Sabre Corporation
Oct 29, 2015
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Sabre Reports Third Quarter 2015 Results

- Revenue + 16.7%, Adjusted EBITDA + 12.1% and Adjusted EPS + 26.1%
- Double digit year-over-year increases in Revenue, Adjusted EBITDA and Adjusted EPS
- Reaffirming and narrowing full-year guidance
- Airline and Hospitality Solutions revenue increased 4.9%
- Travel Network Revenue increased 22.1%, bookings growth of 29.5%
- Abacus acquisition completed July 1
- American Airlines - US Airways technology integration completed

SOUTHLAKE, Texas, Oct. 29, 2015 /PRNewswire/ -- Sabre Corporation (NASDAQ: SABR) today announced financial results for the quarter ended September 30, 2015.

"In the third quarter we delivered strong financial results while doing great work to integrate Abacus. Sabre's expanding global footprint, strong customer bookings growth and new product innovation are key to driving our performance," said Tom Klein, Sabre president and CEO. "Travel Network revenue increased 22.1% in the quarter. Our new, wholly-owned Asia-Pacific business was a big factor, underpinned with continuing strong booking growth of 6.3% in North America and 15.5% in EMEA. In Airline and Hospitality Solutions, revenue and Adjusted EBITDA increased 4.9% and 4.4%, respectively. Our third quarter results keep us on track to deliver on our full-year objectives."

Q3 2015 Financial Summary

Sabre consolidated third quarter revenue increased 16.7% to $785.0 million, compared to $672.5 million for the same period last year.

Income from continuing operations totaled $123.1 million, compared to $41.2 million in the third quarter of 2014. The increase in income from continuing operations includes gains totaling $97.7 million related to the acquisition of Abacus. Consolidated Adjusted EBITDA was $241.7 million, a 12.1% increase from $215.5 million in the prior year third quarter. The increase in consolidated Adjusted EBITDA is the result of Adjusted EBITDA increases of 19.3% in Travel Network and 4.4% in Airline and Hospitality Solutions, respectively.

For the quarter, Sabre reported income from continuing operations of $0.44 per share. Adjusted net income from continuing operations (Adjusted EPS) increased 26.1% to $0.29 per share.

Cash flow from operations totaled $121.7 million, compared to $81.1 million in the third quarter of 2014. Third quarter Free Cash Flow was $46.6 million, compared to $33.3 million in the year ago period. Capital expenditures totaled $75.1 million, compared to $47.7 million in the year ago period. Adjusted Capital Expenditures, which include capitalized implementation costs, totaled $95.2 million, compared to $57.2 million in the third quarter of 2014.

Financial Highlights

(in thousands; unaudited):

Three Months Ended September 30,


Nine Months Ended September 30,

2015


2014

% Change


2015


2014

% Change

Total Company (Continuing Operations):



Revenue

$

785,002



$

672,480


16.7



$

2,202,441



$

1,985,275


10.9


Income from continuing operations

$

123,124



$

41,229


198.6



$

205,043



$

69,643


194.4












Adjusted EBITDA*

$

241,666



$

215,542


12.1



$

712,825



$

641,353


11.1












Cash Flow from Operations

$

121,711



$

81,088


50.1



$

389,710



$

285,544


36.5


Capital Expenditures

$

75,108



$

47,742


57.3



$

203,071



$

154,212


31.7


Adjusted Capital Expenditures*

$

95,189



$

57,236


66.3



$

252,713



$

181,303


39.4












Free Cash Flow*

$

46,603



$

33,346


39.8



$

186,639



$

131,332


42.1


Adjusted Free Cash Flow*

$

67,201



$

101,163


(33.6)



$

232,960



$

252,018


(7.6)












Net Debt (total debt, less cash)

$

2,997,095



$

2,944,461








Net Debt / LTM Adjusted EBITDA**

3.3x



3.5x








Airline and Hospitality Solutions:



Revenue

$

218,978



$

208,684


4.9



$

640,510



$

571,975


12.0


Passengers Boarded

141,994



136,545


4.0



407,433



385,611


5.7


Operating Income

$

52,912



$

55,640


(4.9)



$

130,478



$

117,957


10.6


Adjusted EBITDA*

$

85,275



$

81,671


4.4



$

237,748



$

197,686


20.3


Travel Network:



Revenue

$

569,190



$

466,278


22.1



$

1,571,635



$

1,420,341


10.7


Air Bookings

107,361



81,047


32.5



287,226



251,145


14.4


Non-air Bookings

15,499



13,806


12.3



44,197



41,274


7.1


Total Bookings

122,860



94,853


29.5



331,423



292,419


13.3


Bookings Share

37.1

%


36.0

%



36.5

%


35.7

%


Operating Income

$

205,386



$

164,979


24.5



$

576,328



$

515,093


11.9


Adjusted EBITDA*

$

231,230



$

193,823


19.3



$

669,274



$

606,637


10.3



*indicates non-GAAP financial measure; see descriptions and reconciliations below

**LTM Adjusted EBITDA includes Abacus Adjusted EBITDA only for Q3 2015

 

Sabre Airline and Hospitality Solutions

Third quarter 2015 Airline and Hospitality Solutions revenue increased 4.9% to $219.0 million from $208.7 million in the prior year period. Contributing to the rise in revenue was a 4.0% increase in airline passengers boarded through the SabreSonic reservation solution and continued momentum in Sabre Hospitality Solutions, including the implementation of Sabre Hospitality Solutions products at more than 600 incremental properties.

Sabre Airline and Hospitality Solutions Adjusted EBITDA increased 4.4% to $85.3 million from $81.7 million in the prior year period. Third quarter Adjusted EBITDA margin was 38.9%, compared to 39.1% for the prior year quarter.

Subsequent to the third quarter, Sabre worked with American Airlines to complete the largest technology integration in the airline industry's history, making American Airlines the largest customer in the SabreSonic community.

Sabre Travel Network

On July 1, Sabre completed the acquisition of Abacus International, the leading global distribution system (GDS) in the Asia-Pacific region. Sabre previously owned 35% of Abacus. As the largest and fastest growing region in the travel industry, Asia-Pacific is a platform for investment and growth. Concurrent with the completion of the Abacus acquisition, Sabre signed long-term distribution agreements with the 11 Asian airlines that sold their 65% share in Abacus to Sabre.

Third quarter Travel Network revenue increased 22.1% to $569.2 million, compared to $466.3 million for the same period in 2014. Total bookings increased 29.5% driven by Sabre's now wholly-owned Asia-Pacific business and strong growth in all regions except Latin America. Excluding the Abacus acquisition, global bookings increased 6.5% in the quarter. Bookings growth in North America was 6.3% in the quarter. EMEA continues to be Sabre Travel Network's fastest growing region, with an increase of 15.5% year over year, while bookings in Latin America declined 3.9%. Third quarter 2015 Travel Network Adjusted EBITDA increased 19.3% to $231.2 million.

Business Outlook and Financial Guidance

Reflecting strong year-to-date results and continued momentum, Sabre narrowed full-year revenue, Adjusted EBITDA, Adjusted net income and Adjusted EPS guidance.

Sabre expects full-year revenue of between $2.955 billion and $2.975 billion. 2015 Adjusted EBITDA is expected to be between $935 million and $943 million.

In Airline and Hospitality Solutions, Sabre continues to expect 2015 revenue growth toward the higher end of its 9% to 11% range. Full-year passengers boarded are expected to increase at or above 10% in 2015, including the added volume from American Airlines.

In Travel Network, Sabre continues to expect 2015 revenue growth of 13% or more, with full-year bookings growth of approximately 17%.

Sabre's full-year Adjusted net income is expected to be between $293 million to $303 million, and Adjusted EPS is forecast to be in a range of $1.06 to $1.10. Free Cash Flow and Adjusted Free Cash Flow are expected to be $240 million and more than $290 million, respectively.

In summary, for the full-year 2015, Sabre's guidance for results from continuing operations is as follows:

Full-Year 2015 Guidance


($ millions, except for EPS)

Revenue

$2,955 - $2,975



Adjusted EBITDA

$935 - $943



Adjusted Net Income

$293 - $303



Adjusted EPS

$1.06 - $1.10

 

Conference Call

Sabre will conduct its third quarter 2015 investor conference call today at 9:00 a.m. ET. The live webcast and accompanying slide presentation can be accessed via the Sabre Investor Relations website at investors.sabre.com. A replay of the event will be available on the website for at least 90 days following the event.

About Sabre Corporation

Sabre Corporation is the leading technology provider to the global travel industry. Sabre's software, data, mobile and distribution solutions are used by hundreds of airlines and thousands of hotel properties to manage critical operations, including passenger and guest reservations, revenue management, flight, network and crew management. Sabre also operates a leading global travel marketplace, which processes more than $110 billion of estimated travel spend annually by connecting travel buyers and suppliers. Headquartered in Southlake, Texas, USA, Sabre serves customers in more than 160 countries around the world.

Website Information

We routinely post important information for investors on our website, www.sabre.com, in the "Investor Relations" section. We intend to use this website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Accordingly, investors should monitor the Investor Relations section of our website, in addition to following our press releases, SEC filings, public conference calls, presentations and webcasts. The information contained on, or that may be accessed through, our website is not incorporated by reference into, and is not a part of, this document.

Supplemental Financial Information

In conjunction with today's earnings report, a file of supplemental financial information will be available on the Investor Relations section of our website, www.sabre.com.

Note on Non-GAAP Financial Measures

This press release includes unaudited non-GAAP financial measures, including Adjusted Net Income, Adjusted EBITDA, Adjusted EPS, Adjusted Capital Expenditures, Free Cash Flow, Adjusted Free Cash Flow and the ratios based on these financial measures. We present non-GAAP measures when our management believes that the additional information provides useful information about our operating performance. Non-GAAP financial measures do not have any standardized meaning and are therefore unlikely to be comparable to similar measures presented by other companies. The presentation of non-GAAP financial measures is not intended to be a substitute for, and should not be considered in isolation from, the financial measures reported in accordance with GAAP. See "Non-GAAP Financial Measures" below for an explanation of the non-GAAP measures and "Tabular Reconciliations for Non-GAAP Measures" below for a reconciliation of the non-GAAP financial measures to the comparable GAAP measures.

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 "will," "outlook," "guidance," "expect," "on track," "forecast," "momentum," "may," "should," "would," "intend," "believe," "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. The potential risks and uncertainties include, among others, dependency on transaction volumes in the global travel industry, particularly air travel transaction volumes, the financial and business effects of acquisitions, including integration of these acquisitions, adverse global and regional economic and political conditions, including, but not limited to, conditions in Venezuela and Russia, exposure to pricing pressure in the Travel Network business, the implementation and effects of new agreements, dependence on maintaining and renewing contracts with customers and other counterparties, dependence on relationships with travel buyers, changes affecting travel supplier customers, travel suppliers' usage of alternative distribution models, risks arising from global operations, and competition in the travel distribution market and solutions markets. More information about potential risks and uncertainties that could affect our business and results of operations is included in the "Risk Factors" and "Forward-Looking Statements" sections in our Quarterly Reports on Form 10-Q and our Annual Report on Form 10-K filed 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

Investors

Daniel Duarte

Barry Sievert

214-236-9473

682-605-0214

daniel.duarte@sabre.com

barry.sievert@sabre.com

 

SABRE CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)



Three Months Ended September 30,


Nine Months Ended September 30,


2015


2014


2015


2014

Revenue

$

785,002



$

672,480



$

2,202,441



$

1,985,275


Cost of revenue (1) (2)

509,906



441,052



1,440,030



1,315,669


Selling, general and administrative (2)

166,324



113,581



412,042



351,970


Operating income

108,772



117,847



350,369



317,636


Other income (expense):










Interest expense, net

(40,581)



(50,153)



(129,643)



(167,332)


Loss on extinguishment of debt





(33,235)



(33,538)


Joint venture equity income

372



2,867



14,198



9,367


Other, net

92,568



1,124



88,320



(839)


Total other income (expense), net

52,359



(46,162)



(60,360)



(192,342)


Income from continuing operations before income taxes

161,131



71,685



290,009



125,294


Provision for income taxes

38,007



30,456



84,966



55,651


Income from continuing operations

123,124



41,229



205,043



69,643


Income (loss) from discontinued operations, net of tax

53,892



(3,946)



213,499



(44,652)


Net income

177,016



37,283



418,542



24,991


Net income attributable to noncontrolling interests

676



720



2,501



2,168


Net income attributable to Sabre Corporation

176,340



36,563



416,041



22,823


Preferred stock dividends







11,381


Net income attributable to common stockholders

$

176,340



$

36,563



$

416,041



$

11,442










Basic net income per share attributable to common
stockholders:










Income from continuing operations

$

0.44



$

0.15



$

0.74



$

0.24


Income (loss) from discontinued operations

0.20



(0.01)



0.78



(0.19)


Net income per common share

$

0.64



$

0.14



$

1.53



$

0.05


Diluted net income per share attributable to common
stockholders:










Income from continuing operations

$

0.44



$

0.15



$

0.73



$

0.24


Income (loss) from discontinued operations

0.19



(0.01)



0.77



(0.19)


Net income per common share

$

0.63



$

0.13



$

1.49



$

0.05


Weighted-average common shares outstanding:










Basic

275,471



264,768



272,224



229,405


Diluted

281,395



273,330



278,848



237,994










Dividends per common share

$

0.09



$



$

0.27



$

0.09










(1) Includes amortization of upfront incentive consideration

$

9,525



$

10,388



$

31,575



$

33,177


(2) Includes stock-based compensation as follows:








Cost of revenue

$

2,853



$

2,165



$

9,288



$

5,523


Selling, general and administrative

4,351



3,200



14,040



8,326


 

SABRE CORPORATION

CONSOLIDATED BALANCE SHEETS

(In thousands, except share amounts)

(Unaudited)



September 30, 2015


December 31, 2014

Assets




Current assets




Cash and cash equivalents

$

132,695



$

155,679


Accounts receivable, net

430,362



362,911


Prepaid expenses and other current assets

27,966



34,841


Current deferred income taxes

148,190



182,277


Other receivables, net

50,733



29,893


Assets held for sale



112,558


Total current assets

789,946



878,159


Property and equipment, net of accumulated depreciation of $947,016 and $792,161

583,795



551,276


Investments in joint ventures

24,024



145,320


Goodwill

2,425,963



2,153,499


Acquired customer relationships, net of accumulated amortization of $588,059 and $535,334

447,904



170,629


Other intangible assets, net of accumulated amortization of $550,146 and $527,921

424,333



309,357


Other assets, net

635,755



509,764


Total assets

$

5,331,720



$

4,718,004






Liabilities and stockholders' equity






Current liabilities






Accounts payable

$

149,976



$

117,855


Accrued compensation and related benefits

91,916



83,828


Accrued subscriber incentives

206,023



145,581


Deferred revenues

178,965



167,827


Litigation settlement liability and related deferred revenue

40,140



73,252


Other accrued liabilities

190,854



189,612


Current portion of debt

420,244



22,435


Liabilities held for sale



96,544


Total current liabilities

1,278,118



896,934


Deferred income taxes

253,883



61,577


Other noncurrent liabilities

639,894



613,710


Long-term debt

2,701,085



3,061,400








Stockholders' equity






   Common Stock: $0.01 par value; 450,000,000 authorized shares; 277,922,158 and 268,237,547 shares issued, 277,204,130 and 267,800,161 shares outstanding at September 30, 2015 and December 31, 2014, respectively

2,779



2,682


Additional paid-in capital

2,001,436



1,931,796


    Treasury Stock, at cost, 718,028 and 437,386 shares at September 30, 2015 and December 31, 2014, respectively

(11,528)



(5,297)


Retained deficit

(1,433,129)



(1,775,616)


Accumulated other comprehensive loss

(101,537)



(69,803)


Noncontrolling interest

719



621


Total stockholders' equity

458,740



84,383


Total liabilities and stockholders' equity

$

5,331,720



$

4,718,004


 

SABRE CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)



Nine Months Ended September 30,


2015


2014

Operating Activities




Net income

$

418,542



$

24,991


Adjustments to reconcile net income to cash provided by operating activities:






Depreciation and amortization

254,854



221,016


Amortization of upfront incentive consideration

31,575



33,177


Litigation-related (credits) charges

(49,194)



(6,132)


Stock-based compensation expense

23,328



13,849


Allowance for doubtful accounts

6,745



5,916


Deferred income taxes

63,402



34,952


Joint venture equity income

(14,198)



(9,367)


Dividends received from joint venture investments

28,700



2,205


Amortization of debt issuance costs

4,893



4,779


Gain on remeasurement of previously-held joint venture interest

(86,082)




Loss on extinguishment of debt

33,235



33,538


Other

10,730



1,880


(Income) loss from discontinued operations

(213,499)



44,652


Changes in operating assets and liabilities:





Accounts and other receivables

(64,296)



(72,559)


Prepaid expenses and other current assets

5,249



3,721


Capitalized implementation costs

(49,642)



(27,091)


Upfront incentive consideration

(46,409)



(31,633)


Other assets

(55,439)



(60,526)


Accrued compensation and related benefits

10,294



(5,752)


Accounts payable and other accrued liabilities

60,554



29,654


Deferred revenue including upfront solution fees

16,368



44,274


Cash provided by operating activities

389,710



285,544


Investing Activities






Additions to property and equipment

(203,071)



(154,212)


Acquisitions, net of cash acquired

(441,582)



(31,799)


Other investing activities

148



234


Cash used in investing activities

(644,505)



(185,777)


Financing Activities






Proceeds of borrowings from lenders

752,000



148,307


Payments on borrowings from lenders

(719,507)



(797,028)


Debt prepayment fees and issuance costs

(40,214)



(30,490)


Acquisition-related contingent consideration paid



(27,000)


Proceeds from issuance of common stock in initial public offering, net



672,137


Net proceeds on the settlement of equity-based awards

40,045



2,376


Cash dividends paid to common stockholders

(73,554)



(23,831)


Other financing activities

1,975



(3,755)


Cash used in financing activities

(39,255)



(59,284)


Cash Flows from Discontinued Operations






Cash used in operating activities

(908)



(189,802)


Cash provided by (used in) investing activities

278,834



(1,904)


Cash provided by (used in) discontinued operations

277,926



(191,706)


Effect of exchange rate changes on cash and cash equivalents

(6,860)



734


Decrease in cash and cash equivalents

(22,984)



(150,489)


Cash and cash equivalents at beginning of period

155,679



308,236


Cash and cash equivalents at end of period

$

132,695



$

157,747


 

Non-GAAP Financial Measures

We have included both financial measures compiled in accordance with GAAP and certain non-GAAP financial measures in this earnings release, including Adjusted Gross Margin, Adjusted Net Income, Adjusted EBITDA, Adjusted Net Income from continuing operations (Adjusted EPS), Adjusted Capital Expenditures, Free Cash Flow, Adjusted Free Cash Flow and ratios based on these financial measures.

We define Adjusted Gross Margin as operating income adjusted for selling, general and administrative expenses, amortization of upfront incentive consideration, and the cost of revenue portion of depreciation and amortization, restructuring and other costs, and stock-based compensation.

We define Adjusted Net Income as income from continuing operations adjusted for acquisition-related amortization, loss on extinguishment of debt, other, net, restructuring and other costs, acquisition-related costs, litigation costs, stock-based compensation, management fees and the tax impact of net income adjustments.

We define Adjusted EBITDA as Adjusted Net Income adjusted for depreciation and amortization of property and equipment, amortization of capitalized implementation costs, amortization of upfront incentive consideration, interest expense, net, and remaining provision for income taxes.

We define Adjusted EPS as Adjusted Net Income divided by the applicable share count.

We define Adjusted Capital Expenditures as additions to property and equipment and capitalized implementation costs during the periods presented.

We define Free Cash Flow as cash provided by operating activities less cash used in additions to property and equipment. We define Adjusted Free Cash Flow as free cash flow plus the cash flow effect of restructuring and other costs, acquisition-related costs, litigation settlement, other litigation costs and management fees.

These non-GAAP financial measures are key metrics used by management and our board of directors to monitor our ongoing core operations because historical results have been significantly impacted by events that are unrelated to our core operations as a result of changes to our business and the regulatory environment. We believe that these non-GAAP financial measures are used by investors, analysts and other interested parties as measures of financial performance and to evaluate our ability to service debt obligations, fund capital expenditures and meet working capital requirements. Adjusted Capital Expenditures include cash flows used in investing activities, for property and equipment, and cash flows used in operating activities, for capitalized implementation costs. Our management uses this combined metric in making product investment decisions and determining development resource requirements. We also believe that Adjusted Gross Margin, Adjusted Net Income, Adjusted EBITDA, Adjusted EPS and Adjusted Capital Expenditures assist investors in company-to-company and period-to-period comparisons by excluding differences caused by variations in capital structures (affecting interest expense), tax positions and the impact of depreciation and amortization expense. In addition, amounts derived from Adjusted EBITDA are a primary component of certain covenants under our senior secured credit facilities.

Adjusted Gross Margin, Adjusted Net Income, Adjusted EBITDA, Adjusted EPS, Adjusted Capital Expenditures, Free Cash Flow, Adjusted Free Cash Flow and ratios based on these financial measures are not recognized terms under GAAP. These non-GAAP financial measures and ratios based on them have important limitations as analytical tools, and should not be viewed in isolation and do not purport to be alternatives to net income as indicators of operating performance or cash flows from operating activities as measures of liquidity. These non-GAAP financial measures and ratios based on them exclude some, but not all, items that affect net income or cash flows from operating activities and these measures may vary among companies. Our use of these measures has limitations as an analytical tool, and you should not consider them in isolation or as substitutes for analysis of our results as reported under GAAP. Some of these limitations are:

  • these non-GAAP financial measures exclude certain recurring, non-cash charges such as stock-based compensation expense and amortization of acquired intangible assets;
  • although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and Adjusted Gross Margin and Adjusted EBITDA do not reflect cash requirements for such replacements;
  • Adjusted Net Income and Adjusted EBITDA do not reflect changes in, or cash requirements for, our working capital needs;
  • Adjusted EBITDA does not reflect the interest expense or the cash requirements necessary to service interest or principal payments on our indebtedness;
  • Adjusted EBITDA does not reflect tax payments that may represent a reduction in cash available to us;
  • Free Cash Flow and Adjusted Free Cash Flow do not reflect the cash requirements necessary to service the principal payments on our indebtedness;
  • Free Cash Flow and Adjusted Free Cash Flow do not reflect payments related to restructuring, litigation, acquisition-related and management fees;
  • Free Cash Flow and Adjusted Free Cash Flow remove the impact of accrual-basis accounting on asset accounts and non-debt liability accounts; and
  • other companies, including companies in our industry, may calculate Adjusted Gross Margin, Adjusted Net Income, Adjusted EBITDA, Adjusted EPS, Adjusted Capital Expenditures, Free Cash Flow or Adjusted Free Cash Flow differently, which reduces their usefulness as comparative measures.

 

Tabular Reconciliations for Non-GAAP Measures

(In thousands, except per share amounts; unaudited)


Reconciliation of Net income to Adjusted Net Income from continuing operations and Adjusted EBITDA:



Three Months Ended September 30,


Nine Months Ended September 30,


2015


2014


2015


2014

Net income attributable to common stockholders

$

176,340



$

36,563



$

416,041



$

11,442


(Income) loss from discontinued operations, net of tax

(53,892)



3,946



(213,499)



44,652


Net income attributable to noncontrolling interests(1)

676



720



2,501



2,168


Preferred stock dividends







11,381


Income from continuing operations

123,124



41,229



205,043



69,643


Adjustments:












Acquisition-related amortization(2a)

31,384



21,899



76,270



76,741


Loss on extinguishment of debt





33,235



33,538


Other, net(4)

(92,568)



(1,124)



(88,320)



839


Restructuring and other costs(5)

8,888



5,150



8,888



8,834


Acquisition-related costs(6)

9,350





13,214




Litigation costs(7)

9,318



4,252



14,797



11,370


Stock-based compensation

7,204



5,365



23,328



13,849


Management fees(8)



193





23,701


Tax impact of net income adjustments

(15,806)



(14,035)



(54,573)



(65,959)


Adjusted Net Income from continuing operations

$

80,894



$

62,929



$

231,882



$

172,556


Adjusted Net Income from continuing operations
per share

$

0.29



$

0.23



$

0.83



$

0.73


Diluted weighted-average common shares outstanding

281,395



273,330



278,848



237,994










Adjusted Net Income from continuing operations

$

80,894



$

62,929



$

231,882



$

172,556


Adjustments:












Depreciation and amortization of property
and equipment(2b)

49,247



38,498



157,154



119,608


Amortization of capitalized implementation costs(2c)

7,606



9,083



23,032



27,070


Amortization of upfront incentive consideration(3)

9,525



10,388



31,575



33,177


Interest expense, net

40,581



50,153



129,643



167,332


Remaining provision for income taxes

53,813



44,491



139,539



121,610


Adjusted EBITDA

$

241,666



$

215,542



$

712,825



$

641,353


 

Reconciliation of Adjusted Capital Expenditures:


















Three Months Ended September 30,


Nine Months Ended September 30,


2015


2014


2015


2014

Additions to property and equipment

$

75,108



$

47,742



$

203,071



$

154,212


Capitalized implementation costs

20,081



9,494



49,642



27,091


Adjusted Capital Expenditures

$

95,189



$

57,236



$

252,713



$

181,303




Reconciliation of Adjusted Free Cash Flow:


















Three Months Ended September 30,


Nine Months Ended September 30,


2015


2014


2015


2014

Cash provided by operating activities

$

121,711



$

81,088



$

389,710



$

285,544


Cash used in investing activities

(516,690)



(79,542)



(644,505)



(185,777)


Cash used in financing activities

(73,488)



(55,705)



(39,255)



(59,284)




















Three Months Ended September 30,


Nine Months Ended September 30,


2015


2014


2015


2014

Cash provided by operating activities

$

121,711



$

81,088



$

389,710



$

285,544


Additions to property and equipment

(75,108)



(47,742)



(203,071)



(154,212)


Free Cash Flow

46,603



33,346



186,639



131,332


Adjustments:










Restructuring and other costs(5)(9)

638



6,030



918



16,625


Acquisition-related costs(6)(9)

9,350





13,214




Litigation settlement(7)(10)

7,192



57,535



23,292



69,183


Other litigation costs(7)(9)

3,418



4,252



8,897



11,370


Management fees(8)(9)







23,508


Adjusted Free Cash Flow

$

67,201



$

101,163



$

232,960



$

252,018


 

Reconciliation of Operating Income (loss) to Adjusted Gross Margin and Adjusted EBITDA by segment:


















Three Months Ended September 30, 2015


Travel
Network


Airline and
Hospitality
Solutions


Corporate


Total

Operating income (loss)

$

205,386



$

52,912



$

(149,526)



$

108,772


Add back:








Selling, general and administrative

34,258



14,287



117,779



166,324


Cost of revenue adjustments:








Depreciation and amortization(2)

14,563



32,174



12,597



59,334


Amortization of upfront incentive consideration(3)

9,525







9,525


Stock-based compensation





2,853



2,853


Adjusted Gross Margin

263,732



99,373



(16,297)



346,808


Selling, general and administrative

(34,258)



(14,287)



(117,779)



(166,324)


Joint venture equity income

372







372


Joint venture intangible amortization(2a)








Selling, general and administrative adjustments:








Depreciation and amortization(2)

1,384



189



27,330



28,903


Restructuring and other costs(5)





8,888



8,888


Acquisition-related costs(6)





9,350



9,350


Litigation costs(7)





9,318



9,318


Stock-based compensation





4,351



4,351


Adjusted EBITDA

$

231,230



$

85,275



$

(74,839)



$

241,666




















Three Months Ended September 30, 2014


Travel
Network


Airline and
Hospitality
Solutions


Corporate


Total

Operating income (loss)

$

164,979



$

55,640



$

(102,772)



$

117,847


Add back:








Selling, general and administrative

26,583



13,236



73,762



113,581


Cost of revenue adjustments:








Depreciation and amortization(2)

14,264



25,871



6,013



46,148


Amortization of upfront incentive consideration(3)

10,388







10,388


Restructuring and other costs(5)





2,694



2,694


Stock-based compensation





2,165



2,165


Adjusted Gross Margin

216,214



94,747



(18,138)



292,823


Selling, general and administrative

(26,583)



(13,236)



(73,762)



(113,581)


Joint venture equity income

2,867







2,867


Joint venture intangible amortization(2a)

801







801


Selling, general and administrative adjustments:








Depreciation and amortization(2)

524



160



21,847



22,531


Restructuring and other costs(5)





2,456



2,456


Litigation costs(7)





4,252



4,252


Stock-based compensation





3,200



3,200


Management fees(8)





193



193


Adjusted EBITDA

$

193,823



$

81,671



$

(59,952)



$

215,542




















Nine Months Ended September 30, 2015


Travel
Network


Airline and
Hospitality
Solutions


Corporate


Total

Operating income (loss)

$

576,328



$

130,478



$

(356,437)



$

350,369


Add back:








Selling, general and administrative

82,742



47,302



281,998



412,042


Cost of revenue adjustments:








Depreciation and amortization(2)

43,133



106,574



27,373



177,080


Amortization of upfront incentive consideration(3)

31,575







31,575


Stock-based compensation





9,288



9,288


Adjusted Gross Margin

733,778



284,354



(37,778)



980,354


Selling, general and administrative

(82,742)



(47,302)



(281,998)



(412,042)


Joint venture equity income

14,198







14,198


Joint venture intangible amortization(2a)

1,602







1,602


Selling, general and administrative adjustments:








Depreciation and amortization(2)

2,438



696



74,640



77,774


Restructuring and other costs(5)





8,888



8,888


Acquisition-related costs(6)





13,214



13,214


Litigation costs(7)





14,797



14,797


Stock-based compensation





14,040



14,040


Adjusted EBITDA

$

669,274



$

237,748



$

(194,197)



$

712,825




















Nine Months Ended September 30, 2014


Travel
Network


Airline and
Hospitality
Solutions


Corporate


Total

Operating income (loss)

$

515,093



$

117,957



$

(315,414)



$

317,636


Add back:








Selling, general and administrative

76,810



38,555



236,605



351,970


Cost of revenue adjustments:








Depreciation and amortization(2)

44,943



79,034



29,095



153,072


Amortization of upfront incentive consideration(3)

33,177







33,177


Restructuring and other costs(5)





5,273



5,273


Stock-based compensation





5,523



5,523


Adjusted Gross Margin

670,023



235,546



(38,918)



866,651


Selling, general and administrative

(76,810)



(38,555)



(236,605)



(351,970)


Joint venture equity income

9,367







9,367


Joint venture intangible amortization(2a)

2,403







2,403


Selling, general and administrative adjustments:








Depreciation and amortization(2)

1,654



695



65,595



67,944


Restructuring and other costs(5)





3,561



3,561


Litigation costs(7)





11,370



11,370


Stock-based compensation





8,326



8,326


Management fees(8)





23,701



23,701


Adjusted EBITDA

$

606,637



$

197,686



$

(162,970)



$

641,353


 

Non-GAAP Footnotes



(1)

Net Income attributable to noncontrolling interests represents an adjustment to include earnings allocated to noncontrolling interests held in Sabre Travel Network Middle East of 40% for all periods presented and in Sabre Seyahat Dagitim Sistemleri A.S. of 40% beginning in April 2014 for the three and nine months ended September 30, 2015 and 2014.



(2)

Depreciation and amortization expenses:




a.

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 and amortization of the excess basis in our underlying equity in joint ventures.




b.

Depreciation and amortization of property and equipment includes software developed for internal use.




c.

Amortization of capitalized implementation costs represents amortization of upfront costs to implement new customer contracts under our SaaS and hosted revenue model.



(3)

Our Travel Network business at times provides upfront incentive consideration to travel agency subscribers at the inception or modification of a service contract, which are capitalized and amortized to cost of revenue over an average expected life of the service contract, generally over three to five years. Such consideration is made with the objective of increasing the number of clients or to ensure or improve customer loyalty. Such service contract terms are established such that the supplier and other fees generated over the life of the contract will exceed the cost of the incentive consideration provided upfront. Such service contracts with travel agency subscribers require that the customer commit to achieving certain economic objectives and generally have terms requiring repayment of the upfront incentive consideration if those objectives are not met.



(4)

The three and nine month periods ending September 30, 2015 include a gain of $86 million associated with the remeasurement of our previously-held 35% investment in Abacus International Pte Ltd ("AIPL") to its fair value and a gain of $12 million related to the settlement of pre-existing agreements between us and AIPL. All periods presented include foreign exchange gains and losses related to the remeasurement of foreign currency denominated balances included in our consolidated balance sheets into the relevant functional currency.



(5)

Restructuring and other costs represent charges associated with business restructuring and associated changes implemented which resulted in severance benefits related to employee terminations, integration and facility opening or closing costs and other business reorganization costs.



(6)

Acquisition-related costs represent fees and expenses incurred associated with the acquisition of Abacus.



(7)

Litigation costs represent charges associated with antitrust litigation.



(8)

We paid an annual management fee, pursuant to a Management Services Agreement ("MSA"), to TPG Global, LLC ("TPG") and Silver Lake Management Company ("Silver Lake") in an amount between (i) $5 million and (ii) $7 million, the actual amount of which is calculated based upon 1% of Adjusted EBITDA, as defined in the MSA, earned by the company in such fiscal year up to a maximum of $7 million. In addition, we paid a $21 million fee, in the aggregate, to TPG and Silver Lake at the closing of our initial public offering in April of 2014. The MSA was terminated thereafter.



(9)

The adjustments to reconcile cash provided by operating activities to Adjusted Free Cash Flow reflect the amounts expensed in our statements of operations in the respective periods adjusted for cash and non-cash portions in instances where material.



(10)

Includes payment credits used by American Airlines to pay for purchases of our technology services. The payment credits were provided by us as part of our litigation settlement with American Airlines.

 

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SOURCE Sabre Corporation

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