CureVac Shares Cease Trading on Nasdaq Following BioNTech Acquisition

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The publicly traded chapter for biopharmaceutical firm CureVac has officially closed. The company's shares were delisted from the Nasdaq Global Market on January 16, marking the final step in its acquisition by fellow mRNA specialist BioNTech. With the transaction complete, BioNTech now holds full ownership of CureVac's operational business.

BioNTech’s takeover, initially announced in June 2025, was finalized in early January. CureVac confirmed the completion of the restructuring process following BioNTech’s exchange offer for all outstanding ordinary shares. This transaction resulted in BioNTech becoming the sole owner of CureVac’s operational activities.

Consequently, CureVac notified the Nasdaq of the deal's completion and requested a suspension of trading. The company also asked the exchange to file a formal notification of delisting with the U.S. Securities and Exchange Commission (SEC). The removal from the listing became effective on the specified date of January 16.

Terms of the Share-for-Share Deal

The acquisition was structured as a pure stock transaction. Under the terms, each CureVac share was valued at approximately $5.46 in BioNTech American Depositary Shares (ADS). At the time of the offer, this represented a 55% premium over CureVac’s three-month volume-weighted average share price.

Significant shareholder support was secured in advance. dievini Hopp BioTech holding GmbH & Co. KG, a major investor, along with other shareholders representing 36.76% of CureVac’s equity, entered into tender and support agreements backing the deal.

Implications for Former Shareholders

Following a subsequent merger, CureVac Merger B.V. has succeeded CureVac as the legal entity. Public shareholders no longer hold any CureVac equity. Crucially, even shareholders who did not initially participate in the exchange offer received the same consideration—BioNTech ADS—as those who did, through the later restructuring process.

Next Steps with Regulators

With the delisting complete, CureVac Merger B.V. intends to file a certification and notice of termination of registration with the SEC. This action will terminate the registration of CureVac’s shares and suspend the company’s ongoing reporting obligations.

The company states that the duty to file certain periodic reports will be suspended immediately upon filing the certification. The formal deregistration is expected to become effective 90 days later.