Boeing looks to close Spirit AeroSystems merger this year as FTC orders divestitures

By Dan Catchpole

Dec 3 (Reuters) – Boeing said on Wednesday it could close its $4.7 billion acquisition of wing and fuselage maker Spirit AeroSystems by the end of the year after a U.S. regulator said it could proceed, so long as it carried out divestments that have largely been agreed to with rival Airbus.

Boeing’s shares fell 3% and Spirit’s rose 3.5% on the move by the Federal Trade Commission, which aims to resolve competition concerns about Boeing’s purchase of the world’s biggest aerostructures supplier.

The deal splits up the financially struggling and problem-plagued Spirit, which was part of Boeing until 2005. Boeing is reacquiring the bulk of Spirit, which makes 737 fuselages, while Airbus will take over facilities in North Carolina and Belfast, Northern Ireland.

The total transaction, including Airbus’ portion and other pieces, is valued at $8.3 billion.

Spirit has been cited as one source of delays on several programs, including Boeing’s 737 and Airbus’ A350 and A220. 

The FTC’s order requires the divestments to Airbus, as well as the sale of Spirit’s Subang, Malaysia, operations, which supplies components for both Airbus and Boeing. A sale to Composites Technology Research Malaysia was negotiated earlier this year. 

The order also requires Spirit to continue as a supplier to Boeing’s competitors vying for future military aircraft programs. Boeing’s defense division won the contract for the U.S. military’s first sixth-generation fighter, the F-47, earlier this year, and it is competing for the U.S. Navy’s F/A-XX fighter contract.

The FTC’s proposed order would add further regulatory oversight to the implementation of the merger with appointments of two monitors – one for the FTC and another representing the Pentagon. 

The divestments would address the FTC’s concerns that the merger would allow Boeing to unfairly control Airbus’ supply chain and box out competitors in the defense industry.

“We welcome the U.S. Federal Trade Commission’s approval of our acquisition of Spirit AeroSystems,” a Boeing spokesperson said. “While the transaction has not yet fully closed, we are committed to completing the remaining steps necessary to finalize the acquisition.”

A Spirit spokesman confirmed that the deal is expected to close by the end of December. 

Reducing manufacturing quality problems at Spirit has been a key focus for Boeing in its efforts to stabilize 737 production.

The deal gives Airbus direct control of the struggling Belfast plant. The historic former Short Brothers facilities posted a loss of roughly $670 million in 2024.

The Belfast operation warned in a July filing that it needed additional funds to remain afloat to meet upcoming liabilities.

The deal includes a $439 million cash-out to Airbus to make up for the losses it will have to absorb. 

(Reporting by Bhargav Acharya and Ryan Patrick Jones in Toronto, and Dan Catchpole in Seattle; Editing by Doina Chiacu, David Gregorio and Nick Zieminski)