USA Compression Partners (USAC) M&A Announcement summary

Deal rationale and strategic fit

• Acquisition expands scale to a combined fleet of 4.4 million active horsepower, enhancing service capacity and market leadership in key U.S. basins including Bakken, Uinta, Arkoma, Rockies, Mid-Con, Gulf Coast, and Northeast.

• Diversifies business lines with larger aftermarket services, parts distribution, and specialized manufacturing.

• Broadens and strengthens customer base with over 300 customers, long-term relationships, and limited overlap among top clients.

• Combines two companies with complementary business models and a shared focus on people, culture, equipment, and service.

• Positions for organic growth, with active horsepower expected to grow 2% by year-end 2026.

Financial terms and conditions

• Total consideration is approximately $860 million, split evenly between $430 million in cash and 18.3 million new common units valued at $23.50 each, at ~5.8x 2026E Adjusted EBITDA.

• Cash portion funded via existing credit facility; deal is debt-free, cash-free with legacy ABL retired at close.

• Transaction is deleveraging and expected to accelerate path to sub-4.0x leverage.

• Expected to be accretive to Distributable Cash Flow in the near term and reduce leverage below 4x on a pro forma basis.

Synergies and expected cost savings

• No synergies assumed at announcement, but meaningful improvements expected over time through operational streamlining and integration of best practices.

• Anticipated cost savings from filling open positions with acquired employees and integrating HR, IT, and benefits platforms.

• Potential for tax synergies as contracts are moved to MLP qualified income.

• Additional optionality from expanded aftermarket and manufacturing services.

• Near-term accretion anticipated on a Distributable Cash Flow basis.