Boeing To Buy Spirit Aero In $8.3 Bln All-stock Deal, Incl. Debt; Airbus To Buy Select Assets

(RTTNews) - Boeing Co. (BA) announced Monday that it has entered into a definitive agreement to acquire Spirit AeroSystems (SPR) in an all-stock deal at an equity value of approximately $4.7 billion, or $37.25 per share.

The total transaction value is around $8.3 billion, including Spirit's last reported net debt.

Boeing's acquisition of Spirit will include substantially all Boeing-related commercial operations, as well as additional commercial, defense and aftermarket operations.

Separately, Spirit and Airbus SE have also entered into a binding term sheet, under which Airbus will acquire certain commercial work packages that Spirit performs for Airbus concurrently with the closing of the Boeing-Spirit merger.

In addition, Spirit is proposing to sell certain of its operations, including those in Belfast, Northern Ireland (non-Airbus operations), Prestwick, Scotland, and Subang, Malaysia.

The Boeing deal is expected to close mid-2025 and is subject to the sale of the Spirit operations related to certain Airbus commercial work packages and the satisfaction of customary closing conditions, including regulatory and Spirit shareholder approvals.

In the Boeing deal, each share of Spirit stock will be exchanged for a number of shares of Boeing common stock equal to an exchange ratio between 0.18 and 0.25.

Following the transaction, Spirit shareholders will receive 0.25 Boeing shares for each of their Spirit shares if the volume-weighted average price is at or below $149.00, and 0.18 Boeing shares for each of their Spirit shares if the volume-weighted average price is at or above $206.94.