CureVac’s Fate Hangs in the Balance as Shareholders Vote on BioNTech Takeover

The independent existence of CureVac could soon be a chapter in corporate history. On November 25, shareholders will convene in Amsterdam for an extraordinary general meeting, facing a definitive vote on the German biotech firm’s future. The central item on the agenda is a proposed acquisition by rival BioNTech, valued at approximately $1.25 billion. The prevailing sentiment among market observers is not if the Tübingen-based company will be absorbed by its mRNA competitor, but when the transaction will be finalized.

A Strategic Acquisition in the Making

This pivotal moment follows the commencement of BioNTech’s public share exchange offer on October 22. The bid, which targets all outstanding CureVac shares, is structured on an agreement established back on June 12, 2025. The initial proposal offers CureVac shareholders BioNTech stock valued at roughly $5.46 for each of their shares.

However, a key variable remains. A “collar mechanism” is in place, designed to adjust the final exchange ratio based on the performance of BioNTech’s share price immediately before the deal closes. This means the ultimate value CureVac investors receive won’t be cemented until the eleventh hour.

The successful completion of this takeover is contingent upon several critical conditions being met:
* A minimum of 80% of CureVac shares must be tendered, though BioNTech holds the right to lower this threshold to 75%.
* All necessary regulatory approvals must be secured.
* Shareholder approval for the transaction must be granted at the November 25 meeting.

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

Provided these hurdles are cleared, the offer period is scheduled to conclude at 9:00 AM New York Time on December 3, 2025. BioNTech, however, retains the option to extend this deadline.

The Driving Forces Behind the Deal

For BioNTech, this acquisition represents a strategic maneuver to solidify its leadership in the mRNA sector, with a particular focus on strengthening its oncology pipeline. The Mainz-based company aims to integrate CureVac’s complementary technologies and expertise across the entire spectrum from research and development to commercial application.

For CureVac, the offer provides a potential exit from a period of significant challenges. Despite being a pioneer in mRNA technology, the company has struggled to translate its innovations into a commercially successful product. Its financial performance in the first half of 2025 underscored this difficulty, with revenues experiencing a severe contraction, even as it managed to reduce its operational losses. In contrast, BioNTech’s substantial war chest of €16.7 billion in liquid resources represents the kind of funding that CureVac’s pipeline projects desperately need. The path for this transaction was further smoothed by the resolution of a patent dispute involving CureVac, BioNTech, and Pfizer earlier this year.

The Verdict Rests with Shareholders

The destiny of CureVac now rests entirely in the hands of its investors. Their vote in Amsterdam will determine whether the company continues its solo journey or becomes a subsidiary of the larger mRNA rival. Market experts are largely maintaining a “hold” rating on the stock, adopting a wait-and-see approach until the final decision from the shareholder base is delivered.