CureVac’s, Final

CureVac’s Final Chapter: Stock Delisting Imminent as BioNTech Merger Concludes

02.01.2026 - 22:42:04

CureVac NL0015436031

The curtain is about to fall on CureVac's quarter-century as a publicly traded company. Within days, its shares will be delisted from the Nasdaq exchange following a merger with BioNTech, forcing remaining shareholders into a compulsory acquisition with distinct tax implications.

The timeline for the final steps has been confirmed. The last opportunity for regular trading of CureVac stock will occur over three final sessions, concluding on Monday, January 5th. After-hours trading is scheduled to cease at approximately 7:50 PM Eastern Time that same day.

The merger will be executed before U.S. markets open on Tuesday, January 6th, with a formal trading suspension to follow on Wednesday, January 7th. This concludes the company's 25-year run as an independent listed entity.

BioNTech's tender offer expired on December 18th, having been accepted for approximately 86.75% of CureVac's shares, representing 195,341,219 individual equities. The remaining 13.25% held by minority shareholders will now be acquired through a mandatory squeeze-out procedure.

Exchange Mechanics and Critical Tax Considerations

Minority shareholders who did not voluntarily tender their holdings will receive 0.05363 BioNTech ADS for each CureVac share they own. This fixed ratio was determined based on the volume-weighted average price of BioNTech stock throughout November 2025.

A crucial distinction exists between the voluntary tender and the squeeze-out regarding taxation. The BioNTech ADS received via the compulsory process will be subject to a 15% Dutch dividend withholding tax. This specific liability did not apply in the same manner to shareholders who exchanged their holdings during the initial acceptance period.

Leadership Transition and Operational Integration

The operational integration into BioNTech is already complete. CureVac's former executive board resigned en masse following the initial takeover completion on December 18th. The new leadership team now comprises:
* Prof. Ugur Sahin, CEO and Co-founder of BioNTech
* Dr. Sierk Poetting
* Ramón Zapeta-Gomez

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

Commenting on the transaction's closure, Sahin stated the union would deepen the combined mRNA technology platform and broaden the potential for developing mRNA as a new class of therapeutics.

Deal Valuation and Transferred Assets

The equity component of this transaction was valued at roughly $1.25 billion USD when announced on June 12, 2025. The deal consolidates key mRNA capabilities under BioNTech. Major assets transferring include:
* The RNA Printer® platform for mRNA production
* The FRAMEpro algorithm for antigen identification
* CVGBM, a glioblastoma candidate in Phase 1 trials
* CVHNLC, a candidate for squamous non-small cell lung cancer with EMA study approval
* The manufacturing facility in Tübingen

Concurrently, a long-running patent dispute has been settled. In August 2025, CureVac and GSK agreed with BioNTech and Pfizer on a $740 million USD payment to CureVac and GSK, plus additional single-digit percentage royalties on U.S. sales of COVID-19 vaccines.

Trading Activity in the Final Stretch

During its most recent session, CureVac stock closed at $4.52 USD. Trading volume has declined significantly, with the equity now primarily serving as an arbitrage vehicle. Its price movements are tightly correlated to BioNTech's share price due to the fixed exchange ratio.

On a twelve-month view, the stock gained approximately 46%, advancing more than 28% since the start of the year, largely driven by the takeover premium. CureVac was removed from indices such as the Solactive Global Vaccines and Infectious Diseases Index on December 24th after its free float fell below the 15% threshold.

Post-Merger Strategy and Next Steps

With just three trading days remaining, CureVac's standalone listing will soon be history. Following the merger's completion, all remaining shareholder positions will be automatically converted into BioNTech ADS via the squeeze-out, including the aforementioned Dutch withholding tax condition on future dividends.

BioNTech has indicated it will conduct strategic, operational, and scientific reviews to define the structure and portfolio of the combined mRNA platform. The integration is expected to bolster its oncology strategy, encompassing pan-tumoral mRNA programs and the development partnership for pumitamig (BNT327/BMS986545) with Bristol Myers Squibb.

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