BORR 6-K
Borr Drilling Ltd (BORR)
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
February 20, 2025
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)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
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 |
|---|---|
| 99.2 | Presentation |
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: February 20, 2025 | By: | /s/ Mi Hong Yoon |
| Name: | Mi Hong Yoon | |
| Title: | Director |
Exhibit 99.1
Borr Drilling Limited – Q4 2024 Presentation
Please find enclosed the presentation of Borr Drilling Limited’s fourth quarter 2024 results to be held on the webcast/conference call at 15:00 CET (9:00 AM New York time) on February 20, 2025.
In order to listen to the presentation, you may do one of the following:
a) Webcast
To access the webcast, please go to the following link:
https://edge.media-server.com/mmc/p/opm27qfq
b) Conference Call
Please use this link to register for the conference call,
https://register.vevent.com/register/BI1cafb9bb355a47508fc101ad53e123d3
Participants will then receive dial-in details on screen and via email and can then choose to dial in with their unique pin or select "Call me" and provide telephone details for the system to link them automatically.
Replay stream:
When the call is complete, participants can stream the replay of the call by clicking this link:
https://edge.media-server.com/mmc/p/opm27qfq
Exhibit 99.2
Q4 2024PRESENTATION February 20, 2025
Forward Looking Statement This announcement 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", "likely", "aim", "plan", "guidance" and similar expressions and include statements regarding industry trends and market outlook, supply/demand expectations, expected activity levels in the jack-up rig and oil industry, contract backlog, contracts and contract commitments, contract start dates and rates, options, LOIs and LOAs, contract coverage, potential revenue, including rates that may be achieved, expected trends in dayrates, market conditions, statements about dividends and share buybacks, statement about the global jack-up fleet, the number of rigs contracted and available and expected to be available and expected trends in the global fleet including expected new deliveries and the number of rigs under construction, statements about our expected timing of receipt of receivables and statements relating to expected timing of receipt of mobilization revenue and statements made under “Market” and "Risk and uncertainties" above, and other non-historical statements. These forward-looking statements are based upon current expectations and various assumptions, which are, by their nature, uncertain and are subject to significant known and unknown risks, contingencies and other important factors which are difficult or impossible to predict and are beyond our control. Such risks, uncertainties, contingencies and other factors could cause our actual results, level of activity, performance, financial results or position, liquidity or achievements to differ materially from those expressed or implied by these forward-looking statements, including risks relating to our industry, business, the risk that our actual results of operations in future periods differ materially from the expected results or guidance discussed herein, the actual timing of payments to us and the risk of delays in payments to our JVs and payments from our JVs to us, the risk that our customers do not comply with their contractual obligations, risks relating to industry conditions, risks relating to geopolitical events and inflation, risks relating to global economic uncertainty and energy commodity prices, risks relating to contracting, including our ability to convert LOIs and LOAs into contracts, the risk of contract suspension, the risk that options will not be exercised, the risk that contract backlog and revenue potential will not materialize as expected, risks relating to the operations of our rigs and ability to achieve expected dates of operation and delivery of rigs and contract commencement dates, risks relating to dayrates and duration of contracts and the terms of contracts and the risk that we may not enter into contracts or that contracts are not performed as expected, risks relating to contracting newly delivered rigs, risks relating to market trends, including tender activity, risks relating to customer demand and contracting activity and suspension of operations, risks relating to our liquidity and cash flows, risks relating to our indebtedness including risks relating to our ability to repay or refinance our debt at maturity, including our secured notes maturing in 2028 and 2030, our Convertible Bonds due 2028, and debt under our revolving credit facility and risks relating to our other payment obligations on these debt instruments including interest, amortization and cash sweeps, risks relating to our ability to comply with covenants under our revolving credit facility and other debt instruments and obtain any necessary waivers and the risk of cross defaults, risks relating to our ability to pay cash distributions and repurchase shares including the risk that we may not have available liquidity or distributable reserves or the ability under our debt instruments to pay such cash distributions, or repurchase shares and the risk that we may not complete our share repurchase program in full, and risks relating to the amount and timing of any cash distributions we declare, risks relating to future financings including the risk that future financings may not be completed when required, risk related to climate change, including climate-change or greenhouse gas related legislation or regulations and the impact on our business from physical climate-change related to changes in weather patterns, and the potential impact of new regulations relating to climate change and the potential impact on the demand for oil and gas, risk relating to military actions including in Ukraine and the Middle East and their impact on our business and industry, and other risks factors set forth under “Risk Factors” in our most recent annual report on Form 20-F and other filings with the U.S. Securities and Exchange Commission. These forward-looking statements are made only as of the date of this document. We undertake no (and expressly disclaim any) obligation to update any forward-looking statements after the date of this report or to conform such statements to actual results or revised expectations, except as required by law. Non-GAAP Financial Measures The Company uses certain financial information calculated on a basis other than in accordance with accounting principles generally accepted in the United States (US GAAP) including Adjusted EBITDA. Adjusted EBITDA as presented above represents our periodic net income/(loss) adjusted for: depreciation of non-current assets, (loss)/income) from equity method investments, total financial expense net and income tax expense. Adjusted EBITDA is presented here because the Company believes that the measure provides useful information regarding the Company’s operational performance. For a reconciliation of Adjusted EBITDA to Net income/(loss), please see the last page of this report. The Company provides guidance on expected Adjusted EBITDA, which is a non-GAAP financial measure. Management evaluates the Company's financial performance in part based on the basis of actual and expected Adjusted EBITDA, which management believes enhances investors' understanding of the Company's overall financial performance by providing them with an additional meaningful relevant comparison of current and anticipated future results across periods. Due to the forward-looking nature of Adjusted EBITDA, management cannot reliably predict certain of the necessary components of the most directly comparable forward-looking GAAP measure. Accordingly, the Company is unable to present a quantitative reconciliation of such forward looking non-GAAP financial measure to the most directly comparable forward-looking GAAP financial measure without unreasonable effort. The Company disclaims any current intention to update such guidance, except as required by law
Q4 2024 Company Overview and Highlights 1 Adj. EBITDA margin is calculated by Adjusted EBITDA divided by Total Operating Revenues 2 Dividends per share declared in the period 3 Liquidity includes undrawn RCF of $150 million 3 International Footprint and Diversified Portfolio Strong day rates driving EBITDA growth Adj. EBITDA $136.7M Q3 2024 $115.5M Adj. EBITDA Margin1 52.0% Q3 2024 47.8% Solid Operational Performance Technical Utilization98.9% Economic Utilization 97.1% Balance sheet focus and conservative shareholder distributions Liquidity3 $211.6M by YE 2024 Q4 2024 Dividend2 $0.02 Q3 2024 $0.02 Youngest Premium Jackup Fleet in the Industry Contract Coverage 77% In 2025 Fleet 24 Modern Rigs Highlights Asia Contracted 21 Middle East Africa 5 1 North Sea Mexico Available 3 SouthAmerica 1 1 2 1 6 1 6
Key Financials Q4 2024 In $ million Q4 2024 Q3 2024 Change ($) Change (%) Total operating revenues 263.1 241.6 21.5 9% Total operating expenses (161.9) (158.1) (3.8) 2% Operating income 101.0 83.7 17.3 21% Net income 26.3 9.7 16.6 171% Adjusted EBITDA 136.7 115.5 21.2 18% Cash and cash equivalents 61.6 185.7 (124.1) (67%) Total assets 3,419.6 3,343.3 76.3 2% Total liabilities 2,426.3 2,355.1 71.2 3% Total equity 993.3 988.2 5.1 1% Quarterly Revenue progression ($m) Quarterly Adjusted EBITDA progression ($m) Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 11.7 Q2 2024 12.1 Q3 2024 Q4 2024 172.0 187.5 191.5 220.6 234.0 271.9 241.6 263.1 Related Party and BBC Revenue Management contract revenue Dayrate Revenues Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024
1 New mutual contracts, LOIs and LOAs including mobilization and demobilization revenues (includes bareboat charter contracts adjusted to a gross dayrate-equivalent basis) 2 Average dayrate is derived from Backlog Revenue divided by number of contracted days 5 Key Highlights 19 New Contracts $795m Added Backlog Revenue $177k Avg Day Rate2 4,500 Backlog Days Norve has secured a new contract with Vaalco Energy in Gabon for a 320 days program commencing in July 2025 Thor has secured a new contract with an undisclosed customer in Southeast Asia for a 45 days program commencing in May 2025 Gerd has secured a binding LOA with an undisclosed customer in West Africa for a 100 days program commencing in June 2025 Groa has had a 1-year option exercised with Qatar Energy in Qatar commencing in April 2025 Contracting 2024FY Contracting Stats1 Arabia I and Vali have completed mobilization and are undergoing acceptance for long-term contracts with Petrobras and Mellitah Oil and Gas, respectively Operating
Fleet Overview 6
Navigating volatility with strong backlog Robust revenue visibility into 2025 Source: Petrodata by S&P Global and Company data 1 Coverage % represented by the number of contracted days divided by the total days available, not adjusted for temporary suspensions of rigs in Mexico 2 Based on an estimated net capacity of 11 rigs anticipated to be competitive internationally 7 Available Fleet Coverage1 (%) Utilization levels steady and around 90% ~90% Modern Util. %, adj for Saudi2 Marketed Utilization (%)
Contracting outlook improving into H2 2025 Source: Petrodata by S&P Global Backlog levels returning to positive territory Tendering pipeline improving 8 Open tenders (#) by lead time Backlog (rig years), modern rigs
9 In Conclusion Good contract coverage in 2025; some capacity available Mexico collections provides foundation Short term volatility; long-term fundamentals intact 2 3 4 Delivered 2024 adjusted EBITDA - despite headwinds 1
Appendix
ADJUSTED EBITDA RECONCILIATION 1 During the three months ended March 31, 2024, the Company changed its definition of Adjusted EBITDA to exclude the adjustment for amortization of deferred mobilization and contract preparation costs as well as the adjustment for amortization of deferred mobilization, demobilization and other revenue. We believe that this change will enable us to be more closely aligned with the calculation methodology used by many of our industry peers. Adjusted EBITDA for all periods presented, including the comparative period, has been updated to reflect this change. 11 (in US$ millions) FY 2024 FY 2023 Q4 2024 Q3 2024 Net income 82.1 22.1 26.3 9.7 Depreciation of non-current assets 131.2 117.4 35.7 31.8 Income from equity method investments 1.2 (4.9) 2.5 1.6 Total financial expense, net 232.7 199.2 62.6 56.9 Income tax (credit)/expense 58.2 34.0 9.6 15.5 Adjusted EBITDA1 505.4 367.8 136.7 115.5 Non-GAAP Financial Measures The Company uses certain financial information calculated on a basis other than in accordance with accounting principles generally accepted in the United States (US GAAP) including Adjusted EBITDA. Adjusted EBITDA as presented above represents our periodic net income/(loss) adjusted for: depreciation and impairment of non-current assets, other non-operating income; (income)/loss from equity method investments, total financial (income) expense net and income tax expense. Adjusted EBITDA is presented here because the Company believes that the measure provides useful information regarding the Company’s operational performance. The Company provides guidance on expected Adjusted EBITDA, which is a non-GAAP financial measure. Management evaluates the Company's financial performance in part based on the basis of actual and expected Adjusted EBITDA, which management believes enhances investors' understanding of the Company's overall financial performance by providing them with an additional meaningful relevant comparison of current and anticipated future results across periods. Due to the forward-looking nature of Adjusted EBITDA, management cannot reliably predict certain of the necessary components of the most directly comparable forward-looking GAAP measure. Accordingly, the Company is unable to present a quantitative reconciliation of such forward looking non-GAAP financial measure to the most directly comparable forward-looking GAAP financial measure without unreasonable effort. The Company disclaims any current intention to update such guidance, except as required by law
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