USA Compression Partners, LP
For the period ended Sep 30, 2025. Filed Nov 5, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 5, 2025
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-Q
(MARK ONE)
| ☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended September 30, 2025
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to .
Commission File No.001-35779
USA Compression Partners, LP
(Exact name of registrant as specified in its charter)
| Delaware(State or other jurisdiction of incorporation or organization) | 75-2771546(I.R.S. EmployerIdentification No.) |
|---|
| 8117 Preston Road, Suite 510ADallas, Texas(Address of principal executive offices) | 75225(Zip Code) |
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(214)545-0440
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common units representing limited partner interests | USAC | New York Stock Exchange |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer ☒ | Accelerated filer ☐ |
|---|---|
| Non-accelerated filer ☐ | Smaller reporting company ☐ |
| Emerging growth company ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐ No ☒
As of October 31, 2025, there were 122,685,471 common units outstanding.
TABLE OF CONTENTS
| Page | |
|---|---|
| PART I. FINANCIAL INFORMATION | 1 |
| ITEM 1. Financial Statements | 1 |
| Unaudited Condensed Consolidated Balance Sheets | 1 |
| Unaudited Condensed Consolidated Statements of Operations | 2 |
| Unaudited Condensed Consolidated Statements of Changes in Partners’ Deficit | 3 |
| Unaudited Condensed Consolidated Statements of Cash Flows | 4 |
| Notes to Unaudited Condensed Consolidated Financial Statements | 6 |
| Note 1 – Organization and Description of Business | 6 |
| Note 2 – Basis of Presentation and Summary of Significant Accounting Policies | 6 |
| Note 3 – Trade Accounts Receivable | 9 |
| Note 4 – Inventories | 9 |
| Note 5 – Property and Equipment and Identifiable Intangible Assets | 9 |
| Note 6 – Current Liabilities | 10 |
| Note 7 – Derivative Instrument | 10 |
| Note 8 – Debt Obligations | 11 |
| Note 9 – Preferred Units | 14 |
| Note 10 – Partners’ Deficit | 15 |
| Note 11 – Revenue Recognition | 17 |
| Note 12 – Related Party Transactions | 17 |
| Note 13 – Commitments and Contingencies | 18 |
| Note 14 – Reportable Segments | 19 |
| Note 15 – Recent Accounting Pronouncements | 19 |
| Note 16 – Subsequent Events | 19 |
| ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations | 21 |
| Operating Highlights | 22 |
| Financial Results of Operations | 23 |
| Liquidity and Capital Resources | 28 |
| Non-GAAP Financial Measures | 30 |
| ITEM 3. Quantitative and Qualitative Disclosures About Market Risk | 36 |
| ITEM 4. Controls and Procedures | 37 |
| PART II. OTHER INFORMATION | 38 |
| ITEM 1. Legal Proceedings | 38 |
| ITEM 1A. Risk Factors | 38 |
| ITEM 6. Exhibits | 39 |
| SIGNATURES | 40 |
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GLOSSARY
The abbreviations, acronyms and industry terminology used in this Quarterly Report on Form 10-Q are defined as follows:
| Credit Agreement | Eighth Amended and Restated Credit Agreement, dated as of August 27, 2025, by and among USA Compression Partners, LP, as the borrower, the guarantors party thereto from time to time, the lenders party thereto from time to time, as may be amended from time to time, and any predecessor thereto if the context so dictates |
|---|---|
| CPI | Consumer Price Index for all Urban Consumers |
| DERs | distribution equivalent rights |
| DRIP | distribution reinvestment plan |
| Energy Transfer | Energy Transfer LP |
| Exchange Act | Securities Exchange Act of 1934, as amended |
| GAAP | generally accepted accounting principles of the United States of America |
| Preferred Units | Series A Preferred Units representing limited partner interests in USA Compression Partners, LP |
| SEC | United States Securities and Exchange Commission |
| Senior Notes 2026 | $725.0 million aggregate principal amount of senior notes due on April 1, 2026 |
| Senior Notes 2027 | $750.0 million aggregate principal amount of senior notes due on September 1, 2027 |
| Senior Notes 2029 | $1.0 billion aggregate principal amount of senior notes due on March 15, 2029 |
| Senior Notes 2033 | $750.0 million aggregate principal amount of senior notes due on October 1, 2033 |
| SOFR | Secured Overnight Financing Rate |
| U.S. | United States of America |
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