Borr Drilling retires 2028 and 2030 senior notes
Borr Drilling Limited completed a major refinancing of its senior secured debt structure.
Rhea-AI Filing Summary
Borr Drilling Limited completed a major refinancing of its senior secured debt structure. Its wholly owned subsidiary Borr IHC Limited ran a cash tender offer and consent solicitation for any and all 10.000% Senior Secured Notes due 2028 and 10.375% Senior Secured Notes due 2030.
The tender achieved participation of 95.95% of the 2028 Notes and 91.21% of the 2030 Notes, or 94.11% of the total Notes outstanding. After this, the issuer redeemed all remaining 2028 and 2030 Notes on June 29, 2026, funded with $1.1 billion of 8.750% Notes due 2032 and $935 million of 9.000% Notes due 2034.
Positive
- None.
Negative
- None.
Insights
Borr Drilling refinances high-coupon notes with longer-dated secured debt.
Borr Drilling used a tender offer and consent solicitation to retire its 10.000% 2028 Notes and 10.375% 2030 Notes. Holders tendered 95.95% of the 2028 series and 91.21% of the 2030 series, enabling near-full take-out of these issues.
The company financed this with new secured debt: $1,100,000,000 of 8.750% Notes due 2032 and $935,000,000 of 9.000% Notes due 2034. This extends maturities and modestly lowers stated coupons versus the old notes, while maintaining a secured structure.
Following the June 29, 2026 redemption date, all 2028 and 2030 Notes have been repurchased or redeemed. Future filings may provide more detail on covenant terms under the new notes and how this refinancing affects Borr Drilling’s interest expense and leverage profile.
Key Figures
2028 Notes original principal issued: $1,380,696,000
2028 Notes outstanding principal: $1,128,129,659.88
2028 Notes tendered: $1,324,802,000
+5 more
8 metrics
2028 Notes original principal issued
$1,380,696,000
10.000% Senior Secured Notes due 2028
2028 Notes outstanding principal
$1,128,129,659.88
Outstanding before tender and redemption
2028 Notes tendered
$1,324,802,000
Aggregate original principal amount tendered
2030 Notes original principal issued
$877,094,000
10.375% Senior Secured Notes due 2030
2030 Notes tendered
$799,984,000
Aggregate original principal amount tendered
New 2032 Notes issued
$1,100,000,000 at 8.750%
Senior Secured Notes due 2032
New 2034 Notes issued
$935,000,000 at 9.000%
Senior Secured Notes due 2034
Participation in Notes tender
94.11% of aggregate principal
Combined 2028 and 2030 Notes outstanding
Key Terms
Tender Offer, Consent Solicitation, Senior Secured Notes, Existing Indenture, +2 more
6 terms
Tender Offer financial
"to purchase for cash (the “Tender Offer”) (i) any and all of its outstanding"
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.
Consent Solicitation financial
"and the related solicitation of consents (the “Consent Solicitation”) from Holders"
A consent solicitation is a formal request sent to shareholders or creditors asking them to sign off on a proposed corporate change—such as altering governance rules, approving a deal, or waiving contract terms—without holding a full meeting. It matters to investors because it can quickly change their rights, voting power or the company’s direction, much like asking neighbors to sign a petition to alter a shared fence rather than discussing it at a community meeting.
Senior Secured Notes financial
"10.000% Senior Secured Notes due 2028 (the “2028 Notes”) and (ii) any and all"
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.
Existing Indenture financial
"to the indenture dated November 7, 2023 (as amended or supplemented, the “Existing Indenture”)"
Redemption Date financial
"The Issuer announced today June 29, 2026 (the “Redemption Date”) that it has completed"
The redemption date is the specific day when a debt-like security (such as a bond, preferred share, or certificate) must be repaid by the issuer and the investor receives the principal plus any final interest or dividends. It matters to investors because it tells when cash will return, shapes the effective return and price of the security, and creates reinvestment and timing considerations—like knowing when a loan is due so you can plan what to do with the returned money.
Financing Condition financial
"New Notes in satisfaction of the Financing Condition."
Financing condition refers to the overall environment and terms under which borrowing money is available, including interest rates, lending standards, and access to credit. It influences how easily individuals or businesses can obtain funds and at what cost, affecting economic activity and investment decisions. When financing conditions are favorable, borrowing is easier and cheaper; when they tighten, borrowing becomes more difficult and expensive.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Borr Drilling (BORR) announce regarding its 2028 and 2030 senior secured notes?
Borr Drilling announced that its subsidiary completed a cash tender offer and subsequent redemption of all 10.000% Senior Secured Notes due 2028 and 10.375% Senior Secured Notes due 2030, fully retiring both series of notes after the June 29, 2026 redemption date.
What were the tender participation levels for Borr Drilling (BORR) 2028 and 2030 notes?
Holders tendered 95.95% of the aggregate principal amount of the 2028 Notes and 91.21% of the aggregate principal amount of the 2030 Notes, resulting in 94.11% participation across both series of senior secured notes before the final redemption of remaining balances.
How did Borr Drilling (BORR) finance the redemption of its 2028 and 2030 notes?
The issuer financed the redemption using proceeds from an offering of $1,100,000,000 of 8.750% Senior Secured Notes due 2032 and $935,000,000 of 9.000% Senior Secured Notes due 2034, issued on June 10, 2026 to satisfy the financing condition for the tender and redemption.
What tender offer consideration was offered for Borr Drilling (BORR) 2028 and 2030 notes?
For the 10.000% 2028 Notes, the tender offer consideration was $998.36 per unit of original principal amount. For the 10.375% 2030 Notes, the tender offer consideration was $1,010.00 per unit, excluding any early tender or incentive fees and plus applicable accrued interest.
What amounts of Borr Drilling (BORR) notes were tendered in the offer?
The aggregate original principal amount tendered was $1,324,802,000 for the 10.000% Senior Secured Notes due 2028 and $799,984,000 for the 10.375% Senior Secured Notes due 2030, according to Global Bondholder Services Corporation as tender and information agent.
Are the new Borr Drilling (BORR) 2032 and 2034 notes registered under the Securities Act?
The new 8.750% 2032 and 9.000% 2034 senior secured notes have not been and will not be registered under the U.S. Securities Act of 1933, and may only be offered or sold in the United States pursuant to registration or a valid exemption from registration.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
June 30, 2026
Commission File Number 001-39007
Borr Drilling Limited
S. E. Pearman Building
2nd Floor 9 Par-la-Ville Road
Hamilton HM11
Bermuda
(Address of principal executive office)
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K on paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K on paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Exhibits
|
99.1
|
Press Release
|
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| |
BORR DRILLING LIMITED
|
|
|
Date: June 30, 2026
|
By:
|
/s/ Mi Hong Yoon
|
| |
Name:
|
Mi Hong Yoon
|
| |
Title:
|
Director
|
Exhibit 99.1
|
PRESS RELEASE
|
 |
Borr Drilling Limited – Completion of Previously Announced Consent Solicitation and Tender Offer and Redemption of Remaining Senior Secured Notes due 2028 and 2030
Hamilton, Bermuda, June 29, 2026 – Borr Drilling Limited (NYSE and OSE: BORR) (“Borr Drilling” or the “Company”) today announced the final tender results of the previously announced offer by Borr IHC Limited (the “Issuer”), the Company’s wholly-owned subsidiary, to purchase for cash (the “Tender Offer”) (i) any and all of its outstanding 10.000%
Senior Secured Notes due 2028 (the “2028 Notes”) and (ii) any and all of its outstanding 10.375% Senior Secured Notes Due 2030 (the “2030 Notes” and, together with the 2028 Notes, the “Notes”), and the related solicitation of consents (the “Consent
Solicitation”) from Holders to vote in favor of certain proposed amendments (the “Proposed Amendments”) to the indenture dated November 7, 2023 (as amended or supplemented from time to time, the “Existing Indenture”), in each case pursuant to the
terms and subject to the conditions set forth in the offer to purchase and consent solicitation statement dated May 26, 2026 (as amended or supplemented from time to time, the “Statement”). Capitalized terms used but not otherwise defined in this
release have the meaning given in the Statement.
Final Tender Results
The following table sets forth certain information regarding the Notes and the Tender Offer, including the aggregate principal amount of Notes that were validly tendered and not validly withdrawn in the Tender Offer
according to Global Bondholder Services Corporation, the Tender Agent and Information Agent for the Tender Offer:
|
Notes
|
CUSIP / ISIN
Numbers
|
Original Principal
Amount Issued
|
Outstanding
Principal Amount(1)
|
Aggregate
Original
Principal
Amount
Tendered in the
Tender Offer
|
Factor
|
Tender Offer
Consideration
|
||||||
| (2) |
(3) |
|||||||||||
|
10.000% Senior Secured Notes Due 2028
|
Rule 144A: 100018 AA8 / US100018AA89
Regulation S: G1467F AA1 / USG1467FAA15
|
$1,380,696,000.00
|
$1,128,129,659.88
|
$1,324,802,000
|
0.81707317
|
$998.36
|
||||||
|
10.375% Senior Secured Notes Due 2030
|
Rule 144A: 100018 AB6 / US100018AB62
Regulation S: G1467F AB9 / USG1467FAB97
|
$877,094,000.00
|
$770,650,554.20
|
$799,984,000
|
0.87864078
|
$1,010.00
|
| (1) |
As of May 22, 2026. For the 2030 Notes, this reflects the initial aggregate original principal amount of 2030 Notes adjusted to reflect amortization in respect thereof. For the 2028 Notes, this reflects the initial aggregate original
principal amount of 2028 Notes adjusted to reflect amortization in respect thereof.
|
| (2) |
The factor is a number that represents a fraction (expressed as a decimal rounded to 8 decimal digits) the numerator of which represents the unpaid principal amount of such series of securities as of May 22, 2026 and the denominator of
which represents the initial principal amount outstanding of such series of securities (the “Factor”). The Tender Offer Consideration set forth in the table above is multiplied by the applicable Factor, which reflects the partial amortization
of the Notes.
|
| (3) |
For each $1,000 original principal amount of Notes validly tendered and accepted for purchase and with respect to which the applicable Holder has provided its Consent, as applicable. This excludes Accrued Interest.
|
The Company has received valid and unrevoked tenders (and related Consents) of Notes representing 95.95% of the aggregate principal amount of the 2028 Notes outstanding and 91.21% of the aggregate principal amount of
the 2030 Notes outstanding, representing 94.11% of the aggregate principal amount of the Notes outstanding.
In addition, pursuant to the terms of the Existing Indenture, as Holders of more than 90% of the aggregate original principal amount of the outstanding 2028 Notes and Holders of more than 90% of the aggregate original
principal amount of the outstanding 2030 Notes validly tendered and did not withdraw Notes in the Tender Offer, the Issuer issued a notice to redeem all remaining Notes of each such series that remained outstanding (after giving effect to the
purchase of tendered Notes on the Final Settlement Date).
On June 10, 2026, the Issuer completed its previously announced offering of $1,100,000,000 aggregate principal amount of 8.750% Senior Secured Notes due 2032 and $935,000,000 aggregate principal amount of 9.000% Senior
Secured Notes due 2034 (together, the “New Notes”) in satisfaction of the Financing Condition.
The Issuer announced today June 29, 2026 (the “Redemption Date”) that it has completed the redemption of all of the remaining outstanding Notes. The Issuer redeemed the remaining outstanding Notes at a redemption price
equal to the price offered to each tendering Holder (excluding any early tender or incentive fee) plus, to the extent not included in the payment to tendering Holders, accrued and unpaid interest, if any, to, but excluding, the Redemption Date, using
the proceeds from its previously announced offering of New Notes described above. Following the Redemption Date, all of the Notes have been repurchased or redeemed.
The securities referred to herein in connection with the Financing Condition 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 Limited
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 Børs 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.
This information is subject to the disclosure requirements pursuant to Section 5-12 of the Norwegian Securities Trading Act.
The Board of Directors
Borr Drilling Limited
Hamilton, Bermuda
Questions should be directed to: Magnus Vaaler, CFO, +44 1224 289208