The Federal Trade Commission (FTC) says that Boeing can buy Spirit AeroSystems only if the manufacturer divests Spirit operations that supply Airbus, effectively boosting Boeing’s arch-rival. In a proposed consent order that was released on December 3, 2025, Boeing will transfer key Spirit Airbus-facing businesses (including both assets and personnel) to Airbus and divest Spirit’s Subang, Malaysia, aerostructures business.

This order also requires Spirit to supply competing U.S. defense contractors on fair terms, protect rivals’ confidential information, and provide transitional services to Airbus and other companies that will be inheriting Spirit assets. The company is also required to accept oversight by a monitor during a 30-day public comment process. Boeing is calling this deal a quality fix, while the FTC has called it necessary to ensure competition remains balanced in the aerospace and defense sector.

Necessary Fixes Needed To Maintain A Competitive Balance

The FTC’s proposed order tees up a fast but supervised closing for Boeing’s groundbreaking $8.3 billion deal with Spirit Aerosystems. First, Boeing will have to divest Spirit businesses that currently supply production components to European manufacturer Airbus. It will also divest Spirit’s facility in Subang, Malaysia, to Composites Technology Research Malaysia (CTRM). Second, Boeing must provide transitional services so that Airbus and CTRM can keep production running while an FTC-appointed monitor oversees compliance.

Third, the order adds defense-specific safeguards. Spirit is required to continue serving competing military aircraft contractors, and it cannot discriminate in Boeing’s favor. It also requires the manufacturer to firewall competitors’ confidential information. This consent package also goes into a 30-day public comment period, even as the companies may be permitted to close before that window ends under a continued oversight regime. This was approved by a unanimous vote of support. In a statement, the FTC had the following words to share on the matter:

« American commercial travelers and our military deserve to fly on dependable aircraft, manufactured with reliable components. The Trump-Vance FTC’s action today protects aircraft manufacturing competition to ensure that Americans across the country can continue to access high-quality aircraft to reach their next destination.”

Boeing Can’t Keep Spirit’s Airbus-Serving Businesses

The headline remedy is that Boeing cannot keep Spirit’s Airbus-facing capabilities active. The FTC has indicated that Boeing’s ownership of these business units could give it both the incentive and the ability to raise costs or degrade Airbus’ access to critical aerostructures, so the order requires a clean handoff of the relevant Spirit businesses, including personnel, directly to Airbus.

This dovetails nicely with the pre-negotiated Airbus-Spirit divestiture plan that was announced early in 2025, in which covered assets tied to Airbus commercial programs across multiple sites and work packages would be handed over to Boeing. The practical upshot is that Airbus moves from being a customer dependent on a supplier that would be controlled by its rival to owning production resources outright and having them under mandated support.

For Boeing, this is ultimately a concession that narrows the integration benefits of buying back Spirit. However, it also reduces regulatory friction and stabilizes the supply chain by keeping Airbus production capabilities insulated from Boeing’s internal priorities. It also signals that aerostructures’ capacity is tight across the globe.

Guardrails For The Defense Industry

This order is not just about Airbus itself. The FTC also frames Spirit as a gatekeeper in military aerostructures and services, arguing that Boeing’s control could ultimately squeeze rival prime contractors competing for future programs. In order to address that, the consent package requires Spirit to keep honoring existing contracts with other defense contractors.

The entire objective of this is to eliminate any bias in Boeing’s favor. It also imposes confidentiality protections that ensure Boeing cannot gain access to sensitive technical or pricing information from competitors that are supported by Spirit. In effect, the FTC is treating Spirit like a neutral supplier that must keep serving multiple customers even after it is brought back inside Boeing’s family of companies.

This matters because modern defense procurement efforts are mostly structured in a winner-take-most system, where small cost or schedule advantages can compound quickly. For Boeing, these guardrails reduce strategic optionality, but they help de-risk approval in Washington, while the company argues that the merger will improve quality and manufacturing discipline across the board.