“Boeing–Embraer joint venture”的意思、由来-开放百科全书

On July 5, 2018, Boeing and Embraer announced a joint venture for Embraer's airliners, after Airbus acquired a majority of the competing Bombardier CSeries on October 16, 2017.

History

In December 2017, the Wall Street Journal reported Boeing has been in takeover talks with the 18,000 employee strong Embraer, valuing it over its $3.7 billion market value, awaiting Brazilian government approbation.^[1]

The two companies confirmed that a potential combination was being discussed, with a transaction subject to approval by the Brazilian government and regulators, the two companies’ boards and shareholders^[2]

The potential deal is seen as a reaction to the Airbus-Bombardier deal on the CSeries.^[3]

On December 22, 2017, Brazilian President Michel Temer said the sale of Embraer to Boeing was "out of the question", adding that the government is in favor of partnerships with the company, but warning that it will veto changes in stock control.^[4]

On December 28, defense minister Raul Jungmann opposed transferring control of Embraer SA as its the defense business cannot be separated from its commercial operations, but would welcome a deal maintaining local control of the company.^[5]

On January 2, 2018, Brazilian newspaper Valor Econômico reported that forming joint ventures, sharing costs and income in definite areas, was preferable to avoid changing control of Embraer.^[6]

Embraer’s engineers could work on Boeing’s future developments, the New Midsize Airplane (NMA) or a New Small Airplane, but it wants to control at least Embraer's airliners to avoid repeating the B787 debacle: it partnered with major subcontractors and handed them engineering work, but those weren’t up to the task, resulting in unprecedented delays, overruns of billions of dollars and Boeing was forced to buy out some.^[7]

July 2018 Memorandum of Understanding

On July 5, 2018, a Memorandum of Understanding was announced for a strategic partnership: for $3.8 billion Boeing will hold 80% of a joint venture for Embraers's airliners and services, valued at $4.75 billion, and Embraer will own the remaining 20%.

The joint venture should have $3.5 billion assets against $1.4 billion liabilities, for a $2.1 billion equity value.^[20]

The price paid by Boeing is seen as very favorable to Embraer compared to the amount paid by Airbus for the CSeries.^[21]

In March, Boeing named as President B. Marc Allen, a Boeing executive, and Embraer airliner head John Slattery as CEO.^[22]

References

1. ^{{cite news |url= https://www.wsj.com/articles/boeing-held-takeover-talks-with-brazilian-aircraft-maker-embraer-1513874742 |title= Boeing Held Takeover Talks With Brazilian Aircraft Maker Embraer |author= Dana Mattioli, Dana Cimilluca and Liz Hoffman |date= Dec 21, 2017 |work= Wall Street Journal}}
2. ^{{cite press release |date= December 21, 2017 |title= Boeing and Embraer Confirm Discussions on Potential Combination}} Boeing and [https://embraer.com/global/en/news#/4113-boeing-and-embraer-confirm-discussions-on-potential-combination Embraer]
3. ^{{cite news|title=Boeing Is in Talks for Combination With Regional-Jet Maker Embraer|url=https://www.bloomberg.com/news/articles/2017-12-21/boeing-is-said-in-talks-to-acquire-embraer-wsj-reports|accessdate=December 22, 2017|work=Bloomberg.com|date=December 21, 2017}}
4. ^{{cite news |url=https://oglobo.globo.com/economia/nao-ha-menor-cogitacao-de-transferir-controle-da-embraer-diz-temer-22221325 |author= Letícia Fernandes e Manoel Ventura |title= Capital estrangeiro na Embraer é ‘muito bem-vindo’, diz Temer |date= Dec 22, 2017 |work= O Globo Journal |language= pt}}
5. ^{{cite news |url= https://www.reuters.com/article/us-embraer-m-a-boeing/brazil-defense-ministry-opposes-giving-up-embraer-control-to-boeing-idUSKBN1EM1ET |date= Dec 28, 2017 |title= Brazil defense ministry opposes giving up Embraer control to Boeing |agency= Reuters}}
6. ^{{cite news |url= https://www.reuters.com/article/us-embraer-m-a-boeing/boeing-talks-not-considering-change-of-control-at-embraer-paper-idUSKBN1ER0RB |date= Jan 2, 2018 |title= Boeing talks not considering change of control at Embraer: paper |agency= Reuters}}
7. ^{{cite news |url= https://www.seattletimes.com/business/boeing-aerospace/boeings-bid-to-buy-embraer-could-see-brazilian-engineers-work-on-the-797/ |title= Boeing’s bid to buy Embraer could see Brazilian engineers work on the 797 |date= January 11, 2018 |author= Dominic Gates |newspaper= The Seattle Times}}
8. ^-->It should generate $150 million synergies by year three and add to Boeing's earnings per share from 2020.Boeing will control the new company, managed from Brazil and reporting to Dennis Muilenburg, another defense joint venture will market the KC-390.After negotiation of definitive details, shareholder and regulatory approval is expected by the end of 2019.{{cite press release |title= Boeing and Embraer to Establish Strategic Aerospace Partnership to Accelerate Global Aerospace Growth |date= July 5, 2018 |author= Boeing, [https://embraer.com/global/en/news#/1206396-boeing-and-embraer-to-establish-strategic-aerospace-partnership-to-accelerate-global-aerospace-growth Embraer]}}
9. ^-->Embraer would receive payments for five years before the joint venture would distribute 50% of its profits to shareholders.A lock-up agreement would prevent Embraer or Boeing from selling their shares for 10 years.A put option would protect the minority stake value, allowing Embraer to sell its shares at the same price, inflation adjusted.The new company scope include the designs, manufacturing, certification and sales of the ERJs, E-Jets and E-Jets E2.Embraer will retain its executive business jet and its defence business, but a joint venture for the KC-390 freighter will be explored.{{cite news |url= https://www.flightglobal.com/news/articles/embraer-boeing-agreement-lays-out-terms-of-proposed-452616/ |title= Embraer-Boeing agreement lays out terms of proposed joint venture |date= 11 Oct 2018 |author= Jon Hemmerdinger |work= Flightglobal}}
10. ^-->The government can veto the joint venture and is reluctant to allow it, but president-elect Jair Bolsonaro, which takes office on the first of January, is favorable to the deal.{{cite news |url= https://www.reuters.com/article/us-embraer-m-a-boeing/embraer-boeing-aviation-deal-blocked-by-brazilian-court-idUSKBN1O52BQ |title= Embraer-Boeing aviation deal blocked by Brazilian court |authors= Ricardo Brito, Marcelo Rochabrun |date= 6 Dec 2018 |agency= Reuters}}
11. ^{{cite news |url= https://leehamnews.com/2018/12/06/boeing-deal-crucial-to-embraer-survival-in-doubt/ |title= Boeing deal, “crucial to Embraer survival,” in doubt |date= Dec 6, 2018 |work= Leeham News}}
12. ^{{cite news |url= https://www.flightglobal.com/news/articles/brazil-court-overturns-injunction-against-boeing-emb-454282/ |title= Brazil court overturns injunction against Boeing-Embraer deal |date= 10 Dec 2018 |author= Ghim Lay Yeo |work= Flightglobal}}
13. ^-->To market the KC-390, another joint venture will be owned for 51% by Embraer and 49% by Boeing, and will also need similar authorizations.{{cite press release |author= [https://boeing.mediaroom.com/2018-12-17-Embraer-and-Boeing-Approved-the-Terms-of-Strategic-Aerospace-Partnership-Seek-Brazilian-Government-Approval Boeing] and [https://embraer.com/global/en/news?slug=1206485-embraer-and-boeing-approve-the-terms-of-strategic-aerospace-partnership-and-seek-brazilian-government-approval Embraer] |title= Embraer and Boeing Approved the Terms of Strategic Aerospace Partnership, Seek Brazilian Government Approval |date= Dec 17, 2018}}
14. ^{{cite news |url= https://www.ainonline.com/aviation-news/air-transport/2018-12-17/boeing-embraer-agree-terms-commercial-jv-propose-second-jv-kc-390 |title= Boeing, Embraer Agree To Terms on Commercial JV, Propose Second JV for KC-390 |author= Jerry Siebenmark |date= December 17, 2018 |work= AIN online}}
15. ^{{cite news |url= https://www.reuters.com/article/us-boeing-embraer-injunction/brazil-judge-again-blocks-boeing-embraer-tie-up-as-deal-nears-close-idUSKCN1OJ1L0 |title= Brazil judge again blocks Boeing-Embraer tie-up as deal nears close |date= 20 Dec 2018 |agency= Reuters}}
16. ^{{cite news |url= https://www.reuters.com/article/us-embraer-m-a-boeing-idUSKCN1OL0EW |title=Brazil judge overturns injunction that blocked Embraer-Boeing deal |date=22 December 2018 |agency= Reuters}}
17. ^{{cite news |url= https://www.apnews.com/5f641ccf74134075b98c30eb1b6f0f72 |title= Brazilian justice allows Boeing-Embraer venture to proceed |date=22 December 2018 |agency= Associated Press}}
18. ^{{cite news |url= https://www.reuters.com/article/us-embraer-m-a-boeing/brazil-approves-boeing-embraer-tie-up-with-new-commitment-to-keep-local-jobs-idUSKCN1P42PM |title= Brazil approves Boeing-Embraer tie-up with new commitment to keep local jobs |authors= Marcelo Rochabrun, Maria Carolina Marcello |date= 10 January 2019 |agency= Reuters}}
19. ^{{cite press release |author= [https://boeing.mediaroom.com/2019-02-26-Boeing-Embraer-partnership-receives-shareholder-approval Boeing] and [https://embraer.com/global/en/news?slug=1206540-boeing-embraer-partnership-receives-shareholder-approval Embraer] |title= Boeing-Embraer partnership receives shareholder approval |date= Feb 26, 2019}}
20. ^{{cite news |url= http://aviationweek.com/commercial-aviation/embraer-hopes-e2-sales-surge-2019 |title= Embraer Hopes For E2 Sales Surge In 2019 |date= Jan 25, 2019 |authors= Jens Flottau and Michael Bruno |work= Aviation Week & Space Technology}}
21. ^{{cite news |url= https://airinsight.com/boeing-embraer-partnership-receives-shareholder-approval/ |date= February 26, 2019 |title= Boeing-Embraer partnership receives shareholder approval |author= Addison Schonland |work= AirInsight}}
22. ^{{cite news |url= https://uk.reuters.com/article/embraer-ma-boeing/boeing-names-leadership-for-new-joint-venture-with-embraer-idUKFWN2170A6 |title= Boeing names leadership for new joint venture with Embraer |author= Marcelo Rochabrun |date= March 20, 2019 |agency= Reuters}}

History

July 2018 Memorandum of Understanding

References

Further reading