近期，香港证监会、港交所联名致函IPO保荐人，称旨在表达监管层对近期所递交的新上市申请中所观 察到的质量下滑，以及某些不合规行为的监管关切。 据了解，信函提及的不合标准的情况包括所提供的上市文件品质差劣，审查不足，如涉及业务模式的描 述不够清晰、过度使用宣传用语。 实操层面，保荐机构"过度包装"发行人业务的现象并不鲜见。 例如冲刺港股IPO的深圳市华曦达科技股份有限公司（下称"华曦达"）便打出"AI Home"概念，但核心 产品就是电视盒。 华曦达在港股招股书中称其业务解决方案可让用户借助云技术、物联网及AI技术的应用，利用数字视 讯设备、网络通信设备及系统平台轻松掌控居家环境。 事实上，华曦达的核心产品就是电视盒。 信风注意到，华曦达在2023年北交所上市申报材料中曾坦承"公司的销售收入主要以Android TV智能电 视终端的收入为主。" Android TV智能电视终端属于电视盒的细分类型。 随着港股IPO项目数目的增多，上市申请文件质量问题逐渐暴露。 例如在天润科技冲刺上市过程中，北交所原本要求天润科技及其保荐机构开源证券补充募投项目租赁产 房落实情况，包括协议签订时间、租赁价格及费用等。 但是开源证 ...

Core Insights - Soul, a social networking app targeting Gen Z, has submitted its IPO application to the Hong Kong Stock Exchange for the fourth time since initiating its listing plans in 2021 [4][16] - The company reported a revenue of over 2.2 billion yuan in 2024, with an average monthly spending of 104.4 yuan per paying user, and 78.7% of its users belong to the Gen Z demographic [4][10] Company Background - Founded by Zhang Lu, Soul was launched in November 2016 as a "soul social" platform, focusing on emotional connections rather than traditional image-based social networking [5][9] - The app gained popularity by allowing users to interact through virtual avatars and emphasizing shared values over physical appearance [7][10] Financial Performance - Soul initially adopted a "burn money for growth" strategy, with marketing expenses reaching 289.1%, 124.9%, and 118% of total revenue from 2019 to 2021, leading to significant losses [10][18] - In 2023, the company shifted its strategy to focus on existing user value, resulting in an adjusted net profit of 361 million yuan, with profits of 337 million yuan and 286 million yuan reported for 2024 and the first eight months of 2025, respectively [10][18] Revenue Structure - The primary revenue source for Soul is "emotional value services," which includes virtual gifts and membership privileges, accounting for approximately 90% of total revenue [10][11] - Users can purchase "Soul coins" for various virtual items, with prices ranging from 1.6 yuan to 5,333 yuan for premium gifts [11] IPO Journey - Soul's IPO journey began in May 2021 with plans for a NASDAQ listing, initially valued at around 2 billion USD (approximately 130 billion yuan), but was halted due to regulatory pressures and competition-related lawsuits [15][16] - After multiple failed attempts to list, including a submission to the Hong Kong Stock Exchange in 2022 that became invalid due to outdated materials, the company has now reapplied with improved financials and a clearer AI strategy [16][18] Challenges Ahead - Despite recent profitability, Soul faces challenges such as a highly concentrated revenue structure, with 90.8% of income derived from emotional value services and only 9.1% from advertising [18] - User growth has plateaued, with monthly active users peaking at 29.4 million in 2022 and declining to 28 million by August 2023, alongside a shrinking Gen Z user base [18] - The platform also grapples with governance issues, including scams and inappropriate content, and faces potential debt risks related to financial liabilities amounting to 11 billion to 12.4 billion yuan [18][19]

Core Insights - Soul, a social platform targeting Gen Z, has submitted its IPO application to the Hong Kong Stock Exchange for the fourth time, with 2024 revenue projected to exceed 2.2 billion yuan and 78.7% of users being from the Z generation [4][19]. Company Background - Founded by Zhang Lu, Soul was created to address the lack of platforms for genuine emotional expression, distinguishing itself from existing photo-centric social apps [5][7]. - The platform's unique features include anonymous interactions and a focus on "soul communication," which quickly attracted users feeling constrained by traditional social media [7][9]. Financial Performance - Soul initially adopted a "burn money for growth" strategy, with marketing expenses reaching 289.1%, 124.9%, and 118% of total revenue from 2019 to 2021, leading to a revenue increase from 70.7 million yuan in 2019 to 1.28 billion yuan in 2021 [9][10]. - In 2023, Soul shifted its strategy to focus on existing user value, achieving an adjusted net profit of 361 million yuan, with projected profits of 337 million yuan in 2024 and 286 million yuan in the first eight months of 2025 [9][12]. Revenue Model - The primary revenue source for Soul is "emotional value services," which account for approximately 90% of total revenue, including virtual gifts and membership privileges [9][10]. - The average monthly spending per paying user increased from 75.3 yuan in 2022 to 104.4 yuan by August 2025 [12]. IPO Journey - Soul's IPO attempts began in 2021 with a plan to list on NASDAQ, but faced setbacks due to regulatory pressures and legal issues, leading to a shift towards the Hong Kong market [14][17]. - After multiple failed attempts, the company is now better positioned for its fourth IPO attempt, having achieved profitability and developed a clearer AI strategy [17][19]. Challenges Ahead - Soul's revenue structure is heavily reliant on a single business model, with 90.8% of revenue coming from emotional value services, making it vulnerable to fluctuations in user spending [19]. - User growth has plateaued, with monthly active users declining from a peak of 29.4 million in 2022 to 28 million by August 2025 [19]. - The platform faces governance challenges, including issues related to scams and content moderation, as well as potential debt risks from financial obligations totaling between 11 billion to 12.4 billion yuan [19][21].