USA Compression Partners, LP

Overview

We operate in a capital-intensive industry, and our primary liquidity needs include financing the purchase of additional compression units, making other capital expenditures, servicing our debt, funding working capital, and paying cash distributions on our outstanding common equity. Our principal sources of liquidity include cash generated by operating activities, borrowings under the Credit Agreement, and issuances of debt and equity securities, including common units under the DRIP.

We believe cash generated by operating activities and, where necessary, borrowings under the Credit Agreement will be sufficient to service our debt, fund working capital, fund our estimated expansion capital expenditures, fund our maintenance capital expenditures, and pay distributions to our unitholders for the next 12 months.

Because we distribute all of our available cash, which excludes prudent operating reserves, we expect to fund any future expansion capital expenditures or acquisitions primarily with capital from external financing sources, such as borrowings under the Credit Agreement and issuances of debt and equity securities, including under the DRIP.

Capital Expenditures

The compression services business is capital intensive, requiring significant investment to maintain, expand, and upgrade existing operations. Our capital requirements primarily have consisted of, and we anticipate that our capital requirements will continue primarily to consist of, the following:

•maintenance capital expenditures, which are capital expenditures made to maintain the operating capacity of our assets and extend their useful lives, to replace partially or fully depreciated assets, or other capital expenditures that are incurred in maintaining our existing business and related operating income; and

•expansion capital expenditures, which are capital expenditures made to expand the operating capacity or operating-income capacity of assets, including by acquisition of compression units or through modification of existing compression units to increase their capacity, or to replace certain partially or fully depreciated assets that at the time of replacement were not generating operating income.

We classify capital expenditures as maintenance or expansion on an individual-asset basis. Over the long term, we expect that our maintenance capital expenditure requirements will continue to increase as the overall size and age of our fleet increases. Our aggregate maintenance capital expenditures for the nine months ended September 30, 2026 and 2025, were $44.7 million and $31.6 million, respectively. We currently plan to spend between $60.0 million and $70.0 million in maintenance capital expenditures for the year 2026, including parts consumed from inventory.

Without giving effect to any equipment that we may acquire pursuant to any future acquisitions, we currently plan to spend between $230.0 million and $250.0 million in expansion capital expenditures for the year 2026. Our expansion capital expenditures for the nine months ended September 30, 2026 and 2025, were $160.9 million and $77.6 million, respectively.

As of September 30, 2026, we had binding commitments to purchase $198.6 million of additional compression units and $137.9 million of major components for manufacturing compression units, in total $336.5 million, of which $80.4 million is expected to be settled within the next 12 months.

As of September 30, 2026, other commitments include operating and finance lease payments totaling $23.6 million, of which we expect to make payments of $5.6 million in the next twelve months.

During the nine months ended September 30, 2026, the Partnership reclassified $62.7 million of heavy equipment inventory, such as engines, compressor frames, coolers, and cylinders, from inventory to fixed assets. The intended use of the assets changed from sale to third parties to internal use for fixed assets.

Cash Flows

The following table summarizes our sources and uses of cash for the nine months ended September 30, 2026 and 2025 (in thousands):

Net cash provided by operating activities. The $94.7 million increase in net cash provided by operating activities for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, primarily was due to (i) a $98.5 million increase in net income excluding non-cash charges and (ii) a $12.5 million decrease in interest payments, partially offset by (iii) a $10.8 million increase in working capital and (iv) a $5.5 million increase in inventory purchases.

Net cash used in investing activities. The $543.6 million increase in net cash used in investing activities for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, was primarily due to (i) $444.6 million in cash paid, net of cash acquired, in connection with the J-W Power Acquisition and (ii) a $99.6 million increase in capital expenditures for purchases of new compression units, overhauls and major improvements, and purchases of other equipment, partially offset by (iii) a $1.5 million increase in insurance recovery proceeds.

Net cash provided by (used in) financing activities. The $452.5 million increase in net cash provided by financing activities for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, primarily was due to (i) a $606.8 million increase in net borrowings under the Credit Agreement, which was primarily used for the J-W Power Acquisition, (ii) a $10.7 million decrease in Preferred Unit distributions, (iii) a $9.4 million decrease in financing costs and (iv) a $5.9 million decrease in cash paid related to the net settlement of unit-based awards, partially offset by (v) a $150.0 million decrease in proceeds from issuance of senior notes and (vi) a $30.3 million increase in common unit distributions.

Revolving Credit Facility

As of September 30, 2026, we had outstanding borrowings under the Credit Agreement of $684.5 million and, after accounting for outstanding letters of credit in the amount of $2.0 million, $1.06 billion of remaining unused availability, all of which was available to be drawn, inclusive of restrictions related to compliance with applicable financial covenants. As of September 30, 2026, we were in compliance with all of our covenants under the Credit Agreement.

As of October 30, 2026, we had outstanding borrowings under the Credit Agreement of $715.0 million and outstanding letters of credit of $2.0 million.

On August 27, 2025, the Partnership amended and restated its existing credit agreement by entering into the Credit Agreement. The Credit Agreement matures on August 27, 2030, except that if more than $50.0 million of the Senior Notes 2029 are outstanding on December 14, 2028, the Credit Agreement will mature on December 14, 2028.

The Credit Agreement provides for an asset-based revolving credit facility to be made available to the Partnership in an aggregate amount of up to $1.75 billion (subject to availability under our borrowing base), with a further potential increase of up to $300 million.

Borrowings under the Credit Agreement will bear interest at a per annum interest rate equal to, at the Partnership’s option, either the Alternate Base Rate, one-month SOFR (which shall only be available for swingline loans made under the Credit Agreement), Daily Simple SOFR or SOFR plus, in each case, the applicable margin. “Alternate Base Rate” means the greatest of (i) the prime rate, (ii) the federal funds effective rate plus 0.50% and (iii) one-month SOFR rate plus 1.00%. The applicable margin for borrowings varies (a) in the case of Daily Simple SOFR and SOFR loans, from 1.75% to 2.50% per annum and (b) in the case of Alternate Base Rate loans and one-month SOFR loans, from 0.75% to 1.50% per annum, and will be determined based on a total leverage ratio pricing grid. In addition, the Partnership is required to pay commitment fees based on the daily unused amount of the Credit Agreement in an amount per annum equal to 0.25%. Amounts borrowed and repaid under the Credit Agreement may be re-borrowed, subject to borrowing base availability.

The Credit Agreement also contains various financial covenants, including covenants requiring us to maintain:

•a minimum EBITDA to interest coverage ratio of 2.50 to 1.00, determined as of the last day of each fiscal quarter, with EBITDA and interest expense annualized for the most-recent fiscal quarter;

•a ratio of total secured indebtedness to EBITDA not greater than 3.00 to 1.00 or less than 0.00 to 1.00, determined as of the last day of each fiscal quarter, with EBITDA annualized for the most-recent fiscal quarter; and

•a funded debt-to-EBITDA ratio, defined in the Credit Agreement as the Total Leverage Ratio, determined as of the last day of each fiscal quarter with EBITDA annualized for the most-recent fiscal quarter, of not greater than 5.50 to 1.00 or less than 0.00 to 1.00.

For purposes of the above covenants, EBITDA is calculated as set forth in the Credit Agreement. For a more detailed description of the Credit Agreement, see Note 8 to our unaudited condensed consolidated financial statements in Part I, Item 1 “Financial Statements” of this report and Note 10 to the consolidated financial statements in Part II, Item 8 “Financial Statements and Supplementary Data” included in our 2025 Annual Report.

Senior Notes

As of September 30, 2026, we had $1.0 billion, $750.0 million, and $600 million aggregate principal amount outstanding on our Senior Notes 2029, Senior Notes 2033, and Senior Notes 2035, respectively.

The Senior Notes 2029 are due on March 15, 2029, and accrue interest at the rate of 7.125% per year. Interest on the Senior Notes 2029 is payable semi-annually in arrears on each of March 15 and September 15.

The Senior Notes 2033 are due on October 1, 2033, and accrue interest at the rate of 6.250% per year. Interest on the Senior Notes 2033 is payable semi-annually in arrears on each of April 1 and October 1, commencing on April 1, 2026.

The Senior Notes 2035 are due on April 1, 2035, and accrue interest at the rate of 6.750% per year. Interest on the Senior Notes 2035 is payable semi-annually in arrears on each of April 1 and October 1, commencing on April 1, 2027.

For more detailed descriptions of the Senior Notes 2029, Senior Notes 2033, and Senior Notes 2035, see Note 8 to our unaudited condensed consolidated financial statements in Part I, Item 1 “Financial Statements” of this report and Note 10 to the consolidated financial statements in Part II, Item 8 “Financial Statements and Supplementary Data” included in our 2025 Annual Report.

DRIP

During the nine months ended September 30, 2026, distributions of $143 thousand were reinvested under the DRIP resulting in the issuance of 5,448 common units. Such distributions are treated as non-cash transactions in the accompanying unaudited condensed consolidated statements of cash flows included under Part I, Item 1 “Financial Statements” of this report.