Embraer's shareholders have approved a plan to sell majority ownership of its commercial aircraft unit to Boeing, bringing the companies closer to achieving a goal of closing the deal by year-end.
Shareholders also approved a plan for Boeing to take a major stake in Embraer's KC-390 airlifter programme.
The partnership was approved by 96.8% of voters, leaving the deal subject only to regulatory approvals and satisfaction of conditions upon closure, says Embraer. The voting shareholders own 67% of Embraer's stock.
Under the proposed agreement, Boeing will acquire 80% of "all aspects" of Embraer's commercial aircraft division, including aircraft design, manufacturing, certification, services and sales work related to ERJs, E-Jets and E-Jet E2 family aircraft, according to a memorandum of understanding.
Embraer will retain 20% ownership, though Boeing will hold "full strategic and operational control and management", says the document. The plan would transfer Embraer's commercial unit into a new company.
The deal now values Embraer's commercial division at $5.26 billion, meaning Boeing's 80% stake will cost $4.2 billion, Embraer says. Those figures are more than the $4.75 billion value that Boeing had last year assigned to Embraer's commercial unit.
The partnership also calls for the establishment of a joint business to promote and develop Embraer's KC-390. Boeing will take 49% ownership of the programme, with Embraer's retaining 51% ownership.
"This groundbreaking partnership will position both companies to deliver a stronger value proposition for our customers and other stakeholders and create more opportunities for our employees," states Embraer chief executive Paulo Cesar de Souza e Silva. "Our agreement will create mutual benefits and boost the competitiveness of both Embraer and Boeing."
Boeing chief executive Dennis Muilenburg expects the deal to "build on Boeing's and Embraer's long history of collaboration, benefit our customers, and accelerate our future growth".
Embraer notes: "The closing of the transaction is now subject to obtaining regulatory approvals and the satisfaction of other customary closing conditions, which Boeing and Embraer hope to achieve by the end of 2019."
Boeing and Embraer announced their intention to partner in July 2018. Embraer's and Boeing's boards of directors and the Brazilian government approved the plan in January.