CureVac’s, Final

CureVac’s Final Chapter: Countdown to Nasdaq Delisting Concludes BioNTech Takeover

29.12.2025 - 20:31:04

CureVac NL0015436031

The independent journey of CureVac as a publicly traded company is nearing its definitive end. Following its acquisition by fellow German biotech firm BioNTech, the delisting of CureVac shares from the Nasdaq is imminent. For remaining shareholders, the speculative biotech investment is transitioning into a predetermined exchange for BioNTech stock, governed by a strict timeline.

BioNTech's all-stock acquisition of CureVac, valued at approximately $1.25 billion, is in its concluding stages. The Nasdaq has confirmed the schedule for the stock's removal, leaving investors with a narrow window for action.

Critical dates for current holders are as follows:
* January 5, 2026: Final trading day, with trading expected to cease around 7:50 PM EST.
* January 6, 2026: Official closing date of the merger.
* January 7, 2026: Permanent suspension of trading for CureVac shares.
* January 2026: Execution of a squeeze-out for the remaining 13.25% minority shareholders.

The initial exchange offer concluded on December 18, 2025, with about 86.75% of CureVac's outstanding shares tendered. This resulted in the conversion of 195.3 million CureVac shares into BioNTech American Depositary Shares (ADS) at a fixed ratio of 0.05363 BioNTech ADS for each CureVac share.

Market Impact and Index Removal

The market has already begun reflecting the company's loss of independence. CureVac was excluded from major stock indices, including the Solactive Global Vaccines and Infectious Diseases Index, on December 24, 2025. The high acceptance rate of the tender offer pushed the free float below the 15% threshold, triggering automatic removal rules.

Trading liquidity has diminished significantly. The equity touched a new 52-week low of $4.01 on December 22, 2025, trading well below its 50-day moving average of approximately $5.20.

Recent Market Performance Snapshot

  • 52-Week Range: $2.4750 – $5.7200
  • Year-to-Date Performance Prior to Final Phase: Previously up approximately 26%
  • Decline in December 2025: Roughly 18–24%
  • Current Market Capitalization: Around $912 million

This valuation increasingly mirrors the fixed exchange ratio into BioNTech paper rather than standalone growth prospects for CureVac.

Management and Operational Integration Complete

The leadership transition to BioNTech control is already finalized. CureVac's entire executive board has resigned and been replaced by a BioNTech-led team:
* Prof. Ugur Sahin, M.D. – CEO and Co-founder of BioNTech
* Dr. Sierk Poetting – Chief Operating Officer of BioNTech
* Ramón Zapata-Gomez – Managing Director

Should investors sell immediately? Or is it worth buying CureVac?

Operationally, the integration is visible; CureVac's former website now redirects visitors directly to BioNTech's online presence.

Strategic Assets Transferred to BioNTech

Through this transaction, BioNTech gains control over CureVac's core mRNA technology platforms and development pipeline, which include:
* The proprietary RNA Printer® platform for mRNA production.
* The FRAMEpro algorithm for antigen identification.
* CVGBM, a Phase 1 candidate for glioblastoma treatment.
* CVHNLC, a candidate for squamous non-small cell lung cancer with EMA approval for a clinical trial.
* CureVac's manufacturing site in Tübingen, which will be integrated into BioNTech's global production network.

Additionally, the merger resolves a long-running patent dispute. In August 2025, CureVac reached a $370 million settlement with BioNTech and Pfizer related to mRNA COVID-19 vaccine patents.

Financial Position and Tax Considerations

CureVac's last quarterly report before delisting was filed on November 24, 2025 (Q3 2025). Key financial figures as of September 30, 2025, were:
* Cash & Cash Equivalents: €416.1 million
* Q3 2025 Revenue: €54.1 million
* Q3 2025 Operating Result: €310.2 million
* Q3 2025 Earnings Per Share: €1.21

The exceptionally high operating result was primarily driven by the $370 million U.S. legal settlement and a $50 million adjustment from a revised licensing agreement with GSK.

For shareholders who did not participate in the initial exchange offer, specific tax implications arise. BioNTech ADS received through the subsequent squeeze-out will be subject to a 15% Dutch dividend withholding tax. This burden does not apply to investors who tendered their shares during the original offer period and received their BioNTech shares directly.

Conclusion of a 25-Year Standalone Story

Following the last trading day on January 5, 2026, CureVac will cease to exist as a listed entity. This marks the end of its 25-year history as an independent mRNA developer, with its technologies and assets fully absorbed into BioNTech's portfolio. For remaining equity holders, the investment effectively converts from a market-based valuation into a fixed exchange of shares for BioNTech ADS, coupled with the specific tax framework applicable to the squeeze-out process.

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