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Business Acquisitions, Investments and Restructuring Charges
 9 Months Ended
Sep. 30, 2025
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
BUSINESS ACQUISITIONS, INVESTMENTS AND RESTRUCTURING CHARGES BUSINESS ACQUISITIONS, INVESTMENTS AND RESTRUCTURING CHARGES
Acquisitions
We acquired various environmental services businesses during the nine months ended September 30, 2025 and 2024. The aggregate purchase price paid for these business acquisitions and the allocations of the aggregate purchase price follows:
20252024
Purchase price:
Cash used in acquisitions, net of cash acquired of $7 and $1, respectively
$977 $77 
Holdbacks
18 — 
Fair value, future minimum finance lease payments
1 — 
Total$996 $77 
Allocated as follows:
Accounts receivable
$28 $4 
Prepaid expenses2 — 
Property and equipment
180 30 
Operating right-of-use lease assets
15 — 
Other assets
3 — 
Accounts payable
(5)— 
Deferred revenue
(1)(1)
Environmental remediation liabilities
(12)— 
Closure and post-closure liabilities
(1)— 
Operating right-of-use lease liabilities
(15)— 
Deferred income tax liabilities(16)(1)
Other liabilities
(3)(1)
Fair value of tangible assets acquired and liabilities assumed175 31 
Excess purchase price to be allocated$821 $46 
Excess purchase price allocated as follows:
Other intangible assets
$119 $14 
Goodwill
702 32 
Total allocated$821 $46 
Certain of the purchase price allocations are preliminary and based on information existing at the acquisition dates. The preliminary allocation of purchase price, including the value of certain tangible and intangible assets acquired as well as environmental liabilities assumed, is based on the best estimates of management and is subject to revision based on the final valuations. For the acquisitions that closed during the nine months ended September 30, 2025, we expect that a majority of the goodwill and intangible assets recognized as a result of these acquisitions will not be deductible for tax purposes.
These acquisitions are not material to the Company's results of operations, individually or in the aggregate. As a result, no pro forma financial information is provided.
In February 2025, we acquired all of the issued and outstanding shares of COP Shamrock Parent, Inc. (Shamrock). Shamrock is a leading provider of industrial waste and wastewater treatment services. Shamrock's operations are primarily located in the northeastern and southeastern United States and provide us with a platform to pursue additional growth in our environmental solutions line of business.
Investments
We invest in non-controlling equity interests in certain limited liability companies that qualify for investment tax credits under Section 48 of the Internal Revenue Code. We account for these investments under the equity method of accounting utilizing the Hypothetical Liquidation at Book Value method. In exchange for our non-controlling interests, we made capital contributions of $170 million and $236 million, which were recorded to other assets in our unaudited consolidated balance sheets during the nine months ended September 30, 2025 and 2024, respectively. During the three and nine months ended September 30, 2025, the carrying value of these investments was decreased by $50 million and $55 million, respectively, as a result of our share of income and loss pursuant to the terms of the limited liability company agreements. During the three and nine months ended September 30, 2024, we decreased the carrying value of these investments by $75 million and $117 million, respectively, as a result of our share of income and loss pursuant to the terms of the limited liability company agreements. For further discussion of the income tax benefits, refer to Note 11, Income Taxes, in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2024.
In 2024, we acquired a non-controlling equity interest in a joint venture with a landfill gas-to-energy developer to construct renewable natural gas projects at certain of our landfill locations in Illinois. As of September 30, 2025 and December 31, 2024, our carrying value in the joint venture was $39 million and $35 million, respectively. During the nine months ended September 30, 2025 and 2024, we contributed $5 million and $34 million, respectively, into the joint venture. This investment is an unconsolidated VIE for which we do not have the power to direct the significant activities of the business, and it is accounted for under the equity method of accounting. Our risk of loss is materially consistent with our contributions to-date.
In 2022, we acquired a non-controlling equity interest in a joint venture with a landfill gas-to-energy developer to construct renewable natural gas projects at our landfills across the United States. Certain of these investments qualified for investment tax credits under Section 48 of the Internal Revenue Code. During the nine months ended September 30, 2025, we contributed approximately $50 million into the joint venture. As of September 30, 2025 and December 31, 2024, our carrying value in the joint venture was approximately $310 million and $270 million, respectively. The investment is accounted for under the equity method of accounting.
In 2022, we acquired a non-controlling equity interest in Blue Polymers, LLC, a joint venture with Ravago, intended to help create vertical integration in the recycling market, and to further advance circularity by acquiring all olefins produced by the Company's Polymer Centers and produce custom blended pellets for food-grade and non-food-grade packaging. As of September 30, 2025 and December 31, 2024, our carrying value in the joint venture was $88 million and $55 million, respectively. During the nine months ended September 30, 2025 and 2024, we contributed $40 million and $28 million, respectively, into the joint venture. This investment is an unconsolidated VIE for which we do not have the power to direct the significant activities of the business, and it is accounted for under the equity method of accounting. Our risk of loss is materially consistent with our contributions to-date.
These investments were recorded as other assets in our unaudited consolidated balance sheet as of September 30, 2025.
Restructuring Charges
During the three and nine months ended September 30, 2025, we incurred restructuring charges of $3 million and $13 million, respectively, and during the three and nine months ended September 30, 2024, we incurred restructuring charges of $8 million and $20 million, respectively. The 2025 charges primarily related to the design and implementation of a new accounts receivable system. The 2024 charges primarily related to the redesign of our asset management, and customer and order management software systems. During the nine months ended September 30, 2025 and 2024, we paid $10 million and $18 million, respectively, related to these restructuring efforts.