Borr Drilling Limited (the “Company”) announces the successful placement of senior unsecured convertible bonds due 2028 (the "Convertible Bonds") with a total size of USD 250 million (the "Offering").
The Convertible Bonds will have a fixed coupon of 5.00% payable semi-annually in arrear and a conversion premium of 32.50% over where the reference price which is determined by the average VWAP on Oslo Børs on each of 25 and 26 January 2023. The initial conversion price of the Convertible Bonds will be announced by the Company after close of the Oslo Stock Exchange tomorrow 26 January 2023.
The proceeds from the Convertible Bonds will be used to refinance the outstanding USD 350 million of convertible bonds due 23 May 2023 and for general corporate purposes. The Convertible Bonds are subject customary third-party approvals, including but not limited to shareholder approval to increase the authorised capital of the Company and creditor consents.
Settlement of the Offering is expected to take place on 8 February 2023 (the "Issue Date"). The Convertible Bonds will be redeemed at 100% of their denomination of USD 200,000 and will, unless previously redeemed, converted or purchased and cancelled, mature on 8 February 2028.
The Company will be subject to a lock-up from today and ending 90 days after the Issue Date, with respect to the Shares and equity-linked securities and subject to a waiver from the Joint Bookrunners and certain customary exceptions, including new shares to be issued to facilitate the share lending arrangement.
Clarksons Securities AS, DNB Markets, a part of DNB Bank ASA and Pareto Securities AS are acting as joint bookrunners (the “Joint Bookrunners”) for the Offering.
Ro Sommernes advokatfirma DA is acting as Norwegian counsel to the Company and Advokatfirma Thommessen AS is acting as Norwegian counsel to the Joint Bookrunners and Nordic Trustee.