Wave Life Sciences Announces Proposed $250 Million Public Offering of Ordinary Shares and Pre-Funded Warrants

Rhea-AI Summary

Wave Life Sciences (Nasdaq: WVE) commenced an underwritten public offering to raise $250 million of ordinary shares and, for certain investors electing that option, pre-funded warrants to purchase ordinary shares on Dec. 8, 2025.

The company granted the underwriters a 30-day option to purchase up to an additional 15% of the ordinary shares and shares underlying pre-funded warrants. Jefferies, Leerink Partners and BofA Securities are joint book-running managers. The offering is subject to market and other conditions and will be made only by prospectus and prospectus supplement filed with the SEC.

Positive

• $250 million proposed capital raise
• Availability of pre-funded warrants to accommodate some investors
• Underwritten offering with three joint book-running managers

Negative

• Potential shareholder dilution from primary issuance
• Additional 15% 30-day overallotment may increase dilution
• Completion is uncertain and subject to market and other conditions

Key Figures

Proposed offering size $250 million Aggregate amount of ordinary shares and pre-funded warrants

Underwriters’ option 30 days Duration of option to purchase additional ordinary shares

Option size 15% Additional ordinary shares and shares underlying pre-funded warrants

Market Reality Check

$18.53 Last Close

Volume Volume 2,542,918 vs 20-day average 2,403,129 (about 1.06x average), only slightly elevated ahead of the offering news. normal

Technical Price $7.49 is trading below the $7.75 200-day moving average, indicating modest technical weakness before the deal.

Peers on Argus

Peer moves were mixed: ELVN up 1.77%, PGEN down 5.01%, while others were roughly flat. This pattern points to the WVE equity offering as a stock-specific catalyst rather than a coordinated biotech sector move.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Nov 10	Earnings and pipeline	Positive	-10.3%	Q3 2025 results, strong WVE-007/006 data, runway into 2Q 2027.
Nov 07	Investor conferences	Neutral	-0.3%	Participation in two November 2025 healthcare investor conferences.
Nov 04	Preclinical obesity data	Positive	+0.4%	ObesityWeek data for WVE-007 showing weight loss and target engagement.
Nov 04	Earnings scheduling	Neutral	-3.6%	Announcement of date and webcast details for Q3 2025 results.
Oct 29	Clinical trial update	Positive	+8.8%	Corrected release on INLIGHT WVE-007 obesity data with strong target engagement.

Pattern Detected

Recent positive clinical and business updates have not consistently translated into sustained price gains, with one notably negative reaction to Q3 results despite detailed progress and extended cash runway.

Recent Company History

This announcement follows several months of active newsflow. On Oct 29, Wave reported positive INLIGHT obesity data for WVE-007, with the stock rising 8.83%. Early November brought preclinical obesity data and multiple conference appearances with limited price impact. Q3 2025 results on Nov 10 highlighted revenue of $7.6M, a net loss of $53.9M, and cash of $196.2M, yet shares fell 10.31%. Against this backdrop, the proposed $250M public offering represents a new, explicitly dilutive financing step after prior ATM usage.

Market Pulse Summary

This announcement details a proposed $250M underwritten public offering of ordinary shares and pre-funded warrants, with a potential 15% additional allotment for underwriters. It follows positive obesity and AATD updates and Q3 2025 results showing a net loss of $53.9M on revenue of $7.6M. Investors may focus on how the final deal size, pricing, and terms interact with Wave’s existing cash position and ongoing clinical and regulatory milestones when assessing future dilution and funding flexibility.

Key Terms

underwritten public offering financial

"announced today that it has commenced an underwritten public offering of $250 million"

An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.

pre-funded warrants financial

"pre-funded warrants to purchase ordinary shares"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

prospectus supplement regulatory

"A preliminary prospectus supplement and accompanying base prospectus relating to"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

securities and exchange commission regulatory

"filed with the Securities and Exchange Commission (“SEC”) and became effective"

A national government agency that enforces rules for buying, selling and disclosing information about stocks and other investments, acting like a referee and scorekeeper for financial markets. It requires companies to share clear, regular financial and business information and investigates fraud or rule-breaking, which matters to investors because those rules and disclosures help ensure fair prices, reduce hidden risks and make it easier to compare investment choices.

AI-generated analysis. Not financial advice.

CAMBRIDGE, Mass., Dec. 08, 2025 (GLOBE NEWSWIRE) -- Wave Life Sciences Ltd. (Nasdaq: WVE), a clinical-stage biotechnology company focused on unlocking the broad potential of RNA medicines to transform human health (“Wave” or “Wave Life Sciences”), announced today that it has commenced an underwritten public offering of $250 million in aggregate of its ordinary shares, and, to certain investors that so choose in lieu of ordinary shares, pre-funded warrants to purchase ordinary shares. In connection with the offering, Wave intends to grant the underwriters a 30-day option to purchase ordinary shares in an amount up to an additional 15% of the total amount of ordinary shares and shares underlying pre-funded warrants sold in the public offering on the same terms and conditions. All of the securities in the offering will be sold by Wave Life Sciences.

Jefferies, Leerink Partners and BofA Securities are acting as joint book-running managers for the offering. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

The offering will be made only by means of a prospectus and related prospectus supplement forming part of a shelf registration statement that was previously filed with the Securities and Exchange Commission (“SEC”) and became effective upon filing. A preliminary prospectus supplement and accompanying base prospectus relating to and describing the terms of the offering will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov, copies of which may be obtained, when available, from Jefferies LLC, by mail at Attn: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by telephone at (877) 821-7388, or by email at prospectus_department@jefferies.com; from Leerink Partners LLC, Syndicate Department, 53 State Street, 40th Floor, Boston, MA 02109, or by telephone at (800) 808-7525, ext. 6105, or by email at syndicate@leerink.com; or from BofA Securities, NC1-022-02-25, 201 North Tyron Street, Charlotte, NC 28255-0001, Attention: Prospectus Department, or by emailing dg.prospectus_requests@bofa.com. The final terms of the offering will be disclosed in a final prospectus supplement to be filed with the SEC.

This press release shall not constitute an offer to sell, or a solicitation of an offer to buy, nor will there be any sale of these securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Wave Life Sciences

Wave Life Sciences (Nasdaq: WVE) is a biotechnology company focused on unlocking the broad potential of RNA medicines to transform human health. Wave’s RNA medicines platform, PRISM®, combines multiple modalities, chemistry innovation and deep insights in human genetics to deliver scientific breakthroughs that treat both rare and common disorders. Its toolkit of RNA-targeting modalities includes editing, splicing, RNA interference, and antisense silencing, providing Wave with unmatched capabilities for designing and sustainably delivering candidates that optimally address disease biology. Wave’s diversified pipeline includes clinical programs in obesity, alpha-1 antitrypsin deficiency, Duchenne muscular dystrophy, and Huntington’s disease, as well as several preclinical programs utilizing the company’s broad RNA therapeutics toolkit. Driven by the calling to “Reimagine Possible,” Wave is leading the charge toward a world in which human potential is no longer hindered by the burden of disease. Wave is headquartered in Cambridge, MA.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. The words “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “target” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements include statements regarding the proposed public offering of ordinary shares and pre-funded warrants to purchase ordinary shares, including Wave’s expectations regarding the size of the proposed public offering. These statements are subject to various risks and uncertainties, actual results could differ materially from those projected and Wave cautions investors not to place undue reliance on the forward-looking statements in this press release. These risks and uncertainties include, without limitation, risks and uncertainties related to market conditions and satisfaction of customary closing conditions related to the public offering. There can be no assurance that Wave will be able to complete the public offering on the anticipated terms, or at all. Any forward-looking statements in this press release are based on management’s current expectations and beliefs and are subject to a number of risks, uncertainties and important factors that may cause actual events or results to differ materially from those expressed or implied by any forward-looking statements contained in this press release, including, without limitation, the risks and uncertainties described in the section entitled “Risk Factors” in Wave’s preliminary prospectus supplement related to the proposed offering to be filed with the SEC and Wave’s most recent Annual Report on Form 10-K filed with the SEC and in other filings Wave makes with the SEC from time to time. Wave undertakes no obligation to update the information contained in this press release to reflect subsequently occurring events or circumstances.

Contact:
Kate Rausch
VP, Corporate Affairs and Investor Relations
+1 617-949-4827

Investors:
James Salierno
Director, Investor Relations
+1 617-949-4043
InvestorRelations@wavelifesci.com

Media:
Katie Sullivan
Senior Director, Corporate Communications
+1 617-949-2936
MediaRelations@wavelifesci.com

FAQ

What did Wave Life Sciences (WVE) announce on Dec. 8, 2025?

Wave announced an underwritten public offering to raise $250 million of ordinary shares and pre-funded warrants.

How large is the underwriter option in Wave's (WVE) offering?

Wave intends to grant underwriters a 30-day option to buy up to an additional 15% of shares and shares underlying pre-funded warrants.

Who are the underwriters for Wave Life Sciences' (WVE) $250 million offering?

Jefferies, Leerink Partners and BofA Securities are acting as joint book-running managers.

Will Wave Life Sciences' (WVE) offering definitely close?

No; the offering is subject to market and other conditions and may not be completed.

Where can investors find Wave Life Sciences (WVE) offering documents?

A preliminary prospectus supplement and base prospectus will be filed with the SEC and available at www.sec.gov.