8-K
filed December 8, 2025, 6:59 PM ET
CIK 0001364885
M&A
confidence high
sentiment neutral
materiality 1.00
Spirit AeroSystems Holdings, Inc.: M&A transaction — Boeing completes acquisition of Spirit AeroSystems; stock to delist, board resigns
Spirit AeroSystems Holdings, Inc.
- Merger effective Dec 8: each Spirit share converted into 0.1955 Boeing shares; Spirit now wholly owned by Boeing.
- Spirit common stock to be delisted from NYSE; Form 25 to be filed Dec 8, followed by Form 15 to terminate reporting.
- All Spirit directors resigned at Effective Time; Spirit now a direct wholly owned subsidiary of Boeing.
- Spirit repaid all Bridge Credit Agreement and Term Loan debt; redeemed 9.375% 2029 and 9.750% 2030 notes.
- Boeing press release states ~15,000 teammates join Boeing; Spirit Defense established as independent subsidiary.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Spirit AeroSystems Holdings, Inc.: Certificate of incorporation amended and restated in connection with merger.
- Change
- charter amendment
Exact text from the filing
the certificate of incorporation and bylaws of Spirit were amended and restated in their entirety as set forth in Exhibits 3.1 and 3.2
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Spirit AeroSystems Holdings, Inc.: Bylaws amended and restated in their entirety in connection with merger.
- Change
- bylaw amendment
Exact text from the filing
the certificate of incorporation and bylaws of Spirit were amended and restated in their entirety as set forth in Exhibits 3.1 and 3.2
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Spirit AeroSystems Holdings, Inc. completed a disposition involving Composites Technology Research Malaysia Sdn. Bhd. for nominal consideration of $1.00 (closed 2025-12-08).
- Action
- disposition
- Counterparty
- Composites Technology Research Malaysia Sdn. Bhd.
- Consideration
- nominal consideration of $1.00
- Closing
- 2025-12-08
Exact text from the filing
In accordance with the terms of the SAPA, on December 8, 2025, Airbus SE and its affiliates acquired the Spirit Airbus Business, except for certain assets primarily related to the Airbus SE work packages operated in Spirit’s facilities in Subang, Malaysia, which were, in accordance with the terms of the Share Purchase Agreement, acquired by CTRM, and cash in the amount of $621,157,968.71, for nominal consideration of $1.00, subject to working capital and other purchase price adjustments.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.95
Spirit AeroSystems Holdings, Inc. completed a disposition involving Airbus SE for nominal consideration of $1.00, subject to working capital and other purchase price adjustments (closed 2025-12-08).
- Action
- disposition
- Counterparty
- Airbus SE
- Consideration
- nominal consideration of $1.00, subject to working capital and other purchase price adjustments
- Closing
- 2025-12-08
Exact text from the filing
In accordance with the terms of the SAPA, on December 8, 2025, Airbus SE and its affiliates acquired the Spirit Airbus Business, except for certain assets primarily related to the Airbus SE work packages operated in Spirit’s facilities in Subang, Malaysia, which were, in accordance with the terms of the Share Purchase Agreement, acquired by CTRM, and cash in the amount of $621,157,968.71, for nominal consideration of $1.00, subject to working capital and other purchase price adjustments.
View on SEC.gov
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