On August 19, 2020, Sabre Corporation (the “Company,” “we,” or “our”) issued a press release announcing that it had priced its previously announced public offerings of common stock and mandatorily convertible preferred Stock. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and incorporated by reference herein.
On August 21, 2020, the Company issued a press release announcing that its wholly-owned subsidiary, Sabre GLBL, Inc. (the “Note Issuer”), had upsized and priced an offering of $850,000,000 aggregate principal amount of 7.375% Senior Secured Notes due 2025 (the “New Notes”), an upsize of $550,000,000 over the amount previously announced. The Note Issuer intends to use the net proceeds from the offering, plus cash on hand, to repay certain of its secured indebtedness and to redeem its outstanding 5.375% Senior Secured Notes due 2023 (scheduled to mature in April 2023) (the “Redeemed Notes”). The offering of the New Notes is expected to close on August 27, 2020. The New Notes and the related note guarantees have not been, and will not be, registered under the Securities Act of 1933, as amended (the “Securities Act”) or any state securities laws. The New 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. A copy of the press release is attached as Exhibit 99.2 to this Form 8-K and incorporated by reference herein.
On August 24, 2020, the Note Issuer announced that it is providing notice of its election to redeem (the “Redemption”) all $530 million aggregate principal amount outstanding of the Redeemed Notes. The Redeemed Notes will be redeemed on September 23, 2020 (the “Redemption Date”). The Note Issuer’s obligation to complete the Redemption is conditioned upon the receipt prior to the Redemption Date by the Note Issuer of at least $530 million in net proceeds from the sale and issuance of the New Notes. This Current Report on Form 8-K does not constitute a notice of redemption of the Redeemed Notes.
Forward-Looking Statements
Certain statements herein are forward-looking statements about trends, future events, uncertainties and our plans and expectations of what may happen in the future. Any statements that are not historical or current facts are forward-looking statements. In many cases, you can identify forward- looking statements by terms such as “believe,” “could,” “likely,” “expect,” “plan,” “commit,” “guidance,” “outlook,” “anticipate,” “will,” “incremental,” “preliminary,” “forecast,” “continue,” “strategy,” “confidence,” “momentum,” “estimate,” “objective,” “project,” “may,” “should,” “would,” “intend,” “potential” 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 the Company’s actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by the forward-looking statements. 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 Quarterly Reports on Form 10-Q filed with the SEC on August 10, 2020 and May 8, 2020, and our Annual Report on Form 10-K filed with the SEC on February 26, 2020 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, the Company undertakes no obligation to publicly update or revise any forward-looking statements to reflect circumstances or events after the date they are made.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
