Borr Drilling — M&A Activity 2018

Mar 28, 2018

Borr Drilling Limited (BDRILL) Announces Expiration of Tender Offer for Shares of Paragon Offshore Limited

Borr Drilling Limited (BDRILL) Announces Expiration of Tender Offer for Shares of Paragon Offshore Limited

HAMILTON, BERMUDA; HOUSTON, TEXAS, USA, 27 March, 2018 - Borr Drilling Limited

("Borr") and Paragon Offshore Limited ("Paragon") announced today that Borr's

previously announced tender offer (the "Offer") to purchase all of the

outstanding shares of Paragon (the "Shares") has expired. The Offer was made

pursuant to the Tender Offer Agreement, dated as of 21 February 2018, by and

between Paragon and Borr (the "Tender Offer Agreement").

Computershare Trust Company, N.A., the depositary for the Offer has advised Borr

that as of 6:00 PM Eastern time on Tuesday 27 March 2018, 4,987,754 Shares,

representing more than 99% of the outstanding Shares, had been validly tendered,

and not withdrawn, pursuant to the Offer. Such tendered shares are more than the

3,361,763 Shares, representing at least 67% of the outstanding Shares, that

serve as a condition to Borr's obligation to purchase Shares pursuant to the

Offer.

All of the conditions to the Offer (other than those conditions which are only

capable of being satisfied as of the settlement of the Offer) have been

satisfied, including the completion of the Prospector Rig Acquisition (as

defined and further described in the Tender Offer Agreement and Borr's Offer to

Purchase). The settlement to the Paragon shareholders who have tendered their

Shares is expected to be completed on Thursday 29 March 2018, and the total per

share consideration for the Paragon shareholders who have tendered their shares

is $43.8843.

FORWARD-LOOKING STATEMENTS

This document contains forward-looking statements. Statements that are not

strictly historical in nature, including statements regarding Borr's and

Paragon's ability to close the Offer and the expected settlement date, are

forward-looking statements that involve certain risks, uncertainties and

assumptions. These include but are not limited to risks associated with banking

requirements, potential actions by regulatory authorities, and other third

parties. Should one or more of these risks or uncertainties materialize, or

should underlying assumptions prove incorrect, actual results may vary

materially from those considered in this release.

About Borr

Borr Drilling Limited is an international drilling contractor incorporated in

Bermuda in 2016 and listed on the Oslo Stock Exchange from 30 August, 2017. Borr

owns and operates jack-up drilling rigs of modern and high specification designs

and provides services focused on the shallow water segment to the offshore oil

and gas industry worldwide. Borr's fleet comprises 16 jack-up drilling rigs and

10 units under construction with deliveries scheduled from 2018 to 2020.

Additional information is available at www.borrdrilling.com.

For additional information, contact:

Rune Magnus Lundetrae

Chief Financial Officer, Borr Drilling Management AS

+47 22 48 30 00

About Paragon

Paragon is a leading provider of standard specification offshore drilling

services. Paragon's current fleet includes 22 jackups, including two leased high

specification heavy duty/harsh environment jackups, and one semisubmersible.

Paragon's primary business is to contract out its rigs, related equipment and

work crews to conduct oil and gas drilling and workover operations for its

exploration and production customers on a dayrate basis around the world.

Paragon's principal executive offices are located in Houston, Texas. Paragon is

incorporated in the Cayman Islands with registration number MC-323580, and has

its registered office at c/o Maples Corporate Services Limited, PO Box 309,

Ugland House, Grand Cayman, KY1-1104, Cayman Islands. Additional information is

available at www.paragonoffshore.com.

For additional information, contact:

Lee M. Ahlstrom

Senior Vice President & Chief Financial Officer

+1.832.783.4040