EXHIBIT B-1
Letter to Members in connection with the corrected disclosures to
corrections the Offer to Purchase.
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XANTHUS FUND, L.L.C.
One World Financial Center
200 Liberty Street, 31st Floor
New York, New York 10281
OFFER TO PURCHASE $50,000,000 OF OUTSTANDING
INTERESTS AT NET ASSET VALUE
DATED JUNE 2, 2000
THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT
12:00 MIDNIGHT, NEW YORK TIME, ON FRIDAY, JUNE 30, 2000,
UNLESS THE OFFER IS EXTENDED
To the Members of
Xanthus Fund, L.L.C.
The following section contains corrected Unaudited Net Asset Values as of
April 28, 2000 for closing dates June 1, 1999, July 1, 1999 and August 1, 1999.
This section replaces Section 2 as contained in the original Offer to Purchase
that was sent to you on June 2, 2000.
2. OFFER TO PURCHASE AND PRICE. The Fund will, on the terms and subject to
the conditions of the offer, purchase up to $50,000,000 of those outstanding
Interests that are properly tendered and not withdrawn (in accordance with
Section 5 below) prior to 12:00 Midnight, New York time, on Friday, June 30,
2000 (such time and date being hereinafter called the "Initial Expiration
Date"), or such later date as corresponds to any extension of the Offer. The
later of the Initial Expiration Date or the latest time and date to which the
Offer is extended is hereinafter called the "Expiration Date." The Fund reserves
the right to extend, amend or cancel the Offer as described in Sections 3 and 7
below. The purchase price of an Interest tendered will be its estimated net
asset value as of the close of business on the Expiration Date, payable as set
forth in Section 6. As of the close of business on April 28, 2000, the estimated
unaudited net asset value of an Interest corresponding to an initial capital
contribution of $150,000 on the following closing dates of the Fund was:
UNAUDITED NET ASSET VALUE
CLOSING DATE AS OF APRIL 28, 2000
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May 4, 1999 $269,922.77
June 1, 1999 $271,484.77
July 1, 1999 $254,079.90
August 1, 1999 $258,562.50
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September 1, 1999 $249,581.21
October 1, 1999 $245,469.81
November 1, 1999 $229,251.73
December 1, 1999 $195,702.72
January 1, 2000 $165,338.67
February 1, 2000 $167,215.99
March 1, 2000 $129,765.98
April 1, 2000 $139,980.10
As of the close of business on April 28, 2000, there was approximately
$358,757,206 outstanding in capital of the Fund held in Interests (based on the
unaudited net asset value of such Interests). Members may obtain weekly current
net asset value information until the expiration of the Offer, and daily net
asset value information during the last five business days of the Offer, by
contacting PFPC Inc. ("PFPC"), at the telephone numbers or address set forth on
page 2, Monday through Friday, except holidays, during normal business hours of
9:00 a.m. to 5:00 p.m. (Eastern Time).
Sincerely,
Xanthus Fund, L.L.C.
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