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Bowen Acquisition Corp

CIK: 19730562 Annual ReportsLatest: 2025-04-15

10-K / April 15, 2025

Revenue:N/A
Income:$2,963,852

10-K / March 29, 2024

Revenue:N/A
Income:$1,484,790

10-K / April 15, 2025

Company Summary of Bowen Acquisition Corp

Business Overview

  • Type: Blank check company (special purpose acquisition company - SPAC)
  • Formation Date: February 17, 2023
  • Jurisdiction: Cayman Islands (exempted company)

Purpose

  • To effect a Business Combination with one or more businesses, primarily focusing on mergers, share exchanges, asset acquisitions, share purchases, reorganizations, or similar transactions.
  • Not limited to any specific industry or geographic region, but has an intended focus on businesses in Asia.

Organizational Activities

  • Initial Public Offering (IPO):
    • Sold 6,000,000 units at $10.00 each, raising $60 million.
    • Each Unit includes:
      • 1 Ordinary Share (par value $0.0001)
      • 1 Right (entitling holder to receive 1/10 of an Ordinary Share upon Business Combination)
    • Over-allotment exercised for additional 900,000 Units, raising an extra $9 million.
  • Private Placements:
    • Sold 330,000 private units at $10.00 each for $3.3 million.
    • Additional private units purchased following over-allotment exercise.
  • Sponsors & Shareholders:
    • Createcharm Holdings Ltd and Bowen Holding LP are the main sponsors.
    • Sponsors held Founder Shares worth $25,000.
    • Founders and sponsors have registration rights and are subject to transfer restrictions.
  • Officers & Directors:
    • Planned officers include Jiangang Luo (CEO), Jing Lu (CFO), Na Gai (Chairwoman), Lawrence Leighton, Wei Li, and Jun Zhang.
    • Board of directors divided into three classes serving three-year terms.

Financial Status (as of December 31, 2024)

  • No operating revenue has been generated.
  • Interest income earned on the trust account totaling approximately $3.68 million in 2024, primarily from U.S. government securities held in the trust.
  • Net income for 2024:
    • Approximately $2.96 million
    • Composed of:
      • Income from trust account interest earnings
      • Offset by operating costs and interest expense.
  • Expenses:
    • Formation and operating costs, legal, advisory, and transaction costs.
    • Significant professional and administrative fees.
  • Liquidity:
    • Cash & equivalents: $103,774 (as of December 31, 2024)
    • Working capital deficit of approximately $799,056.
  • Trust account balance:
    • $75.79 million (held in U.S. government securities)

Key Transactions & Developments

  • Business Combination:
    • Entered into an agreement with Shenzhen Qianzhi BioTechnology Co. Ltd. (Qianzhi), a Chinese company.
    • The merger process involves Qianzhi becoming a wholly owned subsidiary of a new Cayman Islands company (NewCo).
    • Upon completion, existing shareholders of Qianzhi will receive approximately 7.25 million of Bowen’s shares plus earnout consideration up to 1.4 million shares based on future performance.
    • The transaction is awaiting regulatory approval.
  • Extension & Redemption:
    • Extensions granted to delay Business Combination until July 14, 2025.
    • Redeemed approximately 6.15 million shares at about $10.99 in total to extend the deadline.
    • As of April 15, 2025, remaining public shares are about 744,473, with $8.2 million approximately left in trust.

Summary

  • No revenue or profit yet—primary activities focus on preparing for and executing a Business Combination.
  • The company’s main assets are the funds held in the trust account from its IPO, totaling approximately $75.79 million.
  • Currently, the company has no employees but is managed by appointed officers and a board of directors.
  • The company is actively engaged in legal and regulatory preparations to complete its planned merger with Qianzhi, which is a Chinese biotech firm specializing in personal hygiene and disinfection products in China.