SOUTHLAKE, Texas, Aug. 19, 2020 /PRNewswire/ -- Sabre Corporation
("Sabre") (Nasdaq: SABR) today announced that it has priced
concurrent registered public offerings (the "Offerings") of (1)
3,000,000 shares of 6.50% Series A Mandatory Convertible Preferred
Stock at a price to the public of $100.00 per share and (2) 35,714,286 shares of
common stock at a price to the public of $7.00 per share. Sabre has granted the
underwriters of the mandatory convertible preferred stock offering
a 30-day option to purchase up to an additional 450,000 shares of
mandatory convertible preferred stock, solely to cover
overallotments, and has granted the underwriters of the common
stock offering a 30-day option to purchase up to an additional
5,357,143 shares of common stock. The Offerings are scheduled to
settle on August 24, 2020, subject to
customary closing conditions. The completion of each Offering
is not contingent on the consummation of the other
Offering.
The net proceeds from the common stock offering and the
mandatory convertible preferred stock offering will be
approximately $239.4 million and
$290.3 million, respectively, or
$275.3 million and $333.8 million, respectively, if the underwriters
exercise their respective options in full, in each case after
deducting underwriting discounts and commissions. Sabre anticipates
using the net proceeds of the Offerings for general corporate
purposes.
Unless earlier converted, each share of mandatory convertible
preferred stock will automatically convert into between 11.9048 and
14.2857 shares of Sabre's common stock, subject to certain
customary anti-dilution adjustments, on the mandatory conversion
date, which is expected to be September 1,
2023. Dividends on the mandatory convertible preferred stock
will be payable on a cumulative basis when, as and if declared by
Sabre's board of directors, at an annual rate of 6.50% on the
liquidation preference of $100.00 per
share. If declared, these dividends will be paid in cash or,
subject to the terms of the mandatory convertible preferred stock,
in shares of Sabre's common stock or in a combination of cash and
shares of Sabre's common stock, at Sabre's election, on
March 1, June
1, September 1 and
December 1 of each year, commencing
on December 1, 2020 and continuing
to, and including, September 1,
2023.
Morgan Stanley and BofA Securities are acting as lead
bookrunners for the Offerings; Goldman Sachs & Co. LLC, Mizuho
Securities, Wells Fargo Securities, Deutsche Bank Securities and
Citigroup are acting as bookrunners. PNC Capital Markets LLC, MUFG,
TPG Capital BD, LLC and ING are acting as co-managers for the
Offerings. A shelf registration statement and a post-effective
amendment thereto relating to these securities has been filed with
the U.S. Securities and Exchange Commission ("SEC") and has become
effective. Each of the Offerings may be made only by means of a
prospectus supplement and an accompanying base prospectus. A base
prospectus was filed with the registration statement and a
prospectus supplement relating to each of the Offerings will be
filed with the SEC and will be available on the SEC's website at
www.sec.gov. Copies of the preliminary prospectus supplement and
accompanying base prospectus relating to the Offerings may be
obtained from Morgan Stanley & Co. LLC, 180 Varick Street, 2nd
Floor, New York, NY 10014,
Attention: Prospectus Department and BofA Securities,
NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte
NC 28255-0001, Attn: Prospectus Department, Email:
dg.prospectus_requests@bofa.com.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy shares of mandatory convertible
preferred stock or shares of common stock or any other security and
shall not constitute an offer, solicitation or sale in any
jurisdiction in which, or to any persons to whom, such offering,
solicitation or sale would be unlawful.
About Sabre Corporation
Sabre Corporation is a leading software and technology company
that powers the global travel industry, serving a wide range of
travel companies including airlines, hoteliers, travel agencies and
other suppliers. The company provides retailing, distribution and
fulfilment solutions that help its customers operate more
efficiently, drive revenue and offer personalized traveler
experiences.
Forward-Looking Statements
Certain statements herein are forward-looking statements about
trends, future events, uncertainties and our plans and expectations
of what may happen in the future. Any statements that are not
historical or current facts are forward-looking statements. In many
cases, you can identify forward-looking statements by terms such as
"believe," "could," "likely," "expect," "plan," "commit,"
"guidance," "outlook," "anticipate," "will," "incremental,"
"preliminary," "forecast," "continue," "strategy," "confidence,"
"momentum," "estimate," "objective," "project," "may," "should,"
"would," "intend," "potential" or the negative of these terms or
other comparable terminology. Forward-looking statements involve
known and unknown risks, uncertainties and other factors that may
cause Sabre's actual results, performance or achievements to be
materially different from any future results, performances or
achievements expressed or implied by the forward-looking
statements. More information about potential risks and
uncertainties that could affect our business and results of
operations is included in the "Risk Factors" and "Forward-Looking
Statements" sections in our Annual Report on Form 10-K filed with
the SEC on February 26, 2020, our
Quarterly Reports on Form 10-Q filed with the SEC on May 8, 2020 and August 10,
2020 and in our other filings with the SEC. Although we
believe that the expectations reflected in the forward-looking
statements are reasonable, we cannot guarantee future events,
outlook, guidance, results, actions, levels of activity,
performance or achievements. Readers are cautioned not to place
undue reliance on these forward-looking statements. Unless required
by law, Sabre undertakes no obligation to publicly update or revise
any forward-looking statements to reflect circumstances or events
after the date they are made.
SABR-F
Contacts:
Media
Kristin Hays
kristin.hays@sabre.com
sabrenews@sabre.com
Investors
Kevin Crissey
kevin.crissey@sabre.com
sabre.investorrelations@sabre.com
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SOURCE Sabre Corporation