Debt |
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| Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Debt | Debt As of September 30, 2026 and December 31, 2025, our outstanding debt included in our consolidated balance sheets totaled $4,367 million and $4,349 million, respectively, which are net of debt issuance costs of $57 million and $60 million, respectively, and unamortized discounts of $190 million and $123 million, respectively. The following table sets forth the face values of our outstanding debt as of September 30, 2026 and December 31, 2025 (in thousands):
(1) Represents the Secured Overnight Financing Rate ("SOFR"). (2) The Securitization Facility (as defined below) is subject to certain "springing" maturity conditions; the maturity may extend to September 2029 at the latest. (3) The 2031 Exchangeable Notes (as defined below) contractually mature in May 2031; however, the holders possess a non-contingent, unilateral option to require us to repurchase all or any portion of their notes at 100% of the principal amount plus accrued and unpaid interest, exercisable solely on May 15, 2029. We had outstanding letters of credit totaling $11 million as of both September 30, 2026 and December 31, 2025, which were secured by a $21 million cash collateral deposit account which is presented in restricted cash on our consolidated balance sheets as of September 30, 2026 and December 31, 2025. The weighted average interest rate on our short-term borrowings, which include the current portions of the 2025 Term Loan B-1, 2025 Term Loan B-2, 2024 Term Loan B-2 and June 2029 Notes (as defined below), is 11.06% as of September 30, 2026. Senior Secured Credit Facilities Debt paydown related to the sale of Hospitality Solutions business Following the closing of the Hospitality Solutions Sale on July 3, 2025, we used the net proceeds primarily to repay a portion of our then-outstanding indebtedness, including repayments under our (i) then-outstanding 2021 Term Loan B-2 in the amount of $158 million, (ii) then-outstanding 2022 Term Loan B-1 in the amount of $164 million, (iii) then-outstanding 2022 Term Loan B-2 in the amount of $178 million, and (iv) 2024 Term Loan B-1 in the amount of $299 million, in accordance with the terms of the Amended and Restated Credit Agreement dated as of February 19, 2013 (the "Amended and Restated Credit Agreement"). We recognized a loss on extinguishment of debt during the year ended December 31, 2025 of approximately $14 million in discontinued operations within our results of operations, primarily consisting of unamortized debt issuance cost and discount associated with these prepayments. Interest expense associated with the principal indebtedness that was repaid is classified as discontinued operations within our results of operations in the prior year period. Refinancing Transactions On December 9, 2025, we entered into a tenth and eleventh amendment (together, the “2025 Term Loan B Amendments”) to the Amended and Restated Credit Agreement pursuant to which Sabre GLBL agreed to exchange $347 million of the then-existing senior secured term loans (the “Existing Term Loans”) for $375 million of new senior secured term loans maturing on July 30, 2029 (the “2025 Term Loans”). The 2025 Term Loan B Amendments included the application of the proceeds of a new $288 million and $87 million term loan “B” facility (the “2025 Term Loan B-1” and the”2025 Term Loan B-2”, respectively), borrowed by Sabre GLBL under our Amended and Restated Credit Agreement, with the effect of extending the maturity of approximately $347 million of the existing Term Loan B credit facility under the Amended and Restated Credit Agreement. Sabre GLBL did not receive any cash proceeds from the exchange. We incurred third-party fees of approximately $5 million plus $2 million of accrued and unpaid interest, which were paid in cash, during the year ended December 31, 2025. We determined that the Term Loan B Amendments represent a debt modification and therefore we expensed all $5 million of third-party costs, to other, net in our consolidated statements of operations for the year ended December 31, 2025 and are included in cash flow from operations as paid. The 2025 Term Loan B-1 and 2025 Term Loan B-2 mature on July 30, 2029. They offer us the ability to prepay or repay with a 1.0% call premium on or prior to the six-month anniversary of the amendment effective date, or without a call premium thereafter. The 2025 Term Loans bear interest at term SOFR, plus an applicable margin of 625 basis points, or at base rate, plus an applicable margin of 525 basis points. The term SOFR for the 2025 Term Loans is subject to a floor of 0.50% per annum and the base rate is subject to a floor of 1.50% per annum. Except for the extended maturity and new pricing terms, the 2025 Term Loans have substantially similar terms as the Existing Term Loans, including guarantees and security interests. On December 24, 2025, $233 million of our 2021 Term Loan B-1, $146 million of our 2021 Term Loan B-2, $135 million of our 2022 Term Loan B-1 and $113 million of our 2022 Term Loan B-2 was paid off with a portion of the proceeds borrowed under the 2025 Pari Passu Loan Agreement (as defined below). In connection with these paydowns, we recognized a loss on extinguishment of debt during the year ended December 31, 2025 of approximately $5 million, consisting of the write off of unamortized discount of $4 million and unamortized debt issuance costs of $1 million. Financial Covenants 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 September 30, 2026, we were in compliance with all covenants under the terms of the Amended and Restated Credit Agreement. Interest Rate Swaps Interest rate swaps outstanding during the nine months ended September 30, 2026 and 2025, are as follows:
(1) Subject to a 0.5% floor. In June 2023, we entered into an interest rate swap to hedge the first interest payments associated with $250 million of certain of our term loans under our Amended and Restated Credit Agreement for the periods through June 2026. In January 2024, we entered into an interest rate swap to hedge the first interest payments associated with $250 million of certain of our term loans under our Amended and Restated Credit Agreement related to the years 2024 and 2025. We designated these swaps as cash flow hedges. In 2026, we recognized an immaterial cash flow impact related to our interest rate swaps, which is reported as cash provided by operating activities within our consolidated statements of cash flows. Senior Secured Notes On June 4, 2025, Sabre GLBL issued $1.325 billion aggregate principal amount of 11.125% Senior Secured Notes due 2030 (the “July 2030 Notes”). The net proceeds from the issuance were used (i) to fully prepay $900 million of our then-outstanding principal under the 2023 intercompany secured term loan agreement (the "2023 Pari Passu Loan Agreement") with Sabre Financial Borrower, LLC (“Sabre Financial Borrower”), our indirect, consolidated subsidiary, which applied such amounts toward full prepayment of Sabre Financial Borrower’s then-outstanding senior secured term loan due 2028; and (ii) to repurchase $325 million in principal amount of our then-outstanding 8.625% senior secured notes due 2027 (the "June 2027 Notes") (the “June 2025 Refinancing”). Interest on the July 2030 Notes is due semi-annually in arrears on January 15 and July 15 of each year, beginning on January 15, 2026, at a rate of 11.125% per year, and the notes mature on July 15, 2030. As a result of the refinancing, Sabre GLBL incurred additional indebtedness of $100 million. In connection with the June 2025 Refinancing, we repaid an aggregate of $1.225 billion in outstanding principal, $44 million in related fees, $34 million in accrued and unpaid interest, and $27 million in third-party fees. We concluded that the June 2025 Refinancing represented a debt extinguishment and therefore recognized a loss on extinguishment of debt during the year ended December 31, 2025 of approximately $85 million. Cash proceeds from the new issuance, payments for the debt principal prepayment (excluding previously capitalized interest amounts) as well as third-party costs and fees paid to lenders that were directly related to the debt extinguishment were reflected as financing cash flows within our consolidated statements of cash flows as of December 31, 2025. Payments associated with interest previously capitalized are reflected as operating cash flows within our consolidated statement of cash flows as of December 31, 2025. The July 2030 Notes are jointly and severally, irrevocably and unconditionally guaranteed by Sabre Holdings and all of Sabre GLBL’s restricted subsidiaries that guarantee Sabre GLBL’s credit facilities governed by the Amended and Restated Credit Agreement. In December 2025, Sabre Financial Borrower entered into a series of transactions governing Sabre Financial Borrower's then-newly issued 11.125% senior secured notes due 2029 (the “June 2029 Notes”) and an intercompany loan agreement (the "2025 Pari Passu Loan Agreement"). The June 2029 Notes were issued in an aggregate principal amount of $1 billion, subject to Sabre Financial Borrower using the proceeds from the June 2029 Notes for an intercompany loan to Sabre GLBL. On December 5, 2025, Sabre Financial Borrower borrowed the full $1 billion amount under the June 2029 Notes and lent the funds to Sabre GLBL under the 2025 Pari Passu Loan Agreement. Sabre Financial Borrower’s obligations under the June 2029 Notes were required to be guaranteed on a secured basis by Sabre Financing Holdings LLC (“Sabre Financing”) and, up to an amount of $400 million certain of our existing and future foreign subsidiaries (the “Foreign Guarantors”). The June 2029 Notes paid interest semiannually in arrears on June 15 and December 15 of each year, beginning on June 15, 2026, at a rate of 11.125% per year, and were scheduled to mature on June 15, 2029. The proceeds of $1 billion received from the sale of the June 2029 Notes were used to repay $627 million of our outstanding term loans and $287 million of our existing senior secured notes (inclusive of $93 million that were redeemed in the first quarter of 2026), plus $15 million of accrued interest and $13 million of third party costs related to these transactions (refer to the 2025 Term Loan B Amendments above and December 2025 Senior Secured Exchange Transaction defined below for more details). The remaining proceeds were partially used to pay $19 million in debt issuance costs. On September 28, 2026, approximately $931 million of the June 2029 Notes were repaid as part of the September 2026 Tender Offers (as defined below), with the remaining principal amounts repaid on October 13, 2026. Refer to paragraph below for more details on the September 2026 Senior Secured Refinance (as defined below). On December 8, 2025, Sabre GLBL exchanged approximately $379 million in principal amount of our 10.750% senior secured notes due November 2029 (the “November 2029 Notes”), $240 million in principal amount of the June 2027 Notes and $44 million in principal amount of our then-outstanding 11.250% senior secured notes due December 2027 (the “December 2027 Notes”) for approximately $470 million of new 10.750% senior secured notes due March 2030 (the “March 2030 Notes”) and $237 million in cash, inclusive of early exchange consideration, which was recorded as a discount (the "December 2025 Senior Secured Exchange Transaction"). The March 2030 Notes bear interest at a rate of 10.750% per annum, and interest payments are due semi-annually in arrears on March 15 and September 15 of each year, beginning on March 15, 2026. The March 2030 Notes mature on March 15, 2030. We incurred $7 million in fees, along with $11 million in accrued and unpaid interest. We determined that the December 2025 Senior Secured Exchange Transaction, including the impact of the early exchange consideration, represents a debt modification and therefore, expensed $7 million of debt modification costs in other, net in our consolidated statements of operations for the year ended December 31, 2025 and included in cash flow from operations as paid. The March 2030 Notes are jointly and severally, irrevocably and unconditionally guaranteed by Sabre Holdings and all of Sabre GLBL’s restricted subsidiaries that guarantee Sabre GLBL’s credit facilities governed by the Amended and Restated Credit Agreement. On December 23, 2025, we issued a notice of full redemption to redeem all $92 million in aggregate principal amount of the June 2027 Notes on March 1, 2026 for a redemption price equal to 102.156% of the aggregate principal amount of the June 2027 Notes to be redeemed plus accrued, but unpaid interest, to, but not including, the redemption date. On December 23, 2025, we irrevocably deposited or caused to be deposited funds in trust solely for the benefit of holders of the June 2027 Notes of $98 million, which is an amount sufficient to fully pay the redemption price. The $98 million is presented in restricted cash on our consolidated balance sheet as of December 31, 2025 and is made up of the following: $92 million principal amount due, $2 million call premium and $4 million of accrued interest through February 28, 2026. On March 1, 2026, we completed the redemption of the June 2027 Notes at the redemption price described above and recognized a loss on extinguishment of debt of approximately $3 million during the nine months ended September 30, 2026. The debt was repaid by the trustee at the early call price on March 2, 2026 under the terms of the notes. On January 22, 2026, we repaid the outstanding balance of our December 2027 Notes of $2 million in full, inclusive of redemption premiums and accrued and unpaid interest. On September 28, 2026, Sabre Financial Borrower issued $1.35 billion of 9.875% senior secured notes due 2032 (the “October 2032 Notes”) subject to Sabre Financial Borrower using the proceeds from the October 2032 Notes for an intercompany loan to Sabre GLBL (the "2026 Pari Passu Loan") and related intercompany loan agreement (the "2026 Pari Passu Loan Agreement"). On September 28, 2026, Sabre Financial Borrower borrowed the full $1.35 billion amount under the October 2032 Notes and lent the funds to Sabre GLBL under the 2026 Pari Passu Loan Agreement. Concurrently with the issuance of the October 2032 Notes, Sabre completed a tender offer to repurchase approximately $931 million in principal amount of our June 2029 Notes and approximately $252 million in principal amount of our November 2029 Notes (the "September 2026 Tender Offers" and combined with the issuance of the October 2032 Notes, the “September 2026 Senior Secured Refinance”). These transactions incurred $84 million in lender fees consisting primarily of early tender consideration, $40 million in accrued and unpaid interest, and $22 million in third party fees. The gross proceeds of $1.35 billion received from the sale of the October 2032 Notes were ultimately used to repay the principal balances under the September 2026 Tender Offers, as well as lender fees, accrued interest, and $14 million of third party costs related to these transactions. The remaining proceeds were used to partially fund the satisfaction and discharge of the remaining balance on the June 2029 Notes. Remaining costs related to satisfaction and discharge and additional third party fees were paid with cash on hand. We determined that the September 2026 Senior Secured Refinance, including the impact of the early tender consideration, represents a debt modification for lenders who participated in the September 2026 Tender Offers. Participation by new lenders was accounted for as a new issuance of debt. Therefore, $19 million of third party costs were expensed in other, net in our consolidated statements of operations for the nine months ended September 30, 2026 and included in cash flow from operations, as they are paid, while $3 million of third party costs will be capitalized and amortized over the term of the October 2032 Notes and included in cash flow from financing, as they are paid. In addition, $84 million of lender fees will be capitalized and amortized over the term of the October 2032 Notes and included in cash flow from financing. Sabre Financial Borrower's obligations under the October 2032 Notes were required to be guaranteed on a secured basis by Sabre Financing and, up to an amount of $400 million certain of our Foreign Guarantors. The October 2032 Notes pay interest semiannually in arrears on April 15 and October 15 of each year, beginning on April 15, 2027, at a rate of 9.875% per year, and will mature on October 15, 2032. On September 28, 2026, we issued a notice of full redemption to redeem all $69 million in aggregate principal amount of the June 2029 Notes on October 13, 2026 for a redemption price equal to 109.250% of the aggregate principal amount of the June 2029 Notes to be redeemed plus accrued, but unpaid interest, to, but not including, the redemption date. On September 28, 2026, we irrevocably deposited or caused to be deposited funds in trust solely for the benefit of holders of the June 2029 Notes of $78 million, which is an amount sufficient to fully pay the redemption price. The $78 million is presented in restricted cash on our consolidated balance sheet as of September 30, 2026 and is made up of the following: $69 million principal amount due, $6 million call premium and $3 million of accrued interest through October 12, 2026. The debt was repaid by the trustee on October 13, 2026. Securitization Facility On February 14, 2023, Sabre Securitization, LLC, our indirect, consolidated subsidiary and a special purpose entity (“Sabre Securitization”), entered into a three-year committed accounts receivable securitization facility (as amended from time to time the “Securitization Facility”) of up to $200 million with PNC Bank, N.A. On March 29, 2024, Sabre Securitization increased the overall size of the existing Securitization Facility from $200 million to $235 million by issuing a $120 million "first-in, last-out" term loan tranche under the Securitization Facility (such tranche, the "FILO Facility") and reducing the revolving tranche under the Securitization Facility to $115 million (such tranche, the "AR Facility"). In connection with the issuance of the FILO Facility, the maturity date of the Securitization Facility was extended to March 29, 2027 and the springing maturity date thereunder was terminated. The FILO Facility provides the ability to prepay or repay at certain redemption premiums as set forth in the agreement. The net proceeds received from the FILO Facility of $117 million, net of $3 million in fees paid to creditors, will be used for general corporate purposes. We incurred additional fees of $4 million, which were funded with cash on hand. On July 3, 2025, we repaid $23 million of the outstanding balance on our Securitization Facility due to the removal of receivables related to the Hospitality Solutions business. On August 4, 2026, Sabre Securitization entered into a further amendment of the Securitization Facility that became effective on September 30, 2026. The amendment extended the maturity of the Securitization Facility to September 28, 2029, subject to certain springing maturity conditions, and reduced the drawn fee rates. In addition, the amendment increased the overall size of the existing AR Facility from $115 million to $130 million, while the size of the FILO Facility remained $120 million, resulting in an increase of the overall size of the Securitization Facility to $250 million. We incurred additional fees of $4 million, which were funded with cash on hand. Of these fees, $3 million will be capitalized and amortized to the springing maturity date of March 15, 2029, and the remaining $1 million were expensed to other, net in our consolidated statement of operations for the three and nine months ended September 30, 2026 and included in cash flow from operations as paid. The amount available for borrowings at any one time under the Securitization Facility is limited to a borrowing base calculated based on the outstanding balance of eligible receivables, subject to certain reserves. As of September 30, 2026, we had $213 million outstanding under the Securitization Facility, consisting of $93 million under the AR Facility and $120 million outstanding under the FILO Facility. The FILO Facility bears interest at SOFR plus a drawn fee initially in the amount of 8.00% per annum, plus a 0.10% SOFR adjustment. Subsequently, the drawn fee was reduced to 6.25% under the fourth amendment, effective September 30, 2026. Interest and fees payable by Sabre Securitization under the FILO Facility are due monthly. Borrowings under the AR Facility bear interest at a rate equal to SOFR, subject to a 0% floor, plus a drawn fee, initially in the amount of 2.25%, plus a 0.10% SOFR adjustment. In connection with the issuance of the FILO Facility, the initial drawn fee rate was increased from 2.25% to 4.00%. Subsequently, the drawn fee was reduced to a fixed rate of 2.75% under the fourth amendment, effective September 30, 2026. Sabre Securitization also pays a fee on the undrawn committed amount of the AR Facility. Interest and fees payable by Sabre Securitization under the AR Facility are due monthly. Unamortized net debt issuance costs related to our AR Facility are $2 million as of September 30, 2026 and $1 million as of December 31, 2025, which are recorded in other assets, net in our consolidated balance sheets. In connection with the Securitization Facility, certain of our subsidiaries (the “Originators”) have sold and contributed, and will continue to sell or contribute, substantially all of their accounts receivable and certain related assets (collectively, the “Receivables”) to Sabre Securitization to be held as collateral for borrowings under the Securitization Facility. Sabre Securitization’s assets are not available to satisfy the obligations of Sabre Corporation or any of its affiliates. Under the terms of the Securitization Facility, the lenders under the AR Facility and FILO Facility would have a senior priority claim to the assets of Sabre Securitization, which will primarily consist of the Receivables of the Originators participating in the Securitization Facility. As of September 30, 2026, $356 million of Receivables are held as assets by Sabre Securitization, consisting of $351 million of accounts receivable and $5 million of other assets, net in our consolidated balance sheets. The Securitization Facility is accounted for as a secured borrowing on a consolidated basis, rather than a sale of assets; as a result, (i) Receivables balances pledged as collateral are presented as assets and the borrowings are presented as liabilities on our consolidated balance sheets, (ii) our consolidated statements of operations reflect the associated charges for bad debt expense (a component of general and administrative expenses) related to the pledged Receivables and interest expense associated with the Securitization Facility and (iii) receipts from customers related to the underlying Receivables are reflected as operating cash flows and borrowings and repayments under the Securitization Facility are reflected as financing cash flows within our consolidated statements of cash flows. The receivables and other assets of Sabre Securitization are not available to satisfy creditors of any entity other than Sabre Securitization. The Securitization Facility contains certain customary representations, warranties, affirmative covenants, and negative covenants, subject to certain cure periods in some cases, including the eligibility of the Receivables being sold by the Originators and securing the loans made by the lenders, as well as customary reserve requirements, events of default, termination events, and servicer defaults. As of September 30, 2026, we were in compliance with the financial covenants of the Securitization Facility. Exchangeable Notes On March 19, 2024, Sabre GLBL exchanged $150 million aggregate principal amount of its then-outstanding 4.000% senior exchangeable notes due 2025 (the “2025 Exchangeable Notes”) for $150 million aggregate principal amount of Sabre GLBL's 7.32% senior exchangeable notes due 2026 (the "2026 Exchangeable Notes") and approximately $30 million of cash. On May 18, 2026, Sabre GLBL issued $150 million aggregate principal amount of newly-issued 7.00% senior exchangeable notes due 2031 (the "2031 Exchangeable Notes" and together with the 2025 Exchangeable Notes and 2026 Exchangeable Notes, the "Exchangeable Notes"). Concurrently with the issuance of the 2031 Exchangeable Notes, we used a portion of the net proceeds to fund the repurchase of $100 million in aggregate principal amount of the outstanding 2026 Exchangeable Notes at par plus accrued and unpaid interest (the "May 2026 Exchangeable Notes Transaction"). In connection with this transaction, we paid approximately $5 million in third-party fees plus $2 million of accrued and unpaid interest. We determined that the May 2026 Exchangeable Notes Transaction represents a debt extinguishment and therefore recognized an immaterial loss on extinguishment of debt during the nine months ended September 30, 2026. We used the net proceeds of $50 million to repay the remaining $50 million of 2026 Exchangeable Notes when they matured on August 1, 2026. Ultimately, the May 2026 Exchangeable Notes Transaction did not result in any incremental indebtedness being incurred. The 2031 Exchangeable Notes are senior, unsecured obligations of Sabre GLBL, accrue interest payable semi-annually in arrears on May 15 and November 15 of each year, beginning on November 15, 2026, at a rate of 7.00% per year, and mature on May 15, 2031, unless earlier repurchased, redeemed or exchanged in accordance with specified circumstances and terms of the indenture governing the 2031 Exchangeable Notes (the "2031 Exchangeable Notes Indenture"). As of September 30, 2026, we have $150 million aggregate principal amount of 2031 Exchangeable Notes outstanding. Under the terms of the 2031 Exchangeable Notes Indenture, the 2031 Exchangeable 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 September 30, 2026, 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 the 2031 Exchangeable Notes, as determined following a request by a holder in accordance with the procedures in the 2031 Exchangeable Notes 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 2031 Exchangeable Notes Indenture); •upon the occurrence of specified corporate events; •on or after November 15, 2030, until the close of business on the second scheduled trading day immediately preceding the maturity date, May 15, 2031; or •if Sabre GLBL calls any note for redemption, then the holder may exchange such note at any time before the close of business on the second business day immediately before the related redemption date. With certain exceptions, upon a Change of Control or other Fundamental Change (both as defined in the 2031 Exchangeable Notes Indenture), the holders of the 2031 Exchangeable Notes may require us to repurchase all or part of the principal amount of the 2031 Exchangeable Notes at a repurchase price equal to 100% of the principal amount of the 2031 Exchangeable Notes, plus any accrued and unpaid interest to, but excluding, the repurchase date. As of September 30, 2026, none of the conditions allowing holders of the 2031 Exchangeable Notes to exchange have been met. The 2031 Exchangeable Notes are exchangeable at their holder’s election into shares of our common stock based on an initial exchange rate of 447.2272 shares of common stock per $1,000 principal amount of the 2031 Exchangeable Notes, which is equivalent to an initial exchange price of approximately $2.24 per share. The exchange rate is subject to anti-dilution and other adjustments. Upon exchange, 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 2031 Exchangeable Notes Indenture) occurred with respect to any 2031 Exchangeable Note and the exchange date for the exchange of such 2031 Exchangeable Note occurred during the related “Make-Whole Fundamental Change Exchange Period” (as defined in the 2031 Exchangeable Notes Indenture), then, subject to the provisions set forth in the 2031 Exchangeable Notes Indenture, the exchange rate applicable to such exchange would have been increased by a number of shares set forth in the table contained in the 2031 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 The 2031 Exchangeable Notes will not be redeemable at our option prior to May 21, 2029. On or after May 21, 2029, Sabre GLBL may redeem for cash all or any portion of the 2031 Exchangeable Notes at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date, if the last reported sale price of our common stock exceeds 130% of the exchange price then in effect for a specified period of time ending on, and including, the trading day immediately preceding the date we provide notice of redemption, subject to the other limitations set forth in the 2031 Exchangeable Notes Indenture. Holders of the 2031 Exchangeable Notes may require Sabre GLBL to repurchase for cash all or any portion of their notes on May 15, 2029, at a repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date. Debt issuance costs were amortized over the contractual life of the 2025 Exchangeable Notes and the 2026 Exchangeable Notes. Debt issuance costs for the 2031 Exchangeable Notes are amortized from the date of issuance to May 15, 2029, the date on which the holders have a non-contingent, unilateral right to require us to repurchase the notes. Debt issuance costs are amortized through interest expense, within our results from continuing operations. The effective interest rate at September 30, 2026 is 8.37% for the 2031 Exchangeable Notes and the effective interest rates at September 30, 2025 were 8.82% and 4.78% for the 2026 Exchangeable Notes and 2025 Exchangeable Notes, respectively. The following table sets forth the carrying value of the Exchangeable Notes as of September 30, 2026 and December 31, 2025 (in thousands):
The following table sets forth interest expense recognized related to the Exchangeable Notes for the three and nine months ended September 30, 2026 and 2025 (in thousands):
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