Lordstown Motors Taps New Legal Chief as Company Faces DOJ Probe

Lordstown Motors Corp., the electric vehicle company under a federal investigation, announced Tuesday that Baker & Hostetler partner Melissa Leonard will succeed Thomas Canepa as counsel beginning Jan. 1.

Leonard, co-leader of Baker & Hostetler’s mergers and acquisitions practice, has been outside counsel to Lordstown since 2019. She recently advised Lordstown on a $280 million deal with Taiwan’s Foxconn Technology Co. Ltd., which has agreed to make an equity investment in the Lordstown, Ohio-based company.

That deal, announced in September, also saw Foxconn acquire a former General Motors Co. factory in Ohio that Lordstown purchased in 2019. Securities filings show that Foxconn has turned to Paul Hastings for outside counsel on the deal. The strategic partnership between both companies will allow Foxconn to examine opportunities in the automotive space, according to Bloomberg News.

Lordstown is the subject of Justice Department inquiry into claims that the company exaggerated potential sales of its Endurance pickup truck. News of the probe, which is being handled by the U.S. attorney’s office in Manhattan, caused Lordstown’s share price to tumble in July as the company sought to shore up its financing with a $400 million stock sale to Yorkville Advisors Global LP.

Baker & Hostetler is currently representing Lordstown in securities litigation filed against the company as a result of that matter, according to court dockets. The firm also counseled Lordstown last year on a merger with a special purpose acquisition company that took Lordstown public at a $1.6 billion valuation.

New Top Lawyer

Leonard, 52, didn’t immediately respond to a request for comment.

She has been a corporate and transactional lawyer at Baker & Hostetler since 1995. Leonard currently works out of the law firm’s offices in Cleveland and New York.

In a statement from Lordstown, Leonard said she’s “thrilled” to join the company and work with its new CEO, Daniel Ninivaggi, a former corporate partner at Winston & Strawn who previously led Icahn Enterprises LP.

Leonard said she’ll help Lordstown bring to market next year its Endurance electric pickup truck, as well as “further strengthen our global strategic partnership with Foxconn” and expand the company’s other commercial fleet opportunities for “engineered electric vehicles.”

Ninivaggi said in a statement that Leonard brings 20 years of M&A, finance, and corporate governance experience to Lordstown and knows the company well having served as its primary outside corporate counsel for the past two years. Ninivaggi took over as Lordstown’s CEO in August following the resignations in mid-June of the company’s former CEO and CFO.

Baker & Hostetler spokeswoman Courtney Smith said that with Leonard at Lordstown the firm will still continue to serve as primary outside corporate counsel to the company. Smith added that Baker & Hostetler expects to formally announce a new co-leader of its M&A group sometime in early 2022.

Outgoing General Counsel

Canepa, Lordstown’s outgoing legal chief, was hired in 2019 at a base salary of $250,000 per year, according to securities filings. Lordstown’s most recent proxy statement, filed in July, shows that Canepa earned roughly $380,000 in total compensation—including an option award valued at $88,000—during fiscal 2020. Canepa is leaving Lordstown to “pursue other opportunities,” the company said.

Prior to joining the company, Canepa worked for several Chicago-based firms and counseled entities affiliated with Lordstown’s founder and former CEO Stephen Burns. Canepa was also once the top lawyer at Pitchfork Media Inc., a music publication sold in 2015 to Advance Publications Inc.-owned Condé Nast.

Leonard will also take on Canepa’s corporate secretary title at Lordstown. Canepa will provide transitional services to the company through Jan. 31, 2022, according to a securities filing. He owns roughly $56,000 in Lordstown stock, per Bloomberg data.

Lordstown, aside from its operations in the auto-focused Ohio city of the same name, also has engineering, research, and development facilities in Farmington Hills, Mich., and Irvine, Calif., the company said.

https://news.bloomberglaw.com/business-and-practice/lordstown-motors-looks-to-baker-hostetler-for-new-legal-chief