10000001518

-1-
IN THE UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF COLORADO

In re:

CORDILLERA GOLF CLUB, LLC,

Debtor.
)
)
)
)
)

Case No. 12-24882-ABC
Chapter 11

JOINDER OF THE OFFICIAL COMMITTEE OF UNSECURED
CREDITORS TO 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 APPOINT CHAPTER 11
TRUSTEE

The Official Committee of Unsecured Creditors (the "Committee") duly appointed in the
above-captioned chapter 11 bankruptcy case (the "Bankruptcy Case") of Cordillera Golf Club,
LLC (the "Debtor") hereby files its Joinder (this "Joinder") to the Motion Cheryl M. Foley,
Thomas and Jane Wilner, Charles and Mary Jackson and Kevin B. Allen, Individually and As
Representatives of a Certified Class of Members (collectively, the "Class Representatives"), to
Appoint a Chapter 11 Trustee [Docket No. 235] (the "Motion"), and in support hereof would
respectfully show the Court as follows:
I. BACKGROUND
1. On June 26, 2012 ("Petition Date"), the Debtor filed with the United States
Bankruptcy Court for the District of Delaware its voluntary petition for relief under Chapter 11
of the United States Bankruptcy Code, 11 U.S.C. 101, et seq. (the Bankruptcy Code),
thereby initiating its bankruptcy case (assigned Case No. 12-11893), with the Delaware
Case:12-24882-ABC Doc#:341 Filed:08/07/12 Entered:08/07/12 15:52:55 Page1 of 17
-2-
Bankruptcy Court (the Bankruptcy Case). The Debtor remains in control of its business and
affairs as a debtor-in-possession pursuant to sections 1107 and 1108 of the Bankruptcy Code.
2. The Debtor is the owner and operator of "The Club at Cordillera" (the "Club"),
located in Edwards, Colorado in Eagle County.
1
The Club is located within the Cordillera
residential community in Edwards County and derives revenues through fees and dues related to
Club memberships marketed to community residents and others. Fitchett Declaration, 5, 6,
8-12.
3. The sole, ultimate equity interest holder in the Club, Mr. David Wilhelm, is also
alleged to be a secured creditor of the Debtor pursuant to a loan transaction dated as of June 23,
2010 ("Wilhelm Loan"). The Debtor disclosed that, as of the Petition Date, Wilhelm is
purportedly owed approximately $7.5 million from the Debtor, and allegedly holds security
interests and liens in and to the Debtors real and personal property to secure the repayment of
those obligations.
2

4. In connection with the Wilhelm Loan, Mr. Wilhelm allegedly borrowed
approximately $3.75 million from Dr. Jeffrey Rush, which obligations were guaranteed by the
Debtor (the "Rush/Wilhelm Loan"). See Declaration of Christopher Celentino in Support of
Application of the Debtor and Debtor in Possession for an Order Authorizing the Retention and

1
The Club includes three 18-hole golf courses, a short course, three tennis centers, fitness facilities, five indoor and
outdoor pools, a summer camp with clubhouse for children, and riding, hiking and cross-country ski trails. See
Declaration of Daniel L. Fitchett, Jr. in Support of Chapter 11 Petitions and First Day Relief [Docket No. 4]
(Fitchett Declaration), 7.
2
See Emergency Motion of the Debtor for Entry of Interim and Final Orders Pursuant to 11 U.S.C. 105, 361,
362, 363(c), 364(c), 364(d), and 364(e) and Fed. R. Bankr. P. 2002, 4001 and 9014 (i) Authorizing Debtor to Obtain
Post-Petition Secured Financing, (ii) Granting Security Interest and Superpriority Administrative Expense Claims,
(iii) Granting Adequate Protection to Pre-Petition Secured Parties, (iv) Authorizing the Use of Cash Collateral as
Provided Herein, and (v) Scheduling a Final Hearing [Docket No. 59] ("DIP Financing Motion"), at 8-9.
-3-
Employment of Foley & Lardner LLP as General Bankruptcy Counsel to the Debtor, Nunc Pro
Tunc to the Petition Date [Docket No. 115] ("Celentino Declaration"), at 15.
5. As this Court is now aware, over the past several years, the Debtors relationship
with its members, comprising its largest creditor constituency, has become significantly
strained, resulting in ongoing litigation in Colorado State Courts. See Debtors Status Report as
Requested by the Court [Docket No. 193] ("Status Report"), at p. 2; Motion filed by Class
Representatives of a Certified Class of Members ("Member Class"), to Transfer Venue [Docket
No. 69], at p. 2.
6. On July 16, 2012, following motions and supporting joinders filed by the Class
Representatives, CPOA, Cordillera Metropolitan District, the Committee, and Alpine Bank,
seeking to transfer venue of this case to this Court, the Delaware Bankruptcy Court entered its
Order granting said relief. See also Docket Nos. 95, 116.
7. In transferring the Bankruptcy Case to this Court, Judge Sontchi found that,
although the Debtor had properly chosen a valid forum, the facts applicable to the case
demonstrated that the central focus of the Debtors case must be finding a resolution of the
disputes with the members of the Club:
The key issue in this case, the key problem in this caseis where do you find
members.Well, this is where the litigation sort of touches on itI think its
inexorably linked to the membership problem.you have the issue that theres
obviously dissatisfaction and acrimony between members and management,
whether thats a minority or majority. And the reality is.Where is the debtor
going to get members? Well, its either going to members by reconciling with the
dissenting members or going out and opening up the business and getting
members from other locations in the vicinity. And thats a changeBut of
course, theres ongoing litigation.

-4-
Transcript of Hearing Held July 16, 2012, Case No. 12-11893 (D. Del.), at pp. 205 [line 7] 206
[line 19]. As recognized by Judge Sontchi, the Debtors disputes with its membership are central
to the Debtors financial difficulties, and any prospect that the Debtor may have to rehabilitate
must repair or otherwise address the Debtors relationships with its members.
8. On July 24, 2012, the Class Representatives filed their Motion, asserting, inter
alia, that cause exists in this case to immediately appoint a trustee on the alleged bases that: (i)
Wilhelm intentionally defrauded the members of the Club by soliciting the payment of dues and
premium membership fees with the promise of certain Club facilities and amenities, and which
promises Wilhelm recanted after obtaining approximately $8 million in payments; (ii) Wilhelm
has destroyed member confidence by causing the Debtor to sue several community
organizations, including the CPOA, for over $92 million as part of a litigation tactic to force the
members of Cordillera to buy out Mr. Wilhelm's interests in the Debtor; (iii) Wilhelm, his
family members and related parties have diverted and/or misappropriated substantial sums from
the Debtor for their personal benefit, including in violation of court orders, thereby
demonstrating fraud and malfeasance; and (iv) the interests of the parties favor the appointment
of a trustee in light of the "enormous acrimony that has arisen between Wilhelm and the entire
Cordillera community," which animosity prevents any meaningful progress towards
reorganization. See Motion, at 13-23, 26, 27, 41-43.
II. JOINDER
A. The Existing Animosity Between Management of the Debtor and the Debtors
Creditor Groups Supports the Immediate Appointment of a Trustee
9. The Committee joins in the relief requested in the Motion filed by the Class
Representatives. In so doing, the Committee stresses that, irrespective of the allegations of
-5-
improper conduct by Wilhelm in the management of the Debtor, the obvious rancor and
animosity existing among the Debtors members and Mr. Wilhelm constitutes an independent
and fundamentally material cause to appoint a trustee on the basis that such appointment is in
the best interests of the estate.
10. The Committee agrees with the Motion that the acrimony existing between
Debtors management and the estates major or critical creditor constituents, constitutes
independent cause for the appointment of a Trustee, irrespective of any allegations of improper
conduct by Debtors management. As explained by the Third Circuit Court of Appeals in In re
Marvel Entertainment Group, Inc., 140 F.3d 463 (3d. Cir. 1998), animosity and acrimony
among a Debtors management and its material creditor groups constitutes an independent basis
to find cause for the mandatory appointment of a Trustee pursuant to section 1104 of the
Bankruptcy Code, where these conflicts exceed the normal conflicts inherent in the debtor
creditor relationship. Id., at 472-73. There, the Court of Appeals dealt with a very similar
situation as here, where material groups of estate creditors had "deep-seeded" animosity towards
the controlling equity interest holder of the debtor, as is the case here. Id., at 473.
11. While recognizing that matters arising under section 1104 are fact specific
inquiries, the Third Circuit Court of Appeals held that such circumstances constitute cause
under section 1104 where the Debtors controlling equity interest holder would be required to
cause the debtor to evaluate its owner's interests and claims as part of a plan of rehabilitation
an "awkward" dynamic resulting in creditors' lack of confidence that these controlling parties
could act as estate fiduciaries. Id. (further explaining that cause exists to appoint a trustee
where conflicts between creditors and management render management unable to resolve
-6-
same). See also In re Cajun Elec. Power Coop., Inc., 74 F.3d 599, 600 (5th Cir. 1996)
(adopting on rehearing the opinion of dissent in 69 F.3d at 751), cert. denied, 519 U.S. 808, 117
S.Ct. 51, 136 L.Ed.2d 15 (1996); In re Colorado-Ute Electric Ass'n, Inc., 120 B.R. 164, 176 (D.
Colo. 1990) (conflict between cooperatives customers/members and board, combined with lack
of creditor confidence were grounds for the appointment of a trustee).
3

12. Applying the foregoing authorities to the instant case reveals an archetypal case
for the appointment of a trustee based on the acrimonious relationship between existing
management ultimately controlled by Mr. Wilhelm and major estate creditors. As detailed
hereinabove, there is no reasonable dispute that the Debtors relationship with its member
"customers" is absolutely fundamental to the Debtors prospects for rehabilitation. It is no
exaggeration to state that if the Debtor is to survive, this relationship must be repaired.
13. Yet, it is simultaneously clear that, irrespective of the allegations of improper
conduct made by the Debtors' members, homeowners' association, and Class Representative
creditors, there is simply no level of trust existing between the Debtors management and the
vast majority of the Debtors members.
14. Even the Debtor has conceded that it is in need of an independent voice and
spokesperson to correspond and interact with creditor members, and to essentially serve as a
buffer between these creditors and management. See Supplement to Debtors Motion for an

3
The authorities supporting this proposition are legion. See In re United States Mineral Products Co., 105 F. App'x
428, 430 (3d. Cir. 2004) (bankruptcy court properly appointed trustee sua sponte based on contentiousness and
acrimonious nature of the relationship among the parties, the lack of trust, [and] the lack of progress....); In re
Celeritas Technologies, LLC, 446 B.R. 514, 519 (Bankr. D. Kan. 2011) ("Acrimony between debtor and creditor
which impedes the reorganization effort is cause to appoint a Chapter 11 trustee."); In re Taub, 427 B.R. 208, 227-
28 (Bankr. E.D.N.Y. 2010) (creditor acrimony with management, or lack of confidence in management's ability to
appropriately progress restructuring, are each cause for trustee appointment); In re Eurospark Industries, Inc., 424
-7-
Order, Pursuant to Sections 105 and 363 of the Bankruptcy Code and Bankruptcy Rule 6003,
Authorizing and Approving (i) the Debtors Designation of Alfred H. Siegel as Chief
Restructuring Officer, and (ii) Retention and Employment of Crowe Horwath, LLC, Nunc Pro
Tunc to the Petition Date, filed on July 24, 2012 [Docket No. 230], at 13.
15. Furthermore, shortly before the Debtors Petition Date, Mr. Wilhelm also
expressly conceded the proposition that the Debtors prospects for rehabilitation would be best
served by new management in light of his acrimonious relationship with the Debtors members.
In a letter to the Club's members dated February 21, 2012 ("Wilhelm Letter"), Mr. Wilhelm
stated:
I assume that you have received the letter from Jeff Rush, who will be the new
Managing Partner of the Club at Cordillera.

I am writing for two reasons. First, to commend Jeff Rush for his efforts and
commitments to contributing to the recapitalization of the Club, to assuming a
controlling financial interest in the business, and to becoming the new Managing
Member of the Club at Cordillera. Second, I want to affirm to you that as part
of this recapitalization and restructuring, I (WFP) will become a limited
partner and will have no authority, control, or involvement in the Clubs
business.

It is my expectation that this change in ownership control, new business
structure, and new leadership will help put the Club and the greater
Cordillera community back on a positive track.

(emphasis supplied)
16. The correspondence from Mr. Rush that the Wilhelm Letter approvingly refers to,
also dated February 21, 2012 ("Rush Letter"), specifically states that:
After lengthy discussions and a great deal of soul searching, David Wilhelm
has concluded (and I agree), that it is in the best interests of Cordillera,

B.R. 621, 632-33 (Bankr. E.D.N.Y. 2010) (discussing management deadlock as independent, "no fault" basis for
appointment of trustee); In re New Towne Development, LLC, 404 B.R. 140, 149 (Bankr. M.D. La. 2009) (same).
-8-
David, and all involved if he steps down as the Managing Member of
Cordillera Golf Club and pursues other interests. While this may seem like a
difficult decision for David, in reality it is not. In the end, David is passionate
about Cordillera and simply wants what is best for him and the Club. Given the
current situation at Cordillera, there is more than enough blame to go around and
arm chair quarterbacking and finger pointing at this point is unproductive.
Similar to politics, sometimes a change in leadership is necessary.

As a result, David has agreed to resign as the Managing Member of Cordillera
Golf ClubDavid will not have any ownership interest, voting interest or
decision making authority in the management company.
4

(emphasis supplied)

17. True and correct copies of the Wilhelm and Rush Letters are attached hereto as
Exhibit "A" and incorporated herein by reference for all purposes. These letters reveal
acknowledgements by Mr. Wilhelm and the Debtor that cause exists to install an experienced,
independent fiduciary to manage the Debtors affairs, that can potentially harmonize the
disparate views and acrimonious relationships between the Debtor and its member creditors.
18. Absent this relief, the Debtor, its members, the Committee and other parties in
interest will be very hard pressed to obtain any significant progress in this Bankruptcy Case. As
Mr. Rush added, speaking for the Debtor:
with the desire, help, and support of the membership and the Community we can get the
Club back on trackFour building blocks must all come together.

1) Establishing financial stability.
2) Seating and empowering a new management team.
3) Ending the legal and emotional turmoil.
4) Getting members back.

4
Obviously, Mr. Wilhelm subsequently changed his mind in relinquishing decision making authority over the
Debtors affairs.
-9-
B. The Debtors Continuing Financial Deterioration Supports the Immediate
Appointment of a Trustee
19. The Debtors own financial projections previously submitted in this case for the
one year (52-week) period following the Petition Date clearly demonstrate that the Debtors
prospect for any reorganization is bleak. See Supplement Regarding Budget to Emergency
Motion for Entry of Interim and Final Orders (I) Authorizing the Debtor to Obtain Post-Petition
Secured Financing, (II) Granting Security Interests and Superpriority Administrative Expense
Claims, (III) Granting Adequate Protection to Pre-Petition Secured Parties, (IV) Authorizing
the Use of Cash Collateral as Provided Herein, and (V) Scheduling a Final Hearing [Docket
No. 96], at Exh. A (the "DIP Budget"). A true and correct copy of the DIP Budget previously
submitted in connection with the Debtors original proposed DIP financing is attached hereto as
Exhibit "B" and incorporated herein by reference.
20. Under the previous DIP Budget, the Debtor projected initial cash of
approximately $234,683.00. After drawing on the full proceeds of the $4.7 million financing
the Debtor proposed, it projected that at the end of the 52-week period it would have
approximately $215,055.00 in cash. However, there were no provisions for the repayment of
this post-petition financing during the budget term, nor were there any provisions or funds set
aside to pay down any principal or other secured debt obligations, to provide any form of
adequate protection, or to provide for exit financing during the budget period. The DIP Budget
further revealed that the Debtor would have virtually no funds available to make such payments
or to fund and pursue other prospects for its reorganization once the budget period concluded.
-10-
In other words, the Debtor projected that, ignoring the financing that the Debtor was proposing
at the time, the Debtor expected to operate at a loss of $4,602,297.00 over the next year.
5

21. Furthermore, the Debtor inflated its projections in a number of respects. The
Debtor included an unexplained $1.8 million "Capital Event" in the last week of the DIP
Budget.

In addition, although the DIP Budget reflected the need to pay property taxes assessed
for 2011 (in the amount of $431,890.00), it did not reflect any accrual or provision for the
payment of 2012 property taxes that are currently accruing and will come due in 2013, or the
provision for such property taxes that will continue to accrue during the budget period in 2013.
6

22. These continuing operational losses will simply result in a diminution of the value
of the assets of this estate. The Debtors proposed Hail Mary solution of finding a capital
source to either infuse new equity or recapitalize the Debtor reflects a complete lack of
understanding or recognition that no capital source will invest in this Debtor in view of the
Debtors continuing deteriorating financial condition and the rancor between the Debtor and its
members. This gross mismanagement of the Debtor and the continuing losses constitutes an
independent basis to appoint a Trustee in this case.
C. Conclusion
23. This Debtors relationships with its members must be repaired. Regardless of
whether the Debtor proposes a sale, refinancing, recapitalization or other restructuring

5
This $4,602,297.00 loss assumed that the Debtor will receive an unexplained $1.8 million capital event during
the term of the DIP Budget. Without this so-called capital event, the loss balloons to in excess of $6.4 million.
6
A review of the Debtors more recent, limited post-petition budget applicable to the interim financing provided by
Alpine Bank and approved by order of this Court on July 27, 2012 [Docket No. 270] ("Alpine Budget"), confirms
these continuing concerns. Under the 35-day Alpine Budget, the Debtor projects initial cash of approximately
$234,683.00. After drawing on the projected interim financing in the amount of $225,000.00, at the end of the 35-
day period, the Debtor projects that it will have approximately $36,727.00 in cash. The Alpine Budget reflects the
same concerns as the original DIP Budget.
-11-
approach, any reorganization will fail absent member support. For this case to succeed, the
members must return. However, the major creditor constituents of this case have clearly
signaled that they want nothing to do with the Debtor so long as Mr. Wilhelm is perceived as
being at the helm. This acrimony is impairing the Debtors ability to promote its restructuring
and constitutes cause for the immediate appointment of a trustee.
-12-
Dated August 7, 2012.
HOLLAND & HART LLP
Respectfully submitted,

s/Risa Lynn Wolf-Smith
Risa Lynn Wolf-Smith, #15835
Clarissa M. Raney, #40374
HOLLAND & HART LLP
555 Seventeenth Street, Suite 3200
Denver, Colorado 80202
Telephone: 303-295-8000
Facsimile: 303-295-8261
rwolf@hollandhart.com
cmraney@hollandhart.com

-and-

MUNSCH HARDT KOPF & HARR, P.C.
Russell L. Munsch (admitted PHV)
Texas Bar No. 14671500
Joseph J. Wielebinski (admitted PHV)
Jay H. Ong (admitted PHV)
Zachery Z. Annable (admitted PHV)
3800 Lincoln Plaza
500 N. Akard Street
Dallas, Texas 75201-6659
Telephone (214) 855-7500
Facsimile (214) 978-4335

ATTORNEYS FOR THE OFFICIAL
COMMITTEE OF UNSECURED CREDITORS

-13-
CERTIFICATE OF SERVICE
The undersigned hereby certifies that, on August 7, 2012, in addition to service via the
Court's CM/ECF system, she personally caused to be served a true and correct copy of this filed
document, to be served, via First Class U.S. Mail, postage prepaid and properly addressed, on the
parties shown on the attached service list.

Arthur J. Abramowitz, Esq.
Cozen O'Connor, PC
LibertyView, Suite 300
457 Haddonfield Road
Cherry Hill, NJ 08002
Zachery Z. Annable, Esq.
Munsch Hardt Kopf & Harr, P.C.
3800 Lincoln Plaza
500 N. Akard Street
Garry R. Appel, Esq.
Appel & Lucas, P.C.
1660 17th Street, Suite 200
Denver, CO 80202
Joseph M. Barry, Esq.
Young Conaway Stargatt & Taylor LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
William P. Bowden, Esq.
Ashby & Geddes, P .A.
500 Delaware avenue, 8th Floor
P.O. Box 1150
Donald J. Bowman, Esq.
Young Conaway Stargatt & Taylor LLP
Rodney Square
1000 North King Street
Brad W. Breslau, Esq.
Cozen O'Connor, PC
Denver, CO 80202
Mikel Bistrow, Esq.
Foley Lardner LLP
402 W. Broadway, Suite 2100
San Diego, CA 92101
Travis G. Buchanan, Esq.
Young Conaway Stargatt & Taylor, LLP
1000 N. King St.
Peter A. Cal, Esq.
Sherman & Howard L.L.C.
Denver, CO 80202
-14-
Kathryn M.S. Catherwood, Esq.
Foley & Lardner LLP
402 W. Broadway, Ste. 2100
San Diego, CA 92101-3542
Christopher Celentino, Esq.
Foley Lardner LLP
San Diego, CA 92101
Service Via e-mail and ECF
Shaun A. Christensen, Esq.
Appel & Lucas, P.C.
Denver, CO 80202
Tobey M. Daluz, Esq.
Ballard Spahr LLP
919 N. Market Street, 11th Floor
Carl A. Eklund, Esq.
Ballard Spahr, LLP
Denver, CO 80202
Mark L. Fulford, Esq.
Sherman & Howard L.L.C.
Denver, CO 80202
James J. Holman, Esq.
Duane Morris LLP
30 South 17th Street
Philadelphia, PA 19103
Ericka F. Johnson, Esq.
Womble Carlyle Sandridge & Rice, LLP
222 Delaware Avenue, Suite 1501
Kristi A. Katsma, Esq.
Dickinson Wright PLLC
500 Woodward Avenue, Suite 4000
Detroit, MI 48226
Benjamin W. Keenan, Esq.
Ashby & Geddes, P.A.
500 Delaware Avenue
P.O. Box 1150
Wilmington DE 19899
Michael S. Kogan, Esq.
Kogan Law Firm, APC
1901 Avenue of the Stars, Suite 1050
Los Angeles, CA 90067
David L. Lenyo, Esq.
Garfield & Hecht, P.C.
601 E. Hyman Ave.
Aspen, CO 81611
Vincent J. Marriott, III, Esq.
Ballard Spahr, LLP
1735 Market Street, 51st Floor
Melissa Maxman, Esq.
Cozen O'Connor, PC
1627 I Street, NW, Suite 1100
Washington, DC 20006
-15-
Dawn Messick, Esq.
Foley & Lardner LLP
San Diego, CA 92101
Mark Minuti, Esq.
Saul Ewing LLP
222 Delaware Ave., Ste. 1200
Erika L. Morabito, Esq.
Foley Lardner LLP
3000 K Street, N.W., Suite 600
Paul Moss, Esq.
Office of U.S. Trustee
999-18th Street, Ste. 1551
Denver, CO 80202
Russell L. Munsch, Esq.
3800 Lincoln Plaza
500 N. Akard Street
Brittany J. Nelson, Esq.
Foley Lardner LLP
3000 K Street, N.W., Suite 600
Jay H. Ong, Esq.
Frost Bank Tower
401 Congress Avenue, Suite 3050
Austin, Texas 78701-4071
Ricardo Palacio, Esq.
Ashby & Geddes, P .A.
500 Delaware Avenue, 8th Floor
P.O. Box 1150
Jon T. Pearson, Esq.
Ballard Spahr
100 North City Parkway, Suite 1750
Las Vegas, NV 89106-4617
Richard W. Riley, Esq.
Duane Morris LLP
Wilmington, DE 19801-1659
Matthew J. Riopelle
Foley & Lardner LLP
402 W. Broadway, Ste. 2100
San Diego, CA 92101-3542
Harlan W. Robins, Esq.
Dickinson Wright PLLC
15 N. 4th Street
Columbus, OH 43215
Sara Schindler-Williams, Esq.
Ballard Spahr, LLP
1735 Market Street, 51st Floor
Harvey Sender, Esq.
Sender & Wasserman, P.C.
1660 Lincoln St., Ste. 2200
Denver, CO 80264
Service Via e-mail and ECF
-16-
Zachary I. Shapiro, Esq.
Richards, Layton & Finger, P.A.
One Rodney Square
920 N. King Street
Darnien Tancredi, Esq.
Cozen O'Connor, PC
1201 N. Market Street, Suite 1400
Ann Marie Uetz, Esq.
Foley & Lardner LLP
One Detroit Center
500 Woodward Avenue, Suite 2700
Detroit, Michigan 48226-3489
David V. Wadsworth, Esq.
Sender & Wasserman, P.C.
1660 Lincoln Street, Suite 2200
Denver, CO 80264
Matthew P. Ward, Esq.
Womble Carlyle Sandridge & Rice, LLP
Gregory W. Werkheiser, Esq.
Morris, Nichols, Arsht & Tunnell LLP
1201 N. Market St., 18th Floor
P.O. Box 1347
Wilmington, DE 19899-1347
Ronald Wick, Esq.
Cozen O'Connor, PC
1627 I Street, NW, Suite 1100
Joseph J. Welebinski, Esq.
3800 Lincoln Plaza
500 N. Akard Street
Joshua E. Zugerman, Esq.
Ballard Spahr LLP
919 N. Market Street, 11th Floor
Dan White
Cordillera Golf Club, LLC
97 Main Street, Suite E202
Edwards, CO 81632
Centralized Insolvency Section
2970 Market Street
Colorado Department of Revenue
Attn: Bankruptcy Unit
1375 Sherman Street, Room 1375
Denver, CO 80261
Internal Revenue Service
Centralized Insolvency Section
P.O. Box 7346
Philadelphia, PA 19101-7346
Department of Treasury
Ogden, UT 84201-0030
-17-
George S. Canellos, Regional Director
Securities & Exchange Commission
New York Office
3 World Financial Center, Suite 400
New York, NY 10281-1022
Securities & Exchange Commission
Central Regional Office
Attn: Office of General Counsel
(Bankruptcy)
1801 California Street, Suite 1500
Denver, CO 80202
Secretary of State
Division of Corporations
Franchise Tax
John G. Townsend Building
401 Federal Street- Suite 4
P.O. Box 898
Dover, DE 19903
Secretary of Treasury
820 Silver Lake Boulevard, Suite 100
P.O. Box 7040
Dover, DE 19903

August 7, 2012
s/Lela Lopez Velasquez
Lela Lopez Velasquez

5712783_1.DOCX
MHDocs 3894505_3 980875.2 MHDocs 3895686_1 13152.1 MHDocs 3926615_9 13152.1

EXHIBIT A

EXHIBIT A

Case:12-24882-ABC Doc#:341-1 Filed:08/07/12 Entered:08/07/12 15:52:55 Page1 of 4

February 21
1
2012
Dear Cordillera Club Members and Property Owners}
I assume that you have received the letter from Jeff Rush
1
who will be the new Managing Partner of the
Club at Cordillera.
I am writing for two reasons. First} to commend Jeff Rush for his efforts and commitments to
contributing to the recapitalization of the Club} to assuming a controlling financial interest in the
business} and to becoming the new Managing Member of the Club at Cordillera. Second} I want to
affirm to you that as part of this recapitalization and restructuring} I (WFP) will become a limited partner
and will have no authority} control} or involvement in the Club
1
s business.
It is my expectation that this change in ownership control} new business structure} and new leadership
will help put the Club and the greater Cordillera community back on a positive track.
Towards that end} on behalf of myself and WFP
1
I am reiterating and reconfirming my offer to your
elected officials to dismiss the lawsuits against the CTC and the CPOA under the general terms and
conditions which will be submitted forthwith to the respective governing Boards.
I am looking forward to moving on with my life and concentrating on my Wind Rose development
enterprises.
On my part} I will do everything possible to get this litigation settled satisfactorily so that the Community
can become reunited in a positive and forward moving manner.
Most respectfully}
David Wilhelm
PO BOX ')88 0097 \I N I 202 CO 8 1631 t: 970. 569.6480 J : 970. 926 .5934 11':
February 21, 2012

Dear Cordillera Members and Property Owners,
Please allow me to introduce myself. My name is Dr. Jeffrey L. Rush. I am a retired radiologist
based in southern California, with offices in both Los Angeles and San Diego. I am, primarily, a real
estate developer, having successfully developed many millions of square feet of commercial medical and
office buildings. You will see that I have a long history of both developing, as well as investing in, high
profile real estate projects. I am also an avid golfer and spend much of my summer at the Roaring Fork
Club and at Mayacama. I have made many visits to the Club at Cordillera and believe it to be one of the
most spectacular Club/Community complexes in the country.
Regarding Cordillera, it is important to make it clear to everyone up front that David Wilhelm
and I have been and remain close friends. I consider David to be one of the most creative individuals in
the golf and resort industry and a true visionary. Over the years, through one or more investment
vehicles, I have made a number of significant investments in David Wilhelm's properties, including
Cordillera. As a result of my investment in Cordillera, I am currently a limited partner in the Club. As
such, I have not only an emotional attachment to Cordillera but also a financial stake in its future.
David and I have discussed at length the future of Cordillera and what is best for the Club and
for David personally. After lengthy discussions and a great deal of soul searching, David Wilhelm has
concluded (and I agree), that it is in the best interests of Cordillera, David, and all involved if he steps
down as the Managing Member of Cordillera Golf Club and pursues other interests. While this may
seem like a difficult decision for David, in reality it is not. In the end, David is passionate about Cordillera
and simply wants what is best for him and the Club. Given the current situation at Cordillera, there is
more than enough blame to go around and arm chair quarterbacking and finger pointing at this point is
unproductive. Similar to politics, sometimes a change in leadership is necessary.
As a result, David has agreed to resign as the Managing Member of Cordillera Golf Club. A new
management company is being created to assume the role of Managing Member of Cordillera Golf Club.
I will control and own this new management company and, in effect, will be the Managing Member of
the Club. David will not have any ownership interest, voting interest or decision making authority in the
management company. We will also be restructuring David's equity interest in Cordillera. As most of
you know, the Wilhelm family has made a substantial investment in Cordillera. It is not appropriate for
David to walk away from this investment. Accordingly, as part of this restructure, David's investment in
Cordillera Golf Club will be converted to what is effectively a limited partnership, non-voting interest.
While David will continue to retain his investment in Cordillera (and therefore will have a keen interest
in the future success of Cordillera), David will not have any voting interest or decision making authority
in Club operations. Once the full restructure documents have been finalized, then everyone can be
advised of the relative rights and obligations of the parties.
PO GO X 9 88 oo<r I N r l - l tl l CO 8 1632 r: 970.569.5480 ff 970.926. 5934 "'I
Turning to the atmosphere at Cordillera, there is no way to put a positive spin on the situation.
It is an absolute mess. I applaud David for keeping the project out of Bankruptcy. Nevertheless, this is a
true work out and total restructuring project from every possible angle. However, one thing needs to be
made perfectly clear to everyone - I cannot and will not make any promises concerning the future of
Cordillera. In fact, if you are a person of integrity, it is impossible to make any such promises. Much
damage has been done and there are many problems which have to be solved. Having said that, I am
very confident that with the desire, help, and support of the membership and the Community we can
get the Club back on track and return it to its former stature as a very special Club/Community. Too
much is at stake for everyone if we do not recognize this.
But time is absolutely of the essence.
Four building blocks must all come together quickly if we are to have a viable Club for the 2012 season
which is just several short weeks away:
1. Establishing financial stability. I can announce that we have an agreement in principle with
Alpine to restructure and extend the club's debt on terms which are most favorable to the Club.
The terms involve a substantial pay down of the principal which I have agreed to make. This will
ensure that the Club is on a firm financial foundation and, most important, that it is i n no danger
of Bankruptcy or foreclosure.
2. Seating and empowering a new management team. I am in the final process of hiring a very
experienced CEO who will direct all operations of the Club. I expect to announce and present
him to you as quickly as possible, at which time he wil l meet with members of the Cordillera
governing Boards and groups of Club members to review with them our strategic and
operational plans. Our overarching strategy wi ll be to run Cordillera as a prudent business
enterprise.
3. Ending the legal and emotional turmoil. There will be no Club without peace. Toward that end,
on behalf of the Club, I am offering to dismiss all lawsuits against the CTC and the CPOA. I can
represent to you that WFP has agreed to do the same. Under separate cover to this letter, I and
David Wilhelm will deliver a formal proposal to the CPOA and the CMD to dismiss the litigation.
4. Getting members back. This can happen only in an atmosphere where 1, 2, and 3 above have
been resolved. I am hopeful that the steadfast members, who wish to have the Club and their
investments survive and prosper, wil l see the wisdom in returning.
The building blocks above are sequential. 1 and 2 have been set in place. I am confident that 3 and 4
can come together within the next couple of weeks. For all our sakes, let's hope so. Without all4 there
can be no Cordillera.
I will keep you apprised as developments occur.
Most sincerely,
Dr. Jeffery Rush
2

EXHIBIT B

EXHIBIT B

C
a
s
e
:
1
2
-
2
4
8
8
2
-
A
B
C

D
o
c
#
:
9
6

F
i
l
e
d
:
0
7
/
0
9
/
1
2

E
n
t
e
r
e
d
:
0
7
/
1
8
/
1
2

1
1
:
1
8
:
3
0

P
a
g
e
3

o
f

7
C
a
s
e
:
1
2
-
2
4
8
8
2
-
A
B
C

D
o
c
#
:
3
4
1
-
2

F
i
l
e
d
:
0
8
/
0
7
/
1
2

E
n
t
e
r
e
d
:
0
8
/
0
7
/
1
2

1
5
:
5
2
:
5
5

P
a
g
e
2

o
f

6
<
Iii
s
Qj
.g
Cl)
Cordillera Golf Club llC
Forecasted Cash Flow Budget
For the Weeks Ended June 29, 2012- June 28, 2013
Revenues:
Membership Dues Social & Golf 1 $
Golf Revenue {greens, cart fees ,rental, other) 2
Golf Shop Sales 3
Food and Beverage 4
Other Revenue 5
Total Revenues
Cost of Goods: F&B
Food & Beverage Operations 6
Golf Operations 7
Golf Course Maintenance 8
Other Ameniti es/Misc. El<pense 9
General / Administr.uive I Management 10
11
Utilities, Insurance, POA 12
Property Taxes 13
Total Operational Disbursements
cash Flow Before capital El<penditures
Capital Expenditures 14
Cash Flow From Operations
Restructuring:
Pre-Petition Interest 15
DIP Fees 16
DIP Interest 17
legal, Restructuring and US Trust ee Fees 18
UCC Counsel and Financial Advisor
Utility Deposits 19
Capital Event 20
Principal Payment to DIP l ender and Alpine Bank 21
Total Restructuring Costs
Total cash Flow Before DIP
Beclnnlng Cash
Total Cash Flow Before DIP
Term Loan Draw
Ending Cash 22 $
6/29/12
101,357
6,996
3,952
5,183
5
117,493
-
-
-
{162
-
-
-
!162)
117,331
117,331
-
-
-
-
117,331
117,352
117,331
-
234,683
7/6/12 7/13/12 7/20/12
s - s 33,190 s 30,380
17,900 37,275 36,750
5,600 5,600
5,100 6,500 9,000
- - -
23,000 82,565 81,730
{24,500) !37,134) {6,500)
{21,180) {23,487) (13,113)
{48,400) {45,412) (14,774)
{2,837) {3,837) {1,608)
(30,729) (25,943) {5,607)
(5,620) - (4,838)
- (7,000)
-
(133,266) {142,81.3) (46,440)
(110,266) (60,248) 35,290
{12,000)
- -
{122,266) (60,248) 35,290
-
.
-
- - -
- -
-
(32,000) -
.
- -
- (32,000) -
{122,266) {92,248) 35,290
234,683 112,417 20,170
(122,266) (92,248) 35,290
-
$ 112,417 $ 20,170 $ 55,460
7/27/12 8/3/12 8/10/12 8/17/12 8/2.4/12 8/31/12 9/7/12 9/14/12
s 12,000 $ 78,900 s 31,000 s 10,000 $ 5,710 s - $ 39,500 $ 11,500
36,750 34,717 34,717 34,717 34,717 34,715 34,114 34,639
5,600 6.400 6,400 6,400 6,400 6,400 7,500 7,500
9,000 10,637 11,500 10,750 10,150 10,000 9,600 9,150
- - - - -
63,350 130,654 83,617 61.867 56,977 51,115 90,714 62,789
{27,907) {6,000) {29,407) {5,000) (27,907) {5,000l _(26,907) (4,000)
(20,687) (36,553) (16,614) (24,040) {16,614) {15,750) {22,838) (12,072)
{45,911) {42, 123) {50,412) {67,149) {45,912) {23,249) {45,912) {30,056)
{3,837) {1,000) {3,837) (1,000) {3,837) {1,000) (3,837) (800)
(45, 715) (95,571) (29, 685) (19,486) {25,715) {6,486) {36,816) {21,727)
(5,615) (2,809) {5,615 (2,808) (5,615) (9,026 (5,615) (2,793)
{35,209) {18,541) {32,659) {8,671) (10,041) (43,605) (40,925) (41,845)
- - -
(431,890)
{184,881) {202,597) (168,229 (128,154) {135,641) {104,116) (182,850) {545,183)
{121,531) (71,943) (84,612 {66,287) {78,664) {53,001 (92,136) (482,394)
- -
{8,000)
- -
(55,000)
(121,531) (71,943) {84,612) (66,287) {86,664) (53,001) (92,136) (537,394)
{63,500) - {63,500) -
{110,808) (77,192) .
- -
(5,603) {62,667)
'
- - -
{325) - - - (300,000) - -
_!
- -
(20,000)
- -
- - - - - -
- - -
- - - - -
{180,236) (77,192) - - {320,000) {U6,167) - -
{301,767) (149,135) (84,612) (66,287) (406,664) (179,167) (92,136) (537,394)
55,460 173,891 4,304,557 4,219,945 4,153,658 3,746,994 3,567,827 3,475,692
(301,767) (149,135) {84,612) (66,287) (406,664) (179,167) (92,136) (537,394)
420,198 4,279,802 - - - -
$ 173,891 $ 4,304,557 $ 4,219,945 $ 4,153,658 $ 3,746,994 $ 3,567,827 $ 3,475,692 $ 2,938,298
1 ofS Printed on 7/9/2012 at 1:43PM
C
a
s
e
:
1
2
-
2
4
8
8
2
-
A
B
C

D
o
c
#
:
9
6

F
i
l
e
d
:
0
7
/
0
9
/
1
2

E
n
t
e
r
e
d
:
0
7
/
1
8
/
1
2

1
1
:
1
8
:
3
0

P
a
g
e
4

o
f

7
C
a
s
e
:
1
2
-
2
4
8
8
2
-
A
B
C

D
o
c
#
:
3
4
1
-
2

F
i
l
e
d
:
0
8
/
0
7
/
1
2

E
n
t
e
r
e
d
:
0
8
/
0
7
/
1
2

1
5
:
5
2
:
5
5

P
a
g
e
3

o
f

6
~
1-
Cii
:r
~
Q;
"'
.,
::>
"'
Cordillera Golf Club UC
For t he Weeks Ended June 29, 2012- June 28, 2013
9/21/12
Revenues:
Membership Dues Social & Golf 1 $ 1,200
Golf Revenue {greens, cart fees ,rental, other) 2 34,114
Golf Shop Sales 3 7,500
Food and Beverage 4 9,000
Other Revenue 5 -
Total Revenues 51,814
Cost of Goods: F&B
Food & Beverage Operations 6 {16,432)
Golf Operations 7 (12,938)
Golf Course Maintenance 8 (47,812)
Other Amenities/Misc. Expense 9 (2,837)
General I Administrative I Management 10 (25,715)
Building Maintenance 11 (20,615
Utilities, Insurance, POA 1.2 (8,671)
Property Taxes 13 -
Total Operational Disbursements (135,020)
Cash Flow Before Capital Expenditures (83,206)
Capital Expenditures 14 .
Cash Flow From Operations (83,206)
Restructuring:
Pre Petition Interest 15
DIP Fees 16 -
DIP Interest 17 .
legal, Restructurlnl and US Trustee Fees 18 .
UCC Counsel and rtnancial Advisor .
Utility Deposits 19
Capital Event 20 -
Principal Payment to DIP Lender and Alpine Bank 21 .
:Total Restructuring Costs .
Total Cash Flow Before DIP (83,206)
Beclnnlng Cash 2,938,298
Total Cash Flow Before DIP (83,206)
Term loan Draw
-
Ending Ca.sh 22 $ 2,855,092
9/28/12 10/5/12 10/12/12 10/19/12 10/26/12
$ 4,500 s s s - s -
33,939 18,125 14,500 13,625 8,626
7,500 5,000 5,000 5,000 5,000
10,000 8,200 8,000 8,000 4,800
- -
55,939 31,325 27,500 26,625 18,426
{6,000) (16,432) {4,000) (16,432) -
(36,380) (8,237) {34,059) (5,737) (8,041)
(30,057) (38,912) (33,886) (16,688) (33,886)
(800 (1,837) (800) .
-
(9,727) (36,813) (5,304) (37, 715) {5,303)
(7,793) (10,615) (8,266) (5,615) (8,266)
(9,741) (32,659) (9,741) (8,671) (9,741)
.
-
.
(100,498) (145,505) (96,056) (90,858) (65,2.37)
(44,.559) (114,180) (68,556) (64,233) (46,811)
. . .
-
(44,559) (114,180) (68,556) (64,233) (46,811)
(63,500) -
. (63,500)
. .
(62,667) - - (62,667)
(275,000) - - (284,750)
(20,000!
. .
- (20,000)
. .
1,800,000
- - .
.
- -
1,378,833 - (430,917)
1,334,274 (114,180) (68,556) (64,233) (477,728)
2,855,092 4,189,366 4,075,186 4,006,630 3,942,397
1,334,274 (114,180) (68,556) (64,233) (477,728)
- -
.
s 4,189,366 s 4,075,186 $ 4,006,630 $ 3,942,397 $ 3,464,669
2 of 5
11/2/12 11/9/12 11/16/12 11/23/12 11/30/12 12/7/12
$ - s - s - $ - s - $
-
6,585 1,965
- -
1,250 1,250 - -
4,200 4,000 10,000 6,800 6,000 6,000
- - . . .
12,035 7,215 10,000 6,800 6,000 6,000
(12,432) (250) (9,750) (6,250) (22,182) (6,250)
(3,446) (6,858) (3,446) (6,858) (3,446) (8,581)
(14,788) (10,813) (16,688) (10,813) (14,787) _15,375)
.
- -
(26,813) (2, 577) (27,715) (2,578) (15,715) (13,933)
(3,615) (8,783) (3,615) (8,784) (3,615) (8,841)
(6,461) (32,659) (8,671) (6,461) (6,461) (32,659)
- -
. .
(67,555) (61,940) (69,885 (41,744) (66,206) (75,639)
(55,520) (54,725) (59,885) (34,944) (60,206) (69,639)
- - - (20,000) -
(55,520) (54,725) (59, 885) (34,944) (80,206) (69,639)
- (63,500)
-
.
- - -
- ( 6 ~ . 6 6 7 )
__:_
- (275,000) -
.
(20,000) -
- - - - -
-
.
-
.
-
.
- - - -
--
- (295,000) (1.26, 167) -
(55,520) (54,725) (59,885) (329,944) (206,373) (69,639)
3,464,669 3,409,149 3,.354,424 3,294,539 2,964,595 2,758,223
(55,520) (54,725) (59,885 (329,944) (206,373) (69,639)
-
. .
-
s 3,409,149 $ 3,354,424 $ 3,294,539 $ 2,964,595 s 2,758,223 $ 2,688,584
Printed on 7/9/2012 at 1:43 PM
C
a
s
e
:
1
2
-
2
4
8
8
2
-
A
B
C

D
o
c
#
:
9
6

F
i
l
e
d
:
0
7
/
0
9
/
1
2

E
n
t
e
r
e
d
:
0
7
/
1
8
/
1
2

1
1
:
1
8
:
3
0

P
a
g
e
5

o
f

7
C
a
s
e
:
1
2
-
2
4
8
8
2
-
A
B
C

D
o
c
#
:
3
4
1
-
2

F
i
l
e
d
:
0
8
/
0
7
/
1
2

E
n
t
e
r
e
d
:
0
8
/
0
7
/
1
2

1
5
:
5
2
:
5
5

P
a
g
e
4

o
f

6
<(
...
iii

w
.,
g>
"
CD
U>rdillera Golf Club LLC
Forecast ed Cash Flow Budget
For the Weeks Ended June 29, 2012 June 28, 2013
Revenues:
Membership 0\Jes Social & Golf 1 $
Golf Revenue (greens, cart fees ,rental, other) 2
Golf Shop Sales 3
Food and Beverage 4
Other Revenue 5
Total Revenues
F&B
Golf Operations 7
Maintenance 8
Other Amenities/Misc. Expense 9
General/ Administrative I Manasement 10
Buildlns Maintenance 11
Utilities, Insurance, POA l2
Property Taxes 13
Total Operational Disbursements
Cash Flow Before Capital Expenditures
Expenditures 14
cash Flow From Operations
Restructuring:

16
DIP Interest 17
legal, Reswcturing and US Trustee Fees 18
Utility Deposits 19
Capital Event 20
Principal Payment to DIP Lender and Npine Bank 21
Beginning Cash
Term Loan Draw
12/14/12
$
.
10,800
.
10,800
(22,182
(3,446)
(14,788)
.
(32,715)
(3,61S)
(10,191)
.
(86,937
(76,137)
.
(76,137)
-
.
.
(76,137)
2,688,584
(76,137)
12/21/12 12/28/12 1/4/13 1/11/13
. s $ 215,625 s 215,625
. . . .
-
.
12,000 12,000 12,000 12,000
-
.
12,000 12,000 227,625 227,625
(6,250) ___j22,182) (6,2SO) (22,182)
(8, 581) (3,445) (8,581) (3,446)
(7,275) (14,787) (5,374) (14,788)
-
.
-
(2,835) (20,715) (15,496) (25,715)
(8,841) (3,615) (8,841) (3,61S)
(8,671) (10,191) (10,191) (32,659)
. .
(42,453) (74,935) (54,733 (102,405)
(30,453) (62,935) 172,892 125,220
. . .
(30,453) (62,935) 172,892 125,220
(63,500)
.
-
- -
.
(62,667) -
(275,000) -
(20,000) -
.
-
. . . .
. . .
. .
(295,000) (126,167) .
(325,453) (189,102) 172,892 125,220
2,612,447 2,286,994 2,097,892 2,270,784
(325,453) (189,102) 172,892 125,220
-
.
Ending Cash 22 $ 2,612,447 $ 2,286,994 $ 2,097,8.92 $ 2,270,784 $ 2,396,004
3 of 5
1/18/13 1/25/13 2/1/13 2/8/13 2/15/13 2/22/13 3/1/13
s 21S,625 $ 215,62S s 215,625 s 215,625 $ 21S,625 s 215,625 s
.
. . . .
- -
.
12,000 12,000 12,000 12,000 12,000 12,000 12,000
-
.
- - -
227,625 227,625 227,625 227,625 227,625 227,625 12,000
(6,250) (6,250) (22, 182) (6,250) (22,182) (6,250)
(8,581) (3,445) (3,671) (3,446) (3,671) (3,445) (2,727)
(7,275) (14,788) (5,374) (14,788) (7,275) (14,788) (12,248)
.
- -
.
-
(16,396) (25,713) (13,933) (20,715) (14,835) (20,715) (11,534),
(8,841) (3,61S) (8,841) (3,615) (8,841) (3,61S) (2,288)j
(8,671) (10,191) (10,191) (32,659) (8,671) (10,191) (6,794)
. . . . . . !
. (56,014) (79,934 (48,260) (97,405) (49,543 (74,936) (41,841)
1
171,611 147,691 179,366 130,220 178,083 152,689 (29,841)
. . . . . . .
171,611 147,691 179, 366 130,220 178,083 152,689 (29,841)
.
(63,500)
.
- (63,500)
. . .
1-
(62,667) . . - (62,667)
.
(231,500 -
. . (142,500)
.
- (20,000) -
. (20,000) -
.
-
.
. . .
-
. .
-
.
-
.
- (251,500) (126,167) -
. (162,500) (126,167)
171,611 (103,809) 53,199 U0,220 178,083 (9,811) (156,007)
2,396,004 2,567,615 2,463,806 2,517,005 2,647,225 2,825,307 2,815,496
171,611 (103,809) 53,199 130,220 178,083 (9,811) (156,007)
. .
!-.-c
.
$ 2,567,615 $ 2,463,806 $ 2,517,005 $ 2,647,225 s 2,825,307 $ 2,815,496 $ 2,659,489
Printed on 7/9/2012 at 1:43PM
C
a
s
e
:
1
2
-
2
4
8
8
2
-
A
B
C

D
o
c
#
:
9
6

F
i
l
e
d
:
0
7
/
0
9
/
1
2

E
n
t
e
r
e
d
:
0
7
/
1
8
/
1
2

1
1
:
1
8
:
3
0

P
a
g
e
6

o
f

7
C
a
s
e
:
1
2
-
2
4
8
8
2
-
A
B
C

D
o
c
#
:
3
4
1
-
2

F
i
l
e
d
:
0
8
/
0
7
/
1
2

E
n
t
e
r
e
d
:
0
8
/
0
7
/
1
2

1
5
:
5
2
:
5
5

P
a
g
e
5

o
f

6
<
.....
05
:r

a;
01
"0
::>
Q)
Cordillera Golf Club llC
3/8/13 3/15/13
RevMutts:
Membershi p Dues Social & Golf 1 $ $ .
Golf Revenue (greens, can fees ,rental, other) 2
. .
Sales 3 . .
Food and Beverage 4 12,000 12,000
Other Revenue 5
. .
Total Revenues 12,000 12,000
Cost of Goods: F&B
Food & Beverage Operations 6 (22,182) (6,250)
Golf Operations 7 (3,446) (1,887)
Golf Course Maintenance 8 (14, 788) (14,148)
.
General/ Administrative I Mana1emcnt 10 (25,715) (12,000)
Building Mai ntenance 11 (3,615) (2,289)
Utilities, Insurance, POA 12 (32,659) (8,671)
Propeny Taxes 13
. .
Total Operational Disbursements (102,405) (45,245)
lcashF1ow Before Capital Expenditures (90,405) (33,245)
Capi tal Expenditures 14 .
Cash Flow From Operations (90,405) {33,245)

Pre-Petition Interest 15 .
DIP Fees 16
DIP Interest 17 .
Legal, Restructuring and US Trustee Fees 18
. .
UCC Counsel and Financial Advisor .
'Utility Deposits 19
.
:capital Event 20
.
,Princieal Payment to DIP Lender and Alpine Bank 21
.
Restructuring Costs . .
Total Cash Flow Before DIP (90,405) (33,245)
Becinnln& Cash 2,659,489 2,569,084
Total Cash Flow Before DIP (90.405) (33,245)
Term loan Draw . .
Ending Cash
------
_22 $ 2,569,084_
3/22/13 3/l9/13 4/5/13 4/12/13
s . s $ . s
. . .
. . .
12,000 12,000 12,000 16,000
. . .
12,000 12,000 12,000 16,000
(22,182) -- (6,250) (22,182) (10,000)
(6,844) (1,887) (6,844) (4,691)
(24,788) (12,250) (28,060) (29,988)
. . . .
(25, 715) (3,006) (32,249) (7,286)
(3,615) (2,285) (3,615) (3,856)
(6,794) (6,794) (32,659) (10,191)
. . . .
(89,938) (32,472) (125,609) (66,012)
(77,938) (20,472) (113,609) (50,012)
. (20,000) . .
(77,938) (40,472) (113,609) (50,012)
(63,500)
.
. . .
. (62,667) . .
(167,500)
. . .
(20,000) . .
. .
. .
(187,500) (126,167) .
(265,438) (166,639) (113,609) (50,012)
2,535,839 2,270,401 2, 103,762 1,990,153
(265,438) (166,639) (113,609) (50,012)
. . . .
c1_2,270,401 $ 2,103,762 $ 1,990,153 $ 1,940,141
4 ofS
4/19/13 4/26/13 5/3/13 5/10/13 5/17/13 5/24/13
s s
. $ .
$ $ $ .
. . . 1,875 5,250 7,325
.
300 400 1,000
16,000 16,000 16,000 19,200 20,000 20,000
. . . .
16,000 16,000 16,000 21,375 25,650 28,325
(26,182) (10,000) (29,182) (10,000) (16,750) {10,000)
(14,358) (4,690) (19,568) (3,794) (10,674) (8,978)
(34,400) (29,998) (32,500) (17,219) (34,400) (17,219)
. (1,637) (6,310) (2,137) (800)
(32,715) (7,285) (23,715) (2,805) (30,718) (2,805)
(5,615) (3,856) (5,615) (1,405) (5,615) (1,406)
(8,671) (10,191) (32,659) (6,794) (8,671) (6,794)
. .
(121,941) (66,020) (144,876) (48,327 (108,965) (48,002)
(105,941) (50,020) (1.28,876) (26,952) (83,315) (19,677)
. (50,000) . . .
(105,941) {100,020) (128,876) (26,952) (83,315) (19,677)
.
(63,500) . . .
. . . . .
. (62,667) . . .
(131,500) . (75,000)
. (20,000) . . (20,000)
. . .
. . .
. . . . .
. (277,667) . . . (95,000)
(105,941) (377,687) (12.8,876) (26,952) (83,315) (114,677)
1,940,141 1,834,201 1,456,514 1,327,638 1,300,686 1,217,371
(105,941 (377,687) (128,876) (26,952) (83,315) (114,677),
. . . . .
$ 1,834,201 $ 1,456,514 $ 1,327, 638 $ 1,300,686 $ 1,217,371 $ 1,102,694
Printed on 7/9/2012 at 1:43PM
C
a
s
e
:
1
2
-
2
4
8
8
2
-
A
B
C

D
o
c
#
:
9
6

F
i
l
e
d
:
0
7
/
0
9
/
1
2

E
n
t
e
r
e
d
:
0
7
/
1
8
/
1
2

1
1
:
1
8
:
3
0

P
a
g
e
7

o
f

7
C
a
s
e
:
1
2
-
2
4
8
8
2
-
A
B
C

D
o
c
#
:
3
4
1
-
2

F
i
l
e
d
:
0
8
/
0
7
/
1
2

E
n
t
e
r
e
d
:
0
8
/
0
7
/
1
2

1
5
:
5
2
:
5
5

P
a
g
e
6

o
f

6
<
t::
"'

a;
"'
"0
"
"'
Cordillera Golf Club LLC
Revenues:
Dues Social & Goll 1 s
Golf Revenue (greens, cart f ees ,rental, other) 2
Golf Shop Sales 3
Food ancl Beverage 4
Other Revenue 5
Total Revenues
.5!!t of Goods: F&B
Golf Operations 7
Golf Course Maintenance 8
General I Admi nistrative I Manacement 10
Building Maintenance 11
Utilities, Insurance, POA 12
Prop_erty Taxes 13
Total Operational Disbursement.s
Cash Flow Before Capital Expenditures
Capital Expenditures 14
Cash Flow From Operations
Restructuring:
DIP Fees 16
DIP Interest 17
Legal, Restructuring and US Trustee Fees 18
Utility Deposits 19
Capital Event 20
Principal Payment to DIP Lender and Alpine Bank 21
Tot;lcash Flow Before DIP
Be&lnnlne Cash
Term Loan Draw
Ending Cash 22 $
5/31/13 6/7/13
- s
9,300 9,750
1,300 2,000
20,000 21,000
- -
30,600 32,750
(16,750) (11,000)
(12,896) (25,011)
(32,500) (33,468}
(2,137) (1,000)
(23,715) (20,044}
(5,615) (4,838)
(6,794) (32,659)
-
-
(100,407) (128,020)
(69,807) (95,270)
(60,000
-
(129,807) (95,270)
(63,500)
-
(62,667) -
-
-
-
-
- -
(126,167) -
(255,974) (95,270)
1,102,694 846,721
(255,974) (95,270)
- -
846,721 $ 751,451
6/14/13 6/21/13 6/28/13 TOTAlS
s - s - s - 2,084,237
9,750 9,750 9,750 572,236
2,000 2,000 2,000 116,252
21,000 21,000 21,000 621,570
-
- 5
32,750 32,750 32,750 3,394,300
(33,907) (11,000) (33,907) (784,988)
(18,797} (11,313) (19,636} (592,771}
(35,369) (32,509} (1,323,467}
(3,237) (1,000) (3,237) (55,199}
(37,715) (8,511) (25,717) (1,096,583)
(5,615) (4,838) (5,619) (286,272)
(10,191) (8,671 (10,191) (810,416)
-
- (431,890)
(141,962) (80,702) (130,816) (5,381,586)
(109,2U) (47,952) (98,066) (1,987,286)
-
(60,000) (285,000)
(109,212) (47,952) (158,066)
- - (63, 500) (762,000)
- - - (188,000)
- (62,657) (694,936)
- (75,000 - (2,233,075)
(20,000) - (220,000)
- -
(32,000)
- -
1,800,000
- - -
- (95,000) (126,167) (2,330,011)
(109,212) (142,952) (284,232) (4,602,297)
751,451 642,239 499,287 117,352
(109,212) (142,952 (284,232) (4,602,297)
- -
4,700,000
$ 642,239 $ 499,287 $ 215,055 $ 215,055
5 of 5 Printed on 7/9/2012 at 1:43PM

10000001518

Transféré par

Informations du document

Description originale:

Copyright

Formats disponibles

Partager ce document

Partager ou intégrer le document

Options de partage

Avez-vous trouvé ce document utile ?

Ce contenu est-il inapproprié ?

Droits d'auteur :

Formats disponibles

10000001518

Transféré par

Droits d'auteur :

Formats disponibles

-1-

IN THE UNITED STATES BANKRUPTCY COURT

Vous aimerez peut-être aussi