CureVac’s Final Chapter: BioNTech Acquisition Nears Completion

The independent journey of CureVac on the public markets is drawing to a definitive close. Following the successful conclusion of BioNTech's takeover bid, the company's shares are now in their final trading phase, with significant price pressure emerging not from operational issues but from the technical mechanics of delisting and tax implications.

This acquisition unites two pioneering German mRNA firms that were once competitors. For BioNTech, the strategic value is primarily technological. The deal grants access to CureVac's proprietary mRNA design technologies and its advanced Lipid Nanoparticle (LNP) formulation expertise. Furthermore, BioNTech integrates the RNA Printer platform for flexible mRNA production and bolsters its oncology pipeline with key CureVac assets, including the CVGBM (glioblastoma) and CVHNLC (lung cancer) projects.

Concurrently, the transaction resolves a protracted patent dispute concerning mRNA COVID-19 vaccine technologies. Legal proceedings in Germany between CureVac and Pfizer/BioNTech had already been suspended prior to the deal and now become moot following the full acquisition.

Acquisition Details and Timeline

BioNTech formally completed its tender offer for CureVac on December 18, 2025. Approximately 195.3 million CureVac shares were tendered, representing 86.75% of the outstanding capital and comfortably exceeding the minimum acceptance threshold of 80%.

Key transaction terms include:
* Exchange Ratio: 0.05363 BioNTech American Depositary Shares (ADS) for each CureVac share.
* Transaction Value: Roughly $1.25 billion.
* Next Steps: A squeeze-out to acquire remaining shares is scheduled for January 2026, after which CureVac's stock will be delisted and reorganized into BioNTech.

Market Reaction and Technical Pressure

Since the offer's completion, CureVac's equity has faced substantial selling pressure. In the week before Christmas alone, the stock declined by approximately 18%, with its price of 3.53 euros falling well below the 50-day moving average of 4.42 euros. This places it nearly 27% below its 52-week high.

This downward movement is largely driven by the impending end of independent trading. Shareholders who did not tender will receive BioNTech ADS through the compulsory acquisition in January 2026. A key factor adding to sell-side pressure is the 15% Dutch withholding tax that will apply to dividends from these ADS, a consideration of particular importance to tax-sensitive investors.

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

Technically, the 14-day Relative Strength Index (RSI) reading of 37.9 indicates weakened conditions without reaching extreme oversold levels. The elevated 30-day volatility of over 50% underscores the nervous sentiment characterizing this final stage of market participation.

Leadership and Integration Process

The organizational integration is proceeding in parallel with the financial settlement. CureVac's former executive board members resigned upon the transaction's completion. The new board of CureVac SE now consists of three BioNTech executives: CEO Prof. Ugur Sahin, CFO Sierk Poetting, and Ramón Zapata-Gomez.

Prof. Sahin has framed the acquisition as a move to deepen BioNTech's mRNA platform, aiming to create new opportunities for advancing mRNA as a distinct therapeutic class. The clear intent is to absorb CureVac's technologies and development projects into BioNTech's existing pipeline.

A Strong Financial Position at Transition

CureVac entered this merger from a position of operational and financial strength, not distress. As of September 30, 2025, the company held cash and cash equivalents of 416.1 million euros, stating its financing needs were secured through 2028.

For Q3 2025, CureVac reported net income of 273.2 million euros, or 1.21 euros per share, on revenue of 54.1 million euros. The substantial profit was primarily driven by special items: a $370 million settlement with BioNTech and Pfizer in the U.S. and a $50 million payment from an amended license agreement with GSK. Notably, reported revenue declined 89% year-over-year, as the prior-year quarter included a one-time GSK payment of 480.4 million euros. These figures illustrate that recent profitability was heavily influenced by non-recurring events, while the balance sheet remained solid.

The Road Ahead for Remaining Shareholders

The path forward for remaining shareholders is largely predetermined. BioNTech intends to finalize the compulsory acquisition of outstanding CureVac shares in January 2026. Subsequent reorganization will lead to the delisting of CureVac from the Nasdaq, ending its separate tradability.

For analysts, whose consensus rating was largely "Hold" with an average price target of $6.83, this narrative is effectively concluded. Given the fixed exchange ratio, traditional price targets have lost their relevance. For the broader mRNA sector, however, the deal signifies a continued consolidation trend, as a key competitor exits the public stage to become an integral part of the BioNTech group.