CureVac N.V. Aktie

Welcome, everyone, to this Extraordinary General Meeting of Shareholders of CureVac N.V. My name is Dr. Mehdi Shahidi. I'm a member of the company's Supervisory Board. And due to a health-related absence of our Chairman, I will chair today's meeting in accordance with Dutch law and the company's Articles of Association.

This Extraordinary General Meeting has been convened in connection with BioNTech's public exchange offer for all outstanding shares of CureVac N.V. During today's meeting, you will be asked to vote on certain resolutions relating to the proposed transaction with BioNTech, including the post-offer corporate reorganization of CureVac and its subsidiaries and the appointment of new members to CureVac's Management and Supervisory Board.

Present at this Extraordinary General Meeting, either in person or by phone are, among others, Alexander Zehnder, our CEO; Thaminda Ramanayake, our CBO; Marco Rau, our General Counsel, who will act as Secretary of today's meeting; representatives working with our Dutch Legal Counsel, NautaDutilh and we, including our civil law notary, Paul van der Bijl.

Before proceeding, I will now give the floor to the Secretary, who will discuss certain legal formalities relating to today's meeting.

Thank you, Mehdi. I'm Dr. Marco Rau, the General Counsel, Chief Compliance Officer and the Corporate Secretary of CureVac. For the record, I note that today's meeting has been convened with due observance of all relevant requirements under applicable law and the company's Articles of Association.

At this meeting, 156,246,488 shares are represented, which represents approximately 70.52% of the company's issued share capital. This meeting will be conducted in the English language. We are live streaming this extraordinary general meeting. However, please note that shareholders and others following the live stream will not be able to vote or ask questions. As an aid in the preparation of the minutes of this meeting, the proceedings will also be recorded. We kindly request you not to use social media and other means to communicate about the proceedings at this meeting.

The company will make the appropriate disclosures and communications after the meeting has been concluded. If participants would like to address the meeting, please raise your hand and the Chair will give you the floor at the appropriate time. Before addressing the meeting, please state your name and if applicable, the name of the shareholder you're representing.

I now give the floor back to the Chair.

Thank you, Marco. Before proceeding to the next item on the agenda, I will determine the voting procedure for this meeting. Voting shall take place by show of hands. When putting a resolution to a vote, I will ask whether any participant wishes to vote against the resolution or wishes to abstain from voting. In that case, please raise your hand during the vote, state your name and if applicable, the name of the shareholder you are representing and the number of shares you are voting. Unless you raise your hand and indicate otherwise, your vote will be recorded as a vote for the proposed resolution.

Valid voting proxies given to our civil law notary, Paul van der Bijl, to the extent these have been received in a timely fashion in advance of the meeting, will automatically be tabulated in the voting result without further action in accordance with the corresponding voting instructions.

After each vote, I will announce whether the relevant resolution has passed. This voting procedure will be supervised by our civil law notary. Unless there are questions regarding this voting procedure, we will now proceed with the agenda.

Are there any questions?

We will now turn to the main topic of this meeting, starting with the second agenda item being the explanation of the exchange offer by BioNTech SE for ordinary shares in the capital of our company.

I now give the floor to Thaminda Ramanayake, our CBO, to give an explanation of the offer.

Thank you, Mehdi. Good morning, good afternoon, everyone. As announced on October 22, 2025, BioNTech has commenced its public exchange offer for all outstanding ordinary shares of CureVac N.V. This offer is being made under the purchase agreement signed on June 12, 2025. Once completed, the transaction will bring together 2 pioneers of mRNA science with complementary capabilities and technologies, uniting them into one combined organization focused on advancing innovative and transformative mRNA-based immunotherapies.

Under the terms of the purchase agreement, each CureVac ordinary share will be exchanged for approximately $5.46 in BioNTech American Depository Shares or ADSs. This represents a premium of approximately 55% to our volume-weighted 3-month average share price at the time the public exchange offer was announced, resulting in an implied aggregate equity value for CureVac of approximately $1.25 billion. This premium reflects the market's confidence in the strength of CureVac's mRNA science and our long-standing expertise in developing mRNA for life-changing therapies.

As publicly communicated, the final considerations will be subject to certain call adjustments. The offer expires at 9:00 a.m. Eastern Standard Time on December 3, 2025, unless extended or terminated earlier in accordance with the purchase agreement. The offer is subject to several conditions, including the tender of at least 80% of CureVac's shares, which BioNTech may reduce to 75% under certain circumstances, receipt of all regulatory -- all required regulatory approvals and the adoption of the resolution proposed at today's meeting. The tender offer has been open since October 22. The tendering process requires active participation of our shareholders, processing necessary documents either physically or virtually in coordination with their respective financial institutions. I encourage our shareholders who wish to tender their shares to actively participate in this process sooner rather than later and by no later than the end of business day Eastern Time on December 2, 2025.

This transaction has been unanimously approved by the Supervisory Boards of both companies. It is also supported initially by shareholders representing approximately 60% of CureVac shares and has been positively viewed by the German federal government. Innovators and friends of mRNA science also welcome the union. Industry thought leaders consider this transaction favorable not only for Germany, but also for the entire European Union. Following the closing, CureVac shareholders will be new holders of BioNTech American Depository Shares.

We believe that this is the right time, the right partner and the right strategic path forward for CureVac. The combination has the potential to create long-term value for both sets of shareholders, supported by complementary expertise, a shared focus on mRNA innovation and a unified vision for the future. Moreover, as a share-for-share exchange, our shareholders may continue to participate in future and further value creation as new BioNTech shareholders, should they choose to do so.

With the acquisition, BioNTech aims to strengthen its research, development and manufacturing capabilities, complementing its expertise in mRNA design, delivery, formulation and mRNA manufacturing. The combined company is expected to preserve and accelerate mRNA-based transformational therapeutics intended to serve highly unmet needs. After closing of the offer and the expiration of any subsequent offering period, both companies intend to proceed with a corporate reorganization of CureVac and its subsidiaries, resulting in BioNTech owning 100% of the business. This will be discussed in more detail in agenda item #3.

For further information about the offer, including full terms of the purchase agreement, I refer you to the offering material publicly filed with the Securities and Exchange Commission, including BioNTech's registration statement and tender offer statement and CureVac's solicitation and recommendation statement.

I now give the floor to Dr. Alexander Zehnder, our CEO, to give an update on these CureVac activities in 2025. Alex?

Thank you, Thaminda. As you may recall, during our Annual General Meeting in June, we outlined a clear strategy centered on advancing our core pipeline and executing with discipline. And I'm pleased to share that we have continued to make progress across our key programs. At the same time, we have allocated significant attention and resources to supporting the ongoing transaction with BioNTech. This deliberate shift in focus means that some of our early-stage time lines may adjust slightly, but our strategic priorities remain unchanged. As reported yesterday in our third quarter results communication, we reached important milestones on the path towards completing the transaction.

The clearance from the German Federal Cartel Office and the opening of BioNTech's public exchange offer on October 21, marked major steps towards closing later this year. The temporary pause of the German litigation related to mRNA-based COVID-19 vaccines also provides greater clarity as we prepare for integration. These developments reflect solid momentum and continued alignment between the 2 companies. Across R&D in oncology, CVGBM is progressing with Phase I Part b data and remains on track. The EMA has granted CTA clearance for our off-the-shelf cancer immunotherapy candidate targeting squamous non-small cell lung cancer. And our individualized precision cancer immunotherapy continues to progress.

Financially, our position remains strong. Revenues for the quarter reflected the expected year-over-year adjustment following last year's onetime GSK revenue, while underlying business drivers remained stable. Operating profit benefited from the U.S. settlement agreement and continued cost discipline. Most importantly, we ended the quarter with EUR 416 million in cash and cash equivalents, confirming our cash runway into 2028 and providing a solid foundation to support both the transaction as well as our key programs.

As we look ahead, our focus is ensuring a smooth and well-prepared transition into the combined organization. Together with BioNTech, we are planning the structures, processes and handovers needed to enable a seamless integration once the transaction closes. As this most likely will be my last general assembly as CEO and together with my management team, I would like to sincerely thank our shareholders, employees and all stakeholders for their trust and support.

CureVac has had an extraordinary 25-year journey, pioneering mRNA science long before it became a global focus, driving the basis for the next generation of medicines. It has been a privilege to contribute to this legacy and to work alongside a team whose dedication and resilience continue to define what CureVac stands for. We are deeply grateful for the confidence you have placed in us throughout this journey.

With this, I now give back the floor to the Chair.

Thank you, Alexander. Before I give you the opportunity to raise questions relating to the offer, I note that our Management Board and Supervisory Board have, first, determined that the purchase agreement and the transactions contemplated thereby are in the best interest of our company and the sustainable success of its business, having considered the interest of its shareholders, employees and other relevant stakeholders. Second, approved and adopted the purchase agreement and approved the transactions contemplated thereby. And third, resolved on the terms and subject to the conditions set forth in the purchase agreement to support the offer and the other transactions contemplated by the purchase agreement and to recommend acceptance of the offer by the shareholders of CureVac, and to recommend approval and adoption of the voting items included on the agenda for today's meeting.

Are there any questions on this topic?

If there are no questions, I will proceed to the next item on the agenda.

The third item on the agenda is the proposal to approve the consummation of the post-offer reorganization. As promptly as practicable following the closing of the offer and the expiration of subsequent offering period, BioNTech and CureVac intend effectuate a corporate reorganization of CureVac and its subsidiaries, resulting in BioNTech owning 100% of CureVac's business and CureVac no longer being a publicly traded company.

The post-offer reorganization of CureVac will be comprised of the Dutch legal downstream merger of CureVac into a wholly owned subsidiary of CureVac called CureVac Merger B.V. As part of this legal downstream merger, CureVac Merger B.V. will allot Class A shares to all CureVac shareholders who did not tender their shares in the offer and Class B shares to BioNTech. Subsequently, CureVac Merger B.V. will sell all outstanding shares in CureVac SE, which holds the CureVac business to BioNTech. In a subsequent step, the Class A shares allotted by CureVac Merger B.V. will be canceled against payment in kind equal to the offer consideration without interest and subject to any applicable tax withholding.

Further information and details of the post-offer reorganization can be found in the publicly filed offer materials and the explanatory notes to the convening notice for today's meeting. To approve and effect the post-offer reorganization of CureVac, I will now put to vote, two separate voting items. The first voting item concerns the conditional resolution to enter into a legal merger of CureVac N.V. as disappearing company with and into CureVac Merger B.V. as acquiring company surviving such merger as described in the materials for this meeting.

Are there any questions on this topic?

If there are no questions, I will put this agenda item to a vote. Please raise your hands if you wish to vote against this resolution. Please raise your hand if you wish to abstain from voting on this resolution.

[Voting]

Thank you. Based on the voting results, I conclude that this resolution has passed.

The second voting item concerns the conditional resolution to approve to the extent required under applicable law and the company's Articles of Association and bylaws, first, the legal downstream merger that we just discussed and voted on; second, the subsequent sale and transfer of all outstanding shares in the capital of CureVac SE by CureVac Merger B.V. to BioNTech; and third, the subsequent cancellation of all outstanding Class A shares in the capital CureVac merger B.V.

Are there any questions on this topic?

If there are no questions, I will put this agenda item to a vote. Please raise your hand if you wish to vote against this resolution. Please raise your hand if you wish to abstain from voting on this resolution.

[Voting]

Thank you. Based on the voting results, I conclude that this resolution has passed.

The fourth item on today's agenda is the proposal to conditionally release CureVac's Managing Directors and Supervisory Directors from liability for the exercise of their duties. It is proposed that effective upon the time of acceptance for exchange of tendered CureVac shares by BioNTech in connection with the offer, each member of the Management Board and each member of the Supervisory Board shall be provided full and final discharge for the acts of management or supervision as applicable up to and including the date of this meeting to the fullest extent permitted under applicable law.

The proposal to conditionally release the company's Managing Directors and Supervisory directors from liability for the exercise of the duties shall be put to vote separately.

Are there any questions in relation to the proposal to provide full and final discharge to each member of the company's Management Board for the acts of management up to and including the date of this meeting to the fullest extent permitted under applicable law and effective as of the acceptance time?

If there are no questions, I will put this agenda item to a vote. Please raise your hand if you wish to vote against this resolution. Please raise your hand if you wish to abstain from voting on this resolution.

[Voting]

Thank you. Based on the voting results, I conclude that this resolution has passed.

Are there any questions in relation to the proposal to provide full and final discharge to each member of the company's Supervisory Board for the acts of supervision up to and including the date of this meeting to the fullest extent permitted under applicable law and effective as of the acceptance time?

If there are no questions, I will put this agenda item to a vote.

Please raise your hand if you wish to vote against this resolution. Please raise your hand if you wish to abstain from voting on this resolution.

[Voting]

Thank you. Based on the voting results, I conclude that this resolution has passed.

We now proceed to the fifth item on the agenda, which is the conditional appointment of Ramón Zapata Gomez as Managing Director of the company. BioNTech and CureVac have agreed that effective upon closing of the offer, certain changes are to be made in the composition of CureVac's Management Board. The current members of CureVac's Management Board will voluntarily resign their positions as members of the Management Board effective upon closing. To replace them, BioNTech has designated Ramón Zapata Gomez to be appointed as member of the Management Board. And accordingly, CureVac Supervisory Board has made a binding nomination to appoint Ramón Zapata Gomez as member of the Management Board effective upon closing. More information on the background and experience of Ramón Zapata Gomez is included in the explanatory notes to the convening notice for today's meeting.

Are there any questions to this topic?

If there are no questions, we will proceed to vote on the appointment effective upon closing of Ramón Zapata Gomez as Managing Director of the company. Please raise your hand if you wish to vote against this resolution. Please raise your hand if you wish to abstain from voting on this resolution.

[Voting]

Thank you. Based on the voting results, I conclude that this resolution has passed.

The sixth item on today's agenda are the proposals to conditionally appoint each of Sierk Poetting, James Ryan and Annemarie Hanekamp as Supervisory Director of the company. BioNTech and CureVac have agreed that effective upon closing of the offer, certain changes are to be made in the composition of CureVac Supervisory Board. The current members of our Supervisory Board will voluntarily resign their positions as members of the Supervisory Board effective upon the closing, except for Debra Barker and Mehdi Shahidi, who will continue to serve temporarily after closing as members of the Supervisory Board as described in the materials for this meeting.

To replace the resigning Supervisory Board members, BioNTech has designated Sierk Poetting, James Ryan and Anna Annemarie Hanekamp to be appointed as members of the Supervisory Board, with Sierk Poetting to serve as Chairperson of the Supervisory Board. Accordingly, CureVac Supervisory Board has made binding nomination to appoint each of the aforementioned persons as members of the Supervisory Board effective upon closing. Sierk Poetting, James Ryan and Annemarie Hanekamp shall receive no compensation for their services as members of the Supervisory Board. More information on the background and experiences of Sierk Poetting, James Ryan and Annemarie Hanekamp is included in the explanatory notes to the convening notice for today's meeting. Each of the proposed appointments is considered a separate voting item at this meeting.

Are there any questions on this topic?

If there are no questions, I will first put the appointment of Sierk Poetting up for voting. Please raise your hand if you wish to vote against this resolution. Please raise your hand if you wish to abstain from voting on this resolution.

[Voting]

Thank you. Based on the voting results, I conclude that this resolution has passed.

Secondly, I will put the appointment of James Ryan up for voting. Please raise your hand if you wish to vote against this resolution. Please raise your hand if you wish to abstain from voting on this resolution.

[Voting]

Thank you. Based on the voting results, I conclude that this resolution has passed.

Lastly, I will put the appointment of Annemarie Hanekamp up for voting. Please raise your hand if you wish to vote against this resolution. Please raise your hand if you wish to abstain from voting on this resolution.

[Voting]

Thank you. Based on the voting results, I conclude that this resolution has passed.

We will now proceed to the last item on today's agenda.

We have now come to the end of the agenda for today's meeting. If anyone has any final questions on the matters discussed at today's meeting that he or she would like to raise, you now have the opportunity to do so.

If there are no questions, I now close the meeting.

Thank you all for your attendance and participation at this meeting.

Welcome, everyone, to this year Annual General Meeting of Shareholders of CureVac N.V. My name is Baron Jean Stephenne, Chairman of the company's Supervisory Board, and I will chair today's meeting in accordance with Dutch law and the company's Article of Association. Present in person are Alexander Zehnder, our Chief Executive Officer; Axel Malkomes, our Chief Financial Officer; Thaminda Ramanayake, our Chief Business Officer; Marco Rau, our General Counsel, who will act as Secretary of today's meeting. Nominees for Supervisory Board appointment and reappointment as set out in the convening notice. Representative of KPMG; our Dutch Legal Counsel, Paul van der Bijl; Mike Koudenburg from NautaDutilh.

Before proceeding, I give the floor to the Secretary for legal formality. Marco?

Thank you, Jean. For the record, I confirm that today's meeting has been convened in accordance with Dutch law and the company's Articles of Association. At this meeting, 140,238,267 shares or 62.28% of the company's issued share capital are represented. We are live streaming this Annual General Meeting. However, please note that shareholders and others following the live stream will not be able to vote or ask questions. As an aid in the preparation of the minutes of this meeting, the proceedings will also be recorded. We kindly request you not to use social media or other means to communicate about the proceedings at this meeting. The company will make the appropriate disclosures and communications after the meeting has been concluded.

Participants wishing to speak should raise their hand and state their name and if applicable, the name of the shareholder they represent.

I now return the floor to the Chair.

Thank you, Marco. Before proceeding, I will determine the voting procedure for this meeting. Voting will -- shall take place by show of hands. When putting a resolution to a vote, I will ask whether any participant wish to vote against the resolution or wish to abstain from voting. In that case, please raise your hand during the vote, state your name and if applicable, the name of the shareholder you are representing and the number of shares you are voting. Unless you raise your hand and indicate otherwise, your vote will be recorded as a vote for the proposed resolution. Valid voting proxies given to our civil law notary, Paul van der Bijl, to the extent that these have been received in a timely fashion in advance of the meeting will automatically be tabulated in the voting result without future action in accordance with the corresponding voting instruction. After each vote, I will announce whether the relevant resolution has passed. This voting procedure will be supervised by our civil law notary. Unless there are questions regarding this voting procedure, we'll now proceed to the next item on the agenda. Are there any questions?

I will now give the floor to Alexander Zehnder, our Chief Executive Officer for a business update of 2024. Alex?

Thank you, Jean, and good afternoon to all in the room, and hello on those participating via live stream. Before we proceed with today's agenda, I would like to briefly address the announcement made on June 12 regarding the agreement reached with BioNTech regarding a share-for-share acquisition of CureVac by BioNTech. While today's Annual General Meeting concerns the financial year 2024 and the matters formally on the agenda, this transaction represents an important milestone for CureVac and its future. The transaction remains subject to further steps, including a public tender offer procedure under which CureVac shareholders can tender their shares in exchange for BioNTech American Depository Shares, or ADSs, and customary regulatory approvals.

In due course and as required under applicable law, shareholders will receive further detailed information regarding the transaction, including the terms of the offer and the convening of an extraordinary general meeting of CureVac. The Management Board and the Supervisory Board of CureVac fully support this transaction, which we believe is in the best interest of the company and the sustainable success of its business, having considered the interest of its shareholders, employee partners and other relevant stakeholders. In addition, CureVac's 2 largest shareholders, the dievini Hopp BioTech holding GmbH and Co. KG and certain of its affiliates as well as the German Federal Government, together representing over 50% of CureVac shares are supportive of the transaction.

For details about the announced offer by BioNTech, we refer to the joint press release issued on 12 of June and subsequent filings. In addition, BioNTech will make considerable additional information available in the coming weeks in press releases as well as in filings with the SEC and additional documents with respect to investors in member states of the European Economic Area and the United Kingdom. Contact information for an information agent to assist with any inquiries will also be made available. An extraordinary general meeting will be convened in connection with the exchange offer to adopt, among other things, certain resolutions relating to the transaction.

With that, let us now return to the formal agenda of this Annual General Meeting. Let me begin with a brief overview of CureVac. Founded in 2000, CureVac is a pioneer in mRNA technology headquartered in Tübingen, Germany. We are focused on realizing the promise of mRNA technology by developing novel treatments that enable the body to make its own prophylactic and therapeutic drugs. We have been listed on the NASDAQ since 2020, and we are part of the NASDAQ Biotech Index since 2021. Our proprietary mRNA platform underpins development of novel oncology transition immunotherapies, prophylactic vaccines against infectious diseases and molecular therapeutics.

2024 was a year of transformation. We refocused the company on what we do best, technology, innovation and R&D, and we made substantial progress in expanding and advancing our pipeline of early proprietary clinical development programs in oncology and infectious diseases. We accomplished this through taking decisive action to streamline and rightsize the company, reducing our workforce by approximately 30% to enhance efficiency and agility. We sharpened our strategic focus on high-value R&D and deprioritized large-scale commercial manufacturing operations. This transformation was supported by a significant new licensing agreement with GSK, leveraging our second-generation mRNA technology in prophylactic respiratory infectious vaccines.

This agreement provided a significant financial foundation and importantly validates our scientific leadership in the mRNA sector. In 2024, CureVac continued to advance its pipeline in both prophylactic vaccines and oncology immunotherapies. We reported promising preliminary Phase I data from our glioblastoma study, demonstrating antigen-specific T cell responses in the majority of patients. In addition, new pipeline programs were initiated, including a prophylactic vaccine targeting urinary tract infections caused by uropathogenic E. coli and an immunotherapy program addressing squamous non-small cell lung cancer.

In our partnered infectious disease programs, our collaboration with GSK yielded further positive results. GSK reported positive Phase II data from its seasonal influenza study, demonstrating strong immune responses across both A and B strains, further validating the potential of our mRNA technology in seasonal flu vaccines. On the management side, we welcomed 2 new members to our leadership team, Thaminda Ramanayake as Chief Business Officer; and Axel Malkomes as Chief Financial Officer, both seasoned industry experts that bring significant expertise and experience to CureVac.

And we ended 2024 with a robust cash position of EUR 482 million, extending our expected cash financial runway into 2028. On Slide 5, a snapshot of our diversified pipeline. Our glioblastoma program leads the oncology pipeline. And here, we completed enrollment of Part B in the Phase I study and data are expected in the second half of 2025. In the Part A study, [indiscernible] of patients showed antigen-specific T cell responses with 84% being de novo responses. We also advanced a second program in squamous non-small cell lung cancer, leveraging novel antigens from our myNEO collaboration. This program has received IND clearance in the U.S. and CTA approval in the EU, and we will start the Phase I clinical study in the second half of 2025.

Turning to our infectious disease programs. From our in-house prophylactic nonrespiratory infectious disease program, we advanced the [indiscernible] vaccine against uropathogenic E. coli bacteria or UPEC, which is a major cause of urinary tract infections, one of the most common bacterial infections with high unmet medical need. Preclinical data to date shows strong immunogenicity. An IND filing is expected in late 2025 with a Phase I scheduled to begin in early 2026. And we are seeing continued progress under our new licensing partnership with GSK for prophylactic respiratory vaccines. Notably, GSK has initiated a combined Phase I/II clinical trial for seasonal influenza and COVID-19 combination vaccine built on our second-generation mRNA platform. This milestone triggered a EUR 10 million payment, which was invoiced at the end of 2024 and received early this year.

In addition, GSK has publicly confirmed preparations are underway for a Phase III study of its stand-alone seasonal flu vaccine candidate, another program developed using our mRNA technology. To support efficacy in both oncology and infectious diseases, we continue to advance our proprietary lipid nanoparticle or LNP delivery systems tailored to the distinct needs of each therapeutic area. In prophylactic vaccines, our LNPs are designed for high immunogenicity with minimal side effects and strong thermostability critical for global distribution without reliance on ultra-cold storage.

Data from an ongoing stability study of our [indiscernible] antigen mRNA formulation remains intact and effective after 12 months at room temperature refrigeration and even in freeze-strike form, offering real-world flexibility. For precision immunotherapy by contrast, our LNPs are engineered to induce potent systemic immune responses with greater tolerance for reactogenicity, a trade-off aligned with the demands of cancer immunotherapy.

With the shift in focus toward high-value R&D and platform innovation, we have also streamlined our manufacturing operations. This includes deprioritizing large-scale commercial production and scaling back infrastructure to better match our strategic priorities. At the same time, we have retained a highly flexible manufacturing network, purpose-built to serve the needs of our evolving pipeline across different life cycle stages. Our current manufacturing footprint enables rapid small to mid-scale production to support early clinical development while maintaining the capabilities to scale up as programs progress to later stages. This flexible setup positions us efficiently to support our R&D-driven business model.

Now let me walk you through the key messages summarizing our progress and strategic direction in 2024. First, we successfully completed a major strategic transformation in 2024, including a 30% reduction in workforce. This was difficult but necessary and has positioned us to significantly lower our cost base from 2025 onwards. Second, our pipeline is expanding with good momentum, especially in oncology, where we are advancing both off-the-shelf and personalized immunotherapies. Our Phase I study in squamous non-small cell lung cancer has been cleared by both the FDA and EU regulators and early signs from our glioblastoma trials are promising.

In parallel, we're making progress in infectious diseases, both through our internal programs as well as our ongoing partnership with GSK. Third, we strengthened our financial discipline, resulting in a strong cash position. This gives us the confidence in our expected cash runway, which is expected to go into 2028. And finally, we are future-ready. Our focus is firmly on high-value opportunities, deepening strategic partnerships and fully leveraging our broad intellectual property portfolio and a solid financial base to build long-term value.

With this, I return the floor to the Chairman.

Thank you, Alexander. I will now open the floor for questions. Are there any questions? No question.

We will move to Item 2. The next item on the agenda is the discussion of the company annual report over the financial year 2024. I will now give the floor to Axel Malkomes, our Chief Financial Officer. Axel?

Thank you, Jean. Ladies and gentlemen, I would now like to walk you through key financial highlights from our 2024 statutory and consolidated annual accounts, distinguishing between the consolidated figures for the CureVac Group and those for CureVac N.V., the Dutch parent entity. Looking at the profit and loss statement of the CureVac Group for the financial year ended December 31, 2024, the group reported a net profit of EUR 179.2 million compared to a net loss of EUR 277.2 million in the prior year period, which is mainly attributable to the restructuring of the GSK collaboration into a license agreement. Total revenues amounted to EUR 535.2 million, representing a substantial increase from EUR 53.8 million in 2023. This sharp rise was primarily driven by a EUR 400 million upfront payment under the revised licensing agreement with GSK, which was received as a nonrefundable payment for granting licenses to GSK and the exclusive right to use our intellectual property relating to applicable vaccine programs with no further R&D work obligation on our side and which was, as such, fully recognized as revenue in 2024.

The revenue recognition of EUR 80.4 million of remaining contract liabilities related to the previous GSK collaboration agreements as all unfulfilled performance obligation expired. A EUR 10 million development milestone for the initiation of Phase I for a combo vaccine and EUR 15 million in development milestones for the initiation of Phase I and II of the pre-pandemic avian influenza vaccine. Of the total revenues, EUR 519.8 million was generated from collaboration and license agreements with GSK. Incremental revenues of EUR 13 million and EUR 2.4 million were provided from our CRISPR and Genmab collaborations, respectively.

Aside of the revenues already discussed, the operating result was affected by several key drivers. Cost of sales amounted to EUR 88.8 million, down from EUR 141.4 million in 2023, driven largely by higher write-offs of raw material in the prior year originally purchased for the stockpiling of the pandemic preparedness agreement. Further, the prior year period was impacted by extraordinary expenses as part of an arbitration ruling for CMO activities related to the first-generation COVID-19 vaccine. In addition, cost of sales decreased year-on-year due to the change in strategy associated with a new license agreement with GSK, resulting to a change in the activities of the organization towards R&D.

As CureVac's manufacturing organization is now solely serving the R&D pipeline, such costs are subsequent to the change no longer recognized as cost of sales. R&D expenses increased to EUR 153 million, up from -- EUR 153 million, up from EUR 115.7 million in 2023. The increase is attributed to the costs of CureVac's manufacturing organization classified as R&D expenses rather than cost of sales following the change in strategy. Higher clinical trial and preclinical development costs for our glioblastoma squamous non-small cell lung cancer and UPEC vaccine programs, among others. Extraordinary expenses related to the litigation to enforce intellectual property rights and by higher personnel expenses related to the restructuring of the organization.

Coming back to the operating statement of the group. General and administrative expenses decreased from EUR 91.8 million in 2023 to EUR 69.7 million in 2024. This reduction reflects the successful execution of our workforce restructuring and reduced external services. We recorded EUR 8.9 million in other operating income and EUR 33.4 million in other operating expenses, which included a EUR 32.1 million impairment of our large-scale pDNA production line within our GMP IV production facility or mMC, which was initially planned and set up for commercial large-scale production and cannot be scaled down to provide products for clinical production in alignment with our refocus on R&D.

These developments led to a turnaround in performance with the group achieving an operating profit of EUR 194.7 million compared to an operating loss -- operative loss of EUR 291.2 million reported in 2023. Financial result for the full year 2024 was positive with EUR 13.2 million, representing a decrease of EUR 1 million compared to the same period in 2023. Net profit for the year totaled EUR 179.2 million, up from a net loss of EUR 277.2 million in the prior year period. This equates to basic and diluted earnings per share of EUR 0.80 based on basic weighted average of 224.4 million and diluted weighted average of 225.3 million common shares outstanding.

Moving on to the balance sheet of the CureVac Group. Assets showed a net increase year-on-year of EUR 14.6 million from EUR 788.2 million at the end of 2023 to EUR 802.8 million at the end of 2024. Noncurrent assets decreased by EUR 33.5 million, mainly due to the partial impairment of our production facility. In current assets, Inventory decreased due to the write-off of raw materials, which would have been recoverable under the previous GSK collaboration. The increase in cash and cash equivalents was mainly due to the receipt of the EUR 400 million upfront payment related to the new license agreement with GSK. Increase was offset by extraordinary payments amounting to a total of EUR 137 million related to the termination of raw material commitments for the first-generation COVID-19 vaccine, the payment of CMO-related arbitration awards, payments related to the restructuring of the organization and payments related to the litigation to enforce intellectual property rights.

The remaining cash spend was mainly related to ongoing R&D activities. We closed the year with a strong cash position of EUR 481.7 million, reaffirming our expected cash runway into 2028. Equity increased by EUR 196.7 million, mainly due to the positive P&L result associated with the decisive revenue resulting of the new GSK licensing agreement. Provisions decreased from EUR 54.4 million to EUR 2 million, mainly due to payments related to rulings on the CMO arbitrations. Contract liabilities decreased due to the release of all remaining upfront payments and milestones related to GSK as a consequence of the new licensing agreement, wherein all unfulfilled performance obligations of the prior collaboration agreements expired.

Let me now go over to the stand-alone statutory financial statements of CureVac N.V. For the 2024 financial year, CureVac N.V. reported low operating expenditures consistent with its governance and nonoperational function, resulting to a net operating loss of EUR 3.6 million, which was mainly driven by personnel expenses, legal services and insurance. A financial gain of EUR 16.2 million, mainly driven by interest income and foreign currency gains. And lastly, as the CureVac N.V. is the parent company of the CureVac Group, it consolidates the share profit of its subsidiaries after tax of EUR 168.6 million, mainly driven by the decisive revenue associated with the new licensing agreement with GSK, partially offset by further write-offs of materials, costs related to ongoing IP litigation, the partial impairment of the production facility and severance payments related to the restructuring of the organization.

Overall, CureVac N.V. reported a net profit of EUR 179.2 million for the full year 2024 compared to a net loss of EUR 277.2 million for the same period in 2023. Regarding the balance sheet of CureVac N.V., noncurrent assets increased mainly due to the share of result of participating interest. Current assets increased mainly by increased cash position due to the repayment of a loan and related accrued interest by CureVac SE. The equity and liability side of the balance sheet increased mainly by the settlement of share-based payment awards, realized tax benefits and by the positive P&L result. CureVac N.V. does not propose a dividend for financial year 2024, consistent with its strategy to reinvest earnings into long-term R&D initiatives. These statutory results form the basis for consideration of distributable reserves and have been audited by KPMG.

With that, I return the floor to the Chairman.

Thank you, Axel. Are there any questions on this topic? As there is no question, I will proceed to the next item of the agenda.

The next item on the agenda is the adoption of the annual account of the financial year 2024. Are there any questions on this topic?

As there is no question, I will put this agenda to a vote.

[Voting]

As there is no hand raised based on the voting results, I conclude that this resolution has passed.

The next item on the agenda is the explanation of the company dividend [indiscernible] in the explanatory note to the convening notice of this meeting.

Are there any questions on this topic? As there is no question, I will proceed to the next item of the agenda.

The next item on the agenda is the release of the company Managing Director from liability for the exercise of their duties during the financial year 2024. Are there any questions on this topic?

As there is no questions in the room based on the voting results, I conclude that this resolution has passed.

The next item on the agenda is the release of the company's Supervisory Director from liability for the exercise of their duties during the financial year 2024. Are there any questions on this topic?

As there is no question and based on the voting results, I can conclude that this resolution has passed.

We now proceed to the agenda Item 7, which concerns the appointment of Axel Sven Malkomes as a member of the Company's management board. The Supervisory Board has made a binding nomination to appoint Mr. Malkomes as Managing Director of the company for a period of 3 years ending at the close of the Annual General Meeting to be held in 2028. Mr. Malkomes joined CureVac as Chief Financial Officer in November 2024, bringing over 3 decades of senior corporate and investment banking experience within the biotech and pharmaceutical industry. Prior to joining CureVac, he served as CFO at Cardior Pharmaceuticals, where he played a crucial role in preparing the company for capital market and its subsequent acquisition by Novo Nordisk. His extensive experience also includes senior role of Medigene, Barclays, Société Générale, 3i Group and Merck KGaA.

I now invite Mr. Malkomes to say a few words. Axel?

Thank you, Jean. Ladies and gentlemen, I'm honored to be considered for appointment to CureVac's Management Board. Joining CureVac has been a significant milestone in my career. The company's pioneering work in mRNA technology and its commitment to developing transformative medicines aligned with my professional values and aspirations. With the background spanning over 30 years in corporate finance and investment banking within the biotech and pharmaceutical sectors, I've witnessed firsthand the challenges and opportunities that companies like CureVac encounter. I'm committed to leveraging my experience to support CureVac's strategic initiatives, strengthen its financial foundation and contribute to its mission of bringing innovative therapies to patients worldwide. Thank you for your trust and consideration.

Thank you, Axel. Are there any questions regarding this agenda item?

As there is no future questions, I will proceed to the vote.

[Voting]

Based on the voting results, I conclude that this resolution has passed.

The next item on the agenda is the reappointment of myself, Jean Stéphenne as member of the company's Supervisory Board as outlined in the explanatory notes to the convening notice for this meeting. The company's Supervisory Board has made a binding nomination to reappoint me, Jean Stéphenne, as Supervisory Director of the company for a period of 1 year ending at the end of the Annual General Meeting of the company to be held in the year 2026. Are there any questions on this topic?

As there is no question on this topic, I will put this agenda item to a vote.

[Voting]

And based on the voting results, we can conclude that this resolution has passed.

The next item on the agenda is the appointment of Dr. Mehdi Shahidi as member of the company's Supervisory Board as outlined in the explanatory note to the convening notice for this meeting. The company's Supervisory Board has made a binding nomination to appoint Dr. Shahidi as Supervisory Director of the company for a period of 3 years ending at the end of the Annual General Meeting of the company to be held in the year 2028. Dr. Shahidi, who is present today, would like to say a few words to introduce himself. Dr. Shahidi?

Thank you, Jean, and good afternoon, ladies and gentlemen. It is an honor to be considered for appointment to the Supervisory Board of CureVac. Throughout my career, I have been dedicated to advancing innovative treatments for patients, particularly in the field of oncology. From my years leading Global medicine and clinical development at Boehringer Ingelheim to my current roles as CEO of Petalion Therapeutics and Head of Development and Chief Medical Officer at Ottimo Pharma, I've seen firsthand the impact that cutting-edge science can have when combined with the right strategic focus and clinical execution.

What drew me to CureVac is its deep legacy of innovation in mRNA and the existing potential to apply this platform to the next generation of cancer therapies. I believe the company is uniquely positioned to help shape a new era in precision medicine, not only in oncology, but across several therapeutic frontiers. If appointed, I look forward to supporting CureVac's mission as a member of the Supervisory Board, working closely with my fellow Board members and executive leadership to guide the company's continued progress in delivering impactful science-driven solutions for patients. Thank you for your trust and consideration.

Thank you, Dr. Shahidi. Before we turn to the vote on Dr. Shahidi's appointment, I will now allow questions from the audience.

As there is no question on that item and based on the voting results, we can conclude that this resolution has passed.

The next item on the agenda is the reappointment of Debra Barker as member of the company's Supervisory Board as outlined in the explanatory note to the convening notice for this meeting. The company's Supervisory Board has made a binding nomination to reappoint Debra Barker as Supervisory Director of the company for a period of 3 years ending at the end of the Annual General Meeting of the company to be held in the year 2028.

Are there any questions on this topic?

As there is no question on this topic, I will put the agenda item to a vote.

[Voting]

And based on the voting results, I can conclude that this resolution has passed.

The next item on the agenda is the reappointment of Craig Tooman as member of the company's Supervisory Board as outlined in the explanatory note to the convening notice for this meeting. The company's Supervisory Board has made a binding nomination to reappoint Craig Tooman as Supervisory Director of the company for a period of 3 years ending at the end of the Annual General Meeting of the company to be held in the year 2028.

Are there any questions on this topic?

There are no questions on this topic. I will put this agenda item to a vote.

[Voting]

And based on the voting results, I can conclude that this resolution has passed.

The next item on the agenda is the reappointment of Klaus Schollmeier as member of the company's Supervisory Board as outlined in the explanatory note to the convening notice for this meeting. The company's Supervisory Board has made a binding nomination to reappoint Klaus Schollmeier as Supervisory Director of the company for a period of 3 years ending at the end of the Annual General Meeting of the company to be held in the year 2028.

Are there any questions on this topic?

As there is no future questions, I will put this agenda item to a vote.

[Voting]

Based on the voting results, I conclude that this resolution has passed.

The next item on the agenda is the reappointment of the external auditor for the financial year.

[Technical Difficulty]