Sabre Corporation Announces Early Participation Results and Upsize of the Previously Announced Exchange Offers for Certain Senior Secured Debt Securities
Sabre announced the initial results of exchange offers by Sabre GLBL to swap certain outstanding 11.250% Senior Secured Notes due 2027 and 8.625% Senior Secured Notes due 2027 for new 10.750% Senior Secured Notes due 2029. The company increased the maximum exchange amount from $500 million to $800 million. Additionally, Sabre GLBL will exchange $775 million of existing senior secured term loans for new loans maturing in November 2029, with interest at term SOFR plus 600 bps or base rate plus 500 bps. The early participation results show $509.2 million of December 2027 Notes and $799.1 million of June 2027 Notes were tendered, with expected acceptance of $755.5 million total.
Sabre ha annunciato i risultati iniziali delle offerte di scambio da parte di Sabre GLBL per sostituire alcuni obbligazionari senior garantiti esistenti, con tasso del 11,250% in scadenza nel 2027 e tasso dell'8,625% in scadenza nel 2027, con nuovi obbligazionari senior garantiti al 10,750% in scadenza nel 2029. L'azienda ha aumentato l'importo massimo dell'offerta di scambio da $500 milioni a $800 milioni. Inoltre, Sabre GLBL scambierà $775 milioni di prestiti senior garantiti esistenti per nuovi prestiti che scadranno a novembre 2029, con interessi pari al tasso SOFR con termine più 600 punti base o tasso base più 500 punti base. I risultati della partecipazione anticipata mostrano che sono stati presentati $509,2 milioni di obbligazioni scadenti a dicembre 2027 e $799,1 milioni di obbligazioni scadenti a giugno 2027, con un'accettazione attesa di un totale di $755,5 milioni.
Sabre anunció los resultados iniciales de las ofertas de intercambio realizadas por Sabre GLBL para canjear ciertos bonos garantizados senior con un interés del 11,250% que vencen en 2027 y bonos garantizados senior del 8,625% que también vencen en 2027, por nuevos bonos garantizados senior con un interés del 10,750% que vencen en 2029. La compañía aumentó el monto máximo de intercambio de $500 millones a $800 millones. Además, Sabre GLBL intercambiará $775 millones de préstamos senior garantizados existentes por nuevos préstamos que vencerán en noviembre de 2029, con intereses al SOFR a término más 600 puntos básicos o tasa base más 500 puntos básicos. Los resultados de la participación anticipada muestran que se presentaron $509,2 millones de bonos que vencen en diciembre de 2027 y $799,1 millones de bonos que vencen en junio de 2027, con una aceptación esperada de un total de $755,5 millones.
새브르는 새브르 GLBL이 2027년 만기인 11.250% 담보고정채권 및 8.625% 담보고정채권을 2029년 만기인 10.750% 담보고정채권으로 교환하기 위한 초기 결과를 발표했습니다. 회사는 최대 교환 금액을 5억 달러에서 8억 달러로 증가시켰습니다. 또한, 새브르 GLBL은 기존의 775억 달러의 담보고정 장기 대출을 2029년 11월 만기의 새로운 대출로 교환할 예정이며, 이자는 SOFR 기준금리에 600bp 추가하거나 기준금리에 500bp 추가된 금리로 설정됩니다. 조기 참여 결과, 2027년 12월 만기 채권 5억 9,200만 달러와 2027년 6월 만기 채권 7억 9,910만 달러가 제출되었으며, 총 7억 5,550만 달러의 수용이 예상됩니다.
Sabre a annoncé les résultats initiaux des offres d'échange de Sabre GLBL pour échanger certaines obligations senior sécurisées existantes à 11,250% arrivant à échéance en 2027 et à 8,625% arrivant également à échéance en 2027 contre de nouvelles obligations senior sécurisées à 10,750% arrivant à échéance en 2029. La société a augmenté le montant maximum d'échange de 500 millions de dollars à 800 millions de dollars. De plus, Sabre GLBL échangera 775 millions de dollars de prêts à terme senior sécurisés existants contre de nouveaux prêts arrivant à échéance en novembre 2029, avec un intérêt au SOFR à terme plus 600 points de base ou taux de base plus 500 points de base. Les résultats de la participation anticipée montrent que 509,2 millions de dollars de Bons de décembre 2027 et 799,1 millions de dollars de Bons de juin 2027 ont été soumis, avec une acceptation attendue de 755,5 millions de dollars au total.
Sabre hat die ersten Ergebnisse der Umtauschangebote von Sabre GLBL bekannt gegeben, um bestimmte ausstehende 11,250% Senior Secured Notes, die 2027 fällig sind, und 8,625% Senior Secured Notes, die ebenfalls 2027 fällig sind, gegen neue 10,750% Senior Secured Notes, die 2029 fällig sind, einzutauschen. Das Unternehmen hat den maximalen Austauschbetrag von 500 Millionen USD auf 800 Millionen USD erhöht. Darüber hinaus wird Sabre GLBL 775 Millionen USD bestehender besicherter Terminkredite in neue Kredite umtauschen, die im November 2029 fällig werden, mit einem Zinssatz von Term SOFR plus 600 Basispunkten oder Basiszinssatz plus 500 Basispunkten. Die Ergebnisse der frühen Teilnahme zeigen, dass 509,2 Millionen USD der Dezember 2027 Notes und 799,1 Millionen USD der Juni 2027 Notes eingereicht wurden, wobei eine erwartete Annahme von insgesamt 755,5 Millionen USD vorliegt.
- Successful debt restructuring with high participation rates in exchange offers
- Extension of debt maturities from 2027 to 2029
- Increased exchange capacity from $500M to $800M showing strong demand
- New Notes carry 10.750% interest rate, higher than the June 2027 Notes' 8.625%
- New Term Loans have higher interest rates at SOFR+600bps
- Not all tendered June 2027 Notes will be accepted due to proration
Insights
This debt restructuring represents a significant financial maneuver for Sabre, with several key implications:
- The company is exchanging
$755.5 million of existing notes for new$800 million 10.75% Senior Secured Notes due 2029 - Additionally, they're restructuring
$775 million of term loans with new terms at SOFR +6% - The strong participation rate (over
89.7% of eligible notes tendered) indicates investor confidence in the restructuring
The debt exchange demonstrates mixed credit implications:
- Positively, it addresses near-term maturities and reduces refinancing risk through 2027
- The high participation rate suggests strong creditor support
- However, the increased interest expense on the new notes and term loans could pressure cash flow
Sabre further announced that it is amending its Exchange Offers to increase the Maximum Exchange Amount to
In addition, Sabre announced that Sabre GLBL will exchange
The following table sets forth the principal amount of each series of the Existing Notes that was validly tendered and not validly withdrawn as of 5:00 p.m.,
CUSIP No. / ISIN | Title of | Principal | Acceptance | Principal Amount | Principal Amount |
CUSIP: 78573NAH5 (144A); U86043AF0 |
| 1 | |||
CUSIP: 78573NAJ1 (144A); U86043AG8 |
| 2 | |||
Total |
(1) | Acceptance of the Existing Notes is subject to the Acceptance Priority Level as described below (and as defined in the Offering Circular). |
On the applicable settlement date, Existing Notes of a series having a higher Acceptance Priority Level will be accepted for exchange before any Existing Notes of a series having a lower Acceptance Priority Level.
Sabre GLBL's obligation to accept for exchange the Existing Notes validly tendered and not validly withdrawn in each Exchange Offer is subject to the satisfaction or waiver of certain conditions as described in the Offering Circular.
Assuming the satisfaction or waiver by Sabre GLBL (in its sole discretion, subject to applicable law) of such conditions to the Exchange Offers, Sabre GLBL expects to settle the exchange of the Existing Notes validly tendered at or prior to the Early Exchange Date on November 25, 2024, unless extended (such date and time, as it may be extended, the "Early Settlement Date"), by issuing New Notes in an aggregate amount of
Since the maximum aggregate principal amount of New Notes to be issued in exchange for all tendered Existing Notes would exceed the Maximum Exchange Amount (as increased), after application of the Acceptance Priority Levels, the tendered June 2027 Notes will be accepted subject to proration as described in the Offering Circular. Although the Exchange Offers are scheduled to expire at 5:00 p.m.,
Any waiver of a condition by Sabre GLBL will not constitute a waiver of any other condition. For avoidance of doubt, the Exchange Offer in respect of the June 2027 Notes is not conditioned on the Exchange Offer in respect of the December 2027 Notes, or vice versa. Sabre GLBL reserves the right to extend, amend or terminate any Exchange Offer for any reason or for no reason.
The Exchange Offers are being made only to holders of Existing Notes that have certified, by submitting an instruction to the clearing system, that they are either (i) "qualified institutional buyers" as defined in Rule 144A ("Rule 144A") under the Securities Act of 1933, as amended (the "Securities Act") or (ii) are located outside
Information Relating to the Exchange Offers
The complete terms and conditions of the Exchange Offers are set forth in the Offering Circular. The Offering Circular contains important information and Eligible Holders are encouraged to read it in its entirety. The Offering Circular will only be distributed to Eligible Holders who complete and return an eligibility form confirming that they are either a "qualified institutional buyer" under Rule 144A or not a "
None of Sabre, Sabre Holdings, Sabre GLBL, their affiliates, their respective boards of directors and stockholders, the Exchange Agent or Computershare Trust Company, N.A., as trustee for the Existing Notes and New Notes, are making any recommendation as to whether holders should tender any Existing Notes in response to the Exchange Offers. Holders must make their own decision as to whether to tender any of their Existing Notes, and, if so, the principal amount of Existing Notes to tender.
This press release is for informational purposes only and is neither an offer to buy nor a solicitation of an offer to sell any of the New Notes or any other securities. The Exchange Offers are not being made to holders of Existing Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. The Exchange Offers are only being made pursuant to the Offering Circular. Eligible Holders are strongly encouraged to read the Offering Circular carefully because it will contain important information.
The New Notes have not been and will not be registered under the Securities Act and may not be offered or sold in
Forward-Looking Statements
Certain statements herein are forward-looking statements about trends, future events, uncertainties and our plans and expectations of what may happen in the future. Any statements that are not historical or current facts are forward-looking statements. In many cases, you can identify forward-looking statements by terms such as "guidance," "outlook," "target," "expect, " "anticipate," "on track," "continue," "believe," "momentum," "position," "continue," "progress," "confident," "trend," "plan," "recurring," "trajectory," "pipeline," "opportunity," "potential," "positioned," "benefit," "goal," "confident," "indicate," "optimistic," "will," "forecast," "strategy," "estimate," "project," "may," "should," "would," "intend," or the negative of these terms, where applicable, or other comparable terminology. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause Sabre's actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by the forward-looking statements. The potential risks and uncertainties include, among others, our ability to realize the anticipated benefits of the Exchange Offers and the proposed term loan exchange transaction and the risk that the Exchange Offers and the proposed term loan exchange transaction may not be consummated, financial condition and credit ratings, as well as on the travel industry and consumer spending more broadly, the effect of remote working arrangements on our operations and the speed and extent of the recovery across the broader travel ecosystem, dependency on transaction volumes in the global travel industry, particularly air travel transaction volumes, the timing, implementation and effects of our growth strategies and technology transformation, the completion and effects of travel platforms, exposure to pricing pressure in the Travel Solutions business, changes affecting travel supplier customers, maintenance of the integrity of our systems and infrastructure and the effect of any security incidents, our ability to recruit, train and retain employees, competition in the travel distribution industry and solutions industry, failure to adapt to technological advancements, implementation of software solutions, implementation and effects of new, amended or renewed agreements and strategic partnerships, dependence on establishing, maintaining and renewing contracts with customers and other counterparties and collecting amounts due to us under these agreements, dependence on relationships with travel buyers, the ability to achieve our cost savings and efficiency goals and the effects of these goals, our collection, processing, storage, use and transmission of personal data and risks associated with PCI compliance, the effects of cost savings initiatives, the effects of new legislation or regulations or the failure to comply with regulations or other legal requirements, use of third-party distributor partners, the financial and business results and effects of acquisitions and divestitures of businesses or business operations, reliance on the value of our brands, reliance on third parties to provide information technology services and the effects of these services, the effects of any litigation, regulatory reviews and investigations, adverse global and regional economic and political conditions, risks related to global conflicts, risks arising from global operations, risks related to our significant amount of indebtedness, including increases in interest rates and our ability to refinance our debt, and tax-related matters.
More information about potential risks and uncertainties that could affect our business and results of operations is included in the "Risk Factors" and "Forward-Looking Statements" sections of Sabre Corporation's Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, filed with the Securities and Exchange Commission ("SEC") on October 31, 2024 and Sabre Corporation's Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 15, 2024, as well as other risks and uncertainties specified in the "Risk Factors" section of the Offering Circular. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future events, outlook, guidance, results, actions, levels of activity, performance or achievements. Readers are cautioned not to place undue reliance on these forward-looking statements. Unless required by law, Sabre undertakes no obligation to publicly update or revise any forward-looking statements to reflect circumstances or events after the date they are made.
About Sabre
Sabre Corporation is a software and technology company that takes on the biggest opportunities and solves the most complex challenges in travel. The Company connects travel suppliers and buyers around the globe and across the ecosystem through innovative products and next-generation technology solutions. Sabre harnesses speed, scale and insights to build tomorrow's technology today – empowering airlines, hoteliers, agencies and other partners to retail, distribute and fulfill travel worldwide. Headquartered in
SABR-F
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SOURCE Sabre Corporation
FAQ
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