Hamilton, Bermuda, 26 January 2023
In connection with the successful placement of the USD 250 million senior unsecured convertible bonds (the “Convertible Bonds“) with 5 years duration announced yesterday with 5% coupon and 32.5% premium, Borr Drilling Limited (the “Company“) hereby announces:
- a reference share price equal to USD 5.545
- an initial conversion price equal to USD 7.3471
The initial conversion price of USD 7.3471 corresponds to a conversion premium of 32.50% of the average of the volume weighted average price of a share on the Oslo Stock Exchange between opening and closing of trading on each of 25 January (NOK 54.1707) and 26 of January (NOK 55.6532), converted each day at the prevailing USD:NOK spot rate of exchange at closing of trading of NOK 9.9288 / USD1.00 and NOK 9.8774/ USD1.00 respectively.
For the purposes of facilitating investors’ hedging activities, the Company and the Company’s major shareholder, Drew Holdings (the “Shareholder” and together with the Company, the “Lenders”) have entered stock lending arrangements with DNB Markets in respect of 25 million shares in the Company. In connection with the placement of the transaction, DNB Markets has borrowed 15 million shares from the Shareholder which have been on-lent to investors participating in the placement.
Settlement of the Convertible Bond offering is expected to take place on 8 February 2023. 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.
This information is considered to be inside information pursuant to the EU Market Abuse Regulation and is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act.
This stock exchange release was published by Andreas Lavik Lie, VP Treasury & Investor Relations, on 26 January 2023 at 17:05 CET.
This announcement does not constitute an offer of securities for sale in the United States. The securities referenced herein has not been registered under the Securities Act of 1933 (the “Act“) and may not be offered or sold in the United States or to U.S. persons (other than distributors) unless the securities are registered under the Act, or an exemption from the registration requirements of the Act is available.