Sabre Corporation Announces Pricing of Upsized Senior Secured Notes Offering

Sabre raises $1.35 billion in high-coupon secured notes to refinance and repurchase portions of its existing debt stack.

Rhea-AI Summary

Sabre Corporation (SABR) priced an upsized private offering of $1.35 billion aggregate principal amount of 9.875% Senior Secured Notes due 2032 through its subsidiary Sabre Financial Borrower, LLC on September 15, 2026.

The notes, increased from a previously planned $1.1 billion, are expected to close on September 28, 2026, will pay 9.875% interest semi-annually and mature on October 15, 2032. They will be fully and unconditionally guaranteed on a secured basis by Sabre Financing Holdings LLC and certain existing and future foreign subsidiaries, with foreign guarantees capped at $400 million. The notes and guarantees will be secured by first-priority liens on substantially all assets of Sabre Financial and Sabre Financing, specified collateral related to a new intercompany loan, and a pledge of Sabre Financial equity. Proceeds will fund a new intercompany loan to Sabre GLBL Inc., which intends to prepay an existing intercompany loan and, together with Sabre Financial, prepay, redeem or repurchase certain existing indebtedness, including 11.125% senior secured notes due 2029, and to support related tender offers, including Sabre GLBL tender offers for up to $250 million of its senior secured notes.

Positive

• Upsized notes offering to $1.35 billion from $1.1 billion
• New 9.875% notes due 2032 extend secured debt maturities to October 2032
• Tender capacity up to $250 million for Sabre GLBL senior secured notes
• Refinancing plan targets 11.125% senior secured notes due 2029 and other debt

Negative

• High coupon 9.875% annual interest on $1.35 billion of new secured debt
• Increased secured leverage via first-priority liens on substantial Sabre Financial and Sabre Financing assets
• Foreign guarantor exposure up to $400 million of guarantees by foreign subsidiaries

News Explained

The priced secured-notes principal is $1,350,000,000, while Sabre reported $675,977,000 of cash and equivalents at June 30, 2026; because the release directs proceeds to intercompany refinancing and existing-debt repurchases, it does not describe the full amount as unrestricted operating cash.

Market Context

At publication, SABR's pre-headline close was $2.175, up 0.23% on the prior session; the Sep 14 seni...

Analysis

At publication, SABR's pre-headline close was $2.175, up 0.23% on the prior session; the Sep 14 senior-notes announcement also recorded a 0.23% 24-hour reaction, documenting continuity in the refinancing sequence.

Key Figures

Aggregate principal amount: $1,350,000,000 Interest rate: 9.875% per year Maturity: October 15, 2032 +3 more

Aggregate principal amount

$1,350,000,000

Upsized from $1,100,000,000

Interest rate

9.875% per year

Senior secured notes

Maturity

October 15, 2032

Secured Notes

Expected closing

September 28, 2026

Subject to customary closing conditions

Foreign guarantor limit

$400 million

Aggregate guarantee and collateral limit

Sabre GLBL tender offers limit

$250,000,000

Maximum aggregate purchase price, excluding accrued and unpaid interest

Previous Offering Reports

3 past events · Latest: Sep 14

Same Type 3 events

1. Sep 14

   Senior notes offering

   24h Move

   +0.2%

   Announced the initial $1.1 billion senior secured notes financing now priced at $1.35 billion

2. Nov 20

   Senior notes pricing

   24h Move

   +1.9%

   Priced $1 billion notes financing that established the existing 11.125% debt

3. Nov 20

   Senior notes offering

   24h Move

   -2.5%

   Proposed $1 billion financing to refinance existing indebtedness through an intercompany loan

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, rule 144a, regulation s, make-whole premium, +1 more

5 terms

senior secured notes financial

"aggregate principal amount of 9.875% Senior Secured Notes due 2032"

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.

rule 144a regulatory

"qualified institutional buyers pursuant to Rule 144A under the Securities Act"

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

"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.

make-whole premium financial

"plus a customary make-whole premium and accrued and unpaid interest"

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.

intercompany loan financial

"to fund a new intercompany loan to Sabre GLBL Inc."

A loan made by one legal entity within a corporate group to another entity in the same group—like one sibling in a family lending money to another. It matters to investors because these internal loans move cash and risk around without outside lenders, affecting reported liquidity, debt levels, and the true financial health of each unit; they can also signal how a parent company supports struggling parts or funds growth without external borrowing.

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

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SOUTHLAKE, Texas, Sept. 15, 2026 /PRNewswire/ -- Sabre Corporation ("Sabre") (Nasdaq: SABR) today priced an upsized offering by its wholly owned indirect subsidiary Sabre Financial Borrower, LLC ("Sabre Financial") of $1,350,000,000 (upsized from $1,100,000,000) aggregate principal amount of 9.875% Senior Secured Notes due 2032 (the "Secured Notes"). The offering of the Secured Notes is expected to close on September 28, 2026, subject to customary closing conditions.

The Secured Notes will pay interest semi-annually in arrears, at a rate of 9.875% per year, and will mature on October 15, 2032. 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 certain of Sabre's existing and future foreign subsidiaries (the "Foreign Guarantors"), with the guarantees of the Foreign Guarantors limited to an aggregate amount of $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 related 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 a new intercompany loan (the "New Intercompany Loan") to Sabre GLBL Inc. ("Sabre GLBL"). Sabre GLBL intends to use a portion of 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 GLBL intends to use the remaining proceeds of the New Intercompany Loan after such prepayment, and 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 (the "Sabre Financial Tender Offer") 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. In connection with the upsize of the offering, Sabre GLBL intends to launch tender offers (the "Sabre GLBL Tender Offers") for certain of its existing senior secured notes, subject to a maximum aggregate purchase price, excluding accrued and unpaid interest, of $250,000,000 (as such amount may be subsequently amended in Sabre GLBL's sole discretion).

The Secured Notes and the related note guarantees have been 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 the concurrent Sabre Financial Tender Offer, or an offer to tender or the solicitation of an offer to tender any secured notes in the Sabre GLBL Tender Offers, 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, the Sabre Financial Tender Offer or the Sabre GLBL Tender Offers 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

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SOURCE Sabre Corporation

FAQ

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

Who is issuing the new 9.875% Senior Secured Notes and when do they mature?

Sabre Financial Borrower, LLC, a wholly owned indirect subsidiary of Sabre, is issuing the 9.875% Senior Secured Notes, which will mature on October 15, 2032 and pay interest semi-annually in arrears.

How are the new Senior Secured Notes and guarantees secured?

The Secured Notes and related guarantees will be secured, subject to permitted liens, by a first-priority security interest in substantially all present and future property and assets of Sabre Financial and Sabre Financing, and, for Foreign Guarantors, up to $400 million, excluding certain assets. Collateral also includes a pledge of loan receivables under the New Intercompany Loan, the related intercompany note and endorsement, and a pledge of all equity interests in Sabre Financial held by Sabre Financing.

What will Sabre do with the proceeds from the $1.35 billion notes offering?

Sabre Financial will use the gross proceeds to fund a New Intercompany Loan to Sabre GLBL Inc. Sabre GLBL plans to use part of that to prepay the existing intercompany loan at 100% of principal plus a customary make-whole premium and accrued interest. The remaining proceeds, together with amounts received from that prepayment, are intended to prepay, redeem or repurchase certain existing indebtedness and pay related interest, premiums, fees and expenses.

Which existing Sabre debt instruments are targeted for prepayment or repurchase?

The company intends to target certain existing indebtedness, including Sabre Financial's 11.125% senior secured notes due 2029 via a concurrently announced tender offer and consent solicitation, as well as other debt that may be addressed in the open market, privately negotiated transactions, tender or exchange offers, or under existing agreements.

What is the size and nature of the Sabre GLBL tender offers?

In connection with the upsized offering, Sabre GLBL intends to launch tender offers for certain of its existing senior secured notes, subject to a maximum aggregate purchase price of $250 million, excluding accrued and unpaid interest. This amount may be subsequently amended in Sabre GLBL's sole discretion.

Who can purchase the new Senior Secured Notes?

The Secured Notes and related guarantees are being 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. They are not registered under the Securities Act or state securities laws and may not be offered or sold in the United States without registration or an applicable exemption.