The biotechnology firm CureVac is approaching its final days as a publicly traded company on the NASDAQ. The acquisition by competitor BioNTech is now virtually assured, with the overwhelming majority of shareholders having already tendered their shares. This corporate transition coincides with the stock’s imminent removal from a major market index, presenting specific considerations for remaining investors.
A Binding Offer and a Mechanical Sell-Trigger
BioNTech reported on December 3 that approximately 184 million CureVac shares had been tendered, representing 81.74 percent of the share capital. This figure comfortably surpasses the minimum acceptance threshold for the takeover to proceed. The offer remains open until 0:01 a.m. ET on December 18, 2025, allowing remaining holders to exchange their CureVac stock at a fixed ratio of 0.05363 BioNTech American Depositary Receipts (ADRs) for each share they own.
Running parallel to this acquisition timeline is a significant technical event. NASDAQ confirmed that CureVac will be deleted from the NASDAQ Biotechnology Index, effective December 4. Such index rebalancing often triggers automatic selling pressure, as funds that track the benchmark are forced to liquidate their holdings mechanically.
Should investors sell immediately? Or is it worth buying CureVac?
Share Price Dynamics and Underlying Financials
The fixed exchange ratio effectively ties CureVac’s market value directly to BioNTech’s share price. With BioNTech trading around $100, the implied value for each CureVac share calculates to approximately $5.20-$5.30. While the index exclusion may create downward pressure, the standing takeover bid establishes a calculable floor for the stock.
Separately, CureVac’s latest financial results, released November 24, revealed a net profit of 273.2 million euros for the third quarter. This substantial gain was primarily driven by one-time effects from the settlement of prior litigation with BioNTech. In contrast, the company’s operational revenue declined to 54.1 million euros.
The Path to Delisting and Compulsory Acquisition
Following the expiration of the offer period on December 18, BioNTech is expected to initiate steps to delist CureVac from the NASDAQ, ultimately seeking 100 percent ownership. Shareholders who do not tender their shares by the deadline will likely be subject to a squeeze-out procedure, where their holdings are compulsorily acquired for cash. It is important to note that this cash exit may carry different Dutch tax implications compared to directly accepting the share-exchange offer.
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