United States securities and exchange commission logo
July 28, 2020
Franz-Werner Haas
Chief Executive Officer
CureVac B.V.
Friedrich-Miescher-Strasse 15, 72076
Tubingen
Germany
Re: CureVac B.V.
Amendment No. 2 to
Draft Registration Statement on Form F-1
Submitted July 21,
2020
CIK No. 0001809122
Dear Mr. Haas:
We have reviewed your amended draft registration statement and
have the following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.
Please respond to this letter by providing any requested
information and by publicly
filing your registration statement and non-public draft submission on
EDGAR. If you do not
believe our comments apply to your facts and circumstances or do not
believe an amendment is
appropriate, please tell us why in your response.
After reviewing the information you provide in response to these
comments and your
amended draft registration statement or filed registration statement, we
may have additional
comments.
Amendment No. 2 to Draft Registration Statement on Form F-1
Liquidity and Capital Resources, page 106
1. We note your discussion
of a new loan agreement with the European Investment Bank
for 75 million for
the development and large-scale production of vaccines. Please update
the body of your
document to include additional disclosure regarding the basic terms of
the loan agreement
including tranches (if any), restrictive covenants on the conduct of
your business (if any),
the interest rate and maturity of loans granted pursuant to the
agreement and
termination provisions. Please also file the loan agreement as an exhibit to
your registration
statement. Alternatively, please explain why this disclosure and the filing
of the loan agreement
are not required.
Franz-Werner Haas
CureVac B.V.
July 28, 2020
Page 2
Notes to the Consolidated Financial Statements
3.1 Revenue from contract with customers, page F-35
2. Refer to your response to comment 7 and your additional disclosure.
Please tell us why
you believe recognizing revenue from research and development services
at a point-in-
time is consistent with paragraphs 32-38 of IFRS 15.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
We also remind you that your registration statement must be on file no
later than 48 hours
prior to the requested effective date and time. Refer to Rules 460 and 461
regarding requests for
acceleration. Please allow adequate time for us to review any amendment prior
to the requested
effective date of the registration statement.
You may contact Rolf Sundwall at 202-551-3105 or Mary Mast at
202-551-3613 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Alan Campbell at 202-551-4224 or Suzanne Hayes at 202-551-3675 with any
other
questions.
Sincerely,
FirstName LastNameFranz-Werner Haas
Division of
Corporation Finance
Comapany NameCureVac B.V.
Office of Life
Sciences
July 28, 2020 Page 2
cc: Richard D. Truesdell, Jr.
FirstName LastName
