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Item 1. Financial Statements

2025-11-05 compared with 2025-08-06 · 146 added, 82 removed, 481 unchanged (32% of the section changed)

3 unchanged sentences

(in thousands, except unit amounts)

September 30,

2025 December 31,

33 unchanged sentences

(in thousands, except per unit amounts)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

2 unchanged sentences

Related party 16,896 13,694 48,402 25,249

16,341 5,843 31,506 11,555

Total revenues 250,256 239,968 745,615 704,557

4 unchanged sentences

Loss (gain) on disposition of assets 830 ( 123 ) 2,194 1,113

39 ( 18 ) 1,364 1,236

Impairment of assets 622 — 7,509 311

4 unchanged sentences

Loss on extinguishment of debt — — — ( 4,966 )

Gain on derivative instrument — 3,131 — 11,902

Gain (loss) on derivative instrument — ( 6,218 ) — 5,684

Other 24 23 65 83

7 unchanged sentences

Weighted average common units outstanding – diluted 123,086 118,256 120,292 113,296

Basic and diluted net income per common unit $ 0.22 $ 0.23 $ 0.36 $ 0.42

Basic net income per common unit $ 0.27 $ 0.13 $ 0.63 $ 0.54

Diluted net income per common unit $ 0.26 $ 0.13 $ 0.63 $ 0.54

Distributions declared per common unit for respective periods $ 0.525 $ 0.525 $ 1.575 $ 1.575

18 unchanged sentences

Partners’ deficit ending balance, June 30, 2025 ( 121,415 )

Vesting of phantom units 2,529

Distributions and DERs, $ 0.525 per unit

Issuance of common units under the DRIP 36

Unit-based compensation for equity classified awards 541

Net income attributable to common unitholders’ interests 32,538

Partners’ deficit ending balance, September 30, 2025

Partners’ deficit ending balance, December 31, 2023

12 unchanged sentences

Partners’ deficit ending balance, June 30, 2024

Distributions and DERs, $ 0.525 per unit

Issuance of common units under the DRIP 354

Unit-based compensation for equity classified awards 83

Net income attributable to common unitholders’ interests 14,939

Partners’ deficit ending balance, September 30, 2024

$ ( 107,254 )

See accompanying notes to unaudited condensed consolidated financial statements.

2 unchanged sentences

(in thousands)

Six Months Ended June 30,

Nine Months Ended September 30,

Cash flows from operating activities:

24 unchanged sentences

Cash flows from financing activities:

Proceeds from revolving credit facility 494,118 582,530

Proceeds from issuance of senior notes 750,000 1,000,000

Proceeds from revolving credit facility 776,980 879,613

Repayments of revolving credit facility ( 1,494,338 ) ( 948,215 )

6 unchanged sentences

Net cash used in financing activities ( 191,012 ) ( 35,977 )

( 138,512 ) ( 15,945 )

Decrease in cash and cash equivalents ( 12 ) ( 2 )

Increase (decrease) in cash and cash equivalents ( 14 ) 68

Cash and cash equivalents, beginning of period 14 11

4 unchanged sentences

(in thousands)

Six Months Ended June 30,

Nine Months Ended September 30,

Supplemental cash flow information:

25 unchanged sentences

In the opinion of our management, financial information presented herein reflects all normal recurring adjustments necessary for the fair presentation of these interim unaudited condensed consolidated financial statements in accordance with GAAP.

Operating results for the three and six months ended June 30, 2025, are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.

Operating results for the three and nine months ended September 30, 2025, are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.

Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with GAAP have been condensed or omitted in accordance with SEC rules and regulations.

26 unchanged sentences

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 $ 8 thousand and $ 47 thousand for the three and six months ended June 30, 2025, respectively, and $ 21 thousand and $ 56 thousand for the three and six months ended June 30, 2024, respectively.

Capitalized interest was $ 0 and $ 47 thousand for the three and nine months ended September 30, 2025, respectively, and $ 0.1 million and $ 0.1 million for the three and nine months ended September 30, 2024, respectively.

Impairment of Long-Lived Assets

5 unchanged sentences

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.

Refer to Note 5 for more detailed information about impairment charges during the three and six months ended June 30, 2025 and 2024.

Refer to Note 5 for more detailed information about impairment charges during the three and nine months ended September 30, 2025 and 2024.

Identifiable Intangible Assets

31 unchanged sentences

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

As of June 30, 2025 and December 31, 2024, our financial instruments primarily consisted of cash and cash equivalents, trade accounts receivable, trade accounts payable, and long-term debt.

As of September 30, 2025 and December 31, 2024, 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.

1 unchanged sentence

therefore, the carrying amount of our revolving credit facility approximates its fair value.

The fair value of our Senior Notes 2027 and Senior Notes 2029 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 2027 and Senior Notes 2029 (in thousands):

The fair value of our Senior Notes 2027, Senior Notes 2029, and Senior Notes 2033 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 2027, Senior Notes 2029, and Senior Notes 2033 (in thousands):

September 30,

2025 December 31,

3 unchanged sentences

Fair value of Senior Notes 2029 1,028,800 1,007,500

Senior Notes 2033, aggregate principal 750,000 —

Fair Value of Senior Notes 2033 751,875 —

Operating Segment

2 unchanged sentences

(3) Trade Accounts Receivable

The allowance for credit losses, which was $ 1.5 million at both June 30, 2025 and December 31, 2024, represents our best estimate of the amount of probable credit losses included within our existing accounts receivable balance.

The allowance for credit losses, which was $ 1.5 million at both September 30, 2025 and December 31, 2024, represents our best estimate of the amount of probable credit losses included within our existing accounts receivable balance.

(4) Inventories

Components of inventories consisted of the following (in thousands):

September 30,

2025 December 31,

5 unchanged sentences

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

September 30,

2025 December 31,

15 unchanged sentences

Depreciation expense on property and equipment and loss (gain) on disposition of assets were as follows (in thousands):

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

2 unchanged sentences

On a quarterly basis, we evaluate the future deployment of our idle fleet assets under current market conditions.

For the three and six months ended June 30, 2025, we retired four and 21 compression units representing approximately 5,900 and 16,100 of aggregate horsepower, respectively, that previously were used to provide compression services in our business.

As a result, we recorded an impairment of compression equipment of $ 3.0 million and $ 6.8 million for the three and six months ended June 30, 2025, respectively.

For the three and six months ended June 30, 2024, we retired two compression units representing approximately 1,300 of aggregate horsepower that previously were used to provide compression services in our business.

As a result, we recorded an impairment of compression equipment of $ 0.3 million for the three and six months ended June 30, 2024.

For the three and nine months ended September 30, 2025, we retired 5 and 26 compression units representing approximately 2,900 and 19,000 of aggregate horsepower, respectively, that previously were used to provide compression services in our business.

As a result, we recorded an impairment of compression equipment of $ 0.6 million and $ 7.4 million for the three and nine months ended September 30, 2025, respectively.

For the nine months ended September 30, 2024, we retired two compression units representing approximately 1,300 of aggregate horsepower that previously were used to provide compression services in our business.

As a result, we recorded an impairment of compression equipment of $ 0.3 million for the nine months ended September 30, 2024.

No impairment of compression equipment was recorded for the three months ended September 30, 2024.

The primary circumstances supporting these impairments were:

6 unchanged sentences

Amortization expense ( 19,578 ) ( 2,457 ) ( 22,035 )

Net balance as of June 30, 2025 $ 185,482 $ 16,101 $ 201,583

Accumulated amortization of intangible assets was $ 349.1 million and $ 334.4 million as of June 30, 2025 and December 31, 2024, respectively.

Net balance as of September 30, 2025 $ 178,956 $ 15,282 $ 194,238

Accumulated amortization of intangible assets was $ 356.4 million and $ 334.4 million as of September 30, 2025 and December 31, 2024, respectively.

(6) Current Liabilities

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

September 30,

2025 December 31,

2 unchanged sentences

Accrued payroll and benefits 19,818 10,656

Accrued property taxes 9,319 4,727

(7) Derivative Instrument

6 unchanged sentences

The following table summarizes the location and amounts recognized related to our derivative instrument within our unaudited condensed consolidated statements of operations (in thousands):

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

Income Statement Classification 2025 2024 2025 2024

Gain on derivative instrument $ — $ 3,131 $ — $ 11,902

Gain (loss) on derivative instrument $ — $ ( 6,218 ) $ — $ 5,684

(8) Debt Obligations

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

September 30,

2025 December 31,

1 unchanged sentence

Senior Notes 2029, aggregate principal 1,000,000 1,000,000

Senior Notes 2033, aggregate principal 750,000 —

deferred financing costs, net of amortization ( 25,351 ) ( 19,535 )

3 unchanged sentences

Revolving Credit Facility

The Credit Agreement matures on December 8, 2026.

The Credit Agreement has an aggregate commitment of $ 1.6 billion (subject to availability under our borrowing base).

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.

On August 27, 2025, the Partnership, amended and restated its existing credit agreement by entering into the Credit Agreement.

The Credit Agreement matures on August 27, 2030, except that (1) if more than $ 50.0 million of the Senior Notes 2027 are outstanding on June 2, 2027, the Credit Agreement will mature on June 2, 2027 and (2) if more than $ 50.0 million of the Senior Notes 2029 are outstanding on December 14, 2028, the Credit Agreement will mature on December 14, 2028.

The Credit Agreement provides for an asset-based revolving credit facility to be made available for the Partnership in an aggregate amount of up to $ 1.75 billion (subject to availability under our borrowing base), with a further potential increase of up to an additional $ 300 million.

The Partnership’s obligations under the Credit Agreement are guaranteed by the guarantors party to the Credit Agreement, which currently consist of all the Partnership’s existing subsidiaries.

In addition, under the Credit Agreement the Partnership’s Secured Obligations (as defined therein) 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.

(1) 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 (2) all of the equity interests of the Partnership’s U.S.

restricted subsidiaries (subject to customary exceptions).

As of June 30, 2025, we had outstanding borrowings under the Credit Agreement of $ 770.6 million and, after accounting for outstanding letters of credit in the amount of $ 0.8 million, $ 828.6 million of remaining unused availability, of which, due to restrictions related to compliance with the applicable financial covenants, $ 735.1 million was available to be drawn.

Our weighted-average interest rate in effect for all borrowings under the Credit Agreement for the six months ended June 30, 2025, was 6.98 %, and our weighted-average interest rate under the Credit Agreement as of June 30, 2025, was 6.98 %.

We pay an annualized commitment fee of 0.375 % on the unused portion of the aggregate commitment.

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, we have availability under the Credit Agreement of at least $ 100 million.

Borrowings under the Credit Agreement will bear interest at a per annum interest rate equal to, at the Partnership’s option, either the Alternate Base Rate, one-month SOFR (which shall only be available for swingline loans made under the Credit Agreement), Daily Simple SOFR or SOFR plus, in each case, the applicable margin.

“Alternate Base Rate” means the greatest of (1) the prime rate, (2) the federal funds effective rate plus 0.50 % and (3) one-month SOFR rate plus 1.00 %.

The applicable margin for borrowings varies (a) in the case of Daily Simple SOFR and SOFR loans, from 1.75 % to 2.50 % per annum and (b) in the case of Alternate Base Rate loans and one-month SOFR loans, from 0.75 % to 1.50 % per annum, and will be determined based on a total leverage ratio pricing grid.

In addition, the Partnership is required to pay commitment fees based on the daily unused amount under the facility in an amount per annum equal to 0.25 %.

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 Credit Agreement 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 Credit Agreement’s financial covenants;

and (iii) immediately prior to and after giving effect to such distribution, we have availability under the facility 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;

• make certain acquisitions.

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

1 unchanged sentence

• 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;

• a maximum funded debt-to-EBITDA ratio, defined in the Credit Agreement as the Total Leverage Ratio, determined as of the last day of each fiscal quarter with EBITDA annualized for the most-recent fiscal quarter, of 5.25 to 1.00.

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.

As of June 30, 2025, we were in compliance with all of our covenants under the Credit Agreement.

• a funded debt-to-EBITDA ratio, defined in the Credit Agreement as the Total Leverage Ratio, determined as of the last day of each fiscal quarter with EBITDA annualized for the most-recent fiscal quarter, of not greater than 5.50 to 1.00 or less than 0.00 to 1.00.

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.

For purposes of the above covenants, EBITDA is calculated as set forth in the Credit Agreement.

As of September 30, 2025, we were in compliance with all of our covenants under the Credit Agreement.

The Credit Agreement is a “revolving credit facility” that includes a lockbox arrangement, whereby remittances from customers are made to a bank account controlled by the administrative agent.

While we are not required by the terms of the Credit Agreement to use these customer remittances to reduce borrowings under the facility unless certain events of default occur under the Credit Agreement or unused availability under the facility is reduced below $ 70 million, we have in the past routinely applied such remittances to reduce borrowings under the facility.

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 $ 7.9 million during the quarter ended September 30, 2025.

These fees were capitalized to loan costs and included in other assets, and are amortized over the remaining term of the Credit Agreement.

As of September 30, 2025, we had outstanding borrowings under the Credit Agreement of $ 54.7 million and, after accounting for outstanding letters of credit in the amount of $ 0.8 million, $ 1.69 billion of remaining unused availability, of which, due to restrictions related to compliance with the applicable financial covenants, $ 1.02 billion was available to be drawn.

Our weighted-average interest rate in effect for all borrowings under the Credit Agreement for the nine months ended September 30, 2025, was 6.94 %, and our weighted-average interest rate under the Credit Agreement as of September 30, 2025, was 7.35 %.

We pay an annualized commitment fee of 0.25 % on the unused portion of the aggregate commitment.

Senior Notes 2033

On March 18, 2024, the Partnership and Finance Corp co-issued the Senior Notes 2029, a $ 1.0 billion aggregate principal amount of senior notes that will mature on March 15, 2029.

The Senior Notes 2029 accrue interest from March 18, 2024 at the rate of 7.125 % per year.

Interest on the Senior Notes 2029 is payable semi-annually in arrears on each of March 15 and September 15.

On September 24, 2025, the Partnership and Finance Corp co-issued the Senior Notes 2033, a $ 750.0 million aggregate principal amount of senior notes that will mature on October 1, 2033.

The Senior Notes 2033 accrue interest at the rate of 6.250 % per year.

Interest on the Senior Notes 2033 is payable semi-annually in arrears on each of April 1 and October 1, commencing on April 1, 2026.

At any time prior to October 1, 2028, we may redeem up to 40 % of the aggregate principal amount of the Senior Notes 2033 at a redemption price equal to 106.250 % of the principal amount, plus accrued and unpaid interest, if any, to the redemption date, in an amount not greater than the net cash proceeds from one or more equity offerings, provided that at least 60 % of the aggregate principal amount of the Senior Notes 2033 remain outstanding immediately after the occurrence of such redemption (excluding Senior Notes 2033 held by us and our subsidiaries) and the redemption occurs within 180 days of the date of the closing of such equity offering.

Prior to October 1, 2028, we may also redeem all or a part of the Senior Notes 2033 at a redemption price equal to the sum of (i) the principal amount thereof, plus (ii) a make-whole premium at the redemption date and accrued and unpaid interest, if any, to the redemption date.

On or after October 1, 2028, we may redeem all or a part of the Senior Notes 2033 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 October 1 of the years indicated below:

Year Percentages

2028 103.125 %

2029 101.563 %

2030 and thereafter 100.000 %

If we experience a change of control followed by a ratings decline, which ratings decline is caused by the applicable change of control event, unless we have previously exercised, or concurrently exercise, our right to redeem the Senior Notes 2033 (as described above), we may be required to offer to repurchase the Senior Notes 2033 at a purchase price equal to 101 % of the principal amount repurchased, plus accrued and unpaid interest, if any, to the repurchase date.

In connection with issuing the Senior Notes 2033, we incurred certain issuance costs in the amount of $ 9.7 million, which are amortized over the expected term of the Senior Notes 2033.

The indenture governing the Senior Notes 2033 (the “2033 Indenture”) contains certain financial covenants that we must comply with in order to make certain restricted payments as described in the 2033 Indenture.

As of June 30, 2025, we were in compliance with such financial covenants under the 2029 Indenture.

The Senior Notes 2029 are fully and unconditionally guaranteed (the “2029 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”).

As of September 30, 2025, we were in compliance with such financial covenants under the 2033 Indenture.

The Senior Notes 2033 are fully and unconditionally guaranteed (the “2033 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 borrows under any other credit facility or guarantees certain of our indebtedness (collectively, the “Guarantors”).

The Senior Notes 2033 and the 2033 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.

1 unchanged sentence

Senior Notes 2029

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.

On March 18, 2024, the Partnership and Finance Corp co-issued the Senior Notes 2029, a $ 1.00 billion aggregate principal amount of senior notes that will mature on March 15, 2029.

The Senior Notes 2029 accrue interest at the rate of 7.125 % per year.

Interest on the Senior Notes 2029 is payable semi-annually in arrears on each of March 15 and September 15.

The indenture governing the Senior Notes 2029 (the “2029 Indenture”) contains certain financial covenants that we must comply with in order to make certain restricted payments as described in the 2029 Indenture.

As of June 30, 2025, we were in compliance with such financial covenants under the 2027 Indenture.

As of September 30, 2025, we were in compliance with such financial covenants under the 2029 Indenture.

The Senior Notes 2029 are fully and unconditionally guaranteed (the “2029 Guarantees”), jointly and severally, on a senior unsecured basis by the Guarantors.

1 unchanged sentence

The Senior Notes 2029 and the 2029 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 2029.

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 accrued interest at the rate of 6.875 % per year.

Interest on the Senior Notes 2027 was payable semi-annually in arrears on each of March 1 and September 1.

The indenture governing the Senior Notes 2027 (the “2027 Indenture”) contained certain financial covenants that we had to comply with in order to make certain restricted payments as described in the 2027 Indenture.

As of September 30, 2025, we were in compliance with such financial covenants under the 2027 Indenture.

The Senior Notes 2027 were fully and unconditionally guaranteed (the “2027 Guarantees”), jointly and severally, on a senior unsecured basis by the Guarantors.

The Senior Notes 2027 and the 2027 Guarantees were general unsecured obligations and ranked 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 were 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 were structurally subordinate to all indebtedness of any of our subsidiaries that did not guarantee the Senior Notes 2027.

The Senior Notes 2027 were redeemed in full on October 15, 2025.

See Note 16 of these unaudited condensed consolidated financial statements for additional information regarding this redemption.

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.

8 unchanged sentences

Exercise and conversion of Preferred Units into common units ( 100,000 )

Number of Preferred Units outstanding, June 30, 2025 80,000

Number of Preferred Units outstanding, September 30, 2025 80,000

Redemption and Conversion Features

5 unchanged sentences

On June 3, 2025, the holders of the Preferred Units elected to convert 100,000 Preferred Units into 4,997,126 common units.

These Preferred Units were converted into common units and, for our second-quarter 2025 distribution, the holders will receive the common unit distribution of $ 0.525 on the 4,997,126 common units in lieu of the Preferred Unit distribution of $ 24.375 on the converted 100,000 Preferred Units.

These Preferred Units were converted into common units and, for our second-quarter 2025 distribution, the holders received the common unit distribution of $ 0.525 on the 4,997,126 common units in lieu of the Preferred Unit distribution of $ 24.375 on the converted 100,000 Preferred Units.

Cash Distributions

8 unchanged sentences

May 9, 2025 24.375

August 8, 2025 24.375

Total 2025 distributions

Announced Quarterly Distribution

On July 17, 2025, we declared a cash distribution of $ 24.375 per unit on our Preferred Units.

The distribution will be paid on August 8, 2025, to the holders of the Preferred Units of record as of the close of business on July 28, 2025.

On October 16, 2025, we declared a cash distribution of $ 24.375 per unit on our Preferred Units.

The distribution will be paid on November 7, 2025, to the holders of the Preferred Units of record as of the close of business on October 27, 2025.

The changes in the Preferred Units’ balance were as follows (in thousands):

4 unchanged sentences

Net income allocated to Preferred Units 8,288

Balance as of June 30, 2025 $ 73,401

Balance as of September 30, 2025 $ 73,402

(10) Partners’ Deficit

5 unchanged sentences

Exercise and conversion of Preferred Units into common units 4,997,126

Number of common units outstanding, June 30, 2025 122,581,952

As of June 30, 2025, Energy Transfer held 46,056,228 common units, including 8,000,000 common units held by the General Partner and controlled by Energy Transfer.

Number of common units outstanding, September 30, 2025 122,685,471

As of September 30, 2025, Energy Transfer held 46,056,228 common units, including 8,000,000 common units held by the General Partner and controlled by Energy Transfer.

Cash Distributions

10 unchanged sentences

May 9, 2025 0.525 61.7 0.6 62.3

August 8, 2025 0.525 64.4 0.4 64.8

Total 2025 distributions

1 unchanged sentence

Announced Quarterly Distribution

On July 17, 2025, we announced a cash distribution of $ 0.525 per unit on our common units.

The distribution will be paid on August 8, 2025, to common unitholders of record as of the close of business on July 28, 2025.

During the six months ended June 30, 2025, distributions of $ 0.1 million were reinvested under the DRIP resulting in the issuance of 4,706 common units.

On October 16, 2025, we announced a cash distribution of $ 0.525 per unit on our common units.

The distribution will be paid on November 7, 2025, to common unitholders of record as of the close of business on October 27, 2025.

During the nine months ended September 30, 2025, distributions of $ 0.2 million were reinvested under the DRIP resulting in the issuance of 6,230 common units.

Income Per Unit

4 unchanged sentences

Diluted income 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.

Unvested phantom and restricted units are not included in basic

income per unit, as they are not considered to be participating securities, but are included in the calculation of diluted income per unit to the extent they are dilutive.

For the three and six months ended June 30, 2025, approximately 500,000 and 621,000 incremental unvested phantom and restricted units, respectively, represent the difference between our basic and diluted weighted-average common units outstanding.

For the three and six months ended June 30, 2024, approximately 1,123,000 and 1,097,000 incremental unvested phantom units, respectively, represent the difference between our basic and diluted weighted-average common units outstanding.

Unvested phantom and restricted units are not included in basic income per unit, as they are not considered to be participating securities, but are included in the calculation of diluted income per unit to the extent they are dilutive.

For the three and nine months ended September 30, 2025, approximately 408,000 and 550,000 incremental unvested phantom and restricted units, respectively, represent the difference between our basic and diluted weighted-average common units outstanding.

For the three and nine months ended September 30, 2024, approximately 1,239,000 and 1,145,000 incremental unvested phantom units, respectively, represent the difference between our basic and diluted weighted-average common units outstanding.

(11) Revenue Recognition

1 unchanged sentence

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

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

3 unchanged sentences

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

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

8 unchanged sentences

Components of deferred revenue were as follows (in thousands):

Balance sheet location June 30,

Balance sheet location September 30,

2025 December 31,

3 unchanged sentences

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(1) We recognized $ 0.9 million and $ 61.6 million of revenue during the three and six months ended June 30, 2025, respectively, related to our deferred revenue balance as of December 31, 2024.

(1) We recognized $ 0.7 million and $ 62.3 million of revenue during the three and nine months ended September 30, 2025, respectively, related to our deferred revenue balance as of December 31, 2024.

Performance Obligations

As of June 30, 2025, the aggregate amount of transaction price allocated to unsatisfied performance obligations related to our contract operations revenue was $ 1.2 billion.

As of September 30, 2025, the aggregate amount of transaction price allocated to unsatisfied performance obligations related to our contract operations revenue was $ 1.2 billion.

We expect to recognize these remaining performance obligations as follows (in thousands):

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(12) Related Party Transactions

We provide natural gas compression and treating services to entities affiliated with Energy Transfer, which as of June 30, 2025, owned approximately 38 % of our limited partner interests and 100 % of the General Partner.

We provide natural gas compression and treating services to entities affiliated with Energy Transfer, which as of September 30, 2025, owned approximately 38 % of our limited partner interests and 100 % of the General Partner.

Under our Partnership Agreement, our General Partner does not receive a management fee or other compensation for its role as our general partner.

However, our General Partner is reimbursed for expenses incurred on our behalf.

These expenses include costs allocable to us under the shared services model with Energy Transfer, as well as all other expenses necessary or appropriate to the conduct of our business that are allocable to us, as provided for in our partnership agreement.

These expenses include costs allocable to us under the shared services model with Energy Transfer, as well as all other expenses necessary or

appropriate to the conduct of our business that are allocable to us, as provided for in our Partnership Agreement.

There is no cap on the amount that may be paid or reimbursed to our General Partner.

Related party transactions from those entities affiliated with Energy Transfer on our unaudited condensed consolidated statements of operations were as follows (in thousands):

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

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Expense reimbursement 717 — 1,723 —

701 — 1,007 —

Losses on disposition of assets — — 621 —

Balances with related parties from those entities affiliated with Energy Transfer on our unaudited condensed consolidated balance sheets were as follows (in thousands):

September 30,

2025 December 31,

Related-party receivables $ 2,982 $ 636

$ 6,752 $ 636

Related-party payables 16,815 105

Additionally, for the three and six months ended June 30, 2025, we recognized capitalized expense reimbursement of $ 0.2 million and $ 0.4 million, respectively, to other assets related to cloud computing arrangement ERP implementation costs.

For the three and nine months ended September 30, 2025, we recognized capitalized expense reimbursement of $ 0.4 million and $ 0.8 million, respectively, to other assets related to cloud computing arrangement ERP implementation costs.

For each of the three and nine months ended September 30, 2025, we recognized capitalized expenditures of $ 21.0 million to property and equipment, net.

We have binding commitments under purchase orders for new compression units ordered but not received with an entity affiliated with Energy Transfer.

The commitments as of June 30, 2025 , were $ 44.9 million.

The commitments as of September 30, 2025, were $ 33.7 million.

(13) Commitments and Contingencies

(a) Major Customers

One customer accounted for approximately 11 % and 12 % of total revenues for the three and six months ended June 30, 2025 and 2024, respectively.

One customer accounted for approximately 11 % of total revenues for the three and nine months ended September 30, 2025, respectively, and 12 % of total revenues for the three and nine months ended September 30, 2024, respectively.

(b) Litigation

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Under the Bipartisan Budget Act of 2015, there are several procedural steps to complete before a final imputed underpayment, if any, is determined.

Based on discussions with the IRS, we recognized a charge of $ 1.0 million, which we believe is a reasonable estimate of the potential loss from the aggregate final imputed underpayment for the years 2019 and 2020.

This $ 1.0 million estimated amount was

recognized within income tax expense for the six months ended June 30, 2025.

Based on discussions with the IRS, we have accrued $ 2.9 million, which we believe is a reasonable estimate of the potential loss from the aggregate final imputed underpayment for the years 2019 and 2020.

However, the final partnership imputed underpayment, if any, has not been determined.

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Our future capital commitments are comprised of binding commitments under purchase orders for new compression units ordered but not received.

The commitments as of June 30, 2025, were $ 44.9 million, all of which is expected to be settled within the next 12 months.

The commitments as of September 30, 2025, were $ 33.7 million, all of which is expected to be settled within the next 12 months.

(e) Environmental

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(15) Recent Accounting Pronouncements

In November 2024, Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40) .

ASU 2024-03 requires disclosure of specified information about certain costs and expenses in the notes to the consolidated financial statements.

In Nove mber 2024, FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40) .

ASU 2024-03 requires disclosure of specifie d information about certain costs and expenses in the notes to the consolidated financial statements.

ASU 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods within annual periods beginning after December 15, 2027, with early adoption permitted.

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ASU 2023-09 is to be applied on a prospective basis, with retrospective application permitted.

We are currently evaluating the impact, if any, of ASU 2023-09 on our consolidated financial statements and related disclosures.

We expect to include additional disclosures beginning with the annual financial statements for the period ending December 31, 2025, to comply with the requirements of ASU 2023-09.

(16) Subsequent Event

Redemption of Senior Notes 2027

On September 15, 2025, we provided notice to the holders of our Senior Notes 2027 that, contingent on receipt of the proceeds from the Senior Notes 2033, the Senior Notes 2027 would be redeemed in full at par, plus accrued and unpaid interest, on October 15, 2025 (the “Redemption”).

The net proceeds from the issuance and sale of the Senior Notes 2033, together with

borrowings under our Credit Agreement, were used to fund the Redemption.

Prior to the completion of the Redemption, we applied the net proceeds from the Senior Notes 2033 to repay outstanding borrowings under our Credit Agreement.

The Redemption was completed on October 15, 2025.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements