Spirit AeroSystems has announced it has entered into a definitive merger agreement under which The Boeing Company will acquire Spirit for a deal worth US$8.3 Billion. The definitive merger agreement with Boeing and the term sheet with Airbus were unanimously approved by the Spirit Board of Directors. The closing under the definitive merger agreement with Boeing is subject to the completion of the divestiture of the Airbus businesses by Spirit and is subject to other closing conditions, including approval of the definitive merger agreement by Spirit shareholders and receipt of regulatory approvals.
In a related deal, Airbus has entered into a binding term sheet agreement with Spirit AeroSystems in relation to a potential acquisition of major activities related to Airbus, notably the production of A350 fuselage sections in Kinston, North Carolina, U.S., and St. Nazaire, France; of the A220’s wings and mid-fuselage in Belfast, Northern Ireland, and Casablanca, Morocco; as well as of the A220 pylons in Wichita, Kansas, U.S. With this agreement, Airbus aims to ensure the stability of supply for its commercial aircraft programmes through a more sustainable way forward, both operationally and financially, for the various Airbus work packages that Spirit AeroSystems is responsible for today. The transaction would cover the acquisition of these activities. Airbus will be compensated by payment of $559 million from Spirit AeroSystems, for a nominal consideration of $1.00, subject to adjustments including based on the final transaction perimeter.
Airbus is to take over part of the Spirit AeroSystems operation in Belfast. Spirit is Northern Ireland’s most significant manufacturing employer, with about 3,500 staff. Airbus is taking control of the part of the business that makes wings and fuselage for its Airbus A220 jet. There is uncertainty for the non-Airbus parts of the Belfast business, with Spirit saying it will sell them separately. That part of the business includes a range of work on Bombardier business jets.
Commenting on the deals, the President and Chief Executive Officer of Spirit, Patrick M. Shanahan said, “After carefully evaluating Boeing’s offer to combine, we are confident this transaction is in the best interest of Spirit and its shareholders, and will benefit Spirit’s other stakeholders. Bringing Spirit and Boeing together will enable greater integration of both companies’ manufacturing and engineering capabilities, including safety and quality systems.” And, he continued with, “We are proud of the part we have played in Airbus’ programs and believe bringing these programs under Airbus ownership will enable greater integration and alignment.”
