A Final Window for CureVac Shareholders to Act

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The independent chapter for biotech firm CureVac is drawing to a definitive close. With BioNTech having secured the necessary majority for its acquisition, a critical deadline is now in effect for remaining shareholders. Inaction at this juncture could lead to unnecessary tax complications during the inevitable share exchange.

CureVac exits the public stage from a position of operational strength. Financial results released on November 24, 2025, for the third quarter revealed an operating profit of 310.2 million euros. This performance was driven significantly by payments from a licensing agreement with GSK and revenues from a patent settlement with BioNTech and Pfizer. The company holds cash reserves exceeding 416 million euros, theoretically securing its funding into 2028—a financial cushion that will now be absorbed into the new parent entity.

Strategically, this merger represents a consolidation of German mRNA expertise. BioNTech bolsters its vaccine manufacturing and formulation capabilities through the deal. For CureVac's investors, the perspective shifts entirely; their capital will now be invested in BioNTech's broader development pipeline, with a particular focus on oncology research.

The Acquisition Terms Are Set

The takeover is effectively a done deal. BioNTech announced that by December 3, 2025, approximately 81.74% of all outstanding CureVac shares had been tendered. This clearly surpasses the minimum acceptance threshold of 80%. Major shareholders, including the German state, have already submitted their holdings.

A subsequent acceptance period is now running for remaining shareholders. It concludes on December 18, 2025, at 12:01 p.m. U.S. Eastern Time. CureVac's current share price of 4.35 euros is now almost exclusively pegged to the fixed exchange ratio and BioNTech's listing, detached from any independent valuation of the Tübingen-based biotech company.

Key details of the offer include:
* Exchange Ratio: 0.05363 BioNTech ADS (American Depositary Shares) for each CureVac share.
* Valuation: The original bid represented a 55% premium to the weighted three-month average share price.
* Total Value: The transaction is valued at approximately 1.25 billion U.S. dollars.

A Critical Tax Consideration

For investors still holding their shares, this deadline is more than a mere formality. Shareholders who do not accept the offer by December 18 will receive their BioNTech shares later, during the subsequent restructuring phase.

This route carries a significant financial drawback: such a settlement typically triggers a 15% Dutch withholding tax on the value received. In contrast, tendering shares within the current acceptance window allows investors to avoid this additional tax burden.

Delisting and Integration Imminent

Following the December 18, 2025 deadline, the restructuring process will commence. CureVac's stock will be delisted, and the company will be integrated as a wholly-owned subsidiary of the BioNTech group. Consequently, the present timeframe represents the final opportunity for investors to transition their holdings under the standard terms and without incurring special tax liabilities.