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The European Commission (EC) has officially opened an investigation into the merger between Boeing and Spirit AeroSystems, which the two companies announced on July 1, 2024. According to the EC’s statement, on August 26, 2025, it received “notification of a proposed acquisition of all shares in, and thus sole control of,” Spirit AeroSystems by Boeing.
The provisional deadline of the case was September 30, 2025. According to the EC, it has 25 working days to review the deal during Phase I of the investigation. While more than 90% of cases are resolved during this phase, the EC may expand its investigation into Phase II, which grants the regulator up to 90 working days, with the potential for an additional 15 and/or 20 working days, to make a final decision on a potential merger.
According to the EC, Boeing would take control of Spirit AeroSystems through a newly created subsidiary called Sphere Acquisition Corp, which the planemaker would wholly own. At the closing date, the subsidiary would own 100% of the supplier’s issued share capital.
“Boeing believes that this deal is in the best interest of the flying public, customers, and the workers of Spirit and Boeing,” the EC’s statement read, adding that by reintegrating Spirit AeroSystems, the manufacturer could fully align its commercial production systems, including its safety and quality management systems, and its workforce to the same priorities, incentives, and outcomes focused on safety and quality of its aircraft.
Boeing spun off the Wichita, Kansas, company in 2005, when it finalized an agreement with Onex to sell Boeing Commercial Airplanes (BCA) “facilities and assets in Wichita, Kansas, and Tulsa and McAlester, Oklahoma.” At the time, the transaction resulted in a cash gain of around $900 million and “the transfer of certain liabilities and long-term supply agreements that provide [Boeing] with ongoing cost savings.”
Onex has also been involved in various other aerospace ventures, including but not exclusive to the aircraft lessor BBAM, Hawker Beechcraft (now known as Beechcraft following Textron’s acquisition of the company in 2014), and the Canadian airline WestJet. Recently, Onex sold 25% of WestJet’s shares to Delta Air Lines and Korean Air for $550 million.
Nevertheless, another European competition regulator, the United Kingdom’s Competition and Markets Authority (UK CMA), had begun probing the Boeing and Spirit AeroSystems merger on June 30, 2025. The UK regulator closed its case on August 8, 2025, publishing its decision on August 27, 2025.
“The CMA found no concerns on any theory of harm,” its decision said, concluding that it does not believe the transaction could result in a substantial lessening of competition within the UK. The British government agency noted in its text that besides Boeing, Spirit AeroSystems’ “only other large commercial aircraft […] customer of aerostructures is Airbus,” meaning that the “potential foreclosure impacts would be limited to Airbus.”
The CMA’s analysis of the merger included the assumption that Airbus would acquire specific Spirit AeroSystems work packages related to its production processes. In April 2025, the European manufacturer said that it signed a definitive agreement with Spirit AeroSystems to take ownership of the following sites:
- Kinston, North Carolina, the US (A350 fuselage sections)
- St. Nazaire, France (A350 fuselage sections)
- Casablanca, Morocco (A220 and A321 components)
- The production of A320 and A350 wings components in Prestwick, Scotland
- The production of A220 pylons in Wichita, Kansas
- The production of A220 wings in Belfast, Northern Ireland
- The production of the A220 mid-fuselage in Belfast, Northern Ireland, will continue unless Spirit AeroSystems comes across a suitable buyer.
Spirit AeroSystems would compensate Airbus $439 million to take over these assets, which is still “subject to certain adjustments at closing.” When the European planemaker issued its Q2 2025 results on July 30, 2025, it highlighted specific supply chain challenges related to Spirit AeroSystems, which have impacted the ramp-up of the monthly production rates of the A220 and A350 aircraft programs, including the progress of the A350F.
Airbus stated that while it is making good progress in taking ownership of the sites above, the expected closing date has been shifted to Q4 2025 “due to ongoing regulatory approvals.”
Boeing announced that it would acquire Spirit AeroSystems on July 1, 2024, with the all-stock transaction carrying an equity value of around $4.7 billion, which rises to $8.3 billion when including Spirit AeroSystems’ last reported net debt. As of Q2 2024, Spirit AeroSystems’ total debt was $4 billion, rising to $4.3 billion as of Q2 2025. At the end of the latter period, the company’s cash balance totaled $370 million, as reported in its quarterly financial statement.
The transaction was announced just months after Boeing had suffered another major setback when, on January 5, 2024, an Alaska Airlines Boeing 737 MAX 9 experienced a mid-air door plug blowout. While the event did not result in passengers or flight crew sustaining fatal injuries, the Federal Aviation Administration (FAA) has increased its oversight of the aircraft manufacturer ever since, even with the change in administrations.
This included the FAA’s previous leadership’s demand that Boeing develop a comprehensive action plan to improve the safety of its product, as well as limiting the 737 MAX monthly production rate to 38. This limit remains in place as of today. Kelly Ortberg, the President and Chief Executive Officer (CEO) of Boeing, who came into the picture after the door plug blowout, reminded analysts during the company’s Q2 2025 earnings call on July 29, 2025, that the company plans to “methodically ramp up to 38 per month, stabilize at that rate, and then request an approval from the FAA for the next rate increase to 42 aircraft a month.”
Brian West, the Executive Vice President of Finance and Chief Financial Officer (CFO) at Boeing, added that the Spirit AeroSystems transaction is expected to close “later in the year.” West briefly praised the supplier for its continued deliveries of “fuselages with improved quality and flow, which sets us up well for both the production ramp and the reintegration.”
If the EC opens a Phase II probe, Boeing faces at least a six-month delay, complicating its already fragile production ramp. Boeing is paying with stock, but it inherits Spirit’s heavy leverage at a time when its own balance sheet is stretched. Whether the deal closes in late 2025 or drags into 2026, the reintegration of Spirit AeroSystems is less about consolidation than survival — for both companies.
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