News Release

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USA Compression Announces Pricing of Public Offering of Common Units

AUSTIN, Texas--(BUSINESS WIRE)--Dec. 8, 2016-- USA Compression Partners, LP (NYSE: USAC) (the “Partnership”), announced today the pricing of an underwritten public offering of 4,500,000 common units representing limited partner interests in the Partnership (“common units”) at a public offering price of $16.25 per common unit. The underwriters have been granted a 30-day option to purchase up to an additional 675,000 common units from the Partnership at the public offering price less the underwriting discount. The offering is scheduled to close on December 14, 2016, subject to customary closing conditions.

The Partnership intends to use the net proceeds from the offering, after discounts, commissions and offering expenses, to reduce indebtedness outstanding under its revolving credit facility and for general partnership purposes.

J.P. Morgan, UBS Investment Bank and Wells Fargo Securities are acting as joint book-running managers for the offering. Raymond James, RBC Capital Markets, Ladenburg Thalmann and MUFG are acting as co-managers for the offering.

The offering of these securities is being made only by means of the prospectus supplement and accompanying base prospectus as filed with the Securities and Exchange Commission (the “SEC”). Copies of the prospectus supplement and accompanying base prospectus relating to the offering may be obtained free of charge on the SEC’s website at www.sec.gov under the Partnership’s name or from the underwriters of the offering as follows:

         
J.P. Morgan UBS Investment Bank
c/o Broadridge Financial Solutions Attn: Prospectus Department
1155 Long Island Avenue 1285 Avenue of the Americas
Edgewood, New York, 11717 New York, New York 10019
(866) 803-9204 (888) 827-7275

prospectus-eq_fi@jpmchase.com

 
Wells Fargo Securities
Attn: Equity Syndicate Dept.
375 Park Avenue
New York, New York 10152

cmclientsupport@wellsfargo.com

(800) 326-5897
 

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described above, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. The offer is being made only through the prospectus as supplemented, which is part of an effective registration statement on Form S-3 previously filed by the Partnership with the SEC.

ABOUT USA COMPRESSION PARTNERS, LP

USA Compression Partners, LP is a growth-oriented Delaware limited partnership that is one of the nation’s largest independent providers of compression services in terms of total compression fleet horsepower. The Partnership partners with a broad customer base composed of producers, processors, gatherers and transporters of natural gas and crude oil. The Partnership focuses on providing compression services to infrastructure applications primarily in high volume gathering systems, processing facilities and transportation applications.

FORWARD-LOOKING STATEMENTS

Statements in this press release may be forward-looking statements as defined under federal law, including those related to the Partnership’s potential securities offering. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties and factors, many of which are outside the control of the Partnership, and a variety of risks that could cause results to differ materially from those expected by management of the Partnership. The Partnership undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this press release. Known material factors that could cause the Partnership’s actual results to differ materially from the results contemplated by such forward-looking statements are described in the prospectus as supplemented, which is a part of the Registration Statement, Part I, Item 1A (“Risk Factors”) of the Partnership’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, which was filed with the Securities and Exchange Commission on February 11, 2016, and Part II, Item 1A (“Risk Factors”) of the Partnership’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016, which was filed with the Securities and Exchange Commission on August 4, 2016. You should also understand that it is not possible to predict or identify all such factors and you should not consider these factors to be a complete statement of all potential risks and uncertainties.

Source: USA Compression Partners, LP

USA Compression Partners, LP
Matthew C. Liuzzi, 512-473-2662
Vice President, Chief Financial Officer and Treasurer
ir@usacompression.com