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Dawn P. Whittaker

Senior Partner

Dawn P. Whittaker


T:+1 416.216.1895

Dawn Whittaker is an M&A and capital markets partner based in Toronto. She assists both public and private companies and has extensive experience in both domestic and international M&A and corporate finance transactions, joint ventures and strategic alliances. Ms. Whittaker also advises on governance matters, directors and officers’ liabilities, shareholder rights and a variety of corporate and commercial transactions.

Ms. Whittaker was a member of the firm's partnership committee in Canada from 2014 to 2017, has acted as the Canadian leader of our mining and commodities team and is a former leader of our Toronto securities group. She is the editor of Norton Rose Fulbright’s Guide to Mining Projects and Mining Finance in Canada and the author of the CCH Canadian Securities Law Reporter chapter on Continuous Disclosure.

Ms. Whittaker was a member of the Ontario Securities Commission’s continuous disclosure advisory committee from 2006 to 2008 and a member of the Canadian Investor Relations Institute's issues committee from 2008 to 2010.

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  • Education
    • LL.B., Queen's University, 1986

    • B.A., Queen’s University, 1983

  • Representative experience


    Ms. Whittaker has acted recently for the following clients:

    • A Canadian operating mining company in connection with the issue in the U.S. of US$350 senior secured notes and a multi-year commodities trade financing arrangement initially in the amount of approximately $80 million.
    • Rambler Metals & Mining PLC (TSXV- and AIM-listed copper-gold mining company) in connection with the subscription by specialized mining and mineral investment funds advised by Plinian Capital Limited for approximately $20 million of ordinary shares and warrants of Rambler exercisable to purchase further ordinary shares for approximately $18 million to acquire up to 75% control of the company
    • Pinetree Capital Ltd. (TSX-listed diversified investment and merchant banking firm) in connection with a prospectus exempt rights offering resulting in the change of control of the company
    • Porter Aviation Holdings Inc. in connection with the sale of a passenger terminal at Billy Bishop Toronto City Airport to a consortium of Canadian and international infrastructure equity investors
    • An operating mining company in connection with C$350 million secured project finance transactions and off-take and distribution arrangements
    • Yamana Gold Inc. in connection with its joint acquisition with Agnico Eagle Mining Limited of Osisko Mining Corporation for C$3.9 billion and the joint venture between Yamana and Agnico Eagle
    • ArcelorMittal in the sale of a 15% interest in its wholly owned subsidiary, ArcelorMittal Mines Canada, for US$1.1 billion to a consortium led by South Korea’s POSCO and Taiwan’s China Steel Corporation and the joint venture between ArcelorMittal and the consortium
    • Barrick Gold Corporation in connection with its C$7.8 billion takeover of Equinox Minerals Corporation
    • ArcelorMittal in connection with its C$600 million joint takeover bid with Nunavut Iron Ore Acquisition Inc. for Baffinland Iron Mines Corporation


  • Admissions
    • British Columbia 1992
    • Ontario 1988
  • Rankings and recognitions
    • Best Lawyers in Canada, (2013-2017): Corporate Law; Mining Law
    • Canadian Legal Lexpert Directory, (2014-2017): Recommended in Mining
    • Expert Guide to the World’s Leading Practitioners: China (Mergers and acquisitions: international)
    • PLC Which Lawyer? Cross-border Capital Markets Handbook, Highly recommended
  • Publications

    Editor/Author Norton Rose Fulbright Guide to Mining Projects and Mining Finance in Canada 

    Editor/Author of the CCH Canadian Securities Law Reporter chapter on Continuous Disclosure.

  • Speaking engagements
    • “Going Back to the Well - New Existing Shareholder Financing Rules and Proposed New Rights Offering Rules,” 20 Minute Webinar with Live Q&A, December 8, 2014.
    • “Good faith and honesty in contractual performance: The Supreme Court of Canada’s decision in Bhasin v. Hyrnew,” 20 minute Webinar with Live Q&A, December 4, 2014.
    • “Taxation Issues in Mining,” Norton Rose Fulbright webinar, November 26, 2014.
    • “Mandatory Disclosure for the Extractive Industry,” Norton Rose Fulbright webinar, October 31, 2014.
    • “IIROC’s Proposed Guidance on Underwriting Due Diligence,” Norton Rose Fulbright webinar, May 1, 2014.
    • “Say on Pay Update,” Canadian Investor Relations Institute Conference, June 2010.
    • “Social Media and Securities Law,” Canadian Investor Relations Institute Annual Conference, June 2010.
    • “Important 2010 Federal Budget Tax Changes Affect Compensation and Incentive Plans: Update on Insider Reporting Requirements,” Ogilvy Renault presentation, April 8, 2010.
    • “International Financial Reporting Standards Update,” Ogilvy Renault presentation, June 11, 2009.
    • “2009 IFRS In Canada - Business Issues and Conversion Strategies,” Acumen Information, May 26‑27, 2009.
  • Memberships and activities


    • Canadian Mental Health Association - Ontario Division (2016-current)
      • Board of Directors
      • Governance Committee
    • Kirkland Lake Gold Inc. (2012 - 2016)
      • Board of Directors
      • Nominating & Governance Committee, Chair
      • Audit Committee
      • Compensation Committee
    • Canadian Cancer Society, Ontario Division
      • Nominating and Governance Committee (2010-2013)
    • Canadian Investor Relations Institute
      • Issues Committee (2008-2009)
      • Editorial Board, Newsline (magazine for members) (2008-2010)
    • Ontario Securities Commission
      • Continuous Disclosure Advisory Committee (2006 to 2008)
    • Instructor, University of Toronto School of Continuing Studies
      • Various undergraduate and postgraduate law and business courses (1986-1992)