from the Securities Act.
Forward looking statements
This announcement may be deemed to include forward looking statements. Forward
looking statements are, typically, statements that do not reflect historical
facts and may be identified by words such as "anticipate", "believe",
"continue", "estimate", "expect", "intends", "may", "should", "will" and similar
expressions. The forward looking statements in this announcement are based upon
various assumptions, many of which are based, in turn, upon further assumptions.
Although Borr Drilling Limited believes that these assumptions are reasonable,
they are, by their nature, uncertain and subject to significant known and
unknown risks, contingencies and other factors which are difficult or impossible
to predict and which are beyond our control. Such risks, uncertainties,
contingencies and other factors could cause actual events to differ materially
from the expectations expressed or implied by the forward looking statements
included herein.
The information, opinions and forward looking statements contained in this
announcement speak only as of the date hereof and are subject to change without
notice."