Sabre and Constellation Software Announce Strategic Governance Agreement

Key Highlights of the Announcement

• Sabre Corporation (NASDAQ: SABR), a leading global travel technology firm, and Constellation Software Inc. (TSX: CSU), a major diversified technology provider, have entered into a significant Strategic Governance Agreement.
• As part of the agreement, Damian McKay, CEO of Vela Software Group (a division of Constellation), will join the Sabre Board of Directors as Constellation’s representative.
• Constellation Software currently owns approximately 12.7% of Sabre’s outstanding shares, establishing itself as a major minority shareholder.
• Sabre will terminate its shareholder rights plan (also known as a “poison pill”), which was only announced on March 1, 2026, in connection with the new agreement.

Details of the Strategic Governance Agreement

The agreement reflects constructive discussions between Sabre and Constellation. By adding Damian McKay to the Board, Sabre aims to leverage his expertise in vertical market software businesses and complex industry dynamics. McKay’s extensive background includes leadership roles at Vela Software, Datamine, and GE Energy, as well as board positions across numerous Constellation subsidiaries.

The terms of the agreement will be made available as a formal exhibit in an upcoming Form 8-K filing with the U.S. Securities and Exchange Commission (SEC).

Leadership Comments

• Kurt Ekert, President and CEO of Sabre, stated:

  “We are pleased to reach this agreement with Constellation, which validates the progress we’ve made to sharpen our focus toward ushering in the next age of travel, underpinned by new and underpenetrated growth opportunities. We look forward to continuing to build a productive partnership together that focuses on long-term growth, durable returns, and accelerating innovation across the travel ecosystem.”

• Gail Mandel, Chair of the Sabre Board, welcomed McKay, citing his deep understanding of vertical market software and relevant industries as a valuable asset for Sabre’s strategic priorities.
• Mark Miller, President of Constellation Software, voiced strong confidence in Sabre’s market position and long-term potential, reinforcing Constellation’s commitment as both a significant investor and strategic partner.
• Damian McKay expressed enthusiasm for joining the Sabre Board and committed to contributing his experience to further Sabre’s success for clients and shareholders.

Background on Damian McKay

• Currently CEO of Vela Software Group (a division of Constellation Software that acquires, manages, and grows vertical market software businesses globally).
• Joined Vela in 2015 through its acquisition of Datamine, where he was CEO since 2012 and continued until 2020.
• Previously General Manager, Energy Services (Australia & New Zealand) at GE Energy.
• Holds a Bachelor of Business from RMIT and a Graduate Diploma in Applied Finance & Investment from the Securities Institute of Australia.
• Sits on the Constellation Software Advisory Board and multiple subsidiary boards.

About Sabre Corporation

Sabre positions itself as an AI-native technology leader in global travel, operating one of the world’s largest travel data clouds. Its platforms support both established and disruptive travel firms, driving innovation, connectivity, and personalized experiences for airlines, hoteliers, agencies, and partners worldwide.

About Constellation Software Inc.

Constellation Software is a global acquirer, manager, and builder of vertical market software businesses, with its shares listed on the Toronto Stock Exchange under the symbol CSU.

Investor Information and Forward-Looking Statements

Sabre regularly posts investor updates and material information on its Investor Relations website, LinkedIn, and X accounts. Investors are encouraged to monitor these channels for the latest disclosures.

This announcement contains forward-looking statements regarding future events, strategies, and objectives. Actual outcomes may differ materially due to risks such as travel industry transaction volumes, competition, technology changes, contract renewals, regulatory changes, global economic and political uncertainty, and Sabre’s significant indebtedness.

Price-Sensitive and Shareholder-Relevant Information

• Board Changes: Appointment of a Constellation representative (Damian McKay) to Sabre’s Board signals deeper strategic alignment and possible influence on corporate direction and capital allocation.
• Rights Plan Termination: The rapid removal of Sabre’s rights plan (“poison pill”) may make the company more open to shareholder actions, including future investments, partnerships, or M&A activity.
• Constellation’s Stake: With a 12.7% holding, Constellation is a significant minority investor, reducing the likelihood of hostile activity and potentially increasing long-term strategic collaboration.
• Strategic Focus: The partnership underscores Sabre’s focus on accelerating innovation, long-term growth, and durable returns, which could boost investor confidence and impact share valuation.

Contact Information

Sabre Corporation – Investors: Nick Lamplough, Dan Moore, Dylan O’Keefe
[email protected]

Constellation Software – CFO: Jamal Baksh
Phone: 416-861-9677
[email protected]
www.csisoftware.com

Disclaimer: This article contains forward-looking statements that are subject to risks and uncertainties. Actual results may differ materially from those projected. This is not investment advice. Investors should review all official filings and consult their financial advisors before making any investment decisions.

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