Rowan Lux, as borrower, and Rowan, an offshore drilling company, entered into the New Credit Agreement with Wells Fargo, as administrative agent, an issuing lender and a swingline lender, the lenders party thereto and the other parties thereto. The maximum aggregate amount of borrowings available under the New Credit Agreement is $955 million. The New Credit Agreement currently provides for a swingline subfacility in the amount of $50 million, and a letter of credit subfacility in the amount of $129 million, with the ability to increase such amounts (subject to certain lenders agreeing to become issuers of letters of credit following the closing date). Borrowings under the New Credit Agreement may be used for working capital and other general corporate purposes. The New Credit Agreement also includes restrictions on borrowings if, after giving effect to any such borrowings and the application of the proceeds thereof, the aggregate amount of Available Cash (as defined in the New Credit Agreement) would exceed $200,000,000.

The New Credit Agreement matures on May 22, 2023; provided, however, that if Rowan’s 4.875% senior unsecured notes are not refinanced in full on or prior to February 1, 2022, the maturity date will be February 1, 2022.

In addition, Rowan has guaranteed the obligations of the borrower under the New Credit Agreement. Certain other subsidiaries of Rowan may be required from time to time to guarantee the obligations of the borrower under the New Credit Agreement in order maintain compliance with the Guarantor Ratio Covenants (as defined below).

Subject to the successful procurement of additional commitments from new or existing lenders, borrower may elect to increase the maximum amount available under the New Credit Agreement from $955 million by an additional amount not to exceed $250 million.

Revolving borrowings under the New Credit Agreement bear interest, at Rowan Lux’s option, at either (a) the sum of Adjusted LIBOR (as defined in the New Credit Agreement), plus a margin ranging between 2.75% to 4.25%, depending on the credit rating of Rowan (or if Rowan is not then rated, RDC), or (b) the sum of the Base Rate (as defined in the New Credit Agreement), plus a margin ranging between 1.75% to 3.25%, depending on the credit rating of Rowan (or if Rowan is not then rated, RDC).