金浦钛业: 金浦钛业重大资产置换、发行股份及支付现金购买资产并募集配套资金暨关联交易预案摘要

Core Viewpoint - The company, JINPU Titanium Industry Co., Ltd., is planning a significant asset swap, issuance of shares, and cash payment to acquire assets, which is part of a strategic transformation to exit the titanium dioxide industry and enter the rubber products sector. Group 1: Transaction Overview - The transaction involves a major asset swap where JINPU Titanium will exchange part of its assets related to Nanjing Titanium White, Xuzhou Titanium White, and JINPU Supply Chain for 91% equity in Lide Dongfang held by Nanjing JINPU Dongyu Investment Co., Ltd. [8][18] - The company will also pay cash for the difference in asset values and issue shares to acquire the remaining 9% equity in Lide Dongfang from Hengyu Taihe Investment Partnership [8][12] - The total amount of funds raised through the issuance of shares will not exceed 100% of the transaction price for the asset acquisition, with the number of shares issued capped at 30% of the company's total share capital prior to the transaction [8][15] Group 2: Business Impact - Following the completion of the transaction, the company's main business will shift from titanium dioxide production to rubber products, including rubber hoses, seals, and damping products, which is expected to enhance asset quality and profitability [18][19] - The strategic exit from the titanium dioxide industry is aimed at improving the company's risk resistance and maintaining the interests of shareholders, particularly minority shareholders [18][19] Group 3: Financial and Regulatory Aspects - As of the date of the summary, the audit and evaluation of the assets involved in the transaction have not been completed, and the final transaction price will be determined based on the evaluation report from a qualified asset appraisal agency [9][28] - The company has committed to ensuring that the pricing of the assets is fair and will not harm the interests of shareholders, especially minority shareholders, by engaging independent financial and legal advisors [22][24]