BioNTech To Acquire CureVac In Public Share Offer, Aims To Expand mRNA Innovation Powerhouse

BioNTech SE has announced it will acquire CureVac N.V., a German biotech company focused on mRNA-based medicines for cancer and infectious diseases. The deal, structured as an all-stock transaction, values CureVac at approximately $1.25 billion. Under the agreement, CureVac shareholders will receive BioNTech American Depositary Shares (ADSs) in exchange for their CureVac shares. The exchange rate is subject to adjustment based on BioNTech’s share price prior to closing ranging from 0.04318 to 0.06476 ADSs per CureVac share. CureVac investors will own between 4% and 6% of BioNTech after the deal closes, expected in 2025, pending regulatory approvals and at least 80% shareholder acceptance (which may be lowered to 75%).

This acquisition will bring together two German companies with deep expertise in mRNA research. It will expand BioNTech’s capabilities in cancer immunotherapy, particularly its two pan-tumor mRNA programs and BNT327, a promising bispecific antibody candidate. CureVac’s Tübingen-based R&D and manufacturing sites will be fully integrated into BioNTech’s operations as part of a broader company transformation plan.

Prof. Ugur Sahin, M.D., CEO and Co-Founder of BioNTech, stated, “This transaction is another building block in BioNTech’s oncology strategy and an investment in the future of cancer medicine. We intend to bring together complementary capabilities and leverage technologies with the goal of advancing the development of innovative and transformative cancer treatments and establishing new standards of care for various types of cancer in the coming years.”

Dr. Alexander Zehnder, CEO of CureVac, said in a statement, “To me, this transaction is more than a business decision, it represents a shared commitment to leverage the full potential of mRNA as a disruptive technology to develop transformative therapies with greater scale and speed. For more than two decades, both companies have operated with related ambitions, often tackling challenges from different angles. This transaction aims at combining complementary scientific capabilities, proprietary technologies, and manufacturing expertise in the mRNA field under one roof.”

The move supports BioNTech’s long-term strategy to grow its mRNA pipeline across multiple cancer types, backed by its strong financial position of €15.9 billion in cash and investments as of March 31, 2025. The company is best known for co-developing the world’s first approved mRNA vaccine for COVID-19 with Pfizer. CureVac shareholders who don’t participate in the exchange offer will still receive the same deal terms, and a special shareholder meeting will be held to approve key elements of the transaction.

The boards of both companies have approved the deal. Key CureVac shareholders, including dievini Hopp BioTech holding and Germany’s state-owned development bank (KfW), which together hold over 50% of shares, have agreed to support the deal. Legal advisors for the transaction include Covington & Burling, Hengeler Mueller, and Loyens & Loeff for BioNTech, and Skadden Arps and NautaDutilh for CureVac. BioNTech is being advised financially by PJT Partners, while CureVac’s advisor is Goldman Sachs Bank Europe SE.