usac-20260630

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 June 30, 2026


☐			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)


Texas (State or other jurisdiction of incorporation or organization)			75-2771546 (I.R.S. Employer Identification No.)


8115 Preston Road, Suite 700 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 July 31, 2026, there were 144,943,345 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’ Capital (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			8
Note 3 – Trade Accounts Receivable			11
Note 4 – Inventories			11
Note 5 – Property and Equipment and Identifiable Intangible Assets			12
Note 6 – Current Liabilities			13
Note 7 – Income Tax Expense			13
Note 8 – Debt Obligations			13
Note 9 – Preferred Units			15
Note 10 – Partners’ Capital (Deficit)			16
Note 11 – Revenue Recognition			17
Note 12 – Related Party Transactions			18
Note 13 – Commitments and Contingencies			19
Note 14 – Reportable Segments			19
Note 15 – Recent Accounting Pronouncements			20
Note 16 – Subsequent Event			20
ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			21
Operating Highlights			22
Financial Results of Operations			24
Liquidity and Capital Resources			28
Non-GAAP Financial Measures			31
ITEM 3. Quantitative and Qualitative Disclosures About Market Risk			37
ITEM 4. Controls and Procedures			38

PART II. OTHER INFORMATION			39
ITEM 1. Legal Proceedings			39
ITEM 1A. Risk Factors			39

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
Partnership Agreement						Agreement of Limited Partnership of USA Compression Partners, LP, and any predecessor thereto if the context so dictates
Preferred Units						Series A Preferred Units representing limited partner interests in USA Compression Partners, LP
SEC						United States Securities and Exchange Commission
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)


	June 30, 2026		December 31, 2025
Assets
Current assets:
Cash and cash equivalents	$	9,478	$	8,564

Accounts receivable, net of allowances for credit losses of $2,725 and $1,475, respectively	132,458		80,823

Related-party receivables	6,975		1,653
Inventories	159,397		134,488

Prepaid expenses and other assets	14,739		11,047
Total current assets	323,047		236,575
Property and equipment, net	3,029,842		2,162,624
Lease right-of-use assets	19,237		13,716

Identifiable intangible assets, net	176,740		186,893
Other assets	19,227		20,123
Goodwill	117,446		—
Total assets	$	3,685,539	$	2,619,931
Liabilities and Partners’ Capital (Deficit)
Current liabilities:
Accounts payable	$	38,043	$	20,122
Related-party payables	14,661		7,997
Accrued liabilities	112,814		93,785
Deferred revenue	74,622		65,013
Total current liabilities	240,140		186,917
Long-term debt, net	2,942,101		2,523,970
Operating lease liabilities	15,412		10,704
Deferred income taxes	196,488		5,242
Other liabilities	4,331		5,600
Total liabilities	3,398,472		2,732,433
Commitments and contingencies

Partners’ capital (deficit):
Common units, 144,974,152 and 126,795,135 units issued and outstanding, respectively	287,067		(112,502)


Total liabilities and partners’ capital (deficit)	$	3,685,539	$	2,619,931

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 June 30,				Six Months Ended June 30,
	2026		2025		2026		2025
Revenues:
Contract operations	$	304,857	$	227,277	$	598,366	$	452,252
Parts and service	22,136		6,507		44,007		11,601
Related party	15,153		16,341		31,048		31,506
Total revenues	342,146		250,125		673,421		495,359
Costs and expenses:
Cost of operations, exclusive of depreciation and amortization	124,790		86,499		242,692		168,117
Depreciation and amortization	89,071		70,841		176,217		141,234
Selling, general, and administrative	28,895		12,896		64,252		31,758
(Gain) loss on disposition of assets	(994)		39		(1,539)		1,364
Impairment of assets	—		3,242		4		6,887

Total costs and expenses	241,762		173,517		481,626		349,360
Operating income	100,384		76,608		191,795		145,999
Other income (expense):
Interest expense, net	(49,258)		(47,674)		(98,224)		(95,043)
Loss on extinguishment of debt	—		—		(1)		—

Other	6		16		26		41
Total other expense	(49,252)		(47,658)		(98,199)		(95,002)
Net income before income tax expense	51,132		28,950		93,596		50,997
Income tax expense	5,480		391		9,602		1,926
Net income	45,652		28,559		83,994		49,071
Less: distributions on Preferred Units	—		(1,950)		—		(6,338)
Net income attributable to common unitholders’ interests	$	45,652	$	26,609	$	83,994	$	42,733




Weighted average common units outstanding – basic	144,974		119,003		143,862		118,258

Weighted average common units outstanding – diluted	145,619		119,503		144,375		118,879

Basic and diluted net income per common unit	$	0.31	$	0.22	$	0.58	$	0.36



Distributions declared per common unit for respective periods	$	0.525	$	0.525	$	1.050	$	1.050

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’ Capital (Deficit)

(in thousands, except per unit amounts)



	Common units
Partners’ deficit ending balance, December 31, 2025	$	(112,502)
Unit-based compensation for equity-classified awards	1,148
Distributions and DERs, $0.525 per unit	(66,934)
Issuance of common units under the DRIP	48
Common units issued for J-W Power Acquisition	456,564

Net income attributable to common unitholders’ interests	38,342
Partners’ capital ending balance, March 31, 2026	316,666

Distributions and DERs, $0.525 per unit	(76,481)
Issuance of common units under the DRIP	49
Unit-based compensation for equity-classified awards	1,181
Net income attributable to common unitholders’ interests	45,652







Partners’ capital ending balance, June 30, 2026	$	287,067



	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)

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)


	Six Months Ended June 30,
	2026		2025
Cash flows from operating activities:
Net income	$	83,994	$	49,071
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	176,217		141,234
Provision for expected credit losses	398		—
Amortization of debt issuance costs	3,672		4,472
Amortization of capitalized SaaS implementation costs	714		—
Unit-based compensation expense	4,013		1,648
Deferred income tax expense	4,650		46
(Gain) loss on disposition of assets