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USA Compression Partners to Acquire Compression Business from Energy Transfer Partners

Vinson & Elkins advised USA Compression Partners, LP (“USAC”) in connection with a transaction valued at approximately $1.8 billion providing for (i) the contribution of Energy Transfer Partners L.P.’s subsidiaries, CDM Resource Management LLC and CDM Environmental & Technical Services LLC, to USAC, (ii) the cancellation of the incentive distribution rights in USAC and conversion of the general partner interest in USAC into a non-economic general partner interest and (iii) committed financing transactions, including (1) the issuance of $500 million perpetual preferred units to investment funds managed or sub-advised by EIG Global Energy Partners and other investors and (2) $725 million in debt financing from JPMorgan and Barclays.

As part of the transaction, Energy Transfer Equity, L.P. will acquire the ownership interests in the general partner of USAC and approximately 12.5 million USAC common units from USA Compression Holdings.

The V&E team was led by partners Milam Newby and Ramey Layne with assistance from senior associate Doug Lionberger and associates Aaron Carpenter and Raleigh Wolfe. Also advising were partners Brett Santoli, Tzvi Werzberger and David Wicklund, senior associate Sunjung Kim and associates Michael Makhotin and Erin Brown; partners Shane Tucker and Brian Bloom, senior associate Heather Johnson and associate Christen Romero; partners Ryan Carney, Joe Garcia, Glen Rosenbaum and Wendy Salinas, senior associate Laura Gieseke and associates Sam Guthrie, Curt Wimberly and Jen Maul; partner Sean Becker and senior associate Christie Alcalá; partner Neil Imus and associate John Andren; partner Casey Hopkins; counsel Dan Spelkin and associates Connor Long, Jonathan Sapp, Jane Ehinmoro and David Lassetter; and partner Devika Kornbacher and associate Sean Hill.

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