v3.26.1
Spirit Acquisition
6 Months Ended
Jun. 30, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Spirit Acquisition Spirit Acquisition
On December 8, 2025, we completed our acquisition of Spirit AeroSystems Holdings, Inc. (Spirit) pursuant to the Agreement and Plan of Merger dated June 30, 2024 (Merger Agreement). In connection with the closing of the transactions contemplated by the Merger Agreement (Spirit Acquisition), Boeing became the ultimate parent company of Spirit and its respective subsidiaries, including Spirit AeroSystems, Inc.
Total consideration for the Spirit Acquisition was $8,389 comprised of the following:
Boeing common stock exchanged for Spirit common stock (1)
$4,704 
Settlement of loans, advances and other payments to Spirit
2,589 
Debt repaid on Spirit’s behalf948 
Premium on assumed Spirit Exchangeable Notes
109 
Exchange of Spirit share-based awards (1)
39 
Fair value of total consideration
$8,389 
(1)     Fair value of consideration reflects the price per share of Boeing common stock on the acquisition date.
The preliminary allocation of the purchase price was as follows:
Description
As of December 31, 2025
As of June 30, 2026
Cash and cash equivalents$281 $281 
Accounts receivable339 396 
Unbilled receivables126 128 
Inventories1,438 1,408 
Property, plant and equipment2,419 2,447 
Goodwill9,997 10,278 
Acquired intangible assets109 173 
Other assets116 121 
Accounts payable(953)(963)
Accrued liabilities(1,784)(2,202)
Advances and progress billings(97)(92)
Short-term debt and current portion of long-term debt(329)(329)
Other long-term liabilities(178)(140)
Long-term debt(3,279)(3,279)
Other166 162 
Total net assets acquired$8,371 $8,389 
The amounts recorded for acquired assets and assumed liabilities are preliminary and are based on the information available as of the reporting date. The primary areas that remain preliminary relate to the fair values of goodwill, off-market contract liabilities and certain other accrued liabilities. The Company will continue to adjust the provisional estimates as additional information becomes available and final valuation and analyses are completed. Provisional goodwill of $10,278 associated with the Spirit Acquisition was provisionally assigned to our Commercial Airplanes (BCA) segment as we expect the majority of synergies from the Spirit Acquisition to relate to the commercial airplane segment. The acquired intangible assets include customer relationships of $109 which have a weighted-average useful life of five years and in-process research and development of $64. Accrued liabilities includes $1,520 for
the fair value of off-market customer contracts measured as the present value of the amount by which the terms of the contract deviated from the terms that a market participant could have achieved. Future estimated revenues from the amortization of off-market contract liabilities is as follows:
2026
2027
2028
2029
2030
Estimated revenue
$64 $154 $162 $150 $146 
We expect to finalize the purchase price allocation as soon as practicable, but no later than one year from the acquisition date.