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Lina G. Dimachkieh
Lina G. Dimachkieh
Partner — Tax
Partner — Tax

Lina G. Dimachkieh

Lina G. Dimachkieh
Houston

Texas Tower
845 Texas Avenue
Suite 4700
Houston, Texas 77002

start quote symbolI love the intricacy of the tax code, and the fact that everything I do is like a little puzzle. I take the facts and I take the law and I say, 'How do I fit these together to get the best result for the client?' It can be challenging, but it’s always interesting. I’m helping people get the business deals that they want done in a timely, effective and efficient manner.end quote symbol
Lina G. Dimachkieh

Experience Highlights

  • Sinclair Companies in the combination of Sinclair Oil’s refining, renewable diesel and logistics assets with those of HollyFrontier Corporation and Holly Energy Partners, L.P.

  • Goldman Sachs Renewable Power in its separation from Goldman Sachs Asset Management to form MN8 Energy, an independent renewable energy company, and MN8 Energy’s subsequent initial public offering of common stock (In Registration)

  • Compass Solar Group, LLC and Sunpro Solar, providers of rooftop solar systems, in their sale to ADT for $825 million

  • Decarbonization Plus Acquisition Corporation, a SPAC sponsored by an affiliate of Riverstone Holdings, in its $2.1 billion business combination with Hyzon Motors, a global supplier of zero-emissions hydrogen fuel cell powered commercial vehicles

  • Brookfield Renewable Power in its investment of up to $500 million in California Bioenergy, a leading developer of dairy digesters for generating renewable vehicle fuel and electricity

  • TPG Pace Tech Opportunities, a SPAC, in its $1.7 billion Up-C business combination with Nerdy, a direct-to-consumer, curated gig economy platform for live online learning

  • A national bank (in its role as the agent for a $550 million secured lending facility to an upstream producer) in connection with the producer’s Chapter 11 bankruptcy restructuring and emergence in an Up-C structure

  • WildHorse Resource Development in its $4 billion sale to Chesapeake Energy

  • TPG Pace Energy Holdings, a SPAC and affiliate of TPG, in its $2.66 billion acquisition of oil and gas assets from EnerVest using an acquisitive Up-C structure

  • TPG Capital in the $2 billion sale of its portfolio company, Nexeo Solutions, a global chemicals and plastics distributor, to Univar

  • Fifth Creek Energy Company in its $649 million combination with Bill Barrett Corporation, creating an E&P company focused on oil-weighted rural areas in the Denver-Julesburg Basin

  • Focus Financial Partners Inc. in its $235 million acquisition of Loring Ward Group Inc. and related restructuring 

  • Roan Resources in a reorganization agreement with Linn Energy to form Roan Resources, a new publicly traded pureplay company 

  • C&J Energy Services in its $265 million acquisition of O-Tex Holdings, a White Deer Energy portfolio company and provider of oilfield cementing services

  • Rice Energy in its $6.7 billion unwinding of its Up-C structure and associated merger with EQT Corporation

  • Select Energy Services, an affiliate of Crestview Partners, in its $1.3 billion merger with Rockwater Energy Solutions

  • Focus Financial Partners, an international partnership of wealth management firms, in an investment by Stone Point Capital and KKR that valued Focus at approximately $2 billion 

  • Nexeo Solutions, a chemicals and plastics distributor and TPG Capital portfolio company, in its $1.575 billion merger with WL Ross Holdings Corp.

  • Antero Midstream Partners LP in its formation of a joint venture to develop processing and fractionation assets in Appalachia with MarkWest Energy Partners L.P., a wholly owned subsidiary of MPLX

  • Vantage Energy in its $2.7 billion sale to Rice Energy via an acquisitive Up-C structure

  • Patterson-UTI Energy in its $1.76 billion merger with Seventy Seven Energy

  • KLR Energy Acquisition Corp. in the $445 million combination with Tema Oil and Gas Company to form Rosehill Resources in a SPAC business combination

  • The Conflicts Committee of the Board of Directors of El Paso Pipeline Partners in the $76 billion acquisition by Kinder Morgan Inc. of El Paso Pipeline Partners, Kinder Morgan Pipeline Partners and Kinder Morgan Management

  • KKR and its portfolio company, Independence Energy, in the $5.7 billion Up-C combination of Independence Energy and Contango Oil & Gas to form Crescent Energy Company

  • SCF Partners in its investment in Professional Directional Enterprises

  • Crestview Partners as lead investors in the $588 million merger of Matlin & Partners Acquisition Corporation, a SPAC, and U.S. Well Services, combining into a publicly listed hydraulic fracturing company

  • Riverstone Holdings in the $9.5 billion formation of Talen Energy Corporation, one of the largest independent power producers in the U.S., through a Reverse Morris Trust spin-off of PPL Corporation’s merchant power generation business and the concurrent combination thereof with Riverstone’s merchant power generation business and associated debt financings

  • SCF Partners in its investment in Hi-Tech Industrial Services, provider of integrated specialty services to the downstream energy, infrastructure and industrial markets

  • SCF Partners in its acquisition of BCCK Holding Company, an international natural gas engineering company specializing in nitrogen rejection

  • SCF Partners in the combination of portfolio companies to form Nine Energy Services, a provider of completion tools and services to support the development of unconventional and conventional oil and gas resources

  • Riverstone Holdings in its $5.2 billion take-private of Talen Energy Corporation, one of the largest independent power producers in the U.S. with a portfolio of power plants totaling approximately 16,000 MW, and associated debt financings

  • ProFrac Holding Corp. in its $288 million initial public offering of common stock utilizing an Up-C structure

  • Atlas Energy Solutions Inc. in its $324 million initial public offering of Class A common stock utilizing an Up-C structure (In Registration)

  • Focus Financial Partners Inc. in its $615 million initial public offering of common stock utilizing an Up-C structure

  • Liberty Oilfield Services, Inc. in its $249 million initial public offering of common stock utilizing an Up-C structure

  • Cactus, Inc. in its $503 million initial public offering of common stock utilizing an Up-C structure 

  • Antero Midstream Partners LP in its $1.15 billion initial public offering of common units

  • Solaris Oilfield Infrastructure, Inc. in its $121 million initial public offering of common stock utilizing an Up-C structure

  • Underwriters to Antero Midstream GP LP in its $875 million initial public offering of common units by a selling securityholder

  • Parsley Energy, Inc. in its $1.1 billion initial public offering of common stock utilizing an Up-C structure 

  • Plains GP Holdings, L.P. in its $2.9 billion initial public offering of common units; transaction was the first use of an Up-C structure in the MLP space

  • Riverstone Holdings in the acquisition by SunEdison of a 50% ownership stake in Silver Ridge Power, a Riverstone Holdings portfolio company and owner of solar power plant operating projects and a developing solar power facility

  • Switchback II Corporation, a SPAC sponsored by an affiliate of NGP Energy Capital Management, in its $2.3 billion business combination with Bird Rides, a leader in shared short range environmentally friendly electric transportation

  • TPG Pace Beneficial Finance in its $1.4 billion business combination with EVBox, a leading global provider of smart charging solutions for electric vehicles (terminated)

  • CENAQ Energy Corp., a SPAC, in a business combination with Bluescape Clean Fuels, a private company specializing in the supply of gasoline derived from renewable feedstocks

  • Stonepeak Partners in connection with its investment in Maas Energy Works, a leading renewable natural gas developer in the United States

  • REV Renewables, Inc. in its initial public offering of common stock (In Registration)

  • Archaea Energy, an industry-leading RNG producer, in a joint venture with Republic Services Inc., a leader in the environmental services industry, to contribute approximately $1.1 billion over five years in order to develop 39 landfill gas to RNG projects across the U.S.

Credentials

  • Harvard Law School, J.D. magna cum laude, 2009 (Board of Student Advisors; Harvard International Law Journal)
  • University of Texas at Austin, M.P.A. and B.B.A., Accounting and Business Honors Program with highest honors, 2006 (Phi Kappa Phi; Beta Gamma Sigma)
  • Selected to the Texas Rising Stars list, Super Lawyers (Thomson Reuters), 2019
  • Expert Guides“Rising Star”  in Tax, 2020
  • The Best Lawyers in America© (BL Rankings, LLC), Tax Law (Houston), 2022–2024
  • Chambers USA, Tax (Texas), 2023
  • Member: Tax Section, American Bar Association; Tax Section, Houston Bar Association; International Fiscal Association
  • Texas
  • U.S. Tax Court
  • U.S. Court of Appeals for the Fifth Circuit
  • “2018 Kayo Women’s Energy & Resources Summit,” June 13, 2018 (speaker)
  • “M&A Transaction Structures: Corporate, Reporting, and Tax Considerations,” V&E Houston Office, June 14, 2017 (speaker)
  • “Upstream M&A Transactions: Tax Traps and Planning Opportunities,” Tax Executives Institute – Houston Chapter, Houston, Texas, May 4, 2017 (co-speaker)
  • “Negotiating Tax Provisions in M&A Agreements,” Tax Executives Institute – Houston Chapter, Houston, Texas, February 18, 2016
  • “Recent Trends and Traps in M&A Transactions,” 26th Annual TEI Houston Chapter Tax School, February 2014 (co-speaker)