By Wendy Van Sickle
Columbus, Ohio, Sept. 7 – Sabre Corp. wholly owned subsidiary Sabre GLBL Inc. issued $853 million of new 8 5/8% senior secured notes due June 1, 2027 and paid $115 million in cash on Sept. 7 to settle its offer to exchange two series of existing notes for cash and new notes, according to a news release.
As announced on Aug. 7, the existing notes included the $850 million principal amount outstanding of 7 3/8% senior secured notes due 2025 (Cusips: 78573NAF9, U86043AD5) and the $104,901,000 principal amount outstanding of 9¼% senior secured notes due 2025 (Cusips: 78573NAC6, U86043AC7).
As of the early exchange time, 5 p.m. ET on Aug. 18, $776,134,000, or 91.31%, of the 7 3/8% notes and $65,951,000, or 62.87%, of the 9¼% notes were tendered in the offer.
After the early deadline, but before the final expiry at 5 p.m. ET on Sept. 5, an additional $11 million of the September 2025 notes and $100,000 of the April 2025 notes were tendered for exchange.
The company offered a total consideration of $1,000 principal amount of new notes plus $135 in cash to holders who tendered their notes for exchange by the early deadline of 5 p.m. ET on Aug. 18. The total consideration included an early tender premium of $50 in cash that would not be paid to holders who tendered after the early deadline.
The offers were subject to conditions including the issuance of at least $250 million of new notes.
The new notes will first be redeemable at the issuer’s option on March 1, 2025 at 104.313.
The new notes are guaranteed by Sabre Holdings Corp. and all of Sabre GLBL’s subsidiaries that are borrowers or guarantors under its senior secured credit facilities and will be secured, subject to permitted liens, by a first-priority security interest in substantially all present and future assets of Sabre GLBL and each of the guarantors.
The company said the transaction strengthens its balance sheet by refinancing more than 89% of its consolidated 2025 debt maturities.
“We are extremely pleased that this transaction, along with the recently completed cash tender offer, have successfully reduced our 2025 maturities by over $1.5 billion. We believe this will provide us meaningful flexibility as we continue to focus on executing our growth strategies and delivering on our priorities,” Mike Randolfi, executive vice president and chief financial officer of Sabre, said in the release.
The offer was made only to holders who are qualified institutional buyers under Rule 144A or non-U.S. persons under Regulation S.
D.F. King & Co., Inc. is the tender and information agent (212 269-5550, 866 227-7300, sabre@dfking.com).
BofA Securities, Inc., Citigroup Global Markets Inc. and Perella Weinberg Partners LP were the dealer managers.
Sabre is a Southlake, Tex.-based software and technology company for the travel industry.
Exchange notes
| Issuer: | Sabre GLBL Inc.
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| Guarantors: | Sabre Holdings Corp. and all of Sabre GLBL’s subsidiaries that are borrowers or guarantors under its senior secured credit facilities
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| Issue: | Senior secured exchange notes
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| Amount: | $853 million
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| Maturity: | June 1, 2027
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| Coupon: | 8 5/8%
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| First call: | March 1, 2025 at 104.313
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| Settlement date: | Sept. 7
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