0001522727-23-000006 | 10-K | XBRL Viewer | USA Compression Partners LP

Trade Accounts Receivable (Tables)

12 Months Ended

Dec. 31, 2022

Trade Accounts Receivable, Allowance for Credit Loss

The following summarizes activity within our trade accounts receivable allowance for credit losses balance (in thousands):


	Allowance for Credit Losses
Balance as of December 31, 2020	$	4,982
Current-period provision for expected credit losses	(2,700)
Write-offs charged against the allowance	(264)
Recoveries collected	39
Balance as of December 31, 2021	2,057
Current-period provision for expected credit losses	(700)
Write-offs charged against the allowance	(203)
Recoveries collected	10
Balance as of December 31, 2022	$	1,164

Inventory (Tables)

12 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

Schedule of components of inventories

Components of inventories are as follows (in thousands):


	December 31,
	2022		2021
Serialized parts	$	46,923	$	44,642
Non-serialized parts	46,831		41,174
Total inventories	$	93,754	$	85,816

Preferred Units - Narrative (Details) $ / shares in Units, $ in Millions															12 Months Ended
	Jan. 12, 2023 $ / shares	Nov. 04, 2022 $ / shares	Aug. 05, 2022 $ / shares	May 06, 2022 $ / shares	Feb. 04, 2022 $ / shares	Nov. 05, 2021 $ / shares	Aug. 06, 2021 $ / shares	May 07, 2021 $ / shares	Feb. 05, 2021 $ / shares	Nov. 06, 2020 $ / shares	Aug. 10, 2020 $ / shares	May 08, 2020 $ / shares	Feb. 07, 2020 $ / shares	Apr. 02, 2018 USD ($) tranche $ / shares shares	Dec. 31, 2022 $ / shares shares	Dec. 31, 2021 tranche $ / shares shares	Dec. 31, 2020 $ / shares	Apr. 02, 2023 shares	Apr. 02, 2022	Apr. 02, 2021	Nov. 13, 2018 shares
Preferred Units [Line Items]
Number of tranches of warrants \| tranche														2		2
Preferred units, outstanding (in shares)															500,000	500,000
Preferred units, issued (in shares)															500,000	500,000
Preferred stock, dividends per share, declared (in dollars per share) \| $ / shares		$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375		$ 97.50	$ 97.50	$ 97.50
Preferred unit, percent of amount eligible for conversion																			66.67%	33.33%
Convertible preferred unit, number of units eligible for conversion (in shares)															333,333
Convertible preferred units, number of common units issued upon conversion (in shares)															16,657,088
Forecast
Preferred Units [Line Items]
Preferred unit, percent of amount eligible for conversion																		100.00%
Convertible preferred units, number of common units issued upon conversion (in shares)																		24,985,633
Series A Preferred Units
Preferred Units [Line Items]
Conversion rate numerator value plus unpaid cash distributions on the applicable preferred unit \| $ / shares															$ 1,000
Conversion rate denominator for each Preferred Unit \| $ / shares															$ 20.0115
Preferred units, if redeemed, electable to be paid in common units (as a percent)															50.00%
Series A Preferred Units \| Quarterly
Preferred Units [Line Items]
Distribution per unit (in dollars per share) \| $ / shares															$ 24.375
Series A Preferred Units \| EIG
Preferred Units [Line Items]
Proceeds from private placement sale \| $														$ 500
Units issued														500,000
Face value (in dollars per unit) \| $ / shares														$ 1,000
Common units
Preferred Units [Line Items]
Common units that are potentially issuable																					41,202,553
Subsequent Event
Preferred Units [Line Items]
Preferred stock, dividends per share, declared (in dollars per share) \| $ / shares	$ 24.375

Unit-based Compensation (Details) - USD ($) $ in Thousands	12 Months Ended
Unit-based Compensation (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Nov. 01, 2018
Unit-based Compensation
Cash paid related to net settlement of unit-based awards	$ 2,961	$ 3,174	$ 1,125
Phantom units
Unit-based Compensation
Total fair value and intrinsic value of the phantom units vested	4,100	4,000	1,700
LTIP
Unit-based Compensation
Number of common units that may be delivered pursuant to awards under the plan				10,000,000
Cash paid related to net settlement of unit-based awards	$ 3,000	$ 3,200	$ 1,100
LTIP \| Phantom units
Unit-based Compensation
Granted (in units)	603,365	638,903	741,963
Vesting period	3 years
Vested (in units)	386,916	475,831	223,658
Compensation expense	$ 15,900	$ 15,500	$ 8,400
Unit-based compensation liability	17,700	$ 13,300
Unrecognized compensation cost associated with phantom unit awards	$ 24,100
Weighted-average period over which the unrecognized compensation cost is expected to be recognized	2 years 7 months 6 days
LTIP \| Phantom units \| Vesting at the end of the third year of service
Unit-based Compensation
Percentage of outstanding unvested phantom units that vested upon change in control	60.00%
Percentage of awards vesting	60.00%
LTIP \| Phantom units \| Vesting at the end of the fifth year of service
Unit-based Compensation
Percentage of outstanding unvested phantom units that vested upon change in control	40.00%
Percentage of awards vesting	40.00%

Other Current Liabilities

12 Months Ended

Dec. 31, 2022

Other Liabilities Disclosure [Abstract]

Other Current Liabilities

Components of other current liabilities included the following (in thousands):


	December 31,
	2022		2021
Accrued sales tax contingencies (1)	$	—	$	44,923
Accrued interest expense	32,763		30,850

Accrued unit-based compensation liability	17,743		13,280
Accrued capital expenditures	10,028		3,521

________________________

(1)Refer to Note 16 for further information on the accrued sales tax contingencies.

Preferred Units - Schedule of Dividends Declared (Details) - $ / shares													12 Months Ended
	Nov. 04, 2022	Aug. 05, 2022	May 06, 2022	Feb. 04, 2022	Nov. 05, 2021	Aug. 06, 2021	May 07, 2021	Feb. 05, 2021	Nov. 06, 2020	Aug. 10, 2020	May 08, 2020	Feb. 07, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Equity [Abstract]
Preferred stock, dividends per share, declared (in dollars per share)	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 24.375	$ 97.50	$ 97.50	$ 97.50

Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Other Liabilities Disclosure [Abstract]
Accrued sales tax contingencies	$ 0	$ 44,923
Accrued interest expense	32,763	30,850
Accrued unit-based compensation liability	17,743	13,280
Accrued capital expenditures	$ 10,028	$ 3,521

Long-term Debt - Narrative (Details)		12 Months Ended
Long-term Debt - Narrative (Details)	Dec. 08, 2021 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Oct. 01, 2023 USD ($)	Sep. 30, 2023 USD ($)	Jul. 01, 2022
Long-term debt
Long-term debt, current portion		$ 0
Loan fees and incurred costs paid during period		$ 549,000	$ 9,960,000	$ 3,875,000
USA Compression Partners, LP
Long-term debt
Ownership interest in guarantors (as a percent)		100.00%
Restricted net assets		$ 0
Revolving credit facility
Long-term debt
Maximum borrowing capacity	$ 1,600,000,000
Amount of further potential increase in maximum capacity	$ 200,000,000
Minimum EBITDA to interest coverage ratio	2.5
Maximum funded debt to EBITDA ratio							5.50
Increase in maximum funded debt to EBITDA ratio in connection with certain future acquisitions	0.25
Debt instrument covenant maximum funded debt to EBITDA ratio with specified acquisition	5.50
Consecutive period following the period in which any acquisition occurs for maintaining increased maximum funded debt to EBITDA ratio	6 months
Loan fees and incurred costs paid during period			$ 10,000,000
Arrangement fee, consent fee, and other fees incurred				$ 3,400,000
Line of credit facility, fair value of amount outstanding		646,000,000
Borrowing base availability		954,000,000
Borrowing capacity, subject to covenants		$ 333,100,000
Borrowing base percentage representing eligible compression units		94.00%
Effective interest rate (as a percent)		6.84%
Weighted average interest rate (as a percent)		4.48%
Letters of credit		$ 0
Commitment fee on the unused portion of the revolving credit facility (as a percent)		0.375%
Revolving credit facility \| Forecast
Long-term debt
Capacity available for repayment of debt					$ 100,000,000	$ 250,000,000
Maximum funded debt to EBITDA ratio					5.25
Revolving credit facility \| Federal Funds Effective Rate
Long-term debt
Debt instrument, basis spread on variable rate	0.50%
Revolving credit facility \| One-month Secured Overnight Financing Rate
Long-term debt
Debt instrument, basis spread on variable rate	1.00%
Revolving credit facility \| Minimum
Long-term debt
Debt instrument secured indebtedness to EBITDA ratio	0.00
Revolving credit facility \| Minimum \| SOFR Loan
Long-term debt
Debt instrument, basis spread on variable rate	2.00%
Revolving credit facility \| Minimum \| Base Rate
Long-term debt
Debt instrument, basis spread on variable rate	1.00%
Revolving credit facility \| Maximum
Long-term debt
Debt instrument secured indebtedness to EBITDA ratio	3.00
Revolving credit facility \| Maximum \| SOFR Loan
Long-term debt
Debt instrument, basis spread on variable rate	2.75%
Revolving credit facility \| Maximum \| Base Rate
Long-term debt
Debt instrument, basis spread on variable rate	1.75%
Senior Notes 2027, aggregate principal
Long-term debt
Effective interest rate (as a percent)		6.875%
Senior Notes 2026, aggregate principal
Long-term debt
Effective interest rate (as a percent)		6.875%

Inventories

12 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

Inventories

Components of inventories are as follows (in thousands):


	December 31,
	2022		2021
Serialized parts	$	46,923	$	44,642
Non-serialized parts	46,831		41,174
Total inventories	$	93,754	$	85,816

Employee Benefit Plans (Details) - 401(k) Plan - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Employee Benefit Plans
Maximum annual employee contribution, as a percentage	20.00%
Maximum annual employee contribution	$ 20,500
Aggregate discretionary employer matching contributions	$ 3,200,000	$ 3,500,000	$ 3,400,000

Long-term Debt - Schedule of Long-term debt (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Long-term debt
Less: deferred financing costs, net of amortization	$ (14,307)	$ (18,108)
Total long-term debt	2,106,649	1,973,234
Senior Notes 2026, aggregate principal
Long-term debt
Aggregate principal amount of senior notes	725,000	725,000
Senior Notes 2027, aggregate principal
Long-term debt
Aggregate principal amount of senior notes	750,000	750,000
Senior Notes
Long-term debt
Total long-term debt	1,460,693	1,456,892
Revolving credit facility
Long-term debt
Total long-term debt	$ 645,956	$ 516,342

- Definition

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Long-term Debt - Redemption Prices In Percentage (Details)	12 Months Ended
	Dec. 31, 2022
Senior Notes 2027, aggregate principal \| 2022
Long-term debt
Redemption price (as a percent)	105.156%
Senior Notes 2027, aggregate principal \| 2023
Long-term debt
Redemption price (as a percent)	103.438%
Senior Notes 2027, aggregate principal \| 2024
Long-term debt
Redemption price (as a percent)	101.719%
Senior Notes 2027, aggregate principal \| 2025 and thereafter
Long-term debt
Redemption price (as a percent)	100.00%
Senior Notes 2027, aggregate principal \| Redemption, Period, Change of Control Followed by Rating Decline
Long-term debt
Redemption price (as a percent)	101.00%
Senior Notes 2026, aggregate principal \| 2022
Long-term debt
Redemption price (as a percent)	103.438%
Senior Notes 2026, aggregate principal \| 2023
Long-term debt
Redemption price (as a percent)	101.719%
Senior Notes 2026, aggregate principal \| 2024 and thereafter
Long-term debt
Redemption price (as a percent)	100.00%
Senior Notes 2026, aggregate principal \| Redemption, Period, Change of Control Followed by Rating Decline
Long-term debt
Redemption price (as a percent)	101.00%

Revenue Recognition - Remaining Performance Obligations (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation, amount	$ 606,606
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation, amount	$ 357,797
Revenue, remaining performance obligation, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation, amount	$ 132,450
Revenue, remaining performance obligation, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation, amount	$ 57,265
Revenue, remaining performance obligation, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation, amount	$ 40,522
Revenue, remaining performance obligation, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation, amount	$ 18,572
Revenue, remaining performance obligation, expected timing of satisfaction, period

Lease Accounting

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Lease Accounting

Lessee Accounting

We maintain both finance leases and operating leases, primarily related to office space, warehouse facilities, and certain corporate equipment. Our leases have remaining lease terms of up to seven years, some of which include options that permit renewals for additional periods.

We determine if an arrangement is a lease at inception. Operating leases are included in lease right-of-use (“ROU”) assets, accrued liabilities, and operating lease liabilities within our Consolidated Balance Sheets. Finance leases are included in property and equipment, accrued liabilities, and other liabilities within our Consolidated Balance Sheets.

ROU lease assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU lease assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available on the commencement date in determining the present value of lease payments. ROU lease assets also include any lease payments made and exclude lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Variable costs such as our proportionate share of actual costs for utilities, common area maintenance, property taxes, and insurance are not included in the lease liability and are recognized in the period in which they are incurred.

For short-term leases (leases that have terms of twelve months or less upon commencement), lease payments are recognized on a straight-line basis and no ROU assets are recorded. For certain equipment leases, such as office equipment, we account for the lease and non-lease components as a single-lease component.

Supplemental balance sheet information related to leases consisted of the following (in thousands):


	December 31,
	2022		2021
Operating leases:
Lease right-of-use assets	$	18,195	$	20,173
Accrued liabilities	(3,631)		(3,226)
Operating lease liabilities	(16,146)		(18,551)
Finance leases:
Property and equipment, gross	$	3,685	$	4,408
Accumulated depreciation	(2,278)		(3,408)
Property and equipment, net	1,407		1,000
Accrued liabilities	(484)		(518)
Other liabilities	(1,211)		(905)

Components of lease expense consisted of the following (in thousands):


		Year Ended December 31,
	Income Statement Line Item	2022		2021		2020
Operating lease costs:
Operating lease cost	Cost of operations, exclusive of depreciation and amortization	$	3,349	$	3,074	$	2,874
Operating lease cost	Selling, general, and administrative	1,490		1,524		1,566
Total operating lease costs		4,839		4,598		4,440
Finance lease costs:
Amortization of lease assets	Depreciation and amortization	376		443		410
Short-term lease costs:
Short-term lease cost	Cost of operations, exclusive of depreciation and amortization	165		374		308
Short-term lease cost	Selling, general, and administrative	10		30		38
Total short-term lease costs		175		404		346
Variable lease costs:
Variable lease cost	Cost of operations, exclusive of depreciation and amortization	129		141		263
Variable lease cost	Selling, general, and administrative	649		597		1,126
Total variable lease costs		778		738		1,389
Total lease costs		$	6,168	$	6,183	$	6,585

The weighted-average remaining lease terms and weighted-average discount rates were as follows:


	Year Ended December 31,
	2022		2021		2020
Weighted-average remaining lease term:
Operating leases	6 years		7 years		8 years
Finance leases	4 years		3 years		3 years
Weighted-average discount rate:
Operating leases	4.9	%	5.0	%	5.0	%
Finance leases	5.2	%	3.9	%	2.6	%

Supplemental cash flow information related to leases consisted of the following (in thousands):


	Year Ended December 31,
	2022		2021		2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	(4,743)	$	(4,463)	$	(4,321)
Operating cash flows from finance leases	(124)		(129)		(509)
Financing cash flows from finance leases	(518)		(558)		(774)
ROU assets obtained in exchange for lease obligations:
Operating leases	$	1,720	$	730	$	7,709
Finance leases	790		430		—

Maturities of lease liabilities as of December 31, 2022, consisted of the following (in thousands):


	Operating Leases		Finance Leases		Total
2023	$	4,509	$	564	$	5,073
2024	3,797		524		4,321
2025	3,413		240		3,653
2026	3,110		240		3,350
2027	2,697		240		2,937
Thereafter	5,457		120		5,577
Total lease payments	22,983		1,928		24,911
Less: present-value discount	(3,206)		(233)		(3,439)
Present value of lease liabilities	$	19,777	$	1,695	$	21,472

As of December 31, 2022, we have not entered into any additional leases that have not yet commenced that create significant rights and obligations.

Lessor Accounting

In 2014, we granted a bargain purchase option to a customer with respect to certain compressor packages leased to the customer. The bargain purchase option provided the customer with an option to acquire the equipment at a value significantly less than the fair market value at the end of the lease term.

During 2021, the customer exercised its bargain purchase option resulting in a gain of $1.1 million recognized within loss (gain) on disposition of assets for the year ended December 31, 2021.

Prior to the customer exercising its bargain purchase option, revenue and interest income related to the lease was recognized over the lease term. We recognized maintenance revenue within contract operations revenue and interest income within interest expense, net. Maintenance revenue recognized for the years ended December 31, 2021, and 2020, was $0.3 million and $1.3 million, respectively. Interest income recognized for the years ended December 31, 2021, and 2020, was $0.1 million and $0.4 million, respectively.

Accounting Standards Codification (“ASC”) Topic 842 Leases provides lessors with a practical expedient to not separate non-lease components from the associated lease components and, instead, to account for those components as a single component if the non-lease components otherwise would be accounted for under ASC Topic 606 Revenue from Contracts with Customers (“ASC Topic 606”) and certain conditions are met. Our contract operations services agreements meet these conditions, and we consider the predominant component to be the non-lease components, resulting in the ongoing recognition of revenue following ASC Topic 606 guidance.

Lease Accounting

Lessee Accounting

Supplemental balance sheet information related to leases consisted of the following (in thousands):


	December 31,
	2022		2021
Operating leases:
Lease right-of-use assets	$	18,195	$	20,173
Accrued liabilities	(3,631)		(3,226)
Operating lease liabilities	(16,146)		(18,551)
Finance leases:
Property and equipment, gross	$	3,685	$	4,408
Accumulated depreciation	(2,278)		(3,408)
Property and equipment, net	1,407		1,000
Accrued liabilities	(484)		(518)
Other liabilities	(1,211)		(905)

Components of lease expense consisted of the following (in thousands):


		Year Ended December 31,
	Income Statement Line Item	2022		2021		2020
Operating lease costs:
Operating lease cost	Cost of operations, exclusive of depreciation and amortization	$	3,349	$	3,074	$	2,874
Operating lease cost	Selling, general, and administrative	1,490		1,524		1,566
Total operating lease costs		4,839		4,598		4,440
Finance lease costs:
Amortization of lease assets	Depreciation and amortization	376		443		410
Short-term lease costs:
Short-term lease cost	Cost of operations, exclusive of depreciation and amortization	165		374		308
Short-term lease cost	Selling, general, and administrative	10		30		38
Total short-term lease costs		175		404		346
Variable lease costs:
Variable lease cost	Cost of operations, exclusive of depreciation and amortization	129		141		263
Variable lease cost	Selling, general, and administrative	649		597		1,126
Total variable lease costs		778		738		1,389
Total lease costs		$	6,168	$	6,183	$	6,585

The weighted-average remaining lease terms and weighted-average discount rates were as follows:


	Year Ended December 31,
	2022		2021		2020
Weighted-average remaining lease term:
Operating leases	6 years		7 years		8 years
Finance leases	4 years		3 years		3 years
Weighted-average discount rate:
Operating leases	4.9	%	5.0	%	5.0	%
Finance leases	5.2	%	3.9	%	2.6	%

Supplemental cash flow information related to leases consisted of the following (in thousands):


	Year Ended December 31,
	2022		2021		2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	(4,743)	$	(4,463)	$	(4,321)
Operating cash flows from finance leases	(124)		(129)		(509)
Financing cash flows from finance leases	(518)		(558)		(774)
ROU assets obtained in exchange for lease obligations:
Operating leases	$	1,720	$	730	$	7,709
Finance leases	790		430		—

Maturities of lease liabilities as of December 31, 2022, consisted of the following (in thousands):


	Operating Leases		Finance Leases		Total
2023	$	4,509	$	564	$	5,073
2024	3,797		524		4,321
2025	3,413		240		3,653
2026	3,110		240		3,350
2027	2,697		240		2,937
Thereafter	5,457		120		5,577
Total lease payments	22,983		1,928		24,911
Less: present-value discount	(3,206)		(233)		(3,439)
Present value of lease liabilities	$	19,777	$	1,695	$	21,472

As of December 31, 2022, we have not entered into any additional leases that have not yet commenced that create significant rights and obligations.

Lessor Accounting

During 2021, the customer exercised its bargain purchase option resulting in a gain of $1.1 million recognized within loss (gain) on disposition of assets for the year ended December 31, 2021.

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 35	$ 0
Accounts receivable, net of allowances for credit losses of $1,164 and $2,057, respectively	83,822	68,214
Related-party receivables	52	44,941
Inventories	93,754	85,816
Prepaid expenses and other assets	8,784	6,016
Total current assets	186,447	204,987
Property and equipment, net	2,172,924	2,222,336
Lease right-of-use assets	18,195	20,173
Identifiable intangible assets, net	275,032	304,411
Other assets	13,126	16,072
Total assets	2,665,724	2,767,979
Current liabilities:
Accounts payable	35,303	22,538
Accrued liabilities	76,016	113,891
Deferred revenue	62,345	51,216
Total current liabilities	173,664	187,645
Long-term debt, net	2,106,649	1,973,234
Operating lease liabilities	16,146	18,551
Other liabilities	8,255	10,132
Total liabilities	2,304,714	2,189,562
Commitments and contingencies
Preferred Units	477,309	477,309
Partners’ capital (deficit):
Limited Partners' Capital Account	(125,111)	87,129
Warrants	8,812	13,979
Total partners’ capital (deficit)	(116,299)	101,108
Total liabilities, Preferred Units, and partners’ capital (deficit)	$ 2,665,724	$ 2,767,979

Organization and Description of Business	12 Months Ended
Organization and Description of Business	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of Business	Organization and Description of Business Unless otherwise indicated, the terms “our,” “we,” “us,” “the Partnership,” and similar language refer to USA Compression Partners, LP, collectively with its consolidated subsidiaries. We are a Delaware limited partnership. Through our operating subsidiaries, we provide compression services to customers under fixed-term contracts in the natural gas and crude oil industries, using natural gas compression packages that we design, engineer, own, operate, and maintain. We also own and operate a fleet of equipment used to provide natural gas treating services, such as carbon dioxide and hydrogen sulfide removal, cooling, and dehydration. We provide compression services in shale plays throughout the U.S., including the Utica, Marcellus, Permian Basin, Delaware Basin, Eagle Ford, Mississippi Lime, Granite Wash, Woodford, Barnett, Haynesville, Niobrara, and Fayetteville shales. USA Compression GP, LLC, a Delaware limited liability company, serves as our general partner and is referred to herein as the “General Partner.” The General Partner is wholly owned by Energy Transfer. The Partnership is a borrower under a revolving credit facility and its subsidiaries are guarantors of that revolving credit facility (see Note 9). The accompanying consolidated financial statements include the accounts of the Partnership and its subsidiaries, all of which are wholly owned by us. Net loss attributable to partners is allocated to our common units and participating securities using the two-class income allocation method. All intercompany balances and transactions have been eliminated in consolidation. Our common units trade on the NYSE under the ticker symbol “USAC”. USA Compression Management Services, LLC (“USAC Management”), a wholly owned subsidiary of the General Partner, performs certain management and other administrative services for us, such as accounting, corporate development, finance, and legal. All of our employees, including our executive officers, are employees of USAC Management. As of December 31, 2022, USAC Management had 730 full-time employees. None of our employees are subject to collective bargaining agreements.

Revenue Recognition

12 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

Revenue Recognition

Disaggregation of Revenue

The following table disaggregates our revenue by type of service (in thousands):


	Year Ended December 31,
	2022		2021		2020
Contract operations revenue	$	688,857	$	621,449	$	656,616
Retail parts and services revenue	15,741		11,196		11,067
Total revenues	$	704,598	$	632,645	$	667,683

The following table disaggregates our revenue by timing of provision of services or transfer of goods (in thousands):


	Year Ended December 31,
	2022		2021		2020
Services provided over time:
Primary term	$	489,091	$	419,307	$	458,479
Month-to-month	199,766		202,142		198,137
Total services provided over time	688,857		621,449		656,616
Services provided or goods transferred at a point in time	15,741		11,196		11,067
Total revenues	$	704,598	$	632,645	$	667,683

Contract operations revenue

Revenue from contracted compression, station, gas treating, and maintenance services is recognized ratably as services are provided to our customers under our fixed-fee contracts over the term of the contract. Initial contract terms typically range from six months to five years. However, we usually continue to provide compression services at a specific location beyond the initial contract term, either through contract renewal or on a month-to-month or longer basis. We primarily enter into fixed-fee contracts whereby our customers are required to pay our monthly fee even during periods of limited or disrupted throughput. Services generally are billed monthly, one month in advance of the commencement of the service month, except for certain customers who are billed at the beginning of the service month, and payment generally is due 30 days after receipt of our invoice. Amounts invoiced in advance are recorded as deferred revenue until earned, at which time they are recognized as revenue. The amount of consideration we receive and revenue we recognize is based on the fixed-fee rate stated in each service contract.

Variable consideration exists in select contracts when billing rates vary based on actual equipment availability or volume of total installed horsepower.

Our contracts with customers may include multiple performance obligations. For such arrangements, we allocate revenues to each performance obligation based on its relative standalone service fee. We generally determine standalone service fees based on the service fees charged to customers or use expected cost plus margin.

The majority of our service performance obligations are satisfied over time as services are rendered at selected customer locations on a monthly basis and based on specific performance criteria identified in the applicable contract. The monthly service for each location is substantially the same service month-to-month and is promised consecutively over the service contract term. We measure progress and performance of the service consistently using a straight-line, time-based method as each month passes, because our performance obligations are satisfied evenly over the contract term as the customer simultaneously receives and consumes the benefits provided by our service. If variable consideration exists, it is allocated to the distinct monthly service within the series to which such variable consideration relates. We have elected to apply the invoicing practical expedient to recognize revenue for such variable consideration, as the invoice corresponds directly to the value transferred to the customer based on our performance completed to date.

There are typically no material obligations for returns or refunds. Our standard contracts do not usually include material non-cash consideration.

Retail parts and services revenue

Retail parts and services revenue primarily is earned on directly reimbursable freight and crane charges that are the financial responsibility of the customers and maintenance work on units at customer locations that are outside the scope of core maintenance activities. Revenue from retail parts and services is recognized at the point-in-time the part is transferred or service is provided and control is transferred to the customer. At such time, the customer has the ability to direct the use of the benefits of such part or service after we have performed our services. We bill upon completion of the service or transfer of the parts, and payment generally is due 30 days after receipt of our invoice. The amount of consideration we receive and revenue we recognize is based on the invoice amount. There are typically no material obligations for returns, refunds, or warranties. Our standard contracts do not usually include material variable or non-cash consideration.

Deferred Revenue

We record deferred revenue when cash payments are received or due in advance of our performance. Components of deferred revenue were as follows (in thousands):


		December 31,
	Balance sheet location	2022		2021
Current (1)	Deferred revenue	$	62,345	$	51,216
Noncurrent	Other liabilities	2,789		4,823
Total		$	65,134	$	56,039

________________________

(1)We recognized $49.2 million of revenue during the year ended December 31, 2022, related to our deferred revenue balance as of December 31, 2021.

Performance Obligations

As of December 31, 2022, the aggregate amount of transaction price allocated to unsatisfied performance obligations related to our contract operations revenue is $606.6 million. We expect to recognize these remaining performance obligations as follows (in thousands):


	2023		2024		2025		2026		Thereafter		Total
Remaining performance obligations	$	357,797	$	132,450	$	57,265	$	40,522	$	18,572	$	606,606

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

+ Details

Revenue Recognition - Components of deferred revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Deferred revenue, current	$ 62,345	$ 51,216
Deferred revenue, noncurrent	2,789	4,823
Deferred revenue	65,134	$ 56,039
Revenue recognized	$ 49,200

Property and Equipment, Identifiable Intangible Assets and Goodwill (Tables)

12 Months Ended

Dec. 31, 2022

Property And Equipment, Identifiable Intangible Assets and Goodwill

Schedule of property and equipment

Property and equipment consisted of the following (in thousands):


	December 31,
	2022		2021
Compression and treating equipment	$	3,658,000	$	3,522,083
Computer equipment	34,941		54,013
Automobiles and vehicles	34,947		31,919
Leasehold improvements	8,997		8,847
Buildings	3,464		5,334
Furniture and fixtures	795		1,105
Land	77		77
Total property and equipment, gross	3,741,221		3,623,378
Less: accumulated depreciation and amortization	(1,568,297)		(1,401,042)
Total property and equipment, net	$	2,172,924	$	2,222,336

Schedule of estimated useful lives of assets

Depreciation is calculated using the straight-line method over the estimated useful lives of the assets as follows:


Compression and treating equipment, acquired new			25 years
Compression and treating equipment, acquired used			5 - 25 years
Furniture and fixtures			3 - 10 years
Vehicles and computer equipment			1 - 10 years
Buildings			5 years
Leasehold improvements			5 years

Schedule of identifiable intangible assets

Identifiable intangible assets, net consisted of the following (in thousands):


	Customer Relationships		Trade Names		Total
Gross balance as of December 31, 2021	$	485,162	$	65,500	$	550,662

Accumulated amortization	(208,314)		(37,937)		(246,251)
Net balance as of December 31, 2021	$	276,848	$	27,563	$	304,411

Gross balance as of December 31, 2022	$	485,162	$	65,500	$	550,662
Accumulated amortization	(234,418)		(41,212)		(275,630)
Net balance as of December 31, 2022	$	250,744	$	24,288	$	275,032

Schedule of intangible assets future amortization expense

The expected amortization of the intangible assets for each of the five succeeding years is as follows:


Year Ending December 31,
2023	$	29,380
2024	29,380
2025	29,380
2026	29,380
2027	14,486

Trade Accounts Receivable

12 Months Ended

Dec. 31, 2022

Receivables [Abstract]

Trade Accounts Receivable

The allowance for credit losses, which was $1.2 million and $2.1 million as of December 31, 2022, and 2021, respectively, represents our best estimate of the amount of probable credit losses included within our existing accounts receivable balance.

The following summarizes activity within our trade accounts receivable allowance for credit losses balance (in thousands):


	Allowance for Credit Losses
Balance as of December 31, 2020	$	4,982
Current-period provision for expected credit losses	(2,700)
Write-offs charged against the allowance	(264)
Recoveries collected	39
Balance as of December 31, 2021	2,057
Current-period provision for expected credit losses	(700)
Write-offs charged against the allowance	(203)
Recoveries collected	10
Balance as of December 31, 2022	$	1,164

Favorable market conditions for customers, attributable to sustained increases in commodity prices, was the primary factor supporting the recorded decrease to the allowance for credit losses for the year ended December 31, 2022.

Improved market conditions for customers resulting from improved commodity prices was the primary factor supporting the recorded decrease to the allowance for credit losses for the year ended December 31, 2021.

During the year ended December 31, 2020, we recorded $3.7 million to the current-period provision for expected credit losses. The potential negative impact to our customers of low commodity prices during 2020, driven by decreased demand for, and global oversupply of, crude oil as a result of the COVID-19 pandemic, was the primary factor supporting the recorded increase to the allowance for credit losses for the year ended December 31, 2020.

Lease Accounting - Weighted average remaining lease terms and weighted average discount rates (Details)	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Leases [Abstract]
Operating lease, weighted average remaining lease term	6 years	7 years	8 years
Finance lease, weighted average remaining lease term	4 years	3 years	3 years
Operating lease, weighted average discount rate, percent	4.90%	5.00%	5.00%
Finance lease, weighted average discount rate, percent	5.20%	3.90%	2.60%

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies (a)Major Customers We did not have revenue from any single customer representing 10% or more of total revenues for the years ended December 31, 2022, 2021, or 2020. As of December 31, 2022, one customer accounted for 13% of our trade accounts receivable, net balance. As of December 31, 2021, one customer accounted for 14% of our trade accounts receivable, net balance. (b)Litigation From time to time, we and our subsidiaries may be involved in various claims and litigation arising in the ordinary course of business. In management’s opinion, the resolution of such matters is not expected to have a material adverse effect on our consolidated financial position, results of operations, or cash flows. (c)Equipment Purchase Commitments Our future capital commitments are comprised of binding commitments under purchase orders for new compression units ordered but not received. The commitments as of December 31, 2022, were $159.3 million, all of which is expected to be settled within the next twelve months. (d)Sales Tax Contingencies Our compliance with state and local sales tax regulations is subject to audit by various taxing authorities. Certain taxing authorities have either claimed or issued an assessment that specific operational processes, which we and others in our industry regularly conduct, result in transactions that are subject to state sales taxes. We and others in our industry have disputed these claims and assessments based on either existing tax statutes or published guidance by the taxing authorities. We currently are protesting certain assessments made by the Oklahoma Tax Commission (“OTC”). We believe it is reasonably possible that we could incur losses related to this assessment depending on whether the administrative law judge assigned by the OTC accepts our position that the transactions are not taxable and we ultimately lose any and all subsequent legal challenges to such determination. We estimate that the range of losses we could incur is from $0 to approximately $21.8 million, including penalties and interest. As of December 31, 2021, we had recorded a $44.9 million accrued liability and $44.9 million related-party receivable from Energy Transfer related to open audits with the Office of the Texas Comptroller of Public Accounts (the “Comptroller”), wherein the Comptroller had challenged the applicability of the manufacturing exemption. During August 2022, a Compromise and Settlement Agreement (“Agreement”) was entered into with the Comptroller for the period January 1, 2008, through March 31, 2018, related to such open audits. Pursuant to an indemnification agreement between us and Energy Transfer, Energy Transfer paid all amounts due under the Agreement in full. As a result, the $44.9 million accrued liability and $44.9 million related-party receivable from Energy Transfer was reduced to zero as of December 31, 2022. (e)Environmental The Partnership’s operations are subject to federal, state, and local laws, rules, and regulations regarding water quality, hazardous and solid waste management, air quality control, and other environmental matters. These laws, rules, and regulations require the Partnership to conduct its operations in a specified manner and to obtain and comply with a wide variety of environmental registrations, licenses, permits, inspections, and other approvals. Failure to comply with applicable environmental laws, rules, and regulations may expose the Partnership to significant fines, penalties, and/or interruptions in operations. The Partnership’s environmental policies and procedures are designed to achieve compliance with such applicable laws, rules, and regulations. These evolving laws, rules, and regulations, and claims for damages to property, employees, other persons, and the environment resulting from current or past operations may result in significant expenditures and liabilities in the future.

Transactions with Related Parties

12 Months Ended

Dec. 31, 2022

Transactions with Related Parties

Transactions with Related PartiesWe provide compression services to entities affiliated with Energy Transfer, which as of December 31, 2022, owned approximately 47% of our limited partner interests and 100% of the General Partner.

Revenue recognized from those entities affiliated with Energy Transfer on our Consolidated Statement of Operations were as follows (in thousands):


	Year Ended December 31,
	2022		2021		2020
Related-party revenues	$	15,655	$	11,967	$	12,372

We had approximately $52,000 and $18,000 within related-party receivables on our Consolidated Balance Sheets as of December 31, 2022, and 2021, respectively, from these entities affiliated with Energy Transfer. Additionally, the Partnership had a $44.9 million related-party receivable from Energy Transfer as of December 31, 2021, related to indemnification for sales tax contingencies. See Note 16 for more information related to these sales tax contingencies.

Pursuant to the Board Representation Agreement entered into by us, the General Partner, Energy Transfer, and EIG, in connection with our private placement of Preferred Units and Warrants to EIG, EIG Management Company, LLC has the right to designate one of the members of the Board for so long as the holders of the Preferred Units hold more than 5% of the Partnership’s outstanding common units in the aggregate (taking into account the common units issuable upon conversion of the Preferred Units and exercise of the Warrants).

Lease Accounting - Supplemental cash flow information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Leases [Abstract]
Operating cash flows from operating leases	$ (4,743)	$ (4,463)	$ (4,321)
Operating cash flows from finance leases	(124)	(129)	(509)
Financing cash flows from finance leases	(518)	(558)	(774)
Right-of-use asset obtained in exchange for operating lease liability	1,720	730	7,709
Right-of-use asset obtained in exchange for finance lease liability	$ 790	$ 430	$ 0

Preferred Units (Tables)

12 Months Ended

Dec. 31, 2022

Preferred Units and Warrants

Schedule of Dividends Declared

We have declared and paid per-unit quarterly cash distributions to the holders of the Preferred Units of record as follows:


Payment date	Distribution per Preferred Unit
February 7, 2020	$	24.375
May 8, 2020	24.375
August 10, 2020	24.375
November 6, 2020	24.375
Total 2020 distributions	$	97.50

February 5, 2021	$	24.375
May 7, 2021	24.375
August 6, 2021	24.375
November 5, 2021	24.375
Total 2021 distributions	$	97.50

February 4, 2022	$	24.375
May 6, 2022	24.375
August 5, 2022	24.375
November 4, 2022	24.375
Total 2022 distributions	$	97.50

Changes in the Preferred Units balance

Changes in the Preferred Units’ balance are summarized below (in thousands):


	Preferred Units
Balance at December 31, 2019	$	477,309
Net income allocated to Preferred Units	48,750
Cash distributions on Preferred Units	(48,750)
Balance at December 31, 2020	477,309
Net income allocated to Preferred Units	48,750
Cash distributions on Preferred Units	(48,750)
Balance at December 31, 2021	477,309
Net income allocated to Preferred Units	48,750
Cash distributions on Preferred Units	(48,750)
Balance at December 31, 2022	$	477,309

Property and Equipment, Identifiable Intangible Assets and Goodwill

12 Months Ended

Dec. 31, 2022

Property And Equipment, Identifiable Intangible Assets and Goodwill

Property and Equipment, Identifiable Intangible Assets and Goodwill

Property and Equipment, Identifiable Intangible Assets, and Goodwill

Property and Equipment

Property and equipment consisted of the following (in thousands):


	December 31,
	2022		2021
Compression and treating equipment	$	3,658,000	$	3,522,083
Computer equipment	34,941		54,013
Automobiles and vehicles	34,947		31,919
Leasehold improvements	8,997		8,847
Buildings	3,464		5,334
Furniture and fixtures	795		1,105
Land	77		77
Total property and equipment, gross	3,741,221		3,623,378
Less: accumulated depreciation and amortization	(1,568,297)		(1,401,042)
Total property and equipment, net	$	2,172,924	$	2,222,336

Depreciation is calculated using the straight-line method over the estimated useful lives of the assets as follows:


Compression and treating equipment, acquired new			25 years
Compression and treating equipment, acquired used			5 - 25 years
Furniture and fixtures			3 - 10 years
Vehicles and computer equipment			1 - 10 years
Buildings			5 years
Leasehold improvements			5 years

Depreciation expense on property and equipment was $207.3 million, $209.4 million, and $209.6 million for the years ended December 31, 2022, 2021, and 2020, respectively.

During the years ended December 31, 2022, and 2020, there were losses on disposition of assets of $1.5 million and $0.1 million, respectively. During the year ended December 31, 2021, there was a gain on disposition of assets of $2.6 million.

For the years ended December 31, 2022, 2021, and 2020, we evaluated the future deployment of our idle fleet assets under then-existing market conditions and retired 15, 26, and 37 compressor units, respectively, for a total of approximately 3,200, 11,000, and 15,000 aggregate horsepower, respectively, that previously were used to provide compression services in our business. As a result, we recorded impairments of compression equipment of $1.5 million, $5.1 million, and $8.1 million for the years ended December 31, 2022, 2021, and 2020, respectively.

The primary circumstances supporting these impairments were: (i) unmarketability of units into the foreseeable future, (ii) excessive maintenance costs associated with certain fleet assets, and (iii) excessive retrofitting costs that likely would prevent certain units from securing customer acceptance. These compression units were written down to their respective estimated salvage values, if any.

Identifiable Intangible Assets

Identifiable intangible assets, net consisted of the following (in thousands):


	Customer Relationships		Trade Names		Total
Gross balance as of December 31, 2021	$	485,162	$	65,500	$	550,662

Accumulated amortization	(208,314)		(37,937)		(246,251)
Net balance as of December 31, 2021	$	276,848	$	27,563	$	304,411

Gross balance as of December 31, 2022	$	485,162	$	65,500	$	550,662
Accumulated amortization	(234,418)		(41,212)		(275,630)
Net balance as of December 31, 2022	$	250,744	$	24,288	$	275,032

Amortization expense for the years ended December 31, 2022, 2021, and 2020, was $29.4 million, $29.4 million, and $29.4 million, respectively.

The expected amortization of the intangible assets for each of the five succeeding years is as follows:


Year Ending December 31,
2023	$	29,380
2024	29,380
2025	29,380
2026	29,380
2027	14,486

Goodwill

We performed a quantitative goodwill impairment test as of March 31, 2020, and determined fair value using a weighted combination of the income approach and the market approach. Determining fair value of a reporting unit requires judgment and use of significant estimates and assumptions. Such estimates and assumptions include revenue growth rates, EBITDA margins, weighted-average costs of capital, and future market conditions, among others. We believe the estimates and assumptions used were reasonable and based on available market information, but variations in any of the assumptions could have resulted in materially different calculations of fair value and determinations of whether an impairment was indicated. Under the income approach, we determined fair value based on estimated future cash flows, including estimates for capital expenditures, discounted to present value using the risk-adjusted industry rate, which reflects the overall level of inherent risk of the Partnership. Cash flow projections were derived from four-year operating forecasts plus an estimate of later-period cash flows, all of which were developed by management. Subsequent-period cash flows were developed using growth rates that management believed were reasonably likely to occur. Under the market approach, we determined fair value by applying valuation multiples of comparable publicly traded companies to the projected EBITDA of the Partnership and then averaging that estimate with similar historical calculations using a three-year average. In addition, we estimated a reasonable control premium representing the incremental value that would accrue to us if we were to be acquired.

Based on the quantitative goodwill impairment test described above, our carrying amount exceeded fair value and as a result, we recognized a goodwill impairment of $619.4 million for the year ended December 31, 2020.

Basis of Presentation and Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Carrying amount and fair value of fixed rate senior notes

The following table summarizes the aggregate principal amount and fair value of our Senior Notes 2026 and Senior Notes 2027 (in thousands):


	December 31,
	2022		2021
Senior Notes 2026, aggregate principal	$	725,000	$	725,000
Fair value of Senior Notes 2026	706,875		755,813

Senior Notes 2027, aggregate principal	750,000		750,000
Fair value of Senior Notes 2027	725,625		787,500

Property and Equipment, Identifiable Intangible Assets and Goodwill - Narrative (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) equipment hp	Dec. 31, 2021 USD ($) equipment hp	Dec. 31, 2020 USD ($) equipment hp
Property and Equipment
Depreciation expense	$ 207,300	$ 209,400	$ 209,600
(Loss) gain on disposition of assets	$ (1,527)	$ 2,588	$ (146)
Number of compressor units that are to be retired or sold or reutilized \| equipment	15	26	37
Number of horse power units that are to be retired or sold \| hp	3,200	11,000	15,000
Impairment of compression equipment	$ 1,487	$ 5,121	$ 8,090
Amortization expense	29,400	29,400	29,400
Impairment of goodwill	0	0	619,411
Compression and treating equipment
Property and Equipment
Impairment of compression equipment	$ 1,500	$ 5,100	$ 8,100

Property and Equipment, Identifiable Intangible Assets and Goodwill - Schedule of Estimated Useful Lives (Details)	12 Months Ended
	Dec. 31, 2022
Compression and treating equipment, acquired new
Identifiable intangible assets
Estimated useful lives	25 years
Compression and treating equipment, acquired used \| Minimum
Identifiable intangible assets
Estimated useful lives	5 years
Compression and treating equipment, acquired used \| Maximum
Identifiable intangible assets
Estimated useful lives	25 years
Furniture and fixtures \| Minimum
Identifiable intangible assets
Estimated useful lives	3 years
Furniture and fixtures \| Maximum
Identifiable intangible assets
Estimated useful lives	10 years
Vehicles and computer equipment \| Minimum
Identifiable intangible assets
Estimated useful lives	1 year
Vehicles and computer equipment \| Maximum
Identifiable intangible assets
Estimated useful lives	10 years
Buildings
Identifiable intangible assets
Estimated useful lives	5 years
Leasehold improvements
Identifiable intangible assets
Estimated useful lives	5 years

Lease Accounting (Tables)

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Supplemental Balance Sheet Information

Supplemental balance sheet information related to leases consisted of the following (in thousands):


	December 31,
	2022		2021
Operating leases:
Lease right-of-use assets	$	18,195	$	20,173
Accrued liabilities	(3,631)		(3,226)
Operating lease liabilities	(16,146)		(18,551)
Finance leases:
Property and equipment, gross	$	3,685	$	4,408
Accumulated depreciation	(2,278)		(3,408)
Property and equipment, net	1,407		1,000
Accrued liabilities	(484)		(518)
Other liabilities	(1,211)		(905)

Schedule of components of lease expense

Components of lease expense consisted of the following (in thousands):


		Year Ended December 31,
	Income Statement Line Item	2022		2021		2020
Operating lease costs:
Operating lease cost	Cost of operations, exclusive of depreciation and amortization	$	3,349	$	3,074	$	2,874
Operating lease cost	Selling, general, and administrative	1,490		1,524		1,566
Total operating lease costs		4,839		4,598		4,440
Finance lease costs:
Amortization of lease assets	Depreciation and amortization	376		443		410
Short-term lease costs:
Short-term lease cost	Cost of operations, exclusive of depreciation and amortization	165		374		308
Short-term lease cost	Selling, general, and administrative	10		30		38
Total short-term lease costs		175		404		346
Variable lease costs:
Variable lease cost	Cost of operations, exclusive of depreciation and amortization	129		141		263
Variable lease cost	Selling, general, and administrative	649		597		1,126
Total variable lease costs		778		738		1,389
Total lease costs		$	6,168	$	6,183	$	6,585

Schedule of Weighted Average Remaining Lease Term

The weighted-average remaining lease terms and weighted-average discount rates were as follows:


	Year Ended December 31,
	2022		2021		2020
Weighted-average remaining lease term:
Operating leases	6 years		7 years		8 years
Finance leases	4 years		3 years		3 years
Weighted-average discount rate:
Operating leases	4.9	%	5.0	%	5.0	%
Finance leases	5.2	%	3.9	%	2.6	%

Supplemental Cash Flow Information

Supplemental cash flow information related to leases consisted of the following (in thousands):


	Year Ended December 31,
	2022		2021		2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	(4,743)	$	(4,463)	$	(4,321)
Operating cash flows from finance leases	(124)		(129)		(509)
Financing cash flows from finance leases	(518)		(558)		(774)
ROU assets obtained in exchange for lease obligations:
Operating leases	$	1,720	$	730	$	7,709
Finance leases	790		430		—

Schedule of Maturities of Lease Liabilities

Maturities of lease liabilities as of December 31, 2022, consisted of the following (in thousands):


	Operating Leases		Finance Leases		Total
2023	$	4,509	$	564	$	5,073
2024	3,797		524		4,321
2025	3,413		240		3,653
2026	3,110		240		3,350
2027	2,697		240		2,937
Thereafter	5,457		120		5,577
Total lease payments	22,983		1,928		24,911
Less: present-value discount	(3,206)		(233)		(3,439)
Present value of lease liabilities	$	19,777	$	1,695	$	21,472

Lease Accounting - Maturities of Lease Liabilities (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Operating Leases
2023	$ 4,509
2024	3,797
2025	3,413
2026	3,110
2027	2,697
Thereafter	5,457
Total lease payments	22,983
Less: present-value discount	(3,206)
Present value of lease liabilities	19,777
Finance Leases
2023	564
2024	524
2025	240
2026	240
2027	240
Thereafter	120
Total lease payments	1,928
Less: present-value discount	(233)
Present value of lease liabilities	1,695
Total
2023	5,073
2024	4,321
2025	3,653
2026	3,350
2027	2,937
Thereafter	5,577
Total lease payments	24,911
Less: present-value discount	(3,439)
Present value of lease liabilities	$ 21,472

Unit-based Compensation - Summary of information regarding phantom unit awards (Details) - Phantom units - LTIP - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Number of Units
Outstanding, beginning of period (in units)	2,229,768	2,137,957	1,801,984
Granted (in units)	603,365	638,903	741,963
Vested (in units)	(386,916)	(475,831)	(223,658)
Forfeited (in units)	(292,202)	(71,261)	(182,332)
Outstanding, end of period (in units)	2,154,015	2,229,768	2,137,957
Weighted-Average Grant Date Fair Value per Unit
Outstanding, beginning of period (in dollars per unit)	$ 13.57	$ 14.88	$ 15.09
Granted (in dollars per unit)	18.31	14.92	12.55
Vested (in dollars per unit)	15.89	15.13	17.27
Forfeited (in dollars per unit)	14.10	14.50	15.36
Outstanding, end of period (in dollars per unit)	$ 14.21	$ 13.57	$ 14.88

Basis of Presentation and Significant Accounting Policies - Property and Equipment (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Property and Equipment
Capitalized interest	$ 900,000	$ 200,000	$ 200,000
Impairments of long-lived assets
Impairment of intangible assets	0	0	0
Impairment of goodwill	$ 0	$ 0	$ 619,411,000
Minimum
Property and Equipment
Useful life of identifiable intangible asset	15 years
Maximum
Property and Equipment
Useful life of identifiable intangible asset	25 years
Overhauls and Major Improvements \| Minimum
Property and Equipment
Property and equipment useful Life	3 years
Overhauls and Major Improvements \| Maximum
Property and Equipment
Property and equipment useful Life	5 years

Employee Benefit Plans	12 Months Ended
Employee Benefit Plans	Dec. 31, 2022
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract]
Employee Benefit Plans	Employee Benefit PlansA 401(k) plan is available to all of our employees. The plan permits employees to contribute up to 20% of their salary, up to the statutory limits, which was $20,500 for 2022. The plan provides for discretionary matching contributions by us on an annual basis. Aggregate matching contributions made to employees’ 401(k) plans were $3.2 million, $3.5 million, and $3.4 million for the years ended December 31, 2022, 2021, and 2020, respectively.

Lease Accounting - Supplemental balance sheet information (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Lessee, Operating Lease, Description [Abstract]
Lease right-of-use assets	$ 18,195	$ 20,173
Accrued liabilities	(3,631)	(3,226)
Operating lease liabilities	$ (16,146)	$ (18,551)
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Accrued liabilities	Accrued liabilities
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Property and equipment, net	Property and equipment, net
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]	Accrued liabilities	Accrued liabilities
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Other liabilities	Other liabilities
Lessee, Finance Lease, Description [Abstract]
Property and equipment, gross	$ 3,685	$ 4,408
Accumulated depreciation	(2,278)	(3,408)
Property and equipment, net	1,407	1,000
Accrued liabilities	(484)	(518)
Other liabilities	$ (1,211)	$ (905)

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenues:
Total revenues	$ 704,598	$ 632,645	$ 667,683
Costs and expenses:
Cost of operations, exclusive of depreciation and amortization	234,336	194,389	205,939
Depreciation and amortization	236,677	238,769	238,968
Selling, general, and administrative	61,278	56,082	59,981
Loss (gain) on disposition of assets	1,527	(2,588)	146
Impairment of compression equipment	1,487	5,121	8,090
Impairment of goodwill	0	0	619,411
Total costs and expenses	535,305	491,773	1,132,535
Operating income (loss)	169,293	140,872	(464,852)
Other income (expense):
Interest expense, net	(138,050)	(129,826)	(128,633)
Other	91	107	86
Total other expense	(137,959)	(129,719)	(128,547)
Net income (loss) before income tax expense	31,334	11,153	(593,399)
Income tax expense	1,016	874	1,333
Net income (loss)	30,318	10,279	(594,732)
Less: distributions on Preferred Units	(48,750)	(48,750)	(48,750)
Net loss attributable to common unitholders’ interests	$ (18,432)	$ (38,471)	$ (643,482)
Weighted average units outstanding:
Weighted average common units outstanding, basic (in units)	97,780	97,068	96,816
Weighted average common units outstanding, diluted (in units)	97,780	97,068	96,816
Basic net loss per common unit (in dollars per unit)	$ (0.19)	$ (0.40)	$ (6.65)
Diluted net loss per common unit (in dollars per unit)	(0.19)	(0.40)	(6.65)
Distributions declared per common unit (in dollars per unit)	$ 2.10	$ 2.10	$ 2.10
Contract operations
Revenues:
Total revenues	$ 673,214	$ 609,450	$ 644,194
Parts and service
Revenues:
Total revenues	15,729	11,228	11,117
Related party
Revenues:
Total revenues	$ 15,655	$ 11,967	$ 12,372

Preferred Units - Changes in the Preferred Units balance (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Movement in Auction Market Preferred Securities, Shares Outstanding [Roll Forward]
Balance at the beginning of the period	$ 477,309
Balance at the end of the period	477,309	$ 477,309
Series A Preferred Units
Movement in Auction Market Preferred Securities, Shares Outstanding [Roll Forward]
Balance at the beginning of the period	477,309	477,309	$ 477,309
Net income allocated to Preferred Units	48,750	48,750	48,750
Less: distributions on Preferred Units	(48,750)	(48,750)	(48,750)
Balance at the end of the period	$ 477,309	$ 477,309	$ 477,309

Property and Equipment, Identifiable Intangible Assets and Goodwill - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Property and Equipment
Property and Equipment, gross	$ 3,741,221	$ 3,623,378
Less: accumulated depreciation and amortization	(1,568,297)	(1,401,042)
Total property and equipment, net	2,172,924	2,222,336
Compression and treating equipment
Property and Equipment
Property and Equipment, gross	3,658,000	3,522,083
Computer equipment
Property and Equipment
Property and Equipment, gross	34,941	54,013
Automobiles and vehicles
Property and Equipment
Property and Equipment, gross	34,947	31,919
Leasehold improvements
Property and Equipment
Property and Equipment, gross	8,997	8,847
Buildings
Property and Equipment
Property and Equipment, gross	3,464	5,334
Furniture and fixtures
Property and Equipment
Property and Equipment, gross	795	1,105
Land
Property and Equipment
Property and Equipment, gross	$ 77	$ 77

Revenue Recognition - Disaggregated Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Disaggregation of Revenue [Line Items]
Total revenues	$ 704,598	$ 632,645	$ 667,683
Services provided over time:
Disaggregation of Revenue [Line Items]
Total revenues	688,857	621,449	656,616
Recurring term contracts: Primary Term
Disaggregation of Revenue [Line Items]
Total revenues	489,091	419,307	458,479
Recurring term contracts: Month-to-month
Disaggregation of Revenue [Line Items]
Total revenues	199,766	202,142	198,137
Services provided or goods transferred at a point in time
Disaggregation of Revenue [Line Items]
Total revenues	15,741	11,196	11,067
Contract operations revenue
Disaggregation of Revenue [Line Items]
Total revenues	688,857	621,449	656,616
Retail parts and services revenue
Disaggregation of Revenue [Line Items]
Total revenues	$ 15,741	$ 11,196	$ 11,067

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130543-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Long-term Debt - Future Maturities (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Revolving credit facility
Maturities of long term debt
2023	$ 0
2024	0
2025	0
2026	1,370,956
2027	$ 750,000
Effective interest rate (as a percent)	6.84%
Senior Notes 2026, aggregate principal
Maturities of long term debt
Effective interest rate (as a percent)	6.875%

Unit-based Compensation (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Summary of information regarding phantom unit awards

The following table summarizes information regarding phantom unit awards for the periods presented:


	Number of Units	Weighted-Average Grant Date Fair Value per Unit
Phantom units outstanding at December 31, 2019	1,801,984	$	15.09
Granted	741,963	12.55
Vested	(223,658)	17.27
Forfeited	(182,332)	15.36
Phantom units outstanding at December 31, 2020	2,137,957	$	14.88
Granted	638,903	14.92
Vested	(475,831)	15.13
Forfeited	(71,261)	14.50
Phantom units outstanding at December 31, 2021	2,229,768	$	13.57
Granted	603,365	18.31
Vested	(386,916)	15.89
Forfeited	(292,202)	14.10
Phantom units outstanding at December 31, 2022	2,154,015	$	14.21

Commitments and Contingencies (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Other commitments
Purchase obligation	$ 159.3
Oklahoma Tax Commission \| Minimum
Other commitments
Income tax examination, estimate of possible loss	0.0
Oklahoma Tax Commission \| Maximum
Other commitments
Income tax examination, estimate of possible loss	$ 21.8
One Customer \| Trade Accounts Receivable \| Customer Concentration Risk
Other commitments
Concentration risk, percentage	13.00%	14.00%
Energy Transfer
Other commitments
Accrued liabilities	$ 0.0	$ 44.9
Related party receivables	$ 0.0	$ 44.9

Transactions with Related Parties (Tables)

12 Months Ended

Dec. 31, 2022

Schedule of Related Party Transactions

Revenue recognized from those entities affiliated with Energy Transfer on our Consolidated Statement of Operations were as follows (in thousands):


	Year Ended December 31,
	2022		2021		2020
Related-party revenues	$	15,655	$	11,967	$	12,372

Preferred Units

12 Months Ended

Dec. 31, 2022

Preferred Units and Warrants

Preferred Units

Preferred Unit and Warrant Private Placement

On April 2, 2018, we completed a private placement of $500 million in the aggregate of (i) newly authorized and established Preferred Units and (ii) warrants to purchase common units (the “Warrants”) with certain investment funds managed, or advised, by EIG Global Energy Partners. We issued 500,000 Preferred Units with a face value of $1,000 per Preferred Unit and issued two tranches of Warrants to the holders of the Preferred Units, refer to Note 11 for further information on the Warrants.

On November 13, 2018, the Partnership filed a Registration Statement on Form S-3 to register 41,202,553 common units that are potentially issuable upon conversion of the Preferred Units and exercise of the Warrants.

The Preferred Units rank senior to our common units with respect to distributions and liquidation rights. The holders of the Preferred Units are entitled to receive cumulative quarterly cash distributions equal to $24.375 per Preferred Unit.

As of December 31, 2022, and 2021, 500,000 Preferred Units were issued and outstanding.

We have declared and paid per-unit quarterly cash distributions to the holders of the Preferred Units of record as follows:


Payment date	Distribution per Preferred Unit
February 7, 2020	$	24.375
May 8, 2020	24.375
August 10, 2020	24.375
November 6, 2020	24.375
Total 2020 distributions	$	97.50

February 5, 2021	$	24.375
May 7, 2021	24.375
August 6, 2021	24.375
November 5, 2021	24.375
Total 2021 distributions	$	97.50

February 4, 2022	$	24.375
May 6, 2022	24.375
August 5, 2022	24.375
November 4, 2022	24.375
Total 2022 distributions	$	97.50

Announced Quarterly Distribution

On January 12, 2023, we declared a cash distribution of $24.375 per unit on our Preferred Units. The distribution was paid on February 3, 2023, to the holders of the Preferred Units of record as of the close of business on January 23, 2023.

Redemption and Conversion Features

The Preferred Units are convertible, at the option of the holder, into common units in accordance with the terms of our Second Amended and Restated Agreement of Limited Partnership (the “Partnership Agreement”) as follows: one third on or after April 2, 2021, two thirds on or after April 2, 2022, and 100% on or after April 2, 2023. The conversion rate for the Preferred Units is the quotient of (i) the sum of (a) $1,000, plus (b) any unpaid cash distributions on the applicable Preferred Unit, divided by (ii) $20.0115 for each Preferred Unit.

As of December 31, 2022, 333,333 Preferred Units are convertible, at the option of the holder, into a maximum number of 16,657,088 common units. As of April 2, 2023, all of the Preferred Units will be convertible, at the option of the holder, into a maximum number of 24,985,633 common units.

The holders of the Preferred Units are entitled to vote on an as-converted basis with the common unitholders and (as proportionately adjusted for unit splits, unit distributions and similar transactions) will have certain other class voting rights with respect to any amendment to the Partnership Agreement that would adversely affect any rights, preferences, or privileges of the Preferred Units. In addition, upon certain events involving a change of control, the holders of the Preferred Units may elect, among other potential elections, to convert their Preferred Units to common units at the then change of control conversion rate.

On or after April 2, 2023, we have the option to redeem all or any portion of the Preferred Units then outstanding, subject to certain minimum redemption threshold amounts, for a redemption price set forth in the Partnership Agreement. On or after April 2, 2028, each holder of the Preferred Units will have the right to require us to redeem all or a portion of their Preferred Units, subject to certain minimum redemption threshold amounts, for a redemption price set forth in the Partnership Agreement, which we may elect to pay up to 50% in common units, subject to certain additional limits. The Preferred Units are presented as temporary equity within the mezzanine section of the Consolidated Balance Sheets because the redemption provisions on or after April 2, 2028 are outside the Partnership’s control.

The Preferred Units were recorded at their issuance date fair value, net of issuance cost. Net income allocations increase the carrying value and declared distributions decrease the carrying value of the Preferred Units. As the Preferred Units are not currently redeemable, and it is not probable that they will become redeemable, adjustment to the initial carrying value is not necessary and would only be required if it becomes probable that the Preferred Units would become redeemable.

Changes in the Preferred Units’ balance are summarized below (in thousands):


	Preferred Units
Balance at December 31, 2019	$	477,309
Net income allocated to Preferred Units	48,750
Cash distributions on Preferred Units	(48,750)
Balance at December 31, 2020	477,309
Net income allocated to Preferred Units	48,750
Cash distributions on Preferred Units	(48,750)
Balance at December 31, 2021	477,309
Net income allocated to Preferred Units	48,750
Cash distributions on Preferred Units	(48,750)
Balance at December 31, 2022	$	477,309

Refer to Note 13 for information about the rights EIG Veteran Equity Aggregator, L.P. (along with its affiliated funds, “EIG”) has to designate one of the members of the

Property and Equipment, Identifiable Intangible Assets and Goodwill - Schedule of identifiable intangible assets, net (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Identifiable intangible assets
Finite-lived intangible assets, gross	$ 550,662	$ 550,662
Accumulated amortization	(275,630)	(246,251)
Finite-lived intangible assets, net	275,032	304,411
Customer Relationships
Identifiable intangible assets
Finite-lived intangible assets, gross	485,162	485,162
Accumulated amortization	(234,418)	(208,314)
Finite-lived intangible assets, net	250,744	276,848
Trade Names
Identifiable intangible assets
Finite-lived intangible assets, gross	65,500	65,500
Accumulated amortization	(41,212)	(37,937)
Finite-lived intangible assets, net	$ 24,288	$ 27,563

Partners' Capital (Deficit) - Change in common units outstanding (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Increase (Decrease) in Partners' Capital
Number of common units issued under DRIP	124,255	118,399	188,695
Exercise and conversion of warrants into common units	534,308
Limited partner \| Common units
Increase (Decrease) in Partners' Capital
Partners' capital account, beginning balance	97,344,707	96,962,323	96,631,976
Vesting of phantom units	224,386	263,985	141,652
Number of common units issued under DRIP	124,255	118,399	188,695
Partners' capital account, ending balance	98,227,656	97,344,707	96,962,323

Property and Equipment, Identifiable Intangible Assets and Goodwill - Schedule of intangible assets future amortization expense (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Property, Plant and Equipment [Abstract]
2023	$ 29,380
2024	29,380
2025	29,380
2026	29,380
2027	$ 14,486

Lease Accounting - Components of lease expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Lessee, Lease, Description [Line Items]
Operating lease cost	$ 4,839	$ 4,598	$ 4,440
Short-term lease cost	175	404	346
Variable lease cost	778	738	1,389
Total lease costs	6,168	6,183	6,585
Cost of operations, exclusive of depreciation and amortization
Lessee, Lease, Description [Line Items]
Operating lease cost	3,349	3,074	2,874
Short-term lease cost	165	374	308
Variable lease cost	129	141	263
Selling, general, and administrative
Lessee, Lease, Description [Line Items]
Operating lease cost	1,490	1,524	1,566
Short-term lease cost	10	30	38
Variable lease cost	649	597	1,126
Depreciation and amortization
Lessee, Lease, Description [Line Items]
Amortization of lease assets	$ 376	$ 443	$ 410

Long-term Debt (Tables)

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Schedule of long-term debt of the Partnership

Our long-term debt, of which there is no current portion, consisted of the following (in thousands):


	December 31,
	2022		2021
Senior Notes 2026, aggregate principal	$	725,000	$	725,000
Senior Notes 2027, aggregate principal	750,000		750,000
Less: deferred financing costs, net of amortization	(14,307)		(18,108)
Total senior notes, net	1,460,693		1,456,892
Revolving credit facility	645,956		516,342
Total long-term debt, net	$	2,106,649	$	1,973,234

Schedule of redemption prices

We may redeem all or a part of the Senior Notes 2027 at redemption prices (expressed as percentages of the principal amount) set forth below, plus accrued and unpaid interest, if any, to the applicable redemption date, if redeemed during the twelve-month period beginning on September 1 of the years indicated below:


Year	Percentages
2022	105.156	%
2023	103.438	%
2024	101.719	%
2025 and thereafter	100.000	%

We may redeem all or a part of the Senior Notes 2026 at redemption prices (expressed as percentages of the principal amount) set forth below, plus accrued and unpaid interest, if any, to the applicable redemption date, if redeemed during the twelve-month period beginning on April 1 of the years indicated below:


Year	Percentages

2022	103.438	%
2023	101.719	%
2024 and thereafter	100.000	%

Schedule of maturities of long term debt

Maturities of long-term debt for each of the five succeeding years are as follows (in thousands):


Year Ending December 31,
2023	$	—
2024	—
2025	—
2026 (1)	1,370,956
2027	750,000

________________________

(1) The Credit Agreement matures on December 8, 2026, except that if any portion of the 6.875% Senior Notes 2026 are outstanding on December 31, 2025, the Credit Agreement will mature on December 31, 2025.

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

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+ Details

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2022
Auditor Information [Abstract]
Auditor Name	GRANT THORNTON LLP
Auditor Firm ID	248
Auditor Location	Houston, Texas

Basis of Presentation and Significant Accounting Policies - Fair Value (Details) - Level 2 - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Carrying amount \| Senior Notes 2026, aggregate principal
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Liabilities, fair value disclosure	$ 725,000	$ 725,000
Carrying amount \| Senior Notes 2027, aggregate principal
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Liabilities, fair value disclosure	750,000	750,000
Fair value \| Senior Notes 2026, aggregate principal
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Liabilities, fair value disclosure	706,875	755,813
Fair value \| Senior Notes 2027, aggregate principal
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Liabilities, fair value disclosure	$ 725,625	$ 787,500

Organization and Description of the Business (Details) - USAC Management	Dec. 31, 2022 employee
Organization
Number of employees	730
Subject to collective bargaining arrangements
Organization
Number of employees	0

Transactions with Related Parties - Narrative (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) member	Dec. 31, 2021 USD ($)
Limited partner \| USA Compression Partners, LP \| Energy Transfer
Transactions with Related Parties
Ownership interest (as a percent)	47.00%
General partner \| USA Compression GP, LLC \| Energy Transfer
Transactions with Related Parties
Ownership interest (as a percent)	100.00%
Energy Transfer
Transactions with Related Parties
Related party receivables	$ 0	$ 44,900
Energy Transfer \| Accounts Receivable, Related Parties, Current
Transactions with Related Parties
Related party receivables	$ 52	$ 18
EIG Management Company, LLC
Transactions with Related Parties
Right to designate number of members of the Board \| member	1
Outstanding common units held by preferred units for right to designate a member of the Board (as a percent)	5.00%

Revenue Recognition (Tables)

12 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

Disaggregation of revenue by type of service

The following table disaggregates our revenue by type of service (in thousands):


	Year Ended December 31,
	2022		2021		2020
Contract operations revenue	$	688,857	$	621,449	$	656,616
Retail parts and services revenue	15,741		11,196		11,067
Total revenues	$	704,598	$	632,645	$	667,683

Disaggregation of revenue by timing of transfer of services

The following table disaggregates our revenue by timing of provision of services or transfer of goods (in thousands):


	Year Ended December 31,
	2022		2021		2020
Services provided over time:
Primary term	$	489,091	$	419,307	$	458,479
Month-to-month	199,766		202,142		198,137
Total services provided over time	688,857		621,449		656,616
Services provided or goods transferred at a point in time	15,741		11,196		11,067
Total revenues	$	704,598	$	632,645	$	667,683

Components of deferred revenue

We record deferred revenue when cash payments are received or due in advance of our performance. Components of deferred revenue were as follows (in thousands):


		December 31,
	Balance sheet location	2022		2021
Current (1)	Deferred revenue	$	62,345	$	51,216
Noncurrent	Other liabilities	2,789		4,823
Total		$	65,134	$	56,039

________________________

(1)We recognized $49.2 million of revenue during the year ended December 31, 2022, related to our deferred revenue balance as of December 31, 2021.

Schedule of remaining performance obligation


	2023		2024		2025		2026		Thereafter		Total
Remaining performance obligations	$	357,797	$	132,450	$	57,265	$	40,522	$	18,572	$	606,606

Partners' Capital (Deficit) (Tables)

12 Months Ended

Dec. 31, 2022

Partners' Capital Notes [Abstract]

Schedule of Limited Partners' Capital Account by Class

The change in common units outstanding were as follows:


			Common Units Outstanding
Number of common units outstanding, December 31, 2019			96,631,976
Vesting of phantom units			141,652
Issuance of common units under the DRIP			188,695
Number of common units outstanding, December 31, 2020			96,962,323
Vesting of phantom units			263,985
Issuance of common units under the DRIP			118,399
Number of common units outstanding, December 31, 2021			97,344,707
Vesting of phantom units			224,386
Issuance of common units under the DRIP			124,255
Exercise and conversion of warrants into common units			534,308
Number of common units outstanding, December 31, 2022			98,227,656

Schedule of cash distributions (in millions, except distribution per unit)

We have declared and paid per-unit quarterly distributions to our limited partner unitholders of record, including holders of our common and phantom units, as follows (dollars in millions, except distribution per unit):


Payment Date	Distribution per Limited Partner Unit		Amount Paid to Common Unitholders		Amount Paid to Phantom Unitholders		Total Distribution
February 7, 2020	$	0.525	$	50.7	$	0.9	$	51.6
May 8, 2020	0.525		50.8		0.9		51.7
August 10, 2020	0.525		50.9		0.8		51.7
November 6, 2020	0.525		50.9		0.7		51.6
Total 2020 distributions	$	2.10	$	203.3	$	3.3	$	206.6

February 5, 2021	$	0.525	$	50.9	$	1.1	$	52.0
May 7, 2021	0.525		50.9		1.1		52.0
August 6, 2021	0.525		51.0		1.1		52.1
November 5, 2021	0.525		51.0		1.0		52.0
Total 2021 distributions	$	2.10	$	203.8	$	4.3	$	208.1

February 4, 2022	$	0.525	$	51.1	$	1.2	$	52.3
May 6, 2022	0.525		51.1		1.2		52.3
August 5, 2022	0.525		51.4		1.1		52.5
November 4, 2022	0.525		51.5		1.0		52.5
Total 2022 distributions	$	2.10	$	205.1	$	4.5	$	209.6

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net income (loss)	$ 30,318	$ 10,279	$ (594,732)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	236,677	238,769	238,968
Provision for expected credit losses	(700)	(2,700)	3,700
Amortization of debt issuance costs	7,265	9,765	8,402
Unit-based compensation expense	15,894	15,523	8,400
Deferred income tax expense (benefit)	(151)	(42)	530
Loss (gain) on disposition of assets	1,527	(2,588)	146
Impairment of compression equipment	1,487	5,121	8,090
Impairment of goodwill	0	0	619,411
Changes in assets and liabilities:
Accounts receivable and related-party receivables, net	29,980	145	23,542
Inventories	(31,594)	(12,592)	(11,682)
Prepaid expenses and other current assets	(2,767)	(3,572)	(248)
Other assets	3,465	3,489	3,167
Accounts payable	7,547	9,023	(3,745)
Accrued liabilities and deferred revenue	(38,358)	(5,195)	(10,744)
Other liabilities	0	0	(7)
Net cash provided by operating activities	260,590	265,425	293,198
Cash flows from investing activities:
Capital expenditures, net	(134,224)	(45,213)	(109,070)
Proceeds from disposition of property and equipment	3,682	4,466	2,647
Proceeds from insurance recovery	597	1,559	1,324
Net cash used in investing activities	(129,945)	(39,188)	(105,099)
Cash flows from financing activities:
Proceeds from revolving credit facility	844,549	697,679	777,472
Payments on revolving credit facility	(714,935)	(655,147)	(706,384)
Cash paid related to net settlement of unit-based awards	(2,961)	(3,174)	(1,125)
Deferred financing costs	(549)	(9,960)	(3,875)
Other	(518)	(558)	(772)
Net cash used in financing activities	(130,610)	(226,239)	(188,107)
Increase (decrease) in cash and cash equivalents	35	(2)	(8)
Cash and cash equivalents, beginning of year	0	2	10
Cash and cash equivalents, end of year	35	0	2
Supplemental cash flow information:
Cash paid for interest, net of capitalized amounts	128,961	120,564	120,729
Cash paid for income taxes	887	819	633
Supplemental non-cash transactions:
Non-cash distributions to certain common unitholders (DRIP)	2,132	1,775	1,901
Transfers from inventories to property and equipment	22,329	10,793	17,435
Changes in capital expenditures included in accounts payable and accrued liabilities	6,507	720	(8,557)
Changes in financing costs included in accounts payable and accrued liabilities	(265)	391	115
Exercise and conversion of warrants into common units	5,167	0	0
Common units
Cash flows from financing activities:
Cash distributions	(207,446)	(206,329)	(204,673)
Preferred Units
Cash flows from financing activities:
Cash distributions	$ (48,750)	$ (48,750)	$ (48,750)

Revenue Recognition - Narrative (Details)	12 Months Ended
Revenue Recognition - Narrative (Details)	Dec. 31, 2022
Contract operations revenue
Revenue from External Customer [Line Items]
Services generally billed in number of months in advance of service commencement	1 month
Payment due after receipt of invoice, period	30 days
Contract operations revenue \| Minimum
Revenue from External Customer [Line Items]
Typical initial contract terms	6 months
Contract operations revenue \| Maximum
Revenue from External Customer [Line Items]
Typical initial contract terms	5 years
Retail parts and services revenue
Revenue from External Customer [Line Items]
Payment due after receipt of invoice, period	30 days

Income Tax Expense (Benefit) - Components of our income tax expense (benefit) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Current tax expense	$ 1,167	$ 916	$ 803
Deferred tax expense (benefit)	(151)	(42)	530
Total income tax expense	$ 1,016	$ 874	$ 1,333

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Accounts receivable, allowances for credit losses	$ 1,164	$ 2,057
Common units issued (in shares)	98,228,000	97,345,000
Common units outstanding (in shares)	98,228,000	97,345,000

Basis of Presentation and Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Basis of Presentation and Significant Accounting Policies

Basis of Presentation and Accounting Policies

Basis of Presentation

Our accompanying consolidated financial statements have been prepared in accordance with GAAP and pursuant to SEC rules and regulations.

Use of Estimates

Our consolidated financial statements have been prepared in conformity with GAAP, which includes the use of estimates and assumptions by management that affect the reported amounts in these consolidated financial statements and the accompanying results. Although these estimates were based on management’s available knowledge of current and expected future events, actual results could differ from these estimates.

Significant Accounting Policies

Cash and Cash Equivalents

Cash and cash equivalents consist of all cash balances. We consider investments in highly liquid financial instruments purchased with an original maturity of 90 days or less to be cash equivalents.

Trade Accounts Receivable

Trade accounts receivable are recorded at their invoiced amounts.

Allowance for Credit Losses

We evaluate our allowance for credit losses related to our trade accounts receivable measured at amortized cost. Due to the short-term nature of our trade accounts receivable, we consider the amortized cost of trade accounts receivable to equal the receivable’s carrying amounts, excluding the allowance for credit losses.

Our determination of the allowance for credit losses requires us to make estimates and judgments regarding our customers’ ability to pay amounts due. We continuously evaluate the financial strength of our customers and the overall business climate in which our customers operate, and make adjustments to the allowance for credit losses as necessary. We evaluate the financial strength of our customers by reviewing the aging of their receivables owed to us, our collection experience with the customer, correspondence, financial information, and third-party credit ratings. We evaluate the business climate in which our customers operate by reviewing various publicly available materials regarding our customers’ industry, including the solvency of various companies in the industry.

Inventories

Inventories consist of serialized and non-serialized parts primarily used on compression units. All inventories are stated at the lower of cost or net realizable value. Serialized parts inventories are determined using the specific-identification cost method, while non-serialized parts inventories are determined using the weighted-average cost method. Purchases of inventories are considered operating activities within the Consolidated Statements of Cash Flows.

Property and Equipment

Property and equipment are carried at cost except for (i) certain acquired assets which are recorded at fair value on their respective acquisition dates and (ii) impaired assets which are recorded at fair value as of the last impairment evaluation date for which an adjustment was required. Overhauls and major improvements that increase the value or extend the life of compression equipment are capitalized and depreciated over three to five years. Ordinary maintenance and repairs are charged to cost of operations, exclusive of depreciation and amortization.

When property and equipment is retired or sold, its carrying value and the related accumulated depreciation are removed from our accounts and any associated gains or losses are recorded within our Consolidated Statements of Operations in the period of sale or disposition.

Capitalized interest is calculated by multiplying our monthly effective interest rate on outstanding variable-rate indebtedness by the amount of qualifying costs, which include upfront payments to acquire certain compression units. Capitalized interest was $0.9 million, $0.2 million, and $0.2 million for the years ended December 31, 2022, 2021, and 2020, respectively.

Impairment of Long-Lived Assets

Long-lived assets with recorded values that are not expected to be recovered from future cash flows are written-down to estimated fair value. We test long-lived assets for impairment when events or circumstances indicate that a long-lived asset’s carrying value may not be recoverable or will no longer be utilized within the operating fleet. The most common circumstance requiring compression units to be evaluated for impairment occurs when idle units do not meet the desired performance characteristics of our revenue-generating horsepower.

The carrying value of a long-lived asset is not recoverable if the asset’s carrying value exceeds the sum of the undiscounted cash flows expected to be generated from the use and eventual disposition of the asset. If the carrying value of the long-lived asset exceeds the sum of the undiscounted cash flows associated with the asset, an impairment loss equal to the amount of the carrying value exceeding the fair value of the asset is recognized. The fair value of the asset is measured using quoted market prices or, in the absence of quoted market prices, based on an estimate of discounted cash flows, the expected net sale proceeds compared to the other similarly configured fleet units that we recently sold, or a review of other units recently offered for sale by third parties, or the estimated component value of the equipment we plan to continue using.

In the first quarter of 2020, we determined that the impairment of our goodwill was an indicator of potential impairment of the carrying amount of our long-lived assets. Accordingly, we performed a quantitative impairment test of our long-lived assets, by which we determined that they were also not impaired. No triggering events have been identified subsequent to the first quarter of 2020. Refer to Note 5 for more detailed information about impairment charges during the years ended December 31, 2022, 2021, and 2020.

Identifiable Intangible Assets

Identifiable intangible assets are recorded at cost and amortized using the straight-line method over their estimated useful lives, which is the period over which the assets are expected to contribute directly or indirectly to our future cash flows. The estimated useful lives of our intangible assets range from 15 to 25 years.

We assess identifiable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In the first quarter of 2020, we determined that the impairment of our goodwill was an indicator of potential impairment of the carrying amount of our identifiable intangible assets. Accordingly, we performed a quantitative impairment test of our identifiable intangible assets, by which we determined that they also were not impaired. No triggering events have been identified subsequent to the first quarter of 2020.

We did not record any impairment of identifiable intangible assets for the years ended December 31, 2022, 2021, or 2020.

Goodwill

Goodwill represents consideration paid in excess of the fair value of the identifiable net assets acquired in a business combination. Goodwill is not amortized, but is reviewed for impairment annually based on the carrying values as of October 1, or more frequently if impairment indicators arise that suggest the carrying value of goodwill may not be recovered.

We recorded a $619.4 million goodwill impairment for the year ended December 31, 2020, which reduced our goodwill balance to zero. Refer to the Goodwill section in Note 5 for more information about the goodwill impairment assessment performed during the year ended December 31, 2020.

Revenue Recognition

Revenue is recognized when obligations under the terms of a contract with our customer are satisfied; generally, this occurs with the provision of services or the transfer of goods. Revenue is measured at the amount of consideration we expect to receive in exchange for providing services or transferring goods. Incidental items, if any, that are immaterial in the context of the contract are recognized as expenses. Refer to Note 12 for more detailed information about revenue recognition for the years ended December 31, 2022, 2021, and 2020.

Income Taxes

USA Compression Partners, LP is organized as a partnership for U.S. federal and state income tax purposes. As a result, our partners are responsible for U.S. federal and state income taxes on their distributive share of our items of income, gain, loss, or deduction. Texas also imposes an entity-level income tax on partnerships that is based on Texas sourced taxable margin (the “Texas Margin Tax”). Texas Margin Tax impacts are included within our consolidated financial statements. Our wholly owned finance subsidiary, USA Compression Finance Corp. (“Finance Corp”), is a corporation for U.S. federal and state income tax purposes and any resulting tax impacts are included within our consolidated financial statements. Refer to Note 8 for more detailed information about the Texas Margin Tax for the years ended December 31, 2022, 2021, and 2020.

Pass-Through Taxes

Sales taxes incurred on behalf of, and passed through to, customers are accounted for on a net basis.

Fair-Value Measurements

Accounting standards applicable to fair-value measurements establish a framework for measuring fair value and stipulate disclosures about fair-value measurements. The standards apply to recurring and non-recurring financial and non-financial assets and liabilities that require or permit fair-value measurements. Among the required disclosures is the fair-value hierarchy of inputs we use to value an asset or a liability. The three levels of the fair-value hierarchy are described as follows:

Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access at the measurement date.

Level 2 inputs are those other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3 inputs are unobservable inputs for the asset or liability.

As of December 31, 2022, and 2021, our financial instruments primarily consisted of cash and cash equivalents, trade accounts receivable, trade accounts payable, and long-term debt. The book values of cash and cash equivalents, trade accounts receivable, and trade accounts payable are representative of fair value due to their short-term maturities. Our revolving credit facility applies floating interest rates to amounts drawn under the facility; therefore, the carrying amount of our revolving credit facility approximates its fair value.

The fair value of our Senior Notes 2026 and Senior Notes 2027 were estimated using quoted prices in inactive markets and are considered Level 2 measurements.

The following table summarizes the aggregate principal amount and fair value of our Senior Notes 2026 and Senior Notes 2027 (in thousands):


	December 31,
	2022		2021
Senior Notes 2026, aggregate principal	$	725,000	$	725,000
Fair value of Senior Notes 2026	706,875		755,813

Senior Notes 2027, aggregate principal	750,000		750,000
Fair value of Senior Notes 2027	725,625		787,500

Nonrecurring Fair-Value Measurements

During the first quarter of 2020, certain potential impairment indicators were identified, specifically (i) the decline in the market price of our common units, (ii) the decline in global commodity prices, and (iii) the COVID-19 pandemic, which together indicated the fair value of the reporting unit was less than its carrying amount as of March 31, 2020. We performed a quantitative impairment test as of March 31, 2020 that resulted in a goodwill impairment of $619.4 million for the year ended December 31, 2020. Significant estimates used in our goodwill impairment analysis included cash flow forecasts, our estimate of the market’s weighted-average cost of capital, and market multiples, which are Level 3 inputs. Refer to Note 5 for further information on our goodwill impairment analysis.

Operating Segment

We operate in a single business segment, the compression services business.

Unit-based Compensation

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Unit-based Compensation

Unit-Based Compensation

Long-Term Incentive Plan

In January 2013, the Board adopted the USA Compression Partners, LP 2013 Long-Term Incentive Plan (as amended, the “LTIP”), which is available for certain employees, consultants, and directors of the General Partner and any of its affiliates who perform services for us. The LTIP provides for awards of unit options, unit appreciation rights, restricted units, phantom units, DERs, unit awards, profits interest units, and other unit-based awards. Under the LTIP, the maximum number of common units available for issuance is 10,000,000 and the term of the LTIP is until November 1, 2028. Awards that are forfeited, canceled, paid, or otherwise terminate or expire without the actual delivery of common units will be available for delivery pursuant to other awards. The LTIP is administered by the Board or a committee thereof.

The General Partner’s executive officers, certain of its employees, and certain of its independent directors were granted these awards to incentivize them to help drive our future success and to share in the economic benefits of that success. All employees with phantom units have the option to have a portion of their award settled in cash and a portion settled in common units upon vesting, unless otherwise approved by the Board or a committee thereof. The amount that can be settled in cash is in excess of the employee’s minimum statutory tax-withholding rate. ASC Topic 718 Compensation – Stock Compensation requires the entire amount of an award with such features to be accounted for as a liability. Under the liability method of accounting for unit-based compensation, we re-measure the fair value of the award at each financial statement date until the award vests or is forfeited. The fair value is measured using the market price of the Partnership’s common units. During the requisite service period (the vesting period of the awards), compensation cost is recognized using the proportionate amount of the award’s fair value that has been earned through service to date. Phantom units granted to independent directors do not have a cash settlement option and as such, we account for these awards as equity. Each phantom unit is granted in tandem with a corresponding DER, which entitles the recipient to receive an amount in cash on a quarterly basis equal to the product of (i) the number of the recipient’s outstanding, unvested phantom units on the record date for such quarter and (ii) the quarterly distribution declared by the Board for such quarter with respect to the Partnership’s common units.

During the years ended December 31, 2022, 2021, and 2020, an aggregate of 603,365, 638,903, and 741,963, respectively, phantom units (including the corresponding DERs) were granted under the LTIP to the General Partner’s executive officers, certain of its employees, and independent directors. The phantom units (including the corresponding DERs) awarded are subject to restrictions on transferability, customary forfeiture provisions, and time vesting provisions. Phantom unit awards granted after July 30, 2018 vest incrementally, with 60% of the phantom units vesting on December 5 of the third year following the grant and the remaining 40% vesting on December 5 of the fifth year following the grant. Phantom unit awards that were granted to employees of USAC Management prior to July 30, 2018 vested evenly over a three-year service period.

Phantom units granted on or after July 30, 2018, vest in full upon a change in control. Award recipients do not have all the rights of a unitholder in the Partnership with respect to the phantom units until the units have vested.

As of December 31, 2022, and 2021, our total unit-based compensation liability was $17.7 million and $13.3 million, respectively. During the years ended December 31, 2022, 2021, and 2020, we recognized $15.9 million, $15.5 million, and $8.4 million of compensation expense associated with these awards, respectively, recorded in selling, general, and

administrative expense. During the years ended December 31, 2022, 2021, and 2020, amounts paid related to the cash settlement of vested awards under the LTIP were $3.0 million, $3.2 million, and $1.1 million, respectively.

The total fair value and intrinsic value of the phantom units vested under the LTIP was $4.1 million, $4.0 million, and $1.7 million for the years ended December 31, 2022, 2021, and 2020, respectively.

The following table summarizes information regarding phantom unit awards for the periods presented:


	Number of Units	Weighted-Average Grant Date Fair Value per Unit
Phantom units outstanding at December 31, 2019	1,801,984	$	15.09
Granted	741,963	12.55
Vested	(223,658)	17.27
Forfeited	(182,332)	15.36
Phantom units outstanding at December 31, 2020	2,137,957	$	14.88
Granted	638,903	14.92
Vested	(475,831)	15.13
Forfeited	(71,261)	14.50
Phantom units outstanding at December 31, 2021	2,229,768	$	13.57
Granted	603,365	18.31
Vested	(386,916)	15.89
Forfeited	(292,202)	14.10
Phantom units outstanding at December 31, 2022	2,154,015	$	14.21

The unrecognized compensation cost associated with phantom unit awards was an aggregate $24.1 million as of December 31, 2022. We expect to recognize the unrecognized compensation cost for these awards on a weighted-average basis over a period of approximately 2.6 years.

Lease Accounting - Narrative (Details) $ in Thousands	12 Months Ended
Lease Accounting - Narrative (Details) $ in Thousands	Dec. 31, 2022 USD ($) lease	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Lessor, Lease, Description [Line Items]
Number of operating leases not yet commenced \| lease	0
Gain on disposition of sale-type lease		$ 1,100
Revenue	$ 704,598	632,645	$ 667,683
Sales-type lease
Lessor, Lease, Description [Line Items]
Interest income on finance lease transaction		100	400
Sales-type lease \| Maintenance
Lessor, Lease, Description [Line Items]
Revenue		$ 300	$ 1,300
Maximum
Lessor, Lease, Description [Line Items]
Lessee, operating lease, term of contract	7 years
Lessee, finance lease, term of contract	7 years

Partners' Capital (Deficit) - Cash Distributions (Details) - Cash Distributions - USD ($) $ / shares in Units, $ in Millions													12 Months Ended
	Nov. 04, 2022	Aug. 05, 2022	May 06, 2022	Feb. 04, 2022	Nov. 05, 2021	Aug. 06, 2021	May 07, 2021	Feb. 05, 2021	Nov. 06, 2020	Aug. 10, 2020	May 08, 2020	Feb. 07, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash Distributions
Total Distribution	$ 52.5	$ 52.5	$ 52.3	$ 52.3	$ 52.0	$ 52.1	$ 52.0	$ 52.0	$ 51.6	$ 51.7	$ 51.7	$ 51.6	$ 209.6	$ 208.1	$ 206.6
Common units
Cash Distributions
Distribution per Limited Partner Unit (in dollars per share)	$ 0.525	$ 0.525	$ 0.525	$ 0.525	$ 0.525	$ 0.525	$ 0.525	$ 0.525	$ 0.525	$ 0.525	$ 0.525	$ 0.525	$ 2.10	$ 2.10	$ 2.10
Phantom Unitholders
Cash Distributions
Total Distribution	$ 1.0	$ 1.1	$ 1.2	$ 1.2	$ 1.0	$ 1.1	$ 1.1	$ 1.1	$ 0.7	$ 0.8	$ 0.9	$ 0.9	$ 4.5	$ 4.3	$ 3.3
Limited partner \| Common units
Cash Distributions
Total Distribution	$ 51.5	$ 51.4	$ 51.1	$ 51.1	$ 51.0	$ 51.0	$ 50.9	$ 50.9	$ 50.9	$ 50.9	$ 50.8	$ 50.7	$ 205.1	$ 203.8	$ 203.3

Transactions with Related Parties - Revenues from related party (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Energy Transfer
Transactions with Related Parties
Revenue from related parties	$ 15,655	$ 11,967	$ 12,372

- Definition

Amount of revenue, fees and commissions earned from transactions between (a) a parent company and its subsidiaries; (b) subsidiaries of a common parent; (c) an entity and trusts for the benefit of employees, for example, but not limited to, pension and profit-sharing trusts that are managed by or under the trusteeship of the entity's management; (d) an entity and its principal, owners, management, or members of their immediate families; and (e) affiliates.

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+ Details

Cover page - USD ($) $ in Millions	12 Months Ended
Cover page - USD ($) $ in Millions	Dec. 31, 2022	Feb. 09, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2022
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-35779
Entity Registrant Name	USA Compression Partners, LP
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	75-2771546
Entity Address, Address Line One	111 Congress Avenue, Suite 2400
Entity Address, City or Town	Austin
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	78701
City Area Code	512
Local Phone Number	473-2662
Title of 12(b) Security	Common Units Representing Limited Partner Interests
Trading Symbol	USAC
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Entity Public Float			$ 849.6
Units outstanding		98,257,639
Documents Incorporated by Reference [Text Block]	DOCUMENTS INCORPORATED BY REFERENCE: NONE
Entity Central Index Key	0001522727
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY

Income Tax Expense (Benefit)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Tax Expense (Benefit)

We are subject to the Texas Margin Tax, which applies a tax to our gross margin. We do not conduct business in any other state where a similar tax is applied. The Texas Margin Tax requires certain forms of legal entities, including limited partnerships, to pay a tax of 0.75% on its “margin,” as defined in the law, based on annual results. The tax base to which the tax is applied is the least of (i) 70% of total revenues for federal income tax purposes, (ii) total revenue less cost of goods sold, or (iii) total revenue less compensation for federal income tax purposes.

Components of our income tax expense are as follows (in thousands):


	Year Ended December 31,
	2022		2021		2020
Current tax expense	$	1,167	$	916	$	803
Deferred tax expense (benefit)	(151)		(42)		530
Total income tax expense	$	1,016	$	874	$	1,333

Deferred income tax balances are the direct effect of temporary differences between the financial statement carrying amounts and the tax basis of assets and liabilities at the enacted tax rates expected to be in effect when the taxes are actually paid or recovered.

The tax effects of temporary differences related to property and equipment, identifiable intangible assets, and goodwill that gives rise to deferred tax assets (liabilities), included net within other liabilities, are as follows (in thousands):


	December 31,
	2022		2021
Deferred tax assets:
Goodwill	$	13	$	15
Deferred tax liabilities:
Property and equipment	(4,240)		(4,389)
Identifiable intangible assets	(26)		(30)
Total deferred tax liabilities	(4,266)		(4,419)
Deferred tax liabilities, net	$	(4,253)	$	(4,404)

ASC Topic 740 Income Taxes (“ASC Topic 740”) provides guidance on measurement and recognition in accounting for income tax uncertainties and provides related guidance on derecognition, classification, disclosure, interest, and penalties. As of December 31, 2022, we had no material unrecognized tax benefits (as defined in ASC Topic 740). We do not expect to incur interest charges or penalties related to our tax positions, but if such charges or penalties are incurred, our policy is to account for interest charges and penalties as income tax expense within the Consolidated Statements of Operations. Our U.S. Federal income tax returns for years 2019 and 2020 currently are under examination by the Internal Revenue Service (“IRS”) and our Texas Margin Tax returns for report years 2018 through 2021 currently are under examination by the Texas Comptroller of Public Accounts.

The Bipartisan Budget Act of 2015 provides that any tax adjustments (including any applicable penalties and interest) resulting from partnership audits generally will be determined at the partnership level for tax years beginning after December 31, 2017. To the extent possible under these rules, our General Partner may elect to either pay the taxes (including any applicable penalties and interest) directly to the IRS or, if we are eligible, issue a revised information statement to each unitholder, and former unitholder, with respect to an audited and adjusted return. The Bipartisan Budget Act of 2015 allows a partnership to elect to apply these provisions to any return of the partnership filed for partnership taxable years beginning after the date of the enactment, November 2, 2015. We do not intend to elect to apply these provisions for any tax return filed for partnership taxable years beginning before January 1, 2018.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

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+ Details

Basis of Presentation and Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
Use of Estimates	Use of Estimates Our consolidated financial statements have been prepared in conformity with GAAP, which includes the use of estimates and assumptions by management that affect the reported amounts in these consolidated financial statements and the accompanying results. Although these estimates were based on management’s available knowledge of current and expected future events, actual results could differ from these estimates.
Cash and Cash Equivalents	Cash and Cash EquivalentsCash and cash equivalents consist of all cash balances. We consider investments in highly liquid financial instruments purchased with an original maturity of 90 days or less to be cash equivalents.
Trade Accounts Receivable and Allowance for Credit Losses	Trade Accounts Receivable Trade accounts receivable are recorded at their invoiced amounts. Allowance for Credit Losses We evaluate our allowance for credit losses related to our trade accounts receivable measured at amortized cost. Due to the short-term nature of our trade accounts receivable, we consider the amortized cost of trade accounts receivable to equal the receivable’s carrying amounts, excluding the allowance for credit losses. Our determination of the allowance for credit losses requires us to make estimates and judgments regarding our customers’ ability to pay amounts due. We continuously evaluate the financial strength of our customers and the overall business climate in which our customers operate, and make adjustments to the allowance for credit losses as necessary. We evaluate the financial strength of our customers by reviewing the aging of their receivables owed to us, our collection experience with the customer, correspondence, financial information, and third-party credit ratings. We evaluate the business climate in which our customers operate by reviewing various publicly available materials regarding our customers’ industry, including the solvency of various companies in the industry.
Inventories	Inventories Inventories consist of serialized and non-serialized parts primarily used on compression units. All inventories are stated at the lower of cost or net realizable value. Serialized parts inventories are determined using the specific-identification cost method, while non-serialized parts inventories are determined using the weighted-average cost method. Purchases of inventories are considered operating activities within the Consolidated Statements of Cash Flows.
Property and Equipment	Property and Equipment Property and equipment are carried at cost except for (i) certain acquired assets which are recorded at fair value on their respective acquisition dates and (ii) impaired assets which are recorded at fair value as of the last impairment evaluation date for which an adjustment was required. Overhauls and major improvements that increase the value or extend the life of compression equipment are capitalized and depreciated over three to five years. Ordinary maintenance and repairs are charged to cost of operations, exclusive of depreciation and amortization. When property and equipment is retired or sold, its carrying value and the related accumulated depreciation are removed from our accounts and any associated gains or losses are recorded within our Consolidated Statements of Operations in the period of sale or disposition. Capitalized interest is calculated by multiplying our monthly effective interest rate on outstanding variable-rate indebtedness by the amount of qualifying costs, which include upfront payments to acquire certain compression units. Capitalized interest was $0.9 million, $0.2 million, and $0.2 million for the years ended December 31, 2022, 2021, and 2020, respectively.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets Long-lived assets with recorded values that are not expected to be recovered from future cash flows are written-down to estimated fair value. We test long-lived assets for impairment when events or circumstances indicate that a long-lived asset’s carrying value may not be recoverable or will no longer be utilized within the operating fleet. The most common circumstance requiring compression units to be evaluated for impairment occurs when idle units do not meet the desired performance characteristics of our revenue-generating horsepower. The carrying value of a long-lived asset is not recoverable if the asset’s carrying value exceeds the sum of the undiscounted cash flows expected to be generated from the use and eventual disposition of the asset. If the carrying value of the long-lived asset exceeds the sum of the undiscounted cash flows associated with the asset, an impairment loss equal to the amount of the carrying value exceeding the fair value of the asset is recognized. The fair value of the asset is measured using quoted market prices or, in the absence of quoted market prices, based on an estimate of discounted cash flows, the expected net sale proceeds compared to the other similarly configured fleet units that we recently sold, or a review of other units recently offered for sale by third parties, or the estimated component value of the equipment we plan to continue using. In the first quarter of 2020, we determined that the impairment of our goodwill was an indicator of potential impairment of the carrying amount of our long-lived assets. Accordingly, we performed a quantitative impairment test of our long-lived assets, by which we determined that they were also not impaired. No triggering events have been identified subsequent to the first quarter of 2020. Refer to Note 5 for more detailed information about impairment charges during the years ended December 31, 2022, 2021, and 2020.
Identifiable Intangible Assets	Identifiable Intangible Assets Identifiable intangible assets are recorded at cost and amortized using the straight-line method over their estimated useful lives, which is the period over which the assets are expected to contribute directly or indirectly to our future cash flows. The estimated useful lives of our intangible assets range from 15 to 25 years. We assess identifiable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In the first quarter of 2020, we determined that the impairment of our goodwill was an indicator of potential impairment of the carrying amount of our identifiable intangible assets. Accordingly, we performed a quantitative impairment test of our identifiable intangible assets, by which we determined that they also were not impaired. No triggering events have been identified subsequent to the first quarter of 2020. We did not record any impairment of identifiable intangible assets for the years ended December 31, 2022, 2021, or 2020.
Goodwill	Goodwill Goodwill represents consideration paid in excess of the fair value of the identifiable net assets acquired in a business combination. Goodwill is not amortized, but is reviewed for impairment annually based on the carrying values as of October 1, or more frequently if impairment indicators arise that suggest the carrying value of goodwill may not be recovered. We recorded a $619.4 million goodwill impairment for the year ended December 31, 2020, which reduced our goodwill balance to zero. Refer to the Goodwill section in Note 5 for more information about the goodwill impairment assessment performed during the year ended December 31, 2020.
Revenue Recognition	Revenue Recognition Revenue is recognized when obligations under the terms of a contract with our customer are satisfied; generally, this occurs with the provision of services or the transfer of goods. Revenue is measured at the amount of consideration we expect to receive in exchange for providing services or transferring goods. Incidental items, if any, that are immaterial in the context of the contract are recognized as expenses. Refer to Note 12 for more detailed information about revenue recognition for the years ended December 31, 2022, 2021, and 2020.
Income Taxes	Income Taxes USA Compression Partners, LP is organized as a partnership for U.S. federal and state income tax purposes. As a result, our partners are responsible for U.S. federal and state income taxes on their distributive share of our items of income, gain, loss, or deduction. Texas also imposes an entity-level income tax on partnerships that is based on Texas sourced taxable margin (the “Texas Margin Tax”). Texas Margin Tax impacts are included within our consolidated financial statements. Our wholly owned finance subsidiary, USA Compression Finance Corp. (“Finance Corp”), is a corporation for U.S. federal and state income tax purposes and any resulting tax impacts are included within our consolidated financial statements. Refer to Note 8 for more detailed information about the Texas Margin Tax for the years ended December 31, 2022, 2021, and 2020.
Pass Through Taxes	Pass-Through Taxes Sales taxes incurred on behalf of, and passed through to, customers are accounted for on a net basis.
Fair Value Measurements	Fair-Value Measurements Accounting standards applicable to fair-value measurements establish a framework for measuring fair value and stipulate disclosures about fair-value measurements. The standards apply to recurring and non-recurring financial and non-financial assets and liabilities that require or permit fair-value measurements. Among the required disclosures is the fair-value hierarchy of inputs we use to value an asset or a liability. The three levels of the fair-value hierarchy are described as follows: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access at the measurement date. Level 2 inputs are those other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. As of December 31, 2022, and 2021, our financial instruments primarily consisted of cash and cash equivalents, trade accounts receivable, trade accounts payable, and long-term debt. The book values of cash and cash equivalents, trade accounts receivable, and trade accounts payable are representative of fair value due to their short-term maturities. Our revolving credit facility applies floating interest rates to amounts drawn under the facility; therefore, the carrying amount of our revolving credit facility approximates its fair value. The fair value of our Senior Notes 2026 and Senior Notes 2027 were estimated using quoted prices in inactive markets and are considered Level 2 measurements. Nonrecurring Fair-Value Measurements During the first quarter of 2020, certain potential impairment indicators were identified, specifically (i) the decline in the market price of our common units, (ii) the decline in global commodity prices, and (iii) the COVID-19 pandemic, which together indicated the fair value of the reporting unit was less than its carrying amount as of March 31, 2020. We performed a quantitative impairment test as of March 31, 2020 that resulted in a goodwill impairment of $619.4 million for the year ended December 31, 2020. Significant estimates used in our goodwill impairment analysis included cash flow forecasts, our estimate of the market’s weighted-average cost of capital, and market multiples, which are Level 3 inputs. Refer to Note 5 for further information on our goodwill impairment analysis.
Operating Segment	Operating Segment We operate in a single business segment, the compression services business.

Income Tax Expense (Benefit) - Narrative (Details)	12 Months Ended
Income Tax Expense (Benefit) - Narrative (Details)	Dec. 31, 2022 USD ($)
Income Tax Examination [Line Items]
Unrecognized tax benefits	$ 0
Texas Comptroller
Income Tax Examination [Line Items]
Texas margin tax (as a percent)	0.75%
Minimum tax base (as a percent)	70.00%

Income Tax Expense (Benefits) (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of components of income tax expense (benefits)

Components of our income tax expense are as follows (in thousands):


	Year Ended December 31,
	2022		2021		2020
Current tax expense	$	1,167	$	916	$	803
Deferred tax expense (benefit)	(151)		(42)		530
Total income tax expense	$	1,016	$	874	$	1,333

Schedule of Deferred Tax Assets and Liabilities


	December 31,
	2022		2021
Deferred tax assets:
Goodwill	$	13	$	15
Deferred tax liabilities:
Property and equipment	(4,240)		(4,389)
Identifiable intangible assets	(26)		(30)
Total deferred tax liabilities	(4,266)		(4,419)
Deferred tax liabilities, net	$	(4,253)	$	(4,404)

Consolidated Statements of Changes in Partners’ Capital And Predecessor Parent Company Net Investment (Parenthetical) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Common units
Distribution per unit (in dollars per share)	$ 2.10	$ 2.10	$ 2.10

Partners' Capital (Deficit)

12 Months Ended

Dec. 31, 2022

Partners' Capital Notes [Abstract]

Partners' Capital (Deficit)

Partners’ Capital (Deficit)

Common Units

The change in common units outstanding were as follows:


			Common Units Outstanding
Number of common units outstanding, December 31, 2019			96,631,976
Vesting of phantom units			141,652
Issuance of common units under the DRIP			188,695
Number of common units outstanding, December 31, 2020			96,962,323
Vesting of phantom units			263,985
Issuance of common units under the DRIP			118,399
Number of common units outstanding, December 31, 2021			97,344,707
Vesting of phantom units			224,386
Issuance of common units under the DRIP			124,255
Exercise and conversion of warrants into common units			534,308
Number of common units outstanding, December 31, 2022			98,227,656

As of December 31, 2022, Energy Transfer held 46,056,228 common units, including 8,000,000 common units held by the General Partner and controlled by Energy Transfer.

The limited partners holding our common units have the following rights, among others:

•right to receive distributions of our available cash within 45 days after the end of each quarter, so long as we have paid the required distributions on the Preferred Units for such quarter;

•right to transfer limited partner unit ownership to substitute limited partners;

•right to approve certain amendments of the Partnership Agreement;

•right to electronic access of an annual report, containing audited financial statements and a report on those financial statements by our independent public accountants, within 90 days after the close of the fiscal year end; and

•right to receive information reasonably required for tax reporting purposes within 90 days after the close of the calendar year.

Cash Distributions


Payment Date	Distribution per Limited Partner Unit		Amount Paid to Common Unitholders		Amount Paid to Phantom Unitholders		Total Distribution
February 7, 2020	$	0.525	$	50.7	$	0.9	$	51.6
May 8, 2020	0.525		50.8		0.9		51.7
August 10, 2020	0.525		50.9		0.8		51.7
November 6, 2020	0.525		50.9		0.7		51.6
Total 2020 distributions	$	2.10	$	203.3	$	3.3	$	206.6

February 5, 2021	$	0.525	$	50.9	$	1.1	$	52.0
May 7, 2021	0.525		50.9		1.1		52.0
August 6, 2021	0.525		51.0		1.1		52.1
November 5, 2021	0.525		51.0		1.0		52.0
Total 2021 distributions	$	2.10	$	203.8	$	4.3	$	208.1

February 4, 2022	$	0.525	$	51.1	$	1.2	$	52.3
May 6, 2022	0.525		51.1		1.2		52.3
August 5, 2022	0.525		51.4		1.1		52.5
November 4, 2022	0.525		51.5		1.0		52.5
Total 2022 distributions	$	2.10	$	205.1	$	4.5	$	209.6

Announced Quarterly Distribution

On January 12, 2023, we announced a cash distribution of $0.525 per unit on our common units. The distribution was paid on February 3, 2023, to unitholders of record as of the close of business on January 23, 2023.

DRIP

During the years ended December 31, 2022, 2021, and 2020, distributions of $2.1 million, $1.8 million, and $1.9 million, respectively, were reinvested under the DRIP resulting in the issuance of 124,255, 118,399, and 188,695 common units, respectively.

On August 5, 2020, we filed a registration statement on Form S-3 for the issuance of up to 5,000,000 units under the DRIP.

Warrants

As of December 31, 2021, we had two tranches of Warrants outstanding, which included Warrants to purchase (i) 5,000,000 common units with a strike price of $17.03 per common unit and (ii) 10,000,000 common units with a strike price of $19.59 per common unit.

On April 27, 2022, the tranche of Warrants with the right to purchase 5,000,000 common units with a strike price of $17.03 per common unit was exercised in full by the holders. The exercise of the Warrants was net settled by the Partnership for 534,308 common units.

As of December 31, 2022, the tranche of Warrants with the right to purchase 10,000,000 common units with a strike price of $19.59 per common unit was outstanding and may be exercised by the holders at any time prior to April 2, 2028.

The Warrants are presented within the equity section of the Consolidated Balance Sheets in accordance with GAAP as they are indexed to the Partnership’s common units, and require physical settlement or net settlement in the Partnership’s common units. The Warrants were valued at issuance using the Black-Scholes-Merton model.

Loss Per Unit

The computation of loss per unit is based on the weighted average number of participating securities, which includes our common units and certain equity-based awards outstanding during the applicable period. Basic loss per unit is determined by dividing net income (loss) allocated to participating securities after deducting the amount distributed on Preferred Units, by the weighted average number of participating securities outstanding during the period. Loss attributable to unitholders is allocated to participating securities based on their respective shares of the distributed and undistributed earnings for the period. To the extent cash distributions exceed net income (loss) attributable to unitholders for the period, the excess distributions are allocated to all participating securities outstanding based on their respective ownership percentages.

Diluted loss per unit is computed using the treasury stock method, which considers the potential issuance of limited partner units associated with our long-term incentive plan and Warrants. Unvested phantom units and unexercised Warrants are not included in basic loss per unit, as they are not considered to be participating securities, but are included in the calculation of diluted loss per unit to the extent they are dilutive, and in the case of Warrants to the extent they are considered “in the money.”

For the years ended December 31, 2022, 2021, and 2020, approximately 980,000, 829,000, and 634,000 incremental unvested phantom units, respectively, were excluded from the calculation of diluted loss per unit because the impact was anti-dilutive. For the year ended December 31, 2022, approximately 42,000 incremental “in the money” outstanding Warrants were excluded from the calculation of diluted loss per unit because the impact was anti-dilutive. For the years ended December 31, 2021 and 2020, our outstanding Warrants were not included in the computation as they were not considered “in the money” for either period.

Trade Accounts Receivable - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2022	Dec. 31, 2021
Receivables [Abstract]
Accounts receivable, allowances for credit losses	$ 4,982	$ 1,164	$ 2,057
Current-period provision for expected credit losses	$ 3,700

Long-term Debt

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Long-term Debt

Our long-term debt, of which there is no current portion, consisted of the following (in thousands):


	December 31,
	2022		2021
Senior Notes 2026, aggregate principal	$	725,000	$	725,000
Senior Notes 2027, aggregate principal	750,000		750,000
Less: deferred financing costs, net of amortization	(14,307)		(18,108)
Total senior notes, net	1,460,693		1,456,892
Revolving credit facility	645,956		516,342
Total long-term debt, net	$	2,106,649	$	1,973,234

Revolving Credit Facility

The Credit Agreement matures on December 8, 2026, except that if any portion of the Senior Notes 2026 are outstanding on December 31, 2025, the Credit Agreement will mature on December 31, 2025.

The Credit Agreement has an aggregate commitment of $1.6 billion (subject to availability under our borrowing base), with a further potential increase of up to $200 million. The Partnership’s obligations under the Credit Agreement are guaranteed by the guarantors party to the Credit Agreement, which currently consists of all of the Partnership’s subsidiaries. In addition, the Partnership’s obligations under the Credit Agreement are secured by: (i) substantially all of the Partnership’s assets and substantially all of the assets of the guarantors party to the Credit Agreement, excluding real property and other customary exclusions; and (ii) all of the equity interests of the Partnership’s U.S. restricted subsidiaries (subject to customary exceptions).

Borrowings under the Credit Agreement bear interest at a per-annum interest rate equal to, at the Partnership’s option, either the Alternate Base Rate or SOFR plus the applicable margin. “Alternate Base Rate” means the greatest of (i) the prime rate, (ii) the applicable federal funds effective rate plus 0.50%, and (iii) one-month SOFR rate plus 1.00%. The applicable margin for borrowings varies (a) in the case of SOFR loans, from 2.00% to 2.75% per annum, and (b) in the case of Alternate Base Rate loans, from 1.00% to 1.75% per annum, and are determined based on a total-leverage-ratio pricing grid. In addition, the Borrower is required to pay commitment fees based on the daily unused amount of the Credit Agreement in an amount equal to 0.375% per annum. Amounts borrowed and repaid under the Credit Agreement may be re-borrowed, subject to borrowing base availability.

The Credit Agreement permits us to make distributions of available cash to unitholders so long as (i) no default under the facility has occurred, is continuing, or would result from the distribution; (ii) immediately prior to and after giving effect to such distribution, we are in compliance with the facility’s financial covenants; and (iii) immediately prior to and after giving effect to such distribution, (a) on or before September 30, 2023, we have availability under the Credit Agreement of at least $250 million and (b) after September 30, 2023, we have availability under the Credit Agreement of at least $100 million. In addition, the Credit Agreement contains various covenants that may limit, among other things, our ability to (subject to exceptions):

•grant liens;

•make certain loans or investments;

•incur additional indebtedness or guarantee other indebtedness;

•enter into transactions with affiliates;

•merge or consolidate;

•sell our assets; and

•make certain acquisitions.

The Credit Agreement also contains various financial covenants, including covenants requiring us to maintain:

•a minimum EBITDA to interest coverage ratio of 2.5 to 1.0, determined as of the last day of each fiscal quarter, with EBITDA and interest expense annualized for the most-recent fiscal quarter;

•a ratio of total secured indebtedness to EBITDA not greater than 3.00 to 1.00 or less than 0.00 to 1.00, determined as of the last day of each fiscal quarter, with EBITDA annualized for the most-recent fiscal quarter; and

•a maximum funded debt-to-EBITDA ratio, determined as of the last day of each fiscal quarter with EBITDA annualized for the most-recent fiscal quarter, of (i) 5.50 to 1.00 through the third quarter of 2023 and (ii) 5.25 to 1.00 thereafter. In addition, the Partnership may increase the applicable ratio by 0.25 for any fiscal quarter during which a Specified Acquisition (as defined in the Credit Agreement) occurs and for the following two fiscal quarters, but in no event shall the maximum ratio exceed 5.50 to 1.00 for any fiscal quarter as a result of such increase.

If a default exists under the Credit Agreement, the lenders will be able to accelerate the maturity on the amount then outstanding and exercise other rights and remedies.

In connection with entering into the Credit Agreement, we paid certain upfront fees and arrangement fees to the arrangers, syndication agents and senior managing agents of the Credit Agreement in the amount of $10.0 million during the year ended December 31, 2021. These fees were capitalized to loan costs and are amortized over the remaining term of the Credit Agreement.

In connection with an amendment to our prior Credit Agreement, we incurred arrangement fees, consent fees, and other fees in the amount of $3.4 million during the year ended December 31, 2020. These fees were capitalized to loan costs and are amortized over the remaining term of the Credit Agreement.

As of December 31, 2022, we were in compliance with all of our covenants under the Credit Agreement.

As of December 31, 2022, we had outstanding borrowings under the Credit Agreement of $646.0 million, $954.0 million of availability and, subject to compliance with the applicable financial covenants, available borrowing capacity of $333.1 million. The borrowing base consists of eligible accounts receivable, inventory, and compression units. The largest component, representing 94% of the borrowing base as of December 31, 2022, was eligible compression units. Eligible compression units

consist of compressor packages that are under service contracts, leased or rented, and carried in the financial statements as fixed assets.

Our weighted-average interest rate in effect for all borrowings under the Credit Agreement for the year ended December 31, 2022, was 4.48%, and our weighted-average interest rate under the Credit Agreement as of December 31, 2022, was 6.84%. There were no letters of credit issued under the Credit Agreement as of December 31, 2022. We pay a commitment fee of 0.375% on the unused portion of the aggregate commitment.

The Credit Agreement is a “revolving credit facility” that includes a lockbox arrangement, whereby remittances from customers are forwarded to a bank account controlled by the administrative agent and are applied to reduce borrowings under the facility. Amounts borrowed and repaid under the Credit Agreement may be re-borrowed.

Senior Notes 2027

On March 7, 2019, the Partnership and Finance Corp co-issued the Senior Notes 2027. The Senior Notes 2027 mature on September 1, 2027 and accrue interest at the rate of 6.875% per year. Interest on the Senior Notes 2027 is payable semi-annually in arrears on each of March 1 and September 1.


Year	Percentages
2022	105.156	%
2023	103.438	%
2024	101.719	%
2025 and thereafter	100.000	%

If we experience a change of control followed by a ratings decline, unless we have previously exercised, or concurrently exercise, our right to redeem the Senior Notes 2027 (as described above), we may be required to offer to repurchase the Senior Notes 2027 at a purchase price equal to 101% of the principal amount repurchased, plus accrued and unpaid interest, if any, to the repurchase date.

The indenture governing the Senior Notes 2027 (the “2027 Indenture”) contains certain financial ratios that we must comply with in order to make certain restricted payments as described in the 2027 Indenture. As of December 31, 2022, we were in compliance with such financial covenants under the 2027 Indenture.

The Senior Notes 2027 are fully and unconditionally guaranteed (the “2027 Guarantees”), jointly and severally, on a senior unsecured basis by all of our existing subsidiaries (other than Finance Corp), and will be fully and unconditionally guaranteed, jointly and severally, by each of our future restricted subsidiaries that either borrows under, or guarantees, the Credit Agreement or guarantees certain of our other indebtedness (collectively, the “Guarantors”). The Senior Notes 2027 and the 2027 Guarantees are general unsecured obligations and rank equally in right of payment with all of the Guarantors’, Finance Corp’s, and our existing and future senior indebtedness and senior to the Guarantors’, Finance Corp’s, and our future subordinated indebtedness, if any. The Senior Notes 2027 and the 2027 Guarantees effectively are subordinated in right of payment to all of the Guarantors’, Finance Corp’s, and our existing and future secured debt, including debt under the Credit Agreement and guarantees thereof, to the extent of the value of the assets securing such debt, and are structurally subordinate to all indebtedness of any of our subsidiaries that do not guarantee the Senior Notes 2027.

Senior Notes 2026

On March 23, 2018, the Partnership and Finance Corp co-issued the Senior Notes 2026. The Senior Notes 2026 mature on April 1, 2026 and accrue interest at the rate of 6.875% per year. Interest on the Senior Notes 2026 is payable semi-annually in arrears on each of April 1 and October 1.


Year	Percentages

2022	103.438	%
2023	101.719	%
2024 and thereafter	100.000	%

If we experience a change of control followed by a ratings decline, unless we have previously exercised, or concurrently exercise, our right to redeem the Senior Notes 2026 (as described above), we may be required to offer to repurchase the Senior Notes 2026 at a purchase price equal to 101% of the principal amount repurchased, plus accrued and unpaid interest, if any, to the repurchase date.

The indenture governing the Senior Notes 2026 (the “2026 Indenture”) contains certain financial ratios that we must comply with in order to make certain restricted payments as described in the 2026 Indenture. As of December 31, 2022, we were in compliance with such financial covenants under the 2026 Indenture.

The Senior Notes 2026 are fully and unconditionally guaranteed (the “2026 Guarantees”), jointly and severally, on a senior unsecured basis by the Guarantors. The Senior Notes 2026 and the 2026 Guarantees are general unsecured obligations and rank equally in right of payment with all of the Guarantors’, Finance Corp’s, and our existing and future senior indebtedness and senior to the Guarantors’, Finance Corp’s, and our future subordinated indebtedness, if any. The Senior Notes 2026 and the 2026 Guarantees effectively are subordinated in right of payment to all of the Guarantors’, Finance Corp’s, and our existing and future secured debt, including debt under the Credit Agreement and guarantees thereof, to the extent of the value of the assets securing such debt, and are structurally subordinate to all indebtedness of any of our subsidiaries that do not guarantee the Senior Notes 2026.

We have no assets or operations independent of our subsidiaries, and there are no significant restrictions on our ability to obtain funds from our subsidiaries by dividend or loan. Each of the Guarantors is 100% owned by us. None of the assets of our subsidiaries represent restricted net assets pursuant to Rule 4-08(e)(3) of Regulation S-X under the Securities Act of 1933, as amended.

Subsidiary Guarantors

The Partnership may from time to time file a Registration Statement on Form S-3 with the SEC to register the issuance and sale of, among other securities, debt securities, which may be co-issued by Finance Corp (together with the Partnership, the “Issuers”) and fully and unconditionally guaranteed on a joint and several basis by the Partnership’s operating subsidiaries for the benefit of each holder and the trustee. Such guarantees are expected to be subject to release, subject to certain limitations, as follows (i) upon the sale, exchange or transfer, by way of a merger or otherwise, to any person that is not our affiliate, of all of our direct or indirect limited partnership or other equity interest in such subsidiary guarantor; or (ii) upon delivery by an Issuer of a written notice to the trustee of the release or discharge of all guarantees by such subsidiary guarantor of any debt of the Issuers other than obligations arising under the indenture governing such debt and any debt securities issued under such indenture, except a discharge or release by or as a result of payment under such guarantees.

Maturities of long-term debt for each of the five succeeding years are as follows (in thousands):


Year Ending December 31,
2023	$	—
2024	—
2025	—
2026 (1)	1,370,956
2027	750,000

________________________

Trade Accounts Receivable - Trade Accounts Receivable, Allowance for Credit Loss (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Trade accounts receivable, allowance for credit loss, beginning balance	$ 2,057	$ 4,982
Provision for expected credit losses	(700)	(2,700)	$ 3,700
Write-offs charged against the allowance	(203)	(264)
Recoveries collected	10	39
Trade accounts receivable, allowance for credit loss, ending balance	$ 1,164	$ 2,057	$ 4,982

Other Current Liabilities (Tables)

12 Months Ended

Dec. 31, 2022

Other Liabilities Disclosure [Abstract]

Schedule of Other Current Liabilities

Components of other current liabilities included the following (in thousands):


	December 31,
	2022		2021
Accrued sales tax contingencies (1)	$	—	$	44,923
Accrued interest expense	32,763		30,850

Accrued unit-based compensation liability	17,743		13,280
Accrued capital expenditures	10,028		3,521

________________________

(1)Refer to Note 16 for further information on the accrued sales tax contingencies.

Consolidated Statements of Changes in Partners' Capital And Predecessor Parent Company Net Investment - USD ($) $ in Thousands	Total	Common units	Warrants
Partners' capital beginning balance at Dec. 31, 2019	$ 1,180,598	$ 1,166,619	$ 13,979
Increase (Decrease) in Partners' Capital
Vesting of phantom units	1,748	1,748
Distributions and distribution equivalent rights	(203,325)	(203,325)
Issuance of common units under the DRIP	1,901	1,901
Unit-based compensation for equity classified awards	215	215
Net loss attributable to common unitholders’ interests	(643,482)	(643,482)
Partners' capital ending balance at Dec. 31, 2020	337,655	323,676	13,979
Increase (Decrease) in Partners' Capital
Vesting of phantom units	3,821	3,821
Distributions and distribution equivalent rights	(203,883)	(203,883)
Issuance of common units under the DRIP	1,775	1,775
Unit-based compensation for equity classified awards	211	211
Net loss attributable to common unitholders’ interests	(38,471)	(38,471)
Partners' capital ending balance at Dec. 31, 2021	101,108	87,129	13,979
Increase (Decrease) in Partners' Capital
Vesting of phantom units	3,860	3,860
Distributions and distribution equivalent rights	(205,219)	(205,219)
Issuance of common units under the DRIP	2,132	2,132
Unit-based compensation for equity classified awards	252	252
Exercise and conversion of warrants into common units	0	5,167	(5,167)
Net loss attributable to common unitholders’ interests	(18,432)	(18,432)
Partners' capital ending balance at Dec. 31, 2022	$ (116,299)	$ (125,111)	$ 8,812

Income Tax Expense (Benefit) - Tax effects of temporary differences related to property and equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Goodwill	$ 13	$ 15
Deferred tax liabilities:
Property and equipment	(4,240)	(4,389)
Identifiable intangible assets	(26)	(30)
Total deferred tax liabilities	(4,266)	(4,419)
Deferred tax liabilities, net	$ (4,253)	$ (4,404)

Inventory (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Serialized parts	$ 46,923	$ 44,642
Non-serialized parts	46,831	41,174
Total inventories	$ 93,754	$ 85,816

Partners' Capital (Deficit) - Narrative (Details) $ / shares in Units, $ in Thousands				12 Months Ended
	Jan. 12, 2023 $ / shares	Apr. 27, 2022 $ / shares shares	Apr. 02, 2018 tranche	Dec. 31, 2022 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) tranche $ / shares shares	Dec. 31, 2020 USD ($) shares	Aug. 05, 2020 shares	Dec. 31, 2019 shares
Partners' Capital
Non-cash distributions \| $				$ 2,132	$ 1,775	$ 1,901
Number of common units issued under DRIP				124,255	118,399	188,695
Maximum number of unities under distribution reinvestment (up to)							5,000,000
Number of tranches of warrants \| tranche			2		2
Number of shares that can be purchased on the warrant		5,000,000
Warrant strike price \| $ / shares		$ 17.03
Common units issued from exercise of warrants		534,308
Warrants
Partners' Capital
Units or warrants excluded from computation of earnings per unit				42,000	0	0
Tranche 1
Partners' Capital
Number of shares that can be purchased on the warrant					5,000,000
Warrant strike price \| $ / shares					$ 17.03
Tranche 2
Partners' Capital
Number of shares that can be purchased on the warrant				10,000,000	10,000,000
Warrant strike price \| $ / shares				$ 19.59	$ 19.59
Phantom units
Partners' Capital
Units or warrants excluded from computation of earnings per unit				980,000	829,000	634,000
Cash Distributions
Partners' Capital
Non-cash distributions \| $				$ 2,100	$ 1,800	$ 1,900
Common units \| Energy Transfer
Partners' Capital
Partners' capital (in units)				46,056,228
Limited partner \| Common units
Partners' Capital
Partners' capital (in units)				98,227,656	97,344,707	96,962,323		96,631,976
Number of common units issued under DRIP				124,255	118,399	188,695
Limited partner \| Common units \| Cash Distributions \| Subsequent Event
Partners' Capital
Cash distribution announced per unit (in dollars per share) \| $ / shares	$ 0.525
General partner \| Common units \| Energy Transfer
Partners' Capital
Partners' capital (in units)				8,000,000