CUSIP No. G1466R207
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Borr Drilling Limited
(Name of Issuer)
Common Stock, par value $0.05 per share
(Title of Class of Securities)
G1466R207
(CUSIP Number)
December 31, 2020
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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| 1 |
NAME OF REPORTING PERSON
Schlumberger N.V. (Schlumberger Limited) | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Curaçao | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
15,131,700 Common Shares | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
15,131,700 Common Shares | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,131,700 Common Shares | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.87%* | |||||
| 12 | TYPE OF REPORTING PERSON
HC | |||||
| * | Based on 220,318,704 Common Shares outstanding as of November 27, 2020, as reported on the Form 6-K submitted by the Issuer to the Securities and Exchange Commission (the “SEC”) on November 30, 2020. |
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| 1 |
NAME OF REPORTING PERSON
Schlumberger Oilfield Holdings Limited | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
15,131,700 Common Shares | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
15,131,700 Common Shares | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,131,700 Common Shares | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.87%* | |||||
| 12 | TYPE OF REPORTING PERSON
CO | |||||
| * | Based on 220,318,704 Common Shares outstanding as of November 27, 2020, as reported on the Form 6-K submitted by the Issuer to the SEC on November 30, 2020. |
CUSIP No. G1466R207
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| Item 1. | |
| (a) | Name of Issuer: |
Borr Drilling Limited
| (b) | Address of Issuer’s Principal Executive Offices: |
S. E. Pearman Building
2nd Floor 9 Par-la-Ville Road
Hamilton, HM 11, Bermuda
| Item 2. | |
| (a) | Name of Person Filing: |
This Schedule 13G is being jointly filed on behalf of Schlumberger Limited (Schlumberger N.V.), a corporation formed under the laws of Curaçao (“Schlumberger Limited”), and Schlumberger Oilfield Holdings Limited, a corporation formed under the laws of the British Virgin Islands (“SOHL” and, together with Schlumberger Limited, the “Reporting Persons”). Schlumberger Limited is the sole stockholder of SOHL.
| (b) | Address of Principal Business Office: |
The business address of Schlumberger Limited for purposes of this Schedule 13G is 5599 San Felipe, 17th Floor Houston, Texas 77056. The business address of SOHL is Craigmuir Chambers, P.O. Box 71, Road Town, Tortola, British Virgin Islands.
| (c) | Citizenship: |
Schlumberger Limited is organized under the laws of Curaçao. SOHL is organized under the laws of the British Virgin Islands.
| (d) | Title of Class of Securities: |
Common Shares
| (e) | CUSIP Number: |
G1466R207
| Item 3. | If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
Not applicable.
| Item 4. | Ownership. |
The information required by Items 4(a)-(c) is set forth in Rows 5-11 of the cover pages hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
As of the date hereof, SOHL directly holds 15,131,700 Common Shares, constituting approximately 6.87% of the 220,318,704 Common Shares outstanding as of November 27, 2020, as reported on the Form 6-K submitted by the Issuer to the SEC on November 30, 2020. Since Schlumberger Limited controls SOHL, it is deemed to beneficially own the Common Shares held directly by SOHL.
On February 12, 2021, the Reporting Persons entered into a Joint Filing Agreement relating to the filing of this Schedule 13G, a copy of which is annexed hereto as Exhibit 99.1.
| Item 5. | Ownership of Five Percent or Less of a Class. |
Not applicable.
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| Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
Not applicable.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. |
Not applicable.
| Item 8. | Identification and Classification of Members of the Group. |
Not applicable.
| Item 9. | Notice of Dissolution of a Group. |
Not applicable.
| Item 10. | Certification. |
Not applicable.
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and believe, I certify that the information set forth in this statement is true, complete and correct.
| Dated: February 12, 2021 | Schlumberger Limited | |||||
| By: | /s/ Saul R. Laureles | |||||
| Name: | Saul R. Laureles | |||||
| Title: | Director, Corporate Legal Affairs | |||||
| Schlumberger Oilfield Holdings Limited | ||||||
| By: | /s/ Celia Rodrigues | |||||
| Name: | Celia Rodrigues | |||||
| Title: | Vice President and Treasurer | |||||
Exhibit 99.1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G, and any and all amendments thereto, with regard to the beneficial ownership of Common Shares, par value $0.05 per share, of Borr Drilling Limited, a Bermuda company, and further agree that this Joint Filing Agreement be included as an exhibit to the Statement on Schedule 13G. In evidence thereof the undersigned hereby execute this Agreement as of the 12th day of February, 2021.
| Schlumberger Limited | ||
| By: | /s/ Saul R. Laureles | |
| Name: | Saul R. Laureles | |
| Title: | Director, Corporate Legal Affairs | |
| Schlumberger Oilfield Holdings Limited | ||
| By: | /s/ Celia Rodrigues | |
| Name: | Celia Rodrigues | |
| Title: | Vice President and Treasurer | |