Delaware | 001-36422 | 20-8647322 | ||
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification No.) |
3150 Sabre Drive Southlake, TX | 76092 | |
(Address of principal executive offices) | (Zip Code) |
Item 2.02 | Results of Operations and Financial Condition. |
Item 9.01. | Financial Statements and Exhibits. |
Exhibit Number | Description | ||
Sabre Corporation | |||
Dated: | February 14, 2018 | By: | /s/ Richard A. Simonson |
Name: | Richard A. Simonson | ||
Title: | Chief Financial Officer |
Exhibit Number | Description | ||
Press Release dated February 14, 2018 |
• | Revenue increased 6.3% in the quarter and 6.7% for the full year 2017 |
• | Net income attributable to common stockholders increased 234.2% to $82.1 million in the quarter and the full year was flat at $242.5 million |
• | Diluted net income attributable to common stockholders per share (EPS) increased 233.3% to $0.30 in the quarter and increased 1.2% to $0.87 for the full year |
• | Adjusted EBITDA grew 2.7% to $256.7 million in the quarter and 3.1% to $1,078.6 million for the full year |
• | Adjusted EPS grew 18.5% to $0.32 in the quarter and 6.9% to $1.40 for the full year |
• | Cash provided by operating activities totaled $222.1 million in the quarter and $678.0 million for the full year |
• | Cash provided by operating activities totaled $222.1 million (vs. $266.9 million) |
• | Cash used in investing activities totaled $74.6 million (vs. $27.1 million) |
• | Cash used in financing activities totaled $55.8 million (vs. $143.4 million) |
• | Fourth quarter Free Cash Flow was $148.5 million (vs. $193.5 million) |
• | Capital expenditures totaled $73.6 million (vs. $73.4 million) |
• | Adjusted Capital Expenditures, which include capitalized implementation costs, totaled $86.4 million (vs. $92.2 million) |
• | Cash provided by operating activities totaled $678.0 million (vs. $699.4 million) |
• | Cash used in investing activities totaled $317.5 million (vs. $445.8 million) |
• | Cash used in financing activities totaled $356.8 million (vs. $190.0 million) |
• | Full-year 2017 Free Cash Flow totaled $361.6 million (vs. $371.8 million) |
• | Capital expenditures totaled $316.4 million (vs. $327.6 million) |
• | Adjusted Capital Expenditures, which include capitalized implementation costs, totaled $377.2 million (vs. $411.1 million) |
Financial Highlights (in thousands, except for EPS; unaudited): | Three Months Ended December 31, | Year Ended December 31, | |||||||||||||||||
2017 | 2016 | % Change | 2017 | 2016 | % Change | ||||||||||||||
Total Company: | |||||||||||||||||||
Revenue | $ | 881,862 | $ | 829,620 | 6.3 | $ | 3,598,484 | $ | 3,373,387 | 6.7 | |||||||||
Operating Income | $ | 134,600 | $ | 55,961 | 140.5 | $ | 493,440 | $ | 459,572 | 7.4 | |||||||||
Net income attributable to common stockholders | $ | 82,090 | $ | 24,561 | 234.2 | $ | 242,531 | $ | 242,562 | — | |||||||||
Diluted net income attributable to common stockholders per share (EPS) | $ | 0.30 | $ | 0.09 | 233.3 | $ | 0.87 | $ | 0.86 | 1.2 | |||||||||
Adjusted Gross Profit* | $ | 359,599 | $ | 354,233 | 1.5 | $ | 1,500,186 | $ | 1,460,675 | 2.7 | |||||||||
Adjusted EBITDA* | $ | 256,667 | $ | 249,825 | 2.7 | $ | 1,078,571 | $ | 1,046,646 | 3.1 | |||||||||
Adjusted Operating Income* | $ | 154,606 | $ | 163,290 | (5.3) | $ | 706,149 | $ | 720,361 | (2.0) | |||||||||
Adjusted Net Income* | $ | 87,961 | $ | 76,883 | 14.4 | $ | 390,118 | $ | 370,937 | 5.2 | |||||||||
Adjusted EPS* | $ | 0.32 | $ | 0.27 | 18.5 | $ | 1.40 | $ | 1.31 | 6.9 | |||||||||
Cash provided by operating activities | $ | 222,127 | $ | 266,866 | (16.8) | $ | 678,033 | $ | 699,400 | (3.1) | |||||||||
Cash used in investing activities | $ | (74,573 | ) | $ | (27,095 | ) | 175.2 | $ | (317,525 | ) | $ | (445,808 | ) | (28.8) | |||||
Cash used in financing activities | $ | (55,844 | ) | $ | (143,378 | ) | (61.1) | $ | (356,780 | ) | $ | (190,025 | ) | 87.8 | |||||
Capital Expenditures | $ | 73,625 | $ | 73,415 | 0.3 | $ | 316,436 | $ | 327,647 | (3.4) | |||||||||
Adjusted Capital Expenditures* | $ | 86,423 | $ | 92,243 | (6.3) | $ | 377,202 | $ | 411,052 | (8.2) | |||||||||
Free Cash Flow* | $ | 148,502 | $ | 193,451 | (23.2) | $ | 361,597 | $ | 371,753 | (2.7) | |||||||||
Net Debt (total debt, less cash) | $ | 3,126,652 | $ | 3,114,381 | |||||||||||||||
Net Debt / LTM Adjusted EBITDA* | 2.9x | 3.0x | |||||||||||||||||
Travel Network: | |||||||||||||||||||
Revenue | $ | 619,029 | $ | 569,099 | 8.8 | $ | 2,550,470 | $ | 2,374,849 | 7.4 | |||||||||
Transaction Revenue | $ | 577,031 | $ | 524,989 | 9.9 | $ | 2,376,816 | $ | 2,199,219 | 8.1 | |||||||||
Subscriber / Other Revenue | $ | 41,998 | $ | 44,110 | (4.8) | $ | 173,654 | $ | 175,630 | (1.1) | |||||||||
Operating Income | $ | 188,614 | $ | 193,963 | (2.8) | $ | 848,336 | $ | 835,248 | 1.6 | |||||||||
Adjusted EBITDA* | $ | 231,004 | 226,062 | 2.2 | $ | 1,004,412 | $ | 970,688 | 3.5 | ||||||||||
Total Bookings | 121,412 | 117,040 | 3.7 | 524,824 | 505,471 | 3.8 | |||||||||||||
Air Bookings | 105,903 | 102,697 | 3.1 | 462,381 | 445,050 | 3.9 | |||||||||||||
Lodging, Ground and Sea Bookings | 15,509 | 14,343 | 8.1 | 62,443 | 60,421 | 3.3 | |||||||||||||
Bookings Share | 36.0 | % | 36.8 | % | 36.3 | % | 37.1 | % | |||||||||||
Airline and Hospitality Solutions: | |||||||||||||||||||
Revenue | $ | 269,681 | $ | 266,366 | 1.2 | $1,074,360 | $ | 1,019,306 | 5.4 | ||||||||||
Operating Income | $ | 69,777 | $ | 61,756 | 13.0 | $ | 246,833 | $ | 217,631 | 13.4 | |||||||||
Adjusted EBITDA* | $ | 116,914 | $ | 102,108 | 14.5 | $ | 415,809 | $ | 372,063 | 11.8 | |||||||||
Passengers Boarded | 173,052 | 199,748 | (13.4) | 772,149 | 789,260 | (2.2) | |||||||||||||
*Indicates non-GAAP financial measure; see descriptions and reconciliations below |
• | Fourth quarter 2017 Travel Network revenue increased 8.8% to $619.0 million. |
• | Global bookings increased 3.7%, driven by 12.5% growth in Asia-Pacific, 5.3% growth in Latin America, 3.9% growth in EMEA, and 0.3% in North America. |
• | Operating income decreased 2.8% to $188.6 million and operating income margin decreased to 30.5%. Operating income was impacted by higher depreciation and amortization versus the prior-year period. |
• | Adjusted EBITDA increased 2.2% to $231.0 million, and Adjusted EBITDA margin decreased to 37.3%. Operating income and Adjusted EBITDA were supported by the benefits of the cost reduction and business alignment program initiated in August of 2017, offset by growth in incentive expenses, primarily due to large agency renewals signed in 2016, regional mix and new customer conversions. |
• | Full-year 2017 Travel Network revenue increased 7.4% to $2.550 billion. |
• | Global bookings increased 3.8%, driven by 9.8% growth in EMEA, 7.9% growth in Asia-Pacific, 1.7% growth in Latin America, and 1.0% growth in North America. Global air bookings share was 36.3%. |
• | Operating income increased 1.6% to $848.3 million and operating income margin decreased to 33.3%. |
• | Adjusted EBITDA increased 3.5% to $1,004.4 million and Adjusted EBITDA margin decreased to 39.4%. Operating income and Adjusted EBITDA growth were driven by bookings growth in all regions, a 4.1% increase in average booking fee and the benefits of the cost reduction and business alignment program initiated in August of 2017, partially offset by growth in incentive expenses primarily due to large agency renewals signed in 2016, regional mix and new customer conversions. |
• | Fourth quarter 2017 Airline and Hospitality Solutions revenue increased 1.2% to $269.7 million. Contributing to the rise in revenue was low single digit growth in AirVision and AirCentre solutions and Hospitality Solutions growth in the mid-teens, offset somewhat by a modest decline in SabreSonic revenue due to the ending of legacy reservations system services to Southwest Airlines in mid-2017 and a decline in discrete professional services revenue. |
• | Airline passengers boarded declined 13.4% in the quarter due to the impact of Southwest. Passengers boarded grew 6.0% on a consistent carrier basis. |
• | Operating income increased 13.0% to $69.8 million and operating income margin expanded to 25.9%. |
• | Adjusted EBITDA increased 14.5% to $116.9 million and Adjusted EBITDA margin increased to 43.4%. Operating income and Adjusted EBITDA growth were supported by the benefits from the cost reduction and business alignment program initiated in August of 2017 and lower technology expenses than the year ago period. The year ago period included incremental service-level agreement costs. |
• | Full-year Airline and Hospitality Solutions revenue increased 5.4% to $1,074.4 million. Within this, full-year Airline Solutions revenue increased 2.7% to $816.0 million and Hospitality Solutions increased 15.0% to $258.4 million. |
• | Airline passengers boarded declined 2.2% due to the mid-year 2017 ending of legacy reservations system services to Southwest Airlines. Excluding Southwest, total passengers boarded increased 9.1%, driven by the implementation at Alitalia in October 2016 and passengers boarded growth of 5.8% on a consistent carrier basis. |
• | Operating income increased 13.4% to $246.8 million and operating income margin expanded to 23.0%. |
• | Adjusted EBITDA increased 11.8% to $415.8 million and Adjusted EBITDA margin increased to 38.7%. Operating income and Adjusted EBITDA growth were supported by the benefits of the cost reduction and business alignment program initiated in August of 2017. |
Range | Growth Rate | Growth Rate Excluding the Impacts of ASC 606 and U.S. Tax Reform | |
($ millions, except EPS) | |||
Revenue | $3,685M - $3,765M | 2% - 5% | 4% - 6% |
Adjusted EBITDA | $1,055M - $1,095M | (2%) - 2% | 2% - 5% |
Adjusted Operating Income | $650M - $690M | (8%) - (2%) | (2%) - 3% |
Adjusted Net Income | $375M - $415M | (4%) - 6% | (5%) - 5% |
Adjusted EPS | $1.34 - $1.48 | (4%) - 6% | (5%) - 5% |
Capital Expenditures (GAAP) | $305M - $325M | (4%) - 3% | (4%) - 3% |
Free Cash Flow | Approximately $390M | Approximately 8% | Approximately 8% |
• | The impact of U.S. tax reform is expected to reduce Sabre's effective tax rate to approximately 24% versus previous expectations of approximately 30% in 2018. This tax rate reduction is expected to increase net income attributable to common stockholders and Adjusted EPS by approximately $0.12 in 2018 before the impact of adopting ASC 606. Because Sabre is not currently a material U.S. cash tax payer due to net operating losses (NOLs), this tax rate reduction is expected to have no material benefit on cash provided by operating activities or Free Cash Flow in 2018. |
• | In 2018, Sabre expects capital intensity to decline as a percent of revenue and expects roughly flat capital expenditures versus the prior year. As Sabre reallocates investment dollars into accelerating its use of private and public cloud environments and continues to invest in enhancements for stability, security and compliance with the European Union's General Data Protection Regulation (GDPR), costs associated with these investments are expected to rotate to operating expense as opposed to capital expenditures. In 2018, Sabre expects these investments to increase technology |
• | The impact of adoption of ASC 606 is expected in 2018 to reduce Sabre revenue, operating income and Adjusted EBITDA by approximately $40 million and accordingly reduce net income attributable to common stockholders and Adjusted EPS by approximately $0.11, based on the midpoint of the current expected range discussed below. This is at the bottom end of Sabre's previously disclosed expected revenue reduction range of $40 million to $80 million. |
• | Sabre recorded a provisional amount in the fourth quarter of 2017 for its one-time transition tax liability for previously untaxed earnings and profits of its foreign subsidiaries, resulting in an increase in income tax expense of $48 million. This amount |
• | Sabre recorded a provisional reduction in the fourth quarter of 2017 to its liability for future TRA payments of $58 million, which is reflected in its income from continuing operations before taxes. This amount is also excluded from Adjusted Net Income for the fourth quarter of 2017. Sabre currently estimates the remaining TRA payments will be made through 2021. |
• | Sabre estimates that its effective tax rate will be reduced to approximately 24% versus previous expectations for approximately 30% in 2018. Because Sabre is not currently a material U.S. cash tax payer due to NOLs, the reduction in effective tax rate is expected to have no material benefit on cash provided by operating activities or Free Cash Flow. |
• | Sabre does not expect any material changes to revenue recognition for its Travel Network and Hospitality Solutions businesses. |
• | Airline Solutions is expected to be impacted by the new standard primarily with respect to agreements sold under the license fee and maintenance structure and certain SaaS agreements with tiered pricing/variable rate structures. |
• | In 2018, Airline Solutions consolidated revenue recognized is estimated to be reduced by approximately $40 million to $50 million before the impact of new sales or renewals. This revenue reduction is estimated to be partially offset by approximately $5 million from the benefit of revenue recognition for new or renewed Airline Solutions' agreements in 2018. Based on the midpoint of the range provided and the net impact of the items discussed above, for 2018: |
◦ | Airline Solutions consolidated net revenue recognized is estimated to be reduced by approximately $40 million, |
◦ | Airline Solutions consolidated operating income and Adjusted EBITDA are estimated to be reduced by approximately $40 million, and |
◦ | Net income attributable to common stockholders per share and Adjusted EPS are estimated to be reduced by approximately $0.11. |
• | Sabre does not expect any impact to its cash provided by operating activities or Free Cash Flow. |
• | Sabre expects to record a net increase to its opening retained earnings as of January 1, 2018 of approximately $100 million to $130 million with a corresponding increase in current and long-term unbilled receivables, contract assets, and other assets. Implications to tax related accounts are not included in these estimated amounts. |
Media | Investors |
Tim Enstice | Barry Sievert |
+1-682-605-6162 | sabre.investorrelations@sabre.com |
tim.enstice@sabre.com |
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Revenue | $ | 881,862 | $ | 829,620 | $ | 3,598,484 | $ | 3,373,387 | |||||||
Cost of revenue | 631,234 | 583,430 | 2,513,857 | 2,287,662 | |||||||||||
Selling, general and administrative | 126,938 | 190,229 | 510,075 | 626,153 | |||||||||||
Impairment and related charges | (10,910 | ) | — | 81,112 | — | ||||||||||
Operating income | 134,600 | 55,961 | 493,440 | 459,572 | |||||||||||
Other (expense) income: | |||||||||||||||
Interest expense, net | (37,348 | ) | (41,837 | ) | (153,925 | ) | (158,251 | ) | |||||||
Loss on extinguishment of debt | — | — | (1,012 | ) | (3,683 | ) | |||||||||
Joint venture equity income | 812 | 536 | 2,580 | 2,780 | |||||||||||
Other, net | 56,318 | 23,100 | 36,530 | 27,617 | |||||||||||
Total other income (expense), net | 19,782 | (18,201 | ) | (115,827 | ) | (131,537 | ) | ||||||||
Income from continuing operations before income taxes | 154,382 | 37,760 | 377,613 | 328,035 | |||||||||||
Provision for income taxes | 71,201 | 6,740 | 128,037 | 86,645 | |||||||||||
Income from continuing operations | 83,181 | 31,020 | 249,576 | 241,390 | |||||||||||
Income (loss) from discontinued operations, net of tax | 296 | (5,309 | ) | (1,932 | ) | 5,549 | |||||||||
Net income | 83,477 | 25,711 | 247,644 | 246,939 | |||||||||||
Net income attributable to noncontrolling interests | 1,387 | 1,150 | 5,113 | 4,377 | |||||||||||
Net income attributable to common stockholders | $ | 82,090 | $ | 24,561 | $ | 242,531 | $ | 242,562 | |||||||
Basic net income per share attributable to common stockholders: | |||||||||||||||
Income from continuing operations | $ | 0.30 | $ | 0.11 | $ | 0.88 | $ | 0.85 | |||||||
(Loss) income from discontinued operations | — | (0.02 | ) | (0.01 | ) | 0.02 | |||||||||
Net income per common share | $ | 0.30 | $ | 0.09 | $ | 0.87 | $ | 0.87 | |||||||
Diluted net income per share attributable to common stockholders: | |||||||||||||||
Income from continuing operations | $ | 0.30 | $ | 0.11 | $ | 0.88 | $ | 0.84 | |||||||
(Loss) income from discontinued operations | — | (0.02 | ) | (0.01 | ) | 0.02 | |||||||||
Net income per common share | $ | 0.30 | $ | 0.09 | $ | 0.87 | $ | 0.86 | |||||||
Weighted-average common shares outstanding: | |||||||||||||||
Basic | 274,272 | 278,801 | 276,893 | 277,546 | |||||||||||
Diluted | 274,951 | 282,455 | 278,320 | 282,752 | |||||||||||
Dividends per common share | $ | 0.14 | $ | 0.13 | $ | 0.56 | $ | 0.52 |
December 31, 2017 | December 31, 2016 | ||||||
Assets | |||||||
Current assets | |||||||
Cash and cash equivalents | $ | 361,381 | $ | 364,114 | |||
Accounts receivable, net | 490,558 | 400,667 | |||||
Prepaid expenses and other current assets | 108,753 | 88,600 | |||||
Total current assets | 960,692 | 853,381 | |||||
Property and equipment, net | 799,194 | 753,279 | |||||
Investments in joint ventures | 27,527 | 25,582 | |||||
Goodwill | 2,554,987 | 2,548,447 | |||||
Acquired customer relationships, net | 351,034 | 387,632 | |||||
Other intangible assets, net | 332,171 | 387,805 | |||||
Deferred income taxes | 31,817 | 95,285 | |||||
Other assets, net | 591,942 | 673,159 | |||||
Total assets | $ | 5,649,364 | $ | 5,724,570 | |||
Liabilities and stockholders’ equity | |||||||
Current liabilities | |||||||
Accounts payable | $ | 162,755 | $ | 168,576 | |||
Accrued compensation and related benefits | 112,343 | 102,037 | |||||
Accrued subscriber incentives | 271,200 | 216,011 | |||||
Deferred revenues | 110,532 | 187,108 | |||||
Other accrued liabilities | 198,353 | 222,879 | |||||
Current portion of debt | 57,138 | 169,246 | |||||
Tax Receivable Agreement | 59,826 | 100,501 | |||||
Total current liabilities | 972,147 | 1,166,358 | |||||
Deferred income taxes | 99,801 | 88,957 | |||||
Other noncurrent liabilities | 480,185 | 567,359 | |||||
Long-term debt | 3,398,731 | 3,276,281 | |||||
Stockholders’ equity | |||||||
Common stock: $0.01 par value; 450,000,000 authorized shares; 289,137,901 and 285,461,125 shares issued, 274,342,175 and 276,949,802 shares outstanding at December 31, 2017 and 2016, respectively | 2,891 | 2,854 | |||||
Additional paid-in capital | 2,174,187 | 2,105,843 | |||||
Treasury stock, at cost, 14,795,726 and 8,511,323 shares at December 31, 2017 and 2016 respectively | (341,846 | ) | (221,746 | ) | |||
Retained deficit | (1,053,446 | ) | (1,141,116 | ) | |||
Accumulated other comprehensive loss | (88,484 | ) | (122,799 | ) | |||
Noncontrolling interest | 5,198 | 2,579 | |||||
Total stockholders’ equity | 698,500 | 625,615 | |||||
Total liabilities and stockholders’ equity | $ | 5,649,364 | $ | 5,724,570 |
Year Ended December 31, | |||||||
2017 | 2016 | ||||||
Operating Activities | |||||||
Net income | $ | 247,644 | $ | 246,939 | |||
Adjustments to reconcile net income to cash provided by operating activities: | |||||||
Depreciation and amortization | 400,871 | 413,986 | |||||
Impairment and related charges | 81,112 | — | |||||
Amortization of upfront incentive consideration | 67,411 | 55,724 | |||||
Tax Receivable Agreement | (59,603 | ) | — | ||||
Deferred income taxes | 48,760 | 48,454 | |||||
Stock-based compensation expense | 44,689 | 48,524 | |||||
Debt modification costs | 14,758 | — | |||||
Allowance for doubtful accounts | 9,459 | 10,567 | |||||
Amortization of debt issuance costs | 5,923 | 9,611 | |||||
Joint venture equity income | (2,580 | ) | (2,780 | ) | |||
Loss (income) from discontinued operations | 1,932 | (5,549 | ) | ||||
Dividends received from joint venture investments | 1,088 | 640 | |||||
Loss on extinguishment of debt | 1,012 | 3,683 | |||||
Litigation-related credits | — | (25,527 | ) | ||||
Other | 13,284 | (5,426 | ) | ||||
Changes in operating assets and liabilities: | |||||||
Accounts and other receivables | (108,596 | ) | (12,949 | ) | |||
Upfront incentive consideration | (94,296 | ) | (70,702 | ) | |||
Capitalized implementation costs | (60,766 | ) | (83,405 | ) | |||
Prepaid expenses and other current assets | 109 | (11,809 | ) | ||||
Other assets | (21,111 | ) | (2,799 | ) | |||
Accounts payable and other accrued liabilities | 67,034 | 56,787 | |||||
Deferred revenue including upfront solution fees | 13,861 | 22,663 | |||||
Accrued compensation and related benefits | 6,038 | 2,768 | |||||
Cash provided by operating activities | 678,033 | 699,400 | |||||
Investing Activities | |||||||
Additions to property and equipment | (316,436 | ) | (327,647 | ) | |||
Acquisitions, net of cash acquired | — | (164,120 | ) | ||||
Proceeds from sale of marketable securities | — | 45,959 | |||||
Other investing activities | (1,089 | ) | — | ||||
Cash used in investing activities | (317,525 | ) | (445,808 | ) | |||
Financing Activities | |||||||
Proceeds of borrowings from lenders | 1,897,625 | 1,055,000 | |||||
Payments on borrowings from lenders | (1,880,506 | ) | (999,868 | ) | |||
Cash dividends paid to common stockholders | (154,861 | ) | (144,355 | ) | |||
Repurchase of common stock | (109,100 | ) | (100,000 | ) | |||
Payments on Tax Receivable Agreement | (99,241 | ) | — | ||||
Debt prepayment fees and issuance costs | (19,052 | ) | (11,377 | ) | |||
Net proceeds on the settlement of equity-based awards | 12,647 | 27,344 | |||||
Other financing activities | (4,292 | ) | (16,769 | ) | |||
Cash used in financing activities | (356,780 | ) | (190,025 | ) | |||
Cash Flows from Discontinued Operations | |||||||
Cash used in operating activities | (4,848 | ) | (19,478 | ) | |||
Cash used in discontinued operations | (4,848 | ) | (19,478 | ) | |||
Effect of exchange rate changes on cash and cash equivalents | (1,613 | ) | (1,107 | ) | |||
(Decrease) increase in cash and cash equivalents | (2,733 | ) | 42,982 | ||||
Cash and cash equivalents at beginning of period | 364,114 | 321,132 | |||||
Cash and cash equivalents at end of period | $ | 361,381 | $ | 364,114 |
• | 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 Profit and Adjusted EBITDA do not reflect cash requirements for such replacements; |
• | Adjusted Operating Income (Loss), 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 removes the impact of accrual-basis accounting on asset accounts and non-debt liability accounts, and does not reflect the cash requirements necessary to service the principal payments on our indebtedness; and |
• | Other companies, including companies in our industry, may calculate Adjusted Gross Profit, Adjusted Operating Income (Loss), Adjusted Net Income, Adjusted EBITDA, Adjusted Capital Expenditures, Adjusted EPS or Free Cash Flow differently, which reduces their usefulness as comparative measures. |
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Net income attributable to common stockholders | $ | 82,090 | $ | 24,561 | $ | 242,531 | $ | 242,562 | |||||||
(Income) loss from discontinued operations, net of tax | (296 | ) | 5,309 | 1,932 | (5,549 | ) | |||||||||
Net income attributable to noncontrolling interests(1) | 1,387 | 1,150 | 5,113 | 4,377 | |||||||||||
Income from continuing operations | 83,181 | 31,020 | 249,576 | 241,390 | |||||||||||
Adjustments: | |||||||||||||||
Impairment and related charges(2) | (10,910 | ) | — | 81,112 | — | ||||||||||
Acquisition-related amortization(3a) | 20,194 | 35,847 | 95,860 | 143,425 | |||||||||||
Loss on extinguishment of debt | — | — | 1,012 | 3,683 | |||||||||||
Other, net(5) | (56,318 | ) | (23,100 | ) | (36,530 | ) | (27,617 | ) | |||||||
Restructuring and other costs(6) | (1,329 | ) | 16,463 | 23,975 | 18,286 | ||||||||||
Acquisition-related costs(7) | — | 65 | — | 779 | |||||||||||
Litigation costs (reimbursements)(8) | 963 | 41,906 | (35,507 | ) | 46,995 | ||||||||||
Stock-based compensation | 10,276 | 12,512 | 44,689 | 48,524 | |||||||||||
Tax impact of net income (loss) adjustments(9) | 41,904 | (37,830 | ) | (34,069 | ) | (104,528 | ) | ||||||||
Adjusted Net Income from continuing operations | $ | 87,961 | $ | 76,883 | $ | 390,118 | $ | 370,937 | |||||||
Adjusted Net Income from continuing operations per share | $ | 0.32 | $ | 0.27 | $ | 1.40 | $ | 1.31 | |||||||
Diluted weighted-average common shares outstanding | 274,951 | 282,455 | 278,320 | 282,752 | |||||||||||
Adjusted Net Income from continuing operations | $ | 87,961 | $ | 76,883 | $ | 390,118 | $ | 370,937 | |||||||
Adjustments: | |||||||||||||||
Depreciation and amortization of property and equipment(3b) | 73,438 | 65,153 | 264,880 | 233,303 | |||||||||||
Amortization of capitalized implementation costs(3c) | 11,510 | 9,030 | 40,131 | 37,258 | |||||||||||
Amortization of upfront incentive consideration(4) | 17,113 | 12,352 | 67,411 | 55,724 | |||||||||||
Interest expense, net | 37,348 | 41,837 | 153,925 | 158,251 | |||||||||||
Remaining provision for income taxes | 29,297 | 44,570 | 162,106 | 191,173 | |||||||||||
Adjusted EBITDA | 256,667 | 249,825 | 1,078,571 | 1,046,646 | |||||||||||
Less: | |||||||||||||||
Depreciation and amortization(3) | 105,142 | 110,030 | 400,871 | 413,986 | |||||||||||
Amortization of upfront incentive consideration(4) | 17,113 | 12,352 | 67,411 | 55,724 | |||||||||||
Acquisition-related amortization(3a) | (20,194 | ) | (35,847 | ) | (95,860 | ) | (143,425 | ) | |||||||
Adjusted Operating Income | $ | 154,606 | $ | 163,290 | $ | 706,149 | $ | 720,361 |
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Additions to property and equipment | $ | 73,625 | $ | 73,415 | $ | 316,436 | $ | 327,647 | |||||||
Capitalized implementation costs | 12,798 | 18,828 | 60,766 | 83,405 | |||||||||||
Adjusted Capital Expenditures | $ | 86,423 | $ | 92,243 | $ | 377,202 | $ | 411,052 |
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Cash provided by operating activities | $ | 222,127 | $ | 266,866 | $ | 678,033 | $ | 699,400 | |||||||
Cash used in investing activities | (74,573 | ) | (27,095 | ) | (317,525 | ) | (445,808 | ) | |||||||
Cash used in financing activities | (55,844 | ) | (143,378 | ) | (356,780 | ) | (190,025 | ) |
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Cash provided by operating activities | $ | 222,127 | $ | 266,866 | $ | 678,033 | $ | 699,400 | |||||||
Additions to property and equipment | (73,625 | ) | (73,415 | ) | (316,436 | ) | (327,647 | ) | |||||||
Free Cash Flow | $ | 148,502 | $ | 193,451 | $ | 361,597 | $ | 371,753 |
Three Months Ended | |||||||||||||||||||
Mar 31, 2017 | Jun 30, 2017 | Sep 30, 2017 | Dec 31, 2017 | LTM | |||||||||||||||
Net income attributable to common stockholders | $ | 75,939 | $ | (6,487 | ) | $ | 90,989 | $ | 82,090 | $ | 242,531 | ||||||||
(Income) loss from discontinued operations, net of tax | 477 | 1,222 | 529 | (296 | ) | 1,932 | |||||||||||||
Net income attributable to noncontrolling interests(1) | 1,306 | 1,113 | 1,307 | 1,387 | 5,113 | ||||||||||||||
Income (loss) from continuing operations | 77,722 | (4,152 | ) | 92,825 | 83,181 | 249,576 | |||||||||||||
Adjustments: | |||||||||||||||||||
Impairment and related charges(2) | — | 92,022 | — | (10,910 | ) | 81,112 | |||||||||||||
Acquisition-related amortization(3a) | 35,181 | 20,259 | 20,226 | 20,194 | 95,860 | ||||||||||||||
Loss on extinguishment of debt | — | — | 1,012 | — | 1,012 | ||||||||||||||
Other, net (5) | 15,234 | 752 | 3,802 | (56,318 | ) | (36,530 | ) | ||||||||||||
Restructuring and other costs (6) | — | 25,304 | — | (1,329 | ) | 23,975 | |||||||||||||
Litigation costs (reimbursements)(8) | 3,501 | 958 | (40,929 | ) | 963 | (35,507 | ) | ||||||||||||
Stock-based compensation | 8,034 | 14,724 | 11,655 | 10,276 | 44,689 | ||||||||||||||
Depreciation and amortization of property and equipment(3b) | 61,300 | 63,810 | 66,332 | 73,438 | 264,880 | ||||||||||||||
Amortization of capitalized implementation costs(3c) | 9,189 | 8,948 | 10,484 | 11,510 | 40,131 | ||||||||||||||
Amortization of upfront incentive consideration(4) | 16,132 | 16,161 | 18,005 | 17,113 | 67,411 | ||||||||||||||
Interest expense, net | 39,561 | 38,097 | 38,919 | 37,348 | 153,925 | ||||||||||||||
Provision (benefit) for income taxes | 31,707 | (15,466 | ) | 40,595 | 71,201 | 128,037 | |||||||||||||
Adjusted EBITDA | $ | 297,561 | $ | 261,417 | $ | 262,926 | $ | 256,667 | $ | 1,078,571 | |||||||||
Net Debt (total debt, less cash) | $ | 3,126,652 | |||||||||||||||||
Net Debt / LTM Adjusted EBITDA | 2.9x |
Three Months Ended | |||||||||||||||||||
Mar 31, 2016 | Jun 30, 2016 | Sep 30, 2016 | Dec 31, 2016 | LTM | |||||||||||||||
Net income attributable to common stockholders | $ | 105,167 | $ | 72,019 | $ | 40,815 | $ | 24,561 | $ | 242,562 | |||||||||
(Income) loss from discontinued operations, net of tax | (13,350 | ) | 2,098 | 394 | 5,309 | $ | (5,549 | ) | |||||||||||
Net income attributable to noncontrolling interests(1) | 1,102 | 1,078 | 1,047 | 1,150 | 4,377 | ||||||||||||||
Income from continuing operations | 92,919 | 75,195 | 42,256 | 31,020 | 241,390 | ||||||||||||||
Adjustments: | |||||||||||||||||||
Acquisition-related amortization(3a) | 34,130 | 34,018 | 39,430 | 35,847 | 143,425 | ||||||||||||||
Loss on extinguishment of debt | — | — | 3,683 | — | 3,683 | ||||||||||||||
Other, net(5) | (3,360 | ) | (876 | ) | (281 | ) | (23,100 | ) | (27,617 | ) | |||||||||
Restructuring and other costs(6) | 124 | 1,116 | 583 | 16,463 | 18,286 | ||||||||||||||
Acquisition-related costs(7) | 108 | 516 | 90 | 65 | 779 | ||||||||||||||
Litigation (reimbursements) costs, net (8) | (3,846 | ) | 1,901 | 7,034 | 41,906 | 46,995 | |||||||||||||
Stock-based compensation | 10,289 | 12,810 | 12,913 | 12,512 | 48,524 | ||||||||||||||
Depreciation and amortization of property and equipment (3b) | 53,665 | 56,214 | 58,271 | 65,153 | 233,303 | ||||||||||||||
Amortization of capitalized implementation costs (3c) | 8,488 | 8,211 | 11,529 | 9,030 | 37,258 | ||||||||||||||
Amortization of upfront incentive consideration(4) | 12,337 | 13,896 | 17,139 | 12,352 | 55,724 | ||||||||||||||
Interest expense, net | 41,202 | 37,210 | 38,002 | 41,837 | 158,251 | ||||||||||||||
Provision for income taxes | 41,424 | 31,273 | 7,208 | 6,740 | 86,645 | ||||||||||||||
Adjusted EBITDA | $ | 287,480 | $ | 271,484 | $ | 237,857 | $ | 249,825 | $ | 1,046,646 | |||||||||
Net Debt (total debt, less cash) | $ | 3,114,381 | |||||||||||||||||
Net Debt / LTM Adjusted EBITDA | 3.0x |
Three Months Ended December 31, 2017 | |||||||||||||||
Travel Network | Airline and Hospitality Solutions | Corporate | Total | ||||||||||||
Operating income (loss) | $ | 188,614 | $ | 69,777 | $ | (123,791 | ) | $ | 134,600 | ||||||
Add back: | |||||||||||||||
Selling, general and administrative | 35,024 | 16,084 | 75,830 | 126,938 | |||||||||||
Impairment and related charges(2) | — | — | (10,910 | ) | (10,910 | ) | |||||||||
Cost of revenue adjustments: | |||||||||||||||
Depreciation and amortization(3) | 23,169 | 46,219 | 18,736 | 88,124 | |||||||||||
Restructuring and other costs (6) | — | — | (372 | ) | (372 | ) | |||||||||
Amortization of upfront incentive consideration(4) | 17,113 | — | — | 17,113 | |||||||||||
Stock-based compensation | — | — | 4,106 | 4,106 | |||||||||||
Adjusted Gross Profit | 263,920 | 132,080 | (36,401 | ) | 359,599 | ||||||||||
Selling, general and administrative | (35,024 | ) | (16,084 | ) | (75,830 | ) | (126,938 | ) | |||||||
Joint venture equity income | 812 | — | — | 812 | |||||||||||
Selling, general and administrative adjustments: | |||||||||||||||
Depreciation and amortization(3) | 1,296 | 918 | 14,804 | 17,018 | |||||||||||
Restructuring and other costs(6) | — | — | (957 | ) | (957 | ) | |||||||||
Litigation costs(8) | — | — | 963 | 963 | |||||||||||
Stock-based compensation | — | — | 6,170 | 6,170 | |||||||||||
Adjusted EBITDA | 231,004 | 116,914 | (91,251 | ) | 256,667 | ||||||||||
Less: | |||||||||||||||
Depreciation and amortization(3) | 24,465 | 47,137 | 33,540 | 105,142 | |||||||||||
Amortization of upfront incentive consideration(4) | 17,113 | — | — | 17,113 | |||||||||||
Acquisition-related amortization(3a) | — | — | (20,194 | ) | (20,194 | ) | |||||||||
Adjusted Operating Income (Loss) | $ | 189,426 | $ | 69,777 | $ | (104,597 | ) | $ | 154,606 | ||||||
Operating income margin | 30.5 | % | 25.9 | % | NM | 15.4 | % | ||||||||
Adjusted EBITDA margin | 37.3 | % | 43.4 | % | NM | 29.1 | % |
Three Months Ended December 31, 2016 | |||||||||||||||
Travel Network | Airline and Hospitality Solutions | Corporate | Total | ||||||||||||
Operating income (loss) | $ | 193,963 | $ | 61,756 | $ | (199,758 | ) | $ | 55,961 | ||||||
Add back: | |||||||||||||||
Selling, general and administrative | 28,836 | 17,277 | 144,116 | 190,229 | |||||||||||
Cost of revenue adjustments: | |||||||||||||||
Depreciation and amortization(3) | 17,911 | 40,006 | 20,160 | 78,077 | |||||||||||
Restructuring and other costs (6) | — | — | 12,660 | 12,660 | |||||||||||
Amortization of upfront incentive consideration(4) | 12,352 | — | — | 12,352 | |||||||||||
Stock-based compensation | — | — | 4,954 | 4,954 | |||||||||||
Adjusted Gross Profit | 253,062 | 119,039 | (17,868 | ) | 354,233 | ||||||||||
Selling, general and administrative | (28,836 | ) | (17,277 | ) | (144,116 | ) | (190,229 | ) | |||||||
Joint venture equity income | 536 | — | — | 536 | |||||||||||
Selling, general and administrative adjustments: | |||||||||||||||
Depreciation and amortization(3) | 1,300 | 346 | 30,307 | 31,953 | |||||||||||
Restructuring and other costs(6) | — | — | 3,803 | 3,803 | |||||||||||
Acquisition-related costs(7) | — | — | 65 | 65 | |||||||||||
Litigation costs(8) | — | — | 41,906 | 41,906 | |||||||||||
Stock-based compensation | — | — | 7,558 | 7,558 | |||||||||||
Adjusted EBITDA | 226,062 | 102,108 | (78,345 | ) | 249,825 | ||||||||||
Less: | |||||||||||||||
Depreciation and amortization(3) | 19,211 | 40,352 | 50,467 | 110,030 | |||||||||||
Amortization of upfront incentive consideration(4) | 12,352 | — | — | 12,352 | |||||||||||
Acquisition-related amortization(3a) | — | — | (35,847 | ) | (35,847 | ) | |||||||||
Adjusted Operating Income (Loss) | $ | 194,499 | $ | 61,756 | $ | (92,965 | ) | $ | 163,290 | ||||||
Operating income margin | 34.1 | % | 23.2 | % | NM | 6.7 | % | ||||||||
Adjusted EBITDA margin | 39.7 | % | 38.3 | % | NM | 30.1 | % |
Year Ended December 31, 2017 | |||||||||||||||
Travel Network | Airline and Hospitality Solutions | Corporate | Total | ||||||||||||
Operating income (loss) | $ | 848,336 | $ | 246,833 | $ | (601,729 | ) | $ | 493,440 | ||||||
Add back: | |||||||||||||||
Selling, general and administrative | 130,700 | 79,955 | 299,420 | 510,075 | |||||||||||
Impairment and related charges(2) | — | — | 81,112 | 81,112 | |||||||||||
Cost of revenue adjustments: | |||||||||||||||
Depreciation and amortization(3) | 80,780 | 165,551 | 71,481 | 317,812 | |||||||||||
Restructuring and other costs(6) | — | — | 12,604 | 12,604 | |||||||||||
Amortization of upfront incentive consideration(4) | 67,411 | — | — | 67,411 | |||||||||||
Stock-based compensation | — | — | 17,732 | 17,732 | |||||||||||
Adjusted Gross Profit | 1,127,227 | 492,339 | (119,380 | ) | 1,500,186 | ||||||||||
Selling, general and administrative | (130,700 | ) | (79,955 | ) | (299,420 | ) | (510,075 | ) | |||||||
Joint venture equity income | 2,580 | — | — | 2,580 | |||||||||||
Selling, general and administrative adjustments: | |||||||||||||||
Depreciation and amortization(3) | 5,305 | 3,425 | 74,329 | 83,059 | |||||||||||
Restructuring and other costs(6) | — | — | 11,371 | 11,371 | |||||||||||
Litigation reimbursements(8) | — | — | (35,507 | ) | (35,507 | ) | |||||||||
Stock-based compensation | — | — | 26,957 | 26,957 | |||||||||||
Adjusted EBITDA | 1,004,412 | 415,809 | (341,650 | ) | 1,078,571 | ||||||||||
Less: | |||||||||||||||
Depreciation and amortization(3) | 86,085 | 168,976 | 145,810 | 400,871 | |||||||||||
Amortization of upfront incentive consideration(4) | 67,411 | — | — | 67,411 | |||||||||||
Acquisition-related amortization(3a) | — | — | (95,860 | ) | (95,860 | ) | |||||||||
Adjusted Operating Income (Loss) | $ | 850,916 | $ | 246,833 | $ | (391,600 | ) | $ | 706,149 | ||||||
Operating income margin | 33.3 | % | 23.0 | % | NM | 13.8 | % | ||||||||
Adjusted EBITDA margin | 39.4 | % | 38.7 | % | NM | 30.0 | % |
Year Ended December 31, 2016 | |||||||||||||||
Travel Network | Airline and Hospitality Solutions | Corporate | Total | ||||||||||||
Operating income (loss) | $ | 835,248 | $ | 217,631 | $ | (593,307 | ) | $ | 459,572 | ||||||
Add back: | |||||||||||||||
Selling, general and administrative | 132,537 | 71,685 | 421,931 | 626,153 | |||||||||||
Cost of revenue adjustments: | |||||||||||||||
Depreciation and amortization(3) | 72,110 | 153,204 | 62,039 | 287,353 | |||||||||||
Restructuring and other costs(3) | — | — | 12,660 | 12,660 | |||||||||||
Amortization of upfront incentive consideration(4) | 55,724 | — | — | 55,724 | |||||||||||
Stock-based compensation | — | — | 19,213 | 19,213 | |||||||||||
Adjusted Gross Profit | 1,095,619 | 442,520 | (77,464 | ) | 1,460,675 | ||||||||||
Selling, general and administrative | (132,537 | ) | (71,685 | ) | (421,931 | ) | (626,153 | ) | |||||||
Joint venture equity income | 2,780 | — | — | 2,780 | |||||||||||
Selling, general and administrative adjustments: | |||||||||||||||
Depreciation and amortization(3) | 4,826 | 1,228 | 120,579 | 126,633 | |||||||||||
Restructuring and other costs(6) | — | — | 5,626 | 5,626 | |||||||||||
Acquisition-related costs(7) | — | — | 779 | 779 | |||||||||||
Litigation costs(8) | — | — | 46,995 | 46,995 | |||||||||||
Stock-based compensation | — | — | 29,311 | 29,311 | |||||||||||
Adjusted EBITDA | 970,688 | 372,063 | (296,105 | ) | 1,046,646 | ||||||||||
Less: | |||||||||||||||
Depreciation and amortization(3) | 76,936 | 154,432 | 182,618 | 413,986 | |||||||||||
Amortization of upfront incentive consideration(4) | 55,724 | — | — | 55,724 | |||||||||||
Acquisition-related amortization(3a) | — | — | (143,425 | ) | (143,425 | ) | |||||||||
Adjusted Operating Income (Loss) | $ | 838,028 | $ | 217,631 | $ | (335,298 | ) | $ | 720,361 | ||||||
Operating income margin | 35.2 | % | 21.4 | % | NM | 13.6 | % | ||||||||
Adjusted EBITDA margin | 40.9 | % | 36.5 | % | NM | 31.0 | % |
(1) | Net income attributable to non-controlling interests represents an adjustment to include earnings allocated to non-controlling interest held in (i) Sabre Travel Network Middle East of 40% for all periods presented, (ii) Sabre Seyahat Dagitim Sistemleri A.S. of 40% beginning in April 2014, (iii) Abacus International Lanka Pte Ltd of 40% beginning in July 2015, and (iv) Sabre Bulgaria of 40% beginning in November 2017. |
(2) | Impairment and related charges represents an $81 million charge in 2017 associated with net capitalized contract costs related to an Airline Solutions' customer based on our analysis of the recoverability of such amounts. |
(3) | 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. Also includes amortization of the excess basis in our underlying equity interest in Sabre Asia Pacific Pte Ltd's ("SAPPL") net assets prior to our acquisition of SAPPL on July 1, 2015. |
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. |
(4) | 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. This consideration is made with the objective of increasing the number of clients or to ensure or improve customer loyalty. These 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. These 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. |
(5) | In 2017, Other, net includes a benefit of $60 million due to a reduction to our liability under the TRA primarily due to a provisional adjustment resulting from the enactment of TCJA |
(6) | Restructuring and other costs represents 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. We recorded $25 million and $20 million in charges associated with announced actions to reduce our workforce in 2017 and 2016, respectively. These reductions aligned our operations with business needs and implemented an ongoing cost and organizational structure consistent with our expected growth needs and opportunities. In 2015, we recognized a restructuring charge of $9 million associated with the integration of Abacus, and reduced that estimate by $4 million in 2016, as a result of the reevaluation of our plan derived from a shift in timing and strategy of originally contemplated actions. As of December 31, 2017, our actions under this plan have been substantially completed and payments under the plan have been made. |
(7) | Acquisition-related costs represent fees and expenses incurred associated with the acquisition of Abacus, the Trust Group and Airpas Aviation. |
(8) | Litigation (reimbursements) costs, net represent charges and legal fee reimbursements associated with antitrust litigation. In 2017, we recorded a $43 million reimbursement, net of accrued legal and related expenses, from a settlement with our insurance carriers with respect to the American Airlines litigation. In 2016, we recorded an accrual of $32 million representing the trebling of the jury award plus our estimate of attorneys’ fees, expenses and costs in the US Airways litigation. |
(9) | In 2017, the tax impact on net income adjustments includes a provisional impact of $47 million recognized in the fourth quarter of 2017 as a result of the enactment of the TCJA in December 2017. |