2 Firms Guide Coronavirus Vaccine Contender's US IPO Plans

By Elise Hansen
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Law360 (July 24, 2020, 10:14 PM EDT) -- German biopharmaceutical company CureVac, which is working on a coronavirus vaccine, filed for an initial public offering in the U.S. on Friday with guidance from NautaDutilh NV and Davis Polk & Wardwell LLP.

The company has not yet disclosed how many shares it intends to sell or at what price. The company entered $100 million as a proposed offering size — a figure that's frequently used a placeholder to calculate registration fees. CureVac said that as part of the go-public deal, it will be converted from CureVac BV to CureVac NV and be incorporated in the Netherlands.

The move has been rumored for some time, as CureVac looks to advance its vaccine program against SARS-CoV-2, the virus that causes COVID-19, as well its clinical-stage cancer and rabies programs. CureVac focuses on developing and producing vaccines and therapeutics using messenger RNA, or mRNA, technology.

CureVac said it is "working closely with many organizations" on the SARS-CoV-2 vaccine, including the Coalition for Epidemic Preparedness Innovations, a foundation that funds vaccine research.

"We are … rapidly advancing our mRNA vaccine program against coronavirus (SARS-CoV-2), for which we initiated a Phase 1 clinical trial in healthy volunteers in June 2020," CureVac said, adding that results from the trial are expected in the fourth quarter of 2020.

CureVac's lead programs are a potential tumor treatment and a potential rabies vaccine, both of which it hopes to move through Phase 2 trials, according to its U.S. Securities and Exchange Commission filing. All of CureVac's product candidates are in the early stages of clinical testing, and the company has never successfully completed late-stage clinical trials or manufactured a commercial product at scale, the filing noted.

The managing director of dievini, CureVac's majority shareholder, has agreed to purchase €100 million ($116.6 million) worth of CureVac's common stock at the IPO price in a private placement alongside the public offering, the filing said.

The company plans to list on the Nasdaq Global Market under the symbol CVAC.

CureVac has also received a flood of equity financing recently, totaling roughly €560 million, according to a July 21 announcement.

Part of that total came from the German Federal Ministry of Economics and Energy, which committed €300 million in June, another portion came from GlaxoSmithKline PLC, which bought a 10% stake for £130 million (roughly $171 million as of July 21), and the remaining $126 million came from a group of new and existing investors that included the Qatar Investment Authority, the announcement said.

The GSK deal, which was announced July 20, also included a separate upfront cash payment of £104 million and an agreement to collaborate on up to five vaccines and antibodies targeting infectious diseases. The coronavirus program was specifically excluded from the partnership deal.

A representative for CureVac did not immediately respond to a request for comment on Friday.

CureVac is represented by Richard D. Truesdell and Leo Borchardt of Davis Polk & Wardwell LLP on matters of U.S. law and by NautaDutilh NV on certain matters of Dutch law.

The offering's underwriters are BofA Securities Inc., Jefferies LLC, Credit Suisse Securities (USA) LLC and Kempen & Co. USA Inc.

The underwriters are represented by Nathan Ajiashvili and Oliver Seiler of Latham & Watkins LLP on U.S. legal matters and by De Brauw Blackstone Westbroek NV on matters of Dutch law.

--Additional reporting by Benjamin Horney. Editing by Alanna Weissman.

For a reprint of this article, please contact reprints@law360.com.

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