Borr Drilling Ltd 6-K, filed Mar 1, 2021
Borr Drilling Ltd (BORR)
6-K
2021-03-01
For: 2021-02-26
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Added on
April 10, 2026
About this 6-K
Borr Drilling Ltd filed this 6-K on March 1, 2021.
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 26, 2021
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 whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
| Yes ☐ | No ☒ |
If ‘‘Yes’’ is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
Exhibits
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Press Release
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| 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.
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BORR DRILLING LIMITED
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Date: February 26, 2021
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By:
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/s/ Georgina Sousa
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Name:
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Georgina Sousa
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Title:
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Director
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Exhibit 99.1
Borr Drilling Limited – Q4 2020 Presentation
Please find enclosed the presentation of Borr Drilling Limited’s fourth quarter 2020 results to be held on the webcast / conference call that will be held at 15:00 CET (9:00 AM New York Time).
In order to listen to the presentation, you may do one of the following:
a) Webcast
Please use the following link: www.incommuk.com/customers/online with access code: 317683
b) Conference Call
Dial in details, Participants:
Conference ID: 317683
Norway, Oslo 81 503 308
United Kingdom 020 3936 2999
United States 1 646 664 1960
All other locations +44 20 3936 2999
Participants will be asked for their full name & Conference ID.
Please find enclosed the presentation of Borr Drilling Limited’s fourth quarter 2020 results to be held on the webcast / conference call that will be held at 15:00 CET (9:00 AM New York Time).
In order to listen to the presentation, you may do one of the following:
a) Webcast
Please use the following link: www.incommuk.com/customers/online with access code: 317683
b) Conference Call
Dial in details, Participants:
Conference ID: 317683
Norway, Oslo 81 503 308
United Kingdom 020 3936 2999
United States 1 646 664 1960
All other locations +44 20 3936 2999
Participants will be asked for their full name & Conference ID.
There will be a Q&A session after the presentation. Information on how to ask questions will be given at the beginning of the Q&A session.
Exhibit 99.2
Borr Drilling Limited Q4 2020 Presentation 26 February 2021
Forward looking statements 2 This presentation includes forward looking statements. Forward looking
statements are, typically, statements that do not reflect historical facts and may be identified by words such as "anticipate", "believe", "continue", "estimate", "expect", "intends", "may", "should", "will" and similar expressions and
include regarding industry trends including market conditions and activity levels in the jack-up rig and oil industry, expectations as to global jack-up rig count including expected retirements from global fleet and expected tenders and
demand levels, e statements with respect to day rates, delivery of newbuilds including expected delivery timing, strategy and plans with respect to investments in joint ventures, breakeven, opportunities to improve capital structure and
liquidity in 2021, expectation to use factoring facility relating to JV in Mexico, expected contracting and operation of our jack-up rigs and contract terms including estimated commencement and duration of contracts, statements relating to
our liquidity improvement plan completed in January 2021 and that company is positioned well for upturn in market expectations with respect to contracting strategy, expected business environment including statements made under “Market” and
“Outlook” above, statements with respect payments from Pemex, , statements with respect to tender activity, global jack-up rig count, , expected industry trends including with respect to demand for and expected utilization of rigs,
expectations as to the role of Borr Drilling in any industry consolidation, and other non-historical statements. The forward-looking statements in this announcement are based upon various assumptions, many of which are based, in turn, upon
further assumptions, which are, by their nature, uncertain and subject to significant known and unknown risks, contingencies and other factors which are difficult or impossible to predict and which are beyond our control. There are important
factors that could cause our actual results, level of activity, performance, liquidity or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by these forward-looking
statements including risks relating to our industry and business and liquidity, the risk of delays in payments to our Mexican JVs and consequent payments to us, the risk that our customers do not comply with their contractual obligations,
including payment or approval of invoices for factoring, risks relating to industry conditions and tendering activity, risks relating to the agreements we have reached with lenders, risks relating to our liquidity, risks that the expected
liquidity improvements do not materialize or are not sufficient to meet our liquidity requirements and other risks relating to our liquidity requirements, risks relating to cash flows from operations, the risk that we may be unable to raise
necessary funds through issuance of additional debt or equity or sale of assets; risks relating to our loan agreements and other debt instruments including risks relating to our ability to comply with covenants and obtain any necessary
waivers and the risk of cross defaults, risks relating to our ability to meet our debt obligations and obligations under rig purchase contracts and our other obligations as they fall due and other risks described in our working capital
statement, risks relating to future financings including the risk that future financings may not be completed when required and future equity financings will dilute shareholders and the risk that the foregoing would result in insufficient
liquidity to continue our operations or to operate as a going concern and other risks factors set forth under “Risk Factors” in our filings with the U.S. Securities and Exchange Commission and prospectuses filed with the Norwegian NSA.Given
these risks and uncertainties, you should not place undue reliance on forward-looking statements as a prediction of actual results. Any forward-looking statements that we make in this presentation speak only as of the date of such statements
and we caution readers of this presentation not to place undue reliance on these forward-looking statements. Except as required by law, we undertake no obligation to update or revise any forward-looking statement or statements to reflect
events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. The equity raise referenced in this presentation has not been registered under the US Securities Act of 1933, and may
not be offered or sold in the US absent registration or an exception from registration or in a transaction not subject to registration under the Securities Act.
Highlights Q4 2020 3 Total operating revenues of $60.2 million, net loss of $46.7 million and
Adjusted EBITDA of $6.6 million for the fourth quarter of 2020On October 5, 2020, equity offering raising total proceeds of $27.5 million. A subsequent offering closing on November 30, 2020, raised an additional $5.3 million. The Company
entered into agreements to divest its remaining three non-core drilling rigs for total gross proceeds of $17.5 million.In January, the Company the Company finalised the terms and executed agreements with its creditors for the previously
announced liquidity improvement plan and completed an equity offering raising gross proceeds of $46 million. Awarded eight new contracts/LOAs/LOIs and contract extensions since the start of the fourth quarter 2020 to the date of this
report. 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 used above
represents our periodic net loss adjusted for: depreciation and impairment of non-current assets, (income)/loss from equity method investments, total financial (income) expense net, income tax expense and amortization of deferred mobilization
costs and revenue. Adjusted EBITDA is included here by the Company because the Company believes that the measure provides useful information regarding the Company’s operational performance.
Key Financials Q4 2020 4 Income Statement and Balance Sheet USDm Q4 2020 Q3 2020 FY 2020 FY
2019 Operating revenues 60.2 59.2 307.5 334.1 Gain on disposals 5.9 - 19.0 6.4 Rig operating and maintenance expenses (53.9) (63.4) (270.4) (307.9) Depreciation (29.1) (28.9) (117.9) (101.4) Impairment
- (0.8) (77.1) (11.4) Amortization of contract backlog - - - (20.2) G&A (8.5) (10.7) (49.1) (50.4) Total operating expenses (91.5) (103.8) (514.5) (491.3) Operating loss (25.4) (44.6)
(188.0) (150.8) Income/(loss) from equity method investments 5.3 8.1 21.9 (9.0) Financial expenses (23.4) (22.0) (122.9) (128.1) Tax (3.2) (3.4) (16.2) (11.2) Net loss (46.7) (61.9)
(305.2) (299.1) Adjusted EBITDA 6.6 (10.9) 20.0 (2.6) Balance sheet (USDm) FY 2020 FY 2019 Total assets 3,183.5 3,280.0 Total liabilities 2,134.4 1,985.9 Total equity 1,049.1
1,294.1 Cash and cash equivalents 19.2 59.1 Restricted cash - 69.4 Comments Q4 2020 Revenues for Q4 in line with Q3 2020. Full year numbers impacted by decreasing number of rigs compared to 2019, mainly in second
half of each year.Rig operating and maintenance expenses for Q4 2020 decreased by $9.5m from Q3 2020. Total operating expenses has decreased around 12% from Q3 to Q4 2012 while revenues have stayed in line.G&A In 2020 we have reduced our
underlying run-rate for admin expenses; however the year is highly impacted by costs associated by the refinancing to extend our liquidity runway. Net loss improved by $15.2 million from Q3Adjusted EBITDA improved by $17.5 million from Q3 to
Q4 2020Cash increased by $6.7 million from Q3 to Q4 driven by: new equity of $32.8 million cash generated from investing activities of $13.7 millionpartly offset by cash used in operations of $38.1 million
Achieved significant liquidity improvements 5 Achievements in 2020 and 2021 1: June 2020 2(a):
Sept 2020 2(b): Jan 2021 Debt Bank amortisation to zero in 2021Conversion of cash interest to pay-in-kind for PPL loans (~$65m), payable Q1 2022Amended bank loan covenants Extend bank and Hayfin maturity from June 2022 to Jan 202312
months interest deferrals from banks for Q3/Q4 2020 payments Deferral of additional yard interest payments of more than $130 million (incl. $65m in June 2020 amendments) and other cost deferrals of $25 million until 2023Keppel one additional
year of loan financingAmended bank loan covenants Newbuilding commitments Deferred rig deliveries from mid-2020 to early 2022 Deferral of rig deliveries from early 2022 to 2023 Equity raise $30 million $32.8 million $46
million *$32.8 million includes the $5.3 million subsequent offering in November 2020 >$1 billion in accumulated liquidity improvement until 2023
Fleet status May 2020 6
Fleet status February 2021 7
Why modern rigs? 8 Modern rigs gaining market share Unemployed old rigs will get scrapped Source:
IHS Petrodata(1) Units idle 1/7/2021 88% utilisation at current demand # rigs # rigs contracted
($m in 2021) # rigs working Day-rate equivalent 9 14 18 23 Mist, Idun, Saga, Gunnlod,
P1, P5, Norve, Natt, Skald + Galar, Gersemi, Grid, Odin, Njord + Groa, Gerd, Ran, Frigg + Gyme, Thor, Hermod, Heimdal; Hild $70k/day ($66) ($32) ($4) $51 $80k/day ($37) $14 $52 $126 $90k/day ($7) $60 $107 $202
$100k/day $22 $106 $163 $277 Attractive cost structure 9 Illustrative scenarios of cash break-even1 in 2021 at different activity levels Assumes $32m in SG&A, $16m in capex and LTM (excluding any activation costs), $55m in
cash interest (incl. deferred interest for bank loans of ~$8m from 2020 into 2021 + $6m PPL interest), $6m hold cost/cost cover to Keppel.Stacking cost of $6k/day. Opex of $45k/day. 4% cash revenue tax, 95% economic utilisation # rigs
outside Mexico # contracted rigs1H 2021 # activated rigs # delivered rigs
The Cash Flow Potential 10 EBITDA and EV/EBITDA implied per jack-up in Borr Drilling Implied value
$100 million EV pr rig, based on $2.6bn fully invested net debt. Share price of $1. Assumes $50k/day in operating costs including SG&A $m in EBITDA per jack-up EV/EBITDA 15y average Peak
Key Attributes Borr Drilling 11 Increasing market share with three more rigs commencing in first half
2021 The Company and its shareholders are well positioned to benefit from an upturn in the market Market preference for modern jack-ups – stacking and reactivation of older units becoming uneconomical Equity raises in 2020 and January 2021
being the catalyst for >$1 billion liquidity improvements until 2023 Oil price of in excess of $60/bbl driving activity – and increased utilisation will be impacting day rates
12