After entering into a definitive agreement to acquire CureVac—who focuses on mRNA-based medicines for oncology and infectious diseases—this past June,1 BioNTech has officially begun commenced its public exchange offer for all outstanding shares of the company.2
The deal unites two mRNA heavyweights in the space that have the potential to continue to create game-changing mRNA-based cancer immunotherapies for patients.
“This transaction is another building block in BioNTech’s oncology strategy and an investment in the future of cancer medicine,” said Ugur Sahin, MD, CEO, the co-founder of BioNTech on the day that the definite agreement was announced.2 “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.”
Strengthening R&D and oncology capabilities
The deal comes with several positives:
- The opportunity to enhance its services across R&D and commercialization, further strengthening its capabilities when it comes to mRNA design, formulation, and production.
- A step forward in growing BioNTech’s oncology strategy, which is primarily powered by two main pan-tumor programs: its mRNA-based cancer immunotherapy candidates and pumitamig (BNT327), a PD-L1xVEGF-A bispecific antibody.
It is structured as an all-stock transaction and overall, is expected to create long-term value for both parties’ shareholders.
In a deal that is set to expire at 9 a.m. ET on Dec. 3, 2025, CureVac shareholders are expected to receive BioNTech shares worth approximately $5.46 each, for a total share value of $1.25 billion.
“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,” said Alexander Zehnder, CEO of CureVac. “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.”
Fast facts: BioNTech–CureVac acquisition
- Deal value: ~$1.25 billion (all-stock transaction)
- Offer expiration: Dec. 3, 2025, at 9 a.m. ET
- Shareholder terms: CureVac shareholders to receive BioNTech shares valued at $5.46 each
- Strategic focus: Expanding BioNTech’s mRNA oncology and immunotherapy programs
Patent settlement eases mRNA litigation
In other BioNTech-CureVac news, GSK recently reached an mRNA patent settlement with BioNTech, CureVac, and Pfizer in August of this year, ending US litigation over COVID-19 and influenza vaccines.3 The deal decreases GSK’s future royalty obligations on its mRNA programs, with the chance for global resolution following BioNTech’s planned CureVac acquisition. No liability was admitted by any party, however.
Among the main settlement terms, BioNTech will pay GSK $370 million upfront and 1% royalties on US sales of licensed products from Jan. 1, 2025, along with $130 million and 1% royalties on rest-of-world sales following the closing of the deal. CureVac will receive $370 million at closing, along with $50 million from GSK for monetizing a portion of US product royalties due under its existing license agreement.
Additionally, CureVac grants both BioNTech and Pfizer a non-exclusive license to produce, use, import into the United States, and sell mRNA-based COVID-19 and influenza vaccines, which will grow into an international license following completion of the acquisition.
GSK noted that the settlement will limit future royalty obligations on its own mRNA vaccine programs, while upholding ongoing patent enforcement efforts in both the United States and Europe.
References
1. Tracy D. Roundup: Key Biotech Deals Accelerate mRNA Oncology, Postpartum Depression Therapies, and Companion Diagnostics. Pharmaceutical Executive. June 16, 2025. Accessed October 23, 2025. https://www.pharmexec.com/view/roundup-key-biotech-deals-accelerate-mrna-oncology-postpartum-depression-therapies-companion-diagnostics
2. BioNTech Commences Public Exchange Offer for All Outstanding Shares of CureVac N.V. BioNTech. October 22, 2025. Accessed October 23, 2025. https://investors.biontech.de/news-releases/news-release-details/biontech-commences-public-exchange-offer-all-outstanding-shares
3. Tracy D. GSK Gains $370 Million Upfront, Reduced Royalties in CureVac mRNA Patent Settlement Agreement with Pfizer, BioNTech. Pharmaceutical Executive. August 8, 2025. Accessed October 23, 2025. https://www.pharmexec.com/view/gsk-gains-370-million-upfront-reduced-royalties-curevac-mrna-patent-settlement-agreement-pfizer-biontech