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IFOS.V ·

Itafos Announces Restricted Share Unit Grants

Share Capital & Compensation

News Release

ITAFOS ANNOUNCES RESTRICTED SHARE UNIT GRANTS

HOUSTON, TX – February 21, 2023 – Itafos Inc. (TSX-V: IFOS) (“Itafos” or the “Company”) announced today that the

board of directors of the Company has approved the grant of up to, in aggregate, 3,507,846 restricted share units (“RSUs”).

The grants were made to directors, officers, employees and consultants of the Company and vest on a one-third per annum

basis for a three-year period. Certain grants are also subjec t to the fulfilment of additional conditions. Each vested RSU

entitles the holder to receive one share of the Company or a cash payment equal to the equivalent of one share. All grants

of RSUs are subject to the Company’s restricted share unit plan. The grants were made as part of Itafos’ annual

compensation process and are intended to appropriately re ward past and ongoing contributions and to incentivize

contributions to Itafos’ success in the future.

About Itafos

The Company is a phosphate and specialty fertilizer company. The Company’s businesses and projects are as follows:

 Conda – a vertically integrated phos phate fertilizer business located in I daho, US with production capacity as

follows:

- approximately 550kt per year of monoammonium phosp hate (“MAP”), MAP with micronutrients (“MAP+”),

superphosphoric acid (“SPA”), merchant grade p hosphoric acid (“MGA”) and ammonium polyphosphate

(“APP”); and

- approximately 27kt per year of hy drofluorosilicic acid (“HFSA”);

 Arraias – a vertically integrated phospha te fertilizer business located in Toc antins, Brazil with production capacity

as follows:

- approximately 500kt per year of si ngle superphosphate (“SSP”) and SSP with micronutrients (“SSP+”); and

- approximately 40kt per year of excess sulfuric acid (220 kt per year gross sulfuric acid production capacity);

 Farim – a high-grade phosphate mine proj ect located in Farim, Guinea-Bissau;

 Santana – a vertically integrated high -grade phosphate mine and fertilizer plant project located in Pará, Brazil; and

 Araxá – a vertically integrated rare earth elements and niobium mine and extraction plant project located in Minas

Gerais, Brazil.

In addition to the businesses and projects described above, the Company also ow ns Paris Hills (Idaho, US) and Mantaro

(Junin, Peru), which are phosphate mine projects that are in process of being wound down.

The Company is a Delaware corporation that is headquartere d in Houston, TX. The Company’s shares trade on the TSX

Venture Exchange (“TSX-V”) under the ticker symbol “IFOS”. The Company’s principal shareholder is CL Fertilizers Holding

LLC (“CLF”). CLF is an affiliate of Castlelake, L.P., a global private investment firm.

For more information, or to jo in the Company’s mailing list to receive notification of future ne ws releases, please visit the

Company’s website at www.itafos.com.

Forward-Looking Information

Certain information contained in this news release constitutes forward-looking information, including statements with respect

to the vesting of RSUs. All information other than information of historical fact is forward-looking information. The use of any

of the words “intend”, “anticipate”, “plan”, “continue”, “estimate”, “expect”, “may”, “will”, “project”, “should”, “would”, “believe”,

“predict” and “potential” and similar expressions are intended to identify forward- looking information. This information

involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially

from those anticipated in such forward-looking information. No assurance can be given that this information will prove to be

correct and such forward-looking information included in this news release should not be unduly relied upon.

Forward-looking information is subject to a number of risks and other factors that could cause actual results and events to

vary materially from that anticipated by such forward-looking information. Although the Company has attempted to identify

important factors that could cause actual results to differ materially from thos e contained in forward-looking statements,

TSX-V: IFOS

there may be other factors that cause results not to be as anticipated, estimated or intended. Factors that may cause actual

results to differ materially from expected results described in forward-looking statements in clude, but are not limited to,

those risk factors set out in the Company’s annual information form, MD&A and other disclosure documents available under

the Company’s profile on SEDAR at www.sedar.com and on the Company’s website at www.itafos.com. Readers are

cautioned that the foregoing list of risks, uncertainties and assumptions are not exhaustive. The forward-looking information

included in this news release is expressly qualified by this c autionary statement and is made as of the date of this news

release. The Company undertakes no obligation to publicly update or revise any forward-looking information except as

required by applicable securities laws.

NEITHER THE TSX-V NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES

OF THE TSX-V) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS NEWS RELEASE.

For further information, please contact:

Matthew O’Neill

Itafos Investor Relations

[email protected]

713-242-8446