Borr Drilling — Capital/Financing Update 2020

Nov 13, 2020

Borr Drilling Limited - Approved Prospectus and launch of Subsequent Offering

Borr Drilling Limited - Approved Prospectus and launch of Subsequent Offering

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, 13 November 2020

Reference is made to Borr Drilling Limited ("Borr" or the "Company") (NYSE:

"BORR", OSE: "BDRILL") stock exchange notices in September 2020 relating to a

contemplated subsequent offering in Borr. The board of directors of Borr (the

"Board") has today resolved to launch a conditional subsequent offering

consisting of up to 10,000,000 new shares (the "Offer Shares" and the

"Subsequent Offering"). The Offer Shares will be listed on Oslo Børs upon

delivery.

The subscription price in the Subsequent Offering is US$0.53 per Offer Share

which equals the subscription price in the US$27.5 million equity offering

completed in September 2020 (the "September Offering").

A prospectus dated 13 November 2020 (the "Prospectus"), prepared in connection

with the offering and listing of the Offer Shares, has today been approved by

the Financial Supervisory Authority of Norway. The Prospectus, including the

subscription form, will prior to the start of the subscription period be

published and available at https://securities.clarksons.com/Investment

-Banking/Corporate-Finance/Transactions, subject to regulatory restrictions in

certain jurisdictions.

The subscription period for the Subsequent Offering starts on Monday 16 November

2020 and will close at 16:30 CET on 23 November 2020.

The Subsequent Offering will be directed towards the Company's holders of

shares, listed on Oslo Børs, as of the end of 22 September 2020 (as registered

in the Norwegian Central Securities Depository ("VPS") on 24 September 2020

("Record Date"), who are not resident in a jurisdiction where such offering

would be unlawful, or for jurisdictions other than Norway which would require

any filing, registration or similar action (the "Eligible Shareholders").

Each Eligible Shareholder will receive 0.113 non-tradable subscription rights

("Subscription Rights") per share listed on Oslo Børs held at the Record Date.

The holders of Subscription Rights will be entitled to subscribe for and be

allocated one (1) Offer Share for every Subscription Right held. Each Offer

Share constitutes a depository receipt, representing the beneficial ownership to

one underlying common share in Borr, as Borr's other instruments listed on Oslo

Børs. Over-subscription is permitted.

The Subscription Rights are non-tradable and registered with ISIN BMG 1466R1401.

Subscription Rights not used prior to the end of the subscription period will

lapse and be of no value. Offer Shares that are not subscribed for by holders of

Subscription Rights may be subscribed by other investors, at the Board's

discretion.

Regarding further restrictions in respect of who may be allocated or permitted

to subscribe for Offer Shares, reference is made to Section 17 "Transfer and

selling restrictions " in the Prospectus.

Allocation letters are expected to be sent on or about 25 November 2020. Due

date for payment of the Offer Shares is on or about 26 November 2020. Trading in

the Offer Shares on Oslo Børs is expected to commence on or about 30 November

Eligible Shareholders, who are Norwegian citizens, may subscribe for Offer

Shares on https://securities.clarksons.com/Investment-Banking/Corporate

-Finance/Transactions, which will redirect the subscriber to the VPS online

subscription system. In order to use the online subscription system, the

subscriber must have, or obtain, a VPS account number. All online subscribers

must verify that they are Norwegian citizens, by entering their national

identity number (Norwegian: "personnummer").

Completion of the Subsequent Offering and issuance of the Offer Shares are

subject to the Board resolving to complete the Subsequent Offering and allocate

the Offer Shares.

Clarksons Platou Securities AS is Sole Manager, and Ro Sommernes Advokafirma DA

is legal advisor, to Borr in connection with the Subsequent Offering.

This information is subject to the disclosure requirements pursuant to section 5

-12 of the Norwegian Securities Trading Act.

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 have not been

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

not be offered or sold in the United States, except pursuant to an applicable

exemption from registration.