Dawn P. Whittaker
Dawn Whittaker is a securities and mergers and acquisitions lawyer based in Toronto and is the Canadian leader of our mining and commodities practice. She primarily assists public companies and investment dealers and is experienced in all types of corporate finance, mergers, acquisitions, divestitures and reorganizations. She also has extensive experience advising on corporate governance matters, including directors and officers’ liabilities and shareholder rights, as well as governance, disclosure, reporting and executive compensation policies and practices.
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.
Year of call
British Columbia 1992
LL.B., Queen's University, 1986
B.A., Queen’s University, 1983
Selected client work
Ms. Whittaker has acted recently for the following clients:
- ArcelorMittal in its agreement to sell a 15% interest in its wholly-owned subsidiary, ArcelorMittal Mines Canada, for $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 bid for 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., the prospectus-qualified “bought deal” secondary offering by Empire Company Limited of C$127 million of units of Wajax in Canada 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 $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 sale agreement with Sandstorm Resources Ltd. to sell a portion of Rambler’s life-of-mine gold production from its Ming Mine, located in Baie Verte, Newfoundland
- Dundee Corporation in connection with the issue in Canada of C$130 million of Cumulative 5-Year Rate Reset First Preference Shares
- Royal Bank of Canada in connection with the issue of an aggregate of over C$4 billion of Rate Reset First Preferred Shares and Medium-Term Notes (subordinated indebtedness) and C$2 billion of Common Shares
- Credit Suisse First Boston and GMP Securities Inc. in connection with the acquisition of HudBay Minerals Inc. by Hudson Bay Mining and Smelting Co., Ltd. from Anglo American International, SA for C$143 million
- “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.
- “Key Legal Considerations for IFRS Convergence Planning,” 2009 IFRS In Canada - Business Issues and Conversion Strategies, Acumen Information, May 26-27, 2009.
- “CSA Update,” IFRS Adoption: Practical Solutions for Deposit Taking Institutions, CICA, March 25-26, 2009.
- “Keeping Current on Regulatory Changes,” The Essentials of Investor Relations, Canadian Investor Relations Institute, February 23-24, 2009.
- “IFRS Legal Issues Update,” Ogilvy Renault presentation, December 3, 2008.
- “Fulfilling Your Disclosure Obligations in an M&A Deal,” Mergers & Acquisitions for the Mining Industry, December 1-2, 2008.
Rankings and recognitions
- Best Lawyers in Canada, 2013 - Corporate Law and Mining 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 (2010-2011)
- Canadian Investor Relations Institute (CIRI)
- Issues Committee (2008-2009)
- Editorial Board, Newsline (magazine for members) (2008-2010)
- Former member 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)