CureVac, Shares

CureVac Shares Cease Trading as BioNTech Acquisition Finalizes

16.01.2026 - 13:44:04

CureVac NL0015436031

The independent public trading journey of CureVac has now concluded. As of this morning, the shares of the Tübingen-based mRNA specialist are no longer listed on the Nasdaq Global Market, with the ticker symbol "CVAC" officially retired. This move marks the definitive completion of the company's acquisition by rival BioNTech.

This delisting follows the finalization of the corporate restructuring that was initiated after the takeover offer closed on January 6. Trading in CureVac securities had already been suspended pre-market on that date, after the company notified Nasdaq of the merger's completion and filed a Form 25 with the U.S. Securities and Exchange Commission (SEC).

BioNTech now holds 100% of CureVac's business operations. The former entity, CureVac N.V., has been succeeded by CureVac Merger B.V. through a statutory merger. No publicly held shares remain outstanding.

Key details of the transaction are summarized below:

  • Deal Type: An all-stock transaction
  • Exchange Ratio: 0.05363 BioNTech American Depositary Shares (ADS) for each CureVac share
  • Implied Value: $5.46 per CureVac share at the time of announcement
  • Premium: Approximately 55% over the volume-weighted three-month average share price
  • Tendered Shares: 195,341,219 CureVac shares (86.75% of the capital)
  • Acquisition Close Date: January 6
  • Delisting Effective Date: Today

Any remaining minority holdings were transferred to BioNTech in early January via a squeeze-out procedure.

From Agreement to Integration: The Acquisition Timeline

The process began with a definitive agreement announced on June 12, 2025. BioNTech's valuation of CureVac stood at approximately $1.25 billion. The deal utilized a collar mechanism to adjust the final exchange ratio based on the performance of BioNTech's ADS during a specified period leading up to closing.

By December 3, 2025, more than 81% of CureVac shares had been tendered, surpassing the minimum acceptance threshold. A subsequent offering period concluded on December 18, 2025, at 12:01 a.m. Eastern Time. The German Federal Cartel Office had granted its clearance in November 2025, removing the final major regulatory obstacle.

Patent Settlement Paved the Way

A critical component enabling the merger was the resolution of a significant patent dispute. CureVac had previously alleged that BioNTech's COVID-19 vaccine, Comirnaty, infringed upon its foundational mRNA patents.

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

The two companies reached a settlement in August 2025, valued at a total of $870 million. The terms included:

  • A $370 million payment to CureVac
  • A separate $370 million payment to former CureVac partner GSK
  • A 1% royalty on future mRNA-related net sales

This agreement cleared outstanding legal risks and facilitated the path to the acquisition.

Next Steps: SEC Deregistration

Following the delisting, CureVac Merger B.V. intends to file a Form 15 with the SEC. This action will terminate the registration of CureVac's shares under Section 12(g) of the Securities Exchange Act and suspend its reporting obligations under Sections 13 and 15(d).

Upon the Form 15 filing, requirements to publish quarterly and annual reports cease immediately. Full deregistration is expected to become effective 90 days later. Consequently, no further public financial reports for the former CureVac entity will be issued.

Strategic Synergies and Future Direction

Through this acquisition, BioNTech gains access to CureVac's mRNA technology platform, which includes its "RNA Printer" production modules and oncology development pipeline. The combined entity now holds an extensive patent portfolio covering mRNA design, optimization, and delivery.

The new supervisory board of CureVac SE comprises Prof. Ugur Sahin, Sierk Poetting, and Ramón Zapata-Gomez. CureVac's previous management team stepped down upon the transaction's completion.

For the initial integration phase, BioNTech plans to maintain CureVac's existing operational processes. Foundational decisions regarding the future organizational structure and development project priorities will follow detailed reviews. Upcoming clinical milestones include a Phase I readout for a glioblastoma candidate, anticipated around mid-2026, alongside progress in other ongoing oncology programs.

Investor Implications and Forward Look

With the delisting, CureVac shares have exited the public market, and its technology and pipeline are fully integrated into BioNTech. For investors seeking exposure to these assets, the route is now exclusively through BioNTech securities. The first comprehensive insight into integration progress and the strategic positioning of the acquired projects will likely come from BioNTech's Q4 2025 update, scheduled for release in late February.

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