SABR Sabre Corporation

Entry into a Material Definitive Agreement

the commitment to provide the Term Loan Facility is subject to certain customary closing conditions, including the execution and delivery of definitive documentation with respect to the Term Loan Facility and the New Pari 1L Facility;

the Term Loan Facility will mature on December 15, 2028 and be guaranteed on a joint and several basis in an aggregate amount not to exceed $400 million, plus accrued interest, by certain existing and future foreign subsidiaries of Sabre GLBL organized in Luxembourg, the United Kingdom, Singapore, Australia, Poland, the Netherlands, Iceland and Uruguay (the “Guarantors”), subject to customary exceptions and limitations;

the collateral for the Term Loan Facility will include, subject to customary exceptions and limitations, all assets of the Borrower, including its claims under the New Pari 1L Facility and material assets of the Guarantors, subject to agreed security principles and customary limitations in the jurisdiction of such Guarantor;

the interest on the Term Loan Facility will be payable in cash; provided that, at the Borrower’s election, from the closing date until December 31, 2025, the interest may be payable in kind;

the Term Loan Facility will bear interest at a floating rate (the “Reference Rate”), payable quarterly and set in arrears every quarter based on the average of the highest yield to maturity of any tranche of Sabre GLBL’s outstanding reference indebtedness on each of the 20 prior trading days, plus (i) 150 basis points for cash interest or (ii) 300 basis points for payable-in-kind interest, with the Reference Rate for the first interest period deemed to be 13.00% per annum;

the all-in interest rate floor will be (x) 11.50% for cash interest and (y) 13.00% for payable-in-kind interest and the all-in interest rate ceiling will be (x) 17.50% for cash interest and (y) 19.00% for payable-in-kind interest;

all prepayments made on or prior to the fourth anniversary of the closing date will be subject to prepayment premiums as follows: (i) with respect to any prepayment occurring on or prior to the second anniversary of the closing date, a customary make-whole amount, (ii) with respect to any prepayment occurring after the second anniversary of the closing date and on or prior the third anniversary of the closing date, 50% of the applicable interest margin and (iii) with respect to any prepayment occurring after the third anniversary of the closing date and on or prior the fourth anniversary of the closing date, 25% of the applicable interest margin;

the Guarantors and their subsidiaries will be subject to a minimum liquidity covenant of at least $100 million; and

the Term Loan Facility definitive documentation will have customary prepayment events and financial and negative covenants and other representations, covenants and events of default based on, but in certain instances more restrictive than, the existing credit agreement.