The Dolan Company in the United States

The Dolan Company was a listed company (now private), provider of professional services and business information to legal, financial and real estate sectors in the United States. The Dolan Company serve customers through two complementary operating divisions: the Professional Services Division and the Business Information Division. The Dolan Company Professional Services Division comprises two reporting segments: mortgage default processing services and litigation support services. Through The Dolan Company subsidiary, NDeX, it provides mortgage default processing services to six law firm customers located in California, Indiana, Michigan, Minnesota, and Texas, as well as directly to mortgage lenders and loan servicers on residential real estate located in California.

The Dolan Company subsidiaries DiscoverReady and Counsel Press compose their litigation support services reporting segment. DiscoverReady provides outsourced discovery management and document review services to major United States companies and their counsel. Counsel Press provides appellate services to law firms and attorneys nationwide. The Dolan Company Business Information Division produces legal publications, business journals, court and commercial media, other highly focused online information products and services, and operates web sites and produces events for targeted professional audiences in 19 geographic markets across the United States. The Dolan Company information is delivered through a variety of methods, including approximately 60 print publications and 80 web sites. The Dolan Company also operate specialized information services covering legislative and regulatory activities and providing transcription, media monitoring and translation services.

In 2012, The Dolan Company sold the NDeX Florida operations, a stand-alone business within the mortgage default processing services reporting unit. Also in 2012,The Dolan Company sold two of the smallest stand-alone businesses within the Business Information Division, The Colorado Springs Business Journal and The Mississippi Business Journal.

The Dolan Company History

The Dolan Company is a Delaware corporation incorporated in March 2003 under the name DMC II Company to continue operations started in 1992 by the predecessor company, named Dolan Media Company. In July 2003, after the predecessor company spun off its business information and other businesses to The Dolan Company in connection with a restructuring, the company resumed operations under the name Dolan Media Company. In 2010, it changed the name from Dolan Media Company to The Dolan Company.

The Dolan Company has a history of growth through acquisitions. The Dolan Company completed more than 70 acquisitions under its predecessor company from 1992 through March 2003, and since March 2003, including one acquisition in 2011. In July 2011, The Dolan Company acquired substantially all of the assets of ACT Litigation Services, Inc. (“ACT”). ACT specializes in
providing technology and process solutions to clients with electronic discovery needs, and also provides hosting and review services.

The Dolan Company Professional Services

The Dolan Company Professional Services Division consists of two operating segments: mortgage default processing services and litigation support services. The mortgage default processing services segment consists of the operations of NDeX.

The Dolan Companyr litigation support services segment comprises the operations of DiscoverReady, its discovery management and document review services business, and Counsel Press, its appellate services business. The Dolan Company provides these support services to the legal profession. Companies are increasingly looking for ways to control legal costs and for legal work to be performed by the lowest cost high-quality provider.

The Dolan Company Mortgage Default Processing Services

Increased regulations and voluntary foreclosure relief programs have had and could continue to have an adverse impact on the mortgage default processing market.

The Dolan Company Litigation Support Services

One of the litigation support services The Dolan Company provides is discovery management and document review services, including certain technology services related to processing and hosting data. Discovery is the process by which parties use the legal system to obtain relevant information, primarily in litigation, regulatory, and governmental investigation matters. Some United States companies with in-house legal departments choose to perform or manage
portions of the discovery process in-house, rather than outsourcing them. The discovery process can be expensive and time-consuming for companies and their lawyers depending upon the volume of emails, electronic files and paper documents a company must review to respond to a document request. As the volume of data requiring review continues to increase, companies and their lawyers will continue to seek more cost-effective and efficient solutions to managing their discovery process.

The Dolan Company also provides appellate services to lawyers in connection with both state and federal appeals. It performs more state appellate work, as state appellate case volume generally is larger than federal case volume.  The Dolan Company clients typically require Counsel Press’ expertise more when their cases are complicated and the filing requirements are more challenging.

Business Information

The Dolan Company provides business information products to companies and professionals in the legal, financial, real estate and governmental affairs sectors primarily through print and online business journals and court and commercial newspapers, as well as other electronic media offerings. The Dolan Company business journals generally rely on display and
classified advertising as a significant source of revenue and provide content that is relevant to the business communities they target. The Dolan Company court and commercial newspapers generally rely on public notices as their primary source of revenue and offer extensive and more focused information to the legal communities they target. All of thier business journals and court and commercial newspapers also generate circulation revenue to supplement their
advertising and public notice revenue base. There are more than 230 local business journals and more than 350 court and commercial newspapers nationwide, which generated approximately $2.0 billion in revenues in 2012.

Mainstream media outlets, such as television, radio, metropolitan and national newspapers and the Internet, generally provide broad-based information to a geographically dispersed or demographically diverse audience. By contrast, The Dolan Company provides proprietary content that is tailored to the legal, financial and real estate sectors of each local and
regional market it serves and that is not readily obtainable elsewhere. The Dolan Company business information products are often the only source of local information for its targeted business communities and compete only to a limited extent for advertising customers with other media outlets, such as television, radio, metropolitan and national newspapers, the
Internet, outdoor advertising, directories and direct mail.

The Dolan Company offers, through subscription-based offerings, transcription services and customized access to state and federal legislative and regulatory data, through DataStream, Federal News, and Legislative Information Services of America. The market for these products and services includes government agencies, including the U.S. Congress, news media and other business information providers, and governmental relations professionals in lobbying firms
and Fortune 1000-level companies throughout the U.S.

Professional Services – Mortgage Default Processing Services Segment

The Dolan Company offers mortgage default processing and related services through its majority-owned subsidiary, NDeX, to its six law firm customers and, on residential real estate located in California directly to mortgage lenders and loan servicers. The Dolan Company owned in 2012 93.8% of the membership interests in NDeX. Generally, NDeX assists its law firm and other customers in processing foreclosure, bankruptcy, eviction and, to a lesser extent, litigation and other mortgage default related case files, in connection with residential mortgage defaults in California, Indiana, Michigan, Minnesota, Nevada, Texas, and Georgia. NDeX also provides real estate title services to the Barrett Law Firm and provides loan modification and loss mitigation support on mortgage default files to its customers.

The Dolan Company largest customer is the Barrett Law Firm, which represented approximately 53% of its mortgage default processing services segment revenues and 19.3% of its total revenues in 2012. Trott & Trott is The Dolan Company second largest customer, representing 27% of its mortgage default processing services segment revenues and 9.9% of its total
revenues in 2012. In 2012, the top 10 clients of The Dolan Company law firm customers accounted for 80% of the mortgage default case files handled by its law firm customers. In 2012, The Dolan Company received approximately 210,100 mortgage default case
files for processing from its customers.

Pursuant to 15- to 25-year services agreements, NDeX is the sole provider of processing services for foreclosure, bankruptcy, eviction and, to a lesser extent, litigation and other mortgage default related case files, for residential mortgage defaults to its six law firm customers. These contracts provide for the exclusive referral to NDeX of processing work related to residential mortgage default case files handled by each law firm. All of NDeX’s
customers pay a fixed fee per file based on the type of file NDeX services. The initial term of our services agreements with the Trott & Trott and the Barrett Law Firm expire in 2021 and 2033, respectively. The initial term ofThe Dolan Company services agreements with other law firm customers expire between 2022 and 2030. In each case, the initial terms of these services agreements will automatically renew for up to two successive five-to ten-year periods unless either party elects to terminate at the end of the term with prior notice.

During the term of the services agreement with its law firm customer in Indiana, The Dolan Company have agreed not to provide mortgage default processing services with respect to real estate located in Indiana for any other law firm. Similarly, The Dolan Company have agreed with The Dolan Companyr law firm customer in Minnesota not to provide our services to any other law firm with respect to Minnesota real estate during the term of the services agreement. For the years ended December 31, 2012, 2011 and 2010, The Dolan Company mortgage default processing services segment accounted for 36%, 42%, and 52% of the total revenues and 52%, 60% and 72% of its Professional Services Division’s total revenues, respectively.

The default processing begins when a borrower defaults on mortgage payment obligations and the mortgage lender or servicer sends the case file containing the relevant information regarding the loan to its law firm customer, or directly to NDeX, with respect to residential real estate located in California. The law firm customers are retained by mortgage lending and mortgage servicing firms to provide counsel with respect to the foreclosure, eviction, bankruptcy and, to a lesser extent, litigation and other mortgage default related case files in each of the states in which we provide these services for residential mortgage defaults.

The procedures surrounding the foreclosure process involve numerous steps, each of which must adhere to strict statutory guidelines and all of which are overseen and directed by attorneys at the law firm customers. NDeX assists these customers with processing residential mortgage defaults, including data entry, supervised document preparation, mailing of required notices and placements of required publications and other non-legal processes.
Specific procedural steps in the foreclosure process vary by state.

NDeX has two proprietary case management software systems which store, manage and report on the large amount of data associated with each foreclosure, bankruptcy, eviction or litigation case file serviced by NDeX in each of the states in which the compnay does business. Under both systems, each case file is scanned, stored and tracked digitally, thereby improving record keeping. The systems also provide NDeX’s management with real-time information regarding employee productivity and the status of case files.

Professional Services – Litigation Support Services Segment

Through The Dolan Company litigation support services segment, it provides outsourced litigation support services to major United States and global companies and their in-house lawyers and law firms, through DiscoverReady, and it provides outsourced appellate services to local and regional law firms through Counsel Press.

DiscoverReady’s integrated approach allows clients to

• single source their discovery process,
• reduce risk and improve continuity of services,
• gain significant transparency into litigation spend and
• realize cost savings compared to traditional discovery processes.

DiscoverReady is continuing to build on this value proposition and enhance its image as an innovative industry leader through the development of several proprietary document
review automation and workflow tools such as Predictive Coding Plus™, Predictive Culling™, i-Decision® and PrivBank®.

DiscoverReady offers a value proposition to its customers through its cohesive and fully integrated discovery management solution, comprised of four main service offerings:

• Processing: DiscoverReady has processing facilities in New York and California and possesses capabilities that are on par with the largest companies in the sector;
• Predictive Coding: DiscoverReady’s team of experts leverages industry leading technologies like Equivio Relevance along with its proprietary Predictive Coding Plus™ and PrivBank® technologies to deliver state-of-the-art and award-winning predictive coding services;
• Hosting: DiscoverReady has made multimillion dollar investments into its network and infrastructure, which has created a sophisticated and secure hosting environment that is a competitive differentiator; and
• Managed Review: DiscoverReady is a pioneer in the managed review industry, and its extensive experience provides it with a deep understanding of substantive document review issues clients face. Unlike many competitors who offer piecemeal solutions, DiscoverReady’s end-to-end solution integrates technology, management metrics and efficient processes into discovery and managed review to make the Company a go-to service provider for corporations and law firms.

The Dolan Company litigation support services professionals at Counsel Press provide clients with consulting services, including procedural and technical advice and support with respect to U.S. state and federal appellate processes. With The Dolan Company assistance, customers are able to file high-quality appellate briefs, records, appendices, and other documents that
comply with the highly-localized and specialized rules of each court in which appeals are filed. Counsel Press also offers a full range of traditional printing services and electronic filing services. For example, Counsel Press provides the appellate bar with printing and filing services using its “Counsel Press eBrief” electronic and interactive court filing technology, which converts paper files containing case citations, transcripts, exhibits and pleadings, as well as
audio and video presentations, into integrated and hyperlinked electronic media that can be delivered on CD-ROM or over the Internet. Counsel Press’ case management system and other proprietary business process applications are an important component of its digital strategy that enables our customers to more efficiently manage the appeals process.

The Dolan Company appellate services are critical to the customers as their ability to satisfy their clients’ needs depends upon their ability to file a timely appeal that complies with a particular court’s technical requirements. Using its proprietary case management system, Counsel Press is able to process, even on short notice, files that exceed 50,000 pages,
producing on-deadline filings meeting exacting court standards. In 2012, Counsel Press assisted more than 7,000 individual attorneys located in several foreign countries, 48 states and Puerto Rico, working within law firms, corporations, non-profit agencies, and government agencies in organizing, printing, and filing appellate briefs and other documents in 90 jurisdictions, including many states, all of the federal courts of appeals and the U.S. Supreme Court. In addition to its appellate services, Counsel Press provides additional tracking and professional services to its clients.

Counsel Press uses a proprietary case-management system and proprietary web-based applications within that system to manage our customer relationships and files. Each Counsel Press staff member has access to real-time information about any file we are managing, or have managed, or seek to manage. We store large amounts of data and summarize that data for our management and staff in reports on productivity, workload, market opportunity, case management and case processing functions. The primary customer-facing technology is the company CP Client Portal, which is available via secure Internet connection. The CP Client Portal provides clients real-time access to the information created and files collected.

Business Information

The Dolan Company business information products are important sources of necessary information for the legal, financial and real estate sectors in the 19 markets that it serves in the United States. The Dolan Company provides its business information products through our portfolio of approximately 60 publications and 80 web sites. It also operates specialized information services covering legislative and regulatory activities and providing transcription, media monitoring and translation services.

The Dolan Compan, based on their 2012 revenues, are the second largest publisher of court and commercial publications that specialize in carrying public notices in the United States. Its business information products contain proprietary content written and created by our staff and local expert contributors and stories from newswires and other relevant sources. Its journalists and contributors contribute, on average, over 1,000 articles and stories per week to The Dolan Company print titles and web sites that are tailored to the needs and preferences of its targeted markets.

The Dolan Company business information products offer timely news, insight and commentary that inform and educate professionals in the legal, financial, real estate and governmental affairs sectors about current topics and issues affecting their professional communities.

Specifically, The Dolan Company content focuses on enabling our readers to be well-informed of industry dynamics, their competitors, recent transactions in their market, and current and potential client opportunities.

The Dolan Company also offers to legal professionals related product enhancements and auxiliary products, such as directories, local judicial and courthouse profiles, legal forms and “new attorney” kits. Additionally, several of its titles provide information regarding construction data and bidding information on hundreds of projects each day, while other publications offer comprehensive coverage of the real estate industry, including listings and foreclosure reports.

The Dolan Company business information portfolio also includes certain titles and online alert services that provide information about regulatory agencies, legislative activities and local political news that are of interest to legislators, lobbyists and the greater political community.

In addition to The Dolan Company various print titles, it employs a digital strategy to provide our business information products electronically through our web sites, mobile application and our email notification systems that offer both free and subscription-based content.

The Dolan Company electronic content includes access to stand-alone subscription products, archives of articles, legislative and regulatory tracking and alert services and case digests containing case summaries, local verdicts and settlements, judicial profiles and email alerts
containing case summaries and links to decisions in subscribers’ selected practice areas.

The Dolan Company also operates online, subscription-based legislative information services that are used by lobbyists, associations, corporations, unions, government affairs professionals, state agencies and the media in Arizona, Minnesota and Oklahoma. Through these services, the company offers online legislation tracking, up-to-date legislative news and other highly-detailed legislative information.

Through DataStream, The Dolan Company offers customized access to databases which provide state and federal legislative and regulatory information. DataStream’s proprietary processes and technology transform highly complex and unstructured data into valuable products and services for its business and government clients. It specializes in applying XML markup language to convert complex and unstructured data into “smarter” forms, allowing flexible queries and dynamic database updates. DataStream’s proprietary business lines include Legislative Impact® and Regulatory Impact®, data management technologies which simplify searches of vast federal databases and are licensed to business clients and to the U.S. House of Representatives Office of Legislative Counsel. DataStream also offers other data management, conversion and analytic tools and services.

Through Federal News, The Dolan Company offers transcription services. Federal News’ transcriptions, delivered to subscribers through its website and email alerts, cover presidential public appearances; major congressional hearings; speeches, statements and press conferences by administration leaders, congressional leaders and their spokespersons; briefings and important events at the White House, Departments of State, Defense, Justice and Homeland Security and the Office of the U.S. Trade Representative; speeches and press conferences by visiting international leaders; political interviews on television; and key events during presidential campaigns.

The Company is qualified in 18 of the markets in which publish court and commercial newspapers or business journals to carry public notices. For the years ended December 31, 2012, 2011 and 2010, public notices accounted for 13%, 12% and 16% of its total revenues and 43%, 42% and 55% of the Business Information Division’s total revenues, respectively. The Dolan Company believes that over 90% of its public notice customers in 2012 also published public notices in 2011. Its primary public notice customers include real estate related
businesses and trustees, governmental agencies, attorneys and businesses or individuals filing fictitious business name statements.

Intellectual Property

The Dolan Company relies on a combination of trademark, copyright, and patent laws and filings, as well as trade secrets laws, license agreements and confidentiality agreements and practices, to protect its intellectual property and proprietary rights. The Dolan Company owns many registered and unregistered trademarks for use in its business, including trademarks in the mastheads of the print products, and trade names, including NDeX, Counsel Press and DiscoverReady. If trademarks remain in continuous use in connection with similar goods or services, their term can be perpetual, subject, with respect to registered trademarks, to the timely renewal of their registrations with the United States Patent and Trademark Office.

The Company files for bankruptcy

In March 2014, in a statement, the company said the filing in U.S. Bankruptcy Court would allow it to continue to honor obligations to its employees, customers and vendors. As a part of the bankruptcy filing, the company’s founder and CEO, James P. Dolan and COO Scott Pollei have resigned.

The pre-packaged Chapter 11 filing will reportedly cut the company’s debt by about $100 million. As a result, shareholders of The Dolan Company will receive no compensation.

The company’s e-discovery business, DiscoverReady LLC, is not a part of the bankruptcy filing, and Dolan reported it will continue to operate that business and does not expect the filing to have an impact on those operations.

In late January 2014, the company reported its common stock and preferred stock had been delisted by the New York Stock Exchange because the average closing price was below $1 for a consecutive 30-day trading period. At that time, the company said it planned to continue trading on the over-the-counter market under the symbol DOLN for common stock and DOLNP for preferred stock.

A sizable portion of The Dolan Company’s revenue model was build around providing foreclosure services. As a result of questionable foreclosure procedures disputed the mortgage processing industry, foreclosures were drastically reduced in favor of loan modifications. As a result, Dolan’s company was unable to meet expectations and began to rack up debt.