公司及董事会对刘露先生在任职期间为公司所做的贡献表示衷心感谢！ 安徽江南化工股份有限公司 关于公司高级管理人员离任的公告 本公司及董事会全体成员保证公告内容真实、准确和完整，没有虚假记载、 误导性陈述或重大遗漏。 一、高级管理人员离任情况 安徽江南化工股份有限公司（以下简称"公司"或"本公司"）董事会近日 收到刘露先生书面辞去副总裁职务的报告。基于工作调动，刘露先生向公司董事 会提出辞去公司副总裁职务，刘露先生辞去副总裁职务后，仍在公司控股子公司 担任其他职务。原定任期到期日为公司第七届董事会届满之日，根据《公司法》 和《公司章程》等相关规定，刘露先生的辞职报告自送达董事会之日起生效。 截至本公告披露日，刘露先生持有公司股票 420 股。刘露先生不存在应当履 行而未履行的承诺事项，其辞职不会影响公司正常的生产经营。作为离任高级管 理人员，刘露先生辞职后将继续遵守《公司法》《深圳证券交易所上市公司自律 监管指引第 18 号——股东及董事、高级管理人员减持股份》等相关法律法规和 规范性文件对离任高级管理人员股份锁定及减持要求的规定。 证券代码：002226 证券简称：江南化工 公告编号:2025-075 二、备查 ...

江南化工12月19日公告，公司董事会近日收到刘露书面辞去副总裁职务的报告。基于工作调动，刘露向 公司董事会提出辞去公司副总裁职务，刘露辞去副总裁职务后，仍在公司控股子公司担任其他职务。根 据《公司法》和《公司章程》等相关规定，刘露的辞职报告自送达董事会之日起生效。 ...

Group 1 - The company, Jiangnan Chemical (002226), stated that it strictly adheres to the information disclosure obligations as required by the "Stock Listing Rules" and other relevant regulations [1]

Core Viewpoint - Jiangnan Chemical has announced its cash acquisition of 100% equity in Xi'an Qinghua Civil Explosive Equipment Co., Ltd. and is committed to resolving competition issues with its actual controller, the Ordnance Industry Group, by coordinating efforts [1] Group 1 - The company disclosed the acquisition announcement on December 6, 2025, under announcement number 2025-071 [1] - The company also announced an extension of the commitment period to avoid competition by its actual controller, under announcement number 2025-072 [1] - Jiangnan Chemical will strictly adhere to the information disclosure obligations as per the Stock Listing Rules and other relevant requirements [1]

Industry Overview - The civil explosives industry is defined as products used for non-military purposes, including various types of explosives and detonating devices listed in the "Catalog of Civil Explosives" [1][16] - The industry is characterized by strict regulation, high entry barriers, and significant regionalization, with a licensing system covering all aspects from production to transportation and blasting operations [1][16] Industry Classification - Civil explosive products can be categorized into industrial explosives and their products, industrial detonators, industrial pyrotechnics, other civil explosives, and raw materials [2][17] Development History - The civil explosives industry in China has evolved over 70 years, transitioning from a fragmented structure during the planned economy to a more consolidated and regulated market post-reform [3][18] - Since 2017, the industry has entered a phase of high-quality development and intelligent transformation, driven by policy initiatives, market consolidation, and technological advancements [3][18] Current Industry Chain Status - The industry chain consists of three segments: upstream raw material supply (e.g., ammonium nitrate), midstream manufacturing of various explosives and detonators, and downstream application in mining and infrastructure projects [6][21] Market Trends - The market is witnessing a stable price trend for ammonium nitrate, with expectations of recovery, while the demand for explosives is increasing, and the demand for detonators is declining [22] - The industry is experiencing a shift towards integrated manufacturing and service models, with a focus on technological upgrades and regional concentration [3][22]

Core Insights - The chemical industry is entering a favorable phase driven by demand, value, and supply dynamics [5][6][7] - Global supply constraints and the exit of European capacities are expected to enhance the market environment for the chemical sector [7] Demand Drivers - Key opportunities identified in various sectors include: - Gas turbine upstream: companies like Zhenhua Co., Yingliu Co., Longda Co., and Wanze Co. [5] - Refrigerants and fluorinated liquids: companies such as Juhua Co., New Zhoubang, and Runhe Materials [5] - Energy storage supply chain: including Chuanheng Co., Xingfa Group, Yuntianhua, Batian Co., and others [5] - Semiconductor materials: companies like Yanggu Huatai, Wanrun Co., Dinglong Co., and others [5] Value Drivers - Potential for increased dividend yields in sectors such as: - Coal chemical: Hualu Hengsheng, Luxi Chemical, and Baofeng Energy [6] - Oil refining: Hengli Petrochemical, Satellite Chemical, and Sinopec [6] - Phosphate fertilizers: Yuntianhua, Yuntu Holdings, and others [6] Supply Drivers - Domestic anti-involution policies and the exit of European production capacities are expected to support the chemical industry: - PTA and polyester filament: companies like Xin Fengming and Tongkun Co. [7] - Tire manufacturing: including Sailun Tire, Zhongce Rubber, and others [7] Key Companies and Profit Forecasts - Selected companies with profit forecasts include: - Zhenhua Co. (Net profit forecast for 2025: 6.04 billion, PE: 21.8) [8] - Yingliu Co. (Net profit forecast for 2025: 4.08 billion, PE: 42.7) [8] - Longda Co. (Net profit forecast for 2025: 1.06 billion, PE: 34.9) [8] - Wanze Co. (Net profit forecast for 2025: 2.37 billion, PE: 32.9) [8] - Juhua Co. (Net profit forecast for 2025: 48.14 billion, PE: 24.4) [8] Industry Cycle Insights - The chemical industry is expected to enter a new cycle, with demand recovery and supply-side reforms driving growth [14][21] - The chemical price index has shown signs of recovery, indicating a potential upturn in the market [20][21]

Core Viewpoint - Jiangnan Chemical announced a cash acquisition of 100% of Xi'an Qinghua Civil Explosive Equipment Co., Ltd. for 644.90 million yuan, with a significant valuation increase of over 234% compared to its net assets [1][2] Group 1: Acquisition Details - The transaction amount is 644.90 million yuan, while the book net assets of the target company are only 193 million yuan, leading to a valuation of 645 million yuan [1][2] - The acquisition is classified as a related party transaction since the controlling shareholder of Jiangnan Chemical, Teren Group, is also the seller [1][2] - Qinghua Civil Explosive is one of the most comprehensive manufacturers of industrial detonators in China, possessing various production capacities [1] Group 2: Valuation Methodology - The high valuation increase of 234.60% is attributed to the income approach used for assessment, which considers future profitability rather than just book value [2] - The target company reported a revenue of 230 million yuan and a net profit of 24.42 million yuan for the first half of 2025, leading to a projected annual net profit of approximately 48.84 million yuan [2] - The price-to-earnings ratio based on the acquisition price exceeds 13 times, raising questions about the valuation's reasonableness [2] Group 3: Performance Guarantees - Teren Group has committed to a cumulative net profit of no less than 127.22 million yuan over three years (2025-2027), providing some assurance to Jiangnan Chemical [3] - The average annual profit commitment of approximately 42.4 million yuan appears manageable for Qinghua Civil Explosive, suggesting limited pressure on the controlling shareholder [3] Group 4: Financial Implications - The acquisition will be fully funded in cash, amounting to 644.90 million yuan, which represents 97% of Jiangnan Chemical's net profit for the first three quarters of 2025 [3] - This significant cash outflow may exert pressure on the company's cash flow, especially if additional financing increases interest-bearing liabilities [3] - As of the end of the third quarter of 2025, Jiangnan Chemical had cash and cash equivalents totaling 2.28 billion yuan, with total interest-bearing liabilities nearing 5 billion yuan [3] Group 5: Additional Acquisitions - On December 5, Jiangnan Chemical announced another cash acquisition, intending to participate in the public bidding for the transfer of civil explosive assets from Fushun Mining Group, with a starting price of 199 million yuan [4]

Core Viewpoint - Jiangnan Chemical plans to acquire 100% of Xi'an Qinghua Civil Explosives Co., Ltd. for approximately 645 million yuan, aiming to enhance its core business and resolve industry competition issues with its controlling shareholder, Northern Special Energy Group [1][6][8]. Group 1: Acquisition Details - The acquisition price of 645 million yuan represents a premium of approximately 234.60% over the book net asset value of 193 million yuan as of June 2025 [6][10]. - The target company, Qinghua Civil Explosives, is recognized as one of the most comprehensive industrial detonator manufacturers in China and was awarded the national "specialized, refined, distinctive, and innovative" small giant enterprise title in October 2025 [6][10]. - This transaction is classified as a related party transaction, as Northern Special Energy Group holds a 21.74% stake in Jiangnan Chemical [6][7]. Group 2: Financial Performance - From 2020 to 2024, Jiangnan Chemical's average annual profit was approximately 730 million yuan, with a net profit of 664 million yuan achieved in the first three quarters of 2025 [4][12]. - Despite the acquisition activities, the company's financial health remains stable, with a debt-to-asset ratio of 39.93% as of September 2025 [5]. - The company's revenue grew from 3.919 billion yuan in 2020 to 9.481 billion yuan in 2024, nearing the 10 billion yuan mark [11]. Group 3: Business Strategy and Growth - Jiangnan Chemical has been actively pursuing external acquisitions to enhance its industry layout, including multiple acquisitions from its controlling shareholder [9][10]. - The company has expanded its production capacity to 777,500 tons of industrial explosives, positioning itself among the top tier in the industry [10]. - In addition to its core explosives business, Jiangnan Chemical is also investing in the renewable energy sector, with a cumulative installed capacity of approximately 1.06 million kilowatts in wind and solar power by June 2025 [2][10].

Core Viewpoint - Jiangnan Chemical announced the extension of the commitment period for its actual controller, China Ordnance Industry Group, to avoid competition in the same industry for an additional five years [1] Group 1: Company Actions - Jiangnan Chemical's board approved the proposal to extend the commitment period to avoid competition [1] - Since the entry of China Ordnance Industry Group, efforts have been made to explore business integration and asset restructuring to address competition issues [1] - The restructuring of the civil explosives sector has been implemented in four phases, with only one subsidiary, Beijing Aoxin Chemical Technology Development Co., remaining in competition with Jiangnan Chemical [1] Group 2: Future Plans - The extension is aimed at ensuring a mature and stable integration plan, safeguarding the interests of the company and its shareholders [1] - China Ordnance Industry Group will continue to coordinate efforts to resolve competition issues as soon as possible based on a careful analysis of the current situation [1]

Core Viewpoint - Jiangnan Chemical (002226.SZ) plans to participate in the public transfer of the emulsified explosive production line and associated assets of Fushun Mining Group's No. 11 Factory, with a starting price of 146 million yuan, subject to competitive bidding results [1] Group 1: Project Details - The project involves the transfer of 18,000 tons of emulsified explosive production capacity [1] - The transfer price is set at a tax-inclusive price of 146 million yuan [1] - The project is bundled with a leasing project that includes 92 buildings and structures and 41 ancillary equipment, making separate participation in either project invalid [1]