v3.26.1
Acquisitions and Divestitures
6 Months Ended
Jun. 30, 2026
Business Combination [Abstract]  
Acquisitions and Divestitures Acquisitions and Divestitures
2026 Business Combination
On July 24, 2026, the Company entered into a definitive agreement to acquire 100% ownership in WaterFleet Intermediate Holdings, Inc. ("WaterFleet"), a company specializing in mobile water and wastewater utility services, and workforce relief solutions. The purchase price is approximately $200 million subject to customary adjustments for working capital and other matters. The acquisition will be included in the Water Solutions and Services segment and is expected to close in 2026.
On July 1, 2026, the Company acquired 100% ownership in TriOS Mess- und Datentechnik GmbH and its subsidiaries ("TriOS") for approximately €190 million ($216 million), subject to customary adjustments for working capital and other matters. TriOS is headquartered in Rastede, Germany, and specializes in optical sensing and measurement systems for water quality monitoring. The acquisition will be included in the financial results for the Measurement and Control Solutions segment beginning in the third quarter of 2026.
2025 Business Combination
Pac Machine
On December 2, 2025, the Company acquired Pac Machine Company ("Pac Machine"), a leading distributor specializing in the sale, rental and service of pumps, generators, and other dewatering equipment for mining,
construction, agriculture, energy and marine sectors. The acquisition strengthens the Company's presence in Northern California and Nevada, while providing synergy opportunities. Our condensed consolidated financial statements include Pac Machine's results of operations within the Water Solutions and Services segment.
Total fair value of consideration transferred was $66 million ($62 million, net of cash acquired), of which $54 million ($50 million, net of cash acquired) was paid at closing. The consideration transferred includes $3 million related to the non-cash settlement of a preexisting receivable owed by the acquiree to the Company. The remaining consideration of $9 million will be paid over the next four years, subject to working capital and other customary adjustments.
As of June 30, 2026, preliminary purchase accounting includes intangible assets totaling $27 million, consisting of customer relationships valued using the multi-period excess earnings method ("MEEM"), and goodwill totaling $32 million. The amount of goodwill recognized in the acquisition is not deductible for U.S. income tax purposes and is primarily attributable to costs and revenue synergies expected from combining the operations of Pac Machine with Xylem.
The final determination of the fair value of certain assets and liabilities will be completed as soon as the necessary information becomes available but no later than one year from the acquisition date.
EMX Holdings, Inc.
On July 23, 2025, the Company acquired 100% ownership interest in EMX Holdings, Inc. and its subsidiary ("EnviroMix"). EnviroMix is headquartered in South Carolina, U.S., and provides mixing and process control products and services to municipal and industrial customers. This acquisition expands the Company's treatment offerings and provides synergy opportunities. The operating results of EnviroMix have been included in the Company's results of operations since the acquisition date within the Water Infrastructure segment.
The total fair value of consideration transferred was $106 million, which was paid in cash on closing date. The fair value of assets and liabilities acquired resulting from the purchase price allocation consisted primarily of $76 million in goodwill and $34 million for customer relationships and other identifiable intangible assets. The identifiable intangible assets were valued using the MEEM method, the relief from royalty ("RFR") method, or the with and without method, all of which are forms of the income approach. The goodwill recognized in the acquisition is not deductible for U.S. income tax purposes and is primarily attributable to management know-how and the costs and revenue synergies expected from combining the operations of EnviroMix with Xylem.
Simply Clean Air and Water, Inc.
On January 31, 2025, we acquired Simply Clean Air and Water, Inc. ("Simply Clean"), a water service company that specializes in high-purity water systems for life sciences and pharmaceutical markets, for the net cash acquisition price of $7 million. The company is headquartered in Connecticut, U.S. with 20 employees. Our condensed consolidated financial statements include Simply Clean's results of operations within the Water Solutions and Services segment.
2025 Asset Acquisition
Vacom Systems, LLC
On April 1, 2025, we acquired Vacom Systems, LLC ("Vacom"), a wastewater treatment company that specializes in non-fouling, non-scaling evaporator and crystallizer systems, headquartered in Utah, U.S. The transaction had a total cash consideration of $42 million, of which $37 million was paid at closing, with the rest expected to be paid during the year ended December 31, 2026. Additionally, the transaction consideration contained an earn out of 5% royalty on future revenue generated in connection with Vacom's proprietary technologies during the first five years following the acquisition. The earn out has a maximum pay out of $25 million.
The Vacom transaction was accounted for as an asset acquisition because substantially all of the fair value of gross assets acquired were concentrated in its developed technology. On the acquisition date, the developed technology recognized in the condensed consolidated balance sheet was $49 million. The developed technology has a useful life of 15 years and it is being amortized over its useful life on a straight-line basis within the Water Solutions and Services segment.
2026 Divestiture
On May 26, 2026, we completed the divestiture of our previously held-for-sale international metering business, part of the Measurement and Control Solutions segment, for total fair value consideration of approximately $80
million ($75 million, net of cash transferred). Total consideration includes $63 million in cash ($52 million net of cash transferred and pending settlements as of June 30, 2026), a $10 million note receivable, and a receivable for an estimated $7 million post-closing working capital adjustment.
As a result of the sale, the Company recognized a cumulative loss of $37 million, of which $23 million was recognized during the year ended December 31, 2025, and the remaining $14 million was recognized during 2026. The loss is presented within "Loss on sale of businesses" in the condensed consolidated income statements.
The company also completed certain other divestitures, which generated aggregate cash proceeds of approximately $7 million and resulted in a net gain of $2 million during 2026.
2025 Divestiture
On February 7, 2025, we completed the divestiture of our previously held-for-sale Evoqua Magneto business, which was part of the Water Infrastructure segment, for a cash selling price of $61 million ($48 million, net of cash transferred). As a result of the sale, we recorded a loss of $10 million in the first quarter of the prior year, partially offset by a $2 million favorable final working capital adjustment recorded in the third quarter of the prior year, resulting in a total loss of $8 million. The loss is presented on the condensed consolidated income statement within "Loss on sale of businesses".
The Company also completed certain other divestitures, which generated aggregate cash proceeds of approximately $2 million.