Organization and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2015 |
Organization and Summary of Significant Accounting Policies | |
Organization and Summary of Significant Accounting Policies | (1) Organization and Summary of Significant Accounting Policies |
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(a) Organization |
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USA Compression Partners, LP (the “Partnership”) is a publicly traded Delaware limited partnership formed to own and operate the business conducted by its subsidiaries. The common units representing limited partner interests in the Partnership (“common units”) are listed on the New York Stock Exchange (“NYSE”) under the symbol “USAC.” USA Compression GP, LLC, the general partner of the Partnership (the “General Partner”), is owned by USA Compression Holdings, LLC (“USA Compression Holdings”). Unless the context requires otherwise, references to “we,” “us,” “our,” or “the Partnership” are intended to mean the business and operations of the Partnership and its consolidated subsidiaries and references to the “General Partner” refer to the General Partner. References to “Riverstone” refer to Riverstone/Carlyle Global Energy and Power Fund IV, L.P., and affiliated entities, including Riverstone Holdings LLC. References to “Argonaut” and related parties refer to Argonaut Private Equity, L.L.C. and certain related parties. |
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The Partnership, through its wholly-owned subsidiaries (the “Operating Subsidiaries”), primarily provides natural gas compression services under term contracts with customers in the crude oil and natural gas industry, using natural gas compression packages that it designs, engineers, owns, operates and maintains. The condensed consolidated financial statements include the accounts of the Partnership and the Operating Subsidiaries and all intercompany balances and transactions have been eliminated in consolidation. |
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Our ownership is as follows: |
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| | March 31, 2015 | | | | |
| | USA | | | | | | | | | | |
| | Compression | | Argonaut and | | | | | | | | |
| | Holdings | | Related Parties | | Public | | Total | | | | |
General partner interest | | 1.7 | % | — | | — | | 1.7 | % | | | |
Limited partner interest: | | | | | | | | | | | | |
Common unitholders | | 11.8 | % | 16.5 | % | 40.1 | % | 68.4 | % | | | |
Subordinated unitholders | | 29.9 | % | — | | — | | 29.9 | % | | | |
Total | | 43.4 | % | 16.5 | % | 40.1 | % | 100.0 | % | | | |
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Partnership net income (loss) is allocated to the partners, both general and limited, in proportion to their respective interest in the Partnership. |
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(b) Basis of Presentation |
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The accompanying unaudited condensed consolidated financial statements of the Partnership have been prepared on the same basis as the audited consolidated financial statements included in the Partnership’s annual report on Form 10-K for the year ended December 31, 2014 (the “2014 Annual Report”). In the opinion of the Partnership’s management, such financial information reflects all adjustments necessary for a fair presentation of the financial position as of March 31, 2015 and December 31, 2014, and the results of operations and statements of cash flows for the three months ended March 31, 2015 and 2014 and changes in partners’ capital for the three months ended March 31, 2015 in accordance with U.S. generally accepted accounting principles (“GAAP”). Operating results for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015. All intercompany balances and transactions have been eliminated in consolidation. 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 Securities and Exchange Commission (the “SEC”). Therefore, these consolidated financial statements should be read in conjunction with the Partnership’s audited consolidated financial statements for the year ended December 31, 2014 contained in our 2014 Annual Report filed on February 19, 2015. |
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(c) Use of Estimates |
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The unaudited condensed consolidated financial statements of the Partnership 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 exist at the date of the unaudited condensed consolidated financial statements. Although these estimates are based on management’s available knowledge of current and expected future events, actual results could differ from these estimates. |
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(d) Identifiable Intangible Assets |
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As of March 31, 2015, identifiable intangible assets, net consisted of the following (in thousands): |
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| | Customer | | | | | Non-compete | | | |
| | Relationships | | Trade Names | | Agreement | | Total |
Outstanding at December 31, 2014 | | $ | 68,653 | | $ | 13,104 | | $ | 600 | | $ | 82,357 |
Amortization | | | -684 | | | -156 | | | -56 | | | -896 |
Outstanding and exercisable at March 31, 2015 | | $ | 67,969 | | $ | 12,948 | | $ | 544 | | $ | 81,461 |
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Identifiable intangible assets are amortized on a straight-line basis over their estimated useful lives, which is the period over which the assets are expected to contribute directly or indirectly to the Partnership’s future cash flows. The estimated useful lives range from 4 to 30 years. Accumulated amortization of intangible assets was $13.7 million and $12.8 million as of March 31, 2015 and December 31, 2014, respectively. |
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The Partnership assesses identifiable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Partnership did not record any impairment of identifiable intangible assets for the three months ended March 31, 2015 or 2014. |
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(e) Property and Equipment |
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Property and equipment are carried at cost. Overhauls and major improvements that increase the value or extend the life of compressor 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: |
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Compression equipment | | 25 years | | | | | | | | | | |
Furniture and fixtures | | 7 years | | | | | | | | | | |
Vehicles and computer equipment | | 3 – 7 years | | | | | | | | | | |
Leasehold improvements | | 5 years | | | | | | | | | | |
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See more information on property and equipment in Note 3 to our unaudited condensed consolidated financial statements. |
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(f) Impairments of Long-Lived Assets |
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Long-lived assets with recorded values that are not expected to be recovered through future cash flows are written-down to estimated fair value. An asset shall be tested for impairment when events or circumstances indicate that its carrying value may not be recoverable or will no longer be utilized in the operating fleet. The carrying value of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the carrying value exceeds the sum of the undiscounted cash flows associated with the operating fleet, an impairment loss equal to the amount of the carrying value exceeding the fair value of the asset is recognized. The fair value of the asset is measured using quoted market prices or, in the absence of quoted market prices, is based on an estimate of discounted cash flows or the expected net sale proceeds compared to the other similarly configured fleet units the Partnership recently sold or a review of other units recently offered for sale by third parties, or the estimated component value of the equipment the Partnership plans to use. The Partnership did not record any impairment of long-lived assets in the three months ended March 31, 2015 or 2014. |
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(g) Fair Value Measurements |
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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 the Partnership uses to value an asset or a liability. The three levels of the fair value hierarchy are described as follows: |
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Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Partnership has the ability to access at the measurement date. |
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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. |
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Level 3 inputs are unobservable inputs for the asset or liability. |
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As of March 31, 2015 and 2014, the Partnership’s 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 maturity. The carrying amount of long-term debt approximates fair value due to the floating interest rates associated with the debt. |
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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 the Partnership’s common units, which is considered a Level 1 input. |
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(h) Operating Segment |
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The Partnership operates in a single business segment, the compression services business. |
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