Sabre closes secured $700 million term loan due 2028

By Mary-Katherine Stinson

Lexington, Ky., June 16 – Sabre Financial Borrower, LLC, a wholly owned subsidiary of Sabre Corp., entered a term loan agreement on June 13 with lenders led by affiliates of Centerbridge Partners, LP and Wilmington Trust, NA as administrative agent, according to an 8-K filing with the Securities and Exchange Commission.

The agreement provides a senior secured term loan facility for up to $700 million for the purpose of providing an intercompany loan, or first lien pari passu credit agreement, to Sabre GLBL, Inc., also a wholly owned subsidiary of Sabre Corp.

Sabre Financing Holdings, LLC is the guarantor.

The term loan facility matures on Dec. 15, 2028.

At Sabre Financial’s election, from June 13 until the last interest payment date occurring on or prior to Dec. 31, 2025, the interest may be payable in kind.

The facility bears interest at a floating rate set in arrears based on the average of the highest yield to maturity of any tranche of Sabre GLBL’s or its affiliates’ outstanding secured debt (excluding the term loan facility, the new intercompany loan facility, any securitization facility or joint venture special purpose financing) on each of the 20 prior trading days plus 25 basis points for cash interest or 175 basis points for in-kind interest. The reference rate for the first interest period will be 13%.

The all-in interest rate floor is 11.5% for cash interest and 13% for payable-in-kind interest and the all-in interest rate ceiling is 17.5% for cash interest and 19% for payable-in-kind interest.

Prepayments made on or prior to the second anniversary of the term loan facility are subject to a customary make-whole premium. Prepayments occurring after the second anniversary and on or prior the third anniversary are subject to a prepayment premium of 25% of the applicable interest margin, assuming all interest is payable in kind. After the third anniversary, all prepayments can be made at par plus accrued interest.

On June 13, Sabre Financial borrowed the full $700 million amount and lent the funds to Sabre GLBL as the intercompany loan facility.

Sabre GLBL used the proceeds to repurchase a portion of its outstanding 9¼% senior secured notes due 2025 in a principal amount equal to $670 million through a tender offer, plans to make repurchases of its existing term loans and to pay fees and expenses in connection with the facilities, the tender offers and repurchases.

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

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