REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 14th, 2023 • Bowen Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 11, 2023, is made and entered into by and among Bowen Acquisition Corp, a Cayman Islands exempted company (the “Company”), Createcharm Holdings Ltd, a British Virgin Islands company, and Bowen Holding LP, a Delaware limited liability company (each a “Sponsor” and collectively the “Sponsors”), EarlyBirdCapital, Inc. (“EBC”) and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsors and EBC and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
6,000,000 Units BOWEN ACQUISITION CORP UNDERWRITING AGREEMENTUnderwriting Agreement • July 14th, 2023 • Bowen Acquisition Corp • Blank checks • New York
Bowen Acquisition Corp, a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (“EarlyBird” or the “Representative”) and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”; provided that, if only EarlyBird is listed on such Schedule A, any references to the Underwriters shall refer exclusively to EarlyBird), as follows:
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 14th, 2023 • Bowen Acquisition Corp • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made effective as of July 11, 2023 by and between Bowen Acquisition Corp, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 14th, 2023 • Bowen Acquisition Corp • Blank checks • New York
This agreement, made and entered into effective as of July 11, 2023 (“Agreement”), by and between Bowen Acquisition Corp, a Cayman Islands exempted company (“Company”), and the undersigned indemnitee (“Indemnitee”).
EARLYBIRDCAPITAL, INC. New York, New York 10017 July 11, 2023Bowen Acquisition Corp • July 14th, 2023 • Blank checks • New York
This is to confirm our agreement (this “Agreement”) whereby Bowen Acquisition Corp, a Cayman Islands exempted company (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with the Company’s merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination (in each case, a “Business Combination”) with one or more businesses or entities (each a “Target”) as described in the Company’s Registration Statement on Form S-1 (File No. 333-272076 filed with the Securities and Exchange Commission (“Registration Statement”) in connection with its initial public offering (“IPO”).
RIGHTS AGREEMENTRights Agreement • July 14th, 2023 • Bowen Acquisition Corp • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of July 11, 2023 between Bowen Acquisition Corp, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as rights agent (the “Rights Agent”).
Bowen Acquisition Corp New York, NY 10170Letter Agreement • July 14th, 2023 • Bowen Acquisition Corp • Blank checks
This letter agreement (this “Agreement”) by and between Bowen Acquisition Corp (the “Company”) and Bowen Holding LP (“Bowen”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on the Nasdaq Global Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
