Exhibit 5.2

Yilin Xu
+86 10 8540 0695
yilin.xu@cooley.com  

July 21, 2025

TCTM Kids IT Education Inc.

19/F, Building A, Vanke Times Center
No.186 Beiyuan Road,
Chaoyang District Beijing, 100102
People’s Republic of China

Ladies and Gentlemen:

We have acted as special U.S. counsel to TCTM Kids IT Education Inc., an exempted company incorporated under the laws of Cayman Islands (the “Company”), in connection with a Registration Statement on Form F-3 (the “Registration Statement”) with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”). The Registration Statement includes a base prospectus (the “Base Prospectus”) which forms part of the Registration Statement and provides that it will be supplemented in the future by one or more prospectus supplements (each, a “Prospectus Supplement”). The Registration Statement, including the Base Prospectus (as supplemented from time to time by one or more Prospectus Supplements), will provide for the registration by the Company of the sale of the following securities:

TCTM Kids IT Education Inc.

July 21, 2025

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The Class A Ordinary Shares, ADSs, Preferred Shares, Debt Securities, the Subscription Rights, and the Units plus any additional Class A Ordinary Shares, ADSs, Preferred Shares, Debt Securities, the Subscription Rights, and the Units that may be registered pursuant to any registration statement that the Company may hereafter file with the Commission pursuant to Rule 462(b) under the Securities Act in connection with an offering by the Company pursuant to the Registration Statement, are collectively referred to herein as the “Securities.” The Securities are being registered for offer and sale from time to time pursuant to Rule 415 under the Securities Act.

In connection with this opinion, we have examined and relied upon the Registration Statement, the Base Prospectus, and such other records, documents, certificates, opinions, memoranda and instruments as in our judgment are necessary or appropriate to enable us to render the opinion expressed below. We have assumed the genuineness of all signatures; the authenticity of all documents submitted to us as originals; the conformity to originals of all documents submitted to us as copies; the accuracy, completeness and authenticity of certificates of public officials; and the due authorization, execution and delivery of all documents. We have also assumed that the Warrants, the Subscription Rights and the Units will be governed by the laws of the State of New York. As to certain factual matters, we have relied upon a certificate of an officer of the Company and have not independently verified such matters.

We are not hereby rendering any opinion with respect to any Class A Ordinary Shares, ADSs, Preferred Shares or Subscription Rights issuable upon the conversion or exercise, as applicable, of any Debt Securities, any Warrants, any Subscription Rights or any securities that are the components of Units. We have assumed that with respect to any Debt Securities issuable upon the exercise of any Warrants, the applicable Warrants will be valid and legally binding obligations of the Company, except as may be limited by applicable bankruptcy, insolvency, reorganization, arrangement, moratorium or other similar laws affecting creditors’ rights, and subject to general equity principles and to limitations on availability of equitable relief, including, without limitation, specific performance. We have assumed that (i) the Company is validly existing under the laws of the Cayman Islands, has the corporate power to enter into and perform its obligations under the Debt Securities, the Indenture, the Warrants, the Subscription Rights and the Units in accordance with their terms, (ii) upon issuance, the Company will have duly authorized, executed and delivered the Debt Securities, the Indenture, the Warrants, the Subscription Rights and the Units in accordance with its organizational documents and the laws of the Cayman Islands, (iii) any Class A Ordinary Shares, ADSs, or Preferred Shares issued upon conversion of the Debt Securities or upon the exercise of the Warrants or the Subscription Rights or any securities that are the components of Units will be duly authorized, validly issued, fully paid and nonassessable, and (iv) the execution, delivery and performance by the Company of its obligations under the Debt Securities, the Indenture, the Warrants, the Subscription Rights and the Units will not violate the laws of the Cayman Islands or any other applicable laws (excepting from such assumption the laws of the State of New York with respect to the Debt Securities). We have also assumed that any Debt Securities, Warrants, Subscription Rights or Units offered under the Registration Statement, and the related Indenture, Warrant Agreement, Subscription Rights Agreement and Unit Agreement, as applicable, will be executed in the forms filed or will be incorporated by reference as exhibits to the Registration Statement or incorporated by reference therein.

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Our opinion herein is expressed solely with respect to the laws of the State of New York. Our opinion is based on these laws as in effect on the date hereof. We express no opinion to the extent that any other laws are applicable to the subject matter hereof and express no opinion and provide no assurance as to any foreign, U.S. federal or state securities law, rule or regulation.

On the basis of the foregoing, in reliance thereon and subject to the assumptions, qualifications, limitations and exceptions set forth herein, we are of the opinion that:

1.            With respect to any series of Debt Securities issued under the Indenture and offered under the Registration Statement, provided that; (a) the Registration Statement and any required post-effective amendment thereto have become effective under the Securities Act and the Base Prospectus and any and all Prospectus Supplement(s) required by applicable laws have been delivered and filed as required by such laws; (b) the Indenture has been duly authorized by the Company and the Trustee by all necessary corporate action; (c) the Indenture has been duly executed and delivered by the Company and the Trustee and the Indenture has been qualified under the Trust Indenture Act of 1939, as amended; (d) the terms of the Debt Securities and their issuance and sale have been duly authorized by the Company by all necessary corporate action; (e) the terms of the Debt Securities and of their issuance and sale have been duly established in conformity with the Indenture so as not to violate any applicable law or result in a default under or breach of any agreement or instrument binding upon the Company, so as to be in conformity with the Company’s then operative memorandum and articles of association (the “Articles of Association”), and so as to comply with any requirement or restriction imposed by any court or governmental body having jurisdiction over the Company; and (f) the notes representing the Debt Securities have been duly executed and delivered by the Company and authenticated by the Trustee pursuant to the Indenture and delivered against payment therefor, then the Debt Securities, when issued and sold in accordance with the Indenture and a duly authorized, executed and delivered purchase, underwriting or similar agreement, or upon exercise of any Warrants or in connection with any Subscription Rights or Units in accordance with their terms, will be binding obligations of the Company, except as may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors’ rights, generally, and by general equitable principles (regardless of whether considered in a proceeding at law or in equity).

2.            With respect to Warrants issued offered under the Registration Statement, provided that (a) the Registration Statement and any required post-effective amendment thereto have become effective under the Securities Act and the Base Prospectus and any and all Prospectus Supplements required by applicable laws have been delivered and filed as required by such laws; (b) the Warrants and any applicable Warrant Agreement have been duly authorized by the Company and the Warrant Agent by all necessary corporate action; (c) any applicable Warrant Agreement has been duly executed and delivered by the Company and the Warrant Agent; (d) the issuance and terms of the Warrants have been duly authorized by the Company by all necessary corporate action; (e) the terms of the Warrants and of their issuance and sale have been duly established in conformity with any applicable Warrant Agreement and as described in the Registration Statement, the Base Prospectus and the related Prospectus Supplements, so as not to violate any applicable law or result in a default under or breach of any agreement or instrument binding upon the Company, so as to be in conformity with the Articles of Association, and so as to comply with any requirement or restriction imposed by any court or governmental body having jurisdiction over the Company; and (f) the Warrants have been duly executed and delivered by the Company and authenticated by the Warrant Agent pursuant to the applicable Warrant Agreement and delivered against payment therefor, then the Warrants, when issued and sold in accordance with any applicable Warrant Agreement and a duly authorized, executed and delivered purchase, underwriting or similar agreement, or in connection with the conversion of any Debt Securities or pursuant to any Subscription Rights or Units will be binding obligations of the Company, except as may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors’ rights generally, and by general equitable principles (regardless of whether considered in a proceeding at law or in equity).

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3.            With respect to the Subscription Rights offered under the Registration Statement, provided that (a) the Registration Statement and any required post-effective amendment thereto have become effective under the Securities Act and the Base Prospectus and any and all Prospectus Supplements required by applicable laws have been delivered and filed as required by such laws; (b) the Subscription Rights and any applicable Subscription Rights Agreement have been duly authorized by the Company and the other parties thereto by all necessary corporate action; (c) any applicable Subscription Rights Agreement has been duly executed and delivered by the Company and the other parties thereto; (d) the issuance and terms of the Subscription Rights have been duly authorized by the Company by all necessary corporate action; (e) the terms of the Subscription Rights and of their issuance and sale have been duly established in conformity with any applicable Subscription Rights Agreement and as described in the Registration Statement, the Base Prospectus and the related Prospectus Supplements, so as not to violate any applicable law or result in a default under or breach of any agreement or instrument binding upon the Company, so as to be in conformity with the Articles of Association, and so as to comply with any requirement or restriction imposed by any court or governmental body having jurisdiction over the Company; and (f) the Subscription Rights have been duly executed and delivered by the Company and, if applicable, authenticated pursuant to the applicable Subscription Rights Agreement and delivered against payment therefor, then the Subscription Rights, when issued and sold in accordance with the applicable Subscription Rights Agreement and a duly authorized, executed and delivered purchase, underwriting or similar agreement, or in connection with the conversion of any Debt Securities or pursuant to any Warrants or Units, will be binding obligations of the Company, except as may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors’ rights generally, and by general equitable principles (regardless of whether considered in a proceeding at law or in equity).

4.            With respect to the Units offered under the Registration Statement, provided that (a) the Registration Statement and any required post-effective amendment thereto have become effective under the Securities Act and the Base Prospectus and any and all Prospectus Supplements required by applicable laws have been delivered and filed as required by such laws; (b) the Units and any applicable Unit Agreement have been duly authorized by the Company and, if applicable, the Unit Agent by all necessary corporate action; (c) any applicable Unit Agreement has been duly executed and delivered by the Company and the Unit Agent; (d) the issuance and terms of the Units, including as to any Class A Ordinary Shares, ADSs, Preferred Shares, Debt Securities, Warrants or Subscription Rights that are components of such Units, have been duly authorized by the Company by all necessary corporate action; (e) the terms of the Units, including as to any Class A Ordinary Shares, ADSs, Preferred Shares, Debt Securities, Warrants or Subscription Rights that are components of such Units, and of their issuance and sale have been duly established in conformity with any applicable Unit Agreement and as described in the Registration Statement, the Base Prospectus and the related Prospectus Supplements, so as not to violate any applicable law or result in a default under or breach of any agreement or instrument binding upon the Company, so as to be in conformity with the Articles of Association, and so as to comply with any requirement or restriction imposed by any court or governmental body having jurisdiction over the Company; and (f) the Units have been duly executed and delivered by the Company and, if applicable, authenticated by the Unit Agent pursuant to the applicable Unit Agreement and delivered against payment therefor, then the Units, when issued and sold as contemplated in the Registration Statement, the Base Prospectus and the Prospectus Supplement(s) and in accordance with any applicable Unit Agreement and a duly authorized, executed and delivered purchase, underwriting or similar agreement, or in connection with the conversion of any Debt Securities or pursuant to any Warrants or Subscription Rights, will be valid and legally binding obligations of the Company, except as may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors’ rights generally, and by general equitable principles (regardless of whether considered in a proceeding at law or in equity).

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Our opinion set forth above is limited to the matters expressly set forth in this letter, and no opinion has been or should be implied or may be inferred beyond the matters expressly stated. This opinion speaks only as to law and facts in effect or existing as of the date hereof, and we have no obligation or responsibility to update or supplement this opinion to reflect any facts or circumstances that may hereafter come to our attention or any changes in law that may hereafter occur.

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We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the reference to our firm under the heading “Legal Matters” in the applicable Prospectus Supplement. We further consent to the incorporation by reference of this opinion into any registration statement filed pursuant to Rule 462(b) under the Securities Act with respect to additional Securities. In giving such consents, we do not thereby admit that we are in the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations of the Commission thereunder.