REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 13th, 2023 • Bowen Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of ___________, 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 • June 13th, 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 • June 13th, 2023 • Bowen Acquisition Corp • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made effective as of _________, 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”).
EARLYBIRDCAPITAL, INC.Bowen Acquisition Corp • June 13th, 2023 • Blank checks • New York
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • June 13th, 2023 • Bowen Acquisition Corp • Blank checks • New York
THIS PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT, dated as of ________, 2023 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and Bowen Acquisition Corp, a Cayman Islands exempted company (the “Company”), and EarlyBirdCapital, Inc., a New York corporation (the “Purchaser”).
RIGHTS AGREEMENTRights Agreement • June 13th, 2023 • Bowen Acquisition Corp • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of ____________, 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 10170 EarlyBirdCapital, Inc. New York, NY 10017Letter Agreement • June 13th, 2023 • Bowen Acquisition Corp • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Bowen Acquisition Corp, a Cayman Islands exempted company (the “Company”), and EarlyBirdCapital, Inc., as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 6,900,000 of the Company’s units (including up to 900,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one ordinary share of the Company, par value $0.0001 per share (the “Shares”), and one right (each, a “Right”). Each Right entitles the holder to receive one-tenth of one Share upon the completion of an initial Business Combination. The Units will be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospect
