The European Commission has conditionally approved Boeing’s planned acquisition of Spirit AeroSystems Holdings, following an in-depth review under the EU Merger Regulation.
Boeing must comply with several measures intended to maintain competition in the aerostructures and large commercial aircraft sectors.
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The transaction was formally notified to the European Commission (EC) in August this year.
Boeing finalised a $4.7bn agreement to buy Spirit AeroSystems in July 2024.
Spirit AeroSystems manufactures aerostructures used by several commercial aircraft manufacturers, including both Boeing and Airbus.
The commission’s investigation determined that after the transaction, the combined company would be able to withhold aerostructure supplies or reduce the quality of supply terms for large commercial aircraft manufacturers, especially Airbus.
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By GlobalDataThe review also found that the merged entity could obtain commercially sensitive information about Airbus and potentially use this information for its own benefit.
In response to the commission’s initial competition concerns, Boeing proposed to transfer all of Spirit’s operations that supply aerostructures to Airbus, including related assets and staff, to Airbus.
In July 2024, Airbus reached a binding term sheet with Spirit to acquire certain activities linked to its own supply chain.
The activities include the production of A350 fuselage sections in the US and France, and A220 components in Northern Ireland, Morocco, and Kansas, US.
In addition, Boeing offered to sell Spirit’s facility in Malaysia, which supplies aerostructures to several customers including Airbus, to Composites Technology Research Malaysia (CTRM).
According to the commission, these measures address the identified competition issues. They would allow Airbus to bring Spirit’s current supply operations into its own business and help maintain its supply chain.
The commitments would also enable CTRM to participate in the aerostructures market.
After receiving feedback from stakeholders during the market test, the commission concluded that with these changes, the transaction “would no longer raise competition concerns”.
It has also approved Airbus and CTRM as appropriate acquirers of the divested businesses, confirming both companies’ independence from Boeing and Spirit, financial stability, and relevant expertise.
An independent trustee will monitor the execution of these commitments under the commission’s oversight.
EC Clean, Just and Competitive Transition executive vice-president Teresa Ribera said: “Spirit is an important supplier of aerostructures to large commercial aircraft manufacturers, such as Boeing and Airbus.
“We had concerns that by acquiring Spirit, Boeing would have an incentive to stop or limit supplies to its competitor, Airbus.
“This could have driven up prices and make large commercial aircraft parts harder to find, meaning that European passengers could face higher ticket costs.”
