usac-20250930

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

For the quarterly period ended September 30, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

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. Employer Identification No.)


8117 Preston Road, Suite 510A Dallas, Texas (Address of principal executive offices)			75225 (Zip Code)

(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

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 1 6 – 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

Table of Contents

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

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. Financial Statements

USA COMPRESSION PARTNERS, LP

Unaudited Condensed Consolidated Balance Sheets

(in thousands, except unit amounts)


	September 30, 2025		December 31, 2024
Assets
Current assets:
Cash and cash equivalents	$	—	$	14

Accounts receivable, net of allowances for credit losses of $1,475 and $1,474, respectively	100,883		88,478

Related-party receivables	2,982		636
Inventories	137,416		133,901

Prepaid expenses and other assets	10,293		11,967
Total current assets	251,574		234,996
Property and equipment, net	2,180,728		2,273,376
Lease right-of-use assets	14,501		14,336

Identifiable intangible assets, net	194,238		216,273
Other assets	18,173		6,620
Total assets	$	2,659,214	$	2,745,601
Liabilities, Preferred Units, and Partners’ Deficit
Current liabilities:
Accounts payable	$	24,677	$	27,245
Related-party payables	16,815		105
Accrued liabilities	78,394		99,428
Deferred revenue	64,894		63,900
Total current liabilities	184,780		190,678
Long-term debt, net	2,529,382		2,502,557
Operating lease liabilities	11,402		11,678

Other liabilities	10,462		12,930
Total liabilities	2,736,026		2,717,843
Commitments and contingencies
Preferred Units	73,402		168,809
Partners’ deficit:
Common units, 122,685,471 and 117,314,783 units issued and outstanding, respectively	(150,214)		(141,051)


Total liabilities, Preferred Units, and partners’ deficit	$	2,659,214	$	2,745,601

See accompanying notes to unaudited condensed consolidated financial statements.

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USA COMPRESSION PARTNERS, LP

Unaudited Condensed Consolidated Statements of Operations

(in thousands, except per unit amounts)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Revenues:
Contract operations	$	227,990	$	220,518	$	680,242	$	662,265
Parts and service	5,370		5,756		16,971		17,043
Related party	16,896		13,694		48,402		25,249
Total revenues	250,256		239,968		745,615		704,557
Costs and expenses:
Cost of operations, exclusive of depreciation and amortization	76,951		81,814		245,068		235,048
Depreciation and amortization	71,222		67,237		212,456		195,801
Selling, general, and administrative	16,694		15,364		48,452		52,364
Loss (gain) on disposition of assets	830		(123)		2,194		1,113
Impairment of assets	622		—		7,509		311

Total costs and expenses	166,319		164,292		515,679		484,637
Operating income	83,937		75,676		229,936		219,920
Other income (expense):
Interest expense, net	(47,066)		(49,361)		(142,109)		(144,855)
Loss on extinguishment of debt	—		—		—		(4,966)
Gain (loss) on derivative instrument	—		(6,218)		—		5,684
Other	24		23		65		83
Total other expense	(47,042)		(55,556)		(142,044)		(144,054)
Net income before income tax expense	36,895		20,120		87,892		75,866
Income tax expense	2,407		793		4,333		1,728
Net income	34,488		19,327		83,559		74,138
Less: distributions on Preferred Units	(1,950)		(4,388)		(8,288)		(13,163)
Net income attributable to common unitholders’ interests	$	32,538	$	14,939	$	75,271	$	60,975




Weighted average common units outstanding – basic	122,678		117,017		119,742		112,151

Weighted average common units outstanding – diluted	123,086		118,256		120,292		113,296

Basic net income per common unit	$	0.27	$	0.13	$	0.63	$	0.54

Diluted net income per common unit	$	0.26	$	0.13	$	0.63	$	0.54

Distributions declared per common unit for respective periods	$	0.525	$	0.525	$	1.575	$	1.575

See accompanying notes to unaudited condensed consolidated financial statements.

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USA COMPRESSION PARTNERS, LP

Unaudited Condensed Consolidated Statements of Changes in Partners’ Deficit

(in thousands, except per unit amounts)



	Common units
Partners’ deficit ending balance, December 31, 2024	$	(141,051)
Vesting of phantom units	5,251
Distributions and DERs, $0.525 per unit	(61,737)
Issuance of common units under the DRIP	62
Unit-based compensation for equity-classified awards	640

Net income attributable to common unitholders’ interests	16,124
Partners’ deficit ending balance, March 31, 2025	(180,711)
Vesting of phantom units	986
Distributions and DERs, $0.525 per unit	(61,765)
Issuance of common units under the DRIP	58
Unit-based compensation for equity-classified awards	437
Exercise and conversion of Preferred Units into common units	92,971
Net income attributable to common unitholders’ interests	26,609
Partners’ deficit ending balance, June 30, 2025	(121,415)
Vesting of phantom units	2,529
Distributions and DERs, $0.525 per unit	(64,443)
Issuance of common units under the DRIP	36
Unit-based compensation for equity classified awards	541

Net income attributable to common unitholders’ interests	32,538
Partners’ deficit ending balance, September 30, 2025	(150,214)



	Common units
Partners’ deficit ending balance, December 31, 2023	$	(293,285)

Distributions and DERs, $0.525 per unit	(54,098)
Issuance of common units under the DRIP	440
Unit-based compensation for equity-classified awards	78
Exercise and conversion of Preferred Units into common units	38,108
Net income attributable to common unitholders’ interests	19,185
Partners’ deficit ending balance, March 31, 2024	(289,572)

Distributions and DERs, $0.525 per unit	(61,453)
Issuance of common units under the DRIP	331
Unit-based compensation for equity-classified awards	83
Exercise and conversion of Preferred Units into common units	262,592
Net income attributable to common unitholders’ interests	26,851
Partners’ deficit ending balance, June 30, 2024	(61,168)

Distributions and DERs, $0.525 per unit	(61,462)
Issuance of common units under the DRIP	354
Unit-based compensation for equity classified awards	83
Net income attributable to common unitholders’ interests	14,939
Partners’ deficit ending balance, September 30, 2024	$	(107,254)

See accompanying notes to unaudited condensed consolidated financial statements.

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USA COMPRESSION PARTNERS, LP

Unaudited Condensed Consolidated Statements of Cash Flows

(in thousands)


	Nine Months Ended September 30,
	2025		2024
Cash flows from operating activities:
Net income	$	83,559	$	74,138
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	212,456		195,801

Amortization of debt issuance costs	6,605		6,503
Unit-based compensation expense	2,815		11,000
Deferred income tax expense	30		427
Loss on disposition of assets	2,194		1,113
Loss on extinguishment of debt	—		4,966
Change in fair value of derivative instrument	—		1,204
Impairment of assets	7,509		311

Changes in assets and liabilities:
Accounts receivable and related-party receivables, net	(14,751)		(10,837)
Inventories	(35,384)		(90,912)
Prepaid expenses and other current assets	1,674

SEC Form 10-Q filed by USA Compression Partners LP