Dawn P. Whittaker

Senior Partner

Dawn Whittaker


T:+1 416.216.1895

F:+1 416.216.3930

Dawn Whittaker is a mergers and acquisitions and capital markets partner based in Toronto and is the Canadian leader of our mining and commodities practice. She primarily assists public companies and is experienced in domestic and international M&A and corporate finance transactions. Ms. Whittaker also has extensive experience advising on corporate governance matters, including directors and officers’ liabilities and shareholder rights.

Ms. Whittaker is the author of the CCH Canadian Securities Law Reporter commentary on “Continuous Disclosure” and on “International Financial Reporting Standards for Lawyers.” She 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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  • Year of call
    British Columbia 1992
    Ontario 1988
  • Law school
    LL.B., Queen's University, 1986
  • Education
    B.A., Queen’s University, 1983
  • 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.
  • Selected client work

    Ms. Whittaker has acted recently for the following clients:

    • Yamana Gold Inc. in connection with its joint acquisition with Agnico Eagle Mining Limited of Osisko Mining Corporation for $3.9 billion
    • 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
    • Barrick Gold Corporation in connection with its $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
    • Wajax Income Fund in connection with its acquisition of ACE Hydraulic Ltd., a prospectus‑qualified “bought deal” secondary offering by Empire Company Limited of C$127 million of units of Wajax and Wajax’s conversion from an income fund to a corporation by plan of arrangement
    • Syndicates of underwriters led by Dundee Securities Corp. in connection with over C$60 million of public and private placements of common shares (including flow-through shares) of Sabina Gold & Silver Corp.
    • Mega Uranium Ltd. in connection with the sale of its South American assets to U3O8 Corp. in exchange for shares of U3O8 Corp. and subsequent dividend‑in‑kind of such shares to Mega Uranium’s shareholders, and in connection with Mega Uranium’s first public financing, an offering of C$50 million of units (common shares and warrants)
    • Rambler Metals and Mines plc in connection with China’s Tinma International Ltd.’s strategic acquisition of 16% of Rambler’s outstanding shares, Rambler’s acquisition of Nugget Pond gold processing facility from Crew Gold Corporation and gold stream agreement with Sandstorm Resources Ltd. in respect of its Ming Mine, located in Baie Verte, Newfoundland
    • Dundee Corporation in connection with the issue of C$130 million of 5‑year rate reset first preference shares
    • Royal Bank of Canada in connection with the issue of an aggregate of over C$5 billion of rate reset first preferred shares and medium‑term notes (subordinated indebtedness) and C$2 billion of common shares
  • Rankings and recognitions
    • Best Lawyers 2015: Corporate Law
    • Best Lawyers 2015: Mining Law
    • Canadian Legal Lexpert Directory, 2014: Recommended in Mining
    • Best Lawyers in Canada, 2013-2014 – Mining Law
    • Best Lawyers in Canada, 2013-2014 – Corporate Law
    • Expert Guide to the World’s Leading Practitioners: China (Mergers and acquisitions: international)
    • PLC Which lawyer? Cross-border Capital Markets Handbook, Highly recommended
  • Memberships and activities
    • International Bar Association
      • Corporate, M&A, Securities and Mining Law Sections
    • Canadian Cancer Society, Ontario Division
      • Nominating and Governance Committee (2010-2013)
    • Canadian Investor Relations Institute (CIRI)
      • Issues Committee (2008-2009)
      • Editorial Board, Newsline (magazine for members) (2008-2010)
    • Ontario Securities Commission’s Continuous Disclosure Advisory Committee (2006 to 2008)
    • Guest lecturer, Faculty of Commerce and Business Administration of the University of British Columbia (1994)
    • Instructor, University of Toronto School of Continuing Studies, various undergraduate and postgraduate law and business courses (1986-1992)
  • Directorships
    • Kirkland Lake Gold Inc.