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Borr Drilling Capital/Financing Update 2020

May 21, 2020

6241_rns_2020-05-21_39d3471a-17dc-44a2-839e-d2b2c06a0dbf.pdf

Capital/Financing Update

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Borr Drilling Limited

Extending runway with minimum \$315m in improved liquidity to 2022

May 21, 2020

Important information

THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THE SECURITIES REFERRED TO HEREIN IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION, EXEMPTION FROM REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY JURISDICTION. IT IS SOLELY FOR USE AS AN INVESTOR PRESENTATION AND IS PROVIDED FOR INFORMATION PURPOSES ONLY. THIS PRESENTATION DOES NOT CONTAIN ALL OF THE INFORMATION THAT IS MATERIAL TO AN INVESTOR. BY ATTENDING THE PRESENTATION AND/OR READING THE PRESENTATION SLIDES YOU AGREE TO BE BOUND AS FOLLOWS:

The information contained herein does not constitute an offer to subscribe to or a solicitation of an offer to subscribe to securities in any member state within EEA in which such offer or solicitation is unlawful, unless in reliance upon applicable EEA prospectus exceptions, whereby no EEA prospectus, registration or similar action would be required within EEA.

Forward Looking Statements:

This presentation includes 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 and include the equity raise, use of proceeds, the waivers and amendments to agreements with stakeholders including the terms thereof, the improvements to liquidity, allocations, changes to the application period, settlement, offshore activity levels and outlook for oil prices and demand, expected impact of cost savings initiatives including improvements to cashflow and balance sheet strengthening measures, liquidity expectations, and other non-historical statements. The forward-looking statements in this announcement are based upon various assumptions, many of which are based, in turn, upon further assumptions, which 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. In addition to the important factors and matters discussed elsewhere in this report, important factors that, in our view could cause actual results to differ materially from those discussed in the forward looking statements include the risk that we may not be able to agree such terms with such parties or if we do agree such terms such parties may not obtain necessary board/credit committee approvals necessary for such amendments, risks relating to executing definitive documentation for such amendments if agreed, risks relating to our debt instruments including risks relating to our ability to comply with covenants and the risk of cross defaults, risks relating to our liquidity including the risk that we may have insufficient liquidity be able to fund operations, we may be unable to raise necessary funds through issuance of additional debt or equity and may have to delay or cancel discretionary capital expenditures, we may be unable to obtain extension or additional waivers or unable to meet our obligations under our debt instruments or waiver conditions resulting in cross defaults and that we may be delisted from the New York Stock Exchange as well as in our most recent annual report and in the section entitled "Risk Factors" in our filings with the Securities and Exchange Commission.

Key components of the improved liquidity package

  • The proposed deal includes the following key elements:
    • Rescheduling of yard commitments
    • Deferral of debt amortization
    • Conversion of cash interest to pay-in-kind (PIK) interest
    • Amendment of covenants
  • = Total estimated improvement in liquidity of more than \$315m until Q1 2022

Provides the Company with a liquidity runway even without any new contracts or renewals

Amended financing creates very low cash-breakeven rates for 2020e and 2021e

Required 2021e bareboat contribution per jack-up and # of jack-ups in operation to cover direct cash costs

Cash interest for 2021 estimated to \$40m, \$6k/day in stacking cost per rig. 25 jack-ups delivered Bareboat contribution, current market, based on \$80k/day, 97% utilisation, \$50k/day opex Bareboat contribution, 15 year average, based on \$140k/day, 97% utilisation, \$50k/day opex Excludes any tax on revenue Source: Borr Drilling, IHS Petrodata, DNB Markets

Mexico integrated contracts – learning curve has improved operations

First wells behind schedule – recovery for geologic event Last wells significantly ahead of schedule

Source: Borr Drilling

Attractive entry point – solid upside

Implied value of EV per rig of \$98m, based on ~\$2.6bn net debt. Share price of \$1.2. Assumes \$50k/day in operating costs including SG&A Illustrative EBITDA per jack up given various dayrate levels

Source: Borr Drilling

Historic dayrates give support to debt service

Estimated historic bareboat contribution per premium jack-ups vs required rate for debt service

Assumes Q1 2020 net debt + remaining capex estimated to ~\$2.6bn Bareboat calculated as TC-rate less applicable opex 1) Average age based on 28 modern jack-up built after 2010. Source: Borr Drilling, DNB Markets

Shallow water oil production - quick payback – driven by NOCs

Source: IHS Petrodata, DNB Markets, Borr Drilling

The global jack-up fleet is old – modern rigs will likely get utilisation

1) Assumed scrapping of 10 owner operated rigs. Borr Drilling assumption Source: IHS Petrodata, Rystad, Borr Drilling

Could oil market be similar to 1998? – "Asian flu" created the upturn

Source: Bloomberg, IHS Petrodata, DNB Markets

Oil services in context1) 1278 87 3 0 200 400 600 800 1000 1200 1400 Value oil produced pr year Market cap oilservices Market cap offshore drillers Lessons from the last cycle2) Energy weighting in % of technology3) \$bn 11% 87% 19% 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% \$m

Oil the best performing sector last month – turning point?

1) 100m brl/day at \$35/brl. Market cap all listed oil services. Market cap all listed offshore drillers

2) Assumes average date-rate of \$140k/day from 2002 to 2020 at 90% utilisation. Opex of \$50k/day

3) Energy weighting % of the S&P 500 divided by technology % of the S&P 500. Higher ratio means relative size of energy vs technology Source: Bloomberg, DNB Markets