USA Compression Partners Announces $600M Senior Notes Offering

What Happened

• On September 9, 2026, USA Compression Partners, LP and its wholly owned subsidiary USA Compression Finance Corp. entered a purchase agreement with J.P. Morgan Securities LLC and other initial purchasers to issue $600.0 million aggregate principal amount of 6.750% senior notes due 2035. The Notes are senior unsecured and will be jointly and severally guaranteed by the Partnership’s existing subsidiaries (other than Finance Corp.) and certain future restricted subsidiaries.
• The Notes will be sold at par, with estimated net proceeds to the Issuers of approximately $592.1 million after discounts, commissions and offering expenses. Closing is expected on or about September 18, 2026. Proceeds will be used to repay outstanding borrowings under the Partnership’s credit agreement and to pay offering fees and expenses.

Key Details

• Offering size: $600.0 million principal amount of 6.750% senior notes due 2035.
• Net proceeds: ~ $592.1 million (after estimated discounts/fees).
• Expected closing: on or about September 18, 2026.
• Transaction structure: sold under Section 4(2) of the Securities Act; resales to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S; notes will not be registered.
• Other terms: 90‑day agreement restricting Issuers/Guarantors from issuing other debt securities without prior consent of J.P. Morgan Securities LLC. Initial purchasers/affiliates have existing banking and lending relationships with the Partnership and may receive portions of proceeds used to repay the credit facility.

Why It Matters

• This transaction primarily refinances the Partnership’s credit agreement borrowings, which can reduce near-term leverage risk tied to the revolving/term loan facility and simplify the capital structure by replacing some bank debt with long‑dated public notes due 2035.
• The new 6.75% fixed-rate notes fix interest costs for the borrowed amount through 2035 but add senior unsecured debt to the balance sheet; investors should note the guarantees by subsidiaries and that the securities are unregistered (Rule 144A/Reg S placements).