InsurTech exits the chat: Zhibao trades $220M of stock for 3,500 $BTC and a new board 🧾

Zhibao Technology Inc., a Nasdaq-listed Shanghai-based company that sells digital insurance products in China, said Wednesday it has signed a non-binding term sheet under which Joyertech and Information OPC would subscribe to a PIPE financing of the company in exchange for approximately 3,500 Bitcoin, worth roughly $220 million at current prices. The deal is "subject to final valuation, custodial arrangements, audit verification, regulatory review, Nasdaq compliance, and the execution of definitive agreements," according to the company's press release. Zhibao trades on the Nasdaq under the ticker $ZBAO.

The transaction is structured as a private investment in public equity, meaning shares would be issued directly to the buyer rather than sold on the open market, and payment would be made in $BTC rather than cash, seating a treasury on the balance sheet from day one rather than requiring the issuer to purchase Bitcoin separately. Per the term sheet, the buyer "is expected to designate a majority of the members of the board of directors at the closing of the PIPE financing," giving Joyertech effective control of the company once the deal closes. The current founders would "continue overseeing the day-to-day operations of the legacy business" until a later "separation, disposition, or other restructuring," according to the release.

Zhibao describes itself as "a leading high-growth InsurTech company and pioneer of the 2B2C digital embedded insurance model in China" and says it launched the first digital insurance brokerage platform in the country in 2020, built on its own cloud-based platform-as-a-service. Just one week before the announcement, on July 15, the company disclosed it had received a Nasdaq deficiency letter for trading below $1 per share, with the stock recently hovering around $0.22. Hours after the $BTC-funded PIPE was announced, $ZBAO climbed from $0.15 to $0.40 before settling around $0.24, a sharp pullback but still roughly a 60% gain on the day.

The structure mirrors a wave of corporate Bitcoin treasury moves that began when Strategy, formerly MicroStrategy, started accumulating $BTC in 2020, though Zhibao's arrangement skips the intermediate cash raise by taking the Bitcoin as payment. Similar PIPE-for-Bitcoin transactions have been used by other public companies remaking their balance sheets around the asset over the past two years, with firms large and small reshaping their capital structures to hold $BTC directly.