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Werewolf Therapeutics, Inc. (HOWL) Form 8-K — Aug 21, 2026

$HOWLForm 8-KItems 1.01, 3.02, 7.01, 9.01Filed Aug 21, 2026, 9:10 AM ET0001193125-26-360059Original filing

On August 21, 2026, Werewolf Therapeutics (HOWL) signed a definitive merger agreement under which Wave Atlantis Merger Sub will merge into Ambros Therapeutics, leaving Ambros as a wholly owned Werewolf subsidiary; the combined company will be renamed Ambros Therapeutics and both boards unanimously approved the deal. Concurrently, Werewolf agreed to a $150.0 million PIPE financing with institutional investors closing immediately before the merger, with at least $100.0 million of net proceeds required as a closing condition; Leerink Partners, Piper Sandler, Cantor Fitzgerald, Wells Fargo Securities and LifeSci Capital are acting as placement agents.

Key figures

Gross Proceeds
150000000
Cvr terms
one non-transferable CVR per Werewolf share tied to proceeds from legacy WTX-124 and WTX-330 INDUKINE programs
Lockup period
180 days post-effective time
Ambros equity value
$500.0 million
Ambros termination fee
$20.0 million
Werewolf target net cash
$30.0 million
Werewolf termination fee
$1.9 million
Werewolf valuation floor
$5.5 million
Werewolf implied valuation
$47.5 million
Ambros holders pro forma ownership
approximately 71.7%
Pipe investors pro forma ownership
approximately 21.5%
Werewolf holders pro forma ownership
approximately 6.8%
Minimum pipe proceeds closing condition
$100.0 million

Price after filing

1 day: 0.0%7 days: +8.0%30 days: +10.5%

Close on the filing date to close N calendar days later (from $0.87). Historical, not a forecast.

AI analysis

Red flags7 · Pro

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AI-generated analysis of a public disclosure. Not investment advice; verify against the original document.