Borr Drilling(BORR) - 2025 Q4 - Annual Report

Fleet and Operations - The company has 22 contracted/committed rigs as of December 31, 2023, with an increase to 29 rigs following the acquisition of five new rigs in January 2026[52]. - There are currently 11 newbuild jack-up rigs under construction, which may lead to increased competition and potential oversupply in the market[54]. - The recent acquisition of five new rigs increases the size of the fleet and the associated risks due to industry cyclicality[49]. - The recent acquisition of five rigs increased the fleet from 24 to 29, raising the risk exposure related to the market value of these rigs[70]. - Only three of the five newly acquired rigs are currently contracted, heightening risks related to contracting uncontracted rigs[142]. - The acquisition of the five rigs through a joint venture is valued at $287 million, which may involve significant leverage and operational risks[146]. - Integration activities for the newly acquired rigs may disrupt existing operations and divert management's attention, potentially impacting financial performance[145]. Market Conditions and Risks - The offshore drilling industry is highly cyclical, with periods of low demand and oversupply impacting business operations and financial results[51]. - Oil prices have shown significant volatility, ranging from approximately $70.31 to $93.12 in 2024 and between $58.92 to $80.79 in 2025, affecting drilling activity levels[56]. - The company faces risks related to geopolitical tensions, inflation, and competition in the offshore drilling market, which could adversely affect dayrates and contract renewals[49]. - The company may experience reduced demand if long-term oil prices decline or if rig supply increases above current levels, impacting financial performance[57]. - Advances in onshore exploration and development technologies may lead customers to allocate more capital expenditure to onshore activities, potentially reducing offshore spending[60]. - Global geopolitical tensions, supply chain disruptions, and inflation have created volatility in oil and gas prices, which could adversely affect the company's business and financial condition[63]. - The volatility in oil prices and potential down-cycles in the offshore drilling industry could negatively impact customer demand and the fair market value of the company's rigs[69]. Financial Condition and Debt - The company’s financial condition may be affected by significant debt maturities and liquidity risks in the coming years[50]. - As of December 31, 2025, the company had $2,210.0 million in principal amount of debt outstanding, representing 61.0% of its assets[198]. - The company has scheduled final maturity dates for all its debt between 2028 and 2030, with annual amortization of $101.0 million for the 2028 Notes and $42.6 million for the 2030 Notes[195]. - The company issued $165 million in additional 2030 Notes and incurred $150 million in Seller Financing to partially fund the acquisition of the new rigs, increasing overall indebtedness[143]. - Future cash flows may be insufficient to meet obligations under existing bonds and loans, impacting the company's ability to operate[209]. - The company expects a significant portion of cash flow from operations to be dedicated to debt interest and principal payments, limiting availability for other purposes[211]. - The company has significant debt maturities in 2028 and 2030, which may require raising additional financing[215]. - The company may need to raise funds through additional debt or equity issuance, which could dilute existing shareholders[216]. - The company is subject to restrictive debt covenants that may limit its ability to finance future operations and capital needs[218]. Operational Risks - The company faces risks related to international operations, including political uncertainties and compliance with various laws and regulations, which could impact its ability to operate effectively[71]. - The company is exposed to risks related to contract renewals and potential cancellations by customers, particularly in unfavorable market conditions[49]. - The company has experienced contract terminations and suspensions due to unfavorable market conditions, which may lead to significant revenue loss[84]. - The company may face challenges in securing favorable contracts for its jack-up rigs as existing contracts expire, potentially leading to idle rigs and associated costs[85]. - The company incurs significant activation and reactivation costs for its rigs, which may not be fully recouped from customers, affecting cash flow[100]. - The company may incur liabilities exceeding contractual agreements due to enforceability issues of indemnities in certain jurisdictions[126]. - The company may face significant operational hazards, including blow-outs and equipment defects, which could lead to liability claims and financial losses[124]. - The company’s insurance policies may not adequately cover all risks, potentially resulting in substantial costs from uncovered incidents[130]. - Severe weather conditions, particularly in the Gulf of America and the North Sea, could materially affect the company's operations and financial performance[131]. - The company is exposed to risks associated with public health crises, which could disrupt operations and impact demand for services[113]. Compliance and Regulatory Risks - Compliance with evolving regulations related to low or zero carbon alternatives may result in increased operational costs and impact the company's reputation[67]. - The company is subject to complex and evolving tax laws, which may lead to increased tax liabilities and affect financial results[177]. - Global tax reforms, including a 15% global minimum tax effective January 1, 2024, could significantly impact the company's effective tax rate and cash flow[178]. - Future government regulations related to climate change may increase operational costs and require significant financial expenditures for compliance[184]. - Growing public concern about climate change may adversely affect demand for the company's services and restrict access to capital[185]. - Compliance with complex cybersecurity laws and regulations poses significant challenges and potential penalties for the company[139]. - The company faces risks related to compliance with anti-bribery and anti-corruption laws, which could result in substantial fines and operational curtailments[190]. Shareholder and Governance Issues - The company has 307,701,075 common shares outstanding, with Related Parties owning approximately 24.7% of total shares[238]. - Future sales of equity securities may dilute ownership and negatively impact the market price of common shares[237]. - The company has commercial relationships with Drew Holdings Ltd, including ongoing advisory arrangements[240]. - Directors Mr. Thiago Mordehachvili and Mr. Tor Olav Trøim also serve as directors of related parties, potentially leading to conflicts of interest[241]. - The resolution of conflicts of interest may not always align with the best interests of the company or its shareholders[241]. - The company maintains fiduciary duties to both itself and the related parties, which may complicate decision-making[241]. - Additional details on related party transactions can be found in the section "Item 7.B. Related Party Transactions"[242]. Labor and Cost Pressures - Inflation and the limited availability of qualified personnel may lead to higher operating costs, impacting overall profitability[50]. - The limited availability of qualified personnel in operational regions may lead to higher operating costs and impact the company's ability to staff rigs effectively[102]. - Inflationary pressures, including increases in labor and material costs, may adversely affect the company's operating results and overall demand for drilling services[101]. - Local content requirements in various jurisdictions may increase operational costs and affect the ability to hire experienced personnel[152].

Borr Drilling(BORR) - 2025 Q4 - Annual Report - Reportify