John B. Cornelius Counsel

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John’s experience focuses primarily on corporate and securities law matters, with a concentration on public and private offerings, corporate derivative and equity-linked capital market transactions, corporate governance matters, financial advisory services and commercial business transactions.

Over the course of his career, John has advised public and private company issuers and underwriters regarding offerings of debt and equity securities, including registered offerings, private placements and tender offers. He has structured equity derivative transactions and negotiated derivatives documentation, and has provided regulatory advice to broker-dealers, swap dealers and commercial end-users regarding SEC and CFTC rules. John has represented public companies and investment banks on their compliance with federal securities laws as well as stock exchange and self-regulatory agency rules, and has advised public companies on their SEC reporting requirements, proxy solicitations and shareholder communications. He has also advised clients regarding mergers and acquisitions and commercial business transactions and arrangements.

Before joining McGuireWoods, John was an associate focusing on corporate, securities and financial services work for an international law firm, representing commercial, energy, healthcare and financial services companies.


  • Representation of a NYSE-listed utility company in a registered offering of senior notes and a private placement of secured first mortgage bonds.
  • Representation of the underwriters in the initial U.S. public offering of American Depositary Shares and Warrants by a Swedish pharmaceutical company.
  • Representation of a NYSE-listed energy company in an offering Euro-denominated senior notes and a debt tender offer of multiple series of junior subordinated notes.
  • Representation of the special committee of the board of directors of Penske Automotive Group, Inc. in its $499 million acquisition from subsidiaries of GE Capital Global Holdings, LLC of a 14.4% ownership interest in Penske Truck Leasing Co., L.P.
  • Representation of a NYSE-listed title insurance company in a registered offering of senior notes.