Bowen Acquisition Corp (NasdaqGM:BOWN) execution of an agreement to acquire Shenzhen Qianzhi BioTech Company Limited for approximately CNY 640 million on January 18, 2024. Pursuant to the merger agreement, Qianzhi BioTech Shareholders will receive an aggregate of 7,246,377 ordinary shares of BOWN and have the right to receive up to an additional 1,400,000 ordinary shares of BOWN upon the achievement of certain earnout targets as provided for in the merger agreement. Upon the closing of the merger, the combined company is expected to remain a NASDAQ-listed public company trading under a new ticker symbol.

Qianzhi BioTech?s executive management team will continue to lead the combined company. The transaction is subject to regulatory and stockholder approval by the stockholders of BOWN and Qianzhi BioTech and the satisfaction of certain other customary closing conditions. The majority shareholder of Qianzhi BioTech has agreed to vote in favor of the Merger.

The transaction has been approved by the boards of directors of both BOWN and Qianzhi BioTech and is expected to be consummated in the second or third quarter of 2024. Graubard Miller acted as U.S. legal advisor to BOWN, Han Kun Law and Ogier are serving as PRC and Cayman legal advisors, respectively to BOWN. Becker & Poliakoff acted as U.S. legal advisor to Qianzhi BioTech, and Jingsh & H Y Leung (Qianhai) Law Firm acted as PRC legal advisor to Qianzhi BioTech.