Mark Dundon, P.C.
Overview
Mark Dundon is a tax partner in the Houston office of Kirkland & Ellis LLP. Mark’s practice focuses on the tax aspects of complex mergers, acquisitions, divestitures, joint ventures, restructurings and financing transactions, primarily in the energy industry. He has represented large and mid-cap private equity funds and their portfolio companies, as well as large public and private corporations. Mark has been recognized in Chambers USA since 2021. In the 2024 edition, a client noted “he communicates very well — I have a lot of confidence when he’s on the team.”
Experience
Representative Matters
Since joining Kirkland, Mark’s representative matters have included:
- Blackstone Infrastructure Partners in its approximately $1 billion investment in a portfolio of wind and solar projects with NextEra Energy Resources
- Savage in its acquisition of Texon, a midstream service provider of butane blending and energy marketing services
- Tellurian Inc. (NYSE: TELL) $250 million senior secured notes and $83.334 million senior secured convertible notes
- Kodiak Gas Services, Inc. (NYSE: KGS) in its $256 million initial public offering
- Lux Vending LLC dba Bitcoin Depot® in its business combination with GSR II Meteora Acquisition Corp. (NASDAQ: GSRM), a special purpose acquisition company
- Ovintiv Inc. (NYSE: OVV) in its $4.275 billion acquisition of all leasehold interest and related assets of Black Swan Oil & Gas, PetroLegacy Energy and Piedra Resources, and the concurrent $825 million sale of its Bakken assets
- Atlas Technical Consultants, Inc. (NASDAQ: ATCX), a leading provider of infrastructure and environmental solutions, in its acquisition by funds managed by GI Partners in an all-cash transaction valued at approximately $1.05 billion
- Savage Enterprises, LLC in the sale of EnviroServe Inc., a provider of environmental and waste management services, to an affiliate of One Rock Capital Partners, LLC
- Blackstone in its successful underwritten secondary offering of 8,050,000 shares of Altus Power, Inc. (NYSE: AMPS) common stock for a price of $92,575,000, including the full exercise of the underwriters’ overallotment option
- Magnetar Capital’s Energy & Infrastructure group in connection with a $1.7 billion investment round in Double Eagle Energy Holdings IV and Tumbleweed Royalty IV
- Blackstone Infrastructure Partners on its participation in a consortium of investors that secured an almost 84,000 acre lease for $645 million in the U.S. Bureau of Ocean Energy Management’s New York Bight offshore wind auction
- Bernhard Capital Partners as lead investor in a Series B investment round in Elevation, a fully integrated residential energy solutions company
- Blackstone Infrastructure Partners on its $3 billion equity investment in Invenergy Renewables Holdings LLC in one of the largest renewables investments in North American history
- Magnetar Capital’s Energy & Infrastructure group in a $100 million preferred equity investment round in PosiGen, a renewable energy solutions provider
- Swiftmerge Acquisition Corp. (NYSE: IVCPU), a blank check company sponsored by Swiftmerge Holdings LP, on its $200 million initial public offering
- Blackstone Energy Partners in its acquisition of Irth Solutions, a leading provider of cloud-based software-as-a-service (SaaS) solutions that automate processes for damage prevention and asset protection across critical network infrastructure assets
- Array Technologies, Inc. in its $375 million upsized offering of convertible senior notes to finance its acquisition of STI Norland
- Apollo (NYSE: APO) in its acquisition of a 50 percent stake in Broad Reach Power LLC, a leading renewable energy and energy storage developer
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Vine Energy Inc. (NYSE: VEI) in its $2.2 billion acquisition by Chesapeake Energy Corporation (NASDAQ: CHK)
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The Blackstone Group and its portfolio companies, Swallowtail Royalties and Swallowtail Royalties II, on the definitive purchase and sale agreement with Viper Energy Partners LP, a subsidiary of Diamondback Energy, Inc., to acquire certain mineral and royalty interests from Swallowtail
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Primexx Energy Partners on the $788 million acquisition of its leasehold interests and related oil, gas and infrastructure assets by Callon Petroleum Company
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Therma Holdings, a Blackstone portfolio company, in its acquisitions of CMTA and Building Systems Holdings
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Colgate Energy in its $508 million definitive agreement to acquire certain upstream oil and gas assets from subsidiaries of Occidental
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Extraction Oil & Gas, Inc. (NASDAQ: XOG) in Civitas Resources, Inc.’s $4.5 billion acquisition of Crestone Peak Resources
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Indigo Natural Resources LLC in its $2.7 billion merger with Southwestern Energy Company (NYSE: SWN)
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Star Peak Corp II (NYSE: STPC), a special purpose acquisition company, on its $1.35 billion business combination with Benson Hill, Inc., a sustainable food technology company
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Encino Acquisition Partners (EAP) on its inaugural 144A offering of $700 million in senior unsecured notes
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ECP in connection with the acquisition of Liberty Tire Recycling from The Carlyle Group
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Vine Energy Inc. (NYSE: VEI), in its initial public offering, resulting in an aggregate net proceeds received by Vine of $324 million
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Pike Corporation, one of the largest providers of infrastructure solutions to utilities in the United States, in connection with a majority investment by Lindsay Goldberg
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Guidon Operating LLC in the divestiture of all leasehold interests and related assets to Diamondback Energy, Inc. (NASDAQ: FANG) for a mixture of cash and shares of Diamondback common stock
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Underwriters in the $110 million follow-on equity offering by Golar LNG Limited (NASDAQ: GLNG)
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Star Peak Energy Transition Corp. (NYSE: STPK), a special purpose acquisition company, on its $1.35 billion business combination with Stem, Inc., a global leader in clean energy storage systems
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Custom Truck One Source (CTOS), a Blackstone portfolio company, in its $1.475 billion sale to Nesco Holdings, Inc. (NYSE: NSCO)
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Blackstone Energy Partners in its acquisitions of Therma Holdings LLC, a leading specialty mechanical, electrical and controls services company, and RE Tech Advisors, Inc., a leading energy and sustainability consulting firm, to form a single combined company that will offer customers a comprehensive suite of sustainability, carbon reduction, and energy management services
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LyondellBasell on definitive agreements with Sasol to form a 50/50 polyethylene joint venture through which LyondellBasell acquired 50 percent of select assets in Louisiana for a total consideration of $2 billion
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Blackbuck Resources, a portfolio company of Cresta Fund Management, in its acquisition of Cimarex Energy Co.’s Whites City produced water gathering and disposal infrastructure system in Eddy County, New Mexico and execution of a long-term produced water management agreement with Cimarex that includes a 15-year dedication encompassing more than 40,000 acres
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Savage Enterprises, LLC on the formation of Transportation Infrastructure Partners LLC, a joint venture with Ridgewood Infrastructure LLC focused on transportation and logistics infrastructure
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Nesco, an industrial equipment rental business owned by ECP, in its $1.1 billion combination with Capitol Investment Corp. IV, a special purpose acquisition company
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BlackRock, GSO Capital Partners and Magnetar Capital as lead purchasers in the $1.2 billion convertible preferred equity investment in EQM Midstream Partners, LP, a growth-oriented master limited partnership operating in the Appalachian Basin
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Savage Companies in its merger with Bartlett and Company and the subsequent Savage Enterprises joint venture, a leading global provider of supply chain and industrial services spanning the agriculture, energy and chemical, and environmental sectors
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Charter Communications in its formation of a 50/50 mobile operating platform partnership with Comcast
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Warburg Pincus as lead investor in a $350 million convertible preferred equity investment in SemGroup Corporation
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Zenith Energy in the sale of a 51 percent membership interest in the Pawnee Crude Oil Terminal in Colorado to Tallgrass Energy Partners, LP
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The management team of Lucid Energy Group II in the approximately $1.6 billion sale of Lucid Energy Group II to a joint venture controlled by affiliates of Riverstone and Goldman Sachs
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Warburg Pincus and Zenith Energy U.S., L.P. in the approximately $750 million acquisition of Arc Logistics Partners LP and its general partner, Arc Logistics GP LLC, along with certain related assets held by owners of Arc Logistics Partners
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Bayou City Energy, an investor in Alta Mesa and Kingfisher Midstream, in the $3.8 billion combination of Silver Run Acquisition Corp. II (NASDAQ – SRUN), a special purpose acquisition company, with Alta Mesa and Kingfisher Midstream
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RimRock Oil & Gas and its sponsor, Warburg Pincus, in a $500 million acquisition of upstream assets in the Bakken Shale in North Dakota from Whiting Petroleum Corporation
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KKR in its agreement to acquire with other purchasers $550 million of Series A convertible preferred units representing limited partner interests in NextEra Energy Partners, LP (NYSE: NEP)
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Alberta Investment Management Company in its commitment to fund, along with a syndicate of financial sponsors, Howard Midstream Energy Partners LLC’s strategic partnership with WPX Energy (NYSE:WPX) to develop crude oil and natural gas gathering and processing infrastructure in the Delaware Basin
Prior to joining Kirkland, Mark’s representative matters included:
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Apache Corporation in its $2.95 billion sale of a 33% stake in its Egypt oil and gas business to, and the formation of a joint venture with, Sinopec International Petroleum Exploration and Production Corporation
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Avista Capital Partners in its acquisition of a majority stake in Vertical Pharmaceuticals and Trigen Laboratories and combination of Vertical Pharmaceuticals and Trigen Laboratories with Osmotica Pharmaceuticals
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Facebook, Inc. in its $16 billion acquisition of WhatsApp Inc.
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The Jordan Company in various acquisitions, investments and divestitures including Capstone Logistics, Pinnacle Workforce Logistics, DiversiTech Corporation, Gulfstream and Watchfire Enterprises, Inc.
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Leucadia in its $3.7 billion tax-free merger with global investment banking firm Jefferies Group and tax-free spin-off of Crimson Wine Group
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Partners Group in its sale of Universal Services of America (Universal) to an affiliate of Warburg Pincus, and minority investment alongside Warburg Pincus into the combined Universal/Guardsmark business
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Perella Weinberg Partners in its combination with Tudor, Pickering, Holt & Co.
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PetroLogistics LP and PetroLogistics GP LLC in their $2.1 billion sale to Flint Hills Resources, LLC
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Progressive Waste Solutions Ltd. in its $2.67 billion merger with Waste Connections, Inc.
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Verizon in its $4.4 billion acquisition of AOL Inc.
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Willis Group Holdings plc in its $18 billion merger of equals with Towers Watson & Co.
Clerk & Government Experience
Law ClerkJudge William L. GarwoodUnited States Court of Appeals for the Fifth Circuit2007–2008
Prior Experience
Weil, Gotshal & Manges LLP, 2012–2017
Cravath, Swaine & Moore LLP, 2008–2012
More
Thought Leadership
Publications
"Tax Tweaks on Property Transfers from C Corp to REIT," Law360, August 21, 2013
Seminars
“Partnerships and Pass Through Entities,” 16th Biennial Parker C. Fielder Oil, Gas, and Energy Tax Conference, November 2023
“Energy, Climate, ESG, Environmental and Tax Matters in the First 100 Days of the Biden Administration,” Kirkland Webinar, May 2021
"Common Tax Planning Considerations for Partnership Transactions," Tax Executives Institute, Houston Conference, March 2022
“Innovative and Tax-Efficient REIT Structures for the Midstream Sector,” Midstream REIT Seminar, Houston, February 2020
"Joint Ventures with Private Equity Sponsors," Tax Executives Institute, Houston Conference, May 2018
"Troubled Partnerships," Panelist, ABA Tax Section 2017 Midyear Meeting, Orlando, Florida
Recognition
Chambers USA, Tax (Texas) in 2021–2024
Texas Super Lawyer-Rising Star (Thomson Reuters) in 2014–2021
Memberships & Affiliations
American Bar Association — Tax Section
Credentials
Admissions & Qualifications
- New York
- Texas
Education
- University of Texas at Austin School of LawJ.D.with High Honors2007
Chancellor-at-Large (top 16 highest ranking graduates)
Order of the Coif
Articles Editor, Texas Law Review
- University of RochesterB.A., Economics & Political Sciencemagna cum laude2004