Sabre Corporation (SABR)
NASDAQ: SABR · Real-Time Price · USD
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Sep 24, 2026, 4:00 PM EDT - Market closed
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AGM 2018

May 23, 2018

Larry Kellner
Chairman of the Board, Sabre

annual meeting of stockholders. I'm Larry Kellner, Sabre's Chairman of the Board and Chairman of this meeting. With me are Sean Menke, Sabre's President, CEO, and a director, and Steve Milton, Sabre's Corporate Secretary and Secretary of today's meeting. Also attending today's meeting are members of our board of directors in addition to Sean and myself. These directors are George Bravante, Hervé Couturier, Renée James, Gary Kusin, Judy Odom, Joseph Osnoss, Karl Peterson, and Zane Rowe. Greg Mondre is attending via teleconference due to personal reasons. You should have found on your chairs a copy of today's agenda and a few rules for this meeting. As you will see from the agenda, we'll first cover the legal requirements for the meeting, then we will address the proposals included in the proxy statement. After that, Sean will provide a brief business update.

Finally, we'll have a report on the results of the voting on today's proxy statement proposals. The items properly submitted for consideration at this meeting are the proposal for the election of 4 directors named in Sabre's proxy statements, approval of our independent auditors, approval of amendments to our amended and restated certificate of incorporation to increase the maximum size of the board of directors to 13 directors and to declassify the board of directors, the advisory vote on our named executive officers' compensation. Now, Steve, will you please give us your report as to the call of the meeting, the inspector's report as to the presence of a quorum, and the rules for the meeting?

Steve Milton
Corporate Secretary, Sabre

Thank you, Larry. We provided the following materials to each stockholder of record as of the record date, March 26, 2018. Proper notice of this meeting and access to copies of the 2018 proxy statement and 2017 annual report. More than 90% of the company's common stock is represented at this meeting, either by in-person or by proxy. As a result, this meeting is properly convened, and a quorum is present. Affidavits confirming these matters, as well as the certified list of stockholders, are available for examination. The materials will also be filed with the records of this meeting. The following inspector of election has been appointed: David Carey, Senior Relationship Manager, American Stock Transfer & Trust Company. As Larry mentioned, the ground rules for today's meetings are included with the agenda placed on your chairs.

In order to provide a fair and informative meeting, we have established these rules and procedures, we appreciate your cooperation. We'll introduce each of the 5 proposals set forth in the proxy statement and identified on the agenda. After all the proposals have been presented, we'll open the floor for discussion and general comments and questions. We will vote on all proposals at the same time. If you are a stockholder and you wish to speak on a matter on the agenda, please raise your hand once the floor has been opened for discussion and wait to be recognized. When you are recognized, a microphone will be brought to you. Please identify yourself, the number of shares that you represent, and the proposal on which you wish to speak. As described in the rules, individuals recognized to speak on any matter will be limited to 3 minutes.

If you gave us your proxy or voted by telephone or on the internet, your shares will be voted by the proxy committee as you've directed. If you have not voted your shares yet or if you wish to change your vote on any matter, please raise your hand and a ballot will be brought to you. We will collect the ballots later during the meeting when the polls are declared open. Are there any ballots? Anybody need a ballot? Finally, during today's meeting, we'll make forward-looking statements based on management's expectations of future events, and actual results may differ materially from the forward-looking statements.

For more information about the risks that could cause this to happen, please refer to the risk factors in the cautionary note regarding forward-looking statements sections in our 2017 Form 10-K and first quarter 2018 Form 10-Q, as well as our other filings with the SEC. We'll be presenting certain non-GAAP financial measures. The most directly comparable GAAP measures and reconciliations are available in the appendix of the slides, as well as in our earnings releases and other documents that are posted on our website at investors.sabre.com. Now I'll turn it over to Sean Menke, our President and Chief Executive Officer.

Sean Menke
President, CEO, and Director, Sabre

Great. Thank you, Steve. Welcome everybody to our 2018 annual meeting of stockholders. We will first consider and vote on the proposals in our proxy statement. I will then provide a few comments on our business. Finally, Steve will report on the results of today's vote. Each of the five proposals on the ballot today has been described in detail in our 2018 proxy statement. The first proposal in the proxy statement is the election of Hervé Couturier, Larry Kellner, Judy Odom, and Karl Peterson as directors. On behalf of the board and its governance and nomination committee, I declare that each of these four individuals has been properly nominated for a three-year term expiring at the 2021 annual meeting of stockholders.

Larry Kellner
Chairman of the Board, Sabre

The next order of business is proposal two, ratification of the audit committee's selection of Ernst & Young as the company's independent registered public accounting firm to audit the company's 2018 financial statements. Marnie McKinnon, Gabe Stagner, and Libby Whitehead from Ernst & Young are with us today. The next order of business is proposal three, to amend the company's amended and restated certificate of incorporation to increase the maximum size of the board of directors to 13 directors. The next order of business is proposal four, to amend the company's amended and restated certificate of incorporation to declassify the board of directors. The next order of business is proposal five, an advisory non-binding vote on the 2017 compensation of our named executive officers

We will now open the floor for general discussion. Is there any discussion on any of the proposals or any other questions or comments? If you wish to ask a question, please raise your hand and wait to be recognized. Once recognized, please wait for a microphone, then state your name, the number of shares you own or represent, and the proposal on which you will comment. Also, please remember to limit your comments to three minutes each to ensure others have opportunity to speak. Any questions or comments? There being no questions, I declare that the polls are now open. Please raise your hand if you would like to cast a ballot from the floor and someone will come and collect it from you. I now declare that the polls are closed.

Sean Menke
President, CEO, and Director, Sabre

While the inspectors of elections complete the vote tabulation, I will comment briefly on our business performance in 2017. Looking back on 2017, it was a transformational year for Sabre. We infused our leadership team with fresh ideas, evolved our technology, enhanced our customer engagement strategies, and realized efficiencies in our SG&A and total technology investments. We delivered full-year results that were consistent with our guidance and demonstrated a strong foundation. Total revenue was $3.6 billion, an increase of 7%. Total adjusted EBITDA was $1.08 billion, an increase of 3%. Full-year adjusted earnings per share increased $0.07, 7% to $1.40 per share. Finally, Free Cash Flow totaled $362 million, a decrease of 3%. Each of our business units contributed to the solid full-year results and delivered commercial and operational progress consistent with our strategies. In Travel Network, we increased revenue 7% and grew bookings in every region.

We expanded into higher-value regions as we began ramping up Flight Centre, a key travel agency in Asia Pacific. We successfully launched the new Sabre Red Workspace, our travel agency booking tool, with several major customers and progressed on our roadmap to continue the rollout to customers worldwide. Finally, we moved our shopping complex to a private cloud environment to support growth and increase cost efficiency. In Airline and Hospitality Solutions, we increased revenue 5% and signed and successfully implemented solutions with a range of airlines and hotel customers, from Air Serbia and Aeroméxico to Wyndham. In Airline Solutions, revenue growth was more modest at 3%, with solid Passengers Boarded growth on a consistent carrier basis.

Over the year, we focused investments and drove effort to improve our leading airline solutions product portfolio with an extensive review, identifying opportunities to increase flexibility and speed to market, enhance ability to cross-sell and up-sell, reduce costs, and increase stability of our systems. At Hospitality Solutions, we grew revenue 15% and completed the industry's largest single-instance Property Management System and operations with Wyndham and successfully migrated several Wyndham brands to our SynXis Central Reservation System. Our teams around the world are energized, aligned, and engaged to execute our strategy. Although our work isn't done, I'm very proud and would once again like to thank them for the great focus and collaboration across the business that led to our solid 2017 performance. Thank you much so much for your participation today. I'd like to turn the call back over to Steve.

Steve Milton
Corporate Secretary, Sabre

Thank you, Sean. First, let me say that the results I'm about to announce are preliminary. We'll file the final results with the SEC on a Form 8-K within four business days. The Inspector of Election has advised me that each of the four nominees for director was elected for a three-year term. The selection of Ernst & Young as the company's independent registered public accounting firm was ratified. Both amendments to the company's amended and restated certificate of incorporation were approved, and the advisory vote to approve our named executive officers' compensation was approved. With that, I will turn it over to Larry to adjourn the meeting.

Larry Kellner
Chairman of the Board, Sabre

Thank you, Steve. On behalf of the board, I'd like to thank Sean and the entire management team for what they're doing for Sabre and for their efforts. I'd like to thank you for your attendance today and your continued support of Sabre. With that, we'll adjourn the meeting. Thank you very much.