内容概要：随着信息技术的飞速发展，在线职业能力培训逐渐成为职业能力培训行业的新宠。在线职业 能力培训作为数字化时代下职业教育的重要形态，正依托政策扶持、技术革新和市场需求实现快速发 展。职业资格考试作为提升个人职业素养和竞争力的关键途径，其在线培训市场呈现出巨大的发展。 2024年，我国在线职业能力培训市场规模从2020年的375亿元增长至469亿元，在线职业认证考试市场规 模从2020年的279亿元增长至345亿元；预计2025年我国在线职业能力培训市场规模将达到484亿元，在 线职业认证考试市场规模将增长至355亿元。 职业能力是人们从事其职业的多种能力的综合，通过职业测试能更好地确定一个人对其从事职业的综合 考量。职业能力可以定义为个体将所学的知识、技能和态度在特定的职业活动或情境中进行类化迁移与 整合所形成的能完成一定职业任务的能力。 在线职业能力培训是指通过互联网平台和技术，为个人提供与工作岗位相关的技能、知识和素质培养的 活动。目前，在线职业能力培训主要商业模式包括B2C、B2B、B2B2C、免费+增值、订阅制等。其 中，B2C是最常见的商业形式。按培训内容划分，在线职业能力培训大致可归为在线职业 ...

Core Viewpoint - Beijing Haixue Education Technology Co., Ltd. has submitted its main board listing application to the Hong Kong Stock Exchange, despite facing significant financial losses and a heavy reliance on its construction training business [1][2]. Financial Risks: Expanding Losses and Cash Flow Pressure - The company has shown a clear trend of "increasing revenue without increasing profit," with revenues growing from 400 million to 511 million yuan from 2022 to 2024, while net losses were 186 million, 175 million, and 90.7 million yuan respectively [2]. - In the first half of 2025, the net loss expanded by 125.7% year-on-year, with revenue declining by 5.3% to 232 million yuan, indicating worsening profitability [2]. - The company reported negative operating cash flow of 1.5 million yuan in the first half of 2025, raising concerns about its ability to sustain operations and fund business strategies [2]. - Accounting losses due to changes in the fair value of financial instruments have contributed significantly to the company's losses, reflecting a disconnect between investor expectations and actual profitability [2]. Business Structure: Overreliance on Construction Training - The company's revenue from construction-related vocational qualification exam courses accounted for nearly 60% of total revenue from 2022 to the first half of 2025 [3]. - This heavy reliance on the construction sector ties the company's performance to the cyclical nature of the real estate and construction industries, which are currently undergoing adjustments [3]. - Although the company is attempting to diversify into finance, law, and healthcare training, it acknowledges that returns from these new ventures may initially be lower than from existing construction-related courses [3]. - The online vocational training market in China is projected to grow from 46.9 billion yuan in 2024 to 60.2 billion yuan by 2029, with a modest compound annual growth rate of 5.1%, posing additional challenges for the company's expansion efforts [3]. Marketing Dependence: High Customer Acquisition Costs and Low Conversion Efficiency - The company's sales and marketing expenses have consistently exceeded 60% of total revenue from 2022 to the first half of 2025, with marketing costs reaching 1.47 billion yuan in the first half of 2025, accounting for 63.4% of total revenue [4]. - Customer acquisition costs have risen to 441.2 yuan in the first half of 2025, up from 414.8 yuan in 2022, yet the company has not seen a stable increase in paying users, with a decrease of 275,200 paying users in 2024 [4]. - In contrast to high marketing expenditures, the company's investment in research and development has been relatively limited, with R&D spending of 23.66 million yuan in 2024, lower than 24.53 million yuan in 2022, and only 4% of total revenue in the first half of 2025 [4]. Compliance Risks: Historical Issues and Ongoing Complaints - The company faces significant compliance risks, having been publicly criticized in 2020 for refund difficulties, which were highlighted by a major media outlet [5][6]. - Despite establishing a special task force and suspending operations of involved subsidiaries, issues have not been fully resolved, with over 8,000 complaints on a consumer complaint platform as of October 30, 2025, primarily related to false advertising, refund difficulties, and inducement to consume [6]. - The company has faced seven administrative penalties since 2016, including a fine of 200,000 yuan in July 2019 for misleading advertising practices [6]. - The company plans to use IPO proceeds for AI technology development, expanding service offerings, and network expansion, but the effectiveness of these investments in improving the business fundamentals remains uncertain [6].

Core Viewpoint - Beijing Haixue Education Technology Co., Ltd. (Haixue) has submitted its listing application to the Hong Kong Stock Exchange, with CMB International as the sole sponsor [1]. Company Overview - According to a report by Frost & Sullivan, Haixue is the fourth largest online vocational training service provider in China by revenue for 2024. It is also the largest provider of online construction vocational training and the second largest for online emergency safety vocational training [3][4]. - The company's offerings cover various fields including construction, emergency safety, finance, law, and healthcare, providing tailored training services and solutions [3][4]. Business Model and Strategy - Haixue has developed a diversified product matrix centered around its flagship brand Haixue, advanced brand Jingjin, and corporate service brand Shupeitong, enabling it to meet diverse online vocational training needs in China [4]. - The company utilizes mainstream e-commerce and social platforms to acquire targeted customer groups, guiding them to register and create Haixue accounts. Initial offerings include learning materials and courses to enhance customer understanding and convert users into paying customers [4]. User Engagement and Efficiency - As of June 30, 2025, Haixue has served approximately 4.3 million paying users and over 130 enterprises and institutions through its Shupeitong platform, providing comprehensive and efficient talent development solutions [5]. - The average marketing return on investment reached approximately 8.9 in 2024, indicating industry-leading performance [5]. Financial Performance - The company's revenue for the six months ending June 30 for the years 2022 to 2025 was approximately 400 million, 472 million, 511 million, and 232 million RMB, respectively. The corresponding losses attributable to owners were approximately 186 million, 175 million, 90.7 million, and 158 million RMB [6][7].

香港聯合交易所有限公司及證券及期貨事務監察委員會對本申請版本的內容概不負責， 對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本申請版本全部或任何部 分內容而產生或依賴該等內容而引致的任何損失承擔任何責任。 Beijing Hiducation Technology Corporation Limited 北京嗨学网教育科技股份有限公司 （於中華人民共和國註冊成立的股份有限公司） 的申請版本 警告 本申請版本乃根據香港聯合交易所有限公司（「聯交所」）及證券及期貨事務監察委員會（「證監會」）的要 求而刊發，僅用作提供資訊予香港公眾人士。 本申請版本為草擬本，其內所載資訊並不完整，亦可能會作出重大變動。 閣下閱覽本文件，即代表 閣 下知悉、接納並向Beijing Hiducation Technology Corporation Limited（北京嗨學網教育科技股份有限公司） （「本公司」，連同其附屬公司統稱「本集團」）、本公司的獨家保薦人、整體協調人、顧問及包銷團成員表 示同意： 於本公司招股章程根據香港法例第32章公司（清盤及雜項條文）條例送呈香港公司註冊處處長登記前， 不會向香港公眾人士提出要約或邀 ...