BioNTech Commences Public Exchange Offer for CureVac Shares

BNTX
October 22, 2025

On 22 October 2025, BioNTech SE announced today that it had commenced a public exchange offer for all outstanding shares of CureVac N.V., the German mRNA‑technology company. The offer is the first step in a transaction that will ultimately bring CureVac’s oncology pipeline and manufacturing capabilities under BioNTech’s umbrella.

Under the terms of the offer, each CureVac share will be exchanged for approximately $5.46 in BioNTech American Depositary Shares (ADSs), valuing CureVac at roughly $1.25 billion. The exchange ratio is subject to a collar mechanism: if the 10‑day volume‑weighted average price (VWAP) of a BioNTech ADS ending on the fifth business day before closing is $126.55 or higher, the ratio will be 0.04318 ADS per CureVac share; if the VWAP is $84.37 or lower, the ratio will be 0.06476 ADS per share. The offer will expire on 3 December 2025 unless extended or terminated earlier.

The transaction is strategically significant for BioNTech, as it consolidates CureVac’s mRNA platform and oncology programs—particularly the BNT327 bispecific antibody and various mRNA cancer vaccine candidates—into BioNTech’s existing portfolio. The integration is expected to accelerate the development of next‑generation immunotherapies and expand BioNTech’s manufacturing footprint. Following the offer, CureVac shareholders will convene an extraordinary general meeting on 25 November 2025 to vote on post‑offer corporate reorganization and board appointments, with regulatory approvals remaining a prerequisite for the transaction’s completion.

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