Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 28, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity Registrant Name | Sabre Corporation | |
Entity Incorporation, State or Country Code | DE | |
Entity File Number | 001-36422 | |
Entity Tax Identification Number | 20-8647322 | |
Entity Address, Address Line One | 3150 Sabre Drive | |
Entity Address, City or Town | Southlake | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 76092 | |
City Area Code | 682 | |
Local Phone Number | 605-1000 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 326,390,609 | |
Entity Central Index Key | 0001597033 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Common Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | SABR | |
Security Exchange Name | NASDAQ | |
Series A Preferred Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | 6.50% Series A Mandatory Convertible Preferred Stock | |
Trading Symbol | SABRP | |
Security Exchange Name | NASDAQ |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Revenue | $ 584,910 | $ 327,484 |
Cost of revenue, excluding technology costs | 223,034 | 146,761 |
Technology costs | 273,730 | 252,663 |
Selling, general and administrative | 167,678 | 130,613 |
Operating loss | (79,532) | (202,553) |
Other income (expense): | ||
Interest expense, net | (61,058) | (64,101) |
Loss on extinguishment of debt | (3,533) | 0 |
Equity method loss | (170) | (911) |
Other, net | 191,241 | 11,631 |
Total other income (expense), net | 126,480 | (53,381) |
Income (loss) from continuing operations before income taxes | 46,948 | (255,934) |
(Benefit) provision for income taxes | (596) | 3,997 |
Income (loss) from continuing operations | 47,544 | (259,931) |
Income (loss) from discontinued operations, net of tax | 134 | (263) |
Net income (loss) | 47,678 | (260,194) |
Net income attributable to noncontrolling interests | 272 | 484 |
Net income (loss) attributable to Sabre Corporation | 47,406 | (260,678) |
Preferred stock dividends | 5,346 | 5,428 |
Net income (loss) attributable to common stockholders | $ 42,060 | $ (266,106) |
Basic net income (loss) per share attributable to common stockholders: | ||
Income (loss) from continuing operations (in dollars per share) | $ 0.13 | $ (0.84) |
Net income (loss) per common share (in dollars per share) | 0.13 | (0.84) |
Diluted net income (loss) per share attributable to common stockholders: | ||
Income (loss) from continuing operations (in dollars per share) | 0.12 | (0.84) |
Net income (loss) per common share (in dollars per share) | $ 0.12 | $ (0.84) |
Weighted-average common shares outstanding: | ||
Basic (in shares) | 323,658 | 317,634 |
Diluted (in shares) | 409,378 | 317,634 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ 47,678 | $ (260,194) |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments ("CTA") | (1,287) | (4,840) |
Retirement-related benefit plans: | ||
Net actuarial gain, net of taxes of $—, $— | 1,671 | 0 |
Amortization of prior service credits, net of taxes of $—, and $80 | (358) | (278) |
Amortization of actuarial losses, net of taxes of $—, and $(481) | 1,783 | 1,674 |
Net change in retirement-related benefit plans, net of tax | 3,096 | 1,396 |
Derivatives: | ||
Unrealized losses, net of taxes of $—, and $1 | 0 | (3) |
Reclassification adjustment for realized losses, net of taxes of $—, and $(899) | 0 | 3,128 |
Net change in derivatives, net of tax | 0 | 3,125 |
Share of other comprehensive income of equity method investments | 655 | 534 |
Other comprehensive income | 2,464 | 215 |
Comprehensive income (loss) | 50,142 | (259,979) |
Less: Comprehensive income attributable to noncontrolling interests | (272) | (484) |
Comprehensive income (loss) attributable to Sabre Corporation | $ 49,870 | $ (260,463) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Retirement-related benefit plans: | ||
Net actuarial gain, taxes | $ 0 | $ 0 |
Amortization of prior service credits, taxes | 0 | 80 |
Amortization of actuarial losses, taxes | 0 | (481) |
Derivatives: | ||
Unrealized losses on derivatives, taxes | 0 | 1 |
Reclassification adjustment for realized losses, taxes | $ 0 | $ (899) |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 1,186,414 | $ 978,352 |
Restricted cash | 21,039 | 21,039 |
Accounts receivable, net of allowance for credit losses of $56,660 and $58,965 | 333,579 | 259,934 |
Prepaid expenses and other current assets | 137,393 | 121,591 |
Current assets held for sale | 0 | 21,358 |
Total current assets | 1,678,425 | 1,402,274 |
Property and equipment, net of accumulated depreciation of $1,925,422 and $1,912,651 | 238,591 | 249,812 |
Equity method investments | 23,036 | 22,671 |
Goodwill | 2,476,632 | 2,470,206 |
Deferred income taxes | 25,523 | 27,056 |
Other assets, net | 447,392 | 475,424 |
Long-term assets held for sale | 0 | 203,204 |
Total assets | 5,314,479 | 5,291,330 |
Current liabilities | ||
Accounts payable | 155,813 | 122,934 |
Accrued compensation and related benefits | 75,720 | 135,974 |
Accrued subscriber incentives | 181,815 | 137,448 |
Deferred revenues | 76,151 | 81,061 |
Other accrued liabilities | 188,300 | 188,706 |
Current portion of debt | 16,730 | 29,290 |
Current liabilities held for sale | 0 | 21,092 |
Total current liabilities | 694,529 | 716,505 |
Deferred income taxes | 37,384 | 38,344 |
Other noncurrent liabilities | 287,560 | 297,037 |
Long-term debt | 4,732,711 | 4,723,685 |
Long-term liabilities held for sale | 0 | 15,476 |
Commitments and contingencies (Note 13) | ||
Stockholders’ deficit | ||
Preferred stock, $0.01 par value, 225,000 authorized, 3,290 issued and outstanding as of March 31, 2022 and December 31, 2021; aggregate liquidation value of $329,000 as of March 31, 2022 and December 31, 2021 | 33 | 33 |
Common Stock: $0.01 par value; 1,000,000 authorized shares; 350,314 and 346,430 shares issued, 326,307 and 323,501 shares outstanding at March 31, 2022 and December 31, 2021, respectively | 3,503 | 3,464 |
Additional paid-in capital | 3,143,315 | 3,115,719 |
Treasury Stock, at cost, 24,007 and 22,930 shares at March 31, 2022 and December 31, 2021, respectively | (508,441) | (498,141) |
Accumulated deficit | (3,007,635) | (3,049,695) |
Accumulated other comprehensive loss | (77,823) | (80,287) |
Noncontrolling interest | 9,343 | 9,190 |
Total stockholders’ deficit | (437,705) | (499,717) |
Total liabilities and stockholders’ deficit | 5,314,479 | 5,291,330 |
Customer Relationships | ||
Current assets | ||
Finite lived intangible assets, net | 251,255 | 257,362 |
Other Intangible Assets | ||
Current assets | ||
Finite lived intangible assets, net | $ 173,625 | $ 183,321 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Allowance for credit loss | $ 56,660 | $ 58,965 |
Accumulated depreciation on property and equipment | $ 1,925,422 | $ 1,912,651 |
Preferred stock (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 225,000,000 | 225,000,000 |
Preferred stock, shares issued (in shares) | 3,290,000 | 3,290,000 |
Preferred stock, shares outstanding (in shares) | 3,290,000 | 3,290,000 |
Preferred stock, aggregate liquidation value | $ 329,000 | $ 329,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 350,314,000 | 346,430,000 |
Common stock, shares outstanding (in shares) | 326,307,000 | 323,501,000 |
Treasury stock, shares held (in shares) | 24,007,000 | 22,930,000 |
Customer Relationships | ||
Accumulated amortization on finite lived intangible assets | $ 784,763 | $ 771,479 |
Other Intangible Assets | ||
Accumulated amortization on finite lived intangible assets | $ 754,436 | $ 751,917 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Operating Activities | |||
Net income (loss) | $ 47,678 | $ (260,194) | |
Adjustments to reconcile net income (loss) to cash used in operating activities: | |||
Gain on sale of assets and investments | (192,151) | (14,532) | |
Depreciation and amortization | 50,108 | 73,223 | |
Stock-based compensation expense | 27,605 | 24,426 | |
Amortization of upfront incentive consideration | 11,325 | 15,825 | |
Loss on extinguishment of debt | 3,533 | 0 | $ 13,000 |
Amortization of debt discount and issuance costs | 3,438 | 2,853 | |
Deferred income taxes | (2,570) | (2,004) | |
Provision for expected credit losses | 1,997 | (2,226) | |
(Income) loss from discontinued operations | (134) | 263 | |
Other | (485) | 1,396 | |
Changes in operating assets and liabilities: | |||
Accounts and other receivables | (106,655) | (41,144) | |
Prepaid expenses and other current assets | (20,631) | (18,008) | |
Capitalized implementation costs | (4,481) | (5,022) | |
Upfront incentive consideration | (700) | (2,185) | |
Other assets | 23,353 | 3,176 | |
Accrued compensation and related benefits | (59,748) | 681 | |
Accounts payable and other accrued liabilities | 72,890 | 17,433 | |
Deferred revenue including upfront solution fees | 6,545 | 8,636 | |
Cash used in operating activities | (139,083) | (197,403) | |
Investing Activities | |||
Net proceeds from dispositions | 392,268 | 14,840 | |
Additions to property and equipment | (17,403) | (6,435) | |
Cash provided by investing activities | 374,865 | 8,405 | |
Financing Activities | |||
Payments on borrowings from lenders | (625,296) | (6,295) | |
Proceeds of borrowings from lenders | 625,000 | 0 | |
Net payment on the settlement of equity-based awards | (10,309) | (12,434) | |
Debt prepayment fees and issuance costs | (10,185) | 0 | |
Dividends paid on preferred stock | (5,346) | (5,428) | |
Other financing activities | 301 | (64) | |
Cash used in financing activities | (25,835) | (24,221) | |
Cash Flows from Discontinued Operations | |||
Cash used in operating activities | (1,680) | (281) | |
Cash used in discontinued operations | (1,680) | (281) | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (205) | (1,247) | |
Increase (decrease) in cash, cash equivalents and restricted cash | 208,062 | (214,747) | |
Cash, cash equivalents and restricted cash at beginning of period | 999,391 | 1,499,665 | 1,499,665 |
Cash, cash equivalents and restricted cash at end of period | $ 1,207,453 | $ 1,284,918 | $ 999,391 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' (DEFICIT) EQUITY - USD ($) $ in Thousands | Total | Preferred Stock | Common Stock | Additional Paid in Capital | Treasury Stock | Retained Deficit | Accumulated Other Comprehensive Loss | Noncontrolling Interest | |
Preferred stock, beginning balance (in shares) at Dec. 31, 2020 | 3,340,000 | ||||||||
Stockholders' equity, beginning balance at Dec. 31, 2020 | $ 285,154 | $ 33 | $ 3,387 | $ 2,985,077 | $ (474,790) | $ (2,099,624) | $ (135,957) | $ 7,028 | |
Stockholders' equity, beginning balance (in shares) at Mar. 31, 2021 | 341,562,653 | 22,130,174 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Comprehensive income (loss) | (259,979) | (260,678) | 215 | 484 | |||||
Preferred stock dividends | [1] | (5,428) | (5,428) | ||||||
Settlement of stock-based awards (in shares) | 2,900,693 | 764,947 | |||||||
Settlement of stock-based awards | (12,434) | $ 29 | 148 | $ (12,611) | |||||
Stock-based compensation expense | 24,426 | 24,426 | |||||||
Preferred stock, ending balance (in shares) at Mar. 31, 2021 | 3,340,000 | ||||||||
Stockholders' equity, ending balance at Mar. 31, 2021 | $ 31,739 | $ 33 | $ 3,416 | 3,009,651 | $ (487,401) | (2,365,730) | (135,742) | 7,512 | |
Stockholders' equity, ending balance (in shares) at Dec. 31, 2020 | 338,661,960 | 21,365,227 | |||||||
Preferred stock, beginning balance (in shares) at Dec. 31, 2021 | 3,290,000 | 3,290,000 | |||||||
Stockholders' equity, beginning balance at Dec. 31, 2021 | $ (499,717) | $ 33 | $ 3,464 | 3,115,719 | $ (498,141) | (3,049,695) | (80,287) | 9,190 | |
Stockholders' equity, beginning balance (in shares) at Mar. 31, 2022 | 350,314,000 | 350,314,109 | 24,006,846 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Comprehensive income (loss) | $ 50,142 | 47,406 | 2,464 | 272 | |||||
Preferred stock dividends | [1] | (5,346) | (5,346) | ||||||
Settlement of stock-based awards (in shares) | 3,883,688 | 1,077,178 | |||||||
Settlement of stock-based awards | (10,270) | $ 39 | (9) | $ (10,300) | |||||
Stock-based compensation expense | 27,605 | 27,605 | |||||||
Other | $ (119) | (119) | |||||||
Preferred stock, ending balance (in shares) at Mar. 31, 2022 | 3,290,000 | 3,290,000 | |||||||
Stockholders' equity, ending balance at Mar. 31, 2022 | $ (437,705) | $ 33 | $ 3,503 | $ 3,143,315 | $ (508,441) | $ (3,007,635) | $ (77,823) | $ 9,343 | |
Stockholders' equity, ending balance (in shares) at Dec. 31, 2021 | 346,430,000 | 346,430,421 | 22,929,668 | ||||||
[1] | Our mandatory convertible preferred stock accumulates cumulative dividends at an annual rate of 6.50%. |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' (DEFICIT) EQUITY (Parenthetical) | Aug. 24, 2020 | Mar. 31, 2022 | Mar. 31, 2021 |
6.50% Series A Mandatory Convertible Preferred Stock | |||
Annual percentage rate | 6.50% | 6.50% | 6.50% |
General Information
General Information | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
General Information | General Information Sabre Corporation is a Delaware corporation formed in December 2006. On March 30, 2007, Sabre Corporation acquired Sabre Holdings Corporation (“Sabre Holdings”). Sabre Holdings is the sole direct subsidiary of Sabre Corporation. Sabre GLBL Inc. ("Sabre GLBL") is the principal operating subsidiary and sole direct subsidiary of Sabre Holdings. Sabre GLBL or its direct or indirect subsidiaries conduct all of our businesses. In these consolidated financial statements, references to “Sabre,” the “Company,” “we,” “our,” “ours” and “us” refer to Sabre Corporation and its consolidated subsidiaries unless otherwise stated or the context otherwise requires. Recent Events— The travel industry continues to be adversely affected by the global health crisis due to the outbreak of the coronavirus ("COVID-19"), as well as by government directives that have been enacted to slow the spread of the virus. As expected, this pandemic has continued to have a material impact on our consolidated financial results in the first quarter of 2022. Despite the continued negative impacts of the COVID-19 pandemic on our business and global travel volumes, we have seen some continued improvement in our key volume metrics during the first quarter of 2022 as compared to the prior year as COVID-19 vaccines have continued to be administered and some travel restrictions have been relaxed. While domestic bookings continue to exceed international bookings, international bookings also continue to improve, resulting in year-over-year revenue improvement. With the continued increase in volumes, our incentive consideration costs have also increased significantly compared to the prior year. The inputs into our judgments and estimates consider the economic implications of COVID-19 on our critical and significant accounting estimates. Our air booking cancellation reserve totaled $15 million and $18 million as of March 31, 2022, and December 31, 2021, respectively. Additionally, our allowance for credit losses at March 31, 2022 was $58 million, a decrease of $2 million from December 31, 2021. The provision for credit losses for the three months ended March 31, 2022 was $2 million, and for the three months ended March 31, 2021 was a reversal of $2 million due to the recovery experienced in 2021. See Note 5. Credit Losses. We believe our cash position and the liquidity measures we have taken will provide additional flexibility as we manage through the global economic recovery from the COVID-19 pandemic. As a result, we believe that we have resources to sufficiently fund our liquidity requirements over at least the next twelve months; however, given the magnitude of travel decline and the unknown duration of the COVID-19 impact, we will continue to monitor our liquidity levels and take additional steps should we determine they are necessary. Subsequent to the initiation of the current military conflict in Ukraine, we terminated our distribution agreement with Public Joint Stock Company Aeroflot Russian Airlines ("Aeroflot"). In addition, air travel in and to Russia, Ukraine, and Belarus has substantially declined, including as a result of sanctions imposed on those countries. While none of Russia, Ukraine, and Belarus constituted a significant portion of our financial results in 2021, we have experienced significantly reduced GDS bookings and passengers boarded in Russia, Belarus and Ukraine beginning in the middle of the first quarter of 2022, and these reductions are ongoing. For reference, our Travel Solutions revenue generated in Russia represented a low-single digit percentage of our total 2019 Travel Solutions revenue. An expansion in the scope of the current conflict or any economic disruption, or any expansion of sanctions or export controls, could have a material adverse effect on our results of operations. Basis of Presentation— The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, these financial statements contain all adjustments, consisting of normal recurring accruals, necessary to present fairly the financial position, results of operations and cash flows for the periods indicated. Operating results for the three months ended March 31, 2022 are not necessarily indicative of results that may be expected for any other interim period or for the year ending December 31, 2022. The accompanying interim financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included in our Annual Report on Form 10-K filed with the SEC on February 18, 2022 . We consolidate all majority-owned subsidiaries and companies over which we exercise control through majority voting rights. No entities are consolidated due to control through operating agreements, financing agreements or as the primary beneficiary of a variable interest entity. The consolidated financial statements include our accounts after elimination of all significant intercompany balances and transactions. All dollar amounts in the financial statements and the tables in the notes, except per share amounts, are stated in thousands of U.S. dollars unless otherwise indicated. All amounts in the notes reference results from continuing operations unless otherwise indicated. Use of Estimates —The preparation of these interim financial statements in conformity with GAAP requires that certain amounts be recorded based on estimates and assumptions made by management. Actual results could differ from these estimates and assumptions. Our accounting policies that utilize significant estimates and assumptions include: (i) estimation for revenue recognition and multiple performance obligation arrangements, (ii) determination of the fair value of assets and liabilities acquired in a business combination, (iii) the evaluation of the recoverability of the carrying value of long-lived assets and goodwill, (iv) assumptions utilized to test recoverability of capitalized implementation costs and customer and subscriber advances, (v) judgments in capitalization of software developed for internal use, (vi) the evaluation of uncertainties surrounding the calculation of our tax assets and liabilities, (vii) estimation of the air booking cancellation reserve, and (viii) the evaluation of the allowance for credit losses. Our use of estimates and the related accounting policies are discussed in the consolidated financial statements and related notes thereto included in our Annual Report on Form 10-K filed with the SEC on February 18, 2022. Given the uncertainties surrounding the duration and effects of COVID-19, including any variants, we cannot provide assurance that the assumptions used in our estimates will be accurate and the impacts could be material on our cancellation reserves, credit loss provisions and results of operations. Adoption of New Accounting Standards In March 2022, the Financial Accounting Standards Board ("FASB") issued updated guidance on derivatives and hedging which allows entities to apply fair value hedging to closed portfolios of prepayable financial assets without having to consider prepayment risk or credit risk when measuring the assets. The amendments allow multiple hedged layers to be designated for a single closed portfolio for financial assets or one or more beneficial interests secured by a portfolio of financial instruments. As a result, an entity can achieve hedge accounting for hedges of a greater proportion of the interest rate risk inherent in the assets included in the closed portfolio, further aligning hedge accounting with risk management strategies. The standard is effective for public entities for fiscal years beginning after December 15, 2022, with early adoption permitted. We adopted this standard in the first quarter of 2022 and there was no impact to our consolidated financial statements for the three months ended March 31, 2022 as a result of the adoption. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers Contract Balances Revenue recognition for a significant portion of our revenue coincides with normal billing terms, including our transactional revenues, Software-as-a-Service ("SaaS") revenues, and hosted revenues. Timing differences among revenue recognition, unconditional rights to bill, and receipt of contract consideration may result in contract assets or contract liabilities. The following table presents our assets and liabilities with customers as of March 31, 2022 and December 31, 2021 (in thousands). Account Consolidated Balance Sheet Location March 31, 2022 December 31, 2021 Contract assets and customer advances and discounts (1) Prepaid expenses and other current assets / other assets, net $ 78,840 $ 79,682 Trade and unbilled receivables, net Accounts receivable, net 332,911 258,800 Long-term trade unbilled receivables, net Other assets, net 18,027 23,709 Contract liabilities Deferred revenues / other noncurrent liabilities 137,380 135,273 ______________________ (1) Includes contract assets of $12 million and $11 million for March 31, 2022 and December 31, 2021, respectively. During the three months ended March 31, 2022, we recognized revenue of approximately $7 million from contract liabilities that existed as of January 1, 2022. Our long-term trade unbilled receivables, net relate to fixed license fees billed over the contractual period and recognized when the customer gains control of the software. We evaluate collectability of our accounts receivable based on a combination of factors and record reserves as described further in Note 5. Credit Losses. Revenue The following table presents our revenues disaggregated by business (in thousands): Three Months Ended March 31, 2022 2021 Distribution $ 342,888 $ 151,781 IT Solutions 191,110 137,094 Total Travel Solutions 533,998 288,875 SynXis Software and Services 49,734 38,730 Other 6,270 3,485 Total Hospitality Solutions 56,004 42,215 Eliminations (5,092) (3,606) Total Sabre Revenue $ 584,910 $ 327,484 We may occasionally recognize revenue in the current period for performance obligations partially or fully satisfied in the previous periods resulting from changes in estimates for the transaction price, including any changes to our assessment of whether an estimate of variable consideration is constrained. For the three months ended March 31, 2022, the impact on revenue recognized in the current period from performance obligations partially or fully satisfied in the previous period is $24 million, which is due to the recognition of revenue that was previously deferred but became recognizable due to a change in facts and circumstances associated with an IT Solutions customer located in Eastern Europe. It is no longer considered probable that this revenue will be reversed and this amount was fully paid by the customer. Unearned performance obligations primarily consist of deferred revenue for fixed implementation fees and future product implementations, which are included in deferred revenue and other noncurrent liabilities in our consolidated balance sheet. We have not disclosed the performance obligation related to contracts containing minimum transaction volume, as it represents a subset of our business, and therefore would not be meaningful in understanding the total future revenues expected to be earned from our long-term contracts. |
Dispositions
Dispositions | 3 Months Ended |
Mar. 31, 2022 | |
Business Combinations [Abstract] | |
Dispositions | Dispositions AirCentre Disposition On October 28, 2021, we announced that we entered into an agreement with a third party to sell our suite of flight and crew management and optimization solutions, which represents our AirCentre airline operations portfolio. The assets and liabilities associated with the AirCentre portfolio are presented as held for sale on our consolidated balance sheets as of December 31, 2021. On February 28, 2022, we completed the sale of AirCentre to a third party for cash proceeds of $392 million. The operating results of AirCentre are included within Travel Solutions for all periods presented through the date of sale. The net assets of AirCentre disposed of primarily included goodwill of $146 million, working capital of $18 million, and other assets, net of $25 million. We recorded a pre-tax gain on sale of approximately $192 million (after-tax $121 million) in Other, net in our consolidated statements of operations for the three months ended March 31, 2022. In connection with the closing of the transaction, we entered into a Transition Services Agreement ("TSA") with the acquirer, under which we will provide transition services consisting of technology, administrative and other services for up to a twenty-four month period to provide for an orderly transition and facilitate the ongoing operations of the AirCentre business. Consideration received under the TSA is primarily based on a fixed fee for each service provided. To the extent a contract was unable to be assigned by the time of close, we will continue to invoice and collect any relevant consideration and transfer the economic benefit to the acquirer. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the three months ended March 31, 2022, we recognized $1 million of income tax benefit, representing a negative effective tax rate of 1%, compared to an income tax expense of $4 million, representing a negative effective tax rate of 2% for the three months ended March 31, 2021. The effective tax rate remained relatively flat for the three months ended March 31, 2022 as compared to the same period in 2021 . The difference between our effective tax rates and the U.S. federal statutory income tax rate primarily results from valuation allowances, our geographic mix of taxable income in various tax jurisdictions, tax permanent differences and tax credits. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. We consider the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax-planning strategies in making this assessment. We believe it is more likely than not that the results of future operations will not generate sufficient taxable income in the U.S. and in certain foreign jurisdictions to realize the full benefit of its deferred tax assets. On the basis of this evaluation, as of March 31, 2022, a cumulative valuation allowance of $420 million has been recorded to recognize only the portion of the deferred tax asset that is more likely than not to be realized. The amount of the deferred tax asset considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are reduced or increased. We recognize liabilities when we believe that an uncertain tax position may not be fully sustained upon examination by the tax authorities. This evaluation requires significant judgment, the use of estimates, and the interpretation and application of complex tax laws. When facts and circumstances change, we reassess these probabilities and record any changes in the consolidated financial statements as appropriate. Our net unrecognized tax benefits, excluding interest and penalties, included in our consolidated balance sheets, were $80 million and $85 million as of March 31, 2022 and December 31, 2021, respectively. |
Credit Losses
Credit Losses | 3 Months Ended |
Mar. 31, 2022 | |
Credit Loss [Abstract] | |
Credit Losses | Credit Losses We are exposed to credit losses primarily through our sales of services provided to participants in the travel and transportation industry, which we consider to be our singular portfolio segment. We develop and document our methodology used in determining the allowance for credit losses at the portfolio segment level. Within the travel portfolio segment, we identify airlines, hoteliers and travel agencies as each presenting unique risk characteristics associated with historical credit loss patterns, and we determine the adequacy of our allowance for credit loss by assessing the risks and losses inherent in our receivables related to each. We evaluate the collectability of our receivables based on a combination of factors. In circumstances where we are aware of a specific customer’s inability to meet its financial obligations to us, such as bankruptcy filings or failure to pay amounts due to us or others, we specifically reserve for bad debts against amounts due to reduce the recorded receivable to the amount we reasonably believe will be collected. For all other customers, we record reserves for receivables, including unbilled receivables and contract assets, based on historical experience and the length of time the receivables are past due. The estimate of credit losses is developed by analyzing historical twelve-month collection rates and adjusting for current customer-specific factors indicating financial instability and other macroeconomic factors that correlate with the expected collectability of our receivables. Our allowance for credit losses relates to all financial assets, primarily trade receivables due in less than one year recorded in Accounts Receivable, net on our consolidated balance sheets. Our allowance for credit losses for the three months ended March 31, 2022 for our portfolio segment is summarized as follows (in thousands): Three Months Ended Balance at December 31, 2021 $ 59,646 Provision for expected credit losses 1,997 Write-offs (3,864) Other (263) Balance at March 31, 2022 $ 57,516 Our provision for expected credit losses for the three months ended March 31, 2022 increased $4 million to a provision of $2 million from a reversal of $2 million in the same period in the prior year. In the prior year quarter and throughout the year of 2021, we experienced the reversal of provisions recorded during 2020, as the economy began to recover and payment experience began to improve. Macro-economic factors, including the economic downturn, lack of liquidity in the capital markets resulting from the COVID-19 pandemic and lack of additional government funding, can have a significant effect on additions to the allowance as the pandemic or the current economic environment may continue to result in restructuring or bankruptcy of additional customers. Given the uncertainties surrounding the duration and effects of COVID-19, including any variants, we cannot provide assurance that the assumptions used in our estimates will be accurate and actual write-offs may vary from our estimates. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Debt As of March 31, 2022 and December 31, 2021, our outstanding debt included in our consolidated balance sheets totaled $4,749 million and $4,753 million, respectively, which are net of debt issuance costs of $43 million and $45 million, respectively, and unamortized discounts of $14 million and $9 million, respectively. The following table sets forth the face values of our outstanding debt as of March 31, 2022 and December 31, 2021 (in thousands): Rate Maturity March 31, 2022 December 31, 2021 Senior secured credit facilities: Term Loan B L + 2.00% February 2024 $ 1,183,129 $ 1,805,806 Other Term Loan B S (1) + 4.25% June 2028 625,000 — Term Loan B-1 L + 3.50% December 2027 400,970 401,980 Term Loan B-2 L + 3.50% December 2027 639,170 640,780 9.25% senior secured notes due 2025 9.250% April 2025 775,000 775,000 7.375% senior secured notes due 2025 7.375% September 2025 850,000 850,000 4.00% senior exchangeable notes due 2025 4.000% April 2025 333,220 333,220 Face value of total debt outstanding 4,806,489 4,806,786 Less current portion of debt outstanding (16,730) (29,290) Face value of long-term debt outstanding $ 4,789,759 $ 4,777,496 ______________________ (1) Represents the Secured Overnight Financing Rate ("SOFR") We had outstanding letters of credit totaling $13 million and $10 million as of March 31, 2022 and December 31, 2021, respectively, which were secured by a $20 million cash collateral deposit account. Senior Secured Credit Facilities Refinancing Transactions On August 23, 2017, Sabre GLBL entered into a Fourth Incremental Term Facility Amendment to our Amended and Restated Credit Agreement, Term Loan A Refinancing Amendment to our Amended and Restated Credit Agreement, and Second Revolving Facility Refinancing Amendment to our Amended and Restated Credit Agreement (the “2017 Refinancing”). The 2017 Refinancing included a $400 million revolving credit facility ("Revolver") as well as the application of the proceeds of the approximately $1,891 million incremental Term Loan B facility (“Term Loan B”) and $570 million Term Loan A facility (“Term Loan A”). On August 27, 2020, Sabre GLBL entered into a Third Revolving Facility Refinancing Amendment to the Amended and Restated Credit Agreement (the "Third Revolving Refinancing Amendment") and the First Term A Loan Extension Amendment to the Amended and Restated Credit Agreement (the "Term A Loan Extension Amendment" and, together with the Third Revolving Refinancing Amendment, the "2020 Refinancing"), which extended the maturity of the Revolver from July 1, 2022 to November 23, 2023 at the earliest and February 22, 2024 at the latest, depending on certain "springing" maturity conditions as described in the Third Revolving Refinancing Amendment. In addition to extending the maturity date of the Revolver, the 2020 Refinancing also provided that, during any covenant suspension resulting from a "Material Travel Event Disruption" (as defined in the Amended and Restated Credit Agreement), including during the current covenant suspension period, we were required to maintain liquidity of at least $300 million on a monthly basis, which was lowered in December 2020 from $450 million. In addition, during this covenant suspension, the 2020 Refinancing limited certain payments to equity holders, certain investments, certain prepayments of unsecured debt and the ability of certain subsidiaries to incur additional debt. The applicable margins for the Revolver were between 2.50% and 1.75% per annum for Eurocurrency rate loans and between 1.50% and 0.75% per annum for base rate loans, with the applicable margin for any quarter reduced by 25 basis points (up to 75 basis points total) if the Senior Secured First-Lien Net Leverage Ratio (as defined in the Amended and Restated Credit Agreement) was less than 3.75 to 1.0, 3.00 to 1.0, or 2.25 to 1.0, respectively. These interest rate spreads for the Revolver were increased by 0.25%, during covenant suspension, in connection with the 2020 Refinancing. On December 17, 2020, Sabre GLBL entered into a Sixth Term A Loan Refinancing and Incremental Amendment to our Amended and Restated Credit Agreement, resulting in additional Term Loan B borrowings of $637 million ("Other Term B Loans") due December 17, 2027. The applicable interest rate margins for the Other Term B Loans are 4.00% per annum for Eurocurrency rate loans and 3.00% per annum for base rate loans, with a floor of 0.75% for the Eurocurrency rate, and 1.75% for the base rate, respectively. The net proceeds of $623 million from the issuance, net of underwriting fees and commissions, were used to fully redeem both the $500 million outstanding 5.25% senior secured notes due November 2023 and the $134 million outstanding Term Loan A. We incurred no material additional indebtedness as a result of these transactions, other than amounts for certain interest, fees and expenses. We recognized a loss on extinguishment of debt of $11 million during the year ended December 31, 2020 in connection with these transactions, which consisted of a redemption premium of $6 million and the write-off of unamortized debt issuance costs of $5 million. On July 12, 2021, we entered into agreements to refinance the Other Term Loan B facility and the Revolver, and terminated the revolving commitments thereunder (the "2021 Refinancing"). We incurred no additional indebtedness as a result of the 2021 Refinancing, other than amounts covering certain interest, fees and expenses. Among other things, the 2021 Refinancing amended the financial performance covenant to remove the minimum liquidity requirement of $300 million, the Total Net Leverage Ratio maintenance requirement, and certain other limitations. The 2021 Refinancing included the application of the proceeds of (i) a new $404 million term loan “B-1” facility (the “New Term B-1 Facility”) and (ii) a new $644 million term loan “B-2” facility (the "New Term B-2 Facility" and together with the New Term B-1 Facility, the “New Facilities”), borrowed by Sabre GLBL under our Amended and Restated Credit Agreement, to pay down in full approximately $634 million of Other Term B Loans and the outstanding $400 million Revolver balance, and to terminate the revolving commitments thereunder. The remaining proceeds, net of a $3 million discount, were used to pay a $6 million redemption premium and $6 million in other fees associated with the refinancing. We recognized a loss on extinguishment of debt in connection with these transactions during the year ended December 31, 2021 of $13 million and debt modification costs for financing fees of $2 million recorded to Other, net. The New Facilities mature on December 17, 2027, and we have the ability to prepay the New Facilities after December 17, 2021 without a premium. In addition, on July 2, 2021, in anticipation of the Revolver repayment and termination of the revolving commitments (and related letter of credit subfacility), Sabre GLBL entered into a new $20 million bilateral letter of credit facility, which is secured by a cash collateral deposit account and included as restricted cash on our consolidated balance sheets. On March 9, 2022, we entered into an amendment to refinance a portion of the Term Loan B facility (the "2022 Refinancing"). We incurred no additional indebtedness as a result of the 2022 Refinancing, other than amounts covering certain fees and expenses. The 2022 Refinancing included the application of the proceeds of a new $625 million term loan “B” facility (the “New Other Term B Facility”), borrowed by Sabre GLBL under our Amended and Restated Credit Agreement, with the effect of extending the maturity of approximately $623 million of the existing Term Loan B credit facility under the Amended and Restated Credit Agreement. We recognized a loss on extinguishment of debt in connection with these transactions during the three months ended March 31, 2022 of $4 million and debt modification costs for financing fees of $1 million recorded to Other, net. The New Other Term B Facility matures on June 30, 2028 and offers us the ability to prepay or repay the New Other Term B Facility after 12 months or to prepay or repay at a 101 premium before that date. The interest rates on the New Other Term B Facility are based on Term SOFR, replacing LIBOR, plus an applicable margin. Under the Amended and Restated Credit Agreement, the loan parties are subject to certain customary non-financial covenants, including restrictions on incurring certain types of indebtedness, creation of liens on certain assets, making of certain investments, and payment of dividends. We are further required to pay down the term loans with proceeds from certain asset sales, if not reinvested into the business within 15 months, as defined in the Amended and Restated Credit Agreement. As of March 31, 2022, we are in compliance with all covenants under the terms of the Amended and Restated Credit Agreement. Exchangeable Notes On April 17, 2020, Sabre GLBL entered into a new debt agreement consisting of $345 million aggregate principal amount of 4.000% senior exchangeable notes due 2025 (the “Exchangeable Notes”). The Exchangeable Notes are senior, unsecured obligations of Sabre GLBL, accrue interest payable semi-annually in arrears and mature on April 15, 2025, unless earlier repurchased or exchanged in accordance with specified circumstances and terms of the indenture governing the Exchangeable Notes. During the year ended December 31, 2021, a certain holder elected to exchange $10 million of the Exchangeable Notes for 1,269,497 shares of common stock, which we elected to settle in shares of our common stock. Additionally, certain holders elected to exchange $2 million of the Exchangeable Notes for $3 million in cash, which we elected to settle in cash. As of March 31, 2022 , we have $333 million aggregate principal amount of Exchangeable Notes outstanding. Under the terms of indenture, the notes are exchangeable into common stock of Sabre Corporation (referred to as "our common stock" herein) at the following times or circumstances: • during any calendar quarter commencing after the calendar quarter ended June 30, 2020, if the last reported sale price per share of our common stock exceeds 130% of the exchange price for each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter; • during the five consecutive business days immediately after any five consecutive trading day period (such five consecutive trading day period, the "Measurement Period") if the trading price per $1,000 principal amount of Exchangeable Notes, as determined following a request by their holder in accordance with the procedures in the indenture, for each trading day of the Measurement Period was less than 98% of the product of the last reported sale price per share of our common stock on such trading day and the exchange rate on such trading day; • upon the occurrence of certain corporate events or distributions on our common stock, including but not limited to a “Fundamental Change” (as defined in the indenture governing the notes); • upon the occurrence of specified corporate events; or • on or after October 15, 2024, until the close of business on the second scheduled trading day immediately preceding the maturity date, April 15, 2025. With certain exceptions, upon a Change of Control or other Fundamental Change (both as defined in the indenture governing the Exchangeable Notes), the holders of the Exchangeable Notes may require us to repurchase all or part of the principal amount of the Exchangeable Notes at a repurchase price equal to 100% of the principal amount of the Exchangeable Notes, plus any accrued and unpaid interest to, but excluding, the repurchase date. As of March 31, 2022, none of the conditions allowing holders of the Exchangeable Notes to exchange have been met. As of March 31, 2022, the if-converted value of the Exchangeable Notes exceeds the outstanding principal amount by $150 million. The Exchangeable Notes are convertible at their holder’s election into shares of our common stock based on an initial conversion rate of 126.9499 shares of common stock per $1,000 principal amount of the Exchangeable Notes, which is equivalent to an initial conversion price of approximately $7.88 per share. The exchange rate is subject to anti-dilution and other adjustments. Upon conversion, Sabre GLBL will pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of common stock, at our election. If a “Make-Whole Fundamental Change” (as defined in the Exchangeable Notes Indenture) occurs with respect to any Exchangeable Note and the exchange date for the exchange of such Exchangeable Note occurs during the related “Make-Whole Fundamental Change Exchange Period” (as defined in the Exchangeable Notes Indenture), then, subject to the provisions set forth in the Exchangeable Notes Indenture, the exchange rate applicable to such exchange will be increased by a number of shares set forth in the table contained in the Exchangeable Notes Indenture, based on a function of the time since origination and our stock price on the date of the occurrence of such Make-Whole Fundamental Change. The net proceeds received from the sale of the Exchangeable Notes of $336 million, net of underwriting fees and commissions, are being used for general corporate purposes. The following table sets forth the carrying value of the Exchangeable Notes as of March 31, 2022 and December 31, 2021, (in thousands): March 31, 2022 December 31, 2021 Principal $ 333,220 $ 333,220 Less: Unamortized debt issuance costs 7,359 7,917 Net Carrying Value $ 325,861 $ 325,303 The following table sets forth interest expense recognized related to the Exchangeable Notes for the three months ended March 31, 2022 and 2021 (in thousands): Three Months Ended March 31, 2022 2021 Contractual interest expense $ 3,332 $ 3,450 Amortization of debt discount and issuance costs $ 559 $ 551 |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives Hedging Objectives —We are exposed to certain risks relating to ongoing business operations. The primary risks managed by using derivative instruments are foreign currency exchange rate risk and interest rate risk. Forward contracts on various foreign currencies are entered into to manage the foreign currency exchange rate risk on operational expenditures' exposure denominated in foreign currencies. Interest rate swaps are entered into to manage interest rate risk associated with our floating-rate borrowings. In accordance with authoritative guidance on accounting for derivatives and hedging, we designate foreign currency forward contracts as cash flow hedges on operational exposure and interest rate swaps as cash flow hedges of floating-rate borrowings. Cash Flow Hedging Strategy —To protect against the reduction in value of forecasted foreign currency cash flows, we hedge portions of our revenues and expenses denominated in foreign currencies with forward contracts. For example, when the dollar strengthens significantly against the foreign currencies, the decline in present value of future foreign currency expense is offset by losses in the fair value of the forward contracts designated as hedges. Conversely, when the dollar weakens, the increase in the present value of future foreign currency expense is offset by gains in the fair value of the forward contracts. Due to the uncertainty driven by the COVID-19 pandemic on our foreign currency exposures, we have paused entering into new cash flow hedges of forecasted foreign currency cash flows until we have more clarity regarding the recovery trajectory and its impacts on net exposures. We enter into interest rate swap agreements to manage interest rate risk exposure. The interest rate swap agreements modify our exposure to interest rate risk by converting floating-rate debt to a fixed rate basis, thus reducing the impact of interest rate changes on future interest expense and net earnings. These agreements involve the receipt of floating rate amounts in exchange for fixed rate interest payments over the life of the agreements without an exchange of the underlying principal amount. For derivative instruments that are designated and qualify as cash flow hedges, the effective portions and ineffective portions of the gain or loss on the derivative instruments, and the hedge components excluded from the assessment of effectiveness, are reported as a component of other comprehensive income (loss) (“OCI”) and reclassified into earnings in the same line item associated with the forecasted transaction and in the same period or periods during which the hedged transaction affects earnings. Derivatives not designated as hedging instruments are carried at fair value with changes in fair value reflected in Other, net in the consolidated statements of operations. Forward Contracts —In order to hedge our operational expenditures' exposure to foreign currency movements, we were a party to certain foreign currency forward contracts that extended until December 31, 2020. We designated these instruments as cash flow hedges. As of March 31, 2022 and December 31, 2021, we had no unsettled forward contracts. Interest Rate Swap Contracts —We had no interest rate swaps outstanding as of March 31, 2022 or December 31, 2021. Interest rate swaps matured during the year ended December 31, 2021 as follows: Notional Amount Interest Rate Interest Rate Paid Effective Date Maturity Date Designated as Hedging Instrument $600 million 1 month LIBOR (1) 2.81% December 31, 2020 December 31, 2021 ______________________ (1) Subject to a 1% floor. In April 2018, we entered into forward starting interest rate swaps to hedge the interest payments associated with $450 million of the floating-rate Term Loan B related to the year 2021. In December 2018, we entered into forward starting interest rate swaps to hedge the interest payments associated with $150 million of the floating-rate Term Loan B for the year 2021. We designated these swaps as cash flow hedges. Subsequent to March 31, 2022, on April 1, 2022, we entered into an interest rate swap to hedge interest payments associated with $200 million of the floating rate Other Term Loan B related to the years 2022 and 2023. The total notional outstanding of $200 million became effective April 30, 2022. There are no effects of derivative instruments, net of taxes, on OCI for the three months ended March 31, 2022. The effects of derivative instruments, net of taxes, on OCI for the three months ended March 31, 2021 are as follows (in thousands): Amount of Loss Recognized in OCI on Derivative, Three Months Ended March 31, Derivatives in Cash Flow Hedging Relationships 2021 Interest rate swaps (3) Total $ (3) Amount of Loss Reclassified from Accumulated OCI into Income, Effective Portion Derivatives in Cash Flow Hedging Relationships Income Statement Location Three Months Ended March 31, 2021 Interest rate swaps Interest expense, net 3,128 Total $ 3,128 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market for that asset or liability. Guidance on fair value measurements and disclosures establishes a valuation hierarchy for disclosure of inputs used in measuring fair value defined as follows: Level 1—Inputs are unadjusted quoted prices that are available in active markets for identical assets or liabilities. Level 2—Inputs include quoted prices for similar assets and liabilities in active markets and quoted prices in non-active markets, inputs other than quoted prices that are observable, and inputs that are not directly observable, but are corroborated by observable market data. Level 3—Inputs that are unobservable and are supported by little or no market activity and reflect the use of significant management judgment. The classification of a financial asset or liability within the hierarchy is determined based on the least reliable level of input that is significant to the fair value measurement. In determining fair value, we utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. We also consider the counterparty and our own non-performance risk in our assessment of fair value. Financial Instruments The carrying value of our financial instruments including cash and cash equivalents, restricted cash and accounts receivable approximates their fair values due to the short term nature of these instruments. The fair values of our Exchangeable Notes, senior secured notes due 2025 and term loans under our Amended and Restated Credit Agreement are determined based on quoted market prices for a similar liability when traded as an asset in an active market, a Level 2 input. The following table presents the fair value and carrying value of our senior notes and borrowings under our senior secured credit facilities as of March 31, 2022 and December 31, 2021 (in thousands): Fair Value at Carrying Value at (1) Financial Instrument March 31, 2022 December 31, 2021 March 31, 2022 December 31, 2021 Term Loan B $ 1,168,340 $ 1,767,432 $ 1,181,690 $ 1,803,318 Other Term Loan B 596,094 — 618,080 — Term Loan B-1 396,960 397,458 400,062 401,036 Term Loan B-2 633,178 633,171 634,011 635,416 9.25% senior secured notes due 2025 859,522 877,916 775,000 775,000 7.375% senior secured notes due 2025 888,990 886,423 850,000 850,000 4.00% senior exchangeable notes due 2025 548,663 454,459 333,220 333,220 ______________________ (1) Excludes net unamortized debt issuance costs. Assets that are Measured at Fair Value on a Nonrecurring Basis We assess goodwill and other intangible assets with indefinite lives for impairment annually or more frequently if indicators arise. We continually monitor events and changes in circumstances such as changes in market conditions, near and long-term demand and other relevant factors, that could indicate that the fair value of any one of our reporting units may more likely than not have fallen below its respective carrying amount. We have not identified any triggering events or changes in circumstances since the performance of our annual goodwill impairment test that would require us to perform another goodwill impairment test and we did not record any goodwill impairment charges for the three months ended March 31, 2022 or March 31, 2021.. As we cannot predict the duration or scope of the COVID-19 pandemic, future impairments may occur and the negative financial impact to our consolidated financial statements and results of operations of potential future impairments cannot be reasonably estimated but could be material. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss As of March 31, 2022 and December 31, 2021, the components of accumulated other comprehensive loss, net of related deferred income taxes, are as follows (in thousands): March 31, 2022 December 31, 2021 Defined benefit pension and other postretirement benefit plans $ (81,678) $ (84,773) Unrealized foreign currency translation gain 4,997 6,282 Share of other comprehensive loss of equity method investments (1,142) (1,796) Total accumulated other comprehensive loss, net of tax $ (77,823) $ (80,287) The amortization of actuarial losses and periodic service credits associated with our retirement-related benefit plans is primarily included in Other, net in the consolidated statements of operations. On March 11, 2021, the American Rescue Plan Act ("ARPA") of 2021 was signed into law, which modified funding requirements for single-employer defined benefit pension plans by restarting and extending the amortization of funding shortfalls and extending and enhancing interest rate stabilization percentages. We have elected to use excess contributions resulting from a reduction to past contribution requirements allowed by ARPA to offset remaining required contributions. As of March 31, 2022, we have not contributed to our defined benefit pension plan in 2022 and do not expect to make any contributions for the year. See Note 7. Derivatives, for information on the income statement line items affected as the result of reclassification adjustments associated with derivatives. |
Stock and Stockholders' Equity
Stock and Stockholders' Equity | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Stock and Stockholders' Equity | Stock and Stockholders' Equity Preferred Stock On August 24, 2020, we completed an offering of 3,340,000 shares of our 6.50% Series A Mandatory Convertible Preferred Stock (the "Preferred Stock"), which generated net proceeds of approximately $323 million for use as general corporate purposes. During the year ended December 31, 2021, a certain holder elected to convert 50,000 shares of preferred stock to 595,240 shares of common stock, leaving 3,290,000 shares outstanding. The Preferred Stock accumulates cumulative dividends at a rate per annum equal to 6.50% of the liquidation preference of $100 per share (equivalent to $6.50 annually per share) payable in cash or, subject to certain limitations, by delivery of shares of our common stock or any combination of cash and shares of our common stock, at our election; provided, however, that any undeclared and unpaid dividends will continue to accumulate. Dividends are payable when, as and if declared by our Board of Directors, out of funds legally available for their payment to the extent paid in cash, quarterly in arrears on March 1, June 1, September 1 and December 1 of each year, beginning on December 1, 2020 and ending on, and including, September 1, 2023. Declared dividends on the Preferred Stock will be payable, at our election, in cash, shares of our common stock or a combination of cash and shares of our common stock. Subject to limited exceptions, no dividends may be declared or paid on shares of our common stock, unless all accumulated dividends have been paid or set aside for payment on all outstanding shares of our Preferred Stock for all past completed dividend periods. In the event of our voluntary or involuntary liquidation, dissolution or winding-up, no distribution of our assets may be made to holders of our common stock until we have paid to holders of our Preferred Stock a liquidation preference equal to $100 per share plus accumulated and unpaid dividends. We recorded $5 million of accrued preferred stock dividends in our consolidated results of operations for the three months ended March 31, 2022 and 2021. During the three months ended March 31, 2022 and 2021, we paid cash dividends on our preferred stock of $5 million. Unless earlier converted, each outstanding share of Preferred Stock will automatically convert, on the mandatory conversion date, which is expected to be September 1, 2023, into shares of our common stock at a rate between 11.9048 and 14.2857, subject to customary anti-dilution adjustments. The number of shares of our common stock issuable upon conversion will be determined based on the average volume-weighted average price per share of our common stock over the 20 consecutive trading day period beginning on, and including, the 21st scheduled trading day immediately before September 1, 2023. The number of shares issued at conversion based on the unadjusted conversion rates will be between 39 million and 47 million shares. Holders of the Preferred Stock have the right to convert all or any portion of their shares at any time until the close of business on the mandatory conversion date. Early conversions that are not in connection with a “Make-Whole Fundamental Change” (as defined in the Certificate of Designations governing the Preferred Stock) will be settled at the minimum conversion rate of 11.9048. If a Make-Whole Fundamental Change occurs, holders of the Preferred Stock will, in certain circumstances, be entitled to convert their shares at an increased conversion rate for a specified period of time and receive an amount to compensate them for certain unpaid accumulated dividends and any remaining future scheduled dividend payments. The Preferred Stock is not redeemable at our election before the mandatory conversion date. The holders of the Preferred Stock will not have any voting rights, with limited exceptions. In the event that Preferred Stock dividends have not been declared and paid in an aggregate amount corresponding to six or more dividend periods, whether or not consecutive, the holders of the Preferred Stock will have the right to elect two new directors until all accumulated and unpaid Preferred Stock dividends have been paid in full, at which time that right will terminate. Share Repurchase Program In February 2017, we announced the approval of a multi-year share repurchase program (the "Share Repurchase Program") to purchase up to $500 million of Sabre's common stock outstanding. Repurchases under the Share Repurchase Program may take place in the open market or privately negotiated transactions. During the three months ended March 31, 2022, we did not repurchase any shares pursuant to the Share Repurchase Program. On March 16, 2020, we announced the suspension of share repurchases under the Share Repurchase Program in conjunction with certain cash management measures we undertook as a result of the market conditions caused by COVID-19. Approximately $287 million remains authorized for repurchases under the Share Repurchase Program as of March 31, 2022. Exchangeable Notes On April 17, 2020, we issued $345 million aggregate principal amount of Exchangeable Notes. Under the terms of indenture, the Exchangeable Notes are exchangeable into our common stock under specified circumstances. During the year ended December 31, 2021 , a certain holder elected to exchange $10 million of the Exchangeable Notes for 1,269,497 shares of common stock. We elected to settle this conversion in shares of our common stock. As of March 31, 2022, we have $333 million aggregate principal amount of Exchangeable Notes outstanding. See Note 6. Debt for further details. We expect to settle the principal amount of the outstanding Exchangeable Notes in shares of our common stock. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table reconciles the numerators and denominators used in the computations of basic and diluted earnings per share from continuing operations (in thousands, except per share data): Three Months Ended March 31, 2022 2021 Numerator: Income (loss) from continuing operations $ 47,544 $ (259,931) Less: Net income attributable to noncontrolling interests 272 484 Less: Preferred stock dividends 5,346 5,428 Net income (loss) from continuing operations available to common stockholders, basic 41,926 (265,843) Add: Interest expense and amortization of debt discount and issuance costs for exchangeable notes, net of tax 3,074 — Add: Preferred stock dividends 5,346 — Net income (loss) from continuing operations available to common stockholders, diluted $ 50,346 $ (265,843) Denominator: Basic weighted-average common shares outstanding 323,658 317,634 Add: Dilutive effect of stock options and restricted stock awards 4,251 — Add: Dilutive effect of exchangeable notes 42,302 — Add: Dilutive effect of preferred shares 39,167 — Diluted weighted-average common shares outstanding 409,378 317,634 Earnings per share from continuing operations: Basic $ 0.13 $ (0.84) Diluted $ 0.12 $ (0.84) Basic earnings per share is computed by dividing net income from continuing operations available to common stockholders by the weighted-average number of common shares outstanding during each period. Diluted earnings per share is computed by dividing net income from continuing operations available to common stockholders by the weighted-average number of common shares outstanding plus the effect of all dilutive common stock equivalents during each period. The diluted weighted-average common shares outstanding calculation excludes 6 million of dilutive stock options and restricted stock awards for the three months ended March 31, 2021, as their effect would be anti-dilutive given the net loss incurred in those periods. The calculation of diluted weighted-average shares excludes the impact of 2 million and 1 million of anti-dilutive common stock equivalents for the three months ended March 31, 2022 and 2021, respectively. We have used the if-converted method for calculating any potential dilutive effect of the Exchangeable Notes on our diluted net income per share. Under the if-converted method, the Exchangeable Notes are assumed to be converted at the beginning of the period and the resulting common shares are included in the denominator of the diluted earnings per share calculation for the entire period being presented and interest expense, net of tax, recorded in connection with the Exchangeable Notes is added back to the numerator, only in the periods in which such effect is dilutive. The approximately 42 million resulting common shares related to the Exchangeable Notes are not included in the dilutive weighted-average common shares outstanding calculation for the three months ended March 31, 2021 as their effect would be anti-dilutive given the net loss incurred in the period. Likewise, the potential dilutive effect of our Preferred Stock outstanding during the period was calculated using the if-converted method assuming the conversion as of the earliest period reported or at the date of issuance, if later. The resulting common shares are included in the denominator of the diluted earnings per share calculation for the entire period being presented and preferred stock dividends are added back to the numerator, only in the periods in which such effect is dilutive. The approximately 39 million resulting common shares related to the Preferred Stock are not included in the dilutive weighted-average common shares outstanding calculation for the three months ended March 31, 2021 as their effect would be anti-dilutive given the net loss incurred in the period. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Leases | Leases We lease certain facilities under long-term operating leases. Operating lease assets are included in operating lease right-of-use (“ROU”) assets within other assets, net and operating lease liabilities are included in other accrued liabilities and other noncurrent liabilities in our consolidated balance sheets. Our finance leases are not material to our consolidated financial statements and have been omitted from the information below. The following table presents supplemental cash flow information related to operating leases (in thousands): Three Months Ended March 31, 2022 2021 Supplemental Cash Flow Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases $ 6,408 $ 6,162 The following table presents supplemental balance sheet information related to operating leases (in thousands): Three Months Ended March 31, March 31, 2022 December 31, 2021 Operating Leases Operating lease right-of-use assets $ 93,898 $ 99,587 Other accrued liabilities 18,451 21,106 Other noncurrent liabilities 75,579 79,368 Total operating lease liabilities $ 94,030 $ 100,474 Our leases have remaining minimum terms that range between one ten Year Ending December 31, Operating Leases 2022 $ 14,965 2023 17,126 2024 15,682 2025 11,125 2026 11,726 Thereafter 48,993 Total 119,617 Imputed Interest (25,587) Total $ 94,030 |
Leases | Leases We lease certain facilities under long-term operating leases. Operating lease assets are included in operating lease right-of-use (“ROU”) assets within other assets, net and operating lease liabilities are included in other accrued liabilities and other noncurrent liabilities in our consolidated balance sheets. Our finance leases are not material to our consolidated financial statements and have been omitted from the information below. The following table presents supplemental cash flow information related to operating leases (in thousands): Three Months Ended March 31, 2022 2021 Supplemental Cash Flow Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases $ 6,408 $ 6,162 The following table presents supplemental balance sheet information related to operating leases (in thousands): Three Months Ended March 31, March 31, 2022 December 31, 2021 Operating Leases Operating lease right-of-use assets $ 93,898 $ 99,587 Other accrued liabilities 18,451 21,106 Other noncurrent liabilities 75,579 79,368 Total operating lease liabilities $ 94,030 $ 100,474 Our leases have remaining minimum terms that range between one ten Year Ending December 31, Operating Leases 2022 $ 14,965 2023 17,126 2024 15,682 2025 11,125 2026 11,726 Thereafter 48,993 Total 119,617 Imputed Interest (25,587) Total $ 94,030 |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies Legal Proceedings While certain legal proceedings and related indemnification obligations to which we are a party specify the amounts claimed, these claims may not represent reasonably possible losses. Given the inherent uncertainties of litigation, the ultimate outcome of these matters cannot be predicted at this time, nor can the amount of possible loss or range of loss, if any, be reasonably estimated, except in circumstances where an aggregate litigation accrual has been recorded for probable and reasonably estimable loss contingencies. A determination of the amount of accrual required, if any, for these contingencies is made after careful analysis of each matter. The required accrual may change in the future due to new information or developments in each matter or changes in approach such as a change in settlement strategy in dealing with these matters. Antitrust Litigation and Investigations US Airways Antitrust Litigation In April 2011, US Airways filed suit against us in federal court in the Southern District of New York, alleging violations of the Sherman Act Section 1 (anticompetitive agreements) and Section 2 (monopolization). The complaint was filed fewer than two months after we entered into a new distribution agreement with US Airways. In September 2011, the court dismissed all claims relating to Section 2. The claims that were not dismissed are claims brought under Section 1 of the Sherman Act, relating to our contracts with US Airways, which US Airways claims contain anticompetitive provisions, and an alleged conspiracy with the other GDSs, allegedly to maintain the industry structure and not to compete for content. We strongly deny all of the allegations made by US Airways. Sabre filed summary judgment motions in April 2014. In January 2015, the court issued an order granting Sabre's summary judgment motions in part, eliminating a majority of US Airways' alleged damages and rejecting its request for injunctive relief by which US Airways sought to bar Sabre from enforcing certain provisions in our contracts. In September 2015, the court also dismissed US Airways' claim for declaratory relief. In February 2017, US Airways sought reconsideration of the court's opinion dismissing the claim for declaratory relief, which the court denied in March 2017. US Airways estimated its damages in a range of $317 million to $482 million (before trebling), depending on certain assumptions; this quantification was substantially reduced following the court’s summary judgment ruling described above. The trial on the remaining claims commenced in October 2016. In December 2016, the jury issued a verdict in favor of US Airways with respect to its claim under Section 1 of the Sherman Act regarding Sabre's contract with US Airways and awarded it $5 million in single damages. The jury rejected US Airways' claim alleging a conspiracy with the other GDSs. Based on the jury’s verdict, in March 2017 the court entered final judgment in favor of US Airways in the amount of $15 million, which is three times the jury’s award of $5 million as required by the Sherman Act. As a result of the jury's verdict, US Airways was also entitled to receive reasonable attorneys’ fees and costs under the Sherman Act. As such, it filed a motion seeking approximately $125 million in attorneys’ fees and costs, the amount of which we strongly dispute. In January 2018, the court denied US Airways' motion seeking attorneys' fees and costs, without prejudice. In the fourth quarter of 2016, we accrued a loss of $32 million, which represented the court's final judgment of $15 million, plus our estimate of $17 million for US Airways' reasonable attorneys’ fees, expenses and costs. In April 2017, we filed an appeal with the United States Court of Appeals for the Second Circuit seeking a reversal of the judgment. US Airways also filed a counter-appeal challenging earlier court orders, including the above-referenced orders dismissing and/or issuing summary judgment as to portions of its claims and damages. In connection with this appeal, we posted an appellate bond equal to the aggregate amount of the $15 million judgment entered plus interest, which stayed the judgment pending the appeal. The Second Circuit heard oral arguments on this matter in December 2018. In September 2019, the Second Circuit issued its Order and Opinion. The Second Circuit vacated the judgment with respect to US Airways’ claim under Section 1, reversed the trial court’s dismissal of US Airways’ claims relating to Section 2, and remanded the case to district court for a new trial. In addition, the Second Circuit affirmed the trial court’s ruling limiting US Airways’ damages. The judgment in our favor on US Airways' conspiracy claim remains intact. The lawsuit has been remanded to federal court in the Southern District of New York for further proceedings. The trial began April 22, 2022. We continue to believe that our business practices and contract terms are lawful. As a result of the Second Circuit’s opinion, we believe that the claims associated with this case are not probable; therefore, in the third quarter of 2019, we reversed our previously accrued loss of $32 million and do not have any losses accrued for this matter as of March 31, 2022. We have and will incur significant fees, costs and expenses for as long as the litigation is ongoing. In addition, litigation by its nature is highly uncertain and fraught with risk, and it is therefore difficult to predict the outcome of any particular matter, including any changes to our business that may be required as a result of the litigation. If favorable resolution of the matter is not reached upon remand, any monetary damages are subject to trebling under the antitrust laws and US Airways would be eligible to be reimbursed by us for its reasonable costs and attorneys’ fees. US Airways has quantified its damages for the retrial in a range of $204 million to $299 million (before trebling), based on its payments of GDS booking fees to Sabre and depending on certain assumptions. We believe these estimates are based on faulty assumptions and analysis and therefore are highly overstated. In the event US Airways were to prevail on the merits of its claim, we believe any monetary damages awarded (before trebling) would be significantly less than either of US Airways’ proposed damage amounts. Depending on the amount of any such judgment, if we do not have sufficient cash on hand, we may be required to seek private or public financing. Depending on the outcome of the litigation, any of these consequences could have a material adverse effect on our business, financial condition and results of operations. American Airlines Commercial Litigation On June 29, 2021, American Airlines filed suit against us in state district court in Tarrant County, Texas, alleging that our New Airline Storefront, a modern retailing experience designed to enhance comparison shopping of airline offers in the GDS, and a new value-based incentive model with agencies breach our contract with American Airlines. American Airlines is seeking a temporary and permanent injunction preventing the alleged breach of contract. We strongly deny the allegations and have filed our response denying American Airlines’ allegations and seeking a declaratory judgment that, among other things, New Airline Storefront does not violate the contract and that the contract does not prohibit Sabre’s value-based fee arrangements. In October 2021, the court heard arguments to determine whether to grant a temporary injunction preventing the alleged breach of contract, and on October 27, 2021, the court issued a ruling denying the temporary injunction. The court also denied American Airlines’ subsequent motion seeking reconsideration of the court’s denial of the temporary injunction. The court has scheduled the trial to begin on January 17, 2023. We could incur significant fees, costs and expenses for as long as the litigation is ongoing. If we cannot resolve this matter favorably, we could be limited in our ability to utilize New Airline Storefront and make the value-based incentive payments until our contract with American Airlines terminates. Furthermore, if this dispute were to result in the termination of our distribution contract with American Airlines, we may be unable to negotiate a new contract with American Airlines on as favorable terms or at all, which could have a material adverse effect on our business, financial condition and results of operations. Indian Income Tax Litigation We are currently a defendant in income tax litigation brought by the Indian Director of Income Tax (“DIT”) in the Supreme Court of India. The dispute arose in 1999 when the DIT asserted that we have a permanent establishment within the meaning of the Income Tax Treaty between the United States and the Republic of India and accordingly issued tax assessments for assessment years ending March 1998 and March 1999, and later issued further tax assessments for assessment years ending March 2000 through March 2006. The DIT has continued to issue further tax assessments on a similar basis for subsequent years; however, the tax assessments for assessment years ending March 2007 and later are no longer material. We appealed the tax assessments for assessment years ending March 1998 through March 2006 and the Indian Commissioner of Income Tax Appeals returned a mixed verdict. We filed further appeals with the Income Tax Appellate Tribunal (“ITAT”). The ITAT ruled in our favor on June 19, 2009 and July 10, 2009, stating that no income would be chargeable to tax for assessment years ending March 1998 and March 1999, and from March 2000 through March 2006. The DIT appealed those decisions to the Delhi High Court, which found in our favor on July 19, 2010. The DIT has appealed the decision to the Supreme Court of India and our case is currently pending before that court. We have appealed the tax assessments for the assessment years ended March 2013 to March 2018 with the ITAT and no trial date has been set for these subsequent years. In addition, Sabre Asia Pacific Pte Ltd ("SAPPL") is currently a defendant in similar income tax litigation brought by the DIT. The dispute arose when the DIT asserted that SAPPL has a permanent establishment within the meaning of the Income Tax Treaty between Singapore and India and accordingly issued tax assessments for assessment years ending March 2000 through March 2005. SAPPL appealed the tax assessments, and the Indian Commissioner of Income Tax (Appeals) returned a mixed verdict. SAPPL filed further appeals with the ITAT. The ITAT ruled in SAPPL’s favor, finding that no income would be chargeable to tax for assessment years ending March 2000 through March 2005. The DIT appealed those decisions to the Bombay High Court and our case is pending before that court. The DIT also assessed taxes on a similar basis plus some additional issues for assessment years ending March 2006 through March 2018 and appeals for assessment years ending March 2006 through March 2016 and March 2018 are pending before the ITAT or the High Court depending on the year. If the DIT were to fully prevail on every claim against us, including SAPPL, we could be subject to taxes, interest and penalties of approximately $45 million as of March 31, 2022. We intend to continue to aggressively defend against each of the foregoing claims. Although we do not believe that the outcome of the proceedings will result in a material impact on our business or financial condition, litigation is by its nature uncertain. We do not believe this outcome is more likely than not and therefore have not made any provisions or recorded any liability for the potential resolution of any of these claims. Indian Service Tax Litigation SAPPL's Indian subsidiary is also subject to litigation by the India Director General (Service Tax) ("DGST"), which has assessed the subsidiary for multiple years related to its alleged failure to pay service tax on marketing fees and reimbursements of expenses. Indian courts have returned verdicts favorable to the Indian subsidiary. The DGST has appealed the verdict to the Indian Supreme Court. We do not believe that an adverse outcome is probable and therefore have not made any provisions or recorded any liability for the potential resolution of any of these claims. Litigation Relating to Routine Proceedings We are also engaged from time to time in other routine legal and tax proceedings incidental to our business. We do not believe that any of these routine proceedings will have a material impact on the business or our financial condition. Other SynXis Central Reservation System As previously disclosed, we became aware of an incident involving unauthorized access to payment information contained in a subset of hotel reservations processed through the Sabre Hospitality Solutions SynXis Central Reservation System (the “HS Central Reservation System”). Our investigation was supported by third party experts, including a leading cybersecurity firm. Our investigation determined that an unauthorized party: obtained access to account credentials that permitted access to a subset of hotel reservations processed through the HS Central Reservation System; used the account credentials to view a credit card summary page on the HS Central Reservation System and access payment card information (although we use encryption, this credential had the right to see unencrypted card data); and first obtained access to payment card information and some other reservation information on August 10, 2016. The last access to payment card information was on March 9, 2017. The unauthorized party was able to access information for certain hotel reservations, including cardholder name; payment card number; card expiration date; and, for a subset of reservations, card security code. The unauthorized party was also able, in some cases, to access certain information such as guest name(s), email, phone number, address, and other information if provided to the HS Central Reservation System. Information such as Social Security, passport, or driver’s license number was not accessed. The investigation did not uncover forensic evidence that the unauthorized party removed any information from the system, but it is a possibility. We took successful measures to ensure this unauthorized access to the HS Central Reservation System was stopped and is no longer possible. There is no indication that any of our systems beyond the HS Central Reservation System, such as Sabre’s Travel Solutions platforms, were affected or accessed by the unauthorized party. We notified law enforcement and the payment card brands and engaged a payment card industry data ("PCI") forensic investigator to investigate this incident at the payment card brands' request. We have notified customers and other companies that use or interact with, directly or indirectly, the HS Central Reservation System about the incident. In December 2020, we entered into settlement agreements with certain state Attorneys General to resolve their investigation into this incident. As part of these settlement agreements, we paid $2 million to the states represented by the Attorneys General in the first quarter of 2021 and agreed to implement certain security controls and processes. Separately, in November 2017, Sabre Hospitality Solutions observed a pattern of activity that, after further investigation, led it to believe that an unauthorized party improperly obtained access to certain hotel user credentials for purposes of accessing the HS Central Reservation System. We deactivated the compromised accounts and notified law enforcement of this activity. We also notified the payment card brands, and at their request, we engaged a PCI forensic investigator to investigate this incident. We did not find any evidence of a breach of the network security of the HS Central Reservation System, and we believe that the number of affected reservations represented only a fraction of 1% of the bookings in the HS Central Reservation System. Although the costs related to these incidents, including any associated penalties assessed by any other governmental authority or payment card brand or indemnification obligations to our customers, as well as any other impacts or remediation related to this incident, may be material, it is not possible at this time to determine whether we will incur, or to reasonably estimate the amount of, any liabilities in connection with them, with the exception of the payment related to the settlement agreements as described above. We maintain insurance that covers certain aspects of cyber risks, including the payment related to the settlement agreements, and we continue to work with our insurance carriers in these matters. Other Tax Matters We operate in numerous jurisdictions in which taxing authorities may challenge our position with respect to income and non-income based taxes. We routinely receive inquiries and may also from time to time receive challenges or assessments from these taxing authorities. With respect to non-income based taxes, we recognize liabilities when we believe it is probable that amounts will be owed to the taxing authorities and such amounts are estimable. For example, in most countries we pay and collect Value Added Tax (“VAT”) when procuring goods and services, or providing services, within the normal course of business. VAT receivables are established in jurisdictions where VAT paid exceeds VAT collected and are recoverable through the filing of refund claims. These receivables have inherent audit and collection risks unique to the specific jurisdictions that evaluate our refund claims. We intend to vigorously defend our positions against any claims that are not insignificant, including through litigation when necessary. As of March 31, 2022, we do not believe that an adverse outcome is probable with respect to current outstanding claims; as a result, we have not accrued any material amounts for exposure related to such contingencies or adverse decisions. Nevertheless, we may incur expenses in future periods related to such matters, including litigation costs and possible pre-payment of a portion of any assessed tax amount to defend our position, and if our positions are ultimately rejected, it could have a material impact to our results of operations. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Our reportable segments are based upon our internal organizational structure; the manner in which our operations are managed; the criteria used by our Chief Executive Officer, who is our Chief Operating Decision Maker ("CODM"), to evaluate segment performance; the availability of separate financial information; and overall materiality considerations. We operate our business and present our results through two business segments, (i) Travel Solutions, our global travel solutions for travel suppliers and travel buyers, including a broad portfolio of software technology products and solutions for airlines, and (ii) Hospitality Solutions, an extensive suite of software solutions for hoteliers. Our CODM utilizes Adjusted Operating Loss, which is not a recognized term under GAAP, as the measure of profitability to evaluate performance of our segments and allocate resources. Our use of Adjusted Operating Loss has limitations as an analytical tool, and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. We define Adjusted Operating Loss as operating loss adjusted for equity method loss, acquisition-related amortization, restructuring and other costs, acquisition-related costs, litigation costs, net, and stock-based compensation. Our CODM does not review total assets by segment as operating evaluations and resource allocation decisions are not made on the basis of total assets by segment. Certain costs associated with our technology organization are allocated to the segments based on the segments' usage of resources. Benefit expenses, facility and lease costs and associated depreciation expense are allo cated to the segments based on headcount. Unallocated corporate costs include certain shared expenses such as accounting, finance, human resources, legal, corporate systems, amortization of acquired intangible assets, impairment and related charges, stock-based compensation, restructuring charges, legal reserves and other items not identifiable with one of our segments. We account for significant intersegment transactions as if the transactions were with third parties, that is, at estimated current market prices. The majority of the intersegment revenues and cost of revenues are fees charged by Travel Solutions to Hospitality Solutions for hotel stays booked through our GDS. Segment information for the three months ended March 31, 2022 and 2021 is as follows (in thousands): Three Months Ended March 31, 2022 2021 Revenue Travel Solutions $ 533,998 $ 288,875 Hospitality Solutions 56,004 42,215 Eliminations (5,092) (3,606) Total revenue $ 584,910 $ 327,484 Adjusted Operating Income (Loss) (a) Travel Solutions $ 45,306 $ (106,133) Hospitality Solutions (15,117) (13,587) Corporate (59,344) (46,782) Total $ (29,155) $ (166,502) Depreciation and amortization Travel Solutions $ 28,254 $ 48,770 Hospitality Solutions 5,800 7,927 Total segments 34,054 56,697 Corporate 16,054 16,526 Total $ 50,108 $ 73,223 Capital Expenditures Travel Solutions $ 7,397 $ 4,199 Hospitality Solutions 3,529 190 Total segments 10,926 4,389 Corporate 6,477 2,046 Total $ 17,403 $ 6,435 ______________________ (a) The following table sets forth the reconciliation of operating loss in our statement of operations to Adjusted Operating Loss (in thousands): Three Months Ended March 31, 2022 2021 Operating loss $ (79,532) $ (202,553) Add back: Equity method loss (170) (911) Acquisition-related amortization (1) 15,803 16,221 Restructuring and other costs (2) — (5,135) Acquisition-related costs (3) 3,664 720 Litigation costs, net (4) 3,475 730 Stock-based compensation 27,605 24,426 Adjusted Operating Loss $ (29,155) $ (166,502) ______________________ (1) Acquisition-related amortization represents amortization of intangible assets from the take-private transaction in 2007 as well as intangibles associated with acquisitions since that date. (2) Restructuring and other costs represent charges, and adjustments to those charges, associated with business restructuring and associated changes, as well as other measures to support the new organizational structure and to respond to the impacts of the COVID-19 pandemic on our business, facilities and cost structure. (3) Acquisition-related costs represent fees and expenses incurred associated with acquisition and disposition related activities. |
General Information (Policies)
General Information (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation— The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, these financial statements contain all adjustments, consisting of normal recurring accruals, necessary to present fairly the financial position, results of operations and cash flows for the periods indicated. Operating results for the three months ended March 31, 2022 are not necessarily indicative of results that may be expected for any other interim period or for the year ending December 31, 2022. The accompanying interim financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included in our Annual Report on Form 10-K filed with the SEC on February 18, 2022 . We consolidate all majority-owned subsidiaries and companies over which we exercise control through majority voting rights. No entities are consolidated due to control through operating agreements, financing agreements or as the primary beneficiary of a variable interest entity. The consolidated financial statements include our accounts after elimination of all significant intercompany balances and transactions. All dollar amounts in the financial statements and the tables in the notes, except per share amounts, are stated in thousands of U.S. dollars unless otherwise indicated. All amounts in the notes reference results from continuing operations unless otherwise indicated. |
Use of Estimates | Use of Estimates —The preparation of these interim financial statements in conformity with GAAP requires that certain amounts be recorded based on estimates and assumptions made by management. Actual results could differ from these estimates and assumptions. Our accounting policies that utilize significant estimates and assumptions include: (i) estimation for revenue recognition and multiple performance obligation arrangements, (ii) determination of the fair value of assets and liabilities |
Adoption of New Accounting Standards | Adoption of New Accounting Standards In March 2022, the Financial Accounting Standards Board ("FASB") issued updated guidance on derivatives and hedging which allows entities to apply fair value hedging to closed portfolios of prepayable financial assets without having to consider prepayment risk or credit risk when measuring the assets. The amendments allow multiple hedged layers to be designated for a single closed portfolio for financial assets or one or more beneficial interests secured by a portfolio of financial instruments. As a result, an entity can achieve hedge accounting for hedges of a greater proportion of the interest rate risk inherent in the assets included in the closed portfolio, further aligning hedge accounting with risk management strategies. The standard is effective for public entities for fiscal years beginning after December 15, 2022, with early adoption permitted. We adopted this standard in the first quarter of 2022 and there was no impact to our consolidated financial statements for the three months ended March 31, 2022 as a result of the adoption. |
Derivatives | Hedging Objectives —We are exposed to certain risks relating to ongoing business operations. The primary risks managed by using derivative instruments are foreign currency exchange rate risk and interest rate risk. Forward contracts on various foreign currencies are entered into to manage the foreign currency exchange rate risk on operational expenditures' exposure denominated in foreign currencies. Interest rate swaps are entered into to manage interest rate risk associated with our floating-rate borrowings. In accordance with authoritative guidance on accounting for derivatives and hedging, we designate foreign currency forward contracts as cash flow hedges on operational exposure and interest rate swaps as cash flow hedges of floating-rate borrowings. Cash Flow Hedging Strategy —To protect against the reduction in value of forecasted foreign currency cash flows, we hedge portions of our revenues and expenses denominated in foreign currencies with forward contracts. For example, when the dollar strengthens significantly against the foreign currencies, the decline in present value of future foreign currency expense is offset by losses in the fair value of the forward contracts designated as hedges. Conversely, when the dollar weakens, the increase in the present value of future foreign currency expense is offset by gains in the fair value of the forward contracts. Due to the uncertainty driven by the COVID-19 pandemic on our foreign currency exposures, we have paused entering into new cash flow hedges of forecasted foreign currency cash flows until we have more clarity regarding the recovery trajectory and its impacts on net exposures. We enter into interest rate swap agreements to manage interest rate risk exposure. The interest rate swap agreements modify our exposure to interest rate risk by converting floating-rate debt to a fixed rate basis, thus reducing the impact of interest rate changes on future interest expense and net earnings. These agreements involve the receipt of floating rate amounts in exchange for fixed rate interest payments over the life of the agreements without an exchange of the underlying principal amount. For derivative instruments that are designated and qualify as cash flow hedges, the effective portions and ineffective portions of the gain or loss on the derivative instruments, and the hedge components excluded from the assessment of effectiveness, are reported as a component of other comprehensive income (loss) (“OCI”) and reclassified into earnings in the same line item associated with the forecasted transaction and in the same period or periods during which the hedged transaction |
Fair Value Measurement | Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market for that asset or liability. Guidance on fair value measurements and disclosures establishes a valuation hierarchy for disclosure of inputs used in measuring fair value defined as follows: Level 1—Inputs are unadjusted quoted prices that are available in active markets for identical assets or liabilities. Level 2—Inputs include quoted prices for similar assets and liabilities in active markets and quoted prices in non-active markets, inputs other than quoted prices that are observable, and inputs that are not directly observable, but are corroborated by observable market data. Level 3—Inputs that are unobservable and are supported by little or no market activity and reflect the use of significant management judgment. |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Contract with Customer, Asset and Liability | The following table presents our assets and liabilities with customers as of March 31, 2022 and December 31, 2021 (in thousands). Account Consolidated Balance Sheet Location March 31, 2022 December 31, 2021 Contract assets and customer advances and discounts (1) Prepaid expenses and other current assets / other assets, net $ 78,840 $ 79,682 Trade and unbilled receivables, net Accounts receivable, net 332,911 258,800 Long-term trade unbilled receivables, net Other assets, net 18,027 23,709 Contract liabilities Deferred revenues / other noncurrent liabilities 137,380 135,273 ______________________ (1) Includes contract assets of $12 million and $11 million for March 31, 2022 and December 31, 2021, respectively. |
Disaggregation of Revenue | The following table presents our revenues disaggregated by business (in thousands): Three Months Ended March 31, 2022 2021 Distribution $ 342,888 $ 151,781 IT Solutions 191,110 137,094 Total Travel Solutions 533,998 288,875 SynXis Software and Services 49,734 38,730 Other 6,270 3,485 Total Hospitality Solutions 56,004 42,215 Eliminations (5,092) (3,606) Total Sabre Revenue $ 584,910 $ 327,484 |
Credit Losses (Tables)
Credit Losses (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Credit Loss [Abstract] | |
Allowance for Credit Loss | Our allowance for credit losses for the three months ended March 31, 2022 for our portfolio segment is summarized as follows (in thousands): Three Months Ended Balance at December 31, 2021 $ 59,646 Provision for expected credit losses 1,997 Write-offs (3,864) Other (263) Balance at March 31, 2022 $ 57,516 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table sets forth the face values of our outstanding debt as of March 31, 2022 and December 31, 2021 (in thousands): Rate Maturity March 31, 2022 December 31, 2021 Senior secured credit facilities: Term Loan B L + 2.00% February 2024 $ 1,183,129 $ 1,805,806 Other Term Loan B S (1) + 4.25% June 2028 625,000 — Term Loan B-1 L + 3.50% December 2027 400,970 401,980 Term Loan B-2 L + 3.50% December 2027 639,170 640,780 9.25% senior secured notes due 2025 9.250% April 2025 775,000 775,000 7.375% senior secured notes due 2025 7.375% September 2025 850,000 850,000 4.00% senior exchangeable notes due 2025 4.000% April 2025 333,220 333,220 Face value of total debt outstanding 4,806,489 4,806,786 Less current portion of debt outstanding (16,730) (29,290) Face value of long-term debt outstanding $ 4,789,759 $ 4,777,496 ______________________ (1) Represents the Secured Overnight Financing Rate ("SOFR") |
Convertible Debt | The following table sets forth the carrying value of the Exchangeable Notes as of March 31, 2022 and December 31, 2021, (in thousands): March 31, 2022 December 31, 2021 Principal $ 333,220 $ 333,220 Less: Unamortized debt issuance costs 7,359 7,917 Net Carrying Value $ 325,861 $ 325,303 |
Interest Income and Interest Expense Disclosure | The following table sets forth interest expense recognized related to the Exchangeable Notes for the three months ended March 31, 2022 and 2021 (in thousands): Three Months Ended March 31, 2022 2021 Contractual interest expense $ 3,332 $ 3,450 Amortization of debt discount and issuance costs $ 559 $ 551 |
Derivatives (Tables)
Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Outstanding and Matured Interest Rate Swaps | Interest rate swaps matured during the year ended December 31, 2021 as follows: Notional Amount Interest Rate Interest Rate Paid Effective Date Maturity Date Designated as Hedging Instrument $600 million 1 month LIBOR (1) 2.81% December 31, 2020 December 31, 2021 ______________________ (1) Subject to a 1% floor. |
Schedule of Derivative Instruments, Gain (Loss) | The effects of derivative instruments, net of taxes, on OCI for the three months ended March 31, 2021 are as follows (in thousands): Amount of Loss Recognized in OCI on Derivative, Three Months Ended March 31, Derivatives in Cash Flow Hedging Relationships 2021 Interest rate swaps (3) Total $ (3) Amount of Loss Reclassified from Accumulated OCI into Income, Effective Portion Derivatives in Cash Flow Hedging Relationships Income Statement Location Three Months Ended March 31, 2021 Interest rate swaps Interest expense, net 3,128 Total $ 3,128 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value and Carrying Value of Debt | The following table presents the fair value and carrying value of our senior notes and borrowings under our senior secured credit facilities as of March 31, 2022 and December 31, 2021 (in thousands): Fair Value at Carrying Value at (1) Financial Instrument March 31, 2022 December 31, 2021 March 31, 2022 December 31, 2021 Term Loan B $ 1,168,340 $ 1,767,432 $ 1,181,690 $ 1,803,318 Other Term Loan B 596,094 — 618,080 — Term Loan B-1 396,960 397,458 400,062 401,036 Term Loan B-2 633,178 633,171 634,011 635,416 9.25% senior secured notes due 2025 859,522 877,916 775,000 775,000 7.375% senior secured notes due 2025 888,990 886,423 850,000 850,000 4.00% senior exchangeable notes due 2025 548,663 454,459 333,220 333,220 ______________________ (1) Excludes net unamortized debt issuance costs. |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Loss, Net of Related Deferred Income Taxes | As of March 31, 2022 and December 31, 2021, the components of accumulated other comprehensive loss, net of related deferred income taxes, are as follows (in thousands): March 31, 2022 December 31, 2021 Defined benefit pension and other postretirement benefit plans $ (81,678) $ (84,773) Unrealized foreign currency translation gain 4,997 6,282 Share of other comprehensive loss of equity method investments (1,142) (1,796) Total accumulated other comprehensive loss, net of tax $ (77,823) $ (80,287) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Reconciliation of Earnings per Share | The following table reconciles the numerators and denominators used in the computations of basic and diluted earnings per share from continuing operations (in thousands, except per share data): Three Months Ended March 31, 2022 2021 Numerator: Income (loss) from continuing operations $ 47,544 $ (259,931) Less: Net income attributable to noncontrolling interests 272 484 Less: Preferred stock dividends 5,346 5,428 Net income (loss) from continuing operations available to common stockholders, basic 41,926 (265,843) Add: Interest expense and amortization of debt discount and issuance costs for exchangeable notes, net of tax 3,074 — Add: Preferred stock dividends 5,346 — Net income (loss) from continuing operations available to common stockholders, diluted $ 50,346 $ (265,843) Denominator: Basic weighted-average common shares outstanding 323,658 317,634 Add: Dilutive effect of stock options and restricted stock awards 4,251 — Add: Dilutive effect of exchangeable notes 42,302 — Add: Dilutive effect of preferred shares 39,167 — Diluted weighted-average common shares outstanding 409,378 317,634 Earnings per share from continuing operations: Basic $ 0.13 $ (0.84) Diluted $ 0.12 $ (0.84) |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Components of Lease Expense | The following table presents supplemental cash flow information related to operating leases (in thousands): Three Months Ended March 31, 2022 2021 Supplemental Cash Flow Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases $ 6,408 $ 6,162 |
Supplemental Balance Sheet Information | The following table presents supplemental balance sheet information related to operating leases (in thousands): Three Months Ended March 31, March 31, 2022 December 31, 2021 Operating Leases Operating lease right-of-use assets $ 93,898 $ 99,587 Other accrued liabilities 18,451 21,106 Other noncurrent liabilities 75,579 79,368 Total operating lease liabilities $ 94,030 $ 100,474 |
Future Minimum Lease Payment Obligations Under Operating Leases | Future minimum lease payments under non-cancellable operating leases as of March 31, 2022 are as follows (in thousands): Year Ending December 31, Operating Leases 2022 $ 14,965 2023 17,126 2024 15,682 2025 11,125 2026 11,726 Thereafter 48,993 Total 119,617 Imputed Interest (25,587) Total $ 94,030 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Summary of Segment Information | Segment information for the three months ended March 31, 2022 and 2021 is as follows (in thousands): Three Months Ended March 31, 2022 2021 Revenue Travel Solutions $ 533,998 $ 288,875 Hospitality Solutions 56,004 42,215 Eliminations (5,092) (3,606) Total revenue $ 584,910 $ 327,484 Adjusted Operating Income (Loss) (a) Travel Solutions $ 45,306 $ (106,133) Hospitality Solutions (15,117) (13,587) Corporate (59,344) (46,782) Total $ (29,155) $ (166,502) Depreciation and amortization Travel Solutions $ 28,254 $ 48,770 Hospitality Solutions 5,800 7,927 Total segments 34,054 56,697 Corporate 16,054 16,526 Total $ 50,108 $ 73,223 Capital Expenditures Travel Solutions $ 7,397 $ 4,199 Hospitality Solutions 3,529 190 Total segments 10,926 4,389 Corporate 6,477 2,046 Total $ 17,403 $ 6,435 ______________________ (a) The following table sets forth the reconciliation of operating loss in our statement of operations to Adjusted Operating Loss (in thousands): Three Months Ended March 31, 2022 2021 Operating loss $ (79,532) $ (202,553) Add back: Equity method loss (170) (911) Acquisition-related amortization (1) 15,803 16,221 Restructuring and other costs (2) — (5,135) Acquisition-related costs (3) 3,664 720 Litigation costs, net (4) 3,475 730 Stock-based compensation 27,605 24,426 Adjusted Operating Loss $ (29,155) $ (166,502) ______________________ (1) Acquisition-related amortization represents amortization of intangible assets from the take-private transaction in 2007 as well as intangibles associated with acquisitions since that date. (2) Restructuring and other costs represent charges, and adjustments to those charges, associated with business restructuring and associated changes, as well as other measures to support the new organizational structure and to respond to the impacts of the COVID-19 pandemic on our business, facilities and cost structure. (3) Acquisition-related costs represent fees and expenses incurred associated with acquisition and disposition related activities. |
General Information (Details)
General Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Cancellation reserve | $ 57,516 | $ 59,646 | |
Decrease in allowance for credit loss | (2,000) | ||
Accounts receivable, credit loss provision (reversal) | 1,997 | $ (2,226) | |
Air Bookings | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Cancellation reserve | $ 15,000 | $ 18,000 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Contract Balances (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Revenue from External Customer [Line Items] | ||
Contract liabilities | $ 137,380 | $ 135,273 |
Contract assets | 12,000 | 11,000 |
Prepaid expenses and other current assets / other assets, net | ||
Revenue from External Customer [Line Items] | ||
Contract assets, current | 78,840 | 79,682 |
Accounts receivable, net | ||
Revenue from External Customer [Line Items] | ||
Contract assets, current | 332,911 | 258,800 |
Other assets, net | ||
Revenue from External Customer [Line Items] | ||
Contract assets, noncurrent | $ 18,027 | $ 23,709 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Narrative (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Revenue recognized | $ 7 |
Contract with customer, performance obligation satisfied in previous period | $ 24 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Disaggregated Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Total Sabre Revenue | $ 584,910 | $ 327,484 |
Operating Segments | Travel Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Total Sabre Revenue | 533,998 | 288,875 |
Operating Segments | Travel Solutions | Distribution | ||
Disaggregation of Revenue [Line Items] | ||
Total Sabre Revenue | 342,888 | 151,781 |
Operating Segments | Travel Solutions | IT Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Total Sabre Revenue | 191,110 | 137,094 |
Operating Segments | Hospitality Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Total Sabre Revenue | 56,004 | 42,215 |
Operating Segments | Hospitality Solutions | SynXis Software and Services | ||
Disaggregation of Revenue [Line Items] | ||
Total Sabre Revenue | 49,734 | 38,730 |
Operating Segments | Hospitality Solutions | Other | ||
Disaggregation of Revenue [Line Items] | ||
Total Sabre Revenue | 6,270 | 3,485 |
Eliminations | ||
Disaggregation of Revenue [Line Items] | ||
Total Sabre Revenue | $ (5,092) | $ (3,606) |
Dispositions (Details)
Dispositions (Details) - Disposal Group, Not Discontinued Operations - AirCentre Airline Operations - Travel Solutions - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Feb. 28, 2022 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Disposal group, including discontinued operation, consideration | $ 392 | |
Goodwill disposed of | 146 | |
Working capital disposed of | 18 | |
Other assets, net disposed of | $ 25 | |
Pre-tax gain on sale | $ 192 | |
After-tax gain on sale | $ 121 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Income tax expense (benefit) | $ (596) | $ 3,997 | |
Effective income tax rate | (1.00%) | (2.00%) | |
Valuation allowance | $ 420,000 | ||
Unrecognized tax benefits | $ 80,000 | $ 85,000 |
Credit Losses - Allowance for C
Credit Losses - Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning balance | $ 59,646 | |
Provision for expected credit losses | 1,997 | $ (2,226) |
Write-offs | (3,864) | |
Other | (263) | |
Ending balance | $ 57,516 |
Credit Losses - Narrative (Deta
Credit Losses - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Credit Loss [Abstract] | ||
Increase in allowance for credit loss | $ 4,000 | |
Accounts receivable, credit loss provision (reversal) | $ 1,997 | $ (2,226) |
Debt - Narrative (Details)
Debt - Narrative (Details) | Mar. 09, 2022USD ($) | Jul. 12, 2021USD ($) | Dec. 17, 2020USD ($) | Aug. 27, 2020 | Apr. 17, 2020USD ($)day$ / shares | Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($)shares | Dec. 31, 2020USD ($) | Jul. 02, 2021USD ($) | Dec. 16, 2020USD ($) | Aug. 23, 2017USD ($) |
Debt Instrument [Line Items] | ||||||||||||
Outstanding debt | $ 4,749,000,000 | $ 4,753,000,000 | ||||||||||
Debt issuance costs | 43,000,000 | 45,000,000 | ||||||||||
Unamortized discount | 14,000,000 | 9,000,000 | ||||||||||
Proceeds of borrowings from lenders | 625,000,000 | $ 0 | ||||||||||
Loss on extinguishment of debt | 3,533,000 | $ 0 | 13,000,000 | |||||||||
Payments of debt restructuring costs | 2,000,000 | |||||||||||
Senior Secured Credit Facilities | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Monthly basis of liquidity amount required | $ 300,000,000 | $ 450,000,000 | ||||||||||
Debt instrument, covenant, minimum liquidity | $ 300,000,000 | |||||||||||
Debt instrument, unamortized discount | 3,000,000 | |||||||||||
Debt instrument, unamortized premium | 6,000,000 | |||||||||||
Debt instrument, fee amount | 6,000,000 | |||||||||||
Term Loan B | Term Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Outstanding debt | $ 623,000,000 | |||||||||||
Face value of outstanding debt | 1,183,129,000 | 1,805,806,000 | ||||||||||
Term Loan A | Term Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Extinguishment of debt | 134,000,000 | |||||||||||
Other Term Loan B | Term Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds of borrowings from lenders | $ 625,000,000 | 637,000,000 | ||||||||||
Proceeds from debt, net of issuance costs | $ 623,000,000 | |||||||||||
Extinguishment of debt | 634,000,000 | |||||||||||
Loss on extinguishment of debt | 4,000,000 | |||||||||||
Payments of debt restructuring costs | $ 1,000,000 | |||||||||||
Debt instrument, prepayment or repayment premium | 1.01 | |||||||||||
Face value of outstanding debt | $ 625,000,000 | 0 | ||||||||||
Other Term Loan B | Term Loan | Eurocurrency | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Marginal interest rate | 4.00% | |||||||||||
Floor interest rate | 0.75% | |||||||||||
Other Term Loan B | Term Loan | Base Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Marginal interest rate | 3.00% | |||||||||||
Floor interest rate | 1.75% | |||||||||||
Term Loan A And 5.25% Senior Secured Notes | Senior Secured Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Loss on extinguishment of debt | $ 11,000,000 | |||||||||||
Redemption premium | 6,000,000 | |||||||||||
Write-off of deferred debt issuance costs | $ 5,000,000 | |||||||||||
Term Loan B-1 | Term Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Face value of outstanding debt | 400,970,000 | 401,980,000 | ||||||||||
Term Loan B-2 | Term Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Face value of outstanding debt | $ 639,170,000 | 640,780,000 | ||||||||||
5.25% senior secured notes due 2023 | Senior Secured Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Extinguishment of debt | $ 500,000,000 | |||||||||||
Debt instrument interest rate percentage | 5.25% | |||||||||||
4.00% senior exchangeable notes due 2025 | Senior Secured Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument interest rate percentage | 4.00% | |||||||||||
Face value of outstanding debt | $ 333,220,000 | 333,220,000 | ||||||||||
Conversion rate | 0.1269499 | |||||||||||
4.00% senior exchangeable notes due 2025 | Convertible Debt | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Outstanding debt | 325,861,000 | 325,303,000 | ||||||||||
Proceeds from debt, net of issuance costs | $ 336,000,000 | |||||||||||
Debt instrument interest rate percentage | 4.00% | |||||||||||
Debt instrument, unamortized discount | 7,359,000 | 7,917,000 | ||||||||||
Face value of debt instruments at the time of issuance | $ 345,000,000 | |||||||||||
Debt conversion, converted instrument, amount | $ 10,000,000 | |||||||||||
Debt conversion, converted instrument, shares issued (in shares) | shares | 1,269,497 | |||||||||||
Debt instrument, repurchased face amount | $ 2,000,000 | |||||||||||
Debt instrument, repurchase amount | 3,000,000 | |||||||||||
Face value of outstanding debt | 333,220,000 | 333,220,000 | ||||||||||
Percent of the product of the last reported sale price per share | 130.00% | |||||||||||
Convertible trading days | day | 20 | |||||||||||
Number of consecutive trading days | day | 30 | |||||||||||
Redemption price, percentage of principal amount | 100.00% | |||||||||||
If-converted value exceeding the principal amount | 150,000,000 | |||||||||||
Conversion rate (in dollars per share) | $ / shares | $ 7.88 | |||||||||||
4.00% senior exchangeable notes due 2025 | Convertible Debt | Measurement Period | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Percent of the product of the last reported sale price per share | 98.00% | |||||||||||
Number of consecutive trading days | day | 5 | |||||||||||
Number of consecutive business days | day | 5 | |||||||||||
Letter of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Credit facility amount | $ 20,000,000 | |||||||||||
Letter of Credit | Line of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Outstanding letters of credit | 13,000,000 | $ 10,000,000 | ||||||||||
Revolving Credit Facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Cash collateral for borrowed securities | $ 20,000,000 | |||||||||||
Increase in interest rate | 0.25% | |||||||||||
Revolving Credit Facility | Line of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Decrease in variable basis spread, quarterly | 0.25% | |||||||||||
Decrease in variable basis spread, maximum | 0.75% | |||||||||||
Senior secured first-lien net leverage ratio, threshold one | 3.75 | |||||||||||
Senior secured first-lien net leverage ratio, threshold two | 3 | |||||||||||
Senior secured first-lien net leverage ratio, threshold three | 2.25 | |||||||||||
Extinguishment of debt | 400,000,000 | |||||||||||
Revolving Credit Facility | Line of Credit | Eurocurrency | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Marginal interest rate | 2.50% | |||||||||||
Revolving Credit Facility | Line of Credit | Eurocurrency | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Marginal interest rate | 1.75% | |||||||||||
Revolving Credit Facility | Line of Credit | Base Rate | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Marginal interest rate | 1.50% | |||||||||||
Revolving Credit Facility | Line of Credit | Base Rate | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Marginal interest rate | 0.75% | |||||||||||
Revolving Credit Facility | Revolver, $400 million | Line of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Credit facility amount | $ 400,000,000 | |||||||||||
Revolving Credit Facility | Term Loan B | Line of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Credit facility amount | 1,891,000,000 | |||||||||||
Revolving Credit Facility | Term Loan A | Line of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Credit facility amount | $ 570,000,000 | |||||||||||
Revolving Credit Facility | Term Loan B-1 | Line of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Credit facility amount | 404,000,000 | |||||||||||
Revolving Credit Facility | Term Loan B-2 | Line of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Credit facility amount | $ 644,000,000 |
Debt - Face Value of Outstandin
Debt - Face Value of Outstanding Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | ||
Face value of total debt outstanding | $ 4,806,489 | $ 4,806,786 |
Less current portion of debt outstanding | (16,730) | (29,290) |
Face value of long-term debt outstanding | 4,789,759 | 4,777,496 |
Term Loan | Term Loan B | ||
Debt Instrument [Line Items] | ||
Face value of outstanding debt | $ 1,183,129 | 1,805,806 |
Term Loan | Term Loan B | LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on rate | 2.00% | |
Term Loan | Other Term Loan B | ||
Debt Instrument [Line Items] | ||
Face value of outstanding debt | $ 625,000 | 0 |
Term Loan | Other Term Loan B | SOFR | ||
Debt Instrument [Line Items] | ||
Basis spread on rate | 4.25% | |
Term Loan | Term Loan B-1 | ||
Debt Instrument [Line Items] | ||
Face value of outstanding debt | $ 400,970 | 401,980 |
Term Loan | Term Loan B-1 | LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on rate | 3.50% | |
Term Loan | Term Loan B-2 | ||
Debt Instrument [Line Items] | ||
Face value of outstanding debt | $ 639,170 | 640,780 |
Term Loan | Term Loan B-2 | LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on rate | 3.50% | |
Senior secured notes | 9.25% senior secured notes due 2025 | ||
Debt Instrument [Line Items] | ||
Face value of outstanding debt | $ 775,000 | 775,000 |
Debt instrument interest rate percentage | 9.25% | |
Senior secured notes | 7.375% senior secured notes due 2025 | ||
Debt Instrument [Line Items] | ||
Face value of outstanding debt | $ 850,000 | 850,000 |
Debt instrument interest rate percentage | 7.375% | |
Senior secured notes | 4.00% senior exchangeable notes due 2025 | ||
Debt Instrument [Line Items] | ||
Face value of outstanding debt | $ 333,220 | $ 333,220 |
Debt instrument interest rate percentage | 4.00% |
Debt - Carrying Value of Exchan
Debt - Carrying Value of Exchangeable Notes (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Net Carrying Value | $ 4,749,000 | $ 4,753,000 |
Convertible Debt | 4.00% senior exchangeable notes due 2025 | ||
Debt Instrument [Line Items] | ||
Principal | 333,220 | 333,220 |
Less: Unamortized debt issuance costs | 7,359 | 7,917 |
Net Carrying Value | $ 325,861 | $ 325,303 |
Debt - Interest Expense Recogni
Debt - Interest Expense Recognized (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Debt Instrument [Line Items] | ||
Amortization of debt discount and issuance costs | $ 3,438 | $ 2,853 |
Convertible Debt | 4.00% senior exchangeable notes due 2025 | ||
Debt Instrument [Line Items] | ||
Contractual interest expense | 3,332 | 3,450 |
Amortization of debt discount and issuance costs | $ 559 | $ 551 |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) - Interest rate swaps - Cash Flow Hedging - USD ($) | Apr. 01, 2022 | Dec. 31, 2018 | Apr. 30, 2018 |
Derivative [Line Items] | |||
Notional Amount | $ 150,000,000 | $ 450,000,000 | |
Subsequent Event | |||
Derivative [Line Items] | |||
Notional Amount | $ 200,000,000 |
Derivatives - Schedule of Outst
Derivatives - Schedule of Outstanding and Matured Interest Rate Swaps (Details) $ in Millions | Mar. 31, 2022USD ($) |
Derivative [Line Items] | |
Floor rate | 1.00% |
Designated as Hedging Instrument | 2.81% Interest Rate Swap Outstanding | |
Derivative [Line Items] | |
Notional Amount | $ 600 |
Interest Rate Paid | 2.81% |
Derivatives - Schedule of Effec
Derivatives - Schedule of Effects of Derivative Instruments Net of Taxes on Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Derivative [Line Items] | ||
Amount of Loss Recognized in OCI on Derivative, Effective Portion | $ 0 | $ (3) |
Amount of Loss Reclassified from Accumulated OCI into Income, Effective Portion | $ 0 | 3,128 |
Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivative [Line Items] | ||
Amount of Loss Recognized in OCI on Derivative, Effective Portion | (3) | |
Amount of Loss Reclassified from Accumulated OCI into Income, Effective Portion | 3,128 | |
Interest rate swaps | Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivative [Line Items] | ||
Amount of Loss Recognized in OCI on Derivative, Effective Portion | (3) | |
Interest rate swaps | Designated as Hedging Instrument | Cash Flow Hedging | Interest expense, net | ||
Derivative [Line Items] | ||
Amount of Loss Reclassified from Accumulated OCI into Income, Effective Portion | $ 3,128 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value and Carrying Value of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Term Loan B | Fair Value | Term Loan | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | $ 1,168,340 | $ 1,767,432 |
Term Loan B | Carrying Value | Term Loan | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | 1,181,690 | 1,803,318 |
Other Term Loan B | Fair Value | Term Loan | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | 596,094 | 0 |
Other Term Loan B | Carrying Value | Term Loan | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | 618,080 | 0 |
Term Loan B-1 | Fair Value | Term Loan | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | 396,960 | 397,458 |
Term Loan B-1 | Carrying Value | Term Loan | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | 400,062 | 401,036 |
Term Loan B-2 | Fair Value | Term Loan | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | 633,178 | 633,171 |
Term Loan B-2 | Carrying Value | Term Loan | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | $ 634,011 | 635,416 |
9.25% senior secured notes due 2025 | Senior Secured Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt instrument interest rate percentage | 9.25% | |
9.25% senior secured notes due 2025 | Fair Value | Senior Secured Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | $ 859,522 | 877,916 |
9.25% senior secured notes due 2025 | Carrying Value | Senior Secured Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | $ 775,000 | 775,000 |
7.375% senior secured notes due 2025 | Senior Secured Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt instrument interest rate percentage | 7.375% | |
7.375% senior secured notes due 2025 | Fair Value | Senior Secured Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | $ 888,990 | 886,423 |
7.375% senior secured notes due 2025 | Carrying Value | Senior Secured Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | $ 850,000 | 850,000 |
4.00% senior exchangeable notes due 2025 | Senior Secured Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt instrument interest rate percentage | 4.00% | |
4.00% senior exchangeable notes due 2025 | Fair Value | Senior Secured Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | $ 548,663 | 454,459 |
4.00% senior exchangeable notes due 2025 | Carrying Value | Senior Secured Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Financial instrument fair value, notes payable | $ 333,220 | $ 333,220 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | ||
Goodwill impairment charges | $ 0 | $ 0 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total accumulated other comprehensive loss, net of tax | $ (437,705) | $ (499,717) | $ 31,739 | $ 285,154 |
Total accumulated other comprehensive loss, net of tax | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total accumulated other comprehensive loss, net of tax | (77,823) | (80,287) | $ (135,742) | $ (135,957) |
Defined benefit pension and other postretirement benefit plans | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total accumulated other comprehensive loss, net of tax | (81,678) | (84,773) | ||
Unrealized foreign currency translation gain | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total accumulated other comprehensive loss, net of tax | 4,997 | 6,282 | ||
Share of other comprehensive loss of equity method investments | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total accumulated other comprehensive loss, net of tax | $ (1,142) | $ (1,796) |
Stock and Stockholders' Equity
Stock and Stockholders' Equity (Details) | Aug. 24, 2020USD ($)daydividendPerioddirector$ / sharesRateshares | Apr. 17, 2020USD ($)day | Mar. 31, 2022USD ($)shares | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($)shares | Feb. 28, 2017USD ($) | |
Class of Stock [Line Items] | |||||||
Preferred stock, shares outstanding (in shares) | shares | 3,290,000 | 3,290,000 | |||||
Accrued preferred stock dividends | [1] | $ 5,346,000 | $ 5,428,000 | ||||
Dividends paid on preferred stock | $ 5,346,000 | $ 5,428,000 | |||||
Authorized to repurchase | $ 500,000,000 | ||||||
Number of shares repurchased (in shares) | shares | 0 | ||||||
Remaining authorized amount | $ 287,000,000 | ||||||
Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Conversion of stock, shares issued (in shares) | shares | 595,240 | ||||||
4.00% senior exchangeable notes due 2025 | Convertible Debt | |||||||
Class of Stock [Line Items] | |||||||
Number of consecutive trading days | day | 30 | ||||||
Face value of debt instruments at the time of issuance | $ 345,000,000 | ||||||
Debt conversion, converted instrument, amount | $ 10,000,000 | ||||||
Debt conversion, converted instrument, shares issued (in shares) | shares | 1,269,497 | ||||||
Face value of outstanding debt | $ 333,220,000 | $ 333,220,000 | |||||
6.50% Series A Mandatory Convertible Preferred Stock | |||||||
Class of Stock [Line Items] | |||||||
Shares sold in offering (in shares) | shares | 3,340,000 | ||||||
Annual percentage rate | 6.50% | 6.50% | 6.50% | ||||
Offering proceeds | $ 323,000,000 | ||||||
Conversion of stock, shares converted (in shares) | shares | 50,000 | ||||||
Liquidation preference (in dollars per share) | $ / shares | $ 100 | ||||||
Annual liquidation preference (in dollars per share) | $ / shares | $ 6.50 | ||||||
Accrued preferred stock dividends | $ 5,000,000 | $ 5,000,000 | |||||
Number of consecutive trading days | day | 20 | ||||||
Number of dividend periods with no stock declared or paid | dividendPeriod | 6 | ||||||
Number of new directors to elect | director | 2 | ||||||
6.50% Series A Mandatory Convertible Preferred Stock | Minimum | |||||||
Class of Stock [Line Items] | |||||||
Conversion rate | Rate | 1190.48% | ||||||
Shares issued at conversion (in shares) | shares | 39,000,000 | ||||||
6.50% Series A Mandatory Convertible Preferred Stock | Maximum | |||||||
Class of Stock [Line Items] | |||||||
Conversion rate | Rate | 1428.57% | ||||||
Shares issued at conversion (in shares) | shares | 47,000,000 | ||||||
[1] | Our mandatory convertible preferred stock accumulates cumulative dividends at an annual rate of 6.50%. |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Numerator: | ||
Income (loss) from continuing operations | $ 47,544 | $ (259,931) |
Less: Net income attributable to noncontrolling interests | 272 | 484 |
Less: Preferred stock dividends | 5,346 | 5,428 |
Net income (loss) from continuing operations available to common stockholders, basic | 41,926 | (265,843) |
Add: Interest expense and amortization of debt discount and issuance costs for exchangeable notes, net of tax | 3,074 | 0 |
Add: Preferred stock dividends | 5,346 | 0 |
Net income (loss) from continuing operations available to common stockholders, diluted | $ 50,346 | $ (265,843) |
Denominator: | ||
Basic weighted-average common shares outstanding (in shares) | 323,658 | 317,634 |
Add: Dilutive effect of stock options and restricted stock awards (in shares) | 4,251 | 0 |
Add: Dilutive effect of exchangeable notes (in shares) | 42,302 | 0 |
Add: Dilutive effect of preferred shares (in shares) | 39,167 | 0 |
Diluted weighted-average common shares outstanding (in shares) | 409,378 | 317,634 |
Earnings per share from continuing operations: | ||
Basic (in dollars per share) | $ 0.13 | $ (0.84) |
Diluted (in dollars per share) | $ 0.12 | $ (0.84) |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents (in shares) | 2 | 1 |
Stock Options and Restricted Stock Awards | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents (in shares) | 6 | |
Convertible Debt Securities | Preferred Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents (in shares) | 39 | |
4.00% senior exchangeable notes due 2025 | Senior Secured Notes | Convertible Debt Securities | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents (in shares) | 42 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows used in operating leases | $ 6,408 | $ 6,162 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Operating Leases | ||
Operating lease right-of-use assets | $ 93,898 | $ 99,587 |
Operating lease, right-of-use asset, statement of financial position, extensible list | Other assets, net | Other assets, net |
Other accrued liabilities | $ 18,451 | $ 21,106 |
Operating lease, liability, current, statement of financial position, extensible list | Other accrued liabilities | Other accrued liabilities |
Other noncurrent liabilities | $ 75,579 | $ 79,368 |
Operating lease, liability, noncurrent, statement of financial position, extensible list | Other noncurrent liabilities | Other noncurrent liabilities |
Total operating lease liabilities | $ 94,030 | $ 100,474 |
Leases - Narrative (Details)
Leases - Narrative (Details) | 3 Months Ended |
Mar. 31, 2022 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Optional lease extension term | 10 years |
Option period to terminate lease | 2 years |
Minimum | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Operating remaining lease term | 1 year |
Maximum | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Operating remaining lease term | 12 years |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Operating Leases | ||
2022 | $ 14,965 | |
2023 | 17,126 | |
2024 | 15,682 | |
2025 | 11,125 | |
2026 | 11,726 | |
Thereafter | 48,993 | |
Total | 119,617 | |
Imputed Interest | (25,587) | |
Total | $ 94,030 | $ 100,474 |
Contingencies (Details)
Contingencies (Details) - USD ($) | Mar. 31, 2017 | Apr. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2022 | Dec. 31, 2016 |
Loss Contingencies [Line Items] | ||||||
Percentage of bookings affected (fraction of) | 1.00% | |||||
US Airways Litigation | ||||||
Loss Contingencies [Line Items] | ||||||
Damages awarded | $ 15,000,000 | $ 15,000,000 | ||||
Litigation accrual | $ 32,000,000 | $ 0 | 32,000,000 | |||
Attorney fees and expenses | $ 17,000,000 | |||||
Accrued loss | 32,000,000 | |||||
US Airways Litigation | Minimum | ||||||
Loss Contingencies [Line Items] | ||||||
Damages sought | $ 317,000,000 | |||||
US Airways Litigation | Maximum | ||||||
Loss Contingencies [Line Items] | ||||||
Damages sought | 482,000,000 | |||||
US Airways Litigation | US Airways | ||||||
Loss Contingencies [Line Items] | ||||||
Damages sought | 125,000,000 | |||||
Damages awarded | $ 5,000,000 | 15,000,000 | $ 5,000,000 | |||
Indian Income Tax Litigation | Foreign Tax Authority | ||||||
Loss Contingencies [Line Items] | ||||||
Interest and penalties related to income taxes | 45,000,000 | |||||
SynXis Central Reservation System | ||||||
Loss Contingencies [Line Items] | ||||||
Payments for legal settlements | $ 2,000,000 | |||||
US Airways Litigation, Retrial | Minimum | ||||||
Loss Contingencies [Line Items] | ||||||
Damages sought | 204,000,000 | |||||
US Airways Litigation, Retrial | Maximum | ||||||
Loss Contingencies [Line Items] | ||||||
Damages sought | $ 299,000,000 |
Segment Information - Narrative
Segment Information - Narrative (Details) | 3 Months Ended |
Mar. 31, 2022segment | |
Segment Reporting [Abstract] | |
Number of business segments | 2 |
Segment Information - Summary o
Segment Information - Summary of Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 584,910 | $ 327,484 |
Adjusted Operating Income (Loss) | (29,155) | (166,502) |
Depreciation and amortization | 50,108 | 73,223 |
Capital Expenditures | 17,403 | 6,435 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Depreciation and amortization | 34,054 | 56,697 |
Capital Expenditures | 10,926 | 4,389 |
Operating Segments | Travel Solutions | ||
Segment Reporting Information [Line Items] | ||
Revenue | 533,998 | 288,875 |
Adjusted Operating Income (Loss) | 45,306 | (106,133) |
Depreciation and amortization | 28,254 | 48,770 |
Capital Expenditures | 7,397 | 4,199 |
Operating Segments | Hospitality Solutions | ||
Segment Reporting Information [Line Items] | ||
Revenue | 56,004 | 42,215 |
Adjusted Operating Income (Loss) | (15,117) | (13,587) |
Depreciation and amortization | 5,800 | 7,927 |
Capital Expenditures | 3,529 | 190 |
Eliminations | ||
Segment Reporting Information [Line Items] | ||
Revenue | (5,092) | (3,606) |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Adjusted Operating Income (Loss) | (59,344) | (46,782) |
Depreciation and amortization | 16,054 | 16,526 |
Capital Expenditures | $ 6,477 | $ 2,046 |
Segment Information - Adjustmen
Segment Information - Adjustment Operating Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting [Abstract] | ||
Operating loss | $ (79,532) | $ (202,553) |
Add back: | ||
Equity method loss | (170) | (911) |
Acquisition-related amortization | 15,803 | 16,221 |
Restructuring and other costs | 0 | (5,135) |
Acquisition-related costs | 3,664 | 720 |
Litigation costs, net | 3,475 | 730 |
Stock-based compensation | 27,605 | 24,426 |
Adjusted Operating Loss | $ (29,155) | $ (166,502) |