Core Viewpoint - Jinpu Titanium Industry is strategically exiting the titanium dioxide business and will shift its main operations to the rubber products industry through the acquisition of 100% equity in Nanjing Lide Dongfang Rubber and Plastic Technology Co., Ltd. [3][12] Group 1: Strategic Shift - The company announced a major asset swap, issuing shares and cash to acquire 100% equity in Lide Dongfang while simultaneously raising matching funds [5][9]. - The transaction is expected to constitute a significant asset restructuring and related party transaction, with no change in control of the company post-transaction [9][12]. - Jinpu Titanium's main products will transition to rubber products, including rubber hoses, seals, shock absorbers, and casings [12]. Group 2: Financial Performance - Jinpu Titanium has faced significant financial challenges, with substantial losses reported since 2019, particularly in 2022, due to industry overcapacity, high costs, weak demand, and intense low-price competition [12][13]. - The company reported a projected net loss of 160 million to 186 million yuan for the first half of 2025, a decline of 700% to 830% compared to the same period last year [15]. - The company aims to improve asset quality, enhance profitability, and strengthen risk resistance through this strategic transformation [16].

Core Viewpoint - The article provides insights into various economic indicators and industry performance metrics, highlighting trends in liquidity, construction, real estate, industrial products, and export orders, which may present investment opportunities and risks in the market. Liquidity - The M1 and M2 growth rate difference was -5.6 percentage points in May 2025, with a month-on-month increase of 0.9 percentage points [3] - The BCI small and medium enterprise financing environment index was 49.12 in June 2025, reflecting a month-on-month increase of 0.07% [3] Infrastructure and Real Estate Chain - The average daily crude steel output of key enterprises in late June was 2.129 million tons, showing a month-on-month decrease of 0.88% [4] - Price changes included rebar up by 1.89%, cement price index down by 1.57%, and iron ore up by 2.47% [4] Real Estate Completion Chain - The prices of titanium dioxide and flat glass changed by -1.49% and 0.00% respectively, with flat glass gross profit at -58 yuan/ton and titanium dioxide profit at -1268 yuan/ton [5] Industrial Products Chain - The national semi-steel tire operating rate was 72.92%, reflecting a month-on-month increase of 2.51 percentage points [6] - The June PMI new orders index was 50.20%, with a month-on-month increase of 0.4 percentage points [6] Subcategories - The capacity utilization rate of electrolytic aluminum reached a new high since 2012 [7] - The price of electrolytic aluminum was 20,760 yuan/ton, with a calculated profit of 3,331 yuan/ton (excluding tax), reflecting a month-on-month decrease of 2.84% [7] Price Comparison Relationships - The price ratio of rebar to iron ore was 4.24 this week, with the price difference between hot-rolled and rebar steel at 110 yuan/ton [8] - The price difference between small rebar (mainly used in real estate) and large rebar (mainly used in infrastructure) was 140 yuan/ton, unchanged from the previous week [8] Export Chain - The new export orders PMI for China in June 2025 was 47.70%, with a month-on-month increase of 0.2 percentage points [9] - The CCFI comprehensive index for container shipping rates was 1,313.70 points, reflecting a week-on-week decrease of 2.18% [9] Valuation Percentiles - The Shanghai and Shenzhen 300 index increased by 0.82%, with the real estate sector showing the best performance at +6.12% [10] - The PB ratio of the general steel sector relative to the Shanghai and Shenzhen markets was 0.54, with the highest value since 2013 being 0.82 [10]

Group 1 - The core viewpoint of the news is that Jinpu Titanium Industry is undergoing a significant asset restructuring, which will lead to a major change in its main business focus from titanium dioxide production to rubber products [1][2] - The company plans to exchange part of its assets related to Nanjing Titanium White, Xuzhou Titanium White, and Jinpu Supply Chain with Jinpu Dongyu for a 91% stake in Lide Dongfang, along with issuing shares and cash to cover the difference [1][2] - Jinpu Titanium Industry intends to raise supporting funds by issuing shares to no more than 35 specific investors, with the total amount not exceeding 100% of the transaction price for the asset purchase [1] Group 2 - The transaction is expected to constitute a major asset restructuring and related party transaction, but it will not result in a restructuring listing [2] - Following the completion of the transaction, the company's main business will shift from titanium dioxide production and sales to the rubber products industry, focusing on products such as rubber hoses, seals, shock absorbers, and casings [2]

金浦钛业股份有限公司董事会关于本次交易 三、本次交易符合《上市公司重大资产重组管理办法》第四十四条的规定 能力，有利于上市公司规范和减少关联交易、增强独立性，能够采取有效措施 避免同业竞争。 期限内办理完毕权属转移手续。 符合《上市公司重大资产重组管理办法》 第十一条、第四十三条及第四十四条规定的说明 金浦钛业股份有限公司（以下简称"上市公司"或"公司"）拟通过重大 资产置换、发行股份及支付现金的方式购买南京金浦东裕投资有限公司、南京 恒誉泰和投资合伙企业（有限合伙）持有的南京利德东方橡塑科技有限公司 （以下简称"利德东方"）100%股权并同时募集配套资金（以下简称"本次交 易"）。公司董事会对本次交易是否符合《上市公司重大资产重组管理办法》 第十一条、第四十三条和第四十四条的规定进行了审慎判断，董事会认为： 一、本次交易符合《上市公司重大资产重组管理办法》第十一条的规定 投资、对外投资等法律和行政法规的规定。 所、资产评估机构对标的资产进行审计、评估，确保本次交易所涉及的资产定 价公允，不存在损害公司和股东合法权益的情形。 京金浦东裕投资有限公司持有的利德东方 51%股权尚未解除质押，南京金浦东 裕投资有限 ...

二○二五年七月十四日 证券代码：000545 证券简称：金浦钛业 公告编号：2025-066 金浦钛业股份有限公司 关于筹划本次交易停牌前一个交易日 前十大股东和前十大流通股股东持股情况的公告 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 有任何虚假记载、误导性陈述或者重大遗漏。 金浦钛业股份有限公司（以下简称"公司"）正在筹划通过重大资产置换、 发行股份及支付现金的方式购买南京金浦东裕投资有限公司、南京恒誉泰和投资 合伙企业（有限合伙）持有的南京利德东方橡塑科技有限公司 100%股权并同时 募集配套资金（以下简称"本次交易"）。 鉴于本次交易尚存在重大不确定性，为保证公平信息披露，维护投资者利益， 避免造成公司股价异常波动，根据深圳证券交易所相关规定，经公司申请，公司 （证券简称：金浦钛业，证券代码：000545）自 2025 年 7 月 1 日（ 股票（ （星期二） 开市起停牌，预计停牌时间不超过 10 个交易日。具体内容详见公司于 2025 年 7 月 1 日披露的（ 金浦钛业股份有限公司关于筹划重大资产置换、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事项的停牌公告》（公告编号：20 ...

Core Viewpoint - The company is planning a significant asset swap, issuance of shares, and cash payment to acquire assets, which includes a fundraising component, all of which are subject to shareholder approval and regulatory compliance [1][2][16]. Group 1: Board Meeting and Resolutions - The eighth board meeting was held on July 14, 2025, with all five directors present, and the meeting complied with relevant laws and regulations [1]. - The board unanimously approved the proposal for the major asset swap, share issuance, and cash payment for asset acquisition, which will be submitted for shareholder review [2][16]. Group 2: Details of the Transaction - The transaction consists of a major asset swap, issuance of shares, and cash payment for asset acquisition, which are interdependent and must all receive necessary approvals to be effective [2][3]. - The company plans to swap certain assets from its subsidiaries for a 91% stake in Lide Dongfang held by Jinpu Dongyu [4][5]. - The share issuance will involve raising funds from no more than 35 specific investors, with the total amount not exceeding 100% of the asset acquisition price [4][11]. Group 3: Financial Aspects - The issuance price for the shares is set at 1.91 yuan per share, which is not less than 80% of the market reference price [7][8]. - The total number of shares issued will not exceed 30% of the company's total share capital prior to the transaction [11][13]. Group 4: Regulatory Compliance - The transaction is expected to constitute a related party transaction and a major asset restructuring but will not result in a change of control [16][17]. - The company has ensured compliance with various regulations, including the need for asset evaluations and audits to determine fair pricing [18][19]. Group 5: Impact on Business Operations - Following the transaction, the company's main business will shift from titanium dioxide production to rubber products, marking a strategic exit from the titanium industry [20]. - The transaction is anticipated to enhance the company's operational capabilities and financial health, while maintaining independence from related parties [19][20]. Group 6: Shareholder and Investor Considerations - The company has implemented strict confidentiality measures regarding the transaction and has documented all relevant processes [26][27]. - The board has confirmed that all legal documents related to the transaction are accurate and complete, ensuring transparency for shareholders [29].

过了本次交易的相关议案，公司独立董事在董事会前认真审核了本次交易的相 关议案及文件，召开独立董事专门会议审议通过并同意提交公司董事会审议。 金浦钛业股份有限公司董事会 关于本次交易履行法定程序的完备性、 合规性及提交法律文件的有效性的说明 金浦钛业股份有限公司（以下简称"上市公司"或"公司"）拟通过重大 资产置换、发行股份及支付现金的方式购买南京金浦东裕投资有限公司、南京 恒誉泰和投资合伙企业（有限合伙）持有的南京利德东方橡塑科技有限公司 （以下简称"利德东方"）100%股权并同时募集配套资金（以下简称"本次交 易"）。 根据《中华人民共和国公司法》《中华人民共和国证券法》《上市公司重 大资产重组管理办法》《上市公司信息披露管理办法》《公开发行证券的公司 信息披露内容与格式准则第 26 号——上市公司重大资产重组》《上市公司监管 指引第 9 号——上市公司筹划和实施重大资产重组的监管要求》《深圳证券交 易所股票上市规则》等相关法律法规、规范性文件的规定，上市公司董事会就 本次交易履行法定程序的完备性、合规性及提交法律文件的有效性说明如下： 一、关于本次交易履行法定程序的完备性、合规性的说明 且充分的保密措施， ...

金浦钛业（000545）公告，预计2025年上半年净利润亏损1.6亿元-1.86亿元，上年同期为亏损2000.07万 元，同比下降700%-830%。 ...

Core Viewpoint - Jinpu Titanium Industry Co., Ltd. is planning a significant asset swap, issuance of shares, and cash payment for asset acquisition, along with fundraising for related transactions, which is currently in the planning stage and subject to uncertainties [1][2]. Group 1 - The company has applied for a trading suspension to ensure fair information disclosure and protect investor interests due to the uncertainties surrounding the transaction [1][2]. - The company is actively advancing the transaction and engaging in discussions and evaluations regarding the transaction plan [2]. - The stock will remain suspended until the company discloses relevant information by July 15, 2025, in accordance with the Shenzhen Stock Exchange regulations [1][2]. Group 2 - The company will strictly adhere to legal regulations and necessary internal decision-making processes while expediting the transaction [2]. - The company commits to timely information disclosure based on the progress of the transaction during the suspension period [2]. - Investors are encouraged to pay attention to subsequent announcements and remain aware of investment risks [2].

Core Viewpoint - Jinpu Titanium Industry (000545.SZ) announced a significant asset restructuring plan to acquire controlling stakes in Nanjing Lide Oriental Rubber and Plastic Technology Co., Ltd. (Lide Oriental) through asset swaps, share issuance, and cash payments, amid ongoing losses and debt issues faced by the company [2][5]. Group 1: Asset Acquisition Details - The acquisition involves Lide Oriental, which was previously a subsidiary of Jinpu Titanium and is now controlled by the actual controller's daughter, Guo Yantong, through a series of share transfers [2][6]. - Lide Oriental, established in 1949, is the only domestic enterprise specializing in high-speed rail rubber hoses and has reported sales exceeding 1 billion yuan last year [5][6]. - The transaction is expected to be disclosed by July 15, with the company aiming to revitalize its operations by integrating a quality asset [5][7]. Group 2: Historical Context and Financial Performance - Jinpu Titanium sold its stake in Jinpu Dongyu Investment Co., which held shares in Lide Oriental, due to poor asset profitability affecting the listed company [3][6]. - The company has faced financial pressure, reporting losses for three consecutive years due to weak demand in the titanium dioxide market and rising costs [7][8]. - The previous asset swap involved receiving shares in Shanghai Dongyi Hotel Management Co., which incurred a loss of 77.27 million yuan in 2024 [3][7]. Group 3: Risks and Concerns - The acquisition raises concerns about the financial stability of the controlling shareholder, Guo Jindong, whose debts may impact the transaction [8][9]. - There are potential regulatory risks if the acquisition is perceived as a means to transfer debt liabilities, especially if the funding for the acquisition is linked to Guo Jindong's financial obligations [9].