Zhibao Technology secures $155M Bitcoin-funded private placement

A Shanghai-based insurance technology company just closed one of the more unusual fundraising deals you’ll see this year. Zhibao Technology, which trades on Nasdaq under the ticker ZBAO, announced a definitive Securities Purchase Agreement to raise $154.7 million through a PIPE financing backed entirely by 2,380 Bitcoin.

The deal values each BTC at $65,000, pegged to the market price from July 30. Investors apparently liked what they saw: ZBAO’s stock surged over 79% following the announcement.

How the deal works

PIPE financing, or Private Investment in Public Equity, lets a public company sell shares directly to select investors rather than going through a traditional public offering. In Zhibao’s case, the company is issuing 442 million units at $0.35 per unit to a group of non-US investors.

Each unit comes bundled with one Class A ordinary share and a warrant exercisable at $0.35 over a two-year window.

The transaction is expected to close within 12 business days, assuming Nasdaq grants the necessary share authorizations and regulatory approvals come through.

This is actually a scaled-down version of what Zhibao originally had in mind. A non-binding term sheet from July 22 targeted approximately 3,500 BTC for a planned $220 million PIPE. The final agreement trimmed about $65 million and roughly 1,120 BTC from that initial ambition.

The company says proceeds will fund general operations, business development, and AI-driven R&D for its InsurTech platform. Zhibao also plans to strategically accumulate Bitcoin as a digital asset reserve.

The corporate Bitcoin treasury playbook

Zhibao isn’t buying Bitcoin with cash from its operations or debt. It’s essentially using Bitcoin as the currency of the deal itself, with non-US investors contributing BTC in exchange for equity.

Zhibao launched its InsurTech platform in 2020, operating what it calls a “2B2C” digital embedded insurance model with over 40 proprietary solutions. The company specializes in integrating insurance products directly into other businesses’ customer journeys.

Governance overhaul comes with the cash

Zhibao is undergoing a significant governance restructure as part of the financing agreement. The board will shrink to five members. Four current directors, along with the CEO and CFO, will resign to make room for investor-appointed leadership. Chairman and CEO Botao Ma will keep his seat as a director.

The warrant component adds another layer. If those warrants get exercised, that’s another 442 million shares entering the market at the same $0.35 price, further diluting existing holders.