UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): March 5, 2007
SABRE HOLDINGS CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware 1-12175 75-2662240
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
3150 Sabre Drive
Southlake, Texas 76092
(Address of Principal Executive Offices) (Zip Code)
(682) 605-1000
(Registrant's telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01 Other Events.
In connection with meetings with potential lenders on March 7th, 2007 to
discuss financing for the proposed acquisition (the "acquisition") of Sabre
Holdings Corporation (the "company") by affiliates of Texas Pacific Group and
Silver Lake Partners, the company's management intends to discuss an overview of
the company's cost reduction program. The cost reduction program is expected to
save the company a minimum of $120 million in run-rate annual savings by the
second quarter of 2009 from programs already in progress.
Cost savings are expected to come from each business unit in categories
which include, but are not limited to, technology infrastructure, operations,
and company-wide general and administrative functions.
The company anticipates that its stockholders will approve the acquisition
at the special meeting of stockholders to be held on March 23, 2007 and that the
acquisition will close on or about March 30, 2007.
In accordance with General Instruction B.2 of Form 8-K, the information
included or incorporated in Item 8.01 of this report is being furnished to the
Commission and shall not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated
by reference in any filing under the Securities Act of 1933, except as shall be
expressly set forth by specific reference in such filing.
About the Acquisition
In connection with the proposed merger of the company with affiliates of
Texas Pacific Group and Silver Lake Partners, the company filed a definitive
proxy statement with the Securities and Exchange Commission on February 21,
2007. INVESTORS AND SECURITY HOLDERS ARE STRONGLY ADVISED TO READ THE DEFINITIVE
PROXY STATEMENT BECAUSE THE DEFINITIVE PROXY STATEMENT CONTAINS, IMPORTANT
INFORMATION. Investors and security holders may obtain a free copy of the
definitive proxy statement and other documents filed by Sabre Holdings at the
Securities and Exchange Commission's Web site at http://www.sec.gov. The
definitive proxy statement and such other documents may also be obtained for
free by directing such requests to the Sabre Holdings investor relations
department at 866-722-7347, or on the company's Web site at
www.sabre-holdings.com/investor.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SABRE HOLDINGS CORPORATION
By: /s/ James F. Brashear
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James F. Brashear
Corporate Secretary
Dated: March 5, 2007