Exhibit 1
BARBERRY CORP.
HIGH RIVER LIMITED PARTNERSHIP
September 20, 2017
Board of Directors
Cadus Corporation
767 Fifth Avenue
New York, New York 10153
Ladies & Gentlemen:
As you know, Barberry Corp. ("Barberry") and High River Limited Partnership ("High River" and, together with Barberry, "us" or "we") collectively beneficially own 17,824,678 shares of common stock, $0.01 par value, of Cadus Corporation ("Cadus"), or approximately 67.8% of Cadus's outstanding shares of common stock. We would like to discuss a potential acquisition of the remaining shares of Cadus common stock by High River in a merger transaction pursuant to which Cadus shareholders would receive $1.30 per share in cash for their Cadus shares.
In addition to customary conditions, closing of this transaction would be subject to the following non-waivable conditions:
| · | First, the transaction must be approved by a special committee of independent directors of Cadus that has been empowered to freely select its own advisors and to reject the transaction definitively should that be its business judgment; and |
| · | Second, the transaction must be approved by an informed vote of, or tender by, the holders of a majority of the shares of common stock of Cadus held by shareholders who are not affiliated with us. |
We will not move forward with the transaction unless both of these non-waivable conditions are satisfied. We look forward to hearing from you.
Very truly yours,
BARBERRY CORP.
HIGH RIVER LIMITED PARTNERSHIP
By: Hopper Investments LLC, its general partner
By: Barberry Corp., its sole member
By: /s/ Keith Cozza
Name: Keith Cozza
Title: Secretary; Treasurer
