CureVac Shareholders Face Final Deadline in BioNTech Takeover

The era of independence for Tübingen-based biotech pioneer CureVac has effectively concluded. BioNTech has secured a decisive majority stake, holding over 80% of the shares, which finalizes the acquisition in practical terms. For remaining shareholders, the clock is now ticking, with a critical deadline approaching that carries significant financial implications for those who delay action.

Trading activity in CureVac shares has fundamentally changed. The stock, which closed at €4.38 on Friday—marking a weekly decline of approximately 6%—is now primarily driven by arbitrage traders. These participants are aligning its price almost exclusively with the official exchange ratio to BioNTech stock, decoupling it from company-specific operational news. Any remaining price potential is directly tied to the performance of BioNTech shares, reflecting the market's full pricing-in of the takeover.

December 18: The Final Opportunity for Shareholders

The initial acceptance period concluded on December 3, delivering a clear outcome. Around 184 million shares were tendered, granting BioNTech control of 81.74% of voting rights. This solidifies CureVac's fate as a standalone entity within the mRNA sector.

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

Investors still holding their positions must now act. A subsequent acceptance period is currently underway, set to expire on December 18, 2025. This represents the final window to accept the original exchange offer terms. Under these conditions, shareholders will receive 0.05363 BioNTech American Depositary Shares (ADS) for each CureVac share they own.

Experts Highlight Risks of Inaction

Financial advisors are urging investors not to passively wait out this phase. Following the deadline, BioNTech is expected to initiate a structural reorganization, likely culminating in a squeeze-out or similar mechanism to acquire the remaining minority holdings. Choosing to let the current offer lapse exposes investors to concrete financial hazards:

• Tax Implications: A compulsory redemption or liquidation could trigger a 15% Dutch withholding tax, noticeably reducing the net proceeds compared to the current voluntary offer.
• Loss of Liquidity: A delisting of the company from the stock exchange is anticipated, which would severely restrict the tradability of any remaining shares.
• Diminished Influence: With its commanding majority, BioNTech can enact all material corporate decisions without opposition from minority shareholders.

The strategic consolidation of Germany's mRNA industry is nearing its completion. For CureVac investors, the focus is now squarely on the technical execution of their exit. The decisive date is December 18: failing to act by this cutoff means exchanging the certainty of the regulated offer for an illiquid investment burdened with potential tax disadvantages.