Acquisitions and Joint Ventures Acquisitions and Joint Ventures

12 Months Ended

Dec. 31, 2018

Acquisitions and Joint Ventures Disclosure [Abstract]

KLX Inc.

On October 9, 2018, we acquired all the outstanding shares of KLX Inc. (KLX). KLX is a global provider of aviation parts and services in the aerospace industry. Its capabilities include distribution and supply chain services. The KLX acquisition is intended to accelerate growth in our services business by allowing Boeing to offer commercial, defense, business and general aviation customers a broader range of offerings. The results of KLX’s operations have been included in our Global Services segment from the acquisition date. KLX’s revenues and earnings from operations from October 9, 2018 through December 31, 2018 were $356 and $50.

The preliminary allocation of the purchase price was as follows:



Cash and cash equivalents		$225
Accounts receivable	260
Inventories	1,321
Other current assets	41
Property, plant & equipment	36
Goodwill	2,110
Intangible assets	965
Other assets	65
Current liabilities	(347		)
Other long-term liabilities	(180		)
Long-term debt	(1,210		)
Total net assets acquired		$3,286

The goodwill has been allocated to the Global Services and Commercial Airplanes segments based on revenue synergies expected to be realized from the integration of KLX’s products and services and expected cost synergies primarily resulting from the consolidation of procurement spending and functional support. Approximately $533 of the acquired goodwill and intangible assets is deductible for tax purposes. The acquired intangible assets primarily relate to customer and supplier relationships and have a weighted-average useful life of 17.5 years.Strategic Partnership with Embraer

On July 5, 2018, we and Embraer S.A. (Embraer) announced the signing of a Memorandum of Understanding to establish a strategic partnership between the two companies. On December 17, 2018, the terms of the strategic partnership were agreed by both companies. The agreed terms define the joint venture comprising the commercial aircraft and services operations of Embraer, in which Boeing will acquire an 80 percent ownership stake for $4.2 billion. The companies have also agreed to the terms of another joint venture to promote and develop new markets for the multi-mission medium airlift KC-390, in which Boeing will hold a 49 percent ownership stake. On January 10, 2019, the Government of Brazil reviewed the terms of the strategic partnership and advised it would not exercise its Golden Share veto power, allowing the transaction to move forward. On January 11, 2019, the Embraer Board of Directors ratified its prior approval of the strategic partnership and authorized execution of the definitive transaction documents. On January 24, 2019, the definitive transaction documents were executed. The transaction remains subject to Embraer shareholder and regulatory approvals, as well as other customary closing conditions. Assuming approvals are received in a timely manner, the transaction is intended to close by

the end of 2019. If the transaction is not completed due to failure to obtain antitrust approvals, we would be required to pay a termination fee of $100.