STOCK TITAN

Zhibao Technology (NASDAQ: ZBAO) plans Bitcoin PIPE financing

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Zhibao Technology Inc. entered into a non-binding term sheet with JOYERTECH AND INFORMATION OPC for a proposed private investment in public equity (PIPE) financing. The term sheet contemplates consideration of approximately 3,500 Bitcoins and is subject to due diligence, definitive agreements, corporate and regulatory approvals, Nasdaq listing compliance, and other customary closing conditions. The company states there is no assurance the transaction will be completed.

Zhibao is described as a high-growth InsurTech company in China, operating a 2B2C digital embedded insurance model. Through its proprietary PaaS platform, launched in 2020, it has developed over 40 digital insurance solutions across sectors such as travel, sports, logistics, utilities, and e-commerce.

Positive

  • None.

Negative

  • None.

Filing Explained

The proposed PIPE has not reached a completed financing or disclosed share issuance; its approximately 3,500-Bitcoin consideration is not yet an assessable holder-impact measure.

The Form 6-K reports interim information from a foreign private issuer; here, the company furnished a press release about the proposed PIPE. The transaction remains a non-binding proposal rather than a completed financing, so the filing does not establish that securities have been issued.

The report states that the 6-K and its exhibit are furnished and are not deemed filed for Section 18 purposes or incorporated by reference into other SEC filings unless specifically referenced. Beyond the approximately 3,500 Bitcoins described as consideration, the complete disclosure does not identify the securities, pricing, dilution, use of proceeds, or conversion mechanics, leaving the financing's economics and effect on existing common holders unassessable at this stage.

Proposed PIPE consideration approximately 3,500 Bitcoins Consideration outlined in non-binding term sheet with JOYERTECH AND INFORMATION OPC
Digital insurance solutions over 40 Number of proprietary digital insurance solutions developed across multiple industries
Platform launch year 2020 Launch year of Zhibao China Group’s first digital insurance brokerage platform in China
Report date July 22, 2026 Date of the report and related press release announcing the non-binding term sheet
private investment in public equity financial
"non-binding term sheet outlining a proposed private investment in public equity (PIPE) financing"
Private investment in public equity occurs when investors buy shares directly from a company that is publicly traded, often at an early stage or at a discount, instead of purchasing them on the open market. This allows investors to acquire a stake more quickly and with potentially better terms, which can influence the company's future growth and stability—making it an important option for those seeking to support or benefit from a company's development.
2B2C digital embedded insurance financial
"a pioneer of the 2B2C digital embedded insurance model in China"
Platform as a Service technical
"digital insurance brokerage platform powered by their proprietary PaaS (Platform as a Service)"
Platform as a service (PaaS) is a cloud-based offering that gives developers an online workbench — including tools, templates and computing power — to build, test and run applications without managing underlying hardware or servers. Investors care because PaaS often creates recurring revenue, faster customer deployment and higher margins than selling hardware, while also signaling potential for customer loyalty and scalable growth similar to a subscription toolbox that companies keep returning to.
InsurTech financial
"a leading high-growth InsurTech company primarily engaging in digital insurance brokerage"
Insurtech is the use of technology to improve and innovate the insurance industry. It involves developing digital tools and platforms that make buying, managing, and claiming insurance easier, faster, and more personalized—similar to how online banking transformed traditional banking services. For investors, insurtech represents an opportunity to support companies that are changing how insurance works and potentially capturing new markets through innovation.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What PIPE transaction did Zhibao Technology (ZBAO) disclose?

Zhibao Technology disclosed a non-binding term sheet with JOYERTECH AND INFORMATION OPC for a proposed PIPE financing, using approximately 3,500 Bitcoins as consideration, subject to due diligence, definitive agreements and multiple corporate and regulatory approvals.

How large is the proposed Bitcoin consideration in ZBAO’s PIPE term sheet?

The proposed PIPE term sheet contemplates approximately 3,500 Bitcoins as consideration. This amount is part of a non-binding agreement that may change and remains contingent on satisfactory due diligence, final documentation and required approvals before any transaction can close.

Is Zhibao Technology’s (ZBAO) PIPE financing agreement final?

No. The agreement is a non-binding term sheet, not a definitive contract. Completion depends on due diligence, negotiation and execution of final agreements, corporate and regulatory approvals, Nasdaq listing compliance and other customary conditions, and there is no assurance the transaction will be consummated.

Who is the buyer in Zhibao Technology’s (ZBAO) proposed PIPE deal?

The proposed PIPE financing term sheet is with JOYERTECH AND INFORMATION OPC as the buyer. The document outlines principal terms only, remains non-binding, and is subject to due diligence, definitive documentation and necessary approvals before any investment would occur.

What business model does Zhibao Technology (ZBAO) operate?

Zhibao operates a 2B2C digital embedded insurance model through its China group entities. It runs a proprietary PaaS-based digital insurance brokerage platform, launched in 2020, and has developed over 40 solutions for industries such as travel, sports, logistics, utilities and e-commerce.

What risks does Zhibao Technology (ZBAO) highlight about this proposed PIPE?

Zhibao highlights that the term sheet is non-binding and subject to many conditions. It cites risks around entering definitive agreements, market conditions, valuation changes, regulatory approvals, Nasdaq compliance and other factors discussed in its Form 20-F and F-1 filings.

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of July 2026

 

Commission File Number: 001-42000

 

Zhibao Technology Inc.

(Translation of registrant’s name into English)

 

Floor 3, Building 6, Wuxing Road, Lane 727

Pudong New Area, Shanghai, China, 201204

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

Form 20-F ☒            Form 40-F ☐

 

 

 

  

 

  

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

 

On July 22, 2026, Zhibao Technology Inc. (the “Company”) has issued a press release titled “Zhibao Technology Inc. Announces Signing a Non-Binding Term Sheet for Approximately 3,500 Bitcoins as consideration for PIPE Financing,” a copy of which is attached hereto as Exhibit 99.1 to this Report on Form 6-K.

 

The information furnished in this Report on Form 6-K, including Exhibits 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such a filing.

 

Forward-Looking Statements

 

This Form 6-K includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements generally can be identified by the use of words such as “anticipate,” “expect,” “plan,” “could,” “may,” “will,” “believe,” “estimate,” “forecast,” “goal,” “project,” and other words of similar meaning. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the Company’s ability to enter into the definitive agreement with the potential buyer, Company’s goals and strategies, the Company’s business development, financial condition and results of operations, change in valuation, changes in the Company’s expenditures, general economic and business conditions globally, and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in the Company’s annual report on Form 20-F and current report on Form 6-K and other documents filed with the SEC. Forward-looking statements speak only as of the date of this Form 6-K. Except as required by law, the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

 

EXHIBIT INDEX

 

Exhibit No.   Description
99.1   Press Release

 

 1 

 

  

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  Zhibao Technology Inc.
   
  By: /s/ Botao Ma
  Name: Botao Ma
  Title: Chief Executive Officer

 

Date: July 22, 2026

 

 2 

 

 

 

Exhibit 99.1

 

Zhibao Technology Inc. Announces Signing a Non-Binding Term Sheet for Approximately 3,500 Bitcoins as consideration for PIPE Financing

 

SHANGHAI, July 22, 2026 — Zhibao Technology Inc. (NASDAQ: ZBAO) (“Zhibao,” “we,” or the “Company”), a leading high-growth InsurTech company and pioneer of the 2B2C digital embedded insurance model in China, today announced that it has entered into a non-binding term sheet (the “Term Sheet”) with JOYERTECH AND INFORMATION OPC (the “Buyer”) outlining the principal terms of a proposed private investment in public equity (“PIPE”) financing (the “Transaction”).

 

The signed term sheet is non-binding and the proposed Transaction remains subject to, among other things, the completion of satisfactory legal, financial, and operational due diligence, the negotiation and execution of definitive agreements, applicable corporate and regulatory approvals, compliance with Nasdaq listing requirements, and the satisfaction of other customary closing conditions. No assurance can be given that definitive agreements will be executed or that the proposed Transaction will be consummated on the terms described herein, or at all.

 

Key Transaction Structure & Strategic Highlights

 

PIPE Issuance & Bitcoin Consideration: The Buyer (or its designated entity) intends to subscribe for securities in a proposed PIPE financing of the Company, with consideration expected to include approximately 3,500 Bitcoin (“BTC”), subject to final valuation, custodial arrangements, audit verification, regulatory review, Nasdaq compliance, and the execution of definitive agreements.

 

Proposed Control Transition: Subject to the terms and conditions of definitive agreements, the Company intends to maintain its existing operations while the Buyer is expected to designate a majority of the members of the board of directors at the closing of the PIPE financing.

 

Management of existing business: Until the separation, disposition, or other restructuring of the Company’s existing business, the current management team is expected to continue overseeing the day-to-day operations of the legacy business.

 

About Zhibao Technology Inc.

 

Zhibao Technology Inc. is a leading and high growth InsurTech company primarily engaging in providing digital insurance brokerage services through its operating entities (“Zhibao China Group”) in China. 2B2C (“to-business-to-customer”) digital embedded insurance is the Company’s innovative business model, which Zhibao China Group pioneered in China. Zhibao China Group launched the first digital insurance brokerage platform in China in 2020, which is powered by their proprietary PaaS (“Platform as a Service”).

 

Zhibao has developed over 40 proprietary and innovative digital insurance solutions addressing different scenarios in a wide range of industries, including but not limited to travel, sports, logistics, utilities, and e-commerce. Zhibao acquires and analyzes customer data, utilizes big data and AI technology to continually iterate and enhance its digital insurance solutions. This iterative process, in addition to continually improving its digital insurance solutions, will keep it abreast of the new trends and customer preferences in the market. For more information, please visit: ir.zhibao-tech.com.

 

  

 

 

Forward-Looking Statements

 

Statements in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “is/are likely to,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations that arise after the date hereof, except as may be required by law. These statements are subject to uncertainties and risks including, but not limited to, the uncertainties related to market conditions, and other factors discussed in the “Risk Factors” section of our annual reports on Form 20-F (as amended) and registration statements on Form F-1 (as amended) that have been filed or will be filed from time to time with the SEC. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statements and other filings with the SEC. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov.

 

Investor Relations Contact

 

Zhibao Technology Inc.

Investor Relations

Office Email: ir@zhibao-tech.com

 

Skyline Corporate Communications Group, LLC

Scott Powell, President

Avenues Tower

1177 Avenue of the Americas, 5th floor

New York, NY 10036

Office: (646) 893-5835

Email: info@skylineccg.com

 

 

  

Filing Exhibits & Attachments

1 document