Borr Drilling Limited - Increase in share capital

Rhea-AI Summary

Borr Drilling Limited (NYSE: BORR) announced the completion of its Special General Meeting on February 23, 2023, and the successful placement of $250 million in Convertible Bonds. The Company has entered into a share lending agreement (SLA) to facilitate hedging activities for investors, making 15 million shares available, with an additional 10 million shares to follow. Following the meeting, Borr Drilling's issued share capital increased by $1 million to $25,426,359.80, resulting in a total of 254,263,598 shares. The new shares will be placed under a separate ISIN and are currently treasury shares, not yet admitted to trading.

Positive

• Successful placement of $250 million in Convertible Bonds.
• Share capital increased by $1 million to $25,426,359.80.

Negative

• New shares are currently treasury shares and not tradable on any exchange.

HAMILTON, Bermuda, Feb. 24, 2023 /PRNewswire/ -- Reference is made to Borr Drilling Limited's (the "Company") (NYSE: BORR) (OSE: BORR) stock exchange releases related to the completion of the Special General Meeting on 23 February 2023 and the Convertible Bond offering launched on 24 January 2023. Following the successful placement of the $250 million Convertible Bonds, the Company entered into a share lending agreement ("SLA") with the intention to make up to 25 million shares available for the purposes of facilitating investors' hedging activities, of which 15 million shares have already been made available. Please refer to the stock exchange notice published by the Company on 1 February 2023 and 24 January 2023 for further details of the 15 million shares initially issued and the SLA.

To provide the remaining 10 million initial loan shares under the SLA, following the completion of the Special General Meeting 23 February 2023, the Company's issued share capital has today been increased by $1,000,000 to $25,426,359.80, divided into 254,263,598 shares, each with a nominal value of $0.10 per share.

The new shares are currently treasury shares placed under a separate ISIN and are not admitted to trading on Oslo Stock Exchange or any other stock exchange. Once tradeable, the newly issued shares will be loaned out under the SLA for the purposes of facilitating the hedging activities of the investors in the Convertible Bonds.

Upon re-delivery, the loan shares will be held in treasury and cancelled. Redelivery may occur by repayment of the Convertible Bonds or decrease in the demand for hedging shares for other reasons, or expiry of the SLA.

This announcement does not constitute an offer of securities for sale in the United States. The new loan shares have 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.

This information is subject to the disclosure requirements pursuant to section 5 -12 of the Norwegian Securities Trading Act.

Hamilton, Bermuda,

24 February 2023

Forward looking statements

This press release includes forward looking statements, which do not reflect historical facts and may be identified by words such as "expect", "will" and similar expressions and include statements relating to newly issued shares, the SLA and loan shares and other non-historical statements. These forward-looking statements reflect the Company's beliefs, intentions and current expectations.  Such forward-looking statements are subject to 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, and other risks and uncertainties described in the section entitled "Risk Factors" in our most recent annual report on Form 20-F and other filings with the Securities and Exchange Commission, which could cause actual events to differ materially from the expectations expressed or implied by the forward -looking statements included herein. These forward-looking statements are made only as of the date of this release. We do not undertake to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.

CONTACT:

Questions should be directed to: Magnus Vaaler, CFO, +44 1224 289208

 

View original content:https://www.prnewswire.com/news-releases/borr-drilling-limited---increase-in-share-capital-301755319.html

SOURCE Borr Drilling Limited

FAQ

What was announced by Borr Drilling on February 24, 2023?

Borr Drilling announced the completion of a Special General Meeting and the successful placement of $250 million in Convertible Bonds.

How many shares are being made available under the share lending agreement?

Borr Drilling has made 15 million shares available under the share lending agreement, with an additional 10 million shares to follow.

What is the current issued share capital of Borr Drilling?

The current issued share capital of Borr Drilling is $25,426,359.80, divided into 254,263,598 shares.

Are the newly issued shares tradable on stock exchanges?

No, the newly issued shares are currently treasury shares and are not yet tradable on any stock exchange.

What does the press release indicate about the loans of new shares?

The press release indicates that loan shares may be redeemed upon repayment of the Convertible Bonds or due to decreased demand for hedging shares.