Sabre unit launches tender offers for three series of notes due 2025, 2027

By Mary-Katherine Stinson

Lexington, Ky., May 25 – Sabre GLBL Inc., a wholly owned subsidiary of Sabre Corp., launched tender offers for three series of notes, according to a press release.

The company is offering to purchase notes from the following series, listed in priority acceptance order, up to a total purchase price not to exceed $615 million:

• From the $775 million outstanding 9¼% senior secured notes due 2025 (Cusips: 78573NAC6, U86043AC7) for a total consideration of $970 per $1,000 principal amount tendered;

• From the $850 million outstanding 7 3/8% senior secured notes due 2025 (Cusips: 78573NAF9, U86043AD5) for a total consideration of $920 per $1,000 principal amount tendered; and

• From the $555 million outstanding 11¼% senior secured notes due 2027 (Cusips: 78573NAH5, U86043AF0) for a total consideration of $840 per $1,000 principal amount tendered.

These amounts include an early tender premium of $50 per note which will be paid to holders who tender by the early deadline of 5 p.m. ET on June 9.

Purchase prices for those holders who tender after the early deadline will be $920 per $1,000 principal amount tendered in the case of the 9¼% notes, $870 per $1,000 principal amount tendered in the case of the 7 3/8% notes and $790 per $1,000 principal amount tendered for the 11¼% notes.

The offer expires at 5 p.m. ET on June 26.

Early settlement is expected to be June 13, with final settlement slated for June 28.

The purchase of one series of notes is not conditioned on the purchase of any other series.

All notes tendered at or before the early tender deadline will be accepted for purchase in priority to notes tendered after the early deadline, even if those notes have a higher acceptance priority level than notes tendered prior to the early deadline.

Tenders may be subject to proration.

Perella Weinberg Partners LP is the dealer manager for the tender offers (646 680-8197, mrahmani@pwpartners.com, 646 680-8317, ogordon@pwpartners.com).

D.F. King & Co., Inc. is the tender and information agent (212 269-5550, 866 416-0577, sabre@dfking.com.

Perella Weinberg Partners LP is serving as financial adviser and Davis Polk & Wardwell LLP is serving as legal counsel to Sabre on this transaction.

Mayer Brown LLP is serving as legal counsel to Perella Weinberg Partners LP.

The offers are conditioned on the satisfaction or waiver of certain the conditions, including the completion of a financing condition.

Sabre GLBL has received a commitment from lenders led by affiliates of Centerbridge Partners, LP for a new $665 million senior secured credit facility. The company stated it expects that the satisfaction of the financing condition, together with cash on hand, will be sufficient to fund the cash offers.

Sabre is a Southlake, Tex.-based software and technology company for the travel industry.

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