USA Compression to acquire J-W Power for $860M cash and stock; close expected Q1 2026

USA Compression Partners, LP

Total consideration ~$860M: $430M cash from credit facility + ~18.3M USAC common units valued at $430M.
Implied ~5.8x 2026E Adjusted EBITDA multiple; deal expected to be accretive to DCF and deleveraging.
Combined fleet of ~4.4M active HP; J-W adds ~847k HP across Permian, Rockies, Mid-Con, Gulf Coast, Northeast.
J-W has over 300 customers, average tenure >16 years; ~90% of 2026E EBITDA tied to contract compression.
Registration rights and board observer rights granted to seller; lock-up on 50% of units for 6–12 months.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

USA Compression Partners, LP entered into Stock Purchase Agreement with Westerman, Ltd. valued at approximately $860.0 million (effective 2025-11-29).

Action: entry
Agreement: asset purchase
Counterparty: Westerman, Ltd.
Value: approximately $860.0 million
Effective: 2025-11-29

Exact text from the filing

On November 29, 2025, USA Compression Partners, LP (the “Partnership”) and USA Compression Partners, LLC, a wholly owned subsidiary of the Partnership (the “Buyer”), entered into a Stock Purchase Agreement (the “Purchase Agreement”) among the Partnership, the Buyer, Westerman, Ltd. (the “Seller”), J-W Energy Company (“J-W Energy”) and J-W Power Company (“J-W Power”), pursuant to which the Buyer agreed to purchase all of the issued and outstanding capital stock of J-W Energy from the Seller for an aggregate purchase price of approximately $860.0 million

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USA Compression Partners, LP filing history →

Source: SEC EDGAR

accession 0001193125-25-303103

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