BioNTech Completes CureVac Acquisition, Ending Independent Trading Era

The era of CureVac as a publicly traded company has concluded. BioNTech SE has finalized its acquisition of the mRNA pioneer, removing CureVac’s shares from the Nasdaq exchange. The move transforms the long-competitive firm into a fully integrated subsidiary, bringing all its patents, manufacturing capabilities, and associated legal matters under BioNTech’s corporate umbrella. For former shareholders, the financial chapter is closed, while BioNTech now enters a critical operational integration phase.

Strategic Assets and Leadership Shift

Through this transaction, BioNTech secures several key strategic components from CureVac. These include a state-of-the-art production facility located in Tübingen, Germany, and proprietary “RNA Printer” modules designed for automated mRNA vaccine manufacturing. The acquisition also delivers CureVac’s oncology research pipeline, which features the glioblastoma program CVGBM, and over two decades of mRNA research alongside its associated intellectual property portfolio.

The management team for the newly integrated CureVac SE entity will consist of BioNTech’s CEO, Professor Ugur Sahin, alongside Sierk Poetting and Ramón Zapata-Gomez. The previous executive leadership of CureVac has resigned from their positions en masse.

Transaction Details and Shareholder Outcome

BioNTech executed the full acquisition via a share-for-share exchange valued at approximately $1.25 billion. Initially announced on June 12, 2025, the offer period ran until December 18, 2025. During this window, around 195.3 million CureVac shares were tendered, representing roughly 86.75% of the company’s capital. BioNTech acquired the remaining shares through a compulsory acquisition procedure in the first week of January 2026.

CureVac completed its post-offer reorganization on January 6, 2026, at 6:21 AM EST, ceasing its existence as an independent listed entity. The formal delisting from the Nasdaq is scheduled to take effect on January 16, 2026. Prior to the trading suspension, the final quoted price for CureVac stock on the Nasdaq was $4.66 on January 6, 2026.

Notable shareholder supporters of the deal included:
* dievini Hopp BioTech holding GmbH & Co. KG and its affiliated entities
* The German state development bank KfW, which held a 13.32% stake

Under the exchange terms, investors received BioNTech American Depositary Shares (ADS) worth approximately $5.46 for each CureVac share they held. This valuation was based on BioNTech’s share price at the time of the agreement. It represented a 55% premium over CureVac’s volume-weighted average price of $3.53 during the three months preceding the initial offer announcement. From the time the offer became public until the final trading session, CureVac shareholders realized a total price appreciation of about 40%, allowing financial investors who entered at lower price points to capture significant gains.

Resolution of Patent Litigation

A protracted patent dispute between the two German mRNA specialists has been resolved as a direct consequence of the merger. CureVac had previously alleged that BioNTech’s COVID-19 vaccine, Comirnaty, infringed upon fundamental mRNA patents held by CureVac.

In August 2025, the companies reached a comprehensive settlement with a total value of $870 million. The settlement was structured as follows:
* A $370 million payment to CureVac
* A $370 million payment to GSK, CureVac’s former strategic partner
* An ongoing royalty of 1% on future mRNA-related revenues

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

This settlement eliminates a major legal overhang, with the former litigants now united under a single corporate structure.

Delisting Procedure and New Legal Challenge

The withdrawal from the stock exchange follows a defined regulatory timeline. Trading on the Nasdaq was suspended on January 6, 2026, with the official delisting becoming effective on January 16, 2026. The entity CureVac Merger B.V., which replaced the former CureVac N.V. through the merger, has requested that Nasdaq file a “Notification of Removal from Listing” on Form 25 with the U.S. Securities and Exchange Commission (SEC). This will be followed by a Form 15 to terminate registration and reporting obligations under the Securities Exchange Act.

The deregistration is expected to become effective 90 days after the Form 15 is filed, after which CureVac will no longer be required to publish regular financial reports under U.S. capital market law.

Concurrently, a new legal conflict is emerging. On January 6, 2026, Bayer filed a lawsuit in the United States against BioNTech, Pfizer, and Moderna. The core of the complaint alleges infringement of patents from Bayer’s Monsanto portfolio related to the stabilization of mRNA technologies.

Integration Roadmap and Forward Outlook

The transaction consolidates European mRNA expertise, permanently transferring critical technologies and patents to BioNTech. The operational focus now shifts to merging research and production platforms. BioNTech intends to closely align CureVac’s programs, particularly in oncology, with its own development pipeline.

The Tübingen site is central to this strategy, as BioNTech plans to utilize it for manufacturing personalized cancer vaccines. All existing obligations and legal positions of CureVac have been fully assumed by BioNTech.

Key operational milestones for the coming years include:
* Initial Phase 3 data for cancer vaccine candidates utilizing CureVac’s mRNA platform, expected by late 2026
* Further results from oncology programs throughout 2027
* Additional details on integration strategy at the upcoming J.P. Morgan Healthcare Conference

The narrative has now decisively shifted from the story of CureVac’s stock to BioNTech’s ability to efficiently embed new technologies, research pipelines, and legal considerations into its established business model.