Boeing announced on December 8, 2025, that it had completed its acquisition of Spirit AeroSystems. The deal is valued at $4.7 billion, or $8.3 billion including the assumption of debt. Spirit describes itself as one of the world’s largest suppliers of aerostructures, such as fuselages and wings. Under the deal, Boeing acquired all of Spirit’s Boeing-related commercial operations, including fuselages for the 737 and major structures for the 767, 777, and 787 Dreamliner.
Kelly Ortberg, president and CEO of Boeing, stated: “This is a pivotal moment in Boeing’s history and future success as we begin to integrate Spirit AeroSystems’ commercial and aftermarket operations and establish Spirit Defense.” According to Boeing’s News Release, Spirit Defense “will align to Boeing Defense, Space & Security for financial reporting and select enterprise functional and site support, but maintain independent governance and operations” as an independent supplier to the defense industry.
The Federal Trade Commission (FTC) approved the acquisition on December 3, 2025. In its initial Complaint, the FTC alleged that the acquisition “would provide Boeing with the ability and incentive to foreclose competing manufacturers of large commercial aircraft, in particular Airbus, by denying these rivals access to aerostructures altogether, degrading their quality, worsening the terms of sale, or otherwise limiting their access to these essential inputs for large commercial aircraft.” To resolve potential antitrust concerns, the FTC conditioned approval of the acquisition on the divestiture of specific Spirit assets relating to Airbus products.
Under the FTC’s Consent Order, Boeing agreed to certain business and intellectual property (IP) divestitures. On the business side, Boeing must divest Spirit’s Malaysian aerostructures business that supplies aerostructures to Boeing and Airbus. Spirit’s Malaysian manufacturing facility and business were sold to Composites Technology Research Malaysia for $95 million. The FTC’s Order also requires Boeing and Spirit to continue to provide aerostructures and related services to competing contractors for military aircraft programs.
Further, Boeing agreed to divest Spirit’s businesses that currently supply aerostructures to Airbus, including all necessary assets, intellectual property, and personnel. Airbus took ownership of these assets in a separate $439 million deal.
The IP divestiture is of note because antitrust enforcement finds bipartisan support in the U.S. If such actions grow within the aerospace industry, these bifurcations of IP may become more common. We previously reported on increased consolidation in the electric vertical takeoff and landing (eVTOL) market. Boeing’s acquisition of Spirit and the FTC’s actions indicate a trend of consolidation in the broader aerospace industry and potential increased antitrust enforcement.
Aerospace companies should therefore be aware of the potential for patent portfolios to be fragmented in an acquisition or merger. There may be implications for patent portfolio management when developing technologies for competing companies. For example, patent filings on customer-specific inventions could be organized in separate patent families, if possible, to avoid splitting families in the case of a partial sale or forced divestiture. This could also help in patent and technology transactions involving such IP. For example, patent or other IP licensing agreements may be simpler if the portfolio is already organized according to company or technology. Further, such agreements could include clauses that address ramifications of a sale or divestiture of only some of the IP being licensed.
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