sabr-20200331
0001597033December 312020Q1FALSEP12MP1YP5YP3YP12M00015970332020-01-012020-03-31xbrli:shares00015970332020-05-01iso4217:USD00015970332019-01-012019-03-31iso4217:USDxbrli:shares00015970332020-03-3100015970332019-12-310001597033us-gaap:CustomerRelationshipsMember2020-03-310001597033us-gaap:CustomerRelationshipsMember2019-12-310001597033us-gaap:OtherIntangibleAssetsMember2020-03-310001597033us-gaap:OtherIntangibleAssetsMember2019-12-3100015970332018-12-3100015970332019-03-310001597033us-gaap:CommonStockMember2019-12-310001597033us-gaap:AdditionalPaidInCapitalMember2019-12-310001597033us-gaap:TreasuryStockMember2019-12-310001597033us-gaap:RetainedEarningsMember2019-12-310001597033us-gaap:AccumulatedOtherComprehensiveIncomeMember2019-12-310001597033us-gaap:NoncontrollingInterestMember2019-12-310001597033us-gaap:RetainedEarningsMember2020-01-012020-03-310001597033us-gaap:AccumulatedOtherComprehensiveIncomeMember2020-01-012020-03-310001597033us-gaap:NoncontrollingInterestMember2020-01-012020-03-310001597033us-gaap:CommonStockMember2020-01-012020-03-310001597033us-gaap:AdditionalPaidInCapitalMember2020-01-012020-03-310001597033us-gaap:TreasuryStockMember2020-01-012020-03-310001597033us-gaap:RetainedEarningsMember2020-01-0100015970332020-01-010001597033us-gaap:CommonStockMember2020-03-310001597033us-gaap:AdditionalPaidInCapitalMember2020-03-310001597033us-gaap:TreasuryStockMember2020-03-310001597033us-gaap:RetainedEarningsMember2020-03-310001597033us-gaap:AccumulatedOtherComprehensiveIncomeMember2020-03-310001597033us-gaap:NoncontrollingInterestMember2020-03-310001597033us-gaap:CommonStockMember2018-12-310001597033us-gaap:AdditionalPaidInCapitalMember2018-12-310001597033us-gaap:TreasuryStockMember2018-12-310001597033us-gaap:RetainedEarningsMember2018-12-310001597033us-gaap:AccumulatedOtherComprehensiveIncomeMember2018-12-310001597033us-gaap:NoncontrollingInterestMember2018-12-310001597033us-gaap:RetainedEarningsMember2019-01-012019-03-310001597033us-gaap:AccumulatedOtherComprehensiveIncomeMember2019-01-012019-03-310001597033us-gaap:NoncontrollingInterestMember2019-01-012019-03-310001597033us-gaap:TreasuryStockMember2019-01-012019-03-310001597033us-gaap:CommonStockMember2019-01-012019-03-310001597033us-gaap:AdditionalPaidInCapitalMember2019-01-012019-03-310001597033us-gaap:CommonStockMember2019-03-310001597033us-gaap:AdditionalPaidInCapitalMember2019-03-310001597033us-gaap:TreasuryStockMember2019-03-310001597033us-gaap:RetainedEarningsMember2019-03-310001597033us-gaap:AccumulatedOtherComprehensiveIncomeMember2019-03-310001597033us-gaap:NoncontrollingInterestMember2019-03-31sabr:segment0001597033us-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMember2020-03-310001597033sabr:SeniorSecuredNotesMembersabr:SeniorSecuredNotes9250Due2025AndSeniorSecuredNotes4000Due2025Memberus-gaap:SubsequentEventMember2020-04-170001597033us-gaap:EmployeeSeveranceMember2020-01-012020-03-3100015970332017-02-280001597033sabr:CumulativeEffectPeriodOfAdoptionAdjustmentMember2020-01-012020-01-010001597033sabr:CumulativeEffectPeriodOfAdoptionAdjustmentMember2020-01-010001597033us-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2020-03-310001597033us-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2019-12-310001597033us-gaap:AccountsReceivableMember2020-03-310001597033us-gaap:AccountsReceivableMember2019-12-310001597033us-gaap:OtherAssetsMember2020-03-310001597033us-gaap:OtherAssetsMember2019-12-310001597033us-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2019-03-310001597033sabr:TravelNetworkMemberus-gaap:OperatingSegmentsMembersabr:AirTransactionalMember2020-01-012020-03-310001597033sabr:TravelNetworkMemberus-gaap:OperatingSegmentsMembersabr:AirTransactionalMember2019-01-012019-03-310001597033sabr:LodgingGroundAndSeaTransactionalMembersabr:TravelNetworkMemberus-gaap:OperatingSegmentsMember2020-01-012020-03-310001597033sabr:LodgingGroundAndSeaTransactionalMembersabr:TravelNetworkMemberus-gaap:OperatingSegmentsMember2019-01-012019-03-310001597033sabr:TravelNetworkMemberus-gaap:OperatingSegmentsMembersabr:ProductsAndServicesOtherMember2020-01-012020-03-310001597033sabr:TravelNetworkMemberus-gaap:OperatingSegmentsMembersabr:ProductsAndServicesOtherMember2019-01-012019-03-310001597033sabr:TravelNetworkMemberus-gaap:OperatingSegmentsMember2020-01-012020-03-310001597033sabr:TravelNetworkMemberus-gaap:OperatingSegmentsMember2019-01-012019-03-310001597033sabr:AirlineSolutionsMemberus-gaap:OperatingSegmentsMembersabr:SabreSonicCustomerSalesAndServicesMember2020-01-012020-03-310001597033sabr:AirlineSolutionsMemberus-gaap:OperatingSegmentsMembersabr:SabreSonicCustomerSalesAndServicesMember2019-01-012019-03-310001597033sabr:CommercialAndOperationalSolutionsMembersabr:AirlineSolutionsMemberus-gaap:OperatingSegmentsMember2020-01-012020-03-310001597033sabr:CommercialAndOperationalSolutionsMembersabr:AirlineSolutionsMemberus-gaap:OperatingSegmentsMember2019-01-012019-03-310001597033sabr:AirlineSolutionsMemberus-gaap:OperatingSegmentsMembersabr:ProfessionalServicesMember2020-01-012020-03-310001597033sabr:AirlineSolutionsMemberus-gaap:OperatingSegmentsMembersabr:ProfessionalServicesMember2019-01-012019-03-310001597033sabr:AirlineSolutionsMemberus-gaap:OperatingSegmentsMember2020-01-012020-03-310001597033sabr:AirlineSolutionsMemberus-gaap:OperatingSegmentsMember2019-01-012019-03-310001597033us-gaap:OperatingSegmentsMembersabr:HospitalitySolutionsMembersabr:CRSTransactionsMember2020-01-012020-03-310001597033us-gaap:OperatingSegmentsMembersabr:HospitalitySolutionsMembersabr:CRSTransactionsMember2019-01-012019-03-310001597033us-gaap:OperatingSegmentsMembersabr:SoftwareAsAServiceMembersabr:HospitalitySolutionsMember2020-01-012020-03-310001597033us-gaap:OperatingSegmentsMembersabr:SoftwareAsAServiceMembersabr:HospitalitySolutionsMember2019-01-012019-03-310001597033us-gaap:OperatingSegmentsMembersabr:HospitalitySolutionsMember2020-01-012020-03-310001597033us-gaap:OperatingSegmentsMembersabr:HospitalitySolutionsMember2019-01-012019-03-310001597033srt:ConsolidationEliminationsMember2020-01-012020-03-310001597033srt:ConsolidationEliminationsMember2019-01-012019-03-310001597033sabr:DepartmentOfJusticeLawsuitMember2020-01-012020-03-310001597033sabr:DepartmentOfJusticeLawsuitMemberus-gaap:SubsequentEventMember2020-04-012020-06-300001597033sabr:RadixxSolutionsInternationalInc.Member2019-10-012019-10-31xbrli:pure0001597033us-gaap:InternalRevenueServiceIRSMember2020-01-012020-01-310001597033us-gaap:InternalRevenueServiceIRSMember2019-01-012019-01-3100015970332019-12-012019-12-310001597033sabr:CumulativeEffectPeriodOfAdoptionAdjustmentMember2019-12-310001597033sabr:NewTermLoanAMemberus-gaap:LineOfCreditMember2020-01-012020-03-310001597033sabr:NewTermLoanAMemberus-gaap:LineOfCreditMember2020-03-310001597033sabr:NewTermLoanAMemberus-gaap:LineOfCreditMember2019-12-310001597033sabr:NewTermLoanBMemberus-gaap:LineOfCreditMember2020-01-012020-03-310001597033sabr:NewTermLoanBMemberus-gaap:LineOfCreditMember2020-03-310001597033sabr:NewTermLoanBMemberus-gaap:LineOfCreditMember2019-12-310001597033us-gaap:LineOfCreditMembersabr:NewRevolver400millionMember2020-03-310001597033sabr:SeniorSecuredCreditMembersabr:NewRevolver400millionMemberus-gaap:EurodollarMember2020-01-012020-03-310001597033us-gaap:LineOfCreditMembersabr:NewRevolver400millionMember2019-12-310001597033sabr:SeniorSecuredNotesMembersabr:SeniorSecuredNotes5.375Due2023Member2020-01-012020-03-310001597033sabr:SeniorSecuredNotesMembersabr:SeniorSecuredNotes5.375Due2023Member2020-03-310001597033sabr:SeniorSecuredNotesMembersabr:SeniorSecuredNotes5.375Due2023Member2019-12-310001597033sabr:SeniorSecuredNotesMembersabr:SeniorSecuredNotes5.25Due2023Member2020-01-012020-03-310001597033sabr:SeniorSecuredNotesMembersabr:SeniorSecuredNotes5.25Due2023Member2020-03-310001597033sabr:SeniorSecuredNotesMembersabr:SeniorSecuredNotes5.25Due2023Member2019-12-310001597033us-gaap:SubsequentEventMember2020-04-170001597033sabr:SeniorSecuredNotesMemberus-gaap:SubsequentEventMembersabr:SeniorSecuredNotes9250Due2025Member2020-04-170001597033sabr:SeniorSecuredNotesMembersabr:SeniorSecuredNotes4000Due2025Memberus-gaap:SubsequentEventMember2020-04-170001597033us-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMembersabr:FourthIncrementalTermFacilityAmendmentMember2017-08-230001597033sabr:NewTermLoanBMemberus-gaap:LineOfCreditMembersabr:FourthIncrementalTermFacilityAmendmentMember2017-08-230001597033sabr:NewTermLoanAMemberus-gaap:LineOfCreditMembersabr:FourthIncrementalTermFacilityAmendmentMember2017-08-230001597033us-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMembersabr:FourthIncrementalTermFacilityAmendmentMembersrt:MinimumMemberus-gaap:EurodollarMember2017-08-232017-08-230001597033sabr:NewTermLoanAMemberus-gaap:LineOfCreditMembersabr:FourthIncrementalTermFacilityAmendmentMembersrt:MinimumMemberus-gaap:EurodollarMember2017-08-232017-08-230001597033srt:MaximumMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMembersabr:FourthIncrementalTermFacilityAmendmentMemberus-gaap:EurodollarMember2017-08-232017-08-230001597033sabr:NewTermLoanAMembersrt:MaximumMemberus-gaap:LineOfCreditMembersabr:FourthIncrementalTermFacilityAmendmentMemberus-gaap:EurodollarMember2017-08-232017-08-230001597033us-gaap:BaseRateMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMembersabr:FourthIncrementalTermFacilityAmendmentMembersrt:MinimumMember2017-08-232017-08-230001597033us-gaap:BaseRateMembersabr:NewTermLoanAMemberus-gaap:LineOfCreditMembersabr:FourthIncrementalTermFacilityAmendmentMembersrt:MinimumMember2017-08-232017-08-230001597033us-gaap:BaseRateMembersrt:MaximumMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMembersabr:FourthIncrementalTermFacilityAmendmentMember2017-08-232017-08-230001597033us-gaap:BaseRateMembersabr:NewTermLoanAMembersrt:MaximumMemberus-gaap:LineOfCreditMembersabr:FourthIncrementalTermFacilityAmendmentMember2017-08-232017-08-230001597033sabr:NewTermLoanAMemberus-gaap:LineOfCreditMembersabr:FourthIncrementalTermFacilityAmendmentMember2017-08-232017-08-230001597033sabr:NewTermLoanBMemberus-gaap:LineOfCreditMembersabr:FourthIncrementalTermFacilityAmendmentMemberus-gaap:EurodollarMember2017-08-232017-08-230001597033sabr:NewTermLoanBMemberus-gaap:BaseRateMemberus-gaap:LineOfCreditMembersabr:FourthIncrementalTermFacilityAmendmentMember2017-08-232017-08-230001597033sabr:NewTermLoanBMembersabr:FifthIncrementalTermFacilityAmendmentMemberus-gaap:LineOfCreditMemberus-gaap:EurodollarMember2018-03-022018-03-020001597033sabr:NewTermLoanBMembersabr:FifthIncrementalTermFacilityAmendmentMemberus-gaap:BaseRateMemberus-gaap:LineOfCreditMember2018-03-022018-03-020001597033us-gaap:LineOfCreditMembersabr:AmendedAndRestatedCreditAgreementMember2016-07-182016-07-180001597033sabr:AmendedAndRestatedCreditAgreementMember2020-03-310001597033us-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMember2019-12-31iso4217:PLN0001597033currency:PLNus-gaap:ForeignExchangeForwardMemberus-gaap:LongMember2020-03-31iso4217:INR0001597033us-gaap:ForeignExchangeForwardMemberus-gaap:LongMembercurrency:INR2020-03-31iso4217:SGD0001597033us-gaap:ForeignExchangeForwardMemberus-gaap:LongMembercurrency:SGD2020-03-31iso4217:GBP0001597033us-gaap:ForeignExchangeForwardMembercurrency:GBPus-gaap:LongMember2020-03-31iso4217:AUD0001597033currency:AUDus-gaap:ForeignExchangeForwardMemberus-gaap:LongMember2020-03-31iso4217:SEK0001597033currency:SEKus-gaap:ForeignExchangeForwardMemberus-gaap:LongMember2020-03-310001597033currency:PLNus-gaap:ForeignExchangeForwardMemberus-gaap:LongMember2019-12-310001597033us-gaap:ForeignExchangeForwardMemberus-gaap:LongMembercurrency:INR2019-12-310001597033us-gaap:ForeignExchangeForwardMemberus-gaap:LongMembercurrency:SGD2019-12-310001597033us-gaap:ForeignExchangeForwardMembercurrency:GBPus-gaap:LongMember2019-12-310001597033currency:AUDus-gaap:ForeignExchangeForwardMemberus-gaap:LongMember2019-12-310001597033currency:SEKus-gaap:ForeignExchangeForwardMemberus-gaap:LongMember2019-12-310001597033sabr:InterestRateSwapOutstanding2.27PercentMemberus-gaap:DesignatedAsHedgingInstrumentMember2019-03-310001597033sabr:InterestRateSwapOutstanding2.27PercentMemberus-gaap:DesignatedAsHedgingInstrumentMember2020-03-310001597033us-gaap:DesignatedAsHedgingInstrumentMembersabr:InterestRateSwapOutstanding2.19PercentMember2019-03-310001597033us-gaap:DesignatedAsHedgingInstrumentMembersabr:InterestRateSwapOutstanding2.19PercentMember2020-03-310001597033us-gaap:DesignatedAsHedgingInstrumentMembersabr:InterestRateSwapOutstanding2.81PercentMember2019-03-310001597033us-gaap:DesignatedAsHedgingInstrumentMembersabr:InterestRateSwapOutstanding2.81PercentMember2020-03-310001597033us-gaap:DesignatedAsHedgingInstrumentMember2020-03-310001597033us-gaap:InterestRateSwapMember2017-03-310001597033us-gaap:InterestRateSwapMember2019-12-310001597033us-gaap:InterestRateSwapMember2017-09-300001597033sabr:InterestRateSwapFloatingTermLoanB2019Memberus-gaap:CashFlowHedgingMember2018-04-300001597033us-gaap:CashFlowHedgingMembersabr:InterestRateSwapFloatingTermLoanB2020Member2018-04-300001597033sabr:InterestRateSwapFloatingTermLoanB2021Memberus-gaap:CashFlowHedgingMember2018-04-300001597033sabr:InterestRateSwapFloatingTermLoanB2020And2021Memberus-gaap:CashFlowHedgingMember2018-12-310001597033us-gaap:AccountsPayableAndAccruedLiabilitiesMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:ForeignExchangeContractMember2020-03-310001597033us-gaap:AccountsPayableAndAccruedLiabilitiesMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:ForeignExchangeContractMember2019-12-310001597033us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:ForeignExchangeContractMemberus-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2020-03-310001597033us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:ForeignExchangeContractMemberus-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2019-12-310001597033us-gaap:AccountsPayableAndAccruedLiabilitiesMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:InterestRateSwapMember2020-03-310001597033us-gaap:AccountsPayableAndAccruedLiabilitiesMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:InterestRateSwapMember2019-12-310001597033us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:OtherNoncurrentLiabilitiesMemberus-gaap:InterestRateSwapMember2020-03-310001597033us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:OtherNoncurrentLiabilitiesMemberus-gaap:InterestRateSwapMember2019-12-310001597033us-gaap:DesignatedAsHedgingInstrumentMember2019-12-310001597033us-gaap:ForeignExchangeContractMember2020-01-012020-03-310001597033us-gaap:ForeignExchangeContractMember2019-01-012019-03-310001597033us-gaap:InterestRateSwapMember2020-01-012020-03-310001597033us-gaap:InterestRateSwapMember2019-01-012019-03-310001597033us-gaap:CostOfSalesMemberus-gaap:ForeignExchangeContractMember2020-01-012020-03-310001597033us-gaap:CostOfSalesMemberus-gaap:ForeignExchangeContractMember2019-01-012019-03-310001597033us-gaap:InterestExpenseMemberus-gaap:InterestRateSwapMember2020-01-012020-03-310001597033us-gaap:InterestExpenseMemberus-gaap:InterestRateSwapMember2019-01-012019-03-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:ForeignExchangeForwardMember2020-03-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Memberus-gaap:ForeignExchangeForwardMember2020-03-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:ForeignExchangeForwardMemberus-gaap:FairValueInputsLevel2Member2020-03-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Memberus-gaap:ForeignExchangeForwardMember2020-03-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:InterestRateSwapMember2020-03-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Memberus-gaap:InterestRateSwapMember2020-03-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Memberus-gaap:InterestRateSwapMember2020-03-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Memberus-gaap:InterestRateSwapMember2020-03-310001597033us-gaap:FairValueMeasurementsRecurringMember2020-03-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2020-03-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2020-03-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2020-03-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:ForeignExchangeForwardMember2019-12-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Memberus-gaap:ForeignExchangeForwardMember2019-12-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:ForeignExchangeForwardMemberus-gaap:FairValueInputsLevel2Member2019-12-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Memberus-gaap:ForeignExchangeForwardMember2019-12-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:InterestRateSwapMember2019-12-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Memberus-gaap:InterestRateSwapMember2019-12-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Memberus-gaap:InterestRateSwapMember2019-12-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Memberus-gaap:InterestRateSwapMember2019-12-310001597033us-gaap:FairValueMeasurementsRecurringMember2019-12-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel1Member2019-12-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2019-12-310001597033us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2019-12-310001597033sabr:TermLoanAMemberus-gaap:EstimateOfFairValueFairValueDisclosureMember2020-03-310001597033sabr:TermLoanAMemberus-gaap:EstimateOfFairValueFairValueDisclosureMember2019-12-310001597033sabr:TermLoanAMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2020-03-310001597033sabr:TermLoanAMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2019-12-310001597033sabr:TermLoanBMemberus-gaap:EstimateOfFairValueFairValueDisclosureMember2020-03-310001597033sabr:TermLoanBMemberus-gaap:EstimateOfFairValueFairValueDisclosureMember2019-12-310001597033sabr:TermLoanBMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2020-03-310001597033sabr:TermLoanBMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2019-12-310001597033us-gaap:EstimateOfFairValueFairValueDisclosureMembersabr:NewRevolver400millionMember2020-03-310001597033us-gaap:EstimateOfFairValueFairValueDisclosureMembersabr:NewRevolver400millionMember2019-12-310001597033sabr:NewRevolver400millionMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2020-03-310001597033sabr:NewRevolver400millionMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2019-12-310001597033us-gaap:EstimateOfFairValueFairValueDisclosureMembersabr:SeniorSecuredNotes5.375Due2023Member2020-03-310001597033us-gaap:EstimateOfFairValueFairValueDisclosureMembersabr:SeniorSecuredNotes5.375Due2023Member2019-12-310001597033sabr:SeniorSecuredNotes5.375Due2023Memberus-gaap:CarryingReportedAmountFairValueDisclosureMember2020-03-310001597033sabr:SeniorSecuredNotes5.375Due2023Memberus-gaap:CarryingReportedAmountFairValueDisclosureMember2019-12-310001597033sabr:SeniorSecuredNotes5.25Due2023Memberus-gaap:EstimateOfFairValueFairValueDisclosureMember2020-03-310001597033sabr:SeniorSecuredNotes5.25Due2023Memberus-gaap:EstimateOfFairValueFairValueDisclosureMember2019-12-310001597033sabr:SeniorSecuredNotes5.25Due2023Memberus-gaap:CarryingReportedAmountFairValueDisclosureMember2020-03-310001597033sabr:SeniorSecuredNotes5.25Due2023Memberus-gaap:CarryingReportedAmountFairValueDisclosureMember2019-12-310001597033sabr:AirlineSolutionsMember2020-03-310001597033srt:MinimumMember2020-01-012020-03-310001597033srt:MaximumMember2020-01-012020-03-310001597033sabr:USAirwaysMembersabr:USAirwaysLitigationMember2016-12-012016-12-310001597033sabr:USAirwaysMembersabr:USAirwaysLitigationMember2017-03-012017-03-310001597033sabr:USAirwaysLitigationMember2016-12-310001597033sabr:USAirwaysLitigationMember2016-10-012016-12-310001597033sabr:USAirwaysLitigationMember2017-04-012017-04-300001597033sabr:USAirwaysLitigationMember2020-03-310001597033us-gaap:ForeignCountryMembersabr:IndianIncomeTaxLitigationMember2020-03-3100015970332017-11-300001597033us-gaap:IntersegmentEliminationMember2020-01-012020-03-310001597033us-gaap:IntersegmentEliminationMember2019-01-012019-03-310001597033us-gaap:CorporateNonSegmentMember2020-01-012020-03-310001597033us-gaap:CorporateNonSegmentMember2019-01-012019-03-310001597033us-gaap:OperatingSegmentsMember2020-01-012020-03-310001597033us-gaap:OperatingSegmentsMember2019-01-012019-03-31



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-Q
 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2020
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Sabre Corporation
(Exact name of registrant as specified in its charter)
  
Delaware001-3642220-8647322
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)(I.R.S. Employer
Identification No.)
3150 Sabre Drive
Southlake, TX 76092
(Address, including zip code, of principal executive offices)
(682)-605-1000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Common Stock, $0.01 par valueSABRThe NASDAQ Stock Market LLC
(Title of each class)(Trading Symbol)(Name of each exchange on which registered)
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:    Yes      No 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files).    Yes     No 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes    No 
As of May 1, 2020, 275,523,228 shares of the registrant’s common stock, par value $0.01 per share, were outstanding.




SABRE CORPORATION
TABLE OF CONTENTS
 
  
Page No.
    Item 1. 
 
 
 
 
 
     Item 2.
     Item 3.
     Item 4.
 
 
     Item 1.
     Item 1A.
     Item 2.
     Item 6.



PART I. FINANCIAL INFORMATION
 
ITEM 1. FINANCIAL STATEMENTS

SABRE CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited) 
 Three Months Ended March 31,
 20202019
Revenue $658,977  $1,049,361  
Cost of revenue611,515  787,563  
Selling, general and administrative198,873  151,391  
Operating (loss) income(151,411) 110,407  
Other income (expense):      
Interest expense, net(37,442) (38,013) 
Equity method (loss) income(686) 533  
Other, net(47,486) (1,870) 
Total other expense, net(85,614) (39,350) 
(Loss) Income from continuing operations before income taxes(237,025) 71,057  
Provision for income taxes(27,254) 11,843  
(Loss) Income from continuing operations(209,771) 59,214  
Loss from discontinued operations, net of tax(2,126) (1,452) 
Net (loss) income(211,897) 57,762  
Net income attributable to noncontrolling interests783  912  
Net (loss) income attributable to common stockholders$(212,680) $56,850  
Basic net (loss) income per share attributable to common stockholders:      
(Loss) Income from continuing operations$(0.77) $0.21  
Loss from discontinued operations(0.01) (0.01) 
Net (loss) income per common share$(0.78) $0.20  
Diluted net (loss) income per share attributable to common stockholders:      
(Loss) Income from continuing operations$(0.77) $0.21  
Loss from discontinued operations(0.01) (0.01) 
Net (loss) income per common share$(0.78) $0.20  
Weighted-average common shares outstanding:      
Basic274,037  275,589  
Diluted274,037  277,605  
Dividends per common share$0.14  $0.14  
See Notes to Consolidated Financial Statements.
1


SABRE CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
(In thousands)
(Unaudited)
 
 Three Months Ended March 31,
 20202019
Net (loss) income$(211,897) $57,762  
Other comprehensive loss, net of tax:
Foreign currency translation adjustments ("CTA")(1,794) (2,293) 
Retirement-related benefit plans:
Net actuarial gain, net of taxes of $(1,206)
4,141    
Amortization of prior service credits, net of taxes of $80 and $80
(278) (278) 
Amortization of actuarial losses, net of taxes of $(365) and $(353)
1,264  1,222  
Net change in retirement-related benefit plans, net of tax5,127  944  
Derivatives:
Unrealized losses, net of taxes of $6,447 and $1,596
(23,818) (5,409) 
Reclassification adjustment for realized gains, net of taxes of $(515) and $(555)
1,835  2,202  
Net change in derivatives, net of tax(21,983) (3,207) 
Share of other comprehensive (loss) income of equity method investments(653) 28  
Other comprehensive loss(19,303) (4,528) 
Comprehensive (loss) income(231,200) 53,234  
Less: Comprehensive loss attributable to noncontrolling interests(783) (912) 
Comprehensive (loss) income attributable to Sabre Corporation$(230,417) $52,322  
 
See Notes to Consolidated Financial Statements.
2




SABRE CORPORATION
CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)
 March 31, 2020December 31, 2019
Assets  
Current assets  
Cash and cash equivalents$684,472  $436,176  
Accounts receivable, net of allowance for credit losses of $100,245 and $56,367
360,677  546,533  
Prepaid expenses and other current assets150,470  139,211  
Total current assets1,195,619  1,121,920  
Property and equipment, net of accumulated depreciation of $1,875,769 and $1,815,844
594,132  641,722  
Equity method investments24,503  27,494  
Goodwill2,631,077  2,633,251  
Acquired customer relationships, net of accumulated amortization of $741,744 and $735,367
306,081  311,015  
Other intangible assets, net of accumulated amortization of $684,491 and $674,073
251,421  262,638  
Deferred income taxes35,958  21,812  
Other assets, net671,067  670,105  
Total assets$5,709,858  $5,689,957  
Liabilities and stockholders’ equity      
Current liabilities      
Accounts payable$200,564  $187,187  
Accrued compensation and related benefits72,012  94,368  
Accrued subscriber incentives253,019  316,254  
Deferred revenues100,146  84,661  
Other accrued liabilities262,818  189,548  
Current portion of debt79,770  81,614  
Tax Receivable Agreement  71,911  
Total current liabilities968,329  1,025,543  
Deferred income taxes77,816  107,402  
Other noncurrent liabilities361,690  347,522  
Long-term debt3,619,312  3,261,821  
Commitments and contingencies (Note 12)
Stockholders’ equity      
Common Stock: $0.01 par value; 1,000,000 authorized shares; 296,543 and 294,319 shares issued, 275,314 and 273,733 shares outstanding at March 31, 2020 and December 31, 2019, respectively
2,965  2,943  
Additional paid-in capital2,335,171  2,317,544  
Treasury Stock, at cost, 21,229 and 20,587 shares at March 31, 2020 and December 31, 2019, respectively
(473,890) (468,618) 
Retained deficit(1,022,297) (763,482) 
Accumulated other comprehensive loss(168,609) (149,306) 
Non-controlling interest9,371  8,588  
Total stockholders’ equity682,711  947,669  
Total liabilities and stockholders’ equity$5,709,858  $5,689,957  

See Notes to Consolidated Financial Statements.
3




SABRE CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
 Three Months Ended March 31,
 20202019
Operating Activities  
Net (loss) income$(211,897) $57,762  
Adjustments to reconcile net (loss) income to cash provided by operating activities:  
Depreciation and amortization95,861  103,443  
Deferred income taxes(41,732) (13,932) 
Allowance for credit losses36,359  5,370  
Acquisition termination fee24,811    
Amortization of upfront incentive consideration18,213  19,128  
Stock-based compensation expense17,577  15,694  
Other(4,196) (1,189) 
Loss from discontinued operations2,126  1,452  
Dividends received from equity method investments1,652  996  
Amortization of debt issuance costs993  993  
Equity method loss (income)686  (533) 
Changes in operating assets and liabilities:  
Accounts and other receivables120,580  (95,354) 
Prepaid expenses and other current assets(10,120) (24,429) 
Capitalized implementation costs(1,472) (7,619) 
Upfront incentive consideration(22,566) (22,052) 
Other assets16,102  26,078  
Accrued compensation and related benefits(23,655) (47,150) 
Accounts payable and other accrued liabilities(1,197) 131,753  
Deferred revenue including upfront solution fees22,306  1,589  
Cash provided by operating activities40,431  152,000  
Investing Activities  
Additions to property and equipment(28,437) (37,864) 
Other investing activities(4,413)   
Cash used in investing activities(32,850) (37,864) 
Financing Activities  
Proceeds of borrowings from lenders375,000    
Payments on Tax Receivable Agreement(71,958) (72,790) 
Cash dividends paid to common stockholders(38,544) (38,594) 
Payments on borrowings from lenders(18,953) (11,828) 
Net payments on the settlement of equity-based awards(5,200) (6,842) 
Other financing activities(2,199) (2,114) 
Repurchase of common stock  (32,146) 
Cash provided by (used in) financing activities238,146  (164,314) 
Cash Flows from Discontinued Operations  
Cash used in operating activities(997) (48) 
Cash used in discontinued operations(997) (48) 
Effect of exchange rate changes on cash and cash equivalents3,566  448  
Increase (decrease) in cash and cash equivalents248,296  (49,778) 
Cash and cash equivalents at beginning of period436,176  509,265  
Cash and cash equivalents at end of period$684,472  $459,487  
See Notes to Consolidated Financial Statements.

4


SABRE CORPORATION
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands, except share data)
 Stockholders’ Equity (Deficit)
 Common StockAdditional
Paid in
Capital
Treasury StockRetained
Earnings
(Deficit)
Accumulated
Other
Comprehensive Loss
Noncontrolling
Interest
Total
Stockholders'
Equity
 SharesAmountSharesAmount
Balance at December 31, 2019294,319,417  $2,943  $2,317,544  20,586,852  $(468,618) $(763,482) $(149,306) $8,588  $947,669  
Comprehensive loss—  —  —  —  —  (212,680) (19,303) 783  (231,200) 
Common stock dividends(1)
—  —  —  —  —  (38,544) —  —  (38,544) 
Settlement of stock-based awards2,224,053  22  50  642,065  (5,272) —  —  —  (5,200) 
Stock-based compensation expense
—  —  17,577  —  —  —  —  —  17,577  
Adoption of New Accounting standards—  —  —  —  —  (7,591) —  —  (7,591) 
Balance at March 31, 2020296,543,470  $2,965  $2,335,171  21,228,917  $(473,890) $(1,022,297) $(168,609) $9,371  $682,711  
(1) A quarterly cash dividend of $0.14 per share on our common stock.



 Stockholders’ Equity (Deficit)
 Common StockAdditional
Paid in
Capital
Treasury StockRetained
Earnings
(Deficit)
Accumulated
Other
Comprehensive
Income (Loss)
Noncontrolling
Interest
Total
Stockholders'
Equity
 SharesAmountSharesAmount
Balance at December 31, 2018291,663,954  $2,917  $2,243,419  16,311,538  $(377,980) $(768,566) $(132,724) $7,205  $974,271  
Comprehensive income—  —  —  —  —  56,850  (4,528) 894  53,216  
Common stock dividends(1)
—  —  —  —  —  (38,594) —  —  (38,594) 
Repurchase of common stock—  —  —  1,491,521  (32,146) —  —  —  (32,146) 
Settlement of stock-based awards2,245,107  22  3,311  477,357  (10,175) —  —  —  (6,842) 
Stock-based compensation expense
—  —  15,694  —  —  —  —  —  15,694  
Balance at March 31, 2019293,909,061  $2,939  $2,262,424  18,280,416  $(420,301) $(750,310) $(137,252) $8,099  $965,599  
(1) A quarterly cash dividend of $0.14 per share on our common stock.


See Notes to Consolidated Financial Statements.

5





SABRE CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
 

1. General Information
Sabre Corporation is a Delaware corporation formed in December 2006. On March 30, 2007, Sabre Corporation acquired Sabre Holdings Corporation (“Sabre Holdings”). Sabre Holdings is the sole subsidiary of Sabre Corporation. Sabre GLBL Inc. ("Sabre GLBL") is the principal operating subsidiary and sole direct subsidiary of Sabre Holdings. Sabre GLBL or its direct or indirect subsidiaries conduct all of our businesses. In these consolidated financial statements, references to “Sabre,” the “Company,” “we,” “our,” “ours” and “us” refer to Sabre Corporation and its consolidated subsidiaries unless otherwise stated or the context otherwise requires.
We connect people and places with technology that reimagines the business of travel. We operate our business and present our results through three business segments: (i) Travel Network, our global travel marketplace for travel suppliers and travel buyers, (ii) Airline Solutions, a broad portfolio of software technology products and solutions primarily for airlines, and (iii) Hospitality Solutions, an extensive suite of leading software solutions for hoteliers.
Recent Events—The travel industry continues to be adversely affected by the global health crisis due to the outbreak of the coronavirus ("COVID-19") in January 2020, as well as by government directives that have been enacted to slow the spread of the virus. As expected, this pandemic has had a material impact to our consolidated financial results in the first quarter of 2020, resulting in a material decrease in transaction-based revenue across all three of our business units. Lower Travel Network volumes resulted in a material decline in incentive consideration costs, as expected.
The reduction in revenues as the result of COVID-19 has significantly adversely affected our liquidity. We are responding with measures to increase our cash position, including the suspension of dividends and share repurchases under the Share Repurchase Program, borrowing under our existing revolving credit facility of $375 million, and the completion of debt offerings totaling $1,120 million. See Note 14. Subsequent Events for further information on these debt offerings. We believe that we have resources to sufficiently fund our liquidity requirements over at least the next twelve months; however, given the magnitude of travel decline and the unknown duration of the COVID-19 impact, we will continue to monitor our liquidity levels and take additional steps should we determine they are necessary. Additionally, we have identified and are in the process of removing costs from the business in 2020. In connection with these cost savings measures, we recorded a $25 million charge associated with the announced action to reduce our workforce in the first quarter of 2020.
The inputs into our judgments and estimates consider the economic implications of COVID-19 on our critical and significant accounting estimates. Cancellations of airline travel reservations prior to the day of departure are estimated based on the historical level of cancellation rates, adjusted to take into account any recent factors which could cause a change in those rates. In the first quarter of 2020, the airline industry experienced a significantly higher number of airline travel reservation cancellations as a result of COVID-19 than expected as of December 31, 2019. As a result, our cancellation reserve as of March 31, 2020 was adjusted for the significant effect that COVID-19 has had on the travel industry and the resulting volume of airline travel cancellations. Given the unprecedented amount of air booking cancellations in the first quarter of 2020, we expect additional variability in the amount of our cancellation reserve in future periods as estimates of cancellations may differ from historical experience. Our air booking cancellation reserve totaled $44 million at March 31, 2020. See Note 2. Revenue from Contracts with Customers. Additionally, our bad debt expense for the three months ended March 31, 2020 was $36 million, primarily related to fully reserving for balances related to certain customers, an increase in our forecasted credit losses due to the impact of the COVID-19 pandemic on the global economy and other general increases in bad debt from aging balances as applied under the newly adopted credit loss standard. See Note 5. Credit Losses. Given the uncertainties surrounding the duration and effects of COVID-19 on transaction volumes in the global travel industry, particularly air travel transaction volumes, including from airlines’ insolvency or suspension of service or aircraft groundings, we cannot provide assurance that the assumptions used in our estimates will be accurate.
We reviewed our goodwill and other long-lived assets including intangible assets, and did not identify any material impairments. See Note 8. Fair Value Measurements for further information about our interim goodwill quantitative assessment. As we cannot predict the duration or scope of the COVID-19 pandemic, future impairments may occur and the negative financial impact to our consolidated financial statements and results of operations cannot be reasonably estimated but could be material.
Basis of Presentation—The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, these financial statements contain all adjustments, consisting of normal recurring accruals, necessary to present fairly the financial position, results of operations and cash flows for the periods indicated. Operating results for the three months ended March 31, 2020 are not necessarily indicative of results that may be expected for any other interim period or for
6


the year ending December 31, 2020. The accompanying interim financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included in our Annual Report on Form 10-K filed with the SEC on February 26, 2020.
We consolidate all majority-owned subsidiaries and companies over which we exercise control through majority voting rights. No entities are consolidated due to control through operating agreements, financing agreements or as the primary beneficiary of a variable interest entity.
The consolidated financial statements include our accounts after elimination of all significant intercompany balances and transactions. All dollar amounts in the financial statements and the tables in the notes, except per share amounts, are stated in thousands of U.S. dollars unless otherwise indicated. All amounts in the notes reference results from continuing operations unless otherwise indicated.
Use of Estimates—The preparation of these interim financial statements in conformity with GAAP requires that certain amounts be recorded based on estimates and assumptions made by management. Actual results could differ from these estimates and assumptions. Our accounting policies that utilize significant estimates and assumptions include: (i) estimation for revenue recognition and multiple performance obligation arrangements, (ii) determination of the fair value of assets and liabilities acquired in a business combination, (iii) the evaluation of the recoverability of the carrying value of long-lived assets and goodwill, (iv) assumptions utilized to test recoverability of capitalized implementation costs and customer and subscriber advances, (v) judgments in capitalization of software developed for internal use, (vi) the evaluation of uncertainties surrounding the calculation of our tax assets and liabilities, (vii) estimation of the air booking cancellation reserve, and (viii) the evaluation of the allowance for credit losses. Our use of estimates and the related accounting policies are discussed in the consolidated financial statements and related notes thereto included in our Annual Report on Form 10-K filed with the SEC on February 26, 2020. Additionally, see Note 2. Revenue from Contracts with Customers for additional information on the use of significant estimates and assumptions in recognizing revenue and Note 5. Credit Losses for additional information regarding the use of significant estimates and assumptions related to the allowance for credit losses. Given the uncertainties surrounding the duration and effects of COVID-19, we cannot provide assurance that the assumptions used in our estimates will be accurate.
Share Repurchase Program—In February 2017, we announced the approval of a multi-year share repurchase program (the "Share Repurchase Program") to purchase up to $500 million of Sabre's common stock outstanding. Repurchases under the Share Repurchase Program may take place in the open market or privately negotiated transactions. For the three months ended March 31, 2020, we did not repurchase any shares pursuant to the Share Repurchase Program. On March 16, 2020, we announced the suspension of share repurchases under the Share Repurchase Program in conjunction with certain cash management measures we are undertaking as a result of the market conditions caused by COVID-19. Approximately $287 million remains authorized for repurchases under the Share Repurchase Program as of March 31, 2020.
Adoption of New Accounting Standards
In March 2020, the FASB issued updated guidance which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of the London Interbank Offered Rate (“LIBOR”) or by another reference rate expected to be discontinued, if certain criteria are met. The updated standard is effective for all entities upon issuance and we will apply the amendments prospectively through December 31, 2022. There was no impact to our consolidated financial statements for the three months ended March 31, 2020 as a result of adopting this standard. Our current hedging contracts do not extend past December 31, 2021.
In October 2018, the Financial Accounting Standards Board ("FASB") issued updated guidance that eliminates the requirement that entities consider indirect interests held through related parties under common control in their entirety when assessing whether a decision-making fee is a variable interest and instead requires entities to consider these indirect interests on a proportional basis. We adopted this standard in the first quarter of 2020, which did not have a material impact on our consolidated financial statements.
In August 2018, the FASB issued updated guidance on customer's accounting for implementation costs incurred in a cloud computing arrangement that is a service contract. Under this updated standard, a customer in a cloud-computing arrangement that is a service contract is required to follow guidance on software developed for internal use to determine which implementation costs to capitalize as assets or expense as incurred. This standard aligns the accounting for implementation costs for hosting arrangements, regardless of whether they convey a license to the hosted software. The standard requires that capitalized implementation costs related to a hosting arrangement that is a service contract be amortized over the term of the hosting arrangement, beginning when the component of the hosting arrangement is ready for its intended use, similar to requirements in guidance on software developed for internal use. In addition, costs incurred during the preliminary project and post-implementation phases are expensed as they are incurred. We adopted this standard prospectively in the first quarter of 2020, which did not have a material impact on our consolidated financial statements.
In June 2016, the FASB issued updated guidance for the measurement of credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. Under this updated standard, the current "incurred loss" approach is replaced with an "expected loss" model for instruments measured at amortized cost. We adopted this standard in the first quarter of 2020, resulting in a $10 million increase in the allowance for credit losses, partially offset by a $1 million decrease in deferred tax liabilities and a $1 million increase in accounts receivable with a corresponding increase of approximately $8 million in our opening retained deficit as of January 1, 2020. See Note 5. Credit Losses for more information on the impacts from adoption and ongoing considerations.
7


Recent Accounting Pronouncements
In December 2019, the FASB issued updated guidance which simplifies the accounting for income taxes, eliminates certain exceptions within existing income tax guidance, and clarifies certain aspects of the current guidance to promote consistency among reporting entities. The updated standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. We do not expect the adoption of this standard will have a material impact to our consolidated financial statements.
2. Revenue from Contracts with Customers
Contract Balances
Revenue recognition for a significant portion of our revenue coincides with normal billing terms, including Travel Network's transactional revenues, and Airline Solutions' and Hospitality Solutions' Software-as-a-Service ("SaaS") and hosted revenues. Timing differences among revenue recognition, unconditional rights to bill, and receipt of contract consideration may result in contract assets or contract liabilities.
The following table presents our assets and liabilities with customers as of March 31, 2020 and December 31, 2019 (in thousands):
AccountConsolidated Balance Sheet LocationMarch 31, 2020December 31, 2019
Contract assets and customer advances and discounts(1)
Prepaid expenses and other current assets / other assets, net$102,945  $105,499  
Trade and unbilled receivables, netAccounts receivable, net350,537  539,806  
Long-term trade unbilled receivables, netOther assets, net37,450  38,250  
Contract liabilitiesDeferred revenues / other noncurrent liabilities189,134  167,832  
________________________________

(1) Includes contract assets of $6 million for March 31, 2020 and December 31, 2019.
During the three months ended March 31, 2020, we recognized revenue of approximately $16 million from contract liabilities that existed as of January 1, 2020. Our long-term trade unbilled receivables, net relate to license fees billed ratably over the contractual period and recognized when the customer gains control of the software. We evaluate collectability of our accounts receivable based on a combination of factors and record reserves as described further in Note 5. Credit Losses.
Revenue
The following table presents our revenues disaggregated by business (in thousands):
Three Months Ended March 31
20202019
Air$315,317  $640,478  
Lodging, Ground and Sea72,431  90,287  
Other39,955  43,203  
Total Travel Network427,703  773,968  
Reservation Systems105,131  127,228  
Commercial and Operations Solutions73,530  83,558  
Other1,224  2,141  
Total Airline Solutions179,885  212,927  
SynXis Software and Services50,731  64,214  
Other8,506  8,617  
Total Hospitality Solutions59,237  72,831  
Eliminations(7,848) (10,365) 
Total Sabre Revenue$658,977  $1,049,361  
Transaction revenue for airline travel reservations is recognized by Travel Network at the time of booking of the reservation, net of estimated future cancellations. Cancellations of airline travel reservations prior to the day of departure were estimated based on the historical level of cancellation rates, adjusted to take into account the significant effect that COVID-19 has had on the travel industry and the resulting volume of airline travel cancellations.
We may occasionally recognize revenue in the current period for performance obligations partially or fully satisfied in the previous periods resulting from changes in estimates for the transaction price, including any changes to our assessment of whether an estimate of variable consideration is constrained. For the three months ended March 31, 2020, the impact on
8


revenue recognized in the current period, from performance obligations partially or fully satisfied in the previous period, is immaterial.
We recognize revenue under long-term contracts that primarily includes variable consideration based on transactions processed. A majority of our consolidated revenue is recognized as a stand-ready performance obligation with the amount recognized based on the invoiced amounts for services performed, known as right to invoice revenue recognition. Certain of our contracts, primarily in the Airlines Solutions business, contain minimum transaction volumes, which in many instances are not considered substantive as the customer is expected to exceed the minimum in the contract. Unearned performance obligations primarily consist of deferred revenue for fixed implementation fees and future product implementations, which are included in deferred revenue and other noncurrent liabilities in our consolidated balance sheet. We have not disclosed the performance obligation related to contracts containing minimum transaction volume, as it represents a subset of our business, and therefore would not be meaningful in understanding the total future revenues expected to be earned from our long-term contracts.
3. Acquisitions
Farelogix
On August 20, 2019, the U.S. Department of Justice ("DOJ") filed a complaint in federal court in the District of Delaware, seeking a permanent injunction to prevent Sabre from acquiring Farelogix, Inc. ("Farelogix"), alleging that the proposed acquisition is likely to substantially lessen competition in violation of federal antitrust law. On April 7, 2020, the trial court ruled in favor of Sabre, denying the DOJ's request for an injunction. On April 8, 2020 the DOJ filed a notice of appeal. On April 9, 2020, the U.K. Competition and Markets Authority ("CMA") blocked the acquisition following its Phase 2 investigation. We intend to appeal the CMA's decision to the U.K. Competition Appeal Tribunal. Under the acquisition agreement, as amended, we agreed to advance certain attorneys’ fees incurred by Farelogix in responding to certain governmental reviews of the acquisition and in defending against certain antitrust proceedings, which totaled $25 million as of March 31, 2020. Given the CMA's decision, we recorded a charge of $46 million during the three months ended March 31, 2020 included in other, net in our consolidated statements of operations which is comprised of the $25 million in advances mentioned above and additional termination fees of $21 million. Sabre and Farelogix agreed to terminate the acquisition agreement on May 1, 2020 and we have paid Farelogix aggregate termination fees of $21 million in the second quarter of 2020 pursuant to the acquisition agreement.
Radixx
In October 2019, we completed the acquisition of Radixx, a provider of retailing and customer service solutions to airlines in the low-cost carrier ("LCC") market, for $107 million, net of cash acquired and funded by cash on hand. Radixx is managed as a part of our Airline Solutions segment. The accounting related to intangible assets and the associated deferred taxes remains subject to finalization due to ongoing analysis as of March 31, 2020.
4. Income Taxes
Our effective tax rates for the three months ended March 31, 2020 and 2019 were 11% and 17%, respectively. The decrease in the effective tax rate for the three months ended March 31, 2020 as compared to the same period in 2019 was primarily due to tax losses related to the impact of COVID-19 on our results of operations, and various discrete items recorded in each of the respective three month periods including a decrease in the India withholding tax rate resulting from legislation enacted on March 27, 2020. The decrease in the India withholding tax rate resulted in a $4 million income tax benefit, which includes the impact for the three-month period ended March 31, 2020 and the application of the newly enacted rates to existing deferred balances. The difference between our effective tax rates and the U.S. federal statutory income tax rate primarily results from our geographic mix of taxable income in various tax jurisdictions, tax permanent differences and tax credits.
We recognize liabilities when we believe that an uncertain tax position may not be fully sustained upon examination by the tax authorities. This evaluation requires significant judgment, the use of estimates, and the interpretation and application of complex tax laws. When facts and circumstances change, we reassess these probabilities and record any changes in the consolidated financial statements as appropriate. Our net unrecognized tax benefits, excluding interest and penalties, included in our consolidated balance sheets, were $63 million and $65 million as of March 31, 2020 and December 31, 2019, respectively.
Tax Receivable Agreement
Immediately prior to the closing of our initial public offering in April 2014, we entered into the Tax Receivable Agreement (the "TRA"), which provides the right to receive future payments from us to stockholders and equity award holders that were our stockholders and equity award holders, respectively, immediately prior to the closing of our initial public offering (collectively, the “Pre-IPO Existing Stockholders”). We made payments on the TRA, including interest, of $72 million and $74 million during the three months ended March 31, 2020 and 2019, respectively. In December 2019, we exercised our right under the terms of the TRA to accelerate our remaining payments under the TRA and make an early termination payment of $1 million, to the Pre-IPO Existing Shareholders, which was included in the January 2020 payment of $72 million described above. As a result, no future payments are required to be made to the Pre-IPO Existing Stockholders under the TRA.

9


5. Credit Losses
In the first quarter of 2020, we adopted the updated guidance within Accounting Standards Codification ("ASC") 326, Credit Impairment for the measurement of credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. Under this updated standard, the previous "incurred loss" approach is replaced with an "expected loss" model for instruments measured at amortized cost. The adoption of this standard in the first quarter of 2020 resulted in a $10 million increase in the allowance for credit losses, partially offset by a $1 million decrease in deferred tax liabilities and a $1 million increase in accounts receivable with a corresponding increase of approximately $8 million in our opening retained deficit as of January 1, 2020.
We are exposed to credit losses primarily through our sales of services provided to participants in the travel and transportation industry which we consider to be our singular portfolio segment. We develop and document our methodology used in determining the allowance for credit losses at the portfolio segment level. Within the travel portfolio segment, we identify airlines, hoteliers and travel agencies as each presenting unique risk characteristics associated with historical credit loss patterns unique to each and we determine the adequacy of our allowance for credit loss by assessing the risks and losses inherent in our receivables related to each.
The majority of our receivables are trade receivables due in less than one year. In addition to our short-term trade and unbilled receivables, our receivables also include contract assets and long-term trade unbilled receivables. See Note 2. Revenue from Contracts with Customers for more information about these financial assets. Contract assets and long-term receivables are reviewed for recoverability on a periodic basis based on a review of subjective factors and trends in collection data including the aging of our trade receivable balances with these customers and expectations of future global economic growth. We believe our credit risk is mitigated with carriers who use the Airline Clearing House (“ACH”) and other similar clearing houses, as ACH requires participants to deposit certain balances into their demand deposit accounts by certain deadlines, which facilitates a timely settlement process. For those carriers from which we do not collect payments through the ACH or other similar clearing houses, our credit risk is higher. We monitor our ongoing credit exposure for these carriers through active review of customer balances against contract terms and due dates with account management. Our activities include established collection processes, account reconciliations, dispute resolution and payment confirmations. We may employ collection agencies and legal counsel to pursue recovery of defaulted receivables. We generally do not require security or collateral from our customers as a condition of sale.
We evaluate the collectability of our receivables based on a combination of factors. In circumstances where we are aware of a specific customer’s inability to meet its financial obligations to us, such as bankruptcy filings or failure to pay amounts due to us or others, we specifically reserve for bad debts against amounts due to reduce the recorded receivable to the amount we reasonably believe will be collected. For all other customers, we record reserves for receivables, including unbilled receivables and contract assets, based on historical experience and the length of time the receivables are past due. The estimate of credit losses is developed by analyzing historical twelve-month collection rates and adjusting for current customer-specific factors indicating financial instability and other macroeconomic factors that correlate with the expected collectability of our receivables.
Receivables are considered to be delinquent when contractual payment terms are exceeded. All receivables aged over twelve months are fully reserved. Receivables are written off against the allowance when it is probable that all remaining contractual payments will not be collected as evidenced by factors such as the extended age of the balance, the exhaustion of collection efforts, and the lack of ongoing contact or billing with the customer.
Our allowance for credit losses relates to all financial assets, primarily trade receivables due in less than one year recorded in Accounts Receivable, net on our consolidated balance sheets. Our allowance for credit losses for the three months ended March 31, 2020 for our portfolio segment is summarized as follows (in thousands):
Three Months Ended
March 31, 2020
Balance at December 31, 2019$57,730  
Cumulative-effect adjustment upon adoption9,868  
Provision for expected credit losses36,359  
Write-offs(3,945) 
Other2,743  
Balance at March 31, 2020$102,755  
For the three months ended March 31, 2020, we made a decision to fully reserve for balances related to particular customers due to heightened uncertainty regarding collectability during the quarter. Additionally, the impact of the COVID-19 pandemic on the global economy and other general increases in aging balances affected our current estimate of expected credit losses since year-end. Macro-economic factors, including the economic downtown and lack of liquidity in the capital markets resulting from the COVID-19 pandemic, can have a significant effect on additions to the allowance as the pandemic may result in the restructuring or bankruptcy of certain of our customers. Given the uncertainties surrounding the duration and effects of COVID-19, we cannot provide assurance that the assumptions used in our estimates will be accurate.
10


6. Debt
As of March 31, 2020 and December 31, 2019, our outstanding debt included in our consolidated balance sheets totaled $3,699 million and $3,343 million, respectively, which are net of debt issuance costs of $14 million and $15 million, respectively, and unamortized discounts of $5 million and $6 million, respectively. The following table sets forth the face values of our outstanding debt as of March 31, 2020 and December 31, 2019 (in thousands):
 RateMaturityMarch 31, 2020December 31, 2019
Senior secured credit facilities:    
Term Loan A
L + 2.25%
July 2022$470,250  $484,500  
Term Loan B
L + 2.00%
February 20241,838,724  1,843,427  
Revolver, $400 million
L + 2.00%
July 2022375,000    
5.375% senior secured notes due 2023
5.375%April 2023530,000  530,000  
5.25% senior secured notes due 2023
5.25%November 2023500,000  500,000  
Finance lease obligations4,087  5,882  
Face value of total debt outstanding  3,718,061  3,363,809  
Less current portion of debt outstanding(79,770) (81,614) 
Face value of long-term debt outstanding  $3,638,291  $3,282,195  

On April 17, 2020, Sabre GLBL entered into two new debt agreements consisting of the following: (1) $775 million aggregate principal amount of 9.250% senior secured notes due 2025 (the “Secured Notes”) and (2) $345 million aggregate principal amount of 4.000% senior exchangeable notes due 2025 (the “Exchangeable Notes” and together with the Secured Notes, the “Notes”). See Note 14. Subsequent Events for further information.
Senior Secured Credit Facilities
On August 23, 2017, Sabre GLBL entered into a Fourth Incremental Term Facility Amendment to our Amended and Restated Credit Agreement, Term Loan A Refinancing Amendment to our Amended and Restated Credit Agreement, and Second Revolving Facility Refinancing Amendment to our Amended and Restated Credit Agreement (the “2017 Refinancing”). The 2017 Refinancing included a $400 million revolving credit facility ("Revolver") as well as the application of the proceeds of the approximately $1,891 million incremental Term Loan B facility (“Term Loan B”) and $570 million Term Loan A facility (“Term Loan A”). The Revolver and the Term Loan A mature on July 1, 2022. The applicable margins for the Term Loan A and the Revolver were reduced to (i) between 2.50% and 1.75% per annum for Eurocurrency rate loans and (ii) between 1.50% and 0.75% per annum for base rate loans, in each case with the applicable margin for any quarter reduced by 25 basis points (up to 75 basis points total) if the Senior Secured First-Lien Net Leverage Ratio (as defined in the Amended and Restated Credit Agreement) is less than 3.75 to 1.0, 3.00 to 1.0, or 2.25 to 1.0, respectively. Term Loan B matures on February 22, 2024. The applicable margins for the Term Loan B were reduced to 2.25% per annum for Eurocurrency rate loans and 1.25% per annum for base rate loans.
On March 2, 2018, Sabre GLBL entered into a Fifth Incremental Term Facility Amendment to our Amended and Restated Credit Agreement to refinance and modify the terms of the Term Loan B, resulting in a reduction of the applicable margins for the Term Loan B to 2.00% per annum for Eurocurrency rate loans and 1.00% per annum for base rate loans. We incurred no additional indebtedness as a result of this transaction.
Under the Amended and Restated Credit Agreement, the loan parties are subject to certain customary non-financial covenants, including certain restrictions on incurring certain types of indebtedness, creation of liens on certain assets, making of certain investments, and payment of dividends, as well as a maximum leverage ratio. Pursuant to Credit Agreement Amendments, effective July 18, 2016, the maximum leverage ratio has been adjusted to be based on the Total Net Leverage Ratio (as defined in the Amended and Restated Credit Agreement) and we are required, at all times (no longer solely when a threshold amount of revolving loans or letters of credit were outstanding), to maintain a Total Net Leverage Ratio of less than 4.5 to 1.0. As of March 31, 2020, we are in compliance with all covenants under the Amended and Restated Credit Agreement.
Under the terms of the Amended and Restated Credit Agreement, our Total Net Leverage Ratio requirement may be suspended for a limited time if a “Material Travel Event Disruption” has occurred. As defined in the Amended and Restated Credit Agreement, a “Material Travel Event Disruption” means, in any given calendar month, a decrease of 10% or more in the number of “domestic revenue passenger enplanements” (determined by reference to the monthly “Air Traffic Statistics” published by the Bureau of Transportation Statistics) has occurred as a result of or in connection with a Travel Event (as defined in the Amended and Restated Credit Agreement) as compared to the number of “domestic revenue passenger enplanements” (determined by reference to the monthly “Air Traffic Statistics” published by the Bureau of Transportation Statistics) occurring in the corresponding month during the prior year or, if a Material Travel Event Disruption existed during such month, the most recent corresponding month in which no Material Travel Event Disruption occurred/existed.
We had $375 million outstanding under the Revolver as of March 31, 2020 and no balance outstanding as of December 31, 2019. We had outstanding letters of credit totaling $11 million and $12 million as of March 31, 2020 and December 31, 2019, respectively, which reduced our overall credit capacity under the Revolver.
11


7. Derivatives
Hedging Objectives-We are exposed to certain risks relating to ongoing business operations. The primary risks managed by using derivative instruments are foreign currency exchange rate risk and interest rate risk. Forward contracts on various foreign currencies are entered into to manage the foreign currency exchange rate risk on operational expenditures' exposure denominated in foreign currencies. Interest rate swaps are entered into to manage interest rate risk associated with our floating-rate borrowings.
In accordance with authoritative guidance on accounting for derivatives and hedging, we designate foreign currency forward contracts as cash flow hedges on operational exposure and interest rate swaps as cash flow hedges of floating-rate borrowings.
Cash Flow Hedging Strategy-To protect against the reduction in value of forecasted foreign currency cash flows, we hedge portions of our revenues and expenses denominated in foreign currencies with forward contracts. For example, when the dollar strengthens significantly against the foreign currencies, the decline in present value of future foreign currency expense is offset by losses in the fair value of the forward contracts designated as hedges. Conversely, when the dollar weakens, the increase in the present value of future foreign currency expense is offset by gains in the fair value of the forward contracts.
We enter into interest rate swap agreements to manage interest rate risk exposure. The interest rate swap agreements modify our exposure to interest rate risk by converting floating-rate debt to a fixed rate basis, thus reducing the impact of interest rate changes on future interest expense and net earnings. These agreements involve the receipt of floating rate amounts in exchange for fixed rate interest payments over the life of the agreements without an exchange of the underlying principal amount.
For derivative instruments that are designated and qualify as cash flow hedges, the effective portions and ineffective portions of the gain or loss on the derivative instruments, and the hedge components excluded from the assessment of effectiveness, are reported as a component of other comprehensive income (“OCI”) and reclassified into earnings in the same line item associated with the forecasted transaction and in the same period or periods during which the hedged transaction affects earnings. Derivatives not designated as hedging instruments are carried at fair value with changes in fair value reflected in Other, net in the consolidated statement of operations.
Forward Contracts—In order to hedge our operational expenditures' exposure to foreign currency movements, we are a party to certain foreign currency forward contracts that extend until December 2020. We have designated these instruments as cash flow hedges. No hedging ineffectiveness was recorded in earnings relating to the forward contracts during the three months ended March 31, 2020 and 2019. As of March 31, 2020, we estimate that $9 million in losses will be reclassified from other comprehensive (loss) income to earnings over the next 12 months.
As of March 31, 2020 and December 31, 2019, we had the following unsettled purchased foreign currency forward contracts that were entered into to hedge our operational exposure to foreign currency movements (in thousands, except for average contract rates):
Outstanding Notional Amounts as of March 31, 2020
Buy CurrencySell CurrencyForeign AmountUSD AmountAverage
Contract Rate
Polish ZlotyUS Dollar186,000  48,267  0.2595  
Indian RupeeUS Dollar3,000,000  41,318  0.0137  
Singapore DollarUS Dollar45,000  33,120  0.7360  
British Pound SterlingUS Dollar13,200  17,197  1.3028  
Australian DollarUS Dollar10,950  7,597  0.6938  
Swedish KronaUS Dollar24,500  2,646