Zhibao Technology signs PIPE agreement for 2,380 BTC to change leadership

Zhibao Technology, a Nasdaq-listed insurtech company, signed a 154.7 million dollar private investment in public equity (PIPE) agreement payable in 2,380 BTC. Upon closing, investors will control the board and management. The agreement allows investors to purchase 442 million units at 0.35 dollar each, totaling 884 million potential new shares. Investors will appoint four of five directors and select a new CEO and CFO, leading to the resignation of four current directors and the existing CEO and CFO. The agreement fixes BTC at 65,000 dollars based on July 30 prices. Each of the 10 investors will receive 44.2 million units for 15.47 million dollars, payable with 238 BTC. Zhibao's current share structure cannot accommodate the issuance without changes, as it has 32,184,970 Class A shares and 16,816,692 Class B shares outstanding, with 450 million Class A shares authorized. The issuance would dilute existing shares significantly. Closing is expected within 12 business days of July 31, contingent on several conditions including sufficient authorized capital and regulatory approvals. Zhibao also faces a Nasdaq minimum-bid deficiency, needing to maintain a stock price above 1 dollar for 10 consecutive business days by January 6, 2027. Each investor must legally own their allocated BTC and transfer it to a designated custodian wallet by closing.

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