German Biotech Merger: BioNTech’s Strategic Acquisition of CureVac

The German biotechnology landscape is poised for a significant transformation as BioNTech advances with its acquisition proposal for fellow mRNA pioneer CureVac. This strategic move, valued at approximately $1.25 billion, represents a pivotal moment for investors and the broader European pharmaceutical sector.

BioNTech's formal tender offer commenced on October 22, presenting CureVac shareholders with an exchange of $5.46 per share in BioNTech American Depositary Shares. This valuation represents a substantial premium compared to CureVac's historical trading levels.

Key elements of the transaction include:

• The tender period concludes at 9:00 AM New York time on December 3, 2025
• Successful completion requires at least 80% of CureVac shares to be tendered
• A collar mechanism protects participating shareholders from BioNTech stock volatility
• Post-acquisition restructuring is anticipated

Notably, shareholders who choose not to participate in the tender will subsequently receive equivalent compensation, though potentially subject to a 15% Dutch withholding tax.

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

Shareholder Alignment and Government Position

The proposed merger has garnered strong backing from CureVac's major stakeholders. dievini Hopp BioTech holding and its affiliated entities, controlling 36.76% of outstanding shares, have committed to tender their holdings. The transaction also enjoys unanimous support from CureVac's executive board and supervisory board members.

A crucial determinant remains the position of the German federal government. BioNTech anticipates that KfW, holding a 13.32% stake, will participate in the tender. Should this occur, approximately half of CureVac's shares would be secured for the transaction.

Strategic Rationale and Industry Implications

Beyond market consolidation, BioNTech aims to leverage CureVac's specialized expertise in mRNA design and manufacturing processes to enhance its cancer immunotherapy pipeline. The acquisition would incorporate CureVac's advanced research and production facility in Tübingen into BioNTech's operational framework.

An extraordinary general meeting scheduled for November 25, 2025, will serve as the decisive moment for CureVac shareholders. The agenda includes approval of post-acquisition restructuring measures and new supervisory board appointments.

This merger signifies a historic realignment within Germany's mRNA sector, uniting two pioneering organizations under a single corporate structure. The transaction is facilitated by BioNTech's substantial cash reserves, which stand at €15.9 billion, providing financial capacity for this strategic expansion.