What changed in this filing

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Item 1. Financial Statements

2024-08-01 compared with 2024-05-02 · 159 added, 122 removed, 702 unchanged (29% of the section changed)

3 unchanged sentences

(In thousands, except per share amounts)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Revenue $ 767,241 $ 737,529 $ 1,550,127 $ 1,480,224

5 unchanged sentences

Interest expense, net ( 129,294 ) ( 106,134 ) ( 254,041 ) ( 205,918 )

Loss on extinguishment of debt ( 37,994 ) —

Gain (loss) on extinguishment of debt — 12,543 ( 37,994 ) 12,543

Equity method income 469 459 1,429 882

4 unchanged sentences

Loss from continuing operations ( 69,485 ) ( 123,999 ) ( 140,590 ) ( 223,365 )

Loss from discontinued operations, net of tax — ( 403 )

Income (loss) from discontinued operations, net of tax — 2 — ( 401 )

Net loss ( 69,485 ) ( 123,997 ) ( 140,590 ) ( 223,766 )

16 unchanged sentences

(In thousands)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Net loss $ ( 69,485 ) $ ( 123,997 ) $ ( 140,590 ) $ ( 223,766 )

2 unchanged sentences

Retirement-related benefit plans:

Amortization of prior service credits, net of taxes of $ — , $ —

( 358 ) ( 358 )

Amortization of actuarial losses, net of taxes of $ — , $ —

Amortization of prior service credits, net of taxes of nil in all periods ( 358 ) ( 358 ) ( 716 ) ( 716 )

Amortization of actuarial losses, net of taxes of nil in all periods 831 ( 470 ) 1,406 1,151

Net change in retirement-related benefit plans, net of tax 473 ( 828 ) 690 435

Unrealized losses (gains), net of taxes of $ — , $ —

6,747 ( 296 )

Reclassification adjustment for realized gains, net of taxes of $ — , $ —

( 1,956 ) ( 989 )

Unrealized losses, net of taxes of nil in all periods 2,586 1,181 9,333 885

Reclassification adjustment for realized gains, net of taxes of nil in all periods ( 2,088 ) ( 1,427 ) ( 4,045 ) ( 2,416 )

Net change in derivatives, net of tax 498 ( 246 ) 5,288 ( 1,531 )

8 unchanged sentences

(In thousands)

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

Current assets

34 unchanged sentences

1,000,000 authorized shares;

408,978 and 405,915 shares issued, 381,610 and 379,569 shares outstanding at March 31, 2024 and December 31, 2023, respectively

414,405 and 405,915 shares issued, 385,663 and 379,569 shares outstanding at June 30, 2024 and December 31, 2023, respectively

Additional paid-in capital 3,276,032 3,249,901

Treasury Stock, at cost, 27,367 and 26,346 shares at March 31, 2024 and December 31, 2023, respectively

Treasury Stock, at cost, 28,742 and 26,346 shares at June 30, 2024 and December 31, 2023, respectively

( 526,524 ) ( 520,124 )

8 unchanged sentences

(In thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Operating Activities

1 unchanged sentence

Adjustments to reconcile net loss to cash used in operating activities:

Loss on extinguishment of debt 37,994 —

Depreciation and amortization 65,484 77,207

Paid-in-kind interest 60,954 —

Loss (gain) on extinguishment of debt 37,994 ( 12,543 )

Stock-based compensation expense 26,135 25,743

Amortization of upfront incentive consideration 17,073 18,010

Deferred income taxes ( 6,247 ) ( 19,219 )

Amortization of debt discount and issuance costs 13,594 11,464

Deferred income taxes ( 6,214 ) ( 18,734 )

Provision for expected credit losses 4,769 8,292

Loss on investment fair value adjustment 3,520 960

Dividends received from equity method investments 1,460 1,514

Gain on investment fair value adjustment ( 1,200 ) ( 3,840 )

Other 622 ( 3,576 )

12 unchanged sentences

Additions to property and equipment ( 47,794 ) ( 48,190 )

Other investing activities ( 300 ) —

Acquisitions, net of cash acquired — ( 13,355 )

Cash used in investing activities ( 48,094 ) ( 61,545 )

14 unchanged sentences

Effect of exchange rate changes on cash, cash equivalents and restricted cash ( 1,663 ) 1,554

(Decrease) increase in cash, cash equivalents and restricted cash ( 19,070 ) 22,187

Decrease in cash, cash equivalents and restricted cash ( 35,592 ) ( 88,739 )

Cash, cash equivalents and restricted cash at beginning of period 669,244 815,923

17 unchanged sentences

Balance at March 31, 2024 — $ — 408,977,661 $ 4,090 $ 3,263,805 27,367,439 $ ( 522,202 ) $ ( 4,119,876 ) $ ( 69,716 ) $ 13,583 $ ( 1,430,316 )

Stockholders’ Equity (Deficit)

Comprehensive loss — — — — — — — ( 69,760 ) 833 691 ( 68,236 )

Settlement of stock-based awards — — 5,427,133 54 ( 3 ) 1,374,482 ( 4,322 ) — — — ( 4,271 )

Stock-based compensation expense — — — — 12,230 — — — — — 12,230

Other — — — — — — — — ( 2 ) — ( 2 )

Balance at June 30, 2024 — $ — 414,404,794 $ 4,144 $ 3,276,032 28,741,921 $ ( 526,524 ) $ ( 4,189,636 ) $ ( 68,885 ) $ 14,274 $ ( 1,490,595 )

Stockholders’ Deficit

Preferred Stock Common Stock Additional

12 unchanged sentences

Balance at March 31, 2023 3,290,000 $ 33 358,108,284 $ 3,581 $ 3,215,580 26,199,143 $ ( 519,504 ) $ ( 3,610,808 ) $ ( 64,479 ) $ 11,049 $ ( 964,548 )

Comprehensive loss — — — — — — — ( 123,931 ) 1,172 516 ( 122,243 )

Preferred stock dividends (1)

— — — — — — — ( 5,347 ) ( 5,347 )

Settlement of stock-based awards — — 455,208 5 — 67,470 ( 261 ) — — ( 256 )

Stock-based compensation expense — — — — 8,738 — — — — — 8,738

Balance at June 30, 2023 3,290,000 $ 33 358,563,492 $ 3,586 $ 3,224,318 26,266,613 $ ( 519,765 ) $ ( 3,740,086 ) $ ( 63,307 ) $ 11,565 $ ( 1,083,656 )

(1) Our mandatory convertible preferred stock accumulated cumulative dividends at an annual rate of 6.50 %.

13 unchanged sentences

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, 2024 are not necessarily indicative of results that may be expected for any other interim period or for the year ending December 31, 2024.

Operating results for the three and six months ended June 30, 2024 are not necessarily indicative of results that may be expected for any other interim period or for the year ending December 31, 2024.

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 15, 2024.

18 unchanged sentences

The updated standard is effective for public companies for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

We are currently evaluating the impact of this standard on our consolidated financial statements.

We are currently evaluating the impact of this standard on our consolidated financial statement disclosures.

In December 2023, the FASB issued updated guidance to enhance the transparency and decision usefulness of income tax disclosures through improvements primarily related to the rate reconciliation and income taxes paid information.

The updated standard is effective for public companies for fiscal years beginning after December 15, 2024, with early adoption permitted.

We are currently evaluating the impact of this standard on our consolidated financial statements.

We are currently evaluating the impact of this standard on our consolidated financial statement disclosures.

In March 2024, the SEC adopted final rules requiring public entities to provide certain climate-related information in their registration statements and annual reports.

As part of the disclosures, entities will be required to quantify certain effects of severe weather events and other natural conditions in a note to their audited financial statements.

The rules will be effective beginning with annual reports for the year ending December 31, 2025.

We are currently evaluating the impact of the new rules on our consolidated financial statement disclosures.

The rules were originally effective beginning with annual reports for the year ending December 31, 2025;

however, on April 4, 2024, the SEC voluntarily stayed these rules, pending judicial review.

We are currently evaluating the impact of the rules, if they were to go into effect, on our consolidated financial statement disclosures.

Revenue from Contracts with Customers

2 unchanged sentences

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, 2024 and December 31, 2023 (in thousands).

Account Consolidated Balance Sheet Location March 31, 2024 December 31, 2023

The following table presents our assets and liabilities with customers as of June 30, 2024 and December 31, 2023 (in thousands).

Account Consolidated Balance Sheet Location June 30, 2024 December 31, 2023

Contract assets and customer advances and discounts (1)

4 unchanged sentences

______________________

(1) Includes contract assets of $ 10 million and $ 11 million for March 31, 2024 and December 31, 2023, respectively.

During the three months ended March 31, 2024, we recognized revenue of approximately $ 27 million from contract liabilities that existed as of January 1, 2024.

(1) Includes contract assets of $ 9 million and $ 11 million for June 30, 2024 and December 31, 2023, respectively.

During the six months ended June 30, 2024, we recognized revenue of approximately $ 49 million from contract liabilities that existed as of January 1, 2024.

Our long-term trade unbilled receivables, net relate to fixed license fees billed over the contractual period and recognized when the customer gains control of the software.

2 unchanged sentences

The following table presents our revenues disaggregated by business (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Distribution $ 550,594 $ 530,405 $ 1,122,852 $ 1,056,291

8 unchanged sentences

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, 2024, the impact on revenue recognized in the current period from performance obligations partially or fully satisfied in the previous period is immaterial.

Our air booking cancellation reserve totaled $ 13 million and $ 10 million as of March 31, 2024, and December 31, 2023, respectively.

For the six months ended June 30, 2024, the impact on revenue recognized in the current period from performance obligations partially or fully satisfied in the previous period is $ 6 million.

Our air booking cancellation reserve totaled $ 12 million and $ 10 million as of June 30, 2024, and December 31, 2023, respectively.

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.

4 unchanged sentences

We currently do not believe it is probable that the noncontrolling interest will become redeemable, given the remote likelihood of the applicable conditions being satisfied.

As the common shares are redeemable upon the occurrence of conditions not solely within our control, we recorded the noncontrolling interest as redeemable and classified it as temporary equity within our consolidated balance sheet initially at fair value.

The noncontrolling interest is adjusted each reporting period for loss or income attributable to the noncontrolling interest.

As of March 31, 2024 and 2023, the redeemable noncontrolling interest was $ 14 million and $ 16 million, respectively.

The following table presents the changes in redeemable noncontrolling interest of a consolidated subsidiary in temporary equity during the period ended March 31, 2024 and 2023 (in thousands):

Three Months Ended March 31,

As of June 30, 2024 and 2023, the redeemable noncontrolling interest was $ 14 million and $ 15 million, respectively.

The following table presents the changes in redeemable noncontrolling interest of a consolidated subsidiary in temporary equity during the period ended June 30, 2024 and 2023 (in thousands):

Six Months Ended June 30,

Redeemable noncontrolling interest, beginning of period $ 14,375 $ —

5 unchanged sentences

As a result of this cost reduction plan, we incurred restructuring costs beginning in the second quarter of 2023 associated with our workforce.

We expect to continue this cost reduction plan through the end of 2024 and may incur additional costs as we continue to implement plans to further reposition and structurally reduce our cost base.

We do not expect additional restructuring charges associated with these activities to be significant and we expect to be substantially complete with all activities associated with this plan by the end of 2024.

Since the second quarter of 2023, we have incurred costs of $ 82 million in connection with this business plan.

These restructuring costs are comprised of $ 76 million that has been or will be paid in cash for severance and related benefits costs and $ 6 million paid related to other restructuring costs.

During the three months ended March 31, 2024, we recorded an immaterial adjustment to the accrued liability for estimated amounts that are no longer expected to be paid.

During the six months ended June 30, 2024, we recorded $ 18 million in additional severance and related benefits costs, of which $ 1 million is recorded within cost of revenue, excluding technology costs, $ 13 million is recorded within technology costs and $ 4 million is recorded within selling, general and administrative costs within our consolidated statement of operations.

The majority of these additional costs is expected to be paid by the end of the first quarter of 2025.

We also recorded a $ 9 million adjustment to the accrued liability for estimated amounts that are no longer expected to be paid.

The following table summarizes the accrued liability for severance and related benefits costs as recorded within accrued compensation and related benefits within our consolidated balance sheets, related to this cost reduction plan (in thousands):

Three Months Ended

March 31, 2024

Six Months Ended

June 30, 2024

Balance as of December 31, 2023 $ 17,288

Charges 18,086

Cash Payments ( 7,046 )

Non-Cash Adjustments ( 8,796 )

Balance as of March 31, 2024 $ 6,747

For the three months ended March 31, 2024, we recognized $ 3 million of income tax expense, representing an effective tax rate of less than 1 %, compared to an income tax expense of $ 2 million, representing an effective tax rate of less than 1 % for the three months ended March 31, 2023.

The effective tax rate decreased for the three months ended March 31, 2024 as compared to the same period in 2023 primarily due to the change in the geographic mix of taxable income and various discrete items recorded in each of the respective three month periods.

Balance as of June 30, 2024 $ 19,532

For the six months ended June 30, 2024, we recognized $ 8 million of income tax expense, representing an effective tax rate of less than 1 %, compared to an income tax expense of $ 8 million, also representing an effective tax rate of less than 1 % for the six months ended June 30, 2023.

The effective tax rate decreased for the six months ended June 30, 2024 as compared to the same period in 2023 primarily due to the change in the geographic mix of taxable income and various discrete items recorded in each of the respective six month periods.

The difference between our effective tax rates and the U.S.

5 unchanged sentences

and in certain foreign jurisdictions to realize the full benefit of its deferred tax assets.

On the basis of this evaluation, as of March 31, 2024, a cumulative valuation allowance of $ 663 million has been recorded to recognize only the portion of the deferred tax asset that is more likely than not to be realized.

On the basis of this evaluation, as of June 30, 2024, a cumulative valuation allowance of $ 679 million has been recorded to recognize only the portion of the deferred tax asset that is more likely than not to be realized.

The amount of the deferred tax asset considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are reduced or increased.

2 unchanged sentences

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 $ 44 million and $ 41 million as of March 31, 2024 and December 31, 2023, respectively.

Our net unrecognized tax benefits, excluding interest and penalties, included in our consolidated balance sheets, were $ 44 million and $ 41 million as of June 30, 2024 and December 31, 2023, respectively.

Credit Losses

4 unchanged sentences

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.

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.

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, 2024 for our portfolio segment is summarized as follows (in thousands):

Three Months Ended

March 31, 2024

Our allowance for credit losses for the six months ended June 30, 2024 for our portfolio segment is summarized as follows (in thousands):

Six Months Ended

June 30, 2024

Balance at December 31, 2023 $ 34,343

1 unchanged sentence

Write-offs ( 6,057 )

Balance at March 31, 2024 $ 35,548

As of March 31, 2024 and December 31, 2023, our outstanding debt included in our consolidated balance sheets totaled $ 4,988 million and $ 4,834 million, respectively, which are net of debt issuance costs of $ 67 million and $ 63 million, respectively, and unamortized discounts of $ 66 million and $ 65 million, respectively.

The following table sets forth the face values of our outstanding debt as of March 31, 2024 and December 31, 2023 (in thousands):

Rate Maturity March 31, 2024 December 31, 2023

Other ( 136 )

Balance at June 30, 2024 $ 32,919

As of June 30, 2024 and December 31, 2023, our outstanding debt included in our consolidated balance sheets totaled $ 5,007 million and $ 4,834 million, respectively, which are net of debt issuance costs of $ 63 million and $ 63 million, respectively, and unamortized discounts of $ 63 million and $ 65 million, respectively.

The following table sets forth the face values of our outstanding debt as of June 30, 2024 and December 31, 2023 (in thousands):

Rate Maturity June 30, 2024 December 31, 2023

Senior secured credit facilities:

35 unchanged sentences

(4) In connection with the issuance of the FILO Facility (as defined below), the initial drawn fee rate was increased from 2.25 % to 4.00 %.

We had outstanding letters of credit totaling $ 8 million and $ 12 million as of March 31, 2024 and December 31, 2023, respectively, which were secured by a $ 21 million cash collateral deposit account.

We had outstanding letters of credit totaling $ 8 million and $ 12 million as of June 30, 2024 and December 31, 2023, respectively, which were secured by a $ 21 million cash collateral deposit account.

The weighted average interest rate on our short-term borrowings, which include our 9.25 % Senior Secured Notes due 2025, 4.00 % Senior Exchangeable Notes due 2025, and the current portion of the 2021 Term Loan B-1, is 4.85 % as of June 30, 2024.

Senior Secured Credit Facilities

7 unchanged sentences

We are further required to pay down the term loans with proceeds from certain asset sales, if not reinvested into the business within 15 months, as defined in the Amended and Restated Credit Agreement.

As of March 31, 2024, we are in compliance with all covenants under the terms of the Amended and Restated Credit Agreement.

As of June 30, 2024, we are in compliance with all covenants under the terms of the Amended and Restated Credit Agreement.

Senior Secured Term Loan Due 2028

7 unchanged sentences

We incurred additional fees of $ 15 million, plus $ 10 million of accrued and unpaid interest on the 9.25 % Senior Secured Notes, which were funded with cash on hand.

We recognized a net gain on extinguishment of debt in connection with the June 2023 Refinancing during the year ended December 31, 2023 of $ 13 million.

As of March 31, 2024, we are in compliance with the covenants under the 2023 Term Loan Agreement and the Pari Passu Loan Agreement.

The Senior Secured Term Loan Due 2028 matures on December 15, 2028 and offers us the ability to prepay subject to prepayment premiums as follows (i) with respect to any prepayment occurring on or prior to the second anniversary of the 2023 Term Loan Agreement, a customary make-whole amount, and (ii) with respect to any prepayment occurring after the second anniversary of the 2023 Term Loan Agreement and on or prior the third anniversary of the 2023 Term Loan Agreement, 25 % of the applicable interest margin assuming all interest is payable-in-kind.

We recognized a net gain on extinguishment of debt in connection with the June 2023 Refinancing during the six months ended June 30, 2023 of $ 13 million.

The Senior Secured Term Loan Due 2028 matures on December 15, 2028 and offers us the ability to prepay subject to prepayment premiums as follows:

(i) with respect to any prepayment occurring on or prior to the second anniversary of the 2023 Term Loan Agreement, a customary make-whole amount, and (ii) with respect to any prepayment occurring after the second anniversary of the 2023 Term Loan Agreement and on or prior the third anniversary of the 2023 Term Loan Agreement, 25 % of the applicable interest margin assuming all interest is payable-in-kind.

After the third anniversary of the 2023 Term Loan Agreement, all prepayments can be made at par plus accrued interest.

2 unchanged sentences

The Senior Secured Term Loan Due 2028 bears interest at a floating rate, with interest periods ending on each successive three month anniversary of the closing date and set in arrears based on the average of the highest yield to maturity of any tranche of Sabre GLBL’s or any of its affiliates’ outstanding secured indebtedness (as defined within the 2023 Term Loan Agreement) on each of the 20 prior trading days (the “Reference Rate”), plus (i) 25 basis points for cash interest or (ii) 175 basis points for payable-in-kind interest.

As of March 31, 2024, the Reference Rate was 15.07 %.

As of June 30, 2024, the Reference Rate was 13.89 %.

The all-in interest rate floor is 11.50 % for cash interest and 13.00 % for payable-in-kind interest and the all-in interest rate ceiling is 17.50 % for cash interest and 19.00 % for payable-in-kind interest.

1 unchanged sentence

Interest on the Senior Secured Term Loan Due 2028 is accrued and payable or capitalized to principal if not elected to be paid in cash, commencing on June 13, 2023, and ending on the date three months thereafter and each successive three-month anniversary thereof on September 13, December 13, March 13, and June 13 of each year.

We capitalized interest for the Senior Secured Term Loan Due 2028 totaling $ 31 million during the three months ended March 31, 2024.

We capitalized interest for the Senior Secured Term Loan Due 2028 totaling $ 30 million during the three months ended June 30, 2024 an d $ 61 million during the six months ended June 30, 2024.

Sabre FB’s obligations under the Senior Secured Term Loan Due 2028 are required to be guaranteed by certain of our existing and future foreign subsidiaries (the “Foreign Guarantors”).

2 unchanged sentences

In addition, the 2023 Term Loan Agreement contains 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 Amended and Restated Credit Agreement.

As of March 31, 2024, we were in compliance with all covenants under the terms of the 2023 Term Loan Agreement.

As of June 30, 2024, we were in compliance with all covenants under the terms of the 2023 Term Loan Agreement and the Pari Passu Loan Agreement.

Senior Secured Notes

10 unchanged sentences

We incurred additional fees of approximately $ 1 million, which were funded with cash on hand.

We determined that the March 2024 Exchange Transaction, including the impact of the exchange fees, represents a debt extinguishment and therefore recognized a loss on extinguishment of debt during the three months ended March 31, 2024 of approximately $ 7 million, primarily consisting of exchange fees related to the June 2027 Notes.

We determined that the March 2024 Exchange Transaction, including the impact of the exchange fees, represents a debt extinguishment and therefore recognized a loss on extinguishment of debt during the six months ended June 30, 2024 of approximately $ 7 million, primarily consisting of exchange fees related to the June 2027 Notes.

Securitization Facility

6 unchanged sentences

The amount available for borrowings at any one time under the Securitization Facility is limited to a borrowing base calculated based on the outstanding balance of eligible receivables, subject to certain reserves.

As of March 31, 2024 , we had $ 232 million outstanding under the Securitization Facility, consisting of $ 112 million under the AR Facility and $ 120 million outstanding under the FILO Facility.

As of June 30, 2024 , we had $ 214 million outstanding under the Securitization Facility, consisting of $ 94 million under the AR Facility and $ 120 million outstanding under the FILO Facility.

The FILO Facility bears interest at SOFR plus a drawn fee of 8.00 % per annum.

4 unchanged sentences

Interest and fees payable by Sabre Securitization under the AR Facility are due monthly.

Net debt issuance costs related to our AR Facility are $ 1 million for the three months ended March 31, 2024 and $ 2 million for the year ended December 31, 2023, which are recorded in other assets, net in our consolidated financial statements.

Net debt issuance costs related to our AR Facility are $ 1 million for the six months ended June 30, 2024 and $ 2 million for the year ended December 31, 2023, which are recorded in other assets, net in our consolidated financial statements.

In connection with the Securitization Facility, certain of our subsidiaries (the “Originators”) have sold and contributed, and will continue to sell or contribute, substantially all of their accounts receivable and certain related assets (collectively, the “Receivables”) to Sabre Securitization to be held as collateral for borrowings under the Securitization Facility.

1 unchanged sentence

Under the terms of the Securitization Facility, the lenders under the AR Facility and FILO Facility would have a senior priority claim to the assets of Sabre Securitization, which will primarily consist of the Receivables of the Originators participating in the Securitization Facility.

As of March 31, 2024 , $ 399 million of Receivables are held as assets by Sabre Securitization, consisting of $ 388 million of accounts receivable and $ 11 million of other as sets, net in our conso lidated balance sheet.

As of June 30, 2024 , $ 368 million of Receivables are held as assets by Sabre Securitization, consisting of $ 358 million of accounts receivable and $ 10 million of other as sets, net in our conso lidated balance sheet.

The Securitization Facility is accounted for as a secured borrowing on a consolidated basis, rather than a sale of assets;

2 unchanged sentences

The Securitization Facility contains certain customary representations, warranties, affirmative covenants, and negative covenants, subject to certain cure periods in some cases, including the eligibility of the Receivables being sold by the Originators and securing the loans made by the lenders, as well as customary reserve requirements, events of default, termination events, and servicer defaults.

As of March 31, 2024 , we were in compliance with and expect to be in compliance with the financial covenants of the Securitization Facility for at least the next twelve months.

As of June 30, 2024 , we were in compliance with and expect to be in compliance with the financial covenants of the Securitization Facility for at least the next twelve months.

Exchangeable Notes

2 unchanged sentences

and mature on April 15, 2025, unless earlier repurchased or exchanged in accordance with specified circumstances and terms of the 2025 Exchangeable Notes Indenture.

As of March 31, 2024 , we have $ 183 million aggregate principal amount of 2025 Exchangeable Notes outstanding.

As of June 30, 2024 , we have $ 183 million aggregate principal amount of 2025 Exchangeable Notes outstanding.

Under the terms of the 2025 Exchangeable Notes Indenture , the notes are exchangeable into common stock of Sabre Corporation (referred to as “ our common stock” herein) at the following times or circumstances:

5 unchanged sentences

With certain exceptions, upon a Change of Control or other Fundamental Change (both as defined in the 2025 Exchangeable Notes Indenture), the holders of the 2025 Exchangeable Notes may require us to repurchase all or part of the principal amount of the 2025 Exchangeable Notes at a repurchase price equal to 100 % of the principal amount of the 2025 Exchangeable Notes, plus any accrued and unpaid interest to, but excluding, the repurchase date.

As of March 31, 2024, none of the conditions allowing holders of the 2025 Exchangeable Notes to exchange have been met.

As of June 30, 2024, none of the conditions allowing holders of the 2025 Exchangeable Notes to exchange have been met.

The 2025 Exchangeable Notes are convertible at their holder’s election into shares of our common stock based on an initial exchange rate of 126.9499 shares of common stock per $1,000 principal amount of the 2025 Exchangeable Notes, which is equivalent to an initial exchange price of approximately $ 7.88 per share.

8 unchanged sentences

The 2026 Exchangeable Notes are senior, unsecured obligations of Sabre GLBL, accrue interest payable semi-annually in arrears on February 1 and August 1 of each year, beginning on August 1 2024, and mature on August 1, 2026, unless earlier repurchased or exchanged in accordance with specified circumstances and terms of the indenture governing the 2026 Exchangeable Notes (the "2026 Exchangeable Notes Indenture" and together with the 2025 Exchangeable Notes Indenture, the "Exchangeable Indentures" ).

As of March 31, 2024, we have $ 150 million aggregate principal amount of 2026 Exchangeable Notes outstanding.

As of June 30, 2024 , we have $ 150 million aggregate principal amount of 2026 Exchangeable Notes outstanding.

Under the terms of the 2026 Exchangeable Notes Indenture , the 2026 Exchangeable Notes are exchangeable into our common stock under substantively the same circumstances as those set forth in the 2025 Exchangeable Notes other than :

1 unchanged sentence

• on or after February 1, 2026, until the close of business on the second scheduled trading day immediately preceding the maturity date, August 1, 2026.

As of March 31, 2024, none of the conditions allowing holders of the 2026 Exchangeable Notes to exchange have been met.

As of June 30, 2024, none of the conditions allowing holders of the 2026 Exchangeable Notes to exchange have been met.

The 2026 Exchangeable Notes are convertible at their holder’s election into shares of our common stock based on an initial exchange rate of 222.2222 shares of common stock per $1,000 principal amount of the 2026 Exchangeable Notes , which is equivalent to an initial exchange price of approximately $ 4.50 per share.

3 unchanged sentences

Debt issuance costs are amortized over the contractual life of the Exchangeable Notes through interest expense, within our results of operations.

The effective interest rates at March 31, 2024 were 4.78 % and 8.82 % for the 2025 Exchangeable Notes and the 2026 Exchangeable Notes, respectively.

The effective interest rate at March 31, 2023 was 4.78 % for the 2025 Exchangeable Notes.

The following table sets forth the carrying value of the 2025 Exchangeable Notes and 2026 Exchangeable Notes (collectively, "the Exchangeable Notes") as of March 31, 2024 and December 31, 2023, (in thousands):

March 31, 2024 December 31, 2023

The effective interest rates at June 30, 2024 were 4.78 % and 8.82 % for the 2025 Exchangeable Notes and the 2026 Exchangeable Notes, respectively.

The effective interest rate at June 30, 2023 was 4.78 % for the 2025 Exchangeable Notes.

The following table sets forth the carrying value of the Exchangeable Notes as of June 30, 2024 and December 31, 2023 (in thousands):

June 30, 2024 December 31, 2023

2025 Exchangeable Notes 2026 Exchangeable Notes 2025 Exchangeable Notes 2026 Exchangeable Notes

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Net carrying value $ 182,110 $ 145,736 $ 329,964 $ —

The following table sets forth interest expense recognized related to the 2025 Exchangeable Notes and 2026 Exchangeable Notes for the three months ended March 31, 2024 and 2023 (in thousands):

Three Months Ended March 31,

2025 Exchangeable Notes 2026 Exchangeable Notes 2025 Exchangeable Notes 2026 Exchangeable Notes

The following table sets forth interest expense recognized related to the Exchangeable Notes for the three and six months ended June 30, 2024 and 2023 (in thousands):

Three Months Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

2025 Exchangeable Notes 2026 Exchangeable Notes 2025 Exchangeable Notes 2026 Exchangeable Notes 2025 Exchangeable Notes 2026 Exchangeable Notes 2025 Exchangeable Notes 2026 Exchangeable Notes

Contractual interest expense $ 1,832 $ 2,745 $ 3,332 $ — $ 4,964 $ 3,111 $ 6,664 $ —

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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 are reported as a component of other comprehensive income (loss) (“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.

As of March 31, 2024, we did not have any hedge components excluded from the assessment of effectiveness.

As of June 30, 2024, we did not have any hedge components excluded from the assessment of effectiveness.

Cash flow hedges are classified in the same category in the consolidated statements of cash flows as the items being hedged and gains and losses on the derivative financial instruments are reported in cash provided by (used in) operating activities within the consolidated statements of cash flows.

Derivatives not designated as hedging instruments are carried at fair value with changes in fair value reflected in Other, net in the consolidated statements of operations.

Interest Rate Swap Contracts — Interest rate swaps outstanding during the three months ended March 31, 2024 and 2023, are as follows:

Interest Rate Swap Contracts — Interest rate swaps outstanding during the six months ended June 30, 2024 and 2023, are as follows:

Notional Amount Interest Rate

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We designated these swaps as cash flow hedges.

For the three months ended March 31, 2024, we recognized a cash flow impact of $ 2 million related to our interest rate swaps, which is reported as cash provided by operating activities within our consolidated statements of cash flows.

As of March 31, 2024, we estimate that $ 5 million in gains will be reclassified from other comprehensive (loss) income to earnings over the next 12 months.

The estimated fair values of our derivatives designated as hedging instruments as of March 31, 2024 and December 31, 2023 are as follows (in thousands):

For the three and six months ended June 30, 2024, we recognized a cash flow impact of $ 2 million and $ 4 million, respectively, related to our interest rate swaps, which is reported as cash provided by operating activities within our consolidated statements of cash flows.

As of June 30, 2024, we estimate that $ 4 million in gains will be reclassified from other comprehensive (loss) income to earnings over the next 12 months.

The estimated fair values of our derivatives designated as hedging instruments as of June 30, 2024 and December 31, 2023 are as follows (in thousands):

Derivative Assets

Fair Value as of

Derivatives Designated as Hedging Instruments Consolidated Balance Sheet Location March 31, 2024 December 31, 2023

Derivatives Designated as Hedging Instruments Consolidated Balance Sheet Location June 30, 2024 December 31, 2023

Interest rate swaps Prepaid expenses and other current assets

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Total $ 2,624 $ ( 1,716 )

The effects of derivative instruments, net of taxes, on OCI for the three months ended March 31, 2024 and 2023 are as follows (in thousands):

Amount of Gains (Losses) Recognized in OCI on Derivative,

The effects of derivative instruments, net of taxes, on OCI for the three and six months ended June 30, 2024 and 2023 are as follows (in thousands):

Amount of Gains Recognized in OCI on Derivative,

Effective Portion

Derivatives in Cash Flow Hedging Relationships Three Months Ended March 31,

Derivatives in Cash Flow Hedging Relationships Three Months Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Interest rate swaps $ 2,586 $ 1,181 $ 9,333 $ 885

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Amount of Gains Reclassified from Accumulated OCI into Income, Effective Portion

Derivatives in Cash Flow Hedging Relationships Income Statement Location Three Months Ended March 31,

Derivatives in Cash Flow Hedging Relationships Income Statement Location Three Months Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Interest rate swaps Interest expense, net $ ( 2,088 ) $ ( 1,427 ) $ ( 4,045 ) $ ( 2,416 )

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(“GBT”) for an aggregate purchase price of $ 80 million, which is included in prepaid expenses and other current assets in our consolidated balance sheets.

As of March 31, 2024, we continued to own these 8 million shares.

As of June 30, 2024, we continued to own these 8 million shares.

The terms of these shares do not contain any restrictions that would impact our ability to sell the shares in the future.

The fair value of our investment in GBT is 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.

The following tables present our assets (liabilities) that are required to be measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023 (in thousands):

The following tables present our assets (liabilities) that are required to be measured at fair value on a recurring basis as of June 30, 2024 and December 31, 2023 (in thousands):

Fair Value at Reporting Date Using

March 31, 2024 Level 1 Level 2 Level 3

June 30, 2024 Level 1 Level 2 Level 3

Derivatives (1)

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Derivatives for further detail.

There were no transfers between Levels 1 and 2 within the fair value hierarchy for the three months ended March 31, 2024.

Unrealized losses recognized during the three months ended March 31, 2024 and 2023 from our investments in securities totaled $ 3 million and $ 1 million, respectively, which is recorded to Other, net within our results of operations.

There were no transfers between Levels 1 and 2 within the fair value hierarchy for the three and six months ended June 30, 2024.

Unrealized gains recognized during the three and six months ended June 30, 2024 from our investments in securities totaled $ 5 million and $ 1 million, respectively, and $ 5 million and $ 4 million during the three and six months ended June 30, 2023, respectively, which is recorded to Other, net within our results of operations.

Other Financial Instruments

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The fair values of our 2025 Exchangeable Notes and 2026 Exchangeable Notes, senior secured notes due 2025 and 2027 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 Senior Secured Term Loan Due 2028 was 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 values as of March 31, 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 March 31, 2024 and December 31, 2023 (in thousands):

As of March 31, 2024

The fair value of the Senior Secured Term Loan Due 2028 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 June 30, 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 June 30, 2024 and December 31, 2023 (in thousands):

As of June 30, 2024

As of December 31, 2023

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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.

We have not identified any triggering events or changes in circumstances since the performance of our annual goodwill impairment test that would require us to perform another goodwill impairment test and we did no t record any goodwill impairment charges for the three months ended March 31, 2024.

Accumulated Other Comprehensive Loss

As of March 31, 2024 and December 31, 2023, the components of accumulated other comprehensive loss, net of related deferred income taxes, are as follows (in thousands):

March 31, 2024 December 31, 2023

As of June 30, 2024 and December 31, 2023, the components of accumulated other comprehensive loss, net of related deferred income taxes, are as follows (in thousands):

June 30, 2024 December 31, 2023

Defined benefit pension and other postretirement benefit plans $ ( 77,366 ) $ ( 78,056 )

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The amortization of actuarial losses and periodic service credits associated with our retirement-related benefit plans is primarily included in Other, net in the consolidated statements of operations.

As of March 31, 2024, we have contributed $ 1 million to our defined benefit pension plan in 2024.

As of June 30, 2024, we have contributed $ 4 million to our defined benefit pension plan in 2024.

Based on current assumptions, we expect to make contributions of up to an aggregate amount of $ 13 million in 2024 to our defined benefit pension plan.

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provided, however, that any undeclared and unpaid dividends would have continued to accumulate.

We accrued $ 5 million of preferred stock dividends in our consolidated results of operations for the three months ended March 31, 2023.

During the three months ended March 31, 2023, we paid cash dividends on our preferred stock of $ 5 million.

We accrued $ 5 million and $ 11 million of preferred stock dividends in our consolidated results of operations for the three and six months ended June 30, 2023, respectively.

During the three and six months ended June 30, 2023, we paid cash dividends on our preferred stock of $ 5 million and $ 11 million, respectively.

Share Repurchase Program

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Repurchases under the Share Repurchase Program may take place in the open market or privately negotiated transactions.

During the three months ended March 31, 2024, we did not repurchase any shares pursuant to the Share Repurchase Program.

During the six months ended June 30, 2024, 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 undertook as a result of the market conditions caused by COVID-19.

As of March 31, 2024, the Share Repurchase Program remains suspended and approximately $ 287 million remains authorized for repurchases.

As of June 30, 2024, the Share Repurchase Program remains suspended and approximately $ 287 million remains authorized for repurchases.

Exchangeable Notes

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Under the terms of the Exchangeable Indentures, the Exchangeable Notes are exchangeable into our common stock under specified circumstances, at our election.

As of March 31, 2024, we have $ 183 million and $ 150 million aggregate principal amount of 2025 Exchangeable Notes and 2026 Exchangeable Notes outstanding, respectively.

As of June 30, 2024, we have $ 183 million and $ 150 million aggregate principal amount of 2025 Exchangeable Notes and 2026 Exchangeable Notes outstanding, respectively.

Debt for further details.

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The following table reconciles the numerators and denominators used in the computations of basic and diluted earnings per share from continuing operations (in thousands, except per share data):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Loss from continuing operations $ ( 69,485 ) $ ( 123,999 ) $ ( 140,590 ) $ ( 223,365 )

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Diluted earnings per share is computed by dividing net loss from continuing operations available to common stockholders by the weighted-average number of common shares outstanding plus the effect of all dilutive common stock equivalents during each period.

The diluted weighted-average common shares outstanding calculation excludes 5 million of dilutive stock options and restricted stock awards for the three months ended March 31, 2024, and 1 million of dilutive stock options and restricted stock awards for the three months ended March 31, 2023, as their effect would be anti-dilutive given the net loss incurred in the period.

The calculation of diluted weighted-average shares excludes the impact of 3 million of anti-dilutive common stock equivalents for each of the three months ended March 31, 2024 and 2023.

The diluted weighted-average common shares outstanding calculation excludes 1 million and 3 million of dilutive stock options and restricted stock awards for the three and six months ended June 30, 2024, and 1 million and 2 million of dilutive stock options and restricted stock awards for the three and six months ended June 30, 2023, as their effect would be anti-dilutive given the net loss incurred in the period.

The calculation of diluted weighted-average shares excludes the impact of 4 million and 3 million of anti-dilutive common stock equivalents for the three and six months ended June 30, 2024, respectively, and 9 million and 6 million of anti-dilutive common stock equivalents for the three and six months ended June 30, 2023, respectively.

We have used the if-converted method for calculating any potential dilutive effect of the Exchangeable Notes on our diluted net income per share.

Under the if-converted method, the 2025 Exchangeable Notes are assumed to be converted at the beginning of the period, the 2026 Exchangeable Notes are assumed to be converted at the issuance date of March 19, 2024, and the resulting common shares are included in the denominator of the diluted earnings per share calculation for the entire period being presented and interest expense, net of tax, recorded in connection with the Exchangeable Notes is added back to the numerator, only in the periods in which such effect is dilutive.

The approximate ly 57 million and 42 million re sulting common shares related to the Exchangeable Notes for the three months ended March 31, 2024 and 2023, respectively, are not included in the dilutive weighted-average common shares outstanding calculation as their effect would be anti-dilutive given the net loss incurred in the period.

Likewise, the potential dilutive effect of our Preferred Stock outstanding during the three months ended March 31, 2023 was calculated using the if-converted method assuming the conversion as of the earliest period reported or at the date of issuance, if later.

The approximate ly 57 million and 42 million re sulting common shares related to the Exchangeable Notes for the three and six months ended June 30, 2024 and 2023, respectively, are not included in the dilutive weighted-average common shares outstanding calculation as their effect would be anti-dilutive given the net loss incurred in the period.

Likewise, the potential dilutive effect of our Preferred Stock outstanding during the six months ended June 30, 2023 was calculated using the if-converted method assuming the conversion as of the earliest period reported or at the date of issuance, if later.

The resulting common shares are included in the denominator of the diluted earnings per share calculation for the entire period being presented and preferred stock dividends are added back to the numerator, only in the periods in which such effect is dilutive.

Approximately 47 million common shares related to the Preferred Stock for the three months ended March 31, 2023, are not included in the dilutive weighted-average common shares outstanding calculation as their effect would be anti-dilutive given the net loss incurred in the period.

Approximately 47 million common shares related to the Preferred Stock for the six months ended June 30, 2023, are not included in the dilutive weighted-average common shares outstanding calculation as their effect would be anti-dilutive given the net loss incurred in the period.

On September 1, 2023, each outstanding share of Preferred Stock was automatically converted into approximately 47 million shares of our common stock.

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however, the tax assessments for assessment years ending March 2007 and later are not material.

We appealed the tax assessments for assessment years ending March 1998 through March 2006 and the Indian Commissioner of Income Tax Appeals returned a mixed verdict.

We appealed the tax assessments for

assessment years ending March 1998 through March 2006 and the Indian Commissioner of Income Tax Appeals returned a mixed verdict.

We filed further appeals with the Income Tax Appellate Tribunal (“ITAT”).

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the High Court dismissed the case for assessment years ending March 2001 through March 2004.

The DIT also assessed taxes on a similar basis plus some additional issues for assessment years ending March 2006 through March 2015, March 2018 through March 2020, and March 2023 and appeals for assessment years ending March 2006 through March 2016, March 2018 through March 2020, and March 2023 are pending before the ITAT or the High Court depending on the year.

If the DIT were to fully prevail on every claim against us, including SAPPL and other group companies, we could be subject to taxes, interest and penalties of approximately $ 24 million as of March 31, 2024.

The DIT also assessed taxes on a similar basis plus some additional issues for assessment years ending March 2006 through March 2016 and March 2018 through March 2021.

Appeals for assessment years ending March 2006 through March 2016 and March 2018 through March 2021 are pending before the ITAT or the High Court, depending on the year.

If the DIT were to fully prevail on every claim against us, including SAPPL and other group companies, we could be subject to taxes, interest and penalties of approximately $ 25 million as of June 30, 2024.

We intend to continue to aggressively defend against each of the foregoing claims.

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We intend to vigorously defend our positions against any claims that are not insignificant, including through litigation when necessary.

During the year ended December 31, 2023, we accrued $ 11 million associated with these other tax matters in selling, general and administrative expense.

As of June 30, 2024, we have accrued $ 13 million associated with these other tax matters in selling, general and administrative expense.

We will continue to monitor and update this estimate as additional information becomes available.

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the manner in which our operations are managed;

the criteria used by our President, who is our Chief Operating Decision Maker (“CODM”), to evaluate segment performance;

the criteria used by our President and CEO, who is our Chief Operating Decision Maker (“CODM”), to evaluate segment performance;

the availability of separate financial information;

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The majority of the intersegment revenues and cost of revenues are fees charged by Travel Solutions to Hospitality Solutions for hotel stays booked through our GDS, which are eliminated in consolidation.

Segment information for the three months ended March 31, 2024 and 2023 is as follows (in thousands):

Three Months Ended March 31,

Segment information for the three and six months ended June 30, 2024 and 2023 is as follows (in thousands):

Three Months Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Travel Solutions

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(a) The following table sets forth the reconciliation of Total Segment Adjusted Operating Income to Loss from continuing operations before income taxes in our consolidated statements of operations (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Total segment adjusted operating income $ 168,989 $ 114,331 $ 341,244 $ 195,939

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Restructuring and other costs (2)

( 15,492 ) ( 59,372 ) ( 10,439 ) ( 59,053 )

Acquisition-related costs (3)

( 613 ) ( 541 ) ( 863 ) ( 1,388 )

Litigation costs, net (4)

( 1,579 ) ( 9,234 ) ( 1,579 ) ( 9,234 )

Indirect tax matters (5)

( 6,131 ) — ( 6,131 ) —

Stock-based compensation ( 12,230 ) ( 8,738 ) ( 26,135 ) ( 25,743 )

Interest expense, net ( 129,294 ) ( 106,134 ) ( 254,041 ) ( 205,918 )

Loss on extinguishment of debt ( 37,994 ) —

(Loss) gain on extinguishment of debt — 12,543 ( 37,994 ) 12,543

Other, net (6)

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(1) Acquisition-related amortization represents amortization of intangible assets from the take-private transaction in 2007 as well as intangibles associated with acquisitions since that date.

(2) Restructuring and other costs in 2024 primarily represents adjustments to charges associated with our cost reduction plan we began implementing in the second quarter of 2023.

(2) Restructuring and other costs in 2024 primarily represents charges and adjustments to charges associated with our cost reduction plan we began implementing in the second quarter of 2023.

Restructuring Activities to our consolidated financial statements.

(3) Acquisition-related costs represent fees and expenses incurred associated with acquisition and disposition-related activities.

(4) Other, net includes non-operating gains of $ 3 million recognized in the first quarter of 2023 and the impacts of fair value adjustments of our GBT investment.

(4) Litigation costs, net represent charges associated with antitrust litigation and other foreign non-income tax contingency matters.

Contingencies.

(5) Indirect tax matters represents charges associated with certain digital tax matters, including a charge recorded as a result of newly adopted legislation in Canada.

(6) Other, net includes non-operating gains recognized in 2023 and the impacts of fair value adjustments of our GBT investment in all periods presented.

In addition, all periods presented include foreign exchange gains and losses related to the remeasurement of foreign currency denominated balances included in our consolidated balance sheets into the relevant functional currency.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements