Innophos Launch of $175 Million Offering of Senior PIK Toggle Notes

2/3/21

Iris Holdings, Inc., a Delaware corporation and an affiliate of Innophos Holdings, Inc., a Delaware corporation, announced today that the Issuer intends to commence a private offering of $175 million aggregate principal amount of Senior PIK Toggle Notes due 2026.

The Issuer intends to use the proceeds of the Offering to pay a dividend to the Issuer's shareholders, including certain investment funds managed by One Rock Capital Partners, LLC ("One Rock"), and to pay certain fees, commissions and related expenses.

The Notes will be offered in a private offering exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"). The Notes will be offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A and to certain persons outside the United States pursuant to Regulation S, each under the Securities Act. The Notes have not been and will not be registered under the Securities Act or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the rules promulgated thereunder.

This press release is neither an offer to sell nor a solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the Notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful.

About Innophos

Innophos is a leading international producer of specialty ingredient solutions that deliver far-reaching, versatile benefits for the food, health, nutrition and industrial markets. Innophos leverages its experience in the science and technology of specialty phosphate and nutrition products to provide our customers with both functional and nutritional solutions to ultimately formulate tasty, healthy, safe and economical products for end customers. Headquartered in Cranbury, New Jersey, Innophos has manufacturing operations across the United States, in Canada, Mexico and China.

About One Rock Capital Partners, LLC

One Rock makes controlling investments in companies with potential for growth and operational improvement using a rigorous approach that utilizes highly experienced operating partners to identify, acquire and enhance businesses in select industries. The involvement of these operating partners affords One Rock the ability to conduct due diligence and consummate acquisitions and investments in all types of situations, regardless of complexity. One Rock works collaboratively with company management and its operating partners to develop a comprehensive business plan focused on growing the enterprise and its profitability to enhance long-term value.

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