8-KMaterial AgreementsOther EventsExhibits & Filings

BOEING CO 8-K Report, Material Agreement (May 4, 2006)

Filed May 4, 2006For Securities:BABA-PA

Summary

The Boeing Company (BA) has announced a significant development through an 8-K filing dated May 4, 2006. The company has entered into a definitive agreement to acquire Aviall, Inc. in an all-cash merger valued at approximately $1.7 billion. This strategic move involves a purchase price of $48.00 per share for Aviall's common stock and the assumption of approximately $350 million in net debt. The acquisition is expected to close by the end of the third quarter of 2006, pending regulatory approvals and Aviall's stockholder approval, along with other customary closing conditions.

Key Highlights

  • 1Boeing to acquire Aviall, Inc. in an all-cash merger.
  • 2Total transaction value approximately $1.7 billion, plus assumption of $350 million in net debt.
  • 3Purchase price of $48.00 per share for Aviall common stock.
  • 4Acquisition expected to be completed by the end of Q3 2006.
  • 5Transaction is subject to regulatory approvals and Aviall stockholder approval.
  • 6Certain Aviall employee-stockholders have entered into employment and non-competition agreements.
  • 7Boeing has filed the Merger Agreement and a related press release as exhibits.

Frequently Asked Questions

This 8-K filing announces Boeing's entry into a definitive agreement to acquire Aviall, Inc. in an all-cash merger, detailing the key terms of the transaction.

The acquisition is valued at approximately $1.7 billion in cash, with Boeing also assuming approximately $350 million in Aviall's net debt.

The merger is contingent upon several conditions, including obtaining necessary regulatory approvals, approval from Aviall's stockholders, and satisfaction of other customary closing conditions.

Boeing anticipates that the merger will be completed by the end of the third quarter of 2006.