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Transactions | 12 Months Ended
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Dec. 31, 2023
Transactions [Abstract] |
Transactions | 21. Transactions Acquisitions For the year ended December 31, 2023, the Company completed two acquisitions for a net purchase price consideration of approximately $33 million cash. These acquisitions expand product line offerings and services to the Company's U.S. Process Solutions business. The Company completed its valuations as of the acquisition date of the acquired net assets and recognized goodwill of $22 million and intangible assets of $9 million in the United States segment. If additional information is obtained about these assets and liabilities within the measurement period (not to exceed one year from the date of acquisition), the Company will refine its estimate of fair value to allocate the purchase price more accurately; any such revisions are not expected to be significant. The full amount of goodwill recognized is expected to be deductible for income tax purposes. For the year ended December 31, 2022, the Company completed three acquisitions for an aggregate purchase price consideration of approximately $80 million cash. The acquisitions further expand and fortify the Company's solutions offerings in new and existing end markets in the U.S. Process Solutions reporting unit. The Company completed its valuations as of the applicable acquisition dates of the acquired net assets and recognized goodwill of $49 million and intangible assets of $15 million in the U.S. segment. For the year ended December 31, 2021, the Company completed two acquisitions for an aggregate purchase price consideration of approximately $119 million. The aggregate purchase price was comprised of $96 million of cash, and an estimated $23 million of contingent consideration if certain financial and profitability thresholds were achieved following the closing of the transactions. These acquisitions primarily expanded the Company’s offering in the U.S. to provide the rental, sale and service of surface-mounted horizontal pumping systems and horizontal jet pumping systems, as well as, to provide engineering and construction services. The Company completed its valuations as of the applicable acquisition dates of the acquired net assets and recognized goodwill of $67 million and intangible assets of $11 million in the U.S. segment. For the year ended December 31, 2022, the change in the fair value of contingent consideration liabilities of $13 million was primarily related to not achieving any earn-out thresholds prior to the expiration of the earn-out period from a 2021 acquisition. The following table summarizes the purchase price allocation detail as of the acquisition dates for acquisitions closed during fiscal years 2022 and 2021 (in millions):
|  | 2022 Acquisitions |  |  | 2021 Acquisitions |
Consideration transferred: |  |  |  |  |  |
Cash |  | $ | 80 |  |  | $ | 96 |
Estimated fair value of contingent consideration |  |  | — |  |  |  | 23 |
Net purchase price |  | $ | 80 |  |  | $ | 119 |
Fair value of net assets acquired: |  |  |  |  |  |
Current assets other than cash |  | $ | 11 |  |  | $ | 7 |
Property, plant and equipment |  |  | 10 |  |  |  | 36 |
Customer relationships and other intangibles (1) |  |  | 15 |  |  |  | 11 |
Current liabilities |  |  | (5 | ) |  |  | (2 | )
Total fair value of net assets acquired |  | $ | 31 |  |  | $ | 52 |
Goodwill (2) |  | $ | 49 |  |  | $ | 67 |
(1) Intangible assets acquired in 2022 and 2021 are amortized over a 8-year and 9-year weighted average period, respectively. (2) The amount of goodwill represents the excess of its purchase price over the fair value of net assets acquired. Goodwill includes the expected benefit that the Company believes will result from combining its operations with those of the businesses acquired. The amount of goodwill expected to be deductible for income tax purposes is approximately $49 million and $41 million in connection with the acquisitions in 2022 and 2021, respectively. The Company has included the financial results of the acquisitions in its consolidated financial statements from the date of each acquisition. The Company has not presented supplemental pro forma information because the acquired operations did not materially impact the Company’s consolidated operating results.

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