CureVac’s Final Chapter: BioNTech Acquisition Enters Settlement Phase

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The independent journey of CureVac as a publicly traded company is drawing to a definitive close. The takeover by fellow German biotech firm BioNTech has passed its most critical milestone and is now moving into the final administrative and settlement stages. For remaining shareholders, understanding the procedural timeline and consequences is paramount.

BioNTech's exchange offer has successfully garnered the requisite majority of CureVac shares. By the close of the initial acceptance period, approximately 81.74% of CureVac's outstanding stock had been tendered. This clear majority secures the deal, rendering the acquisition process effectively irreversible.

The technical settlement for these tendered shares is now underway. According to the offer document, the capital increase at BioNTech and the delivery of BioNTech American Depositary Shares (ADS) to the settlement agent is scheduled for around December 15, 2025. Shareholders who participated will receive their consideration based on a pre-determined exchange ratio. This ratio is derived from the volume-weighted average price (VWAP) of BioNTech ADS, with its value bounded by a collar mechanism.

This settlement formalizes the transfer of operational control to BioNTech. Consequently, CureVac's future share price movements will largely cease to reflect its own business prospects and will instead track the value of the promised BioNTech compensation.

Final Opportunity for Remaining Shareholders

A subsequent offering period remains open for investors who have not yet tendered their holdings. This final window is set to close on Thursday, December 18, 2025, at 12:01 p.m. Eastern Time. During this phase, remaining CureVac stockholders can surrender their shares under the same terms as the initial offer.

Critical Dates for Investors:
* December 15, 2025: Expected settlement date for shares tendered in the first phase.
* December 18, 2025: Deadline for the subsequent offering period.
* Following this date: Commencement of the post-offer reorganization of CureVac under BioNTech's control.

Immediately after this deadline, BioNTech and CureVac intend to execute a comprehensive corporate restructuring. The objective is to acquire the remaining minority interests and terminate the stock exchange listing.

Implications of Holding Beyond the Deadline

Shareholders who retain their CureVac equity past December 18 will face a narrowing set of options. Under Dutch law, the post-offer reorganization could involve various legal measures, such as a statutory squeeze-out or another formal procedure to compulsorily acquire the leftover shares.

Investors should anticipate a significant decline in market liquidity. Trading volume in CureVac stock has already diminished noticeably and is expected to shrink further as the process advances. This reality is reflected in the current market price: the shares are trading within a narrow band around the implied value of the BioNTech offer and recently touched new six-month lows.

Tax considerations add another layer of complexity. As outlined in the offer documentation, shareholders subject to a later compulsory buyout may face potentially less favorable tax treatment, including a possible 15% Dutch withholding tax on the compensation payment. In many jurisdictions, the terms of the active voluntary exchange offer are structured to be more tax-efficient.

Market Dynamics and Technical Positioning

In recent weeks, CureVac's share price has retreated from its yearly peak, now standing roughly 11% below its 52-week high, though it remains up for the year. With a Relative Strength Index (RSI) slightly below 40 and its price trading just under the 50- and 100-day moving averages while holding above the 200-day average, the chart suggests a technically-driven convergence toward the value of the BioNTech consideration rather than an independent appraisal of CureVac's business.

Fundamentally, CureVac's operational developments now have minimal bearing on its stock market performance. Price action is almost exclusively dictated by the BioNTech share price, the fixed conversion ratio, and the progressing delisting. Surpassing the 80% acceptance threshold eliminated the key execution risk of the transaction. The remaining steps—settlement, the final offer period, and the subsequent squeeze-out—are largely procedural formalities.

CureVac is therefore approaching its terminus as a standalone listed entity. The coming weeks will be dominated by the technical implementation of the acquisition and the legal steps required to complete the full transition to BioNTech ownership.