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IN THE UNITED STATES BANKRUPTCY COURT
                        FOR THE DISTRICT OF DELAWARE

In re                                                Chapter 11

CORDILLERA GOLF CLUB, LLC1                           Case No. 12-11893 (CSS)
dba The Club at Cordillera,
                                                     Hearing Date: July 16, 2012 at 10:00 a.m.
                    Debtor.                          Object. Due: July 11, 2012 at 12:00 p.m.

                                                     Re: D.I. 69, 77, 78, 95, 117 & 118)


   JOINDER OF CREDITOR JEFFREY RUSH, M.D. AS TRUSTEE OF THE RUSH
 FAMILY TRUST UTD MAY 8, 1985, TO OBJECTION OF DEBTOR TO (I) MOTION
OF CHERYL M. FOLEY, THOMAS WILNER, JANE WILNER, CHARLES JACKSON,
       MARY JACKSON AND KEVIN B. ALLEN, INDIVIDUALLY AND AS
  REPRESENTATIVES OF A CERTIFIED CLASS OF MEMBERS, TO TRANSFER
      VENUE (D.I. 69), (II) MOTION OF CORDILLERA PROPERTY OWNERS
    ASSOCIATION, INC. AND CORDILLERA METROPOLITAN DISTRICT TO
TRANSFER VENUE TO COLORADO AND JOINDER IN THE MOTION OF CHERYL
   M. FOLEY, THOMAS WILNER, JANE WILNER, CHARLES JACKSON, MARY
 JACKSON AND KEVIN B. ALLEN, INDIVIDUALLY AND AS REPRESENTATIVES
OF A CERTIFIED CLASS OF MEMBERS, TO TRANSFER VENUE (D.I. 78), AND (III)
   JOINDERS OF ALPINE BANK IN VENUE TRANSFER MOTIONS (D.I. 77 & 95)

              Jeffrey Rush, M.D., as Trustee of the Rush Family Trust UTD May 8, 1985 (“Dr.

Rush”), by and through his undersigned counsel, hereby submits this joinder in the

contemporaneously filed objection (D.I. 118) (the “Objection”) of Cordillera Golf Club, LLC,

debtor and debtor-in-possession (the “Debtor”), to: (i) the Motion Of Cheryl M. Foley, Thomas

Wilner, Jane Wilner, Charles Jackson, Mary Jackson And Kevin B. Allen, Individually And As

Representatives Of A Certified Class Of Members (the “Plaintiff Class Representatives”), To

Transfer Venue (D.I. 69); (ii) the Motion Of Cordillera Property Owners Association, Inc. (the

“CPOA”) And Cordillera Metropolitan District (the “CMD” and together with the CPA, the

1
        The Debtor in this chapter 11 case, and the last four digits of its employer tax
        identification number, is XX-XXX1317. The corporate headquarters address for the
        Debtor is 97 Main Street, Suite E202, Edwards, Colorado 81632.
“Member Organizations”) To Transfer Venue To Colorado And Joinder In The Motion Of

Cheryl M. Foley, Thomas Wilner, Jane Wilner, Charles Jackson, Mary Jackson And Kevin B.

Allen, Individually And As Representatives Of A Certified Class Of Members, To Transfer

Venue (D.I. 78); and (iii) Joinders Of Alpine Bank In Venue Transfer Motions (D.I. 77 & 95)

(collectively, the “Venue Transfer Requests”). Dr. Rush joins in and incorporates by reference

the arguments presented in the Debtor’s Objection, and respectfully states as follows in support

of this Court’s retention of this properly venued chapter 11 case:

               1.      On information and belief, Dr. Rush is the single largest unsecured

creditor of the Debtor, with a claim of not less than $3,750,000.00. Dr. Rush’s claim arises

under that certain Guaranty, dated September 24, 2010, as amended (the “Guaranty”).2 Indeed,

the combined claims of the Plaintiff Class Representatives and initial movants Cheryl M. Foley,

Thomas Wilner, Jane Wilner, Charles Jackson, Mary Jackson And Kevin B. Allen, which claims

consistent principally of their respective membership deposits,3 do not approach what Dr. Rush

alone is owed.4


2
       Other guarantors under the Guaranty include the Debtor’s non-debtor affiliates WFP
       Investments, LLC, WFP Cordillera Holdings, LLC, and Cordillera Golf Holdings, LLC.
       The Guaranty was issued in connection with that certain Promissory Note, dated
       September 24, 2010, as amended, between Dr. Rush, as Lender, and David A. Wilhelm,
       as Borrower. To secure repayment of the indebtedness owed to him, Dr. Rush has
       obtained collateral or assignments of collateral from certain non-debtor parties. But, the
       Guaranty, as a direct obligation of the Debtor, is unsecured.
3
       According to the Class Plaintiff Representatives’ own motion, they individual paid
       membership deposits ranging between $7,500 and $205,000. See Class Plaintiff
       Representatives’ Venue Transfer Request (D.I. 69), at 3-4. Accordingly, it is
       mathematically impossible for the aggregate value of the Class Plaintiff Representatives’
       alleged claims to exceed the amount of Dr. Rush’s claim.
4
       Just minutes before this Joinder was due, the recently formed Official Committee of
       Unsecured Creditors (the “Committee”) filed a pleading joining the Venue Transfer
       Requests and expressing support for changing venue of this bankruptcy case. Although
       Dr. Rush has not had the opportunity to fully digest the Committee’s filing and reserves

                                                 2
2.      Dr. Rush opposes transfer of this case and respectfully submits that the

interests of the Debtor, its estate, its creditors and other parties in interest are best served by this

Court retaining venue of this case.      Furthermore, Dr. Rush believes that this Court is both a

convenient and accessible forum for him and other significant parties in interest.

                3.      Since September 2010, Dr. Rush has made multiple advances of funds in

the aggregate principal amount not less than $3,750,000, which advances have benefited the

Debtor and its affiliates. These loans from Dr. Rush have provided the Debtor and its affiliates

with much needed liquidity during a period in which they have been embroiled in caustic

litigation and public disputes, largely initiated by a subset of disgruntled Club members. Given

the Debtor’s current precarious situation, brought on in large part as a result of such events, Dr.

Rush therefore is among the creditors with the most riding on the success or failure of the

Debtor’s reorganization.

                4.      Dr. Rush understands and believes that the Debtor’s best prospects for a

successful reorganization are in this Court. While the judges and staff of the United States

Bankruptcy Court for the District of Colorado are no doubt every bit as capable and diligent as



        the right to respond further to it, Dr. Rush respectfully submits that any positions the
        Committee asserts in support of transferring venue should be substantially discounted by
        this Court. Dr. Rush notes that (i) at least two members of the Committee (Cheryl M.
        Foley and Kevin B. Allen) are also named class-plaintiffs and movants on one of the
        Venue Transfer Requests; and (ii) at least one member of the Committee (Kenneth
        Ulicky) is a Board Member of the CMD, which has made its own Venue Transfer
        Request and has joined in that of the named class-plaintiffs. Dr. Rush notes further that
        he timely submitted a completed questionnaire and appeared through counsel with his
        proxy at the United State Trustee’s Committee formation meeting held on July 6, 2012,
        but was denied a seat on the Committee. As presently constituted, six of the seven
        Committee members are current or one time property owners or holders of membership
        interests. The remaining Committee member is a trade creditor, who was not present in
        person or by proxy at the Committee formation meeting. No member of the Committee
        is similarly situated to Dr. Rush.


                                                   3
those of this Court, Dr. Rush believes that the poisonous atmosphere created by many of the

dissenting members and property owners and certain others, as well as unfounded claims that

have been reported in the local press in Colorado, has largely choked off the Debtor’s access to

funding and investment sources in or near Colorado. Dr. Rush understands that the Debtor’s best

chance to obtain additional funding and investment is likely from East Coast-based lenders that

frequently lend to or invest in debtors in this Court and whose ability to objectively evaluate the

Debtor (and any reorganization plan it proposes) on its merits has not been tainted by long

exposure to these events and misinformation that has been spread in the Colorado press. Indeed,

Northlight Financial, LLC, the Debtor’s proposed debtor-in-possession lender, manages various

funds from offices located in nearby New York, New York.

               5.     Additionally, retaining the bankruptcy case in Delaware will not cause Dr.

Rush or other significant parties in interest undue burden or expense. Dr. Rush, who is located in

California, has already retained the undersigned Delaware counsel to assist him in this

bankruptcy and related matters. Indeed, a venue change to Colorado at this point would cause

Dr. Rush to incur additional unnecessary expense because of the need to retain other counsel in

Colorado and bring a new set of lawyers up to speed in this fast moving case.

               6.     Furthermore, from a convenience standpoint, it makes little different to

Dr. Rush and other West Coast-based creditors whether the case remains pending in this Court or

is transferred to Colorado.5 This Court (and presumably the Colorado bankruptcy court) permits

creditors to appear and be heard by telephone in appropriate circumstances. And, if there is a


5
       Dr. Rush notes that the Kogan Law Firm, APC, which identified a Los Angeles,
       California address, recently appeared in the case on behalf of certain unidentified
       homeowners. See Notice of Appearance and Demand for Service of Papers, filed July 10,
       2012 (D.I. 115).


                                                4
need for Dr. Rush or his California-based attorneys to appear in person, a lengthy plane ride will

be involved whether the case goes forward here or in Colorado.

               7.     Conversely, the recently-formed Committee has hired – not Colorado

based counsel – but the sizeable law firms of Munsch Hardt Kopf & Harr, P.C., based in Texas,

and Saul Ewing LLP, with 11 locations along the East Coast. Thus, the Committee now has

more than 340 lawyers at its disposal (and, subject to approval of appropriate applications, being

paid for by the Debtor’s estate), none of which is located in Colorado, but several of which are

located here in Delaware.6 Moreover, because (as noted in footnote 3 above) there is substantial

overlap between the membership of the Committee and the movants who have filed the Venue

Transfer Requests, it can be presumed that the constituents on behalf of which the movants

purport to act will be adequately represented here in Delaware by the Committee.




6
       Furthermore, based on a review of each firm’s website (www.munsch.com and
       www.saul.com), neither law firm appears to have a single attorney who is an active
       member in good standing of the Colorado bar. This fact undermines any argument that
       the Committee’s professionals would somehow be better situated to represent the
       unsecured creditors’ interests were the case transferred to the District of Colorado.


                                                5
WHEREFORE, for all of these reasons and those stated in the Debtor’s Objection,

in which Dr. Rush joins, Dr. Rush respectfully requests that the Venue Transfer Requests be

denied and that the Court grant such other and further relief to Dr. Rush as is just and equitable.



July 11, 2012                                  MORRIS, NICHOLS, ARSHT & TUNNELL LLP

                                                /s/ Gregory W. Werkheiser
                                               Gregory W. Werkheiser (#3553)
                                               gwerkheiser@mnat.com
                                               Daniel B. Butz (#4227)
                                               kdawson@mnat.com
                                               1201 N. Market Street. 18th Floor
                                               P.O. Box 1347
                                               Wilmington, DE 19899-1347
                                               (302) 658-9200
                                               Counsel for Jeffrey Rush, M.D., as Trustee of the
                                               Rush Family Trust UTD May 8, 1985




                                                 6
CERTIFICATE OF SERVICE

       I, Gregory W. Werkheiser, certify that I am not less than 18 years of age, and that service
of the foregoing Joinder of Creditor Jeffrey Rush, M.D. as Trustee of the Rush Family
Trust UTD May 8, 1985, to Objection of Debtor to (I) Motion of Cheryl M. Foley, Thomas
Wilner, Jane Wilner, Charles Jackson, Mary Jackson and Kevin B. Allen, Individually and
as Representatives of a Certified Class of Members, to Transfer Venue (D.I. 69), (II)
Motion of Cordillera Property Owners Association, Inc. and Cordillera Metropolitan
District to Transfer Venue to Colorado and Joinder in the Motion of Cheryl M. Foley,
Thomas Wilner, Jane Wilner, Charles Jackson, Mary Jackson and Kevin B. Allen,
Individually and as Representatives of a Certified Class of Members, to Transfer Venue
(D.I. 78), and (III) Joinders of Alpine Bank in Venue Transfer Motions (D.I. 77 & 95) was
caused to be made on July 11, 2012, in the manner indicated upon the entities identified below.

Date: July 11, 2012                                         /s/ Gregory W. Werkheiser
Wilmington, DE                                               Gregory W. Werkheiser (No. 3553)


Via Hand Delivery and Email

Young Conaway Stargatt & Taylor LLP                 Richards, Layton & Finger, P.A.
Michael Nestor (mnestor@ycst.com)                   Mark Collins (collins@rlf.com)
Joseph Barry (jbarry@ycst.com)                      Zachary Shapiro (shapiro@rlf.com)
Donald Bowman, Jr. (dbowman@ycst.com)               920 N. King St.
Kenneth Enos (kenos@ycst.com)                       Wilmington, DE 19801
1000 N. King St.                                    (Counsel for Cheryl Foley)
Wilmington, DE 19801
(Counsel to Debtor)                                 Ashby & Geddes
                                                    William Bowden
T. Patrick Tinker                                   (wbowden@ashby-geddes.com)
('thomas.p.tinker@usdoj.gov')                       Ricardo Palacio
United States Trustee                               (rpalacio@ashby-geddes.com)
844 King Street, Room 2207                          500 Delaware Ave.
Lockbox #35                                         Wilmington, DE 19801
Wilmington, DE 19801                                (Counsel for Cordillera Property Owners
                                                    Association)
Saul Ewing LLP
Mark Minuti (mminuti@saul.com)
222 Delaware Ave.
Wilmington, DE 19801
(Counsel to Committee)
Ballard Spahr LLP                         Appel & Lucas, P.C.
Tobey Daluz (daluzt@ballardspahr.com)     Garry Appel (appelg@appellucas.com)
Joshua Zugerman                           1660 17th Street
(zugermanj@ballardspahr.com)              Denver, CO 80202
919 N. Market St.                         (Counsel for Cheryl Foley)
Wilmington, DE 19801
(Counsel for Alpine Bank)                 Sherman & Howard L.L.C.
                                          Peter Cal (PCAL@shermanhoward.com)
Via Hand Delivery                         Mark Fulford
                                          (mfulford@shermanhoward.com)
Womble Carlyle Sandridge & Rice, LLP      633 17th St.
Matthew Ward                              Denver, CO 80202
Ericka Johnson                            (Counsel for Cordillera Property Owners
222 Delaware Ave.                         Association)
Wilmington, DE 19801
(Counsel for Northlight Financial, LLC)   Ballard Spahr LLP
                                          Vincent Marriott, III
Cozen O’Conner, PC                        (Marriott@ballardspahr.com)
Damien Tancredi                           Sarah Schindler-Williams
1201 N. Market St.                        (schindlerwilliamss@ballardspahr.com)
Wilmington, DE 19801                      1735 Market St.
(Counsel for Cordillera Transition        Philadelphia, PA 19103
Corporation)                              (Counsel for Alpine Bank)

Via First Class Mail and Email            Via First Class Mail

Foley & Lardner LLP                       Dickinson Wright PLLC
Christopher Celentino                     Harlan Robins
(ccelentino@foley.com)                    15 N. 4th St.
Erika Moribita (emoribita@foley.com)      Columbus, OH 43215
Mikel Bistrow (mbistrow@foley.com)        (Counsel for Northlight Financial, LLC)
402 W. Broadway
San Diego, CA 92101                       Dickinson Wright PLLC
(Counsel to Debtor)                       Kristi Katsma
                                          500 Woodward Ave.
Munsch Hardt Kopf & Harr, P.C.            Detroit, MI 48226
Joseph Wielebinski                        (Counsel for Northlight Financial, LLC)
(jwielebinski@munsch.com)
Russell Munsch (rmunsch@munsch.com)       Cozen O’Conner, PC
Jay Ong (jong@munsch.com)                 Arthur Abramowitz
Zachery Annable (zannable@munsch.com)     457 Haddonfield Rd.
500 N. Akard St.                          Suite 300
Dallas, TX 75201                          Cherry Hill, NJ 08002
(Counsel to Committee)                    (Counsel for Cordillera Transition
                                          Corporation)
Cozen O’Conner, PC
Melissa Maxman
Ronald Wick
1627 I Street, NW
Suite 100
Washington, DC 20006
(Counsel for Cordillera Transition
Corporation)

Cozen O’Conner, PC
Brad Breslau
707 17th Street, Suite 3100
Denver, CO 80202
(Counsel for Cordillera Transition
Corporation)

Kogan Law Firm, APC
Michael Kogan
1901 Avenue of the Stars, Suite 1050
Los Angeles, CA 90067
(Counsel for homeowners)


6052668.1

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  • 1. IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Chapter 11 CORDILLERA GOLF CLUB, LLC1 Case No. 12-11893 (CSS) dba The Club at Cordillera, Hearing Date: July 16, 2012 at 10:00 a.m. Debtor. Object. Due: July 11, 2012 at 12:00 p.m. Re: D.I. 69, 77, 78, 95, 117 & 118) JOINDER OF CREDITOR JEFFREY RUSH, M.D. AS TRUSTEE OF THE RUSH FAMILY TRUST UTD MAY 8, 1985, TO OBJECTION OF DEBTOR TO (I) MOTION OF CHERYL M. FOLEY, THOMAS WILNER, JANE WILNER, CHARLES JACKSON, MARY JACKSON AND KEVIN B. ALLEN, INDIVIDUALLY AND AS REPRESENTATIVES OF A CERTIFIED CLASS OF MEMBERS, TO TRANSFER VENUE (D.I. 69), (II) MOTION OF CORDILLERA PROPERTY OWNERS ASSOCIATION, INC. AND CORDILLERA METROPOLITAN DISTRICT TO TRANSFER VENUE TO COLORADO AND JOINDER IN THE MOTION OF CHERYL M. FOLEY, THOMAS WILNER, JANE WILNER, CHARLES JACKSON, MARY JACKSON AND KEVIN B. ALLEN, INDIVIDUALLY AND AS REPRESENTATIVES OF A CERTIFIED CLASS OF MEMBERS, TO TRANSFER VENUE (D.I. 78), AND (III) JOINDERS OF ALPINE BANK IN VENUE TRANSFER MOTIONS (D.I. 77 & 95) Jeffrey Rush, M.D., as Trustee of the Rush Family Trust UTD May 8, 1985 (“Dr. Rush”), by and through his undersigned counsel, hereby submits this joinder in the contemporaneously filed objection (D.I. 118) (the “Objection”) of Cordillera Golf Club, LLC, debtor and debtor-in-possession (the “Debtor”), to: (i) the Motion Of Cheryl M. Foley, Thomas Wilner, Jane Wilner, Charles Jackson, Mary Jackson And Kevin B. Allen, Individually And As Representatives Of A Certified Class Of Members (the “Plaintiff Class Representatives”), To Transfer Venue (D.I. 69); (ii) the Motion Of Cordillera Property Owners Association, Inc. (the “CPOA”) And Cordillera Metropolitan District (the “CMD” and together with the CPA, the 1 The Debtor in this chapter 11 case, and the last four digits of its employer tax identification number, is XX-XXX1317. The corporate headquarters address for the Debtor is 97 Main Street, Suite E202, Edwards, Colorado 81632.
  • 2. “Member Organizations”) To Transfer Venue To Colorado And Joinder In The Motion Of Cheryl M. Foley, Thomas Wilner, Jane Wilner, Charles Jackson, Mary Jackson And Kevin B. Allen, Individually And As Representatives Of A Certified Class Of Members, To Transfer Venue (D.I. 78); and (iii) Joinders Of Alpine Bank In Venue Transfer Motions (D.I. 77 & 95) (collectively, the “Venue Transfer Requests”). Dr. Rush joins in and incorporates by reference the arguments presented in the Debtor’s Objection, and respectfully states as follows in support of this Court’s retention of this properly venued chapter 11 case: 1. On information and belief, Dr. Rush is the single largest unsecured creditor of the Debtor, with a claim of not less than $3,750,000.00. Dr. Rush’s claim arises under that certain Guaranty, dated September 24, 2010, as amended (the “Guaranty”).2 Indeed, the combined claims of the Plaintiff Class Representatives and initial movants Cheryl M. Foley, Thomas Wilner, Jane Wilner, Charles Jackson, Mary Jackson And Kevin B. Allen, which claims consistent principally of their respective membership deposits,3 do not approach what Dr. Rush alone is owed.4 2 Other guarantors under the Guaranty include the Debtor’s non-debtor affiliates WFP Investments, LLC, WFP Cordillera Holdings, LLC, and Cordillera Golf Holdings, LLC. The Guaranty was issued in connection with that certain Promissory Note, dated September 24, 2010, as amended, between Dr. Rush, as Lender, and David A. Wilhelm, as Borrower. To secure repayment of the indebtedness owed to him, Dr. Rush has obtained collateral or assignments of collateral from certain non-debtor parties. But, the Guaranty, as a direct obligation of the Debtor, is unsecured. 3 According to the Class Plaintiff Representatives’ own motion, they individual paid membership deposits ranging between $7,500 and $205,000. See Class Plaintiff Representatives’ Venue Transfer Request (D.I. 69), at 3-4. Accordingly, it is mathematically impossible for the aggregate value of the Class Plaintiff Representatives’ alleged claims to exceed the amount of Dr. Rush’s claim. 4 Just minutes before this Joinder was due, the recently formed Official Committee of Unsecured Creditors (the “Committee”) filed a pleading joining the Venue Transfer Requests and expressing support for changing venue of this bankruptcy case. Although Dr. Rush has not had the opportunity to fully digest the Committee’s filing and reserves 2
  • 3. 2. Dr. Rush opposes transfer of this case and respectfully submits that the interests of the Debtor, its estate, its creditors and other parties in interest are best served by this Court retaining venue of this case. Furthermore, Dr. Rush believes that this Court is both a convenient and accessible forum for him and other significant parties in interest. 3. Since September 2010, Dr. Rush has made multiple advances of funds in the aggregate principal amount not less than $3,750,000, which advances have benefited the Debtor and its affiliates. These loans from Dr. Rush have provided the Debtor and its affiliates with much needed liquidity during a period in which they have been embroiled in caustic litigation and public disputes, largely initiated by a subset of disgruntled Club members. Given the Debtor’s current precarious situation, brought on in large part as a result of such events, Dr. Rush therefore is among the creditors with the most riding on the success or failure of the Debtor’s reorganization. 4. Dr. Rush understands and believes that the Debtor’s best prospects for a successful reorganization are in this Court. While the judges and staff of the United States Bankruptcy Court for the District of Colorado are no doubt every bit as capable and diligent as the right to respond further to it, Dr. Rush respectfully submits that any positions the Committee asserts in support of transferring venue should be substantially discounted by this Court. Dr. Rush notes that (i) at least two members of the Committee (Cheryl M. Foley and Kevin B. Allen) are also named class-plaintiffs and movants on one of the Venue Transfer Requests; and (ii) at least one member of the Committee (Kenneth Ulicky) is a Board Member of the CMD, which has made its own Venue Transfer Request and has joined in that of the named class-plaintiffs. Dr. Rush notes further that he timely submitted a completed questionnaire and appeared through counsel with his proxy at the United State Trustee’s Committee formation meeting held on July 6, 2012, but was denied a seat on the Committee. As presently constituted, six of the seven Committee members are current or one time property owners or holders of membership interests. The remaining Committee member is a trade creditor, who was not present in person or by proxy at the Committee formation meeting. No member of the Committee is similarly situated to Dr. Rush. 3
  • 4. those of this Court, Dr. Rush believes that the poisonous atmosphere created by many of the dissenting members and property owners and certain others, as well as unfounded claims that have been reported in the local press in Colorado, has largely choked off the Debtor’s access to funding and investment sources in or near Colorado. Dr. Rush understands that the Debtor’s best chance to obtain additional funding and investment is likely from East Coast-based lenders that frequently lend to or invest in debtors in this Court and whose ability to objectively evaluate the Debtor (and any reorganization plan it proposes) on its merits has not been tainted by long exposure to these events and misinformation that has been spread in the Colorado press. Indeed, Northlight Financial, LLC, the Debtor’s proposed debtor-in-possession lender, manages various funds from offices located in nearby New York, New York. 5. Additionally, retaining the bankruptcy case in Delaware will not cause Dr. Rush or other significant parties in interest undue burden or expense. Dr. Rush, who is located in California, has already retained the undersigned Delaware counsel to assist him in this bankruptcy and related matters. Indeed, a venue change to Colorado at this point would cause Dr. Rush to incur additional unnecessary expense because of the need to retain other counsel in Colorado and bring a new set of lawyers up to speed in this fast moving case. 6. Furthermore, from a convenience standpoint, it makes little different to Dr. Rush and other West Coast-based creditors whether the case remains pending in this Court or is transferred to Colorado.5 This Court (and presumably the Colorado bankruptcy court) permits creditors to appear and be heard by telephone in appropriate circumstances. And, if there is a 5 Dr. Rush notes that the Kogan Law Firm, APC, which identified a Los Angeles, California address, recently appeared in the case on behalf of certain unidentified homeowners. See Notice of Appearance and Demand for Service of Papers, filed July 10, 2012 (D.I. 115). 4
  • 5. need for Dr. Rush or his California-based attorneys to appear in person, a lengthy plane ride will be involved whether the case goes forward here or in Colorado. 7. Conversely, the recently-formed Committee has hired – not Colorado based counsel – but the sizeable law firms of Munsch Hardt Kopf & Harr, P.C., based in Texas, and Saul Ewing LLP, with 11 locations along the East Coast. Thus, the Committee now has more than 340 lawyers at its disposal (and, subject to approval of appropriate applications, being paid for by the Debtor’s estate), none of which is located in Colorado, but several of which are located here in Delaware.6 Moreover, because (as noted in footnote 3 above) there is substantial overlap between the membership of the Committee and the movants who have filed the Venue Transfer Requests, it can be presumed that the constituents on behalf of which the movants purport to act will be adequately represented here in Delaware by the Committee. 6 Furthermore, based on a review of each firm’s website (www.munsch.com and www.saul.com), neither law firm appears to have a single attorney who is an active member in good standing of the Colorado bar. This fact undermines any argument that the Committee’s professionals would somehow be better situated to represent the unsecured creditors’ interests were the case transferred to the District of Colorado. 5
  • 6. WHEREFORE, for all of these reasons and those stated in the Debtor’s Objection, in which Dr. Rush joins, Dr. Rush respectfully requests that the Venue Transfer Requests be denied and that the Court grant such other and further relief to Dr. Rush as is just and equitable. July 11, 2012 MORRIS, NICHOLS, ARSHT & TUNNELL LLP /s/ Gregory W. Werkheiser Gregory W. Werkheiser (#3553) gwerkheiser@mnat.com Daniel B. Butz (#4227) kdawson@mnat.com 1201 N. Market Street. 18th Floor P.O. Box 1347 Wilmington, DE 19899-1347 (302) 658-9200 Counsel for Jeffrey Rush, M.D., as Trustee of the Rush Family Trust UTD May 8, 1985 6
  • 7. CERTIFICATE OF SERVICE I, Gregory W. Werkheiser, certify that I am not less than 18 years of age, and that service of the foregoing Joinder of Creditor Jeffrey Rush, M.D. as Trustee of the Rush Family Trust UTD May 8, 1985, to Objection of Debtor to (I) Motion of Cheryl M. Foley, Thomas Wilner, Jane Wilner, Charles Jackson, Mary Jackson and Kevin B. Allen, Individually and as Representatives of a Certified Class of Members, to Transfer Venue (D.I. 69), (II) Motion of Cordillera Property Owners Association, Inc. and Cordillera Metropolitan District to Transfer Venue to Colorado and Joinder in the Motion of Cheryl M. Foley, Thomas Wilner, Jane Wilner, Charles Jackson, Mary Jackson and Kevin B. Allen, Individually and as Representatives of a Certified Class of Members, to Transfer Venue (D.I. 78), and (III) Joinders of Alpine Bank in Venue Transfer Motions (D.I. 77 & 95) was caused to be made on July 11, 2012, in the manner indicated upon the entities identified below. Date: July 11, 2012 /s/ Gregory W. Werkheiser Wilmington, DE Gregory W. Werkheiser (No. 3553) Via Hand Delivery and Email Young Conaway Stargatt & Taylor LLP Richards, Layton & Finger, P.A. Michael Nestor (mnestor@ycst.com) Mark Collins (collins@rlf.com) Joseph Barry (jbarry@ycst.com) Zachary Shapiro (shapiro@rlf.com) Donald Bowman, Jr. (dbowman@ycst.com) 920 N. King St. Kenneth Enos (kenos@ycst.com) Wilmington, DE 19801 1000 N. King St. (Counsel for Cheryl Foley) Wilmington, DE 19801 (Counsel to Debtor) Ashby & Geddes William Bowden T. Patrick Tinker (wbowden@ashby-geddes.com) ('thomas.p.tinker@usdoj.gov') Ricardo Palacio United States Trustee (rpalacio@ashby-geddes.com) 844 King Street, Room 2207 500 Delaware Ave. Lockbox #35 Wilmington, DE 19801 Wilmington, DE 19801 (Counsel for Cordillera Property Owners Association) Saul Ewing LLP Mark Minuti (mminuti@saul.com) 222 Delaware Ave. Wilmington, DE 19801 (Counsel to Committee)
  • 8. Ballard Spahr LLP Appel & Lucas, P.C. Tobey Daluz (daluzt@ballardspahr.com) Garry Appel (appelg@appellucas.com) Joshua Zugerman 1660 17th Street (zugermanj@ballardspahr.com) Denver, CO 80202 919 N. Market St. (Counsel for Cheryl Foley) Wilmington, DE 19801 (Counsel for Alpine Bank) Sherman & Howard L.L.C. Peter Cal (PCAL@shermanhoward.com) Via Hand Delivery Mark Fulford (mfulford@shermanhoward.com) Womble Carlyle Sandridge & Rice, LLP 633 17th St. Matthew Ward Denver, CO 80202 Ericka Johnson (Counsel for Cordillera Property Owners 222 Delaware Ave. Association) Wilmington, DE 19801 (Counsel for Northlight Financial, LLC) Ballard Spahr LLP Vincent Marriott, III Cozen O’Conner, PC (Marriott@ballardspahr.com) Damien Tancredi Sarah Schindler-Williams 1201 N. Market St. (schindlerwilliamss@ballardspahr.com) Wilmington, DE 19801 1735 Market St. (Counsel for Cordillera Transition Philadelphia, PA 19103 Corporation) (Counsel for Alpine Bank) Via First Class Mail and Email Via First Class Mail Foley & Lardner LLP Dickinson Wright PLLC Christopher Celentino Harlan Robins (ccelentino@foley.com) 15 N. 4th St. Erika Moribita (emoribita@foley.com) Columbus, OH 43215 Mikel Bistrow (mbistrow@foley.com) (Counsel for Northlight Financial, LLC) 402 W. Broadway San Diego, CA 92101 Dickinson Wright PLLC (Counsel to Debtor) Kristi Katsma 500 Woodward Ave. Munsch Hardt Kopf & Harr, P.C. Detroit, MI 48226 Joseph Wielebinski (Counsel for Northlight Financial, LLC) (jwielebinski@munsch.com) Russell Munsch (rmunsch@munsch.com) Cozen O’Conner, PC Jay Ong (jong@munsch.com) Arthur Abramowitz Zachery Annable (zannable@munsch.com) 457 Haddonfield Rd. 500 N. Akard St. Suite 300 Dallas, TX 75201 Cherry Hill, NJ 08002 (Counsel to Committee) (Counsel for Cordillera Transition Corporation)
  • 9. Cozen O’Conner, PC Melissa Maxman Ronald Wick 1627 I Street, NW Suite 100 Washington, DC 20006 (Counsel for Cordillera Transition Corporation) Cozen O’Conner, PC Brad Breslau 707 17th Street, Suite 3100 Denver, CO 80202 (Counsel for Cordillera Transition Corporation) Kogan Law Firm, APC Michael Kogan 1901 Avenue of the Stars, Suite 1050 Los Angeles, CA 90067 (Counsel for homeowners) 6052668.1