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Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2017	Nov. 03, 2017
Document and Entity Information
Entity Registrant Name	USA Compression Partners, LP
Entity Central Index Key	0001522727
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		62,016,723
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q3

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 923	$ 65
Accounts receivable, net:
Trade, net	31,379	32,237
Other	8,698	9,028
Inventory, net	35,718	29,556
Prepaid expenses	2,715	2,083
Total current assets	79,433	72,969
Property and equipment, net	1,267,512	1,267,574
Installment receivable	11,521	14,079
Identifiable intangible assets, net	72,520	75,189
Goodwill	35,866	35,866
Other assets	5,093	6,735
Total assets	1,471,945	1,472,412
Current liabilities:
Accounts payable	9,608	13,148
Accrued liabilities	26,373	26,572
Deferred revenue	22,778	16,691
Total current liabilities	58,759	56,411
Long-term debt	752,000	685,371
Other liabilities	1,513	1,113
Partners' capital:
Total partners' capital	659,673	729,517
Total liabilities and partners' capital	1,471,945	1,472,412
Limited partner \| Common units
Partners' capital:
Limited partner interest	652,385	721,080
General partner
Partners' capital:
General partner interest	$ 7,288	$ 8,437

Condensed Consolidated Balance Sheets (Parenthetical) - Limited partner - Common units - shares	Sep. 30, 2017	Dec. 31, 2016
Limited partner units issued (in shares)	62,016,723	60,689,110
Limited partner units outstanding (in shares)	62,016,723	60,689,110

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Revenues:
Contract operations	$ 68,407	$ 60,282	$ 192,164	$ 187,345
Parts and service	4,384	848	12,673	3,663
Total revenues	72,791	61,130	204,837	191,008
Costs and expenses:
Cost of operations, exclusive of depreciation and amortization	23,441	18,885	67,546	58,368
Selling, general, and administrative	11,888	12,577	33,643	33,496
Depreciation and amortization	24,808	23,195	73,493	68,701
Loss (gain) on disposition of assets	50	(155)	(207)	795
Impairment of compression equipment	1,096	3,441	4,809	4,134
Total costs and expenses	61,283	57,943	179,284	165,494
Operating income (loss)	11,508	3,187	25,553	25,514
Other income (expense):
Interest expense, net	(6,557)	(5,275)	(18,233)	(15,476)
Other	3	16	22	30
Total other expense	(6,554)	(5,259)	(18,211)	(15,446)
Net income (loss) before income tax expense	4,954	(2,072)	7,342	10,068
Income tax expense	165	74	448	402
Net income (loss)	4,789	(2,146)	6,894	9,666
Net income (loss) allocated to:
General partner’s interest in net income	$ 399	$ 272	$ 1,096	$ 1,019
Net income per unit:
Distributions declared per limited partner unit for respective periods (in dollars per unit)	$ 0.525	$ 0.525	$ 1.575	$ 1.575
Common units
Net income (loss) allocated to:
Limited partners' interest in net income (loss)	$ 4,390	$ (2,418)	$ 5,798	$ 11,358
Weighted average units outstanding:
Basic (in units)	61,815	55,087	61,366	51,911
Diluted (in units)	62,084	55,302	61,602	52,204
Net income per unit:
Basic and diluted (in dollars per unit)	$ 0.070	$ (0.04)	$ 0.09	$ 0.22
Subordinated units
Net income (loss) allocated to:
Limited partners' interest in net income (loss)				$ (2,711)
Weighted average units outstanding:
Basic and diluted (in units)				2,359
Net income per unit:
Basic and diluted (in dollars per unit)				$ (1.15)

Condensed Consolidated Statements of Changes in Partners' Capital - 9 months ended Sep. 30, 2017 - USD ($) $ in Thousands	Common units Limited partner	General partner	Total
Limited Partners' Capital Account at Dec. 31, 2016	$ 721,080
General Partners' Capital Account at Dec. 31, 2016		$ 8,437
Partners' capital at Dec. 31, 2016			$ 729,517
Partners' capital units outstanding (in shares) at Dec. 31, 2016	60,689,110
Increase (Decrease) in Partners' Capital
Vesting of phantom units	$ 4,243		4,243
Vesting of phantom units (in units)	271,000
Distributions and DERs	$ (96,373)	(2,245)	(98,618)
Issuance of common units under the DRIP	$ 17,412		17,412
Issuance of common units under the DRIP (in shares)	1,057,000
Unit-based compensation of equity classified awards	$ 225		225
Net income (loss)	5,798	1,096	6,894
General Partners' Capital Account at Sep. 30, 2017		$ 7,288
Limited Partners' Capital Account at Sep. 30, 2017	$ 652,385
Partners' capital at Sep. 30, 2017			$ 659,673
Partners' capital units outstanding (in shares) at Sep. 30, 2017	62,016,723

Condensed Consolidated Statements of Cash Flows - USD ($)	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Cash flows from operating activities:
Net income	$ 6,894,000	$ 9,666,000
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	73,493,000	68,701,000
Amortization of debt issue costs	1,641,000	1,561,000
Unit-based compensation expense	8,160,000	8,481,000
Loss (gain) on disposition of assets	(207,000)	795,000
Impairment of compression equipment	4,809,000	4,134,000
Changes in assets and liabilities:
Accounts receivable, net	3,747,000	7,377,000
Inventory, net	(14,794,000)	(5,216,000)
Prepaid expenses	(632,000)	257,000
Other noncurrent assets	3,000	20,000
Accounts payable	(4,216,000)	(3,680,000)
Accrued liabilities and deferred revenue	6,164,000	2,500,000
Other noncurrent liabilities	239,000
Net cash provided by operating activities	85,301,000	94,596,000
Cash flows from investing activities:
Capital expenditures, net	(65,551,000)	(46,253,000)
Proceeds from sale of property and equipment	467,000	313,000
Proceeds from insurance recovery		73,000
Net cash used in investing activities	(65,084,000)	(45,867,000)
Cash flows from financing activities:
Proceeds from long-term debt	285,315,000	216,180,000
Payments on long-term debt	(218,686,000)	(201,429,000)
Cash paid related to net settlement of unit-based awards	(2,835,000)	(113,000)
Cash distributions	(83,153,000)	(61,356,000)
Financing costs	0	(2,011,000)
Net cash used in financing activities	(19,359,000)	(48,729,000)
Increase in cash and cash equivalents	858,000
Cash and cash equivalents, beginning of period	65,000	7,000
Cash and cash equivalents, end of period	923,000	7,000
Supplemental cash flow information:
Cash paid for interest	17,646,000	15,132,000
Cash paid for taxes	230,000	265,000
Supplemental non-cash transactions:
Non-cash distribution to certain limited partners (DRIP)	17,412,000	27,811,000
Transfers to/from inventory to property and equipment	8,632,000	(2,244,000)
Transfer from long term installment receivable to short term	(2,559,000)	(2,374,000)
Capital expenditures
Change in capital expenditures included in accounts payable and accrued liabilities	$ 1,649,000	$ 2,912,000

Organization and Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2017

Organization and Summary of Significant Accounting Policies

Organization and Summary of Significant Accounting Policies

(1) Organization and Summary of Significant Accounting Policies

(a) Organization

Unless otherwise indicated, the terms “our”, “we”, “us”, “the Partnership” and similar language refer to USA Compression Partners, LP, collectively with its operating subsidiaries. We are a Delaware limited partnership. USA Compression GP, LLC, a Delaware limited liability company, serves as our general partner and is referred to herein as the “General Partner”. Our General Partner is owned by USA Compression Holdings, LLC (“USA Compression Holdings”). Through our operating subsidiaries, we provide compression services under term contracts with customers in the natural gas and crude oil industries, using natural gas compression packages that we design, engineer, own, operate and maintain. We provide compression services in a number of shale plays throughout the United States, including the Utica, Marcellus, Permian Basin, Delaware Basin, Eagle Ford, Mississippi Lime, Granite Wash, Woodford, Barnett, Haynesville, Niobrara and Fayetteville shales.

Certain of our operating subsidiaries are borrowers under a revolving credit facility and the Partnership is a guarantor of that revolving credit facility (see Note 6). The accompanying unaudited condensed consolidated financial statements include the accounts of the Partnership and its operating subsidiaries, all of which are wholly owned by us.

Net income (loss) is allocated to our general and limited partners using the two-class income allocation method. All intercompany balances and transactions have been eliminated in consolidation. Our common units representing limited partner interests in the Partnership trade on the New York Stock Exchange under the ticker symbol “USAC”.

Our ownership structure was as follows:


	September 30, 2017
	USA
	Compression
	Holdings		Public		Total
General partner interest	1.2	%	—		1.2	%
Limited partner interest	39.7	%	59.1	%	98.8	%
Total	40.9	%	59.1	%	100.0	%

(b) Basis of Presentation

Our accompanying unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements included in our annual report on Form 10-K for the year ended December 31, 2016 filed on February 13, 2017 (our “2016 Annual Report”). In the opinion of our management, such financial information reflects all adjustments necessary for a fair presentation of the financial position as of September 30, 2017 and December 31, 2016, and the results of operations for the three and nine months ended September 30, 2017 and 2016, changes in partners’ capital for the nine months ended September 30, 2017 and the statements of cash flows for the nine months ended September 30, 2017 and 2016 in accordance with U.S. generally accepted accounting principles (“GAAP”). Operating results for the three and nine months ended September 30, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). Therefore, these consolidated financial statements should be read in conjunction with our audited consolidated financial statements for the year ended December 31, 2016 contained in our 2016 Annual Report.

Our unaudited condensed 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 of assets, liabilities, revenues, expenses and disclosure of contingent assets and liabilities that existed at the date of the unaudited condensed consolidated financial statements. Although these estimates were based on management’s available knowledge of current and expected future events, actual results could differ from these estimates.

(d) Inventory

Inventory consists of serialized and non-serialized parts used primarily in the repair of compression units. All inventory is stated at the lower of cost or net realizable value. Serialized parts inventory is determined using the specific identification cost method, while non-serialized parts inventory is determined using the weighted average cost method. Purchases of these assets are considered operating activities in the Unaudited Condensed Consolidated Statements of Cash Flows.

Components of inventory are as follows (in thousands):


	September 30, 2017		December 31, 2016
Serialized parts	$	19,757	$	17,943
Non-serialized parts		16,275		11,927
Total Inventory, gross		36,032		29,870
Less: obsolete and slow moving reserve		(314)		(314)
Total Inventory, net	$	35,718	$	29,556

(e) Identifiable Intangible Assets

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


	Customer
	Relationships		Trade Names		Non-compete		Total
Net Balance at December 31, 2016	$	63,183	$	11,856	$	150	$	75,189
Amortization Expense		(2,051)		(468)		(150)		(2,669)
Net Balance at September 30, 2017	$	61,132	$	11,388	$	—	$	72,520

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 range from 4 to 30 years. Accumulated amortization of intangible assets was $22.7 million and $20.0 million as of September 30, 2017 and December 31, 2016, respectively.

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. We did not record any impairment of identifiable intangible assets for the three and nine months ended September 30, 2017 or the three and nine months ended September 30, 2016.

(f) 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 on 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 3 to 5 years. Ordinary maintenance and repairs are charged to cost of operations, exclusive of depreciation and amortization. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets as follows:


Compression equipment, acquired new		25 years
Compression equipment, acquired used		9 - 25 years
Furniture and fixtures		7 years
Vehicles and computer equipment		3 - 7 years
Leasehold improvements		5 years

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 on our statements of operations in the period of sale or disposition.

See more information on property and equipment in Note 3 to our unaudited condensed consolidated financial statements.

(g) Impairment of Long-Lived Assets

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

During the three and nine months ended September 30, 2017, we evaluated the future deployment of our idle fleet under current market conditions and determined to retire, sell or re-utilize key components of compression units with a total of 2,728 and 10,734 horsepower, respectively, which were previously used to provide compression services in our business. The cause of the impairment was due to the type of units, which were not marketable, and were subject to excessive maintenance costs. These compression units were written down to their respective estimated salvage value, if any.

During the three and nine months ended September 30, 2016, we evaluated the future deployment of our idle fleet under then-current market conditions and determined to retire, sell or re-utilize key components of compression units with a total of 10,407 and 12,099 horsepower, respectively, which were previously used to provide compression services in our business. The cause of the impairment was related to certain performance characteristics of the impaired equipment, such as excessive maintenance costs and the inability of the equipment to meet then-current emission standards without retrofitting. We determined that this equipment was unlikely to be accepted by customers under then-current market conditions. These compression units were written down to their respective estimated salvage value, if any.

As a result of our decision to retire, sell or re-utilize key components of these compression units, we recorded $1.1 million and $4.8 million of impairment of long-lived assets in the three and nine months ended September 30, 2017, respectively, and $3.4 million and $4.1 million of impairment of long-lived assets in the three and nine months ended September 30, 2016, respectively.

(h) Fair Value Measurements

Accounting standards on fair value measurements establish a framework for measuring fair value and stipulate disclosures about fair value measurements. The standards apply to recurring and nonrecurring 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.

Phantom unit awards granted to employees under the USA Compression Partners, LP 2013 Long-Term Incentive Plan (the “LTIP”) are accounted for as a liability, and such liability is re-measured on a quarterly basis. The liability is based on the publicly quoted price of our common units, which is considered a Level 1 input, and is recorded within the accrued liabilities caption on the Unaudited Condensed Consolidated Balance Sheets.

Net liabilities measured at fair value on a recurring basis are summarized below (in thousands):


	September 30, 2017		December 31, 2016
Assets (Liabilities)	Level 1		Level 1
Unit-based compensation liability	$	(5,985)	$	(7,043)

As of September 30, 2017 and December 31, 2016, our financial instruments consisted primarily 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. The carrying amount of long-term debt approximates fair value due to the floating interest rates associated with the debt.

(i) Operating Segment

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

(j) Pass Through Taxes

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

Trade Accounts Receivable	9 Months Ended
Trade Accounts Receivable	Sep. 30, 2017
Trade Accounts Receivable
Trade Accounts Receivable	(2) Trade Accounts Receivable Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts, which was $0.5 million and $0.7 million at September 30, 2017 and December 31, 2016, respectively, is our best estimate of the amount of probable credit losses included in our existing accounts receivable. We determine the allowance based upon historical write-off experience and specific customer circumstances. The determination of the allowance for doubtful accounts requires us to make estimates and judgments regarding our customers’ ability to pay amounts due. On an ongoing basis, we conduct an evaluation of the financial strength of our customers based on payment history, the overall business climate in which our customers operate and specific identification of customer bad debt and make adjustments to the allowance as necessary. Our evaluation of our customers’ financial strength is based on the aging of their respective receivables balance, customer correspondence, financial information and third-party credit ratings. Our evaluation of the business climate in which our customers operate is based on a review of various publicly-available materials regarding our customers’ industries, including the solvency of various companies in the industry. During the three and nine months ended September 30, 2017, we reduced our allowance for doubtful accounts by $0.1 million and $0.2 million, respectively, and during the three and nine months ended September 30, 2016, we reduced our allowance for doubtful accounts by $0.1 million and $1.5 million, respectively. Reductions for such periods were due primarily to collections on accounts that had previously been reserved.

- Definition

The entire disclosure for claims held for amounts due a entity, excluding financing receivables. Examples include, but are not limited to, trade accounts receivables, notes receivables, loans receivables. Includes disclosure for allowance for credit losses.

+ References + Details

Property and Equipment

9 Months Ended

Sep. 30, 2017

Property and Equipment

Property and Equipment

(3) Property and Equipment

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


	September 30, 2017		December 31, 2016
Compression equipment	$	1,615,002	$	1,551,157
Furniture and fixtures		593		625
Automobiles and vehicles		19,407		18,979
Computer equipment		25,223		23,394
Leasehold improvements		1,537		1,392
Total Property and equipment, gross		1,661,762		1,595,547
Less: accumulated depreciation and amortization		(394,250)		(327,973)
Total Property and equipment, net	$	1,267,512	$	1,267,574

We recognized $23.9 million and $22.3 million of depreciation expense on property and equipment for the three months ended September 30, 2017 and 2016, respectively. We recognized $70.8 million and $66.0 million of depreciation expense on property and equipment for the nine months ended September 30, 2017 and 2016, respectively.

As of September 30, 2017 and December 31, 2016, there was $3.0 million and $1.4 million, respectively, of property and equipment purchases in accounts payable and accrued liabilities.

During the nine months ended September 30, 2017, we recognized a $0.2 million gain on the sale of a compression unit. During the nine months ended September 30, 2016, we abandoned certain assets and incurred a $1.0 million loss. Each of these is reported within the Loss (gain) on disposition of assets caption in the Unaudited Condensed Consolidated Statements of Operations.

Installment Receivable	9 Months Ended
Installment Receivable	Sep. 30, 2017
Installment Receivable
Installment Receivable	(4) Installment Receivable On June 30, 2014, we entered into a FMV Bargain Purchase Option Grant Agreement (the “BPO Capital Lease Transaction”) with a customer, pursuant to which we granted a bargain purchase option to the customer with respect to certain compressor packages leased to the customer. The bargain purchase option provides 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, which is 7 years. On November 1, 2016, we entered into a Formula Price Purchase Agreement (the “FPP Capital Lease Transaction”) with a customer with respect to certain assets leased to the customer that the customer will purchase at the end of the lease term. The customer has the option to purchase these assets in April and October of each year with the final option occurring in May 2021. Both capital leases were accounted for as sales type leases resulting in a current installment receivable included in other accounts receivable of $8.7 million and $8.9 million as of September 30, 2017 and December 31, 2016, respectively, and a long-term installment receivable of $11.5 million and $14.1 million as of such period ends, respectively. Revenue and interest income related to both capital leases is recognized over the respective lease terms. We recognize maintenance revenue within Contract operations revenue and interest income within Interest expense, net on the Unaudited Condensed Consolidated Statements of Operations. For each of the three and nine months ended September 30, 2017 and 2016, maintenance revenue related to the BPO Capital Lease Transaction was $0.3 million and $1.0 million, respectively. There is no maintenance revenue component to the FPP Capital Lease Transaction. Interest income related to both capital leases was $0.4 million and $0.3 million for the three months ended September 30, 2017 and 2016, respectively, and $1.2 million and $1.1 million for the nine months ended September 30, 2017 and 2016, respectively.

Accrued Liabilities	9 Months Ended
Accrued Liabilities	Sep. 30, 2017
Accrued Liabilities
Accrued Liabilities	(5) Accrued Liabilities Accrued liabilities include accrued payroll and benefits and accrued property taxes. We recognized $7.1 million and $6.9 million of accrued payroll and benefits as of September 30, 2017 and December 31, 2016, respectively. We recognized $6.1 million and $6.6 million of accrued property taxes as of September 30, 2017 and December 31, 2016, respectively.

Long-Term Debt

9 Months Ended

Sep. 30, 2017

Long-Term Debt

Long-Term Debt

(6) Long-Term Debt

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


	September 30, 2017		December 31, 2016
Revolving Credit Facility	$	752,000	$	685,371

In March 2016, we entered into a third amendment to our revolving credit facility, which amended the credit agreement to, among other things, (i) modify the leverage ratio covenant to be (A) 5.25 to 1.0 as of the end of the respective fiscal quarters ending September 30, 2017 and December 31, 2017 and (B) 5.00 to 1.0 thereafter, and (ii) amend certain other provisions of the credit agreement, all as more fully set forth in the third amendment.

In connection with entering into the third amendment, we paid certain amendment fees to the lenders party thereto and paid a certain arrangement fee to the arranger of the third amendment in the amount of $2.0 million, collectively, during the nine months ended September 30, 2016. These fees were capitalized to loan costs and will be amortized through January 2020. No such fees were paid during the three or nine months ended September 30, 2017.

As of September 30, 2017 we were in compliance with all of our covenants under our revolving credit facility.

As of September 30, 2017, we had outstanding borrowings under our revolving credit facility of $752.0 million, $288.6 million of borrowing base availability and, subject to compliance with the applicable financial covenants, available borrowing capacity of $104.9 million. Our interest rate in effect for all borrowings under our revolving credit facility as of September 30, 2017 and December 31, 2016 was 3.25% and 2.94%, respectively, with a weighted average interest rate of 3.25% and 2.53% during the three months ended September 30, 2017 and 2016, respectively, and 3.09% and 2.49% during the nine months ended September 30, 2017 and 2016, respectively. There were no letters of credit issued as of September 30, 2017 or 2016.

In the event that any of the operating subsidiaries guarantees any series of the debt securities as described in our registration statements on Form S-3, such guarantees will be full and unconditional and made on a joint and several basis for the benefit of each holder and the Trustee. However, such guarantees will be subject to release, subject to certain limitations, as follows (i) upon the sale, exchange or transfer, whether 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 our or USA Compression Finance Corp.’s (together, the “Issuers”) delivery 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. Capitalized terms used but not defined in this paragraph are defined in the Form of Indenture filed as exhibit 4.1 to such registration statement.

Our operating subsidiaries and USA Compression Finance Corp. are our only existing subsidiaries. We have no assets or operations independent of our subsidiaries, and there are no significant restrictions upon our ability to obtain funds from our subsidiaries by dividend or loan. 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.

Our revolving credit facility matures in January 2020 and we expect to maintain this facility for the term.

Partners' Capital

9 Months Ended

Sep. 30, 2017

Partners' Capital.

Partners' Capital

(7) Partners’ Capital

Common Units and General Partner Interest

As of September 30, 2017, we had 62,016,723 common units outstanding. USA Compression Holdings held 24,933,824 common units as of September 30, 2017 and controlled our General Partner, which held an approximate 1.2% general partner interest (the “General Partner’s Interest”) and the incentive distribution rights (“IDRs”). See the Unaudited Condensed Consolidated Statement of Changes in Partners’ Capital.

Cash Distributions

We have declared quarterly distributions per unit to limited partner unitholders of record, including holders of common and phantom units, and distributions paid to the General Partner, including the General Partner’s Interest and IDRs, as follows (in millions, except distribution per unit):


	Distribution per		Amount Paid to		Amount Paid to		Amount Paid to
	Limited Partner		Common		General		Phantom		Total
Payment Date	Unit		Unitholders		Partner		Unitholders		Distribution
August 12, 2016	$	0.525	$	28.8	$	0.7	$	0.7	$	30.2
November 14, 2016	$	0.525	$	29.1	$	0.7	$	0.6	$	30.4
February 14, 2017	$	0.525	$	31.9	$	0.7	$	0.8	$	33.4
May 12, 2017	$	0.525	$	32.1	$	0.7	$	0.6	$	33.4
August 11, 2017	$	0.525	$	32.3	$	0.8	$	0.6	$	33.7

Announced Quarterly Distribution

On October 19, 2017, we announced a cash distribution of $0.525 per unit on our common units. The distribution will be paid on November 10, 2017 to unitholders of record as of the close of business on October 30, 2017. USA Compression Holdings, the owner of approximately 40.2% of our outstanding limited partner interests, has elected to reinvest 20% of this distribution with respect to its units pursuant to our distribution reinvestment plan (the “DRIP”).

Distribution Reinvestment Plan

During the nine months ended September 30, 2017 and 2016, distributions of $17.4 million and $27.8 million, respectively, were reinvested under the DRIP resulting in the issuance of 1.1 million and 2.5 million common units, respectively. Such distributions are treated as non-cash transactions in the accompanying Unaudited Condensed Consolidated Statements of Cash Flows.

Earnings Per Common and Subordinated Unit

The computations of earnings per common unit and subordinated unit are based on the weighted average number of common units and subordinated units, respectively, outstanding during the applicable period. The subordinated units and our General Partner’s Interest (including its IDRs) meet the definition of participating securities as defined by the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification Topic 260 Earnings Per Share; therefore, we apply the two-class method in our computation of earnings per unit. Basic earnings per common and subordinated unit are determined by dividing net income (loss) allocated to the common and subordinated units, respectively, after deducting the amount allocated to our General Partner (including distributions to our General Partner on our General Partner’s Interest and its IDRs), by the weighted average number of outstanding common and subordinated units, respectively, during the period. Net income (loss) is allocated to the common units, subordinated units and our General Partner’s Interest (including its IDRs) based on their respective shares of the distributed and undistributed earnings for the period. To the extent cash distributions exceed net income (loss) for the period, the excess distributions are allocated to all participating units outstanding based on their respective ownership percentages. Diluted earnings per unit are computed using the treasury stock method, which considers the potential issuance of limited partner units associated with our LTIP. Unvested phantom units are not included in basic earnings per unit, as they are not considered to be participating securities, but are included in the calculation of diluted earnings per unit. Incremental unvested phantom units outstanding represent the only difference between our basic and diluted weighted average common units outstanding during the three and nine months ended September 30, 2017 and 2016.

Incentive Distribution Rights

Our General Partner holds all of our IDRs. The IDRs represent the right to receive an increasing percentage of our quarterly distributions of available cash from operating surplus after the minimum quarterly distribution and the target distribution levels have been achieved.

The following table illustrates the percentage allocations of Available Cash from Operating Surplus between our unitholders and our General Partner based on the specified target distribution levels. The amounts set forth under “Marginal Percentage Interest in Distributions” are the percentage interests of our General Partner and our unitholders in any Available Cash from Operating Surplus we distribute up to and including the corresponding amount in the column “Total Quarterly Distribution Per Unit.” The percentage interests shown for our unitholders and our General Partner for the minimum quarterly distribution are also applicable to quarterly distribution amounts that are less than the minimum quarterly distribution. The percentage interests set forth below for our General Partner include its General Partner’s Interest, and assume our General Partner has contributed any additional capital necessary to maintain its General Partner’s Interest and our General Partner has not transferred our IDRs.


		Marginal Percentage Interest
	Total Quarterly	in Distributions
	Distribution Per Unit	Unitholders		General Partner
Minimum Quarterly Distribution	$0.425	98.8	%	1.2	%
First Target Distribution	up to $0.4888	98.8	%	1.2	%
Second Target Distribution	above $0.4888 up to $0.5313	85.8	%	14.2	%
Third Target Distribution	above $0.5313 up to $0.6375	75.8	%	24.2	%
Thereafter	above $0.6375	50.8	%	49.2	%

Transactions with Related Parties	9 Months Ended
Transactions with Related Parties	Sep. 30, 2017
Transactions with Related Parties
Transactions with Related Parties	(8) Transactions with Related Parties John Chandler, who served as a director of our General Partner from October 2013 to October 15, 2017, has served as a director of one of our customers since October 2014. During the three months ended September 30, 2017 and 2016, we recognized $1.9 million in each period, and $5.7 million and $6.3 million during the nine months ended September 30, 2017 and 2016, respectively, in revenue from compression services provided to this customer in the Unaudited Condensed Consolidated Statements of Operations. We recognized $0.7 million and $1.1 million in accounts receivable from this customer on the Unaudited Condensed Consolidated Balance Sheets as of September 30, 2017 and December 31, 2016, respectively. We provide compression services to entities affiliated with Riverstone/Carlyle Global Energy and Power Fund IV, L.P. (“Riverstone”), which owns a majority of the membership interests in USA Compression Holdings. As of September 30, 2017, USA Compression Holdings owned and controlled our General Partner and owned 40.2% of our limited partner interests. During the three and nine months ended September 30, 2017, we recognized $0.2 million and $0.6 million, respectively, in revenue from compression services from such affiliated entities in the Unaudited Condensed Consolidated Statements of Operations. During the three and nine months ended September 30, 2016, we recognized $0.2 million in revenue from compression services from such affiliated entities in the Unaudited Condensed Consolidated Statements of Operations. We may provide compression services to additional entities affiliated with Riverstone in the future, and any significant transactions will be disclosed.

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2017
Commitments and Contingencies
Commitments and Contingencies	(9) Commitments and Contingencies (a) Major Customers We did not have revenue from any single customer representing 10% or more of total revenue for the three and nine months ended September 30, 2017 or 2016. (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 and serialized parts ordered but not received. The commitments as of September 30, 2017 were $151.5 million, which are expected to be settled throughout 2017 and 2018. (d) Sales Tax Contingency Our compliance with state and local sales tax regulations is subject to audit by various taxing authorities. Certain taxing authorities have claimed 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 other entities in our industry, have disputed these claims based on existing tax statutes which provide for manufacturing exemptions on the transactions in question. We continue to work with the state taxing authority in providing them the documentation available to us to support the position we have taken with regard to the disputed transactions. We have recognized a liability of $0.1 million related to this issue; however, we believe it is reasonably possible that we could incur additional losses for this matter depending on whether the taxing authority accepts our documentation as sufficient to support our position that the disputed transactions are not taxable and the impact of any potential resulting litigation. Management estimates that the range of losses we could incur related to this matter is from $0.1 million to approximately $3.5 million. The upper end of this range assumes that we will be unable to apply the manufacturing exemption to any of the transactions in question, which management believes is remote.

Recent Accounting Pronouncement	9 Months Ended
Recent Accounting Pronouncement	Sep. 30, 2017
Recent Accounting Pronouncement
Recent Accounting Pronouncement	(10) Recent Accounting Pronouncements In July 2015, the FASB agreed to defer by one year the mandatory effective date of the new revenue recognition standard to annual and interim periods in fiscal years beginning after December 15, 2017. We expect to elect the modified retrospective transition method for adoption to annual and interim periods beginning January 1, 2018 on contracts which are not completed on the transition date. We have identified similar performance obligations under the new accounting standard as compared with deliverables and separate units of account previously identified. As a result, we expect the timing of our revenue recognition will not be materially impacted under this new accounting standard. Furthermore, we expect that the revenue amounts we historically reported will not materially change as we apply the modified retrospective provisions of this new standard. We do not expect significant changes to our current accounting policies and are in the process of developing pro-forma quantitative and qualitative disclosures to reflect the nature, timing and uncertainty of cash flows, changes in contract balances, and significant judgments related to our performance obligations. In February 2016, the FASB issued a new leasing standard that increases transparency and comparability among organizations by, among other things, requiring lessees to recognize lease assets and lease liabilities on the balance sheet and requiring both lessees and lessors to disclose expanded qualitative and quantitative information about leasing arrangements. Income recognition for lessors will remain substantially similar to current GAAP but with some changes to conform and align guidance with the new lessee guidance and other areas within GAAP, such as the new revenue recognition standard. The new leasing standard requires modified retrospective adoption, with elective reliefs, and becomes effective for public business entities for annual and interim periods in fiscal years beginning after December 15, 2018. We expect to adopt this new standard on January 1, 2019. We are in the process of evaluating the financial impact of adopting this standard on our consolidated financial statements.

Organization and Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2017

Organization and Summary of Significant Accounting Policies

Organization

(a) Organization

Our ownership structure was as follows:


	September 30, 2017
	USA
	Compression
	Holdings		Public		Total
General partner interest	1.2	%	—		1.2	%
Limited partner interest	39.7	%	59.1	%	98.8	%
Total	40.9	%	59.1	%	100.0	%

Basis of Presentation

(b) Basis of Presentation

Use of Estimates

Inventories

(d) Inventory

Components of inventory are as follows (in thousands):


	September 30, 2017		December 31, 2016
Serialized parts	$	19,757	$	17,943
Non-serialized parts		16,275		11,927
Total Inventory, gross		36,032		29,870
Less: obsolete and slow moving reserve		(314)		(314)
Total Inventory, net	$	35,718	$	29,556

Identifiable Intangible Assets

(e) Identifiable Intangible Assets

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


	Customer
	Relationships		Trade Names		Non-compete		Total
Net Balance at December 31, 2016	$	63,183	$	11,856	$	150	$	75,189
Amortization Expense		(2,051)		(468)		(150)		(2,669)
Net Balance at September 30, 2017	$	61,132	$	11,388	$	—	$	72,520

Property and Equipment

(f) Property and Equipment


Compression equipment, acquired new		25 years
Compression equipment, acquired used		9 - 25 years
Furniture and fixtures		7 years
Vehicles and computer equipment		3 - 7 years
Leasehold improvements		5 years

Impairments of Long-Lived Assets

(g) Impairment of Long-Lived Assets

Fair Value Measurements

(h) Fair Value Measurements

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.

Net liabilities measured at fair value on a recurring basis are summarized below (in thousands):


	September 30, 2017		December 31, 2016
Assets (Liabilities)	Level 1		Level 1
Unit-based compensation liability	$	(5,985)	$	(7,043)

Operating Segment

(i) Operating Segment

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

Pass Through Taxes

(j) Pass Through Taxes

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

Organization and Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2017

Organization and Summary of Significant Accounting Policies

Schedule of ownership

Our ownership structure was as follows:


	September 30, 2017
	USA
	Compression
	Holdings		Public		Total
General partner interest	1.2	%	—		1.2	%
Limited partner interest	39.7	%	59.1	%	98.8	%
Total	40.9	%	59.1	%	100.0	%

Significant components of inventories

Components of inventory are as follows (in thousands):


	September 30, 2017		December 31, 2016
Serialized parts	$	19,757	$	17,943
Non-serialized parts		16,275		11,927
Total Inventory, gross		36,032		29,870
Less: obsolete and slow moving reserve		(314)		(314)
Total Inventory, net	$	35,718	$	29,556

Schedule of identifiable intangible assets

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


	Customer
	Relationships		Trade Names		Non-compete		Total
Net Balance at December 31, 2016	$	63,183	$	11,856	$	150	$	75,189
Amortization Expense		(2,051)		(468)		(150)		(2,669)
Net Balance at September 30, 2017	$	61,132	$	11,388	$	—	$	72,520

Schedule of Estimated Useful Lives of Property, Plant and Equipment


Compression equipment, acquired new		25 years
Compression equipment, acquired used		9 - 25 years
Furniture and fixtures		7 years
Vehicles and computer equipment		3 - 7 years
Leasehold improvements		5 years

Schedule of Net assets (liabilities) measured at fair value on a recurring basis

Net liabilities measured at fair value on a recurring basis are summarized below (in thousands):


	September 30, 2017		December 31, 2016
Assets (Liabilities)	Level 1		Level 1
Unit-based compensation liability	$	(5,985)	$	(7,043)

Property and Equipment (Tables)

9 Months Ended

Sep. 30, 2017

Property and Equipment

Schedule of property and equipment (in thousands)

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


	September 30, 2017		December 31, 2016
Compression equipment	$	1,615,002	$	1,551,157
Furniture and fixtures		593		625
Automobiles and vehicles		19,407		18,979
Computer equipment		25,223		23,394
Leasehold improvements		1,537		1,392
Total Property and equipment, gross		1,661,762		1,595,547
Less: accumulated depreciation and amortization		(394,250)		(327,973)
Total Property and equipment, net	$	1,267,512	$	1,267,574

Long-Term Debt (Tables)

9 Months Ended

Sep. 30, 2017

Long-Term Debt

Schedule of long-term debt of the Partnership (in thousands)

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


	September 30, 2017		December 31, 2016
Revolving Credit Facility	$	752,000	$	685,371

- 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

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21475-112644

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=64930739&loc=d3e28878-108400

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21538-112644

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21506-112644

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=64930785&loc=d3e28541-108399

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=64930785&loc=d3e28551-108399

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21521-112644

+ Details

Partners' Capital (Tables)

9 Months Ended

Sep. 30, 2017

Partners' Capital.

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


	Distribution per		Amount Paid to		Amount Paid to		Amount Paid to
	Limited Partner		Common		General		Phantom		Total
Payment Date	Unit		Unitholders		Partner		Unitholders		Distribution
August 12, 2016	$	0.525	$	28.8	$	0.7	$	0.7	$	30.2
November 14, 2016	$	0.525	$	29.1	$	0.7	$	0.6	$	30.4
February 14, 2017	$	0.525	$	31.9	$	0.7	$	0.8	$	33.4
May 12, 2017	$	0.525	$	32.1	$	0.7	$	0.6	$	33.4
August 11, 2017	$	0.525	$	32.3	$	0.8	$	0.6	$	33.7

Schedule of percentage allocations of available cash from operating surplus between the unitholders and general partner


		Marginal Percentage Interest
	Total Quarterly	in Distributions
	Distribution Per Unit	Unitholders		General Partner
Minimum Quarterly Distribution	$0.425	98.8	%	1.2	%
First Target Distribution	up to $0.4888	98.8	%	1.2	%
Second Target Distribution	above $0.4888 up to $0.5313	85.8	%	14.2	%
Third Target Distribution	above $0.5313 up to $0.6375	75.8	%	24.2	%
Thereafter	above $0.6375	50.8	%	49.2	%

Organization and Summary of Significant Accounting Policies - Organization (Details)	9 Months Ended
	Sep. 30, 2017
Organization
Total (as a percent)	100.00%
Public
Organization
Total (as a percent)	59.10%
General partner
Organization
General partner interest (as a percent)	1.20%
USA Compression Holdings, LLC
Organization
Total (as a percent)	40.90%
USA Compression Holdings, LLC \| General partner
Organization
General partner interest (as a percent)	1.20%
Common units \| Limited partner
Organization
Limited partner interest (as a percent)	98.80%
Common units \| Limited partner \| Public
Organization
Limited partner interest (as a percent)	59.10%
Common units \| USA Compression Holdings, LLC \| Limited partner
Organization
Limited partner interest (as a percent)	39.70%

Organization and Summary of Significant Accounting Policies - Inventory and Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Inventories
Serialized parts	$ 19,757	$ 17,943
Non-serialized parts	16,275	11,927
Total Inventory, gross	36,032	29,870
Less: obsolete and slow moving reserve	(314)	(314)
Total Inventory, net	$ 35,718	$ 29,556

Summary of Significant Accounting Policies - Intangibles (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Identifiable intangible assets, net
Accumulated Amortization	$ (22,700,000)		$ (22,700,000)		$ (20,000,000)
Net Balance	72,520,000		72,520,000		75,189,000
Amortization			(2,669,000)
Impairment of intangible assets	0	$ 0	0	$ 0
Goodwill	35,866,000		$ 35,866,000		35,866,000
Minimum
Identifiable intangible assets, net
Finite-Lived Intangible Asset, Useful Life			4 years
Maximum
Identifiable intangible assets, net
Finite-Lived Intangible Asset, Useful Life			30 years
Customer Relationships
Identifiable intangible assets, net
Net Balance	61,132,000		$ 61,132,000		63,183,000
Amortization			(2,051,000)
Trade Names
Identifiable intangible assets, net
Net Balance	$ 11,388,000		11,388,000		11,856,000
Amortization			(468,000)
Non-compete
Identifiable intangible assets, net
Net Balance					$ 150,000
Amortization			$ (150,000)

Organization and Summary of Significant Accounting Policies - Property and Equipment (Details) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017 USD ($) item	Sep. 30, 2016 USD ($) item	Sep. 30, 2017 USD ($) item	Sep. 30, 2016 USD ($) item
Property and Equipment
Number of horsepower that are to be retired or sold or reutilized. \| item	2,728	10,407	10,734	12,099
Impairments of long-lived assets
Impairment of long-lived assets \| $	$ 1.1	$ 3.4	$ 4.8	$ 4.1
Newly acquired compression equipment
Property and Equipment
Estimated useful lives			25 years
Used compression equipment \| Minimum
Property and Equipment
Estimated useful lives			9 years
Used compression equipment \| Maximum
Property and Equipment
Estimated useful lives			25 years
Compression equipment overhauls \| Minimum
Property and Equipment
Estimated useful lives			3 years
Compression equipment overhauls \| Maximum
Property and Equipment
Estimated useful lives			5 years
Furniture and fixtures
Property and Equipment
Estimated useful lives			7 years
Vehicles and computer equipment \| Minimum
Property and Equipment
Estimated useful lives			3 years
Vehicles and computer equipment \| Maximum
Property and Equipment
Estimated useful lives			7 years
Leasehold improvements
Property and Equipment
Estimated useful lives			5 years

Organization and Summary of Significant Accounting Policies - Fair Value Measurements (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Organization and Summary of Significant Accounting Policies
Long Term Incentive Plan (LTIP) Unit-based compensation liability	$ (5,985)	$ (7,043)

Trade Accounts Receivable (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Trade Accounts Receivable (Details) - USD ($) $ in Millions	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Trade Accounts Receivable
Allowance for doubtful accounts	$ 0.5		$ 0.5		$ 0.7
Allowance for Doubtful Accounts Receivable, Reduction	$ 0.1	$ 0.1	$ 0.2	$ 1.5

Property and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Property and Equipment
Property and Equipment, gross	$ 1,661,762	$ 1,595,547
Less accumulated depreciation and amortization	(394,250)	(327,973)
Property and Equipment, net	1,267,512	1,267,574
Compression equipment
Property and Equipment
Property and Equipment, gross	1,615,002	1,551,157
Furniture and fixtures
Property and Equipment
Property and Equipment, gross	593	625
Automobiles and vehicles
Property and Equipment
Property and Equipment, gross	19,407	18,979
Computer equipment
Property and Equipment
Property and Equipment, gross	25,223	23,394
Leasehold improvements
Property and Equipment
Property and Equipment, gross	$ 1,537	$ 1,392

Property and Equipment - Additional Disclosures (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Property and Equipment
Depreciation expense	$ 23.9	$ 22.3	$ 70.8	$ 66.0
Loss on assets abandoned				$ 1.0
Gain (loss) on disposal of various units and non-unit assets			0.2
Accounts payable and accrued liabilities
Property and Equipment
Purchases of property and equipment			$ 3.0		$ 1.4

Installment Receivable (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Installment Receivable (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Installment Receivable
Long-term installment receivable	$ 11,521		$ 11,521		$ 14,079
Interest income on capital lease transactions	400	$ 300	1,200	$ 1,100
Sales type lease
Installment Receivable
Installment receivable, current	8,700		8,700		8,900
Long-term installment receivable	11,500		11,500		$ 14,100
BPO Capital Lease Transaction
Installment Receivable
Maintenance Revenue	300	300	1,000	1,000
FPP Capital Lease Transaction
Installment Receivable
Maintenance Revenue	$ 0	$ 0	$ 0	$ 0
Maximum \| Sales type lease
Installment Receivable
Lease term in years			7 years

Accrued Liabilities (Details) - USD ($) $ in Millions	9 Months Ended	12 Months Ended
Accrued Liabilities (Details) - USD ($) $ in Millions	Sep. 30, 2017	Dec. 31, 2016
Accrued Liabilities
Accrued payroll & benefits expenses	$ 7.1	$ 6.9
Accrued property taxes	$ 6.1	$ 6.6

Long-Term Debt (Details)	3 Months Ended		9 Months Ended
Long-Term Debt (Details)	Sep. 30, 2017 USD ($)	Sep. 30, 2016 USD ($)	Sep. 30, 2017 USD ($)	Sep. 30, 2016 USD ($)	Dec. 31, 2016 USD ($)	Mar. 31, 2016
Long-term debt
Loan fees and incurred costs paid during period	$ 0		$ 0	$ 2,011,000
Weighted average interest rate (as a percent)			3.09%	2.49%
Quarters ending September 30, 2017 and December 31, 2017
Long-term debt
Credit facility leverage ratio						5.25
After December 31, 2017
Long-term debt
Credit facility leverage ratio						5.00
Revolving Credit Facility
Long-term debt
Long-term debt, current portion	0		$ 0		$ 0
Long-term debt	752,000,000		752,000,000		$ 685,371,000
Borrowing Base Availability	288,600,000		288,600,000
Borrowing capacity, subject to covenants	$ 104,900,000		$ 104,900,000
Effective interest rate (as a percent)	3.25%		3.25%		2.94%
Weighted average interest rate (as a percent)	3.25%	2.53%
Letter of Credit outstanding amount	$ 0	$ 0	$ 0	$ 0

Partners' Capital (Details)	9 Months Ended
Partners' Capital (Details)	Sep. 30, 2017 shares
Limited partner \| Common units
Partners' Capital
Partners' capital (in units)	62,016,723
General partner
Partners' Capital
General Partner, interest (as a percent)	1.20%
USA Compression Holdings, LLC \| Limited partner \| Common units
Partners' Capital
Partners' capital (in units)	24,933,824
USA Compression Holdings, LLC \| General partner
Partners' Capital
General Partner, interest (as a percent)	1.20%
USA Compression GP, LLC \| General partner
Partners' Capital
General Partner, interest (as a percent)	1.20%

Partners' Capital - Cash Distributions (Details) $ / shares in Units, $ in Thousands							9 Months Ended
	Oct. 19, 2017 $ / shares	Aug. 11, 2017 USD ($) $ / shares	May 12, 2017 USD ($) $ / shares	Feb. 14, 2017 USD ($) $ / shares	Nov. 14, 2016 USD ($) $ / shares	Aug. 12, 2016 USD ($) $ / shares	Sep. 30, 2017 USD ($) shares	Sep. 30, 2016 USD ($) shares	Dec. 31, 2016 shares
Cash Distributions
Non-cash distributions							$ 17,412	$ 27,811
Percentage of dividend reinvested	20.00
Cash Distributions
Cash Distributions
Total Distribution		$ 33,700	$ 33,400	$ 33,400	$ 30,400	$ 30,200
Distribution reinvestment plan ("DRIP")
Cash Distributions
Common Unit, Issued \| shares							1,100,000	2,500,000
Phantom Unitholders \| Cash Distributions
Cash Distributions
Total Distribution		$ 600	$ 600	$ 800	$ 600	$ 700
Limited partner \| Common and Subordinated Units \| Cash Distributions
Cash Distributions
Distribution per Limited Partner Unit (in dollars per share) \| $ / shares		$ 0.5250	$ 0.5250	$ 0.5250	$ 0.5250	$ 0.5250
Limited partner \| Common and Subordinated Units \| Distribution reinvestment plan ("DRIP")
Cash Distributions
Non-cash distributions							$ 17,400	$ 27,800
Limited partner \| Common units
Cash Distributions
Ownership interest (as a percent)							98.80%
Limited partner units issued (in shares) \| shares							62,016,723		60,689,110
Limited partner \| Common units \| Cash Distributions
Cash Distributions
Total Distribution		$ 32,300	$ 32,100	$ 31,900	$ 29,100	$ 28,800
Cash distribution announced per unit (in dollars per share) \| $ / shares	$ 0.525
General partner \| Cash Distributions
Cash Distributions
Total Distribution		$ 800	$ 700	$ 700	$ 700	$ 700
USA Compression Holdings, LLC \| Distribution reinvestment plan ("DRIP")
Cash Distributions
Ownership interest (as a percent)	40.20%
USA Compression Holdings, LLC \| Limited partner \| Common units
Cash Distributions
Ownership interest (as a percent)							39.70%

Partners' Capital - Earnings Per Common and Subordinated Unit & Incentive Distribution Rights (Details)	9 Months Ended
	Sep. 30, 2017 $ / shares
Limited partner \| Incentive Distribution Rights \| Minimum Quarterly Distribution
Incentive Distribution Rights
Marginal percentage interest in distributions	98.80%
Limited partner \| Incentive Distribution Rights \| First Target Distribution
Incentive Distribution Rights
Marginal percentage interest in distributions	98.80%
Limited partner \| Incentive Distribution Rights \| Second Target Distribution
Incentive Distribution Rights
Marginal percentage interest in distributions	85.80%
Limited partner \| Incentive Distribution Rights \| Third Target Distribution
Incentive Distribution Rights
Marginal percentage interest in distributions	75.80%
Limited partner \| Incentive Distribution Rights \| Thereafter
Incentive Distribution Rights
Marginal percentage interest in distributions	50.80%
General partner
Incentive Distribution Rights
General Partner, interest (as a percent)	1.20%
General partner \| Incentive Distribution Rights \| Minimum Quarterly Distribution
Incentive Distribution Rights
Quarterly distribution per unit (in dollars per share)	$ 0.425
Marginal percentage interest in distributions	1.20%
General partner \| Incentive Distribution Rights \| First Target Distribution
Incentive Distribution Rights
Marginal percentage interest in distributions	1.20%
General partner \| Incentive Distribution Rights \| First Target Distribution \| Maximum
Incentive Distribution Rights
Quarterly distribution per unit (in dollars per share)	$ 0.4888
General partner \| Incentive Distribution Rights \| Second Target Distribution
Incentive Distribution Rights
Marginal percentage interest in distributions	14.20%
General partner \| Incentive Distribution Rights \| Second Target Distribution \| Minimum
Incentive Distribution Rights
Quarterly distribution per unit (in dollars per share)	$ 0.4888
General partner \| Incentive Distribution Rights \| Second Target Distribution \| Maximum
Incentive Distribution Rights
Quarterly distribution per unit (in dollars per share)	$ 0.5313
General partner \| Incentive Distribution Rights \| Third Target Distribution
Incentive Distribution Rights
Marginal percentage interest in distributions	24.20%
General partner \| Incentive Distribution Rights \| Third Target Distribution \| Minimum
Incentive Distribution Rights
Quarterly distribution per unit (in dollars per share)	$ 0.5313
General partner \| Incentive Distribution Rights \| Third Target Distribution \| Maximum
Incentive Distribution Rights
Quarterly distribution per unit (in dollars per share)	$ 0.6375
General partner \| Incentive Distribution Rights \| Thereafter
Incentive Distribution Rights
Marginal percentage interest in distributions	49.20%
General partner \| Incentive Distribution Rights \| Thereafter \| Minimum
Incentive Distribution Rights
Quarterly distribution per unit (in dollars per share)	$ 0.6375

Transactions with Related Parties (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Transactions with Related Parties
Compression service revenue		$ 0.2		$ 0.2
John Chandler
Transactions with Related Parties
Compression service revenue	$ 1.9	$ 1.9	$ 5.7	$ 6.3
Receivable from related party	0.7		0.7		$ 1.1
Affiliated entities controlled by Riverstone
Transactions with Related Parties
Compression service revenue	$ 0.2		$ 0.6
Distribution reinvestment plan ("DRIP") \| USA Compression Holdings, LLC
Transactions with Related Parties
Ownership interest (as a percent)			40.20%

Commitments and Contingencies - Purchase Commitments (Details) $ in Millions	Sep. 30, 2017 USD ($)
Other commitments
Sales tax liability	$ 0.1
Minimum
Other commitments
Sales tax liability	0.1
Maximum
Other commitments
Sales tax liability	3.5
Compression units
Other commitments
Future purchase commitments	$ 151.5