BioNTech, a biotech firm finest identified for its profitable growth of a messenger RNA Covid-19 vaccine, is buying fellow mRNA firm CureVac in a $1.25 billion stock deal that brings collectively corporations making use of their respective applied sciences to the event of recent therapies for most cancers.
The acquisition settlement introduced Thursday will place the mRNA pipeline and manufacturing infrastructure of CureVac beneath the umbrella of the a lot bigger BioNTech, whose pipeline progress has been fueled by income from the commercialized Covid-19 vaccine. The joint BioNTech and CureVac announcement Thursday framed the acquisition as a option to mix complementary applied sciences and capabilities. However BioNTech and CureVac weren’t all the time on such cordial phrases. Actually, they’ve been preventing in courtroom for the previous three years.
Mainz, Germany-based BioNTech and Tübingen, Germany-based CureVac each rose to prominence in the course of the Covid-19 pandemic attributable to their respective mRNA expertise platforms. Whereas CureVac’s vaccine candidate for the novel coronavirus fell short of expectations in medical testing, BioNTech’s mRNA vaccine, partnered with Pfizer, went on to turn into the primary FDA-authorized after which the first FDA-approved Covid-19 vaccine, Comirnaty.
CureVac was based eight years earlier than BioNTech and it contended its innovations have been key to the design and growth of Comirnaty. In 2022, CureVac sued BioNTech in Europe, claiming Comirnaty infringed key mRNA patents. Current rulings have gone CureVac’s approach. In March and in May, the European Patent Workplace issued rulings upholding the validity of two CureVac patents. Extra patent hearings have been anticipated over the summer season.
To Leerink Companions analyst Daina Graybosch, BioNTech’s acquisition of CureVac is actually a hedge in opposition to authorized and monetary uncertainty. The patent litigation put BioNTech prone to paying backdated royalties on about $32 billion of worldwide Comirnaty gross sales up to now, Graybosch mentioned in a analysis notice. Paying about $1.25 billion to accumulate CureVac is actually an out-of-court settlement, she mentioned, including that BioNTech has the extra potential upside of with the ability to leverage CureVac’s rising mRNA-based oncology platform and experience to enrich its personal work in most cancers drug R&D.
CureVac’s Covid-19 vaccine was developed with GSK beneath an alliance that coated infectious illness broadly. Final yr, GSK took over development of an avian influenza vaccine candidate that emerged from the partnership. CureVac additionally accomplished a restructuring that left the corporate targeted on R&D of mRNA most cancers vaccines which are presently in preclinical and early medical growth.
Effectively earlier than Covid-19’s emergence, most cancers was the main target of BioNTech. The corporate nonetheless has a number of mRNA most cancers immunotherapies in its pipeline. However in the course of the current annual assembly of the American Society of Medical Oncology, Chief Industrial Officer Annemarie Hanekamp informed MedCity Information {that a} bispecific antibody, codenamed BNT327, is the centerpiece of the corporate’s oncology technique. This antibody is engineered to bind to 2 most cancers targets, the proteins PD-L1 and VEGF-A.
BNT327 is presently in pivotal testing in lung and breast cancers, however BioNTech views the bispecific antibody as a drug mixture spine, doubtlessly paired with different belongings from the BioNTech pipeline, similar to mRNA immunotherapies and antibody drug conjugates. That technique has an enormous increase from Bristol Myers Squibb, which last week agreed to pay $1.5 billion up front to begin a collaboration with BioNTech on BNT327.
BioNTech, whose American depositary shares (ADS) commerce on the Nasdaq, opened Thursday at $105.64 per share. In response to phrases of the all-stock acquisition, every CureVac share will probably be exchanged for about $5.45 in BioNTech ADS. That value represents a premium of 32.6% to CureVac’s closing inventory value on Wednesday and an almost 55% premium to the biotech’s common inventory value within the three months main as much as the deal. The transaction comes with a collar settlement that units a ceiling and a ground for the alternate relying on adjustments to BioNTech’s inventory value. When the deal closes, CureVac shareholders’ possession stake in BioNTech will probably be between 4% and 6%.
Along with the customary regulatory approvals, the acquisition requires a minimal of 80% of CureVac shares to simply accept the transaction phrases. A shareholder assembly is deliberate, however has not but been scheduled. BioNTech mentioned it could unilaterally cut back the minimal threshold to 75% beneath sure circumstances that weren’t specified.
The acquisition announcement states that shareholders representing 36.76% of CureVac’s shares have agreed to tender their shares and to vote in favor of the transaction on the upcoming assembly. Additionally, BioNTech mentioned the German authorities has “confirmed to typically have a optimistic view on the transaction.”
BioNTech and CureVac count on the acquisition will shut later this yr. Afterward, CureVac will function as a completely owned subsidiary with its manufacturing website in Tübingen built-in into BioNTech.
“This transaction is one other constructing block in BioNTech’s oncology technique and an funding in the way forward for most cancers drugs,” BioNTech CEO and co-founder Ugur Sahin mentioned in a ready assertion. “We intend to deliver collectively complementary capabilities and leverage applied sciences with the aim of advancing the event of modern and transformative most cancers therapies and establishing new requirements of take care of varied kinds of most cancers within the coming years.”
Photograph: Arne Dedert/image alliance, through Getty Pictures