SCHEDULE: Westerman Interests Takes 12.9% Stake in USA Compression

Westerman Interests, Inc. and Westerman, Ltd. have acquired a 12.9% beneficial ownership in USA Compression Partners, LP common units as part of an $860 million acquisition.

Summary

• Westerman Interests, Inc. and Westerman, Ltd. (the "Reporting Persons") jointly filed a Schedule 13D, reporting beneficial ownership of 18,175,323 Common Units of USA Compression Partners, LP (the "Issuer").
• This ownership represents approximately 12.9% of the Issuer's outstanding Common Units, calculated based on 140,860,794 total units.
• The Common Units were acquired as part of the consideration for the sale of J-W Energy Company to USA Compression Partners, LLC, a wholly-owned subsidiary of the Issuer.
• The acquisition, which closed on January 12, 2026, had an aggregate purchase price of approximately $860.0 million.
• The consideration consisted of $430.0 million in cash and $430.0 million in Common Units of the Issuer.
• Westerman LP, the direct holder of the units, is controlled by Westerman Interests, Inc., its general partner.
• The Reporting Persons acquired the units for investment purposes and reserve the right to evaluate, dispose of, acquire additional, or propose corporate actions regarding their investment.

Sentiment

Score: 6

Explanation: The filing reports the expected closing of a significant acquisition and the resulting beneficial ownership. This is a neutral to slightly positive event, reflecting the execution of a strategic transaction for the Issuer and a substantial investment for the Reporting Persons.

Positives

• Westerman LP received a significant equity stake (12.9%) in USA Compression Partners, LP as part of the acquisition consideration, aligning their interests with the Issuer's future performance.
• USA Compression Partners, LP successfully completed the acquisition of J-W Energy Company, expanding its business operations.

Risks

• The Reporting Persons reserve the right to dispose of all or part of their investment in the Common Units at any time, which could impact market liquidity and share price.
• The Reporting Persons may acquire additional Common Units, propose a merger or similar business combination, or take other actions with respect to the Issuer, potentially leading to changes in corporate structure or control.

Future Outlook

The Reporting Persons intend to continue evaluating the Issuer's business, prospects, financial condition, and market for Common Units. They reserve the right to dispose of or acquire additional Common Units, propose mergers, or take other actions with respect to the Issuer.

Industry Context

This filing reflects the completion of a significant acquisition by USA Compression Partners, LP, indicating strategic growth and potential consolidation within the natural gas compression services industry. The transaction integrates J-W Energy Company's assets into USA Compression's portfolio, potentially enhancing its market position and operational scale.

Management Changes

Corporate Governance

Stakeholder Impact

• Shareholders of USA Compression Partners, LP will see a new significant unitholder (Westerman LP) with a 12.9% stake, potentially influencing future corporate actions and governance.
• The acquisition of J-W Energy Company is expected to impact the Issuer's operational scale and financial performance, which could affect shareholder value.
• The Board Observer Rights Agreement provides a mechanism for a major unitholder to monitor the Issuer's governance, potentially enhancing oversight.

Next Steps

• 50% of the equity consideration Common Units will remain restricted for six months after the closing date.
• The remaining 50% of the equity consideration Common Units will remain restricted for twelve months after the closing date.
• Adjustment Common Units will cease to be restricted following the final post-closing purchase price adjustment.
• Indemnification Reserve Common Units will be released from restrictions in tranches at twelve and fifteen months after closing, with any remaining units released upon final resolution of claims.
• Westerman LP is entitled to appoint one non-voting observer to the board of directors of the Issuer's general partner for one year from the closing date.

Key Dates

Keywords

USA Compression Partners, Westerman Interests, Schedule 13D, beneficial ownership, limited partner interests, acquisition, J-W Energy Company, corporate governance, investment