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F-1 ·Filed Feb 27, 2026

TTEI

TDE GROUP Ltd
MIXED
Impact 6/10
Horizonmonths Processed8mo ago SEC0001893417-26-000005
Foreign IPO registration
Actionable Insight ◆ Mixed

Monitor for potential PRC regulatory actions on overseas listings and Hong Kong political developments that could impact operations. The dual-class structure limits shareholder influence despite the IPO.

DirectionMixed
Confidencehigh
Horizonmonths

Executive Summary

TDE GROUP Ltd is a Cayman Islands holding company conducting STEAM education services in Hong Kong through its operating subsidiary. The company is conducting an IPO of 3 million Class A shares at $5-6 per share, with proceeds allocated to R&D, expansion into ASEAN/Middle East, and operations. The company faces significant risks including Hong Kong political risks, dual-class voting structure giving 97.6% voting control to the founder, and potential PRC regulatory scrutiny over foreign listings.

Key Financial Metrics

Price Range
$5.00 to $6.00 per share
Rev Growth
+4.4%

Key Facts

  • IPO of 3 million Class A shares at $5-6 per share, raising ~$7-8.4 million net proceeds
  • Company is majority-owned by CEO Kwok Tin Ming who will control 97.6% of voting power post-IPO
  • Operations are entirely in Hong Kong with revenues of $4.58M in FY2025 (up 4.4% YoY)
  • Significant risks include Hong Kong political risks, potential PRC cybersecurity review requirements, and dual-class structure
  • Proceeds will be used for R&D (30%), ASEAN/Middle East expansion (20%), and operations (20%)

Financial Impact

Raises $7-8.4 million net proceeds for R&D, expansion, and operations

revenuedilutionworking capital

Risk Factors

  • Hong Kong political risks and potential PRC regulatory intervention
  • Dual-class structure concentrates voting power with founder
  • Dependence on Hong Kong government education subsidies
  • Potential delisting risk under HFCA Act if PCAOB cannot inspect auditor

Investment Themes

Services

Documents Analyzed

This report is based on 2 SEC documents filed with EDGAR.

DocumentAccession Number
F-1 Filing (Primary)0001893417-26-000005
Exhibit: ex3-4.htm0001893417-26-000005

US Market Status

Market Open — Closes in 1m

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Report published Feb 27, 2026