Shanghai Able Digital Science&Tech Co., Ltd.

Date of prospectus: 28 November 2025

Shanghai Able Digital Science&Tech IPO: A Deep Dive into China’s Digital Education Growth Story

Shanghai Able Digital Science&Tech Co., Ltd. is launching a major initial public offering (IPO) on the Main Board of the Hong Kong Stock Exchange, positioning itself as a prominent provider of digital teaching and learning solutions for higher education institutions in China. With a significant offering size, robust financials, and a clear growth strategy, this IPO is drawing the attention of investors seeking exposure to China’s booming education technology sector.

IPO Snapshot

IPO Symbol: Not disclosed in the prospectus.
Offer Price Range: HK\$62.26 – HK\$76.10 per H Share.
Mid-Point Offer Price (for financial estimates): HK\$69.18.
Total Offer Size: 6,666,700 H Shares (Global Offering), representing approximately 10% of the enlarged share capital post-IPO.
Post-IPO Outstanding Shares: 66,666,700 Shares (including 4,713,900 Domestic Unlisted Shares, 55,286,100 H Shares converted from Domestic Unlisted Shares, and 6,666,700 new H Shares issued via the Global Offering).
Expected Market Capitalization: HK\$4,150.7 million – HK\$5,073.3 million (immediately post-IPO, depending on final offer price selected).

Use of Proceeds:

• 36.7% (approx. HK\$148.4 million): Research and development
• 31.8% (approx. HK\$128.7 million): Enhancing customer service and support capabilities
• 21.5% (approx. HK\$86.9 million): Establishing knowledge graph construction centers
• 10.0% (approx. HK\$40.5 million): Working capital and general corporate purposes

This allocation signals a clear growth-driven strategy, with significant emphasis on R&D and expansion of service capabilities [[28]], [[310]].

Oversubscription Metrics: Not disclosed.

Dividend Policy: No dividends paid or declared during the Track Record Period. The company has no fixed dividend policy or pre-determined payout ratio. Dividends, if any, are at the discretion of the Board and subject to shareholder approval, company performance, and future needs [[30]].

Placement/Issuance Breakdown:
– Hong Kong Public Offering: 666,700 H Shares (10% of Global Offering)
– International Offering: 6,000,000 H Shares (90% of Global Offering)
– Employee Allocation/ESOP: RSUs granted under an equity plan, with no further awards expected post-listing [[375]], [[490]].
– Pre-IPO Investors: Lock-up in effect; no disposals allowed for 12 months post-listing [[149]], [[150]].

Investor Participation & Book Quality

Anchor/Institutional Investors: Specific names not disclosed; Pre-IPO Investors include Datai Yueda, Yueda Taihe, Shanghai Yongcang, Xinjiang Lianchuang, Jinzhuo Hengbang, Bairuixiang VC, ZhongYe ZhiYuan, Guangzhou Chengheng.
Tranche Allocations: 90% International, 10% Hong Kong Public, with possible reallocation up to 15% if Hong Kong public tranche is over-subscribed (details specified but no actual oversubscription figures provided) [[323]], [[325]].
Pre-listing Disposals: None allowed; all existing shareholders and Pre-IPO Investors are under a 12-month lock-up [[149]], [[150]].
Book Quality Assessment: The presence of multiple institutional Pre-IPO Investors and a clear lock-up structure suggests careful book-building and potential for a strong first-day performance, inferred from the prospectus’s emphasis on institutional participation and lock-up discipline.

Deal Parties & Structure

Investment Banks & Underwriters:

• Sole Sponsor / Sole Overall Coordinator / Sole Global Coordinator / Sole Bookrunner: ABCI Capital Limited
• Joint Lead Managers: Livermore Holdings Limited, Tiger Brokers (HK) Global Limited
• Hong Kong Underwriters: ABCI Securities Company Limited, Livermore Holdings Limited, Tiger Brokers (HK) Global Limited [[311]]

Stabilization/Over-allotment: No stabilizing manager appointed; no stabilization activities anticipated [[322]].
Greenshoe Option: Not disclosed.
Listing-Day Performance Support: Based on the roles of the named sponsors and underwriters and their responsibilities as detailed, the presence of established parties could support orderly listing-day trading and investor confidence.

Company Overview: Digital Education Innovation in China

Business Model: Shanghai Able Digital Science&Tech provides digital teaching and learning solutions for higher education institutions in China, offering digital educational content, digital teaching and learning environment services, and related products. Solutions cover teaching, learning, practicing, testing, evaluating, and administration [[10]].
Revenue Streams:

• Digital educational content services and products
• Digital teaching and learning environment services and products

Monetization: Service provision and product sales directly to higher education institutions (universities and vocational colleges).
Key Customer Segments: Higher education institutions in China (universities, vocational colleges).
Geographies: China (Mainland, excluding Hong Kong, Macau, Taiwan for prospectus purposes) [[34]].
Market Position: Highly fragmented market; top five companies held a combined 12.9% revenue share in 2024. Company is described as reputable and among leading players [[10]].
Competitive Advantages: Comprehensive coverage of teaching/learning processes, strong R&D, and partnerships with key institutions.

Financial Health and Performance

Below is a summary of key financial metrics as disclosed in the prospectus (Track Record Period: FY2022, FY2023, FY2024, and six months ended 30 June 2025):

Profitability metrics (e.g., EBIT, EBITDA, net margin), cash flow, debt levels, and other detailed financials: Not directly disclosed in summary form in the prospectus; detailed breakdowns are included in the Accountant’s Report (Appendix I) and unaudited pro forma financial information (Appendix II) [[350]], [[423]].

Capex/Working Capital: Use of proceeds dedicated to R&D, customer support, infrastructure, and working capital. The company’s capex is focused on innovation and knowledge graph infrastructure [[310]].
Interest Coverage/Debt: Not explicitly disclosed.

Industry Dynamics, Market Position, and Management

Industry/Sector Definition and Size: Digital teaching and learning solutions for higher education in China; 2024 total market revenue (for top five companies): 12.9% combined share, indicating a fragmented, high-growth sector [[10]].
Market Share and Ranking: Not quantified for the issuer specifically; described as reputable and a significant player.
Management Team: Key shareholders and leaders include Mr. Wang and Ms. Ge (controlling shareholders, holding 34.6% post-IPO). Detailed names and roles of directors, supervisors, and senior management are listed in the prospectus [[29]], [[76]].

Trends, Timing, and Market Environment

Sector and Demand Trends: Strong digital transformation in China’s higher education, with government-backed initiatives (Double First-Class Initiative, Double High Plan) accelerating adoption of digital learning solutions [[44]].
Recent Developments: Company has completed several rounds of Pre-IPO investments, established new knowledge graph initiatives, and expanded product offerings.
Timing of the IPO:

• Hong Kong Public Offering opens: 9:00 a.m., Friday, 28 November 2025
• Application deadline: 12:00 noon, Wednesday, 3 December 2025
• Price Determination Date: Thursday, 4 December 2025 (or earlier by agreement)
• Results Announcement: Friday, 5 December 2025
• Listing Date: Not explicitly stated but implied as shortly after pricing/results [[5]], [[328]]

Economic/Market Environment: The prospectus describes a robust, policy-driven market with ongoing digitalization in education, supported by significant government funding and reforms.

Conclusion on Market Conditions: The IPO is timed to benefit from strong sector growth, favorable policy tailwinds, and rising demand for digital learning tools in higher education.

Risk Factors

• Technology Obsolescence: Failure to keep pace with technological developments may adversely affect business and results.
• Market Acceptance: Success depends on growing acceptance of digital educational content and services.
• Customer Service Quality: Inadequate service could negatively impact financial performance and reputation.
• Sales Team Execution: Inability to expand or retain a qualified sales force could hamper growth.
• Customer Retention/Acquisition: Inability to retain existing customers or attract new ones poses a material risk.
• Regulatory/Approval Risks: Future capital-raising may be subject to CSRC or other PRC regulatory approvals; failure to comply could impact operations and share price [[72]].
• Liquidity and Market Price: No prior public market for H Shares; price may be volatile post-listing, with a low free float initially due to lock-ups [[75]].
• First-Year Shareholder Lock-up: All existing shareholders and Pre-IPO Investors are restricted from selling shares for 12 months post-listing, potentially impacting liquidity [[149]].
• Forward-Looking Statements: Subject to risks and uncertainties; actual outcomes may differ materially [[46]], [[75]].

Growth Strategy: Expansion and Innovation

Key Growth Initiatives:

• Research & Development: 36.7% of net IPO proceeds allocated (HK\$148.4 million) to R&D, including staff recruitment and infrastructure upgrades.
• Customer Service Expansion: 31.8% of proceeds (HK\$128.7 million) for enhancing service/support capabilities, including hiring and infrastructure.
• Knowledge Graph Construction Centers: 21.5% (HK\$86.9 million) to build 1–2 new centers in selected cities, boosting product development and delivery.
• Working Capital/Corporate Use: 10% (HK\$40.5 million).

The implementation plan is structured over five years, with phased investments from 2026 to 2030 [[310]].

Ownership Structure & Lock-ups

Pre-IPO and Post-IPO Shareholding Structure:

• Controlling Shareholders (Mr. Wang and Ms. Ge): Will collectively hold 34.60% post-IPO [[29]].
• Pre-IPO Investors: Multiple rounds of financing from 2015 to 2020. All existing shareholders and Pre-IPO Investors are locked up for 12 months from Listing Date [[149]], [[150]].
• Public Float: Immediately post-IPO, public float will be approximately 32.71%, exceeding the 25% minimum required by Listing Rules [[150]].
• Employee Incentives: RSUs granted under a pre-listing incentive scheme; no further grants expected post-listing [[490]].

Valuation and Peer Comparison

P/E, P/B, EV/EBITDA, Revenue Growth, Net Margin, ROE, ROA, Dividend Yield: Not disclosed for the issuer or peers in the prospectus; peer company symbols and comparable sector IPOs are not named.
Sector Performance Table: Not provided in the prospectus.

Research & Opinions

Analysts/Institutions: No explicit analyst coverage or price targets included within the prospectus.

IPO Allotment Result

Final Subscription Outcomes by Tranche: Not disclosed in the prospectus.

Listing Outlook

Subscription Worthiness and First-day Performance (Inference):
– Growth Story: The heavy allocation of IPO proceeds to R&D, customer support, and infrastructure, combined with a clear lock-up structure, signals a strong long-term vision.
– Book Quality: Presence of multiple Pre-IPO institutional investors and a disciplined lock-up suggest a quality book and potential for price stability.
– Liquidity: The 12-month lock-up on pre-listing shares may limit liquidity, but public float exceeds minimum requirements.
– Risk Factors: Exposure to technology change, market acceptance, and regulatory risk should be carefully considered.
Based on prospectus data, the IPO appears to offer a compelling growth opportunity in a high-potential sector, but investors should expect initial volatility. The likely first-day trading range will depend on market sentiment and demand, but the strong institutional base and sector tailwinds could support pricing at or above the mid-point of the offer range.

Prospectus Access

To review the full company prospectus and supporting documentation, visit:
www.hkexnews.hk
www.able-elec.com

How to Apply

Application Channels:

• Online via HK eIPO White Form service: www.hkeipo.hk
• Through brokers or custodians who are HKSCC Participants via the HKSCC EIPO channel (using the FINI system)

Application Period:

• Opens: 9:00 a.m., Friday, 28 November 2025
• Closes: 12:00 noon, Wednesday, 3 December 2025

Eligibility: Applicants must be at least 18 years old, have a Hong Kong address (for eIPO White Form), be outside the United States, and not be a U.S. person or a legal/natural mainland China person (except qualified domestic institutional investors). Multiple applications are prohibited except for nominees applying on behalf of underlying investors.
Application Steps: Follow instructions on www.hkeipo.hk or contact your broker/custodian. No physical application channels are available [[3]], [[331]].