证券代码：000545 证券简称：金浦钛业 公告编号：2025－057 金浦钛业股份有限公司 关于取消2025年第三次临时股东会部分提案 暨股东会补充通知的公告 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"金浦钛业"或"公司"）于 于董事会换届选举非独立董事的议案》《关于董事会换届选举独立董 事的议案》。根据公司董事会换届工作安排，经第八届董事会第四十 一次会议审议，决定董事会换届延期，并取消 2025 年第三次临时股 东会提案中《关于董事会换届选举非独立董事的议案》《关于董事会 换届选举独立董事的议案》。除上述调整外，2025 年第三次临时股 东会其他事项不变。 现对2025年第三次临时股东会补充通知如下： 一、会议召开基本情况 经金浦钛业股份有限公司（以下简称"金浦钛业"或"公司"） 第八届董事会第四十次会议审议通过召开2025年第三次临时股东会。 本次股东会会议召开符合《中华人民共和国公司法》《中华人民 共和国证券法》《上市公司股东会规则》等法律、行政法规、部门规 章、规范性文件和《公司章程》的规定。 （1）现场会议召 ...

Core Viewpoint - The titanium dioxide market is experiencing price increases driven by cost pressures, but the downstream demand remains weak, leading to concerns about the overall market performance [4][10][13]. Price Increases and Market Dynamics - Since the beginning of the year, the titanium dioxide market has undergone three rounds of price increases, with the latest adjustment by leading company Longbai Group raising prices by 500 RMB/ton for domestic markets and 70 USD/ton for international clients starting March 21 [4][5]. - As of March 24, 18 domestic titanium dioxide companies have issued similar price increase notices [5]. Market Performance and Future Outlook - The titanium dioxide sector has shown strong performance in the secondary market since May, particularly after May 16, outperforming the broader market [7]. - Longbai Group anticipates continued pressure on the titanium dioxide market through 2025, with supply exceeding demand and ongoing capacity expansion [10]. Supply and Demand Analysis - The main downstream industries for titanium dioxide are coatings and plastics, with coatings accounting for 58% of demand, which is closely tied to the construction and infrastructure sectors [10]. - Over 10 domestic titanium dioxide producers plan to add 1.6 million tons of new capacity between 2025 and 2026, representing a 26% increase from 2024 levels [11]. International Market Challenges - While China's titanium dioxide production capacity is expanding, major international companies are closing plants, such as Tronox's closure of a 90,000-ton facility in the Netherlands due to supply chain issues [12]. - Since August 2023, several countries, including the EU and India, have initiated anti-dumping investigations against Chinese titanium dioxide exports, with some high tariffs exceeding market expectations [12][14]. Export Market Dynamics - In 2023, China's titanium dioxide exports accounted for nearly 40% of its production, with India being the largest export market [15]. - Despite increasing export challenges, there is optimism that global demand for titanium dioxide will grow at a stable rate of 2-3% annually, driven by GDP growth [17]. Company-Specific Developments - Longbai Group is shifting its export focus to emerging markets in the Middle East and Southeast Asia to maintain its competitive edge [17][18]. - Huayun Titanium Industry, a smaller player, has also begun expanding its international business by establishing a subsidiary in Singapore [20]. Financial Performance and Market Sentiment - Huayun Titanium Industry has seen a significant stock price increase, with a 13.3% rise from May 1 to May 29, while Longbai Group's stock has only increased by 1.3% during the same period [27][21]. - Despite Huayun's growth, it faces challenges such as a lack of chlorination technology and reliance on external titanium ore sources, which may impact its cost structure [31][34]. Inventory and Cash Flow Concerns - Huayun's inventory increased by 143% year-over-year, raising concerns about its ability to maintain stable profitability amid rising production costs [40]. - The company has struggled with cash flow since 2020, indicating potential difficulties in sustaining operations if new capacity cannot be absorbed [43].

Core Viewpoint - The company announces a temporary production halt for its wholly-owned subsidiary, Xuzhou Titanium White Chemical Co., due to falling product prices and high production costs, which is expected to negatively impact its 2025 operating performance [1]. Group 1: Production and Financial Impact - Xuzhou Titanium White, an important subsidiary of the company, is currently in a loss-making state and is unlikely to turn profitable in the short term [1]. - The temporary halt aims to reduce the company's titanium dioxide product output for 2025, preventing further losses and capital investment [1]. - The maintenance and technical upgrades during the halt are expected to last no more than two months [1]. Group 2: Compliance and Disclosure - The company will closely monitor the progress of the maintenance and technical upgrades and fulfill its information disclosure obligations in accordance with regulations [2]. - Designated media for information disclosure include Securities Times, China Securities Journal, and the Giant Tide Information Network [2].

Core Viewpoint - China Nuclear Titanium Dioxide (中核钛白) announced the termination of its 2021 non-public stock issuance projects, specifically the "Water-soluble Phosphate Monoammonium (Water-soluble Fertilizer) Resource Recycling Project" and the "Annual Production of 500,000 Tons of Iron Phosphate Project," reallocating the remaining raised funds of 1.666 billion yuan to supplement working capital for daily operations and business development [3][10] Company Summary - The decision to terminate the projects was influenced by significant changes in the supply-demand relationship in the downstream market for water-soluble phosphate monoammonium and iron phosphate, leading to a slowdown in demand growth and overall industry profitability falling below expectations [3][7] - The company had initially planned to raise up to 7.091 billion yuan for various projects, including the aforementioned projects and working capital, but the actual net funds raised in 2023 amounted to 5.249 billion yuan [3] - As of April 30, 2025, the original total investment commitment for the iron phosphate project was 3.385 billion yuan, later adjusted to 2.524 billion yuan, with cumulative investment of 1.309 billion yuan [4] Industry Summary - The iron phosphate industry has seen rapid capacity expansion since the second half of 2020, with many companies attempting to diversify into the lithium battery sector, but increasing market competition and raw material price fluctuations have made this transition challenging [4][6] - The domestic iron phosphate production is projected to reach 2.0276 million tons in 2024, a 47.87% increase from 1.3712 million tons in 2023, while prices are expected to remain low, with a year-on-year decline of 20.67% [8] - The supply-demand imbalance in the iron phosphate market is exacerbated by rapid capacity growth and insufficient demand from the electric vehicle and energy storage sectors, leading to a projected excess capacity of over 3 million tons by 2025 [8][9] - The prices of key raw materials for iron phosphate production, such as phosphate rock and sulfuric acid, have been volatile and generally on the rise, increasing cost pressures for production companies [9]

Summary of Key Points Core Viewpoint - The company, Jinpu Titanium Industry Co., Ltd., has approved a guarantee limit of up to RMB 1.259 billion for itself and its subsidiaries to support financing needs for its subsidiaries [2][17]. Group 1: Guarantee Overview - The company and its subsidiaries will provide guarantees for their subsidiaries, including wholly-owned, controlled, and joint ventures, with a total limit of RMB 1.259 billion [2]. - The guarantee scope includes applications for bank credit, loans, acceptance bills, and other daily operational financing [2]. - The guarantee methods include credit guarantees, asset pledges, and counter-guarantees [2]. Group 2: Guarantee Progress - The subsidiary, Xuzhou Titanium White Chemical Co., Ltd., has applied for credit lines of RMB 23 million and RMB 40 million from Huaxia Bank and Jiangsu Bank, respectively [2]. - The company and its wholly-owned subsidiary, Nanjing Titanium White Chemical Co., Ltd., have provided joint liability guarantees for the credit from Huaxia Bank and Jiangsu Bank [2]. Group 3: Financial and Operational Details - The total guarantee amount is within the available guarantee limit [3]. - The subsidiary, Xuzhou Titanium White, was established in November 2010 with a registered capital of RMB 62.5 million [4]. - The loan will be used for the daily production, operation, and capital turnover of Xuzhou Titanium White [5]. Group 4: Guarantee Contract Details - The guarantee contracts with Huaxia Bank and Jiangsu Bank outline the scope of the guarantee, including principal, interest, penalties, and other related costs [6][12]. - The guarantee period is set for three years from the date of the contract's effectiveness [10][14]. - The company is aware that the loan will be used to repay government emergency turnover funds [16]. Group 5: Current Guarantee Status - As of the announcement date, the cumulative guarantee amount by the company and its subsidiaries is RMB 1.259 billion, accounting for 90.15% of the company's audited net assets as of December 31, 2024 [17]. - The actual external guarantee amount is RMB 431.77 million, which is 30.92% of the company's audited net assets [17].

Core Viewpoint - Longbai Group, a leading global titanium dioxide and titanium products company, is facing increased pressure following the succession of the second generation of leadership, with significant cash dividends and share buybacks raising market skepticism about its financial health [1][3]. Financial Performance - Longbai Group announced a share buyback plan with a total expenditure of up to 1.086 billion yuan, alongside a cash dividend distribution of 1.186 billion yuan, resulting in a combined maximum expenditure of 2.186 billion yuan [2][5]. - As of the end of Q1 this year, the company reported monetary funds of 8.726 billion yuan against interest-bearing liabilities of approximately 26.3 billion yuan, indicating significant debt pressure [2][7]. - The company's net profit attributable to shareholders has been declining for three consecutive years, with Q1 2024 showing a further decrease [2][12]. Share Buyback and Dividend Strategy - The share buyback plan involves repurchasing shares at a maximum price of 24.82 yuan per share, which is approximately 50.15% higher than the market price of 16.53 yuan on the announcement date [3][4]. - The cash dividend for Q1 2024 is set at 5 yuan per 10 shares, totaling approximately 1.186 billion yuan, with a dividend payout ratio of 172.88% [4][5]. - For the entire year of 2024, the company plans to distribute cash dividends totaling 2.144 billion yuan, with a payout ratio nearing 98.89% of its annual profit [6]. Operational Challenges - Longbai Group's revenue and net profit have both declined in Q1 2024, with revenue at 7.06 billion yuan and net profit at 686 million yuan, representing year-on-year decreases of 3.21% and 27.86%, respectively [13]. - The company has faced operational pressures due to falling iron ore prices and underperformance in its new energy sector, contributing to the decline in net profit [2][12]. - The company has also recorded significant asset impairments, including a 342 million yuan impairment for goodwill related to previous acquisitions [12]. Company Background and Market Position - Longbai Group, originally known as Baili Union, has grown into a global leader in the titanium industry through a series of acquisitions and expansions, with a production capacity of 1.51 million tons per year for titanium dioxide and 80,000 tons for sponge titanium [10][12]. - The company holds over 1,270 patents in China, with a research and development investment of 1.175 billion yuan in 2024, maintaining a consistent R&D expenditure exceeding 1 billion yuan annually from 2021 to 2023 [11].

Core Viewpoint - China Nuclear Titanium Dioxide (中核钛白) announced the termination of its 2021 non-public stock issuance projects, specifically the "Water-soluble Monoammonium Phosphate Resource Recycling Project" and the "Annual Production of 500,000 Tons of Iron Phosphate Project," reallocating the remaining raised funds of 1.666 billion yuan to supplement working capital for daily operations and business development [1][8]. Group 1: Project Termination Reasons - The termination of the projects is attributed to significant changes in the supply-demand relationship in the downstream market for water-soluble monoammonium phosphate and iron phosphate, leading to a slowdown in demand growth and overall industry profitability falling below expectations [1][5]. - The gross profit margin for iron phosphate has dropped into negative territory due to severe homogeneity and low technical barriers in the midstream of the supply chain [1][6]. Group 2: Financial and Operational Details - In May 2021, the company planned to raise no more than 7.091 billion yuan for various projects, including the terminated ones, but by 2023, the actual net funds raised amounted to 5.249 billion yuan [2]. - As of April 30, 2025, the original total investment commitment for the iron phosphate project was 3.385 billion yuan, later adjusted to 2.524 billion yuan, with cumulative investment of 1.309 billion yuan [2]. Group 3: Market Environment and Competition - The iron phosphate industry has seen rapid capacity expansion since the second half of 2020, with many companies attempting to diversify into lithium battery materials, but increasing market competition and raw material price volatility have made this transition challenging [3][4]. - The domestic production of iron phosphate is projected to reach 2.0276 million tons in 2024, a 47.87% increase from 1.3712 million tons in 2023, while prices are expected to remain low, with a year-on-year decline of 20.67% [6][7]. Group 4: Strategic Decision-Making - The decision to terminate the projects was made based on business development needs and current market conditions, aiming to enhance fund utilization efficiency and optimize resource allocation, which is expected to support the company's long-term strategic development without harming shareholder interests [8].

Group 1 - The company approved a guarantee limit of up to RMB 1.259 billion for itself and its subsidiaries to support the business operations of its subsidiaries [1] - The company will adjust the guarantee amounts for its subsidiaries, Nanjing Titanium White Chemical Co., Ltd. and Nanjing Titanium White International Trade Co., Ltd., while maintaining the total guarantee limit [2] - The asset-liability ratios for both subsidiaries exceed 70%, and the internal adjustment complies with the Shenzhen Stock Exchange's self-regulatory guidelines [2] Group 2 - Prior to the adjustment, the guarantee amounts were RMB 400 million for Nanjing Titanium White and RMB 50 million for Nanjing Titanium White International Trade [2] - After the adjustment, the guarantee amounts will be RMB 370 million for Nanjing Titanium White and RMB 80 million for Nanjing Titanium White International Trade, keeping the total guarantee amount unchanged at RMB 450 million [2] - The company confirmed that there will be no changes to the guarantee limits for the year 2025 beyond the aforementioned adjustments [2]

Group 1 - The Indian Ministry of Finance has imposed anti-dumping duties on titanium dioxide products from China, ranging from $460 to $681 per ton, effective for five years [1] - The export structure for Chinese titanium dioxide is expected to change, with India accounting for 16% of China's total exports in 2024, approximately 300,000 tons, and 20% in the first quarter of 2025, approximately 100,000 tons [1] - The competitive landscape among companies will begin to differentiate, with Longbai Group benefiting from the lowest tax rate, while smaller companies may lose market share in India due to higher duties [1] Group 2 - The anti-dumping duties will alter the supply dynamics in the Indian titanium dioxide market, which currently relies on Chinese imports for 65% of its total supply [2] - The price increase of Chinese titanium dioxide due to the duties may lead to higher costs for downstream industries in India, such as coatings and plastics [2] - In the short term, Chinese exports to India may decrease, and companies may pause shipments, while in the long term, there will be a push for global diversification and expansion into markets along the Belt and Road Initiative [2] Group 3 - The imposition of anti-dumping duties reflects an increase in international trade friction, suggesting that Chinese titanium dioxide companies may face more trade barriers from other countries in the future [3] - The industry may undergo consolidation and reshuffling, with larger companies having a better chance of surviving market competition, while smaller firms may face the risk of elimination [3] - To cope with trade barriers and competition, Chinese titanium dioxide companies need to enhance technological innovation and industry upgrades, focusing on improving production efficiency and sustainability [3]

Group 1 - The core point of the article is that China Nuclear Titanium Dioxide has officially abandoned its ambitious lithium battery project, which reflects a broader trend of retreat within the industry due to changing market conditions and financial challenges [1][2][3] - The company decided to terminate the 500,000-ton phosphate iron project initiated in 2021, reallocating the remaining 1.666 billion yuan of raised funds to supplement working capital [1] - The project, which had a total investment of 3.83 billion yuan, consumed 1.309 billion yuan and achieved only 100,000 tons of capacity before being completely abandoned [1] Group 2 - The retreat of China Nuclear Titanium Dioxide is part of a collective action within the titanium dioxide industry, where many companies had rushed into the phosphate iron sector due to the byproduct of ferrous sulfate from their production processes [2] - The market environment has deteriorated rapidly, with phosphate iron prices dropping from 15,000-18,000 yuan per ton at the beginning of 2023 to 10,000-11,000 yuan per ton, a decline of over 30% [2] - The industry is facing a common dilemma of overcapacity, with effective capacity in the phosphate lithium sector surging from 500,000 tons in 2021 to 4.5 million tons in 2024, while capacity utilization plummeted from over 90% to 55% [2] Group 3 - The terminated phosphate iron project was funded by a problematic private placement completed in February 2023, which raised a total of 5.288 billion yuan and involved 16 prestigious institutional investors [3] - The private placement led to significant controversy, with the actual controller facing penalties for violating regulations related to the issuance of shares and information disclosure [3] - The case has become a significant example following the release of new regulatory measures, highlighting the risks associated with low-quality battery capacity construction in the phosphate iron sector [3]