Sabre CorpSABR
Sabre Corp Fair Value Disclosure
12. Fair Value Measurements
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market for that asset or liability. Guidance on fair value measurements and disclosures establishes a valuation hierarchy for disclosure of inputs used in measuring fair value defined as follows:
Level 1—Inputs are unadjusted quoted prices that are available in active markets for identical assets or liabilities.
Level 2—Inputs include quoted prices for similar assets and liabilities in active markets and quoted prices in non-active markets, inputs other than quoted prices that are observable, and inputs that are not directly observable, but are corroborated by observable market data.
Level 3—Inputs that are unobservable and are supported by little or no market activity and reflect the use of significant management judgment.
The classification of a financial asset or liability within the hierarchy is determined based on the least reliable level of input that is significant to the fair value measurement. In determining fair value, we utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. We also consider the counterparty and our own non-performance risk in our assessment of fair value.
Assets and Liabilities that are Measured at Fair Value on a Recurring Basis
Interest Rate Swaps—The fair value of our interest rate swaps is estimated using a combined income and market-based valuation methodology based upon Level 2 inputs, including credit ratings and forward interest rate yield curves obtained from independent pricing services.
Pension Plan Assets—See Note 17. Pension and Other Postretirement Benefit Plans, for fair value information on our pension plan assets.
Money market funds—Our valuation technique used to measure the fair values of our money market funds was derived from quoted market prices and active markets for these instruments that exist.
Time deposits—Our valuation technique used to measure the fair values of our time deposit instruments was derived from the following: non-binding market consensus prices that were corroborated by observable market data and quoted market prices for similar instruments.
Investment in securities—In May 2022, we acquired 8 million shares of Class A Common Stock, par value of $0.0001 per share, of Global Business Travel Group, Inc. ("GBT") for an aggregate purchase price of $80 million, which was included in prepaid expenses and other current assets in our consolidated balance sheets. The terms of these shares did not contain any restrictions that would impact our ability to sell the shares in the future. The fair value of our investment in GBT was based on its share price, a Level 1 input, as the stock is publicly traded on the New York Stock Exchange under the symbol GBTG. In the third quarter of 2024, we sold all 8 million shares of our investment for $55 million and recognized a net gain of $3 million for the year ended December 31, 2024. Our valuation technique used to measure the fair value of our existing investments in securities is based on the stock's publicly traded share price.
The following tables present our assets (liabilities) that are required to be measured at fair value on a recurring basis as of December 31, 2025 and 2024 (in thousands):
| Fair Value at Reporting Date Using | |||||||||||||||||||||||
| Assets: | December 31, 2025 | Level 1 | Level 2 | Level 3 | |||||||||||||||||||
| Money market funds | $ | 410,493 | $ | 410,493 | $ | — | $ | — | |||||||||||||||
| Time deposits | 30,280 | — | 30,280 | — | |||||||||||||||||||
| Investment in securities | 633 | 633 | — | — | |||||||||||||||||||
| Total assets | $ | 441,406 | $ | 411,126 | $ | 30,280 | $ | — | |||||||||||||||
| Liabilities: | |||||||||||||||||||||||
Derivatives(1) | |||||||||||||||||||||||
| Interest rate swap contracts | $ | (1,381) | $ | — | $ | (1,381) | $ | — | |||||||||||||||
| Total liabilities | $ | (1,381) | $ | — | $ | (1,381) | $ | — | |||||||||||||||
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(1) See Note 11. Derivatives for further detail.
| Fair Value at Reporting Date Using | |||||||||||||||||||||||
| Assets: | December 31, 2024 | Level 1 | Level 2 | Level 3 | |||||||||||||||||||
| Money market funds | $ | 425,407 | $ | 425,407 | $ | — | $ | — | |||||||||||||||
| Time deposits | 78,595 | — | 78,595 | — | |||||||||||||||||||
| Investment in securities | 555 | 555 | — | — | |||||||||||||||||||
| Total assets | $ | 504,557 | $ | 425,962 | $ | 78,595 | $ | — | |||||||||||||||
| Liabilities: | |||||||||||||||||||||||
Derivatives(1) | |||||||||||||||||||||||
| Interest rate swap contracts | $ | (2,266) | $ | — | $ | (2,266) | $ | — | |||||||||||||||
| Total liabilities | $ | (2,266) | $ | — | $ | (2,266) | $ | — | |||||||||||||||
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(1) See Note 11. Derivatives for further detail.
There were no transfers between Levels 1 and 2 within the fair value hierarchy for the years ended December 31, 2025 and 2024.
Other Financial Instruments
The carrying value of our financial instruments including cash and cash equivalents, restricted cash and accounts receivable approximates their fair values due to the short term nature of these instruments. The fair values of our 2025 Exchangeable Notes and 2026 Exchangeable Notes, senior secured notes due 2025, 2027, 2029 and 2030 and term loans under our Amended and Restated Credit Agreement are determined based on quoted market prices for a similar liability when traded as an asset in an active market, a Level 2 input. The fair value of the 2028 Term Loan and FILO Facility were determined using a valuation model that includes certain assumptions and Level 3 inputs. The outstanding principal balances of our AR Facility and FILO Facility approximated their fair value as of December 31, 2025 and 2024.
The following table presents the fair value and carrying value of our senior notes and borrowings under our senior secured credit facilities as of December 31, 2025 and 2024 (in thousands):
As of December 31, 2025 | As of December 31, 2024 | |||||||||||||||||||||||||
| Financial Instrument | Fair Value | Carrying Value(1) | Fair Value | Carrying Value(1) | ||||||||||||||||||||||
| 2021 Term Loan B-1 | $ | — | $ | — | $ | 303,643 | $ | 314,453 | ||||||||||||||||||
| 2021 Term Loan B-2 | — | — | 356,665 | 364,600 | ||||||||||||||||||||||
| 2022 Term Loan B-1 | — | — | 372,593 | 379,617 | ||||||||||||||||||||||
2022 Term Loan B-2 | — | — | 407,228 | 400,748 | ||||||||||||||||||||||
| 2024 Term Loan B-1 | 355,652 | 392,183 | 712,250 | 689,655 | ||||||||||||||||||||||
| 2024 Term Loan B-2 | 66,500 | 74,169 | 76,313 | 74,902 | ||||||||||||||||||||||
| 2025 Term Loan B-1 | 294,725 | 265,206 | — | — | ||||||||||||||||||||||
| 2025 Term Loan B-2 | 88,712 | 78,911 | — | — | ||||||||||||||||||||||
| 2028 Term Loan | — | — | 906,020 | 853,788 | ||||||||||||||||||||||
9.25% senior secured notes due 2025 | — | — | 10,510 | 10,416 | ||||||||||||||||||||||
7.375% senior secured notes due 2025 | — | — | 23,081 | 23,393 | ||||||||||||||||||||||
4.00% senior exchangeable notes due 2025 | — | — | 181,322 | 183,220 | ||||||||||||||||||||||
7.32% senior exchangeable notes due 2026 | 133,701 | 150,000 | 172,500 | 150,000 | ||||||||||||||||||||||
8.625% senior secured notes due 2027 | 93,342 | 91,607 | 649,105 | 656,783 | ||||||||||||||||||||||
11.25% senior secured notes due 2027 | 1,609 | 1,548 | 49,400 | 45,253 | ||||||||||||||||||||||
11.125% senior secured notes due 2029 | 1,015,660 | 1,000,000 | — | — | ||||||||||||||||||||||
10.75% senior secured notes due 2029 | 379,250 | 422,816 | 853,220 | 774,332 | ||||||||||||||||||||||
10.75% senior secured notes due 2030 | 386,274 | 406,318 | — | — | ||||||||||||||||||||||
11.125% senior secured notes due 2030 | 1,114,418 | 1,325,000 | — | — | ||||||||||||||||||||||
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(1)Excludes net unamortized debt issuance costs.
Assets that are Measured at Fair Value on a Nonrecurring Basis
As described in Note 1. Summary of Business and Significant Accounting Policies, we assess goodwill and other intangible assets with indefinite lives for impairment annually or more frequently if indicators arise. We continually monitor events and changes in circumstances such as changes in market conditions, near and long-term demand and other relevant factors, that could indicate that the fair value of any one of our reporting units may more likely than not have fallen below its respective carrying amount. Although we have not identified any triggering events or changes in circumstances that would require us to perform a goodwill impairment test, periodically, we will perform a quantitative assessment in the absence of identifying triggering events, as part of the qualitative assessment. In 2023, we elected to perform a quantitative assessment. We have not identified any triggering events or changes in circumstances since the performance of our goodwill impairment test in 2023 that would require us to perform another quantitative goodwill impairment test. We did not record any goodwill impairment charges for the year ended December 31, 2025.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 18, 2026 | Showing above |
| 2024 | Feb 20, 2025 | |
| 2023 | Feb 15, 2024 | |
| 2022 | Feb 17, 2023 | |
| 2021 | Feb 18, 2022 | |
| 2020 | Feb 25, 2021 | |
| 2019 | Feb 26, 2020 | |
| 2018 | Feb 15, 2019 | |
| 2017 | Feb 16, 2018 | |
| 2016 | Feb 17, 2017 | |
| 2015 | Feb 19, 2016 | |
About Fair Value Disclosures
Fair value disclosures classify all assets and liabilities measured at fair value into a three-level hierarchy: Level 1 (quoted market prices), Level 2 (observable inputs like yield curves), and Level 3 (unobservable inputs requiring management estimates). The proportion of Level 3 assets directly reflects how much of the balance sheet depends on internal models rather than market evidence.
Key signals: a growing Level 3 balance relative to total fair-value assets increases valuation uncertainty and earnings volatility risk. Watch for transfers between levels — assets moving from Level 2 to Level 3 often signal deteriorating market liquidity. Unrealized gains and losses on Level 3 positions flow through earnings or other comprehensive income, so large swings deserve scrutiny. For financial institutions, examine the sensitivity disclosures that show how Level 3 valuations change under alternative assumptions. Compare the fair value of debt against its carrying amount to gauge hidden leverage.