Donald Ross

Donald Ross

Senior Of Counsel
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Covington & Burling LLP
The New York Times Building
620 Eighth Avenue
New York, NY 10018-1405
Tel: +1 212 841 1098



  • Osgoode Hall Law School, LL.B.
  • London School of Economics, M.Sc.
  • University of Toronto, B.A.

Bar Admissions

  • New York
  • Ontario, Canada

Don Ross is a corporate and securities lawyer with extensive experience in cross-border mergers and acquisitions, proxy contests and multi-jurisdictional corporate finance.  Some transactions have involved acting for or against activist shareholders.  In addition to transaction work, Mr. Ross advises senior management and boards of directors on corporate governance matters and on a range of other strategic legal issues.

Mr. Ross has taught at the Ontario Bar Admission Course, presented at various seminars and conferences in Canada, the United States and Europe and published a number of articles and papers within the corporate and securities law fields.  He has also co-authored several legal texts on business law and corporate finance.

Representative Matters

  • Sears Holdings Corporation on its spin out to its shareholders of 44 percent of the common shares of Sears Canada Inc.
  • Icahn Partners LP and Icahn Partners Master Fund LP in its dual compliant multiple take-over bids and tender offers for the common shares of Lions Gate Entertainment Corp. and its proxy contest for the election of directors of Lions Gate.
  • International Business Machines Corporation in its acquisition by plan of arrangement of Cognos Incorporated, a provider of business intelligence software.
  • United States Steel Corporation in its acquisition by plan of arrangement of Stelco Inc., an integrated steel company.
  • Constellation Brands in its $1.52 billion acquisition by takeover bid of Vincor International.
  • Icahn Partners LP and Icahn Partners Master Fund LP in its dual compliant take-over bid and tender offer for 51% of Fairmont Hotels & Resorts Inc.
  • Certain of the Principals of Mass Power in a $150 million disposition of a power plant in Massachusetts.

Honors and Rankings

  • Chambers Global, Corporate/M&A (2012)
  • The Best Lawyers in Canada, Corporate Law; Mergers & Acquisitions Law (2013)
  • The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada, Corporate Commercial Law (2013)
  • The Canadian Legal Lexpert Directory, Corporate/Commercial; Mergers & Acquisitions (2012)
  • Expert Guides: The Legal Media Group Guide to the World’s Leading Lawyers, Capital Markets; Mergers & Acquisitions (2011)
  • IFLR 1000: The Guide to the World’s Leading Financial Law Firms, Mergers & Acquisition (2009)

Memberships and Affiliations

  • Law Society of Upper Canada
  • New York State Bar Association
  • Canadian Bar Association
  • American Bar Association
  • International Bar Association

Publications and Speeches

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