Borr Drilling Limited - Announces Launch of Senior Secured Notes Offering

Rhea-AI Summary

Borr Drilling (NYSE:BORR) plans a private offering of $1.6 billion senior secured notes due 2032 and 2034 through subsidiaries. The notes will be guaranteed by Borr Drilling and certain subsidiaries and secured by most rigs and other assets.

Proceeds, plus cash, are expected to refinance 10.000% notes due 2028 and up to $447.3 million of 10.375% notes due 2030, and pay related fees. Pricing is expected around May 28, 2026; the concurrent tender offer settlement depends on successful pricing and settlement of the new notes. The notes will not be registered under the Securities Act of 1933.

AI-generated analysis. Not financial advice.

Positive

• $1.6 billion senior secured notes planned to refinance existing debt
• Proceeds intended to repay 10.000% senior secured notes due 2028 in full
• Proceeds also aimed at up to $447.3 million of 10.375% notes due 2030

Negative

• New notes secured by most rigs and certain other company assets
• Notes and tender offer pricing and settlement subject to market conditions
• Notes will not be registered under the Securities Act of 1933

Key Figures

New secured notes: $1,600,000,000 Coupon 2028 notes: 10.000% Principal 2030 notes (original): $447.3 million +5 more

8 metrics

New secured notes $1,600,000,000 Aggregate principal amount of senior secured notes due 2032 and 2034

Coupon 2028 notes 10.000% Existing Senior Secured Notes due 2028 to be refinanced

Principal 2030 notes (original) $447.3 million Aggregate original principal amount of 10.375% notes due 2030 targeted

Principal 2030 notes (outstanding) $393.0 million Outstanding principal after amortization for 10.375% notes due 2030

Coupon 2030 notes 10.375% Senior Secured Notes due 2030 to be partly refinanced

Pricing date guidance May 28, 2026 Expected pricing date for the new notes offering

Current share price $5.54 Pre-offering price, <b>-2.13%</b> on the day

52-week range $1.55 – $6.655 BORR trading 16.75% below 52-week high, well above low

Market Reality Check

Price: $5.54 Vol: Volume 10,365,311 is 1.25...

normal vol

$5.54 Last Close

Volume Volume 10,365,311 is 1.25x the 20-day average of 8,288,774, indicating elevated trading interest ahead of the notes deal. normal

Technical Price $5.54 is trading above the 200-day MA at $4.24, keeping BORR in a longer-term uptrend despite the pullback.

Peers on Argus

BORR fell 2.13% while at least 4 drilling peers (e.g., PDS, RIG, KOS, SOC) also ...

4 Down

BORR fell 2.13% while at least 4 drilling peers (e.g., PDS, RIG, KOS, SOC) also moved down (median around -4.6%), pointing to broader energy/drilling pressure on the day.

Previous Offering Reports

5 past events · Latest: Apr 17 (Positive)

Same Type Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Apr 17	Convertible notes completed	Positive	+2.4%	Completed $300M 2033 convertible senior notes to refinance 2028 bonds.
Apr 14	Convertible notes proposed	Negative	-3.5%	Proposed $250M 2033 convertible notes with potential additional $37.5M.
Dec 10	Equity offering settled	Negative	-1.1%	Settled 21M-share offering at $4.00 for $84M gross proceeds.
Dec 09	Secured notes priced	Positive	+7.4%	Priced $165M additional 10.375% secured notes to fund rig acquisitions.
Dec 09	Equity offering priced	Negative	+7.4%	Priced 21M common shares at $4.00 for $84M to fund rig deals.

Pattern Detected

Past financing and offering announcements have produced mixed but mostly aligned price reactions, with both equity and debt deals sometimes drawing positive responses.

Recent Company History

Over the last several quarters, Borr Drilling has repeatedly tapped capital markets to support fleet expansion and refinance debt. In Dec 2025, it combined common share offerings and additional senior secured notes to fund five premium jack-up rigs. In April 2026, it launched and completed $300 million of convertible senior notes due 2033, mainly to repurchase 2028 convertibles. These steps show a pattern of using offerings to extend maturities and fund growth, similar to today’s secured notes refinancing of 2028 and 2030 debt.

Historical Comparison

+2.5% avg move · In the past five offering-related announcements, BORR moved an average of 2.5%. Today’s -2.13% decli...

offering

+2.5%

Average Historical Move offering

In the past five offering-related announcements, BORR moved an average of 2.5%. Today’s -2.13% decline on new secured notes is within the historical reaction range.

Financing has progressed from Dec 2025 equity and secured notes for rig acquisitions to April 2026 convertible notes extending 2028 maturities, and now larger senior secured notes to refinance 2028 and 2030 debt.

Market Pulse Summary

This announcement outlines a major refinancing, with Borr Drilling planning $1.6 billion in senior s...

Analysis

This announcement outlines a major refinancing, with Borr Drilling planning $1.6 billion in senior secured notes to retire 10.000% 2028 notes and up to $447.3 million of 10.375% 2030 notes. It continues a pattern of using offerings to extend maturities and manage its capital structure. Key factors to monitor include final pricing around the expected May 28, 2026 date, the take‑up of the concurrent tender offer, and how the new debt stack interacts with recent convertible notes and ongoing fleet expansion.

Key Terms

senior secured notes, aggregate principal amount, tender offer, original principal amount, +2 more

6 terms

senior secured notes financial

"intend to offer, subject to market conditions, $1,600,000,000 in aggregate principal amount of senior secured notes due 2032 and 2034"

Senior secured notes are loans a company sells to investors that are backed by specific assets and given first priority for repayment if the company defaults. Because they have a claim on collateral and are paid before other debts, they usually offer lower risk and correspondingly lower interest than unsecured debt; investors use them to judge how safe repayment and recovery of principal might be, like holding a mortgage instead of an unsecured credit card balance.

aggregate principal amount financial

"intend to offer, subject to market conditions, $1,600,000,000 in aggregate principal amount of senior secured notes"

The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.

tender offer financial

"including pursuant to the concurrent tender offer) and to pay fees and expenses"

A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.

original principal amount financial

"up to $447.3 million in aggregate original principal amount of its outstanding 10.375% Senior Secured Notes due 2030"

The original principal amount is the initial sum of money borrowed or lent when a debt instrument is issued — the face value before any interest, fees or repayments are applied. Think of it as the sticker price of a loan or bond; it determines the size of scheduled payments, interest calculations and the stake creditors have in recoveries if the borrower defaults, so investors use it to gauge income, risk and potential return.

registered under the Securities Act regulatory

"unless such securities are registered under the Securities Act of 1933, or an exemption from the registration requirements"

Means a company has filed required paperwork with the securities regulator so a stock or other security can be offered or sold to the public; the filing makes key financial and business information available to investors. Like handing out a detailed product label before sale, registration gives buyers reliable facts, legal protections and usually easier resale of the security, which helps investors assess risk and compare opportunities.

U.S. persons regulatory

"may not be offered or sold in the United States or to U.S. persons (other than distributors)"

"U.S. persons" are individuals or entities considered to be based in or subject to the laws of the United States. This includes U.S. citizens, residents, and certain organizations or businesses registered or organized under U.S. law. Recognizing who qualifies as a U.S. person is important for investors because it determines which rules, regulations, and tax obligations apply to them when dealing with financial transactions or investments across borders.

AI-generated analysis. Not financial advice.

HAMILTON, Bermuda, May 26, 2026 /PRNewswire/ -- Borr Drilling Limited (NYSE: BORR) (OSE: BORR) ("Borr Drilling" or the "Company") announced today that its wholly owned subsidiary, Borr IHC Limited, and its direct subsidiary Borr Finance LLC intend to offer, subject to market conditions, $1,600,000,000 in aggregate principal amount of senior secured notes due 2032 and 2034 (the "Notes"). The Notes will be guaranteed by the Company and certain of its subsidiaries and will be secured on a senior basis by most of the rigs and certain other assets of the Company and the subsidiary guarantors.

The proceeds from the Notes are intended to be used by the Company, together with cash on hand, to repurchase, redeem or otherwise refinance in full its outstanding 10.000% Senior Secured Notes due 2028 and up to $447.3 million in aggregate original principal amount of its outstanding 10.375% Senior Secured Notes due 2030 (representing $393.0 million in aggregate principal amount outstanding after giving effect to amortization payments) (including pursuant to the concurrent tender offer) and to pay fees and expenses related to the Notes offering and the concurrent tender offer.

Pricing of the Notes offering is expected on or about May 28, 2026.

The settlement of the tender offer is subject to certain conditions, including the pricing and settlement of the Notes offering.

This press release is for information purposes only and does not constitute or form part of an offer to sell or the solicitation of an offer to purchase or subscribe for securities, nor will there be any sale of the securities in any jurisdiction in which, or to any persons to whom, such offer, solicitation or sale would be unlawful. The securities referred to herein have not been and will not be registered under the Securities Act of 1933 or applicable state securities laws, and may not be offered or sold in the United States or to U.S. persons (other than distributors) unless such securities are registered under the Securities Act of 1933, or an exemption from the registration requirements of that act is available.

About Borr Drilling
Borr Drilling Limited is an international drilling contractor incorporated in Bermuda in 2016 and listed on the New York Stock Exchange since July 31, 2019 and on Euronext Oslo Bors since May 21, 2026 under the ticker "BORR." The Company owns and operates jack-up rigs of modern and high specification designs and provides services focused on the shallow-water segment to the offshore oil and gas industry worldwide. Please visit our website at www.borrdrilling.com.

Forward-Looking Statements
This press release and related discussions include forward-looking statements made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements do not reflect historical facts and may be identified by words such as "anticipate", "believe", "continue", "estimate", "expect", "intends", "may", "should", "will", "ensure", "likely", "aim", "plan", "guidance" and similar expressions and include statements regarding the proposed offering of secured notes, the expected terms thereof and intended use of proceeds, including statements about the concurrent tender offer and other non-historical statements. Such forward-looking statements are subject to risks, uncertainties, contingencies and other factors that could cause actual events to differ materially from the expectations expressed or implied by the forward-looking statements included herein, including risks related to the planned offering of secured notes and the use of proceeds, including the concurrent note tender offer, and other risks and uncertainties, including those described in our most recent annual report on Form 20-F for the year ended December 31, 2025 and our other filings with the Securities and Exchange Commission. 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. 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.

This information is considered to be inside information pursuant to the EU Market Abuse Regulation and was published by Benjamin Wiseman, Senior Manager of Corporate Finance and Investor Relations in the Company, on the date and time provided herein.

The Board of Directors
Borr Drilling Limited
Hamilton, Bermuda

CONTACT:

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

This information was brought to you by Cision http://news.cision.com

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SOURCE Borr Drilling Limited

FAQ

What senior secured notes offering did Borr Drilling (NYSE:BORR) announce on May 26, 2026?

Borr Drilling announced a planned private offering of $1.6 billion in senior secured notes due 2032 and 2034. According to Borr Drilling, the notes will be issued by subsidiaries, guaranteed by the company and certain subsidiaries, and secured by most rigs and other assets.

How will Borr Drilling use the proceeds from its $1.6 billion BORR senior secured notes?

Borr Drilling intends to use the proceeds, together with cash on hand, to refinance existing senior secured notes. According to Borr Drilling, funds will repay its 10.000% notes due 2028, up to $447.3 million of 10.375% notes due 2030, and related fees.

Which existing Borr Drilling notes will be refinanced by the new BORR senior secured notes?

The new notes are intended to refinance 10.000% senior secured notes due 2028 and up to $447.3 million of 10.375% notes due 2030. According to Borr Drilling, $393.0 million of the 2030 notes remain outstanding after amortization payments.

When is pricing expected for Borr Drilling's $1.6 billion senior secured notes offering?

Pricing of Borr Drilling’s senior secured notes offering is expected on or about May 28, 2026. According to Borr Drilling, the settlement of the concurrent tender offer is conditional on successful pricing and settlement of the new notes.

Are Borr Drilling's new senior secured notes registered under the Securities Act of 1933?

The new senior secured notes will not be registered under the Securities Act of 1933 or state securities laws. According to Borr Drilling, they may only be offered or sold in the United States pursuant to an available registration exemption.

What collateral will secure Borr Drilling's planned senior secured notes due 2032 and 2034?

The planned senior secured notes will be secured on a senior basis by most of Borr Drilling’s rigs and certain other assets. According to Borr Drilling, the notes will also carry guarantees from the company and certain subsidiary guarantors.