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Sabre Corporation Announces Offering of Senior Secured Notes

Sabre plans a $1.1 billion private senior secured notes offering to refinance intercompany and other existing indebtedness.

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Sabre Corporation (SABR) announced that wholly owned indirect subsidiary Sabre Financial Borrower, LLC plans to offer $1.1 billion of senior secured notes, with timing, size and final terms subject to market conditions and no assurance the transaction will close.

The Secured Notes will be fully and unconditionally guaranteed on a secured basis by Sabre Financing Holdings LLC and certain existing and future foreign subsidiaries, whose guarantees and collateral exposure are limited to an amount of up to $400 million. The notes and guarantees will be secured by a first-priority lien on substantially all present and future assets of Sabre Financial and Sabre Financing, subject to permitted liens and excluded assets, plus pledges of the New Intercompany Loan receivables and equity in Sabre Financial.

Sabre Financial will lend the gross proceeds to Sabre GLBL, Inc. via a New Intercompany Loan. Sabre GLBL intends to prepay an existing intercompany loan at par plus a make-whole premium and accrued interest, and Sabre Financial expects to use the resulting funds to prepay, redeem or repurchase certain existing debt, including its 11.125% senior secured notes due 2029, and to pay related interest, premiums, fees and expenses. The Secured Notes will be sold in a private Rule 144A/Regulation S offering and will not be registered under the Securities Act.

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Positive

  • $1.1 billion planned senior secured notes provide capacity to refinance existing debt
  • Proceeds expected to address 11.125% senior secured notes due 2029 via tender offer and other transactions

Negative

  • New senior secured notes of up to $1.1 billion will add secured debt backed by substantially all assets of Sabre Financial and Sabre Financing

Market Context

On Nov 20, 2025, a comparable Sabre senior secured notes announcement was followed by +1.92%, while ...
Analysis

On Nov 20, 2025, a comparable Sabre senior secured notes announcement was followed by +1.92%, while a same-day pricing notice was followed by -2.50%; the mixed record offered no consistent historical reaction benchmark for this conditional offering.

Key Figures

Aggregate principal amount: $1,100,000,000 Foreign guarantor limit: $400 million Prepayment price: 100% of outstanding principal +1 more
Aggregate principal amount
$1,100,000,000
Senior secured notes offering
Foreign guarantor limit
$400 million
Guarantees and collateral from certain foreign subsidiaries
Prepayment price
100% of outstanding principal
Existing intercompany loan
Existing notes coupon
11.125%
Senior secured notes due 2029

Previous Offering Reports

2 past events · Latest: Nov 20
Same Type 2 events
  1. Nov 20

    Senior secured notes

    24h Move
    +1.9%

    Sabre priced $1 billion of senior secured notes due 2029

  2. Nov 20

    Senior secured notes

    24h Move
    -2.5%

    Sabre announced a conditional $1 billion senior secured notes offering

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

senior secured notes, make-whole premium, rule 144a, regulation s
4 terms
senior secured notes financial
"offering by its wholly owned indirect subsidiary Sabre Financial Borrower, LLC of $1,100,000,000 aggregate principal amount of senior secured notes"
Senior secured notes are loans a company sells to investors that are backed by specific assets and given first priority for repayment if the company defaults. Because they have a claim on collateral and are paid before other debts, they usually offer lower risk and correspondingly lower interest than unsecured debt; investors use them to judge how safe repayment and recovery of principal might be, like holding a mortgage instead of an unsecured credit card balance.
make-whole premium financial
"at a prepayment price equal to 100% of the outstanding principal amount thereof, plus a customary make-whole premium"
A make-whole premium is an extra payment a borrower must give bondholders when repaying debt early to compensate them for lost future interest; think of it as a lump-sum “catch-up” to leave lenders financially where they would have been if the loan had run its full term. It matters to investors because it affects how much they receive on early redemption and influences a company’s decision to refinance or repay debt, altering bond value and expected returns.
rule 144a regulatory
"offered in a private offering to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A"
Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.
regulation s regulatory
"to non-U.S. persons outside the United States in accordance with Regulation S"
Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SOUTHLAKE, Texas, Sept. 14, 2026 /PRNewswire/ -- Sabre Corporation ("Sabre") (Nasdaq: SABR) today announced an offering by its wholly owned indirect subsidiary Sabre Financial Borrower, LLC ("Sabre Financial") of $1,100,000,000 aggregate principal amount of senior secured notes (the "Secured Notes"). The precise timing, size and terms of the offering are subject to market conditions and other factors. No assurance can be made that the offering will be consummated on the proposed terms or at all.

The Secured Notes will be fully and unconditionally guaranteed, jointly and severally, on a secured basis by Sabre Financing Holdings LLC ("Sabre Financing"), Sabre Financial's direct parent company, and by certain of Sabre's existing and future foreign subsidiaries (the "Foreign Guarantors"). , whose guarantees will be limited to an amount of up to $400 million. The Secured Notes and related note guarantees will be secured, subject to permitted liens, by a first priority security interest in substantially all present and hereafter acquired property and assets of Sabre Financial and Sabre Financing, and with respect to the Foreign Guarantors, up to an amount of $400 million (other than certain excluded assets). In addition, the collateral will also consist of a pledge of the loan receivables due to Sabre Financial under the New Intercompany Loan (as defined below) , together with the intercompany note and endorsement blank, and a pledge of all equity interests in Sabre Financial held by Sabre Financing. Certain guarantees by the Foreign Guarantors and collateral will be granted after the issue date of the Secured Notes.

Sabre Financial will use the gross proceeds from the sale of the Secured Notes to fund the New Intercompany Loan to Sabre GLBL, Inc. ("Sabre GLBL"). Sabre GLBL intends to use the proceeds from the New Intercompany Loan to prepay the existing intercompany loan between Sabre Financial and Sabre GLBL at a prepayment price equal to 100% of the outstanding principal amount thereof, plus a customary make-whole premium and accrued and unpaid interest thereon to, but excluding, the prepayment date. Sabre Financial intends to use the proceeds received in connection with such prepayment to prepay, redeem or repurchase certain of its existing indebtedness in the open market, in privately negotiated transactions, through tender or exchange offers, or otherwise, including pursuant to Sabre Financial's concurrently announced tender offer and consent solicitation in respect of Sabre Financial's existing 11.125% senior secured notes due 2029, and/or pursuant to the terms of the agreements governing such indebtedness, as well as to pay related accrued and unpaid interest, premium, fees and expenses.

The Secured Notes and the related note guarantees will be offered in a private offering to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to non-U.S. persons outside the United States in accordance with Regulation S under the Securities Act. The Secured Notes and the related note guarantees have not been, and will not be, registered under the Securities Act or any state securities laws. The Secured Notes and the related note guarantees may not be offered or sold in the United States or to, or for the benefit of, U.S. persons absent registration under, or an applicable exemption from, the registration requirements of the Securities Act and applicable state securities laws.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the Secured Notes or any other security, and shall not constitute an offer, solicitation or sale in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful. Any offers of the Secured Notes will be made only by means of a private offering circular. In addition, this press release does not constitute an offer to tender or the solicitation of an offer to tender any secured notes or deliver consents in Sabre Financial's concurrent tender offer and consent solicitation, and shall not constitute an offer, solicitation or exchange in any jurisdiction in which, or to any persons to whom, such offering, solicitation or exchange would be unlawful.

About Sabre

Powering the agentic revolution in travel. Sabre is an AI-native technology leader, backed by one of the world's largest travel data clouds. With AI at its core and operating at unparalleled scale, Sabre transforms insights into innovation, empowering airlines, hoteliers, agencies and other partners to retail, distribute and fulfill travel worldwide. Sabre is built on an open, modular, cloud-native architecture and serves as the backbone for both established leaders and bold, new disruptors, guiding them to the next age of travel retailing through intelligent, connected, and personalized experiences.

Forward-Looking Statements

Statements made in this press release that are not descriptions of historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are based on management's current expectations and assumptions and are subject to risks and uncertainties. Any statements that are not historical or current facts are forward-looking statements, including those related to the terms, timing and completion of the offering of the Secured Notes and the use of the proceeds therefrom. In many cases, you can identify forward-looking statements by terms such as "expects," "outlook," "intends," "will," "may," "believes," "pro forma," "normalized," "plans," "predicts," "potential," "estimates," "intends," "should," "could," "anticipates," "likely," "commit," "guidance," "anticipate," "incremental," "provisional," "preliminary," "forecast," "continue," "strategy," "confidence," "objective," "project," or the negative of these terms or other comparable terminology. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by the forward-looking statements. There can be no assurance that the offering of the Secured Notes or the tender offer and consent solicitation will be consummated on the terms described herein or at all. 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 in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 18, 2026, our Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, filed with the SEC on August 6, 2026, and in our other filings with the SEC. 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, we undertake no obligation to publicly update or revise any forward-looking statements to reflect circumstances or events after the date they are made.

SABR-F

Media Contacts:
Cassidy Smith-Broyles
Cassidy.Smith-Broyles@sabre.com
sabrenews@sabre.com

Investors: 
Roushan Zenooz
sabre.investorrelations@sabre.com

Sabre logo. (PRNewsFoto/Sabre) (PRNewsFoto/SABRE)

 

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SOURCE Sabre Corporation

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How does Sabre intend to use the proceeds from the new senior secured notes?

Sabre Financial plans to use the gross proceeds to fund a New Intercompany Loan to Sabre GLBL, Inc. Sabre GLBL intends to use those funds to prepay the existing intercompany loan between Sabre Financial and Sabre GLBL at 100% of outstanding principal plus a customary make-whole premium and accrued and unpaid interest to, but excluding, the prepayment date. Sabre Financial then expects to use the proceeds it receives from that prepayment to prepay, redeem or repurchase certain existing indebtedness and to pay related accrued interest, premiums, fees and expenses.

Which existing Sabre debt may be targeted with the proceeds of the transaction?

Sabre Financial intends to prepay, redeem or repurchase certain of its existing indebtedness in the open market, through privately negotiated transactions, tender or exchange offers, or otherwise. This includes its concurrently announced tender offer and consent solicitation for its existing 11.125% senior secured notes due 2029, and other indebtedness pursuant to the governing agreements.

Who will guarantee and secure the new senior secured notes?

The Secured Notes will be fully and unconditionally guaranteed, jointly and severally, on a secured basis by Sabre Financing Holdings LLC, the direct parent of Sabre Financial, and by certain existing and future foreign subsidiaries of Sabre, with guarantees and collateral for the foreign guarantors limited to up to $400 million. The notes and guarantees will be secured by a first-priority security interest in substantially all present and future property and assets of Sabre Financial and Sabre Financing, subject to permitted liens and excluded assets, plus pledges of the New Intercompany Loan receivables and the equity interests in Sabre Financial held by Sabre Financing.

Who can purchase Sabre’s new senior secured notes?

The Secured Notes and related guarantees will be offered in a private offering only to persons reasonably believed to be qualified institutional buyers under Rule 144A under the Securities Act and to non-U.S. persons outside the United States in accordance with Regulation S. The notes and guarantees are not registered under the Securities Act or state securities laws and may not be offered or sold in the United States or to, or for the benefit of, U.S. persons without registration or an applicable exemption.

Does this announcement constitute an offer to sell the new notes or to tender existing notes?

No. The announcement states that it does not constitute an offer to sell or a solicitation of an offer to buy the Secured Notes or any other security, nor an offer to tender or a solicitation of an offer to tender any secured notes or deliver consents in Sabre Financial’s concurrent tender offer and consent solicitation. Any offers will be made only by means of a private offering circular or the specific tender or exchange documentation, as applicable.

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