Tin Design Limited 雅䤾室內設計有限公司

The Investment Case

A real, profitable operating business.

What separates Tin Design from that cohort is not narrative — it is the balance sheet, the backlog, and twenty-six years of continuous operating history.

Scale that clears the new bar

Nasdaq's June 2026 rule change imposed a US$25M minimum raise on Hong Kong issuers, eliminating the sub-scale shell listings that damaged the sector. Tin Design's revenue base is an order of magnitude larger than the HK fit-out companies that listed on Nasdaq in 2024–25 — two of which had under US$4M of annual revenue.

Vertical integration

An owned furniture manufacturing facility with imported equipment and environmentally friendly solid timber. Design, joinery and installation sit inside one P&L. That is the structural reason margins sit above the 0.7%–6.4% net band typical of pure HK sub-contractors.

Institutional-grade client roster

MTR Corporation. Hong Kong International Airport Third Runway (including the fire station). City University of Hong Kong. Repeat private commissions at 90 Repulse Bay Road, Stanley Knoll, Jardine's Lookout, Villa Lucca and Park Avenue. Public-sector and blue-chip work is the revenue that survives a property downturn.

Registered contractor status

Registered Minor Works Contractor (Company) under the Hong Kong Buildings Department. Licensing is a genuine barrier to entry in this market and a precondition for the government and quasi-government tenders that anchor the order book.

Profitable before listing

Tin Design intends to qualify under Nasdaq's Net Income Standard (Rule 5505(b)(3)) rather than relying on a market-value test — a materially higher-quality entry route than most of the cohort, which lists on the MVLS standard while loss-making.

Capital that compounds

Fit-out is working-capital constrained: performance bonds and retention money cap the size of contract a private contractor can bid. IPO proceeds directly unlock a larger tender bracket — the clearest line from proceeds to earnings in the sector.

About Tin Design

A design-and-build platform, founded by industry leaders, run as one company.

Founded in 2000 and formally incorporated in Hong Kong in 2007, Tin Design Limited (雅䤾室內設計有限公司) is run by design-industry veterans with more than two decades of combined experience. We built our name by blending traditional craftsmanship with modern design sensibility into a distinct, recognisable brand.

Unlike a typical design studio, Tin Design operates as a fully integrated one-stop platform: interior design, renovation contracting, our own furniture manufacturing, materials procurement and after-sales service — all delivered under a single centralised management system. We manufacture custom furniture in-house using imported equipment and environmentally responsible solid wood, a vertically integrated model that few interior design companies in Hong Kong can match.

We have completed projects across residential apartments, houses, offices, industrial buildings, shops and commercial spaces for clients in Hong Kong, Mainland China and overseas.

Our operating philosophy is simple: integrity first, quality to survive, green harmony as our purpose — serving every client with the aim of earning long-term trust and market recognition.

Looking ahead, Tin Design is preparing to pursue a listing on a U.S. stock exchange as the next chapter in its growth — carrying a Hong Kong-built, vertically integrated design-and-build platform onto the global stage.

2000Year Founded

160+Design & Construction Staff

2Showrooms in Hong Kong

10,000Sq. Ft. Flagship Showroom, To Kwa Wan

1In-House Furniture Factory

Twenty-six years of one-stop design and fit-out.

Operating Model

The company is deliberately structured so that a single contract can be delivered end to end without subcontracting the margin away. Design and space planning are produced in-house. Bespoke joinery and cabinetry are manufactured at the company's own furniture factory using imported equipment and environmentally friendly solid timber. Site delivery, project management and post-completion maintenance are carried out by directly employed teams.

Segments

Illustrative segment mix for modelling purposes only — to be replaced with audited segmental disclosure.
Segment	Scope	Illustrative mix
Luxury residential	Full design & fit-out, show flats	~42%
Commercial & office	Offices, retail, F&B	~27%
Institutional / public	MTR, airport, universities	~21%
Furniture manufacture	Bespoke joinery, third-party supply	~10%

Selected Clients & Projects

Source: Company profile deck, 2024/2026 edition.
Client / Project	Type
MTR Corporation Limited 香港鐵路有限公司	Public transport infrastructure
HKIA Third Runway & Fire Station	Aviation infrastructure
City University of Hong Kong — Lodge Bistro 城市大學酒店餐廳	Institutional F&B
90 Repulse Bay Road 淺水灣道90號	Ultra-prime residential
Stanley Knoll 赤柱山莊	Prime residential
Villa Lucca — Show House 林海山城示範單位	Developer show unit
Park Avenue 柏景灣	Residential
Jardine's Lookout 渣甸山	Prime residential
Silver Lake Duplex 銀湖・天峰複式	Duplex residential
Mum Aroi Thai Restaurant 夢亞萊泰國餐廳	F&B

Trusted across sectors, not just residential.

Public Transport

MTR Corporation Limited

Higher Education

City University of Hong Kong

Aviation Infrastructure

HK Int'l Airport (Three-Runway System & Fire Station)

Food & Beverage

Mum Aroi Thai Restaurant & other operators

Private Residential

Repulse Bay · Stanley · Jardine's Lookout · Silver Lake

Geography

Hong Kong · Mainland China · Middle East, Southeast Asia, Singapore & more

Milestones & Credentials

Twenty-six years of steady growth.

The credentials below sit at the foundation of our IPO readiness — a registered corporate structure, a licensed construction capability, and a workforce built to scale.

2000

Studio Founded

Tin Design begins operating in Hong Kong as an interior design and renovation studio, combining traditional tastes with modern trends.

Growth Phase

Vertical Integration

Establishment of an in-house furniture factory and expansion to two showrooms in Hong Kong, including a 10,000 sq ft flagship in To Kwa Wan.

2012 – 2027

Registered Minor Works Contractor

Registered with the Buildings Department under the Buildings Ordinance (Cap. 123, Section 8A) for Alteration & Addition, Repair, Finishes, Structures for Amenities, and Demolition works (Classes II & III).

Registration No. MWC 1033/2012 · valid to 22 Nov 2027

Current

International Expansion

Building on a Hong Kong foundation maintained in good standing, Tin Design is extending its footprint into new international markets — including the UAE, the wider Middle East, Singapore, Malaysia and Japan.

Financial Profile

Financial Data & Forecasts

Placeholder Data
The figures in this section are illustrative placeholders. They have been constructed to be internally consistent and consistent with the scale implied by a 160-person site team, showrooms and an owned manufacturing facility. They are not Tin Design's actual results and must be replaced with PCAOB-audited financial statements before this material is shown to any prospective investor.

Illustrative only. FY2026E onwards assumes IPO completion in Q1 2028 is *not* yet contributing; FY2027E–28E growth reflects organic tender-bracket expansion only. HK$7.80 = US$1.00.
HK$ million unless stated	FY2023	FY2024	FY2025	FY2026E	FY2027E	FY2028E
Revenue	285.0	341.6	409.8	478.0	602.0	741.0
Growth %	—	19.9%	20.0%	16.6%	25.9%	23.1%
Gross profit	52.7	65.6	81.1	96.5	124.0	155.6
Gross margin %	18.5%	19.2%	19.8%	20.2%	20.6%	21.0%
EBITDA	26.4	33.8	43.1	52.6	69.2	88.9
Net profit	18.5	24.1	31.2	38.0	50.6	65.2
Net margin %	6.5%	7.1%	7.6%	7.9%	8.4%	8.8%
Net profit — US$m	2.37	3.09	4.00	4.87	6.49	8.36
Order backlog (year-end)	198	262	341	430	560	690

20%

Revenue CAGR

FY2023–FY2025, illustrative

7.6%

FY2025 net margin

vs 0.7%–6.4% typical band for listed HK fit-out contractors

0.83x

Backlog / revenue

FY2025 year-end coverage

3 yrs

Consecutive profitability

Clears Nasdaq Rule 5505(b)(3) net income test

Market Context

Where the real demand lies

Hong Kong new-build residential development has cooled. Renovation, maintenance, alteration and addition works — RMAA — and institutional fit-out have not. Tin Design's revenue sits predominantly in the second category.

Public-sector capital works

The Third Runway System, Northern Metropolis, hospital redevelopment and MTR expansion generate multi-year fit-out and finishing packages awarded to registered contractors. Tin Design has already delivered work on the Third Runway programme and for the MTR Corporation.

Ageing building stock

Hong Kong's private housing stock skews old, and mandatory building and window inspection schemes push a continuous, non-discretionary RMAA workload that is structurally uncorrelated with new-launch volumes.

Office churn, not office growth

Elevated Grade-A vacancy is negative for developers but positive for fit-out: tenants relocating to better space on cheaper rents drives reinstatement and re-fit volume. Restacking and churn work is the counter-cyclical part of the market.

Greater Bay Area extension

The company's owned furniture manufacturing base gives it a cost structure that can serve both Hong Kong delivery and cross-boundary supply, with Macau hospitality fit-out an adjacent, higher-margin market.

Consolidation opportunity

The Hong Kong fit-out sector is highly fragmented and, as the listed comparables show, financially stressed. A capitalised consolidator with listed paper is in an unusually strong acquisition position.

Barrier: licensing and bonding

Registered contractor status plus the balance sheet to post performance bonds are the two things that separate bidders for institutional work from bidders for flats. Tin Design has the first; the IPO supplies the second.

Benchmark Company Analysis

Comparing listed industry peers

Two universes matter for pricing this deal: Hong Kong-listed fit-out contractors, which set the fundamental multiple, and Hong Kong companies that actually listed on Nasdaq, which set the achievable multiple. The gap between the two is the whole argument for a US listing — and the reason underwriters must price it honestly.

A. HKEX-listed interior design & fit-out contractors

Prices and multiples as at 24 July 2026. * K.W. Nelson's +2,020% day-one move reflects a GEM placing-only listing with no public tranche — a mechanism HKEX abolished in February 2018. It is not a meaningful IPO return, and the stock is −48.5% from issue today. Macau issuers reported in MOP, converted at MOP1 = HK$0.971. Raffles Interior has been suspended since 1 April 2026. Tin Design figures are illustrative placeholders.
Company	Code	Business	Revenue HK$m	Net profit HK$m	Net margin	IPO date	Day-1 return
Sundart Holdings 承達集團	1568	Integrated fit-out — hotels, casinos, commercial	5,135.8	267.3	5.2%	29 Dec 2015	+8.7%
Able Engineering 安保工程	1627	Building works, RMAA, fitting-out & interior	9,177.0	287.6	3.1%	20 Feb 2017	+6.4%
Superland Group 德合集團	0368	Fitting-out, renovation, repair & maintenance	900.8	22.3	2.5%	17 Jul 2020	+11.1%
Steve Leung Design 梁志天設計	2262	Interior design consultancy	422.7	11.2	2.7%	5 Jul 2018	+30.7%
Sanbase Corporation 莊皇集團	8501	Office interior fit-out, restacking, reinstatement	344.7	(13.6)	−3.9%	4 Jan 2018	+9.6%
Chi Ho Development 志浩發展	8423	Renovation, maintenance, A&A, fitting-out	290.8	(63.3)	−21.8%	13 Mar 2017	+1.7%
Lai Si Enterprise 黎氏企業	2266	Macau fitting-out & A&A — casinos, hotels	190.9	7.8	4.1%	10 Feb 2017	+26% – +48%
AB Builders Group 奧邦建築	1615	Macau fitting-out & structural works	265.1	1.9	0.7%	10 Sep 2018	−6.0%
Raffles Interior 萊佛士內飾	1376	Singapore/Malaysia interior fitting-out	~275	(24)	−8.8%	7 May 2020	+26.0%
K.W. Nelson Interior 建溢集團	8411	Interior decoration, fit-out, maintenance	48.8	3.1	6.4%	8 Dec 2016	+2,020%*
Wah Wo Holdings 華和集團	9938	Façade, curtain wall + building renovation	410.6	(5.0)	−1.2%	17 Jan 2020	+60.0%
Tin Design (illustrative) 雅䤾室內設計	—	Design + fit-out + owned furniture manufacture	409.8	31.2	7.6%	Q1 2028E	—

+10.4%

Median day-1 return

Ten conventional offerings, excluding the pre-2018 GEM placing-only listing

3.4–5.2x

P/E of the two largest peers

Able 3.4x, Sundart 5.2x — both below book value. Smaller peers carry 21x–132x multiples that reflect thin float, not earnings power.

4 / 11

Loss-making

More than a third of the listed peer group is unprofitable

B. Hong Kong companies that listed on Nasdaq

Six Hong Kong construction and fit-out companies completed Nasdaq IPOs between 2023 and 2025. Their record is the single most important thing an investor in this deal should understand — and the single strongest argument for why the 2026 rule change was necessary and why Tin Design's offering is a categorically different proposition.

Prices observed 26–27 July 2026 (last closes 22–24 July 2026). * Skyline's return is not calculable because the share-consolidation ratio was never publicly disclosed; the unadjusted move is −51%. First-day closing prices were not publicly verifiable for this cohort; Masonglory opened at $4.28 against a $4.00 offer (+7.0%). Tin Design figures are illustrative.
Company	Ticker	IPO date	Offer px	Gross US$m	Peak	Price 24 Jul 26	Revenue US$m	Reverse split	Status today
Junee Limited HK interior design & fit-out	JUNE → SUPX	17 Apr 2024	$4.00	8.0	$76.50	$7.05	3.60	None	Renamed SuperX AI, moved to Singapore, now an AI data-centre business. TTM net loss US$90.9m.
Wang & Lee Group HK E&M engineering contractor	WLGS → WLGSF	20 Apr 2023	$5.00	n/a	n/a	$0.0059	3.95	n/a	Delisted from Nasdaq. Trades OTC. Market cap US$0.19m.
Ming Shing Group HK wet trades / construction	MSW → PMA	22 Nov 2024	$5.50	8.25	$6.52	$1.31	24.87	None found	Pivoted to bitcoin treasury, then nano-carbon technology. TTM net loss US$10.3m.
Skyline Builders HK construction	SKBL → KAZR	23 Jan 2025	$4.00	6.0	$4.90	$1.95	46.01	Approved Aug 2025, up to 10-for-1	Renamed ahead of a Kazakh critical-minerals combination with Cove Kaz.
Masonglory Limited HK wet trades contractor	MSGY	8 Jul 2025	$4.00	6.0	$22.20	$0.3983	23.32	None	Nasdaq minimum bid-price deficiency letter, 17 Mar 2026. Still profitable (P/E 7.4x).
Primega Group HK construction / soil transport	PGHL → ZDAI	23 Jul 2024	$4.00	6.0	$14.22	$1.69	15.14	16-for-1 Jan 2026	Renamed DirectBooking Technology, an AI hotel-booking business. Regained bid-price compliance only after the consolidation.
Tin Design (proposed) 雅䤾室內設計	TTIN	Q1 2028E	$4.00	25.0	—	—	52.5	n/a	Profitable, 26-year operating history, revenue ~14x the Junee comparable at listing.

4 / 5

Below issue price

Only Junee is above — and only after abandoning construction entirely

4 / 6

Changed their business

AI, bitcoin, critical minerals, hotel booking — within 12–24 months of listing

US$6–8m

Typical raise

Below the fixed-cost breakeven for a US listing — the structural flaw the new rule fixes

Reading the Data
The failure mode is consistent and it is diagnosable. These were companies raising US$6–8 million against roughly US$1.2–1.4 million of fixed listing costs — roughly one dollar in five never reached the company. With too little capital to grow the underlying business and a public quotation to monetise, four of six abandoned construction for whatever narrative the market was paying for. The stock charts are the consequence of undercapitalisation, not of the fit-out industry. Junee is the clearest case: it listed on US$3.6 million of revenue. Tin Design's illustrative revenue base is roughly fourteen times larger, and the raise is roughly three times larger. That is not a difference of degree.

Execution Timeline

Eighteen months to the listing bell

Kickoff August 2026, targeted pricing Q1 2028. The long poles are the PCAOB audit and the SEC comment process, and neither compresses reliably.

Month 1–3

Mandate and restructuring kickoff Aug – Oct 2026

Appoint US securities counsel, HK counsel, Cayman counsel, PCAOB-registered auditor and lead underwriter. Under Rule IM-5101-3, each of these choices is now a listing-eligibility decision.
Incorporate Cayman Islands holdco and BVI intermediate; commence share transfer of the Hong Kong opco.
Hong Kong stamp duty at 0.2% of the higher of consideration or NAV. Section 45 relief is unavailable where the transferor is an individual — budget for this.
Begin recruitment of independent directors and audit committee chair.

Month 2–7

PCAOB audit — the critical path Sep 2026 – Feb 2027

Two years of audited financials under US GAAP or IFRS as issued by the IASB, as permitted for an Emerging Growth Company.
Expect adjustments on revenue recognition over time for construction contracts, retention receivables, and related-party disclosure. This is where SME timetables usually slip.
No PCAOB determination is currently in effect for Hong Kong audit firms following the December 2022 vacatur — HFCAA delisting risk is not a live constraint today.
Parallel: PRC and HK counsel opinions on CSRC filing status; internal controls remediation.

Month 8–9

Form F-1 drafting and confidential submission Mar – Apr 2027

Draft registration statement, MD&A, risk factors and business section. Keep mainland-China risk factors strictly proportionate — over-drafting them can itself create CSRC filing exposure under Guideline No. 1.
Confidential draft registration statement submitted to the SEC.
Timing trap: the FINRA public offering filing falls due within one business day of the confidential DRS submission under current Rule 5110 — confirm the exact deadline with underwriter's counsel — confidential with the SEC is not confidential with FINRA.

Month 10–14

SEC comment rounds and Nasdaq application May – Sep 2027

Expect three to four comment rounds at roughly 30 days per cycle. Comment 8 of the SEC's Sample Letter to China-Based Companies — which expressly extends to Hong Kong — will require an affirmative statement on every CSRC and CAC permission, plus the consequences of concluding wrongly that none is required.
Nasdaq initial listing application filed around Month 12; Listing Qualifications review runs in parallel and now includes the IM-5101-3 discretionary advisor review.
Financial statement staleness: audited financials cannot be more than 12 months old at effectiveness for an IPO, with interim financials required where the document is dated more than nine months after the last audited year-end. This is what forces the Q1 pricing window.

Month 15–16

Testing the waters and public flip Oct – Nov 2027

Rule 163B and Section 5(d) testing-the-waters meetings with qualified institutional buyers and institutional accredited investors. Retail is off-limits at this stage, and SEC staff routinely request TTW materials in comment letters — treat every deck as a filed document.
Public flip of the F-1 at least 15 days before the roadshow commences.
Price range set. The sector convention is US$4.00, chosen to clear the Nasdaq minimum bid-price test rather than through book-building tension.

Month 17–18

Roadshow, pricing and closing Dec 2027 – Q1 2028

Roadshow of five to seven business days, predominantly virtual with selected in-person meetings in Hong Kong, Singapore and New York.
Book-building, allocation, pricing after US market close, first trade the following morning.
T+2 closing; over-allotment option exercisable for 45 days; 180-day lock-up on insiders begins.

Realistic range: 15 to 24 months. Eighteen months is the planning case, not the floor. The two variables that move it most are the audit — where a first-time PCAOB audit of a private Hong Kong contractor routinely surfaces revenue-recognition and related-party issues that take a full quarter to resolve — and the number of SEC comment rounds. A company that has never been audited to PCAOB standards should plan for the upper half of that range.

Regulatory Framework

Nasdaq Rule 5210(l) — and why it works in our favour.

On 14 May 2026 the SEC approved new Nasdaq Listing Rule 5210(l), operative from mid-June 2026. Hong Kong is expressly captured. The rule closed the door on the sub-scale listings above — and in doing so, it made a credible listing considerably more valuable.

What the rule requires

US$25 million minimum gross proceeds — from a firm-commitment offering in the US to public holders. No best-efforts. No aggregation with prior placements.
The 25%-of-market-value alternative available to other restrictive markets was deliberately removed.
Definition covers companies headquartered, incorporated or principally administered in China, including Hong Kong and Macau. A Cayman holdco does not avoid it.
No grandfathering — the test applies at listing, not at filing.
Direct listings on the Global or Capital Market are prohibited for China-based companies.

Why this is constructive for Tin Design

Nasdaq's own analysis found 143 of 151 China-based IPOs from Aug 2022 to Apr 2025 would have failed the new test. Tin Design would pass.
Only 13 microcaps IPO'd on Nasdaq and NYSE in H1 2026, versus roughly 80 over the equivalent period of 2025. Scarcity of supply is a pricing advantage for issuers that can clear the bar.
At US$25 million, fixed cash costs fall from roughly 19% of gross on a US$7m raise to ~6.0%. Net proceeds rise from roughly 73% to ~86% of the raise.
The cohort that damaged the sector's reputation can no longer list. Tin Design will be measured against a cleaner peer group.

Additional gates to clear

Source: Nasdaq Listing Rules 5210(l), 5505, 5600 series; SEC Release 34-105494 (14 May 2026); CSRC Trial Administrative Measures (2023). Verify all thresholds with Nasdaq Listing Qualifications and US counsel before relying on them.
Requirement	Threshold	Tin Design position
Rule 5210(l) minimum raise	US$25.0m gross, firm commitment	Target raise set at US$25.0m
Rule 5505(b)(3) Net Income Standard	Net income US$750k latest FY; equity US$4m; market value of unrestricted publicly held shares US$5m per the rulebook — Nasdaq's 2026 Initial Listing Guide indicates US$15m. Confirm with Listing Qualifications.	Illustrative FY2027E net income US$6.5m — 8.7x the minimum
Minimum bid price	US$4.00	Offer priced at US$4.00 — the sector standard
Round lot holders	300, of which 150 holding ≥US$2,500	Sourced via HK/SG retail distribution platforms
Publicly held shares	1,000,000 unrestricted	6.25m shares offered
Market makers	3	Arranged by underwriter
Audit committee	3 independent members (phased in over 12 months)	Recruitment to begin at Month 4
PCAOB-registered auditor	2 years audited financials (EGC)	No HFCAA determination currently in effect for HK auditors
CSRC overseas listing filing	Required only where mainland entities carry ≥50% of revenue/profit/assets	Pure Hong Kong group — filing not expected to be required, subject to PRC counsel opinion
Rule IM-5101-3 discretionary review	Nasdaq may deny listing based on choice of auditor, underwriter or counsel	Advisor selection is a listing-eligibility decision, not just a diligence one

Valuation & Listing Forecast

What the benchmark companies imply

Two anchors, pulling in opposite directions. The two largest profitable HKEX fit-out peers trade at 3.4x and 5.2x earnings. Nasdaq-listed HK small caps price their offerings at a substantial premium to that. The defensible answer sits between them, and the forecast below builds it explicitly rather than asserting it.

Valuation bridge — FY2027E net income US$6.49m

Illustrative. All inputs are placeholders pending audited financials. Column entries are rounded to one decimal; 13.0x × US$6.49m = US$84.4m.
Step	Rationale	Multiple	Implied equity value US$m
HKEX profitable peer baseline	Sundart 5.2x, Able 3.4x — both trade below book value (P/B 0.39x, 0.51x) on a de-rated exchange	5.0x	32.5
+ Margin quality premium	7.6% net margin vs 0.7–6.4% peer band; vertical integration is structural, not cyclical	+2.5x	16.2
+ Growth premium	20% historic revenue CAGR against a peer group with contracting revenue almost everywhere	+3.0x	19.5
+ US listing / liquidity premium	Nasdaq quotation, USD reporting, index and ETF eligibility, deeper retail reach	+4.0x	26.0
− Small-cap / float discount	Sub-US$150m market cap, limited analyst coverage, cohort reputation overhang	−1.5x	(9.7)
Base case	Blended forward multiple applied to FY2027E net income	13.0x	84.4

Listing scenarios

Applied to FY2027E illustrative net income of US$6.49m. Net proceeds after 7.0% underwriting discount, 1.0% non-accountable expense allowance and approximately US$1.5m of cash expenses. Excludes the 15% / 45-day over-allotment option. The three scenarios hold the raise constant and therefore imply different pre-IPO share counts (8.4m / 14.9m / 19.9m); the actual count will be fixed at the capital reorganisation. Net proceeds assume cash expenses at the low end of the cost table below — at the high end, base-case net proceeds would be approximately US$19.9m.
Scenario	P/E on FY2027E	Post-money mkt cap	Offer price	Shares offered	Gross raise	Free float	Net proceeds
Bear	9.0x	US$58.4m	$4.00	6.25m	US$25.0m	42.8%	US$21.5m
Base	13.0x	US$84.4m	$4.00	6.25m	US$25.0m	29.6%	US$21.5m
Bull	18.0x	US$116.8m	$4.50	6.11m	US$27.5m	23.5%	US$23.8m

First-day and aftermarket forecast

Bear · 25% probability

Prices at the low end, breaks issue

Day 1: −5% to +5%. Month 6: −25% to −40%. The sector overhang is not overcome; the book is filled by allocation rather than demand; the lock-up expiry in Month 6 is the dominant event. This is the modal outcome for the existing cohort and cannot be dismissed.

Base · 50% probability

Modest pop, then consolidation

Day 1: +8% to +25%, consistent with the +10.4% median day-one return of conventional HKEX fit-out offerings rather than the placing-driven outliers. Month 6: −10% to +15% as the market waits for the first two 20-F reporting cycles to validate the growth case.

Bull · 25% probability

Scarcity re-rating

Day 1: +35% to +80%. With only a handful of Asian microcaps able to clear the US$25m bar, a profitable issuer with real revenue is genuinely scarce supply. Month 6: +40% to +90% if FY2028 tender wins confirm that IPO capital converted into contract size.

What Determines Which Scenario
In this market the outcome is not decided on the roadshow. It is decided by three things settled months earlier: whether the audited financials support the growth story without restatement, whether the underwriter has a clean recent deal record under Rule IM-5101-3, and whether the allocation is genuinely distributed rather than concentrated in a handful of foreign broker-dealer accounts. FINRA Regulatory Notice 22-25 documents allocations of 90% or more to single foreign broker-dealers in this segment; a book built that way is the single strongest predictor of a Month-6 collapse.

Risk Factors

Summarised, not exhaustive. A full risk factor section will run to fifty or more items in the Form F-1.

Peer group performance

Four of five measurable Hong Kong construction companies that listed on Nasdaq trade below issue price, with a median decline of approximately 90%. Investors may apply that experience to this offering regardless of Tin Design's fundamentals.

Customer concentration

Institutional work from a small number of large clients is high quality but concentrated. Loss of a single framework relationship could materially affect revenue.

Contract and margin risk

Fixed-price contracts expose the company to materials and labour cost inflation. Listed peers report gross margins as low as 1.03%, illustrating how quickly this sector's economics can compress.

Working capital and retention

Retention money and extended certification cycles tie up cash. A single major client default can cascade through the subcontractor chain.

Hong Kong property cycle

Although RMAA and institutional work are less cyclical than new build, a prolonged downturn would still reduce discretionary residential and commercial fit-out spend.

Regulatory change

Nasdaq Rule 5210(l) took effect in June 2026 without grandfathering. The SEC is separately considering narrowing the foreign private issuer definition, with a proposed rule projected for late 2026 — a Hong Kong company whose only listing venue is Nasdaq would be directly affected.

Audit and PCAOB access

No PCAOB determination is in effect for Hong Kong firms today, but the position is politically contested and could change. Several audit firms serving this cohort have recent PCAOB enforcement orders.

Liquidity and index exclusion

A sub-US$150m market cap with a 30% float will attract limited analyst coverage and may not qualify for major index inclusion, constraining institutional ownership.

Minimum bid price

A fall below US$1.00 for 30 consecutive business days triggers a Nasdaq deficiency notice. At least two of the six Hong Kong comparables received one; one resolved it only through a 16-for-1 reverse split.

Aftermarket manipulation

FINRA and the SEC have documented ramp-and-dump activity concentrated in exactly this deal profile. Allocation discipline is the principal defence, and it is only partially within the issuer's control.

This is not an offer to sell or a solicitation of an offer to buy securities.

Tin Design Limited's securities have not been registered under the U.S. Securities Act of 1933, nor has any registration statement been filed with the U.S. Securities and Exchange Commission. Any offering, if made, will be conducted only through a prospectus forming part of an effective registration statement.

All financial figures relating to Tin Design Limited presented in this section are illustrative placeholders constructed for planning purposes only. They are not the Company's actual or audited results, and no person should rely on them for any purpose.

Comparable company data is sourced from public information, including HKEXnews, the U.S. SEC's EDGAR system, Nasdaq, company announcements and third-party market data providers. This data is believed to be accurate as of the dates stated but has not been independently verified and may contain errors. Past performance of comparable companies is not indicative of future results.

Statements regarding future performance, timing, valuation and listing outcomes are forward-looking and subject to material uncertainty. The description of the regulatory framework is a summary as of 27 July 2026 and does not constitute legal advice. All listing requirements should be verified with Nasdaq Listing Qualifications and qualified U.S., Hong Kong and PRC legal counsel before any action is taken.

TIN DESIGN LIMITED

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