USA Compression closes $600M of 6.750% senior notes due 2035

USA Compression Partners, LP said that on September 18, 2026 it and USA Compression Finance Corp. issued $600 million aggregate principal amount of 6.750% senior notes due 2035 under an Indenture with U.S. Bank Trust Company, National Association as trustee, with net proceeds directed to repay credit-agreement borrowings.

USA Compression turned a September pricing into a closed $600 million senior notes book on September 18, 2026 — locking a 6.750% coupon out to April 1, 2035 and directing net proceeds to repay borrowings under its credit agreement.

$600 million of 6.750% notes due 2035

On September 18, 2026, USA Compression Partners, LP (NYSE: USAC) and its wholly owned subsidiary USA Compression Finance Corp. issued $600 million aggregate principal amount of 6.750% senior notes due 2035 in a previously announced private offering. The notes were issued pursuant to an Indenture among the issuers, the guarantors named in the Indenture, and U.S. Bank Trust Company, National Association as trustee. Interest accrues from September 18, 2026 at 6.750% per year and is payable semi-annually in arrears on April 1 and October 1, beginning April 1, 2027. The form of note states principal is payable on April 1, 2035.

The issuance was not registered under the Securities Act. The notes are to be resold within the United States only to persons reasonably believed to be qualified institutional buyers under Rule 144A and outside the United States only to non-U.S. persons under Regulation S. The notes are guaranteed, jointly and severally, on a senior unsecured basis by the Partnership’s existing subsidiaries (other than Finance Corp.) and each future restricted subsidiary that either borrows under or guarantees obligations under the Partnership’s credit agreement or guarantees certain other Partnership indebtedness.

How the cash is meant to be used

Item 1.01 says net proceeds from the issuance and sale of the notes and the guarantees will be used to repay outstanding borrowings under the Partnership’s credit agreement and to pay fees and expenses incurred in connection with the offering.

Optional redemption and change-of-control repurchase

Before October 1, 2029, the issuers may redeem up to 40% of the aggregate principal amount at 106.750% of principal plus accrued interest with net proceeds from one or more equity offerings, subject to the Indenture’s 60% outstanding and 180-day closing conditions. Before that same date they may also redeem some or all of the notes at principal plus a make-whole premium, plus accrued interest. On or after October 1, 2029, they may redeem at the prices set forth in the Indenture. If the issuers experience a change of control followed by a ratings decline caused by that event, they may be required to offer to repurchase the notes at 101% of principal plus accrued interest, unless they have already exercised or concurrently exercise a redemption right.

The notes and guarantees are general unsecured obligations ranking equally with existing and future senior indebtedness and effectively subordinated to secured debt — including the credit agreement — to the extent of the collateral, and structurally subordinated to indebtedness of non-guarantor subsidiaries.

What this filing settles

This Form 8-K settles that the $600 million 6.750% senior notes offering closed on September 18, 2026 — not merely priced — with stated coupon, April 1, 2035 maturity on the form of note, U.S. Bank Trust Company as trustee, subsidiary guarantees tied to the credit agreement, and stated use of proceeds to repay that facility. It does not quantify net proceeds after discounts and fees, state the amount repaid under the credit agreement, or attach a separate registration-rights agreement exhibit in Item 9.01 beyond the Indenture filed as Exhibit 4.1.