Werewolf Therapeutics, Inc. (NASDAQ:HOWL) and Ambros Therapeutics, Inc. announced Friday that they agreed to merge in an all-stock deal. The companies also secured commitments for a $150 million private placement.
The combined company will operate as Ambros Therapeutics and is expected to trade on Nasdaq under the ticker "AMBX." It will focus on developing neridronate, a potential treatment for Complex Regional Pain Syndrome Type 1, or CRPS-1.
$150 Million Financing Extends Cash Runway
The oversubscribed private placement is co-led by RA Capital Management and Janus Henderson Investors. Other investors include Aberdeen Investments, Adage Capital Partners and Balyasny Asset Management.
The financing is expected to fund operations through topline results from the pivotal CRPS-RISE Phase 3 trial in 2028. It will also support a planned New Drug Application submission to the U.S. Food and Drug Administration. The combined company expects a cash runway into the first half of 2029.
Neridronate Takes Center Stage
Neridronate is being evaluated in the Phase 3 CRPS-RISE trial for patients with warm CRPS-1. The FDA has granted the drug Breakthrough Therapy, Fast Track and Orphan Drug designations.
About 65,000 people are newly diagnosed with CRPS-1 in the U.S. each year, and there are currently no FDA-approved medicines for the condition. Neridronate is already approved in Italy for CRPS and other conditions and has been administered to about 600,000 patients.
Ambros Therapeutics said its intellectual property portfolio, together with neridronate’s Orphan Drug designation, supports the potential for U.S. market exclusivity through 2045.
Merger Expected To Close In 2027
The transaction values Ambros at an implied $500 million and Werewolf at $47.5 million before the private placement.
Ambros shareholders are expected to own about 71.7% of the combined company, while Werewolf shareholders will hold about 6.8%. Private placement investors are expected to own about 21.5%.
The companies expect the merger to close by the first quarter of 2027, subject to shareholder approvals and other customary conditions.
Werewolf Monetizes Preclinical Assets In EMD Serono Deal
Separately, Werewolf Therapeutics entered into an asset purchase agreement with EMD Serono Research & Development Institute, a unit of Merck KGaA (OTC:MKKGY) (OTC:MKGAF), on Aug. 14, according to an Aug. 20 filing.
EMD agreed to pay Werewolf $28 million upfront and another $5 million after the technology transfer is completed. The deal covers Werewolf’s preclinical INDUCER platform and certain INDUKINE assets.
Werewolf retained the rights needed to continue developing its WTX-124 and WTX-330 clinical programs. EMD also granted Werewolf an exclusive license to certain transferred patents supporting those programs.
HOWL Price Action: Werewolf Therapeutics shares were trading up 126.77% at $0.9780 during premarket trading on Friday, according to Benzinga Pro data.
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