CureVac Completes Acquisition and Exits Public Markets

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The era of CureVac as an independent, publicly traded company has concluded. Following its acquisition by fellow mRNA specialist BioNTech for $1.25 billion, CureVac’s shares have been suspended from trading on the Nasdaq. The company is now fully integrated into BioNTech, marking the end of its standalone listing after a volatile few years on the exchange. The ticker symbol CVAC will be formally delisted in mid-January.

The acquisition provides BioNTech with several key strategic assets. These include a state-of-the-art manufacturing facility in Tübingen, proprietary "RNA Printer" modules for automated mRNA vaccine production, and an oncology pipeline featuring programs like the glioblastoma candidate CVGBM. BioNTech intends to utilize the Tübingen site to bolster its oncology strategy, particularly for producing personalized cancer vaccines.

A critical precondition for the deal was the resolution of long-standing patent disputes. In August 2025, BioNTech agreed to a comprehensive $870 million settlement to address allegations that its COVID-19 vaccine, Comirnaty, infringed on intellectual property. The settlement structure allocated $370 million to CureVac, another $370 million to its former strategic partner GSK, and established a 1% royalty on BioNTech’s future mRNA-related revenue. This agreement removed a significant legal overhang.

Transaction Details and Shareholder Compensation

BioNTech finalized its tender offer on December 18, 2025, receiving 195,341,219 CureVac shares, representing approximately 86.75% of the outstanding capital. A compulsory acquisition of the remaining shareholders followed in the first week of January 2026 as part of the subsequent reorganization.

Key financial terms of the acquisition were:
* Consideration: BioNTech American Depositary Shares valued at approximately $5.46 per CureVac share.
* Premium: Representing a roughly 55% premium to the volume-weighted three-month average price of $3.53 prior to the offer announcement.
* Final Nasdaq Close: The last trading price before suspension was $4.66.

Major supporters of the transaction included dievini Hopp BioTech holding GmbH & Co. KG and its affiliated entities, as well as KfW, which held a 13.32% stake in CureVac.

New Leadership and an Emerging Legal Challenge

With the transaction complete, CureVac SE’s management board has been reconstituted. It now consists of BioNTech CEO Prof. Ugur Sahin, alongside Sierk Poetting and Ramón Zapata-Gomez. All previous members of CureVac’s executive team voluntarily stepped down from their positions.

Concurrent with the acquisition’s closure, a new legal challenge in the mRNA sector has emerged. Bayer has filed a lawsuit in the United States against BioNTech, Pfizer, and Moderna. The suit centers on patents from the Monsanto portfolio related to messenger-RNA stabilization, allegedly used in COVID-19 vaccines. This introduces additional legal considerations for BioNTech as it integrates CureVac, with all of CureVac’s existing and potential future obligations now transferred to the acquirer.

Delisting Timeline and Market Perspective

The withdrawal from public markets follows a defined schedule:
* Effective Immediately: Trading suspension on Nasdaq and other major exchanges.
* Next Trading Day: Final trading day on the Vienna Stock Exchange.
* January 16, 2026: Official delisting from Nasdaq takes effect.

CureVac Merger B.V. plans to file a Form 25 with the U.S. SEC, followed by a Form 15 to terminate its registration and reporting duties under the Securities Exchange Act. Deregistration is expected to become effective 90 days after the Form 15 filing.

Market reaction to the deal announcement in June 2025 was muted; BioNTech shares declined approximately 2.5% as analysts noted dilution effects and the significant financial outlay for the patent settlement. For former CureVac shareholders, the acquisition provided an orderly exit from a company that, following setbacks with its own COVID-19 vaccine candidate, had not brought a product to market. From the offer announcement to the final trading session, CureVac’s stock price gained about 40%.

BioNTech is expected to provide further details on integration plans and address the Bayer lawsuit at the upcoming J.P. Morgan Healthcare Conference. Key operational milestones in the coming years will include Phase 3 data for cancer vaccine candidates that utilize CureVac's second-generation mRNA platform. Initial results anticipated in late 2026 and 2027 will be crucial in determining the contribution of the acquired programs to BioNTech’s future growth.