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Zhibao Technology Signs Non-Binding Term Sheet for Bitcoin-Backed PIPE Financing with JOYERTECH
Zhibao Technology Inc. (NASDAQ: ZBAO), a Chinese InsurTech company that provides digital embedded insurance through its China Group, announced on July 22 2026 that it has entered into a non‑binding term sheet with JOYERTECH AND INFORMATION OPC. The term sheet outlines a proposed private investment in public equity (PIPE) financing in which the buyer or its designee intends to subscribe for Zhibao securities using consideration that is expected to include approximately 3,500 Bitcoin (BTC). The transaction is subject to a range of conditions, including due diligence, definitive agreements, corporate and regulatory approvals, and compliance with Nasdaq listing requirements.
The term sheet specifies that the buyer’s participation would be structured as a PIPE, meaning the securities would be issued directly to the buyer rather than through a public offering. The consideration is to be paid in Bitcoin, but the exact value in U.S. dollars will depend on the final valuation of the company, the custody arrangements for the BTC, audit verification, and regulatory review. The parties have indicated that the transaction will remain non‑binding until definitive agreements are signed, and no assurance is given that the deal will close.
A key governance element of the proposed transaction is that, upon closing, the buyer is expected to designate a majority of the members of Zhibao’s board of directors. The company has stated that its current management team will continue to oversee day‑to‑day operations of the legacy business until any separation, disposition, or restructuring of the existing business is implemented. This arrangement would create a period of dual control, with the buyer holding a controlling board position while the existing management maintains operational responsibilities.
The announcement triggered a sharp reaction in Zhibao’s stock. According to market data, the share price rose 98.34 % to $0.36, a level that represents an increase of roughly $6 million in company valuation. Trading volume during the session was 6.5 times the average daily volume, indicating strong buying interest. The price movement also generated a peak gain of 31.9 % within a ten‑minute window. The surge follows a series of prior events that have influenced investor sentiment, including a Nasdaq deficiency notice in mid‑July, an insurance cooperation announcement in early July, a director appointment in mid‑May, and a positive earnings report in late March.
Zhibao’s business model centers on a 2B2C (to‑business‑to‑customer) digital embedded insurance platform that it pioneered in China in 2020. The company has developed more than 40 proprietary insurance solutions across sectors such as travel, logistics, utilities, and e‑commerce. Its platform leverages big‑data analytics and artificial‑intelligence to iterate product offerings. The company’s recent capital‑raising activity, including a senior secured convertible note issuance of up to $6.67 million in April, demonstrates an ongoing need for liquidity to support growth and technology development.
At present, the transaction remains contingent on several layers of review. The parties must complete satisfactory legal, financial, and operational due diligence. Definitive agreements must be negotiated and executed. Corporate approvals, including a board resolution, and regulatory approvals, such as those required by the Securities and Exchange Commission and Nasdaq, must be obtained. The Bitcoin consideration also requires custody arrangements and audit verification to satisfy both the buyer and regulatory authorities. Until these conditions are met, the term sheet does not obligate either party to proceed.
In summary, Zhibao Technology has outlined a potential capital‑raising structure that would bring in a significant amount of Bitcoin as consideration. The deal would grant the buyer a controlling board position while allowing existing management to continue operations. The announcement has already driven a substantial increase in the company’s share price, but the transaction remains unconfirmed and subject to multiple approvals. Investors and market participants will need to monitor the progress of due diligence, regulatory filings, and board approvals to determine whether the proposed PIPE will ultimately close.
The term sheet specifies that the buyer’s participation would be structured as a PIPE, meaning the securities would be issued directly to the buyer rather than through a public offering. The consideration is to be paid in Bitcoin, but the exact value in U.S. dollars will depend on the final valuation of the company, the custody arrangements for the BTC, audit verification, and regulatory review. The parties have indicated that the transaction will remain non‑binding until definitive agreements are signed, and no assurance is given that the deal will close.
A key governance element of the proposed transaction is that, upon closing, the buyer is expected to designate a majority of the members of Zhibao’s board of directors. The company has stated that its current management team will continue to oversee day‑to‑day operations of the legacy business until any separation, disposition, or restructuring of the existing business is implemented. This arrangement would create a period of dual control, with the buyer holding a controlling board position while the existing management maintains operational responsibilities.
The announcement triggered a sharp reaction in Zhibao’s stock. According to market data, the share price rose 98.34 % to $0.36, a level that represents an increase of roughly $6 million in company valuation. Trading volume during the session was 6.5 times the average daily volume, indicating strong buying interest. The price movement also generated a peak gain of 31.9 % within a ten‑minute window. The surge follows a series of prior events that have influenced investor sentiment, including a Nasdaq deficiency notice in mid‑July, an insurance cooperation announcement in early July, a director appointment in mid‑May, and a positive earnings report in late March.
Zhibao’s business model centers on a 2B2C (to‑business‑to‑customer) digital embedded insurance platform that it pioneered in China in 2020. The company has developed more than 40 proprietary insurance solutions across sectors such as travel, logistics, utilities, and e‑commerce. Its platform leverages big‑data analytics and artificial‑intelligence to iterate product offerings. The company’s recent capital‑raising activity, including a senior secured convertible note issuance of up to $6.67 million in April, demonstrates an ongoing need for liquidity to support growth and technology development.
At present, the transaction remains contingent on several layers of review. The parties must complete satisfactory legal, financial, and operational due diligence. Definitive agreements must be negotiated and executed. Corporate approvals, including a board resolution, and regulatory approvals, such as those required by the Securities and Exchange Commission and Nasdaq, must be obtained. The Bitcoin consideration also requires custody arrangements and audit verification to satisfy both the buyer and regulatory authorities. Until these conditions are met, the term sheet does not obligate either party to proceed.
In summary, Zhibao Technology has outlined a potential capital‑raising structure that would bring in a significant amount of Bitcoin as consideration. The deal would grant the buyer a controlling board position while allowing existing management to continue operations. The announcement has already driven a substantial increase in the company’s share price, but the transaction remains unconfirmed and subject to multiple approvals. Investors and market participants will need to monitor the progress of due diligence, regulatory filings, and board approvals to determine whether the proposed PIPE will ultimately close.
