CureVac Concludes Nasdaq Listing Following BioNTech Acquisition

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The independent journey of CureVac, one of Europe's pioneering mRNA biotechnology firms, has reached its conclusion. The company's shares were formally removed from the Nasdaq exchange on January 16, 2026, marking the final step in its acquisition by fellow German biotech leader BioNTech SE.

BioNTech successfully completed the corporate reorganization on January 6, 2026, establishing itself as the sole owner of CureVac. The legal entity CureVac Merger B.V. has now succeeded CureVac N.V. through a statutory merger. As a result, no public shareholders retain any equity in CureVac.

This outcome follows the closing of the tender offer on December 18, 2025. During the offering period, approximately 86.75% of CureVac's outstanding shares, amounting to 195,341,219 individual shares, were tendered by investors. BioNTech subsequently acquired the remaining shares through a squeeze-out procedure finalized in January 2026.

Key Acquisition Details:
* Acquiring Entity: BioNTech SE
* Tender Offer Closing: December 18, 2025
* Shares Tendered: 195,341,219 (approx. 86.75%)
* Delisting Date: January 16, 2026
* Transaction Type: Share-for-share exchange offer

Delisting Process and Regulatory Steps

On January 6, 2026, CureVac notified the Nasdaq Stock Market of the completed merger and requested a suspension of trading in its shares prior to market open. The company concurrently asked the exchange to file for the formal delisting with the U.S. Securities and Exchange Commission (SEC).

Following the delisting, CureVac Merger B.V. intends to apply for deregistration under Section 12(g) of the Securities Exchange Act and suspend its public reporting obligations. The final removal from the SEC's register is anticipated 90 days after the filing of a Form 15.

Strategic Rationale Behind the Merger

BioNTech first announced its intention to acquire CureVac in June 2025. The strategic move aims to bolster BioNTech's capabilities in mRNA design, formulation technologies, and manufacturing infrastructure. Both companies have historically been backed by German family offices known for their long-term investment perspectives.

According to BioNTech, the merger strengthens its oncology strategy, which is centered on developing mRNA-based cancer immunotherapies. Following the closing, CureVac's former executive board members voluntarily resigned from their positions. Leadership has been assumed by BioNTech, though CureVac will initially continue its existing operational processes.

Consideration for Former Shareholders

Former CureVac shareholders who participated in the tender offer received BioNTech American Depositary Shares (ADSs) as consideration. The exchange ratio incorporated a collar mechanism linked to the trading price of BioNTech's stock.

BioNTech is currently conducting strategic and scientific evaluations to determine the future direction and portfolio integration of the acquired CureVac assets.