0000950170-22-022565 | 10-Q | XBRL Viewer

Completed technology

Customer relationships

Print Document View Excel Document

Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2022	Nov. 01, 2022
Cover [Abstract]
Amendment Flag	false
Document Type	10-Q
Document Quarterly Report	true
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Document Transition Report	false
Current Fiscal Year End Date	--12-31
Document Period End Date	Sep. 30, 2022
Entity Interactive Data Current	Yes
Entity Current Reporting Status	Yes
Entity Registrant Name	MKS INSTRUMENTS, INC.
Entity Central Index Key	0001049502
Trading Symbol	MKSI
Entity Filer Category	Large Accelerated Filer
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Small Business	false
Entity Common Stock, Shares Outstanding		66,506,770
Entity File Number	0-23621
Entity Tax Identification Number	04-2277512
Entity Address, Address Line One	2 Tech Drive, Suite 201,
Entity Address, City or Town	Andover
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	01810
Entity Incorporation, State or Country Code	MA
City Area Code	978
Local Phone Number	645-5500
Security Exchange Name	NASDAQ
Title of 12(b) Security	Common Stock

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 884	$ 966
Short-term investments	1	76
Trade accounts receivable, net of allowance for doubtful accounts of $11 and $4 at September 30, 2022 and December 31, 2021, respectively	730	443
Inventories	961	577
Other current assets	215	85
Total current assets	2,791	2,147
Property, plant and equipment, net	655	326
Right-of-use assets	235	184
Goodwill	3,851	1,228
Intangible assets, net	3,653	576
Other assets	187	79
Total assets	11,372	4,540
Current liabilities:
Short-term debt	95	9
Accounts payable	410	168
Accrued compensation	92	132
Income taxes payable	92	25
Lease liabilities	27	18
Deferred revenue and customer advances	103	37
Other current liabilities	192	71
Total current liabilities	1,011	460
Long-term debt, net	4,893	808
Non-current deferred taxes	893	99
Non-current accrued compensation	131	49
Non-current lease liabilities	220	193
Other non-current liabilities	75	44
Total liabilities	7,223	1,653
Commitments and contingencies (Note 18)
Stockholders’ equity:
Preferred Stock, $0.01 par value per share, 2 shares authorized; none issued and outstanding	0	0
Common Stock, no par value, 200 shares authorized; 66.5 and 55.5 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively	0	0
Additional paid-in capital	2,124	907
Retained earnings	2,233	1,991
Accumulated other comprehensive loss	(208)	(11)
Total stockholders’ equity	4,149	2,887
Total liabilities and stockholders’ equity	$ 11,372	$ 4,540

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 11	$ 4
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	2,000,000	2,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	66,500,000	55,500,000
Common stock, shares outstanding	66,500,000	55,500,000

Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Net revenues:
Net revenues	$ 954	$ 742	$ 2,461	$ 2,186
Cost of revenues:
Cost of revenues	564	394	1,399	1,160
Gross profit	390	348	1,062	1,026
Research and development	63	52	168	149
Selling, general and administrative	126	95	319	289
Acquisition and integration costs	31	9	41	21
Restructuring and other	5	2	10	10
Amortization of intangible assets	47	15	77	40
Gain on sale of long-lived assets	0	0	(7)	0
Income from operations	118	175	454	517
Interest income	1	0	2	1
Interest expense	80	6	93	19
Other (income) expense, net	(1)	3	(4)	12
Income before income taxes	40	166	367	487
Provision for income taxes	34	34	88	86
Net income	6	132	279	401
Other comprehensive (loss) income, net of tax:
Changes in value of financial instruments designated as cash flow hedges	48	3	73	14
Foreign currency translation adjustments	(227)	(18)	(275)	(32)
Net unrecognized pension gain	5	0	5	0
Total comprehensive (loss) income	$ (168)	$ 117	$ 82	$ 383
Net income per share:
Basic	$ 0.09	$ 2.39	$ 4.85	$ 7.24
Diluted	$ 0.09	$ 2.38	$ 4.84	$ 7.21
Weighted average common shares outstanding:
Basic	61.0	55.5	57.4	55.4
Diluted	61.1	55.7	57.6	55.7
Products [Member]
Net revenues:
Net revenues	$ 841	$ 649	$ 2,153	$ 1,911
Cost of revenues:
Cost of revenues	506	345	1,243	1,012
Services [Member]
Net revenues:
Net revenues	113	93	308	275
Cost of revenues:
Cost of revenues	$ 58	$ 49	$ 156	$ 148

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Millions	Total	Common Stock [Member]	Additional Paid-In Capital [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Loss [Member]
Beginning Balance at Dec. 31, 2020	$ 2,361	$ 0	$ 873	$ 1,488	$ 0
Beginning Balance, Shares at Dec. 31, 2020		55,200,000
Net issuance under stock-based plans	(5)		(5)
Net issuance under stock-based plans, Shares		100,000
Stock-based compensation	10		10
Cash dividend	(11)			(11)
Comprehensive income (net of tax):
Net income	122			122
Other comprehensive income (loss)	(8)				(8)
Ending Balance at Mar. 31, 2021	2,469	$ 0	878	1,599	(8)
Ending Balance, Shares at Mar. 31, 2021		55,300,000
Beginning Balance at Dec. 31, 2020	2,361	$ 0	873	1,488	0
Beginning Balance, Shares at Dec. 31, 2020		55,200,000
Comprehensive income (net of tax):
Net income	401
Ending Balance at Sep. 30, 2021	2,728	$ 0	893	1,853	(18)
Ending Balance, Shares at Sep. 30, 2021		55,500,000
Beginning Balance at Mar. 31, 2021	2,469	$ 0	878	1,599	(8)
Beginning Balance, Shares at Mar. 31, 2021		55,300,000
Net issuance under stock-based plans	(3)		(3)
Net issuance under stock-based plans, Shares		100,000
Stock-based compensation	9		9
Cash dividend	(12)			(12)
Comprehensive income (net of tax):
Net income	146			146
Other comprehensive income (loss)	5				5
Ending Balance at Jun. 30, 2021	2,614	$ 0	884	1,733	(3)
Ending Balance, Shares at Jun. 30, 2021		55,400,000
Net issuance under stock-based plans, Shares		100,000
Stock-based compensation	9		9
Cash dividend	(12)			(12)
Comprehensive income (net of tax):
Net income	132			132
Other comprehensive income (loss)	(15)				(15)
Ending Balance at Sep. 30, 2021	2,728	$ 0	893	1,853	(18)
Ending Balance, Shares at Sep. 30, 2021		55,500,000
Beginning Balance at Dec. 31, 2021	2,887	$ 0	907	1,991	(11)
Beginning Balance, Shares at Dec. 31, 2021		55,500,000
Net issuance under stock-based plans	(6)		(6)
Net issuance under stock-based plans, Shares		100,000
Stock-based compensation	8		8
Cash dividend	(12)			(12)
Comprehensive income (net of tax):
Net income	143			143
Other comprehensive income (loss)	7				7
Ending Balance at Mar. 31, 2022	3,027	$ 0	909	2,122	(4)
Ending Balance, Shares at Mar. 31, 2022		55,600,000
Beginning Balance at Dec. 31, 2021	2,887	$ 0	907	1,991	(11)
Beginning Balance, Shares at Dec. 31, 2021		55,500,000
Comprehensive income (net of tax):
Net income	279
Ending Balance at Sep. 30, 2022	4,149		2,124	2,233	(208)
Ending Balance, Shares at Sep. 30, 2022		66,500,000
Beginning Balance at Mar. 31, 2022	3,027	$ 0	909	2,122	(4)
Beginning Balance, Shares at Mar. 31, 2022		55,600,000
Net issuance under stock-based plans	1		1
Net issuance under stock-based plans, Shares		100,000
Stock-based compensation	13		13
Cash dividend	(12)			(12)
Comprehensive income (net of tax):
Net income	130			130
Other comprehensive income (loss)	(30)				(30)
Ending Balance at Jun. 30, 2022	3,129	$ 0	923	2,240	(34)
Ending Balance, Shares at Jun. 30, 2022		55,700,000
Net issuance under stock-based plans	5		5
Net issuance under stock-based plans, Shares		100,000
Shares issued for Atotech Acquisition	1,186		1,186
Shares issued for Atotech Acquisition, Shares		10.7
Stock-based compensation	10		10
Cash dividend	(13)			(13)
Comprehensive income (net of tax):
Net income	6			6
Other comprehensive income (loss)	(174)				(174)
Ending Balance at Sep. 30, 2022	$ 4,149		$ 2,124	$ 2,233	$ (208)
Ending Balance, Shares at Sep. 30, 2022		66,500,000

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) (Parenthetical) - $ / shares	3 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021
Statement of Stockholders' Equity [Abstract]
Cash dividend, per common share	$ 0.22	$ 0.22	$ 0.22	$ 0.22	$ 0.22	$ 0.20

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Cash flows from operating activities:
Net income	$ 279	$ 401
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	120	76
Amortization of inventory step-up adjustment to fair value	39	0
Unrealized loss (gain) on derivatives not designated as hedging instruments	6	(1)
Amortization of debt issuance costs and original issue discount	46	2
Gain on sale of long-lived assets	(7)	0
Stock-based compensation	31	28
Provision for excess and obsolete inventory	10	14
Deferred income taxes	4	7
Other	3	1
Changes in operating assets and liabilities, net of acquired assets and liabilities:
Trade accounts receivable	(37)	(51)
Inventories	(188)	(62)
Other current and non-current assets	2	0
Accounts payable	55	38
Current and non-current accrued compensation	(37)	3
Income taxes payable	(27)	(29)
Other current and non-current liabilities	46	18
Net cash provided by operating activities	345	445
Cash flows from investing activities:
Acquisition of business, net of cash acquired	(4,473)	(268)
Purchases of investments	(1)	(497)
Maturities of investments	76	342
Sales of investments	0	135
Proceeds from sale of long-lived assets	7	0
Purchases of property, plant and equipment	(109)	(63)
Net cash used in investing activities	(4,500)	(351)
Cash flows from financing activities:
Proceeds from borrowings, net of deferred financing fees paid	4,985	1
Payments of borrowings	(835)	(13)
Dividend payments	(37)	(36)
Net payments related to employee stock awards	(5)	(14)
Net cash provided by (used in) financing activities	4,108	(62)
Effect of exchange rate changes on cash and cash equivalents	(35)	(7)
(Decrease) increase in cash and cash equivalents	(82)	25
Cash and cash equivalents at beginning of period	966	608
Cash and cash equivalents at end of period	$ 884	$ 633

Basis of Presentation

9 Months Ended

Sep. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

The terms "MKS" and the "Company" refer to MKS Instruments, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The interim financial data as of September 30, 2022, and for the three and nine months ended September 30, 2022, are unaudited; however, in the opinion of MKS, the interim data includes all adjustments, consisting of normal recurring adjustments, necessary for a fair statement of the results for the interim periods. The condensed consolidated balance sheet presented as of December 31, 2021 has been derived from the consolidated audited financial statements as of that date. The unaudited condensed consolidated financial statements presented herein have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by United States generally accepted accounting principles ("U.S. GAAP"). The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the MKS Annual Report on Form 10-K for the year ended December 31, 2021 filed with the U.S. Securities and Exchange Commission on February 28, 2022.

The preparation of these unaudited condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, management evaluates its estimates and judgments, including those related to revenue recognition, inventory valuation, warranty costs, stock-based compensation, intangible assets, goodwill, other long-lived assets and income taxes. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

In the first quarter of 2022, MKS updated the names of its then-three divisions in order to simplify its naming convention. These divisions, formerly known as the Vacuum & Analysis Division, the Light & Motion Division and the Equipment & Solutions Division, were renamed the Vacuum Solutions Division ("VSD"), the Photonics Solutions Division ("PSD") and the Equipment Solutions Division ("ESD"), respectively. On August 17, 2022, the Company completed its acquisition of Atotech Limited ("Atotech") and refers to Atotech as its Materials Solutions Division ("MSD"). During the third quarter of 2022, MKS consolidated its Equipment Solutions business, previously ESD, into a component of PSD and prior periods were recast to reflect this change. MKS' reportable segments as of September 30, 2022 consist of its current three divisions, VSD, PSD and MSD. For additional information about the acquisition of Atotech (the "Atotech Acquisition"), see Note 8 to the condensed consolidated financial statements.

Revenue from Contracts with Customers

9 Months Ended

Sep. 30, 2022

Revenue from Contract with Customer [Abstract]

Revenue from Contracts with Customers

2) Revenue from Contracts with Customers

Contract assets as of September 30, 2022 and December 31, 2021 were $46 and $4, respectively, with the increase attributable to the Atotech Acquisition. A roll-forward of the Company's deferred revenue and customer advances is as follows:


	Nine Months Ended
	September 30, 2022			September 30, 2021
Beginning balance, January 1(1)	$	40		$	37
Assumed deferred revenue and customer advances from Atotech Acquisition		36			—
Additions to deferred revenue and customer advances		149			68
Amount of deferred revenue and customer advances recognized in income		(121	)		(64	)
Ending balance, September 30(2)	$	104		$	41

(1)

Beginning balance as of January 1, 2022 included $37 of current deferred revenue and customer advances and $3 of non-current deferred revenue. Beginning balance as of January 1, 2021 included $31 of current deferred revenue and customer advances and $6 of non-current deferred revenue.

(2)

Ending balance as of September 30, 2022 included $103 of current deferred revenue and customer advances and $1 of non-current deferred revenue. Ending balance as of September 30, 2021 included $37 of current deferred revenue and customer advances and $4 of non-current deferred revenue.

Disaggregation of Revenue

The following tables summarize revenue from contracts with customers:


	Three Months Ended September 30, 2022
	VSD		PSD		MSD		Total
Net revenues:
Products	$	450	$	227	$	164	$	841
Services		60		40		13		113
Total net revenues	$	510	$	267	$	177	$	954


	Three Months Ended September 30, 2021
	VSD		PSD		MSD		Total
Net revenues:
Products	$	426	$	223	$	—	$	649
Services		57		36		—		93
Total net revenues	$	483	$	259	$	—	$	742


	Nine Months Ended September 30, 2022
	VSD		PSD		MSD		Total
Net revenues:
Products	$	1,310	$	679	$	164	$	2,153
Services		181		114		13		308
Total net revenues	$	1,491	$	793	$	177	$	2,461


	Nine Months Ended September 30, 2021
	VSD		PSD		MSD		Total
Net revenues:
Products	$	1,204	$	707	$	—	$	1,911
Services		173		102		—		275
Total net revenues	$	1,377	$	809	$	—	$	2,186

Revenue from certain custom products, including MSD plating lines, and revenue from certain service contracts are recorded over time. Remaining product and services revenues are recorded at a point in time.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

+ Details

Investments

9 Months Ended

Sep. 30, 2022

Investments, Debt and Equity Securities [Abstract]

Investments

3) Investments

The following tables show the gross unrealized gains and (losses) aggregated by investment category for available-for-sale investments:


As of September 30, 2022:	Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Estimated Fair Value
Short-term investments:
Time deposits and certificates of deposit	$	1	$	—	$	—	$	1


As of September 30, 2022:	Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Estimated Fair Value
Long-term investments:
Group insurance contracts	$	5	$	—	$	—	$	5


As of December 31, 2021:	Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Estimated Fair Value
Short-term investments:
Available-for-sale investments:
Time deposits and certificates of deposit	$	22	$	—	$	—	$	22
Commercial paper		42		—		—		42
U.S. treasury obligations		11		—		—		11
U.S. agency obligations		1		—		—		1
	$	76	$	—	$	—	$	76


As of December 31, 2021:	Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Estimated Fair Value
Long-term investments:
Group insurance contracts	$	5	$	1	$	—	$	6

Management has the ability to liquidate certain of the Company's investments in order to meet the Company's liquidity needs in the next 12 months. Accordingly, certain investments with contractual maturities greater than one year from the date of purchase are classified as short-term on the accompanying balance sheets.

Interest income is accrued as earned. Dividend income is recognized as income on the date the security trades "ex-dividend." The cost of marketable securities sold is determined by the specific identification method. Realized gains or losses are reflected in income and were not material in each of the periods presented.

Fair Value Measurements

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

4) Fair Value Measurements

In accordance with the provisions of fair value accounting, a fair value measurement assumes that the transaction to sell an asset or transfer a liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability and defines fair value based upon an exit price model.

The fair value measurement guidance establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The guidance describes three levels of inputs that may be used to measure fair value:

Level 1 Quoted prices in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.

Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 2 assets and liabilities include debt securities with quoted prices that are traded less frequently than exchange-traded instruments or securities or derivative contracts that are valued using a pricing model with inputs that are observable in the market or can be derived principally from or corroborated by observable market data.

Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the Company categorizes such assets and liabilities based on the lowest level input that is significant to the fair value measurement in its entirety. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability.

Assets and liabilities of the Company are measured at fair value on a recurring basis as of September 30, 2022 and are summarized as follows:


			Fair Value Measurements at Reporting Date Using
Description	September 30, 2022		Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash equivalents:
Money market funds	$	17	$	17	$	—	$	—
Available-for-sale investments:
Time deposits and certificates of deposit		1		—		1		—
Group insurance contracts		6		—		6		—
Derivatives
Foreign exchange forward contracts		22		—		22		—
Interest rate hedges - non-current		115		—		115
Pension and deferred compensation plan assets		19		—		19		—
Total assets	$	180	$	17	$	163	$	—
Liabilities:
Derivatives
Foreign exchange forward contracts	$	16	$	—	$	16	$	—
Total liabilities	$	16	$	—	$	16	$	—
Reported as follows:
Assets:
Cash equivalents	$	17	$	17	$	—	$	—
Short-term investments		1		—		1		—
Other current assets		23		—		23		—
Total current assets	$	41	$	17	$	24	$	—
Other assets	$	139	$	—	$	139	$	—
Liabilities:
Other current liabilities	$	16	$	—	$	16	$	—

Assets and liabilities of the Company are measured at fair value on a recurring basis as of December 31, 2021 and are summarized as follows:


			Fair Value Measurements at Reporting Date Using
Description	December 31, 2021		Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash equivalents:
Money market funds	$	55	$	55	$	—	$	—
U.S. treasury obligations		175		—		175		—
Available-for-sale investments:
Time deposits and certificates of deposit		22		—		22		—
Commercial paper		42				42
U.S. treasury obligations		11		—		11		—
U.S. agency obligations		1				1
Group insurance contracts		6		—		6		—
Derivatives
Foreign exchange forward contracts		3		—		3		—
Foreign currency options		3		—		3		—
Interest rate hedge - non-current		9		—		9		—
Pension and deferred compensation plan assets		20		—		20		—
Total assets	$	347	$	55	$	292	$	—
Liabilities:
Derivatives
Foreign exchange forward contracts	$	1	$	—	$	1	$	—
Interest rate hedge - non-current		5		—		5		—
Total liabilities	$	6	$	—	$	6	$	—
Reported as follows:
Assets:
Cash equivalents	$	230	$	55	$	175	$	—
Short-term investments		76		—		76		—
Other current assets		6		—		6
Total current assets	$	312	$	55	$	257	$	—
Other assets	$	35	$	—	$	35	$	—
Liabilities:
Other current liabilities	$	1	$	—	$	1	$	—
Other liabilities	$	5	$	—	$	5	$	—

Money Market Funds

Money market funds are classified as cash equivalents.

Pension and Deferred Compensation Plan Assets

The pension and deferred compensation plan assets represent investments in mutual funds, exchange traded funds, government securities and other time deposits. These investments are set aside for retirement benefits of certain of the Company's subsidiaries.

Derivatives

As a result of the Company's global operating activities and variable interest rate borrowings, the Company is exposed to market risks from changes in foreign currency exchange rates and interest rates, which may adversely affect its operating results and financial position. When deemed appropriate, the Company minimizes its risks from foreign currency exchange rate and interest rate fluctuations through the use of derivative financial instruments. The principal market in which the Company executes its foreign currency contracts and options, interest rate swaps and interest rate caps is the institutional market in an over-the-counter environment with a relatively high level of price transparency. The market participants are typically large commercial banks. The foreign exchange forward contracts and options and interest rate swaps and interest rate caps are valued using broker quotations or market transactions.

Derivatives

9 Months Ended

Sep. 30, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

5) Derivatives

Foreign Exchange Forward Contracts

The Company hedges a portion of its forecasted foreign currency-denominated intercompany sales of inventory, over a maximum period of eighteen months, using foreign exchange forward contracts accounted for as cash-flow hedges. To the extent these derivatives are effective in offsetting the variability of the hedged cash flows, and otherwise meet the hedge accounting criteria, changes in the derivatives' fair value are not included in current earnings but are included in other comprehensive income ("OCI") in stockholders' equity. These changes in fair value will subsequently be reclassified into earnings, as applicable, when the forecasted transaction occurs. To the extent that a previously designated hedging transaction is no longer an effective hedge, any ineffectiveness measured in the hedging relationship is recorded in earnings in the period it occurs. The cash flows resulting from foreign exchange forward contracts are classified in the condensed consolidated statements of cash flows as part of cash flows from operating activities. The Company does not enter into derivative instruments for trading or speculative purposes.

The Company also enters into foreign exchange forward contracts to hedge against changes in the balance sheet for certain subsidiaries to mitigate the risk associated with certain foreign currency transactions in the ordinary course of business. These derivatives are not designated as cash flow hedging instruments and gains or losses from these derivatives are recorded immediately in other (income) expense, net.

As of September 30, 2022 and December 31, 2021, the Company had outstanding foreign exchange forward contracts with gross notional values of $711 and $241, respectively. The following tables provide a summary of the primary net hedging positions and corresponding fair values held as of September 30, 2022 and December 31, 2021:


	September 30, 2022
Currency Hedged (Buy/Sell)	Gross Notional Value		Fair Value Asset (Liability)
U.S. dollar/Japanese yen	$	51	$	6
U.S. dollar/South Korean won		105		10
U.S. dollar/euro		13		1
U.S. dollar/U.K. pound sterling		6		1
U.S. dollar/Taiwan dollar		41		3
euro/Chinese renminbi		27		—
U.K. pound sterling/euro		4		—
euro/U.S. dollar		426		(13	)
Japanese yen/U.S. dollar		38		(2	)
Total	$	711	$	6


	December 31, 2021
Currency Hedged (Buy/Sell)	Gross Notional Value		Fair Value Asset
U.S. dollar/Japanese yen	$	60	$	2
U.S. dollar/South Korean won		108		1
U.S. dollar/euro		15		—
U.S. dollar/U.K. pound sterling		11		—
U.S. dollar/Taiwan dollar		47		—
Total	$	241	$	3

The following table provides a summary of the gains (losses) on derivatives designated as cash flow hedging instruments:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Foreign exchange forward contracts:
Net gains recognized in accumulated OCI	$	48	$	3	$	73	$	14
Net gains (losses) reclassified from accumulated OCI into income	$	5	$	—	$	9	$	(2	)

The net amount of existing gains as of September 30, 2022 expected to be reclassified from OCI into earnings within the next 12 months is immaterial.

Interest Rate Swap and Interest Rate Cap Agreements

The Company has various interest rate swap agreements that exchange a forward-looking term rate based on the variable secured overnight financing rate ("Term SOFR") paid on the outstanding balance of its New Term Loan Facility, as defined and further described in Note 10, to a fixed rate. The Company acquired USD LIBOR interest rate cap agreements as a result of the Atotech Acquisition and is utilizing these agreements to offset the variable Term SOFR rate on its New Term Loan Facility. The Company's USD LIBOR based swaps and USD LIBOR based interest rate caps will convert to Term SOFR after LIBOR's termination in June 2023 according to the terms of each instrument. The table below summarizes interest rate swaps and interest rate caps outstanding at September 30, 2022 and December 31, 2021:


									September 30, 2022		December 31, 2021
Effective Date	Maturity	Fixed Rate			Notional Amount at Effective Date		Notional Amount at September 30, 2022		Fair Value Asset		Fair Value Asset (Liability)

April 5, 2019	March 31, 2023		2.309	%	$	300	$	200	$	2	$	(5	)
October 26, 2021	February 28, 2025		0.485	%		200		200		17		4
March 31, 2022	February 28, 2025		0.623	%		100		100		22		5
September 30, 2022	September 30, 2026		3.156	%		350		350		9		—
January 2,2024	January 31, 2028		2.841	%		250		—		7		—
September 30, 2022	September 30, 2027		3.198	%		350		350		10		—
January 2, 2024	January 31, 2029		2.986	%		250		—		6		—
September 30, 2022	September 30, 2026		3.358	%		600		600		10		—
						2,400		1,800		83		4

March 31, 2020	January 31, 2024		1.000	%		350		350		16		—
March 31, 2020	January 31, 2024		1.000	%		350		350		16		—
						700		700		32		—
					$	3,100	$	2,500	$	115	$	4

The interest rate swaps are recorded at fair value on the balance sheet and changes in the fair value are recognized in OCI. To the extent these arrangements are no longer effective hedges, any ineffectiveness measured in the hedging relationships is recorded immediately in earnings in the period it occurs. Changes in the fair value of interest rate caps are recorded immediately in earnings, as the Company has not designated these instruments as hedges and therefore these instruments do not qualify for hedge accounting.

The following table provides a summary of the losses on derivatives not designated as hedging instruments, consisting of balance sheet hedges and interest rate caps:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Net losses recognized in income	$	(11	)	$	(2	)	$	(4	)	$	(9	)

Currency Option Agreements

In connection with financing the Atotech Acquisition, the Company issued euro denominated term loan debt. In anticipation of entering into these euro denominated loans, in 2021 the Company purchased foreign currency option contracts to fix the conversion of EUR 300 into U.S. dollars. The options settled on January 31, 2022 and the Company recorded a gain of $5, net of premiums, which is included in other (income) expense, net.

Inventories

9 Months Ended

Sep. 30, 2022

Inventory Disclosure [Abstract]

Inventories

6) Inventories

Inventories consist of the following:


	September 30, 2022		December 31, 2021
Raw materials	$	655	$	394
Work-in-process		130		83
Finished goods		176		100
	$	961	$	577

Leases

9 Months Ended

Sep. 30, 2022

Leases [Abstract]

Leases

7) Leases

The Company has various operating leases for real estate and non-real estate items. Non-real estate leases are mainly comprised of automobiles, but also include office equipment and other lower-valued items. As most of the Company's leases do not provide an implicit rate, an incremental borrowing rate is used based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. In connection with the Atotech Acquisition, the Company acquired $69 in right of use assets and $52 in lease liabilities, primarily related to real estate leases. Approximately $51 of the acquired right of use assets are finance leases.

Acquisitions

9 Months Ended

Sep. 30, 2022

Business Combinations [Abstract]

Acquisitions

8) Acquisitions

Atotech

On August 17, 2022 (the "Effective Date"), the Company completed the Atotech Acquisition, through the acquisition of the entire issued share capital of Atotech by Atotech Manufacturing, Inc. ("Bidco"), a Delaware corporation and indirect wholly owned subsidiary of the Company. The Atotech Acquisition was implemented by means of a scheme of arrangement under the laws of Jersey (the "Scheme") pursuant to the definitive agreement entered into by the Company and Atotech on July 1, 2021, as amended by the Letter Agreement dated October 29, 2021 by and among the Company, Atotech and Bidco and as further amended by the Amendment to the Implementation Agreement dated April 1, 2022 by and among the Company, Atotech and Bidco (together, the "Implementation Agreement").

Atotech develops leading process and manufacturing technologies for advanced surface modification, electroless and electrolytic plating, and surface finishing. Applying a comprehensive systems-and-solutions approach, Atotech's portfolio includes chemistry, equipment, software, and services for innovative and high-technology applications in a wide variety of end markets. Atotech further broadens the Company's capabilities by bringing leadership in critical chemistry solutions for advanced electronics and specialty industrial applications.

On the Effective Date, pursuant to the Scheme and in accordance with terms and conditions of the Implementation Agreement, Bidco acquired each issued and outstanding ordinary share of Atotech in exchange for per share consideration of $16.20 in cash and 0.0552 of a share of Company common stock. The Company funded the payment of the aggregate cash consideration with a combination of cash on hand and the proceeds from the New Term Loan Facility as defined in Note 10.

As a result of the Atotech Acquisition, the Company issued an aggregate of 10.7 shares of Company common stock to the former Atotech shareholders.

The preliminary purchase price of Atotech consisted of the following:


Cash consideration to Atotech stockholders, net	$	2,886
Value of MKS shares issued		1,186
Repayment of Atotech debt(1)		1,545
Settlement of Atotech share-based awards(2)		47
Total purchase price, net of cash and cash equivalents acquired	$	5,664

(1)

Represents the cash paid for the outstanding principal of Atotech's senior secured term loans.

(2)

Represents the amount paid to the holders of Atotech options that became fully vested on the Effective Date and the fair value of vested but unissued Atotech share-based awards.

Under the acquisition method of accounting, the total estimated purchase price is allocated to the acquired tangible and intangible assets and assumed liabilities of Atotech based on their fair values as of the Effective Date, except for contract assets and liabilities, which remain at book value in accordance with Accounting Standards Codification 606. Any excess of the acquisition consideration over the fair value of assets acquired and liabilities assumed is allocated to goodwill and none of this goodwill or intangible assets will be deductible for tax purposes. The Company believes the amount of goodwill relative to identifiable intangible assets relates to several factors, including (1) broadening its position in key industrial end markets to offer complementary solutions, and (2) leveraging component and systems expertise to provide robust solutions to meet customer evolving technology needs.

The following table summarizes the allocation of the preliminary purchase price to the fair values assigned to assets acquired and liabilities assumed at the Effective Date:


Cash and cash equivalents	$	238
Trade accounts receivable		273
Inventories		280
Other current assets		114
Property, plant and equipment		285
Intangible assets		3,251
Goodwill		2,720
Other assets		146
Total assets acquired		7,307
Accounts payable		197
Other current liabilities		203
Non-current deferred taxes		859
Non-current accrued compensation		94
Other non-current liabilities		52
Total liabilities assumed		1,405
Fair value of assets acquired and liabilities assumed		5,902
Less: Cash and cash equivalents acquired		(238	)
Total purchase price, net of cash and cash equivalents acquired	$	5,664

The allocation of estimated purchase consideration to the acquired tangible and intangible assets and assumed liabilities of Atotech is preliminary and subject to change during the measurement period. The Company is in the process of finalizing information related to the allocation of assets acquired and liabilities assumed.

The following table reflects the preliminary allocation of the acquired intangible assets and related estimate of useful lives at the Effective Date:


Developed technology	$	813	9 years
Customer relationships		2,080	16 years
Trade names		195	8 years
Other intangible assets		98	4 years
In process research and development		65	12 years
	$	3,251

The acquired intangible assets are being amortized on a straight-line basis, which approximates the economic use of the assets over their estimated useful lives.

The net fair value of the acquired intangibles was based upon publicly available benchmarked information as well as a variety of other assumptions, including market participant assumptions, as the preliminary valuation report has not been completed. The valuations were based on the information that was available through the filing date of this 10-Q that existed as of the Effective Date and the expectations and assumptions that have been deemed reasonable by the Company's management. There are inherent uncertainties and management judgment required in these determinations.

While the Company uses its best estimates and assumptions as part of the purchase price allocation process to value the assets acquired and liabilities assumed on the Effective Date, its estimates and assumptions are subject to refinement. Fair value estimates are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact the Company's results of operations. The finalization of the purchase accounting assessment will result in a change in the valuation of assets acquired and liabilities assumed and may have a material impact on the Company's results of operations and financial position. As a result, during the measurement period, which may be up to one year from the Effective Date, the Company records adjustments to the assets acquired and liabilities assumed with a corresponding offset to goodwill to reflect additional information received about facts and circumstances which existed at the Effective Date. The Company records adjustments to the assets acquired and liabilities assumed subsequent to the purchase price allocation period in the Company's operating results in the period in which the adjustments are determined. The size and breadth of the Atotech Acquisition will necessitate the use of this one-year measurement period to adequately analyze and assess a number of the factors used in establishing the fair value of certain tangible and intangible assets acquired and liabilities assumed as of the Effective Date and the related tax impacts of any changes made. Any potential adjustments made could be material in relation to the preliminary values presented above.

The results of this acquisition were included in the Company's consolidated statement of operations beginning on August 17, 2022. The Atotech business constitutes the Company's MSD reportable segment (see Note 16).

The Company's condensed consolidated statement of operations for the three and nine months ended September 30, 2022, includes the following amounts of revenue and net income of Atotech since the Effective Date:


	Three and Nine Months Ended September 30,
	2022
Total net revenues	$	177
Net loss	$	(44	)

During the three and nine months ended September 30, 2022, the Company recognized acquisition and integration costs, substantially all of which related to the Atotech Acquisition.

Pro Forma Results

The following unaudited pro forma financial information presents the combined results of operations of the Company as if the Atotech Acquisition had occurred on January 1, 2021. The unaudited pro forma financial information is not necessarily indicative of what the Company's condensed consolidated results of operations actually would have been had the acquisition occurred at the beginning of the year. In addition, the unaudited pro forma financial information does not attempt to project the future results of operations of the combined Company.


	Three Months Ended September 30,					Nine Months Ended September 30,
	2022			2021		2022		2021
Total net revenues	$	1,141		$	1,125	$	3,364	$	3,298
Net (loss) income	$	(34	)	$	95	$	166	$	193

The unaudited pro forma information for the three and nine months ended September 30, 2022 and 2021 give effect primarily to the following:

•

Applying the Company's accounting policies;

•

Incremental interest expense related to the New Term Loan Facility;

•

Incremental amortization of acquired intangible assets related to the estimated fair value from the purchase price allocation;

•

The exclusion of inventory step-up amortization from the three and nine months ended September 30, 2022 and the addition of this amortization to the nine months ended September 30, 2021;

•

Incremental compensation expense for share-based compensation arrangements; and

•

The estimated tax impact of the above adjustments.

Photon Control

On July 15, 2021, the Company completed its acquisition of Photon Control Inc. ("Photon Control") and such acquisition, the "Photon Control Acquisition"), pursuant to a definitive agreement (the "Arrangement Agreement"). Photon Control designs, manufactures and distributes a wide range of optical sensors and systems to measure temperature and position used in semiconductor wafer fabrication. At the effective time of the Photon Control Acquisition and pursuant to the terms and conditions of the Arrangement Agreement, each share of Photon Control's common stock issued and outstanding as of immediately prior to the effective time of the Photon Control Acquisition, was converted into the right to receive CAD 3.60 per share in cash, without interest and subject to deduction for any required withholding tax. The Company funded the payment of the aggregate consideration with available cash on hand. Photon Control is included in the Company's PSD segment.

The purchase price of Photon Control consisted of the following:


Cash paid for outstanding shares	$	302
Less: Cash and cash equivalents acquired		(34	)
Total purchase price, net of cash and cash equivalents acquired	$	268

Under the acquisition method of accounting, the total estimated purchase price is allocated to the acquired tangible and intangible assets and assumed liabilities of Photon Control based on their fair values as of the acquisition date. Any excess of the acquisition consideration over the fair value of assets acquired and liabilities assumed is allocated to goodwill and none of this goodwill or intangible assets will be deductible for tax purposes. The Company believes the amount of goodwill relative to identifiable intangible assets relates to enhancing the Company's Surround the Chamber® offering by adding optical sensors for temperature control for critical etch and deposition applications in semiconductor wafer fabrication.

The following table summarizes the allocation of the purchase price to the fair values assigned to assets acquired and liabilities assumed at the date of the Photon Control Acquisition:


Current assets	$	51
Intangible assets		121
Goodwill		168
Other non-current assets		9
Total assets acquired		349
Current liabilities		14
Non-current deferred taxes		32
Other non-current liabilities		1
Total liabilities assumed		47
Fair value of assets acquired and liabilities assumed		302
Less: Cash and cash equivalents acquired		(34	)
Total purchase price, net of cash and cash equivalents acquired	$	268

The acquired intangible assets are being amortized on a straight-line basis, which approximates the economic use of the assets over their estimated useful lives. The following table reflects the allocation of the acquired intangible assets and related estimate of useful lives at the date of the Photon Control Acquisition:

The fair value of the acquired intangible assets was determined using the income approach. In performing these valuations, the key underlying assumptions used included the appropriate discount rates as well as forecasted revenue growth rates, gross profit and operating margins. Fair value estimates are based on complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The valuations were based on the information that was available as of the acquisition date and the expectations and assumptions that have been deemed reasonable by the Company's management. There are inherent uncertainties and management judgment required in these determinations. This acquisition resulted in a purchase price that exceeded the estimated fair value of tangible and intangible assets, the excess amount of which was allocated to goodwill.

The results of operations of the Photon Control business from the Photon Control Acquisition closing date of July 15, 2021 through December 31, 2021, were not material to the Company's results of operations. The acquisition was also not material to the Company's results of operations for the periods presented on a pro forma basis.

Goodwill and Intangible Assets

9 Months Ended

Sep. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

9) Goodwill and Intangible Assets

Goodwill

The Company's methodology for allocating the purchase price relating to purchase acquisitions is determined through established and generally accepted valuation techniques. Goodwill is measured as the excess of the cost of the acquisition over the sum of the amounts assigned to tangible and identifiable intangible assets acquired less liabilities assumed. The Company assigns assets acquired (including goodwill) and liabilities assumed to one or more reporting units as of the date of acquisition. If the products obtained in an acquisition are assigned to multiple reporting units, the goodwill is distributed to the respective reporting units as part of the purchase price allocation process.

Goodwill and purchased intangible assets with indefinite useful lives are not amortized but are reviewed for impairment annually during the fourth quarter of each fiscal year and whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. The process of evaluating the potential impairment of goodwill and intangible assets requires significant judgment.

The Company regularly monitors current business conditions and other factors including, but not limited to, adverse industry or economic trends, restructuring actions and lower projections of profitability that may impact future operating results. During the quarter ended June 30, 2022, following softening industry demand for flexible printed circuit board ("PCB") via drilling systems and declines in projected operating results for its Equipment Solutions Business ("ESB") reporting unit, the Company evaluated the carrying values of goodwill, purchased intangible assets and other long-lived assets assigned to the reporting unit and determined the carrying values were recoverable. The Company performed its analysis using the income approach and key underlying assumptions included forecasted revenue, gross profit and operating margin as well as discount rate. Fair value estimates are based on complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions that have been deemed reasonable by the Company's management. There are inherent uncertainties and management judgment required in these determinations. In its quantitative assessment of the reporting unit, the Company estimated fair value exceeded carrying value by 10%. The Company determined that there was no triggering event during the quarter ended September 30, 2022 for its ESB reporting unit.

The changes in the carrying amount of goodwill and accumulated impairment loss during the nine months ended September 30, 2022 were as follows:


	Gross Carrying Amount			Accumulated Impairment Loss			Net
Beginning balance, January 1	$	1,373		$	(145	)	$	1,228
Acquired goodwill(1)		2,720			—			2,720
Foreign currency translation		(97	)		—			(97	)
Ending balance, September 30	$	3,996		$	(145	)	$	3,851

(1)

During the three months ended September 30, 2022, the Company recorded goodwill related to the Atotech Acquisition.

Intangible Assets

Components of the Company's intangible assets are comprised of the following:


As of September 30, 2022:	Gross		Accumulated Amortization and Impairment Charges			Foreign Currency Translation			Net
Completed technology(1)	$	1,369	$	(280	)	$	(23	)	$	1,066
Customer relationships(1)		2,398		(155	)		(65	)		2,178
Patents, trademarks, trade names and other (1)		481		(62	)		(10	)		409
	$	4,248	$	(497	)	$	(98	)	$	3,653

(1)

During the three months ended September 30, 2022, the Company recorded $3,251 of separately identified intangible assets related to the Atotech Acquisition, including $813 in completed technology, $2,080 in customer relationships and $358 in patents, trademarks, trade names and other.


As of December 31, 2021:	Gross		Accumulated Amortization and Impairment Charges			Foreign Currency Translation			Net
Completed technology(1)	$	556	$	(242	)	$	—		$	314
Customer relationships(1)		318		(126	)		—			192
Patents, trademarks, trade names and other(1)		123		(52	)		(1	)		70
	$	997	$	(420	)	$	(1	)	$	576

(1)

During the twelve months ended December 31, 2021, the Company recorded $121 of separately identified intangible assets related to its acquisition of Photon Control, including $110 in completed technology, $9 in customer relationships and $2 in patents, trademarks, trade names and other.

Aggregate amortization expense related to acquired intangible assets for the nine months ended September 30, 2022 and 2021 was $77 and $40, respectively. Aggregate net amortization expense related to acquired intangible assets for future years is as follows:


Year	Amount
2022 (remaining)	$	83
2023		327
2024		326
2025		325
2026		310
2027		296
Thereafter		1,930

The table above excludes $56 of indefinite-lived trademarks and trade names that were not subject to amortization.

Debt

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

Debt

10) Debt

The Company's outstanding debt is as follows:


	September 30, 2022		December 31, 2021
Short-term debt:
New Term Loan Facility	$	92	$	—
Prior Term Loan Facility		—		9
Japanese lines of credit		3		—
Total short-term debt	$	95	$	9
Long-term debt:
New Term Loan Facility, net(1)	$	4,893	$	—
Prior Term Loan Facility, net(1)		—		808
Total long-term debt	$	4,893	$	808

(1)

Net of deferred financing fees, original issuance discount and repricing fees in the aggregate amount of $204 and $8 as of September 30, 2022 and December 31, 2021, respectively.

The Company recognized interest expense of $80 and $93 for the three and nine months ended September 30, 2022, respectively, and $6 and $19 for the three and nine months ended September 30, 2021, respectively.

New Term Loan Facility and New Revolving Facility

In connection with the completion of the Atotech Acquisition, the Company entered into a credit agreement with JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, Barclays Bank PLC, and the lenders from time to time party thereto (the "New Credit Agreement"). The New Credit Agreement provides for (i) a senior secured term loan facility (the "New Term Loan Facility") comprised of three tranches: a USD 1,000 loan (the "USD Tranche A"), a USD 3,600 loan (the "USD Tranche B") and a EUR 600 loan (the "Euro Tranche B"), each of which were borrowed in full on the Effective Date, and (ii) a senior secured revolving credit facility of USD 500 (the "New Revolving Facility" and, together with the New Term Loan Facility, the "New Credit Facilities"), with the commitments under each of the foregoing facilities subject to increase from time to time subject to certain conditions.

Borrowings under the New Credit Facilities bear interest at a rate per annum equal to, at the Company's option, any of the following, plus, in each case, an applicable margin: (a) with respect to the USD Tranche A, the USD Tranche B and the New Revolving Facility, (x) a base rate determined by reference to the highest of (1) the federal funds effective rate plus 0.50%, (2) the prime rate quoted in The Wall Street Journal, or (3) a forward-looking term rate based on Term SOFR (plus an applicable credit spread adjustment) for an interest period of one month, plus 1.00%; and (y) a Term SOFR rate (plus an applicable credit spread adjustment) for the interest period relevant to such borrowing, subject, solely with respect to the USD Tranche B, to a rate floor of 0.50%; and (b) with respect to the Euro Tranche B, a EURIBOR rate determined by reference to the costs of funds for Euro deposits for the interest period relevant to such borrowing adjusted for certain additional costs, subject to a EURIBOR rate floor of 0.0%. The USD Tranche A was issued with original issue discount of 0.25% of the principal amount thereof. The USD Tranche B and the Euro Tranche B were issued with original issue discount of 2.00% of the principal amount thereof. The applicable margin for borrowings under the USD Tranche A is 1.50% with respect to base rate borrowings and 2.50% with respect to Term SOFR borrowings. The applicable margin for borrowings under the USD Tranche B is 1.75% with respect to base rate borrowings and 2.75% with respect to Term SOFR borrowings. The applicable margin for borrowings under the Euro Tranche B is 3.00%. The initial applicable margin for borrowings under the New Revolving Facility is 1.50% with respect to base rate borrowings and 2.50% with respect to Term SOFR borrowings. Commencing with the delivery of financial statements with respect to the first quarter ending after the closing of the New Credit Agreement, the applicable margin for borrowings under the New Revolving Facility is subject to adjustment each fiscal quarter, based on the Company's first lien net leverage ratio as of the end of the preceding quarter.

In addition to paying interest on outstanding principal under the New Credit Facilities, the Company is required to pay a commitment fee in respect of the unutilized commitments under the New Revolving Facility. The initial commitment fee is 0.375% per annum. Commencing with the delivery of financial statements with respect to the first quarter ending after the closing of the New Credit Agreement, the commitment fee is subject to downward adjustment based on the Company's first lien net leverage ratio as of the end of the preceding quarter. The Company must also pay customary letter of credit fees and agency fees.

The Company incurred $242 of deferred financing fees and original issue discount fees related to the term loans under the New Term Loan Facility, which are included in long-term debt in the accompanying consolidated balance sheets and are being amortized to interest expense over the estimated life of the term loans using the effective interest method. A portion of the deferred financing fees and original issue discount has been accelerated in connection with the debt prepayment and extinguishment of the Prior Term Loan Facility (as defined below).

Under the New Credit Agreement, the Company is required to prepay outstanding term loans, subject to certain exceptions, with portions of its annual excess cash flow as well as with the net cash proceeds of certain of its asset sales, certain casualty and condemnation events and the incurrences or issuances of certain debt.

If at any time the aggregate amount of outstanding loans, unreimbursed letter of credit drawings and undrawn letters of credit under the New Revolving Facility exceeds the aggregate commitments under the New Revolving Facility, the Company is required to repay outstanding loans and/or cash collateralize letters of credit, with no reduction of the commitment amount.

The Company may voluntarily prepay outstanding loans under the New Credit Facilities from time to time, subject to certain conditions, without premium or penalty other than customary "breakage" costs with respect to Term SOFR or EURIBOR loans; provided, however, that subject to certain exceptions, if on or prior to the date that is twelve months after the closing date of the New Term Loan Facility, the Company prepays any loans under the USD Tranche B or the Euro Tranche B in connection with a repricing transaction, the Company must pay a prepayment premium of 1.00% of the aggregate principal amount of the loans so prepaid. Additionally, the Company may voluntarily reduce the unutilized portion of the commitment amount under the New Revolving Facility.

The Company is required to make scheduled quarterly payments each equal to 1.25% of the original principal amount of the USD Tranche A (increasing to 1.875% in years 3 and 4 and 2.50% in year 5) and 0.25% of the original principal amount of the USD Tranche B and the Euro Tranche B, beginning with the fiscal quarter ending December 31, 2022, with the balance due thereunder on the fifth anniversary of the closing date in the case of the USD Tranche A and the seventh anniversary of the closing date in the case of the USD Tranche B and the Euro Tranche B.

There is no scheduled amortization under the New Revolving Facility. Any principal amount outstanding under the New Revolving Facility is due and payable in full on the fifth anniversary of the closing date.

The Company incurred $7 of costs in connection with the New Revolving Facility, which were capitalized and included in other assets in the accompanying consolidated balance sheet and are being amortized to interest expense over the estimated life of four years. As a result of the termination of the Prior ABL Credit Facility (as defined below) concurrently with the Company's entry into the New Revolving Facility, the Company wrote off an immaterial amount of previously capitalized debt issuance costs.

All obligations under the New Credit Facilities are guaranteed by certain of the Company's wholly-owned domestic subsidiaries and are required to be guaranteed by certain of the Company's future wholly-owned domestic subsidiaries, and are secured by substantially all of the Company's assets and the assets of such subsidiaries, subject to certain exceptions and exclusions.

Under the New Credit Agreement, the Company has the ability to incur additional incremental debt facilities in an amount up to (x) the greater of (1) $1,011 and (2) 75% of consolidated EBITDA, plus (y) an amount equal to the sum of all voluntary prepayments of term loans under the New Term Loan Facility, plus (z) an additional unlimited amount subject to pro forma compliance with certain leverage ratio tests (based on the security and priority of such incremental debt).

Under the USD Tranche A and the New Revolving Facility, so long as any USD Tranche A loans (or commitments in respect thereof) are outstanding as of the end of any fiscal quarter, the Company may not allow its total net leverage ratio as of the end of such fiscal quarter to be greater than 5.50 to 1.00, with an annual step-down of 0.25:1.00 and subject to a step-up of 0.50:1.00 for the four full fiscal quarter period following any material acquisition, not to exceed 5.50 to 1.00.

In addition, in the event there are no loans outstanding under the USD Tranche A, as of the end of any fiscal quarter of the Company when the aggregate amount of loans outstanding under the New Revolving Facility (net of (a) all letters of credit (whether cash collateralized or not) and (b) unrestricted cash of the Company and its restricted subsidiaries) exceeds 35% of the aggregate amount of all commitments under the New Revolving Facility in effect as of such date, the Company may not allow its first lien net leverage ratio as of the end of each such fiscal quarter to be greater than 6.00 to 1.00.

The USD Tranche B and the Euro Tranche B are not subject to financial maintenance covenants.

The New Credit Agreement contains a number of negative covenants that, among other things and subject to certain exceptions, restrict the ability of the Company and each of its subsidiaries to incur additional indebtedness; pay dividends on

its capital stock or redeem, repurchase or retire its capital stock or its subordinated indebtedness; make investments, loans and acquisitions; create restrictions on the payment of dividends or other amounts to the Company from the Company's restricted subsidiaries or restrictions on the ability of the Company's restricted subsidiaries to incur liens; engage in transactions with its affiliates; sell assets, including capital stock of its subsidiaries; materially alter the business it conducts; consolidate or merge; incur liens; and engage in sale-leaseback transactions.

The New Credit Agreement also contains customary representations and warranties, affirmative covenants and provisions relating to events of default. If an event of default occurs, the lenders under the New Credit Facilities will be entitled to take various actions, including the acceleration of amounts due under the New Credit Facilities and all actions permitted to be taken by a secured creditor. As of September 30, 2022, the Company was in compliance with all covenants under the New Credit Agreement.

The proceeds of the New Term Loan Facility were used on the Effective Date, among other things, to fund a portion of the consideration payable in connection with the Atotech Acquisition and to refinance the Prior Term Loan Facility and the Prior ABL Credit Facility and certain indebtedness of Atotech. The Company also paid certain customary fees and expenses of JPMorgan Chase Bank, N.A., Barclays Bank PLC, BofA Securities Inc., Citigroup Global Markets Inc., HSBC Securities (USA) Inc. and Mizuho Bank, Ltd. in their respective capacities as lead arrangers and bookrunners in connection with the New Credit Facilities.

On the Effective Date, in connection with the entry into the New Credit Agreement described above, the Company terminated and prepaid the prior term loan credit facility under that certain Term Loan Credit Agreement, dated as of April 29, 2016, by and among the Company, Barclays Bank PLC and the other financial institutions from time to time party thereto (as amended, the "Prior Term Loan Credit Agreement") and the term loan credit facility thereunder, the "Prior Term Loan Facility") and terminated the prior revolving credit facility under that certain ABL Credit Agreement, dated as of February 1, 2019, by and among the Company, Barclays Bank PLC and the other financial institutions from time to time party thereto (as amended, the "Prior ABL Credit Agreement" and the revolving credit facility thereunder, the "Prior ABL Credit Facility"). At the time of termination, there were approximately $820 in borrowings outstanding under the Prior Term Loan Facility that were prepaid and no borrowings outstanding under the Prior ABL Credit Facility. The Company has determined the termination to be a full extinguishment of debt and has written off to expense the immaterial remaining balance of deferred finance costs and debt issuance costs related to the Prior Term Loan Facility and the Prior ABL Credit Facility.

As of September 30, 2022, the outstanding principal amount of the New Term Loan Facility was $5,189 and the weighted average interest rate was 5.6%. As of September 30, 2022, there were no borrowings under the New Revolving Facility.

Lines of Credit and Borrowing Arrangements

Certain of the Company's Japanese subsidiaries have lines of credit and a financing facility with various financial institutions, many of which generally expire and are renewed at three-month intervals with the remaining having no expiration date. The lines of credit and financing facility provided for aggregate borrowings as of September 30, 2022 of up to an equivalent of $23. There was $3 outstanding under these arrangements at September 30, 2022. There were no borrowings outstanding under these arrangements at December 31, 2021.

Contractual maturities of the Company's debt obligations as of September 30, 2022 are as follows:


Year	Amount
2022 (remaining)	$	26
2023		92
2024		98
2025		117
2026		123
2027		767
Thereafter		3,969

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1E
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Product Warranties

9 Months Ended

Sep. 30, 2022

Guarantees and Product Warranties [Abstract]

Product Warranties

11) Product Warranties

The Company provides for the estimated costs to fulfill customer warranty obligations upon the recognition of the related revenue. The Company's warranty obligations are affected by shipment volume, product failure rates, utilization levels, material usage and supplier warranties on parts delivered to the Company. Should actual product failure rates, utilization levels, material usage, or supplier warranties on parts differ from the Company's estimates, revisions to the estimated warranty liability would be required. The Company engages in extensive product quality programs and processes, including actively monitoring and evaluating the quality of its component suppliers.

Product warranty activities were as follows:


	Nine Months Ended September 30,
	2022			2021
Beginning of period	$	21		$	18
Assumed product warranty liability from Atotech Acquisition		5			—
Provision for product warranties		20			30
Charges to warranty liability		(21	)		(25	)
End of period	$	25		$	23

As of September 30, 2022, short-term product warranties of $19 and long-term product warranties of $6 were included within other current liabilities and other non-current liabilities, respectively, within the accompanying condensed consolidated balance sheet. As of September 30, 2021, short-term product warranties of $22 and long-term product warranties of $1 were included within other current liabilities and other non-current liabilities, respectively, within the accompanying condensed consolidated balance sheet.

Income Taxes

9 Months Ended

Sep. 30, 2022

Income Tax Disclosure [Abstract]

Income Taxes

12) Income Taxes

The Company's effective tax rates for the three and nine months ended September 30, 2022 were 85.5% and 24.1%, respectively. The Company's effective tax rates for the three and nine months ended September 30, 2022 were higher than the U.S. statutory tax rate mainly due to additional estimated accrued withholding taxes related to the Company’s change of indefinite reinvestment assertion, non-deductibility of certain costs associated with the Atotech Acquisition, and the U.S. global intangible low-taxed income ("GILTI") inclusion, offset by U.S. deduction for foreign derived intangible income ("FDII") and the geographic mix of income earned by the Company's international subsidiaries being taxed at rates lower than the U.S. statutory tax rate.

The Company's effective tax rates for the three and nine months ended September 30, 2021 were 20.4% and 17.6%, respectively. The Company's effective tax rates for the three and nine months ended September 30, 2021 were lower than the U.S. statutory tax rate mainly due to the U.S. deduction for FDII, windfall benefits from stock compensation, and the geographic mix of income earned by the Company's international subsidiaries being taxed at rates lower than the U.S. statutory tax rate, offset by the GILTI inclusion and additional withholding taxes on inter-company distributions due to the United Kingdom's withdrawal from the European Union.

The Company changed its indefinite reinvestment assertion with respect to certain subsidiaries resulting from the expected increase in debt service costs after the Atotech Acquisition. This resulted in a one-time charge to tax expense of $30 in the three and nine months ended September 30, 2022 to accrue for expected taxes on accumulated earnings of the relevant subsidiaries.

As of September 30, 2022 and December 31, 2021, the total amounts of gross unrecognized tax benefits, which exclude interest and penalties, were $69 and $43, respectively. The Company accrues interest expense, and if applicable, penalties, for any uncertain tax positions. Interest and penalties are classified as a component of income tax expense. As of September 30, 2022 and December 31, 2021, the Company had accrued interest on unrecognized tax benefits of approximately $1 in both periods.

Over the next 12 months it is reasonably possible that the Company may recognize approximately $1 of previously net unrecognized tax benefits, excluding interest and penalties, related to various U.S. federal and foreign tax positions, primarily as a result of the expiration of certain statutes of limitations.

The Company and its subsidiaries are subject to examination by U.S. federal, state and foreign tax authorities. The U.S. federal statute of limitations remains open for tax years 2018 through the present. The U.S. statute of limitations for the one-time tax reported in 2017 remains open until 2024. The statute of limitations for the Company's tax filings in other jurisdictions varies between fiscal years 2016 through the present. The Company has certain federal credit carryforwards and state tax loss and credit carryforwards that are open to examination for tax years 2002 through the present.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Net Income Per Share

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Net Income Per Share

13) Net Income Per Share

The following table sets forth the computation of basic and diluted net income per share:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Numerator:
Net income	$	6	$	132	$	279	$	401
Denominator:
Shares used in net income per common share – basic		61.0		55.5		57.4		55.4
Effect of dilutive securities		0.1		0.2		0.2		0.3
Shares used in net income per common share – diluted		61.1		55.7		57.6		55.7
Net income per common share:
Basic	$	0.09	$	2.39	$	4.85	$	7.24
Diluted	$	0.09	$	2.38	$	4.84	$	7.21

Basic earnings per share ("EPS") is computed by dividing income available to common stockholders by the weighted-average number of common shares outstanding during the period. The computation of diluted EPS is similar to the computation of basic EPS except that the denominator is increased to include the number of additional common shares that would have been outstanding (using the treasury stock method) if securities containing potentially dilutive common shares had been converted to such common shares, and if such assumed conversion is dilutive.

For the three and nine months ended September 30, 2022 and 2021, the Company had an immaterial quantity of restricted stock units ("RSUs") that were antidilutive and were excluded from the computation of diluted weighted-average shares.

Stock-Based Compensation

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

14) Stock-Based Compensation

Prior to May 10, 2022, the Company granted RSUs to employees and directors under the 2014 Stock Incentive Plan (the "2014 Plan"). Following shareholder approval of the 2022 Stock Incentive Plan (the "2022 Plan" and, together with the 2014 Plan, the "Plans") on May 10, 2022, the Company discontinued granting RSUs to employees and directors under the 2014 Plan and began granting them under the 2022 Plan. The Plans are administered by the Compensation Committee of the Company's Board of Directors. The Plans are intended to attract and retain employees and directors, and to provide an incentive for these individuals to assist the Company to achieve long-range performance goals and enable these individuals to participate in the long-term growth of the Company.

In connection with the Atotech Acquisition, all Atotech time-based RSUs and performance-based RSU awards outstanding immediately prior to the acquisition were cancelled and replaced with the Company's time-based RSUs under the 2022 Plan in accordance with the Implementation Agreement.

Based on a formula in the Implementation Agreement, such cancelled RSUs were replaced with the Company's RSUs, which are subject to the terms and conditions of the 2022 Plan and the related RSU agreements.

The total stock-based compensation expense included in the Company's condensed consolidated statements of operations and comprehensive income was as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Cost of revenues	$	1	$	1	$	4	$	3
Research and development		1		1		4		3
Selling, general and administrative		8		7		23		22
Total stock-based compensation expense	$	10	$	9	$	31	$	28

At September 30, 2022, the total compensation expense related to unvested stock-based awards granted to employees and directors under the Plans that had not been recognized was $57. The Company determines the fair value of RSUs based on the closing market price of the Company's common stock on the date of the award and estimates the fair value of employee stock purchase plan rights using the Black-Scholes valuation model. Such values are recognized as expense on a straight-line basis for time-based awards and using the accelerated graded vesting method for performance-based awards, both over the requisite service periods.

The following table presents the activity for RSUs under the Plans:


	Nine Months Ended September 30, 2022
	Outstanding RSUs			Weighted Average Grant Date Fair Value Per Share
RSUs – beginning of period		0.5		$	127.93
RSUs issued in Atotech Acquisition		0.1		$	110.30
Granted		0.5		$	113.07
Vested		(0.3	)	$	118.13
RSUs – end of period		0.8		$	120.03

Stockholders' Equity

9 Months Ended

Sep. 30, 2022

Federal Home Loan Banks [Abstract]

Stockholders' Equity

15) Stockholders' Equity

Share Repurchase Program

On July 25, 2011, the Company's Board of Directors approved a share repurchase program for the repurchase of up to an aggregate of $200 of its outstanding common stock from time to time in open market purchases, privately negotiated transactions or through other appropriate means. The timing and quantity of any shares repurchased depends upon a variety of factors, including business conditions, stock market conditions and business development activities, including, but not limited to, merger and acquisition opportunities. These repurchases may be commenced, suspended or discontinued at any time without prior notice. The Company has repurchased approximately 2.6 shares of common stock for approximately $127 pursuant to the program since its adoption. During the three and nine months ended September 30, 2022 and 2021, there were no repurchases of common stock.

Cash Dividends

Holders of the Company's common stock are entitled to receive dividends when they are declared by the Company's Board of Directors. During each of the first, second and third quarters of 2022, the Company's Board of Directors declared a cash dividend of $0.22 per share, which totaled $37. During the first, second, and third quarters of 2021, the Company's Board of Directors declared a cash dividend of $0.20 per share $0.22 per share, and $0.22 per share, respectively, which totaled $36.

On October 24, 2022, the Company's Board of Directors declared a quarterly cash dividend of $0.22 per share, to be paid on December 9, 2022 to stockholders of record as of November 28, 2022.

Future dividend declarations, if any, as well as the record and payment dates for such dividends, are subject to the final determination of the Company's Board of Directors. In addition, under the New Term Loan Facility and the New Revolving Facility, the Company may be restricted from paying dividends under certain circumstances.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-URI https://asc.fasb.org/topic&trid=2208762

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI https://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 16
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496180-112644

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 50
-Paragraph 6
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126731327&loc=SL126733271-114008

+ Details

Business Segment, Geographic Area, and Significant Customer Information

9 Months Ended

Sep. 30, 2022

Segment Reporting [Abstract]

Business Segment, Geographic Area, and Significant Customer Information

The Company has three reportable segments, VSD, PSD and MSD. During the third quarter of 2022, MKS consolidated its Equipment Solutions business, previously ESD, into a component of PSD and prior periods were recast to reflect this change. The Company's Chief Operating Decision Maker ("CODM"), which is the Company's Chief Executive Officer, utilizes financial information to make decisions about allocating resources and assessing performance for the entire Company, which is used in the decision-making process to assess performance and allocate resources to the three segments.

Reportable Segments

VSD delivers foundational technology solutions to leading edge semiconductor manufacturing, advanced electronics and specialty industrial applications. VSD products are derived from our core competencies in pressure measurement and control, flow measurement and control, gas and vapor delivery, gas composition analysis, electronic control technology, reactive gas generation and delivery, power generation and delivery, and vacuum technology.

PSD provides a full range of solutions including lasers, beam measurement and profiling, precision motion control, vibration isolation systems, photonics instruments, temperature sensing, opto-mechanical components, optical elements, systems for flexible PCB laser processing, high-speed multilayer ceramic capacitor testing, laser-based systems for high density interconnect PCB and IC substrate manufacturing.

MSD develops leading process and manufacturing technologies for advanced surface modification, electroless and electrolytic plating, and surface finishing. Atotech is a brand within MSD. Applying a comprehensive systems-and-solutions approach, MSD's portfolio includes chemistry, equipment, software, and services for innovative and high-technology applications in a wide variety of end-markets.

The Company derives its segment results directly from the manner in which results are reported in its management reporting system. The accounting policies that the Company uses to derive reportable segment results are substantially the same as those used for external reporting purposes. The Company groups similar products within its three reportable segments.

The following table sets forth net revenues by reportable segment:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Vacuum Solutions Division	$	510	$	483	$	1,491	$	1,377
Photonics Solutions Division		267		259		793		809
Materials Solutions Division		177		—		177		—
	$	954	$	742	$	2,461	$	2,186

The following table sets forth a reconciliation of gross profit by reportable segment to net income:


	Three Months Ended September 30,					Nine Months Ended September 30,
	2022			2021		2022			2021
Gross profit by reportable segment:
Vacuum Solutions Division	$	220		$	226	$	645		$	644
Photonics Solutions Division		125			122		372			382
Materials Solutions Division		45			—		45			—
Total gross profit by reportable segment		390			348		1,062			1,026
Operating expenses:
Research and development		63			52		168			149
Selling, general and administrative		126			95		319			289
Acquisition and integration costs		31			9		41			21
Restructuring and other		5			2		10			10
Amortization of intangible assets		47			15		77			40
Gain on sale of long-lived assets		—			—		(7	)		—
Income from operations		118			175		454			517
Interest income		1			—		2			1
Interest expense		80			6		93			19
Other (income) expense, net		(1	)		3		(4	)		12
Income before income taxes		40			166		367			487
Provision for income taxes		34			34		88			86
Net income	$	6		$	132	$	279		$	401

Interest income, interest expense and income tax expense are not presented by reportable segment because the necessary information is not classified within the segments nor used by the CODM.

The following table sets forth segment assets by reportable segment:


September 30, 2022	Accounts receivable			Inventory		Total
Vacuum Solutions Division	$	342		$	449	$	791
Photonics Solutions Division		185			282		467
Materials Solutions Division		301			230		531
Corporate, Eliminations & Other		(98	)		—		(98	)
Total segment assets	$	730		$	961	$	1,691


December 31, 2021	Accounts receivable			Inventory			Total
Vacuum Solutions Division	$	285		$	339		$	624
Photonics Solutions Division		182			239			421
Materials Solutions Division		—			—			—
Corporate, Eliminations & Other		(24	)		(1	)		(25	)
Total segment assets	$	443		$	577		$	1,020

The following is a reconciliation of segment assets to total assets:


	September 30, 2022		December 31, 2021
Total segment assets	$	1,691	$	1,020
Cash and cash equivalents and short-term investments		885		1,042
Other current assets		215		85
Property, plant and equipment, net		655		326
Right-of-use assets		235		184
Goodwill and intangible assets, net		7,504		1,804
Other assets and long-term investments		187		79
Total assets	$	11,372	$	4,540

Geographic Area

Information about the Company's operations by geographic area is presented in the tables below. Net revenues from unaffiliated customers are based on the location in which the sale originated. Intercompany sales between geographic areas are at tax transfer prices and have been eliminated from consolidated net revenues.


	Three Months Ended September 30,				Nine Months Ended September 30,
Net revenues:	2022		2021		2022		2021
United States	$	393	$	343	$	1,112	$	917
China		135		80		275		263
Germany		100		37		176		108
South Korea		82		91		260		293
Other		244		191		638		605
	$	954	$	742	$	2,461	$	2,186

Long-lived assets include property, plant and equipment, net, right-of-use assets, and certain other assets, and exclude goodwill, intangible assets and long-term tax-related accounts.


Long-lived assets:	September 30, 2022		December 31, 2021
United States	$	497	$	412
Germany		123		18
China		120		16
Other		310		128
	$	1,050	$	574

Goodwill associated with each of the Company's reportable segments is as follows:


	September 30, 2022		December 31, 2021
Reportable segment:
Vacuum Solutions Division	$	193	$	195
Photonics Solutions Division		1,020		1,033
Materials Solutions Division		2,638		—
Total goodwill	$	3,851	$	1,228

Major Customers

The following customers represented greater than 10% of the Company's net revenues:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Lam Research Corporation		15	%		15	%		15	%		15	%
Applied Materials, Inc.		10	%		11	%		11	%		11	%

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8981-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 26
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8657-108599

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-URI https://asc.fasb.org/topic&trid=2134510

+ Details

Restructuring and Other

9 Months Ended

Sep. 30, 2022

Expense Of Restructuring Activities And Other [Abstract]

Restructuring and Other

17) Restructuring and Other

Restructuring

Restructuring and other costs during the three months ended September 30, 2022 totaled $5 and were primarily related to executive payments related to the Atotech Acquisition. Restructuring and other costs during nine months ended September 30, 2022 totaled $10 and were primarily related to severance costs due to a global cost-saving initiative and the closure of two facilities in Europe as well as executive payments related to the Atotech Acquisition. The Company recorded restructuring charges of $1 and $6 during the three and nine months ended September 30, 2021, respectively. Restructuring charges for the nine months ended September 30, 2021 primarily related to severance costs due to the announced closing of a facility in Europe, the movement of certain products to low-cost regions, and a global cost saving initiative.

Restructuring activities were as follows:


	Nine Months Ended September 30,
	2022			2021

Restructuring accrual beginning of period	$	3		$	—
Charged to expense		10			6
Payments and adjustments		(10	)		(6	)
Restructuring accrual end of period	$	3		$	—

Other

The Company recorded charges of $1 and $4 during the three and nine months ended September 30, 2021, respectively, related to duplicate facility costs.

Commitments and Contingencies

9 Months Ended

Sep. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

18) Commitments and Contingencies

Litigation

On March 25, 2016, two putative class action lawsuits captioned Dixon Chung v. Newport Corp., et al., and Hubert C. Pincon v. Newport Corp., et al., were filed in the District Court, Clark County, Nevada on behalf of a putative class of stockholders of Newport for claims related to the merger agreement between the Company, Newport, and a wholly-owned subsidiary of the Company ("Merger Sub"). The lawsuits named as defendants the Company, Newport, Merger Sub, and certain then current and former members of Newport's board of directors. The lawsuits alleged that Newport's directors breached their fiduciary duties to Newport's stockholders in connection with the sale of Newport, which led to inadequate and unfair consideration, by agreeing to unfair deal protection devices and by omitting material information from the proxy statement. The complainants also alleged that the Company, Newport and Merger Sub aided and abetted the directors' alleged breaches

of their fiduciary duties and sought monetary damages, including pre- and post-judgment interest. The District Court consolidated the actions, and plaintiffs filed first amended complaint on October 24, 2016 and a second amended complaint on July 12, 2017, each of which were captioned In re Newport Corporation Shareholder Litigation, and made substantially similar allegations and sought monetary damages, including pre- and post-judgment interest. The District Court denied plaintiffs' motion for leave to file a third amended complaint on October 10, 2019 and thereafter entered summary judgment for the defendants on January 23, 2020. On March 30, 2022, the Nevada Supreme Court entered an order affirming in their entirety the District Court's orders granting defendants' motion for summary judgment and denying plaintiffs' motion for leave to file an amended complaint.

The Company is also subject to various legal proceedings and claims that have arisen in the ordinary course of business. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Company's results of operations, financial condition or cash flows.

Revenue from Contracts with Customers (Tables)

9 Months Ended

Sep. 30, 2022

Revenue from Contract with Customer [Abstract]

Schedule of Deferred Revenue and Customer Advances by Arrangement

A roll-forward of the Company's deferred revenue and customer advances is as follows:


	Nine Months Ended
	September 30, 2022			September 30, 2021
Beginning balance, January 1(1)	$	40		$	37
Assumed deferred revenue and customer advances from Atotech Acquisition		36			—
Additions to deferred revenue and customer advances		149			68
Amount of deferred revenue and customer advances recognized in income		(121	)		(64	)
Ending balance, September 30(2)	$	104		$	41

(1)

(2)

Summary of Revenue from Contracts with Customers

The following tables summarize revenue from contracts with customers:


	Three Months Ended September 30, 2022
	VSD		PSD		MSD		Total
Net revenues:
Products	$	450	$	227	$	164	$	841
Services		60		40		13		113
Total net revenues	$	510	$	267	$	177	$	954


	Three Months Ended September 30, 2021
	VSD		PSD		MSD		Total
Net revenues:
Products	$	426	$	223	$	—	$	649
Services		57		36		—		93
Total net revenues	$	483	$	259	$	—	$	742


	Nine Months Ended September 30, 2022
	VSD		PSD		MSD		Total
Net revenues:
Products	$	1,310	$	679	$	164	$	2,153
Services		181		114		13		308
Total net revenues	$	1,491	$	793	$	177	$	2,461


	Nine Months Ended September 30, 2021
	VSD		PSD		MSD		Total
Net revenues:
Products	$	1,204	$	707	$	—	$	1,911
Services		173		102		—		275
Total net revenues	$	1,377	$	809	$	—	$	2,186

Investments (Tables)

9 Months Ended

Sep. 30, 2022

Investments, Debt and Equity Securities [Abstract]

Gross Unrealized Gains and (Losses) Aggregated by Investment Category

The following tables show the gross unrealized gains and (losses) aggregated by investment category for available-for-sale investments:


As of September 30, 2022:	Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Estimated Fair Value
Short-term investments:
Time deposits and certificates of deposit	$	1	$	—	$	—	$	1


As of September 30, 2022:	Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Estimated Fair Value
Long-term investments:
Group insurance contracts	$	5	$	—	$	—	$	5


As of December 31, 2021:	Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Estimated Fair Value
Short-term investments:
Available-for-sale investments:
Time deposits and certificates of deposit	$	22	$	—	$	—	$	22
Commercial paper		42		—		—		42
U.S. treasury obligations		11		—		—		11
U.S. agency obligations		1		—		—		1
	$	76	$	—	$	—	$	76


As of December 31, 2021:	Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Estimated Fair Value
Long-term investments:
Group insurance contracts	$	5	$	1	$	—	$	6

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis

Assets and liabilities of the Company are measured at fair value on a recurring basis as of September 30, 2022 and are summarized as follows:


			Fair Value Measurements at Reporting Date Using
Description	September 30, 2022		Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash equivalents:
Money market funds	$	17	$	17	$	—	$	—
Available-for-sale investments:
Time deposits and certificates of deposit		1		—		1		—
Group insurance contracts		6		—		6		—
Derivatives
Foreign exchange forward contracts		22		—		22		—
Interest rate hedges - non-current		115		—		115
Pension and deferred compensation plan assets		19		—		19		—
Total assets	$	180	$	17	$	163	$	—
Liabilities:
Derivatives
Foreign exchange forward contracts	$	16	$	—	$	16	$	—
Total liabilities	$	16	$	—	$	16	$	—
Reported as follows:
Assets:
Cash equivalents	$	17	$	17	$	—	$	—
Short-term investments		1		—		1		—
Other current assets		23		—		23		—
Total current assets	$	41	$	17	$	24	$	—
Other assets	$	139	$	—	$	139	$	—
Liabilities:
Other current liabilities	$	16	$	—	$	16	$	—

Assets and liabilities of the Company are measured at fair value on a recurring basis as of December 31, 2021 and are summarized as follows:


			Fair Value Measurements at Reporting Date Using
Description	December 31, 2021		Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash equivalents:
Money market funds	$	55	$	55	$	—	$	—
U.S. treasury obligations		175		—		175		—
Available-for-sale investments:
Time deposits and certificates of deposit		22		—		22		—
Commercial paper		42				42
U.S. treasury obligations		11		—		11		—
U.S. agency obligations		1				1
Group insurance contracts		6		—		6		—
Derivatives
Foreign exchange forward contracts		3		—		3		—
Foreign currency options		3		—		3		—
Interest rate hedge - non-current		9		—		9		—
Pension and deferred compensation plan assets		20		—		20		—
Total assets	$	347	$	55	$	292	$	—
Liabilities:
Derivatives
Foreign exchange forward contracts	$	1	$	—	$	1	$	—
Interest rate hedge - non-current		5		—		5		—
Total liabilities	$	6	$	—	$	6	$	—
Reported as follows:
Assets:
Cash equivalents	$	230	$	55	$	175	$	—
Short-term investments		76		—		76		—
Other current assets		6		—		6
Total current assets	$	312	$	55	$	257	$	—
Other assets	$	35	$	—	$	35	$	—
Liabilities:
Other current liabilities	$	1	$	—	$	1	$	—
Other liabilities	$	5	$	—	$	5	$	—

Derivatives (Tables)

9 Months Ended

Sep. 30, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Summary of Primary Net Hedging Positions and Corresponding Fair Values

The following tables provide a summary of the primary net hedging positions and corresponding fair values held as of September 30, 2022 and December 31, 2021:


	September 30, 2022
Currency Hedged (Buy/Sell)	Gross Notional Value		Fair Value Asset (Liability)
U.S. dollar/Japanese yen	$	51	$	6
U.S. dollar/South Korean won		105		10
U.S. dollar/euro		13		1
U.S. dollar/U.K. pound sterling		6		1
U.S. dollar/Taiwan dollar		41		3
euro/Chinese renminbi		27		—
U.K. pound sterling/euro		4		—
euro/U.S. dollar		426		(13	)
Japanese yen/U.S. dollar		38		(2	)
Total	$	711	$	6


	December 31, 2021
Currency Hedged (Buy/Sell)	Gross Notional Value		Fair Value Asset
U.S. dollar/Japanese yen	$	60	$	2
U.S. dollar/South Korean won		108		1
U.S. dollar/euro		15		—
U.S. dollar/U.K. pound sterling		11		—
U.S. dollar/Taiwan dollar		47		—
Total	$	241	$	3

Summary of Interest Rate Swaps and Interest Rate Caps

The table below summarizes interest rate swaps and interest rate caps outstanding at September 30, 2022 and December 31, 2021:


									September 30, 2022		December 31, 2021
Effective Date	Maturity	Fixed Rate			Notional Amount at Effective Date		Notional Amount at September 30, 2022		Fair Value Asset		Fair Value Asset (Liability)

April 5, 2019	March 31, 2023		2.309	%	$	300	$	200	$	2	$	(5	)
October 26, 2021	February 28, 2025		0.485	%		200		200		17		4
March 31, 2022	February 28, 2025		0.623	%		100		100		22		5
September 30, 2022	September 30, 2026		3.156	%		350		350		9		—
January 2,2024	January 31, 2028		2.841	%		250		—		7		—
September 30, 2022	September 30, 2027		3.198	%		350		350		10		—
January 2, 2024	January 31, 2029		2.986	%		250		—		6		—
September 30, 2022	September 30, 2026		3.358	%		600		600		10		—
						2,400		1,800		83		4

March 31, 2020	January 31, 2024		1.000	%		350		350		16		—
March 31, 2020	January 31, 2024		1.000	%		350		350		16		—
						700		700		32		—
					$	3,100	$	2,500	$	115	$	4

Summary of Gains (Losses) on Derivatives Designated as Cash Flow Hedging Instruments

The following table provides a summary of the gains (losses) on derivatives designated as cash flow hedging instruments:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Foreign exchange forward contracts:
Net gains recognized in accumulated OCI	$	48	$	3	$	73	$	14
Net gains (losses) reclassified from accumulated OCI into income	$	5	$	—	$	9	$	(2	)

Summary of Losses on Derivatives Not Designated as Hedging Instruments

The following table provides a summary of the losses on derivatives not designated as hedging instruments, consisting of balance sheet hedges and interest rate caps:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Net losses recognized in income	$	(11	)	$	(2	)	$	(4	)	$	(9	)

Inventories (Tables)

9 Months Ended

Sep. 30, 2022

Inventory Disclosure [Abstract]

Summary of Inventories

Inventories consist of the following:


	September 30, 2022		December 31, 2021
Raw materials	$	655	$	394
Work-in-process		130		83
Finished goods		176		100
	$	961	$	577

Acquisitions (Tables)

9 Months Ended

Sep. 30, 2022

Business Acquisition [Line Items]

Summary of Preliminary Purchase Price

The purchase price of Photon Control consisted of the following:


Cash paid for outstanding shares	$	302
Less: Cash and cash equivalents acquired		(34	)
Total purchase price, net of cash and cash equivalents acquired	$	268

Under the acquisition method of accounting, the total estimated purchase price is allocated to the acquired tangible and intangible assets and assumed liabilities of

Summary of Estimated Fair Value of Assets Acquired and Liabilities Assumed

The following table summarizes the allocation of the purchase price to the fair values assigned to assets acquired and liabilities assumed at the date of the Photon Control Acquisition:


Current assets	$	51
Intangible assets		121
Goodwill		168
Other non-current assets		9
Total assets acquired		349
Current liabilities		14
Non-current deferred taxes		32
Other non-current liabilities		1
Total liabilities assumed		47
Fair value of assets acquired and liabilities assumed		302
Less: Cash and cash equivalents acquired		(34	)
Total purchase price, net of cash and cash equivalents acquired	$	268

Allocation of Acquired Intangible Assets and Related Estimates of Useful Lives

The following table reflects the allocation of the acquired intangible assets and related estimate of useful lives at the date of the Photon Control Acquisition:

Atotech Limited [Member]

Business Acquisition [Line Items]

Summary of Preliminary Purchase Price

The preliminary purchase price of Atotech consisted of the following:


Cash consideration to Atotech stockholders, net	$	2,886
Value of MKS shares issued		1,186
Repayment of Atotech debt(1)		1,545
Settlement of Atotech share-based awards(2)		47
Total purchase price, net of cash and cash equivalents acquired	$	5,664

(1)

Represents the cash paid for the outstanding principal of Atotech's senior secured term loans.

(2)

Represents the amount paid to the holders of Atotech options that became fully vested on the Effective Date and the fair value of vested but unissued Atotech share-based awards.

Summary of Estimated Fair Value of Assets Acquired and Liabilities Assumed

The following table summarizes the allocation of the preliminary purchase price to the fair values assigned to assets acquired and liabilities assumed at the Effective Date:


Cash and cash equivalents	$	238
Trade accounts receivable		273
Inventories		280
Other current assets		114
Property, plant and equipment		285
Intangible assets		3,251
Goodwill		2,720
Other assets		146
Total assets acquired		7,307
Accounts payable		197
Other current liabilities		203
Non-current deferred taxes		859
Non-current accrued compensation		94
Other non-current liabilities		52
Total liabilities assumed		1,405
Fair value of assets acquired and liabilities assumed		5,902
Less: Cash and cash equivalents acquired		(238	)
Total purchase price, net of cash and cash equivalents acquired	$	5,664

The allocation of estimated purchase consideration

Allocation of Acquired Intangible Assets and Related Estimates of Useful Lives

The following table reflects the preliminary allocation of the acquired intangible assets and related estimate of useful lives at the Effective Date:


Developed technology	$	813	9 years
Customer relationships		2,080	16 years
Trade names		195	8 years
Other intangible assets		98	4 years
In process research and development		65	12 years
	$	3,251

The acquired intangible assets are being amortized on a straight-line basis, which approximates the economic use of the assets over their estimated useful lives.

Schedule of Revenue and Net Income


	Three and Nine Months Ended September 30,
	2022
Total net revenues	$	177
Net loss	$	(44	)

Schedule of Unaudited Pro Forma Financial Information


	Three Months Ended September 30,					Nine Months Ended September 30,
	2022			2021		2022		2021
Total net revenues	$	1,141		$	1,125	$	3,364	$	3,298
Net (loss) income	$	(34	)	$	95	$	166	$	193

The unaudited pro forma information for the three and nine months ended September 30, 2022 and 2021 give effect primarily to the following:

•

Applying the Company's accounting policies;

•

Incremental interest expense related to the New Term Loan Facility;

•

Incremental amortization of acquired intangible assets related to the estimated fair value from the purchase price allocation;

•

The exclusion of inventory step-up amortization from the three and nine months ended September 30, 2022 and the addition of this amortization to the nine months ended September 30, 2021;

•

Incremental compensation expense for share-based compensation arrangements; and

•

The estimated tax impact of the above adjustments.

Goodwill and Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

The changes in the carrying amount of goodwill and accumulated impairment loss during the nine months ended September 30, 2022 were as follows:


	Gross Carrying Amount			Accumulated Impairment Loss			Net
Beginning balance, January 1	$	1,373		$	(145	)	$	1,228
Acquired goodwill(1)		2,720			—			2,720
Foreign currency translation		(97	)		—			(97	)
Ending balance, September 30	$	3,996		$	(145	)	$	3,851

(1)

During the three months ended September 30, 2022, the Company recorded goodwill related to the Atotech Acquisition.

Intangible Assets

Components of the Company's intangible assets are comprised of the following:


As of September 30, 2022:	Gross		Accumulated Amortization and Impairment Charges			Foreign Currency Translation			Net
Completed technology(1)	$	1,369	$	(280	)	$	(23	)	$	1,066
Customer relationships(1)		2,398		(155	)		(65	)		2,178
Patents, trademarks, trade names and other (1)		481		(62	)		(10	)		409
	$	4,248	$	(497	)	$	(98	)	$	3,653

(1)


As of December 31, 2021:	Gross		Accumulated Amortization and Impairment Charges			Foreign Currency Translation			Net
Completed technology(1)	$	556	$	(242	)	$	—		$	314
Customer relationships(1)		318		(126	)		—			192
Patents, trademarks, trade names and other(1)		123		(52	)		(1	)		70
	$	997	$	(420	)	$	(1	)	$	576

(1)

Estimated Net Amortization Expense

Aggregate net amortization expense related to acquired intangible assets for future years is as follows:


Year	Amount
2022 (remaining)	$	83
2023		327
2024		326
2025		325
2026		310
2027		296
Thereafter		1,930

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1A
-URI https://asc.fasb.org/extlink&oid=121556970&loc=SL108378252-109267

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 2
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13854-109267

Reference 11: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 55
-Paragraph 24
-URI https://asc.fasb.org/extlink&oid=122137925&loc=d3e14258-109268

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

+ Details

Debt (Tables)

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

Schedule of Short-Term Debt

The Company's outstanding debt is as follows:


	September 30, 2022		December 31, 2021
Short-term debt:
New Term Loan Facility	$	92	$	—
Prior Term Loan Facility		—		9
Japanese lines of credit		3		—
Total short-term debt	$	95	$	9
Long-term debt:
New Term Loan Facility, net(1)	$	4,893	$	—
Prior Term Loan Facility, net(1)		—		808
Total long-term debt	$	4,893	$	808

Schedule of Long-Term Debt

(1)

Net of deferred financing fees, original issuance discount and repricing fees in the aggregate amount of $204 and $8 as of September 30, 2022 and December 31, 2021, respectively.

Schedule of Contractual Maturities of Debt Obligations

Contractual maturities of the Company's debt obligations as of September 30, 2022 are as follows:


Year	Amount
2022 (remaining)	$	26
2023		92
2024		98
2025		117
2026		123
2027		767
Thereafter		3,969

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-04(a))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e24072-122690

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI https://asc.fasb.org/extlink&oid=124435984&loc=d3e28541-108399

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21506-112644

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 55
-Paragraph 69B
-URI https://asc.fasb.org/extlink&oid=123466577&loc=SL123495735-112612

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI https://asc.fasb.org/extlink&oid=124435984&loc=d3e28551-108399

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 55
-Paragraph 69E
-URI https://asc.fasb.org/extlink&oid=123466577&loc=SL123495743-112612

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21521-112644

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21538-112644

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=123599511&loc=d3e64711-112823

Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21475-112644

+ Details

Product Warranties (Tables)

9 Months Ended

Sep. 30, 2022

Guarantees and Product Warranties [Abstract]

Product Warranty Activities

Product warranty activities were as follows:


	Nine Months Ended September 30,
	2022			2021
Beginning of period	$	21		$	18
Assumed product warranty liability from Atotech Acquisition		5			—
Provision for product warranties		20			30
Charges to warranty liability		(21	)		(25	)
End of period	$	25		$	23

Net Income Per Share (Tables)

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Computation of Basic and Diluted Net Income Per Share

The following table sets forth the computation of basic and diluted net income per share:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Numerator:
Net income	$	6	$	132	$	279	$	401
Denominator:
Shares used in net income per common share – basic		61.0		55.5		57.4		55.4
Effect of dilutive securities		0.1		0.2		0.2		0.3
Shares used in net income per common share – diluted		61.1		55.7		57.6		55.7
Net income per common share:
Basic	$	0.09	$	2.39	$	4.85	$	7.24
Diluted	$	0.09	$	2.38	$	4.84	$	7.21

Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of Total Stock-Based Compensation Expense Included in Company's Condensed Consolidated Statements of Operations and Comprehensive Income

The total stock-based compensation expense included in the Company's condensed consolidated statements of operations and comprehensive income was as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Cost of revenues	$	1	$	1	$	4	$	3
Research and development		1		1		4		3
Selling, general and administrative		8		7		23		22
Total stock-based compensation expense	$	10	$	9	$	31	$	28

Summary of Activity for RSUs

The following table presents the activity for RSUs under the Plans:


	Nine Months Ended September 30, 2022
	Outstanding RSUs			Weighted Average Grant Date Fair Value Per Share
RSUs – beginning of period		0.5		$	127.93
RSUs issued in Atotech Acquisition		0.1		$	110.30
Granted		0.5		$	113.07
Vested		(0.3	)	$	118.13
RSUs – end of period		0.8		$	120.03

Business Segment, Geographic Area, and Significant Customer Information (Tables)

9 Months Ended

Sep. 30, 2022

Segment Reporting [Abstract]

Net Revenues, Assets and Goodwill by Reportable Segment

The following table sets forth net revenues by reportable segment:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Vacuum Solutions Division	$	510	$	483	$	1,491	$	1,377
Photonics Solutions Division		267		259		793		809
Materials Solutions Division		177		—		177		—
	$	954	$	742	$	2,461	$	2,186

The following table sets forth segment assets by reportable segment:


September 30, 2022	Accounts receivable			Inventory		Total
Vacuum Solutions Division	$	342		$	449	$	791
Photonics Solutions Division		185			282		467
Materials Solutions Division		301			230		531
Corporate, Eliminations & Other		(98	)		—		(98	)
Total segment assets	$	730		$	961	$	1,691


December 31, 2021	Accounts receivable			Inventory			Total
Vacuum Solutions Division	$	285		$	339		$	624
Photonics Solutions Division		182			239			421
Materials Solutions Division		—			—			—
Corporate, Eliminations & Other		(24	)		(1	)		(25	)
Total segment assets	$	443		$	577		$	1,020

Goodwill associated with each of the Company's reportable segments is as follows:


	September 30, 2022		December 31, 2021
Reportable segment:
Vacuum Solutions Division	$	193	$	195
Photonics Solutions Division		1,020		1,033
Materials Solutions Division		2,638		—
Total goodwill	$	3,851	$	1,228

Reconciliation of Gross Profit by Reportable Segment to Net Income

The following table sets forth a reconciliation of gross profit by reportable segment to net income:


	Three Months Ended September 30,					Nine Months Ended September 30,
	2022			2021		2022			2021
Gross profit by reportable segment:
Vacuum Solutions Division	$	220		$	226	$	645		$	644
Photonics Solutions Division		125			122		372			382
Materials Solutions Division		45			—		45			—
Total gross profit by reportable segment		390			348		1,062			1,026
Operating expenses:
Research and development		63			52		168			149
Selling, general and administrative		126			95		319			289
Acquisition and integration costs		31			9		41			21
Restructuring and other		5			2		10			10
Amortization of intangible assets		47			15		77			40
Gain on sale of long-lived assets		—			—		(7	)		—
Income from operations		118			175		454			517
Interest income		1			—		2			1
Interest expense		80			6		93			19
Other (income) expense, net		(1	)		3		(4	)		12
Income before income taxes		40			166		367			487
Provision for income taxes		34			34		88			86
Net income	$	6		$	132	$	279		$	401

Reconciliation of Segment Assets to Total Assets

The following is a reconciliation of segment assets to total assets:


	September 30, 2022		December 31, 2021
Total segment assets	$	1,691	$	1,020
Cash and cash equivalents and short-term investments		885		1,042
Other current assets		215		85
Property, plant and equipment, net		655		326
Right-of-use assets		235		184
Goodwill and intangible assets, net		7,504		1,804
Other assets and long-term investments		187		79
Total assets	$	11,372	$	4,540

Schedule of Net Revenues and Long-Lived Assets by Geographic Regions

Intercompany sales between geographic areas are at tax transfer prices and have been eliminated from consolidated net revenues.


	Three Months Ended September 30,				Nine Months Ended September 30,
Net revenues:	2022		2021		2022		2021
United States	$	393	$	343	$	1,112	$	917
China		135		80		275		263
Germany		100		37		176		108
South Korea		82		91		260		293
Other		244		191		638		605
	$	954	$	742	$	2,461	$	2,186


Long-lived assets:	September 30, 2022		December 31, 2021
United States	$	497	$	412
Germany		123		18
China		120		16
Other		310		128
	$	1,050	$	574

Summary of Net Revenues by Major Customers

The following customers represented greater than 10% of the Company's net revenues:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Lam Research Corporation		15	%		15	%		15	%		15	%
Applied Materials, Inc.		10	%		11	%		11	%		11	%

Restructuring and Other (Tables)

9 Months Ended

Sep. 30, 2022

Expense Of Restructuring Activities And Other [Abstract]

Schedule of Company's Restructuring Activity

Restructuring activities were as follows:


	Nine Months Ended September 30,
	2022			2021

Restructuring accrual beginning of period	$	3		$	—
Charged to expense		10			6
Payments and adjustments		(10	)		(6	)
Restructuring accrual end of period	$	3		$	—

Revenue from Contracts with Customers - Additional Information (Detail) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Change in Contract with Customer, Liability [Abstract]
Contract assets	$ 46	$ 4

Revenue from Contracts with Customers - Schedule of Deferred Revenue and Customer Advances by Arrangement (Detail) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Change in Contract with Customer, Liability [Abstract]
Beginning balance, January 1	$ 40	$ 37
Assumed deferred revenue and customer advances from Atotech Acquisition	36	0
Additions to deferred revenue and customer advances	149	68
Amount of deferred revenue and customer advances recognized in income	(121)	(64)
Ending balance, September 30	$ 104	$ 41

Revenue from Contracts with Customers - Schedule of Deferred Revenue and Customer Advances by Arrangement (Parenthetical) (Detail) - USD ($) $ in Millions	Sep. 30, 2022	Jan. 01, 2022	Dec. 31, 2021	Sep. 30, 2021	Jan. 01, 2021
Change in Contract with Customer, Liability [Line Items]
Non-current deferred revenue	$ 1	$ 3		$ 4	$ 6
Deferred revenue and customer advances	103		$ 37
Deferred Revenue [Member]
Change in Contract with Customer, Liability [Line Items]
Deferred revenue and customer advances	$ 103	$ 37		$ 37	$ 31

Revenue from Contracts with Customers - Summary of Revenue from Contracts with Customers (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue [Line Items]
Net revenues	$ 954	$ 742	$ 2,461	$ 2,186
Products [Member]
Disaggregation of Revenue [Line Items]
Net revenues	841	649	2,153	1,911
Services [Member]
Disaggregation of Revenue [Line Items]
Net revenues	113	93	308	275
VSD [Member]
Disaggregation of Revenue [Line Items]
Net revenues	510	483	1,491	1,377
VSD [Member] \| Products [Member]
Disaggregation of Revenue [Line Items]
Net revenues	450	426	1,310	1,204
VSD [Member] \| Services [Member]
Disaggregation of Revenue [Line Items]
Net revenues	60	57	181	173
PSD [Member]
Disaggregation of Revenue [Line Items]
Net revenues	267	259	793	809
PSD [Member] \| Products [Member]
Disaggregation of Revenue [Line Items]
Net revenues	227	223	679	707
PSD [Member] \| Services [Member]
Disaggregation of Revenue [Line Items]
Net revenues	40	36	114	102
MSD [Member]
Disaggregation of Revenue [Line Items]
Net revenues	177	0	177	0
MSD [Member] \| Products [Member]
Disaggregation of Revenue [Line Items]
Net revenues	164	0	164	0
MSD [Member] \| Services [Member]
Disaggregation of Revenue [Line Items]
Net revenues	$ 13	$ 0	$ 13	$ 0

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130543-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Investments - Gross Unrealized Gains and (Losses) Aggregated by Investment Category (Detail) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Schedule of Available-for-sale Securities [Line Items]
Investments, Cost		$ 76
Investments, Gross Unrealized Gains		0
Investments, Gross Unrealized (Losses)		0
Investments, Estimated Fair Value		76
Long Term Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Investments, Gross Unrealized Gains	$ 0
Investments, Gross Unrealized (Losses)	0	0
Time Deposits and Certificates of Deposit [Member]
Schedule of Available-for-sale Securities [Line Items]
Investments, Cost	1	22
Investments, Gross Unrealized Gains	0	0
Investments, Gross Unrealized (Losses)	0	0
Investments, Estimated Fair Value	1	22
Commercial Paper [Member]
Schedule of Available-for-sale Securities [Line Items]
Investments, Cost		42
Investments, Gross Unrealized Gains		0
Investments, Gross Unrealized (Losses)		0
Investments, Estimated Fair Value		42
U.S. Treasury Obligations [Member]
Schedule of Available-for-sale Securities [Line Items]
Investments, Cost		11
Investments, Gross Unrealized Gains		0
Investments, Gross Unrealized (Losses)		0
Investments, Estimated Fair Value		11
U.S. Agency Obligations [Member]
Schedule of Available-for-sale Securities [Line Items]
Investments, Cost		1
Investments, Gross Unrealized Gains		0
Investments, Gross Unrealized (Losses)		0
Investments, Estimated Fair Value		1
Group Insurance Contracts [Member] \| Long Term Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Investments, Cost	5	5
Investments, Gross Unrealized Gains		1
Investments, Estimated Fair Value	$ 5	$ 6

Derivatives - Additional Information (Detail) € in Millions, $ in Millions	9 Months Ended
	Sep. 30, 2022 USD ($)	Dec. 31, 2021 EUR (€)	Dec. 31, 2021 USD ($)
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Maximum period for hedging a portion of forecasted foreign currency denominated intercompany sales of inventory	18 months
Derivatives Foreign Currency Options [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional amount in EUR/USD \| €		€ 300
Foreign Exchange Forward Contracts [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gross notional values of outstanding forward foreign exchange contracts	$ 711		$ 241
Other Expense, Net [Member] \| Derivatives Foreign Currency Options [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gain net of premium	$ 5

Derivatives - Summary of Primary Net Hedging Positions and Corresponding Fair Values (Detail) - Foreign Exchange Forward Contracts [Member] - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Derivative [Line Items]
Currency Hedged (Buy/Sell), Gross Notional Value, Net	$ 711	$ 241
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	6	3
U.S. Dollar/Japanese Yen [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Gross Notional Value, Net	51	60
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	6	2
U.S. Dollar/South Korean Won [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Gross Notional Value, Net	105	108
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	10	1
U.S. Dollar/Euro [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Gross Notional Value, Net	13	15
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	1	0
U.S. Dollar/U.K. Pound Sterling [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Gross Notional Value, Net	6	11
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	1	0
U.S. Dollar/Taiwan Dollar [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Gross Notional Value, Net	41	47
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	3	$ 0
Euro/Chinese Renminbi [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Gross Notional Value, Net	27
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	0
U.K. Pound Sterling/Euro [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Gross Notional Value, Net	4
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	0
Euro/U.S. Dollar [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Gross Notional Value, Net	426
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	(13)
Japanese Yen/U.S. Dollar [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Gross Notional Value, Net	38
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	$ (2)

Derivatives - Summary of Interest Rate Swaps and Interest Rate Caps (Detail) - Incremental Term Loan Facility [Member] - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Derivative [Line Items]
Notional Amount at Effective Date	$ 3,100
Notional Amount	2,500
Fair Value Asset (Liability)	115	$ 4
Interest Rate Swaps [Member]
Derivative [Line Items]
Notional Amount at Effective Date	2,400
Notional Amount	1,800
Fair Value Asset (Liability)	83	4
Interest Rate Caps [Member]
Derivative [Line Items]
Notional Amount at Effective Date	700
Notional Amount	700
Fair Value Asset (Liability)	$ 32	0
Swap Agreement One [Member] \| Interest Rate Swaps [Member]
Derivative [Line Items]
Effective Date	Apr. 05, 2019
Maturity	Mar. 31, 2023
Fixed Rate	2.309%
Notional Amount at Effective Date	$ 300
Notional Amount	200
Fair Value Asset (Liability)	$ 2	(5)
Swap Agreement One [Member] \| Interest Rate Caps [Member]
Derivative [Line Items]
Effective Date	Mar. 31, 2020
Maturity	Jan. 31, 2024
Fixed Rate	1.00%
Notional Amount at Effective Date	$ 350
Notional Amount	350
Fair Value Asset (Liability)	$ 16	0
Swap Agreement Two [Member] \| Interest Rate Swaps [Member]
Derivative [Line Items]
Effective Date	Oct. 26, 2021
Maturity	Feb. 28, 2025
Fixed Rate	0.485%
Notional Amount at Effective Date	$ 200
Notional Amount	200
Fair Value Asset (Liability)	$ 17	4
Swap Agreement Two [Member] \| Interest Rate Caps [Member]
Derivative [Line Items]
Effective Date	Mar. 31, 2020
Maturity	Jan. 31, 2024
Fixed Rate	1.00%
Notional Amount at Effective Date	$ 350
Notional Amount	350
Fair Value Asset (Liability)	$ 16	0
Swap Agreement Three [Member] \| Interest Rate Swaps [Member]
Derivative [Line Items]
Effective Date	Mar. 31, 2022
Maturity	Feb. 28, 2025
Fixed Rate	0.623%
Notional Amount at Effective Date	$ 100
Notional Amount	100
Fair Value Asset (Liability)	$ 22	5
Swap Agreement Four [Member] \| Interest Rate Swaps [Member]
Derivative [Line Items]
Effective Date	Sep. 30, 2022
Maturity	Sep. 30, 2026
Fixed Rate	3.156%
Notional Amount at Effective Date	$ 350
Notional Amount	350
Fair Value Asset (Liability)	$ 9	0
Swap Agreement Five [Member] \| Interest Rate Swaps [Member]
Derivative [Line Items]
Effective Date	Jan. 02, 2024
Maturity	Jan. 31, 2028
Fixed Rate	2.841%
Notional Amount at Effective Date	$ 250
Notional Amount	0
Fair Value Asset (Liability)	$ 7	0
Swap Agreement Six [Member] \| Interest Rate Swaps [Member]
Derivative [Line Items]
Effective Date	Sep. 30, 2022
Maturity	Sep. 30, 2027
Fixed Rate	3.198%
Notional Amount at Effective Date	$ 350
Notional Amount	350
Fair Value Asset (Liability)	$ 10	0
Swap Agreement Seven [Member] \| Interest Rate Swaps [Member]
Derivative [Line Items]
Effective Date	Jan. 02, 2024
Maturity	Jan. 31, 2029
Fixed Rate	2.986%
Notional Amount at Effective Date	$ 250
Notional Amount	0
Fair Value Asset (Liability)	$ 6	0
Swap Agreement Eight [Member] \| Interest Rate Swaps [Member]
Derivative [Line Items]
Effective Date	Sep. 30, 2022
Maturity	Sep. 30, 2026
Fixed Rate	3.358%
Notional Amount at Effective Date	$ 600
Notional Amount	600
Fair Value Asset (Liability)	$ 10	$ 0

Derivatives - Summary of Gains (Losses) on Derivatives Designated as Cash Flow Hedging Instruments (Detail) - Cash Flow Hedging [Member] - Foreign Exchange Forward Contracts [Member] - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Derivative Instruments, Gain (Loss) [Line Items]
Net gain recognized in accumulated OCI	$ 48	$ 3	$ 73	$ 14
Net gain (loss) reclassified from accumulated OCI into income	$ 5	$ 0	$ 9	$ (2)

Derivatives - Summary of Losses on Derivatives Not Designated as Hedging Instruments (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Interest Rate Caps [Member]
Derivative Instruments Gain Loss Not Designated As Hedging Instruments [Line Items]
Net losses recognized in income	$ (11)	$ (2)	$ (4)	$ (9)

Inventories - Summary of Inventories (Detail) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Raw materials	$ 655	$ 394
Work-in-process	130	83
Finished goods	176	100
Inventories	$ 961	$ 577

Leases - Additional Information (Detail) - USD ($) $ in Millions	Sep. 30, 2022	Aug. 17, 2022	Dec. 31, 2021
Leases [Line Items]
Right-of-use assets	$ 235		$ 184
Atotech [Member]
Leases [Line Items]
Right-of-use assets		$ 69
Lease liabilities		52
Finance lease, right of use assets		$ 51

Acquisitions - Additional Information (Detail) $ in Thousands			3 Months Ended		9 Months Ended
	Aug. 17, 2022 USD ($) shares	Jul. 15, 2021 CAD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)
Business Acquisition [Line Items]
Acquisition costs			$ 31,000,000	$ 9,000,000	$ 41,000,000	$ 21,000,000
Amortization of inventory step-up adjustment					$ 39,000,000	$ 0
Photon Control Inc [Member]
Business Acquisition [Line Items]
Date of completed previously announced acquisition		Jul. 15, 2021
Price per share of common stock in cash		$ 3,600
Atotech Limited [Member]
Business Acquisition [Line Items]
Price per share of common stock in cash	$ 16.20
Business acquisition, total cash consideration	$ 5,664,000,000
Number of shares received per common shares \| shares	0.0552
Aggregate number of common stock issued \| shares	10,700,000

Acquisitions - Summary of Preliminary Purchase Price (Detail) - USD ($) $ in Millions			9 Months Ended
	Aug. 17, 2022	Jul. 15, 2021	Sep. 30, 2022	Sep. 30, 2021
Business Acquisition [Line Items]
Repayment of Atotech debt			$ 835	$ 13
Total purchase price, net of cash and cash equivalents acquired			$ 4,473	$ 268
Photon Control, Inc. [Member]
Business Acquisition [Line Items]
Cash paid for outstanding shares		$ 302
Less: Cash and cash equivalents acquired		(34)
Total purchase price, net of cash and cash equivalents acquired		$ 268
Atotech Limited [Member]
Business Acquisition [Line Items]
Cash paid for outstanding shares	$ 2,886
Value of MKS shares issued	1,186
Repayment of Atotech debt	1,545
Settlement of share-based awards	47
Total purchase price	5,664
Total purchase price, net of cash and cash equivalents acquired	$ 5,664

Acquisitions - Allocation of Acquired Intangible Assets and Liabilities Related Estimates of Useful Lives (Detail) - USD ($) $ in Millions			3 Months Ended	12 Months Ended
	Aug. 17, 2022	Jul. 15, 2021	Sep. 30, 2022	Dec. 31, 2021
Photon Control Inc [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price		$ 121		$ 121
Photon Control Inc [Member] \| Completed Technology [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price		$ 110		110
Acquired intangible assets, estimated useful lives		9 years
Photon Control Inc [Member] \| Customer Relationships [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price		$ 9		$ 9
Acquired intangible assets, estimated useful lives		10 years
Photon Control Inc [Member] \| Backlog [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price		$ 2
Acquired intangible assets, estimated useful lives		1 year 6 months
Atotech Limited [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price	$ 3,251		$ 3,251
Atotech Limited [Member] \| Developed Technology [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price	$ 813
Acquired intangible assets, estimated useful lives	9 years
Atotech Limited [Member] \| Completed Technology [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price			813
Atotech Limited [Member] \| Customer Relationships [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price	$ 2,080		$ 2,080
Acquired intangible assets, estimated useful lives	16 years
Atotech Limited [Member] \| Trade Names [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price	$ 195
Acquired intangible assets, estimated useful lives	8 years
Atotech Limited [Member] \| Other Intangible Assets [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price	$ 98
Acquired intangible assets, estimated useful lives	4 years
Atotech Limited [Member] \| In Process Research and Development [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price	$ 65
Acquired intangible assets, estimated useful lives	12 years

Acquisitions - Summary of Estimated Fair Value of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Millions			9 Months Ended
	Aug. 17, 2022	Jul. 15, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Acquisition Date [Line Items]
Goodwill			$ 3,851		$ 1,228
Non-current accrued compensation	$ 94
Total purchase price, net of cash and cash equivalents acquired			$ 4,473	$ 268
Photon Control Inc [Member]
Acquisition Date [Line Items]
Cash and cash equivalents		$ 34
Current assets		51
Intangible assets		121
Goodwill		168
Other assets		9
Total assets acquired		349
Current liabilities		14
Non-current deferred taxes		32
Other non-current liabilities		1
Total liabilities assumed		47
Fair value of assets acquired and liabilities assumed		302
Less: Cash and cash equivalents acquired		(34)
Total purchase price, net of cash and cash equivalents acquired		$ 268
Atotech Limited [Member]
Acquisition Date [Line Items]
Cash and cash equivalents	238
Trade accounts receivable	273
Inventories	280
Other current assets	114
Property, plant and equipment	285
Intangible assets	3,251
Goodwill	2,720
Other assets	146
Total assets acquired	7,307
Accounts payable	197
Other current liabilities	203
Non-current deferred taxes	859
Other non-current liabilities	52
Total liabilities assumed	1,405
Fair value of assets acquired and liabilities assumed	5,902
Less: Cash and cash equivalents acquired	(238)
Total purchase price, net of cash and cash equivalents acquired	$ 5,664

Acquisitions - Schedule of Revenue and Net Income (Details) - Atotech Limited [Member] - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2022
Business Acquisition [Line Items]
Total net revenues	$ 177	$ 177
Net loss	$ (44)	$ (44)

Acquisitions - Schedule of Unaudited Pro Forma Financial Information (Details) - Atotech [Member] - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Business Acquisition [Line Items]
Total net revenues	$ 1,141	$ 1,125	$ 3,364	$ 3,298
Net (loss) income	$ (34)	$ 95	$ 166	$ 193

Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Goodwill And Intangible Assets [Line Items]
Amortization of intangible assets	$ 47	$ 15	$ 77	$ 40
ESB [Member]
Goodwill And Intangible Assets [Line Items]
Percentage of fair value of reporting unit in excess of carrying amount	10.00%		10.00%
Trademarks and trade names [member]
Goodwill And Intangible Assets [Line Items]
Un-amortized Intangible assets, net	$ 56		$ 56

Goodwill and Intangible Assets - Goodwill (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Beginning balance, Goodwill Gross Carrying Amount	$ 1,373
Acquired goodwill, Gross Carrying Amount	2,720
Foreign currency translation, Gross Carrying Amount	(97)
Ending balance, Goodwill Gross Carrying Amount	3,996
Beginning balance, Accumulated Impairment Loss	(145)
Acquired goodwill, Accumulated Impairment Loss	0
Foreign currency translation, Accumulated Impairment Loss	0
Ending balance, Accumulated Impairment Loss	(145)
Beginning balance, Goodwill Net	1,228
Acquired goodwill, Net	2,720
Foreign currency translation, Net	(97)
Ending balance, Goodwill Net	$ 3,851

Goodwill and Intangible Assets - Intangible Assets (Detail) - USD ($) $ in Millions	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross	$ 4,248	$ 997
Accumulated Amortization and Impairment Charges	(497)	(420)
Foreign Currency Translation	(98)	(1)
Intangible assets, net	3,653	576
Completed Technology [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross	1,369	556
Accumulated Amortization and Impairment Charges	(280)	(242)
Foreign Currency Translation	(23)	0
Intangible assets, net	1,066	314
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross	2,398	318
Accumulated Amortization and Impairment Charges	(155)	(126)
Foreign Currency Translation	(65)	0
Intangible assets, net	2,178	192
Patents, Trademarks, Trade Names and Other [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross	481	123
Accumulated Amortization and Impairment Charges	(62)	(52)
Foreign Currency Translation	(10)	(1)
Intangible assets, net	$ 409	$ 70

Goodwill and Intangible Assets - Intangible Assets (Parenthetical) (Detail) - USD ($) $ in Millions			3 Months Ended	12 Months Ended
	Aug. 17, 2022	Jul. 15, 2021	Sep. 30, 2022	Dec. 31, 2021
Photon Control Inc [Member]
Finite-Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price		$ 121		$ 121
Photon Control Inc [Member] \| Completed Technology [Member]
Finite-Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price		110		110
Photon Control Inc [Member] \| Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price		$ 9		9
Photon Control Inc [Member] \| Trademarks Tradenames And Backlog
Finite-Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price				$ 2
Atotech Limited [Member]
Finite-Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price	$ 3,251		$ 3,251
Atotech Limited [Member] \| Completed Technology [Member]
Finite-Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price			813
Atotech Limited [Member] \| Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price	$ 2,080		2,080
Atotech Limited [Member] \| Trademarks Tradenames And Backlog
Finite-Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price			$ 358

Goodwill and Intangible Assets - Estimated Net Amortization Expense (Detail) $ in Millions	Sep. 30, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2022 (remaining)	$ 83
2023	327
2024	326
2025	325
2026	310
2027	296
Thereafter	$ 1,930

Debt - Schedule of Short-Term Debt (Detail) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Short Term Debt [Line Items]
Short term debt	$ 95	$ 9
New Term Loan Facility [Member]
Short Term Debt [Line Items]
Short term debt	92	0
Prior Term Loan Facility [Member]
Short Term Debt [Line Items]
Short term debt	0	9
Japan [Member] \| Line of Credit [Member]
Short Term Debt [Line Items]
Short term debt	$ 3	$ 0

Debt - Schedule of Long-Term Debt (Detail) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Long term debt	$ 4,893	$ 808
New Term Loan Facility, Net [Member]
Debt Instrument [Line Items]
Long term debt	4,893	0
Prior Term Loan Facility, Net [Member]
Debt Instrument [Line Items]
Long term debt	$ 0	$ 808

- Definition

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Debt - Schedule of Long-Term Debt (Parenthetical) (Detail) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
New Term Loan Facility, Net [Member]
Debt Instrument [Line Items]
Deferred financing fees, original issuance discount and repricing fees	$ 204	$ 8
Prior Term Loan Facility, Net [Member]
Debt Instrument [Line Items]
Deferred financing fees, original issuance discount and repricing fees	$ 204	$ 8

Debt - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Debt Disclosure [Abstract]
Interest expense	$ 80	$ 6	$ 93	$ 19

Debt - New Term Loan Facility and New Revolving Facility - Additional Information (Detail)		9 Months Ended
	Aug. 17, 2022 USD ($)	Sep. 30, 2022 USD ($)	Feb. 01, 2019 USD ($)
Debt Instrument [Line Items]
Debt instrument, interest rate terms		Borrowings under the New Credit Facilities bear interest at a rate per annum equal to, at the Company's option, any of the following, plus, in each case, an applicable margin: (a) with respect to the USD Tranche A, the USD Tranche B and the New Revolving Facility, (x) a base rate determined by reference to the highest of (1) the federal funds effective rate plus 0.50%, (2) the prime rate quoted in The Wall Street Journal, or (3) a forward-looking term rate based on Term SOFR (plus an applicable credit spread adjustment) for an interest period of one month, plus 1.00%; and (y) a Term SOFR rate (plus an applicable credit spread adjustment) for the interest period relevant to such borrowing, subject, solely with respect to the USD Tranche B, to a rate floor of 0.50%; and (b) with respect to the Euro Tranche B, a EURIBOR rate determined by reference to the costs of funds for Euro deposits for the interest period relevant to such borrowing adjusted for certain additional costs, subject to a EURIBOR rate floor of 0.0%.
Initial commitment fee percentage		0.375%
Annual Step-Down [Member]
Debt Instrument [Line Items]
Leverage ratio		0.25
Step-Up [Member]
Debt Instrument [Line Items]
Leverage ratio		0.50
Maximum [Member]
Debt Instrument [Line Items]
Leverage ratio		5.50
Maximum [Member] \| Step-Up [Member]
Debt Instrument [Line Items]
Leverage ratio		5.50
Federal Funds Rate [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		0.50%
Term SOFR Rate (Plus Applicable Credit Spread Adjustment) [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		1.00%
Floor Rate [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		0.50%
EURIBOR Rate Floor [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		0.00%
USD Tranche A [Member]
Debt Instrument [Line Items]
Borrowing capacity	$ 1,000,000,000
Scheduled quarterly payments percentage of original principal amount		1.25%
USD Tranche A [Member] \| Years 3 and 4 [Member]
Debt Instrument [Line Items]
Scheduled quarterly payments percentage of original principal amount		1.875%
USD Tranche A [Member] \| Year 5 [Member]
Debt Instrument [Line Items]
Scheduled quarterly payments percentage of original principal amount		2.50%
USD Tranche A [Member] \| Original Issue Discount [Member]
Debt Instrument [Line Items]
Original issue discount percentage of principal amount		0.25%
USD Tranche B [Member]
Debt Instrument [Line Items]
Borrowing capacity	3,600,000,000
Scheduled quarterly payments percentage of original principal amount		0.25%
USD Tranche B [Member] \| Original Issue Discount [Member]
Debt Instrument [Line Items]
Original issue discount percentage of principal amount		2.00%
Euro Tranche B [Member]
Debt Instrument [Line Items]
Borrowing capacity	600,000,000
Scheduled quarterly payments percentage of original principal amount		0.25%
Euro Tranche [Member] \| Original Issue Discount [Member]
Debt Instrument [Line Items]
Original issue discount percentage of principal amount		2.00%
First Lien Net Leverage Ratio [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Leverage ratio		6.00
Atotech [Member]
Debt Instrument [Line Items]
Borrowing capacity	500,000,000
Base Rate Borrowings [Member] \| USD Tranche A [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		1.50%
Base Rate Borrowings [Member] \| USD Tranche B [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		1.75%
Term SOFR Borrowings [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		2.50%
Term SOFR Borrowings [Member] \| USD Tranche A [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		2.50%
Term SOFR Borrowings [Member] \| USD Tranche B [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		2.75%
Borrowings under New Revolving Facility [Member] \| Base Rate [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		1.50%
Borrowings under Euro Tranche B [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		3.00%
New Revolving Facility [Member]
Debt Instrument [Line Items]
Debt issuance costs	$ 7,000,000
Debt issuance costs, amortization period	4 years
Prepayment premium percentage of aggregate principal amount		1.00%
Borrowings outstanding		$ 0
New Revolving Facility [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Percentage of aggregate amount of all commitments		35.00%
Term Loans under New Term Loan Facility [Member]
Debt Instrument [Line Items]
Deferred financing fees and original issue discount fees		$ 242,000,000
Prior Term Loan Facility [Member]
Debt Instrument [Line Items]
Borrowings outstanding			$ 820,000,000
New Term Loan Facility [Member]
Debt Instrument [Line Items]
Line of credit facility minimum additional borrowing capacity		$ 1,011,000,000
Minimum percentage of consolidated EBITDA		75.00%
Outstanding principal amount		$ 5,189,000,000
Weighted average interest rate		5.60%

Debt - Lines of Credit and Borrowing Arrangements - Additional Information (Detail) - Revolving Lines of Credit [Member] - Japan [Member] - USD ($)	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Aggregate borrowings expire and renewal period	3 months
Borrowing capacity in the form of letters of credit	$ 23,000,000
Total borrowings outstanding	$ 3,000,000	$ 0

- Definition

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

+ References + Details

Debt - Schedule of Contractual Maturities of Debt Obligations (Detail) $ in Millions	Sep. 30, 2022 USD ($)
Maturities of Long-Term Debt [Abstract]
2022 (remaining)	$ 26
2023	92
2024	98
2025	117
2026	123
2027	767
Thereafter	$ 3,969

Product Warranties - Product Warranty Activities (Detail) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Guarantees [Abstract]
Beginning of period	$ 21	$ 18
Assumed product warranty liability from Atotech Acquisition	5	0
Provision for product warranties	20	30
Charges to warranty liability	(21)	(25)
End of period	$ 25	$ 23

Product Warranties - Additional Information (Details) - USD ($) $ in Millions	Sep. 30, 2022	Sep. 30, 2021
Other Current Liabilities [Member]
Product Warranty Liability [Line Items]
Short-term product warranties	$ 19	$ 22
Other Noncurrent Liabilities [Member]
Product Warranty Liability [Line Items]
Long-term product warranties	$ 6	$ 1

Income Taxes - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Effective tax rate	85.50%	20.40%	24.10%	17.60%
One-time charge to tax expense	$ 30		$ 30
Amount of gross unrecognized tax benefits excluding interest and penalties	69		69		$ 43
Accrued interest on unrecognized tax benefits	$ 1		1		$ 1
Net unrecognized tax benefits, excluding interest and penalties, related to foreign tax positions			$ 1

Net Income Per Share - Computation of Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended						9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021
Numerator:
Net income	$ 6	$ 130	$ 143	$ 132	$ 146	$ 122	$ 279	$ 401
Denominator:
Shares used in net income per common share – basic	61,000,000.0			55,500,000			57,400,000	55,400,000
Effect of dilutive securities	100,000			200,000			200,000	300,000
Shares used in net income per common share – diluted	61,100,000			55.7			57,600,000	55.7
Net income per common share:
Basic	$ 0.09			$ 2.39			$ 4.85	$ 7.24
Net income per common share:
Diluted	$ 0.09			$ 2.38			$ 4.84	$ 7.21

Stock-Based Compensation - Schedule of Total Stock-Based Compensation Expense Included in Company's Condensed Consolidated Statements of Operations and Comprehensive Income (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	$ 10	$ 9	$ 31	$ 28
Cost of Revenues [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	1	1	4	3
Research and Development [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	1	1	4	3
Selling, General and Administrative [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	$ 8	$ 7	$ 23	$ 22

Stock-Based Compensation - Additional Information (Detail) $ in Millions	Sep. 30, 2022 USD ($)
Restructuring Cost and Reserve [Line Items]
Total compensation expense related to unvested stock-based awards granted to employees, officers and directors	$ 57

Stock-Based Compensation - Summary of Activity for RSUs (Detail) - Restricted Stock Units (RSUs) [Member] shares in Millions	9 Months Ended
	Sep. 30, 2022 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
RSUs, beginning of period \| shares	0.5
RSUs issued in Atotech Acquisition \| shares	0.1
Granted \| shares	0.5
Vested \| shares	(0.3)
RSU, end of period \| shares	0.8
RSUs, Weighted Average Grant Date Fair Value, Beginning of period \| $ / shares	$ 127.93
Weighted Average Grant Date Fair Value, Shares from Atotech Acquisition \| $ / shares	110.30
Weighted Average Grant Date Fair Value, Granted \| $ / shares	113.07
Weighted Average Grant Date Fair Value, Vested \| $ / shares	118.13
RSUs, Weighted Average Grant Date Fair Value, end of period \| $ / shares	$ 120.03

Stockholders' Equity - Additional Information (Detail) - USD ($)			3 Months Ended						9 Months Ended
	Jul. 25, 2022	Jul. 25, 2011	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021
Equity [Abstract]
Common stock, value of shares authorized to repurchase		$ 200,000,000
Stock repurchase, shares		2,600,000	0			0			0	0
Value of shares repurchased		$ 127,000,000
Cash dividends per common share			$ 0.22	$ 0.22	$ 0.22	$ 0.22	$ 0.22	$ 0.20
Dividend payment to common shareholders									$ 37,000,000	$ 36,000,000
Dividend declared date	Oct. 24, 2022
Cash dividend to be paid	$ 0.22
Dividend to be paid date	Dec. 09, 2022
Dividend declared, shareholders of record date	Nov. 28, 2022

Business Segment, Geographic Area, and Significant Customer Information - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2022 USD ($) Segment	Sep. 30, 2021 USD ($)
Segment Reporting Information [Line Items]
Number of reportable segments \| Segment	3
Capital expenditures \| $	$ 109	$ 63

Business Segment, Geographic Area, and Significant Customer Information - Net Revenues by Reportable Segment (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Segment Reporting Information [Line Items]
Net revenues	$ 954	$ 742	$ 2,461	$ 2,186
Vacuum Solutions Division [Member]
Segment Reporting Information [Line Items]
Net revenues	510	483	1,491	1,377
Photonics Solutions Division [Member]
Segment Reporting Information [Line Items]
Net revenues	267	259	793	809
Materials Solutions Division [Member]
Segment Reporting Information [Line Items]
Net revenues	$ 177	$ 0	$ 177	$ 0

- Definition

+ References

+ Details

Business Segment, Geographic Area, and Significant Customer Information - Reconciliation of Gross Profit to Net Income (Detail) - USD ($) $ in Millions	3 Months Ended						9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021
Segment Reporting Information [Line Items]
Gross profit	$ 390			$ 348			$ 1,062	$ 1,026
Research and development	63			52			168	149
Selling, general and administrative	126			95			319	289
Acquisition and integration costs	31			9			41	21
Restructuring and other	5			2			10	10
Amortization of intangible assets	47			15			77	40
Gain on sale of long-lived assets	0			0			(7)	0
Income from operations	118			175			454	517
Interest income	1			0			2	1
Interest expense	80			6			93	19
Other (income) expense, net	(1)			3			(4)	12
Income before income taxes	40			166			367	487
Provision for income taxes	34			34			88	86
Net income	6	$ 130	$ 143	132	$ 146	$ 122	279	401
Vacuum Solutions Division [Member]
Segment Reporting Information [Line Items]
Gross profit	220			226			645	644
Photonics Solutions Division [Member]
Segment Reporting Information [Line Items]
Gross profit	125			122			372	382
Materials Solutions Division [Member]
Segment Reporting Information [Line Items]
Gross profit	$ 45			$ 0			$ 45	$ 0

Business Segment, Geographic Area, and Significant Customer Information - Segment Assets by Reportable Segment (Detail) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Accounts receivable	$ 730	$ 443
Inventory	961	577
Total assets	1,691	1,020
Operating Segments [Member] \| Vacuum Solutions Division Member
Segment Reporting Information [Line Items]
Accounts receivable	342	285
Inventory	449	339
Total assets	791	624
Operating Segments [Member] \| Photonics Solutions Division [Member]
Segment Reporting Information [Line Items]
Accounts receivable	185	182
Inventory	282	239
Total assets	467	421
Operating Segments [Member] \| Materials Solutions Division [Member]
Segment Reporting Information [Line Items]
Accounts receivable	301	0
Inventory	230	0
Total assets	531	0
Corporate, Eliminations & Other [Member]
Segment Reporting Information [Line Items]
Accounts receivable	(98)	(24)
Inventory	0	(1)
Total assets	$ (98)	$ (25)

Business Segment, Geographic Area, and Significant Customer Information - Reconciliation of Segment Assets to Total Assets (Detail) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Segment Reporting, Asset Reconciling Item [Line Items]
Total segment assets	$ 1,691	$ 1,020
Cash and cash equivalents	884	966
Other current assets	215	85
Property, plant and equipment, net	655	326
Right-of-use assets	235	184
Other assets and long-term investments	187	79
Total assets	11,372	4,540
Segment Reconciling Items [Member]
Segment Reporting, Asset Reconciling Item [Line Items]
Cash and cash equivalents	885	1,042
Other current assets	215	85
Property, plant and equipment, net	655	326
Right-of-use assets	235	184
Goodwill and intangible assets, net	7,504	1,804
Other assets and long-term investments	187	79
Total assets	$ 11,372	$ 4,540

Business Segment, Geographic Area, and Significant Customer Information - Schedule of Net Revenues and Long-Lived Assets by Geographic Regions (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	$ 954	$ 742	$ 2,461	$ 2,186
Long-lived assets	1,050		1,050		$ 574
United States [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	393	343	1,112	917
Long-lived assets	497		497		412
China [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	135	80	275	263
Long-lived assets	120		120		16
Germany [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	100	37	176	108
Long-lived assets	123		123		18
South Korea [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	82	91	260	293
Other [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	244	$ 191	638	$ 605
Long-lived assets	$ 310		$ 310		$ 128

- Definition

+ References

+ Details

Business Segment, Geographic Area, and Significant Customer Information - Summary of Goodwill Associated with Reportable Segments (Detail) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Goodwill	$ 3,851	$ 1,228
Vacuum Solutions Division [Member]
Segment Reporting Information [Line Items]
Goodwill	193	195
Photonics Solutions Division [Member]
Segment Reporting Information [Line Items]
Goodwill	1,020	1,033
Materials solutions division [Member]
Segment Reporting Information [Line Items]
Goodwill	$ 2,638	$ 0

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Business Segment, Geographic Area, and Significant Customer Information - Summary of Net Revenues by Major Customers (Detail) - Sales Revenue, Net [Member] - Customer Concentration Risk [Member]	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Lam Research Corporation [Member]
Segment Reporting Information [Line Items]
Percentage of total net revenues	15.00%	15.00%	15.00%	15.00%
Applied Materials, Inc. [Member]
Segment Reporting Information [Line Items]
Percentage of total net revenues	10.00%	11.00%	11.00%	11.00%

Restructuring and Other - Additional Information (Detail) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($) Facility	Sep. 30, 2021 USD ($)
Restructuring Cost and Other Cost [Line Items]
Restructuring charges		$ 1	$ 10	$ 6
Restructuring and other costs		1		4
Other restructuring charges, facility cost		$ 1		$ 4
Atotech [Member]
Restructuring Cost and Other Cost [Line Items]
Restructuring and other costs	$ 5		10
Other restructuring charges, facility cost	$ 5		$ 10
Atotech [Member] \| Europe [Member]
Restructuring Cost and Other Cost [Line Items]
Number of facilities yet to close \| Facility			2

Restructuring and Other - Schedule of Company's Restructuring Activity (Detail) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Restructuring and Related Activities [Abstract]
Restructuring accrual beginning of period		$ 3	$ 0
Charged to expense	$ 1	10	6
Payments and adjustments		(10)	(6)
Restructuring accrual end of period	$ 0	$ 3	$ 0

Commitments and Contingencies - Additional Information (Detail) - Atotech Limited [Member]	Aug. 17, 2022 USD ($) shares
Commitments And Contingencies [Line Items]
Price per share of common stock in cash	$ 16.20
Number of shares received per common shares \| shares	0.0552
Business acquisition, total cash consideration	$ 5,664,000,000

Fair Value Measurements - Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis (Detail) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments		$ 76
Short-term investments	$ 1	76
Commercial Paper [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments		42
Fair Value Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	17	230
Pension and deferred compensation plan assets	19	20
Total assets	180	347
Total liabilities	16	6
Short-term investments	1	76
Other current assets	23	6
Total current assets	41	312
Other assets	139	35
Fair Value Measurements, Recurring [Member] \| Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-interest rate hedge - non-current		9
Derivatives interest rate hedge - current	115
Derivatives - interest rate hedge - non-current		5
Fair Value Measurements, Recurring [Member] \| Foreign Exchange Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-foreign exchange forward contracts	22	3
Derivatives- foreign exchange forward contracts	16	1
Fair Value Measurements, Recurring [Member] \| Derivatives Foreign Currency Options [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-foreign currency options		3
Fair Value Measurements, Recurring [Member] \| Commercial Paper [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments		42
Fair Value Measurements, Recurring [Member] \| Group Insurance Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments	6	6
Fair Value Measurements, Recurring [Member] \| Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	17	55
Fair Value Measurements, Recurring [Member] \| Time Deposits and Certificates of Deposit [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments	1	22
Fair Value Measurements, Recurring [Member] \| U.S. Treasury Obligations [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents		175
Available-for-sale investments		11
Fair Value Measurements, Recurring [Member] \| U.S. Agency Obligations [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments		1
Fair Value Measurements, Recurring [Member] \| Other Current Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities		1
Fair Value Measurements, Recurring [Member] \| Other Noncurrent Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities		5
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	17	55
Pension and deferred compensation plan assets	0	0
Total assets	17	55
Total liabilities	0	0
Short-term investments	0	0
Other current assets	0	0
Total current assets	17	55
Other assets	0	0
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) [Member] \| Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-interest rate hedge - non-current		0
Derivatives interest rate hedge - current	0
Derivatives - interest rate hedge - non-current		0
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) [Member] \| Foreign Exchange Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-foreign exchange forward contracts	0	0
Derivatives- foreign exchange forward contracts	0	0
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) [Member] \| Derivatives Foreign Currency Options [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-foreign currency options		0
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) [Member] \| Group Insurance Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments	0	0
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) [Member] \| Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	17	55
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) [Member] \| Time Deposits and Certificates of Deposit [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments	0	0
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) [Member] \| U.S. Treasury Obligations [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents		0
Available-for-sale investments		0
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) [Member] \| Other Current Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities		0
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) [Member] \| Other Noncurrent Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities		0
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0	175
Pension and deferred compensation plan assets	19	20
Total assets	163	292
Total liabilities	16	6
Short-term investments	1	76
Other current assets	23	6
Total current assets	24	257
Other assets	139	35
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member] \| Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-interest rate hedge - non-current		9
Derivatives interest rate hedge - current	115
Derivatives - interest rate hedge - non-current		5
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member] \| Foreign Exchange Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-foreign exchange forward contracts	22	3
Derivatives- foreign exchange forward contracts	16	1
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member] \| Derivatives Foreign Currency Options [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-interest rate hedge - non-current		3
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member] \| Commercial Paper [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments		42
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member] \| Group Insurance Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments	6	6
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member] \| Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member] \| Time Deposits and Certificates of Deposit [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments	1	22
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member] \| U.S. Treasury Obligations [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents		175
Available-for-sale investments		11
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member] \| U.S. Agency Obligations [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments		1
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member] \| Other Current Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities		1
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member] \| Other Noncurrent Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities		5
Fair Value Measurements, Recurring [Member] \| Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Pension and deferred compensation plan assets	0	0
Total assets	0	0
Total liabilities	0	0
Short-term investments	0	0
Other current assets	0
Total current assets	0	0
Other assets	0	0
Fair Value Measurements, Recurring [Member] \| Significant Unobservable Inputs (Level 3) [Member] \| Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-interest rate hedge - non-current		0
Derivatives - interest rate hedge - non-current		0
Fair Value Measurements, Recurring [Member] \| Significant Unobservable Inputs (Level 3) [Member] \| Foreign Exchange Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-foreign exchange forward contracts	0	0
Derivatives- foreign exchange forward contracts	0	0
Fair Value Measurements, Recurring [Member] \| Significant Unobservable Inputs (Level 3) [Member] \| Derivatives Foreign Currency Options [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-foreign currency options		0
Fair Value Measurements, Recurring [Member] \| Significant Unobservable Inputs (Level 3) [Member] \| Group Insurance Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments	0	0
Fair Value Measurements, Recurring [Member] \| Significant Unobservable Inputs (Level 3) [Member] \| Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Fair Value Measurements, Recurring [Member] \| Significant Unobservable Inputs (Level 3) [Member] \| Time Deposits and Certificates of Deposit [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale investments	$ 0	0
Fair Value Measurements, Recurring [Member] \| Significant Unobservable Inputs (Level 3) [Member] \| U.S. Treasury Obligations [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents		0
Available-for-sale investments		0
Fair Value Measurements, Recurring [Member] \| Significant Unobservable Inputs (Level 3) [Member] \| Other Current Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities		0
Fair Value Measurements, Recurring [Member] \| Significant Unobservable Inputs (Level 3) [Member] \| Other Noncurrent Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities		$ 0