0000950170-24-021071 | 10-K | XBRL Viewer

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Derivatives and Net Investment Hedge - Summary of Net (Losses) Gains on Derivatives Designated as Cash Flow Hedging Instruments (Detail) - Cash Flow Hedging [Member] - Foreign Exchange Forward Contracts [Member] - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Derivative Instruments, Gain (Loss) [Line Items]
Net (losses) gains recognized in OCI, net of tax	$ (24)	$ 50	$ 20
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax, Parent	Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax, Parent	Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax, Parent
Net gains (losses) reclassified from accumulated OCI into income	$ 7	$ 18	$ (2)
Derivative Instrument, Gain (Loss) Reclassified from AOCI into Income, Effective Portion, Statement of Income or Comprehensive Income [Extensible Enumeration]	Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent	Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent	Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent

Debt - Schedule of Contractual Maturities of Debt Obligations (Detail) $ in Millions	Dec. 31, 2023 USD ($)
Maturities of Long-Term Debt [Abstract]
2024	$ 93
2025	110
2026	116
2027	586
2028	43
Thereafter	$ 4,005

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

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Net Revenues, Assets and Goodwill by Reportable Segment

The following table sets forth net revenues by reportable segment:


	Years Ended December 31,
	2023		2022		2021
VSD	$	1,404	$	1,966	$	1,862
PSD		1,012		1,064		1,088
MSD		1,206		517		—
	$	3,622	$	3,547	$	2,950

The following table sets forth segment assets by reportable segment:


	Accounts receivable, net		Inventory		Total
December 31, 2023
VSD	$	178	$	542	$	720
PSD		174		294		468
MSD		251		155		406
Total segment assets	$	603	$	991	$	1,594


	Accounts receivable, net		Inventory		Total
December 31, 2022
VSD	$	270	$	491	$	761
PSD		194		296		490
MSD		256		190		446
Total segment assets	$	720	$	977	$	1,697

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


	VSD			PSD			MSD			Total
Reportable segment:
Gross goodwill, at December 31, 2022	$	336		$	1,031		$	3,087		$	4,454
Foreign currency translation and measurement period adjustments		(1	)		—			(66	)		(67	)
Gross goodwill, at December 31, 2023		335			1,031			3,021			4,387

Accumulated goodwill impairment, at December 31, 2022		(141	)		(5	)		—			(146	)
Impairment charge		—			(385	)		(1,302	)		(1,687	)
Accumulated goodwill impairment, at December 31, 2023		(141	)		(390	)		(1,302	)		(1,833	)

Goodwill, net of accumulated impairment, foreign currency translation and measurement period adjustments, at December 31, 2023	$	194		$	641		$	1,719		$	2,554

Reconciliation of Segment Gross Profit to Consolidated Net Income

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


	Years Ended December 31,
	2023			2022			2021
Gross profit by reportable segment:
VSD	$	580		$	856		$	868
PSD		442			499			512
MSD		620			192			—
Total gross profit by reportable segment		1,642			1,547			1,380
Operating expenses:
Research and development		288			241			200
Selling, general and administrative		675			488			385
Acquisition and integration costs		16			52			30
Restructuring		20			10			11
Fees and expenses related to repricing of Term Loan Facility		2			—			—
Amortization of intangible assets		295			146			55
Goodwill and intangible asset impairment		1,902			—			—
Gain on sale of long-lived assets		(2	)		(7	)		—
(Loss) income from operations		(1,554	)		617			699
Interest income		(17	)		(4	)		—
Interest expense		356			177			25
Loss on extinguishment of debt		8			—			—
Other expense, net		27			11			9
(Loss) income before income taxes		(1,928	)		433			665
(Benefit) provision for income taxes		(87	)		100			114
Net (loss) income	$	(1,841	)	$	333		$	551

Schedule of Capital Expenditures, Depreciation and Amortization Expense of Intangible Assets by Reportable Segment

The following table set forth capital expenditures by reportable segment:


	Years Ended December 31,
	2023		2022		2021
VSD	$	25	$	96	$	37
PSD		30		40		50
MSD		32		28		—
Total capital expenditures	$	87	$	164	$	87

The following table sets forth depreciation and amortization by reportable segment:


	Years Ended December 31,
	2023		2022		2021
VSD	$	29	$	24	$	23
PSD		74		88		81
MSD		294		104		—
Total depreciation and amortization	$	397	$	216	$	104

Reconciliation of Segment Assets to Consolidated Total Assets

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


	December 31,
	2023		2022
Total segment assets	$	1,594	$	1,697
Cash and cash equivalents and short-term investments		875		910
Other current assets		227		187
Property, plant and equipment, net		784		800
Right-of-use assets		225		234
Goodwill and intangible assets, net		5,173		7,481
Other assets and long-term assets		240		186
Consolidated total assets	$	9,118	$	11,495

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.


	Years Ended December 31,
	2023		2022		2021
Net revenues:
United States	$	1,227	$	1,450	$	1,259
China		680		506		355
South Korea		343		361		386
Japan		254		220		197
Germany		236		243		144
Other		882		767		609
	$	3,622	$	3,547	$	2,950

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.


	December 31,
	2023		2022
Long-lived assets:
United States	$	459	$	508
Germany		149		160
China		163		175
Other		326		343
	$	1,097	$	1,186

Basis of Presentation

12 Months Ended

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

(2)

Basis of Presentation

The Consolidated Financial Statements include the accounts of MKS and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform to current period presentation. As a result of rounding, there may be immaterial differences in amounts presented and certain calculations may not sum to the total number expressed in each category or tie to a corresponding schedule.

The Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of these 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 financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates its estimates and judgments, including those related to revenue recognition and allowance for doubtful accounts, inventory valuation, warranty costs, pension plan valuations, stock-based compensation, intangible assets, goodwill, other long-lived assets, in-process research and development (“IPR&D”) 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.

The Company has three reportable segments: the Vacuum Solutions Division (“VSD”), the Photonics Solutions Division (“PSD”) and the Materials Solutions Division (“MSD”) as described in Note 22.

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Reconciliation of Company's Effective Tax Rate to U.S. Federal Statutory Rate

A reconciliation of the Company’s effective tax rate to the U.S. federal statutory rate is as follows:


	Years Ended December 31,
	2023			2022			2021
U.S. federal income tax statutory rate		21.0	%		21.0	%		21.0	%
Goodwill impairment		(18.4	)		—			—
Federal tax credits		0.9			(1.5	)		(0.7	)
State income taxes, net of federal benefit		0.5			(0.3	)		1.5
Effect of foreign operations taxed at various rates		0.9			(6.8	)		(4.5	)
Executive compensation		(0.1	)		1.5			0.9
Foreign derived intangible income deduction		0.6			(4.8	)		(1.7	)
Global intangible low taxed income, net of foreign tax credits		(0.5	)		3.6			0.5
Stock-based compensation		(0.4	)		0.3			(0.5	)
Deferred tax asset valuation allowance		(0.1	)		(0.4	)		(0.8	)
Change in income tax reserves (including interest)		(0.5	)		0.8			(0.6	)
Withholding taxes on foreign dividends, net of foreign tax credits		(0.4	)		10.7			1.5
Other		1.0			(1.0	)		0.4
		4.5	%		23.1	%		17.1	%

Components of (Loss) Income Before Income Taxes and Related (Benefit) Provision for Income Taxes

The components of (loss) income before income taxes and the related (benefit) provision for income taxes consist of the following:


	Years Ended December 31,
	2023			2022			2021
(Loss) income before income taxes:
United States	$	(760	)	$	(90	)	$	249
Foreign		(1,168	)		523			416
	$	(1,928	)	$	433		$	665
Current taxes:
United States	$	21		$	40		$	38
State		6			7			10
Foreign		120			99			64
		147			146			112
Deferred taxes:
United States		(130	)		(68	)		5
State		(18	)		(8	)		2
Foreign		(86	)		30			(5	)
		(234	)		(46	)		2
(Benefit) provision for income taxes	$	(87	)	$	100		$	114

Significant Components of Deferred Tax Assets and Deferred Tax Liabilities

The significant components of the deferred tax assets and deferred tax liabilities are as follows:


	December 31,
	2023			2022
Deferred tax assets:
Interest, loss, and credit carryforwards	$	278		$	224
Capitalized research and development		98			31
Inventory and warranty reserves		54			50
Lease liability		51			55
Accrued expenses and other reserves		23			22
Stock-based compensation		4			3
Loan costs		—			9
Other		11			5
Total deferred tax assets		519			399
Valuation allowance		(190	)		(181	)
Net deferred tax assets	$	329		$	218

Deferred tax liabilities:
Acquired intangible assets and goodwill	$	(637	)	$	(781	)
Depreciation and amortization		(56	)		(62	)
Right-of-use asset		(49	)		(55	)
Foreign withholding taxes		(50	)		(56	)
Loan costs		(24	)		—
Unrealized gain		—			(14	)
Total deferred tax liabilities		(816	)		(968	)
Net deferred tax liabilities	$	(487	)	$	(750	)

Reconciliation of Beginning and Ending Amount of Gross Unrecognized Tax Benefits, Excluding Interest and Penalties

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits, excluding interest and penalties, is as follows:


	Years Ended December 31,
	2023			2022			2021
Balance at beginning of year	$	83		$	43		$	47
Increases (decreases) for tax positions taken during prior years		(5	)		35			—
Increases for tax positions taken during the current year		12			9			2
Reductions related to expiration of statutes of limitations and audit settlements		(4	)		(4	)		(6	)
Balance at end of year	$	86		$	83		$	43

Income Taxes - Reconciliation of Company's Effective Tax Rate to U.S. Federal Statutory Rate (Detail)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
U.S. federal income tax statutory rate	21.00%	21.00%	21.00%
Goodwill impairment	(18.40%)	0.00%	0.00%
Federal tax credits	0.90%	(1.50%)	(0.70%)
State income taxes, net of federal benefit	0.50%	(0.30%)	1.50%
Effect of foreign operations taxed at various rates	0.90%	(6.80%)	(4.50%)
Executive compensation	(0.10%)	1.50%	0.90%
Foreign derived intangible income deduction	0.60%	(4.80%)	(1.70%)
Global intangible low taxed income, net of foreign tax credits	(0.50%)	3.60%	0.50%
Stock-based compensation	(0.40%)	0.30%	(0.50%)
Deferred tax asset valuation allowance	(0.10%)	(0.40%)	(0.80%)
Change in income tax reserves (including interest)	(0.50%)	0.80%	(0.60%)
Withholding taxes on foreign dividends, net of foreign tax credits	(0.40%)	10.70%	1.50%
Other	1.00%	(1.00%)	0.40%
Total	4.50%	23.10%	17.10%

Product Warranties - Product Warranty Activities (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Product Warranty Liability [Line Items]
Beginning balance	$ 27	$ 21
Provision for product warranties	11	31
Direct and other charges to warranty liability	(16)	(30)
Ending balance	22	27
Atotech [Member]
Product Warranty Liability [Line Items]
Assumed product warranty liability from Atotech Acquisition	$ 0	$ 5

Employee Benefit Plans (Tables)

12 Months Ended

Dec. 31, 2023

Postemployment Benefits [Abstract]

Summary of Net Periodic Benefit Costs

The net periodic benefit costs for the defined benefit plans included the following components:


	Year Ended December 31,
	2023			2022
Service cost	$	2		$	1
Interest cost on projected benefit obligations		5			2
Expected return on plan assets		(1	)		—
Amortization of actuarial net loss		—			1
	$	6		$	4

Summary of Changes in Projected Benefit Obligations and Plan Assets, and Ending Balances of Defined Benefit Plans

The changes in projected benefit obligations and plan assets, as well as the ending balance sheet amounts for the Company’s defined benefit plans, were as follows:


	Year Ended December 31,
	2023			2022
Change in projected benefit obligations:
Projected benefit obligations, beginning of year	$	144		$	34
Liabilities assumed through Atotech Acquisition		—			122
Service cost		2			1
Interest cost		5			2
Actuarial loss (gain)		9			(17	)
Benefits paid		(7	)		(3	)
Currency translation adjustments		1			5
Projected benefit obligations, end of year	$	154		$	144

Change in plan assets:
Fair value of plan assets, beginning of year		31			12
Assets assumed through Atotech Acquisition		—			24
Company contributions		3			1
Gain (loss) on plan assets		2			(5	)
Benefits paid		(3	)		(1	)
Currency translation adjustments		1			—
Fair value of plan assets, end of year		34			31
Net underfunded status	$	(120	)	$	(113	)

Summary of Estimated Benefit Payments for Defined Benefit Plans for Next 10 Years

As of December 31, 2023, the estimated benefit payments for the Company’s defined benefit plans for the next 10 years were as follows:


	Estimated benefit payments
2024	$	6
2025		8
2026		10
2027		15
2028		9
2029-2033		53
	$	101

Schedule of Weighted Average Rates Used to Determine Net Periodic Benefit Costs

The weighted-average rates used to determine the net periodic benefit costs were as follows:


	December 31, 2023			December 31, 2022
Discount rate		3.3	%		3.7	%
Rate of increase in salary levels		3.1	%		3.1	%
Expected long-term rate of return on assets		2.7	%		2.6	%

Schedule of Defined Benefit Plan Assets

Plan assets were held in the following categories as a percentage of total plan assets:


	December 31, 2023					December 31, 2022
	Amount		Percentage			Amount		Percentage
Debt securities	$	18		54	%	$	20		65	%
Equity securities		9		24			7		22
Cash		3		10			—		—
Other		4		12			4		13
	$	34		100	%	$	31		100	%

Business Segment, Geographic Area, Product Information and Significant Customer Information - Summary of Goodwill Associated with Reportable Segments (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Beginning balance, Goodwill Gross Carrying Amount	$ 4,454	$ 1,374
Foreign currency translation and measurement period adjustments, Net	(67)	16
Ending balance, Goodwill Gross Carrying Amount	4,387	4,454
Beginning balance, Accumulated Impairment Loss	(146)	(146)
Impairment of goodwill, Net	(1,687)	0
Ending balance, Accumulated Impairment Loss	(1,833)	(146)
Goodwill, net of accumulated impairment, foreign currency translation and measurement period adjustments, at December 31, 2023	2,554	4,308	$ 1,228
Vacuum Solutions Division [Member]
Segment Reporting Information [Line Items]
Beginning balance, Goodwill Gross Carrying Amount	336
Foreign currency translation and measurement period adjustments, Net	(1)
Ending balance, Goodwill Gross Carrying Amount	335	336
Beginning balance, Accumulated Impairment Loss	(141)
Impairment of goodwill, Net	0
Ending balance, Accumulated Impairment Loss	(141)	(141)
Goodwill, net of accumulated impairment, foreign currency translation and measurement period adjustments, at December 31, 2023	194
Photonics Solutions Division [Member]
Segment Reporting Information [Line Items]
Beginning balance, Goodwill Gross Carrying Amount	1,031
Foreign currency translation and measurement period adjustments, Net	0
Ending balance, Goodwill Gross Carrying Amount	1,031	1,031
Beginning balance, Accumulated Impairment Loss	(5)
Impairment of goodwill, Net	(385)
Ending balance, Accumulated Impairment Loss	(390)	(5)
Goodwill, net of accumulated impairment, foreign currency translation and measurement period adjustments, at December 31, 2023	641
Materials Solutions Division [Member]
Segment Reporting Information [Line Items]
Beginning balance, Goodwill Gross Carrying Amount	3,087
Foreign currency translation and measurement period adjustments, Net	(66)
Ending balance, Goodwill Gross Carrying Amount	3,021	3,087
Beginning balance, Accumulated Impairment Loss	0
Impairment of goodwill, Net	(1,302)
Ending balance, Accumulated Impairment Loss	(1,302)	$ 0
Goodwill, net of accumulated impairment, foreign currency translation and measurement period adjustments, at December 31, 2023	$ 1,719

- 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

Goodwill and Intangible Assets - Summary of Quantitative Assessment (Detail) - USD ($) $ in Millions	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Goodwill [Line Items]
Goodwill Impairment			$ 1,687	$ 0
Electronics [Member]
Goodwill [Line Items]
Goodwill Impairment	$ 48	$ 826
Remaining Goodwill	1,401	1,420	1,401
General Metal Finishing [Member]
Goodwill [Line Items]
Goodwill Impairment	0	428
Remaining Goodwill	318	307	318
Equipment Solutions Business [Member]
Goodwill [Line Items]
Goodwill Impairment	13	372
Remaining Goodwill	$ 87	$ 100	$ 87

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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+ Details

Debt - Additional Information (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Term Loan Facility, Net [Member]
Debt Instrument [Line Items]
Deferred financing fees, original issuance discount and re-pricing fee	$ 164	$ 195

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Fair Value Measurements - Schedule of Estimated Fair Value and Carrying Value of Company's Debt (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt, excluding deferred financing costs, carrying value	$ 4,953	$ 5,122
Total debt, excluding deferred financing costs, fair value	$ 4,965	$ 5,071

Debt

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Debt

(15)

Debt

The Company’s outstanding debt is as follows:


	December 31, 2023		December 31, 2022
Short-term debt:
Term Loan Facility	$	93	$	93
Long-term debt:
Term Loan Facility, net	$	4,696	$	4,834

Long-term debt is net of remaining deferred financing fees, original issuance discount and repricing fees in the aggregate of $164 and $195 as of December 31, 2023 and 2022, respectively.

Credit Facilities

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 “Credit Agreement”). The Credit Agreement provides for (i) a senior secured term loan facility comprised of three tranches: a $1,000 loan (the “USD Tranche A”), a $3,600 loan (the “2022 USD Tranche B” and together with the 2023 USD Tranche B (as defined below), as the context may require, the “USD Tranche B”) and a €600 loan (the “Euro Tranche B” and together with the USD Tranche A and the USD Tranche B, the “Term Loan Facility”), each of which were borrowed in full on the Effective Date, and (ii) a senior secured revolving credit facility of $500 (the “Revolving Facility” and, together with the Term Loan Facility, the “Credit Facilities”), with the commitments under each of the foregoing facilities subject to increase from time to time subject to certain conditions. The USD Tranche A and the Revolving Facility have a maturity date in August 2027 while the USD Tranche B and Euro Tranche B have a maturity date in August 2029.

Borrowings under the 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 Revolving Facility and, prior to the effectiveness of the First Amendment (as defined below), the USD Tranche B, (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 to a rate floor of (I) with respect to the USD Tranche B, 0.50% and (II) with respect to the USD Tranche A and the Revolving Facility, 0.0%; and (b) with respect to the Euro Tranche B, a Euro Interbank Offered Rate (“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 2022 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. Prior to the effectiveness of the First Amendment, the applicable margin for borrowings under the USD Tranche B was 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 applicable margin for borrowings under the Revolving Facility is 1.50% with respect to base rate borrowings and 2.50% with respect to Term SOFR borrowings.

In addition to paying interest on outstanding principal under the Credit Facilities, the Company is required to pay a commitment fee in respect of the unutilized commitments under the 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 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.

On October 3, 2023 (the “First Amendment Effective Date”), the Company entered into the First Amendment to Credit Agreement (the “First Amendment”), which refinanced all of the $3,564 outstanding 2022 USD Tranche B (such refinanced loans, the “2023 USD Tranche B”) to (i) decrease the applicable margin for the USD Tranche B from 1.75% to 1.50% with respect to base rate borrowings and from 2.75% to 2.50% with respect to Term SOFR borrowings and (ii) remove the credit spread adjustments applicable to borrowings of the USD Tranche B based on Term SOFR. The 2023 USD Tranche B were issued with original issue discount of 0.25% of the principal amount thereof.

On October 31, 2023, the Company made a voluntary prepayment of $100 aggregate principal on the USD Tranche A. On December 12, 2022, the Company made a voluntary prepayment of $100 aggregate principal on the USD Tranche A.

The Company incurred $242 of deferred financing fees and original issue discount related to the term loans under the Term Loan Facility funded on the Effective Date, which are included in long-term debt, net 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 was accelerated in connection with the extinguishment of the Company’s previously existing term loan facility concurrently with the Company’s entry into the Term Loan Facility.

The Company incurred $11 of deferred financing fees and original issue discount related to the term loans under the 2023 USD Tranche B funded on the First Amendment Effective Date, of which $9 is included in long-term debt, net in the accompanying consolidated balance sheets and is being amortized to interest expense over the estimated life of the term loans using the effective interest method. The Company recorded an $8 loss on extinguishment of debt in connection with the First Amendment of the 2022 USD Tranche B.

In connection with the various voluntary prepayments in 2022 and 2023, the Company wrote off a portion of the deferred financing costs related to the prepayments.

Under the 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 incurrence 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 Revolving Facility exceeds the aggregate commitments under the 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 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, (i) if on or prior to the date that was twelve months after the Effective Date, the Company prepaid any loans under the 2022 USD Tranche B or the Euro Tranche B in connection with a repricing transaction, the Company would have been required to pay a prepayment premium of 1.00% of the aggregate principal amount of the loans so prepaid and (ii) if on or prior to the date that is six months after the First Amendment Effective Date, the Company prepaid any loans under the 2023 USD 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 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), 0.25% of the original principal amount of the Euro Tranche B and 0.25% of the original principal amount of the 2023 USD Tranche B, 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 Revolving Facility. Any principal amount outstanding under the 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 Revolving Facility, which were capitalized and included in other assets in the accompanying consolidated balance sheets and are being amortized to interest expense over the estimated life of four years. As a result of the termination of the Company’s previously existing revolving credit facility concurrently with the Company’s entry into the Revolving Facility, the Company wrote off an immaterial amount of previously capitalized debt issuance costs.

All obligations under the 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 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 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 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 5.25 to 1.00 for the fiscal quarters ending December 31, 2023 through September 30, 2024, 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 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 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 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 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 Credit Facilities will be entitled to take various actions, including the acceleration of amounts due under the Credit Facilities and all actions permitted to be taken by a secured creditor. As of December 31, 2023, the Company was in compliance with all covenants under the Credit Agreement.

The proceeds of the 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 existing term loan and revolving credit facilities of the Company and certain indebtedness of Atotech. The Company also paid certain customary fees to and expenses of JPMorgan Chase Bank, N.A., Barclays Bank PLC, BofA Securities, Inc., Citibank, N.A., HSBC Securities (USA) Inc. and Mizuho Bank, Ltd. in their respective capacities as lead arrangers and bookrunners in connection with the Credit Facilities. The proceeds of the 2023 USD Tranche B were used on the First Amendment Effective Date to refinance the 2022 USD Tranche B. The Company also paid certain customary fees to and expenses of JPMorgan Chase Bank, N.A. in its capacity as lead arranger in connection with the 2023 USD Tranche B.

As of December 31, 2023, after total principal prepayments of $200 and regularly scheduled principal payments of $109, the aggregate outstanding principal amount of the Term Loan Facility was $4,953 and the weighted average interest rate was 7.7%. As of December 31, 2023, there were no borrowings under the 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 December 31, 2023 and December 31, 2022 of up to an equivalent of $14 and $27, respectively. There were no borrowings outstanding under these arrangements at December 31, 2023 or December 31, 2022.

Contractual maturities of the Company’s debt obligations as of December 31, 2023 are as follows:


Year	Amount
2024	$	93
2025		110
2026		116
2027		586
2028		43
Thereafter		4,005

- 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://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
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+ Details

Subsequent Events - Additional Information (Detail) € in Millions						12 Months Ended
	Feb. 13, 2024 USD ($)	Feb. 05, 2024 USD ($)	Jan. 22, 2024 EUR (€)	Oct. 31, 2023 USD ($)	Dec. 12, 2022 USD ($)	Dec. 31, 2023	Feb. 12, 2024 USD ($)	Jan. 22, 2024 USD ($)	Aug. 17, 2022 USD ($)
Subsequent Event [Member] \| Incremental Revolving Commitments [Member] \| JPMorgan Chase Bank, N.A [Member]
Subsequent Event [Line Items]
Borrowing capacity	$ 675,000,000						$ 500,000,000
Increased available borrowing capacity	$ 175,000,000
Incremental USD Tranche B Loans [Member] \| Subsequent Event [Member]
Subsequent Event [Line Items]
Aggregate principal amount								$ 490,000,000
Incremental Tranche B Loans [Member] \| Subsequent Event [Member]
Subsequent Event [Line Items]
Aggregate principal amount \| €			€ 250
Loans issuance discount rate			0.25%
USD Tranche A [Member]
Subsequent Event [Line Items]
Loan voluntary prepayment amount				$ 100,000,000	$ 100,000,000
Borrowing capacity									$ 1,000,000,000
USD Tranche A [Member] \| Subsequent Event [Member]
Subsequent Event [Line Items]
Aggregate principal amount								$ 744,000,000
USD Tranche B [Member]
Subsequent Event [Line Items]
Prepayment premium percentage of aggregate principal amount						1.00%
Borrowing capacity									$ 3,600,000,000
USD Tranche B [Member] \| Subsequent Event [Member]
Subsequent Event [Line Items]
Prepayment premium percentage of aggregate principal amount			1.00%
Loan voluntary prepayment amount		$ 50,000,000

Acquisition - Allocation of Acquired Intangible Assets and Liabilities Related Estimates of Useful Lives (Detail) - USD ($) $ in Millions	Aug. 17, 2022	Jul. 15, 2021	Dec. 31, 2023
Minimum [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, estimated useful lives			1 year
Maximum [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, estimated useful lives			18 years
Photon Control Inc [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price		$ 121
Photon Control Inc [Member] \| Customer Relationships [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price		$ 9
Acquired intangible assets, estimated useful lives		10 years
Photon Control Inc [Member] \| Completed Technology [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price		$ 110
Acquired intangible assets, estimated useful lives		9 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	$ 2,726
Atotech Limited [Member] \| Customer Relationships [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price	$ 1,756
Atotech Limited [Member] \| Customer Relationships [Member] \| Minimum [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, estimated useful lives	11 years
Atotech Limited [Member] \| Customer Relationships [Member] \| Maximum [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, estimated useful lives	14 years
Atotech Limited [Member] \| Completed Technology [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price	$ 595
Atotech Limited [Member] \| Completed Technology [Member] \| Minimum [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, estimated useful lives	8 years
Atotech Limited [Member] \| Completed Technology [Member] \| Maximum [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, estimated useful lives	9 years
Atotech Limited [Member] \| Trade Names [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price	$ 145
Acquired intangible assets, estimated useful lives	16 years
Atotech Limited [Member] \| In Process Research and Development [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price	$ 190
Atotech Limited [Member] \| In Process Research and Development [Member] \| Minimum [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, estimated useful lives	8 years
Atotech Limited [Member] \| In Process Research and Development [Member] \| Maximum [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, estimated useful lives	9 years
Atotech Limited [Member] \| Backlog [Member]
Acquired Finite Lived Intangible Assets [Line Items]
Acquired intangible assets, purchase price	$ 40
Acquired intangible assets, estimated useful lives	1 year 6 months

Fair Value Measurements - Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis (Parenthetical) (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Fair Value Disclosures [Abstract]
Cash not subject to fair value disclosure requirements	$ 507	$ 849

- Definition

Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Excludes cash and cash equivalents within disposal group and discontinued operation.

+ References + Details

Debt - Schedule of Long-Term Debt (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Long-term debt	$ 4,696	$ 4,834
Term Loan Facility, Net [Member]
Debt Instrument [Line Items]
Long-term debt	$ 4,696	$ 4,834

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

- Definition

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

+ References + Details

Basis of Presentation - Additional Information (Details)	12 Months Ended
	Dec. 31, 2023 Segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of reportable segments	3

Consolidated Balance Sheets - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 875	$ 909
Short-term investments	0	1
Trade accounts receivable, net of allowance for doubtful accounts of $6 and $11 at December 31, 2023 and 2022, respectively	603	720
Inventories	991	977
Other current assets	227	187
Total current assets	2,696	2,794
Property, plant and equipment, net	784	800
Right-of-use assets	225	234
Goodwill	2,554	4,308
Intangible assets, net	2,619	3,173
Other assets	240	186
Total assets	9,118	11,495
Current liabilities:
Short-term debt	93	93
Accounts payable	327	426
Other current liabilities	428	433
Total current liabilities	848	952
Long-term debt, net	4,696	4,834
Non-current deferred taxes	640	783
Non-current accrued compensation	151	138
Non-current lease liability	205	215
Other non-current liabilities	106	90
Total liabilities	6,646	7,012
Commitments and contingencies (Note 24)
Stockholders’ equity:
Preferred stock, $0.01 par value, 2 shares authorized; none issued and outstanding
Common stock, no par value, 200 shares authorized; 66.9 and 66.6 shares issued and outstanding at December 31, 2023 and 2022, respectively	0	0
Additional paid-in capital	2,195	2,142
Retained earnings	373	2,272
Accumulated other comprehensive (loss) income	(96)	69
Total stockholders’ equity	2,472	4,483
Total liabilities and stockholders' equity	$ 9,118	$ 11,495

Employee Benefit Plans - Schedule of Weighted Average Rates Used to Determine Net Periodic Benefit Costs (Detail)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract]
Discount rate	3.30%	3.70%
Rate of increase in salary levels	3.10%	3.10%
Expected long-term rate of return on assets	2.70%	2.60%

Revenue from Contracts with Customers - Additional Information (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Change in Contract with Customer, Liability [Abstract]
Contract assets	$ 26	$ 46

Derivatives and Net Investment Hedge (Tables)

12 Months Ended

Dec. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Summary of Primary Net Hedging Positions and Fair Values of Foreign Exchange Forward Contracts Outstanding

The following tables provide a summary of the primary net hedging positions and fair values of foreign exchange forward contracts outstanding as of December 31, 2023 and 2022:


	December 31, 2023
Currency Hedged (Buy/Sell)	Net Notional Value		Fair Value Liability
U.S. dollar/Japanese yen	$	65	$	—
U.S. dollar/South Korean won		70		(3	)
U.S. dollar/Taiwan dollar		22		—
U.S. dollar/Singapore dollar		1		—
U.S. dollar/Chinese renminbi		8		—
Euro/U.S. dollar		71		—
Euro/Chinese renminbi		4		—
Euro/Canadian dollar		1		—
U.S. dollar/Mexican peso		5		—
U.K. pound sterling/U.S. dollar		19		—
Total	$	266	$	(3	)


	December 31, 2022
Currency Hedged (Buy/Sell)	Net Notional Value		Fair Value (Liability) Asset
U.S. dollar/Japanese yen	$	57	$	—
U.S. dollar/South Korean won		75		(4	)
U.S. dollar/Taiwan dollar		33		1
U.S. dollar/U.K. pound sterling		7		—
U.S. dollar/Singapore dollar		1		—
U.S. dollar/Chinese renminbi		9		—
Euro/U.S. dollar		485		1
Euro/Chinese renminbi		31		1
U.K. pound sterling/Euro		4		—
Total	$	702	$	(1	)

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

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


	Years Ended December 31,
Forward exchange contracts:	2023			2022		2021
Net (losses) gains recognized in OCI, net of tax	$	(24	)	$	50	$	20
Net gains (losses) reclassified from accumulated OCI into income	$	7		$	18	$	(2	)

Summary of Various Interest Rate Hedges

The table below summarizes interest rate swaps and interest rate caps outstanding at December 31, 2023 and December 31, 2022:


										Years Ended December 31,
										2023			2022
	Effective Date	Maturity	Fixed Rate			Notional Amount at Effective Date		Notional Amount at December 31, 2023		Fair Value Asset (Liability)			Fair Value Asset
	Interest Rate Swaps
	April 5, 2019	March 31, 2023		2.309	%	$	300	$	—	$	—		$	1
	June 30, 2023	February 28, 2025		0.391	%		200		200		9			16
	June 30, 2023	February 28, 2025		0.543	%		300		300		14			22
	September 30, 2022	September 30, 2026		3.156	%		350		350		5			8
	January 2, 2024	January 31, 2028		2.841	%		250		—		7			5
	September 30, 2022	September 30, 2027		3.198	%		350		350		5			8
	January 2, 2024	January 31, 2029		2.986	%		250		—		6			4
	September 30, 2022	September 30, 2026		3.358	%		600		600		5			10
	December 28, 2023	December 31, 2027		4.550	%		500		500		(10	)		—
							3,100		2,300		41			74
Interest Rate Caps
	June 30, 2023	January 31, 2024		0.805	%		350		350		1			15
	June 30, 2023	January 31, 2024		0.805	%		350		350		2			15
							700		700		3			30
						$	3,800	$	3,000	$	44		$	104

Summary of (Losses) Gains on Derivatives Not Designated as Cash Flow Hedging Instruments

The following table provides a summary of (losses) gains on derivatives not designated as cash flow hedging instruments:


	Years Ended December 31,
	2023			2022			2021
Net (losses) gains recognized in income	$	(32	)	$	(8	)	$	5

Leases - Summary of Weighted Average Remaining Terms for All Leases (Details)	Dec. 31, 2023	Dec. 31, 2022
Leases [Abstract]
Weighted-average remaining lease term-operating leases	12 years 3 months 18 days	13 years 4 months 24 days
Weighted-average remaining lease term-finance leases	11 years 3 months 18 days	11 years 3 months 18 days
Weighted-average discount rate-operating leases	3.30%	3.00%
Weighted-average discount rate-finance leases	5.20%	3.90%

Recent Accounting Pronouncements - Additional Information (Details)	12 Months Ended
	Dec. 31, 2023
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Minimum percentage of income tax payment net of refunds received	5.00%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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+ Details

Summary of Significant Accounting Policies (Policies)	12 Months Ended
Summary of Significant Accounting Policies (Policies)	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Revenue from Contracts with Customers	Revenue from Contracts with Customers The Company accounts for revenue using Accounting Standards Codification (“ASC”) 606, “Revenue from Contracts with Customers” (“ASC Topic 606”). The Company applies ASC Topic 606 using the following steps: • Identify the contract with a customer • Identify the performance obligations in the contract • Determine the transaction price • Allocate the transaction price to performance obligations in the contract • Recognize revenue when or as the Company satisfies a performance obligation Revenue is recognized when or as obligations under the terms of a contract with a customer have been satisfied and control has transferred to the customer. The majority of the Company’s performance obligations, and associated revenue, are transferred to customers at a point in time, generally upon shipment of a product to the customer or receipt of the product by the customer and without significant judgments. The Company recognizes revenue over time for contracts relating to the manufacturing, modifications and retrofits of its plating equipment, as the equipment is built to customer specification, and the Company has an enforceable right to payment for the performance completed to date. For these sales, the Company uses the cost-to-cost input method to measure progress. In cases, where cost-to-cost is not proportionate to its progress in satisfying the performance obligation because of uninstalled materials, the Company adjusts the measure of progress and recognizes revenue to the extent of cost incurred to satisfy the performance obligation under the contract. Revenue from customized products with no alternative future use to the Company, and that have an enforceable right to payment for performance completed to date, is also recorded over time. The Company considers this to be a faithful depiction of the transfer to the customer of revenue over time as the work is performed or service is delivered. Adjustments for custom products were not material for 2023, 2022 or 2021. Installation services, other than those related to the Company’s plating equipment, are not significant, are usually completed in a short period of time and, therefore, are recorded at a point in time when the installation services are completed, rather than over time, as they are not material. Extended warranty, service contracts, and repair services, which are transferred to the customer over time, are recorded as revenue as the services are performed. For repair services, the Company makes an accrual at each quarter end based upon historical repair times within its product groups to record revenue based upon the estimated number of days completed to date, which is consistent with ratable recognition. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods or providing services. Performance obligations promised in a contract are identified based on the products or services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the product or service either on its own or together with other resources that are readily available from third parties or from the Company, and are distinct in the context of the contract, whereby the transfer of the product or service is separately identifiable from other promises in the contract. Sales tax, value add tax, and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. The Company’s normal payment terms are 30 to 60 days, but vary by the type and location of its customers and the products or services offered. The time between invoicing and when payment is due is not significant. For certain products and services and customer types, the Company requires payment before the products are delivered to, or the services are performed for, the customer. None of the Company’s contracts in each of the periods presented contained a significant financing component. Contracts with Multiple Performance Obligations The Company periodically enters into contracts with its customers in which a customer may purchase a combination of goods and or services, such as products with installation services or extended warranties. These contracts include multiple deliverables that the Company evaluates to determine if the deliverables are separate performance obligations. Once the Company determines the performance obligations, the Company then determines the transaction price, which includes estimating the amount of variable consideration to be included in the transaction price, if any. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method, depending on the method the Company expects to better predict the amount of consideration to which it will be entitled. There are no constraints on the variable consideration recorded. The Company then allocates the transaction price to each performance obligation in the contract based on a relative stand-alone selling price charged separately to customers or using an expected cost-plus-margin method. The corresponding revenues are recognized when or as the related performance obligations are satisfied, which are noted above. The impact of variable consideration was immaterial in each of the periods presented. The Company’s standard assurance warranty period is normally 12 to 24 months. The Company sells separately priced service contracts and extended warranty contracts related to certain of its products, in particular related to our plating and laser-based products. The separately priced contracts generally range from 12 to 60 months. The Company normally receives payment at the inception of the contract and recognizes revenue over the term of the agreement in proportion to the costs expected to be incurred in satisfying the obligations under the contract. The Company has elected to use the practical expedient related to disclosing the remaining performance obligations as of December 31, 2023 and 2022, as the majority have a duration of less than one year. Costs to Obtain and Fulfill a Contract The Company expenses sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within selling, general and administration expenses. The Company has elected to recognize the costs for freight and shipping when control over products has transferred to the customer as an expense in cost of sales.
Accounts Receivable Allowances	Accounts Receivable Allowances Accounts receivable allowances include sales returns and bad debt allowances. The Company monitors and tracks the amount of product returns and reduces revenue at the time of shipment for the estimated amount of such future returns, based on historical experience. The Company makes estimates evaluating its allowance for doubtful accounts. The Company continuously monitors collections and payments from its customers and maintains a provision for estimated credit losses based upon its historical experience, current economic conditions and any specific customer collection issues that it has identified.
Research and Development	Research and Development Research and development costs are expensed as incurred and consist mainly of compensation-related expenses and project materials. The Company’s research and development efforts include numerous projects, which generally have a duration of 3 to 36 months. Acquired IPR&D expenses, if acquired in a business combination, are capitalized at fair value as an intangible asset until the related project is completed, and are then amortized over the estimated useful life of the product. The Company monitors projects and, if they are abandoned, the Company writes them off.
Advertising Costs	Advertising Costs Advertising costs are expensed as incurred and were immaterial in 2023, 2022 and 2021.
Leases	Leases The Company accounts for leases under ASC Topic 842, “Leases” (“ASC Topic 842”). Under ASC Topic 842, a contract is or contains a lease when the Company has the right to control the use of the identified asset. The Company determines if an arrangement is a lease at inception of the contract, which is the date on which the terms of the contract are agreed to and the agreement creates enforceable rights and obligations. The commencement date of the lease is the date that the lessor makes an underlying asset available for use. The Company determines if the lease is an operating or finance lease at the lease commencement date based upon the terms of the lease and the nature of the asset. The lease term used to calculate the lease liability includes options to extend or terminate the lease when it is reasonably certain that the option will be exercised. The Company measures the lease liability as the present value of future lease payments, discounted using the discount rate for the lease at the commencement date. The Company is typically unable to determine the implicit interest rate, so it uses an incremental borrowing rate based on the lease term and economic environment at commencement date. The right-of-use (“ROU”) asset is initially measured as the amount of the lease liability, adjusted for any initial lease costs, prepaid lease payments and reduced by any lease incentives. The Company’s contracts often include non-lease components such as common area maintenance. MKS has elected the practical expedient to account for the lease and non-lease components as a single lease component. For leases with a term of one year or less the Company has elected not to record the lease asset or liability. The lease payments are recognized in the consolidated statements of operations and comprehensive (loss) income on a straight-line basis over the lease term. The Company includes lease costs within cost of revenues and operating expenses.
Stock-Based Compensation	Stock-Based Compensation The accounting for share-based compensation expense requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors based on estimated fair values. For restricted stock units (“RSUs”), the fair value is measured on the date of grant and expensed normally over a three- year period. The Company does not include a forfeiture rate in the fair value measurement at the date of grant. The Company also provides certain employees with the opportunity to purchase shares through its 2014 Employee Stock Purchase Plan (“2014 ESPP”). The Company estimates the fair value of shares issued under the 2014 ESPP using the Black-Scholes pricing model, which incorporates a number of complex and subjective variables, including expected stock price volatility over the term of the awards, expected life, risk-free interest rate and expected dividends. Management determined that blended volatility, a combination of historical and implied volatility, is more reflective of market conditions and a better indicator of expected volatility than historical or implied volatility alone. The assumptions used in calculating the fair value of share-based payment awards represent management’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if factors change and the Company uses different assumptions, stock-based compensation expense could be materially different in the future.
Accumulated Other Comprehensive (Loss) Income	Accumulated Other Comprehensive (Loss) Income For foreign subsidiaries where the functional currency is the local currency, assets and liabilities are translated into U.S. dollars at the current exchange rate on the consolidated balance sheets date. Revenue and expenses are translated at average rates of exchange prevailing during the year. Translation adjustments resulting from this process are recorded to accumulated Other Comprehensive (Loss) Income (“OCI”). Unrealized gains and losses on securities classified as available-for-sale and unrecognized pension gains and losses are included in OCI in consolidated stockholders’ equity. For derivative instruments designated as cash-flow hedges and interest rate swap hedges, the effective portion of the derivative’s gain (loss) is initially reported as a component of OCI and is subsequently recognized in earnings when the hedged exposure is recognized in earnings.
Net (Loss) Income Per Share	Net (Loss) Income Per Share Basic net (loss) income per share is based on the weighted average number of common shares outstanding and diluted net (loss) income per share is based on the weighted average number of common shares outstanding and all potential dilutive common equivalent shares outstanding. The dilutive effect of equity awards is determined under the treasury stock method using the average market price for the period. Common equivalent shares are included in the per share calculations when the effect of their inclusion would be dilutive. In periods in which a net loss is recognized, common equivalent shares are not included as they are antidilutive.
Cash and Cash Equivalents and Investments	Cash and Cash Equivalents and Investments All highly liquid investments with a maturity date of three months or less at the date of purchase are considered to be cash equivalents. The appropriate classification of investments in securities is determined at the time of purchase. Debt securities that the Company does not have the intent and ability to hold to maturity are classified as “available-for-sale” and are carried at fair value. The Company classifies investments with maturity dates greater than twelve months in short-term investments rather than long-term investments. This method classifies these securities as current based on the nature of the securities and the availability for use in current operations. The Company believes this method is preferable because it is more reflective of the Company’s assessment of its overall liquidity position. The Company reviews its investment portfolio on a quarterly basis to identify and evaluate individual investments that have indications of possible impairment. The factors considered in determining whether a loss is other-than-temporary include: the length of time and extent to which fair market value has been below the cost basis, the financial condition and near-term prospects of the issuer, credit quality, and the Company’s ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in fair value.
Concentrations of Credit Risk	Concentrations of Credit Risk The Company’s significant concentrations of credit risk consist principally of cash and cash equivalents, foreign exchange forward contracts, interest rate swaps and trade accounts receivable. The Company maintains cash and cash equivalents with financial institutions, including some banks with which it has borrowings. The Company enters into foreign exchange forward contracts with high credit-quality financial institutions in order to minimize credit risk exposure. The Company’s largest customers are primarily concentrated in the semiconductor industry, and a limited number of these customers account for a significant portion of the Company’s revenues. The Company regularly monitors the creditworthiness of its customers and believes it has adequately provided for potential credit loss exposures. Credit is extended for all customers based primarily on financial condition, and collateral is not required. During 2023, 2022 and 2021, approximately 41%, 58%, and 62% of the Company’s net revenues, respectively, were from sales to customers in the semiconductor market. No single customer represented greater than 10% of the Company’s accounts receivable balance as of December 31, 2023 or 2022.
Inventories	Inventories Inventories are stated at the lower of cost or net realizable value, cost being determined using a standard costing system that approximates actual cost, based on a first-in, first-out method. The Company regularly reviews inventory quantities on hand and records a provision to write-down excess and obsolete inventory to its estimated net realizable value, if less than cost, based primarily on its estimated forecast of product demand.
Property, Plant and Equipment	Property, Plant and Equipment Property, plant and equipment are stated at cost. Expenditures for major renewals and betterments that extend the useful lives of property, plant and equipment are capitalized. Expenditures for maintenance and repairs are charged to expense as incurred. When assets are sold or otherwise disposed of, the cost and related accumulated depreciation are eliminated from the accounts and any resulting gain or loss is recognized in earnings. Depreciation is provided on the straight-line method over the estimated useful lives of ten to fifty years for buildings and building improvements, and three to eighteen years for machinery and equipment, furniture and fixtures, office equipment and software. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life of the leased asset.
Acquisition Accounting	Acquisition Accounting The fair value of the consideration exchanged in a business combination is allocated to tangible assets and identifiable intangible assets acquired and liabilities assumed at acquisition date fair value. Goodwill is measured as the excess of the consideration transferred over the net fair value of identifiable assets acquired and liabilities assumed. The accounting for an acquisition involves a considerable amount of judgment and estimation. Cost, income, market or a combination of approaches may be used to establish the fair value of consideration exchanged, assets acquired, and liabilities assumed, depending on the nature of those items. The valuation approach is determined in accordance with generally accepted valuation methods. Key areas of estimation and judgment may include the selection of valuation approaches, cost of capital, market characteristics, cost structure, impacts of synergies, and estimates of terminal value, among other factors. While the Company uses estimates and assumptions as part of the purchase price allocation process to estimate the value of assets acquired and liabilities assumed, estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed, with a corresponding offset to goodwill, to the extent that adjustments are identified to the preliminary purchase price allocation. Upon conclusion of the measurement period, or final determination of the value of the assets acquired and liabilities assumed, whichever comes first, any subsequent adjustments are recorded to results of operations.
Intangible Assets	Intangible Assets Intangible assets resulting from the acquisitions of businesses are estimated by management based on the fair value of assets acquired. These include acquired customer lists, completed technology, patents, trademarks, trade names, backlog and IPR&D. Intangible assets, other than IPR&D, are amortized from one to eighteen years on a straight-line basis, which represents the estimated periods of benefit and the expected pattern of consumption. IPR&D is not subject to amortization until reclassification into completed technology. Upon completion of a project, the Company expects the corresponding IPR&D intangible assets to be amortized over an estimated useful life of eight to nine years.
Goodwill	Goodwill Goodwill is the amount by which the cost of acquired net assets exceeded the fair value of those net assets on the date of acquisition. The Company allocates goodwill to reporting units at the time of acquisition or when there is a change in the reporting structure and bases that allocation on which reporting units will benefit from the acquired assets and liabilities. Reporting units are defined as operating segments or one level below an operating segment, referred to as a component. The Company assesses goodwill for impairment on an annual basis as of October 31 or more frequently when events and circumstances occur indicating that the recorded goodwill may be impaired. The estimated fair value of the Company’s reporting units is based on discounted cash flow models derived from internal earnings and internal and external market forecasts. Determining fair value requires the exercise of significant judgment, including judgments about appropriate discount and terminal growth rates, as well as forecasted revenue, gross profit and operating expenses. Discount rates are based on a weighted average cost of capital (“WACC”), which represents the average rate a business must pay its providers of debt and equity. The WACC used to test goodwill is derived from a group of comparable companies. Assumptions in estimating future cash flows are subject to a high degree of judgment and complexity. The Company makes every effort to forecast these future cash flows as accurately as possible with the information available at the time the forecast is developed. In performing the Company’s annual goodwill impairment test, the Company is permitted to first assess qualitative factors to determine whether it is more likely than not that the fair value of the Company’s reporting unit exceeds its carrying amount, including goodwill. In performing the qualitative assessment, the Company considers certain events and circumstances specific to the reporting unit and to the entity as a whole, such as macroeconomic conditions, industry and market considerations, overall financial performance and cost factors when evaluating whether it is more likely than not that the fair value of the reporting unit exceeds its carrying amount. The Company is also permitted to bypass the qualitative assessment and proceed directly to the quantitative assessment. If the Company chooses to undertake the qualitative assessment and concludes that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, the Company would then proceed to the quantitative impairment assessment. In the quantitative assessment, the Company compares the fair value of the reporting unit to its carrying amount, which includes goodwill. If the fair value exceeds the carrying value, no impairment loss exists. If the fair value is less than the carrying amount, a goodwill impairment loss is measured and recorded.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company evaluates the recoverability of its long-lived assets whenever events and changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable. This periodic review may result in an adjustment of estimated depreciable lives or asset impairment. When indicators of impairment are present, the carrying values of the asset are evaluated in relation to their operating performance and future undiscounted cash flows of the underlying business. If the future undiscounted cash flows are less than their carrying value, impairment exists. The impairment is measured as the difference between the carrying value and the fair value of the underlying asset. Fair values are based on estimates of market prices and assumptions concerning the amount and timing of estimated future cash flows and assumed discount rates, reflecting varying degrees of perceived risk.
Foreign Exchange	Foreign Exchange The functional currency of the majority of the Company’s foreign subsidiaries is the applicable local currency. For those subsidiaries, assets and liabilities are translated to U.S. dollars at year-end exchange rates. Income and expense accounts are translated at the average exchange rates prevailing during the year. The resulting translation adjustments are included in OCI in consolidated stockholders’ equity. Foreign exchange transaction gains and losses are classified in other expense, net in the statement of operations and comprehensive (loss) income. In 2022, published official exchange rates for Turkey indicated that the three-year cumulative inflation rate exceeded 100% and therefore is considered to be a hyper inflationary economy. Accordingly, the Company has changed the functional currency of its subsidiary in Turkey from the Turkish lira to the U.S. dollar, which is the consolidated group’s reporting currency. The required remeasurement of assets and liabilities denominated in Turkish lira into U.S. dollar did not have a material impact on the Company’s results of operations. Net foreign exchange losses resulting from re-measurement were $30, $5, and $9 for the years ended December 31, 2023, 2022, and 2021, respectively, and are included in other expense, net. These amounts do not reflect the corresponding gain (loss) from foreign exchange forward contracts, which are included in cost of sales. See Note 9 regarding foreign exchange forward contracts.
Employee Benefit Plans	Employee Benefit Plans The majority of the Company’s employees participate in defined contribution plans, whereby the Company, at its discretion, makes certain matching contributions based on participating employees’ annual contribution to the plan and their total compensation. The Company also has defined benefit retirement plans at certain of its foreign subsidiaries. The Company accounts for these plans based on the provisions of ASC Topic 715, “Compensation-Retirement Benefits.” Some of the key assumptions used to calculate the pension expense and projected benefit obligation include the discount rate, rate of forecasted salary increases, the expected long-term rate of return on plan assets and expected mortality. The obligation for these claims and the related periodic costs are measured using actuarial techniques and assumptions. Actuarial gains and losses are deferred and amortized over future periods.
Income Taxes	Income Taxes The Company records income taxes using the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases, and also for operating loss and tax credit carryforwards. On a quarterly basis, the Company evaluates both the positive and negative evidence that affects the realizability of net deferred tax assets and assesses the need for a valuation allowance. The future benefit to be derived from its deferred tax assets is dependent upon its ability to generate sufficient future taxable income in each jurisdiction of the right type to realize the assets. The Company records a valuation allowance to reduce its net deferred tax assets to the amount that is expected to be realized. To the extent the Company establishes a valuation allowance an expense will be recorded as a component of the provision for income taxes on the statement of operations. Accounting for income taxes requires a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if, based on the technical merits, it is more likely than not that the position will be sustained upon audit, including resolutions of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company re-evaluates these uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit and new audit activity. Any change in these factors could result in the recognition of a tax benefit or an additional charge to the tax provision. Income tax effects resulting from changes in tax law are accounted for by the Company in the period in which the law is enacted and the effects are recorded as a component of provision for income taxes from continuing operations.
Derivatives	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. The Company enters into derivative instruments for risk management purposes only, including derivatives designated as hedging instruments and those utilized as economic hedges. The Company does not enter into derivative instruments for trading or speculative purposes. The Company used derivative instruments, such as foreign exchange forward contracts and options, to manage certain foreign currency exposure, and interest rate swaps and interest rate caps to manage certain interest rate exposure. Changes in fair value of derivative instruments are recognized in the consolidated statement of operations or, if hedge accounting is applied, in OCI for the effective portion of the changes in fair value. The cash flows resulting from foreign exchange forward contracts are classified in the consolidated statements of cash flows as part of cash flows from operating activities. All derivatives are stated at fair value in the consolidated balance sheets. Accounting principles for qualifying hedges require detailed documentation that describes the relationship between the hedging instrument and the hedged item, including, but not limited to, the risk management objectives and hedging strategy and the methods to assess the effectiveness of the hedging relationship. The Company assesses the hedging relationships, both at the inception of the hedge and on an ongoing basis, using either the critical terms matching approach or a regression analysis approach to determine whether the designated hedging instrument is highly effective in offsetting changes in the value of the hedged item. By nature, all financial instruments involve market and credit risks. The Company enters into derivative instruments with major investment grade financial institutions, for which no collateral is required. The Company has policies to monitor the credit risk of these counterparties. While there can be no assurance, the Company does not anticipate any material non-performance by any of these counterparties.

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Summary of Activity for RSUs

The following tables present the activity for the RSUs under the Plans:


	Year ended December 31, 2023
	RSUs			Weighted Average Grant Date Fair Value
RSUs — beginning of period		0.8		$	118.96
Granted		0.7		$	87.03
Vested		(0.5	)	$	117.10
RSUs — end of period		1.0		$	98.36


	Year ended December 31, 2022
	RSUs			Weighted Average Grant Date Fair Value
RSUs — beginning of period		0.5		$	127.93
RSUs issued in Atotech Acquisition		0.1		$	110.30
Granted		0.5		$	111.60
Vested		(0.3	)	$	118.06
RSUs — end of period		0.8		$	118.96

Effect of Recording Stock-Based Compensation

The following table reflects the effect of recording stock-based compensation:


	Years Ended December 31,
	2023		2022			2021
Stock-based compensation expense by type of award:
RSUs	$	51	$	42		$	34
Employee stock purchase plan		3		3			3
Total stock-based compensation		54		45			37
Windfall tax effect on stock-based compensation		2		(1	)		(5	)
Net effect on net (loss) income	$	56	$	44		$	32
Effect on net (loss) earnings per share:
Basic	$	0.84	$	0.74		$	0.58
Diluted	$	0.84	$	0.73		$	0.58

Pre-Tax Effect Within Consolidated Statements of Operations of Recording Stock-Based Compensation

The pre-tax effect within the consolidated statements of operations and comprehensive (loss) income of recording stock-based compensation was as follows:


	Years Ended December 31,
	2023		2022		2021
Cost of revenues	$	6	$	5	$	4
Research and development expense		7		6		5
Selling, general and administrative expense		41		34		28
Total pre-tax stock-based compensation expense	$	54	$	45	$	37

Fair Value of Employee Purchase Rights Estimated using Black-Scholes Option-Pricing Model

The fair value of employee stock purchase plan rights was estimated using the Black-Scholes option-pricing model with the following weighted average assumptions:


	Years Ended December 31,
Employee stock purchase plan rights:	2023			2022			2021
Expected life (years)		0.5			0.5			0.5
Risk-free interest rate		5.0	%		0.9	%		0.1	%
Expected volatility		44.5	%		41.9	%		39.3	%
Expected annual dividends per share	$	0.88		$	0.88		$	0.88

Consolidated Statements of Cash Flows - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Cash flows from operating activities:
Net (loss) income	$ (1,841)	$ 333	$ 551
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization	397	216	104
Amortization of inventory step-up to fair value	0	52	0
Goodwill and intangible asset impairments	1,902	0	0
Unrealized loss (gain) on derivatives not designated as hedging instruments	32	13	(4)
Amortization of debt issuance costs and original issue discount	33	56	2
Loss on extinguishment of debt	8	0	0
Gain on sale of long-lived assets	(2)	(7)	0
Stock-based compensation	54	45	37
Provision for excess and obsolete inventory	64	21	16
Deferred income taxes	(234)	(46)	2
Other	5	3	4
Changes in operating assets and liabilities, net of acquired assets and liabilities:
Trade accounts receivable	114	(4)	(53)
Inventories	(76)	(236)	(92)
Other current and non-current assets	50	28	0
Accounts payable	(99)	61	56
Current and non-current accrued compensation	(5)	(31)	17
Income taxes payable	(64)	19	1
Other current and non-current liabilities	(19)	6	(1)
Net cash provided by operating activities	319	529	640
Cash flows from investing activities:
Acquisitions of businesses, net of cash acquired	0	(4,473)	(268)
Purchases of investments	0	(1)	(497)
Maturities of investments	0	77	478
Sales of investments	0	0	169
Proceeds from sale of long-lived assets	3	9	0
Purchases of property, plant and equipment	(87)	(164)	(87)
Net cash used in investing activities	(84)	(4,552)	(205)
Cash flows from financing activities:
Proceeds from borrowing	216	5,237	1
Payments of borrowings	(403)	(962)	(15)
Payments of deferred financing fees	(9)	(249)	0
Dividend payments	(59)	(52)	(47)
Net payments related to employee stock awards	(1)	(1)	(4)
Other financing activities	(3)	(2)	0
Net cash (used in) provided by financing activities	(259)	3,971	(65)
Effect of exchange rate changes on cash and cash equivalents	(10)	(5)	(12)
(Decrease) increase in cash and cash equivalents	(34)	(57)	358
Cash and cash equivalents at beginning of period	909	966	608
Cash and cash equivalents at end of period	875	909	966
Cash paid during the period for:
Interest	305	110	23
Income taxes	$ 180	$ 133	$ 110

Debt (Tables)

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Schedule of Outstanding Debt

The Company’s outstanding debt is as follows:


	December 31, 2023		December 31, 2022
Short-term debt:
Term Loan Facility	$	93	$	93
Long-term debt:
Term Loan Facility, net	$	4,696	$	4,834

Schedule of Contractual Maturities of Debt Obligations

Contractual maturities of the Company’s debt obligations as of December 31, 2023 are as follows:


Year	Amount
2024	$	93
2025		110
2026		116
2027		586
2028		43
Thereafter		4,005

Income Taxes

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Income Taxes

(17)

Income Taxes

A reconciliation of the Company’s effective tax rate to the U.S. federal statutory rate is as follows:


	Years Ended December 31,
	2023			2022			2021
U.S. federal income tax statutory rate		21.0	%		21.0	%		21.0	%
Goodwill impairment		(18.4	)		—			—
Federal tax credits		0.9			(1.5	)		(0.7	)
State income taxes, net of federal benefit		0.5			(0.3	)		1.5
Effect of foreign operations taxed at various rates		0.9			(6.8	)		(4.5	)
Executive compensation		(0.1	)		1.5			0.9
Foreign derived intangible income deduction		0.6			(4.8	)		(1.7	)
Global intangible low taxed income, net of foreign tax credits		(0.5	)		3.6			0.5
Stock-based compensation		(0.4	)		0.3			(0.5	)
Deferred tax asset valuation allowance		(0.1	)		(0.4	)		(0.8	)
Change in income tax reserves (including interest)		(0.5	)		0.8			(0.6	)
Withholding taxes on foreign dividends, net of foreign tax credits		(0.4	)		10.7			1.5
Other		1.0			(1.0	)		0.4
		4.5	%		23.1	%		17.1	%

The components of (loss) income before income taxes and the related (benefit) provision for income taxes consist of the following:


	Years Ended December 31,
	2023			2022			2021
(Loss) income before income taxes:
United States	$	(760	)	$	(90	)	$	249
Foreign		(1,168	)		523			416
	$	(1,928	)	$	433		$	665
Current taxes:
United States	$	21		$	40		$	38
State		6			7			10
Foreign		120			99			64
		147			146			112
Deferred taxes:
United States		(130	)		(68	)		5
State		(18	)		(8	)		2
Foreign		(86	)		30			(5	)
		(234	)		(46	)		2
(Benefit) provision for income taxes	$	(87	)	$	100		$	114

The significant components of the deferred tax assets and deferred tax liabilities are as follows:


	December 31,
	2023			2022
Deferred tax assets:
Interest, loss, and credit carryforwards	$	278		$	224
Capitalized research and development		98			31
Inventory and warranty reserves		54			50
Lease liability		51			55
Accrued expenses and other reserves		23			22
Stock-based compensation		4			3
Loan costs		—			9
Other		11			5
Total deferred tax assets		519			399
Valuation allowance		(190	)		(181	)
Net deferred tax assets	$	329		$	218

Deferred tax liabilities:
Acquired intangible assets and goodwill	$	(637	)	$	(781	)
Depreciation and amortization		(56	)		(62	)
Right-of-use asset		(49	)		(55	)
Foreign withholding taxes		(50	)		(56	)
Loan costs		(24	)		—
Unrealized gain		—			(14	)
Total deferred tax liabilities		(816	)		(968	)
Net deferred tax liabilities	$	(487	)	$	(750	)

As of December 31, 2023, the Company had U.S. federal and state as well as foreign gross research and other tax credit carryforwards of $41. Included in the total carryforwards are $11 of credits that can be carried forward indefinitely while the remaining credits expire at various dates through 2037. The Company also had U.S. federal and state as well as foreign gross net operating loss and capital loss carryforwards of $349. Included in the total carryforwards are $55 of losses that can be carried forward indefinitely while the remaining losses expire at various dates through 2041. The Company has $688 of foreign interest carryforwards that can be carried forward indefinitely.

Although the Company believes that its tax positions are consistent with applicable U.S. federal, state and international laws, it maintains certain income tax reserves as of December 31, 2023 in the event its tax positions were to be challenged by the applicable tax authority and additional tax assessed upon audit.

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits, excluding interest and penalties, is as follows:


	Years Ended December 31,
	2023			2022			2021
Balance at beginning of year	$	83		$	43		$	47
Increases (decreases) for tax positions taken during prior years		(5	)		35			—
Increases for tax positions taken during the current year		12			9			2
Reductions related to expiration of statutes of limitations and audit settlements		(4	)		(4	)		(6	)
Balance at end of year	$	86		$	83		$	43

The net increase in gross unrecognized tax benefits in 2023 was primarily due to the addition of unrecognized U.S. federal tax credits.

The Company accrues interest and, if applicable, penalties for any uncertain tax positions. Interest and penalties are classified as a component of income tax (benefit) expense. As of December 31, 2023, 2022 and 2021, the Company accrued interest on unrecognized tax benefits of approximately $7, $6 and $1, respectively.

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

The Company is subject to examination by U.S. federal and state as well as foreign tax authorities. The U.S. federal statute of limitations remains open for tax years 2020 through the present. The statute of limitations for the Company’s tax filings in other jurisdictions varies between fiscal years 2017 through present. The Company also has certain U.S. federal and state as well as foreign tax loss and credit carryforwards that are open for examination for tax years 2003 to the present. In addition, the 2017 U.S. federal transition tax remains open for examination.

On a quarterly basis, the Company evaluates both positive and negative evidence that affects the realizability of its net deferred tax assets and assesses the need for a valuation allowance. The future benefit to be derived from its deferred tax assets is dependent upon its ability to generate sufficient future taxable income to realize the assets.

During 2023, the Company increased its valuation allowance by $9, primarily related to the valuation allowance recorded in connection with foreign interest and net operating loss carryforwards. During 2022, the Company increased its valuation allowance by $155, primarily related to the valuation allowance recorded for foreign interest and net operating loss carryforwards associated with the Atotech Acquisition.

Deferred taxes have been recorded related to historical outside basis differences, primarily unremitted earnings, of certain of the Company’s foreign subsidiaries. During 2023, the Company recorded a tax benefit of $3 related to such taxes for prior periods.

- 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
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
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-Paragraph 14
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
-Section 50
-Paragraph 21
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-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
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-Section S99
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-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Pay vs Performance Disclosure - USD ($) $ in Millions	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Pay vs Performance Disclosure
Net Income (Loss)	$ (1,841)	$ 333	$ 551

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481687/323-10-50-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
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-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482907/825-10-50-28

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Consolidated Statements of Operations and Comprehensive (Loss) Income - USD ($) shares in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Net revenues:
Net revenues	$ 3,622	$ 3,547	$ 2,950
Cost of revenues:
Cost of revenues	1,980	2,000	1,570
Gross profit	1,642	1,547	1,380
Research and development	288	241	200
Selling, general and administrative	675	488	385
Acquisition and integration costs	16	52	30
Restructuring	20	10	11
Fees and expenses related to repricing of Term Loan Facility	2	0	0
Amortization of intangible assets	295	146	55
Goodwill and intangible asset impairments	1,902	0	0
Gain on sale of long-lived assets	(2)	(7)	0
(Loss) income from operations	(1,554)	617	699
Interest income	(17)	(4)	0
Interest expense	356	177	25
Loss on extinguishment of debt	8	0	0
Other expense, net	27	11	9
(Loss) income before income taxes	(1,928)	433	665
(Benefit) provision for income taxes	(87)	100	114
Net (loss) income	(1,841)	333	551
Other comprehensive (loss) income, net of tax:
Changes in value of financial instruments designated as cash flow hedges	(24)	50	20
Foreign currency translation adjustments	(83)	18	(31)
Change in net investment hedge	(25)	0	0
Unrecognized pension (loss) gain	(9)	12	0
Unrealized loss on investments	(23)	0	0
Total comprehensive (loss) income	$ (2,005)	$ 413	$ 540
Net (loss) income per share:
Basic	$ (27.54)	$ 5.57	$ 9.95
Diluted	$ (27.54)	$ 5.56	$ 9.9
Weighted average common shares outstanding:
Basic	66.8	59.7	55.4
Diluted	66.8	59.9	55.7
Products [Member]
Net revenues:
Net revenues	$ 3,200	$ 3,119	$ 2,579
Cost of revenues:
Cost of revenues	1,748	1,774	1,371
Services [Member]
Net revenues:
Net revenues	422	428	371
Cost of revenues:
Cost of revenues	$ 232	$ 226	$ 199

Leases - Summary of Supplemental Cash Flow Information Related to Leases (Details) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Leases [Abstract]

Operating cash flows used for operating leases

^[1]

$ 34

$ 28

Operating cash flows used for finance leases

Financing cash flows used for finance leases

ROU assets obtained in exchange for new lease liabilities, Operating leases

ROU assets obtained in exchange for new lease liabilities, Finance leases

$ 1

$ 3

[1]	Operating cash flows used for operating leases for the year ended December 31, 2023 and 2022 include an immaterial amount of tenant improvement allowance receipts.

Employee Benefit Plans - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Defined Benefit Plan Disclosure [Line Items]
Employee contribution to Company's profit sharing plan percentage		1.00%
Employee contribution to Company's profit sharing plan percentage		50.00%
Minimum age limit for specified additional amount		50 years
Company's contributions		$ 9	$ 10	$ 8
Bonus expense		63	48	$ 76
Israel [Member]
Defined Benefit Plan Disclosure [Line Items]
Pension assets		19	19
Defined benefit plan, vested benefit obligations		22	22
Germany [Member]
Defined Benefit Plan Disclosure [Line Items]
Pension assets		$ 6	$ 6
Maximum [Member] \| Germany [Member]
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assets guaranteed rate of return		4.25%
Minimum [Member] \| Germany [Member]
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assets guaranteed rate of return		2.00%
Forecast [Member] \| Maximum [Member]
Defined Benefit Plan Disclosure [Line Items]
Company's contributions	$ 1

Stockholders' Equity

12 Months Ended

Dec. 31, 2023

Federal Home Loan Banks [Abstract]

Stockholders' Equity

(19)

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 will depend 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 2023, 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. The Company’s Board of Directors declared a cash dividend of $0.22 per share during each quarter of 2023, which totaled $59 or $0.88 per share. The Company’s Board of Directors declared a cash dividend of $0.22 per share during each quarter of 2022, which totaled $52 or $0.88 per share.

On February 5, 2024, the Company’s Board of Directors declared a quarterly cash dividend of $0.22 per share to be paid on March 8, 2024 to Stockholders of record as of February 26, 2024.

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.

- Definition

The entire disclosure for equity.

+ References

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+ Details

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Dec. 31, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Revenue from Contracts with Customers - Schedule of Deferred Revenue and Customer Advances by Arrangement (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Change in Contract with Customer, Liability [Abstract]
Beginning balance, January 1	$ 96	$ 40
Assumed deferred revenue and customer advances from Atotech Acquisition	0	36
Additions to deferred revenue and customer advances	167	180
Amount of deferred revenue and customer advances recognized in income	(184)	(160)
Ending balance, December 31	$ 79	$ 96

Revenue from Contracts with Customers

12 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

Revenue from Contracts with Customers

(6)

Revenue from Contracts with Customers

Contract assets as of December 31, 2023 and 2022 were $26 and $46, respectively, and were included in other current assets.

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


	2023			2022
Beginning balance, January 1(1)	$	96		$	40
Assumed deferred revenue and customer advances from Atotech Acquisition		—			36
Additions to deferred revenue and customer advances		167			180
Amount of deferred revenue and customer advances recognized in income		(184	)		(160	)
Ending balance, December 31(2)	$	79		$	96

(1)

Beginning deferred revenue and customer advances as of January 1, 2023 included $94 of current deferred revenue and customer advances, and $2 of long-term deferred revenue. Beginning deferred revenue and customer advances as of January 1, 2022 included $37 of current deferred revenue and customer advances, and $3 of long-term deferred revenue. The majority of the beginning balance in 2023 and 2022 was recognized in each year.

(2)

Ending deferred revenue and customer advances as of December 31, 2023 included $77 of current deferred revenue and customer advances, and $2 of long-term deferred revenue. Ending deferred revenue and customer advances as of December 31, 2022 included $94 of current deferred revenue and customer advances, and $2 of long-term deferred revenue.

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

Disaggregation of Revenue

The following table summarizes revenue from contracts with customers:


	Year Ended December 31, 2023
	VSD		PSD		MSD		Total
Net revenues:
Products	$	1,186	$	860	$	1,154	$	3,200
Services		218		152		52		422
Total net revenues	$	1,404	$	1,012	$	1,206	$	3,622


	Year ended December 31, 2022
	VSD		PSD		MSD		Total
Net revenues:
Products	$	1,720	$	913	$	486	$	3,119
Services		246		151		31		428
Total net revenues	$	1,966	$	1,064	$	517	$	3,547


	Year Ended December 31, 2021
	VSD		PSD		MSD		Total
Net revenues:
Products	$	1,629	$	950	$	—	$	2,579
Services		233		138		—		371
Total net revenues	$	1,862	$	1,088	$	—	$	2,950

Refer to Note 22 for revenue by reportable segment, geography and groupings of similar products.

- 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
-Topic 606
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-Section 50
-Paragraph 9
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-URI https://asc.fasb.org//1943274/2147479806/606-10-50-9

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-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

Debt - Lines of Credit and Borrowing Arrangements - Additional Information (Detail) - Revolving Lines of Credit [Member] - Japan [Member] - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Aggregate borrowings expire and renewal period	3 months
Borrowing capacity in the form of letters of credit	$ 14,000,000	$ 27,000,000

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Employee Benefit Plans

12 Months Ended

Dec. 31, 2023

Postemployment Benefits [Abstract]

Employee Benefit Plans

(20)

Employee Benefit Plans

The Company has a 401(k) profit-sharing plan for U.S. employees meeting certain requirements, in which eligible employees may contribute between 1% and 50% of their annual compensation to this plan, and, with respect to employees who are age 50 and older, certain specified additional amounts, limited by an annual maximum amount determined by the Internal Revenue Service. The Company, at its discretion, makes certain matching contributions to this plan based on participating employees’ annual contribution to this plan and their total compensation. The Company’s contributions were $9, $10 and $8 for 2023, 2022 and 2021, respectively.

The Company also has a number of defined contribution plans at some of its foreign locations. The Company’s contributions were immaterial for 2023, 2022 and 2021.

The Company maintains a bonus plan which provides cash awards to certain employees, at the discretion of the Compensation Committee of the Company’s Board of Directors, based upon the Company’s operating results. In addition, certain of the Company’s foreign locations also have various bonus plans based upon local operating results and employee performance. The total bonus expense was $63, $48 and $76 for 2023, 2022 and 2021, respectively.

Defined Benefit Pension Plans

The Company has a number of defined benefit pension plans at many of its foreign location, which cover most of its full-time employees at these respective locations. In addition, the Company has certain pension assets and liabilities

relating to its former employees in the United Kingdom. One of the Company’s German pension plans is unfunded, as permitted under the plan and applicable laws.

As a result of the Atotech Acquisition, the Company assumed all assets and liabilities of Atotech’s defined benefit pension plans.

For financial reporting purposes, the Company obtained actuarial reports supporting the calculation of net periodic pension costs that used a number of actuarial assumptions, including a discount rate for plan obligations, an assumed rate of return on pension plan assets and an assumed rate of compensation increase for employees covered by the various plans. The Company reviewed these actuarial assumptions and concluded they were reasonable based upon management’s judgment, considering known trends and uncertainties. Actual results that differ from these assumptions would impact future expense recognition and the cash funding requirements of the Company’s pension plans.

The net periodic benefit costs for the defined benefit plans included the following components:


	Year Ended December 31,
	2023			2022
Service cost	$	2		$	1
Interest cost on projected benefit obligations		5			2
Expected return on plan assets		(1	)		—
Amortization of actuarial net loss		—			1
	$	6		$	4

The changes in projected benefit obligations and plan assets, as well as the ending balance sheet amounts for the Company’s defined benefit plans, were as follows:


	Year Ended December 31,
	2023			2022
Change in projected benefit obligations:
Projected benefit obligations, beginning of year	$	144		$	34
Liabilities assumed through Atotech Acquisition		—			122
Service cost		2			1
Interest cost		5			2
Actuarial loss (gain)		9			(17	)
Benefits paid		(7	)		(3	)
Currency translation adjustments		1			5
Projected benefit obligations, end of year	$	154		$	144

Change in plan assets:
Fair value of plan assets, beginning of year		31			12
Assets assumed through Atotech Acquisition		—			24
Company contributions		3			1
Gain (loss) on plan assets		2			(5	)
Benefits paid		(3	)		(1	)
Currency translation adjustments		1			—
Fair value of plan assets, end of year		34			31
Net underfunded status	$	(120	)	$	(113	)

As of December 31, 2023, the estimated benefit payments for the Company’s defined benefit plans for the next 10 years were as follows:


	Estimated benefit payments
2024	$	6
2025		8
2026		10
2027		15
2028		9
2029-2033		53
	$	101

The Company expects to contribute less than $1 to the plans during 2024.

The weighted-average rates used to determine the net periodic benefit costs were as follows:


	December 31, 2023			December 31, 2022
Discount rate		3.3	%		3.7	%
Rate of increase in salary levels		3.1	%		3.1	%
Expected long-term rate of return on assets		2.7	%		2.6	%

In determining the expected long-term rate of return on plan assets, the Company considers the relative weighting of plan assets, the historical performance of total plan assets and individual asset classes, and economic and other indicators of future performance.

Plan assets were held in the following categories as a percentage of total plan assets:


	December 31, 2023					December 31, 2022
	Amount		Percentage			Amount		Percentage
Debt securities	$	18		54	%	$	20		65	%
Equity securities		9		24			7		22
Cash		3		10			—		—
Other		4		12			4		13
	$	34		100	%	$	31		100	%

In general, the Company’s asset management objectives include maintaining an adequate level of diversification to reduce interest rate and market risk, while providing adequate liquidity to meet immediate and future benefit payment requirements.

The Company’s Israeli plans account for the deferred vested benefits using the shut-down method of accounting, which resulted in assets of $19 and vested benefit obligations of $22 as of December 31, 2023 and assets of $19 and vested benefit obligations of $22 as of December 31, 2022. Under the shut-down method, the liability is calculated as if it were payable as of the balance sheet date, on an undiscounted basis.

Other Pension-Related Assets

As of December 31, 2023 and 2022, the Company had assets with an aggregate market value of $6 for each period, for one of its German pension plans. These assets are invested in group insurance contracts through the insurance companies administering these plans, in accordance with applicable pension laws. These group insurance contracts have a guaranteed minimum rate of return ranging from 2.0% to 4.25%, depending on the contract. Because these assets were not separate legal assets of the pension plan, they were not included in the Company’s plan assets shown above. However, the Company has designated such assets to pay pension benefits. Such assets are included in other assets in the accompanying consolidated balance sheet.

Inventories - Summary of Inventories (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Raw material	$ 740	$ 689
Work-in-process	94	115
Finished goods	157	173
Total	$ 991	$ 977

Schedule II - Valuation and Qualifying Accounts

12 Months Ended

Dec. 31, 2023

SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]

Schedule II - Valuation and Qualifying Accounts

MKS Instruments, Inc.

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS

(in millions)


			Additions
Description	Balance at Beginning of Year		Acquisition Beginning Balance		Charged to Costs and Expenses		Charged to Other Accounts		Deductions & Write-offs			Balance at End of Year
Allowance for doubtful accounts:
Years ended December 31,
2023	$	11	$	—	$	—	$	—	$	(5	)	$	6
2022	$	4	$	10	$	2	$	—	$	(5	)	$	11
2021	$	2	$	—	$	1	$	—	$	1		$	4


			Additions
Description	Balance at Beginning of Year		Acquisition Beginning Balance		Charged to Costs and Expenses			Charged to Other Accounts		Deductions & Write-offs		Balance at End of Year
Allowance for sales returns:
Years ended December 31,
2023	$	1	$	—	$	—		$	—	$	—	$	1
2022	$	2	$	—	$	(1	)	$	—	$	—	$	1
2021	$	1	$	—	$	1		$	—	$	—	$	2


			Additions
Description	Balance at Beginning of Year		Acquisition Beginning Balance		Charged to Costs and Expenses		Charged to Other Accounts		Deductions			Balance at End of Year
Valuation allowance on deferred tax asset:
Years ended December 31,
2023	$	181	$	—	$	12	$	—	$	(3	)	$	190
2022	$	26	$	156	$	—	$	—	$	(1	)	$	181
2021	$	31	$	—	$	2	$	—	$	(7	)	$	26

Property, Plant and Equipment - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Abstract]
Depreciation of property, plant and equipment	$ 102	$ 70	$ 49

Restructuring - Additional Information (Detail) $ in Millions	12 Months Ended
	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($) Facility	Dec. 31, 2021 USD ($)
Restructuring Cost and Other Cost [Line Items]
Restructuring costs	$ 20	$ 10	$ 11
Atotech [Member]
Restructuring Cost and Other Cost [Line Items]
Restructuring costs	$ 20	$ 10
Europe [Member] \| Atotech [Member]
Restructuring Cost and Other Cost [Line Items]
Number of facilities yet to close \| Facility		2

Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, shares issued	66,900,000	66,600,000
Weighted Average Grant Date Fair Value, Granted	$ 20.88	$ 29.68	$ 33.55
Restricted Stock Units (RSUs) [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total fair value of RSUs vested	$ 40	$ 40	$ 57
Total compensation expense related to restricted stock unites	$ 46
Estimated weighted average amortization period	1 year
Restricted Stock Units (RSUs) [Member] \| Share-based Compensation Award, Tranche One [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage per year of RSUs from date of grant	33.00%
RSUs Granted to Employees [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share based compensation arrangement by share based payment award vesting period description	employees who meet certain retirement eligibility requirements will vest in full upon each such employee’s retirement and are expensed immediately.
RSUs Granted To Directors [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share based compensation arrangement by share based payment award vesting period description	directors generally vest at the earliest of (1) one day prior to the next annual meeting, (2) 13 months from date of grant, or (3) the effective date of a change in control of the Company.
2014 ESPP [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares authorized for issuance	2,500,000
Percentage of payroll deduction to compensation	up to 10%
Percentage of Common Stock through payroll deductions	10.00%
Percentage of closing price of the Common Stock	90.00%
Common stock, shares issued	100,000	100,000	100,000
Common stock reserved for issuance	1.4
2014 ESPP [Member] \| Offer Terminate [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percentage of closing price of the Common Stock	90.00%
Stock Incentive Plan 2022 [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for issuance	4,600,000
Shares available for future grant	6,600,000
Number of shares returned for each common stock	1,910,000
Percentage of exercise price fair value option grant in period	100.00%
Stock Incentive Plan 2022 [Member] \| Restricted Stock Units (RSUs) [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted Average Grant Date Fair Value, Granted	$ 87.03	$ 111.6
SARs outstanding	1,000,000	800,000	500,000
Minimum [Member] \| Restricted Stock Units (RSUs) [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Level of performance target achieved	0.00%	0.00%	0.00%
Minimum [Member] \| 2014 ESPP [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, exercise price	$ 74.95	$ 111.15	$ 126
Maximum [Member] \| Restricted Stock Units (RSUs) [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Level of performance target achieved	200.00%	200.00%	200.00%
Maximum [Member] \| 2014 ESPP [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, exercise price	$ 74.3	$ 75.47	$ 136.94

Stock-Based Compensation - Pre-Tax Effect Within Consolidated Statements of Operations of Recording Stock-Based Compensation (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 54	$ 45	$ 37
Cost of Revenues [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	6	5	4
Research and Development [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	7	6	5
Selling, General and Administrative [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 41	$ 34	$ 28

Derivatives and Net Investment Hedge

12 Months Ended

Dec. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives and Net Investment Hedge

(9)

Derivatives and Net Investment Hedge

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 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 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 consolidated balance sheets 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 expense, net.

The following tables provide a summary of the primary net hedging positions and fair values of foreign exchange forward contracts outstanding as of December 31, 2023 and 2022:


	December 31, 2023
Currency Hedged (Buy/Sell)	Net Notional Value		Fair Value Liability
U.S. dollar/Japanese yen	$	65	$	—
U.S. dollar/South Korean won		70		(3	)
U.S. dollar/Taiwan dollar		22		—
U.S. dollar/Singapore dollar		1		—
U.S. dollar/Chinese renminbi		8		—
Euro/U.S. dollar		71		—
Euro/Chinese renminbi		4		—
Euro/Canadian dollar		1		—
U.S. dollar/Mexican peso		5		—
U.K. pound sterling/U.S. dollar		19		—
Total	$	266	$	(3	)


	December 31, 2022
Currency Hedged (Buy/Sell)	Net Notional Value		Fair Value (Liability) Asset
U.S. dollar/Japanese yen	$	57	$	—
U.S. dollar/South Korean won		75		(4	)
U.S. dollar/Taiwan dollar		33		1
U.S. dollar/U.K. pound sterling		7		—
U.S. dollar/Singapore dollar		1		—
U.S. dollar/Chinese renminbi		9		—
Euro/U.S. dollar		485		1
Euro/Chinese renminbi		31		1
U.K. pound sterling/Euro		4		—
Total	$	702	$	(1	)

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


	Years Ended December 31,
Forward exchange contracts:	2023			2022		2021
Net (losses) gains recognized in OCI, net of tax	$	(24	)	$	50	$	20
Net gains (losses) reclassified from accumulated OCI into income	$	7		$	18	$	(2	)

The net amount of existing (losses) gains as of December 31, 2023 expected to be reclassified from OCI into earnings within the next 12 months is immaterial.

Net Investment Hedge

On January 1, 2023, the Company designated certain Euro-denominated debt as a net investment hedge to hedge a portion of its net investments in certain of its entities with functional currencies denominated in the Euro. As of December 31, 2023, the Company designated as a net investment hedge €593 million in aggregate principal amount of its Euro Tranche B issued in August 2022. For these net investment hedges, the Company defers recognition of the foreign currency remeasurement gains and losses within the foreign currency translation adjustment component of OCI. There was no net investment hedge designated in 2022 and all remeasurement gains and losses were recorded to the consolidated statements of operations and comprehensive (loss) income.

Interest Rate 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 Term Loan Facility, as defined and further described in Note 15, to a fixed rate. The Company acquired USD London Interbank Offered Rate (“USD LIBOR”) interest rate cap agreements as a result of the Atotech Acquisition and had utilized these agreements to offset the variable Term SOFR on its Term Loan Facility. Effective June 30, 2023, the Company’s USD LIBOR based interest rate caps were converted to Term SOFR. The Company also had two USD LIBOR based swaps that were converted to Term SOFR, effective June 30, 2023. The conversions from USD LIBOR to Term SOFR did not have a material impact on the Company’s results of operations.

The table below summarizes interest rate swaps and interest rate caps outstanding at December 31, 2023 and December 31, 2022:


										Years Ended December 31,
										2023			2022
	Effective Date	Maturity	Fixed Rate			Notional Amount at Effective Date		Notional Amount at December 31, 2023		Fair Value Asset (Liability)			Fair Value Asset
	Interest Rate Swaps
	April 5, 2019	March 31, 2023		2.309	%	$	300	$	—	$	—		$	1
	June 30, 2023	February 28, 2025		0.391	%		200		200		9			16
	June 30, 2023	February 28, 2025		0.543	%		300		300		14			22
	September 30, 2022	September 30, 2026		3.156	%		350		350		5			8
	January 2, 2024	January 31, 2028		2.841	%		250		—		7			5
	September 30, 2022	September 30, 2027		3.198	%		350		350		5			8
	January 2, 2024	January 31, 2029		2.986	%		250		—		6			4
	September 30, 2022	September 30, 2026		3.358	%		600		600		5			10
	December 28, 2023	December 31, 2027		4.550	%		500		500		(10	)		—
							3,100		2,300		41			74
Interest Rate Caps
	June 30, 2023	January 31, 2024		0.805	%		350		350		1			15
	June 30, 2023	January 31, 2024		0.805	%		350		350		2			15
							700		700		3			30
						$	3,800	$	3,000	$	44		$	104

The interest rate swaps are recorded at fair value on the consolidated balance sheets and changes in the fair value are recognized in OCI. To the extent these arrangements are no longer effective hedges, the hedging relationship will be discontinued and changes in the fair value of the hedging instruments from the last assessment period that were effective up to the current period will be recorded immediately in earnings. Amounts previously recorded in OCI will remain in OCI and will be reclassified to earnings when the interest payments impact consolidated earnings. If the Company determines that the interest payments are unlikely to occur, amounts previously recorded in OCI will be reclassified to earnings immediately. 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 (losses) gains on derivatives not designated as cash flow hedging instruments:


	Years Ended December 31,
	2023			2022			2021
Net (losses) gains recognized in income	$	(32	)	$	(8	)	$	5

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, the Company purchased foreign currency option contracts

in 2021 to fix the conversion of €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 expense, net.

In conjunction with the Photon Control Acquisition, which closed in July 2021, the Company entered into a foreign currency contract to hedge the Canadian dollar purchase price. In 2021, the Company recorded a fair value realized loss of $10, which is included in other expense, net.

Stock-Based Compensation

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

(18)

Stock-Based Compensation

Employee Stock Purchase Plans

The 2014 ESPP was adopted by the Board of Directors on February 10, 2014 and approved by the Company’s stockholders on May 5, 2014. The 2014 ESPP authorizes the issuance of up to an aggregate of 2.5 shares of common stock to participating employees. Offerings under the 2014 ESPP commence on June 1 and December 1 and terminate on November 30 and May 31, respectively. Under the 2014 ESPP, eligible employees can purchase shares of common stock through payroll deductions up to 10% of their compensation, up to a defined maximum annual amount. The price at which an employee’s purchase option is exercised for each offering period is the lower of (1) 90% of the closing price of the common stock on the Nasdaq Global Select Market on the day that the offering commences, or (2) 90% of the closing price of the common stock on the day that the offering terminates. The Company issued 0.1 shares of common stock during each of 2023, 2022 and 2021 to employees who participated in the 2014 ESPP at exercise

prices of $74.95 and $74.30 per share in 2023, $111.15 and $75.47 per share in 2022, and $126.00 and $136.94 per share in 2021. As of December 31, 2023 there were 1.4 shares reserved for future issuance under the 2014 ESPP.

Equity Incentive Plans

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. Up to 6.6 shares of common stock (subject to adjustment in the event of stock splits and other similar events) may be issued pursuant to awards granted under the 2022 Plan. The Company may grant options, RSUs, restricted stock, stock appreciation rights (“SARs”) and other stock-based awards to employees, officers, directors, consultants and advisors under the 2022 Plan. Any full-value awards granted under the 2022 Plan will be counted against the shares reserved for issuance under the 2022 Plan as 1.91 shares for each share of common stock subject to such award. Any award granted under the 2022 Plan that is not a full-value award (including, without limitation, any option or SAR) will be counted against the shares reserved for issuance under the plan on a one-for-one basis of common stock subject to such award. “Full-value award” means any restricted stock, RSUs, or other stock-based award with a per share price or per unit purchase price lower than 100% of fair market value on the date of grant. To the extent an award that is not a full-value award is returned to the 2022 Plan, the share reserve under the 2022 Plan will be credited with one share. To the extent that a full-value award is returned to the 2022 Plan, the share reserve under the 2022 Plan will be credited with 1.91 shares. As of December 31, 2023, there were 4.6 shares reserved for future issuance under the 2022 Plan.

Time-based RSUs granted to employees generally vest 33% per year beginning on the first anniversary of the date of grant. Performance-based RSUs granted to the Company’s executive officers in 2023, 2022 and 2021 were based on the Company’s achievement of adjusted EBITDA for each respective year, defined as GAAP operating income excluding any charges or income not related to the operating performance of the Company plus depreciation and stock compensation expense, set at varying revenue levels. The final number of performance-based RSUs that vest varies based on the level of performance achieved from 0% to 200% of the underlying target shares granted in 2023, 2022 and 2021. The performance-based RSUs earned generally vest 33% per year beginning on the first anniversary of the date of grant. RSUs granted to certain employees who meet certain retirement eligibility requirements will vest in full upon each such employee’s retirement and are expensed immediately. RSUs granted to directors generally vest at the earliest of (1) one day prior to the next annual meeting, (2) 13 months from date of grant, or (3) the effective date of a change in control of the Company.

In connection with the Atotech Acquisition, all Atotech time-based RSUs and performance-based RSU awards outstanding immediately prior to the completion of the Atotech Acquisition were cancelled and replaced with the Company's time-based RSUs under the 2022 Plan in accordance with the Implementation Agreement. These RSUs are subject to the terms and conditions of the 2022 Plan and the related RSU agreements.

The following tables present the activity for the RSUs under the Plans:


	Year ended December 31, 2023
	RSUs			Weighted Average Grant Date Fair Value
RSUs — beginning of period		0.8		$	118.96
Granted		0.7		$	87.03
Vested		(0.5	)	$	117.10
RSUs — end of period		1.0		$	98.36


	Year ended December 31, 2022
	RSUs			Weighted Average Grant Date Fair Value
RSUs — beginning of period		0.5		$	127.93
RSUs issued in Atotech Acquisition		0.1		$	110.30
Granted		0.5		$	111.60
Vested		(0.3	)	$	118.06
RSUs — end of period		0.8		$	118.96

Stock-Based Compensation Expense

The Company recognized the full impact of its share-based payment plans in the consolidated statements of operations and comprehensive income. The following table reflects the effect of recording stock-based compensation:


	Years Ended December 31,
	2023		2022			2021
Stock-based compensation expense by type of award:
RSUs	$	51	$	42		$	34
Employee stock purchase plan		3		3			3
Total stock-based compensation		54		45			37
Windfall tax effect on stock-based compensation		2		(1	)		(5	)
Net effect on net (loss) income	$	56	$	44		$	32
Effect on net (loss) earnings per share:
Basic	$	0.84	$	0.74		$	0.58
Diluted	$	0.84	$	0.73		$	0.58

The pre-tax effect within the consolidated statements of operations and comprehensive (loss) income of recording stock-based compensation was as follows:


	Years Ended December 31,
	2023		2022		2021
Cost of revenues	$	6	$	5	$	4
Research and development expense		7		6		5
Selling, general and administrative expense		41		34		28
Total pre-tax stock-based compensation expense	$	54	$	45	$	37

Valuation Assumptions

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 weighted average fair value per share of employee stock purchase plan rights granted in 2023, 2022 and 2021 was $20.88, $29.68, and $33.55, respectively. The fair value of employee stock purchase plan rights was estimated using the Black-Scholes option-pricing model with the following weighted average assumptions:


	Years Ended December 31,
Employee stock purchase plan rights:	2023			2022			2021
Expected life (years)		0.5			0.5			0.5
Risk-free interest rate		5.0	%		0.9	%		0.1	%
Expected volatility		44.5	%		41.9	%		39.3	%
Expected annual dividends per share	$	0.88		$	0.88		$	0.88

Expected volatilities are based on a combination of implied and historical volatilities of the Company’s common stock; the expected life represents the weighted average period of time that options granted are expected to be outstanding giving consideration to vesting schedules and the Company’s historical exercise patterns; and the risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option.

The total fair value of RSUs vested during 2023, 2022 and 2021 was approximately $40, $40 and $57, respectively. Am immaterial value of SARs was included in 2022 and 2021. As of December 31, 2023, the unrecognized compensation cost related to RSUs was approximately $46 and will be recognized over an estimated weighted average amortization period of 1 year.

Stockholders' Equity - Additional Information (Detail) - USD ($)			3 Months Ended								12 Months Ended
	Feb. 06, 2023	Jul. 25, 2011	Dec. 31, 2023	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Equity [Abstract]
Common stock, value of shares authorized to repurchase		$ 200,000,000
Stock repurchase, shares		2,600,000									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	$ 0.22	$ 0.22	$ 0.22	$ 0.88	$ 0.88
Dividend payment to common shareholders											$ 59,000,000	$ 52,000,000	$ 47,000,000
Dividend declared date	Feb. 05, 2024
Cash dividend to be paid	$ 0.22
Dividend paid date	Mar. 08, 2024
Dividend declared, shareholders of record date	Feb. 26, 2024

Goodwill and Intangible Assets - Goodwill (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Beginning balance, Goodwill Gross Carrying Amount	$ 4,454	$ 1,374
Impairment of goodwill, Gross Carrying Amount	0	0
Acquired goodwill, Gross Carrying Amount	0	3,064
Foreign currency translation and measurement period adjustments, Gross Carrying Amount	(67)	16
Ending balance, Goodwill Gross Carrying Amount	4,387	4,454
Beginning balance, Accumulated Impairment Loss	(146)	(146)
Impairment of goodwill, Accumulated Impairment Loss	(1,687)	0
Acquired goodwill, Accumulated Impairment Loss	0	0
Foreign currency translation and measurement period adjustments, Accumulated Impairment Loss	0	0
Ending balance, Accumulated Impairment Loss	(1,833)	(146)
Beginning balance, Goodwill Net	4,308	1,228
Impairment of goodwill, Net	(1,687)	0
Acquired goodwill, Net	0	3,064
Foreign currency translation and measurement period adjustments, Net	(67)	16
Ending balance, Goodwill Net	$ 2,554	$ 4,308

Business Segment, Geographic Area, Product Information and Significant Customer Information - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2023 Customer Segment	Dec. 31, 2022 Customer	Dec. 31, 2021 Customer
Segment Reporting Information [Line Items]
Number of reportable segments \| Segment	3
Number of customers accounted for 30%, 42%, and 46% of net revenue	10	10	10
Number of customers accounted for 10% or more of net revenue	0
Number of customers accounted for 14% of net revenue		1
Number of customers accounted for 10% of net revenue		1
Number of customers accounted for 15% of net revenue			1
Number of customers accounted for 11% of net revenue			1
Sales Revenue, Net [Member] \| Customer Concentration Risk [Member] \| Top Ten Customers [Member]
Segment Reporting Information [Line Items]
Concentration risk, percentage	30.00%	42.00%	46.00%
Sales Revenue, Net [Member] \| Customer Concentration Risk [Member] \| Semiconductor Products [Member]
Segment Reporting Information [Line Items]
Concentration risk, percentage	41.00%	58.00%	62.00%

Investments - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Investments, Debt and Equity Securities [Abstract]
Realized gains (losses) on investment	$ 0	$ 0	$ 0

Product Warranties

12 Months Ended

Dec. 31, 2023

Guarantees and Product Warranties [Abstract]

Product Warranties

(14)

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:


	Years Ended December 31,
	2023			2022
Beginning balance	$	27		$	21
Provision for product warranties		11			31
Assumed product warranty liability from Atotech Acquisition		—			5
Direct and other charges to warranty liability		(16	)		(30	)
Ending balance	$	22		$	27

Short-term product warranties of $15 and long-term product warranties of $7, each as of December 31, 2023, are included within other current liabilities and other non-current liabilities, respectively, within the accompanying consolidated balance sheets. Short-term product warranties of $19 and long-term product warranties of $8, each as of December 31, 2022, are included within other current liabilities and other non-current liabilities, respectively, within the accompanying consolidated balance sheets.

Derivatives and Net Investment Hedge - Summary of (Losses) Gains on Derivatives Not Designated as Cash Flow Hedging Instruments (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Foreign Exchange Forward Contracts [Member]
Derivative Instruments Gain Loss Not Designated As Hedging Instruments [Line Items]
Net (losses) gains recognized in income	$ (32)	$ (8)	$ 5

Business Segment, Geographic Area, Product Information and Significant Customer Information - Segment Assets by Reportable Segment (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting Information [Line Items]
Accounts receivable, net	$ 603	$ 720
Inventory	991	977
Total assets	1,594	1,697
VSD [Member] \| Operating Segments [Member]
Segment Reporting Information [Line Items]
Accounts receivable, net	178	270
Inventory	542	491
Total assets	720	761
PSD [Member] \| Operating Segments [Member]
Segment Reporting Information [Line Items]
Accounts receivable, net	174	194
Inventory	294	296
Total assets	468	490
MSD [Member] \| Operating Segments [Member]
Segment Reporting Information [Line Items]
Accounts receivable, net	251	256
Inventory	155	190
Total assets	$ 406	$ 446

Investments

12 Months Ended

Dec. 31, 2023

Investments, Debt and Equity Securities [Abstract]

Investments

(7)

Investments

For both short-term and long-term investments, the cost approximates the fair value. For the years ended December 31, 2023 and 2022, the gross unrealized gains and losses were immaterial. Management has the ability, if necessary, to liquidate any of its investments in order to meet the Company’s liquidity needs in the next 12 months. Accordingly, those investments with contractual maturities greater than one year from the date of purchase are classified as short-term on the accompanying consolidated balance sheets.

Interest income is accrued as earned. Dividend income is recognized as income on the date the security trades “ex-dividend.” Realized gains or losses are reflected in income and were not material in 2023, 2022 and 2021.

Product Warranties - Additional Information (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Other Current Liabilities [Member]
Product Warranty Liability [Line Items]
Short-term product warranties	$ 15	$ 19
Other Noncurrent Liabilities [Member]
Product Warranty Liability [Line Items]
Long-term product warranties	$ 7	$ 8

Inventories (Tables)

12 Months Ended

Dec. 31, 2023

Inventory Disclosure [Abstract]

Summary of Inventories

Inventories consist of the following:


	Years Ended December 31,
	2023		2022
Raw material	$	740	$	689
Work-in-process		94		115
Finished goods		157		173
Total	$	991	$	977

Consolidated Statements of Stockholders' Equity (Parenthetical) - $ / shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Statement of Stockholders' Equity [Abstract]
Cash dividend, per common share	$ 0.88	$ 0.88	$ 0.86

Consolidated Statements of Stockholders' Equity - USD ($) $ in Millions	Total	Common Stock [Member]	Additional Paid-In Capital [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive (Loss) Income [Member]
Beginning Balance at Dec. 31, 2020	$ 2,360.0	$ 0.1	$ 873.0	$ 1,487.0	$ 0.0
Beginning Balance, Shares at Dec. 31, 2020		55.2
Net issuance under stock-based plans	(4.0)		(4.0)
Net issuance under stock-based plans, Shares		0.3
Stock-based compensation	37.0		37.0
Cash dividend	(47.0)			(47.0)
Comprehensive income (loss) (net of tax):
Net Income (Loss)	551.0			551.0
Other comprehensive income (loss)	(11.0)				(11.0)
Ending Balance at Dec. 31, 2021	2,887.0	$ 0.1	907.0	1,991.0	(11.0)
Ending Balance, Shares at Dec. 31, 2021		55.5
Net issuance under stock-based plans	5.0		5.0
Net issuance under stock-based plans, Shares		0.4
Shares issued for Atotech Acquisition	1,186.0		1,186.0
Shares issued for Atotech Acquisition, Shares		10.7
Stock-based compensation	45.0		45.0
Cash dividend	(52.0)			(52.0)
Comprehensive income (loss) (net of tax):
Net Income (Loss)	333.0			333.0
Other comprehensive income (loss)	80.0				80.0
Ending Balance at Dec. 31, 2022	4,483.0	$ 0.1	2,142.0	2,272.0	69.0
Ending Balance, Shares at Dec. 31, 2022		66.6
Net issuance under stock-based plans	(1.0)		(1.0)
Net issuance under stock-based plans, Shares		0.3
Stock-based compensation	54.0		54.0
Cash dividend	(59.0)			(59.0)
Comprehensive income (loss) (net of tax):
Net Income (Loss)	(1,841.0)			(1,841.0)
Other comprehensive income (loss)	(164.0)				(164.0)
Ending Balance at Dec. 31, 2023	$ 2,472.0	$ 0.1	$ 2,195.0	$ 373.0	$ (96.0)
Ending Balance, Shares at Dec. 31, 2023		66.9

Restructuring (Tables)

12 Months Ended

Dec. 31, 2023

Expense Of Restructuring Activities And Other [Abstract]

Schedule of Company's Restructuring Activity

The activity related to the Company’s restructuring accrual is shown below:


	2023			2022
Balance at January 1	$	3		$	3
Charged to expense		20			10
Payments and adjustments		(14	)		(10	)
Balance at December 31	$	9		$	3

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 6	$ 11
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	$ 0	$ 0
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	66,900,000	66,600,000
Common stock, shares outstanding	66,900,000	66,600,000

Recent Accounting Pronouncements

12 Months Ended

Dec. 31, 2023

Accounting Standards Update and Change in Accounting Principle [Abstract]

Recent Accounting Pronouncements

(4)

Recent Accounting Pronouncements

Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires a public entity to disclose significant segment expenses and other segment items on an annual and interim basis and provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. Additionally, it requires a public entity to disclose the title and position of the Chief Operating Decision Maker (“CODM”). The ASU does not change how a public entity identifies its operating segments, aggregates them, or applies the quantitative thresholds to determine its reportable segments. The new standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. A public entity should apply the amendments in this ASU retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating the impact of this ASU on its disclosures within the consolidated financial statements.

Income Taxes (Topic 740): Improvements to Income Tax Disclosures

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which focuses on the rate reconciliation and income taxes paid. ASU No. 2023-09 requires a public business entity (“PBE”) to disclose, on an annual basis, a tabular rate reconciliation using both percentages and currency amounts, broken out into specified categories with certain reconciling items further broken out by nature and jurisdiction to the extent those items exceed a specified threshold. In addition, all entities are required to disclose income taxes paid, net of refunds received disaggregated by federal, state/local, and foreign and by jurisdiction if the amount is at least 5% of total income tax payments, net of refunds received. For PBEs, the new standard is effective for annual periods beginning after December 15, 2024, with early adoption permitted. An entity may apply the amendments in this ASU prospectively by providing the revised disclosures for the period ending December 31, 2025 and continuing to provide the pre-ASU disclosures for the prior periods, or may apply the amendments retrospectively by providing the revised disclosures for all period presented. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures.

- Definition

The entire disclosure for change in accounting principle. Includes, but is not limited to, nature, reason, and method of adopting amendment to accounting standards or other change in accounting principle.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (d)(2)
-SubTopic 20
-Topic 310
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481925/310-20-65-2

+ Details

Leases

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Leases

(12)

Leases

The Company has various operating leases for real estate and non-real estate items. The non-real estate leases are mainly comprised of automobiles but also include office equipment and other lower-valued items.

The elements of lease expense were as follows:


	Years Ended December 31,
	2023		2022
Operating lease (1)	$	31	$	27
Finance lease costs		9		3
Short-term lease		12		10
Total lease cost	$	52	$	40

(1)

Operating lease expense includes an immaterial amount of variable expenses, offset by certain sublease rental income.

Supplemental cash flow information related to leases was as follows:


	Years Ended December 31,
	2023		2022
Cash paid for amounts included in measurement of liabilities:
Operating cash flows used for operating leases(1)	$	34	$	28
Operating cash flows used for finance leases		1		—
Financing cash flows used for finance leases		4		2

ROU assets obtained in exchange for new lease liabilities
Operating leases		25		7
Finance leases		1		3

(1)

Operating cash flows used for operating leases for the year ended December 31, 2023 and 2022 include an immaterial amount of tenant improvement allowance receipts.

The weighted average remaining terms for all leases were as follows:


	Years Ended December 31,
	2023			2022
Weighted-average remaining lease term-operating leases	$	12.3		$	13.4
Weighted-average remaining lease term-finance leases		11.3			11.3
Weighted-average discount rate-operating leases		3.3	%		3.0	%
Weighted-average discount rate-finance leases		5.2	%		3.9	%

Future lease payments under non-cancelable leases as of December 31, 2023 are detailed as follows:


Year Ending December 31,	Operating Leases		Finance Leases
2024	$	32	$	6
2025		25		6
2026		21		6
2027		18		3
2028		14		3
Thereafter		135		21
Total lease payments		245		45
Less: imputed interest		44		11
Total lease liabilities	$	201	$	34

Amounts presented above do not include payments relating to immaterial leases excluded from the consolidated balance sheets as well as leases with terms of less than twelve months.

Revenue from Contracts with Customers - Summary of Revenue from Contracts with Customers (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Net revenues	$ 3,622	$ 3,547	$ 2,950
Products [Member]
Disaggregation of Revenue [Line Items]
Net revenues	3,200	3,119	2,579
Services [Member]
Disaggregation of Revenue [Line Items]
Net revenues	422	428	371
VSD [Member]
Disaggregation of Revenue [Line Items]
Net revenues	1,404	1,966	1,862
VSD [Member] \| Products [Member]
Disaggregation of Revenue [Line Items]
Net revenues	1,186	1,720	1,629
VSD [Member] \| Services [Member]
Disaggregation of Revenue [Line Items]
Net revenues	218	246	233
PSD [Member]
Disaggregation of Revenue [Line Items]
Net revenues	1,012	1,064	1,088
PSD [Member] \| Products [Member]
Disaggregation of Revenue [Line Items]
Net revenues	860	913	950
PSD [Member] \| Services [Member]
Disaggregation of Revenue [Line Items]
Net revenues	152	151	138
MSD [Member]
Disaggregation of Revenue [Line Items]
Net revenues	1,206	517	0
MSD [Member] \| Products [Member]
Disaggregation of Revenue [Line Items]
Net revenues	1,154	486	0
MSD [Member] \| Services [Member]
Disaggregation of Revenue [Line Items]
Net revenues	$ 52	$ 31	$ 0

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- 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
-Topic 924
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-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
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+ Details

Net (Loss) Income Per Share - Computation of Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Numerator:
Net Income (Loss)	$ (1,841)	$ 333	$ 551
Denominator:
Shares used in net (loss) income per common share - basic	66.8	59.7	55.4
Effect of dilutive securities	0.0	0.2	0.3
Shares used in net (loss) income per common share - diluted	66.8	59.9	55.7
Net (loss) income per common share:
Basic	$ (27.54)	$ 5.57	$ 9.95
Net (loss) income per common share:
Diluted	$ (27.54)	$ 5.56	$ 9.9

Stock-Based Compensation - Effect of Recording Stock-Based Compensation (Detail) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 54	$ 45	$ 37
Windfall tax effect on stock-based compensation	2	(1)	(5)
Net effect on net (loss) income	$ 56	$ 44	$ 32
Basic	$ 0.84	$ 0.74	$ 0.58
Diluted	$ 0.84	$ 0.73	$ 0.58
Restricted Stock Units (RSUs) [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 51	$ 42	$ 34
Employee Stock Purchase Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 3	$ 3	$ 3

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

Cover Page - USD ($)	12 Months Ended
Cover Page - USD ($)	Dec. 31, 2023	Feb. 20, 2024	Jun. 30, 2023
Cover [Abstract]
Amendment Flag	false
Document Type	10-K
Document Annual Report	true
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Document Transition Report	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Document Period End Date	Dec. 31, 2023
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		67,055,404
Entity Public Float			$ 7,227,510,869
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
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction [Flag]	true
Document Financial Statement Restatement Recovery Analysis [Flag]	false
Auditor Firm ID	238
Auditor Name	PricewaterhouseCoopers LLP
Auditor Location	Boston, Massachusetts
Documents Incorporated by Reference	Portions of the definitive Proxy Statement for our 2024 Annual Meeting of Shareholders, to be filed with the Securities and Exchange Commission no later than 120 days after the close of our fiscal year ended December 31, 2023, are incorporated by reference into Part III of this Annual Report on Form 10-K.

Income Taxes - Components of (Loss) Income Before Income Taxes and Related (Benefit) Provision for Income Taxes (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
(Loss) income before income taxes:
United States	$ (760)	$ (90)	$ 249
Foreign	(1,168)	523	416
(Loss) income before income taxes	(1,928)	433	665
Current taxes:
United States	21	40	38
State	6	7	10
Foreign	120	99	64
Current taxes, Total	147	146	112
Deferred taxes:
United States	(130)	(68)	5
State	(18)	(8)	2
Foreign	(86)	30	(5)
Deferred taxes, Total	(234)	(46)	2
(Benefit) provision for income taxes	$ (87)	$ 100	$ 114

Acquisition - Schedule of Unaudited Pro Forma Financial Information (Detail) - Atotech Limited [Member] - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Acquisition Date [Line Items]
Total net revenues	$ 4,450	$ 4,450
Net income	$ 197	$ 292

Fair Value Measurements - Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments	$ 0	$ 1
Fair Value Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	368	60
Pension and deferred compensation plan assets	19	17
Total assets	439	195
Total liabilities	5	8
Short-term investments		1
Other current assets	5	8
Total current assets	373	69
Other assets	66	126
Other current liabilities	$ 5	$ 8
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Liabilities	Liabilities
Fair Value Measurements, Recurring [Member] \| Interest Rate Hedge [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-interest rate hedge - current	$ 3
Derivatives-interest rate hedge - non-current	41	$ 104
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	2	7
Derivatives- foreign exchange forward contracts	5	8
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 securities	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 and cash equivalents	356	60
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 securities		1
Fair Value Measurements, Recurring [Member] \| Time Deposits [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	12
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	356	60
Pension and deferred compensation plan assets	0	0
Total assets	356	60
Total liabilities	0	0
Short-term investments		0
Other current assets	0	0
Total current assets	356	60
Other assets	0	0
Other current liabilities	$ 0	$ 0
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Liabilities	Liabilities
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] \| Interest Rate Hedge [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-interest rate hedge - current	$ 0
Derivatives-interest rate hedge - non-current	0	$ 0
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets (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 (Level 1) [Member] \| Group Insurance Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale securities	0	0
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] \| Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	356	60
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets (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 securities		0
Fair Value Measurements, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] \| Time Deposits [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	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 and cash equivalents	12	0
Pension and deferred compensation plan assets	19	17
Total assets	83	135
Total liabilities	5	8
Short-term investments		1
Other current assets	5	8
Total current assets	17	9
Other assets	66	126
Other current liabilities	$ 5	$ 8
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Liabilities	Liabilities
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member] \| Interest Rate Hedge [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-interest rate hedge - current	$ 3
Derivatives-interest rate hedge - non-current	41	$ 104
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	2	7
Derivatives- foreign exchange forward contracts	5	8
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 securities	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 and 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 securities		1
Fair Value Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member] \| Time Deposits [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	12
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 and cash equivalents	0	0
Pension and deferred compensation plan assets	0	0
Total assets	0	0
Total liabilities	0	0
Short-term investments		0
Other current assets	0	0
Total current assets	0	0
Other assets	0	0
Other current liabilities	$ 0	$ 0
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Liabilities	Liabilities
Fair Value Measurements, Recurring [Member] \| Significant Unobservable Inputs (Level 3) [Member] \| Interest Rate Hedge [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives-interest rate hedge - current	$ 0
Derivatives-interest rate hedge - non-current	0	$ 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] \| Group Insurance Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale securities	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 and 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 securities		$ 0
Fair Value Measurements, Recurring [Member] \| Significant Unobservable Inputs (Level 3) [Member] \| Time Deposits [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	$ 0

Leases (Tables)

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Schedule of Elements of Lease Payments

The elements of lease expense were as follows:


	Years Ended December 31,
	2023		2022
Operating lease (1)	$	31	$	27
Finance lease costs		9		3
Short-term lease		12		10
Total lease cost	$	52	$	40

(1)

Operating lease expense includes an immaterial amount of variable expenses, offset by certain sublease rental income.

Summary of Supplemental Cash Flow Information Related to Leases

Supplemental cash flow information related to leases was as follows:


	Years Ended December 31,
	2023		2022
Cash paid for amounts included in measurement of liabilities:
Operating cash flows used for operating leases(1)	$	34	$	28
Operating cash flows used for finance leases		1		—
Financing cash flows used for finance leases		4		2

ROU assets obtained in exchange for new lease liabilities
Operating leases		25		7
Finance leases		1		3

(1)

Operating cash flows used for operating leases for the year ended December 31, 2023 and 2022 include an immaterial amount of tenant improvement allowance receipts.

Summary of Weighted Average Remaining Terms for All Leases

The weighted average remaining terms for all leases were as follows:


	Years Ended December 31,
	2023			2022
Weighted-average remaining lease term-operating leases	$	12.3		$	13.4
Weighted-average remaining lease term-finance leases		11.3			11.3
Weighted-average discount rate-operating leases		3.3	%		3.0	%
Weighted-average discount rate-finance leases		5.2	%		3.9	%

Future Lease Payment Under Non-Cancelable Lease

Future lease payments under non-cancelable leases as of December 31, 2023 are detailed as follows:


Year Ending December 31,	Operating Leases		Finance Leases
2024	$	32	$	6
2025		25		6
2026		21		6
2027		18		3
2028		14		3
Thereafter		135		21
Total lease payments		245		45
Less: imputed interest		44		11
Total lease liabilities	$	201	$	34

Property, Plant and Equipment - Summary of Property, Plant and Equipment (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 1,522	$ 1,462
Less: accumulated depreciation	738	662
Property, plant and equipment, net	784	800
Land [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	76	75
Building and Building Improvements [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	335	330
Machinery and Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	670	611
Furniture and Fixtures, Office Equipment and Software [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	207	214
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	174	157
Construction in Progress [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 60	$ 75

Goodwill and Intangible Assets - Additional Information (Detail)	3 Months Ended			12 Months Ended
	Dec. 31, 2023 USD ($)	Sep. 30, 2023 USD ($)	Jun. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) Segment	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Goodwill And Intangible Assets [Line Items]
Number of reporting units \| Segment				3
Intangible assets fair value	$ 0			$ 0
Impairment				1,687,000,000	$ 0
Amortization of intangible assets				295,000,000	146,000,000	$ 55,000,000
In-process research and development reclassified into completed technology				117,000,000
Finite-lived intangible assets, accumulated amortization	858,000,000			858,000,000	564,000,000
Un-amortized finite-lived intangible assets	3,721,000,000			3,721,000,000	3,721,000,000
Goodwill and intangible asset impairments				1,902,000,000	0	$ 0
Intangible assets, not subject to amortization	3,721,000,000			3,721,000,000	$ 3,721,000,000
Trademarks and Trade Names [Member]
Goodwill And Intangible Assets [Line Items]
Un-amortized intangible assets	56,000,000			$ 56,000,000
Equipment Solutions Business [Member]
Goodwill And Intangible Assets [Line Items]
Impairment	13,000,000		$ 372,000,000
Goodwill and intangible asset impairments		$ 0
Equipment Solutions Business [Member] \| Completed Technology [Member]
Goodwill And Intangible Assets [Line Items]
Intangible assets fair value			20,000,000
Impairment			$ 152,000,000
Intangible assets useful life future undiscounted cash flows			7 years
Weighted-average revenue growth rate future undiscounted cash flows			8.00%
Discount rate future undiscounted cash flows			13.50%
Electronics [Member]
Goodwill And Intangible Assets [Line Items]
Impairment	48,000,000		$ 826,000,000
Electronics [Member] \| IPR&D [Member]
Goodwill And Intangible Assets [Line Items]
Intangible assets fair value			72,000,000
Impairment	14,000,000		$ 49,000,000
Discount rate future undiscounted cash flows			12.50%
Electronics [Member] \| IPR&D [Member] \| Maximum [Member]
Goodwill And Intangible Assets [Line Items]
Intangible assets useful life future undiscounted cash flows			2 years
General Metal Finishing [Member]
Goodwill And Intangible Assets [Line Items]
Impairment	0		$ 428,000,000
Other Reporting Units [Member]
Goodwill And Intangible Assets [Line Items]
Impairment	$ 0

Net (Loss) Income Per Share

12 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Net (Loss) Income Per Share

(21)

Net (Loss) Income Per Share

The following is a reconciliation of basic to diluted net (loss) income per share:


	Years Ended December 31,
Numerator:	2023			2022		2021
Net (loss) income	$	(1,841	)	$	333	$	551
Denominator:
Shares used in net (loss) income per common share – basic		66.8			59.7		55.4
Effect of dilutive securities		—			0.2		0.3
Shares used in net (loss) income per common share – diluted		66.8			59.9		55.7
Net (loss) income per common share:
Basic	$	(27.54	)	$	5.57	$	9.95
Diluted	$	(27.54	)	$	5.56	$	9.90

Basic earnings per share (“EPS”) is computed by dividing income available to holders of the Company’s common stock 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 conversion is dilutive. In periods in which a net loss is recognized, the impact of RSUs is not included as they are antidilutive.

In 2022 and 2021, the Company had an immaterial quantity of RSUs that were antidilutive and were excluded from the computation of diluted weighted-average shares.

Business Segment, Geographic Area, Product Information and Significant Customer Information - Reconciliation of Segment Gross Profit to Consolidated Net Income (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Gross profit	$ 1,642	$ 1,547	$ 1,380
Research and development	288	241	200
Selling, general and administrative	675	488	385
Acquisition and integration costs	16	52	30
Restructuring	20	10	11
Fees and expenses related to repricing of Term Loan Facility	2	0	0
Amortization of intangible assets	295	146	55
Goodwill and intangible asset impairment	1,902	0	0
Gain on sale of long-lived assets	(2)	(7)	0
(Loss) income from operations	(1,554)	617	699
Interest income	(17)	(4)	0
Interest expense	356	177	25
Loss on extinguishment of debt	8	0	0
Other expense, net	27	11	9
(Loss) income before income taxes	(1,928)	433	665
(Benefit) provision for income taxes	(87)	100	114
Net (loss) income	(1,841)	333	551
VSD [Member]
Segment Reporting Information [Line Items]
Gross profit	580	856	868
PSD [Member]
Segment Reporting Information [Line Items]
Gross profit	442	499	512
MSD [Member]
Segment Reporting Information [Line Items]
Gross profit	$ 620	$ 192	$ 0

Stock-Based Compensation - Summary of Activity for RSUs (Detail) - $ / shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted Average Grant Date Fair Value, Granted	$ 20.88	$ 29.68	$ 33.55
Restricted Stock Units (RSUs) [Member] \| Stock Incentive Plan 2022 [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
RSUs, beginning of period	800,000	500,000
RSUs issued in Atotech Acquisition		100,000
Granted	700,000	500,000
Vested	(500,000)	(300,000)
RSUs end of period	1,000,000	800,000	500,000
RSUs, Weighted Average Grant Date Fair Value, Beginning of period	$ 118.96	$ 127.93
Weighted Average Grant Date Fair Value, Shares from Atotech Acquisition		110.3
Weighted Average Grant Date Fair Value, Granted	87.03	111.6
Weighted Average Grant Date Fair Value, Vested	117.1	118.06
RSUs, Weighted Average Grant Date Fair Value, end of period	$ 98.36	$ 118.96	$ 127.93

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

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

Assets and liabilities of the Company measured at fair value on a recurring basis as of December 31, 2023, are summarized as follows:


			Fair Value Measurements at Reporting Date Using
Description	December 31, 2023		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash equivalents:
Money market funds	$	356	$	356	$	—	$	—
Time deposits		12		—		12		—
Available-for-sale securities:
Group insurance contracts		6		—		6		—
Derivatives
Foreign exchange forward contracts		2		—		2		—
Interest rate hedge - current		3		—		3		—
Interest rate hedge - non-current		41		—		41		—
Pension and deferred compensation plan assets		19		—		19		—
Total assets	$	439	$	356	$	83	$	—
Liabilities:
Derivatives
Foreign exchange forward contracts	$	5	$	—	$	5	$	—
Total liabilities	$	5	$	—	$	5	$	—
Reported as follows:
Assets:
Cash and cash equivalents (1)	$	368	$	356	$	12	$	—
Other current assets		5		—		5		—
Total current assets	$	373	$	356	$	17	$	—
Other assets	$	66	$	—	$	66	$	—
Liabilities:
Other current liabilities	$	5	$	—	$	5	$	—

(1) The cash and cash equivalents amount presented in the table above does not include cash of $507 as of December 31, 2023.

Assets and liabilities of the Company measured at fair value on a recurring basis as of December 31, 2022, are summarized as follows:


			Fair Value Measurements at Reporting Date Using
Description	December 31, 2022		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash equivalents:
Money market funds	$	60	$	60	$	—	$	—
Available-for-sale securities:
Time deposits and certificates of deposit		1		—		1		—
Group insurance contracts		6		—		6		—
Derivatives
Foreign exchange forward contracts		7		—		7		—
Interest rate hedge-non-current		104		—		104		—
Pension and deferred compensation plan assets		17		—		17		—
Total assets	$	195	$	60	$	135	$	—
Liabilities:
Derivatives
Foreign exchange forward contracts	$	8	$	—	$	8	$	—
Total liabilities	$	8	$	—	$	8	$	—
Reported as follows:
Assets:
Cash and cash equivalents (1)	$	60	$	60	$	—	$	—
Short-term investments		1		—		1		—
Other current assets		8		—		8		—
Total current assets	$	69	$	60	$	9	$	—
Other assets	$	126	$	—	$	126	$	—
Liabilities:
Other current liabilities	$	8	$	—	$	8	$	—

(1) The cash and cash equivalents amount presented in the table above does not include cash of $849 as of December 31, 2022.

Schedule of Estimated Fair Value and Carrying Value of Company's Debt

The estimated fair value and carrying value of the Company’s debt as of December 31, 2023 and 2022 is as follows:


	2023				2022
	Carrying Value		Fair Value		Carrying Value		Fair Value
Total debt, excluding deferred financing costs	$	4,953	$	4,965	$	5,122	$	5,071

Commitments and Contingencies - Additional Information (Detail) $ in Millions	12 Months Ended
	Dec. 31, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Purchase commitments	less than one year
Purchase commitments covered by aggregate value	$ 562

Product Warranties (Tables)

12 Months Ended

Dec. 31, 2023

Guarantees and Product Warranties [Abstract]

Product Warranty Activities

Product warranty activities were as follows:


	Years Ended December 31,
	2023			2022
Beginning balance	$	27		$	21
Provision for product warranties		11			31
Assumed product warranty liability from Atotech Acquisition		—			5
Direct and other charges to warranty liability		(16	)		(30	)
Ending balance	$	22		$	27

Income Taxes - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Taxes [Line Items]
Gross tax research other tax credit carryforwards	$ 41
Accrued interest on unrecognized tax benefits	7	$ 6	$ 1
Net unrecognized tax benefits, excluding interest and penalties, related to foreign tax positions	12
Change in valuation allowance	9	$ 155
Tax benefit related to historical outside basis differences	3
Indefinite [Member]
Income Taxes [Line Items]
Gross tax research other tax credit carryforwards	11
Foreign interest carryforwards	$ 688
U.S. Federal, State and Foreign [Member]
Income Taxes [Line Items]
Tax credit expiration period	2037
Operating loss carryforwards	$ 349
Operating loss carryforwards expiration date	Dec. 31, 2039
U.S. Federal, State and Foreign [Member] \| Indefinite [Member]
Income Taxes [Line Items]
Operating loss carryforwards	$ 55

Subsequent Events

12 Months Ended

Dec. 31, 2023

Subsequent Events [Abstract]

Subsequent Events

(25)

Subsequent Events

On January 22, 2024 (the “Second Amendment Effective Date”), the Company entered into the Second Amendment to Credit Agreement (the “Second Amendment”). Pursuant to the Second Amendment, the Company (i) borrowed additional USD tranche B loans (the “Incremental USD Tranche B Loans”) in an aggregate principal amount of $490, (ii) borrowed additional Euro Tranche B loans (the “Incremental Euro Tranche B Loans” and together with the Incremental USD Tranche B Loans, the “Incremental Tranche B Loans”) in an aggregate principal amount of €250 and (iii) used a portion of the proceeds of the Incremental Tranche B Loans to prepay the Company’s USD Tranche A in full in an aggregate principal amount of $744. Remaining proceeds of the Incremental Tranche B Loans were used to pay fees and expenses in connection with the Second Amendment and will be used for working capital and general corporate purposes. The Incremental USD Tranche B Loans and the Incremental Euro Tranche B Loans have identical terms to the Company’s existing USD Tranche B and Euro Tranche B loans (collectively, together with the Incremental Tranche B Loans, the “Tranche B Loans”), respectively, under the Credit Agreement. Additionally, pursuant to the Second Amendment, the 1.00% prepayment premium applicable to any Tranche B Loans prepaid in connection with certain repricing transactions was extended for a period of six months following the Second Amendment Effective Date. The Incremental Tranche B Loans were issued with original issue discount of 0.25%. In connection with the execution of the Second Amendment, the Company paid customary fees and expenses to JPMorgan Chase Bank, N.A.

On February 5, 2024, the Company made a voluntary prepayment of $50 aggregate principal amount on the USD Tranche B.

On February 13, 2024, the Company entered into the Third Amendment to Credit Agreement (the “Third Amendment”). Pursuant to the Third Amendment, the Company increased the available borrowing capacity under the Revolving Facility by $175 million (the “Incremental Revolving Commitments”), from $500 million to $675 million. In connection with the execution of the Third Amendment, the Company paid customary fees and expenses to the lenders providing the Incremental Revolving Commitments and to JPMorgan Chase Bank, N.A.

Other Current Liabilities (Tables)

12 Months Ended

Dec. 31, 2023

Other Liabilities, Current [Abstract]

Summary of Other Current Liabilities

Other current liabilities consisted of the following:


	December 31, 2023		December 31, 2022
Accrued compensation and other employee-related obligations	$	159	$	162
Deferred revenue and customer advances		77		94
Income taxes payable		57		51
Lease liabilities		30		26
Other		105		100
Total other current liabilities	$	428	$	433

Acquisition - Summary of Purchase Price (Detail) - USD ($) $ in Millions			12 Months Ended
	Aug. 17, 2022	Jul. 15, 2021	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Repayment of Atotech senior secured term loans			$ 403	$ 962	$ 15
Total purchase price, net of cash and cash equivalents acquired			$ 0	$ 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 senior secured term loans	1,545
Settlement of accelerated Atotech share-based awards	47
Total purchase price, net of cash and cash equivalents acquired	5,664
Total purchase price, net of cash and cash equivalents acquired	$ 5,664

Fair Value Measurements

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

(8)

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.

Assets and liabilities of the Company measured at fair value on a recurring basis as of December 31, 2023, are summarized as follows:


			Fair Value Measurements at Reporting Date Using
Description	December 31, 2023		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash equivalents:
Money market funds	$	356	$	356	$	—	$	—
Time deposits		12		—		12		—
Available-for-sale securities:
Group insurance contracts		6		—		6		—
Derivatives
Foreign exchange forward contracts		2		—		2		—
Interest rate hedge - current		3		—		3		—
Interest rate hedge - non-current		41		—		41		—
Pension and deferred compensation plan assets		19		—		19		—
Total assets	$	439	$	356	$	83	$	—
Liabilities:
Derivatives
Foreign exchange forward contracts	$	5	$	—	$	5	$	—
Total liabilities	$	5	$	—	$	5	$	—
Reported as follows:
Assets:
Cash and cash equivalents (1)	$	368	$	356	$	12	$	—
Other current assets		5		—		5		—
Total current assets	$	373	$	356	$	17	$	—
Other assets	$	66	$	—	$	66	$	—
Liabilities:
Other current liabilities	$	5	$	—	$	5	$	—

(1) The cash and cash equivalents amount presented in the table above does not include cash of $507 as of December 31, 2023.

Assets and liabilities of the Company measured at fair value on a recurring basis as of December 31, 2022, are summarized as follows:


			Fair Value Measurements at Reporting Date Using
Description	December 31, 2022		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash equivalents:
Money market funds	$	60	$	60	$	—	$	—
Available-for-sale securities:
Time deposits and certificates of deposit		1		—		1		—
Group insurance contracts		6		—		6		—
Derivatives
Foreign exchange forward contracts		7		—		7		—
Interest rate hedge-non-current		104		—		104		—
Pension and deferred compensation plan assets		17		—		17		—
Total assets	$	195	$	60	$	135	$	—
Liabilities:
Derivatives
Foreign exchange forward contracts	$	8	$	—	$	8	$	—
Total liabilities	$	8	$	—	$	8	$	—
Reported as follows:
Assets:
Cash and cash equivalents (1)	$	60	$	60	$	—	$	—
Short-term investments		1		—		1		—
Other current assets		8		—		8		—
Total current assets	$	69	$	60	$	9	$	—
Other assets	$	126	$	—	$	126	$	—
Liabilities:
Other current liabilities	$	8	$	—	$	8	$	—

(1) The cash and cash equivalents amount presented in the table above does not include cash of $849 as of December 31, 2022.

Other Fair Value Disclosures

The estimated fair value and carrying value of the Company’s debt as of December 31, 2023 and 2022 is as follows:


	2023				2022
	Carrying Value		Fair Value		Carrying Value		Fair Value
Total debt, excluding deferred financing costs	$	4,953	$	4,965	$	5,122	$	5,071

The estimated fair value of the Company’s debt was determined using available market information based on recent trades or activity of debt instruments with substantially similar risks, terms and maturities, which fall within Level 2 under the fair value hierarchy.

Money Market Funds

Money market funds are cash and cash equivalents and are classified within Level 1 of the fair value hierarchy.

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, the Company is exposed to market risks from changes in foreign currency exchange rates and variable 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 exchange forward contracts, options and interest rate swaps is the institutional market in an over-the-counter environment with a relatively high level of price transparency. The market participants usually are large commercial banks. The foreign exchange forward contracts, options and interest rate hedge are valued using broker quotations, or market transactions and are classified within Level 2 of the fair value hierarchy.

Business Segment, Geographic Area, Product Information and Significant Customer Information

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Business Segment, Geographic Area, Product Information and Significant Customer Information

(22)

Business Segment, Geographic Area, Product Information and Significant Customer Information

Reportable Segments and Products

The Company’s 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. The Company has a diverse base of customers across its three end markets, semiconductor, electronics and packaging, and specialty industrial. The CODM utilizes total gross profit for the purposes of making decisions about allocating resources and assessing performance.

The Company has three reporting segments, VSD, PSD and MSD as described below.

VSD delivers foundational technology solutions to leading edge semiconductor manufacturing, electronics and packaging and specialty industrial applications. VSD products are derived from the Company’s 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, laser-based systems for high-density interconnect PCB and package manufacturing.

MSD develops leading process and manufacturing technologies for advanced surface modification, electroless and electrolytic plating, and surface finishing. 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 its product offerings by its reportable segments, VSD, PSD, and MSD. For each reportable segment, the Company also provides services relating to the maintenance and repair of its products, installation services and training.

The following table sets forth net revenues by reportable segment:


	Years Ended December 31,
	2023		2022		2021
VSD	$	1,404	$	1,966	$	1,862
PSD		1,012		1,064		1,088
MSD		1,206		517		—
	$	3,622	$	3,547	$	2,950

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


	Years Ended December 31,
	2023			2022			2021
Gross profit by reportable segment:
VSD	$	580		$	856		$	868
PSD		442			499			512
MSD		620			192			—
Total gross profit by reportable segment		1,642			1,547			1,380
Operating expenses:
Research and development		288			241			200
Selling, general and administrative		675			488			385
Acquisition and integration costs		16			52			30
Restructuring		20			10			11
Fees and expenses related to repricing of Term Loan Facility		2			—			—
Amortization of intangible assets		295			146			55
Goodwill and intangible asset impairment		1,902			—			—
Gain on sale of long-lived assets		(2	)		(7	)		—
(Loss) income from operations		(1,554	)		617			699
Interest income		(17	)		(4	)		—
Interest expense		356			177			25
Loss on extinguishment of debt		8			—			—
Other expense, net		27			11			9
(Loss) income before income taxes		(1,928	)		433			665
(Benefit) provision for income taxes		(87	)		100			114
Net (loss) income	$	(1,841	)	$	333		$	551

The following table set forth capital expenditures by reportable segment:


	Years Ended December 31,
	2023		2022		2021
VSD	$	25	$	96	$	37
PSD		30		40		50
MSD		32		28		—
Total capital expenditures	$	87	$	164	$	87

The following table sets forth depreciation and amortization by reportable segment:


	Years Ended December 31,
	2023		2022		2021
VSD	$	29	$	24	$	23
PSD		74		88		81
MSD		294		104		—
Total depreciation and amortization	$	397	$	216	$	104

Total income tax expense is not presented by reportable segment because the necessary information is not available or used by the CODM.

The following table sets forth segment assets by reportable segment:


	Accounts receivable, net		Inventory		Total
December 31, 2023
VSD	$	178	$	542	$	720
PSD		174		294		468
MSD		251		155		406
Total segment assets	$	603	$	991	$	1,594


	Accounts receivable, net		Inventory		Total
December 31, 2022
VSD	$	270	$	491	$	761
PSD		194		296		490
MSD		256		190		446
Total segment assets	$	720	$	977	$	1,697

The Company adjusted the accounts receivable, net balances as of December 31, 2022 to correct for immaterial errors in the segments.

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


	December 31,
	2023		2022
Total segment assets	$	1,594	$	1,697
Cash and cash equivalents and short-term investments		875		910
Other current assets		227		187
Property, plant and equipment, net		784		800
Right-of-use assets		225		234
Goodwill and intangible assets, net		5,173		7,481
Other assets and long-term assets		240		186
Consolidated total assets	$	9,118	$	11,495

Geographic Area

Information about the Company’s operations by geographic region 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.


	Years Ended December 31,
	2023		2022		2021
Net revenues:
United States	$	1,227	$	1,450	$	1,259
China		680		506		355
South Korea		343		361		386
Japan		254		220		197
Germany		236		243		144
Other		882		767		609
	$	3,622	$	3,547	$	2,950

The Company adjusted the net revenues by geographic area balances as of December 31, 2022 to correct for immaterial errors by location.

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.


	December 31,
	2023		2022
Long-lived assets:
United States	$	459	$	508
Germany		149		160
China		163		175
Other		326		343
	$	1,097	$	1,186

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


	VSD			PSD			MSD			Total
Reportable segment:
Gross goodwill, at December 31, 2022	$	336		$	1,031		$	3,087		$	4,454
Foreign currency translation and measurement period adjustments		(1	)		—			(66	)		(67	)
Gross goodwill, at December 31, 2023		335			1,031			3,021			4,387

Accumulated goodwill impairment, at December 31, 2022		(141	)		(5	)		—			(146	)
Impairment charge		—			(385	)		(1,302	)		(1,687	)
Accumulated goodwill impairment, at December 31, 2023		(141	)		(390	)		(1,302	)		(1,833	)

Goodwill, net of accumulated impairment, foreign currency translation and measurement period adjustments, at December 31, 2023	$	194		$	641		$	1,719		$	2,554

The Company sells products and services to thousands of customers worldwide, in a wide range of end markets. Revenues from its top ten customers accounted for 30%, 42% and 46% of net revenues for 2023, 2022, and 2021, respectively.

For the year ended December 31, 2023, no customer represented 10% or more of the Company’s net revenues. For the year ended December 31, 2022, the Company had one customer that represented 14% and one customer that represented 10% of net revenues. For the year ended December 31, 2021, the Company had one customer that represented 15% and one customer that represented 11% of net revenues.

- 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
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//280/tableOfContent

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 26
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-26

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 34
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-34

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

+ Details

Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions	12 Months Ended
	Dec. 31, 2023 USD ($) Customer	Dec. 31, 2022 USD ($) Customer	Dec. 31, 2021 USD ($)
Schedule Of Significant Accounting Policies [Line Items]
Minimum period of company's research and development projects	3 months
Maximum period of company's research and development projects	36 months
Vesting period	3 years
Number of customers \| Customer	0	0
Amortization period of leasehold improvements	shorter of the lease term or the estimated useful life of the leased asset.
Cumulative Inflation Rates		100.00%
Minimum percentage of recognition of tax benefits from uncertain tax positions	50.00%
Other Expense [Member]
Schedule Of Significant Accounting Policies [Line Items]
Net foreign exchange losses from re-measurement \| $	$ 30	$ 5	$ 9
Customer Concentration Risk [Member] \| Semiconductor Products [Member] \| Sales Revenue, Net [Member]
Schedule Of Significant Accounting Policies [Line Items]
Concentration risk, percentage	41.00%	58.00%	62.00%
Minimum [Member]
Schedule Of Significant Accounting Policies [Line Items]
Intangible assets amortized period	1 year
Minimum [Member] \| IPR&D [Member]
Schedule Of Significant Accounting Policies [Line Items]
Intangible assets amortized period	8 years
Minimum [Member] \| Building [Member]
Schedule Of Significant Accounting Policies [Line Items]
Estimated useful lives	10 years
Minimum [Member] \| Machinery and Equipment [Member]
Schedule Of Significant Accounting Policies [Line Items]
Estimated useful lives	3 years
Minimum [Member] \| Furniture and Fixtures [Member]
Schedule Of Significant Accounting Policies [Line Items]
Estimated useful lives	3 years
Minimum [Member] \| Office Equipment [Member]
Schedule Of Significant Accounting Policies [Line Items]
Estimated useful lives	3 years
Minimum [Member] \| Customer Concentration Risk [Member] \| Zero Customer [Member] \| Accounts Receivable [Member]
Schedule Of Significant Accounting Policies [Line Items]
Concentration risk, percentage	10.00%	10.00%
Minimum [Member] \| Accounting Standards Codification Topic 606 adjustment [Member]
Schedule Of Significant Accounting Policies [Line Items]
Company's normal payment terms	30 days
Warranty period	12 months
Term of separately priced contracts	12 months
Maximum [Member]
Schedule Of Significant Accounting Policies [Line Items]
Intangible assets amortized period	18 years
Maximum [Member] \| IPR&D [Member]
Schedule Of Significant Accounting Policies [Line Items]
Intangible assets amortized period	9 years
Maximum [Member] \| Building [Member]
Schedule Of Significant Accounting Policies [Line Items]
Estimated useful lives	50 years
Maximum [Member] \| Machinery and Equipment [Member]
Schedule Of Significant Accounting Policies [Line Items]
Estimated useful lives	18 years
Maximum [Member] \| Furniture and Fixtures [Member]
Schedule Of Significant Accounting Policies [Line Items]
Estimated useful lives	18 years
Maximum [Member] \| Office Equipment [Member]
Schedule Of Significant Accounting Policies [Line Items]
Estimated useful lives	18 years
Maximum [Member] \| Accounting Standards Codification Topic 606 adjustment [Member]
Schedule Of Significant Accounting Policies [Line Items]
Company's normal payment terms	60 days
Warranty period	24 months
Term of separately priced contracts	60 months
Remaining performance obligation period	1 year	1 year

Leases - Lease expense (Detail) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Lease cost:

Operating lease

^[1]

$ 31

$ 27

Finance lease costs

Short-term lease

Total lease cost

$ 52

$ 40

[1]	Operating lease expense includes an immaterial amount of variable expenses, offset by certain sublease rental income.

Business Segment, Geographic Area, Product Information and Significant Customer Information - Schedule of Capital Expenditures, Depreciation and Amortization Expense of Intangible Assets by Reportable Segment (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Capital expenditures	$ 87	$ 164	$ 87
Depreciation and amortization	397	216	104
VSD [Member]
Segment Reporting Information [Line Items]
Capital expenditures	25	96	37
Depreciation and amortization	29	24	23
PSD [Member]
Segment Reporting Information [Line Items]
Capital expenditures	30	40	50
Depreciation and amortization	74	88	81
MSD [Member]
Segment Reporting Information [Line Items]
Capital expenditures	32	28	0
Depreciation and amortization	$ 294	$ 104	$ 0

Business Segment, Geographic Area, Product Information and Significant Customer Information - Schedule of Net Revenues and Long-Lived Assets by Geographic Regions (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	$ 3,622	$ 3,547	$ 2,950
Long-lived assets	1,097	1,186
United States [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	1,227	1,450	1,259
Long-lived assets	459	508
China [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	680	506	355
Long-lived assets	163	175
South Korea [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	343	361	386
Japan [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	254	220	197
Germany [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	236	243	144
Long-lived assets	149	160
Other [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	882	767	$ 609
Long-lived assets	$ 326	$ 343

- Definition

+ References

+ Details

Acquisition

12 Months Ended

Dec. 31, 2023

Business Combinations [Abstract]

Acquisition

(5)

Acquisitions

Atotech

On August 17, 2022 (the “Effective Date”), the Company completed the acquisition of Atotech Limited (“Atotech” and such transaction, 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, the “Implementation Agreement”).

Atotech, which the Company operates as the Materials Solutions Division (“MSD”), 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 electronics and packaging and specialty industrial applications.

On the Effective Date, pursuant to the Scheme and in accordance with the 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 Term Loan Facility, as defined in Note 15. 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 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 senior secured term loans		1,545
Settlement of accelerated Atotech share-based awards		47
Total purchase price, net of cash and cash equivalents acquired	$	5,664

Under the acquisition method of accounting, the total purchase price was 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 ASC Topic 606, Revenue from Contracts with Customers. Any excess of the acquisition consideration over the fair value of assets acquired and liabilities assumed was 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 electronics and industrial markets to offer complementary solutions, and (2) leveraging component and systems expertise to provide robust solutions to meet its customers’ evolving technology needs.

The following table summarizes the allocation of the purchase price to the fair values assigned to assets acquired and liabilities assumed at the Effective Date inclusive of immaterial measurement period adjustments:


Cash and cash equivalents	$	238
Accounts receivable		283
Inventories		244
Other current assets		104
Property, plant and equipment		381
Intangible assets		2,726
Goodwill		3,054
Other assets		131
Total assets acquired		7,161
Accounts payable		194
Other current liabilities		166
Non-current deferred taxes		719
Non-current accrued compensation		99
Other non-current liabilities		81
Total liabilities assumed		1,259
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

growth rates, gross profit and operating expenses. 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 valuations were based on the information that was available during the one-year measurement period that existed as of the Effective Date and the expectations and assumptions that have been deemed reasonable by the Company's management. The size and breadth of the Atotech Acquisition necessitated the use of this 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. The measurement period is now complete.

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


Customer relationships	$	1,756	11-14 years
Completed technology		595	8-9 years
Trade names		145	16 years
Backlog		40	1.5 years
In-process research and development		190
	$	2,726

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. Upon completion of the related projects, the Company expects the IPR&D intangible asset to be amortized over its estimated useful life of eight to nine years.

During the fourth quarter of 2022, the Company recorded adjustments to balances reported as of, and for the period ended, September 30, 2022, resulting from foreign currency translation of the preliminary allocation of intangible assets and goodwill from the Atotech Acquisition in August 2022 and the related effect on cumulative translation adjustment and deferred tax liabilities. The adjustments recorded were to correct an overstatement of goodwill of $43, intangible assets, net of $56, and non-current deferred tax liabilities of $38, and an understatement of both accumulated OCI and OCI of $61. These adjustments that the Company recorded did not affect net income, earnings per share or the consolidated statements of cash flows. The Company assessed these adjustments in accordance with SEC Staff Accounting Bulletin (“SAB”) No. 99 and SAB No. 108 and determined they were not material to the interim financial statements taken as a whole.

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 consolidated results of operations actually would have been had the acquisition occurred on the assumed date. In addition, the unaudited pro forma financial information does not attempt to project the future results of operations of the combined Company.


	Years Ended December 31,
	2022		2021
Total net revenues	$	4,450	$	4,450
Net income	$	197	$	292

The unaudited pro forma information for the year ended December 31, 2022 and 2021 give effect primarily to the following:

•

applying the Company’s accounting policies;

•

incremental interest expense related to the 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 in 2022 and the addition of this amortization to 2021;

•

incremental depreciation of acquired property, plant and equipment related to the estimated fair value from the purchase price allocation;

•

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”), a Canadian corporation (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 acquisition consideration 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. None of the 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 Wafer® 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 long-term 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:

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 expenses. 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.

Derivatives and Net Investment Hedge - Summary of Primary Net Hedging Positions and Fair Values of Foreign Exchange Forward Contracts Outstanding (Detail) - Foreign Exchange Forward Contracts [Member] - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Derivative [Line Items]
Currency Hedged (Buy/Sell), Net Notional Value	$ 266	$ 702
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	(3)	(1)
U.S. Dollar/Japanese Yen [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Net Notional Value	65	57
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	0	0
U.S. Dollar/South Korean Won [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Net Notional Value	70	75
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	(3)	(4)
U.S. Dollar/Taiwan Dollar [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Net Notional Value	22	33
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	0	1
U.S. Dollar/U.K. Pound Sterling [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Net Notional Value		7
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net		0
U.S. Dollar/Singapore Dollar [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Net Notional Value	1	1
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	0	0
U.S. Dollar/Chinese Renminbi [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Net Notional Value	8	9
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	0	0
Euro/U.S. Dollar [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Net Notional Value	71	485
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	0	1
Euro/Chinese Renminbi [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Net Notional Value	4	31
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	0	1
Euro/Canadian Dollar [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Net Notional Value	1
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	0
U.S. Dollar/Mexican Peso [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Net Notional Value	5
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	0
U.K. Pound Sterling/U.S. Dollar [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Net Notional Value	19
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net	$ 0
U.K. Pound Sterling/Euro [Member]
Derivative [Line Items]
Currency Hedged (Buy/Sell), Net Notional Value		4
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net		$ 0

Other Current Liabilities

12 Months Ended

Dec. 31, 2023

Other Liabilities, Current [Abstract]

Other Current Liabilities

(16)

Other Current Liabilities

Other current liabilities consisted of the following:


	December 31, 2023		December 31, 2022
Accrued compensation and other employee-related obligations	$	159	$	162
Deferred revenue and customer advances		77		94
Income taxes payable		57		51
Lease liabilities		30		26
Other		105		100
Total other current liabilities	$	428	$	433

Acquisition - Additional Information (Detail) $ in Thousands	Aug. 17, 2022 USD ($) shares	Jul. 15, 2021 CAD ($)	Dec. 31, 2023	Dec. 31, 2022 USD ($)
Business Acquisition [Line Items]
Adjustments recorded to correct overstatement of goodwill				$ 43,000,000
Adjustments recorded to correct overstatement of intangible assets, net				56,000,000
Adjustments recorded to correct overstatement of non-current deferred tax liabilities				38,000,000
Understatement of accumulated other comprehensive income and other comprehensive income				$ 61,000,000
Minimum [Member]
Business Acquisition [Line Items]
Acquired intangible assets, estimated useful lives			1 year
Maximum [Member]
Business Acquisition [Line Items]
Acquired intangible assets, estimated useful lives			18 years
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	$ 16.2
Number of shares received per common shares \| shares	0.0552
Aggregate number of common stock issued \| shares	10,700,000
Atotech Limited [Member] \| In Process Research and Development [Member] \| Minimum [Member]
Business Acquisition [Line Items]
Acquired intangible assets, estimated useful lives	8 years
Atotech Limited [Member] \| In Process Research and Development [Member] \| Maximum [Member]
Business Acquisition [Line Items]
Acquired intangible assets, estimated useful lives	9 years

Income Taxes - Reconciliation of Beginning and Ending Amount of Gross Unrecognized Tax Benefits, Excluding Interest and Penalties (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Balance at beginning of year	$ 83	$ 43	$ 47
Increases (decreases) for tax positions taken during prior years	(5)	35	0
Increases for tax positions taken during the current year	12	9	2
Reductions related to expiration of statutes of limitations and audit settlements	(4)	(4)	(6)
Balance at end of year	$ 86	$ 83	$ 43

Acquisition (Tables)

12 Months Ended

Dec. 31, 2023

Photon Control Inc [Member]

Business Acquisition [Line Items]

Summary of 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

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 long-term 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:

Atotech Limited [Member]

Business Acquisition [Line Items]

Summary of Purchase Price

The 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 senior secured term loans		1,545
Settlement of accelerated Atotech share-based awards		47
Total purchase price, net of cash and cash equivalents acquired	$	5,664

Summary of Estimated Fair Value of Assets Acquired and Liabilities Assumed


Cash and cash equivalents	$	238
Accounts receivable		283
Inventories		244
Other current assets		104
Property, plant and equipment		381
Intangible assets		2,726
Goodwill		3,054
Other assets		131
Total assets acquired		7,161
Accounts payable		194
Other current liabilities		166
Non-current deferred taxes		719
Non-current accrued compensation		99
Other non-current liabilities		81
Total liabilities assumed		1,259
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

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 Effective Date:


Customer relationships	$	1,756	11-14 years
Completed technology		595	8-9 years
Trade names		145	16 years
Backlog		40	1.5 years
In-process research and development		190
	$	2,726

Schedule of Unaudited Pro Forma Financial Information


	Years Ended December 31,
	2022		2021
Total net revenues	$	4,450	$	4,450
Net income	$	197	$	292

The unaudited pro forma information for the year ended December 31, 2022 and 2021 give effect primarily to the following:

•

applying the Company’s accounting policies;

•

incremental interest expense related to the 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 in 2022 and the addition of this amortization to 2021;

•

incremental depreciation of acquired property, plant and equipment related to the estimated fair value from the purchase price allocation;

•

incremental compensation expense for share-based compensation arrangements; and

the estimated tax impact of the above adjustments.

Debt - Credit Facility - Additional Information (Detail)					12 Months Ended
	Oct. 31, 2023 USD ($)	Oct. 03, 2023 USD ($)	Dec. 12, 2022 USD ($)	Aug. 17, 2022 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Debt Instrument [Line Items]
Debt instrument, interest rate terms					Borrowings under the 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 Revolving Facility and, prior to the effectiveness of the First Amendment (as defined below), the USD Tranche B, (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 to a rate floor of (I) with respect to the USD Tranche B, 0.50% and (II) with respect to the USD Tranche A and the Revolving Facility, 0.0%; and (b) with respect to the Euro Tranche B, a Euro Interbank Offered Rate (“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%
Loss on extinguishment of debt					$ 8,000,000	$ 0	$ 0
Long-term debt, net					$ 4,696,000,000	$ 4,834,000,000
Maximum [Member]
Debt Instrument [Line Items]
Leverage ratio					5.25
Annual Step-Down [Member]
Debt Instrument [Line Items]
Leverage ratio					0.25
Step-Up [Member]
Debt Instrument [Line Items]
Leverage ratio					0.5
Step-Up [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Leverage ratio					5.5
Term SOFR Borrowings [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate					2.50%
Borrowings under Euro Tranche B [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate					3.00%
Term Loans Under Term Loan Facility [Member]
Debt Instrument [Line Items]
Deferred financing fees and original issue discount fees					$ 242,000,000
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Prepayment premium percentage of aggregate principal amount					1.00%
Debt issuance costs				$ 7,000,000
Debt issuance costs, amortization period				4 years
Borrowings outstanding					$ 0
Maturity date					Aug. 31, 2027
Revolving Credit Facility [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Percentage of aggregate amount of all commitments					35.00%
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%
Total principal prepayments					$ 200,000,000
Scheduled principal payments					109,000,000
Outstanding principal amount					$ 4,953,000,000
Weighted average interest rate					7.70%
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%
EURIBOR Rate Floor [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate					0.00%
Base Rate [Member] \| Borrowings Under Revolving Facility [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate					1.50%
Atotech [Member]
Debt Instrument [Line Items]
Borrowing capacity				$ 500,000,000
USD Tranche A [Member]
Debt Instrument [Line Items]
Borrowing capacity				1,000,000,000
Loan voluntary prepayment amount	$ 100,000,000		$ 100,000,000
Scheduled quarterly payments percentage of original principal amount					1.25%
Maturity date					Aug. 31, 2027
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] \| Term SOFR Borrowings [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate					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 A [Member] \| Floor Rate [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate					0.00%
USD Tranche A [Member] \| Base Rate [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate					1.50%
USD Tranche B [Member]
Debt Instrument [Line Items]
Borrowing capacity				3,600,000,000
Loss on extinguishment of debt					$ 8,000,000
Prepayment premium percentage of aggregate principal amount					1.00%
Scheduled quarterly payments percentage of original principal amount					0.25%
Borrowings outstanding		$ 3,564,000,000
Maturity date					Aug. 31, 2029
USD Tranche B [Member] \| Term SOFR Borrowings [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate					2.75%
USD Tranche B [Member] \| Term SOFR Borrowings [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		2.50%
USD Tranche B [Member] \| Term SOFR Borrowings [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		2.75%
USD Tranche B [Member] \| Original Issue Discount [Member]
Debt Instrument [Line Items]
Original issue discount percentage of principal amount		0.25%			2.00%
USD Tranche B [Member] \| Floor Rate [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate					0.50%
USD Tranche B [Member] \| Base Rate [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate					1.75%
USD Tranche B [Member] \| Base Rate [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		1.50%
USD Tranche B [Member] \| Base Rate [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		1.75%
USD Tranche B First Ammendment [Member]
Debt Instrument [Line Items]
Deferred financing fees and original issue discount fees					$ 11,000,000
Deferred financing costs in long-term debt					$ 9,000,000
Euro Tranche B [Member]
Debt Instrument [Line Items]
Borrowing capacity				$ 600,000,000
Scheduled quarterly payments percentage of original principal amount					0.25%
Maturity date					Aug. 31, 2029
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					1

Employee Benefit Plans - Summary of Changes in Projected Benefit Obligations and Plan Assets, and Ending Balances of Defined Benefit Plans (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Change in projected benefit obligations:
Projected benefit obligations, beginning of year	$ 144	$ 34
Liabilities assumed through Atotech Acquisition	0	122
Service cost	2	1
Interest cost	5	2
Actuarial loss (gain)	9	(17)
Benefits paid	(7)	(3)
Currency translation adjustments	1	5
Projected benefit obligations, end of year	154	144
Change in plan assets:
Fair value of plan assets, beginning of year	31	12
Assets assumed through Atotech Acquisition	0	24
Company contributions	3	1
Gain (loss) on plan assets	2	(5)
Benefits paid	(3)	(1)
Currency translation adjustments	1	0
Fair value of plan assets, end of year	34	31
Net underfunded status	$ (120)	$ (113)

Goodwill and Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Summary Quantitative Assessment

This quantitative assessment during the quarter ended June 30, 2023 resulted in the following:


Reporting Unit	Goodwill Impairment		Remaining Goodwill
Electronics	$	826	$	1,420
General Metal Finishing		428		307
Equipment Solutions Business		372		100

This quantitative assessment during the quarter ended December 31, 2023 resulted in the following:


Reporting Unit	Goodwill Impairment		Remaining Goodwill
Electronics	$	48	$	1,401
General Metal Finishing		—		318
Equipment Solutions Business		13		87

Goodwill

The changes in the carrying amount of goodwill and accumulated impairment losses were as follows:


	2023									2022
	Gross Carrying Amount			Accumulated Impairment Loss			Net			Gross Carrying Amount		Accumulated Impairment Loss			Net
Beginning balance at January 1	$	4,454		$	(146	)	$	4,308		$	1,374	$	(146	)	$	1,228
Impairment of goodwill		—			(1,687	)		(1,687	)		—		—			—
Acquired goodwill		—			—			—			3,064		—			3,064
Foreign currency translation and measurement period adjustments		(67	)		—			(67	)		16		—			16
Ending balance at December 31	$	4,387		$	(1,833	)	$	2,554		$	4,454	$	(146	)	$	4,308

During the twelve months ended December 31, 2022, the Company recorded goodwill related to the Atotech Acquisition. See Note 5.

Intangible Assets

The Company’s intangible assets are comprised of the following:


As of December 31, 2023	Gross		Accumulated Impairment Charges			Accumulated Amortization			Foreign Currency Translation and Measurement Period Adjustments			Net
Completed technology	$	1,268	$	(152	)	$	(405	)	$	(4	)	$	707
Customer relationships		2,072		(1	)		(335	)		(17	)		1,719
Patents, trademarks, trade names and other		381		(63	)		(118	)		(7	)		193
	$	3,721	$	(216	)	$	(858	)	$	(28	)	$	2,619

During the twelve months ended December 31, 2023, $117 of IPR&D included with patents, trademarks, trade names and other was reclassified into completed technology.


As of December 31, 2022	Gross		Accumulated Impairment Charges			Accumulated Amortization			Foreign Currency Translation		Net
Completed technology	$	1,151	$	—		$	(303	)	$	4	$	852
Customer relationships		2,072		(1	)		(190	)		11		1,892
Patents, trademarks, trade names and other		498		—			(71	)		2		429
	$	3,721	$	(1	)	$	(564	)	$	17	$	3,173

Estimated Net Amortization Expense

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


Year	Amount
2024	$	251
2025		250
2026		246
2027		245
2028		245
Thereafter		1,326

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482548/350-20-55-24

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1A

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-2

+ Details

Revenue from Contracts with Customers (Tables)

12 Months Ended

Dec. 31, 2023

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:


	2023			2022
Beginning balance, January 1(1)	$	96		$	40
Assumed deferred revenue and customer advances from Atotech Acquisition		—			36
Additions to deferred revenue and customer advances		167			180
Amount of deferred revenue and customer advances recognized in income		(184	)		(160	)
Ending balance, December 31(2)	$	79		$	96

(1)

(2)

Summary of Revenue from Contracts with Customers

The following table summarizes revenue from contracts with customers:


	Year Ended December 31, 2023
	VSD		PSD		MSD		Total
Net revenues:
Products	$	1,186	$	860	$	1,154	$	3,200
Services		218		152		52		422
Total net revenues	$	1,404	$	1,012	$	1,206	$	3,622


	Year ended December 31, 2022
	VSD		PSD		MSD		Total
Net revenues:
Products	$	1,720	$	913	$	486	$	3,119
Services		246		151		31		428
Total net revenues	$	1,966	$	1,064	$	517	$	3,547


	Year Ended December 31, 2021
	VSD		PSD		MSD		Total
Net revenues:
Products	$	1,629	$	950	$	—	$	2,579
Services		233		138		—		371
Total net revenues	$	1,862	$	1,088	$	—	$	2,950

Stock-Based Compensation - Fair Value of Employee Purchase Rights Estimated Using Black-Scholes Option-Pricing Model (Detail) - $ / shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-Based Payment Arrangement [Abstract]
Expected life (years)	6 months	6 months	6 months
Risk-free interest rate	5.00%	0.90%	0.10%
Expected volatility	44.50%	41.90%	39.30%
Expected annual dividends per share	$ 0.88	$ 0.88	$ 0.88

Derivatives and Net Investment Hedge - Summary of Various Interest Rate Hedges (Detail) - Incremental Term Loan Facility [Member] - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Derivative [Line Items]
Notional Amount at Effective Date	$ 3,800
Notional Amount	3,000
Fair Value Asset (Liability)	44	$ 104
Interest Rate Swaps [Member]
Derivative [Line Items]
Notional Amount at Effective Date	3,100
Notional Amount	2,300
Fair Value Asset (Liability)	$ 41	74
Interest Rate Swaps [Member] \| Swap Agreement One [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	0
Fair Value Asset (Liability)	$ 0	1
Interest Rate Swaps [Member] \| Swap Agreement Two [Member]
Derivative [Line Items]
Effective Date	Jun. 30, 2023
Maturity	Feb. 28, 2025
Fixed Rate	0.391%
Notional Amount at Effective Date	$ 200
Notional Amount	200
Fair Value Asset (Liability)	$ 9	16
Interest Rate Swaps [Member] \| Swap Agreement Three [Member]
Derivative [Line Items]
Effective Date	Jun. 30, 2023
Maturity	Feb. 28, 2025
Fixed Rate	0.543%
Notional Amount at Effective Date	$ 300
Notional Amount	300
Fair Value Asset (Liability)	$ 14	22
Interest Rate Swaps [Member] \| Swap Agreement Four [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)	$ 5	8
Interest Rate Swaps [Member] \| Swap Agreement Five [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	5
Interest Rate Swaps [Member] \| Swap Agreement Six [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)	$ 5	8
Interest Rate Swaps [Member] \| Swap Agreement Seven [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	4
Interest Rate Swaps [Member] \| Swap Agreement Eight [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)	$ 5	10
Interest Rate Swaps [Member] \| Swap Agreement Nine [Member]
Derivative [Line Items]
Effective Date	Dec. 28, 2023
Maturity	Dec. 31, 2027
Fixed Rate	4.55%
Notional Amount at Effective Date	$ 500
Notional Amount	500
Fair Value Asset (Liability)	(10)	0
Interest Rate Caps [Member]
Derivative [Line Items]
Notional Amount at Effective Date	700
Notional Amount	700
Fair Value Asset (Liability)	$ 3	30
Interest Rate Caps [Member] \| Swap Agreement One [Member]
Derivative [Line Items]
Effective Date	Jun. 30, 2023
Maturity	Jan. 31, 2024
Fixed Rate	0.805%
Notional Amount at Effective Date	$ 350
Notional Amount	350
Fair Value Asset (Liability)	$ 1	15
Interest Rate Caps [Member] \| Swap Agreement Two [Member]
Derivative [Line Items]
Effective Date	Jun. 30, 2023
Maturity	Jan. 31, 2024
Fixed Rate	0.805%
Notional Amount at Effective Date	$ 350
Notional Amount	350
Fair Value Asset (Liability)	$ 2	$ 15

Leases - Schedule of Future Lease Payments (Detail) $ in Millions	Dec. 31, 2023 USD ($)
Operating Lease [Abstract]
2024	$ 32
2025	25
2026	21
2027	18
2028	14
Thereafter	135
Total lease payments	245
Less: imputed interest	44
Total lease liabilities	201
Finance Lease [Abstract]
2024	6
2025	6
2026	6
2027	3
2028	3
Thereafter	21
Total lease payments	45
Less: imputed interest	11
Total lease liabilities	$ 34
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Liabilities
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Liabilities

Restructuring - Schedule of Company's Restructuring Activity (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Restructuring and Related Activities [Abstract]
Balance at January 1	$ 3	$ 3
Charged to expense	20	10	$ 11
Payments and adjustments	(14)	(10)
Balance at December 31	$ 9	$ 3	$ 3

Employee Benefit Plans - Summary of Net Periodic Benefit Costs (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract]
Service cost	$ 2	$ 1
Interest cost on projected benefit obligations	$ 5	$ 2
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Interest Cost, Statement of Income or Comprehensive Income [Extensible Enumeration]	Interest Expense	Interest Expense
Expected return on plan assets	$ (1)	$ 0
Amortization of actuarial net loss	0	1
Net periodic benefit costs	$ 6	$ 4

Revenue from Contracts with Customers - Schedule of Deferred Revenue and Customer Advances by Arrangement (Parenthetical) (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Jan. 01, 2023	Dec. 31, 2022	Jan. 01, 2022
Change in Contract with Customer, Liability [Line Items]
Long-term deferred revenue	$ 2	$ 2	$ 2	$ 3
Deferred revenue and customer advances	77		94
Deferred Revenue [Member]
Change in Contract with Customer, Liability [Line Items]
Deferred revenue and customer advances	$ 77	$ 94	$ 94	$ 37

Summary of Significant Accounting Policies	12 Months Ended
Summary of Significant Accounting Policies	Dec. 31, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	(3) Summary of Significant Accounting Policies Revenue from Contracts with Customers The Company accounts for revenue using Accounting Standards Codification (“ASC”) 606, “Revenue from Contracts with Customers” (“ASC Topic 606”). The Company applies ASC Topic 606 using the following steps: • Identify the contract with a customer • Identify the performance obligations in the contract • Determine the transaction price • Allocate the transaction price to performance obligations in the contract • Recognize revenue when or as the Company satisfies a performance obligation Revenue is recognized when or as obligations under the terms of a contract with a customer have been satisfied and control has transferred to the customer. The majority of the Company’s performance obligations, and associated revenue, are transferred to customers at a point in time, generally upon shipment of a product to the customer or receipt of the product by the customer and without significant judgments. The Company recognizes revenue over time for contracts relating to the manufacturing, modifications and retrofits of its plating equipment, as the equipment is built to customer specification, and the Company has an enforceable right to payment for the performance completed to date. For these sales, the Company uses the cost-to-cost input method to measure progress. In cases, where cost-to-cost is not proportionate to its progress in satisfying the performance obligation because of uninstalled materials, the Company adjusts the measure of progress and recognizes revenue to the extent of cost incurred to satisfy the performance obligation under the contract. Revenue from customized products with no alternative future use to the Company, and that have an enforceable right to payment for performance completed to date, is also recorded over time. The Company considers this to be a faithful depiction of the transfer to the customer of revenue over time as the work is performed or service is delivered. Adjustments for custom products were not material for 2023, 2022 or 2021. Installation services, other than those related to the Company’s plating equipment, are not significant, are usually completed in a short period of time and, therefore, are recorded at a point in time when the installation services are completed, rather than over time, as they are not material. Extended warranty, service contracts, and repair services, which are transferred to the customer over time, are recorded as revenue as the services are performed. For repair services, the Company makes an accrual at each quarter end based upon historical repair times within its product groups to record revenue based upon the estimated number of days completed to date, which is consistent with ratable recognition. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods or providing services. Performance obligations promised in a contract are identified based on the products or services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the product or service either on its own or together with other resources that are readily available from third parties or from the Company, and are distinct in the context of the contract, whereby the transfer of the product or service is separately identifiable from other promises in the contract. Sales tax, value add tax, and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. The Company’s normal payment terms are 30 to 60 days, but vary by the type and location of its customers and the products or services offered. The time between invoicing and when payment is due is not significant. For certain products and services and customer types, the Company requires payment before the products are delivered to, or the services are performed for, the customer. None of the Company’s contracts in each of the periods presented contained a significant financing component. Contracts with Multiple Performance Obligations The Company periodically enters into contracts with its customers in which a customer may purchase a combination of goods and or services, such as products with installation services or extended warranties. These contracts include multiple deliverables that the Company evaluates to determine if the deliverables are separate performance obligations. Once the Company determines the performance obligations, the Company then determines the transaction price, which includes estimating the amount of variable consideration to be included in the transaction price, if any. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method, depending on the method the Company expects to better predict the amount of consideration to which it will be entitled. There are no constraints on the variable consideration recorded. The Company then allocates the transaction price to each performance obligation in the contract based on a relative stand-alone selling price charged separately to customers or using an expected cost-plus-margin method. The corresponding revenues are recognized when or as the related performance obligations are satisfied, which are noted above. The impact of variable consideration was immaterial in each of the periods presented. The Company’s standard assurance warranty period is normally 12 to 24 months. The Company sells separately priced service contracts and extended warranty contracts related to certain of its products, in particular related to our plating and laser-based products. The separately priced contracts generally range from 12 to 60 months. The Company normally receives payment at the inception of the contract and recognizes revenue over the term of the agreement in proportion to the costs expected to be incurred in satisfying the obligations under the contract. The Company has elected to use the practical expedient related to disclosing the remaining performance obligations as of December 31, 2023 and 2022, as the majority have a duration of less than one year. Costs to Obtain and Fulfill a Contract The Company expenses sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within selling, general and administration expenses. The Company has elected to recognize the costs for freight and shipping when control over products has transferred to the customer as an expense in cost of sales. Accounts Receivable Allowances Accounts receivable allowances include sales returns and bad debt allowances. The Company monitors and tracks the amount of product returns and reduces revenue at the time of shipment for the estimated amount of such future returns, based on historical experience. The Company makes estimates evaluating its allowance for doubtful accounts. The Company continuously monitors collections and payments from its customers and maintains a provision for estimated credit losses based upon its historical experience, current economic conditions and any specific customer collection issues that it has identified. Research and Development Research and development costs are expensed as incurred and consist mainly of compensation-related expenses and project materials. The Company’s research and development efforts include numerous projects, which generally have a duration of 3 to 36 months. Acquired IPR&D expenses, if acquired in a business combination, are capitalized at fair value as an intangible asset until the related project is completed, and are then amortized over the estimated useful life of the product. The Company monitors projects and, if they are abandoned, the Company writes them off. Advertising Costs Advertising costs are expensed as incurred and were immaterial in 2023, 2022 and 2021. Leases The Company accounts for leases under ASC Topic 842, “Leases” (“ASC Topic 842”). Under ASC Topic 842, a contract is or contains a lease when the Company has the right to control the use of the identified asset. The Company determines if an arrangement is a lease at inception of the contract, which is the date on which the terms of the contract are agreed to and the agreement creates enforceable rights and obligations. The commencement date of the lease is the date that the lessor makes an underlying asset available for use. The Company determines if the lease is an operating or finance lease at the lease commencement date based upon the terms of the lease and the nature of the asset. The lease term used to calculate the lease liability includes options to extend or terminate the lease when it is reasonably certain that the option will be exercised. The Company measures the lease liability as the present value of future lease payments, discounted using the discount rate for the lease at the commencement date. The Company is typically unable to determine the implicit interest rate, so it uses an incremental borrowing rate based on the lease term and economic environment at commencement date. The right-of-use (“ROU”) asset is initially measured as the amount of the lease liability, adjusted for any initial lease costs, prepaid lease payments and reduced by any lease incentives. The Company’s contracts often include non-lease components such as common area maintenance. MKS has elected the practical expedient to account for the lease and non-lease components as a single lease component. For leases with a term of one year or less the Company has elected not to record the lease asset or liability. The lease payments are recognized in the consolidated statements of operations and comprehensive (loss) income on a straight-line basis over the lease term. The Company includes lease costs within cost of revenues and operating expenses. Stock-Based Compensation The accounting for share-based compensation expense requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors based on estimated fair values. For restricted stock units (“RSUs”), the fair value is measured on the date of grant and expensed normally over a three- year period. The Company does not include a forfeiture rate in the fair value measurement at the date of grant. The Company also provides certain employees with the opportunity to purchase shares through its 2014 Employee Stock Purchase Plan (“2014 ESPP”). The Company estimates the fair value of shares issued under the 2014 ESPP using the Black-Scholes pricing model, which incorporates a number of complex and subjective variables, including expected stock price volatility over the term of the awards, expected life, risk-free interest rate and expected dividends. Management determined that blended volatility, a combination of historical and implied volatility, is more reflective of market conditions and a better indicator of expected volatility than historical or implied volatility alone. The assumptions used in calculating the fair value of share-based payment awards represent management’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if factors change and the Company uses different assumptions, stock-based compensation expense could be materially different in the future. Accumulated Other Comprehensive (Loss) Income For foreign subsidiaries where the functional currency is the local currency, assets and liabilities are translated into U.S. dollars at the current exchange rate on the consolidated balance sheets date. Revenue and expenses are translated at average rates of exchange prevailing during the year. Translation adjustments resulting from this process are recorded to accumulated Other Comprehensive (Loss) Income (“OCI”). Unrealized gains and losses on securities classified as available-for-sale and unrecognized pension gains and losses are included in OCI in consolidated stockholders’ equity. For derivative instruments designated as cash-flow hedges and interest rate swap hedges, the effective portion of the derivative’s gain (loss) is initially reported as a component of OCI and is subsequently recognized in earnings when the hedged exposure is recognized in earnings. Net (Loss) Income Per Share Basic net (loss) income per share is based on the weighted average number of common shares outstanding and diluted net (loss) income per share is based on the weighted average number of common shares outstanding and all potential dilutive common equivalent shares outstanding. The dilutive effect of equity awards is determined under the treasury stock method using the average market price for the period. Common equivalent shares are included in the per share calculations when the effect of their inclusion would be dilutive. In periods in which a net loss is recognized, common equivalent shares are not included as they are antidilutive. Cash and Cash Equivalents and Investments All highly liquid investments with a maturity date of three months or less at the date of purchase are considered to be cash equivalents. The appropriate classification of investments in securities is determined at the time of purchase. Debt securities that the Company does not have the intent and ability to hold to maturity are classified as “available-for-sale” and are carried at fair value. The Company classifies investments with maturity dates greater than twelve months in short-term investments rather than long-term investments. This method classifies these securities as current based on the nature of the securities and the availability for use in current operations. The Company believes this method is preferable because it is more reflective of the Company’s assessment of its overall liquidity position. The Company reviews its investment portfolio on a quarterly basis to identify and evaluate individual investments that have indications of possible impairment. The factors considered in determining whether a loss is other-than-temporary include: the length of time and extent to which fair market value has been below the cost basis, the financial condition and near-term prospects of the issuer, credit quality, and the Company’s ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in fair value. Concentrations of Credit Risk The Company’s significant concentrations of credit risk consist principally of cash and cash equivalents, foreign exchange forward contracts, interest rate swaps and trade accounts receivable. The Company maintains cash and cash equivalents with financial institutions, including some banks with which it has borrowings. The Company enters into foreign exchange forward contracts with high credit-quality financial institutions in order to minimize credit risk exposure. The Company’s largest customers are primarily concentrated in the semiconductor industry, and a limited number of these customers account for a significant portion of the Company’s revenues. The Company regularly monitors the creditworthiness of its customers and believes it has adequately provided for potential credit loss exposures. Credit is extended for all customers based primarily on financial condition, and collateral is not required. During 2023, 2022 and 2021, approximately 41%, 58%, and 62% of the Company’s net revenues, respectively, were from sales to customers in the semiconductor market. No single customer represented greater than 10% of the Company’s accounts receivable balance as of December 31, 2023 or 2022. Inventories Inventories are stated at the lower of cost or net realizable value, cost being determined using a standard costing system that approximates actual cost, based on a first-in, first-out method. The Company regularly reviews inventory quantities on hand and records a provision to write-down excess and obsolete inventory to its estimated net realizable value, if less than cost, based primarily on its estimated forecast of product demand. Property, Plant and Equipment Property, plant and equipment are stated at cost. Expenditures for major renewals and betterments that extend the useful lives of property, plant and equipment are capitalized. Expenditures for maintenance and repairs are charged to expense as incurred. When assets are sold or otherwise disposed of, the cost and related accumulated depreciation are eliminated from the accounts and any resulting gain or loss is recognized in earnings. Depreciation is provided on the straight-line method over the estimated useful lives of ten to fifty years for buildings and building improvements, and three to eighteen years for machinery and equipment, furniture and fixtures, office equipment and software. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life of the leased asset. Acquisition Accounting The fair value of the consideration exchanged in a business combination is allocated to tangible assets and identifiable intangible assets acquired and liabilities assumed at acquisition date fair value. Goodwill is measured as the excess of the consideration transferred over the net fair value of identifiable assets acquired and liabilities assumed. The accounting for an acquisition involves a considerable amount of judgment and estimation. Cost, income, market or a combination of approaches may be used to establish the fair value of consideration exchanged, assets acquired, and liabilities assumed, depending on the nature of those items. The valuation approach is determined in accordance with generally accepted valuation methods. Key areas of estimation and judgment may include the selection of valuation approaches, cost of capital, market characteristics, cost structure, impacts of synergies, and estimates of terminal value, among other factors. While the Company uses estimates and assumptions as part of the purchase price allocation process to estimate the value of assets acquired and liabilities assumed, estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed, with a corresponding offset to goodwill, to the extent that adjustments are identified to the preliminary purchase price allocation. Upon conclusion of the measurement period, or final determination of the value of the assets acquired and liabilities assumed, whichever comes first, any subsequent adjustments are recorded to results of operations. Intangible Assets Intangible assets resulting from the acquisitions of businesses are estimated by management based on the fair value of assets acquired. These include acquired customer lists, completed technology, patents, trademarks, trade names, backlog and IPR&D. Intangible assets, other than IPR&D, are amortized from one to eighteen years on a straight-line basis, which represents the estimated periods of benefit and the expected pattern of consumption. IPR&D is not subject to amortization until reclassification into completed technology. Upon completion of a project, the Company expects the corresponding IPR&D intangible assets to be amortized over an estimated useful life of eight to nine years. Goodwill Goodwill is the amount by which the cost of acquired net assets exceeded the fair value of those net assets on the date of acquisition. The Company allocates goodwill to reporting units at the time of acquisition or when there is a change in the reporting structure and bases that allocation on which reporting units will benefit from the acquired assets and liabilities. Reporting units are defined as operating segments or one level below an operating segment, referred to as a component. The Company assesses goodwill for impairment on an annual basis as of October 31 or more frequently when events and circumstances occur indicating that the recorded goodwill may be impaired. The estimated fair value of the Company’s reporting units is based on discounted cash flow models derived from internal earnings and internal and external market forecasts. Determining fair value requires the exercise of significant judgment, including judgments about appropriate discount and terminal growth rates, as well as forecasted revenue, gross profit and operating expenses. Discount rates are based on a weighted average cost of capital (“WACC”), which represents the average rate a business must pay its providers of debt and equity. The WACC used to test goodwill is derived from a group of comparable companies. Assumptions in estimating future cash flows are subject to a high degree of judgment and complexity. The Company makes every effort to forecast these future cash flows as accurately as possible with the information available at the time the forecast is developed. In performing the Company’s annual goodwill impairment test, the Company is permitted to first assess qualitative factors to determine whether it is more likely than not that the fair value of the Company’s reporting unit exceeds its carrying amount, including goodwill. In performing the qualitative assessment, the Company considers certain events and circumstances specific to the reporting unit and to the entity as a whole, such as macroeconomic conditions, industry and market considerations, overall financial performance and cost factors when evaluating whether it is more likely than not that the fair value of the reporting unit exceeds its carrying amount. The Company is also permitted to bypass the qualitative assessment and proceed directly to the quantitative assessment. If the Company chooses to undertake the qualitative assessment and concludes that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, the Company would then proceed to the quantitative impairment assessment. In the quantitative assessment, the Company compares the fair value of the reporting unit to its carrying amount, which includes goodwill. If the fair value exceeds the carrying value, no impairment loss exists. If the fair value is less than the carrying amount, a goodwill impairment loss is measured and recorded. Impairment of Long-Lived Assets The Company evaluates the recoverability of its long-lived assets whenever events and changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable. This periodic review may result in an adjustment of estimated depreciable lives or asset impairment. When indicators of impairment are present, the carrying values of the asset are evaluated in relation to their operating performance and future undiscounted cash flows of the underlying business. If the future undiscounted cash flows are less than their carrying value, impairment exists. The impairment is measured as the difference between the carrying value and the fair value of the underlying asset. Fair values are based on estimates of market prices and assumptions concerning the amount and timing of estimated future cash flows and assumed discount rates, reflecting varying degrees of perceived risk. Foreign Exchange The functional currency of the majority of the Company’s foreign subsidiaries is the applicable local currency. For those subsidiaries, assets and liabilities are translated to U.S. dollars at year-end exchange rates. Income and expense accounts are translated at the average exchange rates prevailing during the year. The resulting translation adjustments are included in OCI in consolidated stockholders’ equity. Foreign exchange transaction gains and losses are classified in other expense, net in the statement of operations and comprehensive (loss) income. In 2022, published official exchange rates for Turkey indicated that the three-year cumulative inflation rate exceeded 100% and therefore is considered to be a hyper inflationary economy. Accordingly, the Company has changed the functional currency of its subsidiary in Turkey from the Turkish lira to the U.S. dollar, which is the consolidated group’s reporting currency. The required remeasurement of assets and liabilities denominated in Turkish lira into U.S. dollar did not have a material impact on the Company’s results of operations. Net foreign exchange losses resulting from re-measurement were $30, $5, and $9 for the years ended December 31, 2023, 2022, and 2021, respectively, and are included in other expense, net. These amounts do not reflect the corresponding gain (loss) from foreign exchange forward contracts, which are included in cost of sales. See Note 9 regarding foreign exchange forward contracts. Employee Benefit Plans The majority of the Company’s employees participate in defined contribution plans, whereby the Company, at its discretion, makes certain matching contributions based on participating employees’ annual contribution to the plan and their total compensation. The Company also has defined benefit retirement plans at certain of its foreign subsidiaries. The Company accounts for these plans based on the provisions of ASC Topic 715, “Compensation-Retirement Benefits.” Some of the key assumptions used to calculate the pension expense and projected benefit obligation include the discount rate, rate of forecasted salary increases, the expected long-term rate of return on plan assets and expected mortality. The obligation for these claims and the related periodic costs are measured using actuarial techniques and assumptions. Actuarial gains and losses are deferred and amortized over future periods. Income Taxes The Company records income taxes using the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases, and also for operating loss and tax credit carryforwards. On a quarterly basis, the Company evaluates both the positive and negative evidence that affects the realizability of net deferred tax assets and assesses the need for a valuation allowance. The future benefit to be derived from its deferred tax assets is dependent upon its ability to generate sufficient future taxable income in each jurisdiction of the right type to realize the assets. The Company records a valuation allowance to reduce its net deferred tax assets to the amount that is expected to be realized. To the extent the Company establishes a valuation allowance an expense will be recorded as a component of the provision for income taxes on the statement of operations. Accounting for income taxes requires a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if, based on the technical merits, it is more likely than not that the position will be sustained upon audit, including resolutions of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company re-evaluates these uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit and new audit activity. Any change in these factors could result in the recognition of a tax benefit or an additional charge to the tax provision. Income tax effects resulting from changes in tax law are accounted for by the Company in the period in which the law is enacted and the effects are recorded as a component of provision for income taxes from continuing operations. 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. The Company enters into derivative instruments for risk management purposes only, including derivatives designated as hedging instruments and those utilized as economic hedges. The Company does not enter into derivative instruments for trading or speculative purposes. The Company used derivative instruments, such as foreign exchange forward contracts and options, to manage certain foreign currency exposure, and interest rate swaps and interest rate caps to manage certain interest rate exposure. Changes in fair value of derivative instruments are recognized in the consolidated statement of operations or, if hedge accounting is applied, in OCI for the effective portion of the changes in fair value. The cash flows resulting from foreign exchange forward contracts are classified in the consolidated statements of cash flows as part of cash flows from operating activities. All derivatives are stated at fair value in the consolidated balance sheets. Accounting principles for qualifying hedges require detailed documentation that describes the relationship between the hedging instrument and the hedged item, including, but not limited to, the risk management objectives and hedging strategy and the methods to assess the effectiveness of the hedging relationship. The Company assesses the hedging relationships, both at the inception of the hedge and on an ongoing basis, using either the critical terms matching approach or a regression analysis approach to determine whether the designated hedging instrument is highly effective in offsetting changes in the value of the hedged item. By nature, all financial instruments involve market and credit risks. The Company enters into derivative instruments with major investment grade financial institutions, for which no collateral is required. The Company has policies to monitor the credit risk of these counterparties. While there can be no assurance, the Company does not anticipate any material non-performance by any of these counterparties.

Other Current Liabilities - Summary of Other current liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Other Liabilities, Current [Abstract]
Accrued compensation and other employee-related obligations	$ 159	$ 162
Deferred revenue and customer advances	77	94
Income taxes payable	57	51
Lease liabilities	$ 30	$ 26
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Total other current liabilities	Total other current liabilities
Other	$ 105	$ 100
Total other current liabilities	$ 428	$ 433

Goodwill and Intangible Assets - Estimated Net Amortization Expense (Detail) $ in Millions	Dec. 31, 2023 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2024	$ 251
2025	250
2026	246
2027	245
2028	245
Thereafter	$ 1,326

Property, Plant and Equipment

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

(11)

Property, Plant and Equipment

Property, plant and equipment consist of the following:


	Years Ended December 31,
	2023		2022
Land	$	76	$	75
Buildings and building improvements		335		330
Machinery and equipment		670		611
Furniture and fixtures, office equipment and software		207		214
Leasehold improvements		174		157
Construction in progress		60		75
		1,522		1,462
Less: accumulated depreciation		738		662
Total	$	784	$	800

Depreciation of property, plant and equipment totaled $102, $70 and $49 for the years ended 2023, 2022 and 2021, respectively.

Business Segment, Geographic Area, Product Information and Significant Customer Information - Net Revenues by Reportable Segment (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Net revenues	$ 3,622	$ 3,547	$ 2,950
VSD [Member]
Segment Reporting Information [Line Items]
Net revenues	1,404	1,966	1,862
PSD [Member]
Segment Reporting Information [Line Items]
Net revenues	1,012	1,064	1,088
MSD [Member]
Segment Reporting Information [Line Items]
Net revenues	$ 1,206	$ 517	$ 0

- Definition

+ References

+ Details

Schedule II - Valuation and Qualifying Accounts (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Valuation Allowance for Doubtful Accounts [Member]
Valuation and Qualifying Accounts Disclosure [Line Items]
Balance at Beginning of Year	$ 11	$ 4	$ 2
Additions Acquisition Beginning Balance	0	10	0
Additions Charged to Costs and Expenses	0	2	1
Additions Charged to Other Accounts	0	0	0
Deductions & Write-offs	(5)	(5)	1
Balance at End of Year	6	11	4
Valuation Allowance for Sales Returns [Member]
Valuation and Qualifying Accounts Disclosure [Line Items]
Balance at Beginning of Year	1	2	1
Additions Acquisition Beginning Balance	0	0	0
Additions Charged to Costs and Expenses	0	(1)	1
Additions Charged to Other Accounts	0	0	0
Deductions & Write-offs	0	0	0
Balance at End of Year	1	1	2
Valuation Allowance on Deferred Tax Asset [Member]
Valuation and Qualifying Accounts Disclosure [Line Items]
Balance at Beginning of Year	181	26	31
Additions Acquisition Beginning Balance	0	156	0
Additions Charged to Costs and Expenses	12	0	2
Additions Charged to Other Accounts	0	0	0
Deductions & Write-offs	(3)	(1)	(7)
Balance at End of Year	$ 190	$ 181	$ 26

Income Taxes - Significant Components of Deferred Tax Assets and Deferred Tax Liabilities (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Deferred tax assets:
Interest, loss, and credit carryforwards	$ 278	$ 224
Capitalized research expenditures	98	31
Inventory and warranty reserves	54	50
Lease liability	51	55
Accrued expenses and other reserves	23	22
Stock-based compensation	4	3
Loan costs	0	9
Other	11	5
Total deferred tax assets	519	399
Valuation allowance	(190)	(181)
Net deferred tax assets	329	218
Deferred tax liabilities:
Acquired intangible assets and goodwill	(637)	(781)
Depreciation and amortization	(56)	(62)
Right-of-use asset	(49)	(55)
Foreign withholding taxes	(50)	(56)
Loan costs	(24)	0
Unrealized gain	0	(14)
Total deferred tax liabilities	(816)	(968)
Net deferred tax (liabilities) assets	$ (487)	$ (750)

Goodwill and Intangible Assets

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

(13)

Goodwill and Intangible Assets

Goodwill

The Company’s methodology for allocating the purchase price of an acquisition 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 intangible assets with indefinite useful lives are not amortized but are reviewed for impairment annually during the fourth quarter of each fiscal year or whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. To measure impairment, the Company compares the fair value of the reporting unit to its carrying amount, which includes goodwill. If the fair value of the reporting unit exceeds the carrying value of the reporting unit, no impairment exists. If the fair value of the reporting unit is less than the carrying value of the reporting unit, a goodwill impairment is recorded.

Amortizable intangible assets and other long-lived assets are also subject to an impairment test if there is an indicator of impairment. When the Company determines that the carrying value of intangible assets or other long-lived assets may not be recoverable based upon the existence of one or more indicators of impairment, the Company uses the projected undiscounted cash flow method to determine whether an impairment exists, and then measures the impairment using discounted cash flows.

The process of evaluating the potential impairment of goodwill, intangible assets and other long-lived 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. The Company’s stock price and any estimated control premium are factors affecting the assessment of the fair value of the Company’s underlying reporting units for purposes of performing any goodwill impairment assessment.

During the quarter ended June 30, 2023, the Company identified softer industry demand, particularly in the personal computer and smartphone markets, and concluded there was a triggering event at each of its electronics (“EL”) and general metal finishing reporting (“GMF”) units, which together constitute MSD, and the equipment solutions business (“ESB”) reporting unit of PSD. For MSD, the Company concluded information on the softening of industry demand as of the filing date of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023 did not exist as of the Effective Date.

For each of the three reporting units, the Company performed a quantitative assessment of goodwill using a weighting of an income approach and market approach. The income approach was based upon projected future cash flows that were discounted to present value and an assumed terminal growth rate. The key underlying assumptions included forecasted revenues, which incorporated external market data, terminal growth rate, gross profit and operating expenses, as well as an applicable discount rate for each reporting unit. The market approach for each of the three reporting units incorporated observed multiples of guideline public companies. The market approach for the EL and GMF reporting units also incorporated multiples from guideline transactions.

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.

This quantitative assessment during the quarter ended June 30, 2023 resulted in the following:


Reporting Unit	Goodwill Impairment		Remaining Goodwill
Electronics	$	826	$	1,420
General Metal Finishing		428		307
Equipment Solutions Business		372		100

In addition, the Company used an income approach to determine the fair value of the long-lived and indefinite-lived intangible assets within these reporting units (Level 3 within the fair value hierarchy). These valuations resulted in a $20 fair value and $152 impairment of completed technology within the ESB reporting unit and a $72 fair value and $49 impairment of IPR&D within the EL reporting unit. After evaluating forecast updates and carrying values, the Company did not identify impairments at any other of its reporting units.

For the completed technology valuation within the ESB reporting unit, the forecasted future undiscounted cash flows were consistent with the Company’s goodwill analysis, using an approximate 7 year useful life, an 8% weighted-average forecasted revenue growth rate, and a discount rate of 13.5%. For the IPR&D intangible asset within the EL reporting unit, the forecasted undiscounted future cash flows utilized were consistent with the Company’s goodwill analysis, with estimated time to complete in-process projects of up to 2 years, and a discount rate of 12.5%.

During the quarter ended September 30, 2023, the Company identified a further decrease in demand and an increase in the discount rate at the ESB reporting unit. The Company performed a quantitative assessment of goodwill using an income approach that was based upon projected future cash flows that were discounted to present value and an assumed terminal growth rate. The key underlying assumptions included forecasted revenues, which incorporated external market data, terminal growth rate, gross profit and operating expenses, as well as the discount rate. The Company concluded that there was no goodwill or intangible asset impairment at the ESB reporting unit in the third quarter. The Company also considered other quantitative and qualitative considerations, including the decline in public market capitalization since June 30, 2023, and determined there were no triggering events for its other reporting units or asset groups in the third quarter.

As of October 31, 2023, the Company performed its annual goodwill and intangible asset impairment assessment by bypassing the qualitative assessment and using a quantitative assessment for all its reporting units. For the EL, GMF and ESB reporting units, the Company performed a quantitative assessment of goodwill using an equal weighting of an income approach and market approach and for the VSD and remaining PSD reporting units used an income approach. The income approach was based upon projected future cash flows that were discounted to present value and an assumed terminal growth rate. The key underlying assumptions included forecasted revenues, which incorporated external market data, terminal growth rate, gross profit and operating expenses, as well as an applicable discount rate for each reporting unit. The market approach incorporated observed multiples of guideline public companies. The market approach for the EL and GMF reporting units also incorporated multiples from guideline transactions.

This quantitative assessment during the quarter ended December 31, 2023 resulted in the following:


Reporting Unit	Goodwill Impairment		Remaining Goodwill
Electronics	$	48	$	1,401
General Metal Finishing		—		318
Equipment Solutions Business		13		87

There was no goodwill impairment at any of the Company’s other reporting units. The Company will continue to monitor for future triggering events which could result in an impairment charge. The Company’s stock price and any estimated control premium are factors affecting the assessment of the fair value of the Company’s underlying reporting units for purposes of performing any goodwill impairment assessment.

In addition, the Company used an income approach to determine the fair value of the long-lived and indefinite-lived intangible assets within these reporting units (Level 3 within the fair value hierarchy). These valuations resulted in a $14 impairment of IPR&D within the EL reporting unit as it was determined that there was no remaining fair value in its remaining projects. After evaluating forecast updates and carrying values, the Company did not identify impairments at any other of its reporting units.

The changes in the carrying amount of goodwill and accumulated impairment losses were as follows:


	2023									2022
	Gross Carrying Amount			Accumulated Impairment Loss			Net			Gross Carrying Amount		Accumulated Impairment Loss			Net
Beginning balance at January 1	$	4,454		$	(146	)	$	4,308		$	1,374	$	(146	)	$	1,228
Impairment of goodwill		—			(1,687	)		(1,687	)		—		—			—
Acquired goodwill		—			—			—			3,064		—			3,064
Foreign currency translation and measurement period adjustments		(67	)		—			(67	)		16		—			16
Ending balance at December 31	$	4,387		$	(1,833	)	$	2,554		$	4,454	$	(146	)	$	4,308

During the twelve months ended December 31, 2022, the Company recorded goodwill related to the Atotech Acquisition. See Note 5.

Intangible Assets

The Company’s intangible assets are comprised of the following:


As of December 31, 2023	Gross		Accumulated Impairment Charges			Accumulated Amortization			Foreign Currency Translation and Measurement Period Adjustments			Net
Completed technology	$	1,268	$	(152	)	$	(405	)	$	(4	)	$	707
Customer relationships		2,072		(1	)		(335	)		(17	)		1,719
Patents, trademarks, trade names and other		381		(63	)		(118	)		(7	)		193
	$	3,721	$	(216	)	$	(858	)	$	(28	)	$	2,619

During the twelve months ended December 31, 2023, $117 of IPR&D included with patents, trademarks, trade names and other was reclassified into completed technology.


As of December 31, 2022	Gross		Accumulated Impairment Charges			Accumulated Amortization			Foreign Currency Translation		Net
Completed technology	$	1,151	$	—		$	(303	)	$	4	$	852
Customer relationships		2,072		(1	)		(190	)		11		1,892
Patents, trademarks, trade names and other		498		—			(71	)		2		429
	$	3,721	$	(1	)	$	(564	)	$	17	$	3,173

Aggregate amortization expense related to acquired intangible assets for 2023, 2022 and 2021 was $295, $146 and $55, respectively. Aggregate net amortization expense related to acquired intangible assets for future years is:


Year	Amount
2024	$	251
2025		250
2026		246
2027		245
2028		245
Thereafter		1,326

The Company excluded from the above table intangible assets of $56 of indefinite-lived trademarks and trade names, which were not subject to amortization.

Debt - Schedule of Short-Term Debt (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Short Term Debt [Line Items]
Short-term debt	$ 93	$ 93
Term Loan Facility [Member]
Short Term Debt [Line Items]
Short-term debt	$ 93	$ 93

Derivatives and Net Investment Hedge - Additional Information (Detail) € in Millions	12 Months Ended
	Dec. 31, 2023 EUR (€) Swaps	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2023 USD ($) Swaps	Dec. 31, 2021 EUR (€)
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
Number Of USD LIBOR based swaps \| Swaps	2			2
Euro Tranche B [Member] \| Net Investment Hedging [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Aggregate principal amount of net investment hedge	€ 593	$ 0
Foreign Exchange Forward Contracts [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gross notional values of outstanding forward foreign exchange contracts		702,000,000		$ 266,000,000
Derivatives Foreign Currency Options [Member] \| Atotech [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional amount in EUR/USD \| €					€ 300
Derivatives Foreign Currency Options [Member] \| Atotech [Member] \| Other Expense, Net [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Unrealized gain net of premium		$ 5,000,000
Derivatives Foreign Currency Options [Member] \| Photon Control [Member] \| Other Expense, Net [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Fair value realized loss			$ (10,000,000)

Inventories - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Inventory related excess and obsolete charges	$ 64	$ 21	$ 16

Property, Plant and Equipment (Tables)

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Summary of Property, Plant and Equipment

Property, plant and equipment consist of the following:


	Years Ended December 31,
	2023		2022
Land	$	76	$	75
Buildings and building improvements		335		330
Machinery and equipment		670		611
Furniture and fixtures, office equipment and software		207		214
Leasehold improvements		174		157
Construction in progress		60		75
		1,522		1,462
Less: accumulated depreciation		738		662
Total	$	784	$	800

Business Description	12 Months Ended
Business Description	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business Description	(1) Business Description MKS Instruments, Inc. (“MKS” or the “Company”) was founded in 1961 and enables technologies that transform the world. The Company delivers foundational technology solutions to leading edge semiconductor manufacturing, electronics and packaging, and specialty industrial applications. The Company applies its broad science and engineering capabilities to create instruments, subsystems, systems, process control solutions and specialty chemicals technology that improve process performance, optimize productivity and enable unique innovations for many of the world’s leading technology and industrial companies. The Company’s solutions are critical to addressing the challenges of miniaturization and complexity in advanced device manufacturing by enabling increased power, speed, feature enhancement and optimized connectivity. These solutions are also critical to addressing ever-increasing performance requirements across a wide array of specialty industrial applications.

Net (Loss) Income Per Share (Tables)

12 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Computation of Basic and Diluted Net (Loss) Income Per Share

The following is a reconciliation of basic to diluted net (loss) income per share:


	Years Ended December 31,
Numerator:	2023			2022		2021
Net (loss) income	$	(1,841	)	$	333	$	551
Denominator:
Shares used in net (loss) income per common share – basic		66.8			59.7		55.4
Effect of dilutive securities		—			0.2		0.3
Shares used in net (loss) income per common share – diluted		66.8			59.9		55.7
Net (loss) income per common share:
Basic	$	(27.54	)	$	5.57	$	9.95
Diluted	$	(27.54	)	$	5.56	$	9.90

Commitments and Contingencies

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

(24)

Commitments and Contingencies.

As of December 31, 2023, the Company has entered into purchase commitments for certain inventory components and other equipment and services used in its normal operations. The majority of the purchase commitments covered by these arrangements are for periods of less than one year and aggregate to approximately $562.

The Company is 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.

Acquisition - Summary of Estimated Fair Value of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Millions			12 Months Ended
	Aug. 17, 2022	Jul. 15, 2021	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Acquisition Date [Line Items]
Goodwill			$ 2,554	$ 4,308	$ 1,228
Total purchase price, net of cash and cash equivalents acquired			$ 0	$ 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
Accounts receivable	283
Inventories	244
Other current assets	104
Property, plant and equipment	381
Intangible assets	2,726
Goodwill	3,054
Other assets	131
Total assets acquired	7,161
Accounts payable	194
Other current liabilities	166
Non-current deferred taxes	719
Non-current accrued compensation	99
Other non-current liabilities	81
Total liabilities assumed	1,259
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

Employee Benefit Plans - Schedule of Defined Benefit Plan Assets (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assets, amount	$ 34	$ 31	$ 12
Defined benefit plan assets, percentage	100.00%	100.00%
Debt Securities [Member]
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assets, amount	$ 18	$ 20
Defined benefit plan assets, percentage	54.00%	65.00%
Equity Securities [Member]
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assets, amount	$ 9	$ 7
Defined benefit plan assets, percentage	24.00%	22.00%
Cash [Member]
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assets, amount	$ 3	$ 0
Defined benefit plan assets, percentage	10.00%	0.00%
Other [Member]
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assets, amount	$ 4	$ 4
Defined benefit plan assets, percentage	12.00%	13.00%

- Definition

Amount of asset segregated and restricted to provide benefit under defined benefit plan. Asset includes, but is not limited to, stock, bond, other investment, earning from investment, and contribution by employer and employee.

+ References + Details

Goodwill and Intangible Assets - Components of Intangible Assets (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross	$ 3,721	$ 3,721
Accumulated Impairment Charges	$ (216)	$ (1)
Impairment, Intangible Asset, Indefinite-Lived (Excluding Goodwill), Statement of Income or Comprehensive Income [Extensible Enumeration]	Amortization of Intangible Assets	Amortization of Intangible Assets
Accumulated Amortization	$ (858)	$ (564)
Foreign Currency Translation and Measurement Period Adjustments	(28)	17
Intangible assets, net	2,619	3,173
Completed Technology [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross	1,268	1,151
Accumulated Impairment Charges	(152)	0
Accumulated Amortization	(405)	(303)
Foreign Currency Translation and Measurement Period Adjustments	(4)	4
Intangible assets, net	707	852
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross	2,072	2,072
Accumulated Impairment Charges	(1)	(1)
Accumulated Amortization	(335)	(190)
Foreign Currency Translation and Measurement Period Adjustments	(17)	11
Intangible assets, net	1,719	1,892
Patents, Trademarks, Trade Names and Other [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross	381	498
Accumulated Impairment Charges	(63)	0
Accumulated Amortization	(118)	(71)
Foreign Currency Translation and Measurement Period Adjustments	(7)	2
Intangible assets, net	$ 193	$ 429

Inventories

12 Months Ended

Dec. 31, 2023

Inventory Disclosure [Abstract]

Inventories

(10)

Inventories

Inventories consist of the following:


	Years Ended December 31,
	2023		2022
Raw material	$	740	$	689
Work-in-process		94		115
Finished goods		157		173
Total	$	991	$	977

Inventory-related excess and obsolete charges of $64, $21 and $16 were recorded in cost of products and services in the years ended December 31, 2023, 2022 and 2021, respectively.

Business Segment, Geographic Area, Product Information and Significant Customer Information - Reconciliation of Segment Assets to Consolidated Total Assets (Detail) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting, Asset Reconciling Item [Line Items]
Total segment assets	$ 1,594	$ 1,697
Cash and cash equivalents	875	909
Other current assets	227	187
Property, plant and equipment, net	784	800
Right-of-use assets	225	234
Other assets and long-term assets	240	186
Total assets	9,118	11,495
Segment Reconciling Items [Member]
Segment Reporting, Asset Reconciling Item [Line Items]
Cash and cash equivalents	875	910
Other current assets	227	187
Property, plant and equipment, net	784	800
Right-of-use assets	225	234
Goodwill and intangible assets, net	5,173	7,481
Other assets and long-term assets	240	186
Total assets	$ 9,118	$ 11,495

Employee Benefit Plans - Summary of Estimated Benefit Payments for Defined Benefit Plans for Next 10 Years (Detail) $ in Millions	Dec. 31, 2023 USD ($)
Defined Benefit Plan, Expected Future Benefit Payment [Abstract]
2024	$ 6
2025	8
2026	10
2027	15
2028	9
2029-2033	53
Estimated benefit payments for next 10 years, total	$ 101

Restructuring

12 Months Ended

Dec. 31, 2023

Expense Of Restructuring Activities And Other [Abstract]

Restructuring

(23)

Restructuring

Restructuring costs were $20 in 2023, related to severance costs due to global cost-saving initiatives. Restructuring costs were $10 in 2022, primarily related to severance costs due to a global cost-saving initiative, the closure of two facilities in Europe, the movement of certain products to low-cost regions as well as executive payments related to the Atotech Acquisition.

The activity related to the Company’s restructuring accrual is shown below:


	2023			2022
Balance at January 1	$	3		$	3
Charged to expense		20			10
Payments and adjustments		(14	)		(10	)
Balance at December 31	$	9		$	3