10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON DC, 20549

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FORM 10-K

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ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2017

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

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INNOPHOS HOLDINGS, INC.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

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Delaware (state or other jurisdiction of incorporation) 001-33124 (Commission File number) 20-1380758 (IRS Employer Identification No.)

259 Prospect Plains Road

Cranbury, New Jersey 08512

(Address of Principal Executive Officer, including Zip Code)

(609) 495-2495

(Registrants’ Telephone Number, Including Area Code)

Not Applicable

(Former name or former address, if changed since last report)

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Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Name of Each Exchange on Which Registered
Common Stock, par value $.001 per share	Nasdaq Global Select Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    ý  Yes    ¨  No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    ¨  Yes    ý  No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    ý  Yes    ¨  No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  ý    No  ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  ý

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See definition of “accelerated filer,” “large accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer  ý    Accelerated Filer  ¨    Non-accelerated filer  ¨    Smaller reporting company  ¨ Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    ¨  Yes    ý  No

The aggregate market value of the voting common equity held by non-affiliates of the registrant was approximately $0.8 billion as of June 30, 2017, the last business day of the Registrant’s most recently completed second quarter (based on the Nasdaq Global Select Market closing price on that date).

As of February 21, 2018, the registrant had 19,540,029 shares of common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Document	Incorporated By Reference In Part No.
Portions of Innophos Holdings, Inc. Proxy Statement to be filed for its Annual Meeting of Stockholders to be held May 15, 2018	III (Items 10, 11, 12, 13 and 14)

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TABLE OF CONTENTS

		Page
PART I
Item 1.	Business	4
Item 1A.	Risk Factors	11
Item 1B.	Unresolved Staff Comments	19
Item 2.	Properties	19
Item 3.	Legal Proceedings	19
Item 4.	Mine Safety Disclosures	19
PART II
Item 5.	Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	20
Item 6.	Selected Financial Data	21
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	37
Item 8.	Consolidated Financial Statements and Supplementary Data	38
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	80
Item 9A.	Controls and Procedures	80
Item 9B.	Other Information	80
PART III
Item 10.	Directors, Executive Officers and Corporate Governance	81
Item 11.	Executive Compensation	81
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	81
Item 13.	Certain Relationships and Related Transactions and Director Independence	81
Item 14.	Principal Accounting Fees and Services	81
PART IV
Item 15.	Exhibits, Financial Statement Schedules	82
Item 16.	Form 10-K Summary	82
Signatures

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FORWARD-LOOKING STATEMENTS

This Annual Report on Form 10-K contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that involve substantial risks and uncertainties. In some cases, you can identify forward-looking statements by the words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “objective,” “ongoing,” “plan,” “predict,” “project,” “potential,” “should,” “will,” or “would,” and/or the negative of these terms, or other comparable terminology intended to identify statements about the future. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements.

Although we believe that we have a reasonable basis for each forward-looking statement contained in this Annual Report on Form 10-K, we caution you that these statements are based on a combination of facts and factors currently known by us and our expectations of the future, about which we cannot be certain. The forward-looking statements in this Annual Report on Form 10-K may include, among other things, statements about: (1) global macroeconomic conditions and trends; (2) the behavior of financial markets, including fluctuations in foreign currencies, interest rates and turmoil in capital markets; (3) changes in regulatory controls regarding tariffs, duties, taxes and income tax rates; (4) our ability to implement and refine our Vision 2022 growth plan; (5) our ability to successfully identify and complete acquisitions in line with our Vision 2022 growth plan and effectively operate and integrate acquired businesses to realize the anticipated benefits of those acquisitions; (6) our ability to realize expected cost savings and efficiencies from our performance improvement and other optimization initiatives; (7) our ability to effectively compete in our markets, and to successfully develop new and competitive products that appeal to our customers; (8) changes in consumer preferences and demand for our products or a decline in consumer confidence and spending; (9) our ability to benefit from our investments in assets and human capital and the ability to complete projects successfully and on budget; (10) economic, regulatory and political risks associated with our international operations, most notably Mexico and China; (11) volatility and increases in the price of raw materials, energy and transportation, and fluctuations in the quality and availability of raw materials and process aids; (12) the impact of a disruption in our supply chain or our relationship with our suppliers; (13) our ability to comply with, and the costs associated with compliance with, U.S. and foreign environmental protection laws; (14) our ability to meet quality and regulatory standards in the various jurisdictions in which we have operations or conduct business; and (15) other information that is not historical information.

You should refer to “Part I, Item 1A. Risk Factors” of this Annual Report on Form 10-K for a discussion of important factors that may cause our actual results to differ materially from those expressed or implied by our forward-looking statements. As a result of these factors, we cannot assure you that the forward-looking statements in this Annual Report on Form 10-K will prove to be accurate. You should understand that it is not possible to predict or identify all such factors. Consequently, you should not consider any such list to be a complete discussion of all potential risks or uncertainties that may substantially impact our business. Moreover, we operate in a competitive and rapidly changing environment. New factors emerge from time to time and it is not possible to predict the impact of all of these factors on our business, financial condition or results of operations.

Furthermore, if our forward-looking statements prove to be inaccurate, the inaccuracy may be material. In light of the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty by us or any other person that we will achieve our objectives and plans in any specified time frame or at all. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

You should read this Annual Report on Form 10-K and any documents that we reference in this report completely and with the understanding that our actual future results may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary statements.

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Unless the context otherwise indicates, all references in this Annual Report on Form 10-K to the “Company,” “Innophos,” “we,” “us” or “our” or similar words are to Innophos Holdings, Inc. and its consolidated subsidiaries. Innophos Holdings, Inc. is a Delaware corporation and was incorporated on July 15, 2004.

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This Annual Report on Form 10-K includes trademarks, service marks and trade names owned by us or other companies. All trademarks, service marks and trade names included in this Annual Report on Form 10-K are the property of their respective owners.

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PART I

ITEM 1. BUSINESS

Our Company

Innophos is a leading international producer of specialty ingredient solutions that deliver versatile benefits for the food, health, nutrition and industrial markets. We leverage our expertise in the science and technology of blending and formulating phosphate, mineral, enzyme and botanical based ingredients to help our customers offer products that are tasty, healthy, nutritious and economical. Headquartered in Cranbury, New Jersey, Innophos has manufacturing operations across the United States, in Canada, Mexico and China.

Innophos combines more than a century of experience in specialty phosphate manufacturing with a broad range of other specialty nutritional ingredients. Utilizing our capabilities in consumer insight, research and product development and application expertise, we partner with our customers to provide differentiated product offerings that respond to consumer preferences and megatrends. We utilize this collaborative approach in order to attempt to generate market share gains for our customers.

Many of Innophos’ products are application-specific compounds engineered to meet customer performance requirements and are often critical to the taste, texture, performance or nutritional content of foods, beverages, pharmaceuticals, oral care products and other applications. For example, Innophos products act as flavor enhancers in beverages, electrolytes in sports drinks, texture additives in cheeses, leavening agents in baked goods, pharmaceutical excipients and cleaning agents in toothpaste, and they also provide a wide range of nutritional fortification solutions for food, beverage and nutritional supplement manufacturers.

Innophos’ product offering includes a wide array of botanical, enzyme and mineral based nutritional ingredients. These products have various applications in the food, beverage and dietary supplement end markets such as weight management, men and women health, digestive health, and cognitive health among others. Innophos’ 2017 acquisitions of Novel Ingredients and NutraGenesis substantially expanded Innophos’ portfolio of nutritional ingredients, which is a market that Innophos intends to continue to target for future growth of its food, health and nutrition segment.

Innophos commenced operations as an independent company in August 2004 after purchasing its North American specialty phosphates business from affiliates of Rhodia, S.A., or Rhodia, which has been a part of Solvay S.A. since 2011. In November 2006, Innophos completed an initial public offering and listed its common stock for trading on the Nasdaq Global Select Market under the symbol “IPHS”.

Our Segments and Products

We report our business in three segments: Food, Health and Nutrition; Industrial Specialties; and Other. We have three principal product lines within these reporting segments: (i) Specialty Ingredients; (ii) Core Ingredients; and (iii) Co-Products and Other. Our Food, Health and Nutrition reporting segment as well as our Industrial Specialties reporting segment consists of products in the Specialty Ingredients and Core Ingredients product lines. The Other reporting segment consists of products in the Co-Products and Other product line.

In 2017, we achieved sales of $722.0 million, of which 55% can be attributed to our Food, Health and Nutrition segment, 36% can be attributed to our Industrial Specialties segment, and 9% can be attributed to our Other segment. For financial information about our segments and geographic areas, please see Note 21 (Segment Reporting) of the Notes to Financial Statements in “Part II, Item 8. Consolidated Financial Statements and Supplemental Data” included elsewhere in this Annual Report on Form 10-K.

Specialty Ingredients

Specialty Ingredients are the most value adding products in our portfolio. Specialty Ingredients consist of specialty phosphate products, specialty phosphoric acids, including polyphosphoric acid, and a range of other mineral, enzyme and botanical based specialty ingredients. With our recent acquisitions of Novel Ingredients and NutraGenesis, we have a growing portfolio of nutritional ingredients, including a growing portfolio of branded nutritional ingredients. Our Specialty Ingredients products have a wide range of applications, including:

• flavor enhancers in beverages;

• electrolytes in sports drinks;

• texture modifiers in cheeses;

• leavening agents in baked goods;

• calcium and phosphorus fortification in food and beverages;

• moisture and color retention in seafood, poultry and meat;

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• mineral, enzyme and botanical sources for a wide variety of fortified foods, beverages and dietary supplements;

• excipients in vitamins, minerals, nutritional supplements and pharmaceuticals; and

• abrasives in toothpaste.

Each product typically has a number of different applications and end uses. For example, our dicalcium phosphate product can be used as an excipient for pharmaceutical and dietary supplements, a leavening agent in bakery products and as an abrasive in oral care products. We often work directly with customers to tailor products to their required specifications for their finished product application.

Core Ingredients

Our Core Ingredients product line includes food grade purified phosphoric acid, or PPA, technical grade PPA, sodium tripolyphosphate, or STPP, and detergent grade PPA. Food grade PPA can be used to produce phosphate salts and has a variety of applications in food and beverages. Technical grade PPA has applications in water treatment. We also sell technical grade PPA in the merchant market to third-party phosphate derivative producers. STPP is a key ingredient in cleaning products, including industrial and institutional cleaners and automatic dishwashing detergents and consumer laundry detergents outside the United States. In addition to its use in cleaning products, STPP is also used in water treatment, clay processing, and copper ore processing. The end use market for STPP is largely derived from consumer product applications. Detergent Grade PPA is a lower grade form of PPA used primarily in the production of STPP.

Co-Products and Other

Our Co-Products and Other product line includes granular triple super phosphate, or GTSP, and merchant green phosphoric acid, or MGA. GTSP is generated at our Coatzacoalcos facility in Mexico as a co-product of our purified wet acid manufacturing process described further below under “Manufacturing”. GTSP is a fertilizer product used throughout Latin America for increasing crop yields in a wide range of agricultural sectors. We sell MGA in the merchant market to third party manufacturers of fertilizer products.

Our Industry

Each of the industries in which we have a presence is competitive in nature.

In connection with our Specialty Ingredients products, we face competition with respect to our phosphate products, as well as our botanical, enzyme and mineral based nutritional ingredients. Many of our phosphate products are viewed as basic ingredients that compete with virtually identical products and derivatives manufactured by other companies in the industry, including companies that utilize the thermal acid method of production described below under “Manufacturing.” North America is a competitive market for phosphates with several competitors importing products from overseas. Our major competitor in the downstream specialty phosphates industry is Israel Chemicals Limited, or ICL. We also compete in the specialty phosphates industry with imports from Germany, Belgium, Israel, Russia, North Africa and China. In recent years, we have faced increasing competition from imports, including domestically located production facilities owned by foreign based organizations. In addition, in recent years, we have experienced pricing pressure from overseas imports, which we expect to continue for the foreseeable future.

Our major PPA competitor is Nutrien Ltd., or Nutrien, formed on January 1, 2018 by the merger of Potash Corporation of Saskatchewan Inc., a global fertilizer company for which specialty phosphates represents only a small part of its business, with Agrium Inc. We consume the majority of our PPA production in our downstream operations and sell the remainder externally, where we compete with Nutrien. We also compete with PPA imports from China, Belgium and Israel.

Our major North American STPP competitor is Mexichem, S.A.B. de C.V., or Mexichem, in Mexico. We also compete with STPP imports from North Africa, Europe, Russia and China. Over the past several decades, there have been regulatory-driven efforts to reduce the use of STPP in consumer and institutional cleaners and it was essentially eliminated in consumer automatic dishwashing applications in the United States and Canada in 2010. The industrial and institutional cleaner market has also reformulated some of its products to reduce STPP content.

We are not a significant supplier to the GTSP or MGA fertilizer markets, and sell our GTSP co-product via a tolling arrangement that was established in December 2016.

Our nutritional ingredients business faces competition from a larger number of competitors as the industries in which we compete in connection with this business are highly fragmented. Our competitors in the nutritional ingredients space are multiple, and include Balchem Corporation, Jost Chemical Company, Naturex Inc. and BI Nutraceuticals Inc. to name a few.

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For a discussion of the risks associated with the competition that we face in our markets, see “Part I, Item 1A. Risk Factors-Risks Related to Our Business Operations-Competition -The success of our business depends on our ability to successfully compete in competitive markets.” appearing elsewhere in this Annual Report on Form 10-K.

Our Customers

We supply a broad range of customers in over 70 countries worldwide. No customer accounted for more than ten percent of our net sales in 2017, 2016 or 2015. For the years ended December 31, 2017, 2016 and 2015, we generated net sales of $722.0, $725.3 million and $789.1 million, respectively.

Our customer base is principally composed of consumer goods manufacturers, specialty chemical manufacturers and distributors. Our customers manufacture products such as soft drinks, sports drinks and juices, various food products and dietary supplements, oral care products, petroleum and petrochemical products, and various cleaners and detergents. Our customers include major consumer goods manufacturers with global market recognition in the food, beverage, pharmaceutical and cleaning product markets. We have maintained long-term relationships with the majority of our key customers, with the average customer relationship having lasted over 15 years, and some relationships spanning many decades. Because our Specialty Ingredient products provide critical functionality and typically represent only a small percentage of our customers’ total end-product cost, our customers generally tend not to frequently change key raw materials or suppliers, especially in highly recognized brands in the food, health and nutrition markets.

Manufacturing

We currently have twelve manufacturing plants located in the United States, Canada, Mexico and China supporting our phosphates and nutrition ingredients products.

The production of specialty phosphates begins with phosphate rock, which can be processed in two alternative ways to produce PPA: (i) the thermal acid method, in which elemental phosphorus is combusted in a furnace and subsequently hydrated to produce PPA; or (ii) the purified wet acid method utilized by Innophos, in which mined phosphate rock is reacted with an acid (most often sulfuric acid) to produce MGA, which is then purified through solvent-based extraction into PPA. The conversion of MGA into PPA is a technically complex and a capital-intensive process. PPA can be sold or reacted with appropriate mineral salts or inorganic compounds to produce various specialty phosphate products as required.

We also produce a wide range of botanical, enzyme and mineral based ingredients as part of our nutrition business through a variety of customized production processes resulting in an extensive suite of product formulations.

Raw Materials and Energy

We purchase a range of raw materials and energy sources on the open market, including phosphate rock, sulfur and sulfuric acid, MGA, PPA, nutritional ingredients, natural gas and electricity. To help secure supply, we purchase several of our key raw materials under long-term contracts generally providing for fixed or minimum quantities of materials, or purchase of our full requirements, and predetermined pricing formulae based on various market indices and other factors. We do not engage in any significant futures or other derivative contracts to hedge against fluctuations of raw materials. We rely on unaffiliated third parties to provide our raw materials, a result of which is that raw materials acquisition at economical price levels is an important risk of our business. See “Part I, Item 1A. Risk Factors - Raw Materials Availability and Pricing - The success of our business depends on our ability to successfully source sufficient amounts of the raw materials used in our products at competitive prices, often from a limited number of suppliers, some of whom with we do not have a long-term contract in place.” in this Annual Report on Form 10-K for a discussion of the risks associated with our sourcing raw materials.

Phosphate Rock and MGA. MGA, which is purified to produce PPA, is the main raw material for the creation of our downstream salts and acids. We currently purchase all of the MGA for processing at our Geismar, Louisiana facility through a long-term agreement for MGA with Nutrien. At our Coatzacoalcos facility in Mexico, we typically purchase phosphate rock in order to produce MGA internally; however, we can also process externally purchased MGA available from various suppliers globally. In addition to our primary sources, we have options for other spot suppliers and will continue to qualify and develop additional sources for potential future supply.

Sulfur and Sulfuric Acid. Sulfur is the key raw material used in the production of sulfuric acid, a key raw material used in the production of MGA by the wet method. We produce the vast majority of the sulfuric acid required to operate our Coatzacoalcos facility. The majority of the sulfuric acid required for the production of MGA by Nutrien supplied to our Geismar, Louisiana facility is supplied by Solvay. Our U.S. needs for sulfuric acid and our Mexican needs for sulfur are handled through contracts with Solvay and Pemex-Gas y Petroquimica Basica, respectively.

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Purified Phosphoric Acid. The key raw material input for all of our downstream specialty phosphate salt and specialty phosphoric acid operations is PPA. In addition to purifying MGA to produce PPA internally, we also purchase certain quantities of our PPA supply from third parties to optimize our consumption and net sales, including from Nutrien with whom we have a supply contract for PPA (distinct from the supply contract for MGA) which will expire in July 2018. We continue to qualify and develop additional sources of PPA. In 2017, we produced approximately 70% and purchased approximately 30% of our total PPA supply.

Nutritional Ingredients. We purchase a variety of botanicals, enzymes and minerals on the international open market for distribution, further processing, packaging and/or branding for our chosen food, beverages and dietary supplement end markets. We typically rely on spot suppliers, and in certain limited cases, short-term contracts, for our botanical, enzyme and mineral needs.

Natural Gas and Electricity. Natural gas and electricity are used to operate our facilities and generate heat and steam for the various manufacturing processes. We typically purchase natural gas and electricity on the North American open market at so-called “spot rates.” From time to time, we may enter into longer term natural gas and electricity supply contracts in an effort to eliminate some of the volatility in our energy costs. We did not enter into any economic hedges in the past three years.

Research and Development

Our new product and application development activities are aimed at developing and enhancing products, processes and applications by offering differentiated, technology-based solutions to our customers and thereby strengthening our position in the markets we serve. We focus on:

• developing new or improved application-specific specialty ingredients based on our existing product line and identified or anticipated customer needs;

• creating new products to be used in new applications or to serve new markets;

• providing customers with premier technical services as they integrate our ingredients into their products and manufacturing processes;

• ensuring that our products are manufactured in accordance with our stringent regulatory, health and safety policies and objectives and applicable law;

• developing more efficient and lower cost manufacturing processes; and

• expanding existing, and developing new, relationships with customers to meet their product application needs.

Our research expenditures were $3.7 million, $3.7 million and $4.5 million for the years ended December 31, 2017, 2016 and 2015, respectively.

Environmental and Regulatory Compliance

Certain of our operations involve manufacturing and marketing ingredients for use in food, nutritional supplement and pharmaceutical excipient products, and therefore must comply with U.S. Food and Drug Administration, or FDA, or the U.S. Department of Agriculture, or USDA, regulatory controls and similar regulatory controls of foreign jurisdictions where we have operations or conduct business, as well as good manufacturing practices and the quality requirements of our customers. The regulation of, and legal requirements for, the manufacture and sale of our products is a changing environment, and those changes may require increased operating costs to develop and implement additional product safety measures. Although there is some harmonization among the regulatory requirements of various jurisdictions, each country’s specific regulatory requirements apply to products imported and sold in that country. Regulatory systems throughout the world vary in complexity and transparency, as well as the time required to navigate such system in order to enter the subject market. Our growth that involves expansion of existing products into new markets or new products into current or new markets is affected by our ability to obtain necessary regulatory approvals and achieve and maintain compliance with regulatory requirements. In addition, public perception in the United States, Europe and other markets of products we offer for sale in relation to their safety and other market and legal trends related to “natural”, “organic“ and “clean labeling” in foods also may affect our sales and operations.

In addition, our operations that involve the use, handling, processing, storage, transportation and disposal of hazardous materials are subject to extensive and frequently changing environmental regulation by federal, state, and local authorities, including, but not limited to, the U.S. Environmental Protection Agency and the U.S. Federal Railroad Administration, or FRA, as well as regulatory authorities with jurisdiction over our operations in Canada, Mexico and China. Our operations also expose us to the risk of claims for environmental remediation and restoration or for exposure to hazardous materials. Our production facilities require operating permits that are subject to renewal or modification. Violations of health and safety and environmental laws, regulations, or permits may result in restrictions being imposed on operating activities, substantial fines, penalties, damages, the rescission of an operating permit, third-party claims for property damage or personal injury, or other costs, any of which could have a material adverse effect on our business, financial condition, results of operations, or cash flows. Due to changes in health and safety and environmental laws and regulations, the time frames when those laws and regulations might be applied, and

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developments in environmental control technology, we cannot predict with certainty the amount of capital expenditures to be incurred for environmental purposes.

Some environmental laws and regulations impose liability and responsibility on present and former owners, operators or users of facilities, and sites for contamination at such facilities and sites without regard to causation or knowledge of contamination. Many of our sites have an extended history of industrial use. Soil and groundwater contamination have been detected at some of our sites, and additional contamination might occur or be discovered at these sites or other sites in the future (including sites to which we may have sent hazardous waste). We continue to investigate, monitor or cleanup contamination at most of these sites. The potential liability for all these sites will depend on several factors, including the extent of contamination, the method of remediation, future developments and increasingly stringent regulation, the outcome of discussions with regulatory agencies, the liability of third parties, potential natural resource damage and insurance coverage. Liabilities for environmental matters are recorded in the accounting period in which our responsibility is established and the cost can be reasonably estimated. Due to the uncertainties associated with environmental investigations, cleanups and other obligations, as well as the ongoing nature of the investigations, cleanups and other obligations at our sites, we are unable to predict precisely the nature, cost and timing of our future remedial obligations with respect to our sites and, as a result, our actual environmental costs and liabilities could significantly exceed our accruals.

Further information, including the current status of significant environmental matters and the financial impact incurred for the remediation of such environmental matters, is included in Note 17 (Commitments and Contingencies) of the Notes to Financial Statements in "Part II, Item 8. Consolidated Financial Statements and Supplementary Data" and in “Part I, Item 1A. Risk Factors - Legal and Regulatory Risks - We are subject to a wide variety of laws, regulations and government policies, including with respect to product quality and labeling and the environment, which may change in significant ways.” appearing elsewhere in this Annual Report on Form 10-K.

Intellectual Property

We rely on a combination of patent, copyright and trademark laws to protect certain key intellectual aspects of our business. In addition, our pool of proprietary information, consisting of manufacturing know-how, trade secrets and unregistered copyrights relating to the design and operation of our facilities and systems, is considered particularly important and valuable. Accordingly, we seek to protect proprietary information through all legal means practicable. However, monitoring the unauthorized use of our intellectual property is difficult, and the steps we have taken may not prevent all unauthorized use by others.

Insurance

In the normal course of business, we are subject to numerous operating risks, including risks associated with environmental contamination, health and safety issues and compliance with food safety laws, while manufacturing, developing, marketing and supplying products.

We currently have in force insurance policies covering property, general liability, excess liability, workers’ compensation, employer’s liability, product liability, product recall, fiduciary and other coverages. We seek to maintain coverages consistent with market practices and required by those customers with whom we do business. Where appropriate for the protection of our property and interests, we also require others with whom we do business to provide certain coverages for our benefit. We believe that we are appropriately insured for the insurable risks associated with our business.

Employees

As of December 31, 2017, we had 1,373 employees at our facilities worldwide, of whom 747 were unionized hourly wage employees. We currently employ both union and non-union employees at most of our facilities. We have experienced no work stoppages or strikes at any of our unionized facilities since acquiring them in 2004. We are a party to a collective bargaining agreement with the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial and Service Workers International Union, Local No. 7-765 through January 16, 2020 at the Chicago Heights, Illinois facility; International Union of Operating Engineers, Local No. 369 through April 18, 2019 at the Nashville, Tennessee facility; the Health Care, Professional, Technical, Office, Warehouse and Mail Order Employees Union, affiliated with the International Brotherhood of Teamsters, Local 743 through June 17, 2020 at the Chicago (Waterway), Illinois facility; the United Steelworkers, Local No. 6304 through April 30, 2020 at the Port Maitland, Ontario Canada facility; and the Sindicato de Trabajadores de la Industria Química, Petroquímica, Carboquímica, Gases, Similares y Conexos de la República Mexicana, at the Mexico facilities. The agreement at the Coatzacoalcos, Mexico facility is for an indefinite period, but wages are reviewed every year and the rest of the agreement is subject to negotiation every two years (next scheduled for June 2018).

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Executive Officers

The following table and biographical material present information about the persons serving as our executive officers:

Name	Age	Position
Kim Ann Mink	58	Chairman, Chief Executive Officer and President
Han Kieftenbeld	52	Senior Vice President and Chief Financial Officer
Charles Brodheim	54	Vice President, Corporate Controller and Chief Accounting Officer
Sherry Duff	50	Senior Vice President, Chief Marketing and Technology Officer
Amy Hartzell	42	Senior Vice President, Supply Chain and Purchasing
Joshua Horenstein	41	Senior Vice President, Chief Legal Officer and Corporate Secretary
Mark Santangelo	60	Senior Vice President, Manufacturing, Engineering, and EH&S
Robert Sklans	52	Senior Vice President, Chief Human Resources Officer

Biographical Material

Kim Ann Mink, Ph.D. has been the Chief Executive Officer and President of Innophos since December 2015, a director of Innophos since January 2016 and Chairman since February 2017. Prior to joining Innophos, she served as Business President of Elastomers, Electrical and Telecommunications at The Dow Chemical Company, or Dow Chemical, from September 2012 to December 2015. Dr. Mink joined Dow Chemical in April 2009 as Global General Manager, Performance Materials and President and Chief Executive Officer of ANGUS Chemical Co. (then a fully owned subsidiary of Dow Chemical). Prior to joining Dow Chemical, Dr. Mink was Corporate Vice President and Global General Manager, Ion Exchange Resins at the Rohm and Haas Company (now a fully owned subsidiary of Dow Chemical), where she spent more than 20 years serving in numerous senior roles with increasing responsibilities. From September 2012 to December 2015, Dr. Mink served as a member of the Board of Advisors of Catalyst Inc. From November 2012 to December 2016, she served as a member of the National Board of Trustees of the ALS Association. In addition, in 2014, Dr. Mink was named to STEMconnector's 100 Diverse Corporate Leaders in STEM. Since March 2017, Dr. Mink has served as a director of PolyOne Corporation, a publicly-traded global provider of specialized polymer materials, services and solutions. Dr. Mink received her B.A. in Chemistry from Hamilton College and a Ph.D. in Analytical Chemistry from Duke University. She is a graduate of the Wharton School of Business Management Program.

Han Kieftenbeld has been the Senior Vice President and Chief Financial Officer of Innophos since April 2016. From June 2014 to July 2015, Mr. Kieftenbeld served as the Global Chief Financial Officer at AB Mauri, a worldwide producer of bakery ingredients. From December 2010 to June 2014, Mr. Kieftenbeld served as the Global Chief Procurement Officer of Ingredion Incorporated, a global ingredient solutions provider. Mr. Kieftenbeld served as Chief Financial Officer at AkzoNobel N.V. from 2007 to 2010 and, before that, at ICI PLC from 1997 to 2007. Mr. Kieftenbeld held various roles of increasing responsibility at Unilever N.V. from 1988 to 2007. From 2006 to 2017, Mr. Kieftenbeld served as a non-executive advisor and board member at Themis Analytics, an international sales and marketing decision analytics solutions provider to the pharmaceutical industry. Mr. Kieftenbeld earned a master’s degree from New York University Stern School of Business, London School of Economics and Political Science, as well as the HEC School of Management, Paris. He holds a B.S. in Business Economics and Accounting from Windesheim University in the Netherlands.

Charles Brodheim is the Vice President, Corporate Controller and Chief Accounting Officer of Innophos. Mr. Brodheim has been Corporate Controller of Innophos since its formation and a Vice President since 2011. Mr. Brodheim joined Rhodia in 1988 and held various tax, accounting and business analyst positions within Rhodia. Mr. Brodheim was the North American Finance Director for Specialty Phosphates from 2000 to 2002. After 2002, Mr. Brodheim was a Finance Director for various Rhodia North American Enterprises, including its Eco-Services enterprise. Mr. Brodheim earned a B.B.A. degree in Finance/Accounting from Temple University and is a certified public accountant.

Sherry Duff is the Senior Vice President, Chief Marketing and Technology Officer of Innophos, a position that she has held since May 2017. Ms. Duff joined Innophos as Vice President, Chief Marketing Officer in July 2016. Previously, from November 2011 to June 2015, Ms. Duff served as the President and Managing Director of Arista Laboratories, Inc., a U.S. subsidiary of Molins, PLC that provides tobacco testing services. From 1997 to October 2011, Ms. Duff held a series of positions of increasing responsibility at Arch Chemicals, Inc., global biocides company, including most recently as its Director, Strategic Planning, Business Development & Government Affairs. Ms. Duff received BS degree in Chemistry from the University of Connecticut and her MBA degree from Rensselaer Polytechnic Institute at Hartford.

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Amy Hartzell is the Senior Vice President, Supply Chain and Purchasing at Innophos, a position that she has held since May 2017. Ms. Hartzell joined Innophos as Vice President, Supply Chain and Purchasing in April 2016. She worked at Dow Chemical Company from 2009 to March 2016, serving in positions of increasing responsibility, including most recently as its Global Director, Corporate Supply Chain Center of Excellence. Ms. Hartzell began her career at Rohm and Haas Company in 1997, serving in positions of increasing responsibility until Rohm and Haas Company was acquired by Dow Chemical Company. Ms. Hartzell earned a BS from Lehigh University and an MBA from La Salle University.

Joshua Horenstein is the Senior Vice President, Chief Legal Officer and Corporate Secretary of Innophos, a position he has held since May 2017. Mr. Horenstein was Vice President, Chief Legal Officer and Corporate Secretary from September 2016 to May 2017, and acting Vice President, Chief Legal Officer and Corporate Secretary from March 2016 to September 2016. Mr. Horenstein served as interim Chief Human Resources Officer from September 2017 through February 2018. Mr. Horenstein joined Innophos in 2010 as Corporate Counsel and M&A Attorney and has since held various legal positions of increasing responsibility. Before joining Innophos, Mr. Horenstein practiced law at several leading law firms, including Ballard Spahr, LLP, Pepper Hamilton, LLP and Flaster/Greenberg P.C. and was also Vice President and Chief Legal Officer at Rock Your Phone, Inc., a technology start-up company. Mr. Horenstein received his law degree from the University of Pennsylvania Law School and he holds bachelor degrees in Economics and Political Science from Penn State University.

Mark Santangelo is the Senior Vice President, Manufacturing, Engineering, and EH&S of Innophos, a position he has held since May 2017. At the time of joining Innophos, Mr. Santangelo was serving as an independent operations and supply chain consultant to the specialty chemical industry. Previously, from December 2014 to May 2016, Mr. Santangelo held the position of Vice President, Global Operations and Supply Chain at Arizona Chemical Company, an international specialty chemical company. Prior to Arizona Chemical, Mr. Santangelo spent more than 30 years at Ashland Inc., an international specialty chemical company serving in positions of increasing responsibility with the last 8 years as Vice President Global Supply Chain. Mr. Santangelo earned his BS and MS degrees, each in chemical engineering, from Villanova University.

Robert Sklans has been the Senior Vice President, Chief Human Resources Officer of Innophos since February 2018.  Prior to joining Innophos, Mr. Sklans served as Chief Human Resources Officer of Elementis PLC, a global specialty chemicals company, from July 2015 through December 2017, Vice President, Human Resources - North America Division of DSM, a global food and nutrition company, from January 2014 through July 2015, and Director, Talent Management & Employee Development - North America Region of Evonik Corporation, a global specialty chemicals company, from June 2011 through January 2014.  Prior to that, Mr. Sklans held various human resources positions at Johnson & Johnson (2002-2011) and Casio, Inc. (1998-2002).  Mr. Sklans holds a BA degree in Psychology from Connecticut College and a Masters in Organizational Psychology from Columbia University.

Available Information

The Securities and Exchange Commission, or the SEC, maintains a website that contains reports, proxy and information statements, and other information regarding issuers, including Innophos, that file electronically with the SEC. The public can obtain any documents that the Company files with the SEC at http://www.sec.gov. Innophos files annual reports, quarterly reports, proxy statements and other documents with the SEC under the Securities Exchange Act of 1934, as amended, or the Exchange Act. The public may read and copy any materials that the Company files with the SEC at the SEC’s Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330.

Innophos also makes available free of charge through its website (www.innophos.com) its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and, if applicable, amendments to those reports filed or furnished pursuant to the Exchange Act as soon as reasonably practicable after Innophos electronically files such material with, or furnishes it to, the SEC. The information contained on Innophos’ website is not included in, or incorporated by reference into, this Annual Report on Form 10-K.

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ITEM 1A. RISK FACTORS

The following discussion of risk factors contains "forward-looking statements," as discussed in the Forward-Looking Statements section of this Annual Report on Form 10-K. Investing in Innophos involves a significant degree of risk. We are providing the following cautionary discussion of risk factors, uncertainties and assumptions that we believe are relevant to our business. These are factors that, individually or in the aggregate, we think could cause our actual results to differ materially from expected and historical results and our forward-looking statements. You should understand that it is not possible to predict or identify all such factors. Consequently, you should not consider this section to be a complete discussion of all potential risks or uncertainties that may substantially impact our business. Moreover, we operate in a competitive and rapidly changing environment. New factors emerge from time to time and it is not possible to predict the impact of all of these factors on our business, financial condition or results of operations.

Risks Related to Our Business Operations

External Factors Impacting Profitability - Our profitability may be affected by factors beyond our control.

Our ability to maintain and increase profitability depend to a large extent upon our ability to price finished products at a level that will cover manufacturing and raw material costs and provide an acceptable profit margin. Our ability to maintain appropriate price levels is determined by a number of factors largely beyond our control, such as the economic conditions of the geographic regions in which we conduct business, raw materials availability and pricing, competitive factors, adoption of new regulations in the U.S. and other jurisdictions in which we do business and customer preferences impacting use of our ingredients, each of which is discussed further below. Any of the foregoing factors may materially and negatively impact our ability to increase profitability as part of our Vision 2022 growth plan.

Raw Materials Availability and Pricing - The success of our business depends on our ability to successfully source sufficient amounts of the raw materials used in our products at competitive prices, often from a limited number of suppliers, some of whom with we do not have a long-term contract in place.

We may not be able to source sufficient amounts of the raw materials used in our products at competitive prices, or at all, which may materially and negatively impact our business.

We rely on unaffiliated third parties to provide our raw materials, and we do not engage in any significant futures or other derivative contracts to hedge against fluctuations in the price of raw materials. Most of our raw materials are supplied to us by either one or a small number of suppliers. Some of those suppliers rely, in turn, on sole or limited sources of supply for raw materials included in their products. Failure of our suppliers to maintain sufficient capability to meet changes in demand or quality, or to overcome unanticipated interruptions in their own sources of supply due to their own supplier’s performance failures or force majeure conditions, such as disaster or political unrest, may prevent them from continuing to supply raw materials as we require them, or at all. Our inability to obtain sufficient quantities of sole or limited source raw materials or to develop alternative sources on a timely basis if required could result in increased costs in our operations, which may be material, and may negatively impact our ability to properly maintain our existing level of operations.

Our raw materials are purchased under supply arrangements that vary from long-term multi-year supply agreements to short term agreements. We also rely on spot suppliers. As a result, we are subject to risks that we may not be able to secure the raw materials needed for our products on favorable terms, or at all. We cannot be sure that the annual or other periodic contracts we have in place for our raw materials can be renewed at all or on similar terms to the current terms. In addition, with respect to those suppliers with whom we do have long-term agreements, we cannot be certain that our suppliers will not seek to terminate, modify or disrupt performance under such agreements. As previously disclosed, in 2016, Nutrien notified us that it is terminating our supply agreement for PPA effective July 2018. As a result of such termination, we are continuing to develop alternatives for future PPA supply needs after July 2018, which could affect our operating costs and adversely impact the competitive positions of some of our products.

Various market conditions beyond our control can affect the price and supply of our raw materials. For example, the cost for phosphate rock and sulfur is heavily influenced by the fertilizer market. Prices for both materials have historically experienced periodic significant fluctuations. Likewise, the cost of natural gas is often positively correlated with petroleum prices. We typically purchase natural gas at spot market prices for use at our facilities, and our business has, from time to time, been negatively impacted by wide fluctuations in natural gas prices. Pricing within most of our supply arrangements is set according to predetermined formulae dependent on price indices or market prices or, with respect to some shorter term contracts, by negotiation with reference to market conditions. The prices we pay under these contracts will generally lag the underlying market prices of the raw material,

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which exposes us to risks in the event the cost of the raw materials decreases quickly. A minority percentage of our raw materials are purchased under fixed annual pricing arrangements, which provides us price certainty and protection against increases in the market cost of such materials but exposes us to risks in the event that the cost of such materials decreases. Increased raw material pricing may adversely affect our margins if we are not able to offset costs with sales price increases. See “Competition - The success of our business depends on our ability to successfully compete in competitive markets” below.

Our phosphates-based business can be affected by the availability and cost of phosphate rock. Although there are multiple available global suppliers to supply phosphate rock to our Coatzacoalcos, Mexico site, in 2018, we expect the majority of our phosphate rock requirements to come from a limited number of these suppliers, thus exposing us to risks if any such supplier experiences a significant disruption. Although our Coatzacoalcos facility was upgraded to handle alternative grades of rock without adversely affecting operating efficiency, further investment may be required to realize the full benefits of improved process flexibility, including to address process efficiency issues which may arise over longer time periods as the plant processes rock from various sources.

We are also subject to risks stemming from local social and political conditions in those jurisdictions where the phosphate rock that supports our operations is sourced. The phosphate rock that it utilized by Nutrien to supply MGA to our Geismar, Louisiana facility is subject to those social and political conditions in Western Sahara, where Nutrien sources the phosphate rock, which territory has had a long history of social and political upheaval. If Nutrien is unable to source phosphate rock or sufficient amounts of phosphate rock, our MGA supply would be disrupted and our ability to manufacture our products could be materially adversely affected.

Competition - The success of our business depends on our ability to successfully compete in competitive markets.

We operate in a competitive environment. Our ability to grow our business depends on our ability to effectively compete in each of our targeted markets. Some of our competitors have broader product portfolios, larger market shares, access to larger customer bases, including as a result of a broader geographical footprint, and greater financial resources with respect to the markets in which we compete. Our business will be materially and adversely affected if we are unable to effectively compete in those markets that we target.

Our operations are subject to currency fluctuation transaction risks. We may from time to time be at a competitive disadvantage as a result of the strengthening of the U.S. Dollar, which can place us at a competitive disadvantage with respect to our foreign competitors selling competing products into the markets to which we sell our products.

With respect to our phosphates-based business, we face competition from lower-cost producers, including in connection with import competition, which competition intensifies from time to time as a result of changing exchange rates and production overcapacity. Import competition is heavily influenced by the actions of foreign governments, including the taxation and subsidy policies of China, which actions are frequently unpredictable. Certain producers are integrated back to phosphate rock, which may provide cost advantages to them depending on the markets in which they choose to compete. We also face competition from those suppliers who utilize the “thermal” production method, a process more heavily dependent on energy that may be cost advantaged compared to “wet” method producers (such as Innophos) during periods of low energy prices. In addition, we also face competition from those competitors continuing to seek to develop improvements to the purified wet acid method to produce PPA, which, if developed, may hurt our competitive position. In addition, new technologies are being developed to attempt to produce PPA at a cheaper cost than the thermal acid method or the purified wet acid method. Any such new or improved technology that is developed would be expected to reduce the barriers to entry and/or significantly increase competition in the markets in which we compete, all of which would be expected to harm our competitive position and our business. Although we have a number of product quality improvement and product enhancement initiatives underway, we cannot assure that our efforts in maintaining differentiation will be successful. We also face competition from competitors offering non-phosphate alternatives to our phosphate-based products, which may intensify as a result of evolving consumer preferences.

The nutritional ingredient market is also competitive in nature. In the nutritional ingredient market, competition is based upon a number of considerations, including product differentiation and innovation, product quality, technical service, and supply reliability. Our competitors continue to seek improvements to their products and manufacturing processes. Our success in the nutritional ingredient market depends on our ability to grow our product portfolio, effectively differentiate our products, supply quality products that comply with evolving regulations, source raw materials in sufficient quantities and at competitive prices and provide customer service that meets or exceeds our customer’s expectations.

Food, Health and Nutrition Portfolio - we may not be able to continue to grow our growing nutritional ingredient portfolio due to competitive factors or otherwise.

We are subject to commercial risks in connection with our focus on growing our Food, Health and Nutrition portfolio. Our two acquisitions in 2017 focused on companies with significant nutritional ingredient portfolios. We expect to continue to evaluate

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opportunities to grow our nutritional ingredient portfolio. Our ability to acquire, develop and commercialize nutritional ingredients depends on, among other factors, our ability to adjust to market and consumer trends, effectively compete in the competitive dietary supplement market, generate and grow our brand recognition, conduct studies to generate the data needed to support noted benefits and differentiate our nutritional ingredients and protect our associated intellectual property, including our trademarks. We may not be able to fully commercialize and grow those nutritional ingredients that we acquire or develop internally as a result of any of the foregoing factors, which could materially and negatively impact our business.

Consumer Preferences - Changes in consumer preferences and perceptions may lessen the demand for our products, which could reduce our sales and profitability and harm our business.

Food products are often affected by changes in consumer tastes, national, regional and local economic conditions and demographic trends. For instance, changes in prevailing health or dietary preferences causing consumers to avoid food products containing phosphates in favor of foods that are perceived as being healthier could reduce our sales and profitability. Increasing concern among consumers, public health professionals and government agencies about health and wellness issues represent a significant challenge to some of our customers, including those engaged in the food and beverage industries.

Public perception in the United States, Europe and other markets, which may be driven by public opinions and publications concerning phosphate products in relation to their safety, may affect our sales and operations. Regulators in the United States, Europe and other jurisdictions may choose to change recommended daily intake levels for total phosphate in the diet or added phosphates in food. Ongoing safety evaluation by European Union regulators of phosphate content in food may result in more stringent regulations with respect to phosphates or otherwise influence public perception of the health risks associated with phosphates. In addition, U.S. class action trends related to “natural” and “clean labeling” in foods, as well as public interest organization spotlighting with respect to environmental impact, may affect our sales and operations. Also, additional demand restrictions may arise from producers reformulating to reduce or eliminate phosphate content, as has been announced over the past few years by major consumer packaged goods manufacturers and major food chains.

In addition, our growing nutritional ingredient portfolio is particularly subject to risks associated with consumer preferences. Our ability to acquire, develop and commercialize nutritional ingredients depends on, among other factors, our ability to understand evolving customer and market trends and our ability to translate these insights into commercially viable new products. If we are unable to do so, in whole or in part, our customer relationships and product sales could be harmed. Furthermore, the nutritional supplements industry is characterized by rapid and frequent changes in demand for products and new product introductions. Our ineffectiveness in accurately predicting these trends could negatively impact consumer opinion of our products, which could harm our customer relationships and cause losses to our market share.

Legal and Regulatory Risks - We are subject to a wide variety of laws, regulations and government policies, including with respect to product quality and labeling and the environment, which may change in significant ways.

Our business is subject to regulation under a wide variety of laws, rules and regulations in each jurisdiction in which we have operations (United States, Canada, Mexico and China) or conduct business, including the European Union. There can be no assurance that laws, regulations and policies will not evolve in ways that will require us to modify our business models and objectives or affect our returns on investments by restricting existing activities and products, subjecting them to escalating costs or prohibiting them outright. Our inability to maintain compliance with these evolving regulations would adversely affect the regulatory status of our products and facilities and adversely affect our results of operations, financial position and cash flows.

Our operations involve the use, handling, processing, storage, transportation and disposal of hazardous materials. In addition, many of our products are ingredients in foods, nutritional supplements or pharmaceutical excipients that are used in finished products consumed or used by humans or animals and accordingly are subject to applicable food safety laws. As a result, we are subject to comprehensive and frequently changing food safety, environmental and other regulatory requirements and periodic inspection by federal, state, local and foreign authorities with jurisdiction over our operations and product markets, including, but not limited to the EPA, the FDA and their foreign counterparts. Moreover, as we increase operations in foreign jurisdictions, such as in China where our facility became operational in 2013, and export existing products into new markets or new products into markets where they have not previously been sold, we are subject to a variety of regulatory requirements in jurisdictions that may have unique challenges or slow processes. Failure to comply with such regulations could lead to enforcement actions, fines and penalties or the assertion of private litigation claims and damages. Currently, we are involved in several compliance and remediation efforts and agency inspections concerning health, safety and environmental matters, the outcome of which cannot be predicted with certainty.

We are subject to a number of risks if we are unable to achieve and maintain compliance with evolving food safety laws. These risks are particularly prevalent as we continue to grow our Food, Health and Nutrition portfolio, including through acquisitions. Worldwide regulatory trends towards increasing regulation of food safety factors to reduce risks, adoption of increased food defense measures and prevention of economic adulteration of food particularly through supply chain management may

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increase our operating costs. For example, in 2011, the United States enacted the Food Safety Modernization Act, or FSMA, which mandates comprehensive, prevention-based controls by food processors to protect the U.S. food supply and provides the FDA with new enforcement authority. The FDA, pursuant to the FSMA, continues to promulgate and finalize the FSMA by implementing regulations. We are subject to substantial risks if we fail to maintain compliance with evolving FSMA requirements and comparable food regulatory requirements in other jurisdictions in which we do business, including enforcement actions, fines, the rescission or denial of operating permits, and other penalties. We are also subject to the increased costs associated with maintaining compliance with such regulatory requirements. In addition, in the United States and other jurisdictions, our products are subject to strict good manufacturing practice, or GMP, regulations established by the FDA and comparable foreign authorities. Compliance with such GMP regulations is costly, and failure to comply could lead to enforcement actions and harm our business.

Additional laws or regulations focused on phosphate-based products may be implemented in the future. As European Union authorities continue to evaluate phosphate content safety considerations in food, any reduction in approved phosphate content could harm our business. In addition, regulators in the United States, the European Union and other jurisdictions may choose to no longer allow phosphates as a synthetic ingredient in products labeled with “organic” claims.

A number of states within the United States, and Canada (countrywide), have effectively banned the use of phosphate-based products in consumer automatic dishwashing detergents. In addition, the European Union enacted legislation to effectively ban phosphates in consumer detergents with a first phase that began in 2013, and in Australia an industry-led voluntary phosphate ban took effect in 2014. These trends and related changes in consumer preferences have already reduced our requirements for automatic dishwashing markets and we have responded with a shift in our capabilities to serve other food and industrial applications. Furthermore, although phosphates are still permitted for consumer detergent applications in many Latin American countries and other parts of the world, we cannot be sure that similar bans may not be implemented in some or all of these markets in the future or that additional customers will not reformulate their products to reduce STPP content in an effort to market a reduced phosphate content product line. We expect some detergent grade STPP reformulation in 2018, which will adversely affect our financial results.

Additional laws, regulations or distribution policies focused on reduced use of other phosphate-based products could occur in the future, including new regulations restricting or banning the use of polyphosphoric acid in asphalt road construction. Several states in the United States have regulations relating to the use of polyphosphoric acid in asphalt road construction, many of which restrict such use or require approvals (which may include trials) before such use is permitted. If restrictions are instituted in additional jurisdictions in the United States and Canada, a notable impact on our business could occur.

Changes in composition or permitted-use regulations in domestic or export countries may affect the regulatory status of our products and our ability to sell these products into some markets. Such changes may in turn require us to reformulate or establish alternative raw material sourcing, potentially incurring additional cost. If these measures are not successful, the available markets for our products may be limited.

Our operations also expose us to the risk of claims for environmental remediation and restoration or for exposure to hazardous materials. Our production facilities require various operating permits that are subject to renewal or modification. Violations of environmental laws, regulations, or permits may result in restrictions being imposed on operating activities, substantial fines, penalties, damages, the rescission or denial of operating permits, third-party claims for property damage or personal injury, or other costs.

Some existing environmental laws and regulations impose liability and responsibility on present and former owners, operators or users of facilities and sites for contamination at those locations without regard to causation or knowledge of contamination. Many of our sites have an extended history of industrial use, which may expose us to liability. Soil and groundwater contamination have been detected at some of our sites, and additional contamination might occur or be discovered at these sites or other sites (including sites which we might acquire or to which we may have sent hazardous waste) in the future, which could expose us to liability. For example, future environmental spending is probable at our site in Nashville, Tennessee, as discussed further in Note 17 (Commitments and Contingencies) of the audited financial statements appearing elsewhere in this Annual Report on Form 10-K. We continue to investigate, monitor and/or clean-up contamination at most of these sites. In addition, in 2017 we reached an agreement with federal and Louisiana authorities with respect to alleged non-compliance at our Geismar, Louisiana facility, as discussed further in Note 17 (Commitments and Contingencies) of the audited financial statements appearing elsewhere in this Annual Report on Form 10-K. This settlement agreement included a fine and subjects us to ongoing compliance obligations, including with respect to our implementation of a government-approved deep well injection system at the plant to handle the co-product separated at the site. If we fail to fully operationalize this deep well injection system and comply with the associated ongoing compliance obligations, we could be forced to develop alternative solutions for handling the subject co-product, which alternatives may be costly and time-consuming, and we could face additional fines and other penalties. Due to the uncertainties associated with environmental investigations, clean-ups and other obligations, as well as the ongoing nature of the investigations, clean-ups and other obligations at our sites, we cannot predict precisely the nature, cost, and timing of our future remedial obligations with respect to our sites.

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International Operations - We are subject to a variety of risks with respect to our foreign operations.

We have production operations in China, Mexico and Canada. We evaluate business opportunities that may expand our operations to other areas beyond our current operations. We believe that revenue from sales outside the United States will continue to account for a material portion of our total revenue for the foreseeable future. There are inherent risks in international operations, including currency fluctuations and devaluations, economic and business conditions that differ from U.S. cycles, divergent social and political conditions that may become unsettled or even disruptive, communication and translation delays and errors due to cultural and language barriers and less predictable outcomes from differing legal and judicial systems. Our risks in those regards are likely to be greatest as we continue to grow our business in China, where we are subject to risks associated with complying with China’s regulatory requirements, changes in local economic conditions, currency devaluations, and potential disruption from socio-political activities in that country. Among the additional risks potentially affecting our Mexican operations are changes in local economic conditions, currency devaluations, renegotiation of the North American Free Trade Agreement, potential disruption from socio-political violence in that country, and difficulty in contract enforcement due to differences in the Mexican legal and regulatory regimes compared to those of the United States. Risks to our Canadian operations include a differing federal and provincial regulatory environment from that in the United States, currency fluctuations and devaluations. In the event that we establish operations in additional regions, our exposures to risks from the noted causes and from other as yet unknown causes may increase.

In addition, we are required to comply with the laws of each jurisdiction in which we have operations or sell our products, including safety and quality laws, product and facility registration laws, marketing laws, environmental laws, antitrust laws, anti-bribery laws and import and export control laws. The laws of these jurisdictions vary significantly, and we have limited experience in complying with the laws of certain such jurisdictions. Violations of such laws may result in restrictions being imposed on our operating activities, substantial fines, civil or criminal penalties, damages, the rescission of operating permits, third-party claims for property damage or personal injury, or other costs.

Our overall success as a multinational business depends, in part, upon our ability to succeed in differing economic, social and political conditions. Among other things, we are faced with potential difficulties in staffing and managing local workforces and designing and effecting solutions to manage commercial risks posed by local customers and distributors. We may not continue to succeed in developing and implementing policies and strategies that are effective in each location where we do business. These risks are not limited to only those countries where we actually operate facilities, but may extend to areas and regions that supply and service our facilities or are supplied and serviced by them.

As a U.S. corporation, we are subject to the regulations imposed by the U.S. Foreign Corrupt Practices Act, or FCPA, which generally prohibit U.S. companies, their subsidiaries and their intermediaries from making improper payments to foreign officials for the purpose of obtaining or keeping business. We are also subject to the comparable anti-corruption laws of other countries in which we conduct business. We sell many of our products in developing countries through third-party sales agents and distributors whose personnel are not subject to our disciplinary procedures. Although we and our subsidiaries are committed to conducting business in a legal and ethical manner wherever we operate, and we communicate and seek to monitor compliance with our policies by all who do business with us, we cannot be sure that all of our third party distributors or agents will remain in full compliance with the FCPA or comparable foreign regulations at all times. Violations of the FCPA or similar anti-corruption laws by us or our distributors or agents may result in severe criminal or civil sanctions, could disrupt our business, and could adversely affect our reputation.

Labor Relations - Our profitability could be negatively impacted if we fail to maintain satisfactory labor relations.

A significant portion of our U.S. employees and a substantial majority of our non-U.S. employees are members of unions. Strikes, lockouts or other work stoppages or slowdowns involving our unionized employees could have a material adverse effect on our business.

Product Liability Exposure - We may be subject to costly product liability claims with respect to our products.

Many of our products are functional or fortification additives used in the food and beverage, consumer product, nutritional supplement and pharmaceutical industries. The sale of these additives and our customers' products that include them involve the risk of product liability and personal injury claims, which may be brought by our customers or end-users of our customers’ products. Although we endeavor to adhere to stringent quality standards in the course of their production, storage and transportation, our products could be subject to adverse effects from foreign matter such as moisture, dust, odors, insects, mold or other substances, or from excessive temperature variations. Our products may also be susceptible to non-conformance resulting from the raw materials we use to manufacture our products or other products supplied to us by third parties that we resell, as well as quality issues resulting from contract manufacturers that we utilize. In addition, we could be subject to claims by end-users of our customers’ products that incorporate our products that our customers have mislabeled or misrepresented the benefits of their products sold to such end-users. Historically, we have not been subject to material product liability claims, and no material claims are outstanding. However,

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because our products are used in manufacturing a wide variety of our customers' products, including those ingested by humans, and we have concentrated the recent growth of our business in those areas, we cannot be sure we will not be subject to material product liability or recall claims in the future. Any product liability claim brought against us, with or without merit, could result in: decreased demand for our products; regulatory investigations that could require costly recalls or product modifications; loss of revenues; substantial costs of litigation; liabilities that substantially exceed our product liability insurance, which we would then be required to pay ourselves; an increase in our product liability insurance rates; and damage to our reputation and the reputation of our products.

Production Facility Operating Hazards - We may be subject to liability with respect to the operations of our production facilities.

Our production facilities are subject to hazards associated with the manufacturing, handling, storage and transportation of chemical substances and products, including failure of pipeline integrity, explosions, fires, inclement weather and natural disasters, terrorist attacks, mechanical failures, unscheduled downtime, transportation or utility interruptions, remedial complications, chemical spills, discharges or releases of toxic or hazardous substances, storage tank leaks and other environmental risks. Although we have implemented and installed various management systems and engineering controls and procedures at all our production facilities to enhance safety and minimize these risks and we insure our facilities to protect against a range of risks, these potential hazards continue to exist and could cause personal injury and loss of life, severe damage to or destruction of property and equipment, and environmental and natural resource damage, and may result in a suspension of operations (or extended shutdowns) and the imposition of civil or criminal penalties, whose nature, timing, severity and non-insured exposures are unknown. In addition, we do not have backup production capabilities in place for all of our production facilities. If we experience a disruption at any of our production facilities, it could have a material and adverse effect on our operations.

Intellectual Property Rights - If we are unable to protect our intellectual property rights, our position in our markets may be materially and adversely affected.

We rely on a combination of contractual provisions, confidentiality procedures and agreements, and patent, trademark, copyright, unfair competition, trade secrecy, and other intellectual property laws to protect our intellectual property and other proprietary rights on a worldwide basis. Nonetheless, we cannot be sure that any pending patent application or trademark application will result in an issued patent or registered trademark, that any issued or registered patents or trademarks will not be challenged, invalidated, circumvented or rendered unenforceable or that our confidentiality procedures will maintain the confidentiality of our confidential information. In addition, with respect to the intellectual property rights that we license from a third party, we cannot be certain that such third party will take all steps necessary to protect such rights from infringement by a third party. Our ability to protect our intellectual property, including intellectual property that we license from third parties, is particularly important as we seek to continue to grow our branded nutritional ingredient portfolio. The use of our intellectual property (owned or licensed by us) by others could reduce any competitive advantage we have developed or otherwise harm our business. Failure to protect the intellectual property associated with our branded nutritional ingredients in particular may have a material adverse effect on the sales of such products. Moreover, we cannot be sure that our intellectual property rights can be asserted in all cases, particularly in an international context, or that we can defend ourselves successfully or cost-effectively against the assertion of rights by others.

Contingency Planning - We may face operational challenges that could have a material adverse effect on our business.

We operate a number of manufacturing facilities in the United States, Mexico, Canada and China, and we coordinate company activities, including our sales, customer service, information technology systems and administrative services and the like, through headquarters operated in those countries.

Our sites and those of others who provide services to them are subject to varying risks of disaster and follow on consequences, both manmade and natural, that could degrade or render inoperable one or more of our facilities for an extended period of time. Such disaster related risks and effects are not predictable with certainty and, although they can be mitigated, they cannot be completely prevented. Although we review and analyze risks applicable to our business, the factors that actually affect us may not be those we have concluded are most likely to occur. Furthermore, although our reviews have led to more systematic contingency planning, our plans are in varying stages of development and execution, such that they may not be adequate at the time of occurrence for the magnitude of any particular disaster event that befalls us.

We depend on our information technology systems for the efficient functioning of our business, including accounting, sales and order processing, data storage, compliance, purchasing and inventory management. Although we attempt to mitigate interruptions to these systems, we may experience unanticipated interruptions, including in connection with implementing certain upgrades to these systems. In addition, we may experience difficulties in operating our business during an upgrade. Any such disruption to these systems could disrupt our business, including our ability to timely ship and track product orders, project inventory requirements, manage our supply chain and otherwise adequately service our customers. In addition, we may not be able to repair any disruption to our systems in an efficient and timely manner.

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Increased global cybersecurity vulnerabilities, threats and sophisticated and targeted cyber-related attacks pose a risk to the security of our and our customers', partners', suppliers' and third-party service providers' respective products, systems and networks and the confidentiality, availability and integrity of our and our customers' data. Although we attempt to mitigate these risks by employing a number of measures, we remain potentially vulnerable to additional known or unknown threats. We may have access to sensitive, confidential or personal data or information that is subject to privacy and security laws, regulations and customer-imposed controls. Despite our efforts to protect sensitive, confidential or personal data or information, we may be vulnerable to material security breaches, theft, misplaced or lost data, programming errors, employee errors and/or malfeasance that could potentially lead to the compromising of sensitive, confidential or personal data or information, improper use of our systems, software solutions or networks, unauthorized access, use, disclosure, modification or destruction of information, defective products, production downtimes and operational disruptions. In addition, a cyber-related attack could result in other negative consequences, including damage to our reputation or competitiveness, costly and time-consuming remediation or increased protection actions, litigation or regulatory action.

Acquisition Risks - Any acquisitions or divestitures we make could disrupt our business and not produce the expected benefits of such transaction.

In 2017, we completed two acquisitions. We will continue from time to time to consider certain acquisitions or divestitures. Acquisitions and divestitures involve numerous risks, including identifying attractive target acquisitions, undisclosed risks affecting the target, difficulties integrating acquired businesses, the assumption of unknown liabilities, potential adverse effects on existing business relationships with current customers and suppliers and overall increased demand on our employees' time and resources.

We cannot provide assurance that any acquisitions or divestitures, including the two acquisitions that we consummated in 2017, will perform as planned or prove to be beneficial to our operations and cash flow, or that we will be able to successfully integrate any acquisitions that we undertake. Any such failure could harm our financial condition, results of operations and cash flows.

Certain Financial Risks

Impairment Charges - The recognition of impairment charges on goodwill or long-lived assets could adversely impact our future financial position and results of operations.

We have approximately $257 million of total intangible assets at December 31, 2017, consisting of $153 million of goodwill and $104 million of other intangible assets. Additionally, we have approximately $219 million of long-lived assets at December 31, 2017.

We perform an annual impairment assessment for goodwill and our indefinite-lived intangible assets, and as necessary, for other long-lived assets. If the results of such assessments were to show that the fair value of these assets were less than the carrying values, we could be required to recognize a charge for impairment of goodwill and/or long-lived assets and the amount of the impairment charge could be material. Based on the results of the annual assessment, we concluded that as of December 31, 2017, the fair value of all of our reporting units was greater than their carrying value.

Even though it was determined that there was no additional goodwill impairment as of December 31, 2017, the future occurrence of a potential indicator of impairment, such as a significant adverse change in the business climate that would require a change in our assumptions or strategic decisions made in response to economic or competitive conditions, could require us to perform an assessment prior to the next required assessment date during the fourth quarter of 2018.

Tax Rates - Changes in our tax rates or exposure to additional income tax liabilities could impact our profitability.

We are subject to income taxes in the United States and in various other foreign jurisdictions. Our effective tax rates could be adversely affected by changes in the mix of earnings by jurisdiction, changes in tax laws or tax rates including recent tax reform in the United States to broaden the tax base and reduce deductions or credits, changes in the valuation of deferred tax assets and liabilities, and material adjustments from tax audits.

The recoverability of deferred tax assets, which are predominantly applicable in the United States, is dependent upon our ability to generate future taxable income in these jurisdictions. In addition, the amount of income taxes we pay is subject to ongoing audits in various jurisdictions and a material assessment by a governing tax authority could affect our profitability.

Interest Rates - Increased interest rates could increase our borrowing costs.

From time to time we may issue securities or seek additional borrowings to finance acquisitions, capital expenditures, working capital and for other general corporate purposes. An increase in our net leverage position, and an increase in interest rates in the

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general economy could result in an increase in our borrowing costs for these financings, as well as under any existing debt that bears interest at an un-hedged floating rate.

Contingencies Affecting Dividends - Our ability to pay dividends in the future may be compromised.

After our common stock became publicly traded in 2006, our Board of Directors initiated a policy of paying regular quarterly cash dividends, subject to the availability of funds, legal and contractual restrictions and prudent needs of our business. We have maintained that policy and paid dividends continuously since that time, making payments that we believed were prudent and promoted stockholder value. However, we are a holding company that does not conduct any business operations of our own. As a result, we are normally dependent upon cash dividends, distributions and other transfers from our subsidiaries, most directly Innophos, Inc., our primary operating subsidiary, and Innophos Investment Holdings, Inc., the direct subsidiary of Innophos Holdings, Inc. and the direct parent company of Innophos, Inc., to make dividend payments on our common stock. The amounts available to us to pay cash dividends are restricted by provisions of Delaware law and historically, and we expect for the future, also by limitations in our debt facilities. As allowed by existing debt instruments, we may incur additional indebtedness that may restrict to an even greater degree, or prohibit, the payment of dividends on stock. We cannot be sure the level of our operations or agreements governing our current or future indebtedness will permit us to adhere to our current dividend policy, increase dividends, or pay any dividends at all, or that continued payment of dividends will remain prudent for our business in the future judgment of our Board of Directors.

Credit Facility Risks - Our credit facility restricts our current and future operations.

In December 2016, we entered into a credit agreement with a group of lenders to establish a credit facility, which credit facility essentially replaced our existing credit facility at that time. This credit facility imposes operating and financial restrictions on us, including affirmative and negative covenants that prohibit or limit a variety of actions by Innophos generally without the lenders’ approval. These include covenants that affect our ability, among other things, to: incur or guarantee indebtedness; create liens; enter into mergers, recapitalizations or assets purchases or sales; change names; make certain changes to our business; make restricted payments that include dividends, purchases and redemptions of equity; make advances, investments or loans; effect sales and leasebacks; enter into transactions with affiliates; allow negative pledges or limitations on the repayment abilities of subsidiaries; or amend subordinated debt. In addition to these restrictions and covenants, our credit facility requires us to comply with specified financial maintenance covenants. We cannot guarantee that we will be able to maintain compliance with these covenants. In addition, any of these restrictions or covenants could limit our ability to plan for or react to market conditions or meet certain capital needs and could otherwise restrict our corporate activities. For example, our results of operations may limit our borrowing base to a level below that which we seek to establish. Any such limitation could harm our business.

Additional Funding - We may not have access to the funds required for future growth and expansion.

We may need additional funds to grow and expand our operations. We expect to fund our capital expenditures from operating cash flow to the extent we are able to do so and from our credit facility. If our operating cash flow is insufficient to fund our capital expenditures, we may either reduce our capital expenditures or further utilize our credit facility. For further strategic growth through mergers or acquisitions, we may also seek to generate additional liquidity, including beyond our existing credit facility, through the sale of debt or equity securities in private or public markets, through the sale of non-productive assets or through additional borrowings under our existing credit facility and/or additional facilities. We cannot provide any assurance that our cash flows from operations and our existing credit facility will be sufficient to fund anticipated capital expenditures or that we will be able to obtain additional funds from financial markets or from the sale of assets at terms favorable to us or at all. If we are unable to generate sufficient cash flows or raise sufficient additional funds to cover our capital expenditures or other strategic growth opportunities, we may not be able to achieve our desired operating efficiencies and expansion plans, which may adversely impact our competitiveness and, therefore, our results of operations.

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ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 2. PROPERTIES

Our headquarters are located in Cranbury, New Jersey, with manufacturing facilities strategically located throughout the United States, Canada, Mexico and China. We do not own and are not responsible for any closed U.S. or Canadian elemental phosphorus or phosphate production sites. All of our properties located in the United States, Canada, Mexico, China and Brazil are utilized in our Food, Health and Nutrition, Industrial Specialties and Other reporting segments, except for our China property which are only utilized in our Food, Health and Nutrition segment.

Facility Type	Location	Owned or Leased
Corporate Headquarters / Research & Development	Cranbury, NJ	Leased
Manufacturing	Chicago Heights, IL	Owned
Manufacturing	Nashville, TN	Owned
Manufacturing	Port Maitland, Ontario, Canada	Owned
Manufacturing	Geismar, LA	Owned
Manufacturing	Ogden, UT	Leased
Manufacturing / Research & Development / Administrative	North Salt Lake, UT	Owned
Manufacturing	Green Pond, SC	Owned
Manufacturing	Chicago (Waterway), IL	Owned
Warehouse	Chicago Heights, IL	Owned
Administrative	East Hanover, NJ	Leased
Manufacturing	East Hanover, NJ	Leased
Administrative	Brattleboro, VT	Leased
Manufacturing	Coatzacoalcos, Veracruz, Mexico	Owned
Manufacturing	Mission Hills, Guanajuato, Mexico	Leased
Administrative	Mexico City, Mexico	Leased
Administrative	Mississauga, Ontario, Canada	Leased
Manufacturing	Taicang City, China	Leased
Administrative	Xi'an, China	Leased
Administrative	Sao Paulo, Brazil	Leased

ITEM 3. LEGAL PROCEEDINGS

The information set forth in Note 17 of the Notes to Consolidated Financial Statements, “Commitments and Contingencies,” in “Part II, Item 8. Consolidated Financial Statements and Supplementary Data” of this Annual Report on Form 10-K is incorporated herein by reference.

ITEM 4. MINE SAFETY DISCLOSURES

None.

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PART II

ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Certain Market Data

Our common stock has been listed and traded since November 2006 on the Nasdaq Global Select Market under the symbol “IPHS.”

Stock price comparisons:

	2017						2016
Quarter	High		Low		Dividends Paid Per Share		High		Low		Dividends Paid Per Share
First	$	55.20	$	47.44	$	0.48	$	31.79	$	23.12	$	0.48
Second	53.97		42.29		0.48		42.21		31.10		0.48
Third	49.36		41.77		0.48		44.28		37.26		0.48
Fourth	50.50		42.60		0.48		57.16		38.17		0.48

The Company declared a $0.48 per share dividend in the first quarter of 2018.The number of holders of record of our common stock at February 15, 2018 was 7,589.

Dividends

Consistent with the determination our Board of Directors made in December 2006, we continue to declare and pay quarterly dividends. The quarterly dividend has been $0.48 per share since August 2014. Subject to action by the Board of Directors, management’s present policy is to recommend dividends be continued, reflecting its judgment at the present time that stockholders are better served if we distribute to them, as quarterly dividends payable at the discretion of the Board of Directors, a portion of the cash generated by our business in excess of our expected cash needs rather than retaining or using the cash for other purposes. Our expected cash needs include operating expenses and working capital requirements, interest and principal payments on our indebtedness, capital expenditures, costs associated with being a public company, taxes and other costs. If our financial needs change, management’s recommendations concerning dividends may also change.

We are not required to pay dividends, and our stockholders will not be guaranteed, or have contractual or other rights, to receive dividends. Our Board of Directors may decide, in its discretion at any time, to decrease or increase the amount of dividends, otherwise modify or repeal the dividend policy or discontinue entirely the payment of dividends.

In addition to prudent business considerations, our ability to pay dividends is restricted by the laws of Delaware, our state of incorporation, and certain restrictions in the credit agreement governing our credit facility.

Because we are a holding company, substantially all assets shown on our consolidated balance sheet are held by our subsidiaries. Accordingly, our earnings and cash flow and our ability to pay dividends are largely dependent upon the earnings and cash flows of our subsidiaries and the distribution or other payment of such earnings to us in the form of dividends. Our ability to pay dividends on our common stock is limited by restrictions in the credit agreement governing our indebtedness affecting the ability to pay dividends. See Note 10 of Notes to Consolidated Financial Statements in “Part II, Item 8. Consolidated Financial Statements and Supplementary Data” and Part I, Item 1A. Risk Factors - Certain Financial Risks - Contingencies Affecting Dividends - Our ability to pay dividends in the future may be compromised." appearing elsewhere in this Annual Report on Form 10-K.

Issuer Purchases of Equity Securities

The Company did not have any share repurchases on the open market during 2017. From time to time, the Company reacquires shares from employees in connection with the vesting, exercise and forfeiture of awards under its equity compensation plans. In December 2017, the Company reacquired an aggregate of 9,766 shares at a price of $46.73 per share in connection with the surrender of restricted shares by employees for tax purposes.

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ITEM 6. SELECTED FINANCIAL DATA

The following table presents selected historical consolidated statements of operations, balance sheet and other data for the periods presented and should only be read in conjunction with our audited consolidated financial statements and the related notes thereto, and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which are included elsewhere in this Annual Report on Form 10-K.

	(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)
	Year Ended December 31,
	2017			2016		2015		2014		2013
Statement of operations data:
Net sales	$	722,024		$	725,345	$	789,147	$	839,186	$	844,129
Cost of goods sold	572,995			574,953		645,818		651,722		685,830
Gross profit	149,029			150,392		143,329		187,464		158,299
Operating expenses:
Selling, general and administrative	82,229			67,555		87,304		76,020		70,501
Research and development	3,733			3,739		4,502		4,649		3,928
Total operating expenses	85,962			71,294		91,806		80,669		74,429
Operating income	63,067			79,098		51,523		106,795		83,870
Interest expense, net	7,008			7,669		7,518		4,354		4,426
Foreign exchange (gains) losses, net	(578		)	1,111		3,882		5,085		3,197
Income before income taxes	56,637			70,318		40,123		97,356		76,247
Provision for income taxes	34,192			22,347		13,777		32,895		26,741
Net income	$	22,445		$	47,971	$	26,346	$	64,461	$	49,506
Allocation of net income to common shareholders	$	22,369		$	47,683	$	26,274	$	64,324	$	49,442
Per share data:
Income per share:
Basic	$	1.15		$	2.47	$	1.31	$	2.96	$	2.25
Diluted	$	1.13		$	2.44	$	1.29	$	2.91	$	2.21
Cash dividends declared	$	1.92		$	1.92	$	1.92	$	1.76	$	1.45
Weighted average shares outstanding:
Basic	19,444,795			19,271,448		20,032,300		21,753,270		21,933,843
Diluted	19,733,410			19,581,476		20,323,385		22,121,903		22,345,980

	(Dollars in thousands)
	Year Ended December 31,
	2017			2016			2015			2014			2013
Other data:
Cash flows provided from (used in):
Operating activities	$	80,617		$	139,109		$	98,926		$	126,781		$	91,677
Investing activities	(191,458		)	(36,599		)	(31,699		)	(29,398		)	(37,840		)
Financing activities	86,542			(67,072		)	(86,018		)	(94,042		)	(47,519		)
Capital expenditures	41,487			36,599			31,699			27,955			33,415
Ratio of earnings to fixed charges (1)	6.9x			8.0x			5.1x			15.7x			11.1x

(1) For purposes of calculating the ratio of earnings to fixed charges, earnings represent income before income taxes plus fixed charges. Fixed charges consist of interest expense and one-third of operating rental expenses which management believes is representative of the interest component of rent expense.

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	(Dollars in thousands)
	Year Ended December 31,
	2017		2016		2015		2014		2013
Balance sheet data:
Cash and cash equivalents	$	28,782	$	53,487	$	17,905	$	36,207	$	32,755
Accounts receivable, net	100,820		77,692		79,743		90,551		88,434
Inventories	145,685		128,295		172,667		184,621		181,467
Property, plant & equipment, net	219,297		205,459		199,494		198,988		201,985
Total assets	785,169		643,011		669,553		728,411		745,666
Total debt	310,009		185,000		213,002		136,005		163,009
Total stockholders’ equity	$	333,559	$	347,226	$	333,260	$	463,007	$	463,419

Items included in the preceding tables which had a significant impact on results are summarized as follows:

2017 included the acquisitions of Novel Ingredients and NutraGenesis (included in our Food, Health and Nutrition segment), increasing investing activities by approximately $151.1 million, and $17.3 million tax expense due to the enactment of the U.S. Tax Cuts and Jobs Act of 2017. 2016 included restructuring costs of approximately $1.5 million before tax ($0.2 million in cost of goods sold and $1.3 million in selling, general and administrative expense). 2015 included management transition expenses and restructuring costs of approximately $20.4 million before tax ($3.3 million in cost of goods sold and $17.1 million in selling, general and administrative expense) and the Company's stock repurchase program which increased financing activities by $125.0 million, which was partially offset by increased borrowings. 2013 included the acquisition of Chelated Minerals International, Inc. (now part of our Food, Heath and Nutrition segment), increasing investing activities by approximately $5.0 million, and an after tax benefit of $5.4 million ($7.2 million before tax) for the settlement of the Mexican Comision National del Agua, or CNA Fresh Water Claims.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This discussion contains forward-looking statements about our markets, the demand for our products and services and our future results. We based these statements on assumptions that we consider reasonable. Actual results may differ materially from those suggested by our forward-looking statements for various reasons including those discussed in the “Risk Factors” and “Forward-Looking Statements” sections of this Annual Report on Form 10-K.

Background

Innophos is a leading international producer of specialty ingredient solutions that deliver versatile benefits for the food, health, nutrition and industrial markets. Innophos combines more than a century of experience in specialty phosphate manufacturing with a broad range of other specialty nutritional ingredients. Many of Innophos' products are application-specific compounds engineered to meet customer performance requirements and are often critical to the taste, texture and performance of foods, beverages, pharmaceuticals, oral care products and other applications. For example, Innophos products act as flavor enhancers in beverages, electrolytes in sports drinks, texture additives in cheeses, leavening agents in baked goods, pharmaceutical excipients and cleaning agents in toothpaste, and they also provide a wide range of nutritional fortification solutions for food, beverage and nutritional supplement manufacturers.

2017 Overview

Our financial performance in 2017 was highlighted by:

• Net sales of $722.0 million compared to $725.3 million for 2016, a decrease of $3.3 million mostly attributable to:

◦ $36.7 million revenues from the Novel Ingredients and NutraGenesis acquisitions, offset by $28.3 million of selling price declines in the base business and $11.7 million lower volumes;

• Reduced input and operating costs by $37.8 million during 2017 due to cost reduction actions to offset negative margin impact due to revenue decreases;

• Net income of $22.4 million, a 53% decrease versus 2016 largely due to provisional U.S. tax reform charges;

• Capital expenditures of $41.5 million, up 13% versus 2016 primarily due to investment in and completion of the Geismar deep well, with approximately 53% spent on strategic initiatives and 47% spent on plant maintenance;

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• Earnings per share of $1.13 (diluted), down 54% versus 2016 due primarily to non-recurring U.S. tax reform charges;

• Total year dividends of $1.92 per share paid on the common stock in 2017, same as 2016 dividend payments;

• Delivered 210 basis point reduction in working capital as a percent of sales through improvements in inventory planning processes;

• Operating cash flow of $80.7 million, down 42% compared to 2016 when working capital was significantly reduced by 688 basis points; and

• Net debt more than doubled due to $151.1 million incurred in connection with the Novel Ingredients and NutraGenesis acquisitions.

2018 Outlook

The Company expects full year 2018 revenues to grow 12% to 14% compared to 2017 due to the annualized contributions from Novel Ingredients and NutraGenesis, favorable growth in the nutrition end-markets served, and stabilization in the base business.

Due primarily to recently enacted U.S. tax reform, Innophos is lowering its estimated effective tax rate for 2018 from the historical 32% to 34% range to 27% to 29% given the geographical mix in earnings. The Company is carefully reviewing all aspects of tax reform and how they may impact 2018 financials.

Earnings before interest, taxes, depreciation and amortization, or EBITDA, is forecasted to be weighted 45% toward H1 and 55% toward H2 given the phasing of the benefits from the strategic value chain repositioning and manufacturing optimization program as well as the integration of the acquisitions completed in 2017. The Company expects to only modestly increase the use of cash to make targeted 2018 capital investments to support the aforementioned program.

The Company’s proactive selling price increase program that was implemented in Q4 2017 is well underway and expected to sufficiently offset the impact of forecasted input cost increases in 2018.

The Company remains on track to realize $4 million of expected acquisition cost synergies in 2018, which will enhance the Food, Health and Nutrition EBITDA margin profile.

Delivery of $10 million in Phase 2 Operational excellence savings is expected in 2018, compared with $3 million recorded in 2017.

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Results of Operations

The following table sets forth a summary of the Company’s operations and their percentages of total revenue for the periods indicated (dollars in millions):

	Year Ended December 31,
	2017					2016			2015
	Amount			%		Amount		%	Amount	%
Net sales	$	722.0		100.0		725.3		100.0	789.1	100.0
Cost of goods sold	573.0			79.4		574.9		79.3	645.8	81.8
Gross profit	149.0			20.6		150.4		20.7	143.3	18.2
Operating expenses:
Selling, general and administrative	82.2			11.4		67.6		9.3	87.3	11.1
Research & development	3.7			0.5		3.7		0.5	4.5	0.6
Income from operations	63.1			8.7		79.1		10.9	51.5	6.5
Interest expense, net	7.0			1.0		7.7		1.1	7.5	1.0
Foreign exchange (gains) losses, net	(0.5		)	(0.1	)	1.1		0.2	3.9	0.5
Provision for income taxes	34.2			4.7		22.3		3.1	13.8	1.7
Net income	$	22.4		3.1		$	48.0	6.6	26.3	3.3

Year Ended December 31, 2017 compared to the Year Ended December 31, 2016

Net Sales

Net sales represent the selling price of the products, net of any customer-related rebates, plus freight and any other items invoiced to customers. Net sales for the year ended December 31, 2017 were $722.0 million, a decrease of $3.3 million, or 0.5%, as compared to $725.3 million for 2016 with prices down 3.9%, partially offset by higher volumes of 3.4%. Food, Health and Nutrition sales were up 5.5%, or $20.6 million, with selling prices lower by 2.9%, or $11.1 million, but volume higher by 8.4%, or 31.7 million. Results from the newly acquired Novel Ingredients and NutraGenesis businesses had sales totaling $36.7 million in 2017. Industrial Specialties sales were down 5.6%, or $15.6 million, due to lower selling prices and flat sales volumes. Other sales were lower by 11.9%, or $8.3 million, with volume lower by 9.5%, or $6.6 million, due to higher commodity fertilizer sales in the prior year period, and prices lower by 2.4%, or $1.7 million.

The Company calculates pure selling price dollar variances as the selling price for the current year period minus the selling price for the prior year period, and then multiplies the resulting selling price difference by the prior year period volume. Volume variance is calculated as the total sales variance minus the selling price variance and refers to the revenue effect of changes in tons sold at the relative prices applicable to the variation in tons, otherwise known as volume/mix. The following table illustrates for the year ended December 31, 2017 the percentage changes in net sales by reportable segment compared with the prior year, including the effect of price and volume/mix changes upon revenue:

	Price		Volume/Mix		Total
Food, Health and Nutrition	(2.9	)%	8.4	%	5.5	%
Industrial Specialties	(5.6	)%	—	%	(5.6	)%
Other	(2.4	)%	(9.5	)%	(11.9	)%
Total	(3.9	)%	3.4	%	(0.5	)%

Gross Profit

Gross profit represents net sales less cost of goods sold. Gross profit for the year ended December 31, 2017 was $149.0 million, a decrease of $1.4 million, or 0.9%, as compared to $150.4 million for 2016. Gross profit percentage was 20.6% for the year ended December 31, 2017, essentially unchanged from 20.7% for 2016. Gross profit in 2017 was unfavorably affected by $28.4 million lower selling prices, $6.8 million lower sales volumes, $4.3 million planned maintenance outage expense at our Coatzacoalcos, Mexico and Geismar, Louisiana manufacturing facilities, $3.2 million expenses for the implementation of Phase 2 Operational Excellence initiatives, and $1.3 million higher depreciation expenses. These unfavorable effects were partially offset by $34.9 million lower raw material costs, mainly phosphate rock and MGA, and $2.2 million lower manufacturing costs. Results from the newly acquired Novel Ingredients and NutraGenesis businesses favorably affected gross profit by $2.4

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million in 2017, which includes a charge of $4.3 million for fair value inventory purchase accounting. Included in 2016 gross profit was $2.4 million planned maintenance outage expense at our Coatzacoalcos, Mexico manufacturing facility and a $0.9 million charge for a GTSP lower of cost or market reserve.

Operating Expenses and Research and Development

Operating expenses consist primarily of selling, general and administrative expenses and research and development expenses. Operating expenses for the year ended December 31, 2017 were $85.9 million, an increase of $14.6 million, or 20.5%, as compared to $71.3 million for 2016. The increase was due to $5.2 million of Novel Ingredients and NutraGenesis operating expenses for the current period, $5.2 million of transaction and integration costs related to the Novel Ingredients and NutraGenesis acquisitions, $3.4 million of such expenses for strategic initiatives and $1.4 million higher severance costs. Included in 2016 was $0.6 million of costs from the refinancing of our credit facility.

Operating Income

Operating income for the year ended December 31, 2017 was $63.1 million, a decrease of $16.0 million, or 20.2%, as compared to $79.1 million for 2016. Operating income percentages decreased to 8.7% for 2017 from 10.9% for 2016.

Interest Expense, net

Net interest expense, including deferred financing amortization expense, for the year ended December 31, 2017 was $7.0 million, a decrease of $0.7 million, or 9.1%, as compared to $7.7 million for 2016. The decrease was primarily due to lower applicable margins on our December 2016 credit facility, lower deferred financing expense and prior year interest charges from U.S. federal and state amended tax returns from prior periods which did not reoccur in 2017.

Foreign Exchange

Foreign exchange for the year ended December 31, 2017 was a gain of $0.5 million as compared to a loss of $1.1 million for 2016. The U.S. Dollar is the functional currency of our Mexican and Canadian operations. Consequently, foreign exchange gain or loss is recorded on remeasurement of non-U.S. Dollar denominated monetary assets and liabilities. Such gains and losses fluctuate from period to period as the foreign currencies strengthen or weaken against the U.S. Dollar and the amount of non-U.S. Dollar denominated assets and liabilities increases or decreases.

The Company has greater foreign denominated asset balances (largely Mexican Peso and Canadian Dollar), such as value added tax, or VAT, receivables and prepaid income taxes in foreign jurisdictions, than offsetting foreign denominated liability balances. As the U.S. Dollar strengthened throughout 2016 versus the Mexican Peso and the Canadian Dollar, the remeasurement of the net foreign asset denominated balances contributed to a net foreign exchange loss for 2016. Conversely, as the Mexican Peso was strengthening in 2017, the Company realized a net foreign exchange gain.

Provision for Income Taxes

The effective income tax rate was 60% for the year ended December 31, 2017 compared to 32% for 2016. The most significant variance in the effective tax rate was due to the provisions of the U.S. Tax Cuts and Jobs Act of 2017 which increased the tax rate by 31% year over year. The two primary components of this 31% increase in the tax rate were: (1) the one-time transition tax on the mandatory deemed repatriation of foreign earnings of certain non-U.S. subsidiaries which increased the tax rate by 25%, and (2) the remeasurement of certain U.S. deferred tax assets and liabilities, based on the enacted rates, which increased the tax rate by 6%. The 31% increase in the effective income tax rate due to this legislation was partially offset by increased income, including non-taxable interest income, in lower tax rate jurisdictions which decreased the effective tax rate by 3%.

Net Income

Net income for the year ended December 31, 2017 was $22.4 million, a decrease of $25.6 million, as compared to $48.0 million for 2016, due to the factors described above.

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Year Ended December 31, 2016 compared to the Year Ended December 31, 2015

Net Sales

Net sales represent the selling price of the products, net of any customer-related rebates, plus freight and any other items invoiced to customers. Net sales for the year ended December 31, 2016 were $725.3 million, a decrease of $63.8 million, or 8.1%, as compared to $789.1 million for 2015 with prices down 3.0% and volumes down 5.1%. Food, Health and Nutrition sales were down 4.6%, or $18.2 million, with selling prices lower by 0.6%, or $2.2 million, and volume lower by 4.0%, or $16.0 million. Industrial Specialties sales were down 12.9%, or $41.3 million, with selling prices lower by 2.1%, or $6.6 million, and sales volumes lower by 10.8%, or $34.7 million due to product pruning. Other sales were lower by 5.8%, or $4.3 million, with selling prices lower by 20.2%, or $15.1 million, due to low-value fertilizer market sales, partially offset by higher volumes of $10.8 million, or 14.4%.

The Company calculates pure selling price dollar variances as the selling price for the current year period minus the selling price for the prior year period, and then multiplies the resulting selling price difference by the prior year period volume. Volume variance is calculated as the total sales variance minus the selling price variance and refers to the revenue effect of changes in tons sold at the relative prices applicable to the variation in tons, otherwise known as volume/mix. The following table illustrates for the year ended December 31, 2016 the percentage changes in net sales by reportable segment compared with the prior year, including the effect of price and volume/mix changes upon revenue:

	Price		Volume/Mix		Total
Food, Health and Nutrition	(0.6	)%	(4.0	)%	(4.6	)%
Industrial Specialties	(2.1	)%	(10.8	)%	(12.9	)%
Other	(20.2	)%	14.4	%	(5.8	)%
Total	(3.0	)%	(5.1	)%	(8.1	)%

Gross Profit

Gross profit represents net sales less cost of goods sold. Gross profit for the year ended December 31, 2016 was $150.4 million, an increase of $7.1 million, or 5.0%, as compared to $143.3 million for 2015. Gross profit percentage increased to 20.7% for the year ended December 31, 2016 versus 18.2% for 2015. Gross profit in 2016 was favorably affected by $21.7 million lower raw material costs, largely phosphate rock and sulfur, $9.4 million lower manufacturing costs due to savings from the 2015 restructuring program and focus on cost controls, $6.2 million favorable exchange effects from our Mexican peso and Canadian dollar based costs, and $1.1 million lower depreciation expenses. These favorable effects were partially offset by $23.9 million lower selling prices and $16.1 million lower sales volume. Included in 2015 gross profit was $3.4 million increase in inventory reserves, $3.3 million restructuring and management transition costs, and $2.0 million cost due to a supplier revision of their 2014 costs.

Operating Expenses and Research and Development

Operating expenses consist primarily of selling, general and administrative expenses and research and development expenses. Operating expenses for the year ended December 31, 2016 were $71.3 million, a decrease of $20.5 million, or 22.3%, as compared to $91.8 million for 2015. The decrease was primarily due to $8.9 million lower costs related to savings from the 2015 restructuring program, $4.5 million lower restructuring costs, and $1.1 million favorable exchange rate from Mexican peso based costs, partially offset by $3.7 million higher employee related expenses for short-term incentive accruals and stock compensation expense, $1.0 million of strategy consulting fees and first quarter 2016 CEO transition costs, and $0.6 million costs from the refinancing of our credit facility. Included in 2015 was $11.3 million of management transition costs.

Operating Income

Operating income for the year ended December 31, 2016 was $79.1 million, an increase of $27.6 million, or 53.6%, as compared to $51.5 million for 2015. Operating income percentages increased to 10.9% for 2016 from 6.5% for 2015.

Interest Expense, net

Net interest expense, including deferred financing amortization expense, for the year ended December 31, 2016 was $7.7 million, an increase of $0.2 million, or 2.7%, as compared to $7.5 million for 2015. The increase was primarily due to higher average interest rates on borrowings, mostly offset by lower interest charges from U.S. federal and state amended tax returns from prior periods.

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Foreign Exchange

Foreign exchange for the year ended December 31, 2016 was a loss of $1.1 million as compared to a loss of $3.9 million for 2015. The U.S. Dollar is the functional currency of our Mexican and Canadian operations. The Company has greater foreign denominated asset balances (largely Mexican Peso and Canadian Dollar), such as VAT receivables and prepaid income taxes in foreign jurisdictions, than offsetting foreign denominated liability balances. As the U.S. Dollar strengthened throughout 2016 versus the Mexican Peso and the Canadian Dollar, the remeasurement of the net foreign asset denominated balances contributed to a net foreign exchange loss for 2016. Consequently, foreign exchange gain or loss is recorded on remeasurement of non-U.S. Dollar denominated monetary assets and liabilities. Such gains and losses fluctuate from period to period as the foreign currencies strengthen or weaken against the U.S. Dollar and the amount of non-U.S. Dollar denominated assets and liabilities increases or decreases.

Provision for Income Taxes

The effective income tax rate was 32% for the year ended December 31, 2016 compared to 34% for 2015. The more significant variances in the effective tax rate included a Mexican de-consolidation deferred tax liability adjustment in 2016 which decreased the tax rate by 4% year over year, partially offset by lower domestic production activities deduction on the U.S. federal return which increased the tax rate by 2% year over year.

Net Income

Net income for the year ended December 31, 2016 was $48.0 million, an increase of $21.7 million, as compared to $26.3 million for 2015, due to the factors described above.

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Segment Reporting

The Company's chief executive officer is the chief operating decision maker and, as of the first quarter of 2017, has determined to assess the Company's performance and allocate the appropriate resources based on the following operating segments: (1) Food, Health and Nutrition; (2) Industrial Specialties; and (3) Other. The new reporting segments accurately reflect the underlying business dynamics and align with the strategic direction of the Company. The primary performance indicators for the chief operating decision maker are sales and EBITDA. The following table sets forth the historical results of these indicators by segment for the years ended December 31, 2017, 2016 and 2015:

	2017			2016			2015
Segment Net Sales
Food, Health and Nutrition	$	397,298		$	376,672		$	394,836
Industrial Specialties	262,704			278,284			319,565
Other	62,022			70,389			74,746
Total	$	722,024		$	725,345		$	789,147
Net Sales % Growth
Food, Health and Nutrition	5.5		%	(4.6		)%
Industrial Specialties	(5.6		)%	(12.9		)%
Other	(11.9		)%	(5.8		)%
Total	(0.5		)%	(8.1		)%
Segment EBITDA
Food, Health and Nutrition	$	67,156		$	78,128		$	67,212
Industrial Specialties	33,833			36,029			34,028
Other (a) (b)	3,060			1,309			(15,064		)
Total	$	104,049		$	115,466		$	86,176
Segment EBITDA % of net sales
Food, Health and Nutrition	16.9		%	20.7		%	17.0		%
Industrial Specialties	12.9		%	12.9		%	10.6		%
Other (a) (b)	4.9		%	1.9		%	(20.2		)%
Total	14.4		%	15.9		%	10.9		%
Depreciation and amortization expense
Food, Health and Nutrition	$	24,212		$	20,269		$	20,186
Industrial Specialties	13,863			12,645			14,030
Other	2,329			4,565			4,319
Total	$	40,404		$	37,479		$	38,535

(a) The year ended December 31, 2015 includes a $11.8 million charge to earnings for management transition expenses and $8.6 million charge to earnings for restructuring reserves.

(b) The year ended December 31, 2016 includes a $1.5 million charge to earnings for restructuring costs.

A reconciliation of net income to EBITDA follows:

	2017		2016		2015
Net income	$	22,445	$	47,971	$	26,346
Provision for income taxes	34,192		22,347		13,777
Interest expense, net	7,008		7,669		7,518
Depreciation and amortization	40,404		37,479		38,535
EBITDA	$	104,049	$	115,466	$	86,176

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Segment Net Sales:

Food, Health and Nutrition net sales increased 5.5% for the year ended December 31, 2017 compared with the same period in 2016. Average selling prices decreased by 2.9% while volumes increased 8.4% due to the contribution of the Novel and NutraGenesis acquisitions. Net sales decreased 4.6% for the year ended December 31, 2016 when compared with the same period in 2015. Average selling prices decreased by 0.6% and volumes decreased 4.0%.

Industrial Specialties net sales decreased 5.6% for the year ended December 31, 2017 compared with the same period in 2016. Average selling prices decreased 5.6%, due to strong pricing competition in technical grade products, while volumes were flat with improved mix due to product pruning. Net sales decreased 12.9% for the year ended December 31, 2016 when compared with the same period in 2015. Selling prices decreased 2.1% and volumes decreased 10.8% due to product pruning.

Other net sales decreased 11.9% for the year ended December 31, 2017 compared with the same period in 2016. Average selling prices decreased 2.4% and volumes decreased 9.5%. Net sales decreased 5.8% for the year ended December 31, 2016 when compared with the same period in 2015. Volumes increased 14.4% while selling prices decreased 20.2% due to low-value fertilizer market sales.

Segment EBITDA Percentage of Net Sales:

The 380 basis point decrease in Food, Health and Nutrition EBITDA margins for the year ended December 31, 2017 compared with 2016 is due to lower average selling prices which decreased margins by 240 basis points, higher strategic project expenses which decreased margins by 110 basis points, higher manufacturing and operating costs which decreased margins by 80 basis points, and other items such as turnaround costs, sales volume/mix and severance which decreased margins by a combined 70 basis points. The inclusion of the newly acquired Novel Ingredients and NutraGenesis businesses decreased margins by 200 basis points, primarily due to a fair value inventory adjustment which decreased margins by 110 basis points. These decreases were partially offset by decreased raw material costs, mainly phosphate rock and MGA, which increased margins by 290 basis points and favorable translation and refinancing comparables which increased margins by 30 basis points.

The 370 basis point increase in Food, Health and Nutrition EBITDA margins for the year ended December 31, 2016 compared with 2015 is due to lower operating and manufacturing costs which increased margins 280 basis points, decreased raw material costs, primarily PPA and MGA, which increased margins 170 basis points, and favorable exchange rate effects which increased margins by 110 basis points. These increases were partially offset by lower sales volume/mix which decreased margins by 120 basis points and the combined effects of selling prices, translation and refinancing costs which decreased margins by 70 basis points.

The EBITDA margins for Industrial Specialties were unchanged for the year ended December 31, 2017 when compared with 2016. Lower average selling prices decreased margins by 510 basis points, higher strategic project expenses decreased margins by 70 basis points, and higher operating, turnaround and severance costs decreased margins by 70 basis points. These decreases were offset by decreased raw material costs, mainly phosphate rock and MGA, which increased margins by 450 basis points, higher sales volume/mix which increased margins by 140 basis points, and lower manufacturing costs including translation which increased margins by 50 basis points. Included in 2016 was the costs from the refinancing of our credit facility which increased margins by 10 basis points in 2017.

The 230 basis point increase in Industrial Specialties EBITDA margins for the year ended December 31, 2016 compared with the same period in 2015 is due to lower operating and manufacturing cost which increased margins by 270 basis points, lower raw material costs which increased margins by 220 basis points, and favorable exchange rate effects which increased margins by 70 basis points. These increases were partially offset by lower average selling prices which decreased margins by 180 basis points, lower sales volume/mix which decreased margins by 130 basis points, unfavorable translation effects and refinancing costs which decreased margins by 20 basis points.

The 300 basis point increase in Other EBITDA margins for the year ended December 31, 2017 compared with 2016 is due to decreased raw material costs, mainly phosphate rock and MGA, which increased margins by 1,660 basis points and lower manufacturing costs including translation which increased margins 130 basis points. These increases were partially offset by higher strategic project expenses which decreased margins by 840 basis points, lower average selling prices which decreased margins by 250 basis points, lower sales volume/mix which decreased margins by 240 basis points and higher operating, turnaround and severance costs which decreased margins by 300 basis points. Included in 2016 was a lower of cost or market reserve and costs from the refinancing of our credit facility which increased margins by a combined 140 basis points in 2017.

The 2,210 basis point increase in Other EBITDA margins for the year ended December 31, 2016 compared with the same period in 2015 is due to lower restructuring/management transition costs which increased margins by 2,800 basis points, lower raw material costs which increased margins by 1,080 basis points, higher sales volume/mix which increased margins by 1,040

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basis points and favorable exchange rate and translation effects which increased margins by 620 basis points. These increases were partially offset by lower selling prices which decreased margins 3,040 basis points, higher operating and manufacturing costs which decreased margins 830 basis points, and higher severance costs which decreased margins by 180 basis points. Included in 2015 was higher inventory reserves which increased margins by 450 basis points in 2016 and cost for low production rates in late 2014 that caused higher cost to be recorded in 2015 which increased margins by 270 basis points in 2016.

Liquidity and Capital Resources

Cash Flow Summary

The following table sets forth a summary of the Company’s cash flows for the periods indicated.

(Dollars in millions)	Year Ended December 31,
	2017			2016			2015
Operating Activities	$	80.6		$	139.1		$	98.9
Investing Activities	(191.5		)	(36.6		)	(31.7		)
Financing Activities	86.5			(67.1		)	(86.0		)
Effect of foreign exchange rate changes	(0.4		)	0.1			0.5

Year Ended December 31, 2017 compared to the Year Ended December 31, 2016

Net cash provided by operating activities was $80.6 million for the year ended December 31, 2017 as compared to $139.1 million for 2016, a decrease of $58.5 million. The decrease in operating activities cash resulted from unfavorable changes of $25.6 million in net income as described earlier and $47.6 million in working capital due to a significant improvement in 2016 when working capital as a percent of sales was reduced by 690 basis points, partially offset by favorable changes of $12.6 million in other long term assets and liabilities and $2.1 million in non-cash adjustments to income.

The unfavorable change in working capital is derived from it being a use of cash of $6.4 million in 2017 compared to a source of $41.2 million in 2016, a decrease in cash of $47.6 million. The unfavorable change in working capital was due to unfavorable changes in inventory of $38.2 million, driven by adjusted inventory levels in the prior year due to customer demand, accounts receivable of $13.1 million due to the effects of extended payment terms and accounts payable of $11.6 million. These unfavorable effects were partially offset by favorable changes in other current liabilities of $13.2 million, largely due to U.S. income tax payments in the prior year, and other current assets of $2.1 million. Accounts receivable has increased as a percent of quarterly sales compared to the last four quarters' average due to pressures on customer payment terms.

Total inventories as of December 31, 2017 increased $17.4 million from December 31, 2016 levels, due to the inclusion of $19.8 million of acquisition inventory, resulting in days of inventory on hand increasing to 94 days as of December 31, 2017. The following chart shows its historical performance:

	2017	2016	2015
Inventory Days on Hand	94	81	98

Net cash used for investing activities was $191.5 million for the year ended December 31, 2017, compared to $36.6 million for 2016, an increase in spending of $154.9 million. The change was due to the acquisition of Novel Ingredients and NutraGenesis for an aggregate purchase price of $151.0 million and a $4.9 million increase in capital spending partially offset by $1.0 million cash received from the sale of an administrative building.

Approximately 53% of the 2017 capital spending was for strategic growth initiatives and the remaining 47% was for plant maintenance projects. Approximately half of the strategic growth investments were focused on the deep well injection system project at our Geismar, Louisiana facility which accounts for approximately 28% of the Company's total capital expenditures.

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Net cash from financing activities for the year ended December 31, 2017 was a source of $86.5 million, compared to a use of $67.1 million in 2016, an increase in cash of $153.6 million. This increase in cash was largely due to $151.0 million increased loan borrowings for the Novel Ingredients and NutraGenesis acquisitions.

Year Ended December 31, 2016 compared to the Year Ended December 31, 2015

Net cash provided by operating activities was $139.1 million for the year ended December 31, 2016 as compared to $98.9 million for 2015, an increase of $40.2 million. The increase in operating activities cash resulted from favorable changes of $21.7 million in net income as described earlier and $41.3 million in non-cash adjustments to income, primarily changes in deferred income tax provision, partially offset by unfavorable changes of $16.4 million in working capital and $6.4 million in other long term assets and liabilities.

The unfavorable change in working capital is derived from it being a source of cash of $41.2 million in 2016 compared to a source of $57.6 million in 2015, a decrease in cash of $16.4 million. The unfavorable change in working capital was due to unfavorable changes in other current liabilities of $46.8 million, largely due to U.S. income tax payments of $18.6 million for immediate recognition of revenue for income tax purposes which is not expected to recur and severance payments of $8.5 million, other current assets of $23.9 million due to lower VAT balances and vendor deposits in 2015 compared to 2014, and accounts receivable of $8.7 million. These unfavorable effects were mostly offset by favorable changes in inventory of $31.9 million due to lower raw material costs and adjusted inventory levels to align with lower customer demand, and accounts payable of $31.1 million, which will be paid in the first quarter of 2017. Accounts receivable as a percent of quarterly sales, when adjusted for GTSP open accounts receivable of $0.1 million, $0.2 million, $1.8 million, $1.3 million, and $0.3 million as of December 31 2016, September 30, 2016, June 30, 2016, March 31, 2016, and December 31, 2015, respectively, was consistent with the last four quarters' average.

Total inventories as of December 31, 2016 decreased $44.0 million from December 31, 2015 levels, due to lower raw material costs and adjusted inventory levels to align with lower customer demand, resulting in days of inventory on hand decreasing to 81 days as of December 31, 2016. The following chart shows its historical performance:

	2016	2015	2014
Inventory Days on Hand	81	98	103

Net cash used for investing activities was $36.6 million for the year ended December 31, 2016, compared to $31.7 million for 2015, an increase in spending of $4.9 million.

Approximately 65% of the 2016 capital spending was for plant maintenance projects and the remaining 35% was for strategic growth initiatives. The majority of the strategic growth investments were focused on improving the capacity and capability of our North Salt Lake, Utah and Chicago (Waterway), Illinois facilities as well as the preliminary engineering and equipment investment for the the deep well injection system project at our Geismar, Louisiana facility.

Net cash from financing activities for the year ended December 31, 2016, was a use of $67.1 million, compared to a use of $86.0 million in 2015, an increase in cash of $18.9 million. This increase in cash was largely due to $125.0 million decreased stock repurchases and $13.0 million decreased loan repayments, partially offset by $118.0 million decreased loan borrowings. The loan borrowings in 2015 were largely used to fund the share repurchases in that year.

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Liquidity

Indebtedness

Total debt was $310.0 million as of December 31, 2017. Short term and long term debt net of cash was $281.2 million as of December 31, 2017, an increase of $149.7 million, or 113.8% from the December 31, 2016 level.

In December 2016, Innophos entered into a new senior secured credit facility, or Credit Agreement, with a group of lenders, or the Lenders, increasing the Company's borrowing capacity. The Credit Agreement replaced the term loan of $100.0 million and revolving line of credit under the old facility with a $450.0 million revolving line of credit, including a $20.0 million letter of credit sub-facility and a $20.0 million swingline loan facility, all maturing on December 22, 2021. Interest accruing on amounts borrowed under the revolving line is based on an applicable margin over LIBOR (London Interbank Offered Rate) or bank base rate, ranging from 100 to 225 basis points for LIBOR and 0 to 125 basis points for base rate loans, in each case with loan period and interest alternative as chosen by the Company, which margin is adjusted quarterly depending on a total leverage ratio (as computed under the Credit Agreement) for the period in question. Commitment fees on the unused revolving line range from 12.5 to 37.5 basis points, depending on total leverage ratio (as computed under the Credit Agreement) for the period in question. The current applicable margin for LIBOR based loans, base rate loans and the commitment fee are 200, 100 and 32.5 basis points, respectively.

The Credit Agreement also provides for possible additional revolving indebtedness under an incremental facility of up to $150.0 million (for an aggregate of revolving capacity up to $600.0 million) upon future request by the Company to existing Lenders (and depending on their consent) or from other willing financial institutions invited by the Company and reasonably acceptable to the administrative agent to join in the Credit Agreement. This revolving credit facility increase, if implemented, may provide for higher applicable margins to either the increased portion or possibly the entire revolving credit facility, with limitations, than those in effect for the original revolving commitments under the Credit Agreement. Refer to Note 10 of Notes to Consolidated Financial Statements in “Item 8. Consolidated Financial Statements and Supplementary Data”.

Although it had no outstanding debt for the applicable period except attributable to its senior bank credit facilities, Innophos and its subsidiaries and affiliates may from time to time seek to acquire or otherwise retire outstanding debt through public or privately negotiated transactions, exchanges or otherwise. Debt repurchases or exchanges, if any, will depend on prevailing market conditions, Company liquidity requirements, restrictive financial covenants and other factors applicable at the time. The amounts involved may be material. Refer to Note 10 of Notes to Consolidated Financial Statements in “Item 8. Consolidated Financial Statements and Supplementary Data”.

Capital Expenditures

Capital expenditures were $41.5 million for 2017. Approximately 53% of the 2017 capital spending was for strategic growth initiatives and the remaining 47% was for plant maintenance projects. Approximately half of the strategic growth investments were focused on the deep well injection system project at our Geismar, Louisiana facility which accounts for approximately 28% of the Company's total capital expenditures. 2018 capital expenditures are forecasted to be between $45 million and $50 million.

Other Liquidity Matters

As indicated elsewhere, the Company increased the quarterly dividend on its common stock to an annual rate of $1.92 per share starting with the third quarter 2014 payment. That policy may change and is subject to numerous conditions and variables. See the section entitled “Dividends” in Item 5 of this Form 10-K and "Risk Factors - Certain Financial Risks - Contingencies Affecting Dividends - Our ability to pay dividends in the future may be compromised."

On December 31, 2017, the Company had cash and cash equivalents outside the United States of $22.8 million, or 79% of the Company's balance. The foreign cash amounts are not restricted by law to be used in other countries.

On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act.  The legislation significantly changes U.S. corporate income tax laws by, among other things, reducing the U.S. corporate income tax rate from 35% to 21% effective for tax years beginning after December 31, 2017 and transitioning U.S. international taxation from a worldwide tax system to a territorial tax system with a one-time mandatory tax on post-1986 undistributed foreign earnings and profits of U.S. subsidiaries through the year ended December 31, 2017.  We have calculated our best estimate of the impact of this legislation in our year end income tax provision in accordance with our understanding of the legislation and guidance available as of the date of this filing and, as a result, have recorded $17.3 million as additional income tax expense in the fourth quarter of 2017, the period in which the legislation was enacted.  This amount consists of two components: (1) a

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$13.9 million charge payable over eight years and related to the one-time transition or toll tax on the mandatory deemed repatriation of foreign earnings of certain non-U.S. subsidiaries owned either wholly or partially by a U.S. subsidiary of the Company; and (2) a $3.4 million charge related to the remeasurement of certain U.S. deferred tax assets and liabilities, based on the rates at which they are expected to reverse in the future.

The Company has incurred costs associated with involuntary termination benefits associated with its corporate-related initiatives, as well as the management transition. During 2015, the Company incurred restructuring and management transition costs of $8.6 million and $11.8 million, respectively. The amounts recorded within selling, general and administrative expenses in the statements of operations were $17.1 million and cost of goods sold were $3.3 million. During 2016, we incurred additional amounts in connection with continued restructuring of $1.6 million within selling, general and administrative expenses and $0.1 million within cost of goods sold. The Company expects to make $1.7 million of payments associated with these actions within the next twelve months.

The Company’s available financial resources allow for the continuation of dividend payments, pursuit of acquisition projects and further geographic expansion initiatives. We further believe that on-hand cash combined with cash generated from operations, including our Mexican operations, and availability under our revolving line of credit in the Credit Agreement, will be sufficient to meet our obligations such as debt service, tax payments, capital expenditures and working capital requirements for at least the next twelve months. We expect to fund all these obligations through our existing cash, our future operating cash flows and our existing revolving line of credit. However, future operating performance for the Company is subject to prevailing economic and competitive conditions and various other factors that are uncertain. If the cash flows and other capital resources available to the Company, such as its revolving loan facility, are insufficient to fund our debt and other liquidity needs, the Company may have to take alternative actions that differ from current operating plans.

Off-Balance Sheet Arrangements

We do not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as “structured finance or special purpose entities”, which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes.

Contractual Obligations and Commercial Commitments

The following table sets forth our long-term contractual cash obligations as of December 31, 2017 (dollars in thousands):

	Years ending December 31,
Contractual Obligations	Total		2018		2019		2020		2021		2022		Thereafter
Revolver borrowings (1)	$	310,000	$	—	$	—	$	—	$	310,000	$	—	$	—
Future service pension benefits	11,384		883		919		980		1,057		1,130		6,415
U.S. federal transition tax	13,147		1,052		1,052		1,052		1,052		1,052		7,887
Other (2)	56,745		56,745		—		—		—		—		—
Operating leases	33,549		6,654		5,591		4,434		4,016		3,710		9,144
Total contractual cash obligations	$	424,825	$	65,334	$	7,562	$	6,466	$	316,125	$	5,892	$	23,446

 ______________________

(1) Amounts exclude interest payments. Interest on the $310.0 million balance of the revolver borrowings at current rates would be approximately $11.2 million annually.

(2) Represents minimum annual purchase commitments to buy raw materials from suppliers.

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Critical Accounting Estimates and Policies

Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with United States generally accepted accounting principles. The preparation of our financial statements requires us to make estimates, assumptions and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures. On an ongoing basis, we evaluate our estimates, including those related to allowance for bad debts, distributor incentives and rebates, the recoverability of long-lived assets, including amortizable intangible assets, goodwill, depreciation and amortization periods, income taxes and commitments and contingencies. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. We believe that the following critical accounting policies affect our more significant judgments and estimates used in the preparation of our consolidated financial statements.

Claims and Legal Proceedings

The categories of asserted or unasserted claims for which the Company has estimated a probable liability and for which amounts are estimable are critical accounting estimates. Please refer to Part I, Item 3. "Legal Proceedings" and the section entitled “Commitments and Contingencies” in Note 17 of Notes to Consolidated Financial Statements in “Part II, Item 8. Consolidated Financial Statements and Supplementary Data” for additional information about such estimates.

Deferred Taxes

Deferred taxes are accounted for by recognizing deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the financial statements. Accordingly, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.

Deferred tax assets are assessed for recoverability and a valuation allowance is considered necessary if it is more likely than not that some portion or all of the net deferred tax assets will not be realized. We continue to analyze our current and future profitability and probability of the realization of our net deferred tax assets in future periods. Please refer to the section entitled “Income Taxes” (contained in Note 16) of Notes to Consolidated Financial Statements in “Part II, Item 8. Consolidated Financial Statements and Supplementary Data” for additional information regarding deferred taxes.

Goodwill

Goodwill represents the excess of the acquisition cost over the fair value of net assets of the businesses acquired. Accounting Standards Codification (ASC) 350, “Intangibles-Goodwill and Other,” requires periodic tests of the impairment of goodwill. ASC 350 requires a comparison, at least annually, of the net book value of the assets and liabilities associated with a reporting unit, including goodwill, with the fair value of the reporting unit, which corresponds to the discounted cash flows of the reporting unit, in the absence of an active market. When this comparison indicates that impairment must be recorded, the impairment recognized is the amount by which the carrying amount of the assets exceeds the fair value of these assets, not to exceed the carrying value of the goodwill. The annual goodwill impairment review is conducted during the fourth quarter of each year. Fair values for goodwill testing are estimated using a discounted cash flow approach. Significant estimates in the discounted cash flow approach include the cash flow forecasts for each of our reporting units, the discount rate and the terminal value. The five year cash flow forecasts of the Company’s reporting units is based upon management’s estimate at the date of the assessment, which incorporates managements long-term view of selling prices, sales volumes for Innophos’ products, key raw materials and energy costs, and our operating cost structure. The aggregated fair value of our reporting units was reconciled to our market capitalization at the date of the assessment, plus a suitable control premium. The terminal value was determined by applying business growth factors for each reporting unit which are in-line with longer term growth rates, to the latest year for which a forecast exists.

Our market capitalization during fourth quarter of 2017 exceeded the book value of our equity.

Our reporting units for goodwill purposes are Food, Health and Nutrition, Industrial Specialties and Other. These reporting segments accurately reflect the underlying business dynamics and align with the strategic direction of the Company.

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As of October 31, 2017, the Company performed step one of the annual goodwill impairment test for each reporting unit and concluded that the fair values of all the reporting units were in excess of their carrying values by more than 25%. We used a discount rate which is commensurate with the risks inherent to each reporting unit and in our cash flow forecasts. The discount rate used in our 2017 reporting unit valuations is 9.5%.

The development of future cash flow projections requires management estimates related to forecasted sales and expected costs trends. To the extent that changes in business conditions occur or other management decisions are made that result in adjusted management projections, impairment losses may occur in future periods.

Long-lived assets

Under ASC 360, “Property, Plant, and Equipment,” long-lived assets including property, plant and equipment and amortized intangible assets are evaluated and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. The review of these long-lived assets is performed at the individual asset level, asset group level, or the product group level depending on the lowest level for which identifiable cash flows are largely independent. The Company’s asset groupings or product groupings vary based on the interrelationship of the long-lived assets and the identifiable cash flows. For example, in certain instances, multiple manufacturing units may work with one another to produce the lowest identifiable cash flows or in other instances a stand-alone unit may produce the lowest level of identifiable cash flows. There are other instances where a stand-alone unit may produce multiple products and the lowest level of identifiable cash flows is at the product group level. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to the undiscounted future cash flows expected to be generated by the asset, asset group or product group. When this comparison indicates that impairment must be recorded, the impairment recognized is the amount by which the carrying amount of the assets exceeds the fair value of the assets.

The determination of whether or not assets are impaired and the corresponding useful lives of these long-lived assets requires significant judgment. The development of future cash flow projections requires management estimates related to forecasted sales and expected costs trends. To the extent that changes in business conditions occur or other management decisions are made that result in adjusted management projections or alternative use of the assets, impairment losses or accelerated depreciation may occur in future periods.

Stock-Based Compensation Expense

Our compensation programs can include share-based payments. The primary share-based awards and their general terms and conditions currently in effect are as follows:

• Stock options, which entitle the holder to purchase, after the end of a vesting term, a specified number of shares of Innophos common stock at an exercise price per share set equal to the market price of Innophos common stock on the date of grant.

• Restricted stock grants, which entitle the holder to receive, at the end of each vesting term, a specified number of shares of Innophos common stock, and which also entitle the holder to receive dividends paid on such grants throughout the vesting period.

• Performance share awards which entitle the holder to receive, at the end of a performance cycle, a number of shares of Innophos common stock, within a range of shares from zero to a specified maximum (generally 200%), calculated using a combination of performance indicators as defined solely by reference to the Company’s own activities. Amounts equivalent to dividends will accrue over the performance period and are paid on performance share awards when vested and distributed.

• Annual stock retainer grants, which entitle independent members of the Board of Directors to receive a number of shares of the Company’s common stock equal to a fixed retainer value.

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The fair value of the options granted during 2017, 2016 and 2015 was determined using the Black-Scholes option-pricing model. The assumptions used in the Black-Scholes option-pricing model were as follows:

Non-qualified stock options	Year Ended December 31, 2017			Year Ended December 31, 2016			Year Ended December 31, 2015
Expected volatility	31.3		%	33.8		%	40.8		%
Dividend yield	3.6		%	6.6		%	4.3		%
Risk-free interest rate	2.09		%	1.4		%	1.7		%
Expected term in years	6.6			6.6			6.0
Weighted average grant date fair value of stock options	$	11.54		$	4.62		$	12.14

The expected volatility and the expected term are based on the Company's historical data. The dividend yield is the expected annual dividend payments divided by the average stock price up to the date of grant. The risk-free interest rates are derived from the U.S. Treasury securities in effect on the date of grant whose maturity period equals the options expected term. The Company applies an expected forfeiture rate to stock-based compensation expense. The estimate of the forfeiture rate is based primarily upon historical experience of employee turnover. As actual forfeitures become known, stock-based compensation expense is adjusted accordingly.

Pension and Post-Retirement Costs / Post-Employment Plan

The Company maintains both defined contribution plans and noncontributory defined benefit pension plans that together cover all U.S. and Canadian employees.

In the United States, salaried and hourly employees are covered by a defined contribution plan with a 401(k) feature. The plan provides for employee contributions, company matching contributions, and an age-weighted annual company contribution to eligible employees. Union-represented hourly employees at our Nashville, Tennessee site are covered by a traditional defined benefit plan providing benefits based on years of service and final average pay whose benefit accruals were frozen as of August 1, 2007, after which the Nashville union employees began participating in the Company’s existing noncontributory defined contribution benefit plan. All plans were established by Innophos in 2004.

In Canada, salaried employees are covered by defined contribution plans which provide for company contributions as a percent of pay, employee contributions, and company matching contributions. Union-represented hourly employees are covered by a defined benefit plan providing benefits based on a negotiated benefit level and years of service.

Our pension and post-retirement benefit costs are developed from actuarial valuations. Inherent in these valuations are key assumptions, including the discount rate and the expected long-term rate on plan assets. These assumptions require significant judgment and material changes in our pension and post-retirement benefit costs may occur in the future due to changes in these assumptions, changes in levels of benefits provided, and changes in asset levels. Such assumptions are based on benchmarks obtained from third party sources.

As a sensitivity measure, the effect of a 25 basis-point decrease in our discount rate assumption would increase our net periodic benefit cost for our pension and post-retirement plans by approximately $76 thousand. A 1% decrease in our expected rate of return on plan assets would increase our pension plan expense by $187 thousand.

Recently Issued Accounting Standards

New accounting standards effective in 2017 are described in the Recent Accounting Pronouncements section in Note 1 of Notes to Consolidated Financial Statements in “Part II, Item 8. Consolidated Financial Statements and Supplementary Data.”

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ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to certain market risks as part of our ongoing business operations. Primary exposures include changes in interest rates, as borrowings under our credit agreement will bear interest at floating rates based on LIBOR plus an applicable borrowing margin. We manage our interest rate risk by balancing the amount of fixed-rate and floating-rate debt to the extent practicable consistent with our credit status. For fixed-rate debt, interest rate changes do not affect earnings or cash flows. Conversely, for floating-rate debt, interest rate changes generally affect our earnings and cash flows, assuming other factors are held constant.

At December 31, 2017, we had a $450.0 million revolving credit facility, of which $310.0 million was outstanding, which approximates fair value (determined using level 2 inputs within the fair value hierarchy). Total remaining availability was $138.9 million, taking into account $1.1 million in face amount of letters of credit issued under the sub-facility.

Changes in economic conditions could result in higher interest rates, thereby increasing our interest expense on our revolving line of credit. Changes in economic conditions may also result in lower operating income, reducing our funds available for capital investment, operations or other purposes. In addition, a substantial portion of our cash flow has been used to service debt and fund working capital needs, which may affect our ability to make future acquisitions or capital expenditures. We may from time to time use interest rate protection agreements to minimize our exposure to interest rate fluctuation. Regardless of hedges, we may experience economic loss and a negative impact on earnings or net assets as a result of interest rate fluctuations. Based on $310.0 million outstanding borrowings as floating rate debt under our credit facility, an immediate increase of one percentage point would cause an increase to interest expense of approximately $3.1 million per year.

From time to time, we may enter into longer term natural gas and electricity supply contracts in an effort to eliminate some of the volatility in our energy costs. We did not enter into any economic hedges in the past three years.

We do not currently, but may from time to time, hedge our currency rate risks.

We believe that our concentration of credit risk related to trade accounts receivable is limited since these receivables are spread among a number of customers and are geographically dispersed. No customer accounted for more than 10% of our sales in the last 3 years.

Foreign Currency Exchange Rates

The U.S. Dollar is the functional currency of the Canadian and Mexican operations. Accordingly, these operations’ monetary assets and liabilities are remeasured at current exchange rates, non-monetary assets and liabilities are remeasured at historical exchange rates, and revenue and expenses are remeasured at average exchange rates and at historical exchange rates for the related revenue and expenses of non-monetary assets and liabilities. All transaction gains and losses are included in net income.

Our principal source of exchange rate exposure in our foreign operations consists of expenses, such as labor expenses, which are denominated in the foreign currency of the country in which we operate. A decline in the value of the U.S. Dollar relative to the local currency would generally cause our operational expenses (particularly labor costs) to increase (conversely, a decline in the value of the foreign currency relative to the U.S. Dollar would cause these expenses to decrease). We believe that normal exchange rate fluctuations consistent with recent historical trends would have a modest impact on our expenses, and would not materially affect our financial condition or results of operations. Nearly all of our sales are denominated in U.S. Dollars and our exchange rate exposure in terms of sales revenues is minimal.

Inflation and changing prices

Our costs and expenses will be subject to inflation and price fluctuations. Significant price fluctuations in raw materials, freight, and energy costs, if not compensated for by cost savings from production efficiencies or price increases passed on to customers could have a material effect on our financial condition and results of operations. See “Part I, Item 1A. Risk Factors - Raw Materials Availability and Pricing - The success of our business depends on our ability to successfully source sufficient amounts of the raw materials used in our products at competitive prices, often from a limited number of suppliers, some of whom with we do not have a long-term contract in place.” in this Annual Report on Form 10-K for a discussion of the risks associated with our sourcing raw materials.

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ITEM 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

INDEX TO FINANCIAL STATEMENTS

	Page
Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm	39
Balance Sheets at December 31, 2017 and December 31, 2016	41
Statements of Comprehensive Income for each of the three years ended December 31, 2017	42
Statements of Stockholders’ Equity for each of the three years ended December 31, 2017	43
Statements of Cash Flows for each of the three years ended December 31, 2017	44
Notes to Consolidated Financial Statements	45

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Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders of Innophos Holdings, Inc.:

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Innophos Holdings, Inc. and its subsidiaries as of December 31, 2017 and 2016, and the related consolidated statements of comprehensive income, of stockholders’ equity and of cash flows for each of the three years in the period ended December 31, 2017, including the related notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2017 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

As described in Management’s Report on Internal Control over Financial Reporting, management has excluded Novel Ingredients and NutraGenesis from its assessment of internal control over financial reporting as December 31, 2017 because they were acquired by the Company in a purchase business combination during 2017. We have also excluded Novel Ingredients and NutraGenesis from our audit of internal control over financial reporting. Novel Ingredients and NutraGenesis are wholly-owned subsidiaries whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting represent 6% and 5%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2017.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to

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permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/PricewaterhouseCoopers LLP

Florham Park, New Jersey

March 1, 2018

We have served as the Company’s auditor since 2004.

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INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

(Dollars in thousands, except per share amounts, the number of shares or where otherwise noted)

	December 31,
	2017			2016
ASSETS
Current assets:
Cash and cash equivalents	$	28,782		$	53,487
Accounts receivable, net	100,820			77,692
Inventories	145,685			128,295
Other current assets	24,969			23,894
Total current assets	300,256			283,368
Property, plant and equipment, net	219,297			205,459
Goodwill	152,700			84,373
Intangibles and other assets, net	112,916			69,811
Total assets	$	785,169		$	643,011
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt	$	4		$	—
Accounts payable, trade and other	70,445			51,611
Other current liabilities	43,084			43,605
Total current liabilities	113,533			95,216
Long-term debt	310,005			185,000
Other long-term liabilities	28,072			15,569
Total liabilities	$	451,610		$	295,785
Commitments and contingencies (note 17)
Common stock, par value $.001 per share; authorized 100,000,000; issued 22,884,588 and 22,777,690; outstanding 19,537,872 and 19,455,011 shares	20			19
Paid-in capital	137,617			134,694
Common stock held in treasury, at cost (3,346,716 and 3,322,679 shares)	(176,246		)	(175,051		)
Retained earnings	374,366			389,048
Accumulated other comprehensive loss	(2,198		)	(1,484		)
Total stockholders' equity	333,559			347,226
Total liabilities and stockholders' equity	$	785,169		$	643,011

See notes to consolidated financial statements

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INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

(Dollars in thousands, except per share amounts, the number of shares or where otherwise noted)

	Year Ended December 31,
	2017			2016			2015
Net sales	$	722,024		$	725,345		$	789,147
Cost of goods sold	572,995			574,953			645,818
Gross profit	149,029			150,392			143,329
Operating expenses:
Selling, general and administrative	82,229			67,555			87,304
Research & development expenses	3,733			3,739			4,502
Total operating expenses	85,962			71,294			91,806
Operating income	63,067			79,098			51,523
Interest expense, net	7,008			7,669			7,518
Foreign exchange (gains) losses	(578		)	1,111			3,882
Income before income taxes	56,637			70,318			40,123
Provision for income taxes	34,192			22,347			13,777
Net income	$	22,445		47,971			26,346
Net income attributable to common shareholders	$	22,369		$	47,683		$	26,274
Per share data (see Note 13):
Income per share:
Basic	$	1.15		$	2.47		$	1.31
Diluted	$	1.13		$	2.44		$	1.29
Weighted average shares outstanding:
Basic	19,444,795			19,271,448			20,032,300
Diluted	19,733,410			19,581,476			20,323,385
Other comprehensive (loss) income, net of tax:
Change in interest rate swaps, (net of tax $5, $24, and $192)	$	(9	)	$	(39	)	$	(314	)
Change in pension and post-retirement plans, (net of tax $236 ($749), and ($194))	(705		)	1,349			333
Other comprehensive (loss) income, net of tax	$	(714	)	$	1,310		$	19
Comprehensive income	$	21,731		$	49,281		$	26,365

See notes to consolidated financial statements

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INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Statements of Stockholders’ Equity

(Dollars and shares in thousands)

	Number of Common Shares		Common Stock			Retained Earnings (Deficit)			Paid-in Capital			Accumulated Other Comprehensive Income/(Loss)			Total Shareholders' Equity
Balance, December 31, 2014	21,480		$	21		$	390,525		$	75,274		$	(2,813	)	$	463,007
Net income						26,346									26,346
Other comprehensive loss, (net of tax ($2))												19			19
Proceeds from stock award exercises and issuances	139								246						246
Share-based compensation									6,618						6,618
Excess tax benefits from exercise of stock options									975						975
Common stock repurchases	(2,319	)	(2		)				(124,998		)				(125,000		)
Restricted stock forfeitures	(10	)							(401		)				(401		)
Dividends declared						(38,550		)							(38,550		)
Balance, December 31, 2015	19,290		$	19		$	378,321		$	(42,286	)	$	(2,794	)	$	333,260
Net income						47,971									47,971
Other comprehensive income, (net of tax ($725))												1,310			1,310
Proceeds from stock award exercises and issuances	192								(1,428		)				(1,428		)
Share-based compensation									3,732						3,732
Excess tax benefits from exercise of stock options									(9		)				(9		)
Restricted stock forfeitures	(27	)							(366		)				(366		)
Dividends declared						(37,244		)							(37,244		)
Balance, December 31, 2016	19,455		$	19		$	389,048		$	(40,357	)	$	(1,484	)	$	347,226
Net income						22,445									22,445
Other comprehensive income, (net of tax $241) (a)												(714		)	(714		)
Effects of U.S. enacted Tax Cuts and Jobs Act (a)						293									293
Proceeds from stock award exercises and issuances	108		1						(900		)				(899		)
Share-based compensation									3,823						3,823
Restricted stock forfeitures	(25	)							(1,195		)				(1,195		)
Dividends declared						(37,420		)							(37,420		)
Balance, December 31, 2017	19,538		$	20		$	374,366		$	(38,629	)	$	(2,198	)	$	333,559

(a) Includes the impact of ASU 2018-02, which transferred those amounts from accumulated other comprehensive income (loss) to retained earnings. See Notes 1 and 18 to the Consolidated Financial Statements.

See notes to consolidated financial statements

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INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

(Dollars in thousands)

	Year Ended December 31,
	2017			2016			2015
Cash flows from operating activities
Net income	$	22,445		$	47,971		$	26,346
Adjustments to reconcile net income to net cash provided from operating activities:
Depreciation and amortization	40,404			37,479			38,535
Amortization of deferred financing charges	429			680			615
Deferred income tax provision (benefit)	10,411			9,534			(36,637		)
Gain on sale of building	(153		)	—			—
Share-based compensation	3,823			2,822			6,618
Changes in assets and liabilities:
(Increase) decrease in accounts receivable	(11,020		)	2,058			10,784
Decrease in inventories	5,749			44,012			12,071
Decrease (increase) in other current assets	1,426			(634		)	23,264
Increase (decrease) in accounts payable	3,131			14,703			(16,436		)
(Decrease) increase in other current liabilities	(5,751		)	(18,926		)	27,932
Changes in other long-term assets and liabilities	9,723			(590		)	5,834
Net cash provided from operating activities	80,617			139,109			98,926
Cash flows used for investing activities:
Capital expenditures	(41,487		)	(36,599		)	(31,699		)
Proceeds from sale of building	1,028			—			—
Acquisition of businesses, net of cash acquired	(150,999		)	—			—
Net cash used for investing activities	(191,458		)	(36,599		)	(31,699		)
Cash flows from financing activities:
Proceeds from exercise of stock options	205			17			246
Long-term debt borrowings	204,000			41,000			159,000
Long-term debt repayments	(79,000		)	(69,002		)	(82,003		)
Deferred financing costs	—			(1,495		)	(277		)
Excess tax benefits from exercise of stock options	—			(9		)	975
Common stock repurchases	—			—			(125,000		)
Restricted stock forfeitures	(1,195		)	(366		)	(401		)
Dividends paid	(37,468		)	(37,217		)	(38,558		)
Net cash provided by (used for) financing activities	86,542			(67,072		)	(86,018		)
Effect of foreign exchange rate changes on cash and cash equivalents	(406		)	144			489
Net change in cash	(24,705		)	35,582			(18,302		)
Cash and cash equivalents at beginning of period	53,487			17,905			36,207
Cash and cash equivalents at end of period	$	28,782		$	53,487		$	17,905

See notes to consolidated financial statements

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INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, the number of shares or where otherwise noted)

1. Basis of Statement Presentation:

Summary of Significant Accounting Policies

Fiscal Year

The Company's fiscal year end is December 31.

Description of Business and Principles of Consolidation

Innophos is a leading international producer of specialty ingredient solutions that deliver versatile benefits for the food, health, nutrition and industrial markets. The Company leverages its expertise in the science and technology of blending and formulating phosphate, mineral, enzyme and botanical based ingredients to help its customers offer products that are tasty, healthy, nutritious and economical. Headquartered in Cranbury, New Jersey, Innophos has manufacturing operations across the United States, in Canada, Mexico and China.

Innophos combines more than a century of experience in specialty phosphate manufacturing with a broad range of other specialty nutritional ingredients. Utilizing its capabilities in consumer insight, research and product development and application expertise, it partners with its customers to provide differentiated product offerings that respond to consumer preferences and megatrends. The Company utilizes this collaborative approach in order to attempt to generate market share gains for its customers.

Many of Innophos’ products are application-specific compounds engineered to meet customer performance requirements and are often critical to the taste, texture, performance or nutritional content of foods, beverages, pharmaceuticals, oral care products and other applications. For example, Innophos products act as flavor enhancers in beverages, electrolytes in sports drinks, texture additives in cheeses, leavening agents in baked goods, pharmaceutical excipients and cleaning agents in toothpaste, and they also provide a wide range of nutritional fortification solutions for food, beverage and nutritional supplement manufacturers.

Innophos’ product offering includes a wide array of botanical, enzyme and mineral based nutritional ingredients. These products have various applications in the food, beverage and dietary supplement end markets and are manufactured to be readily digestible. Innophos’ 2017 acquisitions of Novel Ingredients and NutraGenesis substantially expanded Innophos’ portfolio of nutritional ingredients, which is a market that Innophos intends to continue to target for future growth.

Innophos commenced operations as an independent company in August 2004 after purchasing its North American specialty phosphates business from affiliates of Rhodia, S.A., or Rhodia, which has been a part of Solvay S.A. since 2011. In November 2006, Innophos completed an initial public offering and listed its common stock for trading on the Nasdaq Global Select Market under the symbol “IPHS”.

Innophos Holdings, Inc. is the parent of Innophos Investments Holdings, Inc., which owns 100% of Innophos, Inc; all are incorporated under the laws of the State of Delaware. All intercompany transactions are eliminated in consolidation.

Certain prior year balances have been restated to conform to current year presentation.

Use of Estimates

The preparation of financial statements in conformity with United States generally accepted accounting principles requires the use of judgments and estimates made by management. Actual results could differ from those estimates. Some of the more significant estimates pertaining to the Company include accruals for contingencies, distributor incentives and rebates, the valuation of inventories, the allowance for doubtful accounts, income tax valuation allowances, the recoverability of long-lived assets and goodwill impairment testing analysis and cash flows and assumptions used in the recognition and measurement of assets acquired in business combinations. Management routinely reviews its estimates and assumptions utilizing currently available information, changes in facts and circumstances, and historical experience.

Cash Equivalents

All highly liquid investments with original maturities of three months or less are considered to be cash equivalents.

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INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

Accounts Receivable and Allowances for Doubtful Accounts

Trade accounts receivable are recorded at the invoiced amount and does not bear interest. The collectability of accounts receivable is evaluated based on a combination of factors. Allowances for doubtful accounts is evaluated based on the length of time the receivables are past due, historical experience and financial wherewithal of the customer. In circumstances when it is probable that a specific customer is unable to meet its financial obligations, an allowance is recorded to reduce the receivable to the amount that is reasonably expected to be collected.

Inventories

Inventories are valued at the lower of cost or market. Cost is determined on the basis of the first-in, first-out method. These costs include raw materials, direct labor, manufacturing overhead and depreciation. Spare parts are included in inventory and are initially recorded at cost.

Inventories, including spare parts, are evaluated for excess quantities, obsolescence or shelf-life expiration. This evaluation includes an analysis of historical sales levels by product and projections of future demand. To the extent management determines there are excess, obsolete or expired inventory quantities, valuation reserves are recorded against all or a portion of the value of the related products with the appropriate charge to cost of goods sold.

Property, Plant and Equipment

Property, plant and equipment are stated at cost less accumulated depreciation. Major renewals and improvements are capitalized. Maintenance, repairs and minor renewals are expensed as incurred. The cost and related accumulated depreciation of all property, plant and equipment retired or otherwise disposed of are eliminated from the accounts and any resulting gain or loss is reflected in net income. Interest is capitalized in connection with the construction of major renewals and improvements. Capitalized interest is recorded as part of the asset to which it relates and is amortized over the asset’s estimated useful life. Depreciation is calculated on the straight-line basis over the estimated useful lives of the related assets, typically ranging from ten to forty years for buildings and improvements, three to twenty years for machinery and equipment, and three to seven years for capitalized software. Leasehold improvements are amortized over the lease term or the estimated useful life of the improvement, whichever is less.

External direct costs in developing or obtaining internal use computer software and payroll, and payroll-related costs for employees dedicated solely to the project, to the extent of the time spent directly on the project and which they meet the requirements of ASC 350-40, are capitalized.

Long-Lived Assets

Under ASC 360,” Property, Plant, and Equipment,” long-lived assets including property, plant and equipment and amortizable intangible assets are evaluated and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. The review of these long-lived assets is performed at the individual asset level, asset group level, or the product group level depending on the lowest level for which identifiable cash flows are largely independent. The Company’s asset groupings or product groupings vary based on the interrelationship of the long-lived assets and the identifiable cash flows. For example, in certain instances, multiple manufacturing units may work with one another to produce the lowest identifiable cash flows or in other instances a stand-alone unit may produce the lowest level of identifiable cash flows. There are other instances where a stand-alone unit may produce multiple products and the lowest level of identifiable cash flows is at the product group level. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to the undiscounted future cash flows expected to be generated by the asset, asset group or product group. When this comparison indicates that impairment must be recorded, the impairment recognized is the amount by which the carrying amount of the assets exceeds the fair value of the assets.

The determination of whether or not assets are impaired and the corresponding useful lives of these long-lived assets requires significant judgment. The development of future cash flow projections requires management estimates related to forecasted sales and expected costs trends. To the extent that changes in business conditions occur or other management decisions are made that result in adjusted management projections or alternative use of the assets, impairment losses or accelerated depreciation may occur in future periods.

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INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

Goodwill

Goodwill represents the excess of the acquisition cost over the fair value of net assets of the businesses acquired. ASC 350, “Intangibles—Goodwill and Other,” requires periodic tests of the impairment of goodwill. ASC 350 requires a comparison, at least annually, of the net book value of the assets and liabilities associated with a reporting unit, including goodwill, with the fair value of the reporting unit, which corresponds to the discounted cash flows of the reporting unit, in the absence of an active market. The development of future cash flow projections requires management estimates related to forecasted sales and expected costs trends. To the extent that changes in business conditions occur or other management decisions are made that result in adjusted management projections, impairment losses may occur in future periods. If the entity determines that it's more likely than not that the fair value of a reporting unit exceeds the carrying amount, then determining an impairment charge is unnecessary. When the carrying value of the reporting unit exceeds the fair value amount, the impairment recognized is the amount by which the carrying amount of the assets exceeds the fair value of these assets, not to exceed the carrying value of the goodwill. The annual goodwill impairment review is conducted during the fourth quarter of each year.

Other Intangible Assets

Other intangible assets, which consist of developed technology, customer relationships, trade names, a non-compete agreement, patents, licenses and software, are amortized on a straight-line basis over their estimated useful lives which can be up to twenty years.

Revenue Recognition

Revenue from sales of the Company's products to its customers is recognized when title and risk of loss passes to the customer, which occurs either upon shipment or delivery, depending upon the agreed sales terms with customers. In the United States and Canada, the Company records estimated reductions to revenue for distributor incentives and customer incentives such as rebates, at the time of the initial sale. Distributor and customer incentives in Mexico are immaterial to the financial statements. The estimated reductions are based on the sales terms, historical experience and trend analysis. Accruals for distributor incentives are reflected as a direct reduction to accounts receivable and accruals for rebates are recorded as accrued expenses. This analysis requires a significant amount of judgment from management. Changes in the assumptions used to calculate these estimates or changes resulting from actual results are recorded against revenue in the period in which the change occurs.

Shipping and Handling Fees and Costs and Advertising Expenses

Shipping and handling fees and costs invoiced to customers are included in Net sales. Shipping and handling fees and costs incurred by the Company are included in Cost of goods sold. Advertising expenses, which are not significant, are expensed as incurred.

Foreign Currency Translation

The U.S. dollar is the functional currency of the Canadian and Mexican operations. Accordingly, these operations monetary assets and liabilities are remeasured at current exchange rates, non-monetary assets and liabilities are remeasured at historical exchange rates. Revenue and expenses related to monetary assets and liabilities are remeasured at average exchange rates and at historical exchange rates for the related revenue and expenses of non-monetary assets and liabilities. All translation gains and losses are included in net income.

Research and Development Expenses

Research and development expenditures, including expenditures relating to the development of new products and processes and significant improvements and refinements to existing products, are expensed as incurred.

Employee Termination Benefits

The Company does not have a written severance plan for its Mexican operations, nor does it offer similar termination benefits to affected employees in all Mexican restructuring initiatives. However, Mexican law requires payment of certain minimum termination benefits. Accordingly, in situations where minimum statutory termination benefits must be paid to the affected employees, the Company records employee severance costs associated with these activities in accordance with ASC 712, Compensation – Nonretirement Post Employment Benefits. The Company does have a written severance plan which is in accordance with ASC 712 for its U.S. and Canadian operations. The Company has an accrued obligation for post-employment

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INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

benefits for U.S. and Canadian operations when the amounts are probable and reasonably estimated. In all other situations where the Company pays out termination benefits, including supplemental benefits paid in excess of statutory minimum amounts and benefits offered to affected employees based on management’s discretion, the Company records these termination costs in accordance with ASC 420, Exit or Disposal Cost Obligations.

The timing of the recognition of charges for employee severance costs depends on whether the affected employees are required to render service beyond their legal notification period in order to receive the benefits. If affected employees are required to render service beyond their legal notification period, charges are recognized ratably over the future service period. Otherwise, charges are recognized when a specific plan has been confirmed by management and required employee communication requirements have been met.

Legal Costs

The Company expenses legal costs as incurred, including those legal costs which may be incurred in connection with a loss contingency.

Income Taxes

The Company’s significant subsidiaries are the Company's United States subsidiaries which file a consolidated U.S. tax return, the Company's Mexican subsidiaries which filed consolidated Mexico tax returns from 2011 through 2015, but changed to filing separate tax returns in 2016, the Company's Canadian subsidiary which files a separate Canadian tax return and the Netherlands files a fiscal unity return for certain Netherlands subsidiaries. The Company accounts for income taxes in accordance with ASC 740, Income Taxes. Under ASC 740, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax bases using enacted tax rates applied to those differences.

Deferred tax assets are assessed for realizability and a valuation allowance is provided if a portion of the associated tax benefit is not expected to be realized.

If any material uncertain tax positions arise, the Company’s policy is to accrue associated penalties in selling, general and administrative expenses and to accrue interest as part of net interest expense. Other than the assessments disclosed in Note 16, Income Taxes, as of December 31, 2017, no significant adjustments have been proposed to the Company's tax positions and the Company currently does not anticipate any adjustments that would result in a material change to its financial position during the next twelve months.

On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (the “Tax Act”).  The Tax Act significantly changes U.S. corporate income tax laws by, among other things, reducing the U.S. corporate income tax rate from 35% to 21% effective for tax years beginning after December 31, 2017 and transitioning U.S. international taxation from a worldwide tax system to a territorial tax system with a one-time mandatory transition or toll tax on post-1986 undistributed foreign earnings and profits of U.S. subsidiaries through the year ended December 31, 2017. Refer to Note 16 for additional information.

Environmental Costs

Environmental liabilities are recorded undiscounted when it is probable that these liabilities have been incurred and the amounts can be reasonably estimated. These liabilities are estimated based on an assessment of many factors, including the amount of remediation costs, the timing and extent of remediation actions required by the applicable governmental authorities, and the amount of the Company’s liability after considering the liability and financial resources of other potentially responsible parties. Generally, the recording of these accruals coincides with the assertion of a claim or litigation, completion of a feasibility study or a commitment to a formal plan of action. Anticipated recoveries from third parties are recorded as a reduction of expense only when such amounts are realized. Any insurance receivables would be recorded gross of the estimated liability.

Comprehensive Income (Loss)

Comprehensive income (loss) is composed of net income (loss), adjusted for changes in comprehensive income items such as changes in defined benefit pension plan funded status.

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INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

Share-based Compensation

The Company recognizes compensation expense for its Long-Term Incentive Plans (LTIP). Under applicable accounting standards, the fair value of share-based compensation is determined at the grant date and the recognition of the related expense is recorded over the period in which the share-based compensation vests. Refer to Note 12 for additional information.

Business Combinations

An acquired business is included in the consolidated financial statements upon obtaining control of the acquired assets. Assets acquired and liabilities assumed are recognized at the date of acquisition at their respective fair values. Any excess of the purchase price over the estimated fair values of the net assets acquired is recognized as goodwill.

Recently Issued Accounting Standards

Adopted

In July 2015, the FASB issued guidance which requires entities to measure most inventory “at the lower of cost and net realizable value (“NRV”),” thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. Under the new guidance, inventory is “measured at the lower of cost and net realizable value,” which eliminates the need to determine replacement cost and evaluate whether it is above the ceiling (NRV) or below the floor (NRV less a normal profit margin). The guidance defines NRV as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” The guidance is effective for annual periods beginning after December 15, 2016, and interim periods therein. Early application is permitted. The Company's adoption of this standard did not have a material impact on its financial position, results of operations and related disclosures.

In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which amends Accounting Standards Codification ("ASC") Topic 718, Compensation - Stock Compensation.  ASU 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years and early adoption is permitted. The Company's adoption of this standard did not have a material impact on its financial position, results of operations and related disclosures.

In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment. Under the new standard, goodwill impairment would be measured as the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying value of goodwill. This ASU eliminates existing guidance that requires an entity to determine goodwill impairment by calculating the implied fair value of goodwill by hypothetically assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted on testing dates after January 1, 2017. The Company has elected to early adopt for testing dates after January 1, 2017 and the adoption of this standard did not have a material impact on its financial position, results of operations and related disclosures.

In February 2018, the FASB issued amendments to the guidance for reporting comprehensive income through ASU 2018-02, “Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.” The ASU allows a reclassification from accumulated other comprehensive income (loss), or AOCI, to retained earnings for the deferred taxes previously recorded in AOCI that exceed the current federal tax rate of 21% resulting from the Tax Act. The ASU allows adjustments to reclassification amounts in subsequent periods as a result of changes to the amounts recorded under SAB 118. If adopted, the ASU is effective in years beginning after December 15, 2018, but permits early adoption in a period for which financial statements have not yet been issued. The Company has elected to early adopt the ASU. The effect of adopting the ASU resulted in an increase of $0.3 million to retained earnings at December 31, 2017 due to the reclassification of AOCI to retained earnings.

Issued but not yet adopted

In May 2014, the FASB issued guidance on revenue from contracts with customers that will supersede most current revenue recognition guidance, including industry-specific guidance. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The guidance provides a five-step analysis of transactions to determine when and how revenue is

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INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

recognized. Other major provisions include capitalization of certain contract costs, consideration of time value of money in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. In July 2015, the FASB approved the deferral of the effective date of this guidance by one year (with an option to early adopt at the original effective date), making it effective for the interim and annual periods beginning on or after December 15, 2017. As a result, this guidance will be effective for the Company beginning in fiscal year 2018, with an option to early adopt in fiscal year 2017. The guidance permits the use of either a retrospective or modified retrospective transition method. The Company will adopt the standard using the modified retrospective transition method on January 1, 2018. Based on the results of the assessment performed to date, though the Company will provide expanded disclosures as a result, the Company has concluded that revenues are expected to remain substantially unchanged from the current revenue recognition model and therefore, the adoption of this standard will not have a material impact on its financial position, results of operations and related disclosures.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) in order to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under previous GAAP. ASU 2016-02 requires that a lessee should recognize a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term on the balance sheet. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018 (including interim periods within those periods) using a modified retrospective approach and early adoption is permitted. While the Company is continuing to assess the effect of adoption, it currently believes the most significant changes relate to the recognition of new right-of-use assets and lease liabilities on its balance sheet for railcar and tank operating leases. The Company will continue to evaluate the impact of adoption of the ASU on its financial position, results of operations and related disclosures.

In March 2016, the FASB issued ASU 2016-15, Clarification on Classification of Certain Cash Receipts and Cash Payments on the Statement of Cash Flows. ASU 2016-15 clarifies the classification of certain cash receipts and cash payments in the statement of cash flows, including debt prepayment or extinguishment costs, settlement of contingent consideration arising from a business combination, insurance settlement proceeds, and distributions from certain equity method investees. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted. The Company is evaluating the impact of adopting this new accounting guidance on its consolidated financial statements.

In October 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory, which reduces the complexity in the accounting standards by allowing the recognition of current and deferred income taxes for an intra-entity asset transfer, other than inventory, when the transfer occurs. Historically, recognition of the income tax consequence was not recognized until the asset was sold to an outside party. This amendment should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. There are no new disclosure requirements. This ASU is effective for annual reporting periods beginning after December 15, 2017. Early adoption is permitted in the first interim period of 2017. The Company is currently in the process of evaluating the impact of adoption of the ASU on its financial position, results of operations and related disclosures.

In November 2016, the FASB issued ASU No. 2016-18, Restricted Cash, which clarifies guidance on the classification and presentation of restricted cash in the statement of cash flows. Under the ASU, changes in restricted cash and restricted cash equivalents would be included along with those of cash and cash equivalents in the statement of cash flows. As a result, entities would no longer present transfers between cash/equivalents and restricted cash/equivalents in the statement of cash flows. In addition, a reconciliation between the balance sheet and the statement of cash flows would be disclosed when the balance sheet includes more than one line item for cash/equivalents and restricted cash/equivalents. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The Company does not anticipate the adoption of the new accounting rules will have a material impact on its financial position, results of operations and related disclosures.

In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business, which narrows the existing definition of a business and provides a framework for evaluating whether a transaction should be accounted for as an acquisition (or disposal) of assets or a business. The ASU requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set of transferred assets and activities (collectively, the set) is not a business. To be considered a business, the set would need to include an input and a substantive process that together significantly contribute to the ability to create outputs. The standard also narrows the definition of outputs. The definition of a business affects areas of accounting such as acquisitions, disposals and goodwill. Under the new guidance, fewer acquired sets are expected to be considered businesses. The new standard is

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INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The Company would apply this guidance to applicable transactions after the adoption date.

In March 2017, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Post-retirement Benefit Cost, which requires that only the service cost component of net periodic benefit costs be recorded as compensation cost in the operating expense section of the income statement. All other components of net periodic benefit cost (interest cost, expected return on plan assets and amortization of net loss) will be presented in other income - net. This standard update is effective beginning with the first quarter 2018 and must be applied retrospectively. the Company is evaluating the impact of adopting this new accounting guidance on its consolidated financial statements.

In May 2017, the FASB issued ASU No. 2017-09, Stock Compensation - Scope of Modification Accounting, which requires all modifications to be accounted for as a modification unless the fair value, vesting conditions and classification of the award as equity or liability are the same as the classification of the original award immediately before the original award is modified. The amendments in this ASU are effective for fiscal years beginning after December 15, 2017 and for interim periods therein. The Company's adoption of this guidance is not expected to have a significant effect on its financial position, results of operations and related disclosures.

In August 2017, the FASB issued ASU No. 2017-12, Derivatives and hedging (Topic 815): Targeted improvements to accounting for hedging activities. This standard more closely aligns the results of cash flow and fair value hedge accounting with risk management activities through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results in the financial statements. This standard also addresses specific limitations in current GAAP by expanding hedge accounting for both nonfinancial and financial risk components and by refining the measurement of hedge results to better reflect an entity’s hedging strategies. Additionally, by aligning the timing of recognition of hedge results with the earnings effect of the hedged item for cash flow and net investment hedges, and by including the earnings effect of the hedging instrument in the same income statement line item in which the earnings effect of the hedged item is presented, the results of an entity’s hedging program and the cost of executing that program will be more visible to users of financial statements. The new standard is effective for annual reporting periods beginning after December 15, 2018 with early adoption permitted. The Company does not anticipate the adoption of this standard will have a material impact on its financial position, results of operations and related disclosures.

2. Acquisitions

On August 25, 2017, the Company acquired 100 percent of the outstanding shares of GenNx Novel Holding, Inc. (together with its direct and indirect wholly-owned subsidiaries, "Novel Ingredients"). Novel Ingredients was a privately-held specialty ingredients supplier of botanicals, proteins, amino acids and other healthy ingredients, as well as branded ingredient and custom formulated solutions, headquartered in East Hanover, New Jersey. The Company made an initial $125.0 million cash payment, subsequently adjusted lower by $1.3 million for post-closing working capital adjustments, for total consideration of $123.7 million. The acquisition was funded by borrowings under its existing credit facility. The addition of Novel Ingredients grows Innophos' Food, Health, and Nutrition portfolio, expanding its presence in high-growth nutrition end-markets and positioning the Company to more effectively develop innovative ingredient solutions that better serve its customers. Novel Ingredients serves attractive end-markets driven by health and wellness consumer trends such as immune health, sports nutrition, and cognitive health.

On November 3, 2017, the Company acquired 100% of the outstanding equity interests of NutraGenesis LLC, Icon Group LLC, and Tradeworks Group, Inc. (collectively referred to as "NutraGenesis"). NutraGenesis was a privately-held Vermont-based marketer of proprietary, branded and science-backed nutraceutical ingredients. The Company made a $27.4 million cash payment, subject to post-closing working capital adjustments, which was funded by borrowings under its existing credit facility. NutraGenesis is highly complementary to the Novel Ingredients acquisition and the Company's branded ingredients portfolio. NutraGenesis serves attractive high-growth end-markets, including stress reduction, weight management, joint health, brain health and metabolic wellness, that are driven by health and wellness consumer trends.

During the year ended December 31, 2017, the Company's results of operations included revenues of $36.7 million and a $2.3 million net loss attributable to Novel Ingredients and NutraGenesis.

The excess of purchase price over the fair value amounts assigned to the assets acquired and liabilities assumed represents the goodwill amount resulting from the acquisitions and will be included in the Food, Health and Nutrition operating segment.

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The goodwill of $68.3 million arising from the acquisitions consists of expected revenue and cost synergies, operational know-how, and acquired workforce. Approximately $24.0 million of the goodwill is deductible for U.S. income tax purposes.

The following table summarizes the estimated fair value of the assets acquired and liabilities assumed (in thousands):

	Novel Ingredients			NutraGenesis
Cash	$	105		$	82
Accounts receivable, net of allowances of $511 and $0 for Novel Ingredients and NutraGenesis, respectively	11,255			850
Inventory, including fair value adjustment of $4,300 for Novel Ingredients	23,121			—
Other current assets	1,655			638
Property, plant and equipment	4,261			—
Other non-current assets	187			—
Goodwill	54,008			14,320
Intangible assets	52,900			13,699
Accounts payable	(14,726		)	(793		)
Accrued expenses	(3,910		)	(524		)
Deferred income taxes	(5,067		)	—
Customer Deposits	—			(875		)
Total	$	123,789		$	27,397

In preparing the preliminary fair value estimates of the intangible assets and certain tangible assets acquired, management consulted with an independent third party. The purchase price and related allocation to assets acquired and liabilities assumed is preliminary pending finalization of the fair values assigned to the intangible assets and the valuation of the working capital components acquired as of the acquisition date.

Novel Ingredients has Net Operating Loss ("NOL") carryforwards of $16.4 million that are expected to be utilized in future periods. The deferred income tax balances are preliminary pending management's final analysis and preparation of the final period tax return.

The intangible assets acquired with Novel Ingredients and NutraGenesis include the following (in thousands):

	Useful life (years)	Novel Ingredients		NutraGenesis
Customer relationships	15-20	$	46,200	$	10,499
Trade names	5-10	6,700		3,200
		$	52,900	$	13,699

The weighted average useful life (years) of the intangible assets included in the above table is 17.4 years. The weighted average useful life (years) of the trade names included in the above table is 7.9 years. The weighted average useful life (years) of the customer relationships included in the above table is 19.1 years.

The following unaudited pro forma information has been prepared as if the acquisitions had occurred on January 1, 2016 (amounts in thousands, excluding EPS figures). The unaudited pro forma results do not reflect any material adjustments, operating efficiencies and other synergies which may result from the consolidation of operations.

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	Year Ended December 31,
	2017		2016
Revenues	$	792,600	$	812,447
Net income	$	22,011	$	41,711
Income per common share - Basic	$	1.13	$	2.16
Income per common share - Diluted	$	1.12	$	2.13

These amounts have been calculated after applying the Company's accounting policies and adjusting the results of Novel Ingredients and NutraGenesis to reflect the additional depreciation and amortization expense that would have been charged assuming the fair value adjustments to property, plant and equipment and intangible assets had been applied on January 1, 2016. Interest expense related to the borrowing for the acquisitions was applied on January 1, 2016. Depreciation and amortization expense of approximately $5.0 million and interest expense of approximately $4.4 million related to the above were included in the years ended December 31, 2017 and December 31, 2016. Further, the above pro forma amounts include a fair value adjustment to inventory of $4.3 million applied on January 1, 2016. The year ended December 31, 2017 include non-recurring transaction costs of approximately $3.1 million and $2.1 million of integration costs in selling, general and administrative expense.

3. Restructuring and Management Transition Costs:

During 2015 management evaluated several initiatives to improve the overall operating efficiency of the organization. As a result of this evaluation the Company launched an initiative to reduce its cost structure by implementing various staff reduction actions during the third quarter of 2015.

In addition, during the fourth quarter of 2015, the Company experienced a management transition of certain high-level positions, most notably the Chief Executive Officer and the Chief Financial Officer.

During the third and fourth quarters of 2015, the Company incurred restructuring and management transition costs of $8.6 million and $11.8 million, respectively. The amounts recorded within selling, general and administrative expenses in the statements of operations were $17.1 million and cost of goods sold were $3.3 million.

During 2016, the Company incurred additional amounts in connection with continued restructuring of $1.6 million (including accelerated stock compensation of $0.3 million) within selling, general and administrative expenses and $0.1 million within cost of goods sold. The Company expects to make $1.7 million of payments associated with these actions within the next twelve months.

The following table summarizes the activities related to severance and benefits for restructuring and management transition costs:

	2017			2016
Balance at beginning of year	$	6,356		$	13,389
Total expense recorded	—			1,718
Accelerated share-based compensation expense (a)	—			(254		)
Payments made	(4,427		)	(8,497		)
Balance at end of year	$	1,929		$	6,356

(a) Accelerated stock-based compensation expense adjustments due to management transition.

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INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

4. Inventories:

Inventories consist of the following:

	2017		2016
Raw materials	$	48,445	$	33,185
Finished products	83,634		81,369
Spare parts	13,606		13,741
	$	145,685	$	128,295

Inventory reserves for excess quantities, obsolescence or shelf-life expiration as of December 31, 2017 and December 31, 2016 were $16,168 and $13,422, respectively.

5. Other Current Assets:

Other current assets consist of the following:

	2017		2016
Creditable taxes (value added taxes)	$	7,285	$	9,722
Vendor inventory deposits (prepaid)	7,807		3,750
Prepaid income taxes	3,394		4,659
Prepaid insurance	2,492		2,248
Other	3,991		3,515
	$	24,969	$	23,894

Page 54 of 85

6. Property, Plant and Equipment, net:

Property, plant and equipment, at cost, consist of the following:

		2017						2016
	Useful life (years)	Gross		Accumulated Depreciation		Net Book Value		Gross		Accumulated Depreciation		Net Book Value
Land	-	$	18,453	$	—	$	18,453	$	19,053	$	—	$	19,053
Land improvements -	3-15	11,861		9,855		2,006		11,303		9,495		1,808
Buildings and improvements -	2-9	10,373		9,507		866		9,486		9,419		67
	10	17,161		10,433		6,728		15,526		9,079		6,447
	14-16	12,080		9,699		2,381		12,105		8,915		3,190
	20	43,013		17,508		25,505		39,128		15,451		23,677
	25-34	21,377		7,424		13,953		21,687		6,741		14,946
Machinery & Equipment -	1-4	26,409		21,325		5,084		24,515		17,801		6,714
	5	49,521		39,387		10,134		46,545		34,824		11,721
	6	49,493		49,273		220		49,493		49,216		277
	7	52,955		48,937		4,018		52,785		44,781		8,004
	8	170,719		155,043		15,676		167,938		150,883		17,055
	9	26,281		26,078		203		26,413		26,140		273
	10	16,856		6,992		9,864		15,920		5,964		9,956
	11	11,697		11,693		4		11,852		11,847		5
	12-13	9,477		9,426		51		9,478		9,419		59
	15	113,062		43,061		70,001		106,587		36,571		70,016
	16-21	3,698		1,201		2,497		1,657		1,060		597
Construction-in-progress	-	31,653		—		31,653		11,594		—		11,594
		$	696,139	$	476,842	$	219,297	$	653,065	$	447,606	$	205,459

Depreciation expense, excluding depreciation expense in changes of inventory, was $31,345, $30,142 and $31,594 in 2017, 2016 and 2015, respectively. Depreciation expense in changes of inventory was $678, $113 and $(292), in 2017, 2016 and 2015, respectively. The carrying value of capitalized software, included in machinery and equipment, was $4,749, $8,141 and $10,919 for the years ended December 31, 2017, December 31, 2016 and December 31, 2015, respectively.

7. Goodwill:

	Food, Health and Nutrition		Industrial Specialties		Other		Total
Balance: December 31, 2015	$	61,090	$	23,283	$	—	$	84,373
Balance: December 31, 2016	$	61,090	$	23,283	$	—	$	84,373
Add: Goodwill from Novel Ingredients acquisition	54,007		—		—		54,007
Add: Goodwill from NutraGenesis acquisition	14,320		—		—		14,320
Balance: December 31, 2017	$	129,417	$	23,283	$	—	$	152,700

Page 55 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

8. Intangibles and Other Assets, net:

Intangibles and other assets consist of the following:

	Useful life (years)	2017		2016
Developed technology and application patents, net of accumulated amortization of $30,716 for 2017 and $27,778 for 2016	7-20	15,559		18,497
Customer relationships, net of accumulated amortization of $22,279 for 2017 and $18,569 for 2016	5-20	73,232		20,243
Trade names and license agreements, net of accumulated amortization of $12,023 for 2017 and $10,315 for 2016	5-20	15,538		7,346
Non-compete agreement, net of accumulated amortization of $1,293 for 2017 and $1,268 for 2016	3-10	40		65
Total intangibles		$	104,369	$	46,151
Deferred income taxes		$	5,058	$	18,432
Deferred financing costs, net of accumulated amortization of $3,902 for 2017 and $3,473 for 2016 (see note 10)		1,721		2,150
Other tax assets		—		997
Other assets		1,768		2,081
Total other assets		$	8,547	$	23,660
		$	112,916	$	69,811

Amortization expense for intangibles was $8,381, $7,222 and $7,233 in 2017, 2016 and 2015, respectively. Anticipated amortization expense for the next five years related to intangibles is as follows:

	2018		2019		2020		2021		2022
Intangible amortization expense	$	11,258	$	10,735	$	10,117	$	9,479	$	9,006

The preceding expected amortization expense is an estimate. Actual amounts of amortization expense may differ from estimated amounts due to additional intangible asset acquisitions, impairment of intangible assets, accelerated amortization of intangible assets and other events.

9. Other Current Liabilities:

Other current liabilities consist of the following:

	2017		2016
Payroll related	$	15,684	$	11,852
Taxes other than income taxes	2,804		2,624
Benefits and pensions	7,730		5,419
Freight and rebates	3,937		3,579
Income taxes	4,933		9,278
Restructuring reserve	1,719		4,737
Other	6,277		6,116
	$	43,084	$	43,605

Page 56 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

10. Short-term Borrowings, Long-Term Debt, and Interest Expense:

Short-term borrowings and long-term debt consist of the following:

	2017		2016
Revolver borrowings under the credit facility due 2021	$	310,000	$	185,000
Capital leases	9		—
Total borrowings	$	310,009	$	185,000
Less current portion	4		—
Long-term debt	$	310,005	$	185,000

In December 2016, Innophos Holdings, Inc. and certain of its directly and/or indirectly wholly-owned subsidiaries (referred to in this note as the "Company") entered into a senior secured credit facility, or Credit Agreement, with a group of lenders, or the Lenders, increasing the Company's borrowing capacity. The Credit Agreement replaces the term loan of $100.0 million and revolving line of credit under the prior facility with a $450.0 million revolving line of credit, including a $20.0 million letter of credit sub-facility and a $20.0 million swingline loan facility, all maturing on December 22, 2021. Interest accruing on amounts borrowed under the revolving line is based on an applicable margin over LIBOR (London Interbank Offered Rate) or bank base rate, ranging from 100 to 225 basis points for LIBOR and 0 to 125 basis points for base rate loans, in each case with loan period and interest alternative as chosen by the Company, which margin is adjusted quarterly depending on a total leverage ratio (as computed under the Credit Agreement) for the period in question. Commitment fees on the unused revolving line range from 12.5 to 37.5 basis points, depending on total leverage ratio (as computed under the Credit Agreement) for the period in question. The current applicable margin for LIBOR based loans, base rate loans and the commitment fee are 200, 100 and 32.5 basis points, respectively.

The Credit Agreement also provides for possible additional revolving indebtedness under an incremental facility of up to $150.0 million (for an aggregate of revolving capacity up to $600.0 million) upon future request by the Company to existing Lenders (and depending on their consent) or from other willing financial institutions invited by the Company and reasonably acceptable to the administrative agent to join in the Credit Agreement. This revolving credit facility increase, if implemented, may provide for higher applicable margins to either the increased portion or possibly the entire revolving credit facility, with limitations, for interest rates than those in effect for the original revolving commitments under the Credit Agreement.

The obligations of the Company under the Credit Agreement are secured by first priority liens on substantially all the United States assets of the Company, as well as a pledge of 65% of the voting equity of entities holding the Company's foreign subsidiaries.

The Credit Agreement contains representations given to the Lenders about the nature and status of the Company's business that serve as conditions to future borrowings, and affirmative, as well as negative, covenants typical of credit facilities of this kind that prohibit or limit a variety of actions by the Company and its subsidiaries generally without the Lenders’ approval. These include covenants that affect the ability of those entities, among other things, to (a) incur or guarantee indebtedness, (b) create liens, (c) enter into mergers, recapitalizations or assets purchases or sales, (d) change names, (e) make certain changes to their business, (f) make restricted payments that include dividends, purchases and redemptions of equity (g) make advances, investments or loans, (h) effect sales and leasebacks or (i) enter into transactions with affiliates, (j) allow negative pledges or limitations on the repayment abilities of subsidiaries or (k) amend subordinated debt. However, subject to continued compliance with the overall leverage restrictions described in more detail below, the Company retains flexibility under the Credit Agreement to develop its business and achieve strategic goals by, among other things, being permitted to take on additional debt, pay dividends (as long as the Total Leverage Ratio shall be .25 less than the then applicable level described below), re-acquire equity and make domestic acquisitions. Foreign acquisitions and investments are also permitted up to a fixed limit which is set initially at $213.0 million and can increase with ongoing cash generation up to as high as $425.0 million.

Among its affirmative covenants, the Credit Agreement requires the Company to maintain the following consolidated ratios (as defined and calculated according to the Credit Agreement) as of the end of each fiscal quarter:

(a) “Total Leverage Ratio” less than or equal to 3.50 to 1.00.

(b) “Interest Coverage Ratio” greater than or equal to 3.00 to 1.00.

Page 57 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

As of December 31, 2017, the Accessible Borrowing Availability was $138.9 million and the Total Leverage Ratio and Interest Coverage Ratio calculated in accordance with the agreement were 2.45 and 19.32, respectively.

As of December 31, 2017, the Company was in full compliance with all debt covenant requirements.

The Credit Agreement provides for “Events of Default” that, unless waived, can or will lead to acceleration of obligations upon the occurrence, continuation and/or notice, as applicable, of specified events typical of credit facilities of this kind. These include (a) failures to pay interest or principal on loans, (b) misrepresentations, (c) failures to observe covenants, (d) cross defaults of other indebtedness in excess of $20.0 million, (e) uninsured and unsatisfied judgments in excess of $20.0 million or certain orders or injunctions, (f) bankruptcy and insolvency events, (g) events leading to aggregate liability under the Employee Retirement Income Security Act of 1974 (ERISA) in excess of $20.0 million, (h) changes of control, (i) invalidity of credit support /security agreements, and (i) certain disadvantageous changes in Credit Agreement debt compared to subordinated debt.

Fees and expenses incurred in 2016 with the Credit Agreement were approximately $1.5 million. This amount was recorded as deferred financing costs and is being amortized over the term of the Credit Agreement using the effective interest method.

As of December 31, 2017, $310.0 million was outstanding under the revolving line of credit, which approximates fair value (determined using level 2 inputs within the fair value hierarchy), with total availability at 138.9 million, taking into account $1.1 million in face amount of letters of credit issued under the sub-facility. The current weighted average interest rate for all debt is 3.4%.

The Company manages interest rate risk by balancing the amount of fixed-rate and floating-rate debt to the extent practicable consistent with the credit status.

Innophos and its subsidiaries and affiliates may from time to time seek to acquire or otherwise retire outstanding debt through public or privately negotiated transactions, exchanges or otherwise. Debt repurchases or exchanges, if any, will depend on prevailing market conditions, Company liquidity requirements, restrictive financial covenants and other factors applicable at the time. The amounts involved may be material.

Total interest paid by the Company for all indebtedness for 2017, 2016 and 2015 was $6.8 million, $8.0 million and $5.9 million, respectively.

Interest expense, net consists of the following:

	Year Ended December 31,
	2017			2016			2015
Interest expense	$	7,148		$	7,210		$	7,079
Deferred financing cost	429			680			615
Interest income	(124		)	(53		)	(65		)
Less: amount capitalized for capital projects	(445		)	(168		)	(111		)
Total interest expense, net	$	7,008		$	7,669		$	7,518

Page 58 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

11. Other Long-Term Liabilities:

Other long-term liabilities consist of the following:

	2017		2016
Deferred income taxes	$	2,354	$	1,282
Long term portion of U.S. transition tax	12,095		—
Pension and post retirement liabilities	8,886		7,689
Restructuring reserve	210		1,618
Uncertain tax positions	1,974		1,974
Environmental liabilities	1,100		1,100
Other liabilities	1,453		1,906
	$	28,072	$	15,569

12. Stockholders’ Equity / Stock-Based Compensation:

The Company's compensation programs include share-based payments. The primary share-based awards and their general terms and conditions currently in effect are as follows:

• Restricted stock grants, which entitle the holder to receive, at the end of each vesting term, a specified number of shares of the Company's common stock, and which also entitle the holder to receive dividends paid on such grants throughout the vesting period. Compensation expense is amortized on a straight-line basis over the requisite vesting period, generally three years, and accelerated for those employees that are retirement eligible during the vesting period.

• Stock options, which entitle the holder to purchase, after the end of a vesting term, a specified number of shares of the Company’s common stock at an exercise price per share set equal to the market price of the Company’s common stock on the date of grant. The stock options generally vest annually over three years with a ten year term from date of grant.

• Performance share awards which entitle the holder to receive, at the end of a performance cycle, a number of shares of the Company’s common stock, within a range of shares from zero to a specified maximum (generally 200%), calculated using a combination of performance indicators as defined by reference to the Company’s own activities. The performance shares generally vest at the end of a three year performance cycle and the number of shares distributable depends on the extent to which the Company attains pre-established performance goals. Amounts equivalent to dividends will accrue over the performance period and are paid on performance share awards when vested and distributed.

• Annual stock retainer grants, which entitle independent members of the Board of Directors to receive a number of shares of the Company’s common stock, which immediately vest, equal to a fixed retainer value.

The following table summarizes the components of stock-based compensation expense, all of which has been classified as selling, general and administrative expense:

	Year Ended December 31,
	2017		2016			2015
Stock options	$	1,068	$	994		$	2,521
Restricted stock	1,701		1,490			2,080
Performance shares	424		(257		)	1,507
Stock grants	630		595			510
Total stock-based compensation expense (a)	$	3,823	$	2,822		$	6,618

 (a) 2016 includes accelerated stock-based compensation expense adjustments of $(254), due to management transition.

Page 59 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

A summary of restricted stock activity during the three years ended December 31, 2017, is presented below:

	Number of Shares		Weighted Average Grant Date Fair Value
Outstanding at January 1, 2015	50,336		$	54.49
Granted	92,433		34.40
Released	(7,066	)	53.84
Forfeited / Surrendered	(10,372	)	53.27
Outstanding at December 31, 2015	125,331		$	40.85
Outstanding at January 1, 2016	125,331		$	40.85
Granted	88,836		31.47
Released	(7,796	)	53.18
Forfeited / Surrendered	(29,920	)	40.79
Outstanding at December 31, 2016	176,451		$	35.27
Outstanding at January 1, 2017	176,451		$	35.27
Granted	30,723		52.41
Released	(32,171	)	34.71
Forfeited / Surrendered	(24,424	)	36.42
Outstanding at December 31, 2017	150,579		$	38.18

A summary of stock option activity during the three years ended December 31, 2017, is presented below:

	Number of Options		Weighted Average Exercise Price		Weighted Average Grant Date Fair Value
Outstanding at January 1, 2015	625,320		$	30.87
Granted	157,961		42.38		12.14
Forfeited / Expired / Surrendered	(37,364	)	31.62
Exercised	(53,995	)	19.78
Outstanding at December 31, 2015	691,922		$	34.33
Exercisable at December 31, 2015	543,905		$	31.87
Outstanding at January 1, 2016	691,922		$	34.33
Granted	400,215		31.18		4.62
Forfeited / Expired / Surrendered	(260,913	)	33.17
Exercised	(91,029	)	19.55
Outstanding at December 31, 2016	740,195		$	34.84
Exercisable at December 31, 2016	368,159		$	37.06
Outstanding at January 1, 2017	740,195		$	34.84
Granted	102,607		52.43		11.54
Forfeited / Expired / Surrendered	(175,767	)	37.24
Exercised	(49,530	)	23.40
Outstanding at December 31, 2017	617,505		$	38.00
Exercisable at December 31, 2017	343,849		$	38.05

Page 60 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

The fair value of the options granted during 2017, 2016 and 2015 was determined using the Black-Scholes option-pricing model. The assumptions used in the Black-Scholes option-pricing model were as follows:

Non-qualified stock options	Year Ended December 31, 2017			Year Ended December 31, 2016			Year Ended December 31, 2015
Expected volatility	31.3		%	33.8		%	40.8		%
Dividend yield	3.6		%	6.6		%	4.3		%
Risk-free interest rate	2.1		%	1.4		%	1.7		%
Expected term in years	6.6			6.6			6.0
Weighted average grant date fair value of stock options	$	11.54		$	4.62		$	12.14

The expected volatility and the expected term are based on the Company's historical data. The dividend yield is the expected annual dividend payments divided by the average stock price up to the date of grant. The risk-free interest rates are derived from the U.S. Treasury securities in effect on the date of grant whose maturity period equals the options expected term. The Company applies an expected forfeiture rate to stock-based compensation expense. The estimate of the forfeiture rate is based primarily upon historical experience of employee turnover. As actual forfeitures become known, stock-based compensation expense is adjusted accordingly.

A summary of performance share activity is presented below:

	Number of Shares		Weighted Average Grant Date Fair Value
Outstanding at January 1, 2015	44,698		55.49
Granted (at targeted return on invested capital and contribution margin growth)	62,225		42.31
Forfeited	—		—
Vested	(37,835	)	53.05
Adjustment to estimate of shares to be earned	(36,671	)	51.48
Outstanding at December 31, 2015	32,417		$	37.58
Outstanding at January 1, 2016	32,417		$	37.58
Granted (at targeted return on invested capital and contribution margin growth)	—		—
Forfeited	—		—
Vested	(12,401	)	54.46
Adjustment to estimate of shares to be earned	(20,016	)	27.12
Outstanding at December 31, 2016	—		$	—
Outstanding at January 1, 2017	—		$	—
Granted (at targeted return on invested capital and contribution margin growth)	22,958		52.44
Forfeited	(2,083	)	52.44
Vested	(353	)	49.54
Adjustment to estimate of shares to be earned	401		49.54
Outstanding at December 31, 2017	20,923		$	52.43

Page 61 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

The total intrinsic value of options exercised and stock grants during 2017, 2016 and 2015 was $4.2 million, $5.9 million and $4.9 million, respectively. The aggregate intrinsic value of stock options outstanding and exercisable at December 31, 2017 was $5.4 million and $3.0 million, respectively. The total remaining unrecognized compensation expense related to share-based payments is as follows:

Unrecognized Compensation Expense	Restricted Stock		Stock Options		Performance Based
Amount	$	3,698	$	1,915	$	666
Weighted-average years to be recognized	1.5		1.5		2.3

The Board of Directors authorized a stock repurchase program, commencing January 1, 2015, pursuant to which the Registrant was authorized to acquire for cash in open market or private transactions from time to time up to $125.0 million of its common stock over the ensuing 12 months. The timing of repurchases and the exact number of shares of common stock to be purchased depended upon market conditions and other factors. The repurchase program was funded through existing liquidity, including borrowings from the Senior Credit Facility, and cash from operations. Treasury stock was recognized at the cost to reacquire the shares. During 2015, the Company repurchased 2,318,720 shares of its common stock on the open market at an average price of $53.91 per share or $125.0 million.

13. Earnings per share (EPS)

The Company accounts for earnings per share in accordance with ASC 260 and related guidance, which requires two calculations of earnings per share (EPS) to be disclosed: basic EPS and diluted EPS. Under ASC Subtopic 260-10-45, as of January 1, 2009 unvested awards of share-based payments with rights to receive dividends or dividend equivalents, such as restricted stock, are considered participating securities for purposes of calculating EPS. Under the two-class method, a portion of net income is allocated to these participating securities and therefore is excluded from the calculation of EPS allocated to common stock, as shown in the table below.

The numerator for basic and diluted earnings per share is net earnings attributable to shareholders reduced by dividends attributable to unvested shares. The denominator for basic earnings per share is the weighted average number of common stock outstanding during the period. The denominator for diluted earnings per share is weighted average shares outstanding adjusted for the effect of dilutive outstanding stock options, performance share awards and restricted stock awards.

The following is a reconciliation of the weighted average basic number of common shares outstanding to the diluted number of common and common stock equivalent shares outstanding and the calculation of earnings per share using the two-class method:

	Year Ended December 31,
	2017			2016			2015
Net income	22,445			47,971			26,346
Less: earnings attributable to unvested shares	(76		)	(288		)	(72		)
Net income available to common shareholders	$	22,369		$	47,683		$	26,274
Weighted average number of common and potential common shares outstanding:
Basic number of common shares outstanding	19,444,795			19,271,448			20,032,300
Dilutive effect of stock equivalents	288,615			310,028			291,085
Diluted number of weighted average common shares outstanding	19,733,410			19,581,476			20,323,385
Earnings per common share:
Earnings per common share—Basic	$	1.15		$	2.47		$	1.31
Earnings per common share—Diluted	$	1.13		$	2.44		$	1.29

Total outstanding options, performance share awards and unvested restricted stock not included in the calculation of diluted earnings per share as the effect would be anti-dilutive are 377,361, 445,303 and 444,334 for the years ended 2017, 2016 and 2015, respectively.

Page 62 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

14. Dividends

The following is the dividend activity for 2017, 2016 and 2015:

	2017
	Quarters ended
	March 31		June 30		September 30		December 31		Total
Dividends declared – per share	$	0.48	$	0.48	$	0.48	$	0.48	$	1.92
Dividends declared – aggregate	9,349		9,373		9,373		9,373		37,468
Dividends paid – per share	0.48		0.48		0.48		0.48		1.92
Dividends paid – aggregate	9,349		9,373		9,373		9,373		37,468
	2016
	Quarters ended
	March 31		June 30		September 30		December 31		Total
Dividends declared – per share	$	0.48	$	0.48	$	0.48	$	0.48	$	1.92
Dividends declared – aggregate	9,256		9,308		9,327		9,326		37,217
Dividends paid – per share	0.48		0.48		0.48		0.48		1.92
Dividends paid – aggregate	9,256		9,308		9,327		9,326		37,217
	2015
	Quarters ended
	March 31		June 30		September 30		December 31		Total
Dividends declared – per share	$	0.48	$	0.48	$	0.48	$	0.48	$	1.92
Dividends declared – aggregate	10,198		9,863		9,261		9,236		38,558
Dividends paid – per share	0.48		0.48		0.48		0.48		1.92
Dividends paid – aggregate	10,198		9,863		9,261		9,236		38,558

The Company is a holding company that does not conduct any business operations of its own. As a result, the Company is dependent upon cash dividends, distributions and other transfers from its subsidiaries, most directly Innophos, Inc., its primary operating subsidiary, and Innophos Investments Holdings, Inc., the direct subsidiary of Innophos Holdings, Inc. and the direct parent company of Innophos, Inc., to make dividend payments on its common stock.

15. Pension Plans and Post-retirement Benefits:

Innophos maintains both defined contribution plans and noncontributory defined benefit pension plans that together cover substantially all U.S. and Canadian employees.

In the United States, salaried and hourly employees are covered by a defined contribution plan with a 401(k) feature. The plan provides for employee contributions, company matching contributions, and an age-weighted annual company contribution to eligible employees. Union-represented hourly employees, at the Company's Nashville, Tennessee site, are covered by a traditional defined benefit plan providing benefits based on years of service and final average pay. On April 26, 2007, the Company and the Union for the hourly employees at its Nashville, Tennessee facility agreed that it would freeze its defined benefit pension plan (the “Plan”) as of August 1, 2007. The accrual of additional benefits or increase in the current level of benefits under the Plan ceased as of August 1, 2007, after which the Nashville union employees now participate in the Company’s existing non-contributory defined contribution benefit plan. All plans were established by Innophos in 2004.

In Canada, salaried employees are covered by defined contribution plans which provide for company contributions as a percent of pay, employee contributions, and company matching contributions. Union-represented hourly employees are covered by a defined benefit plan providing benefits based on a negotiated benefit level and years of service. The defined contribution plans were established by the Company in 2004; the defined benefit plan for union-represented hourly employees is a continuation of the Rhodia Canada Inc.’s pension plan for its Port Maitland, Ontario Canada union employees, which was included in the acquisition of the Phosphates Business from Rhodia on August 13, 2004.

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INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

Innophos also has other post-retirement benefit plans covering substantially all of its U.S. and Canadian employees. Certain employee groups covered under the plans do not receive benefits post-age 65. In the United States, the health care plans are contributory with participants’ contributions adjusted annually, and limits on the Company’s share of the costs; the life insurance plans are noncontributory. The effects of the Medicare Prescription Drug, Improvement and Modernization Act of 2003, or the Act, are not significant. In Canada, the plans are non-contributory.

Innophos uses a December 31 measurement date for all of its plans. For the purposes of the following schedules, beginning of the year is January 1.

The weighted average discount rate at the measurement dates for the Company’s defined benefit pension plans and the post-retirement benefit plans is developed using a spot interest yield curve based upon a broad population of corporate bonds rated AA or higher, adjusted to match the duration of each plan’s projected benefit payment stream.

The expected return is based on a specific asset mix, active management, rebalancing among diversified asset classes within the portfolio, and a consistent underlying inflation assumption to calculate the appropriate long-term expected investment return.

As a sensitivity measure, the effect of a 25 basis-point decrease in the Company's discount rate assumption would increase its net periodic benefit cost for its pension and post-retirement plans by approximately $76. A 1% decrease in the Company's expected rate of return on plan assets would increase its pension plan expense by $187.

The amounts in accumulated other comprehensive income (loss), or AOCI, for all plans that are expected to be amortized as components of net periodic benefit cost (benefit) during 2018 are as follows:

	Pension		Other Benefits			Total
Prior service cost	$	53	$	—		$	53
Net actuarial loss (gain)	194		(155		)	39
Transition obligation	—		24			24

The changes in benefit obligations and fair value of plan assets recognized in other comprehensive loss during 2017 and 2016 are as follows:

	Pension Benefits						Other Benefits						Total
	2017			2016			2017			2016			2017			2016
Change in accumulated other comprehensive income
Amortization of net (gain) loss	$	(177	)	$	(208	)	$	212		$	100		$	35		$	(108	)
Amortization of prior service cost / transition obligation	(108		)	(106		)	(23		)	(23		)	(131		)	(129		)
Net (gain) loss	694			(340		)	343			(1,521		)	1,037			(1,861		)
Total change in accumulated other comprehensive income	409			(654		)	532			(1,444		)	941			(2,098		)
Deferred taxes	(88		)	203			(148		)	546			(236		)	749
Net amount recognized	$	321		$	(451	)	$	384		$	(898	)	$	705		$	(1,349	)

Page 64 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

U.S. Plans

Obligations and Funded Status—U.S. Plans At December 31

	Pension Benefits						Other Benefits
	2017			2016			2017			2016
Accumulated benefit obligation at end of year	$	2,662		$	2,473		$	3,250		$	2,974
Change in benefit obligation
Benefit obligation at beginning of year	$	2,473		$	2,670		$	2,974		$	4,285
Service cost	—			—			123			172
Interest cost	100			114			118			165
Actuarial loss (gain)	154			(250		)	151			(1,523		)
Benefits paid	(65		)	(61		)	(116		)	(125		)
Benefit obligation at end of year	$	2,662		$	2,473		$	3,250		$	2,974
Change in plan assets
Fair value of plan assets at beginning of year	$	2,263		$	2,124		$	—		$	—
Actual return on plan assets	430			200			—			—
Employer contributions	—			—			116			125
Benefits paid	(65		)	(61		)	(116		)	(125		)
Fair value of plan assets at end of year	$	2,628		$	2,263		$	—		$	—
Funded status of the plan	$	(34	)	$	(210	)	$	(3,250	)	$	(2,974	)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	$	—		$	—		$	—		$	—
Current liabilities	—			—			(151		)	(120		)
Noncurrent liabilities	(34		)	(210		)	(3,099		)	(2,854		)
Net amounts recognized	$	(34	)	$	(210	)	$	(3,250	)	$	(2,974	)
Amounts recognized in accumulated other comprehensive income
Prior service (credit) cost	$	—		$	—		$	—		$	—
Net actuarial (gain) loss	(22		)	114			(1,911		)	(2,274		)
Total amount recognized	$	(22	)	$	114		$	(1,911	)	$	(2,274	)
Deferred taxes	5			(43		)	758			864
Net amount recognized	$	(17	)	$	71		$	(1,153	)	$	(1,410	)

Page 65 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

	Pension Benefits									Other Benefits
	2017			2016			2015			2017			2016			2015
Components of net periodic benefit cost
Service cost	$	—		$	—		$	—		$	123		$	172		$	292
Interest cost	100			114			114			118			165			163
Expected return on plan assets	(140		)	(145		)	(140		)	—			—			—
Amortization of:
Prior service cost	—			—			—			—			—			—
Actuarial loss (gain)	—			—			68			(211		)	(100		)	(48		)
Net periodic benefit cost	$	(40	)	$	(31	)	$	42		$	30		$	237		$	407
Weighted average assumptions for benefit obligation
Discount rate	3.60		%	4.16		%	4.50		%	3.66		%	4.22		%	4.25		%
Expected long-term rate of return on plan assets	6.30		%	6.20		%	6.51		%	NA			NA			NA
Rate of compensation increase	NA			NA			NA			4.00		%	3.75		%	3.75		%
Weighted average assumptions for net periodic benefit cost
Discount rate	4.16		%	4.50		%	4.00		%	4.22		%	4.25		%	4.00		%
Expected long-term rate of return on plan assets	6.20		%	6.51		%	6.65		%	NA			NA			NA
Rate of compensation increase	NA			NA			NA			3.75		%	3.75		%	3.00		%

Estimated Future Benefit Payments	Pension Benefits		Other Benefits
Fiscal 2018	$	86	$	151
Fiscal 2019	98		178
Fiscal 2020	111		172
Fiscal 2021	118		177
Fiscal 2022	130		180
Fiscal Years 2023-2027	736		868

Innophos expects to make no contributions to its U.S. defined benefit pension plan in 2018.

The estimated actuarial loss, prior service cost, and transition obligation (asset) for the defined benefit pension plans that will be amortized from accumulated other comprehensive income into net periodic benefit cost during the 2018 fiscal year are $0, $0 and $0, respectively.

The estimated actuarial gain, prior service cost, and transition obligation (asset) for the post-retirement plan that will be amortized from accumulated other comprehensive income into net periodic benefit cost during the 2018 fiscal year are $159, $0 and $0, respectively.

Assumed health care cost trend rates on the U.S. plans do not have a significant effect on the amounts reported for the health care plans as a result of limits on the Company’s share of the cost.

Page 66 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

Plan Assets

The investment policy for the Company’s U.S. defined benefit pension plan is designed to achieve long-term objectives of return, while mitigating against downside risk and considering expected cash flow. Investment managers appointed by the Plan are directed to achieve a satisfactory return through a diversified portfolio consistent with acceptable risks and prudent management. In accordance with the investment and risk philosophy of the Committee, a target asset mix of 90% equities and 10% fixed income instruments has been established. Investment weightings and results are tested regularly against appropriate benchmark portfolios.

Innophos, Inc.’s defined benefit pension plan invests in mutual funds and commercial paper and the weighted-average asset allocations at December 31, 2017 and 2016 by asset category are as follows:

	Plan Assets at December 31
	2017		2016
Asset Category
Equity securities	92.9	%	92.7	%
Fixed income securities	7.1		7.3
Total	100.0	%	100.0	%

The fair values of Innophos, Inc.’s pension plan assets at December 31, 2017 by asset category are as follows:

	Total		Level 1		Level 2		Level 3
Equity securities	$	2,441	$	2,441	$	—	$	—
Fixed income securities	187		187		—		—
	$	2,628	$	2,628	$	—	$	—

Defined Contribution Plan—U.S.

Innophos Inc.’s expense for the defined contribution plan was $3.2 million, $3.0 million and $3.5 million for 2017, 2016 and 2015, respectively.

Page 67 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

Canadian Plans

Obligations and Funded Status—Canadian Plans at December 31

	Pension Benefits						Other Benefits
	2017			2016			2017			2016
Accumulated benefit obligation at end of year	$	15,590		$	13,128		$	1,722		$	1,379
Change in benefit obligation
Benefit obligation at beginning of year	$	13,128		$	12,319		$	1,379		$	1,299
Service cost	383			362			51			49
Interest cost	517			489			55			51
Past service cost	153			—			—			—
Actuarial (gain) loss	886			—			181			—
Benefits paid	(485		)	(396		)	(53		)	(58		)
Foreign currency exchange rate changes	1,008			354			109			38
Benefit obligation at end of year	$	15,590		$	13,128		$	1,722		$	1,379
Change in plan assets
Fair value of plan assets at beginning of year	$	14,798		$	13,864		$	—		$	—
Actual return on plan assets	1,308			931			—			—
Employer contributions	—			—			53			58
Benefits paid	(485		)	(396		)	(53		)	(58		)
Foreign currency exchange rate changes	1,108			399			—			—
Fair value of plan assets at end of year	$	16,729		$	14,798		$	—		$	—
Funded status of the plan	$	1,139		$	1,670		$	(1,722	)	$	(1,379	)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	$	1,139		$	1,670		$	—		$	—
Current liabilities	—			—			(103		)	(51		)
Noncurrent liabilities	—			—			(1,619		)	(1,328		)
Net amounts recognized	$	1,139		$	1,670		$	(1,722	)	$	(1,379	)
Amounts recognized in accumulated other comprehensive income
Net transition obligation	$	—		$	—		$	37		$	57
Prior service cost	158			104			—			—
Net actuarial loss	4,095			3,604			200			11
Total amount recognized	$	4,253		$	3,708		$	237		$	68
Deferred taxes	(1,063		)	(927		)	(59		)	(17		)
Net amount recognized	$	3,190		$	2,781		$	178		$	51

Page 68 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

	Pension Benefits									Other Benefits
	2017			2016			2015			2017			2016			2015
Components of net periodic benefit cost
Service cost	$	383		$	362		$	344		$	51		$	49		$	46
Interest cost	517			489			507			55			51			54
Expected return on plan assets	(819		)	(768		)	(773		)	—			—			—
Amortization of:
Actuarial loss	177			207			158			—			—			—
Prior service cost	108			106			110			—			—			—
Net transition obligation	—			—			—			23			23			24
Net periodic benefit cost	$	366		$	396		$	346		$	129		$	123		$	124
Weighted average assumptions for balance sheet liability at end of year
Discount rate	3.37		%	3.75		%	3.75		%	3.37		%	3.75		%	3.75		%
Rate of compensation increase	NA			NA			NA			NA			NA			NA
Weighted average assumptions for net periodic benefit cost at end of year
Discount rate	3.75		%	3.75		%	4.00		%	3.75		%	3.75		%	4.00		%
Expected long-term rate of return	5.50		%	5.50		%	5.50		%	NA			NA			NA
Rate of compensation increase	NA			NA			NA			NA			NA			NA
Accrued health care cost trend rates at end of year
Health care cost trend rate assumed for next year (initial rate)										9		%	9		%	9		%
Rate to which the cost trend rate is assumed to decline (ultimate rate)										5		%	5		%	5		%
Year that the rate reaches the ultimate rate										2033			2033			2033

Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. A one-percentage-point change in assumed health care cost trend rates would have the following effects:

	Other Benefits
	2017			2016
Effect of a change in the assumed rate of increase in health benefit costs
Effect of a 1% increase on:
Total of service cost and interest cost	$	24		$	15
Post-retirement benefit obligation	$	221		$	175
Effect of a 1% decrease on:
Total of service cost and interest cost	$	(18	)	$	(12	)
Post-retirement benefit obligation	$	(177	)	$	(143	)

The estimated net actuarial loss, prior service cost, and transition obligation (asset) for all defined benefit pension plans that will be amortized from accumulated other comprehensive income into net periodic benefit cost during the 2018 fiscal year are $187, $51 and $0, respectively.

The estimated actuarial loss, prior service cost, and transition obligation (asset) for the post-retirement plan that will be amortized from accumulated other comprehensive income into net periodic benefit cost during the 2018 fiscal year are $0, $0 and $23, respectively.

Page 69 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

Plan Assets

Innophos Canada Inc.’s pension plan invests in mutual funds and the weighted-average asset allocations at December 31, 2017 and 2016 by asset category are as follows:

	2017		2016
Asset Category
Equity securities	51.6	%	50.7	%
Fixed income securities	44.8		46.5
Other	3.6		2.8
Total	100.0	%	100.0	%

The fair values of Innophos Canada, Inc.’s pension plan assets at December 31, 2017 by asset category are as follows:

	Total		Level 1		Level 2		Level 3
Equity securities	$	8,636	$	8,636	$	—	$	—
Fixed income securities	7,498		—		7,498		—
Other	595		595		—		—
	$	16,729	$	9,231	$	7,498	$	—

The Pension Committee has promulgated a Statement of Investment Policies and Procedures based on the “prudent person portfolio approach” to ensure investment and administration of the assets of the Plan within the parameters set out in the Ontario Pension Benefits Act and the Regulations hereunder. Investment managers appointed by the Plan are directed to achieve a satisfactory return through a diversified portfolio consistent with acceptable risks and prudent management. In accordance with the investment and risk philosophy of the Committee, a target asset mix of 50% equities and 50% fixed income instruments has been established. Investment weightings and results are tested regularly against appropriate benchmark portfolios.

Cash Flows

Contributions

Innophos Canada, Inc. contributed $0.0 million to its pension plan in 2017.

Estimated Future Benefit Payments

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid:

Estimated Future Benefit Payments	Pension Benefits		Other Benefits
Fiscal 2018	$	543	$	103
Fiscal 2019	579		64
Fiscal 2020	619		78
Fiscal 2021	662		100
Fiscal 2022	717		103
Fiscal Years 2023-2027	4,280		531

Innophos does not plan to make $0.7 million in contributions to its Canadian pension plan in 2018.

Defined Contribution Plans—Canada

Innophos Canada Inc.’s expense for the defined contribution plans was approximately $0.1 million for 2017, 2016 and 2015, respectively.

Page 70 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

Mexico

In accordance with Mexican labor law, a Mexican employee is entitled to certain post-employment payments after reaching fifteen years of service. In addition, Mexican employees also participate in a statutory profit sharing program based on 10% of adjusted taxable income.

16. Income Taxes:

A reconciliation of the U.S. statutory rate and income taxes follows:

	Year Ended December 31,
	2017				2016				2015
	Income before income taxes		Income tax expense		Income before income taxes		Income tax expense		Income before income taxes		Income tax expense/ (benefit)
U.S.	$	8,026	$	20,230	$	24,727	$	10,989	$	11,574	$	3,474
Canada/Mexico/Europe/Asia	48,611		13,962		45,591		11,358		28,549		10,303
Total	$	56,637	$	34,192	$	70,318	$	22,347	$	40,123	$	13,777
Current income taxes			$	23,781			$	12,813			$	50,414
Deferred income taxes			10,411				9,534				(36,637		)
Total			$	34,192			$	22,347			$	13,777

	Year Ended December 31,
	2017			2016			2015
Income tax expense at the U.S. statutory rate	$	19,824		$	24,611		$	14,044
State income taxes	741			862			1,207
Foreign tax rate differential	(1,606		)	(1,549		)	(1,163		)
Non-taxable interest income	(5,951		)	(5,582		)	(3,903		)
Change in valuation allowance	1,984			(168		)	3,482
U.S. Tax Cuts and Jobs Act of 2017	17,286			—			—
Domestic manufacturing deduction	—			(562		)	(903		)
Mexico entities tax de-consolidation adjustment	—			(472		)	1,470
Repatriation of foreign earnings	—			496			(645		)
Uncertain tax positions	—			736			306
Foreign tax credits carryforward	—			—			(1,406		)
Capital loss on note redemption	—			—			(1,062		)
Other non-deductible permanent items (including translation)	1,914			3,975			2,350
Provision for income taxes	$	34,192		$	22,347		$	13,777

Net deferred tax balances were reflected on the consolidated balance sheets as follows:

	Year Ended December 31,
	2017			2016
Net noncurrent deferred tax assets	$	5,058		$	18,432
Net noncurrent deferred tax liabilities	(2,354		)	(1,282		)
Net deferred tax assets	$	2,704		$	17,150

Page 71 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

The components of the Company’s deferred tax assets/ (liabilities) were as follows:

	Year Ended December 31,
	2017			2016
Deferred tax assets:
Inventories	$	3,427		$	5,089
Accrued liabilities	7,472			10,800
Prepaid inventory	—			13,987
Tax credits	3,846			2,535
Tax losses	22,196			16,187
Total deferred tax assets	36,941			48,598
Deferred tax liabilities:
Gain on bond retirement	(170		)	(530		)
Intangibles	(11,012		)	(7,033		)
Fixed assets	(10,809		)	(15,423		)
Accrued liabilities	(1,800		)	—
Total deferred tax liabilities	(23,791		)	(22,986		)
Total valuation allowances	(10,446		)	(8,462		)
Net deferred tax assets (liabilities)	$	2,704		$	17,150

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows:

	Year Ended December 31,
	2017		2016			2015
Gross unrecognized tax benefits at January 1	$	2,679	$	3,121		$	2,798
Additions for tax positions of prior years	—		973			470
Reductions for tax positions of prior years	—		—			(147		)
Reductions due to settlements	—		(1,415		)	—
Gross unrecognized tax benefits at December 31	2,679		2,679			3,121
Net uncertain tax benefits, that if recognized would impact the effective tax rate, at December 31	$	2,116	$	1,741		$	1,311

The U.S. operations have deferred tax assets for federal tax loss carry forwards of $13.9 million and $9.3 million and state tax loss carry forwards of $1.6 million and $1.1 million as of December 31, 2017 and 2016, respectively. These tax loss carry forwards will expire in the years 2026 through 2036. The Company realized tax benefits of $0.8 million and $0.0 million from stock options exercised in 2017 and 2016, respectively.

The Company maintains full valuation allowances of $10.4 million and $8.5 million at December 31, 2017 and 2016, respectively, on its capital loss on note redemptions, foreign withholding tax credits and foreign net operating loss carryforwards as it is more likely than not that these tax benefits will not be realized. The increase in valuation allowances during 2017 is primarily a result of the generation of current year foreign tax withholding credits and foreign net operating losses which are not anticipated to be utilized in future years. Certain of these foreign tax attributes, approximately $4.6 million, do not expire, while the remaining tax attributes will expire in the years 2018 through 2037.

On December 22, 2017, the U.S. enacted the Tax Act. The Tax Act significantly changes U.S. corporate income tax laws by, among other things, reducing the U.S. corporate income tax rate from 35% to 21% effective for tax years beginning after December 31, 2017 and transitioning U.S. international taxation from a worldwide tax system to a territorial tax system with a one-time mandatory transition or toll tax on post-1986 undistributed foreign earnings and profits of U.S. subsidiaries through the year ended December 31, 2017. The Company has calculated its best estimate of the impact of the Tax Act in its year end income tax provision in accordance with the Company's understanding of the Tax Act and guidance available as of the date of

Page 72 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

this filing and, as a result, have recorded $17.3 million as additional income tax expense in the fourth quarter of 2017, the period in which the legislation was enacted. This amount consists of two components: (1) a $13.9 million charge payable over eight years and related to the one-time transition tax on the mandatory deemed repatriation of foreign earnings of certain non-U.S. subsidiaries owned either wholly or partially by a U.S. subsidiary of the Company, and (2) a $3.4 million charge related to the remeasurement of certain U.S. deferred tax assets and liabilities, based on the rates at which they are expected to reverse in the future.

On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. In accordance with SAB 118, the Company has recognized the provisional tax impacts related to deemed repatriated earnings and the revaluation of deferred tax assets and liabilities and included these reasonably estimated amounts in its consolidated financial statements for the year ended December 31, 2017. The ultimate impact may differ from these provisional amounts, possibly materially, due to, among other things, additional analysis, changes in interpretations and assumptions the Company has made, additional regulatory guidance that may be issued, and actions the Company may take as a result of the Tax Act. Any subsequent adjustment to these amounts will be recorded within the one year measurement period allowed by SAB 118.

Beginning in 2018, the Tax Act includes two new U.S. tax base erosion provisions, the GILTI provisions and the base-erosion and anti-abuse tax (“BEAT”) provisions.

The GILTI provisions require the Company to include in its U.S. income tax return foreign subsidiary earnings in excess of an allowable return on the foreign subsidiary’s tangible assets. The Company expects that it will be subject to incremental U.S. tax on GILTI income beginning in 2018 due to expense allocations required by the U.S. foreign tax credit rules. The Company has elected to account for GILTI tax in the period in which it is incurred, and therefore has not provided any deferred tax impacts of GILTI in its consolidated financial statements for the year ended December 31, 2017.

The BEAT provisions in the Tax Act eliminate the deduction of certain base-erosion payments made to related foreign corporations, and impose a minimum tax if greater than regular tax. The Company does not expect it will be subject to this tax and therefore has not included any tax impacts of BEAT in its consolidated financial statements for the year ended December 31, 2017.

As of December 31, 2017, the Company is in the process of evaluating the impact of the Tax Act on its permanent reinvestment assertion. With respect to accumulated earnings of foreign subsidiaries, no additional U.S. income taxes or foreign withholding taxes have been provided as all accumulated earnings of foreign subsidiaries are deemed to have been remitted as part of the one-time transition tax. The Company continues to evaluate its permanent reinvestment assertion in light of the Tax Act. The accounting is expected to be completed within the one-year measurement period as allowed by SAB 118.

Business is conducted in various countries throughout the world and is subject to tax in numerous jurisdictions. A significant number of tax returns are filed and subject to examination by various federal, state and local tax authorities. Tax examinations are often complex, as tax authorities may disagree with the treatment of items reported requiring several years to resolve. As such, the Company maintains liabilities for possible assessments by tax authorities resulting from known tax exposures for uncertain income tax positions. The Company’s policy is to accrue associated penalties in selling, general and administrative expenses and to accrue interest in net interest expense. Currently, the Company is under examination, or has been contacted for examination on income tax returns for the years 2009 through 2015. Certain state income tax assessments are under protest and the Company believes its financial position is sustainable. The Company estimates the liability for unrecognized tax benefits may decrease by approximately $0.7 million during the next twelve months as a result of possible settlements of income tax authority examinations. The Company has recorded an immaterial amount for interest and penalties in the statement of operations. Interest and penalties related to uncertain tax positions of $0.8 million and $0.7 million are accrued in other long-term liabilities as of December 31, 2017 and December 31, 2016, respectively. Other than the items mentioned above, as of December 31, 2017, no significant adjustments have been proposed to the Company's tax positions and the Company currently does not anticipate any adjustments that would result in a material change to its financial position during the next twelve months.

Income taxes paid (net of refunds) were $14.9 million, $27.9 million and $17.0 million for 2017, 2016 and 2015, respectively.

Page 73 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

17. Commitments and Contingencies:

Leases

Under agreements expiring through 2020, the Company leases railcars and other equipment under various operating leases. Rental expense for 2017, 2016 and 2015 was $7,287, $6,930 and $6,858, respectively. Minimum annual rentals for all operating leases are:

Year Ending	Lease Payments
2018	$	6,654
2019	5,591
2020	4,434
2021	4,016
2022	3,710
Thereafter	9,144

Purchase Commitments and Supplier Concentration

The Company has multiple raw material supply contracts which prices are established annually based on a formula. The minimum annual purchase obligation for several of these raw material supply contracts, at current prices, approximates $56.7 million for 2018.

The Company's business activities depend on long-term or renewable contracts to supply materials or products. In particular, the Company relies to a significant degree on single-source supply contracts and some of these contractual relationships may be with a relatively limited number of suppliers. Although most of the supplier relationships are typically the result of multiple contractual arrangements of varying terms, in any given year, one or more of these contracts may come up for renewal. As such, on June 23, 2016, the Company received written notice from PCS Purified Phosphates, or PCSPP, an affiliate of Potash Corporation of Saskatchewan, now Nutrien as of January 1, 2018, that PCSPP does not wish to extend the term of the Amended and Restated Purified Wet Phosphoric Acid Supply Agreement, dated March 23, 2000, beyond July 29, 2018, the end of the current renewal term. The Company currently purchases purified phosphoric acid supply from PCSPP under the agreement and it will continue to qualify and develop additional sources for future supply needs after July 29, 2018. In addition, from time to time, the Company enters into toll manufacturing agreements or other arrangements to produce minimum quantities of product for a certain duration. If the Company experience delays in delivering contracted production, the Company may be subject to contractual liabilities to the buyers to whom the Company has promised the products.

Environmental

The Company's operations are subject to extensive and changing federal, state, local and international environmental laws, rules and regulations. The Company's manufacturing sites have an extended history of industrial use, and soil and groundwater contamination have or may have occurred in the past and might occur or be discovered in the future.

Environmental efforts are difficult to assess for numerous reasons, including the discovery of new remedial sites, discovery of new information and scarcity of reliable information pertaining to certain sites, improvements in technology, changes in environmental laws and regulations, numerous possible remedial techniques and solutions, difficulty in assessing the involvement of and the financial capability of other potentially responsible parties and the extended time periods over which remediation occurs. Other than the items listed below, the Company is not aware of material environmental liabilities which are probable and estimable. As the Company's environmental contingencies are more clearly determined, it is reasonably possible that amounts may need to be accrued. However, management does not believe, based on current information, that environmental remediation requirements will have a material impact on the Company's results of operations, financial position or cash flows.

Future environmental spending is probable at the Company's site in Nashville, Tennessee, the eastern portion of which had been used historically as a landfill, and a western parcel therein, previously acquired from a third party, which reportedly had housed, but no longer does, a fertilizer and pesticide manufacturing facility. The Company has an estimated liability with a range of $0.9 million-$1.3 million. The remedial action plan for that site has yet to be finalized, and as such, the Company has recorded a liability, which represents the Company's best estimate, of $1.1 million as of December 31, 2017.

Page 74 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

Litigation

2008 RCRA Civil Enforcement - Geismar, Louisiana plant

On January 12, 2017, the Company entered into a settlement with the United States Environmental Protection Agency, or EPA, and the Louisiana Department of Environmental Quality, or LDEQ, with respect to certain manufacturing processes at the Company’s Geismar, Louisiana plant, including the Company’s handling of (i) filter material from an enclosed intermediate filtration step to further process merchant green phosphoric acid, or MGA, that the Company receives as raw material via pipeline from the adjacent site operated by Nutrien and (ii) the Company’s raffinate co-product that is separated in connection with its PPA production at the plant. The EPA and LDEQ, collectively with the United States Department of Justice, or DOJ, are collectively referred to as the Government Parties. This settlement resulted from years of negotiations between the Company and the Government Parties following inspections of the plant by the Government Parties in which they raised certain violations of the federal Resource, Conservation and Recovery Act. Prior to this settlement, in the course of discussions with the Government Parties, the EPA and the DOJ required that the Company undertake, as an interim measure, the construction of a new filter unit to replace the enclosed system and allow the removal and separate handling of the filter material. The Company built that unit, which has been operating since 2012. As part of the settlement, Innophos is implementing a deep well injection system, a solution approved by the EPA and LDEQ to handle the raffinate separated at the plant. Such system has been completed, subject to regulatory approvals and permitting. The Company previously returned the raffinate to Nutrien under a long-term contract it has with Nutrien and can continue to do so until the Company receives the necessary approvals and permits to operate its deep well system. In connection with this settlement, the Company paid a $1.4 million civil penalty in November 2017 which was previously accrued in other current liabilities.

Other Legal Matters

In addition, the Company is party to legal proceedings and contractual disputes that arise in the ordinary course of its business. Except as to the matters specifically discussed, management believes the likelihood that the ultimate disposition of these matters will have a material adverse effect on its business, results of operations, financial condition and/or cash flows is remote. However, these matters cannot be predicted with certainty and an unfavorable resolution of one or more of them could have a material adverse effect on the Company's business, results of operations, financial condition, and/or cash flows.

18. Changes in Accumulated Other Comprehensive Income (Loss) by Component:

	Pension and Other Post-retirement Adjustments			Changes in Fair Value of Effective Cash Flow Hedges			Total
Balance at December 31, 2015	$	(2,842	)	$	48		$	(2,794	)
Other comprehensive income (loss) before reclassifications	1,349			(39		)	1,310
Amounts reclassified from accumulated other comprehensive income (loss)	—			—			—
Net current period other comprehensive income (loss)	1,349			(39		)	1,310
Balance at December 31, 2016	(1,493		)	9			(1,484		)
Other comprehensive income (loss) before reclassifications	(412		)	(9		)	(421		)
Amounts reclassified from accumulated other comprehensive income (loss)	(293		)	—			(293		)
Net current period other comprehensive income (loss)	(705		)	(9		)	(714		)
Balance at December 31, 2017	$	(2,198	)	$	—		$	(2,198	)

19. Financial Instruments and Concentration of Credit Risks:

The Company believes that its concentration of credit risk related to trade accounts receivable is limited since these receivables are spread among a number of customers and are geographically dispersed. The ten largest customers accounted for 26%, 35% and 33%, respectively, of net sales for 2017, 2016 and 2015. No customer accounted for more than 10% of the Company's sales in the last three years.

Page 75 of 85

20. Valuation Allowances:

Valuation allowances as of December 31, 2017, 2016 and 2015, and the changes in the valuation allowances for the year ended December 31, 2017, 2016 and 2015 are as follows:

	Balance, January, 1 2017		Charged/ (credited) to costs and expenses			Deductions (Bad debts)		(Credited) to Goodwill		Balance, December 31, 2017
Deferred taxes valuation allowances	$	8,462	$	1,984		$	—	$	—	$	10,446
	Balance, January, 1 2016		Charged/ (credited) to costs and expenses			Deductions (Bad debts)		(Credited) to Goodwill		Balance, December 31, 2016
Deferred taxes valuation allowances	$	8,630	$	(168	)	$	—	$	—	$	8,462
	Balance, January, 1 2015		Charged/ (credited) to costs and expenses			Deductions (Bad debts)		(Credited) to Goodwill		Balance, December 31, 2015
Deferred taxes valuation allowances	$	5,148	$	3,482		$	—	$	—	$	8,630

21. Segment Reporting:

The Company discloses certain financial and supplementary information about its reportable segments, revenue by products and revenues by geographic area. Operating segments are defined as components of an enterprise about which separate discrete financial information is evaluated regularly by the chief operating decision maker, in order to decide how to allocate resources and assess performance. The primary performance indicators for the chief operating decision maker are sales and EBITDA (defined as net income (loss) before interest, income taxes, depreciation and amortization). All references to sales in this Annual Report on Form 10-K are recognized when title and risk of loss passes to the customer, which occurs either upon shipment or delivery, depending upon the agreed sales terms with customers.

The Company's chief executive officer is the chief operating decision maker and, as of the first quarter of 2017, has determined to assess the Company's performance and allocate the appropriate resources based on the following operating segments: (1) Food, Health and Nutrition; (2) Industrial Specialties; and (3) Other. The new reporting segments accurately reflect the underlying business dynamics and align with the strategic direction of the Company.

Page 76 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

For the year ended December 31, 2017	Food, Health and Nutrition		Industrial Specialties		Other		Total
Sales	$	397,298	$	262,704	$	62,022	$	722,024
EBITDA	$	67,156	$	33,833	$	3,060	$	104,049
Depreciation and amortization expense	$	24,212	$	13,863	$	2,329	$	40,404
Other data
Capital expenditures	$	27,537	$	13,331	$	619	$	41,487
Long-lived assets	$	130,705	$	71,925	$	16,667	$	219,297
Total assets (c)	$	556,479	$	190,700	$	37,990	$	785,169
For the year ended December 31, 2016	Food, Health and Nutrition		Industrial Specialties		Other		Total
Sales	$	376,672	$	278,284	$	70,389	$	725,345
EBITDA (a)	$	78,128	$	36,029	$	1,309	$	115,466
Depreciation and amortization expense	$	20,269	$	12,645	$	4,565	$	37,479
Other data
Capital expenditures	$	19,181	$	15,866	$	1,552	$	36,599
Long-lived assets	$	124,664	$	72,727	$	8,068	$	205,459
Total assets	$	397,575	$	210,680	$	34,756	$	643,011

For the year ended December 31, 2015	Food, Health and Nutrition		Industrial Specialties		Other			Total
Sales	$	394,836	$	319,565	$	74,746		$	789,147
EBITDA (b)	$	67,212	$	34,028	$	(15,064	)	$	86,176
Depreciation and amortization expense	$	20,186	$	14,030	$	4,319		$	38,535
Other data
Capital expenditures	$	17,507	$	13,137	$	1,055		$	31,699
Long-lived assets	$	114,549	$	66,819	$	18,126		$	199,494
Total assets	$	401,660	$	221,386	$	46,507		$	669,553

(a) The year ended December 31, 2016 includes a $1.5 million charge to earnings for restructuring reserves in Other.

(b) The year ended December 31, 2015 includes an $11.8 million charge to earnings for management transition expenses and an $8.6 million charge to earnings for restructuring reserves in Other.

(c) The increase in total assets in the Food, Health and Nutrition segment is largely due to the Novel Ingredients and NutraGenesis acquisitions.

A reconciliation of net income to EBITDA follows:

	2017		2016		2015
Net income	$	22,445	$	47,971	$	26,346
Provision for income taxes	34,192		22,347		13,777
Interest expense, net	7,008		7,669		7,518
Depreciation and amortization	40,404		37,479		38,535
EBITDA	$	104,049	$	115,466	$	86,176

Page 77 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

	Year Ended December 31,
Product Revenues	2017		2016		2015
Specialty Ingredients	$	490,256	$	456,465	$	499,047
Core Ingredients	174,819		200,560		216,787
Co-Products and Other	56,949		68,320		73,313
Total	$	722,024	$	725,345	$	789,147
	Year Ended December 31,
Geographic Revenues	2017		2016		2015
U.S.	$	450,171	$	418,411	$	469,263
Mexico	125,116		123,885		119,080
Canada	31,993		32,391		33,456
Other foreign countries	114,744		150,658		167,348
Total	$	722,024	$	725,345	$	789,147
	Year Ended December 31,
Geographic Long-lived Assets	2017		2016		2015
U.S.	$	113,795	$	104,118	$	101,001
Mexico	91,414		85,698		82,132
Canada	12,293		13,575		13,868
Other foreign countries	1,795		2,068		2,493
Total	$	219,297	$	205,459	$	199,494

Revenues for the geographic information are attributed to geographic areas based on the destination of the sale.

Long-lived assets include property, plant and equipment.

Page 78 of 85

INNOPHOS HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Dollars in thousands, except per share amounts, share amounts or where otherwise noted)

22. Quarterly information (unaudited):

	2017
	Quarters ended
	March 31		June 30		September 30		December 31			Total
Net sales	$	165,944	$	179,140	$	183,839	$	193,101		$	722,024
Gross profit	36,543		39,076		40,969		32,441			149,029
Net income (loss) (a)	10,923		11,223		11,582		(11,283		)	22,445
Per share data:
Income per share:
Basic	$	0.56	$	0.58	$	0.59	$	(0.58	)
Diluted	$	0.55	$	0.57	$	0.58	$	(0.58	)
	2016
	Quarters ended
	March 31		June 30		September 30		December 31			Total
Net sales	$	189,630	$	181,888	$	186,037	$	167,790		$	725,345
Gross profit (b)	40,716		36,150		40,540		32,986			150,392
Net income (c)	12,842		12,104		13,643		9,382			47,971
Per share data:
Income per share:
Basic	$	0.67	$	0.62	$	0.70	$	0.48
Diluted	$	0.66	$	0.61	$	0.69	$	0.47

(a) The three months ended December 31, 2017 include a $17.3 million charge to income taxes for the impacts of the Tax Act.

(b) The three months ended September 30, 2016 include a $0.2 million charge to earnings for restructuring costs, recorded in Other.

(c) The three months ended September 30, 2016 include a $1.5 million charge to selling general and administrative expenses for restructuring costs, recorded in Other.

Page 79 of 85

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

Disclosure Control and Procedures

The Company maintains disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) of the Exchange Act) that are designed to provide reasonable assurance that information required to be reported in the Company’s consolidated financial statements and filings is recorded, processed, summarized and reported within the periods specified in the rules and forms of the SEC and that such information is accumulated and communicated to the Company’s management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. The Principal Executive Officer and Principal Financial Officer, with the participation of management, concluded that the Company’s disclosure controls and procedures are effective at the reasonable assurance level as of December 31, 2017.

MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Management is responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control framework and processes are designed to provide reasonable assurance to management and the Board of Directors regarding the reliability of financial reporting and the preparation of the Company’s consolidated financial statements in accordance with United States generally accepted accounting principles.

As of December 31, 2017, management conducted an assessment of the Company’s internal control over financial reporting based on the framework established by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control — Integrated Framework (2013). Based on the assessment, management concluded that, as of December 31, 2017, the Company’s internal control over financial reporting is effective at the reasonable assurance level.

The Company acquired Novel Ingredients on August 25, 2017 and NutraGenesis on November 3, 2017, both wholly owned subsidiaries, and is in the process of evaluating and integrating these companies into the Company’s existing internal control over financial reporting. The combined revenue of these two companies as a percentage of total revenue is 5% and their combined assets as a percentage of total Company assets is 6%. The Management’s Report on Internal Control Over Financial Reporting included in this Annual Report on Form 10-K excludes Novel Ingredients and NutraGenesis, and the Company will disclose any material changes in its internal controls over financial reporting with respect to Novel Ingredients and NutraGenesis in the Annual Report on Form 10-K for the year ending December 31, 2018.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

PricewaterhouseCoopers LLP, an independent registered public accounting firm, has audited the Company’s financial statements included in this Annual Report on Form 10-K and issued its report on the effectiveness of the Company’s internal control over financial reporting as of December 31, 2017, which is included in “Part II, Item 8. Consolidated Financial Statements and Supplementary Data”.

Changes in Internal Control Over Financial Reporting

There have been no changes in the Company's internal control over financial reporting during or with respect to the fourth quarter of 2017 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

None.

Page 80 of 85

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Information relating to our executive officers appears in "Part 1, Item 1. Business" appearing elsewhere in this Annual Report on Form 10-K. Additional information required by this Item is incorporated herein by reference to the 2018 Proxy Statement.

ITEM 11. EXECUTIVE COMPENSATION

The information required by this Item is incorporated herein by reference to the 2018 Proxy Statement.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Equity Compensation Plans

The following information is provided for our most recently completed fiscal year for certain plans providing compensation in the form of equity securities.

Equity Compensation Plan Information

Plan category	Number of securities to be issued upon exercise of outstanding options, warrants and rights	Weighted average exercise price of outstanding options, warrants and rights		Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
	(a)	(b) *		(c)
Equity compensation plans approved by security holders	789,007	$	38.42	639,613	* *
Equity compensation plans not approved by security holders	—	$	—	—
Total	789,007	$	38.42	639,613

 ______________________

*	In column (b), the weighted average exercise price is only applicable to stock options.
**	In column (c), the shares shown are attributable to the 2009 Long Term Incentive Plan.

Additional information required by this Item is incorporated herein by reference to the 2018 Proxy Statement.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

The information required by this Item is incorporated herein by reference to the 2018 Proxy Statement.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

The information required by this Item is incorporated herein by reference to the 2018 Proxy Statement.

Page 81 of 85

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)(1) Financial Statements. The financial statements filed as part of this Annual Report on Form 10-K are listed on the Index to Financial Statements in “Part II, Item 8. Consolidated Financial Statements and Supplementary Data.”

(a)(2) Financial Statement Schedules. Schedules are omitted because they are not required or because the information is provided elsewhere in the financial statements noted in (a)(1) above.

(a)(3) Exhibits required by Item 601 of Regulation S-K. The information required by this Section (a)(3) of Item 15 is set forth on the Exhibit Index that follows the signatures page of this Annual Report on Form 10-K.

ITEM 16. FORM 10-K SUMMARY

Optional disclosure, not included in this Annual Report on Form 10-K.

Page 82 of 85

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Innophos Holdings, Inc. has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized on the 1st day of March, 2018.

INNOPHOS HOLDINGS, INC.
By:	/S/ KIM ANN MINK
	Kim Ann Mink
	Chief Executive Officer and President (Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of Innophos Holdings, Inc. and in the capacities and on the dates indicated.

Signatures	Title	Dates
/S/ KIM ANN MINK	Chairman, Chief Executive Officer and President	March 1, 2018
Kim Ann Mink	(Principal Executive Officer)
/S/ HAN KIEFTENBELD	Senior Vice President and Chief Financial Officer	March 1, 2018
Han Kieftenbeld	(Principal Financial Officer)
/S/ CHARLES BRODHEIM	Vice President, Corporate Controller and Chief Accounting Officer	March 1, 2018
Charles Brodheim	(Principal Accounting Officer)
/S/ GARY CAPPELINE	Director	March 1, 2018
Gary Cappeline
/S/ LINDA MYRICK	Director	March 1, 2018
Linda Myrick
/S/ KAREN OSAR	Director	March 1, 2018
Karen Osar
/S/ JOHN STEITZ	Director	March 1, 2018
John Steitz
/S/ PETER THOMAS	Director	March 1, 2018
Peter Thomas
/S/ JAMES ZALLIE	Director	March 1, 2018
James Zallie
/S/ ROBERT ZATTA	Director	March 1, 2018
Robert Zatta

Page 83 of 85

EXHIBIT INDEX

Exhibit No.	Description
3.1	Second Amended and Restated Certificate of Incorporation of Innophos Holdings, Inc. incorporated by reference to Exhibit 3.1 of Amendment No. 4 to Registration Statement 333-135851 on Form S-1 of Innophos Holdings, Inc. filed October 30, 2006
3.2	Amended and Restated By-Laws of Innophos Holdings, Inc. as of February 8, 2018, incorporated by reference to Exhibit 3.1 of the Current report on Form 8-K of Innophos Holdings, Inc. filed February 12, 2018
4.1	Form of Common Stock certificate, incorporated by reference to Exhibit 4.1 of Amendment No. 4 to Registration Statement 333-135851 on Form S-1 of Innophos Holdings, Inc. filed October 30, 2006
10.1	Supply Agreement (Sulphuric Acid) dated as of August 13, 2004 between Rhodia, Inc. (now part of Solvay S.A.) and Innophos, Inc. (filed in redacted form per confidential treatment order), incorporated by reference to Exhibit 10.3 of Annual Report on Form 10-K of Innophos Holdings, Inc. filed on March 14, 2008
10.2	Amended and Restated Purified Wet Phosphoric Acid Supply Agreement dated as of March 23, 2000 by and between Rhodia, Inc. (assigned to Innophos) and PCS Purified Phosphates (now part of Nutrien), incorporated by reference to Exhibit 10.15 to Amendment No. 4 of Registration Statement 333-129951 on Form S-4 of Innophos, Inc. (filed in redacted form per confidential treatment order) filed February 14, 2006
10.3	Amended and Restated Acid Purchase Agreement dated as of March 23, 2000 among Rhodia, Inc. (assigned to Innophos), PCS Sales (USA), Inc. and PCS Nitrogen Fertilizer L.P. (now part of Nutrien), incorporated by reference to Exhibit 10.16 to Amendment No. 4 of Registration Statement 333-129951 on Form S-4 of Innophos, Inc. (filed in redacted form per confidential treatment order) filed February 14, 2006
10.4	Purchase and Sale Agreement of Anhydrous Ammonia dated as of February 15, 2008 , by and between Pemex Petroquimica (assigned to Pemex Fertilizantes), and Innophos Fosfatados De Mexico, S. de R.L. de C.V. (filed in redacted form per confidential treatment order), incorporated by reference to Exhibit 10.8 of Annual Report on Form 10-K/A of Innophos Holdings, Inc. filed on May 8, 2009
10.5	Assignment, Assumption, and Consent, concerning the Purchase and Sale Agreement of Anhydrous Ammonia, to be effective May 1, 2009, incorporated by reference to Exhibit 10.2 of Annual Report on Form 10-K of Innophos Holdings, Inc. filed on February 28, 2011
10.6	Letter Update, dated February 22, 2011, concerning the Purchase and Sale Agreement of Anhydrous Ammonia, incorporated by reference to Exhibit 10.6 of the Annual Report on Form 10-K of Innophos Holdings, Inc. filed on February 26, 2016
10.7	Sulfur Supply Contract dated as of January 1, 2011 by and Between Pemex Gas Y Petroquimica Basica (assigned to Pemex Transformacion Industrial) and Innophos Fosfatados de Mexico, S. de R.L. de C.V. (filed in redacted form per confidential treatment order), incorporated by reference to Exhibit 10.7 of Annual Report on Form 10-K of Innophos Holdings, Inc. filed on February 28, 2011
10.8	Partial Assignment of Rights and Obligations Agreement dated November 1, 2012, by and between Administracion Portuaria Integral de Coatzacoalcos, S.A. de C.V. and Innophos Fosfatados de Mexico, S. de R.L. de C.V (in redacted form per confidential treatment order), incorporated by reference to Exhibit 99.1 to Form 8-K of Innophos Holdings, Inc. filed November 9, 2012
10.9	Addendum to Partial Assignment of Rights and Obligations agreement, dated May 31, 2016, incorporated by reference to Exhibit 10.9 of the Annual Report on Form 10-K of Innophos Holdings, Inc. filed on February 28, 2017
10.10+	Innophos Holdings, Inc. Amended and Restated 2005 Executive Stock Option Plan, incorporated by reference to Exhibit 10.28 to Amendment No. 4 of Registration Statement 333-135851 on Form S-1 of Innophos Holdings, Inc. filed October 30, 2006
10.11+	Form of 2006 Long-Term Equity Incentive Plan, incorporated by reference to Exhibit 10.37 to Amendment No. 4 of Registration Statement 333-135851 on Form S-1 of Innophos, Inc. filed October 30, 2006
10.12+	Form of 2009 Long-Term Incentive Plan (2009 LTIP), incorporated by reference to Exhibit 99.1 of the Current Report on Form 8-K of Innophos Holdings, Inc. filed June 4, 2009
10.13+	Form of Award Agreement under the 2009 LTIP, incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K of Innophos Holdings, Inc. filed on April 7, 2017
10.14+	Form of Innophos, Inc. Retirement Savings Restoration Plan effective as of January 1, 2006, incorporated by reference to Exhibit 10.29 of Annual Report on Form 10-K of Innophos Holdings, Inc. filed March 22, 2007
10.15+	Innophos, Inc. 2015 Executive, Management and Sales Incentive Plan effective January 1, 2015, incorporated by reference to Exhibit 99.1 of Form 8-K of Innophos Holdings, Inc. filed May 27, 2015
10.16+	Form of Indemnification Agreement, by and among Innophos Holdings, Inc. and certain Directors and Executive Officers, incorporated by reference to Exhibit 99.2 of Form 8-K of Innophos Holdings, Inc. filed January 31, 2007

Page 84 of 85

10.17+	Executive Employment Agreement, dated November 10, 2015, by and between Innophos Holdings, Inc. and Kim Ann Mink, incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K of Innophos Holdings, Inc. filed on November 16, 2015
10.18+*	Executive Employment Agreement, dated April 1,2016, by and between Innophos Holdings, Inc. and Han Kieftenbeld (being filed solely to fix a typographical error included in the agreement previously filed as Exhibit 10.1 of the Current Report on Form 8-K filed by Innophos Holdings, Inc. on April 6, 2016)
10.19+*	Executive Employment Agreement, dated as of October 7, 2016, by and between Innophos Holdings, Inc. and Joshua Horenstein
10.20+*	Change in Control Agreement, dated July 15, 2016, by and between Innophos Holdings, Inc. and Sherry Duff
10.21+	Change in Control Agreement, dated June 1, 2017, by and between Innophos Holdings, Inc. and Amy Hartzell, incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed by Innophos Holdings, Inc. on June 6, 2017
10.22	Credit Agreement, dated December 22, 2016, between the Company and a group of Lenders, including Wells Fargo Bank, National Association, as administrative agent, incorporated by reference to exhibit 10.1 of the Current Report on Form 8-K filed by Innophos Holdings, Inc. on December 22, 2016
12.1*	Statement re: Calculation of Ratio of Earnings to Fixed Charges
21.1*	Subsidiaries of Registrant
23.1*	Consent of PricewaterhouseCoopers LLP
31.1*	Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*	Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**	Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**	Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*	XBRL Instance Document
101.SCH*	XBRL Taxonomy Extension Schema Document
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document

Pursuant to rules of the Securities and Exchange Commission, agreements and instruments evidencing the rights of holders of debt whose total amount does not exceed 10% of the total assets of the registrant and its subsidiaries on a consolidated basis are not being filed as exhibits to this report. The registrant has agreed to furnish a copy of such agreements and instruments to the Commission upon its request.

* Filed herewith.

** Furnished herewith.    

+ Management contract or compensatory plan or arrangement.

Page 85 of 85

EX-10.18

EXHIBIT 10.18

EXECUTIVE EMPLOYMENT AGREEMENT

AGREEMENT, dated April 1, 2016 (the “Agreement”), by and between Innophos Holdings, Inc., a Delaware corporation (the “Company”), and Hermanus (Han) Kieftenbeld (the “Executive”).

Recital

Whereas, it is in the best interests of the Company and its subsidiaries to provide the Executive with the compensation and benefits as provided herein in order to retain the services of the Executive and to permit the Executive to focus on the interests of the Company, its subsidiaries and its stockholders.

Agreement

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, the Executive and the Company agree as follows

1.Effective Date. The term “Effective Date” means April 1, 2016. The Agreement supersedes any other oral or written agreement or understanding between the Company and the Executive.

2.Employment Period. The Company hereby agrees to employ the Executive, and the Executive hereby agrees to be employed by the Company, on the terms and subject to the conditions of this Agreement, for the period commencing on the Effective Date and ending on December 31, 2017 (the “Initial Period”). Following the Initial Period, the Agreement shall automatically renew for successive one-year periods (“Renewal Period”), unless either party gives notice of non-renewal to the other party at least ninety (90) days prior to the end of the Initial Period or any Renewal Period, as applicable. For purposes of this Agreement, the “Employment Period” shall include the Initial Period and any subsequent Renewal Period.

3.Terms of Employment.

(a)Position and Duties.

(i)Position. During the Employment Period, the Executive shall serve as the Company’s Senior Vice President and Chief Financial Officer, with duties, powers and responsibilities provided in the Company’s Bylaws for such office, if any, and otherwise commensurate with such title and office. The Executive shall report directly to the Company’s President and Chief Executive Officer.

(ii)Exclusivity. During the Employment Period, and excluding any periods of disability, vacation and sick leave to which the Executive is entitled, the Executive agrees to devote substantially all of his attention and time during normal business hours to the business and affairs of the Company and, to the extent necessary to discharge the Executive’s responsibilities hereunder, to use the Executive’s reasonable best efforts to perform such responsibilities. During the Employment Period, it shall not be a violation of this Agreement for the Executive to: (A) with the approval of the Chief Executive Officer, serve on corporate, civic or charitable boards or committees; (B) with the approval of the Chief Executive Officer, deliver lectures, fulfill speaking engagements or teach at educational institutions; and (C) manage personal and family investments; all so long as such activities do not significantly interfere with the performance of the Executive’s responsibilities; and, in the case of the Executive’s management of his personal and family investments, so long as all such investment management activities comply with applicable law and any ethics, conflict of interest, insider trading and other similar policies enacted by the Company from time to time.

(iii)Place of Business. The Executive’s place of business shall be at the Company’s Cranbury, New Jersey headquarters location, subject to temporary assignment and business travel as may be reasonably necessary to conduct the Company’s business.

(b)Compensation.

(i)Base Salary. During the Employment Period, the Executive shall receive an annual base salary (“Annual Base Salary”) of Four Hundred Twenty-Five Thousand Dollars ($425,000). The Annual Base Salary shall be reviewed by the Compensation Committee (the “Committee”) of the Company’s Board of Directors (the “Board”) no less frequently than annually during the Employment Period and may be increased (but not decreased) at the discretion of the Committee or the Board. If the Executive’s Annual Base Salary is increased, the

increased amount shall be the new Annual Base Salary for the remainder of the Employment Period, subject to continued annual review and adjustment. The Annual Base Salary shall be payable in installments subject to legally required tax withholdings, consistent with the Company’s payroll procedures in effect from time to time.

(ii)Annual Bonus. In addition to the Annual Base Salary, the Executive shall be eligible to earn, for each calendar year ending during the Employment Period, an annual bonus (an “Annual Bonus”) on terms and conditions, including performance goals, as set forth from time to time in the Company’s Executive, Management and Sales Incentive Plan or such other short-term written bonus plan in effect during the Employment Period (collectively, the “Bonus Plan”). The Executive’s annual target bonus (the “Target Bonus”) shall be sixty percent (60 %) (the “Target Percentage”) of the Executive’s Annual Base Salary and may be increased (but not decreased) at the discretion of the Committee or the Board. Provided that the Executive is employed by the Company at the end of the applicable calendar year, the Executive’s Annual Bonus shall be fully vested upon the close of the calendar year to which it relates, and unless deferred by the written agreement of the Company and the Executive in accordance with Section 409A (as hereafter defined), shall be paid promptly after the close of such year but in any event on or before March 15 of the calendar year following the calendar year for which the Annual Bonus is earned.

(iii)Long-Term Incentive Compensation. During the Employment Period, the Executive shall participate in the Company’s long term incentive compensation arrangements, including without limitation the Company’s Long Term Equity Incentive Plan and successor plans, if any (collectively, the “LTI”), as such arrangements are in effect from time to time, on terms and conditions generally applicable to the highest level of the Company’s executive employees. The Executive’s target awards for LTI purposes shall be determined separately for each new performance measurement period by the Committee within ninety (90) days of the commencement of each performance measurement period and, subject to the performance measurement cycle(s) established by the Committee, no less frequently than every twelve (12) months during the Employment Period. Notwithstanding the foregoing, the Executive's LTI award for 2016 shall have a date of grant value, as calculated on a basis consistent with LTI awards to all other similarly-situated executives, of 90% of the Executive's Annual Base Salary. LTI awards in the Committee’s or the Board’s discretion may be granted in the form of stock options, restricted stock, phantom stock, cash, stock appreciation rights or units, performance shares or any combination thereof, or other form approved by the Committee or the Board (collectively, “LTI Awards”), as provided in the LTI. Provided the Executive is employed by the Company at the end of the applicable calendar year (except as otherwise provided in Paragraph 5 below), the Executive’s LTI Awards shall be fully vested upon the close of the performance period to which they relate. Unless deferred by the written agreement of the Company and the Executive in accordance with Section 409A, the Executive’s LTI Awards shall be paid promptly after the close of such performance period but in any event on or before March 15 of the calendar year following the calendar year in which the Executive first acquires a vested right to receive such LTI Award.

(iv)Incentive, Pension, Savings and Retirement Plans. During the Employment Period, the Executive shall be entitled to participate in all other compensation and incentive plans, practices, policies and programs, and all savings and retirement plans, practices, policies and programs, in each case on terms and conditions no less favorable than the terms and conditions generally applicable to the highest level of Company’s United States-based executive employees.

(v)Welfare Benefit Plans. During the Employment Period, the Executive and the Executive’s spouse and eligible dependents, as the case may be, shall participate in and shall receive all benefits under welfare benefit plans, practices, policies and programs provided by the Company and its affiliates on terms and conditions no less favorable than the terms and conditions generally applicable to the highest level ofthe Company’s executive employees.

(vi)Expenses. During the Employment Period, the Executive shall be entitled to receive prompt reimbursement for all reasonable expenses incurred by the Executive in accordance with the Company’s policies, practices and procedures in effect from time to time for executive employees.

(vii)Fringe Benefits. During the Employment Period, in addition to the other benefits and entitlements as provided herein, the Executive shall be entitled to fringe benefits on the same basis as those provided generally to the highest level of Company’s United States-based executive employees.

(viii)Vacation. During the Employment Period, the Executive shall be entitled to four (4) weeks paid vacation per year (which may be increased (but not decreased) at the discretion of the Committee or the Board) in accordance with the plans, policies, programs and practices of the Company.

(ix)Withholding Requirements. All grants and payments to the Executive are subject to and conditioned upon satisfaction of all tax withholding requirements. The Executive shall execute all documents and take all action reasonably deemed necessary by the Company to ensure compliance with all such withholding requirements.

(x)Legal Fees. Within 30 days of the execution of this Agreement, the Company shall directly pay to Outten & Golden LLP the reasonable attorney’s fees actually incurred by Executive in connection with review and negotiation of this Agreement, provided that the Executive provides any documentation reasonably requested by the Company evidencing such fees.

4.Termination of Employment.

(a)Death or Disability. The Employment Period and the Executive’s employment shall terminate automatically upon the Executive’s death during the Employment Period. If the Executive becomes Disabled during the Employment Period (pursuant to the definition of Disability set forth below), the Company may notify Executive in accordance with Paragraph 4(g) of this Agreement of its intention to terminate the Executive’s employment. In such event, the Executive’s employment with the Company shall terminate effective on the 30th day after Executive’s receipt of such notice (the “Disability Effective Date”) unless the Executive has returned to full-time performance of the Executive’s duties and presented reasonable evidence that the Executive has not incurred a Disability, both within thirty (30) days after receipt of such notice. For purposes of this Agreement, “Disability” shall mean the Executive’s absence from the Executive’s duties with the Company on a full-time basis for one hundred eighty (180) consecutive days as a result of mental or physical incapacity. Such incapacity must be total and permanent based on a good faith assessment by the Company and must also qualify the Executive for benefits under the Company’s long-term disability program covering the Executive.

(b)Termination by the Company with or without Cause. The Company may terminate the Employment Period and the Executive’s employment during the Employment Period with or without Cause. For purposes of this Agreement, “Cause” shall mean:

(i)other than by reason of a physical or mental incapacity, any continued and willful failure of the Executive at any time to attempt in good faith to perform the Executive’s duties with the Company, including a continued and willful failure by the Executive to attempt in good faith to meet reasonable, material performance expectations that are not measured by Company economic performance, which is not cured by the Executive within sixty (60) days after receiving notice from the Company identifying such deficiencies; or

(ii)the willful engaging by the Executive in illegal conduct or gross misconduct that is materially and demonstrably injurious to the Company; or

(iii)conviction of the Executive of a felony (other than a traffic-related felony) or a guilty or nolo contendere plea by the Executive with respect thereto; or

(iv)a material breach by the Executive of any material provision of this Agreement; or

(v)a willful violation by the Executive of a material legal requirement, or of any material written Company policy or procedure, that in either case is materially and demonstrably injurious to the Company; or

(vi)the Executive’s failure to obtain or maintain, or inability to qualify for, any license (other than a driver’s license) required by law for the performance of the Executive’s material job responsibilities, or the suspension or revocation of any such license held by the Executive as a result of an action or inaction by the Executive; provided that, if such failure, suspension or revocation is curable, the Company shall not have the right to terminate the Executive’s employment for Cause pursuant to this Paragraph 4(b)(vi) unless the Executive does not cure the failure within a reasonable time (not less than sixty (60) days) after receiving notice of such deficiency, provided, in no event shall Cause exist under this clause (vi) so long as the Executive is diligently pursuing a cure of such failure, suspension or revocation in good faith and the failure is cured within one hundred twenty (120) days after receiving such notice.

(c)Willfulness. For purposes of Paragraph 4(b), no act or failure to act on the part of the Executive shall be considered “willful” unless it is done, or omitted to be done, by the Executive without the reasonable, good faith belief that the Executive’s act or omission was in accordance with, or not contrary to, the duties and responsibilities of Executive’s position. Any act, or failure to act, based upon express authority given by the Company with respect to such act or omission or based upon the advice of counsel for the Company shall be conclusively presumed to be done, or omitted to be done, by the Executive in the best interests of the Company.

(d)Termination by Executive with or without Good Reason. The Executive may terminate the Employment Period and his employment with or without Good Reason. Termination with Good Reason shall be treated for purposes of this Agreement as a termination by the Company “without Cause.” For purposes of this Agreement, “Good Reason” shall mean, in the absence of a written consent of the Executive:

(i)a material reduction in the Executive’s authority, title or duties, or the assignment to the Executive of duties that are inconsistent in a significant way with the Executive’s position; or a change in the Executive’s reporting requirements so that the Executive reports to someone other than the Chief Executive Officer or

(ii)any reduction by the Company of the Executive’s Annual Base Salary other than a good faith reduction, which is remedied by the Company within thirty (30) business days after receiving notice from the Executive; or

(iii)any reduction by the Company of the Target Percentage applicable to Executive’s Target Bonus; or

(iv)any material failure by the Company to comply with and satisfy any material provision of this Agreement, excluding for this purpose any action not taken in bad faith and which is remedied by the Company within thirty (30) business days after receiving notice from the Executive; or

(v)any order from any person to whom the Executive reports, directing the Executive to take any action or to refrain from taking any action that in Executive’s good-faith, considered and informed judgment violates any applicable legal or regulatory requirement, provided that such order continues in effect and is not revoked within thirty (30) days after receiving notice from the Executive; or

(vi)relocation of Executive’s principal place of employment to a location that is at least fifty (50) miles farther from the Executive’s place of business as provided in this Agreement.

The Executive’s mental or physical incapacity following the occurrence of an event described above in clauses (i) through (vi) shall not affect the Executive’s ability to terminate employment for Good Reason.

(e)Sunset on Right to Terminate for Good Reason.

(i)Except as further set forth herein, the Executive shall notify the Company in writing of the existence of any circumstances constituting Good Reason within one hundred twenty (120) days after learning of any such circumstances. The Company shall then have an additional thirty (30) days to investigate and provide a written determination setting forth the results of such investigation and any applicable remedy. If the circumstances constituting Good Reason have not been fully cured by the Company within such thirty (30) day period, the Executive shall have an additional sixty (60) days to exercise the right to terminate for Good Reason.

(ii)The Executive shall be conclusively deemed to have learned of such circumstances on the date of any notice by the Company to the Executive concerning such circumstances. If the Executive does not timely do so, the right to terminate for Good Reason shall lapse and be deemed waived, and the Executive shall not thereafter have the right to terminate for Good Reason unless further circumstances occur which themselves give rise to a right to terminate for Good Reason, in which case the provisions of this Paragraph 4(f) shall once again apply, based on such further circumstances.

(iii)In the case of the Company’s relocation of (or announced intention to relocate) Executive’s principal place of employment under Paragraph 4(d)(v), the circumstances giving rise to Executive’s right to terminate for Good Reason shall be deemed to have arisen, for purposes of Executive’s notice obligation, on the earliest date Executive has notice of the Company’s intention to relocate Executive’s principal place of employment. Within thirty (30) days after receiving such notice, Executive shall notify the Company in writing of his intention to terminate his or her employment for Good Reason under Paragraph 4(d)(v) as of the effective date of such relocation. Executive may withdraw his notice of intention to terminate his employment under this paragraph, and the Company may revoke its relocation or intention to relocate Executive’s principal place of employment, in which case Paragraph 4(d)(v) shall not apply

(f)Notice of Termination. Any termination by the Company with or without Cause, or by the Executive with or without Good Reason, shall be communicated by Notice of Termination to the other party in accordance with Paragraph 13(b) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a notice which: (i) indicates the specific termination provision in this Agreement relied upon, (ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated and (iii) if the Date of Termination (as

defined in subparagraph (h) below) is other than the date of receipt of such notice, specifies the termination date (which date shall within thirty (30) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance which contributes to a showing of Good Reason or Cause shall not constitute a waiver of any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s rights hereunder.

(g)Date of Termination. Except as otherwise provided in Paragraph 12(a) hereof, “Date of Termination” means (i) if the Executive’s employment is terminated by the Company for Cause, or by the Executive for Good Reason, the date of receipt of the Notice of Termination or any later date, specified therein, that is within thirty (30) days of such notice, as the case may be, (ii) if the Executive’s employment is terminated by the Company without Cause, the Date of Termination shall be the date on which the Company notifies the Executive of such termination, or any later date, specified therein, as the case may be, (iii) if the Executive’s employment is terminated by reason of death or Disability, the Date of Termination shall be the date of death of the Executive or the Disability Effective Date, as the case may be, (iv) if the Executive’s employment is terminated by the Executive other than for Good Reason, the Date of Termination shall be the date of receipt of the Notice of Termination or any later date, specified therein, that is within thirty (30) days of such notice, subject to the Company’s acceptance of such proposed later Date of Termination; and (v) if the Executive’s employment is terminated upon the expiration of the Employment Period under Paragraph 2, the Date of Termination shall be the last day of the Employment Period.

5.Obligations of the Company upon Termination.

(a)Upon any termination of the Executive’s employment, the Company shall pay or provide to the Executive (or his estate, in the case of the Executive’s death), the “Obligations,” which shall consist of:

(i)the Executive’s Annual Base Salary through the Date of Termination;

(ii)any earned and vested but unpaid Annual Bonus and/or LTI Awards with respect to any calendar year or performance period ended prior to the Date of Termination;

(iii)any unreimbursed business expenses incurred by the Executive prior to the Date of Termination but which remain unpaid on the Date of Termination;

(iv)any accrued and unpaid vacation and sick days; and

(v)other benefits, if any, to which the Executive is entitled under other applicable plans, programs, agreements and arrangements of the Company or its affiliates. Except as otherwise provided herein, the amounts payable to the Executive (or his estate) pursuant to clauses (i), (iii) and (iv) above shall be paid in a single cash lump sum within thirty (30) days after the Date of Termination.

Any amounts to be paid or provided pursuant to clause (ii) above shall be provided as set forth in Paragraph 3(b)(ii) or (iii), as applicable. Any benefits to be paid or provided to the Executive (or his estate) pursuant to clause (v) above shall be paid or provided in the manner and at the time or times provided under the terms of applicable plan, program, agreement or arrangement.

(b)Severance Pay, Etc. Notwithstanding any severance plan or policy (“Severance Policy”) generally in effect during the Employment Period for employees of the Company or its subsidiaries, if, during the Employment Period, the Company terminates the Executive’s employment without Cause, or the Executive terminates his employment for Good Reason, or the Executive’s employment terminates at the end of the Employment Period following a non-renewal by the Company under Paragraph 2, then, in addition to the Obligations to be paid or provided to the Executive as provided in Paragraph 5(a) above, but conditioned upon the Executive’s execution (and, if applicable, non-revocation) of a release in the form of the Release attached hereto as Exhibit A (the “Release”):

(i)the Company shall pay to the Executive severance compensation in an amount equal to the Annual Base Salary and Annual Bonus amounts that the Executive would have earned under Paragraphs 3(b)(i) and 3(b)(ii), above, (A) if the Executive had remained employed for twelve (12) months following the Date of Termination (such period or assumed continuing employment is hereinafter referred to as the “Severance Period”), but in no event shall payments for such Severance Period commence prior to the effective date of the Release (and any payments that would have been made but for the fact that the Release had not yet been effective shall be made upon such Release’s becoming final and binding, without interest) and (B) if, for each calendar year or portion thereof within the Severance Period, the Executive had earned, based on the assumed attainment of all applicable performance goals for such year, an Annual Bonus in an amount equal to the Target

Bonus in effect for his or her immediately prior to his or her Date of Termination, pro-rated for any period less than a full calendar year. The Annual Base Salary payments to be made pursuant to the preceding sentence shall be paid in equal monthly installments, and each Annual Bonus amount payable pursuant to the preceding sentence shall be paid at the same time following the close of the calendar year to which it relates as it would have been paid pursuant to Paragraph 3(b)(ii) if the Executive had remained employed at the close of such year.

(ii)for the period commencing on the Date of Termination and concluding twelve (12) months after the Date of Termination, the Company shall continue to provide health insurance coverage to the Executive and the Executive’s spouse and eligible dependents on the same basis such benefits were provided immediately prior to the Date of Termination (provided that such subsidized continuation coverage is subject to the filing of health care continuation coverage elections by the Executive, the Executive’s spouse and eligible dependents under the Consolidated Omnibus Budget Reconciliation Act of 1986, as amended (“COBRA”);

(iii)the Company shall cause all unvested equity-based awards, cash awards, LTI Awards and other long term incentive awards (collectively, the “Long Term Incentive Awards”) granted to the Executive (whether or not granted pursuant to this Agreement) to become immediately vested in full as of the Date of Termination, to the extent that such awards would have become vested during the Severance Period if the Executive had remained in employment with the Company until the end of such period. In the case of any Long Term Incentive Awards subject to attainment of any performance targets, all targets applicable to such award are deemed to be fully attained during the applicable performance period. In the case of any Long Term Incentive Awards that are payable in cash and become vested pursuant to the preceding sentence, this amount shall be paid to the Executive in a single cash lump sum within thirty (30) days following the Date of Termination, or, if later, upon the effective date of the Release. Any stock options that become so vested shall remain exercisable for the lesser of (a) the remainder of their respective original terms, or (b), until the end of the Severance Period;

(iv)the Company shall pay to the Executive an additional severance payment in a single lump sum in cash within ten (10) days of the Date of Termination, or, if later, upon the effective date of the Release, in an amount equal to the Target Percentage multiplied by the Annual Base Salary, pro-rated for any period less than a full calendar year; and

(v)if the Executive is not exempted or cannot by reason of this Agreement be exempted from the Severance Policy, the amount of the severance pay described in clause (i) above shall be offset by the present value of any amount to be paid to the Executive pursuant to the Severance Policy.

All payments to which the Executive is entitled under this Paragraph 5(b) and which are conditioned upon and subject to the Release will commence as set forth herein, but in no event shall such Release become effective, if at all, more than sixty (60) days after the Date of Termination and, provided further, that if such sixty (60) day period spans two calendar years, the payments will commence in the second calendar year.

(vi)Notwithstanding the foregoing provisions of this Paragraph 5(b), if the Executive is found to have breached the Executive’s obligations under any restrictive covenant agreements entered into with the Company or the covenants referenced in Paragraph 9 of this Agreement, (i) the Executive shall no longer be entitled to, and the Company shall no longer be obligated to pay, any remaining unpaid portion of the amounts otherwise payable under this Paragraph 5(b) as of the date of such breach, and (ii) the Executive shall repay any portion of such amounts previously paid or provided to the Executive; provided, however, that Executive shall be entitled to retain the first $1,000 of any such amounts, which will be considered full and adequate consideration for the Executive’s general release. (For purposes of determining repayment of benefits, if any, the Executive shall repay the Company its costs incurred to provide such benefits.) Any disputes with respect to the application of this Paragraph 5(b)(vi) will be subject to Paragraph 7 hereof; provided that during the pendency of any such dispute, the Company will be entitled to withhold any payments pursuant to this Paragraph 5(b) so long as the Company believes, in good faith, that it is reasonably likely to prevail in such dispute.

(c)Death. If the Executive’s employment is terminated by reason of the Executive’s death, the Company shall pay or provide the Executive’s estate or beneficiaries with the Obligations and shall provide the health care continuation coverage to the Executive’s spouse and eligible dependents, if any, in accordance with the provisions of Paragraph 5(b)(ii) above, for the greater of the length of time defined in the applicable benefit plan or policy in effect at the time of the Executive’s death or a twelve (12) month period commencing as of the Date of Termination. In addition, all of the Executive’s outstanding Long Term Incentive Awards shall be treated as

described in Paragraph 5(b)(iii) above in respect of a twelve (12) month period following the Date of Termination for purposes of this subparagraph (vi). The Obligations shall be paid to the Executive’s estate or beneficiary, as applicable, in the manner and at the time or times provided in Paragraph 5(a) above.

(d)Disability. If the Executive’s employment is terminated by reason of the Executive’s Disability, the Company shall pay or provide the Obligations to the Executive and shall provide the health care continuation coverage to the Executive and the Executive’s spouse and eligible dependents, if any, in accordance with the provisions of Paragraph 5(b)(ii) above, for the greater of the length of time defined in the applicable benefit plan or policy in effect at the time the Executive becomes disabled or a twelve (12) month period commencing as of the Date of Termination. In addition, all of the Executive’s outstanding Long Term Incentive Awards shall be treated as described in Paragraph 5(b)(iii) above in respect of a twelve (12) month period following the Date of Termination for purposes of this subparagraph (d). The Obligations shall be paid to the Executive in the manner and at the time or times provided in Paragraph 5(a) above.

(e)Cause; Other than for Good Reason. If the Company terminates the Executive’s employment for Cause, or the Executive terminates his employment without Good Reason, in either case, during the Employment Period, the Company shall pay or provide the Obligations to the Executive as set forth in Paragraph 5(a). In no event shall a termination without Good Reason by the Executive, as described in Paragraph 4(d), constitute a breach of this Agreement by the Executive.

(f)Change in Control.

(i)If the Executive’s employment is terminated (1) by the Company without Cause, (2) by the Executive for Good Reason, or (3) at the end of the Employment Period following non-renewal under Paragraph 2 (each, a “Non-Cause Termination”), in each case within twenty-four (24) months after a Change in Control, the Company shall pay or provide the Executive with the payments and benefits set forth in Paragraphs 5(b)(i)-(iii) at the time and in the manner provided therein, except that the period to pay or provide payments and benefits (other than medical coverage benefits) shall be extended to twenty-four (24) months. Medical coverage benefits under such circumstances will only be extended to eighteen (18) months.

(ii)If the Executive’s employment is terminated as a Non-Cause Termination, within six (6) months before a Change in Control, the Executive shall be entitled to receive the same payments and benefits as he would have received in accordance with Paragraph 5(f)(i) above had the Executive’s employment with the Company terminated immediately following the occurrence of the Change in Control.

(iii)To the extent that any cash amounts which the Executive is entitled to receive pursuant to Paragraphs 5(f)(i)and(ii) exceed the amounts, if any, that were paid to the Executive under Paragraph 5(b) upon the Executive’s termination of employment prior to the Change in Control, the excess amounts shall be paid to the Executive in a single cash lump sum (x) within 10 days after the date of the Change in Control or (y), the time specified in Paragraph 5(b) for such payment to be made, whichever date is later. Notwithstanding the foregoing, any payments or benefits accruing to the Executive solely as a result of a Change in Control or similarly defined event under any Company plan or arrangement shall accrue and be provided to the Executive in accordance with such plan or arrangement and only to the extent that such payment or benefit is more favorable to the Executive than the same or similar provision provided for herein.

(g)Code Section 4999.

(i)If any Payments (as defined in Paragraph 5(h)(ii) to be made to or for the benefit of the Executive under this Agreement or under any plan or arrangement maintained by the Company or its affiliated companies are subject to the excise tax (the “Excise Tax”) under section 4999 of the Internal Revenue Code of 1986, as amended (the “Code”), then such Payments shall be reduced by the smallest amount necessary in order for no portion of the Executive’s total Payments to be subject to the Excise Tax.

(ii)No reduction in any of the Executive’s Payments shall be made pursuant to Paragraph 5(g)(i) above if the After Tax Amount of the Payments payable to Executive without such reduction would exceed the After Tax Amount of the reduced Payments payable to Executive in accordance with Paragraph 5(g)(i) above. For purposes of the foregoing, (i) the “After Tax Amount” of the Executive’s Payments, as computed with, and as computed without, the reduction provided for under Paragraph 5(g)(i), shall mean the amount of the Payments, as so computed, that the Executive would retain after payment of all taxes (including without limitation any federal, state or local income taxes, the Excise Tax or any other excise taxes, any employment, social security or medicare taxes, and any other taxes) imposed with respect to such Payments in the year or years in which payable; and (ii) the amount of such taxes shall be computed at the rates in effect under the applicable tax laws in

the year in which the 280G Change in Control occurs, or if then ascertainable, the rates in effect in any later year in which any Payment is expected to be paid following the 280G Change in Control (and if not so ascertainable, using then current rates), and in the case of any income taxes, by using the maximum combined federal, state and (if applicable) local income tax rates then in effect under such laws.

(iii)Any reduction in the Executive’s Payments required to be made pursuant to Paragraph 5(g)(i) above (the “Required Reduction”) shall be made as follows: first, any outstanding performance-based cash or equity incentive awards the performance periods for which had not ended, and the performance goals for which had not been attained, prior to the occurrence of the Change in Control, to the extent such awards are treated as Payments, shall be reduced, by cancellation of the acceleration of the vesting and time of payment of such awards; second, any severance payments or benefits, or any other Payments the full amounts of which are treated as contingent on the Change in Control pursuant to paragraph (a) of Treas. Reg. §1.280G-l, Q/A 24 shall be reduced; and third, any cash or equity awards, or nonqualified deferred compensation amounts, that vest solely based on the Executive’s continued service with the Company, and that pursuant to paragraph (c) of Treas. Reg. § 1.280G-l, Q/A 24 are treated as contingent on the Change in Control because they become vested as a result of the Change in Control, shall be reduced, by canceling the acceleration of their vesting. In each case, the amounts described in clauses first, second and third of the preceding sentence, (x) shall be reduced only to the extent of the portion thereof, if any, that is treated as contingent on the Change in Control under the regulations issued under Code section 280G, (y) shall be reduced in the inverse order of their originally scheduled dates of payments or vesting, as applicable, and (z) shall be so reduced only to the extent necessary to achieve the Required Reduction. Notwithstanding anything to the contrary, any such reduction shall be made in accordance with Section 409A of the Code (as defined below).

(iv)A determination as to whether any reduction in the Executive’s Payments is required pursuant to this Paragraph 5(g), and if so, as to which Payments are to be reduced and the amount of the reduction to be made to any such Payments, shall be made by no later than thirty (30) days prior to the closing of the transaction or the occurrence of the event that constitutes the Change in Control, or as soon thereafter as administratively practicable. Such determinations, and the assumptions to be utilized in arriving at such determinations, shall be made by the Company in consultation with the Auditor (as hereinafter defined) (at the expense of the Company). The Auditor shall be a nationally recognized public accounting firm, law firm or consulting firm.

(h)For purposes of this Agreement:

(i)A “Change in Control” means the date on which the earliest of the following events occurs:

(A)any Person, as defined in this Paragraph 5(h), becomes the beneficial owner (within the meaning of Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) of 50% or more of (x) the then outstanding shares of common stock of the Company or (y) the combined voting power of the then outstanding securities of the Company entitled to vote generally in the election of directors (the “Company Voting Stock”);

(B)any Person becomes the beneficial owner of 50% or more of (x) the then outstanding shares of common stock of Innophos (as defined in this Paragraph 5(h)) or (y) the combined voting power of the then outstanding securities of Innophos entitled to vote generally in the election of directors;

(C)the closing of a sale or other disposition (whether by merger, consolidation, reorganization or otherwise) of all or substantially all of the assets of the Company, or the Company adopts a plan of liquidation providing for the distribution of all or substantially all of its assets ;

(D)the Company combines with another entity (by merger or otherwise) but, immediately after the combination, the stockholders of the Company immediately prior to the combination hold, directly or indirectly, 50% or less of the Company Voting Stock, other ownership interests of the combined entity, and any parent entity owning 100% of the Company Voting Stock or other ownership interests of such combined entity (there being excluded from the number of shares or other ownership interests held by such stockholders, but not from the voting stock of the combined entity, any shares or other ownership interests received by affiliates of such other entity in exchange for stock or other ownership interests of such other entity); or

(E)the majority of the Board consists of individuals other than Incumbent Directors, which term means the members of the Board on the date of the employment agreement; provided that any person becoming a director subsequent to such date whose election or nomination for election was supported by

two-thirds of the directors who then comprised the Incumbent Directors shall be considered to be an Incumbent Director;

(ii)Notwithstanding anything herein to the contrary, for purposes of this Agreement, a Change in Control shall not include any transaction, whether by bona fide public offering or private placement to institutional investors of any class or series of capital stock of the Company, determined by the Board to be effected for the purpose of equity financing, including the conversion of any debt securities of the Company into equity securities of the Company. The definition of a Change in Control under this Agreement is not intended to modify or otherwise affect the definition of such term or any similar term under any other plan or arrangement of the Company. For purposes of this Paragraph 5(h), a “Person” means any individual, entity or group within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended, other than employee benefit plans sponsored or maintained by the Company and corporations controlled by the Company, and “Innophos” means Innophos, Inc., a Delaware corporation.

(iii)“Payment” shall mean any payment or benefit in the nature of compensation that is to be paid or provided to the Executive or for his benefit in connection with a Change in Control (whether under this Agreement or otherwise, including by the entity, or by any affiliate of the entity, whose acquisition of the stock or assets of the Company or any of their affiliates constitutes the Change in Control), if the Executive is a “disqualified individual” (as defined in section 280G(c) of the Code) at the time of the Change in Control, to the extent that such payment or benefit is “contingent” on the Change in Control within the meaning of section 280G(b)(2)(A)(i) of the Code and the regulations issued thereunder.

6.Non-exclusivity of Rights. Except as otherwise specifically provided in this Agreement, nothing in this Agreement shall prevent or limit the Executive’s continuing or future participation in any plan, program, policy or practice provided by the Company or any of its affiliated companies for which the Executive may qualify, nor shall anything herein limit or otherwise negatively affect such rights as the Executive may have under any contract or agreement with the Company or any of its affiliated companies. Amounts that are vested benefits, consisting of any compensation previously deferred by the Executive, or that the Executive is otherwise entitled to receive under any plan, policy, practice or program of or any other contract or agreement with the Company or any of its affiliated companies at or subsequent to the Date of Termination shall be payable in accordance with such plan, policy, practice or program or other contract or agreement, except as explicitly modified by this Agreement.

7.Arbitration; No Set Off. Any controversy, dispute or claim arising out of or relating to this Agreement, the Executive’s employment with the Company, or the termination thereof (collectively, “Covered Claims”) shall be resolved by binding arbitration, to be held in Newark, New Jersey, before a panel of three arbitrators with expertise in employment and labor matters, in accordance with the Employment Arbitration Rules and Mediation Procedures of the American Arbitration Association (“AAA Employment Rules”). Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The Company shall promptly advance to the Executive (and his beneficiaries) any and all costs and expenses (including without limitation attorneys’ fees) incurred by the Executive (or any of his beneficiaries) in resolving any such Covered Claim; provided, however, that to the extent that the Executive’s claims/defenses do not prevail in such arbitration, then the panel, in its discretion, may determine that some or all of the amounts advanced by the Company shall be repaid by the Executive (or his beneficiaries) to the Company. Pending the resolution of any Covered Claim, the Executive (and his beneficiaries) shall continue to receive all payments and benefits due from the Company and its affiliated companies under this Agreement or otherwise. Except as provided below, the Company’s obligation to make or cause to be made the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any set-off, counterclaim, recoupment, defense or other claim, right or action which the Company or any of its affiliated companies may have against the Executive or others.

8.Nature of Obligation. The Company shall not be required to establish a special or separate fund or other segregation of assets to assure payments under this Agreement, and, if the Company shall make any investments to aid it in meeting its obligations hereunder, the Employee shall have no right, title or interest in or to any such investments except as may otherwise be expressly provided in a separate written instrument relating to such investments and nothing contained in this Agreement, and no action taken pursuant to its provisions, shall create or be construed to create a trust of any kind or a fiduciary relationship between the Company and the Employee or any other person. To the extent that any person acquires a right to receive payments under this Agreement such right shall be no greater than the right of an unsecured creditor.

9.Restrictive Covenants.

(a)The Executive acknowledges that his employment as an executive officer of the Company creates a relationship of confidence and trust between the Executive and the Company with respect to confidential and proprietary information applicable to the business of the Company and its clients. The Executive further acknowledges the competitive nature of the business of the Company. Accordingly, it is agreed that the restrictions contained in this Paragraph 9 are reasonable and necessary for the protection of the interests of the Company and that any violation of these restrictions could cause substantial and irreparable injury to the Company.

(b)The Executive and the Company agree that provisions of Exhibit B attached to this Agreement shall be made a part hereof as if set forth at length in the body of this Agreement.

10.Successors.

(a)This Agreement is personal to the Executive and without the prior written consent of the Company shall not be assignable by the Executive otherwise than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by the Executive and the Executive’s legal representatives.

(b)No rights or obligations of the Company under this Agreement may be assigned or transferred by the Company without the Executive’s prior written consent, except that such rights or obligations may be assigned or transferred pursuant to a merger or consolidation in which the Company is not the continuing entity, or a sale, liquidation or other disposition of all or substantially all of the assets of the Company, provided that the terms and conditions of Paragraph 10(c) below are satisfied. This Agreement shall inure to the benefit of and be binding upon the Company and its successors and permitted assigns.

(c)The Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company to assume expressly, and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place, all within ten (10) days after the occurrence of the applicable event. As used in this Agreement, “Company” shall mean the Company as hereinbefore defined and any successor to its business and/or assets as aforesaid which assumes and agrees to perform this Agreement by operation of law, or otherwise.

11.Indemnification and Directors’ and Officers’ Insurance.

(a)Scope of Indemnification. The Company shall, and shall cause Innophos to, indemnify and defend the Executive to the fullest extent permitted under Delaware law (including without limitation the Delaware General Corporation Law and the Company’s (and Innophos’s) Certificate of Incorporation and By Laws) from and against any expenses (including but not limited to attorneys’ fees, expenses of investigation and preparation and fees and disbursements of the Executive’s accountants or other experts), judgments, fines, penalties and amounts paid in settlement (collectively, the “Indemnified Liabilities”) actually and reasonably incurred by the Executive in connection with any proceeding in which the Executive was or is made party or was or is involved (for example, as a witness) by reason of the fact the Executive was or is employed by the Company or was or is an officer or director of the Company, and/or Innophos, except that such obligation shall not extend to any proceeding to the extent initiated or instituted by the Executive.

(b)Insurance. The Company agrees to continue and maintain directors’ and officers’ liability insurance policies covering the Executive at least to the extent provided on the date hereof. Such insurance coverage shall continue as to the Executive even if the Executive has ceased to be a director, officer, member, employee or agent of the Company with respect to acts or omissions which occurred prior to his cessation of employment with, or service as a director or officer of, the Company. Insurance contemplated under this Paragraph 11(b) shall inure to the benefit of the Executive’s heirs, executors and administrators.

12.Section 409A Compliance. The parties intend that any severance or other compensation payable to the Executive under this Agreement be paid or provided in compliance with Section 409A of the Code and all regulations, guidance, and other interpretative authority issued thereunder (“Section 409A”) such that there will be no adverse tax consequences, interest, or penalties for the Executive under Section 409A as a result of the payments and benefits so paid or provided to him. The parties agree to modify this Agreement, or the timing (but not the amount) of the payment of the severance or other compensation, or both, to the extent necessary to comply with Section 409A. In addition, notwithstanding anything to the contrary contained in any other provision of this Agreement, the payments and benefits to be provided to the Executive under this Agreement shall be subject to the provisions set forth below.

(a)The date of the Executive’s “separation from service”, as defined in the regulations issued under Section 409A, shall be treated as the Executive’s Date of Termination for purpose of determining the time of payment of any amount (other than Obligations) that becomes payable to the Executive pursuant to Paragraph 5 hereof upon the termination of his employment.

(b)In the case of any amounts that are payable to the Executive under this Agreement, or under any other “nonqualified deferred compensation plan” (within the meaning of Section 409A) maintained by the Company or any of its affiliated companies, in the form in the form of “a series of installment payments”, as defined in Treas. Reg. §1.409A-2(b)(2)(iii), (A) the Executive’s right to receive such payments shall be treated as a right to receive a series of separate payments under Treas. Reg. §1.409A-2(b)(2)(iii), and (B) to the extent any such plan does not already so provide, it is hereby amended to so provide, with respect to amounts payable to the Executive thereunder.

(c)If the Executive is a “specified employee” within the meaning of the Section 409A at the time of the Executive’s “separation from service” within the meaning of Section 409A, then any payment otherwise required to be made to the Executive under this Agreement on account of the Executive’s separation from service, to the extent such payment (after taking in to account all exclusions applicable to such payment under Section 409A) is properly treated as deferred compensation subject to Section 409A, shall not be made until the first business day after (i) the expiration of six months from the date of the Executive’s separation from service, or (ii) if earlier, the date of the Executive’s death (the “Delayed Payment Date”). On the Delayed Payment Date, there shall be paid to the Executive or, if the Executive has died, to the Executive’s estate, in a single cash lump sum, an amount equal to aggregate amount of the payments delayed pursuant to the preceding sentence, without interest.

(d)All expenses eligible for reimbursement hereunder shall be paid to the Executive promptly, but in any event by no later than December 31 of the calendar year following the calendar year in which such expenses were incurred. The expenses incurred by the Executive in any calendar year that are eligible for reimbursement under this Agreement shall not affect the expenses incurred by the Executive in any other calendar year that are eligible for reimbursement hereunder. The Executive’s right to receive any reimbursement hereunder shall not be subject to liquidation or exchange for any other benefit.

(e)If, as of the date on which, or by which, any payment required to be made to the Executive (or his estate) under this Agreement, calculation of the amount of such payment is not administratively practicable due to events beyond the control of the Executive (or his estate) then such payment shall be made to the Executive (or his estate) within ten (10) business days after, but in any event by no later than December 31 next following, the date on which calculation of the amount of such payment first becomes administratively practicable.

13.Miscellaneous.

(a)This Agreement may not be amended or modified otherwise than by a written agreement executed by the parties hereto or their respective successors and legal representatives. The parties may exchange and agree on details concerning the provisions of this Agreement, and the conditions to which the rights and privileges under this Agreement are subject. No provision of this Agreement may be waived except by a written waiver explicitly identifying the provision and signed by the party making the waiver.

(b)All notices and other communications hereunder shall be in writing and shall be given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, addressed as follows:

If to the Executive:	Hermanus (Han) Kieftenbeld At the most recent address on file at the Company. and Outten & Golden LLP 3 Park Ave, 29 FL New York, NY 10016 Attn: Wendi S. Lazar, Esq.
If to the Company:	Innophos Holdings, Inc. 259 Prospect Plains Road Cranbury, NJ 08512 Attn: Senior Vice President - Human Resources and Innophos Holdings, Inc. 259 Prospect Plains Road Cranbury, NJ 08512 Attn: Chair, Compensation Committee

or to such other address as either party shall have furnished to the other in writing in accordance herewith. Any notice, request or other communication given in connection with this Agreement shall be in writing and shall be deemed to have been given (i) when personally delivered to the recipient (provided a written acknowledgment of receipt is obtained), (ii) three (3) business days after mailing by certified or registered mail, postage prepaid, return receipt requested or (iii) two business days after being sent by a nationally recognized overnight courier (provided that a written acknowledgment of receipt is obtained by the overnight courier), to the party concerned at the address indicated above (or such other address as the recipient shall have specified by ten (10) days’ advance notice given in accordance with this Paragraph 13(b)).

(c)The captions of this Agreement are not part of the provisions hereof and shall have no force or effect. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement.

(d)The Company shall withhold from any amounts payable under this Agreement such Federal, state, local or foreign taxes as shall be required to be withheld pursuant to any applicable law or regulation.

(e)The Executive’s or the Company’s failure to insist upon strict compliance with any provision of this Agreement or the failure to assert any right the Executive or the Company may have hereunder shall not be deemed to be a waiver of such provision or right or any other provision or right of this Agreement.

(f)Definitions set forth in this Agreement and any terms of this Agreement which conflict with the provisions of any other policy, plan, contract, or other arrangement which applies to the Executive shall supersede and replace the conflicting provisions of such other policy, plan, contract or arrangement to the extent necessary to resolve the conflict.

(g)The interpretation and construction of this Agreement (including the Exhibits hereto) shall be governed by the internal laws of the State of New Jersey as a contract to be performed in such state and without regard to the conflict of law provisions thereof.

(h)Notwithstanding Paragraph 7 above, the Company may seek equitable relief in the event of a breach by the Executive of the covenants set forth in Exhibit B hereto. In that regard, the parties hereby consent to exclusive jurisdiction and agree that such proceeding will be conducted in the federal or state courts of the State of New Jersey sitting in and for the County of Middlesex or otherwise in such state and county wherein the headquarters of the Company is located at the time; provided such other location shall be in the United States of America. To effect the foregoing, the Executive hereby subjects herself to the in personam jurisdiction of such courts and waives all objections as to improper venue for such forum posited as provided in the preceding sentence.

(i)Except as otherwise expressly set forth in this Agreement, upon the expiration of the Employment Period, the respective rights and obligations of the parties shall survive such expiration to the extent necessary to carry out the intentions of the parties as embodied in the rights and obligations of the parties under this

Agreement. This Agreement shall continue in effect until there are no further rights or obligations of the parties outstanding hereunder and shall not be terminated by either party without the express prior written consent of both parties.

(j)The Company represents and warrants to the Executive that (i) the execution, delivery and performance of this Agreement by the Company has been fully and validly authorized by all necessary corporate action, (ii) the officer signing this Agreement on behalf of the Company is duly authorized to do so, (iii) the execution, delivery and performance of this Agreement does not violate any applicable law, regulation, order, judgment or decree or any agreement, plan or corporate governance document to which the Company is a party or by which it is bound and (iv) upon execution and delivery of this Agreement by the Executive and the Company, it shall be a valid and binding obligation of the Company enforceable against it in accordance with its terms, except to the extent that enforceability may be limited by applicable bankruptcy, insolvency or similar laws affecting the enforcement of creditors’ rights generally.

HERMANUS (HAN) KIEFTENBELD	INNOPHOS HOLDINGS, INC.
Signed:/s/ Hermanus Kieftenbeld	By:/s/ Jean Marie Mainente
Date:March 31, 2016	Title:SVP, Human Resources
	Date:April 1, 2016

For good and valuable consideration, the undersigned hereby agrees to be bound by Paragraph 11(a) hereof.

INNOPHOS, INC.

By:/s/ Jean Marie Mainente

Title:SVP, Human Resources

Date:April 1, 2016

A-4

EXHIBIT A

FORM OF RELEASE

1.Release of Claims.

The Executive recognizes that the payments and other benefits to be received by his include amounts and benefits above and beyond any amounts otherwise due his for services rendered or to be rendered or under the Company’s general policies or programs. Except as set forth in Section 3 herein, in consideration of, and as a condition to these payments, the Executive hereby, to the extent allowed by law, releases and forever discharges the Company and all of its affiliates, present or former officers, directors, shareholders, Executives, agents, successors or assigns (the “Releasees”) from any claim concerning past, present or future employment and benefits thereunder, and of and from all claims or causes of action or other demands whatsoever, which the Executive ever had, now has, or hereafter can, shall or may have against the Releasees, arising out of or related to his employment relationship with the Company or the termination of that relationship (the “Claims”).

This release or giving up of the Claims is binding on the Executive, his heirs, assigns, and/or representatives.

Listed below are the statutes and legal theories from which the Executive has released and discharged the Releasees and under which the Executive will not bring any Claim. In the event that the law prohibits a release or waiver of Claims under any such statute or theory, the Executive hereby waives the right to seek or accept damages in a proceeding under the statute or theory and/or hereby acknowledges that the Executive has no valid Claim under such statute or theory. The Claims released are any alleged violation by the Company of:

• The National Labor Relations Act, as amended;

• Title VII of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000e et seq.;

• Sections 1981 through 1988 of Title 42 of the United States Code, as amended;

• The Employment Retirement Income Security Act of 1974, as amended, 29 U.S.C. § 1001 et seq.;

• The Immigration Reform Control Act, as amended;

• The Americans with Disabilities Act;

• The Age Discrimination in Employment Act, as amended, and including the Older Workers Benefit Protection Act, 29 U.S.C. § 621 et seq.;

• The Fair Labor Standards Act, as amended;

• The Occupational Safety and Health Act, as amended;

• The Family and Medical Leave Act;

• The Consolidated Omnibus Budget Reconciliation Act, as amended;

• Any federal, state or local laws against discrimination or protecting whistleblowers, or any other federal, state or local law or common law relating to employment, wages, hours, or any other terms and conditions of employment.

The Claims released also are:

• Any public policy, contract, tort, or other common law claim or cause of action, including but not limited to breach of implied or express contract, intentional or negligent infliction of emotional distress, negligent misrepresentation, defamation, wrongful discharge;

• Any claim or cause of action for commission, back wages or other compensation, including, but not limited to, commissions, back wages or compensation, related to or arising out of any payments or sums the Company has received or may receive in the future from any source at any time;

• Any claim or allegation for costs, fees, or other expenses, including attorneys’ fees, incurred in any matter or proceeding.

2.Unknown Claims Released.

The Executive understands that the Executive is releasing claims that the Executive may not know about. This is the Executive’s knowing and voluntary intent, even though the Executive recognizes that someday the Executive might learn that some or all of the facts they currently believe to be true are untrue and even though the Executive might then regret having signed this Release. Nevertheless, the Executive assumes that risk and agrees that this Release shall remain effective in all respects in any such case. The Executive expressly waives all rights they might have under any law that is intended to protect the Executive from waiving unknown claims, and the Executive understands the significance of doing so.

3.Claims Not Released.

Anything to the contrary notwithstanding contained herein, nothing herein shall release Company or any Releasee from any claims or damages based on (i) any right or claim that arises after the date of this Release, (ii) any Claim or Claims relating to any rights, benefits or entitlements (including equity awards) which are accrued or vested or otherwise payable (whether immediately or over time) as of the Date of Termination under the Employment Agreement between Executive and the Company and any employee benefit plans, programs, equity award plans, awards and/or programs in which Executive participated, or (iii) the Executive’s eligibility for indemnification and advancement of expenses in accordance with any agreement with the Company, applicable laws or the certificate of incorporation and by-laws of Company, or any applicable insurance policy.

4.No Participation in Claims.

The Executive understands that if this Agreement were not signed, the Executive could have the right to voluntarily assist other individuals or entities in bringing claims against the Releasees. The Executive hereby waives that right and agrees not to provide any such assistance, other than assistance in an investigation or proceeding conducted by

an agency of the United States, state or local government. To the extent that the law prohibits the Executive from waiving his right to bring and/or participate in the investigation of a claim, the Executive nevertheless waives his right to seek or accept any damages or relief in any proceeding.

5.Nonadmission of Liability.

The Executive recognizes and agrees that this Release is not intended to imply any wrongdoing on the Releasees’ parts with respect to his employment or its termination, or any other reason, and shall not constitute evidence of the same.

6.Voluntary Agreement.

The Executive’s decision to enter into this Release is based solely on the mutual considerations described above and is wholly his free act and deed. Before signing this Release, the Executive has had the opportunity for up to twenty-one (21) days to carefully consider the terms and ramifications of this Release and the opportunity to consult with his advisors, legal or otherwise, which the Company has encouraged the Executive to do.

7.Governing Law and Interpretation.

This Release shall be governed and conformed in accordance with the laws of the State of New Jersey, without regard to its conflict of laws provisions.

8.Separate Enforceability of Terms.

If any terms of this Release are declared invalid by any court of competent jurisdiction, the Release shall be deemed amended by excluding the invalid term or terms, and all remaining terms shall continue in full force and effect. The Executive and the Company agrees to execute such amendments as may be necessary to accomplish the intent of this paragraph, which is to maintain in force all terms of this Release to the full extent permitted by law.

9.Limitations on Changing Release.

This Release may not be modified, altered or changed except upon express written consent of both parties wherein specific reference is made to this Release.

10.Revocation; Effectiveness.

The Executive may revoke this Release for a period of seven (7) days following the day the Executive executes this Release. Any revocation within this period must be submitted, in writing, to the Company at the address listed below. The revocation must be delivered to Senior Vice President Human Resources, Innophos Inc., 259 Prospect Plains Road, Cranbury, NJ 08512. and postmarked within seven (7) days of execution of this Release. This Release shall not become effective or enforceable until the revocation period has expired. If the last day of the revocation period is a Saturday, Sunday, or legal holiday in Illinois, then the revocation period shall not expire until the next following day which is not a Saturday, Sunday, or legal holiday.

NOTWITHSTANDING THE EFFECTIVENESS OF THIS RELEASE, THE EXECUTIVE ACKNOWLEDGES THAT CERTAIN CONSIDERATION FOR THIS RELEASE AND/OR CERTAIN COMPENSATION AND BENEFITS PAYABLE TO HIS MAY BE CONDITIONED ON HIS EXECUTING AND NOT REVOKING THE RELEASE WITHIN SIXTY DAYS AFTER HIS TERMINATION OF EMPLOYMENT.

THE EXECUTIVE HAS HAD TWENTY ONE (21) DAYS TO CONSIDER THIS RELEASE AND CONFIRMS THAT THE COMPANY ADVISED HIS TO CONSULT WITH HIS ATTORNEY BEFORE EXECUTING THE RELEASE.

THE EXECUTIVE AGREES THAT ANY MODIFICATIONS, MATERIAL OR OTHERWISE, MADE TO THIS RELEASE DO NOT RESTART OR AFFECT IN ANY MANNER THE ORIGINAL TWENTY ONE (21) DAY CONSIDERATION PERIOD.

HAVING ELECTED TO EXECUTE THIS RELEASE, TO FULFILL THE PROMISES SET FORTH HEREIN, THE EXECUTIVE FREELY AND KNOWINGLY, AND AFTER DUE CONSIDERATION

ENTERS INTO THIS AGREEMENT AND GENERAL RELEASE INTENDING TO WAIVE, SETTLE AND RELEASE ALL CLAIMS THE EXECUTIVE HAS OR MIGHT HAVE AGAINST THE RELEASEES.

IN WITNESS WHEREOF, the parties knowingly and voluntarily executed this Release as of the date set forth below:

Innophos Holdings, Inc.

By:

Name:

Title:

Date:

Hermanus (Han) Kieftenbeld

Current personal mailing address:

Date:

5

#37887590 v3

B-2

EXHIBIT B

NONCOMPETITION AND NONSOLICITATION AGREEMENT

11.General.

The terms of this Noncompetition and Nonsolicitation Agreement are made part of the Employment Agreement to which it is an exhibit, and, except as expressly provided in this Noncompetition and Nonsolicitation Agreement, shall be of unlimited duration. For purposes of this Exhibit, the “Noncompete Period” means that period commencing on the Effective Date and ending at the conclusion of the Severance Period following the Date of Termination, except that if the Company does not have an obligation to pay the Executive for the Severance Period, the Noncompete Period will be twelve (12) months. The “Nonsolicitation Period” shall be measured in the same manner and shall end at the conclusion of the Severance Period following the Date of Termination, except that if the Company does not have an obligation to pay the Executive for the Severance Period, the Nonsolicitation Period will be twelve (12) months . Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Employment Agreement to which this Exhibit is attached.

12.Confidential Information.

a.The Executive acknowledges that the information, observations and data, including trade secrets, obtained by the Executive while employed or retained by the Company and its controlled affiliates concerning their business and affairs (collectively, “Confidential Information”) are the property of those entities. Therefore, the Executive agrees that, except as required by law, court order, an arbitrator, a mediator or by other legal process, including, but not limited to, depositions, interrogatories, court testimony, arbitration, and the like, and except in connection with any litigation, arbitration or mediation involving the Employment Agreement (including the Exhibits thereto), including the enforcement of the Employment Agreement (including the Exhibits thereto), the Executive shall not at any time disclose to any unauthorized person or use for his own purposes any Confidential Information without the prior written consent of the Company’s Board of Directors (which may delegate to an authorized officer authority to give such consent), unless and to the extent that: (i) the Confidential

Information becomes generally known to and available for use by the public or generally known in the industry other than as a result of the Executive’s acts or omissions, (ii) the Executive discloses or uses such information in the performance of his duties as an employee and an officer of the Company (including services to its controlled affiliates) in the ordinary course of business, or (iii) the Executive discloses such information to third parties with whom the Company or its affiliates have entered into a non-disclosure agreement and such disclosure is made in the ordinary course performance of the Executive’s duties and responsibilities to the Company and its affiliates. The Executive shall deliver to the Company promptly following the termination of his employment, or at any other time the Company may reasonably request, all memoranda, notes, plans, records, reports, computer tapes, printouts and software and other documents and data (and copies thereof) embodying the Confidential Information or Work Product (as defined below) which the Executive may then possess or control, provided that the Executive may retain (i) papers and other materials of a personal nature, including, but not limited to, photographs, correspondence, personal diaries, calendars and rolodexes, personal files and phone books, (ii) information showing his compensation or relating to reimbursement of expenses, (iii) information that the Executive reasonably believes may be needed for tax purposes and (iv) copies of plans, programs and agreements relating to his or her employment, or termination thereof, with the Company. Notwithstanding the foregoing or anything in this Agreement to the contrary, Confidential Information or Work Product shall not include: any information in the Executive’s possession or known to the Executive prior to employment with the Company, including but not limited to information that is located on the Executive’s rolodex (whether paper or electronic), any information that is generally known in the industry or in the public domain, or any information that becomes generally known in the industry or in the public domain through no wrongful act on the Executive’s part.

b.The Executive represents and warrants to the Company that, to the best of his knowledge, the Executive has nothing that contains any material information which belongs to any former employer that the Executive is not entitled to have or use for the benefit of the Company and its controlled affiliates. If at any time the Executive discovers that the foregoing statement is incorrect in any material respect, the Executive shall promptly return any such materials to the Executive’s former employer or obtain any necessary consents. The Executive understands that Company does not want any such materials, and that the Executive will not be permitted to use or refer to any such materials in the performance of the Executive’s duties.

13.Intellectual Property, Inventions and Patents.

The Executive acknowledges that all discoveries, concepts, ideas, inventions, innovations, improvements, developments, methods, designs, analyses, drawings, reports, patent applications, copyrightable work and mask work (whether or not including any confidential information) and all registrations or applications related thereto, all other proprietary information and all similar or related information (whether or not patentable) which (i) relate to the Company’s or any of its controlled affiliate’s actual or anticipated business, research and development or existing or future products or services and (ii) are conceived, developed or made by the Executive (whether individually or jointly with others) while employed by the Company or its affiliates or their predecessors in interest (collectively, “Work Product”), belong to the Company or such affiliate, as the case may be. The Executive shall disclose Work Product promptly to the Company or the applicable affiliate in the manner reasonably required under procedures established by those entities and, at the expense of the Company or applicable affiliate, as the case may be, perform all actions reasonably requested on behalf of any such entity (whether during or after any period of employment or engagement) to establish and confirm such ownership (including, without limitation, assignments, consents, powers of attorney and other instruments). The Employee acknowledges and agrees that the Company’s or applicable affiliate’s ownership of Work Product includes all future rights arising from the Work Product, which rights do not yet exist, as well as new uses, media, means and forms of exploitation throughout the universe exploiting current or future technology yet to be developed.

14.Non-competition and Non-solicitation.

a.Non-competition. The Executive acknowledges that, during the course of the Executive’s employment or similar engagement with the Company and its controlled affiliates (including their respective predecessors in interest), the Executive has or will become familiar with the trade secrets of, and other Confidential Information concerning, those entities and that the Executive’s services have been, and are reasonably expected to be, of special, unique and extraordinary value to the Company and its affiliates. As a result, the Executive agrees that, during the Noncompete Period, the Executive shall not directly or indirectly own any interest in, manage, control, participate in, be employed by, consult with, render services for, or in any manner engage in any Competing

Business within any geographical area in which the Company or any of its controlled affiliates engage or have active plans at the Date of Termination to engage in such businesses. The Executive acknowledges and agrees that this restriction is without specific geographic limitation inasmuch as the Company and its affiliates conduct business on a nationwide and international basis, that its sales and marketing prospects are for continued expansion both nationally and internationally, that access to the Company’s Confidential Information would provide any national or international competitor with an unfair competitive advantage, and that, therefore, the restrictions set forth in this section are reasonable and properly required for the adequate protection of the legitimate interests of the Company. Nothing herein shall prohibit the Executive from owning beneficially not more than 2% of any class of outstanding equity securities or other comparable interests of any issuer that is publicly traded, so long as the Executive has no active participation in the business of such issuer. For purposes hereof, the term “Competing Business” means any business that is engaged in the production or sale of phosphates or other products that compete with the products produced, distributed or sold by the Company or its controlled affiliates (or are in the process of being actively developed by such entities) as of the Date of Termination. This restriction shall not prevent the Executive from working for a subsidiary, division, venture or other business or functional service unit (collectively a “Unit”) of a Competing Business so long as (i) such Unit is not itself a Competing Business, (ii) the Executive does not manage or participate in business activities or projects of any Unit that is a Competing Business, and (iii) the Executive otherwise strictly complies with the restrictive covenants contained in this Exhibit.

b.Non-solicitation. During the Nonsolicitation Period, the Executive shall not directly or indirectly through another person or entity: (i) induce or attempt to induce any executive or other key employee of the Company or any controlled affiliate to leave the employ of any of those entities, or in any way interfere with the relationship between the Company or any such affiliate and any such person; (ii) solicit any person who was an executive or other key employee of the Company or any controlled affiliate at any time within the one year period prior to an offer of employment to such person; or (iii) induce or attempt to induce any customer, supplier, licensee, licensor, franchisee or other business relation of the Company or any controlled affiliate to cease doing business with any Company-affiliated entity, or in any way interfere with the relationship between any such customer, supplier, licensee or business relation and Company affiliated entity. The following shall not be deemed a violation of this provision (a) providing customary business references for Company executives or other key employees at their request, (b) being involved in a general solicitation to the public of general advertising, or (c) if an entity with which the Executive is associated hires or engages any employee of the Company or any of its controlled affiliates, if the Executive was not, directly or indirectly, involved in hiring or identifying such person as a potential recruit or assisting in the recruitment of such employee. For purposes hereof, the Executive shall only be deemed to have been involved “indirectly” in soliciting, hiring or identifying an employee if the Executive (x) directs a third party to solicit or hire the Employee, (y) identifies an employee to a third party as a potential recruit or (z) aids, assists or participates with a third party in soliciting or hiring an employee.

15.Nature of Restrictive Covenants; Enforcement.

a.For purposes of enforcement, the restrictive covenants contained in this schedule are independent of any other provision of this Exhibit. As a result, the existence of any claim or right of set-off that the Executive may have or allege against the Company, whether based on this Exhibit or otherwise, shall not prevent the enforcement of the covenants or be deemed to mitigate any harm suffered by the Company. Notwithstanding the above, Executive shall be released from the Noncompete Period and the Nonsolicitation Period post-termination of employment if the Company fails to pay Executive all material amounts due under Paragraph 5(b) or 5(f) of the Employment Agreement, as and if applicable, following notice to the Company and reasonable opportunity to cure.

b.Because the Executive’s services are unique (resulting in the Company’s need for the restrictions in this schedule) and because the Executive has access to Confidential Information, Work Product and other proprietary resources representing valuable assets of the Company, the parties agree that the Company and its affiliates might suffer irreparable harm from a breach or threatened breach by the Executive of the restrictions set forth in this Exhibit and that money damages would not be an adequate remedy for any such non-compliant conduct. In the event of a breach or threatened breach of the restrictive covenants in this Exhibit, the Company (including its affected affiliates and their respective successors or assigns) in addition to other rights and remedies existing in their favor, shall be entitled to seek specific performance and/or injunctive or other equitable relief from a court of competent jurisdiction in order to enforce, or prevent any violations of, the provisions in this Exhibit (without posting a bond or other security, any requirement of which is waived by the Executive). In the event of

any breach by the Executive of the restrictions set forth in this Exhibit, the Noncompete Period shall be tolled until such breach has been cured. If, at the time of enforcement, a court holds that restrictions contained in this Exhibit are unreasonable under circumstances then existing, the parties agree that the maximum period, scope or geographical area reasonable under such circumstances (or as otherwise allowed by governing law) are to be substituted for the stated period, scope or area provided in this Exhibit, and the restrictions are to be deemed reformed to that extent and shall be enforceable as so reformed to the fullest extent permitted by law to provide protection to the Company.

The Executive acknowledges and agrees that (i) the restrictions contained in this Exhibit are reasonable and will not subject his to undue hardship, (ii) the Executive has had the opportunity to review these restrictions and the other provisions of this Agreement with legal counsel and such other advisors as the Executive deems appropriate, (iii) the Executive has carefully read and fully understands all of the provisions of this Exhibit, and (iv) the Executive is voluntarily entering into the Employment Agreement containing this Exhibit without any reliance upon any representations or statement made by the Company with regard to the subject matter, basis or effect of this Exhibit, other than those in writing, including those contained in the Employment Agreement and this Exhibit.

16.Non-Disparagement.

Executive shall not at any time make any statement, written or otherwise, that disparages or criticizes the Company or any related party. The Company (which, for this purpose, shall be limited to members of the Company’s Board of Directors, and its Named Executive Officers) shall not at any time make any statement, written or otherwise, that disparages or criticizes Executive.

EX-10.19

EXHIBIT 10.19

EXECUTIVE EMPLOYMENT AGREEMENT

AGREEMENT, dated October 7, 2016 (the “Agreement”), by and between Innophos Holdings, Inc., a Delaware corporation (the “Company”), and Joshua Shane Horenstein (the “Executive”).

Recital

Whereas, it is in the best interests of the Company and its subsidiaries to provide the Executive with the compensation and benefits as provided herein in order to retain the services of the Executive and to permit the Executive to focus on the interests of the Company, its subsidiaries and its stockholders.

Agreement

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, the Executive and the Company agree as follows

1.Effective Date. The term “Effective Date” means September 1, 2016. The Agreement supersedes any other oral or written agreement or understanding between the Company and the Executive.

2.Employment Period. The Company hereby agrees to employ the Executive, and the Executive hereby agrees to be employed by the Company, on the terms and subject to the conditions of this Agreement, for the period commencing on the Effective Date and ending on December 31, 2017 (the “Initial Period”). Following the Initial Period, the Agreement shall automatically renew for successive one-year periods (“Renewal Period”), unless either party gives notice of non-renewal to the other party at least ninety (90) days prior to the end of the Initial Period or any Renewal Period, as applicable. For purposes of this Agreement, the “Employment Period” shall include the Initial Period and any subsequent Renewal Period.

3.Terms of Employment.

(a)Position and Duties.

(i)Position. During the Employment Period, the Executive shall serve as the Company’s Vice President, Chief Legal Officer & Corporate Secretary, with duties, powers and responsibilities provided in the Company’s Bylaws for such office, if any, and otherwise commensurate with such title and office. The Executive shall report directly to the Company’s President and Chief Executive Officer.

(ii)Exclusivity. During the Employment Period, and excluding any periods of disability, vacation and sick leave to which the Executive is entitled, the Executive agrees to devote substantially all of his attention and time during normal business hours to the business and affairs of the Company and, to the extent necessary to discharge the Executive’s responsibilities hereunder, to use the Executive’s reasonable best efforts to perform such responsibilities. During the Employment Period, it shall not be a violation of this Agreement for the Executive to: (A) with the approval of the Chief Executive Officer, serve on corporate, civic or charitable boards or committees; (B) with the approval of the Chief Executive Officer, deliver lectures, fulfill speaking engagements or teach at educational institutions; and (C) manage personal and family investments; all so long as such activities do not significantly interfere with the performance of the Executive’s responsibilities; and, in the case of the Executive’s management of his personal and family investments, so long as all such investment management activities comply with applicable law and any ethics, conflict of interest, insider trading and other similar policies enacted by the Company from time to time.

(iii)Place of Business. The Executive’s place of business shall be at the Company’s Cranbury, New Jersey headquarters location, subject to temporary assignment and business travel as may be reasonably necessary to conduct the Company’s business.

(b)Compensation.

(i)Base Salary. During the Employment Period, the Executive shall receive an annual base salary (“Annual Base Salary”) of Two Hundred Seventy Five Thousand Dollars ($275,000). The Annual Base Salary shall be reviewed by the Compensation Committee (the “Committee”) of the Company’s Board of Directors (the “Board”) no less frequently than annually during the Employment Period and may be increased (but not decreased) at the discretion of the Committee or the Board. If the Executive’s Annual Base Salary is increased, the increased amount shall be the new Annual Base Salary for the remainder of the Employment Period, subject to continued annual review and adjustment. The Annual Base Salary shall be payable in installments subject to legally required tax withholdings, consistent with the Company’s payroll procedures in effect from time to time.

(ii)Annual Bonus. In addition to the Annual Base Salary, the Executive shall be eligible to earn, for each calendar year ending during the Employment Period, an annual bonus (an “Annual Bonus”) on terms and conditions, including performance goals, as set forth from time to time in the Company’s Executive, Management and Sales Incentive Plan or such other short-term written bonus plan in effect during the Employment Period (collectively, the “Bonus Plan”). The Executive’s annual target bonus (the “Target Bonus”) shall be forty-five (45%) (the “Target Percentage”) of the Executive’s Annual Base Salary and may be increased (but not decreased) at the discretion of the Committee or the Board. Provided that the Executive is employed by the Company at the end of the applicable calendar year, the Executive’s Annual Bonus shall be fully vested upon the close of the calendar year to which it relates, and unless deferred by the written agreement of the Company and the Executive in accordance with Section 409A (as hereafter defined), shall be paid promptly after the close of such year but in any event on or before March 15 of the calendar year following the calendar year for which the Annual Bonus is earned.

(iii)Long-Term Incentive Compensation. During the Employment Period, the Executive shall participate in the Company’s long term incentive compensation arrangements, including without limitation the Company’s Long Term Equity Incentive Plan and successor plans, if any (collectively, the “LTI”), as such arrangements are in effect from time to time, on terms and conditions generally applicable to the highest level of the Company’s executive employees. The Executive’s target awards for LTI purposes shall be determined separately for each new performance measurement period by the Committee within ninety (90) days of the commencement of each performance measurement period and, subject to the performance measurement cycle(s) established by the Committee, no less frequently than every twelve (12) months during the Employment Period. Notwithstanding the foregoing, the Executive's LTI award for 2016 shall have a date of grant value, as calculated on a basis consistent with LTI awards to all other similarly-situated executives, of sixty percent (60%) of the Executive's Annual Base Salary. LTI awards in the Committee’s or the Board’s discretion may be granted in the form of stock options, restricted stock, phantom stock, cash, stock appreciation rights or units, performance shares or any combination thereof, or other form approved by the Committee or the Board (collectively, “LTI Awards”), as provided in the LTI. Provided the Executive is employed by the Company at the end of the applicable calendar year (except as otherwise provided in Paragraph 5 below), the Executive’s LTI Awards shall be fully vested upon the close of the performance period to which they relate. Unless deferred by the written agreement of the Company and the Executive in accordance with Section 409A, the Executive’s LTI Awards shall be paid promptly after the close of such performance period but in any event on or before March 15 of the calendar year following the calendar year in which the Executive first acquires a vested right to receive such LTI Award.

(iv)Incentive, Pension, Savings and Retirement Plans. During the Employment Period, the Executive shall be entitled to participate in all other compensation and incentive plans, practices, policies and programs, and all savings and retirement plans, practices, policies and programs, in each case on terms and conditions no less favorable than the terms and conditions generally applicable to the highest level of Company’s United States-based executive employees.

(v)Welfare Benefit Plans. During the Employment Period, the Executive and the Executive’s spouse and eligible dependents, as the case may be, shall participate in and shall receive all benefits under welfare benefit plans, practices, policies and programs provided by the Company and its affiliates on terms and conditions no less favorable than the terms and conditions generally applicable to the highest level ofthe Company’s executive employees.

(vi)Expenses. During the Employment Period, the Executive shall be entitled to receive prompt reimbursement for all reasonable expenses incurred by the Executive in accordance with the Company’s policies, practices and procedures in effect from time to time for executive employees.

(vii)Fringe Benefits. During the Employment Period, in addition to the other benefits and entitlements as provided herein, the Executive shall be entitled to fringe benefits on the same basis as those provided generally to the highest level of Company’s United States-based executive employees.

(viii)Vacation. During the Employment Period, the Executive shall be entitled to four (4) weeks paid vacation per year (which may be increased (but not decreased) at the discretion of the Committee or the Board) in accordance with the plans, policies, programs and practices of the Company.

(ix)Withholding Requirements. All grants and payments to the Executive are subject to and conditioned upon satisfaction of all tax withholding requirements. The Executive shall execute all documents and take all action reasonably deemed necessary by the Company to ensure compliance with all such withholding requirements.

4.Termination of Employment.

(a)Death or Disability. The Employment Period and the Executive’s employment shall terminate automatically upon the Executive’s death during the Employment Period. If the Executive becomes Disabled during the Employment Period (pursuant to the definition of Disability set forth below), the Company may notify Executive in accordance with Paragraph 4(g) of this Agreement of its intention to terminate the Executive’s employment. In such event, the Executive’s employment with the Company shall terminate effective on the 30th day after Executive’s receipt of such notice (the “Disability Effective Date”) unless the Executive has returned to full-time performance of the Executive’s duties and presented reasonable evidence that the Executive has not incurred a Disability, both within thirty (30) days after receipt of such notice. For purposes of this Agreement, “Disability” shall mean the Executive’s absence from the Executive’s duties with the Company on a full-time basis for one hundred eighty (180) consecutive days as a result of mental or physical incapacity. Such incapacity must be total and permanent based on a good faith assessment by the Company and must also qualify the Executive for benefits under the Company’s long-term disability program covering the Executive.

(b)Termination by the Company with or without Cause. The Company may terminate the Employment Period and the Executive’s employment during the Employment Period with or without Cause. For purposes of this Agreement, “Cause” shall mean:

(i)other than by reason of a physical or mental incapacity, any continued and willful failure of the Executive at any time to attempt in good faith to perform the Executive’s duties with the Company, including a continued and willful failure by the Executive to attempt in good faith to meet reasonable, material performance expectations that are not measured by Company economic performance, which is not cured by the Executive within sixty (60) days after receiving notice from the Company identifying such deficiencies; or

(ii)the willful engaging by the Executive in illegal conduct or gross misconduct that is materially and demonstrably injurious to the Company; or

(iii)conviction of the Executive of a felony (other than a traffic-related felony) or a guilty or nolo contendere plea by the Executive with respect thereto; or

(iv)a material breach by the Executive of any material provision of this Agreement; or

(v)a willful violation by the Executive of a material legal requirement, or of any material written Company policy or procedure, that in either case is materially and demonstrably injurious to the Company; or

(vi)the Executive’s failure to obtain or maintain, or inability to qualify for, any license (other than a driver’s license) required by law for the performance of the Executive’s material job responsibilities, or the suspension or revocation of any such license held by the Executive as a result of an action or inaction by the

Executive; provided that, if such failure, suspension or revocation is curable, the Company shall not have the right to terminate the Executive’s employment for Cause pursuant to this Paragraph 4(b)(vi) unless the Executive does not cure the failure within a reasonable time (not less than sixty (60) days) after receiving notice of such deficiency, provided, in no event shall Cause exist under this clause (vi) so long as the Executive is diligently pursuing a cure of such failure, suspension or revocation in good faith and the failure is cured within one hundred twenty (120) days after receiving such notice.

(c)Willfulness. For purposes of Paragraph 4(b), no act or failure to act on the part of the Executive shall be considered “willful” unless it is done, or omitted to be done, by the Executive without the reasonable, good faith belief that the Executive’s act or omission was in accordance with, or not contrary to, the duties and responsibilities of Executive’s position. Any act, or failure to act, based upon express authority given by the Company with respect to such act or omission or based upon the advice of counsel for the Company shall be conclusively presumed to be done, or omitted to be done, by the Executive in the best interests of the Company.

(d)Termination by Executive with or without Good Reason. The Executive may terminate the Employment Period and his employment with or without Good Reason. Termination with Good Reason shall be treated for purposes of this Agreement as a termination by the Company “without Cause.” For purposes of this Agreement, “Good Reason” shall mean, in the absence of a written consent of the Executive:

(i)a material reduction in the Executive’s authority, title or duties, or the assignment to the Executive of duties that are inconsistent in a significant way with the Executive’s position; or a change in the Executive’s reporting requirements so that the Executive reports to someone other than the Chief Executive Officer or

(ii)any reduction by the Company of the Executive’s Annual Base Salary other than a good faith reduction, which is remedied by the Company within thirty (30) business days after receiving notice from the Executive; or

(iii)any reduction by the Company of the Target Percentage applicable to Executive’s Target Bonus; or

(iv)any material failure by the Company to comply with and satisfy any material provision of this Agreement, excluding for this purpose any action not taken in bad faith and which is remedied by the Company within thirty (30) business days after receiving notice from the Executive; or

(v)any order from any person to whom the Executive reports, directing the Executive to take any action or to refrain from taking any action that in Executive’s good-faith, considered and informed judgment violates any applicable legal or regulatory requirement, provided that such order continues in effect and is not revoked within thirty (30) days after receiving notice from the Executive; or

(vi)relocation of Executive’s principal place of employment to a location that is at least fifty (50) miles farther from the Executive’s place of business as provided in this Agreement.

The Executive’s mental or physical incapacity following the occurrence of an event described above in clauses (i) through (vi) shall not affect the Executive’s ability to terminate employment for Good Reason.

(e)Sunset on Right to Terminate for Good Reason.

(i)Except as further set forth herein, the Executive shall notify the Company in writing of the existence of any circumstances constituting Good Reason within one hundred twenty (120) days after learning of any such circumstances. The Company shall then have an additional thirty (30) days to investigate and provide a written determination setting forth the results of such investigation and any applicable remedy. If the circumstances constituting Good Reason have not been fully cured by the Company within such thirty (30) day period, the Executive shall have an additional sixty (60) days to exercise the right to terminate for Good Reason.

(ii)The Executive shall be conclusively deemed to have learned of such circumstances on the date of any notice by the Company to the Executive concerning such circumstances. If the Executive does not timely do so, the right to terminate for Good Reason shall lapse and be deemed waived, and the Executive shall

not thereafter have the right to terminate for Good Reason unless further circumstances occur which themselves give rise to a right to terminate for Good Reason, in which case the provisions of this Paragraph 4(f) shall once again apply, based on such further circumstances.

(iii)In the case of the Company’s relocation of (or announced intention to relocate) Executive’s principal place of employment under Paragraph 4(d)(v), the circumstances giving rise to Executive’s right to terminate for Good Reason shall be deemed to have arisen, for purposes of Executive’s notice obligation, on the earliest date Executive has notice of the Company’s intention to relocate Executive’s principal place of employment. Within thirty (30) days after receiving such notice, Executive shall notify the Company in writing of his intention to terminate his or her employment for Good Reason under Paragraph 4(d)(v) as of the effective date of such relocation. Executive may withdraw his notice of intention to terminate his employment under this paragraph, and the Company may revoke its relocation or intention to relocate Executive’s principal place of employment, in which case Paragraph 4(d)(v) shall not apply

(f)Notice of Termination. Any termination by the Company with or without Cause, or by the Executive with or without Good Reason, shall be communicated by Notice of Termination to the other party in accordance with Paragraph 13(b) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a notice which: (i) indicates the specific termination provision in this Agreement relied upon, (ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated and (iii) if the Date of Termination (as defined in subparagraph (h) below) is other than the date of receipt of such notice, specifies the termination date (which date shall within thirty (30) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance which contributes to a showing of Good Reason or Cause shall not constitute a waiver of any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s rights hereunder.

(g)Date of Termination. Except as otherwise provided in Paragraph 12(a) hereof, “Date of Termination” means (i) if the Executive’s employment is terminated by the Company for Cause, or by the Executive for Good Reason, the date of receipt of the Notice of Termination or any later date, specified therein, that is within thirty (30) days of such notice, as the case may be, (ii) if the Executive’s employment is terminated by the Company without Cause, the Date of Termination shall be the date on which the Company notifies the Executive of such termination, or any later date, specified therein, as the case may be, (iii) if the Executive’s employment is terminated by reason of death or Disability, the Date of Termination shall be the date of death of the Executive or the Disability Effective Date, as the case may be, (iv) if the Executive’s employment is terminated by the Executive other than for Good Reason, the Date of Termination shall be the date of receipt of the Notice of Termination or any later date, specified therein, that is within thirty (30) days of such notice, subject to the Company’s acceptance of such proposed later Date of Termination; and (v) if the Executive’s employment is terminated upon the expiration of the Employment Period under Paragraph 2, the Date of Termination shall be the last day of the Employment Period.

5.Obligations of the Company upon Termination.

(a)Upon any termination of the Executive’s employment, the Company shall pay or provide to the Executive (or his estate, in the case of the Executive’s death), the “Obligations,” which shall consist of:

(i)the Executive’s Annual Base Salary through the Date of Termination;

(ii)any earned and vested but unpaid Annual Bonus and/or LTI Awards with respect to any calendar year or performance period ended prior to the Date of Termination;

(iii)any unreimbursed business expenses incurred by the Executive prior to the Date of Termination but which remain unpaid on the Date of Termination;

(iv)any accrued and unpaid vacation and sick days; and

(v)other benefits, if any, to which the Executive is entitled under other applicable plans, programs, agreements and arrangements of the Company or its affiliates. Except as otherwise provided herein, the amounts payable to the Executive (or his estate) pursuant to clauses (i), (iii) and (iv) above shall be paid in a single cash lump sum within thirty (30) days after the Date of Termination.

Any amounts to be paid or provided pursuant to clause (ii) above shall be provided as set forth in Paragraph 3(b)(ii) or (iii), as applicable. Any benefits to be paid or provided to the Executive (or his estate) pursuant to clause (v) above shall be paid or provided in the manner and at the time or times provided under the terms of applicable plan, program, agreement or arrangement.

(b)Severance Pay, Etc. Notwithstanding any severance plan or policy (“Severance Policy”) generally in effect during the Employment Period for employees of the Company or its subsidiaries, if, during the Employment Period, the Company terminates the Executive’s employment without Cause, or the Executive terminates his employment for Good Reason, or the Executive’s employment terminates at the end of the Employment Period following a non-renewal by the Company under Paragraph 2, then, in addition to the Obligations to be paid or provided to the Executive as provided in Paragraph 5(a) above, but conditioned upon the Executive’s execution (and, if applicable, non-revocation) of a release in the form of the Release attached hereto as Exhibit A (the “Release”):

(i)the Company shall pay to the Executive severance compensation in an amount equal to the Annual Base Salary and Annual Bonus amounts that the Executive would have earned under Paragraphs 3(b)(i) and 3(b)(ii), above, (A) if the Executive had remained employed for twelve (12) months following the Date of Termination (such period or assumed continuing employment is hereinafter referred to as the “Severance Period”), but in no event shall payments for such Severance Period commence prior to the effective date of the Release (and any payments that would have been made but for the fact that the Release had not yet been effective shall be made upon such Release’s becoming final and binding, without interest) and (B) if, for each calendar year or portion thereof within the Severance Period, the Executive had earned, based on the assumed attainment of all applicable performance goals for such year, an Annual Bonus in an amount equal to the Target Bonus in effect for his or her immediately prior to his or her Date of Termination, pro-rated for any period less than a full calendar year. The Annual Base Salary payments to be made pursuant to the preceding sentence shall be paid in equal monthly installments, and each Annual Bonus amount payable pursuant to the preceding sentence shall be paid at the same time following the close of the calendar year to which it relates as it would have been paid pursuant to Paragraph 3(b)(ii) if the Executive had remained employed at the close of such year.

(ii)for the period commencing on the Date of Termination and concluding twelve (12) months after the Date of Termination, the Company shall continue to provide health insurance coverage to the Executive and the Executive’s spouse and eligible dependents on the same basis such benefits were provided immediately prior to the Date of Termination (provided that such subsidized continuation coverage is subject to the filing of health care continuation coverage elections by the Executive, the Executive’s spouse and eligible dependents under the Consolidated Omnibus Budget Reconciliation Act of 1986, as amended (“COBRA”);

(iii)the Company shall cause all unvested equity-based awards, cash awards, LTI Awards and other long term incentive awards (collectively, the “Long Term Incentive Awards”) granted to the Executive (whether or not granted pursuant to this Agreement) to become immediately vested in full as of the Date of Termination, to the extent that such awards would have become vested during the Severance Period if the Executive had remained in employment with the Company until the end of such period. In the case of any Long Term Incentive Awards subject to attainment of any performance targets, all targets applicable to such award are deemed to be fully attained during the applicable performance period. In the case of any Long Term Incentive Awards that are payable in cash and become vested pursuant to the preceding sentence, this amount shall be paid to the Executive in a single cash lump sum within thirty (30) days following the Date of Termination, or, if later, upon the effective date of the Release. Any stock options that become so vested shall remain exercisable for the lesser of (a) the remainder of their respective original terms, or (b), until the end of the Severance Period;

(iv)the Company shall pay to the Executive an additional severance payment in a single lump sum in cash within ten (10) days of the Date of Termination, or, if later, upon the effective date of the

Release, in an amount equal to the Target Percentage multiplied by the Annual Base Salary, pro-rated for any period less than a full calendar year; and

(v)if the Executive is not exempted or cannot by reason of this Agreement be exempted from the Severance Policy, the amount of the severance pay described in clause (i) above shall be offset by the present value of any amount to be paid to the Executive pursuant to the Severance Policy.

All payments to which the Executive is entitled under this Paragraph 5(b) and which are conditioned upon and subject to the Release will commence as set forth herein, but in no event shall such Release become effective, if at all, more than sixty (60) days after the Date of Termination and, provided further, that if such sixty (60) day period spans two calendar years, the payments will commence in the second calendar year.

(vi)Notwithstanding the foregoing provisions of this Paragraph 5(b), if the Executive is found to have breached the Executive’s obligations under any restrictive covenant agreements entered into with the Company or the covenants referenced in Paragraph 9 of this Agreement, (i) the Executive shall no longer be entitled to, and the Company shall no longer be obligated to pay, any remaining unpaid portion of the amounts otherwise payable under this Paragraph 5(b) as of the date of such breach, and (ii) the Executive shall repay any portion of such amounts previously paid or provided to the Executive; provided, however, that Executive shall be entitled to retain the first $1,000 of any such amounts, which will be considered full and adequate consideration for the Executive’s general release. (For purposes of determining repayment of benefits, if any, the Executive shall repay the Company its costs incurred to provide such benefits.) Any disputes with respect to the application of this Paragraph 5(b)(vi) will be subject to Paragraph 7 hereof; provided that during the pendency of any such dispute, the Company will be entitled to withhold any payments pursuant to this Paragraph 5(b) so long as the Company believes, in good faith, that it is reasonably likely to prevail in such dispute.

(c)Death. If the Executive’s employment is terminated by reason of the Executive’s death, the Company shall pay or provide the Executive’s estate or beneficiaries with the Obligations and shall provide the health care continuation coverage to the Executive’s spouse and eligible dependents, if any, in accordance with the provisions of Paragraph 5(b)(ii) above, for the greater of the length of time defined in the applicable benefit plan or policy in effect at the time of the Executive’s death or a twelve (12) month period commencing as of the Date of Termination. In addition, all of the Executive’s outstanding Long Term Incentive Awards shall be treated as described in Paragraph 5(b)(iii) above in respect of a twelve (12) month period following the Date of Termination for purposes of this subparagraph (vi). The Obligations shall be paid to the Executive’s estate or beneficiary, as applicable, in the manner and at the time or times provided in Paragraph 5(a) above.

(d)Disability. If the Executive’s employment is terminated by reason of the Executive’s Disability, the Company shall pay or provide the Obligations to the Executive and shall provide the health care continuation coverage to the Executive and the Executive’s spouse and eligible dependents, if any, in accordance with the provisions of Paragraph 5(b)(ii) above, for the greater of the length of time defined in the applicable benefit plan or policy in effect at the time the Executive becomes disabled or a twelve (12) month period commencing as of the Date of Termination. In addition, all of the Executive’s outstanding Long Term Incentive Awards shall be treated as described in Paragraph 5(b)(iii) above in respect of a twelve (12) month period following the Date of Termination for purposes of this subparagraph (d). The Obligations shall be paid to the Executive in the manner and at the time or times provided in Paragraph 5(a) above.

(e)Cause; Other than for Good Reason. If the Company terminates the Executive’s employment for Cause, or the Executive terminates his employment without Good Reason, in either case, during the Employment Period, the Company shall pay or provide the Obligations to the Executive as set forth in Paragraph 5(a). In no event shall a termination without Good Reason by the Executive, as described in Paragraph 4(d), constitute a breach of this Agreement by the Executive.

(f)Change in Control.

(i)If the Executive’s employment is terminated (1) by the Company without Cause, (2) by the Executive for Good Reason, or (3) at the end of the Employment Period following non-renewal under

Paragraph 2 (each, a “Non-Cause Termination”), in each case within twenty-four (24) months after a Change in Control, the Company shall pay or provide the Executive with the payments and benefits set forth in Paragraphs 5(b)(i)-(iii) at the time and in the manner provided therein, except that the period to pay or provide payments and benefits (other than medical coverage benefits) shall be extended to twenty-four (24) months. Medical coverage benefits under such circumstances will only be extended to eighteen (18) months.

(ii)If the Executive’s employment is terminated as a Non-Cause Termination, within six (6) months before a Change in Control, the Executive shall be entitled to receive the same payments and benefits as he would have received in accordance with Paragraph 5(f)(i) above had the Executive’s employment with the Company terminated immediately following the occurrence of the Change in Control.

(iii)To the extent that any cash amounts which the Executive is entitled to receive pursuant to Paragraphs 5(f)(i)and(ii) exceed the amounts, if any, that were paid to the Executive under Paragraph 5(b) upon the Executive’s termination of employment prior to the Change in Control, the excess amounts shall be paid to the Executive in a single cash lump sum (x) within 10 days after the date of the Change in Control or (y), the time specified in Paragraph 5(b) for such payment to be made, whichever date is later. Notwithstanding the foregoing, any payments or benefits accruing to the Executive solely as a result of a Change in Control or similarly defined event under any Company plan or arrangement shall accrue and be provided to the Executive in accordance with such plan or arrangement and only to the extent that such payment or benefit is more favorable to the Executive than the same or similar provision provided for herein.

(g)Code Section 4999.

(i)If any Payments (as defined in Paragraph 5(h)(ii) to be made to or for the benefit of the Executive under this Agreement or under any plan or arrangement maintained by the Company or its affiliated companies are subject to the excise tax (the “Excise Tax”) under section 4999 of the Internal Revenue Code of 1986, as amended (the “Code”), then such Payments shall be reduced by the smallest amount necessary in order for no portion of the Executive’s total Payments to be subject to the Excise Tax.

(ii)No reduction in any of the Executive’s Payments shall be made pursuant to Paragraph 5(g)(i) above if the After Tax Amount of the Payments payable to Executive without such reduction would exceed the After Tax Amount of the reduced Payments payable to Executive in accordance with Paragraph 5(g)(i) above. For purposes of the foregoing, (i) the “After Tax Amount” of the Executive’s Payments, as computed with, and as computed without, the reduction provided for under Paragraph 5(g)(i), shall mean the amount of the Payments, as so computed, that the Executive would retain after payment of all taxes (including without limitation any federal, state or local income taxes, the Excise Tax or any other excise taxes, any employment, social security or medicare taxes, and any other taxes) imposed with respect to such Payments in the year or years in which payable; and (ii) the amount of such taxes shall be computed at the rates in effect under the applicable tax laws in the year in which the 280G Change in Control occurs, or if then ascertainable, the rates in effect in any later year in which any Payment is expected to be paid following the 280G Change in Control (and if not so ascertainable, using then current rates), and in the case of any income taxes, by using the maximum combined federal, state and (if applicable) local income tax rates then in effect under such laws.

(iii)Any reduction in the Executive’s Payments required to be made pursuant to Paragraph 5(g)(i) above (the “Required Reduction”) shall be made as follows: first, any outstanding performance-based cash or equity incentive awards the performance periods for which had not ended, and the performance goals for which had not been attained, prior to the occurrence of the Change in Control, to the extent such awards are treated as Payments, shall be reduced, by cancellation of the acceleration of the vesting and time of payment of such awards; second, any severance payments or benefits, or any other Payments the full amounts of which are treated as contingent on the Change in Control pursuant to paragraph (a) of Treas. Reg. §1.280G-l, Q/A 24 shall be reduced; and third, any cash or equity awards, or nonqualified deferred compensation amounts, that vest solely based on the Executive’s continued service with the Company, and that pursuant to paragraph (c) of Treas. Reg. § 1.280G-l, Q/A 24 are treated as contingent on the Change in Control because they become vested as a result of the Change in Control, shall be reduced, by canceling the acceleration of their vesting. In each case, the amounts described in clauses first, second and third of the preceding sentence, (x) shall be reduced only to the extent of the portion

thereof, if any, that is treated as contingent on the Change in Control under the regulations issued under Code section 280G, (y) shall be reduced in the inverse order of their originally scheduled dates of payments or vesting, as applicable, and (z) shall be so reduced only to the extent necessary to achieve the Required Reduction. Notwithstanding anything to the contrary, any such reduction shall be made in accordance with Section 409A of the Code (as defined below).

(iv)A determination as to whether any reduction in the Executive’s Payments is required pursuant to this Paragraph 5(g), and if so, as to which Payments are to be reduced and the amount of the reduction to be made to any such Payments, shall be made by no later than thirty (30) days prior to the closing of the transaction or the occurrence of the event that constitutes the Change in Control, or as soon thereafter as administratively practicable. Such determinations, and the assumptions to be utilized in arriving at such determinations, shall be made by the Company in consultation with the Auditor (as hereinafter defined) (at the expense of the Company). The Auditor shall be a nationally recognized public accounting firm, law firm or consulting firm.

(h)For purposes of this Agreement:

(i)A “Change in Control” means the date on which the earliest of the following events occurs:

(A)any Person, as defined in this Paragraph 5(h), becomes the beneficial owner (within the meaning of Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) of 50% or more of (x) the then outstanding shares of common stock of the Company or (y) the combined voting power of the then outstanding securities of the Company entitled to vote generally in the election of directors (the “Company Voting Stock”);

(B)any Person becomes the beneficial owner of 50% or more of (x) the then outstanding shares of common stock of Innophos (as defined in this Paragraph 5(h)) or (y) the combined voting power of the then outstanding securities of Innophos entitled to vote generally in the election of directors;

(C)the closing of a sale or other disposition (whether by merger, consolidation, reorganization or otherwise) of all or substantially all of the assets of the Company, or the Company adopts a plan of liquidation providing for the distribution of all or substantially all of its assets ;

(D)the Company combines with another entity (by merger or otherwise) but, immediately after the combination, the stockholders of the Company immediately prior to the combination hold, directly or indirectly, 50% or less of the Company Voting Stock, other ownership interests of the combined entity, and any parent entity owning 100% of the Company Voting Stock or other ownership interests of such combined entity (there being excluded from the number of shares or other ownership interests held by such stockholders, but not from the voting stock of the combined entity, any shares or other ownership interests received by affiliates of such other entity in exchange for stock or other ownership interests of such other entity); or

(E)the majority of the Board consists of individuals other than Incumbent Directors, which term means the members of the Board on the date of the employment agreement; provided that any person becoming a director subsequent to such date whose election or nomination for election was supported by two-thirds of the directors who then comprised the Incumbent Directors shall be considered to be an Incumbent Director;

(ii)Notwithstanding anything herein to the contrary, for purposes of this Agreement, a Change in Control shall not include any transaction, whether by bona fide public offering or private placement to institutional investors of any class or series of capital stock of the Company, determined by the Board to be effected for the purpose of equity financing, including the conversion of any debt securities of the Company into equity securities of the Company. The definition of a Change in Control under this Agreement is not intended to modify or otherwise affect the definition of such term or any similar term under any other plan or arrangement of the Company. For purposes of this Paragraph 5(h), a “Person” means any individual, entity or group within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended, other than employee

benefit plans sponsored or maintained by the Company and corporations controlled by the Company, and “Innophos” means Innophos, Inc., a Delaware corporation.

(iii)“Payment” shall mean any payment or benefit in the nature of compensation that is to be paid or provided to the Executive or for his benefit in connection with a Change in Control (whether under this Agreement or otherwise, including by the entity, or by any affiliate of the entity, whose acquisition of the stock or assets of the Company or any of their affiliates constitutes the Change in Control), if the Executive is a “disqualified individual” (as defined in section 280G(c) of the Code) at the time of the Change in Control, to the extent that such payment or benefit is “contingent” on the Change in Control within the meaning of section 280G(b)(2)(A)(i) of the Code and the regulations issued thereunder.

6.Non-exclusivity of Rights. Except as otherwise specifically provided in this Agreement, nothing in this Agreement shall prevent or limit the Executive’s continuing or future participation in any plan, program, policy or practice provided by the Company or any of its affiliated companies for which the Executive may qualify, nor shall anything herein limit or otherwise negatively affect such rights as the Executive may have under any contract or agreement with the Company or any of its affiliated companies. Amounts that are vested benefits, consisting of any compensation previously deferred by the Executive, or that the Executive is otherwise entitled to receive under any plan, policy, practice or program of or any other contract or agreement with the Company or any of its affiliated companies at or subsequent to the Date of Termination shall be payable in accordance with such plan, policy, practice or program or other contract or agreement, except as explicitly modified by this Agreement.

7.Arbitration; No Set Off. Any controversy, dispute or claim arising out of or relating to this Agreement, the Executive’s employment with the Company, or the termination thereof (collectively, “Covered Claims”) shall be resolved by binding arbitration, to be held in Newark, New Jersey, before a panel of three arbitrators with expertise in employment and labor matters, in accordance with the Employment Arbitration Rules and Mediation Procedures of the American Arbitration Association (“AAA Employment Rules”). Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The Company shall promptly advance to the Executive (and his beneficiaries) any and all costs and expenses (including without limitation attorneys’ fees) incurred by the Executive (or any of his beneficiaries) in resolving any such Covered Claim; provided, however, that to the extent that the Executive’s claims/defenses do not prevail in such arbitration, then the panel, in its discretion, may determine that some or all of the amounts advanced by the Company shall be repaid by the Executive (or his beneficiaries) to the Company. Pending the resolution of any Covered Claim, the Executive (and his beneficiaries) shall continue to receive all payments and benefits due from the Company and its affiliated companies under this Agreement or otherwise. Except as provided below, the Company’s obligation to make or cause to be made the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any set-off, counterclaim, recoupment, defense or other claim, right or action which the Company or any of its affiliated companies may have against the Executive or others.

8.Nature of Obligation. The Company shall not be required to establish a special or separate fund or other segregation of assets to assure payments under this Agreement, and, if the Company shall make any investments to aid it in meeting its obligations hereunder, the Employee shall have no right, title or interest in or to any such investments except as may otherwise be expressly provided in a separate written instrument relating to such investments and nothing contained in this Agreement, and no action taken pursuant to its provisions, shall create or be construed to create a trust of any kind or a fiduciary relationship between the Company and the Employee or any other person. To the extent that any person acquires a right to receive payments under this Agreement such right shall be no greater than the right of an unsecured creditor.

9.Restrictive Covenants.

(a)The Executive acknowledges that his employment as an executive officer of the Company creates a relationship of confidence and trust between the Executive and the Company with respect to confidential and proprietary information applicable to the business of the Company and its clients. The Executive further acknowledges the competitive nature of the business of the Company. Accordingly, it is agreed that the restrictions

contained in this Paragraph 9 are reasonable and necessary for the protection of the interests of the Company and that any violation of these restrictions could cause substantial and irreparable injury to the Company.

(b)The Executive and the Company agree that provisions of Exhibit B attached to this Agreement shall be made a part hereof as if set forth at length in the body of this Agreement.

10.Successors.

(a)This Agreement is personal to the Executive and without the prior written consent of the Company shall not be assignable by the Executive otherwise than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by the Executive and the Executive’s legal representatives.

(b)No rights or obligations of the Company under this Agreement may be assigned or transferred by the Company without the Executive’s prior written consent, except that such rights or obligations may be assigned or transferred pursuant to a merger or consolidation in which the Company is not the continuing entity, or a sale, liquidation or other disposition of all or substantially all of the assets of the Company, provided that the terms and conditions of Paragraph 10(c) below are satisfied. This Agreement shall inure to the benefit of and be binding upon the Company and its successors and permitted assigns.

(c)The Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company to assume expressly, and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place, all within ten (10) days after the occurrence of the applicable event. As used in this Agreement, “Company” shall mean the Company as hereinbefore defined and any successor to its business and/or assets as aforesaid which assumes and agrees to perform this Agreement by operation of law, or otherwise.

11.Indemnification and Directors’ and Officers’ Insurance.

(a)Scope of Indemnification. The Company shall, and shall cause Innophos to, indemnify and defend the Executive to the fullest extent permitted under Delaware law (including without limitation the Delaware General Corporation Law and the Company’s (and Innophos’s) Certificate of Incorporation and By Laws) from and against any expenses (including but not limited to attorneys’ fees, expenses of investigation and preparation and fees and disbursements of the Executive’s accountants or other experts), judgments, fines, penalties and amounts paid in settlement (collectively, the “Indemnified Liabilities”) actually and reasonably incurred by the Executive in connection with any proceeding in which the Executive was or is made party or was or is involved (for example, as a witness) by reason of the fact the Executive was or is employed by the Company or was or is an officer or director of the Company, and/or Innophos, except that such obligation shall not extend to any proceeding to the extent initiated or instituted by the Executive.

(b)Insurance. The Company agrees to continue and maintain directors’ and officers’ liability insurance policies covering the Executive at least to the extent provided on the date hereof. Such insurance coverage shall continue as to the Executive even if the Executive has ceased to be a director, officer, member, employee or agent of the Company with respect to acts or omissions which occurred prior to his cessation of employment with, or service as a director or officer of, the Company. Insurance contemplated under this Paragraph 11(b) shall inure to the benefit of the Executive’s heirs, executors and administrators.

12.Section 409A Compliance. The parties intend that any severance or other compensation payable to the Executive under this Agreement be paid or provided in compliance with Section 409A of the Code and all regulations, guidance, and other interpretative authority issued thereunder (“Section 409A”) such that there will be no adverse tax consequences, interest, or penalties for the Executive under Section 409A as a result of the payments and benefits so paid or provided to him. The parties agree to modify this Agreement, or the timing (but not the amount) of the payment of the severance or other compensation, or both, to the extent necessary to comply with Section 409A. In addition, notwithstanding anything to the contrary contained in any other provision of this

Agreement, the payments and benefits to be provided to the Executive under this Agreement shall be subject to the provisions set forth below.

(a)The date of the Executive’s “separation from service”, as defined in the regulations issued under Section 409A, shall be treated as the Executive’s Date of Termination for purpose of determining the time of payment of any amount (other than Obligations) that becomes payable to the Executive pursuant to Paragraph 5 hereof upon the termination of his employment.

(b)In the case of any amounts that are payable to the Executive under this Agreement, or under any other “nonqualified deferred compensation plan” (within the meaning of Section 409A) maintained by the Company or any of its affiliated companies, in the form in the form of “a series of installment payments”, as defined in Treas. Reg. §1.409A-2(b)(2)(iii), (A) the Executive’s right to receive such payments shall be treated as a right to receive a series of separate payments under Treas. Reg. §1.409A-2(b)(2)(iii), and (B) to the extent any such plan does not already so provide, it is hereby amended to so provide, with respect to amounts payable to the Executive thereunder.

(c)If the Executive is a “specified employee” within the meaning of the Section 409A at the time of the Executive’s “separation from service” within the meaning of Section 409A, then any payment otherwise required to be made to the Executive under this Agreement on account of the Executive’s separation from service, to the extent such payment (after taking in to account all exclusions applicable to such payment under Section 409A) is properly treated as deferred compensation subject to Section 409A, shall not be made until the first business day after (i) the expiration of six months from the date of the Executive’s separation from service, or (ii) if earlier, the date of the Executive’s death (the “Delayed Payment Date”). On the Delayed Payment Date, there shall be paid to the Executive or, if the Executive has died, to the Executive’s estate, in a single cash lump sum, an amount equal to aggregate amount of the payments delayed pursuant to the preceding sentence, without interest.

(d)All expenses eligible for reimbursement hereunder shall be paid to the Executive promptly, but in any event by no later than December 31 of the calendar year following the calendar year in which such expenses were incurred. The expenses incurred by the Executive in any calendar year that are eligible for reimbursement under this Agreement shall not affect the expenses incurred by the Executive in any other calendar year that are eligible for reimbursement hereunder. The Executive’s right to receive any reimbursement hereunder shall not be subject to liquidation or exchange for any other benefit.

(e)If, as of the date on which, or by which, any payment required to be made to the Executive (or his estate) under this Agreement, calculation of the amount of such payment is not administratively practicable due to events beyond the control of the Executive (or his estate) then such payment shall be made to the Executive (or his estate) within ten (10) business days after, but in any event by no later than December 31 next following, the date on which calculation of the amount of such payment first becomes administratively practicable.

13.Miscellaneous.

(a)This Agreement may not be amended or modified otherwise than by a written agreement executed by the parties hereto or their respective successors and legal representatives. The parties may exchange and agree on details concerning the provisions of this Agreement, and the conditions to which the rights and privileges under this Agreement are subject. No provision of this Agreement may be waived except by a written waiver explicitly identifying the provision and signed by the party making the waiver.

(b)All notices and other communications hereunder shall be in writing and shall be given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, addressed as follows:

If to the Executive:	Joshua Horenstein At the most recent address on file at the Company.
If to the Company:	Innophos Holdings, Inc. 259 Prospect Plains Road Cranbury, NJ 08512 Attn: Senior Vice President - Human Resources and Innophos Holdings, Inc. 259 Prospect Plains Road Cranbury, NJ 08512 Attn: Chair, Compensation Committee

or to such other address as either party shall have furnished to the other in writing in accordance herewith. Any notice, request or other communication given in connection with this Agreement shall be in writing and shall be deemed to have been given (i) when personally delivered to the recipient (provided a written acknowledgment of receipt is obtained), (ii) three (3) business days after mailing by certified or registered mail, postage prepaid, return receipt requested or (iii) two business days after being sent by a nationally recognized overnight courier (provided that a written acknowledgment of receipt is obtained by the overnight courier), to the party concerned at the address indicated above (or such other address as the recipient shall have specified by ten (10) days’ advance notice given in accordance with this Paragraph 13(b)).

(c)The captions of this Agreement are not part of the provisions hereof and shall have no force or effect. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement.

(d)The Company shall withhold from any amounts payable under this Agreement such Federal, state, local or foreign taxes as shall be required to be withheld pursuant to any applicable law or regulation.

(e)The Executive’s or the Company’s failure to insist upon strict compliance with any provision of this Agreement or the failure to assert any right the Executive or the Company may have hereunder shall not be deemed to be a waiver of such provision or right or any other provision or right of this Agreement.

(f)Definitions set forth in this Agreement and any terms of this Agreement which conflict with the provisions of any other policy, plan, contract, or other arrangement which applies to the Executive shall supersede and replace the conflicting provisions of such other policy, plan, contract or arrangement to the extent necessary to resolve the conflict.

(g)The interpretation and construction of this Agreement (including the Exhibits hereto) shall be governed by the internal laws of the State of New Jersey as a contract to be performed in such state and without regard to the conflict of law provisions thereof.

(h)Notwithstanding Paragraph 7 above, the Company may seek equitable relief in the event of a breach by the Executive of the covenants set forth in Exhibit B hereto. In that regard, the parties hereby consent to exclusive jurisdiction and agree that such proceeding will be conducted in the federal or state courts of the State of New Jersey sitting in and for the County of Middlesex or otherwise in such state and county wherein the headquarters of the Company is located at the time; provided such other location shall be in the United States of America. To effect the foregoing, the Executive hereby subjects herself to the in personam jurisdiction of such courts and waives all objections as to improper venue for such forum posited as provided in the preceding sentence.

(i)Except as otherwise expressly set forth in this Agreement, upon the expiration of the Employment Period, the respective rights and obligations of the parties shall survive such expiration to the extent necessary to carry out the intentions of the parties as embodied in the rights and obligations of the parties under this Agreement. This Agreement shall continue in effect until there are no further rights or obligations of the parties

outstanding hereunder and shall not be terminated by either party without the express prior written consent of both parties.

(j)The Company represents and warrants to the Executive that (i) the execution, delivery and performance of this Agreement by the Company has been fully and validly authorized by all necessary corporate action, (ii) the officer signing this Agreement on behalf of the Company is duly authorized to do so, (iii) the execution, delivery and performance of this Agreement does not violate any applicable law, regulation, order, judgment or decree or any agreement, plan or corporate governance document to which the Company is a party or by which it is bound and (iv) upon execution and delivery of this Agreement by the Executive and the Company, it shall be a valid and binding obligation of the Company enforceable against it in accordance with its terms, except to the extent that enforceability may be limited by applicable bankruptcy, insolvency or similar laws affecting the enforcement of creditors’ rights generally.

JOSHUA HORENSTEIN	INNOPHOS HOLDINGS, INC.
Signed:/s/ Joshua Horenstein	By:/s/ Jean Marie Mainente
Date:10/7/16	Title:SVP, Human Resources
	Date:10/7/16

For good and valuable consideration, the undersigned hereby agrees to be bound by Paragraph 11(a) hereof.

INNOPHOS, INC.

By:/s/ Jean Marie Mainente

Title:SVP, Human Resources

Date:10/7/16

A-4

EXHIBIT A

FORM OF RELEASE

1.Release of Claims.

The Executive recognizes that the payments and other benefits to be received by his include amounts and benefits above and beyond any amounts otherwise due his for services rendered or to be rendered or under the Company’s general policies or programs. Except as set forth in Section 3 herein, in consideration of, and as a condition to these payments, the Executive hereby, to the extent allowed by law, releases and forever discharges the Company and all of its affiliates, present or former officers, directors, shareholders, Executives, agents, successors or assigns (the “Releasees”) from any claim concerning past, present or future employment and benefits thereunder, and of and from all claims or causes of action or other demands whatsoever, which the Executive ever had, now has, or hereafter can, shall or may have against the Releasees, arising out of or related to his employment relationship with the Company or the termination of that relationship (the “Claims”).

This release or giving up of the Claims is binding on the Executive, his heirs, assigns, and/or representatives.

Listed below are the statutes and legal theories from which the Executive has released and discharged the Releasees and under which the Executive will not bring any Claim. In the event that the law prohibits a release or waiver of Claims under any such statute or theory, the Executive hereby waives the right to seek or accept damages in a proceeding under the statute or theory and/or hereby acknowledges that the Executive has no valid Claim under such statute or theory. The Claims released are any alleged violation by the Company of:

• The National Labor Relations Act, as amended;

• Title VII of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000e et seq.;

• Sections 1981 through 1988 of Title 42 of the United States Code, as amended;

• The Employment Retirement Income Security Act of 1974, as amended, 29 U.S.C. § 1001 et seq.;

• The Immigration Reform Control Act, as amended;

• The Americans with Disabilities Act;

• The Age Discrimination in Employment Act, as amended, and including the Older Workers Benefit Protection Act, 29 U.S.C. § 621 et seq.;

• The Fair Labor Standards Act, as amended;

• The Occupational Safety and Health Act, as amended;

• The Family and Medical Leave Act;

• The Consolidated Omnibus Budget Reconciliation Act, as amended;

• Any federal, state or local laws against discrimination or protecting whistleblowers, or any other federal, state or local law or common law relating to employment, wages, hours, or any other terms and conditions of employment.

The Claims released also are:

• Any public policy, contract, tort, or other common law claim or cause of action, including but not limited to breach of implied or express contract, intentional or negligent infliction of emotional distress, negligent misrepresentation, defamation, wrongful discharge;

• Any claim or cause of action for commission, back wages or other compensation, including, but not limited to, commissions, back wages or compensation, related to or arising out of any payments or sums the Company has received or may receive in the future from any source at any time;

• Any claim or allegation for costs, fees, or other expenses, including attorneys’ fees, incurred in any matter or proceeding.

2.Unknown Claims Released.

The Executive understands that the Executive is releasing claims that the Executive may not know about. This is the Executive’s knowing and voluntary intent, even though the Executive recognizes that someday the Executive might learn that some or all of the facts they currently believe to be true are untrue and even though the Executive might then regret having signed this Release. Nevertheless, the Executive assumes that risk and agrees that this Release shall remain effective in all respects in any such case. The Executive expressly waives all rights they might have under any law that is intended to protect the Executive from waiving unknown claims, and the Executive understands the significance of doing so.

3.Claims Not Released.

Anything to the contrary notwithstanding contained herein, nothing herein shall release Company or any Releasee from any claims or damages based on (i) any right or claim that arises after the date of this Release, (ii) any Claim or Claims relating to any rights, benefits or entitlements (including equity awards) which are accrued or vested or

otherwise payable (whether immediately or over time) as of the Date of Termination under the Employment Agreement between Executive and the Company and any employee benefit plans, programs, equity award plans, awards and/or programs in which Executive participated, or (iii) the Executive’s eligibility for indemnification and advancement of expenses in accordance with any agreement with the Company, applicable laws or the certificate of incorporation and by-laws of Company, or any applicable insurance policy.

4.No Participation in Claims.

The Executive understands that if this Agreement were not signed, the Executive could have the right to voluntarily assist other individuals or entities in bringing claims against the Releasees. The Executive hereby waives that right and agrees not to provide any such assistance, other than assistance in an investigation or proceeding conducted by an agency of the United States, state or local government. To the extent that the law prohibits the Executive from waiving his right to bring and/or participate in the investigation of a claim, the Executive nevertheless waives his right to seek or accept any damages or relief in any proceeding.

5.Nonadmission of Liability.

The Executive recognizes and agrees that this Release is not intended to imply any wrongdoing on the Releasees’ parts with respect to his employment or its termination, or any other reason, and shall not constitute evidence of the same.

6.Voluntary Agreement.

The Executive’s decision to enter into this Release is based solely on the mutual considerations described above and is wholly his free act and deed. Before signing this Release, the Executive has had the opportunity for up to twenty-one (21) days to carefully consider the terms and ramifications of this Release and the opportunity to consult with his advisors, legal or otherwise, which the Company has encouraged the Executive to do.

7.Governing Law and Interpretation.

This Release shall be governed and conformed in accordance with the laws of the State of New Jersey, without regard to its conflict of laws provisions.

8.Separate Enforceability of Terms.

If any terms of this Release are declared invalid by any court of competent jurisdiction, the Release shall be deemed amended by excluding the invalid term or terms, and all remaining terms shall continue in full force and effect. The Executive and the Company agrees to execute such amendments as may be necessary to accomplish the intent of this paragraph, which is to maintain in force all terms of this Release to the full extent permitted by law.

9.Limitations on Changing Release.

This Release may not be modified, altered or changed except upon express written consent of both parties wherein specific reference is made to this Release.

10.Revocation; Effectiveness.

The Executive may revoke this Release for a period of seven (7) days following the day the Executive executes this Release. Any revocation within this period must be submitted, in writing, to the Company at the address listed below. The revocation must be delivered to Senior Vice President Human Resources, Innophos Inc., 259 Prospect Plains Road, Cranbury, NJ 08512. and postmarked within seven (7) days of execution of this Release. This Release shall not become effective or enforceable until the revocation period has expired. If the last day of the revocation period is a Saturday, Sunday, or legal holiday in Illinois, then the revocation period shall not expire until the next following day which is not a Saturday, Sunday, or legal holiday.

NOTWITHSTANDING THE EFFECTIVENESS OF THIS RELEASE, THE EXECUTIVE ACKNOWLEDGES THAT CERTAIN CONSIDERATION FOR THIS RELEASE AND/OR CERTAIN COMPENSATION AND BENEFITS PAYABLE TO HIS MAY BE CONDITIONED ON HIS EXECUTING AND NOT REVOKING THE RELEASE WITHIN SIXTY DAYS AFTER HIS TERMINATION OF EMPLOYMENT.

THE EXECUTIVE HAS HAD TWENTY ONE (21) DAYS TO CONSIDER THIS RELEASE AND CONFIRMS THAT THE COMPANY ADVISED HIS TO CONSULT WITH HIS ATTORNEY BEFORE EXECUTING THE RELEASE.

THE EXECUTIVE AGREES THAT ANY MODIFICATIONS, MATERIAL OR OTHERWISE, MADE TO THIS RELEASE DO NOT RESTART OR AFFECT IN ANY MANNER THE ORIGINAL TWENTY ONE (21) DAY CONSIDERATION PERIOD.

HAVING ELECTED TO EXECUTE THIS RELEASE, TO FULFILL THE PROMISES SET FORTH HEREIN, THE EXECUTIVE FREELY AND KNOWINGLY, AND AFTER DUE CONSIDERATION ENTERS INTO THIS AGREEMENT AND GENERAL RELEASE INTENDING TO WAIVE, SETTLE AND RELEASE ALL CLAIMS THE EXECUTIVE HAS OR MIGHT HAVE AGAINST THE RELEASEES.

IN WITNESS WHEREOF, the parties knowingly and voluntarily executed this Release as of the date set forth below:

Innophos Holdings, Inc.

By:

Name:

Title:

Date:

Joshua Horenstein

Current personal mailing address:

Date:

EXHIBIT B

NONCOMPETITION AND NONSOLICITATION AGREEMENT

11.General.

The terms of this Noncompetition and Nonsolicitation Agreement are made part of the Employment Agreement to which it is an exhibit, and, except as expressly provided in this Noncompetition and Nonsolicitation Agreement, shall be of unlimited duration. For purposes of this Exhibit, the “Noncompete Period” means that period commencing on the Effective Date and ending at the conclusion of the Severance Period following the Date of Termination, except that if the Company does not have an obligation to pay the Executive for the Severance Period, the Noncompete Period will be twelve (12) months. The “Nonsolicitation Period” shall be measured in the same manner and shall end at the conclusion of the Severance Period following the Date of Termination, except that if the Company does not have an obligation to pay the Executive for the Severance Period, the Nonsolicitation Period will be twelve (12) months . Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Employment Agreement to which this Exhibit is attached.

12.Confidential Information.

a.The Executive acknowledges that the information, observations and data, including trade secrets, obtained by the Executive while employed or retained by the Company and its controlled affiliates concerning their business and affairs (collectively, “Confidential Information”) are the property of those entities. Therefore, the Executive agrees that, except as required by law, court order, an arbitrator, a mediator or by other

legal process, including, but not limited to, depositions, interrogatories, court testimony, arbitration, and the like, and except in connection with any litigation, arbitration or mediation involving the Employment Agreement (including the Exhibits thereto), including the enforcement of the Employment Agreement (including the Exhibits thereto), the Executive shall not at any time disclose to any unauthorized person or use for his own purposes any Confidential Information without the prior written consent of the Company’s Board of Directors (which may delegate to an authorized officer authority to give such consent), unless and to the extent that: (i) the Confidential Information becomes generally known to and available for use by the public or generally known in the industry other than as a result of the Executive’s acts or omissions, (ii) the Executive discloses or uses such information in the performance of his duties as an employee and an officer of the Company (including services to its controlled affiliates) in the ordinary course of business, or (iii) the Executive discloses such information to third parties with whom the Company or its affiliates have entered into a non-disclosure agreement and such disclosure is made in the ordinary course performance of the Executive’s duties and responsibilities to the Company and its affiliates. The Executive shall deliver to the Company promptly following the termination of his employment, or at any other time the Company may reasonably request, all memoranda, notes, plans, records, reports, computer tapes, printouts and software and other documents and data (and copies thereof) embodying the Confidential Information or Work Product (as defined below) which the Executive may then possess or control, provided that the Executive may retain (i) papers and other materials of a personal nature, including, but not limited to, photographs, correspondence, personal diaries, calendars and rolodexes, personal files and phone books, (ii) information showing his compensation or relating to reimbursement of expenses, (iii) information that the Executive reasonably believes may be needed for tax purposes and (iv) copies of plans, programs and agreements relating to his or her employment, or termination thereof, with the Company. Notwithstanding the foregoing or anything in this Agreement to the contrary, Confidential Information or Work Product shall not include: any information in the Executive’s possession or known to the Executive prior to employment with the Company, including but not limited to information that is located on the Executive’s rolodex (whether paper or electronic), any information that is generally known in the industry or in the public domain, or any information that becomes generally known in the industry or in the public domain through no wrongful act on the Executive’s part.

b.The Executive represents and warrants to the Company that, to the best of his knowledge, the Executive has nothing that contains any material information which belongs to any former employer that the Executive is not entitled to have or use for the benefit of the Company and its controlled affiliates. If at any time the Executive discovers that the foregoing statement is incorrect in any material respect, the Executive shall promptly return any such materials to the Executive’s former employer or obtain any necessary consents. The Executive understands that Company does not want any such materials, and that the Executive will not be permitted to use or refer to any such materials in the performance of the Executive’s duties.

13.Intellectual Property, Inventions and Patents.

The Executive acknowledges that all discoveries, concepts, ideas, inventions, innovations, improvements, developments, methods, designs, analyses, drawings, reports, patent applications, copyrightable work and mask work (whether or not including any confidential information) and all registrations or applications related thereto, all other proprietary information and all similar or related information (whether or not patentable) which (i) relate to the Company’s or any of its controlled affiliate’s actual or anticipated business, research and development or existing or future products or services and (ii) are conceived, developed or made by the Executive (whether individually or jointly with others) while employed by the Company or its affiliates or their predecessors in interest (collectively, “Work Product”), belong to the Company or such affiliate, as the case may be. The Executive shall disclose Work Product promptly to the Company or the applicable affiliate in the manner reasonably required under procedures established by those entities and, at the expense of the Company or applicable affiliate, as the case may be, perform all actions reasonably requested on behalf of any such entity (whether during or after any period of employment or engagement) to establish and confirm such ownership (including, without limitation, assignments, consents, powers of attorney and other instruments). The Employee acknowledges and agrees that the Company’s or applicable affiliate’s ownership of Work Product includes all future rights arising from the Work Product, which rights do not yet exist, as well as new uses, media, means and forms of exploitation throughout the universe exploiting current or future technology yet to be developed.

14.Non-competition and Non-solicitation.

a.Non-competition. The Executive acknowledges that, during the course of the Executive’s employment or similar engagement with the Company and its controlled affiliates (including their respective predecessors in interest), the Executive has or will become familiar with the trade secrets of, and other Confidential Information concerning, those entities and that the Executive’s services have been, and are reasonably expected to be, of special, unique and extraordinary value to the Company and its affiliates. As a result, the Executive agrees that, during the Noncompete Period, the Executive shall not directly or indirectly own any interest in, manage, control, participate in, be employed by, consult with, render services for, or in any manner engage in any Competing Business within any geographical area in which the Company or any of its controlled affiliates engage or have active plans at the Date of Termination to engage in such businesses. The Executive acknowledges and agrees that this restriction is without specific geographic limitation inasmuch as the Company and its affiliates conduct business on a nationwide and international basis, that its sales and marketing prospects are for continued expansion both nationally and internationally, that access to the Company’s Confidential Information would provide any national or international competitor with an unfair competitive advantage, and that, therefore, the restrictions set forth in this section are reasonable and properly required for the adequate protection of the legitimate interests of the Company. Nothing herein shall prohibit the Executive from owning beneficially not more than 2% of any class of outstanding equity securities or other comparable interests of any issuer that is publicly traded, so long as the Executive has no active participation in the business of such issuer. For purposes hereof, the term “Competing Business” means any business that is engaged in the production or sale of phosphates or other products that compete with the products produced, distributed or sold by the Company or its controlled affiliates (or are in the process of being actively developed by such entities) as of the Date of Termination. This restriction shall not prevent the Executive from working for a subsidiary, division, venture or other business or functional service unit (collectively a “Unit”) of a Competing Business so long as (i) such Unit is not itself a Competing Business, (ii) the Executive does not manage or participate in business activities or projects of any Unit that is a Competing Business, and (iii) the Executive otherwise strictly complies with the restrictive covenants contained in this Exhibit.

b.Non-solicitation. During the Nonsolicitation Period, the Executive shall not directly or indirectly through another person or entity: (i) induce or attempt to induce any executive or other key employee of the Company or any controlled affiliate to leave the employ of any of those entities, or in any way interfere with the relationship between the Company or any such affiliate and any such person; (ii) solicit any person who was an executive or other key employee of the Company or any controlled affiliate at any time within the one year period prior to an offer of employment to such person; or (iii) induce or attempt to induce any customer, supplier, licensee, licensor, franchisee or other business relation of the Company or any controlled affiliate to cease doing business with any Company-affiliated entity, or in any way interfere with the relationship between any such customer, supplier, licensee or business relation and Company affiliated entity. The following shall not be deemed a violation of this provision (a) providing customary business references for Company executives or other key employees at their request, (b) being involved in a general solicitation to the public of general advertising, or (c) if an entity with which the Executive is associated hires or engages any employee of the Company or any of its controlled affiliates, if the Executive was not, directly or indirectly, involved in hiring or identifying such person as a potential recruit or assisting in the recruitment of such employee. For purposes hereof, the Executive shall only be deemed to have been involved “indirectly” in soliciting, hiring or identifying an employee if the Executive (x) directs a third party to solicit or hire the Employee, (y) identifies an employee to a third party as a potential recruit or (z) aids, assists or participates with a third party in soliciting or hiring an employee.

15.Nature of Restrictive Covenants; Enforcement.

a.For purposes of enforcement, the restrictive covenants contained in this schedule are independent of any other provision of this Exhibit. As a result, the existence of any claim or right of set-off that the Executive may have or allege against the Company, whether based on this Exhibit or otherwise, shall not prevent the enforcement of the covenants or be deemed to mitigate any harm suffered by the Company. Notwithstanding the above, Executive shall be released from the Noncompete Period and the Nonsolicitation Period post-termination of employment if the Company fails to pay Executive all material amounts due under Paragraph 5(b) or 5(f) of the Employment Agreement, as and if applicable, following notice to the Company and reasonable opportunity to cure.

b.Because the Executive’s services are unique (resulting in the Company’s need for the restrictions in this schedule) and because the Executive has access to Confidential Information, Work Product and

other proprietary resources representing valuable assets of the Company, the parties agree that the Company and its affiliates might suffer irreparable harm from a breach or threatened breach by the Executive of the restrictions set forth in this Exhibit and that money damages would not be an adequate remedy for any such non-compliant conduct. In the event of a breach or threatened breach of the restrictive covenants in this Exhibit, the Company (including its affected affiliates and their respective successors or assigns) in addition to other rights and remedies existing in their favor, shall be entitled to seek specific performance and/or injunctive or other equitable relief from a court of competent jurisdiction in order to enforce, or prevent any violations of, the provisions in this Exhibit (without posting a bond or other security, any requirement of which is waived by the Executive). In the event of any breach by the Executive of the restrictions set forth in this Exhibit, the Noncompete Period shall be tolled until such breach has been cured. If, at the time of enforcement, a court holds that restrictions contained in this Exhibit are unreasonable under circumstances then existing, the parties agree that the maximum period, scope or geographical area reasonable under such circumstances (or as otherwise allowed by governing law) are to be substituted for the stated period, scope or area provided in this Exhibit, and the restrictions are to be deemed reformed to that extent and shall be enforceable as so reformed to the fullest extent permitted by law to provide protection to the Company.

The Executive acknowledges and agrees that (i) the restrictions contained in this Exhibit are reasonable and will not subject his to undue hardship, (ii) the Executive has had the opportunity to review these restrictions and the other provisions of this Agreement with legal counsel and such other advisors as the Executive deems appropriate, (iii) the Executive has carefully read and fully understands all of the provisions of this Exhibit, and (iv) the Executive is voluntarily entering into the Employment Agreement containing this Exhibit without any reliance upon any representations or statement made by the Company with regard to the subject matter, basis or effect of this Exhibit, other than those in writing, including those contained in the Employment Agreement and this Exhibit.

16.Non-Disparagement.

Executive shall not at any time make any statement, written or otherwise, that disparages or criticizes the Company or any related party. The Company (which, for this purpose, shall be limited to members of the Company’s Board of Directors, and its Named Executive Officers) shall not at any time make any statement, written or otherwise, that disparages or criticizes Executive.

EX-10.20

EXHIBIT 10.20

CHANGE IN CONTROL AGREEMENT

This CHANGE OF CONTROL AGREEMENT (the “Agreement”), dated July 15, 2016 (the “Effective Date”), by and between Innophos Holdings, Inc., a Delaware corporation (the “Company”), and Sherry Duff (the “Executive”).

Recital

Whereas, it is in the best interests of the Company and its subsidiaries to encourage Executive to continue the Executive’s career and services with the Company and its subsidiaries following a Change in Control (as defined herein).

Agreement

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, the Executive and the Company agree as follows

1.Term. This Agreement is effective as of the Effective Date and shall expire on the earlier of (a) six months following the termination of Executive’s employment with the Company or (b) the first anniversary of a Change in Control, subject to the survival of certain provisions as provided in Paragraph 9(i) . The Agreement supersedes any other oral or written agreement or understanding between the Company and the Executive as to the subject matter hereof.

2.Definitions.

(a)“Cause” means:

(i)other than by reason of a physical or mental incapacity, any continued and willful failure of the Executive at any time to attempt in good faith to perform the Executive’s duties with the Company, including a continued and willful failure by the Executive to attempt in good faith to meet reasonable, material performance expectations that are not measured by Company economic performance, which is not cured by the Executive within sixty (60) days after receiving notice from the Company identifying such deficiencies; or

(ii)the willful engaging by the Executive in illegal conduct or gross misconduct that is materially and demonstrably injurious to the Company; or

(iii)conviction of the Executive of a felony (other than a traffic-related felony) or a guilty or nolo contendere plea by the Executive with respect thereto; or

(iv)a material breach by the Executive of any material provision of this Agreement; or

(v)a willful violation by the Executive of a material legal requirement, or of any material written Company policy or procedure, that in either case is materially and demonstrably injurious to the Company; or

(vi)the Executive’s failure to obtain or maintain, or inability to qualify for, any license (other than a driver’s license) required by law for the performance of the Executive’s material job responsibilities, or the suspension or revocation of any such license held by the Executive as a result of an action or inaction by the Executive; provided that, if such failure, suspension or revocation is curable,

such failure should not constitute Cause unless the Executive does not cure the failure within a reasonable time (not less than sixty (60) days) after receiving notice of such deficiency, provided further, in no event shall Cause exist under this clause (vi) so long as the Executive is diligently pursuing a cure of such failure, suspension or revocation in good faith and the failure is cured within one hundred twenty (120) days after receiving such notice.

(b)“Change in Control” means the date on which the earliest of the following events occurs:

(i)any Person, as defined in this Paragraph 2(b), becomes the beneficial owner (within the meaning of Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) of 50% or more of (x) the then outstanding shares of common stock of the Company or (y) the combined voting power of the then outstanding securities of the Company entitled to vote generally in the election of directors (the “Company Voting Stock”);

(ii)any Person becomes the beneficial owner of 50% or more of (x) the then outstanding shares of common stock of Innophos (as defined in this Paragraph 2(b)) or (y) the combined voting power of the then outstanding securities of Innophos entitled to vote generally in the election of directors;

(iii)the closing of a sale or other disposition (whether by merger, consolidation, reorganization or otherwise) of all or substantially all of the assets of the Company, or the Company adopts a plan of liquidation providing for the distribution of all or substantially all of its assets;

(iv)the Company combines with another entity (by merger or otherwise) but, immediately after the combination, the stockholders of the Company immediately prior to the combination hold, directly or indirectly, 50% or less of the Company Voting Stock, other ownership interests of the combined entity, and any parent entity owning 100% of the Company Voting Stock or other ownership interests of such combined entity (there being excluded from the number of shares or other ownership interests held by such stockholders, but not from the voting stock of the combined entity, any shares or other ownership interests received by affiliates of such other entity in exchange for stock or other ownership interests of such other entity); or

(v)the majority of the Board consists of individuals other than Incumbent Directors, which term means the members of the Board on the date of this Agreement; provided that any person becoming a director subsequent to such date whose election or nomination for election was supported by two-thirds of the directors who then comprised the Incumbent Directors shall be considered to be an Incumbent Director;

(vi)Notwithstanding anything herein to the contrary, for purposes of this Agreement, a Change in Control shall not include any transaction, whether by bona fide public offering or private placement to institutional investors of any class or series of capital stock of the Company, determined by the Board to be effected for the purpose of equity financing, including the conversion of any debt securities of the Company into equity securities of the Company. The definition of a Change in Control under this Agreement is not intended to modify or otherwise affect the definition of such term or any similar term under any other plan or arrangement of the Company. For purposes of this Paragraph 2(b), a “Person” means any individual, entity or group within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended, other than employee benefit plans sponsored or maintained by the Company and corporations controlled by the Company, and “Innophos” means Innophos, Inc., a Delaware corporation.

(c)“CIC Non-Cause Termination” means a Non-Cause Termination described in Paragraph 3.

(d)“Date of Termination.” Except as otherwise provided in Paragraph 8(a) hereof, “Date of Termination” means (i) if the Executive’s employment is terminated by the Company for Cause, or by the Executive for Good Reason, the date of receipt of the Notice of Termination or any later date, specified therein, that is within thirty (30) days of such notice, as the case may be, (ii) if the Executive’s employment is terminated by the Company without Cause, the Date of Termination shall be the date on which the Company notifies the Executive of such termination, or any later date, specified therein, as the case may be, (iii) if the Executive’s employment is terminated by reason of death or disability, the Date of Termination shall be the date of death of the Executive or the effective date of disability (as determined by the Company), as the case may be, and (iv) if the Executive’s employment is terminated by the Executive other than for Good Reason, the Date of Termination shall be the date of receipt of the Notice of Termination or any later date, specified therein, that is within thirty (30) days of such notice, subject to the Company’s acceptance of such proposed later Date of Termination.

(e)“Good Reason” means, in the absence of a written consent of the Executive:

(i)a material reduction in the Executive’s authority, title or duties, or the assignment to the Executive of duties that are inconsistent in a significant way with the Executive’s position; or

(ii)any reduction by the Company of the Executive’s annual base salary other than a good faith reduction, which is remedied by the Company within thirty (30) business days after receiving notice from the Executive; or

(iii)any reduction by the Company of the target percentage applicable to Executive’s annual short term bonus (provided that when such percentage is applied against the Executive’s base salary, the product shall be referenced herein as the “Target Bonus”).

(f)“Non-Cause Termination” means the Executive’s termination of employment as the result of a Company-initiated termination of employment without Cause or (ii) as the result of a resignation by the Executive for Good Reason.

(g)“Notice of Termination.” Any termination by the Company with or without Cause, or by the Executive with or without Good Reason, shall be communicated by Notice of Termination to the other party in accordance with Paragraph 9(b) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a notice which: (i) indicates the specific termination provision in this Agreement relied upon, (ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated and (iii) if the Date of Termination is other than the date of receipt of such notice, specifies the termination date (which date shall within thirty (30) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance which contributes to a showing of Good Reason or Cause shall not constitute a waiver of any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s rights hereunder.

3.Change in Control Termination of Employment. All payments to which the Executive may become entitled under this Agreement are conditioned upon and subject to Executive’s compliance with the restrictive covenants set forth in this Agreement, and the execution and non-revocation of a release in a form reasonably and routinely provided by the Company at the time of Termination (the

“Release”). The Executive shall have twenty-one (21) days to deliver an executed Release to the Company and seven (7) days to revoke the Release. Payments under Paragraph 3(a) of this Agreement, if any, shall commence or be made, as applicable, on the Company’s first regular payday next following the 60^th day after the Date of Termination. Payments under Paragraph 3(b) of this Agreement, if any, shall be made on the 30^th day next following the occurrence of a Change of Control (or, if such day is not a business day, on the next business day).

(a)If the Executive’s employment terminates pursuant to a Non-Cause Termination within twelve (12) months after a Change in Control, the Company shall pay to the Executive the annual base salary and annual short-term bonus amounts that the Executive would have earned (i) if the Executive had remained employed for twelve (12) months following the Date of Termination (such period or assumed continuing employment is hereinafter referred to as the “CIC Severance Period”), and (ii) if, for each calendar year or portion thereof within the Severance Period, the Executive had earned, based on the assumed attainment of all applicable performance goals for such year, an Annual Bonus in an amount equal to the Target Bonus in effect for her immediately prior to her Date of Termination, pro-rated for any period less than a full calendar year. The annual base salary payments to be made pursuant to the preceding sentence shall be paid in equal monthly installments, and each annual bonus amount payable pursuant to the preceding sentence shall be paid at the same time following the close of the calendar year to which it relates as it would have been paid pursuant to the Company’s policies and procedures if the Executive had remained employed at the close of such year.

(b)If the Executive’s employment terminates pursuant to a Non-Cause Termination during the six-month period preceding a Change in Control, the Executive shall be entitled to receive the excess of (i) the payments Executive would have received in accordance with Paragraph 3(a), assuming that the Executive’s employment with the Company had terminated immediately following the occurrence of the Change in Control over (ii) the actual amount, if any, paid to executive as severance (under any plan, program or arrangement pursuant to which the Executive may have received cash severance payments) following the Executive’s termination of employment, such excess amounts shall be paid to the Executive in a single cash lump sum.

(c)The Executive shall not be entitled to any payment under this Agreement following termination of Executive’s employment for any reason other than pursuant to a CIC Non-Cause Termination.

(d)Notwithstanding the foregoing provisions of this Paragraph 3, if the Executive is found to have breached the Executive’s obligations under Exhibit A, (i) the Executive shall no longer be entitled to, and the Company shall no longer be obligated to pay, any remaining unpaid portion of the amounts otherwise payable under this Paragraph 3 as of the date of such breach, and (ii) the Executive shall repay any portion of such amounts previously paid or provided to the Executive; provided, however, that Executive shall be entitled to retain the first $1,000 of any such amounts, which will be considered full and adequate consideration for the Executive’s general release. (For purposes of determining repayment of benefits, if any, the Executive shall repay the Company its costs incurred to provide such benefits.) Any disputes with respect to the application of this Paragraph 3(d) will be subject to Paragraph 5 hereof; provided that during the pendency of any such dispute, the Company will be entitled to withhold any payments pursuant to this Paragraph 3 so long as the Company believes, in good faith based on evidence in the possession of the Company, that it is reasonably likely to prevail in such dispute.

4.Non-exclusivity of Rights. Except as otherwise specifically provided in this Agreement, nothing in this Agreement shall prevent or limit the Executive’s continuing or future participation in any plan, program, policy or practice provided by the Company or any of its affiliated companies for which the Executive may qualify, nor shall anything herein limit or otherwise negatively affect such rights as the

Executive may have under any contract or agreement with the Company or any of its affiliated companies. Amounts that are vested benefits, consisting of any compensation previously deferred by the Executive, or that the Executive is otherwise entitled to receive under any plan, policy, practice or program of or any other contract or agreement with the Company or any of its affiliated companies at or subsequent to the Date of Termination shall be payable in accordance with such plan, policy, practice or program or other contract or agreement, except as explicitly modified by this Agreement.

5.Arbitration; No Set Off. Any controversy, dispute or claim arising out of or relating to this Agreement, the Executive’s employment with the Company, or the termination thereof (collectively, “Covered Claims”) shall be resolved by binding arbitration, to be held in Newark, New Jersey, before a panel of three arbitrators with expertise in employment and labor matters, in accordance with the Employment Arbitration Rules and Mediation Procedures of the American Arbitration Association (“AAA Employment Rules”). Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The Company shall promptly advance to the Executive (and her beneficiaries) any and all costs and expenses (including without limitation attorneys’ fees) incurred by the Executive (or any of her beneficiaries) in resolving any such Covered Claim; provided, however, that to the extent that the Executive’s claims/defenses do not prevail in such arbitration, then the panel, in its discretion, may determine that some or all of the amounts advanced by the Company shall be repaid by the Executive (or her beneficiaries) to the Company. Pending the resolution of any Covered Claim, the Executive (and her beneficiaries) shall continue to receive all payments and benefits due from the Company and its affiliated companies under this Agreement or otherwise. Except as provided below, the Company’s obligation to make or cause to be made the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any set-off, counterclaim, recoupment, defense or other claim, right or action which the Company or any of its affiliated companies may have against the Executive or others.

6.Restrictive Covenants.

(a)The Executive acknowledges that the Executive’s employment as vice president of the Company creates a relationship of confidence and trust between the Executive and the Company with respect to confidential and proprietary information applicable to the business of the Company and its clients. The Executive further acknowledges the competitive nature of the business of the Company. Accordingly, it is agreed that the restrictions contained in this Paragraph 6 are reasonable and necessary for the protection of the interests of the Company and that any violation of these restrictions could cause substantial and irreparable injury to the Company.

(b)The Executive and the Company agree that provisions of Exhibit A attached to this Agreement shall be made a part hereof as if set forth at length in the body of this Agreement.

7.Successors.

(a)This Agreement is personal to the Executive and without the prior written consent of the Company shall not be assignable by the Executive otherwise than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by the Executive and the Executive’s legal representatives.

(b)No rights or obligations of the Company under this Agreement may be assigned or transferred by the Company without the Executive’s prior written consent, except that such rights or obligations may be assigned or transferred pursuant to a merger or consolidation in which the Company is not the continuing entity, or a sale, liquidation or other disposition of all or substantially all of the assets of the Company, provided that the terms and conditions of Paragraph 7(c) below are satisfied. This

Agreement shall inure to the benefit of and be binding upon the Company and its successors and permitted assigns.

(c)The Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company to assume expressly, and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place, all within ten (10) days after the occurrence of the applicable event. As used in this Agreement, “Company” means the Company as hereinbefore defined and any successor to its business and/or assets as aforesaid which assumes and agrees to perform this Agreement by operation of law, or otherwise.

8.Section 409A Compliance. The parties intend that any severance or other compensation payable to the Executive under this Agreement be paid or provided in compliance with Section 409A of the Code and all regulations, guidance, and other interpretative authority issued thereunder (“Section 409A”) such that there will be no adverse tax consequences, interest, or penalties for the Executive under Section 409A as a result of the payments and benefits so paid or provided to her. The parties agree to modify this Agreement, or the timing (but not the amount) of the payment of the severance or other compensation, or both, to the extent necessary to comply with Section 409A. In addition, notwithstanding anything to the contrary contained in any other provision of this Agreement, the payments and benefits to be provided to the Executive under this Agreement shall be subject to the provisions set forth below.

(a)The date of the Executive’s “separation from service”, as defined in the regulations issued under Section 409A, shall be treated as the Executive’s Date of Termination for purpose of determining the time of payment of any amount that becomes payable to the Executive under this Agreement.

(b)In the case of any amounts that are payable to the Executive under this Agreement, or under any other “nonqualified deferred compensation plan” (within the meaning of Section 409A) maintained by the Company or any of its affiliated companies, in the form in the form of “a series of installment payments”, as defined in Treas. Reg. §1.409A-2(b)(2)(iii), (A) the Executive’s right to receive such payments shall be treated as a right to receive a series of separate payments under Treas. Reg. §1.409A-2(b)(2)(iii), and (B) to the extent any such plan does not already so provide, it is hereby amended to so provide, with respect to amounts payable to the Executive thereunder.

(c)If the Executive is a “specified employee” within the meaning of the Section 409A at the time of the Executive’s “separation from service” within the meaning of Section 409A, then any payment otherwise required to be made to the Executive under this Agreement on account of the Executive’s separation from service, to the extent such payment (after taking in to account all exclusions applicable to such payment under Section 409A) is properly treated as deferred compensation subject to Section 409A, shall not be made until the first business day after (i) the expiration of six months from the date of the Executive’s separation from service, or (ii) if earlier, the date of the Executive’s death (the “Delayed Payment Date”). On the Delayed Payment Date, there shall be paid to the Executive or, if the Executive has died, to the Executive’s estate, in a single cash lump sum, an amount equal to aggregate amount of the payments delayed pursuant to the preceding sentence, without interest.

(d)All expenses eligible for reimbursement hereunder shall be paid to the Executive promptly, but in any event by no later than December 31 of the calendar year following the calendar year in which such expenses were incurred. The expenses incurred by the Executive in any calendar year that are eligible for reimbursement under this Agreement shall not affect the expenses incurred by the Executive in any other calendar year that are eligible for reimbursement hereunder. The Executive’s right

to receive any reimbursement hereunder shall not be subject to liquidation or exchange for any other benefit.

(e)If, as of the date on which, or by which, any payment required to be made to the Executive (or her estate) under this Agreement, calculation of the amount of such payment is not administratively practicable due to events beyond the control of the Executive (or her estate) then such payment shall be made to the Executive (or her estate) within ten (10) business days after, but in any event by no later than December 31 next following, the date on which calculation of the amount of such payment first becomes administratively practicable.

9.Miscellaneous.

(a)This Agreement may not be amended or modified otherwise than by a written agreement executed by the parties hereto or their respective successors and legal representatives. The parties may exchange and agree on details concerning the provisions of this Agreement, and the conditions to which the rights and privileges under this Agreement are subject. No provision of this Agreement may be waived except by a written waiver explicitly identifying the provision and signed by the party making the waiver.

(b)All notices and other communications hereunder shall be in writing and shall be given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, addressed as follows:

If to the Executive:	Sherry Duff At the most recent address on file at the Company.
If to the Company:	Innophos Holdings, Inc. 259 Prospect Plains Road Cranbury, NJ 08512 Attn: Senior Vice President - Human Resources

or to such other address as either party shall have furnished to the other in writing in accordance herewith. Any notice, request or other communication given in connection with this Agreement shall be in writing and shall be deemed to have been given (i) when personally delivered to the recipient (provided a written acknowledgment of receipt is obtained), (ii) three (3) business days after mailing by certified or registered mail, postage prepaid, return receipt requested or (iii) two business days after being sent by a nationally recognized overnight courier (provided that a written acknowledgment of receipt is obtained by the overnight courier), to the party concerned at the address indicated above (or such other address as the recipient shall have specified by ten (10) days’ advance notice given in accordance with this Paragraph 9(b)).

(c)The captions of this Agreement are not part of the provisions hereof and shall have no force or effect. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement.

(d)The Company shall withhold from any amounts payable under this Agreement such Federal, state, local or foreign taxes as shall be required to be withheld pursuant to any applicable law or regulation.

(e)The Executive’s or the Company’s failure to insist upon strict compliance with any provision of this Agreement or the failure to assert any right the Executive or the Company may have

hereunder shall not be deemed to be a waiver of such provision or right or any other provision or right of this Agreement.

(f)Definitions set forth in this Agreement and any terms of this Agreement which conflict with the provisions of any other policy, plan, contract, or other arrangement which applies to the Executive shall supersede and replace the conflicting provisions of such other policy, plan, contract or arrangement to the extent necessary to resolve the conflict.

(g)The interpretation and construction of this Agreement (including the Exhibits hereto) shall be governed by the internal laws of the State of New Jersey as a contract to be performed in such state and without regard to the conflict of law provisions thereof.

(h)Notwithstanding Paragraph 5 above, the Company may seek equitable relief in the event of a breach by the Executive of the covenants set forth in Exhibit A hereto. In that regard, the parties hereby consent to exclusive jurisdiction and agree that such proceeding will be conducted in the federal or state courts of the State of New Jersey sitting in and for the County of Middlesex or otherwise in such state and county wherein the headquarters of the Company is located at the time; provided such other location shall be in the United States of America. To effect the foregoing, the Executive hereby subjects herself to the in personam jurisdiction of such courts and waives all objections as to improper venue for such forum posited as provided in the preceding sentence.

(i)Except as otherwise expressly set forth in this Agreement, upon the expiration of the Term, the respective rights and obligations of the parties shall survive such expiration to the extent necessary to carry out the intentions of the parties as embodied in the rights and obligations of the parties under this Agreement. This Agreement shall continue in effect until there are no further rights or obligations of the parties outstanding hereunder and shall not be terminated by either party without the express prior written consent of both parties.

(j)The Company represents and warrants to the Executive that (i) the execution, delivery and performance of this Agreement by the Company has been fully and validly authorized by all necessary corporate action, (ii) the officer signing this Agreement on behalf of the Company is duly authorized to do so, (iii) the execution, delivery and performance of this Agreement does not violate any applicable law, regulation, order, judgment or decree or any agreement, plan or corporate governance document to which the Company is a party or by which it is bound and (iv) upon execution and delivery of this Agreement by the Executive and the Company, it shall be a valid and binding obligation of the Company enforceable against it in accordance with its terms, except to the extent that enforceability may be limited by applicable bankruptcy, insolvency or similar laws affecting the enforcement of creditors’ rights generally.

SHERRY DUFF	INNOPHOS HOLDINGS, INC.
Signed:/s/ Sherry Duff	By:/s/ Jean Marie Mainente
Date:July 15, 2016	Title:SVP, Human Resources
	Date:7-28-16

EXHIBIT A

NONCOMPETITION AND NONSOLICITATION AGREEMENT

1.General.

The terms of this Noncompetition and Nonsolicitation Agreement are made part of the Change in Control Agreement to which it is an exhibit, and, except as expressly provided in this Noncompetition and Nonsolicitation Agreement, shall be of unlimited duration. For purposes of this Exhibit, the “Noncompete Period” means that period commencing on the Effective Date and ending twelve (12) months following the Executive’s termination of employment with the Company and its subsidiaries. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Change in Control Agreement to which this Exhibit is attached.

2.Confidential Information.

a.The Executive acknowledges that the information, observations and data, including trade secrets, obtained by the Executive while employed or retained by the Company and its controlled affiliates concerning their business and affairs (collectively, “Confidential Information”) are the property of those entities. Therefore, the Executive agrees that, except as required by law, court order, an arbitrator, a mediator or by other legal process, including, but not limited to, depositions, interrogatories, court testimony, arbitration, and the like, and except in connection with any litigation, arbitration or mediation involving the Employment Agreement (including the Exhibits thereto), including the enforcement of the Employment Agreement (including the Exhibits thereto), the Executive shall not at any time disclose to any unauthorized person or use for her own purposes any Confidential Information without the prior written consent of the Company’s Board of Directors (which may delegate to an authorized officer authority to give such consent), unless and to the extent that: (i) the Confidential Information becomes generally known to and available for use by the public or generally known in the industry other than as a result of the Executive’s acts or omissions, (ii) the Executive discloses or uses such information in the performance of her duties as an employee and an officer of the Company (including services to its controlled affiliates) in the ordinary course of business, or (iii) the Executive discloses such information to third parties with whom the Company or its affiliates have entered into a non-disclosure agreement and such disclosure is made in the ordinary course performance of the Executive’s duties and responsibilities to the Company and its affiliates. The Executive shall deliver to the Company promptly following the termination of her employment, or at any other time the Company may reasonably request, all memoranda, notes, plans, records, reports, computer tapes, printouts and software and other documents and data (and copies thereof) embodying the Confidential Information or Work Product (as defined below) which the Executive may then possess or control, provided that the Executive may retain (i) papers and other materials of a personal nature, including, but not limited to, photographs, correspondence, personal diaries, calendars and rolodexes, personal files and phone books, (ii) information showing her compensation or relating to reimbursement of expenses, (iii) information that the Executive reasonably believes may be needed for tax purposes and (iv) copies of plans, programs and agreements relating to her employment, or termination thereof, with the Company. Notwithstanding the foregoing or anything in this Agreement to the contrary, Confidential Information or Work Product shall not include: any information in the Executive’s possession or known to the Executive prior to employment with the Company, including but not limited to information that is located on the Executive’s rolodex (whether paper or electronic), any information that is generally known in the industry or in the public

domain, or any information that becomes generally known in the industry or in the public domain through no wrongful act on the Executive’s part, any information that during the term hereof is disclosed to Executive by a third party which, to the best of Executive’s knowledge, third party does not have an obligation to keep confidential and has not required Executive to keep confidential. Executive shall not be restricted from using or disclosing any general knowledge or know-how retained by Executive in her memory (and not in a tangible medium) relating to the chemicals industry in general and not applicable to phosphates or Company’s products and businesses specifically, provided that Executive satisfies her obligations provided in paragraphs 3-6 below.

b.The Executive represents and warrants to the Company that, to the best of her knowledge, the Executive has nothing that contains any material information which belongs to any former employer that the Executive is not entitled to have or use for the benefit of the Company and its controlled affiliates. If at any time the Executive discovers that the foregoing statement is incorrect in any material respect, the Executive shall promptly return any such materials to the Executive’s former employer or obtain any necessary consents. The Executive understands that Company does not want any such materials, and that the Executive will not be permitted to use or refer to any such materials in the performance of the Executive’s duties.

3.Intellectual Property, Inventions and Patents.

The Executive acknowledges that all discoveries, concepts, ideas, inventions, innovations, improvements, developments, methods, designs, analyses, drawings, reports, patent applications, copyrightable work and mask work (whether or not including any confidential information) and all registrations or applications related thereto, all other proprietary information and all similar or related information (whether or not patentable) which (i) relate to the Company’s or any of its controlled affiliate’s actual or anticipated business, research and development or existing or future products or services and (ii) are conceived, developed or made by the Executive (whether individually or jointly with others) while employed by the Company or its affiliates or their predecessors in interest (collectively, “Work Product”), belong to the Company or such affiliate, as the case may be. The Executive shall disclose Work Product promptly to the Company or the applicable affiliate in the manner reasonably required under procedures established by those entities and, at the expense of the Company or applicable affiliate, as the case may be, perform all actions reasonably requested on behalf of any such entity (whether during or after any period of employment or engagement) to establish and confirm such ownership (including, without limitation, assignments, consents, powers of attorney and other instruments). The Employee acknowledges and agrees that the Company’s or applicable affiliate’s ownership of Work Product includes all future rights arising from the Work Product, which rights do not yet exist, as well as new uses, media, means and forms of exploitation throughout the universe exploiting current or future technology yet to be developed.

4.Non-competition and Non-solicitation.

a.Non-competition. The Executive acknowledges that, during the course of the Executive’s employment or similar engagement with the Company and its controlled affiliates (including their respective predecessors in interest), the Executive has or will become familiar with the trade secrets of, and other Confidential Information concerning, those entities and that the Executive’s services have been, and are reasonably expected to be, of special, unique and extraordinary value to the Company and its affiliates. As a result, the Executive agrees that, during the Noncompete Period, the Executive shall not directly or indirectly own any interest in, manage, control, participate in, be employed by, consult with, render services for, or in any manner engage in any Competing Business within any geographical area in which the Company or any of its controlled affiliates engage or have active plans at the Date of Termination to engage in such businesses. The Executive acknowledges and agrees that this restriction is without specific geographic limitation inasmuch as the Company and its affiliates conduct business on a

nationwide and international basis, that its sales and marketing prospects are for continued expansion both nationally and internationally, that access to the Company’s Confidential Information would provide any national or international competitor with an unfair competitive advantage, and that, therefore, the restrictions set forth in this section are reasonable and properly required for the adequate protection of the legitimate interests of the Company. Nothing herein shall prohibit the Executive from owning beneficially not more than 2% of any class of outstanding equity securities or other comparable interests of any issuer that is publicly traded, so long as the Executive has no active participation in the business of such issuer. For purposes hereof, the term “Competing Business” means any business that is engaged in the production or sale of phosphates or other products that compete with the products produced, distributed or sold by the Company or its controlled affiliates (or are in the process of being actively developed by such entities), provided that “Competing Business” shall only mean those businesses referenced above as of the Date of Termination for any period following the Date of Termination. This restriction shall not prevent the Executive from working for a subsidiary, division, venture or other business or functional service unit (collectively a “Unit”) of a Competing Business so long as (i) such Unit is not itself a Competing Business, (ii) the Executive does not manage or participate in business activities or projects of any Unit that is a Competing Business, and (iii) the Executive otherwise strictly complies with the restrictive covenants contained in this Exhibit.

b.Non-solicitation. During the Noncompete Period, the Executive shall not directly or indirectly through another person or entity: (i) induce or attempt to induce any executive or other key employee of the Company or any controlled affiliate to leave the employ of any of those entities, or in any way interfere with the relationship between the Company or any such affiliate and any such person; (ii) solicit any person who was an executive or other key employee of the Company or any controlled affiliate at any time within the one year period prior to an offer of employment to such person; or (iii) induce or attempt to induce any customer, supplier, licensee, licensor, franchisee or other business relation of the Company or any controlled affiliate to cease doing business with any Company-affiliated entity, or in any way interfere with the relationship between any such customer, supplier, licensee or business relation and Company affiliated entity. The following shall not be deemed a violation of this provision (a) providing customary business references for Company executives or other key employees at their request, (b) being involved in a general solicitation to the public of general advertising, or (c) if an entity with which the Executive is associated hires or engages any employee of the Company or any of its controlled affiliates, if the Executive was not, directly or indirectly, involved in hiring or identifying such person as a potential recruit or assisting in the recruitment of such employee. For purposes hereof, the Executive shall only be deemed to have been involved “indirectly” in soliciting, hiring or identifying an employee if the Executive (x) directs a third party to solicit or hire the Employee, (y) identifies an employee to a third party as a potential recruit or (z) aids, assists or participates with a third party in soliciting or hiring an employee.

5.Nature of Restrictive Covenants; Enforcement.

a.For purposes of enforcement, the restrictive covenants contained in this schedule are independent of any other provision of this Exhibit. As a result, the existence of any claim or right of set-off that the Executive may have or allege against the Company, whether based on this Exhibit or otherwise, shall not prevent the enforcement of the covenants or be deemed to mitigate any harm suffered by the Company.

b.Because the Executive’s services are unique (resulting in the Company’s need for the restrictions in this schedule) and because the Executive has access to Confidential Information, Work Product and other proprietary resources representing valuable assets of the Company, the parties agree that the Company and its affiliates might suffer irreparable harm from a breach or threatened breach by the Executive of the restrictions set forth in this Exhibit and that money damages would not be an

adequate remedy for any such non-compliant conduct. In the event of a breach or threatened breach of the restrictive covenants in this Exhibit, the Company (including its affected affiliates and their respective successors or assigns) in addition to other rights and remedies existing in their favor, shall be entitled to seek specific performance and/or injunctive or other equitable relief from a court of competent jurisdiction in order to enforce, or prevent any violations of, the provisions in this Exhibit (without posting a bond or other security, any requirement of which is waived by the Executive). In the event of any breach by the Executive of the restrictions set forth in this Exhibit, the Noncompete Period shall be tolled until such breach has been cured. If, at the time of enforcement, a court holds that restrictions contained in this Exhibit are unreasonable under circumstances then existing, the parties agree that the maximum period, scope or geographical area reasonable under such circumstances (or as otherwise allowed by governing law) are to be substituted for the stated period, scope or area provided in this Exhibit, and the restrictions are to be deemed reformed to that extent and shall be enforceable as so reformed to the fullest extent permitted by law to provide protection to the Company.

The Executive acknowledges and agrees that (i) the restrictions contained in this Exhibit are reasonable and will not subject her to undue hardship, (ii) the Executive has had the opportunity to review these restrictions and the other provisions of this Agreement with legal counsel and such other advisors as the Executive deems appropriate, (iii) the Executive has carefully read and fully understands all of the provisions of this Exhibit, and (iv) the Executive is voluntarily entering into the Employment Agreement containing this Exhibit without any reliance upon any representations or statement made by the Company with regard to the subject matter, basis or effect of this Exhibit, other than those in writing, including those contained in the Employment Agreement and this Exhibit.

6.Non-Disparagement.

Executive shall not at any time make any statement, written or otherwise, that disparages or criticizes the Company or any related party. The Company (which, for this purpose, shall be limited to members of the Company’s Board of Directors, and its Named Executive Officers) shall not at any time make any statement, written or otherwise, that disparages or criticizes Executive.

EX-12.1

												Exhibit 12.1
Calculation of Ratio of Earnings to Fixed Charges
	December 31,
(dollars in thousands)	2017			2016			2015			2014			2013
Earnings
Income before provision
for income taxes	$	56,637		$	70,318		$	40,123		$	97,356		$	76,247
Plus: fixed charges (1)	9,561			10,032			9,869			6,617			7,583
	$	66,198		$	80,350		$	49,992		$	103,973		$	83,830
Fixed Charges:
Gross interest expense	7,132			7,722			7,583			4,394			5,475
Estimate of the interest
within operating leases	2,429			2,310			2,286			2,223			2,108
	$	9,561		$	10,032		$	9,869		$	6,617		$	7,583
Ratio of earnings to
fixed charges	6.9		x	8.0		x	5.1		x	15.7		x	11.1		x
(1) For purposes of calculating the ratio of earnings to fixed charges, earnings represent income before income taxes plus fixed charges. Fixed charges consist of interest expense and one-third of operating rental expenses which management believes is representative of the interest component of rent expense.

EX-21.1

EXHIBIT 21.1

SUBSIDIARIES OF INNOPHOS HOLDINGS, INC.
Company	Ownership*	Jurisdiction
Innophos Investments Holdings, Inc.	Innophos Holdings, Inc.	Delaware
Innophos, Inc.	Innophos Investments Holdings, Inc.	Delaware
Woody IV, LLC	Innophos Investments Holdings, Inc.	Utah
Innophos Nutrition, Inc.	Innophos, Inc.	Delaware
Innophos (Gibraltar) Investments Holdings Limited	Innophos, Inc.	Gibraltar
Novel Ingredient Holdings, Inc.	Innophos, Inc.	Delaware
Novel Ingredient Investment Holdings, Inc.	Novel Ingredient Holdings, Inc.	Delaware
Novel Ingredient Services, LLC	Novel Ingredient Investment Holdings, Inc.	New Jersey
Advantra Z, Inc.	Novel Ingredient Investment Holdings, Inc.	New Jersey
NutraGenesis, LLC	Novel Ingredient Services, LLC	Vermont
Icon Group, LLC	Novel Ingredient Services, LLC	Vermont
Tradeworks Group Inc.	Novel Ingredient Services, LLC	Delaware
Innophos (Gibraltar) Investments Limited	Innophos (Gibraltar) Investments Holdings Limited	Gibraltar
Innophos Investments IV, LLC	Innophos (Gibraltar) Investments Limited	Delaware
Innophos (Gibraltar) Holdings Limited	Innophos, Inc.	Gibraltar
Innophos (Gibraltar) Limited	Innophos (Gibraltar) Holdings Limited	Gibraltar
Innophos Netherlands Investments Holdings C.V.	Innophos (Gibraltar) Holdings Limited	Netherlands
Innophos Investments III, LLC	Innophos Netherlands Investments Holdings C.V.	Delaware
Innophos Netherlands Holdings B.V.	Innophos Netherlands Investments Holdings C.V.	Netherlands
Innophos Brasil Importacão, Exportacão e Comercializacão de Produtos Quimicos Ltda	Innophos Netherlands Holdings B.V.	Brazil
Innophos, SRL	Innophos Netherlands Holdings B.V.	Argentina
Innophos Germany GmbH	Innophos Netherlands Holdings B.V.	Germany
Innophos Canada Holdings B.V.	Innophos Netherlands Holdings B.V.	Netherlands
Innophos Canada, Inc.	Innophos Canada Holdings B.V.	Ontario, Canada
Innophos (Hong Kong) Limited	Innophos Netherlands Holdings B.V.	Hong Kong (China)
Innophos (Taicang) Food Ingredients Manufacturing Co., Ltd.	Innophos (Hong Kong) Limited	China
Innophos (Taicang) Trading Co., Ltd.	Innophos (Hong Kong) Limited	China
Innophos International Holdings B.V.	Innophos Netherlands Holdings B.V.	Netherlands
Innophos Mexico Holdings, LLC	Innophos International Holdings B.V.	Delaware

SUBSIDIARIES OF INNOPHOS HOLDINGS, INC.
Company	Ownership*	Jurisdiction
Innophos Mexicana, S. de R.L. de C.V.	Innophos Mexico Holdings, LLC	Mexico
Innophos TGI, S. R.L. de C.V.	Innophos Mexicana, S. de R.L. de C.V.	Mexico
Innophos Fosfatados de Mexico, S. de R.L. de C.V.	Innophos TGI, S. R.L. de C.V.	Mexico
Innophos Servicios de Mexico, S. de R.L. de C.V.	Innophos Mexicana, S. de R.L. de C.V.	Mexico

• *100% by direct parent, except in each of the Mexican entities, as well as Innophos Netherlands Investments Holdings C.V., Innophos, SRL and Innophos Brasil Importacao, Exportacao e Commercializacao de Produtos Quimicos Ltda where minority qualifying interests are held by other affiliates.

EX-23.1

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No.s 333-159973 and 333-139623) of Innophos Holdings, Inc. of our report dated March 1, 2018 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in this Form 10-K.

/s/ PricewaterhouseCoopers LLP

Florham Park, New Jersey

March 1, 2018

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Kim Ann Mink, certify that:

1. I have reviewed this Annual Report on Form 10-K of Innophos Holdings, Inc. (“the registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: March 1, 2018	By:	/S/    KIM ANN MINK
		Kim Ann Mink
		Chief Executive Officer, President and Director (Principal Executive Officer)

EX-31.2

Exhibit 31.2

I, Han Kieftenbeld, certify that:

1. I have reviewed this Annual Report on Form 10-K of Innophos Holdings, Inc. (“the registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: March 1, 2018	By:	/S/    HAN KIEFTENBELD
		Han Kieftenbeld
		Senior Vice President and Chief Financial Officer (Principal Financial Officer)

EX-32.1

Exhibit 32.1

Certification Pursuant to § 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. § 1350)

I, Kim Ann Mink, certify that:

1. the accompanying Annual Report on Form 10-K for the year ended December 31, 2017 (the “Report”), fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and

2. the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Innophos Holdings, Inc. at the dates and for the periods indicated.

A signed original of this written statement required by Section 906 has been provided Innophos Holdings, Inc. and will be retained by Innophos Holdings, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

The undersigned expressly disclaims any obligation to update the foregoing certification except as required by law.

Date: March 1, 2018

/S/    KIM ANN MINK        

Kim Ann Mink

Chief Executive Officer, President and Director

(Principal Executive Officer)

The foregoing certification is being furnished solely pursuant to the requirements of 18 U.S.C. § 1350 and is not being filed as a part of the Report or as a separate disclosure document.

EX-32.2

Exhibit 32.2

Certification Pursuant to § 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. § 1350)

I, Han Kieftenbeld, certify that:

1. the accompanying Annual Report on Form 10-K for the year ended December 31, 2017 (the “Report”), fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and

2. the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Innophos Holdings, Inc. at the dates and for the periods indicated.

A signed original of this written statement required by Section 906 has been provided Innophos Holdings, Inc. and will be retained by Innophos Holdings, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

The undersigned expressly disclaims any obligation to update the foregoing certification except as required by law.

Date: March 1, 2018

/S/    HAN KIEFTENBELD        

Han Kieftenbeld

Senior Vice President and Chief Financial Officer

(Principal Financial Officer)

The foregoing certification is being furnished solely pursuant to the requirements of 18 U.S.C. § 1350 and is not being filed as a part of the Report or as a separate disclosure document.

XML

Document and Entity Information - USD ($) $ in Billions	12 Months Ended
	Dec. 31, 2017	Feb. 21, 2018	Jun. 30, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	Innophos Holdings, Inc.
Trading Symbol	IPHS
Entity Central Index Key	0001364099
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-K
Document Period End Date	Dec. 31, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	FY
Amendment Flag	false
Entity common stock, shares outstanding (in shares)		19,540,029
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Public Float			$ 0.8

XML

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
ASSETS
Cash and cash equivalents	$ 28,782	$ 53,487
Accounts receivable, net	100,820	77,692
Inventories	145,685	128,295
Other current assets	24,969	23,894
Total current assets	300,256	283,368
Property, plant and equipment, net	219,297	205,459
Goodwill	152,700	84,373
Intangibles and other assets, net	112,916	69,811
Total assets	785,169	643,011
Current liabilities:
Current portion of long-term debt	4	0
Accounts payable, trade and other	70,445	51,611
Other current liabilities	43,084	43,605
Total current liabilities	113,533	95,216
Long-term debt	310,005	185,000
Other long-term liabilities	28,072	15,569
Total liabilities	451,610	295,785
Commitments and contingencies (note 17)
Stockholders' Equity Attributable to Parent [Abstract]
Common stock, par value $.001 per share; authorized 100,000,000; issued 22,884,588 and 22,777,690; outstanding 19,537,872 and 19,455,011 shares	20	19
Paid-in capital	137,617	134,694
Common stock held in treasury, at cost (3,346,716 and 3,322,679 shares)	(176,246)	(175,051)
Retained earnings	374,366	389,048
Accumulated other comprehensive loss	(2,198)	(1,484)
Total stockholders' equity	333,559	347,226
Total liabilities and stockholders' equity	$ 785,169	$ 643,011

XML

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	22,884,588	22,777,690
Common stock, shares outstanding (in shares)	19,537,872	19,455,011
Treasury stock, shares held (in shares)	3,346,716	3,322,679

XML

Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017		Dec. 31, 2016	Dec. 31, 2015
Statement of Comprehensive Income [Abstract]
Net sales	$ 722,024		$ 725,345	$ 789,147
Cost of goods sold	572,995		574,953	645,818
Gross profit	149,029		150,392	143,329
Operating expenses:
Selling, general and administrative	82,229		67,555	87,304
Research & development expenses	3,733		3,739	4,502
Total operating expenses	85,962		71,294	91,806
Operating income	63,067		79,098	51,523
Interest expense, net	7,008		7,669	7,518
Foreign exchange (gains) losses	(578)		1,111	3,882
Income before income taxes	56,637		70,318	40,123
Provision for income taxes	34,192		22,347	13,777
Net income	22,445		47,971	26,346
Net income attributable to common shareholders	$ 22,369		$ 47,683	$ 26,274
Income per share:
Basic (in dollars per share)	$ 1.15		$ 2.47	$ 1.31
Diluted (in dollars per share)	$ 1.13		$ 2.44	$ 1.29
Weighted average shares outstanding:
Basic (in shares)	19,444,795		19,271,448	20,032,300
Diluted (in shares)	19,733,410		19,581,476	20,323,385
Other comprehensive (loss) income, net of tax:
Change in interest rate swaps, (net of tax $5, $24, and $192)	$ (9)		$ (39)	$ (314)
Change in pension and post-retirement plans, (net of tax $236 ($749), and ($194))	(705)		1,349	333
Other comprehensive (loss) income, net of tax	(714)	[1]	1,310	19
Comprehensive income	$ 21,731		$ 49,281	$ 26,365

[1] Includes the impact of ASU 2018-02, which transferred those amounts from accumulated other comprehensive income (loss) to retained earnings. See Notes 1 and 18 to the Consolidated Financial Statements.

XML

Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Statement of Comprehensive Income [Abstract]
Tax amounts related to changes in interest rate swaps	$ 5	$ 24	$ 192
Tax amounts related to changes in pension and post-retirement plans	$ 236	$ (749)	$ (194)

XML

Statements of Stockholders' Equity - USD ($) $ in Thousands		Total	Common Stock	Retained Earnings (Deficit)	Paid-in Capital	Accumulated Other Comprehensive Income/(Loss)
Equity, beginning balance (in shares) at Dec. 31, 2014			21,480,000
Equity, beginning balance at Dec. 31, 2014		$ 463,007	$ 21	$ 390,525	$ 75,274	$ (2,813)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income		26,346		26,346
Other comprehensive income (loss), net of tax of $241 in 2017, ($725) in 2016 and ($2) in 2015		19				19
Proceeds from stock award exercises and issuances (in shares)			139,000
Proceeds from stock award exercises and issuances		246			246
Share-based compensation		6,618			6,618
Excess tax benefits from exercise of stock options		$ 975			975
Common stock repurchases (in shares)		(2,318,720)	(2,319,000)
Common stock repurchases		$ (125,000)	$ (2)		(124,998)
Restricted stock forfeitures (in shares)			(10,000)
Restricted stock forfeitures		(401)			(401)
Dividends declared		(38,550)		(38,550)
Equity, ending balance (in shares) at Dec. 31, 2015			19,290,000
Equity, ending balance at Dec. 31, 2015		333,260	$ 19	378,321	(42,286)	(2,794)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income		47,971		47,971
Other comprehensive income (loss), net of tax of $241 in 2017, ($725) in 2016 and ($2) in 2015		1,310				1,310
Proceeds from stock award exercises and issuances (in shares)			192,000
Proceeds from stock award exercises and issuances		(1,428)			(1,428)
Share-based compensation		3,732			3,732
Excess tax benefits from exercise of stock options		(9)			(9)
Restricted stock forfeitures (in shares)			(27,000)
Restricted stock forfeitures		(366)			(366)
Dividends declared		(37,244)		(37,244)
Equity, ending balance (in shares) at Dec. 31, 2016			19,455,000
Equity, ending balance at Dec. 31, 2016		347,226	$ 19	389,048	(40,357)	(1,484)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income		22,445		22,445
Other comprehensive income (loss), net of tax of $241 in 2017, ($725) in 2016 and ($2) in 2015	[1]	(714)				(714)
Effect of U.S. enacted Tax Cuts and Jobs Act	[1]	293		293
Proceeds from stock award exercises and issuances (in shares)			108,000
Proceeds from stock award exercises and issuances		(899)	$ 1		(900)
Share-based compensation		3,823			3,823
Restricted stock forfeitures (in shares)			(25,000)
Restricted stock forfeitures		(1,195)			(1,195)
Dividends declared		(37,420)		(37,420)
Equity, ending balance (in shares) at Dec. 31, 2017			19,538,000
Equity, ending balance at Dec. 31, 2017		$ 333,559	$ 20	$ 374,366	$ (38,629)	$ (2,198)

[1] Includes the impact of ASU 2018-02, which transferred those amounts from accumulated other comprehensive income (loss) to retained earnings. See Notes 1 and 18 to the Consolidated Financial Statements.

XML

Statements of Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Statement of Stockholders' Equity [Abstract]
Other comprehensive income (loss), tax	$ 241	$ (725)	$ (2)

XML

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Cash flows from operating activities
Net income	$ 22,445	$ 47,971	$ 26,346
Adjustments to reconcile net income to net cash provided from operating activities:
Depreciation and amortization	40,404	37,479	38,535
Amortization of deferred financing charges	429	680	615
Deferred income tax provision (benefit)	10,411	9,534	(36,637)
Gain on sale of building	(153)	0	0
Share-based compensation	3,823	2,822	6,618
Changes in assets and liabilities:
(Increase) decrease in accounts receivable	(11,020)	2,058	10,784
Decrease in inventories	5,749	44,012	12,071
Decrease (increase) in other current assets	1,426	(634)	23,264
Increase (decrease) in accounts payable	3,131	14,703	(16,436)
(Decrease) increase in other current liabilities	(5,751)	(18,926)	27,932
Changes in other long-term assets and liabilities	9,723	(590)	5,834
Net cash provided from operating activities	80,617	139,109	98,926
Cash flows used for investing activities:
Capital expenditures	(41,487)	(36,599)	(31,699)
Proceeds from sale of building	1,028	0	0
Acquisition o businesses, net of cash acquired	(150,999)	0	0
Net cash used for investing activities	(191,458)	(36,599)	(31,699)
Cash flows from financing activities:
Proceeds from exercise of stock options	205	17	246
Long-term debt borrowings	204,000	41,000	159,000
Long-term debt repayments	(79,000)	(69,002)	(82,003)
Deferred financing costs	0	(1,495)	(277)
Excess tax benefits from exercise of stock options	0	(9)	975
Common stock repurchases	0	0	(125,000)
Restricted stock forfeitures	(1,195)	(366)	(401)
Dividends paid	(37,468)	(37,217)	(38,558)
Net cash provided by (used for) financing activities	86,542	(67,072)	(86,018)
Effect of foreign exchange rate changes on cash and cash equivalents	(406)	144	489
Net change in cash	(24,705)	35,582	(18,302)
Cash and cash equivalents at beginning of period	53,487	17,905	36,207
Cash and cash equivalents at end of period	$ 28,782	$ 53,487	$ 17,905

XML

Basis of Statement Presentation

12 Months Ended

Dec. 31, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Statement Presentation

Basis of Statement Presentation:

Summary of Significant Accounting Policies

Fiscal Year

The Company's fiscal year end is December 31.

Description of Business and Principles of Consolidation

Innophos is a leading international producer of specialty ingredient solutions that deliver versatile benefits for the food, health, nutrition and industrial markets. The Company leverages its expertise in the science and technology of blending and formulating phosphate, mineral, enzyme and botanical based ingredients to help its customers offer products that are tasty, healthy, nutritious and economical. Headquartered in Cranbury, New Jersey, Innophos has manufacturing operations across the United States, in Canada, Mexico and China.

Innophos combines more than a century of experience in specialty phosphate manufacturing with a broad range of other specialty nutritional ingredients. Utilizing its capabilities in consumer insight, research and product development and application expertise, it partners with its customers to provide differentiated product offerings that respond to consumer preferences and megatrends. The Company utilizes this collaborative approach in order to attempt to generate market share gains for its customers.

Many of Innophos’ products are application-specific compounds engineered to meet customer performance requirements and are often critical to the taste, texture, performance or nutritional content of foods, beverages, pharmaceuticals, oral care products and other applications. For example, Innophos products act as flavor enhancers in beverages, electrolytes in sports drinks, texture additives in cheeses, leavening agents in baked goods, pharmaceutical excipients and cleaning agents in toothpaste, and they also provide a wide range of nutritional fortification solutions for food, beverage and nutritional supplement manufacturers.

Innophos’ product offering includes a wide array of botanical, enzyme and mineral based nutritional ingredients. These products have various applications in the food, beverage and dietary supplement end markets and are manufactured to be readily digestible. Innophos’ 2017 acquisitions of Novel Ingredients and NutraGenesis substantially expanded Innophos’ portfolio of nutritional ingredients, which is a market that Innophos intends to continue to target for future growth.

Innophos commenced operations as an independent company in August 2004 after purchasing its North American specialty phosphates business from affiliates of Rhodia, S.A., or Rhodia, which has been a part of Solvay S.A. since 2011. In November 2006, Innophos completed an initial public offering and listed its common stock for trading on the Nasdaq Global Select Market under the symbol “IPHS”.

Innophos Holdings, Inc. is the parent of Innophos Investments Holdings, Inc., which owns 100% of Innophos, Inc; all are incorporated under the laws of the State of Delaware. All intercompany transactions are eliminated in consolidation.

Certain prior year balances have been restated to conform to current year presentation.

Use of Estimates

The preparation of financial statements in conformity with United States generally accepted accounting principles requires the use of judgments and estimates made by management. Actual results could differ from those estimates. Some of the more significant estimates pertaining to the Company include accruals for contingencies, distributor incentives and rebates, the valuation of inventories, the allowance for doubtful accounts, income tax valuation allowances, the recoverability of long-lived assets and goodwill impairment testing analysis and cash flows and assumptions used in the recognition and measurement of assets acquired in business combinations. Management routinely reviews its estimates and assumptions utilizing currently available information, changes in facts and circumstances, and historical experience.

Cash Equivalents

All highly liquid investments with original maturities of three months or less are considered to be cash equivalents.

Accounts Receivable and Allowances for Doubtful Accounts

Trade accounts receivable are recorded at the invoiced amount and does not bear interest. The collectability of accounts receivable is evaluated based on a combination of factors. Allowances for doubtful accounts is evaluated based on the length of time the receivables are past due, historical experience and financial wherewithal of the customer. In circumstances when it is probable that a specific customer is unable to meet its financial obligations, an allowance is recorded to reduce the receivable to the amount that is reasonably expected to be collected.

Inventories

Inventories are valued at the lower of cost or market. Cost is determined on the basis of the first-in, first-out method. These costs include raw materials, direct labor, manufacturing overhead and depreciation. Spare parts are included in inventory and are initially recorded at cost.

Inventories, including spare parts, are evaluated for excess quantities, obsolescence or shelf-life expiration. This evaluation includes an analysis of historical sales levels by product and projections of future demand. To the extent management determines there are excess, obsolete or expired inventory quantities, valuation reserves are recorded against all or a portion of the value of the related products with the appropriate charge to cost of goods sold.

Property, Plant and Equipment

Property, plant and equipment are stated at cost less accumulated depreciation. Major renewals and improvements are capitalized. Maintenance, repairs and minor renewals are expensed as incurred. The cost and related accumulated depreciation of all property, plant and equipment retired or otherwise disposed of are eliminated from the accounts and any resulting gain or loss is reflected in net income. Interest is capitalized in connection with the construction of major renewals and improvements. Capitalized interest is recorded as part of the asset to which it relates and is amortized over the asset’s estimated useful life. Depreciation is calculated on the straight-line basis over the estimated useful lives of the related assets, typically ranging from ten to forty years for buildings and improvements, three to twenty years for machinery and equipment, and three to seven years for capitalized software. Leasehold improvements are amortized over the lease term or the estimated useful life of the improvement, whichever is less.

External direct costs in developing or obtaining internal use computer software and payroll, and payroll-related costs for employees dedicated solely to the project, to the extent of the time spent directly on the project and which they meet the requirements of ASC 350-40, are capitalized.

Long-Lived Assets

Under ASC 360,” Property, Plant, and Equipment,” long-lived assets including property, plant and equipment and amortizable intangible assets are evaluated and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. The review of these long-lived assets is performed at the individual asset level, asset group level, or the product group level depending on the lowest level for which identifiable cash flows are largely independent. The Company’s asset groupings or product groupings vary based on the interrelationship of the long-lived assets and the identifiable cash flows. For example, in certain instances, multiple manufacturing units may work with one another to produce the lowest identifiable cash flows or in other instances a stand-alone unit may produce the lowest level of identifiable cash flows. There are other instances where a stand-alone unit may produce multiple products and the lowest level of identifiable cash flows is at the product group level. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to the undiscounted future cash flows expected to be generated by the asset, asset group or product group. When this comparison indicates that impairment must be recorded, the impairment recognized is the amount by which the carrying amount of the assets exceeds the fair value of the assets.

The determination of whether or not assets are impaired and the corresponding useful lives of these long-lived assets requires significant judgment. The development of future cash flow projections requires management estimates related to forecasted sales and expected costs trends. To the extent that changes in business conditions occur or other management decisions are made that result in adjusted management projections or alternative use of the assets, impairment losses or accelerated depreciation may occur in future periods.

Goodwill

Goodwill represents the excess of the acquisition cost over the fair value of net assets of the businesses acquired. ASC 350, “Intangibles—Goodwill and Other,” requires periodic tests of the impairment of goodwill. ASC 350 requires a comparison, at least annually, of the net book value of the assets and liabilities associated with a reporting unit, including goodwill, with the fair value of the reporting unit, which corresponds to the discounted cash flows of the reporting unit, in the absence of an active market. The development of future cash flow projections requires management estimates related to forecasted sales and expected costs trends. To the extent that changes in business conditions occur or other management decisions are made that result in adjusted management projections, impairment losses may occur in future periods. If the entity determines that it's more likely than not that the fair value of a reporting unit exceeds the carrying amount, then determining an impairment charge is unnecessary. When the carrying value of the reporting unit exceeds the fair value amount, the impairment recognized is the amount by which the carrying amount of the assets exceeds the fair value of these assets, not to exceed the carrying value of the goodwill. The annual goodwill impairment review is conducted during the fourth quarter of each year.

Other Intangible Assets

Other intangible assets, which consist of developed technology, customer relationships, trade names, a non-compete agreement, patents, licenses and software, are amortized on a straight-line basis over their estimated useful lives which can be up to twenty years.

Revenue Recognition

Revenue from sales of the Company's products to its customers is recognized when title and risk of loss passes to the customer, which occurs either upon shipment or delivery, depending upon the agreed sales terms with customers. In the United States and Canada, the Company records estimated reductions to revenue for distributor incentives and customer incentives such as rebates, at the time of the initial sale. Distributor and customer incentives in Mexico are immaterial to the financial statements. The estimated reductions are based on the sales terms, historical experience and trend analysis. Accruals for distributor incentives are reflected as a direct reduction to accounts receivable and accruals for rebates are recorded as accrued expenses. This analysis requires a significant amount of judgment from management. Changes in the assumptions used to calculate these estimates or changes resulting from actual results are recorded against revenue in the period in which the change occurs.

Shipping and Handling Fees and Costs and Advertising Expenses

Shipping and handling fees and costs invoiced to customers are included in Net sales. Shipping and handling fees and costs incurred by the Company are included in Cost of goods sold. Advertising expenses, which are not significant, are expensed as incurred.

Foreign Currency Translation

The U.S. dollar is the functional currency of the Canadian and Mexican operations. Accordingly, these operations monetary assets and liabilities are remeasured at current exchange rates, non-monetary assets and liabilities are remeasured at historical exchange rates. Revenue and expenses related to monetary assets and liabilities are remeasured at average exchange rates and at historical exchange rates for the related revenue and expenses of non-monetary assets and liabilities. All translation gains and losses are included in net income.

Research and Development Expenses

Research and development expenditures, including expenditures relating to the development of new products and processes and significant improvements and refinements to existing products, are expensed as incurred.

Employee Termination Benefits

The Company does not have a written severance plan for its Mexican operations, nor does it offer similar termination benefits to affected employees in all Mexican restructuring initiatives. However, Mexican law requires payment of certain minimum termination benefits. Accordingly, in situations where minimum statutory termination benefits must be paid to the affected employees, the Company records employee severance costs associated with these activities in accordance with ASC 712, Compensation – Nonretirement Post Employment Benefits. The Company does have a written severance plan which is in accordance with ASC 712 for its U.S. and Canadian operations. The Company has an accrued obligation for post-employment benefits for U.S. and Canadian operations when the amounts are probable and reasonably estimated. In all other situations where the Company pays out termination benefits, including supplemental benefits paid in excess of statutory minimum amounts and benefits offered to affected employees based on management’s discretion, the Company records these termination costs in accordance with ASC 420, Exit or Disposal Cost Obligations.

The timing of the recognition of charges for employee severance costs depends on whether the affected employees are required to render service beyond their legal notification period in order to receive the benefits. If affected employees are required to render service beyond their legal notification period, charges are recognized ratably over the future service period. Otherwise, charges are recognized when a specific plan has been confirmed by management and required employee communication requirements have been met.

Legal Costs

The Company expenses legal costs as incurred, including those legal costs which may be incurred in connection with a loss contingency.

Income Taxes

The Company’s significant subsidiaries are the Company's United States subsidiaries which file a consolidated U.S. tax return, the Company's Mexican subsidiaries which filed consolidated Mexico tax returns from 2011 through 2015, but changed to filing separate tax returns in 2016, the Company's Canadian subsidiary which files a separate Canadian tax return and the Netherlands files a fiscal unity return for certain Netherlands subsidiaries. The Company accounts for income taxes in accordance with ASC 740, Income Taxes. Under ASC 740, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax bases using enacted tax rates applied to those differences.

Deferred tax assets are assessed for realizability and a valuation allowance is provided if a portion of the associated tax benefit is not expected to be realized.

If any material uncertain tax positions arise, the Company’s policy is to accrue associated penalties in selling, general and administrative expenses and to accrue interest as part of net interest expense. Other than the assessments disclosed in Note 16, Income Taxes, as of December 31, 2017, no significant adjustments have been proposed to the Company's tax positions and the Company currently does not anticipate any adjustments that would result in a material change to its financial position during the next twelve months.

On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (the “Tax Act”).  The Tax Act significantly changes U.S. corporate income tax laws by, among other things, reducing the U.S. corporate income tax rate from 35% to 21% effective for tax years beginning after December 31, 2017 and transitioning U.S. international taxation from a worldwide tax system to a territorial tax system with a one-time mandatory transition or toll tax on post-1986 undistributed foreign earnings and profits of U.S. subsidiaries through the year ended December 31, 2017. Refer to Note 16 for additional information.

Environmental Costs

Environmental liabilities are recorded undiscounted when it is probable that these liabilities have been incurred and the amounts can be reasonably estimated. These liabilities are estimated based on an assessment of many factors, including the amount of remediation costs, the timing and extent of remediation actions required by the applicable governmental authorities, and the amount of the Company’s liability after considering the liability and financial resources of other potentially responsible parties. Generally, the recording of these accruals coincides with the assertion of a claim or litigation, completion of a feasibility study or a commitment to a formal plan of action. Anticipated recoveries from third parties are recorded as a reduction of expense only when such amounts are realized. Any insurance receivables would be recorded gross of the estimated liability.

Comprehensive Income (Loss)

Comprehensive income (loss) is composed of net income (loss), adjusted for changes in comprehensive income items such as changes in defined benefit pension plan funded status.

Share-based Compensation

The Company recognizes compensation expense for its Long-Term Incentive Plans (LTIP). Under applicable accounting standards, the fair value of share-based compensation is determined at the grant date and the recognition of the related expense is recorded over the period in which the share-based compensation vests. Refer to Note 12 for additional information.

Business Combinations

An acquired business is included in the consolidated financial statements upon obtaining control of the acquired assets. Assets acquired and liabilities assumed are recognized at the date of acquisition at their respective fair values. Any excess of the purchase price over the estimated fair values of the net assets acquired is recognized as goodwill.

Recently Issued Accounting Standards

Adopted

In July 2015, the FASB issued guidance which requires entities to measure most inventory “at the lower of cost and net realizable value (“NRV”),” thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. Under the new guidance, inventory is “measured at the lower of cost and net realizable value,” which eliminates the need to determine replacement cost and evaluate whether it is above the ceiling (NRV) or below the floor (NRV less a normal profit margin). The guidance defines NRV as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” The guidance is effective for annual periods beginning after December 15, 2016, and interim periods therein. Early application is permitted. The Company's adoption of this standard did not have a material impact on its financial position, results of operations and related disclosures.

In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which amends Accounting Standards Codification ("ASC") Topic 718, Compensation - Stock Compensation.  ASU 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years and early adoption is permitted. The Company's adoption of this standard did not have a material impact on its financial position, results of operations and related disclosures.

In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment. Under the new standard, goodwill impairment would be measured as the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying value of goodwill. This ASU eliminates existing guidance that requires an entity to determine goodwill impairment by calculating the implied fair value of goodwill by hypothetically assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted on testing dates after January 1, 2017. The Company has elected to early adopt for testing dates after January 1, 2017 and the adoption of this standard did not have a material impact on its financial position, results of operations and related disclosures.

In February 2018, the FASB issued amendments to the guidance for reporting comprehensive income through ASU 2018-02, “Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.” The ASU allows a reclassification from accumulated other comprehensive income (loss), or AOCI, to retained earnings for the deferred taxes previously recorded in AOCI that exceed the current federal tax rate of 21% resulting from the Tax Act. The ASU allows adjustments to reclassification amounts in subsequent periods as a result of changes to the amounts recorded under SAB 118. If adopted, the ASU is effective in years beginning after December 15, 2018, but permits early adoption in a period for which financial statements have not yet been issued. The Company has elected to early adopt the ASU. The effect of adopting the ASU resulted in an increase of $0.3 million to retained earnings at December 31, 2017 due to the reclassification of AOCI to retained earnings.

Issued but not yet adopted

In May 2014, the FASB issued guidance on revenue from contracts with customers that will supersede most current revenue recognition guidance, including industry-specific guidance. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The guidance provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include capitalization of certain contract costs, consideration of time value of money in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. In July 2015, the FASB approved the deferral of the effective date of this guidance by one year (with an option to early adopt at the original effective date), making it effective for the interim and annual periods beginning on or after December 15, 2017. As a result, this guidance will be effective for the Company beginning in fiscal year 2018, with an option to early adopt in fiscal year 2017. The guidance permits the use of either a retrospective or modified retrospective transition method. The Company will adopt the standard using the modified retrospective transition method on January 1, 2018. Based on the results of the assessment performed to date, though the Company will provide expanded disclosures as a result, the Company has concluded that revenues are expected to remain substantially unchanged from the current revenue recognition model and therefore, the adoption of this standard will not have a material impact on its financial position, results of operations and related disclosures.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) in order to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under previous GAAP. ASU 2016-02 requires that a lessee should recognize a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term on the balance sheet. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018 (including interim periods within those periods) using a modified retrospective approach and early adoption is permitted. While the Company is continuing to assess the effect of adoption, it currently believes the most significant changes relate to the recognition of new right-of-use assets and lease liabilities on its balance sheet for railcar and tank operating leases. The Company will continue to evaluate the impact of adoption of the ASU on its financial position, results of operations and related disclosures.

In March 2016, the FASB issued ASU 2016-15, Clarification on Classification of Certain Cash Receipts and Cash Payments on the Statement of Cash Flows. ASU 2016-15 clarifies the classification of certain cash receipts and cash payments in the statement of cash flows, including debt prepayment or extinguishment costs, settlement of contingent consideration arising from a business combination, insurance settlement proceeds, and distributions from certain equity method investees. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted. The Company is evaluating the impact of adopting this new accounting guidance on its consolidated financial statements.

In October 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory, which reduces the complexity in the accounting standards by allowing the recognition of current and deferred income taxes for an intra-entity asset transfer, other than inventory, when the transfer occurs. Historically, recognition of the income tax consequence was not recognized until the asset was sold to an outside party. This amendment should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. There are no new disclosure requirements. This ASU is effective for annual reporting periods beginning after December 15, 2017. Early adoption is permitted in the first interim period of 2017. The Company is currently in the process of evaluating the impact of adoption of the ASU on its financial position, results of operations and related disclosures.

In November 2016, the FASB issued ASU No. 2016-18, Restricted Cash, which clarifies guidance on the classification and presentation of restricted cash in the statement of cash flows. Under the ASU, changes in restricted cash and restricted cash equivalents would be included along with those of cash and cash equivalents in the statement of cash flows. As a result, entities would no longer present transfers between cash/equivalents and restricted cash/equivalents in the statement of cash flows. In addition, a reconciliation between the balance sheet and the statement of cash flows would be disclosed when the balance sheet includes more than one line item for cash/equivalents and restricted cash/equivalents. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The Company does not anticipate the adoption of the new accounting rules will have a material impact on its financial position, results of operations and related disclosures.

In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business, which narrows the existing definition of a business and provides a framework for evaluating whether a transaction should be accounted for as an acquisition (or disposal) of assets or a business. The ASU requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set of transferred assets and activities (collectively, the set) is not a business. To be considered a business, the set would need to include an input and a substantive process that together significantly contribute to the ability to create outputs. The standard also narrows the definition of outputs. The definition of a business affects areas of accounting such as acquisitions, disposals and goodwill. Under the new guidance, fewer acquired sets are expected to be considered businesses. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The Company would apply this guidance to applicable transactions after the adoption date.

In March 2017, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Post-retirement Benefit Cost, which requires that only the service cost component of net periodic benefit costs be recorded as compensation cost in the operating expense section of the income statement. All other components of net periodic benefit cost (interest cost, expected return on plan assets and amortization of net loss) will be presented in other income - net. This standard update is effective beginning with the first quarter 2018 and must be applied retrospectively. the Company is evaluating the impact of adopting this new accounting guidance on its consolidated financial statements.

In May 2017, the FASB issued ASU No. 2017-09, Stock Compensation - Scope of Modification Accounting, which requires all modifications to be accounted for as a modification unless the fair value, vesting conditions and classification of the award as equity or liability are the same as the classification of the original award immediately before the original award is modified. The amendments in this ASU are effective for fiscal years beginning after December 15, 2017 and for interim periods therein. The Company's adoption of this guidance is not expected to have a significant effect on its financial position, results of operations and related disclosures.

In August 2017, the FASB issued ASU No. 2017-12, Derivatives and hedging (Topic 815): Targeted improvements to accounting for hedging activities. This standard more closely aligns the results of cash flow and fair value hedge accounting with risk management activities through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results in the financial statements. This standard also addresses specific limitations in current GAAP by expanding hedge accounting for both nonfinancial and financial risk components and by refining the measurement of hedge results to better reflect an entity’s hedging strategies. Additionally, by aligning the timing of recognition of hedge results with the earnings effect of the hedged item for cash flow and net investment hedges, and by including the earnings effect of the hedging instrument in the same income statement line item in which the earnings effect of the hedged item is presented, the results of an entity’s hedging program and the cost of executing that program will be more visible to users of financial statements. The new standard is effective for annual reporting periods beginning after December 15, 2018 with early adoption permitted. The Company does not anticipate the adoption of this standard will have a material impact on its financial position, results of operations and related disclosures.

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Acquisitions

12 Months Ended

Dec. 31, 2017

Business Combinations [Abstract]

Acquisitions

Acquisitions

On August 25, 2017, the Company acquired 100 percent of the outstanding shares of GenNx Novel Holding, Inc. (together with its direct and indirect wholly-owned subsidiaries, "Novel Ingredients"). Novel Ingredients was a privately-held specialty ingredients supplier of botanicals, proteins, amino acids and other healthy ingredients, as well as branded ingredient and custom formulated solutions, headquartered in East Hanover, New Jersey. The Company made an initial $125.0 million cash payment, subsequently adjusted lower by $1.3 million for post-closing working capital adjustments, for total consideration of $123.7 million. The acquisition was funded by borrowings under its existing credit facility. The addition of Novel Ingredients grows Innophos' Food, Health, and Nutrition portfolio, expanding its presence in high-growth nutrition end-markets and positioning the Company to more effectively develop innovative ingredient solutions that better serve its customers. Novel Ingredients serves attractive end-markets driven by health and wellness consumer trends such as immune health, sports nutrition, and cognitive health.

On November 3, 2017, the Company acquired 100% of the outstanding equity interests of NutraGenesis LLC, Icon Group LLC, and Tradeworks Group, Inc. (collectively referred to as "NutraGenesis"). NutraGenesis was a privately-held Vermont-based marketer of proprietary, branded and science-backed nutraceutical ingredients. The Company made a $27.4 million cash payment, subject to post-closing working capital adjustments, which was funded by borrowings under its existing credit facility. NutraGenesis is highly complementary to the Novel Ingredients acquisition and the Company's branded ingredients portfolio. NutraGenesis serves attractive high-growth end-markets, including stress reduction, weight management, joint health, brain health and metabolic wellness, that are driven by health and wellness consumer trends.

During the year ended December 31, 2017, the Company's results of operations included revenues of $36.7 million and a $2.3 million net loss attributable to Novel Ingredients and NutraGenesis.

The excess of purchase price over the fair value amounts assigned to the assets acquired and liabilities assumed represents the goodwill amount resulting from the acquisitions and will be included in the Food, Health and Nutrition operating segment. The goodwill of $68.3 million arising from the acquisitions consists of expected revenue and cost synergies, operational know-how, and acquired workforce. Approximately $24.0 million of the goodwill is deductible for U.S. income tax purposes.

The following table summarizes the estimated fair value of the assets acquired and liabilities assumed (in thousands):

	Novel Ingredients			NutraGenesis
Cash	$	105		$	82
Accounts receivable, net of allowances of $511 and $0 for Novel Ingredients and NutraGenesis, respectively	11,255			850
Inventory, including fair value adjustment of $4,300 for Novel Ingredients	23,121			—
Other current assets	1,655			638
Property, plant and equipment	4,261			—
Other non-current assets	187			—
Goodwill	54,008			14,320
Intangible assets	52,900			13,699
Accounts payable	(14,726		)	(793		)
Accrued expenses	(3,910		)	(524		)
Deferred income taxes	(5,067		)	—
Customer Deposits	—			(875		)
Total	$	123,789		$	27,397

In preparing the preliminary fair value estimates of the intangible assets and certain tangible assets acquired, management consulted with an independent third party. The purchase price and related allocation to assets acquired and liabilities assumed is preliminary pending finalization of the fair values assigned to the intangible assets and the valuation of the working capital components acquired as of the acquisition date.

Novel Ingredients has Net Operating Loss ("NOL") carryforwards of $16.4 million that are expected to be utilized in future periods. The deferred income tax balances are preliminary pending management's final analysis and preparation of the final period tax return.

The intangible assets acquired with Novel Ingredients and NutraGenesis include the following (in thousands):

	Useful life (years)	Novel Ingredients		NutraGenesis
Customer relationships	15-20	$	46,200	$	10,499
Trade names	5-10	6,700		3,200
		$	52,900	$	13,699

The weighted average useful life (years) of the intangible assets included in the above table is 17.4 years. The weighted average useful life (years) of the trade names included in the above table is 7.9 years. The weighted average useful life (years) of the customer relationships included in the above table is 19.1 years.

The following unaudited pro forma information has been prepared as if the acquisitions had occurred on January 1, 2016 (amounts in thousands, excluding EPS figures). The unaudited pro forma results do not reflect any material adjustments, operating efficiencies and other synergies which may result from the consolidation of operations.

	Year Ended December 31,
	2017		2016
Revenues	$	792,600	$	812,447
Net income	$	22,011	$	41,711
Income per common share - Basic	$	1.13	$	2.16
Income per common share - Diluted	$	1.12	$	2.13

These amounts have been calculated after applying the Company's accounting policies and adjusting the results of Novel Ingredients and NutraGenesis to reflect the additional depreciation and amortization expense that would have been charged assuming the fair value adjustments to property, plant and equipment and intangible assets had been applied on January 1, 2016. Interest expense related to the borrowing for the acquisitions was applied on January 1, 2016. Depreciation and amortization expense of approximately $5.0 million and interest expense of approximately $4.4 million related to the above were included in the years ended December 31, 2017 and December 31, 2016. Further, the above pro forma amounts include a fair value adjustment to inventory of $4.3 million applied on January 1, 2016. The year ended December 31, 2017 include non-recurring transaction costs of approximately $3.1 million and $2.1 million of integration costs in selling, general and administrative expense.

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Restructuring and Management Transition Costs

12 Months Ended

Dec. 31, 2017

Restructuring and Related Activities [Abstract]

Restructuring and Management Transition Costs

Restructuring and Management Transition Costs:

During 2015 management evaluated several initiatives to improve the overall operating efficiency of the organization. As a result of this evaluation the Company launched an initiative to reduce its cost structure by implementing various staff reduction actions during the third quarter of 2015.

In addition, during the fourth quarter of 2015, the Company experienced a management transition of certain high-level positions, most notably the Chief Executive Officer and the Chief Financial Officer.

During the third and fourth quarters of 2015, the Company incurred restructuring and management transition costs of $8.6 million and $11.8 million, respectively. The amounts recorded within selling, general and administrative expenses in the statements of operations were $17.1 million and cost of goods sold were $3.3 million.

During 2016, the Company incurred additional amounts in connection with continued restructuring of $1.6 million (including accelerated stock compensation of $0.3 million) within selling, general and administrative expenses and $0.1 million within cost of goods sold. The Company expects to make $1.7 million of payments associated with these actions within the next twelve months.

The following table summarizes the activities related to severance and benefits for restructuring and management transition costs:

	2017			2016
Balance at beginning of year	$	6,356		$	13,389
Total expense recorded	—			1,718
Accelerated share-based compensation expense (a)	—			(254		)
Payments made	(4,427		)	(8,497		)
Balance at end of year	$	1,929		$	6,356

(a) Accelerated stock-based compensation expense adjustments due to management transition.

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Inventories

12 Months Ended

Dec. 31, 2017

Inventory Disclosure [Abstract]

Inventories

Inventories:

Inventories consist of the following:

	2017		2016
Raw materials	$	48,445	$	33,185
Finished products	83,634		81,369
Spare parts	13,606		13,741
	$	145,685	$	128,295

Inventory reserves for excess quantities, obsolescence or shelf-life expiration as of December 31, 2017 and December 31, 2016 were $16,168 and $13,422, respectively.

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Other Current Assets

12 Months Ended

Dec. 31, 2017

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Other Current Assets

Other Current Assets:

Other current assets consist of the following:

	2017		2016
Creditable taxes (value added taxes)	$	7,285	$	9,722
Vendor inventory deposits (prepaid)	7,807		3,750
Prepaid income taxes	3,394		4,659
Prepaid insurance	2,492		2,248
Other	3,991		3,515
	$	24,969	$	23,894

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Property, Plant and Equipment, net

12 Months Ended

Dec. 31, 2017

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment, net

Property, Plant and Equipment, net:

Property, plant and equipment, at cost, consist of the following:

		2017						2016
	Useful life (years)	Gross		Accumulated Depreciation		Net Book Value		Gross		Accumulated Depreciation		Net Book Value
Land	-	$	18,453	$	—	$	18,453	$	19,053	$	—	$	19,053
Land improvements -	3-15	11,861		9,855		2,006		11,303		9,495		1,808
Buildings and improvements -	2-9	10,373		9,507		866		9,486		9,419		67
	10	17,161		10,433		6,728		15,526		9,079		6,447
	14-16	12,080		9,699		2,381		12,105		8,915		3,190
	20	43,013		17,508		25,505		39,128		15,451		23,677
	25-34	21,377		7,424		13,953		21,687		6,741		14,946
Machinery & Equipment -	1-4	26,409		21,325		5,084		24,515		17,801		6,714
	5	49,521		39,387		10,134		46,545		34,824		11,721
	6	49,493		49,273		220		49,493		49,216		277
	7	52,955		48,937		4,018		52,785		44,781		8,004
	8	170,719		155,043		15,676		167,938		150,883		17,055
	9	26,281		26,078		203		26,413		26,140		273
	10	16,856		6,992		9,864		15,920		5,964		9,956
	11	11,697		11,693		4		11,852		11,847		5
	12-13	9,477		9,426		51		9,478		9,419		59
	15	113,062		43,061		70,001		106,587		36,571		70,016
	16-21	3,698		1,201		2,497		1,657		1,060		597
Construction-in-progress	-	31,653		—		31,653		11,594		—		11,594
		$	696,139	$	476,842	$	219,297	$	653,065	$	447,606	$	205,459

Depreciation expense, excluding depreciation expense in changes of inventory, was $31,345, $30,142 and $31,594 in 2017, 2016 and 2015, respectively. Depreciation expense in changes of inventory was $678, $113 and $(292), in 2017, 2016 and 2015, respectively. The carrying value of capitalized software, included in machinery and equipment, was $4,749, $8,141 and $10,919 for the years ended December 31, 2017, December 31, 2016 and December 31, 2015, respectively.

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Goodwill

12 Months Ended

Dec. 31, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

Goodwill:

	Food, Health and Nutrition		Industrial Specialties		Other		Total
Balance: December 31, 2015	$	61,090	$	23,283	$	—	$	84,373
Balance: December 31, 2016	$	61,090	$	23,283	$	—	$	84,373
Add: Goodwill from Novel Ingredients acquisition	54,007		—		—		54,007
Add: Goodwill from NutraGenesis acquisition	14,320		—		—		14,320
Balance: December 31, 2017	$	129,417	$	23,283	$	—	$	152,700

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Intangibles and Other Assets, net

12 Months Ended

Dec. 31, 2017

Intangible Assets and Other Noncurrent Assets, Net [Abstract]

Intangibles and Other Assets, net

Intangibles and Other Assets, net:

Intangibles and other assets consist of the following:

	Useful life (years)	2017		2016
Developed technology and application patents, net of accumulated amortization of $30,716 for 2017 and $27,778 for 2016	7-20	15,559		18,497
Customer relationships, net of accumulated amortization of $22,279 for 2017 and $18,569 for 2016	5-20	73,232		20,243
Trade names and license agreements, net of accumulated amortization of $12,023 for 2017 and $10,315 for 2016	5-20	15,538		7,346
Non-compete agreement, net of accumulated amortization of $1,293 for 2017 and $1,268 for 2016	3-10	40		65
Total intangibles		$	104,369	$	46,151
Deferred income taxes		$	5,058	$	18,432
Deferred financing costs, net of accumulated amortization of $3,902 for 2017 and $3,473 for 2016 (see note 10)		1,721		2,150
Other tax assets		—		997
Other assets		1,768		2,081
Total other assets		$	8,547	$	23,660
		$	112,916	$	69,811

Amortization expense for intangibles was $8,381, $7,222 and $7,233 in 2017, 2016 and 2015, respectively. Anticipated amortization expense for the next five years related to intangibles is as follows:

	2018		2019		2020		2021		2022
Intangible amortization expense	$	11,258	$	10,735	$	10,117	$	9,479	$	9,006

The preceding expected amortization expense is an estimate. Actual amounts of amortization expense may differ from estimated amounts due to additional intangible asset acquisitions, impairment of intangible assets, accelerated amortization of intangible assets and other events.

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Other Current Liabilities

12 Months Ended

Dec. 31, 2017

Other Liabilities Disclosure [Abstract]

Other Current Liabilities

Other Current Liabilities:

Other current liabilities consist of the following:

	2017		2016
Payroll related	$	15,684	$	11,852
Taxes other than income taxes	2,804		2,624
Benefits and pensions	7,730		5,419
Freight and rebates	3,937		3,579
Income taxes	4,933		9,278
Restructuring reserve	1,719		4,737
Other	6,277		6,116
	$	43,084	$	43,605

Other Long-Term Liabilities:

Other long-term liabilities consist of the following:

	2017		2016
Deferred income taxes	$	2,354	$	1,282
Long term portion of U.S. transition tax	12,095		—
Pension and post retirement liabilities	8,886		7,689
Restructuring reserve	210		1,618
Uncertain tax positions	1,974		1,974
Environmental liabilities	1,100		1,100
Other liabilities	1,453		1,906
	$	28,072	$	15,569

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Short-Term Borrowings, Long-Term Debt, and Interest Expense

12 Months Ended

Dec. 31, 2017

Debt Disclosure [Abstract]

Short-Term Borrowings, Long-Term Debt, and Interest Expense

Short-term Borrowings, Long-Term Debt, and Interest Expense:

Short-term borrowings and long-term debt consist of the following:

	2017		2016
Revolver borrowings under the credit facility due 2021	$	310,000	$	185,000
Capital leases	9		—
Total borrowings	$	310,009	$	185,000
Less current portion	4		—
Long-term debt	$	310,005	$	185,000

In December 2016, Innophos Holdings, Inc. and certain of its directly and/or indirectly wholly-owned subsidiaries (referred to in this note as the "Company") entered into a senior secured credit facility, or Credit Agreement, with a group of lenders, or the Lenders, increasing the Company's borrowing capacity. The Credit Agreement replaces the term loan of $100.0 million and revolving line of credit under the prior facility with a $450.0 million revolving line of credit, including a $20.0 million letter of credit sub-facility and a $20.0 million swingline loan facility, all maturing on December 22, 2021. Interest accruing on amounts borrowed under the revolving line is based on an applicable margin over LIBOR (London Interbank Offered Rate) or bank base rate, ranging from 100 to 225 basis points for LIBOR and 0 to 125 basis points for base rate loans, in each case with loan period and interest alternative as chosen by the Company, which margin is adjusted quarterly depending on a total leverage ratio (as computed under the Credit Agreement) for the period in question. Commitment fees on the unused revolving line range from 12.5 to 37.5 basis points, depending on total leverage ratio (as computed under the Credit Agreement) for the period in question. The current applicable margin for LIBOR based loans, base rate loans and the commitment fee are 200, 100 and 32.5 basis points, respectively.

The Credit Agreement also provides for possible additional revolving indebtedness under an incremental facility of up to $150.0 million (for an aggregate of revolving capacity up to $600.0 million) upon future request by the Company to existing Lenders (and depending on their consent) or from other willing financial institutions invited by the Company and reasonably acceptable to the administrative agent to join in the Credit Agreement. This revolving credit facility increase, if implemented, may provide for higher applicable margins to either the increased portion or possibly the entire revolving credit facility, with limitations, for interest rates than those in effect for the original revolving commitments under the Credit Agreement.

The obligations of the Company under the Credit Agreement are secured by first priority liens on substantially all the United States assets of the Company, as well as a pledge of 65% of the voting equity of entities holding the Company's foreign subsidiaries.

The Credit Agreement contains representations given to the Lenders about the nature and status of the Company's business that serve as conditions to future borrowings, and affirmative, as well as negative, covenants typical of credit facilities of this kind that prohibit or limit a variety of actions by the Company and its subsidiaries generally without the Lenders’ approval. These include covenants that affect the ability of those entities, among other things, to (a) incur or guarantee indebtedness, (b) create liens, (c) enter into mergers, recapitalizations or assets purchases or sales, (d) change names, (e) make certain changes to their business, (f) make restricted payments that include dividends, purchases and redemptions of equity (g) make advances, investments or loans, (h) effect sales and leasebacks or (i) enter into transactions with affiliates, (j) allow negative pledges or limitations on the repayment abilities of subsidiaries or (k) amend subordinated debt. However, subject to continued compliance with the overall leverage restrictions described in more detail below, the Company retains flexibility under the Credit Agreement to develop its business and achieve strategic goals by, among other things, being permitted to take on additional debt, pay dividends (as long as the Total Leverage Ratio shall be .25 less than the then applicable level described below), re-acquire equity and make domestic acquisitions. Foreign acquisitions and investments are also permitted up to a fixed limit which is set initially at $213.0 million and can increase with ongoing cash generation up to as high as $425.0 million.

Among its affirmative covenants, the Credit Agreement requires the Company to maintain the following consolidated ratios (as defined and calculated according to the Credit Agreement) as of the end of each fiscal quarter:

(a) “Total Leverage Ratio” less than or equal to 3.50 to 1.00.

(b) “Interest Coverage Ratio” greater than or equal to 3.00 to 1.00.

As of December 31, 2017, the Accessible Borrowing Availability was $138.9 million and the Total Leverage Ratio and Interest Coverage Ratio calculated in accordance with the agreement were 2.45 and 19.32, respectively.

As of December 31, 2017, the Company was in full compliance with all debt covenant requirements.

The Credit Agreement provides for “Events of Default” that, unless waived, can or will lead to acceleration of obligations upon the occurrence, continuation and/or notice, as applicable, of specified events typical of credit facilities of this kind. These include (a) failures to pay interest or principal on loans, (b) misrepresentations, (c) failures to observe covenants, (d) cross defaults of other indebtedness in excess of $20.0 million, (e) uninsured and unsatisfied judgments in excess of $20.0 million or certain orders or injunctions, (f) bankruptcy and insolvency events, (g) events leading to aggregate liability under the Employee Retirement Income Security Act of 1974 (ERISA) in excess of $20.0 million, (h) changes of control, (i) invalidity of credit support /security agreements, and (i) certain disadvantageous changes in Credit Agreement debt compared to subordinated debt.

Fees and expenses incurred in 2016 with the Credit Agreement were approximately $1.5 million. This amount was recorded as deferred financing costs and is being amortized over the term of the Credit Agreement using the effective interest method.

As of December 31, 2017, $310.0 million was outstanding under the revolving line of credit, which approximates fair value (determined using level 2 inputs within the fair value hierarchy), with total availability at 138.9 million, taking into account $1.1 million in face amount of letters of credit issued under the sub-facility. The current weighted average interest rate for all debt is 3.4%.

The Company manages interest rate risk by balancing the amount of fixed-rate and floating-rate debt to the extent practicable consistent with the credit status.

Innophos and its subsidiaries and affiliates may from time to time seek to acquire or otherwise retire outstanding debt through public or privately negotiated transactions, exchanges or otherwise. Debt repurchases or exchanges, if any, will depend on prevailing market conditions, Company liquidity requirements, restrictive financial covenants and other factors applicable at the time. The amounts involved may be material.

Total interest paid by the Company for all indebtedness for 2017, 2016 and 2015 was $6.8 million, $8.0 million and $5.9 million, respectively.

Interest expense, net consists of the following:

	Year Ended December 31,
	2017			2016			2015
Interest expense	$	7,148		$	7,210		$	7,079
Deferred financing cost	429			680			615
Interest income	(124		)	(53		)	(65		)
Less: amount capitalized for capital projects	(445		)	(168		)	(111		)
Total interest expense, net	$	7,008		$	7,669		$	7,518

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Other Long-Term Liabilities

12 Months Ended

Dec. 31, 2017

Other Liabilities Disclosure [Abstract]

Other Long-Term Liabilities

Other Current Liabilities:

Other current liabilities consist of the following:

	2017		2016
Payroll related	$	15,684	$	11,852
Taxes other than income taxes	2,804		2,624
Benefits and pensions	7,730		5,419
Freight and rebates	3,937		3,579
Income taxes	4,933		9,278
Restructuring reserve	1,719		4,737
Other	6,277		6,116
	$	43,084	$	43,605

Other Long-Term Liabilities:

Other long-term liabilities consist of the following:

	2017		2016
Deferred income taxes	$	2,354	$	1,282
Long term portion of U.S. transition tax	12,095		—
Pension and post retirement liabilities	8,886		7,689
Restructuring reserve	210		1,618
Uncertain tax positions	1,974		1,974
Environmental liabilities	1,100		1,100
Other liabilities	1,453		1,906
	$	28,072	$	15,569

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Stockholders' Equity / Stock-Based Compensation

12 Months Ended

Dec. 31, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stockholders' Equity / Stock-Based Compensation

Stockholders’ Equity / Stock-Based Compensation:

The Company's compensation programs include share-based payments. The primary share-based awards and their general terms and conditions currently in effect are as follows:

• Restricted stock grants, which entitle the holder to receive, at the end of each vesting term, a specified number of shares of the Company's common stock, and which also entitle the holder to receive dividends paid on such grants throughout the vesting period. Compensation expense is amortized on a straight-line basis over the requisite vesting period, generally three years, and accelerated for those employees that are retirement eligible during the vesting period.

• Stock options, which entitle the holder to purchase, after the end of a vesting term, a specified number of shares of the Company’s common stock at an exercise price per share set equal to the market price of the Company’s common stock on the date of grant. The stock options generally vest annually over three years with a ten year term from date of grant.

• Performance share awards which entitle the holder to receive, at the end of a performance cycle, a number of shares of the Company’s common stock, within a range of shares from zero to a specified maximum (generally 200%), calculated using a combination of performance indicators as defined by reference to the Company’s own activities. The performance shares generally vest at the end of a three year performance cycle and the number of shares distributable depends on the extent to which the Company attains pre-established performance goals. Amounts equivalent to dividends will accrue over the performance period and are paid on performance share awards when vested and distributed.

• Annual stock retainer grants, which entitle independent members of the Board of Directors to receive a number of shares of the Company’s common stock, which immediately vest, equal to a fixed retainer value.

The following table summarizes the components of stock-based compensation expense, all of which has been classified as selling, general and administrative expense:

	Year Ended December 31,
	2017		2016			2015
Stock options	$	1,068	$	994		$	2,521
Restricted stock	1,701		1,490			2,080
Performance shares	424		(257		)	1,507
Stock grants	630		595			510
Total stock-based compensation expense (a)	$	3,823	$	2,822		$	6,618

 (a) 2016 includes accelerated stock-based compensation expense adjustments of $(254), due to management transition.

A summary of restricted stock activity during the three years ended December 31, 2017, is presented below:

	Number of Shares		Weighted Average Grant Date Fair Value
Outstanding at January 1, 2015	50,336		$	54.49
Granted	92,433		34.40
Released	(7,066	)	53.84
Forfeited / Surrendered	(10,372	)	53.27
Outstanding at December 31, 2015	125,331		$	40.85
Outstanding at January 1, 2016	125,331		$	40.85
Granted	88,836		31.47
Released	(7,796	)	53.18
Forfeited / Surrendered	(29,920	)	40.79
Outstanding at December 31, 2016	176,451		$	35.27
Outstanding at January 1, 2017	176,451		$	35.27
Granted	30,723		52.41
Released	(32,171	)	34.71
Forfeited / Surrendered	(24,424	)	36.42
Outstanding at December 31, 2017	150,579		$	38.18

A summary of stock option activity during the three years ended December 31, 2017, is presented below:

	Number of Options		Weighted Average Exercise Price		Weighted Average Grant Date Fair Value
Outstanding at January 1, 2015	625,320		$	30.87
Granted	157,961		42.38		12.14
Forfeited / Expired / Surrendered	(37,364	)	31.62
Exercised	(53,995	)	19.78
Outstanding at December 31, 2015	691,922		$	34.33
Exercisable at December 31, 2015	543,905		$	31.87
Outstanding at January 1, 2016	691,922		$	34.33
Granted	400,215		31.18		4.62
Forfeited / Expired / Surrendered	(260,913	)	33.17
Exercised	(91,029	)	19.55
Outstanding at December 31, 2016	740,195		$	34.84
Exercisable at December 31, 2016	368,159		$	37.06
Outstanding at January 1, 2017	740,195		$	34.84
Granted	102,607		52.43		11.54
Forfeited / Expired / Surrendered	(175,767	)	37.24
Exercised	(49,530	)	23.40
Outstanding at December 31, 2017	617,505		$	38.00
Exercisable at December 31, 2017	343,849		$	38.05

The fair value of the options granted during 2017, 2016 and 2015 was determined using the Black-Scholes option-pricing model. The assumptions used in the Black-Scholes option-pricing model were as follows:

Non-qualified stock options	Year Ended December 31, 2017			Year Ended December 31, 2016			Year Ended December 31, 2015
Expected volatility	31.3		%	33.8		%	40.8		%
Dividend yield	3.6		%	6.6		%	4.3		%
Risk-free interest rate	2.1		%	1.4		%	1.7		%
Expected term in years	6.6			6.6			6.0
Weighted average grant date fair value of stock options	$	11.54		$	4.62		$	12.14

The expected volatility and the expected term are based on the Company's historical data. The dividend yield is the expected annual dividend payments divided by the average stock price up to the date of grant. The risk-free interest rates are derived from the U.S. Treasury securities in effect on the date of grant whose maturity period equals the options expected term. The Company applies an expected forfeiture rate to stock-based compensation expense. The estimate of the forfeiture rate is based primarily upon historical experience of employee turnover. As actual forfeitures become known, stock-based compensation expense is adjusted accordingly.

A summary of performance share activity is presented below:

	Number of Shares		Weighted Average Grant Date Fair Value
Outstanding at January 1, 2015	44,698		55.49
Granted (at targeted return on invested capital and contribution margin growth)	62,225		42.31
Forfeited	—		—
Vested	(37,835	)	53.05
Adjustment to estimate of shares to be earned	(36,671	)	51.48
Outstanding at December 31, 2015	32,417		$	37.58
Outstanding at January 1, 2016	32,417		$	37.58
Granted (at targeted return on invested capital and contribution margin growth)	—		—
Forfeited	—		—
Vested	(12,401	)	54.46
Adjustment to estimate of shares to be earned	(20,016	)	27.12
Outstanding at December 31, 2016	—		$	—
Outstanding at January 1, 2017	—		$	—
Granted (at targeted return on invested capital and contribution margin growth)	22,958		52.44
Forfeited	(2,083	)	52.44
Vested	(353	)	49.54
Adjustment to estimate of shares to be earned	401		49.54
Outstanding at December 31, 2017	20,923		$	52.43

The total intrinsic value of options exercised and stock grants during 2017, 2016 and 2015 was $4.2 million, $5.9 million and $4.9 million, respectively. The aggregate intrinsic value of stock options outstanding and exercisable at December 31, 2017 was $5.4 million and $3.0 million, respectively. The total remaining unrecognized compensation expense related to share-based payments is as follows:

Unrecognized Compensation Expense	Restricted Stock		Stock Options		Performance Based
Amount	$	3,698	$	1,915	$	666
Weighted-average years to be recognized	1.5		1.5		2.3

The Board of Directors authorized a stock repurchase program, commencing January 1, 2015, pursuant to which the Registrant was authorized to acquire for cash in open market or private transactions from time to time up to $125.0 million of its common stock over the ensuing 12 months. The timing of repurchases and the exact number of shares of common stock to be purchased depended upon market conditions and other factors. The repurchase program was funded through existing liquidity, including borrowings from the Senior Credit Facility, and cash from operations. Treasury stock was recognized at the cost to reacquire the shares. During 2015, the Company repurchased 2,318,720 shares of its common stock on the open market at an average price of $53.91 per share or $125.0 million.

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Earnings per share (EPS)

12 Months Ended

Dec. 31, 2017

Earnings Per Share [Abstract]

Earnings per share (EPS)

Earnings per share (EPS)

The Company accounts for earnings per share in accordance with ASC 260 and related guidance, which requires two calculations of earnings per share (EPS) to be disclosed: basic EPS and diluted EPS. Under ASC Subtopic 260-10-45, as of January 1, 2009 unvested awards of share-based payments with rights to receive dividends or dividend equivalents, such as restricted stock, are considered participating securities for purposes of calculating EPS. Under the two-class method, a portion of net income is allocated to these participating securities and therefore is excluded from the calculation of EPS allocated to common stock, as shown in the table below.

The numerator for basic and diluted earnings per share is net earnings attributable to shareholders reduced by dividends attributable to unvested shares. The denominator for basic earnings per share is the weighted average number of common stock outstanding during the period. The denominator for diluted earnings per share is weighted average shares outstanding adjusted for the effect of dilutive outstanding stock options, performance share awards and restricted stock awards.

The following is a reconciliation of the weighted average basic number of common shares outstanding to the diluted number of common and common stock equivalent shares outstanding and the calculation of earnings per share using the two-class method:

	Year Ended December 31,
	2017			2016			2015
Net income	22,445			47,971			26,346
Less: earnings attributable to unvested shares	(76		)	(288		)	(72		)
Net income available to common shareholders	$	22,369		$	47,683		$	26,274
Weighted average number of common and potential common shares outstanding:
Basic number of common shares outstanding	19,444,795			19,271,448			20,032,300
Dilutive effect of stock equivalents	288,615			310,028			291,085
Diluted number of weighted average common shares outstanding	19,733,410			19,581,476			20,323,385
Earnings per common share:
Earnings per common share—Basic	$	1.15		$	2.47		$	1.31
Earnings per common share—Diluted	$	1.13		$	2.44		$	1.29

Total outstanding options, performance share awards and unvested restricted stock not included in the calculation of diluted earnings per share as the effect would be anti-dilutive are 377,361, 445,303 and 444,334 for the years ended 2017, 2016 and 2015, respectively.

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Dividends

12 Months Ended

Dec. 31, 2017

Equity [Abstract]

Dividends

Dividends

The following is the dividend activity for 2017, 2016 and 2015:

	2017
	Quarters ended
	March 31		June 30		September 30		December 31		Total
Dividends declared – per share	$	0.48	$	0.48	$	0.48	$	0.48	$	1.92
Dividends declared – aggregate	9,349		9,373		9,373		9,373		37,468
Dividends paid – per share	0.48		0.48		0.48		0.48		1.92
Dividends paid – aggregate	9,349		9,373		9,373		9,373		37,468
	2016
	Quarters ended
	March 31		June 30		September 30		December 31		Total
Dividends declared – per share	$	0.48	$	0.48	$	0.48	$	0.48	$	1.92
Dividends declared – aggregate	9,256		9,308		9,327		9,326		37,217
Dividends paid – per share	0.48		0.48		0.48		0.48		1.92
Dividends paid – aggregate	9,256		9,308		9,327		9,326		37,217
	2015
	Quarters ended
	March 31		June 30		September 30		December 31		Total
Dividends declared – per share	$	0.48	$	0.48	$	0.48	$	0.48	$	1.92
Dividends declared – aggregate	10,198		9,863		9,261		9,236		38,558
Dividends paid – per share	0.48		0.48		0.48		0.48		1.92
Dividends paid – aggregate	10,198		9,863		9,261		9,236		38,558

The Company is a holding company that does not conduct any business operations of its own. As a result, the Company is dependent upon cash dividends, distributions and other transfers from its subsidiaries, most directly Innophos, Inc., its primary operating subsidiary, and Innophos Investments Holdings, Inc., the direct subsidiary of Innophos Holdings, Inc. and the direct parent company of Innophos, Inc., to make dividend payments on its common stock.

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Pension Plans and Post-retirement Benefits

12 Months Ended

Dec. 31, 2017

Retirement Benefits [Abstract]

Pension Plans and Post-retirement Benefits

Pension Plans and Post-retirement Benefits:

Innophos maintains both defined contribution plans and noncontributory defined benefit pension plans that together cover substantially all U.S. and Canadian employees.

In the United States, salaried and hourly employees are covered by a defined contribution plan with a 401(k) feature. The plan provides for employee contributions, company matching contributions, and an age-weighted annual company contribution to eligible employees. Union-represented hourly employees, at the Company's Nashville, Tennessee site, are covered by a traditional defined benefit plan providing benefits based on years of service and final average pay. On April 26, 2007, the Company and the Union for the hourly employees at its Nashville, Tennessee facility agreed that it would freeze its defined benefit pension plan (the “Plan”) as of August 1, 2007. The accrual of additional benefits or increase in the current level of benefits under the Plan ceased as of August 1, 2007, after which the Nashville union employees now participate in the Company’s existing non-contributory defined contribution benefit plan. All plans were established by Innophos in 2004.

In Canada, salaried employees are covered by defined contribution plans which provide for company contributions as a percent of pay, employee contributions, and company matching contributions. Union-represented hourly employees are covered by a defined benefit plan providing benefits based on a negotiated benefit level and years of service. The defined contribution plans were established by the Company in 2004; the defined benefit plan for union-represented hourly employees is a continuation of the Rhodia Canada Inc.’s pension plan for its Port Maitland, Ontario Canada union employees, which was included in the acquisition of the Phosphates Business from Rhodia on August 13, 2004.

Innophos also has other post-retirement benefit plans covering substantially all of its U.S. and Canadian employees. Certain employee groups covered under the plans do not receive benefits post-age 65. In the United States, the health care plans are contributory with participants’ contributions adjusted annually, and limits on the Company’s share of the costs; the life insurance plans are noncontributory. The effects of the Medicare Prescription Drug, Improvement and Modernization Act of 2003, or the Act, are not significant. In Canada, the plans are non-contributory.

Innophos uses a December 31 measurement date for all of its plans. For the purposes of the following schedules, beginning of the year is January 1.

The weighted average discount rate at the measurement dates for the Company’s defined benefit pension plans and the post-retirement benefit plans is developed using a spot interest yield curve based upon a broad population of corporate bonds rated AA or higher, adjusted to match the duration of each plan’s projected benefit payment stream.

The expected return is based on a specific asset mix, active management, rebalancing among diversified asset classes within the portfolio, and a consistent underlying inflation assumption to calculate the appropriate long-term expected investment return.

As a sensitivity measure, the effect of a 25 basis-point decrease in the Company's discount rate assumption would increase its net periodic benefit cost for its pension and post-retirement plans by approximately $76. A 1% decrease in the Company's expected rate of return on plan assets would increase its pension plan expense by $187.

The amounts in accumulated other comprehensive income (loss), or AOCI, for all plans that are expected to be amortized as components of net periodic benefit cost (benefit) during 2018 are as follows:

	Pension		Other Benefits			Total
Prior service cost	$	53	$	—		$	53
Net actuarial loss (gain)	194		(155		)	39
Transition obligation	—		24			24

The changes in benefit obligations and fair value of plan assets recognized in other comprehensive loss during 2017 and 2016 are as follows:

	Pension Benefits						Other Benefits						Total
	2017			2016			2017			2016			2017			2016
Change in accumulated other comprehensive income
Amortization of net (gain) loss	$	(177	)	$	(208	)	$	212		$	100		$	35		$	(108	)
Amortization of prior service cost / transition obligation	(108		)	(106		)	(23		)	(23		)	(131		)	(129		)
Net (gain) loss	694			(340		)	343			(1,521		)	1,037			(1,861		)
Total change in accumulated other comprehensive income	409			(654		)	532			(1,444		)	941			(2,098		)
Deferred taxes	(88		)	203			(148		)	546			(236		)	749
Net amount recognized	$	321		$	(451	)	$	384		$	(898	)	$	705		$	(1,349	)

U.S. Plans

Obligations and Funded Status—U.S. Plans At December 31

	Pension Benefits						Other Benefits
	2017			2016			2017			2016
Accumulated benefit obligation at end of year	$	2,662		$	2,473		$	3,250		$	2,974
Change in benefit obligation
Benefit obligation at beginning of year	$	2,473		$	2,670		$	2,974		$	4,285
Service cost	—			—			123			172
Interest cost	100			114			118			165
Actuarial loss (gain)	154			(250		)	151			(1,523		)
Benefits paid	(65		)	(61		)	(116		)	(125		)
Benefit obligation at end of year	$	2,662		$	2,473		$	3,250		$	2,974
Change in plan assets
Fair value of plan assets at beginning of year	$	2,263		$	2,124		$	—		$	—
Actual return on plan assets	430			200			—			—
Employer contributions	—			—			116			125
Benefits paid	(65		)	(61		)	(116		)	(125		)
Fair value of plan assets at end of year	$	2,628		$	2,263		$	—		$	—
Funded status of the plan	$	(34	)	$	(210	)	$	(3,250	)	$	(2,974	)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	$	—		$	—		$	—		$	—
Current liabilities	—			—			(151		)	(120		)
Noncurrent liabilities	(34		)	(210		)	(3,099		)	(2,854		)
Net amounts recognized	$	(34	)	$	(210	)	$	(3,250	)	$	(2,974	)
Amounts recognized in accumulated other comprehensive income
Prior service (credit) cost	$	—		$	—		$	—		$	—
Net actuarial (gain) loss	(22		)	114			(1,911		)	(2,274		)
Total amount recognized	$	(22	)	$	114		$	(1,911	)	$	(2,274	)
Deferred taxes	5			(43		)	758			864
Net amount recognized	$	(17	)	$	71		$	(1,153	)	$	(1,410	)

	Pension Benefits									Other Benefits
	2017			2016			2015			2017			2016			2015
Components of net periodic benefit cost
Service cost	$	—		$	—		$	—		$	123		$	172		$	292
Interest cost	100			114			114			118			165			163
Expected return on plan assets	(140		)	(145		)	(140		)	—			—			—
Amortization of:
Prior service cost	—			—			—			—			—			—
Actuarial loss (gain)	—			—			68			(211		)	(100		)	(48		)
Net periodic benefit cost	$	(40	)	$	(31	)	$	42		$	30		$	237		$	407
Weighted average assumptions for benefit obligation
Discount rate	3.60		%	4.16		%	4.50		%	3.66		%	4.22		%	4.25		%
Expected long-term rate of return on plan assets	6.30		%	6.20		%	6.51		%	NA			NA			NA
Rate of compensation increase	NA			NA			NA			4.00		%	3.75		%	3.75		%
Weighted average assumptions for net periodic benefit cost
Discount rate	4.16		%	4.50		%	4.00		%	4.22		%	4.25		%	4.00		%
Expected long-term rate of return on plan assets	6.20		%	6.51		%	6.65		%	NA			NA			NA
Rate of compensation increase	NA			NA			NA			3.75		%	3.75		%	3.00		%

Estimated Future Benefit Payments	Pension Benefits		Other Benefits
Fiscal 2018	$	86	$	151
Fiscal 2019	98		178
Fiscal 2020	111		172
Fiscal 2021	118		177
Fiscal 2022	130		180
Fiscal Years 2023-2027	736		868

Innophos expects to make no contributions to its U.S. defined benefit pension plan in 2018.

The estimated actuarial loss, prior service cost, and transition obligation (asset) for the defined benefit pension plans that will be amortized from accumulated other comprehensive income into net periodic benefit cost during the 2018 fiscal year are $0, $0 and $0, respectively.

The estimated actuarial gain, prior service cost, and transition obligation (asset) for the post-retirement plan that will be amortized from accumulated other comprehensive income into net periodic benefit cost during the 2018 fiscal year are $159, $0 and $0, respectively.

Assumed health care cost trend rates on the U.S. plans do not have a significant effect on the amounts reported for the health care plans as a result of limits on the Company’s share of the cost.

Plan Assets

The investment policy for the Company’s U.S. defined benefit pension plan is designed to achieve long-term objectives of return, while mitigating against downside risk and considering expected cash flow. Investment managers appointed by the Plan are directed to achieve a satisfactory return through a diversified portfolio consistent with acceptable risks and prudent management. In accordance with the investment and risk philosophy of the Committee, a target asset mix of 90% equities and 10% fixed income instruments has been established. Investment weightings and results are tested regularly against appropriate benchmark portfolios.

Innophos, Inc.’s defined benefit pension plan invests in mutual funds and commercial paper and the weighted-average asset allocations at December 31, 2017 and 2016 by asset category are as follows:

	Plan Assets at December 31
	2017		2016
Asset Category
Equity securities	92.9	%	92.7	%
Fixed income securities	7.1		7.3
Total	100.0	%	100.0	%

The fair values of Innophos, Inc.’s pension plan assets at December 31, 2017 by asset category are as follows:

	Total		Level 1		Level 2		Level 3
Equity securities	$	2,441	$	2,441	$	—	$	—
Fixed income securities	187		187		—		—
	$	2,628	$	2,628	$	—	$	—

Defined Contribution Plan—U.S.

Innophos Inc.’s expense for the defined contribution plan was $3.2 million, $3.0 million and $3.5 million for 2017, 2016 and 2015, respectively.

Canadian Plans

Obligations and Funded Status—Canadian Plans at December 31

	Pension Benefits						Other Benefits
	2017			2016			2017			2016
Accumulated benefit obligation at end of year	$	15,590		$	13,128		$	1,722		$	1,379
Change in benefit obligation
Benefit obligation at beginning of year	$	13,128		$	12,319		$	1,379		$	1,299
Service cost	383			362			51			49
Interest cost	517			489			55			51
Past service cost	153			—			—			—
Actuarial (gain) loss	886			—			181			—
Benefits paid	(485		)	(396		)	(53		)	(58		)
Foreign currency exchange rate changes	1,008			354			109			38
Benefit obligation at end of year	$	15,590		$	13,128		$	1,722		$	1,379
Change in plan assets
Fair value of plan assets at beginning of year	$	14,798		$	13,864		$	—		$	—
Actual return on plan assets	1,308			931			—			—
Employer contributions	—			—			53			58
Benefits paid	(485		)	(396		)	(53		)	(58		)
Foreign currency exchange rate changes	1,108			399			—			—
Fair value of plan assets at end of year	$	16,729		$	14,798		$	—		$	—
Funded status of the plan	$	1,139		$	1,670		$	(1,722	)	$	(1,379	)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	$	1,139		$	1,670		$	—		$	—
Current liabilities	—			—			(103		)	(51		)
Noncurrent liabilities	—			—			(1,619		)	(1,328		)
Net amounts recognized	$	1,139		$	1,670		$	(1,722	)	$	(1,379	)
Amounts recognized in accumulated other comprehensive income
Net transition obligation	$	—		$	—		$	37		$	57
Prior service cost	158			104			—			—
Net actuarial loss	4,095			3,604			200			11
Total amount recognized	$	4,253		$	3,708		$	237		$	68
Deferred taxes	(1,063		)	(927		)	(59		)	(17		)
Net amount recognized	$	3,190		$	2,781		$	178		$	51

	Pension Benefits									Other Benefits
	2017			2016			2015			2017			2016			2015
Components of net periodic benefit cost
Service cost	$	383		$	362		$	344		$	51		$	49		$	46
Interest cost	517			489			507			55			51			54
Expected return on plan assets	(819		)	(768		)	(773		)	—			—			—
Amortization of:
Actuarial loss	177			207			158			—			—			—
Prior service cost	108			106			110			—			—			—
Net transition obligation	—			—			—			23			23			24
Net periodic benefit cost	$	366		$	396		$	346		$	129		$	123		$	124
Weighted average assumptions for balance sheet liability at end of year
Discount rate	3.37		%	3.75		%	3.75		%	3.37		%	3.75		%	3.75		%
Rate of compensation increase	NA			NA			NA			NA			NA			NA
Weighted average assumptions for net periodic benefit cost at end of year
Discount rate	3.75		%	3.75		%	4.00		%	3.75		%	3.75		%	4.00		%
Expected long-term rate of return	5.50		%	5.50		%	5.50		%	NA			NA			NA
Rate of compensation increase	NA			NA			NA			NA			NA			NA
Accrued health care cost trend rates at end of year
Health care cost trend rate assumed for next year (initial rate)										9		%	9		%	9		%
Rate to which the cost trend rate is assumed to decline (ultimate rate)										5		%	5		%	5		%
Year that the rate reaches the ultimate rate										2033			2033			2033

Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. A one-percentage-point change in assumed health care cost trend rates would have the following effects:

	Other Benefits
	2017			2016
Effect of a change in the assumed rate of increase in health benefit costs
Effect of a 1% increase on:
Total of service cost and interest cost	$	24		$	15
Post-retirement benefit obligation	$	221		$	175
Effect of a 1% decrease on:
Total of service cost and interest cost	$	(18	)	$	(12	)
Post-retirement benefit obligation	$	(177	)	$	(143	)

The estimated net actuarial loss, prior service cost, and transition obligation (asset) for all defined benefit pension plans that will be amortized from accumulated other comprehensive income into net periodic benefit cost during the 2018 fiscal year are $187, $51 and $0, respectively.

The estimated actuarial loss, prior service cost, and transition obligation (asset) for the post-retirement plan that will be amortized from accumulated other comprehensive income into net periodic benefit cost during the 2018 fiscal year are $0, $0 and $23, respectively.

Plan Assets

Innophos Canada Inc.’s pension plan invests in mutual funds and the weighted-average asset allocations at December 31, 2017 and 2016 by asset category are as follows:

	2017		2016
Asset Category
Equity securities	51.6	%	50.7	%
Fixed income securities	44.8		46.5
Other	3.6		2.8
Total	100.0	%	100.0	%

The fair values of Innophos Canada, Inc.’s pension plan assets at December 31, 2017 by asset category are as follows:

	Total		Level 1		Level 2		Level 3
Equity securities	$	8,636	$	8,636	$	—	$	—
Fixed income securities	7,498		—		7,498		—
Other	595		595		—		—
	$	16,729	$	9,231	$	7,498	$	—

The Pension Committee has promulgated a Statement of Investment Policies and Procedures based on the “prudent person portfolio approach” to ensure investment and administration of the assets of the Plan within the parameters set out in the Ontario Pension Benefits Act and the Regulations hereunder. Investment managers appointed by the Plan are directed to achieve a satisfactory return through a diversified portfolio consistent with acceptable risks and prudent management. In accordance with the investment and risk philosophy of the Committee, a target asset mix of 50% equities and 50% fixed income instruments has been established. Investment weightings and results are tested regularly against appropriate benchmark portfolios.

Cash Flows

Contributions

Innophos Canada, Inc. contributed $0.0 million to its pension plan in 2017.

Estimated Future Benefit Payments

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid:

Estimated Future Benefit Payments	Pension Benefits		Other Benefits
Fiscal 2018	$	543	$	103
Fiscal 2019	579		64
Fiscal 2020	619		78
Fiscal 2021	662		100
Fiscal 2022	717		103
Fiscal Years 2023-2027	4,280		531

Innophos does not plan to make $0.7 million in contributions to its Canadian pension plan in 2018.

Defined Contribution Plans—Canada

Innophos Canada Inc.’s expense for the defined contribution plans was approximately $0.1 million for 2017, 2016 and 2015, respectively.

Mexico

In accordance with Mexican labor law, a Mexican employee is entitled to certain post-employment payments after reaching fifteen years of service. In addition, Mexican employees also participate in a statutory profit sharing program based on 10% of adjusted taxable income.

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Income Taxes

12 Months Ended

Dec. 31, 2017

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes:

A reconciliation of the U.S. statutory rate and income taxes follows:

	Year Ended December 31,
	2017				2016				2015
	Income before income taxes		Income tax expense		Income before income taxes		Income tax expense		Income before income taxes		Income tax expense/ (benefit)
U.S.	$	8,026	$	20,230	$	24,727	$	10,989	$	11,574	$	3,474
Canada/Mexico/Europe/Asia	48,611		13,962		45,591		11,358		28,549		10,303
Total	$	56,637	$	34,192	$	70,318	$	22,347	$	40,123	$	13,777
Current income taxes			$	23,781			$	12,813			$	50,414
Deferred income taxes			10,411				9,534				(36,637		)
Total			$	34,192			$	22,347			$	13,777

	Year Ended December 31,
	2017			2016			2015
Income tax expense at the U.S. statutory rate	$	19,824		$	24,611		$	14,044
State income taxes	741			862			1,207
Foreign tax rate differential	(1,606		)	(1,549		)	(1,163		)
Non-taxable interest income	(5,951		)	(5,582		)	(3,903		)
Change in valuation allowance	1,984			(168		)	3,482
U.S. Tax Cuts and Jobs Act of 2017	17,286			—			—
Domestic manufacturing deduction	—			(562		)	(903		)
Mexico entities tax de-consolidation adjustment	—			(472		)	1,470
Repatriation of foreign earnings	—			496			(645		)
Uncertain tax positions	—			736			306
Foreign tax credits carryforward	—			—			(1,406		)
Capital loss on note redemption	—			—			(1,062		)
Other non-deductible permanent items (including translation)	1,914			3,975			2,350
Provision for income taxes	$	34,192		$	22,347		$	13,777

Net deferred tax balances were reflected on the consolidated balance sheets as follows:

	Year Ended December 31,
	2017			2016
Net noncurrent deferred tax assets	$	5,058		$	18,432
Net noncurrent deferred tax liabilities	(2,354		)	(1,282		)
Net deferred tax assets	$	2,704		$	17,150

The components of the Company’s deferred tax assets/ (liabilities) were as follows:

	Year Ended December 31,
	2017			2016
Deferred tax assets:
Inventories	$	3,427		$	5,089
Accrued liabilities	7,472			10,800
Prepaid inventory	—			13,987
Tax credits	3,846			2,535
Tax losses	22,196			16,187
Total deferred tax assets	36,941			48,598
Deferred tax liabilities:
Gain on bond retirement	(170		)	(530		)
Intangibles	(11,012		)	(7,033		)
Fixed assets	(10,809		)	(15,423		)
Accrued liabilities	(1,800		)	—
Total deferred tax liabilities	(23,791		)	(22,986		)
Total valuation allowances	(10,446		)	(8,462		)
Net deferred tax assets (liabilities)	$	2,704		$	17,150

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows:

	Year Ended December 31,
	2017		2016			2015
Gross unrecognized tax benefits at January 1	$	2,679	$	3,121		$	2,798
Additions for tax positions of prior years	—		973			470
Reductions for tax positions of prior years	—		—			(147		)
Reductions due to settlements	—		(1,415		)	—
Gross unrecognized tax benefits at December 31	2,679		2,679			3,121
Net uncertain tax benefits, that if recognized would impact the effective tax rate, at December 31	$	2,116	$	1,741		$	1,311

The U.S. operations have deferred tax assets for federal tax loss carry forwards of $13.9 million and $9.3 million and state tax loss carry forwards of $1.6 million and $1.1 million as of December 31, 2017 and 2016, respectively. These tax loss carry forwards will expire in the years 2026 through 2036. The Company realized tax benefits of $0.8 million and $0.0 million from stock options exercised in 2017 and 2016, respectively.

The Company maintains full valuation allowances of $10.4 million and $8.5 million at December 31, 2017 and 2016, respectively, on its capital loss on note redemptions, foreign withholding tax credits and foreign net operating loss carryforwards as it is more likely than not that these tax benefits will not be realized. The increase in valuation allowances during 2017 is primarily a result of the generation of current year foreign tax withholding credits and foreign net operating losses which are not anticipated to be utilized in future years. Certain of these foreign tax attributes, approximately $4.6 million, do not expire, while the remaining tax attributes will expire in the years 2018 through 2037.

On December 22, 2017, the U.S. enacted the Tax Act. The Tax Act significantly changes U.S. corporate income tax laws by, among other things, reducing the U.S. corporate income tax rate from 35% to 21% effective for tax years beginning after December 31, 2017 and transitioning U.S. international taxation from a worldwide tax system to a territorial tax system with a one-time mandatory transition or toll tax on post-1986 undistributed foreign earnings and profits of U.S. subsidiaries through the year ended December 31, 2017. The Company has calculated its best estimate of the impact of the Tax Act in its year end income tax provision in accordance with the Company's understanding of the Tax Act and guidance available as of the date of this filing and, as a result, have recorded $17.3 million as additional income tax expense in the fourth quarter of 2017, the period in which the legislation was enacted. This amount consists of two components: (1) a $13.9 million charge payable over eight years and related to the one-time transition tax on the mandatory deemed repatriation of foreign earnings of certain non-U.S. subsidiaries owned either wholly or partially by a U.S. subsidiary of the Company, and (2) a $3.4 million charge related to the remeasurement of certain U.S. deferred tax assets and liabilities, based on the rates at which they are expected to reverse in the future.

On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. In accordance with SAB 118, the Company has recognized the provisional tax impacts related to deemed repatriated earnings and the revaluation of deferred tax assets and liabilities and included these reasonably estimated amounts in its consolidated financial statements for the year ended December 31, 2017. The ultimate impact may differ from these provisional amounts, possibly materially, due to, among other things, additional analysis, changes in interpretations and assumptions the Company has made, additional regulatory guidance that may be issued, and actions the Company may take as a result of the Tax Act. Any subsequent adjustment to these amounts will be recorded within the one year measurement period allowed by SAB 118.

Beginning in 2018, the Tax Act includes two new U.S. tax base erosion provisions, the GILTI provisions and the base-erosion and anti-abuse tax (“BEAT”) provisions.

The GILTI provisions require the Company to include in its U.S. income tax return foreign subsidiary earnings in excess of an allowable return on the foreign subsidiary’s tangible assets. The Company expects that it will be subject to incremental U.S. tax on GILTI income beginning in 2018 due to expense allocations required by the U.S. foreign tax credit rules. The Company has elected to account for GILTI tax in the period in which it is incurred, and therefore has not provided any deferred tax impacts of GILTI in its consolidated financial statements for the year ended December 31, 2017.

The BEAT provisions in the Tax Act eliminate the deduction of certain base-erosion payments made to related foreign corporations, and impose a minimum tax if greater than regular tax. The Company does not expect it will be subject to this tax and therefore has not included any tax impacts of BEAT in its consolidated financial statements for the year ended December 31, 2017.

As of December 31, 2017, the Company is in the process of evaluating the impact of the Tax Act on its permanent reinvestment assertion. With respect to accumulated earnings of foreign subsidiaries, no additional U.S. income taxes or foreign withholding taxes have been provided as all accumulated earnings of foreign subsidiaries are deemed to have been remitted as part of the one-time transition tax. The Company continues to evaluate its permanent reinvestment assertion in light of the Tax Act. The accounting is expected to be completed within the one-year measurement period as allowed by SAB 118.

Business is conducted in various countries throughout the world and is subject to tax in numerous jurisdictions. A significant number of tax returns are filed and subject to examination by various federal, state and local tax authorities. Tax examinations are often complex, as tax authorities may disagree with the treatment of items reported requiring several years to resolve. As such, the Company maintains liabilities for possible assessments by tax authorities resulting from known tax exposures for uncertain income tax positions. The Company’s policy is to accrue associated penalties in selling, general and administrative expenses and to accrue interest in net interest expense. Currently, the Company is under examination, or has been contacted for examination on income tax returns for the years 2009 through 2015. Certain state income tax assessments are under protest and the Company believes its financial position is sustainable. The Company estimates the liability for unrecognized tax benefits may decrease by approximately $0.7 million during the next twelve months as a result of possible settlements of income tax authority examinations. The Company has recorded an immaterial amount for interest and penalties in the statement of operations. Interest and penalties related to uncertain tax positions of $0.8 million and $0.7 million are accrued in other long-term liabilities as of December 31, 2017 and December 31, 2016, respectively. Other than the items mentioned above, as of December 31, 2017, no significant adjustments have been proposed to the Company's tax positions and the Company currently does not anticipate any adjustments that would result in a material change to its financial position during the next twelve months.

Income taxes paid (net of refunds) were $14.9 million, $27.9 million and $17.0 million for 2017, 2016 and 2015, respectively.

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Commitments and Contingencies

12 Months Ended

Dec. 31, 2017

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies:

Leases

Under agreements expiring through 2020, the Company leases railcars and other equipment under various operating leases. Rental expense for 2017, 2016 and 2015 was $7,287, $6,930 and $6,858, respectively. Minimum annual rentals for all operating leases are:

Year Ending	Lease Payments
2018	$	6,654
2019	5,591
2020	4,434
2021	4,016
2022	3,710
Thereafter	9,144

Purchase Commitments and Supplier Concentration

The Company has multiple raw material supply contracts which prices are established annually based on a formula. The minimum annual purchase obligation for several of these raw material supply contracts, at current prices, approximates $56.7 million for 2018.

The Company's business activities depend on long-term or renewable contracts to supply materials or products. In particular, the Company relies to a significant degree on single-source supply contracts and some of these contractual relationships may be with a relatively limited number of suppliers. Although most of the supplier relationships are typically the result of multiple contractual arrangements of varying terms, in any given year, one or more of these contracts may come up for renewal. As such, on June 23, 2016, the Company received written notice from PCS Purified Phosphates, or PCSPP, an affiliate of Potash Corporation of Saskatchewan, now Nutrien as of January 1, 2018, that PCSPP does not wish to extend the term of the Amended and Restated Purified Wet Phosphoric Acid Supply Agreement, dated March 23, 2000, beyond July 29, 2018, the end of the current renewal term. The Company currently purchases purified phosphoric acid supply from PCSPP under the agreement and it will continue to qualify and develop additional sources for future supply needs after July 29, 2018. In addition, from time to time, the Company enters into toll manufacturing agreements or other arrangements to produce minimum quantities of product for a certain duration. If the Company experience delays in delivering contracted production, the Company may be subject to contractual liabilities to the buyers to whom the Company has promised the products.

Environmental

The Company's operations are subject to extensive and changing federal, state, local and international environmental laws, rules and regulations. The Company's manufacturing sites have an extended history of industrial use, and soil and groundwater contamination have or may have occurred in the past and might occur or be discovered in the future.

Environmental efforts are difficult to assess for numerous reasons, including the discovery of new remedial sites, discovery of new information and scarcity of reliable information pertaining to certain sites, improvements in technology, changes in environmental laws and regulations, numerous possible remedial techniques and solutions, difficulty in assessing the involvement of and the financial capability of other potentially responsible parties and the extended time periods over which remediation occurs. Other than the items listed below, the Company is not aware of material environmental liabilities which are probable and estimable. As the Company's environmental contingencies are more clearly determined, it is reasonably possible that amounts may need to be accrued. However, management does not believe, based on current information, that environmental remediation requirements will have a material impact on the Company's results of operations, financial position or cash flows.

Future environmental spending is probable at the Company's site in Nashville, Tennessee, the eastern portion of which had been used historically as a landfill, and a western parcel therein, previously acquired from a third party, which reportedly had housed, but no longer does, a fertilizer and pesticide manufacturing facility. The Company has an estimated liability with a range of $0.9 million-$1.3 million. The remedial action plan for that site has yet to be finalized, and as such, the Company has recorded a liability, which represents the Company's best estimate, of $1.1 million as of December 31, 2017.

Litigation

2008 RCRA Civil Enforcement - Geismar, Louisiana plant

On January 12, 2017, the Company entered into a settlement with the United States Environmental Protection Agency, or EPA, and the Louisiana Department of Environmental Quality, or LDEQ, with respect to certain manufacturing processes at the Company’s Geismar, Louisiana plant, including the Company’s handling of (i) filter material from an enclosed intermediate filtration step to further process merchant green phosphoric acid, or MGA, that the Company receives as raw material via pipeline from the adjacent site operated by Nutrien and (ii) the Company’s raffinate co-product that is separated in connection with its PPA production at the plant. The EPA and LDEQ, collectively with the United States Department of Justice, or DOJ, are collectively referred to as the Government Parties. This settlement resulted from years of negotiations between the Company and the Government Parties following inspections of the plant by the Government Parties in which they raised certain violations of the federal Resource, Conservation and Recovery Act. Prior to this settlement, in the course of discussions with the Government Parties, the EPA and the DOJ required that the Company undertake, as an interim measure, the construction of a new filter unit to replace the enclosed system and allow the removal and separate handling of the filter material. The Company built that unit, which has been operating since 2012. As part of the settlement, Innophos is implementing a deep well injection system, a solution approved by the EPA and LDEQ to handle the raffinate separated at the plant. Such system has been completed, subject to regulatory approvals and permitting. The Company previously returned the raffinate to Nutrien under a long-term contract it has with Nutrien and can continue to do so until the Company receives the necessary approvals and permits to operate its deep well system. In connection with this settlement, the Company paid a $1.4 million civil penalty in November 2017 which was previously accrued in other current liabilities.

Other Legal Matters

In addition, the Company is party to legal proceedings and contractual disputes that arise in the ordinary course of its business. Except as to the matters specifically discussed, management believes the likelihood that the ultimate disposition of these matters will have a material adverse effect on its business, results of operations, financial condition and/or cash flows is remote. However, these matters cannot be predicted with certainty and an unfavorable resolution of one or more of them could have a material adverse effect on the Company's business, results of operations, financial condition, and/or cash flows.

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Changes in Accumulated Other Comprehensive Income (Loss) by Component

12 Months Ended

Dec. 31, 2017

Equity [Abstract]

Changes in Accumulated Other Comprehensive Income (Loss) by Component

Changes in Accumulated Other Comprehensive Income (Loss) by Component:

	Pension and Other Post-retirement Adjustments			Changes in Fair Value of Effective Cash Flow Hedges			Total
Balance at December 31, 2015	$	(2,842	)	$	48		$	(2,794	)
Other comprehensive income (loss) before reclassifications	1,349			(39		)	1,310
Amounts reclassified from accumulated other comprehensive income (loss)	—			—			—
Net current period other comprehensive income (loss)	1,349			(39		)	1,310
Balance at December 31, 2016	(1,493		)	9			(1,484		)
Other comprehensive income (loss) before reclassifications	(412		)	(9		)	(421		)
Amounts reclassified from accumulated other comprehensive income (loss)	(293		)	—			(293		)
Net current period other comprehensive income (loss)	(705		)	(9		)	(714		)
Balance at December 31, 2017	$	(2,198	)	$	—		$	(2,198	)

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Financial Instruments and Concentration of Credit Risks

12 Months Ended

Dec. 31, 2017

Risks and Uncertainties [Abstract]

Financial Instruments and Concentration of Credit Risks

Financial Instruments and Concentration of Credit Risks:

The Company believes that its concentration of credit risk related to trade accounts receivable is limited since these receivables are spread among a number of customers and are geographically dispersed. The ten largest customers accounted for 26%, 35% and 33%, respectively, of net sales for 2017, 2016 and 2015. No customer accounted for more than 10% of the Company's sales in the last three years.

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Valuation Allowances

12 Months Ended

Dec. 31, 2017

Valuation and Qualifying Accounts [Abstract]

Valuation Allowances

Valuation Allowances:

Valuation allowances as of December 31, 2017, 2016 and 2015, and the changes in the valuation allowances for the year ended December 31, 2017, 2016 and 2015 are as follows:

	Balance, January, 1 2017		Charged/ (credited) to costs and expenses			Deductions (Bad debts)		(Credited) to Goodwill		Balance, December 31, 2017
Deferred taxes valuation allowances	$	8,462	$	1,984		$	—	$	—	$	10,446
	Balance, January, 1 2016		Charged/ (credited) to costs and expenses			Deductions (Bad debts)		(Credited) to Goodwill		Balance, December 31, 2016
Deferred taxes valuation allowances	$	8,630	$	(168	)	$	—	$	—	$	8,462
	Balance, January, 1 2015		Charged/ (credited) to costs and expenses			Deductions (Bad debts)		(Credited) to Goodwill		Balance, December 31, 2015
Deferred taxes valuation allowances	$	5,148	$	3,482		$	—	$	—	$	8,630

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Segment Reporting

12 Months Ended

Dec. 31, 2017

Segment Reporting [Abstract]

Segment Reporting

Segment Reporting:

The Company discloses certain financial and supplementary information about its reportable segments, revenue by products and revenues by geographic area. Operating segments are defined as components of an enterprise about which separate discrete financial information is evaluated regularly by the chief operating decision maker, in order to decide how to allocate resources and assess performance. The primary performance indicators for the chief operating decision maker are sales and EBITDA (defined as net income (loss) before interest, income taxes, depreciation and amortization). All references to sales in this Annual Report on Form 10-K are recognized when title and risk of loss passes to the customer, which occurs either upon shipment or delivery, depending upon the agreed sales terms with customers.

The Company's chief executive officer is the chief operating decision maker and, as of the first quarter of 2017, has determined to assess the Company's performance and allocate the appropriate resources based on the following operating segments: (1) Food, Health and Nutrition; (2) Industrial Specialties; and (3) Other. The new reporting segments accurately reflect the underlying business dynamics and align with the strategic direction of the Company.

For the year ended December 31, 2017	Food, Health and Nutrition		Industrial Specialties		Other		Total
Sales	$	397,298	$	262,704	$	62,022	$	722,024
EBITDA	$	67,156	$	33,833	$	3,060	$	104,049
Depreciation and amortization expense	$	24,212	$	13,863	$	2,329	$	40,404
Other data
Capital expenditures	$	27,537	$	13,331	$	619	$	41,487
Long-lived assets	$	130,705	$	71,925	$	16,667	$	219,297
Total assets (c)	$	556,479	$	190,700	$	37,990	$	785,169
For the year ended December 31, 2016	Food, Health and Nutrition		Industrial Specialties		Other		Total
Sales	$	376,672	$	278,284	$	70,389	$	725,345
EBITDA (a)	$	78,128	$	36,029	$	1,309	$	115,466
Depreciation and amortization expense	$	20,269	$	12,645	$	4,565	$	37,479
Other data
Capital expenditures	$	19,181	$	15,866	$	1,552	$	36,599
Long-lived assets	$	124,664	$	72,727	$	8,068	$	205,459
Total assets	$	397,575	$	210,680	$	34,756	$	643,011

For the year ended December 31, 2015	Food, Health and Nutrition		Industrial Specialties		Other			Total
Sales	$	394,836	$	319,565	$	74,746		$	789,147
EBITDA (b)	$	67,212	$	34,028	$	(15,064	)	$	86,176
Depreciation and amortization expense	$	20,186	$	14,030	$	4,319		$	38,535
Other data
Capital expenditures	$	17,507	$	13,137	$	1,055		$	31,699
Long-lived assets	$	114,549	$	66,819	$	18,126		$	199,494
Total assets	$	401,660	$	221,386	$	46,507		$	669,553

(a) The year ended December 31, 2016 includes a $1.5 million charge to earnings for restructuring reserves in Other.

(b) The year ended December 31, 2015 includes an $11.8 million charge to earnings for management transition expenses and an $8.6 million charge to earnings for restructuring reserves in Other.

(c) The increase in total assets in the Food, Health and Nutrition segment is largely due to the Novel Ingredients and NutraGenesis acquisitions.

A reconciliation of net income to EBITDA follows:

	2017		2016		2015
Net income	$	22,445	$	47,971	$	26,346
Provision for income taxes	34,192		22,347		13,777
Interest expense, net	7,008		7,669		7,518
Depreciation and amortization	40,404		37,479		38,535
EBITDA	$	104,049	$	115,466	$	86,176

	Year Ended December 31,
Product Revenues	2017		2016		2015
Specialty Ingredients	$	490,256	$	456,465	$	499,047
Core Ingredients	174,819		200,560		216,787
Co-Products and Other	56,949		68,320		73,313
Total	$	722,024	$	725,345	$	789,147
	Year Ended December 31,
Geographic Revenues	2017		2016		2015
U.S.	$	450,171	$	418,411	$	469,263
Mexico	125,116		123,885		119,080
Canada	31,993		32,391		33,456
Other foreign countries	114,744		150,658		167,348
Total	$	722,024	$	725,345	$	789,147
	Year Ended December 31,
Geographic Long-lived Assets	2017		2016		2015
U.S.	$	113,795	$	104,118	$	101,001
Mexico	91,414		85,698		82,132
Canada	12,293		13,575		13,868
Other foreign countries	1,795		2,068		2,493
Total	$	219,297	$	205,459	$	199,494

Revenues for the geographic information are attributed to geographic areas based on the destination of the sale.

Long-lived assets include property, plant and equipment.

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Quarterly information (unaudited)

12 Months Ended

Dec. 31, 2017

Quarterly Financial Information Disclosure [Abstract]

Quarterly information (unaudited)

Quarterly information (unaudited):

	2017
	Quarters ended
	March 31		June 30		September 30		December 31			Total
Net sales	$	165,944	$	179,140	$	183,839	$	193,101		$	722,024
Gross profit	36,543		39,076		40,969		32,441			149,029
Net income (loss) (a)	10,923		11,223		11,582		(11,283		)	22,445
Per share data:
Income per share:
Basic	$	0.56	$	0.58	$	0.59	$	(0.58	)
Diluted	$	0.55	$	0.57	$	0.58	$	(0.58	)
	2016
	Quarters ended
	March 31		June 30		September 30		December 31			Total
Net sales	$	189,630	$	181,888	$	186,037	$	167,790		$	725,345
Gross profit (b)	40,716		36,150		40,540		32,986			150,392
Net income (c)	12,842		12,104		13,643		9,382			47,971
Per share data:
Income per share:
Basic	$	0.67	$	0.62	$	0.70	$	0.48
Diluted	$	0.66	$	0.61	$	0.69	$	0.47

(a) The three months ended December 31, 2017 include a $17.3 million charge to income taxes for the impacts of the Tax Act.

(b) The three months ended September 30, 2016 include a $0.2 million charge to earnings for restructuring costs, recorded in Other.

(c) The three months ended September 30, 2016 include a $1.5 million charge to selling general and administrative expenses for restructuring costs, recorded in Other.

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Basis of Statement Presentation (Policies)

12 Months Ended

Dec. 31, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Fiscal Year

Fiscal Year

The Company's fiscal year end is December 31.

Consolidation, Subsidiaries or Other Investments, Consolidated Entities

Innophos Holdings, Inc. is the parent of Innophos Investments Holdings, Inc., which owns 100% of Innophos, Inc; all are incorporated under the laws of the State of Delaware. All intercompany transactions are eliminated in consolidation.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with United States generally accepted accounting principles requires the use of judgments and estimates made by management. Actual results could differ from those estimates. Some of the more significant estimates pertaining to the Company include accruals for contingencies, distributor incentives and rebates, the valuation of inventories, the allowance for doubtful accounts, income tax valuation allowances, the recoverability of long-lived assets and goodwill impairment testing analysis and cash flows and assumptions used in the recognition and measurement of assets acquired in business combinations. Management routinely reviews its estimates and assumptions utilizing currently available information, changes in facts and circumstances, and historical experience.

Cash Equivalents

Cash Equivalents

All highly liquid investments with original maturities of three months or less are considered to be cash equivalents.

Accounts Receivable and Allowances for Doubtful Accounts

Accounts Receivable and Allowances for Doubtful Accounts

Trade accounts receivable are recorded at the invoiced amount and does not bear interest. The collectability of accounts receivable is evaluated based on a combination of factors. Allowances for doubtful accounts is evaluated based on the length of time the receivables are past due, historical experience and financial wherewithal of the customer. In circumstances when it is probable that a specific customer is unable to meet its financial obligations, an allowance is recorded to reduce the receivable to the amount that is reasonably expected to be collected.

Inventories

Inventories

Inventories are valued at the lower of cost or market. Cost is determined on the basis of the first-in, first-out method. These costs include raw materials, direct labor, manufacturing overhead and depreciation. Spare parts are included in inventory and are initially recorded at cost.

Inventories, including spare parts, are evaluated for excess quantities, obsolescence or shelf-life expiration. This evaluation includes an analysis of historical sales levels by product and projections of future demand. To the extent management determines there are excess, obsolete or expired inventory quantities, valuation reserves are recorded against all or a portion of the value of the related products with the appropriate charge to cost of goods sold.

Property, Plant and Equipment

Property, Plant and Equipment

Property, plant and equipment are stated at cost less accumulated depreciation. Major renewals and improvements are capitalized. Maintenance, repairs and minor renewals are expensed as incurred. The cost and related accumulated depreciation of all property, plant and equipment retired or otherwise disposed of are eliminated from the accounts and any resulting gain or loss is reflected in net income. Interest is capitalized in connection with the construction of major renewals and improvements. Capitalized interest is recorded as part of the asset to which it relates and is amortized over the asset’s estimated useful life. Depreciation is calculated on the straight-line basis over the estimated useful lives of the related assets, typically ranging from ten to forty years for buildings and improvements, three to twenty years for machinery and equipment, and three to seven years for capitalized software. Leasehold improvements are amortized over the lease term or the estimated useful life of the improvement, whichever is less.

External direct costs in developing or obtaining internal use computer software and payroll, and payroll-related costs for employees dedicated solely to the project, to the extent of the time spent directly on the project and which they meet the requirements of ASC 350-40, are capitalized.

Long-Lived Assets

Long-Lived Assets

Under ASC 360,” Property, Plant, and Equipment,” long-lived assets including property, plant and equipment and amortizable intangible assets are evaluated and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. The review of these long-lived assets is performed at the individual asset level, asset group level, or the product group level depending on the lowest level for which identifiable cash flows are largely independent. The Company’s asset groupings or product groupings vary based on the interrelationship of the long-lived assets and the identifiable cash flows. For example, in certain instances, multiple manufacturing units may work with one another to produce the lowest identifiable cash flows or in other instances a stand-alone unit may produce the lowest level of identifiable cash flows. There are other instances where a stand-alone unit may produce multiple products and the lowest level of identifiable cash flows is at the product group level. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to the undiscounted future cash flows expected to be generated by the asset, asset group or product group. When this comparison indicates that impairment must be recorded, the impairment recognized is the amount by which the carrying amount of the assets exceeds the fair value of the assets.

The determination of whether or not assets are impaired and the corresponding useful lives of these long-lived assets requires significant judgment. The development of future cash flow projections requires management estimates related to forecasted sales and expected costs trends. To the extent that changes in business conditions occur or other management decisions are made that result in adjusted management projections or alternative use of the assets, impairment losses or accelerated depreciation may occur in future periods.

Goodwill

Goodwill

Goodwill represents the excess of the acquisition cost over the fair value of net assets of the businesses acquired. ASC 350, “Intangibles—Goodwill and Other,” requires periodic tests of the impairment of goodwill. ASC 350 requires a comparison, at least annually, of the net book value of the assets and liabilities associated with a reporting unit, including goodwill, with the fair value of the reporting unit, which corresponds to the discounted cash flows of the reporting unit, in the absence of an active market. The development of future cash flow projections requires management estimates related to forecasted sales and expected costs trends. To the extent that changes in business conditions occur or other management decisions are made that result in adjusted management projections, impairment losses may occur in future periods. If the entity determines that it's more likely than not that the fair value of a reporting unit exceeds the carrying amount, then determining an impairment charge is unnecessary. When the carrying value of the reporting unit exceeds the fair value amount, the impairment recognized is the amount by which the carrying amount of the assets exceeds the fair value of these assets, not to exceed the carrying value of the goodwill. The annual goodwill impairment review is conducted during the fourth quarter of each year.

Other Intangible Assets

Other Intangible Assets

Other intangible assets, which consist of developed technology, customer relationships, trade names, a non-compete agreement, patents, licenses and software, are amortized on a straight-line basis over their estimated useful lives which can be up to twenty years.

Revenue Recognition

Revenue Recognition

Revenue from sales of the Company's products to its customers is recognized when title and risk of loss passes to the customer, which occurs either upon shipment or delivery, depending upon the agreed sales terms with customers. In the United States and Canada, the Company records estimated reductions to revenue for distributor incentives and customer incentives such as rebates, at the time of the initial sale. Distributor and customer incentives in Mexico are immaterial to the financial statements. The estimated reductions are based on the sales terms, historical experience and trend analysis. Accruals for distributor incentives are reflected as a direct reduction to accounts receivable and accruals for rebates are recorded as accrued expenses. This analysis requires a significant amount of judgment from management. Changes in the assumptions used to calculate these estimates or changes resulting from actual results are recorded against revenue in the period in which the change occurs.

Shipping and Handling Fees and Costs

Shipping and Handling Fees and Costs and Advertising Expenses

Shipping and handling fees and costs invoiced to customers are included in Net sales. Shipping and handling fees and costs incurred by the Company are included in Cost of goods sold.

Advertising Expenses

Advertising expenses, which are not significant, are expensed as incurred.

Foreign Currency Translation

Foreign Currency Translation

The U.S. dollar is the functional currency of the Canadian and Mexican operations. Accordingly, these operations monetary assets and liabilities are remeasured at current exchange rates, non-monetary assets and liabilities are remeasured at historical exchange rates. Revenue and expenses related to monetary assets and liabilities are remeasured at average exchange rates and at historical exchange rates for the related revenue and expenses of non-monetary assets and liabilities. All translation gains and losses are included in net income.

Research and Development Expenses

Research and Development Expenses

Research and development expenditures, including expenditures relating to the development of new products and processes and significant improvements and refinements to existing products, are expensed as incurred.

Employee Termination Benefits

Employee Termination Benefits

The Company does not have a written severance plan for its Mexican operations, nor does it offer similar termination benefits to affected employees in all Mexican restructuring initiatives. However, Mexican law requires payment of certain minimum termination benefits. Accordingly, in situations where minimum statutory termination benefits must be paid to the affected employees, the Company records employee severance costs associated with these activities in accordance with ASC 712, Compensation – Nonretirement Post Employment Benefits. The Company does have a written severance plan which is in accordance with ASC 712 for its U.S. and Canadian operations. The Company has an accrued obligation for post-employment benefits for U.S. and Canadian operations when the amounts are probable and reasonably estimated. In all other situations where the Company pays out termination benefits, including supplemental benefits paid in excess of statutory minimum amounts and benefits offered to affected employees based on management’s discretion, the Company records these termination costs in accordance with ASC 420, Exit or Disposal Cost Obligations.

The timing of the recognition of charges for employee severance costs depends on whether the affected employees are required to render service beyond their legal notification period in order to receive the benefits. If affected employees are required to render service beyond their legal notification period, charges are recognized ratably over the future service period. Otherwise, charges are recognized when a specific plan has been confirmed by management and required employee communication requirements have been met.

Legal Costs

Legal Costs

The Company expenses legal costs as incurred, including those legal costs which may be incurred in connection with a loss contingency.

Income Taxes

Income Taxes

The Company’s significant subsidiaries are the Company's United States subsidiaries which file a consolidated U.S. tax return, the Company's Mexican subsidiaries which filed consolidated Mexico tax returns from 2011 through 2015, but changed to filing separate tax returns in 2016, the Company's Canadian subsidiary which files a separate Canadian tax return and the Netherlands files a fiscal unity return for certain Netherlands subsidiaries. The Company accounts for income taxes in accordance with ASC 740, Income Taxes. Under ASC 740, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax bases using enacted tax rates applied to those differences.

Deferred tax assets are assessed for realizability and a valuation allowance is provided if a portion of the associated tax benefit is not expected to be realized.

If any material uncertain tax positions arise, the Company’s policy is to accrue associated penalties in selling, general and administrative expenses and to accrue interest as part of net interest expense. Other than the assessments disclosed in Note 16, Income Taxes, as of December 31, 2017, no significant adjustments have been proposed to the Company's tax positions and the Company currently does not anticipate any adjustments that would result in a material change to its financial position during the next twelve months.

On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (the “Tax Act”).  The Tax Act significantly changes U.S. corporate income tax laws by, among other things, reducing the U.S. corporate income tax rate from 35% to 21% effective for tax years beginning after December 31, 2017 and transitioning U.S. international taxation from a worldwide tax system to a territorial tax system with a one-time mandatory transition or toll tax on post-1986 undistributed foreign earnings and profits of U.S. subsidiaries through the year ended December 31, 2017.

Environmental Costs

Environmental Costs

Environmental liabilities are recorded undiscounted when it is probable that these liabilities have been incurred and the amounts can be reasonably estimated. These liabilities are estimated based on an assessment of many factors, including the amount of remediation costs, the timing and extent of remediation actions required by the applicable governmental authorities, and the amount of the Company’s liability after considering the liability and financial resources of other potentially responsible parties. Generally, the recording of these accruals coincides with the assertion of a claim or litigation, completion of a feasibility study or a commitment to a formal plan of action. Anticipated recoveries from third parties are recorded as a reduction of expense only when such amounts are realized. Any insurance receivables would be recorded gross of the estimated liability.

Comprehensive Income (Loss)

Comprehensive Income (Loss)

Comprehensive income (loss) is composed of net income (loss), adjusted for changes in comprehensive income items such as changes in defined benefit pension plan funded status.

Share-based Compensation

Share-based Compensation

The Company recognizes compensation expense for its Long-Term Incentive Plans (LTIP). Under applicable accounting standards, the fair value of share-based compensation is determined at the grant date and the recognition of the related expense is recorded over the period in which the share-based compensation vests.

Business Combinations

Business Combinations

An acquired business is included in the consolidated financial statements upon obtaining control of the acquired assets. Assets acquired and liabilities assumed are recognized at the date of acquisition at their respective fair values. Any excess of the purchase price over the estimated fair values of the net assets acquired is recognized as goodwill.

Recently Issued Accounting Standards

Recently Issued Accounting Standards

Adopted

In July 2015, the FASB issued guidance which requires entities to measure most inventory “at the lower of cost and net realizable value (“NRV”),” thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. Under the new guidance, inventory is “measured at the lower of cost and net realizable value,” which eliminates the need to determine replacement cost and evaluate whether it is above the ceiling (NRV) or below the floor (NRV less a normal profit margin). The guidance defines NRV as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” The guidance is effective for annual periods beginning after December 15, 2016, and interim periods therein. Early application is permitted. The Company's adoption of this standard did not have a material impact on its financial position, results of operations and related disclosures.

In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which amends Accounting Standards Codification ("ASC") Topic 718, Compensation - Stock Compensation.  ASU 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years and early adoption is permitted. The Company's adoption of this standard did not have a material impact on its financial position, results of operations and related disclosures.

In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment. Under the new standard, goodwill impairment would be measured as the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying value of goodwill. This ASU eliminates existing guidance that requires an entity to determine goodwill impairment by calculating the implied fair value of goodwill by hypothetically assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted on testing dates after January 1, 2017. The Company has elected to early adopt for testing dates after January 1, 2017 and the adoption of this standard did not have a material impact on its financial position, results of operations and related disclosures.

In February 2018, the FASB issued amendments to the guidance for reporting comprehensive income through ASU 2018-02, “Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.” The ASU allows a reclassification from accumulated other comprehensive income (loss), or AOCI, to retained earnings for the deferred taxes previously recorded in AOCI that exceed the current federal tax rate of 21% resulting from the Tax Act. The ASU allows adjustments to reclassification amounts in subsequent periods as a result of changes to the amounts recorded under SAB 118. If adopted, the ASU is effective in years beginning after December 15, 2018, but permits early adoption in a period for which financial statements have not yet been issued. The Company has elected to early adopt the ASU. The effect of adopting the ASU resulted in an increase of $0.3 million to retained earnings at December 31, 2017 due to the reclassification of AOCI to retained earnings.

Issued but not yet adopted

In May 2014, the FASB issued guidance on revenue from contracts with customers that will supersede most current revenue recognition guidance, including industry-specific guidance. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The guidance provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include capitalization of certain contract costs, consideration of time value of money in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. In July 2015, the FASB approved the deferral of the effective date of this guidance by one year (with an option to early adopt at the original effective date), making it effective for the interim and annual periods beginning on or after December 15, 2017. As a result, this guidance will be effective for the Company beginning in fiscal year 2018, with an option to early adopt in fiscal year 2017. The guidance permits the use of either a retrospective or modified retrospective transition method. The Company will adopt the standard using the modified retrospective transition method on January 1, 2018. Based on the results of the assessment performed to date, though the Company will provide expanded disclosures as a result, the Company has concluded that revenues are expected to remain substantially unchanged from the current revenue recognition model and therefore, the adoption of this standard will not have a material impact on its financial position, results of operations and related disclosures.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) in order to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under previous GAAP. ASU 2016-02 requires that a lessee should recognize a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term on the balance sheet. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018 (including interim periods within those periods) using a modified retrospective approach and early adoption is permitted. While the Company is continuing to assess the effect of adoption, it currently believes the most significant changes relate to the recognition of new right-of-use assets and lease liabilities on its balance sheet for railcar and tank operating leases. The Company will continue to evaluate the impact of adoption of the ASU on its financial position, results of operations and related disclosures.

In March 2016, the FASB issued ASU 2016-15, Clarification on Classification of Certain Cash Receipts and Cash Payments on the Statement of Cash Flows. ASU 2016-15 clarifies the classification of certain cash receipts and cash payments in the statement of cash flows, including debt prepayment or extinguishment costs, settlement of contingent consideration arising from a business combination, insurance settlement proceeds, and distributions from certain equity method investees. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted. The Company is evaluating the impact of adopting this new accounting guidance on its consolidated financial statements.

In October 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory, which reduces the complexity in the accounting standards by allowing the recognition of current and deferred income taxes for an intra-entity asset transfer, other than inventory, when the transfer occurs. Historically, recognition of the income tax consequence was not recognized until the asset was sold to an outside party. This amendment should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. There are no new disclosure requirements. This ASU is effective for annual reporting periods beginning after December 15, 2017. Early adoption is permitted in the first interim period of 2017. The Company is currently in the process of evaluating the impact of adoption of the ASU on its financial position, results of operations and related disclosures.

In November 2016, the FASB issued ASU No. 2016-18, Restricted Cash, which clarifies guidance on the classification and presentation of restricted cash in the statement of cash flows. Under the ASU, changes in restricted cash and restricted cash equivalents would be included along with those of cash and cash equivalents in the statement of cash flows. As a result, entities would no longer present transfers between cash/equivalents and restricted cash/equivalents in the statement of cash flows. In addition, a reconciliation between the balance sheet and the statement of cash flows would be disclosed when the balance sheet includes more than one line item for cash/equivalents and restricted cash/equivalents. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The Company does not anticipate the adoption of the new accounting rules will have a material impact on its financial position, results of operations and related disclosures.

In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business, which narrows the existing definition of a business and provides a framework for evaluating whether a transaction should be accounted for as an acquisition (or disposal) of assets or a business. The ASU requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set of transferred assets and activities (collectively, the set) is not a business. To be considered a business, the set would need to include an input and a substantive process that together significantly contribute to the ability to create outputs. The standard also narrows the definition of outputs. The definition of a business affects areas of accounting such as acquisitions, disposals and goodwill. Under the new guidance, fewer acquired sets are expected to be considered businesses. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The Company would apply this guidance to applicable transactions after the adoption date.

In March 2017, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Post-retirement Benefit Cost, which requires that only the service cost component of net periodic benefit costs be recorded as compensation cost in the operating expense section of the income statement. All other components of net periodic benefit cost (interest cost, expected return on plan assets and amortization of net loss) will be presented in other income - net. This standard update is effective beginning with the first quarter 2018 and must be applied retrospectively. the Company is evaluating the impact of adopting this new accounting guidance on its consolidated financial statements.

In May 2017, the FASB issued ASU No. 2017-09, Stock Compensation - Scope of Modification Accounting, which requires all modifications to be accounted for as a modification unless the fair value, vesting conditions and classification of the award as equity or liability are the same as the classification of the original award immediately before the original award is modified. The amendments in this ASU are effective for fiscal years beginning after December 15, 2017 and for interim periods therein. The Company's adoption of this guidance is not expected to have a significant effect on its financial position, results of operations and related disclosures.

In August 2017, the FASB issued ASU No. 2017-12, Derivatives and hedging (Topic 815): Targeted improvements to accounting for hedging activities. This standard more closely aligns the results of cash flow and fair value hedge accounting with risk management activities through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results in the financial statements. This standard also addresses specific limitations in current GAAP by expanding hedge accounting for both nonfinancial and financial risk components and by refining the measurement of hedge results to better reflect an entity’s hedging strategies. Additionally, by aligning the timing of recognition of hedge results with the earnings effect of the hedged item for cash flow and net investment hedges, and by including the earnings effect of the hedging instrument in the same income statement line item in which the earnings effect of the hedged item is presented, the results of an entity’s hedging program and the cost of executing that program will be more visible to users of financial statements. The new standard is effective for annual reporting periods beginning after December 15, 2018 with early adoption permitted. The Company does not anticipate the adoption of this standard will have a material impact on its financial position, results of operations and related disclosures.

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Acquisitions (Tables)

12 Months Ended

Dec. 31, 2017

Business Combinations [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair value of the assets acquired and liabilities assumed (in thousands):

	Novel Ingredients			NutraGenesis
Cash	$	105		$	82
Accounts receivable, net of allowances of $511 and $0 for Novel Ingredients and NutraGenesis, respectively	11,255			850
Inventory, including fair value adjustment of $4,300 for Novel Ingredients	23,121			—
Other current assets	1,655			638
Property, plant and equipment	4,261			—
Other non-current assets	187			—
Goodwill	54,008			14,320
Intangible assets	52,900			13,699
Accounts payable	(14,726		)	(793		)
Accrued expenses	(3,910		)	(524		)
Deferred income taxes	(5,067		)	—
Customer Deposits	—			(875		)
Total	$	123,789		$	27,397

Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination

The intangible assets acquired with Novel Ingredients and NutraGenesis include the following (in thousands):

	Useful life (years)	Novel Ingredients		NutraGenesis
Customer relationships	15-20	$	46,200	$	10,499
Trade names	5-10	6,700		3,200
		$	52,900	$	13,699

Business Acquisition, Pro Forma Information

The following unaudited pro forma information has been prepared as if the acquisitions had occurred on January 1, 2016 (amounts in thousands, excluding EPS figures). The unaudited pro forma results do not reflect any material adjustments, operating efficiencies and other synergies which may result from the consolidation of operations.

	Year Ended December 31,
	2017		2016
Revenues	$	792,600	$	812,447
Net income	$	22,011	$	41,711
Income per common share - Basic	$	1.13	$	2.16
Income per common share - Diluted	$	1.12	$	2.13

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Restructuring and Management Transition Costs (Tables)

12 Months Ended

Dec. 31, 2017

Restructuring and Related Activities [Abstract]

Summary of Activities Related to Severance and Benefits

The following table summarizes the activities related to severance and benefits for restructuring and management transition costs:

	2017			2016
Balance at beginning of year	$	6,356		$	13,389
Total expense recorded	—			1,718
Accelerated share-based compensation expense (a)	—			(254		)
Payments made	(4,427		)	(8,497		)
Balance at end of year	$	1,929		$	6,356

(a) Accelerated stock-based compensation expense adjustments due to management transition.

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Inventories (Tables)

12 Months Ended

Dec. 31, 2017

Inventory Disclosure [Abstract]

Schedule of Inventory

Inventories consist of the following:

	2017		2016
Raw materials	$	48,445	$	33,185
Finished products	83,634		81,369
Spare parts	13,606		13,741
	$	145,685	$	128,295

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Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2017

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Schedule of Other Current Assets

Other current assets consist of the following:

	2017		2016
Creditable taxes (value added taxes)	$	7,285	$	9,722
Vendor inventory deposits (prepaid)	7,807		3,750
Prepaid income taxes	3,394		4,659
Prepaid insurance	2,492		2,248
Other	3,991		3,515
	$	24,969	$	23,894

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Property, Plant and Equipment, net (Tables)

12 Months Ended

Dec. 31, 2017

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Property, plant and equipment, at cost, consist of the following:

		2017						2016
	Useful life (years)	Gross		Accumulated Depreciation		Net Book Value		Gross		Accumulated Depreciation		Net Book Value
Land	-	$	18,453	$	—	$	18,453	$	19,053	$	—	$	19,053
Land improvements -	3-15	11,861		9,855		2,006		11,303		9,495		1,808
Buildings and improvements -	2-9	10,373		9,507		866		9,486		9,419		67
	10	17,161		10,433		6,728		15,526		9,079		6,447
	14-16	12,080		9,699		2,381		12,105		8,915		3,190
	20	43,013		17,508		25,505		39,128		15,451		23,677
	25-34	21,377		7,424		13,953		21,687		6,741		14,946
Machinery & Equipment -	1-4	26,409		21,325		5,084		24,515		17,801		6,714
	5	49,521		39,387		10,134		46,545		34,824		11,721
	6	49,493		49,273		220		49,493		49,216		277
	7	52,955		48,937		4,018		52,785		44,781		8,004
	8	170,719		155,043		15,676		167,938		150,883		17,055
	9	26,281		26,078		203		26,413		26,140		273
	10	16,856		6,992		9,864		15,920		5,964		9,956
	11	11,697		11,693		4		11,852		11,847		5
	12-13	9,477		9,426		51		9,478		9,419		59
	15	113,062		43,061		70,001		106,587		36,571		70,016
	16-21	3,698		1,201		2,497		1,657		1,060		597
Construction-in-progress	-	31,653		—		31,653		11,594		—		11,594
		$	696,139	$	476,842	$	219,297	$	653,065	$	447,606	$	205,459

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Goodwill (Tables)

12 Months Ended

Dec. 31, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

	Food, Health and Nutrition		Industrial Specialties		Other		Total
Balance: December 31, 2015	$	61,090	$	23,283	$	—	$	84,373
Balance: December 31, 2016	$	61,090	$	23,283	$	—	$	84,373
Add: Goodwill from Novel Ingredients acquisition	54,007		—		—		54,007
Add: Goodwill from NutraGenesis acquisition	14,320		—		—		14,320
Balance: December 31, 2017	$	129,417	$	23,283	$	—	$	152,700

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Intangibles and Other Assets, net (Tables)

12 Months Ended

Dec. 31, 2017

Intangible Assets and Other Noncurrent Assets, Net [Abstract]

Intangibles and Other Assets

Intangibles and other assets consist of the following:

	Useful life (years)	2017		2016
Developed technology and application patents, net of accumulated amortization of $30,716 for 2017 and $27,778 for 2016	7-20	15,559		18,497
Customer relationships, net of accumulated amortization of $22,279 for 2017 and $18,569 for 2016	5-20	73,232		20,243
Trade names and license agreements, net of accumulated amortization of $12,023 for 2017 and $10,315 for 2016	5-20	15,538		7,346
Non-compete agreement, net of accumulated amortization of $1,293 for 2017 and $1,268 for 2016	3-10	40		65
Total intangibles		$	104,369	$	46,151
Deferred income taxes		$	5,058	$	18,432
Deferred financing costs, net of accumulated amortization of $3,902 for 2017 and $3,473 for 2016 (see note 10)		1,721		2,150
Other tax assets		—		997
Other assets		1,768		2,081
Total other assets		$	8,547	$	23,660
		$	112,916	$	69,811

Amortization Expense For the Next Five Years Related to Intangibles

Anticipated amortization expense for the next five years related to intangibles is as follows:

	2018		2019		2020		2021		2022
Intangible amortization expense	$	11,258	$	10,735	$	10,117	$	9,479	$	9,006

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Other Current Liabilities (Tables)

12 Months Ended

Dec. 31, 2017

Other Liabilities Disclosure [Abstract]

Other Current Liabilities

Other current liabilities consist of the following:

	2017		2016
Payroll related	$	15,684	$	11,852
Taxes other than income taxes	2,804		2,624
Benefits and pensions	7,730		5,419
Freight and rebates	3,937		3,579
Income taxes	4,933		9,278
Restructuring reserve	1,719		4,737
Other	6,277		6,116
	$	43,084	$	43,605

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Short-Term Borrowings, Long-Term Debt, and Interest Expense (Tables)

12 Months Ended

Dec. 31, 2017

Debt Disclosure [Abstract]

Short-Term Borrowings and Long-Term Debt

Short-term borrowings and long-term debt consist of the following:

	2017		2016
Revolver borrowings under the credit facility due 2021	$	310,000	$	185,000
Capital leases	9		—
Total borrowings	$	310,009	$	185,000
Less current portion	4		—
Long-term debt	$	310,005	$	185,000

Components of Interest Expense, Net

Interest expense, net consists of the following:

	Year Ended December 31,
	2017			2016			2015
Interest expense	$	7,148		$	7,210		$	7,079
Deferred financing cost	429			680			615
Interest income	(124		)	(53		)	(65		)
Less: amount capitalized for capital projects	(445		)	(168		)	(111		)
Total interest expense, net	$	7,008		$	7,669		$	7,518

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Other Long-Term Liabilities (Tables)

12 Months Ended

Dec. 31, 2017

Other Liabilities Disclosure [Abstract]

Schedule of Other Long-Term Liabilities

Other long-term liabilities consist of the following:

	2017		2016
Deferred income taxes	$	2,354	$	1,282
Long term portion of U.S. transition tax	12,095		—
Pension and post retirement liabilities	8,886		7,689
Restructuring reserve	210		1,618
Uncertain tax positions	1,974		1,974
Environmental liabilities	1,100		1,100
Other liabilities	1,453		1,906
	$	28,072	$	15,569

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Stockholders' Equity / Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Summary of Components of Stock-Based Compensation Expense

The following table summarizes the components of stock-based compensation expense, all of which has been classified as selling, general and administrative expense:

	Year Ended December 31,
	2017		2016			2015
Stock options	$	1,068	$	994		$	2,521
Restricted stock	1,701		1,490			2,080
Performance shares	424		(257		)	1,507
Stock grants	630		595			510
Total stock-based compensation expense (a)	$	3,823	$	2,822		$	6,618

 (a) 2016 includes accelerated stock-based compensation expense adjustments of $(254), due to management transition.

Summary of Restricted Stock Activity

A summary of restricted stock activity during the three years ended December 31, 2017, is presented below:

	Number of Shares		Weighted Average Grant Date Fair Value
Outstanding at January 1, 2015	50,336		$	54.49
Granted	92,433		34.40
Released	(7,066	)	53.84
Forfeited / Surrendered	(10,372	)	53.27
Outstanding at December 31, 2015	125,331		$	40.85
Outstanding at January 1, 2016	125,331		$	40.85
Granted	88,836		31.47
Released	(7,796	)	53.18
Forfeited / Surrendered	(29,920	)	40.79
Outstanding at December 31, 2016	176,451		$	35.27
Outstanding at January 1, 2017	176,451		$	35.27
Granted	30,723		52.41
Released	(32,171	)	34.71
Forfeited / Surrendered	(24,424	)	36.42
Outstanding at December 31, 2017	150,579		$	38.18

Summary of Stock Option Activity

A summary of stock option activity during the three years ended December 31, 2017, is presented below:

	Number of Options		Weighted Average Exercise Price		Weighted Average Grant Date Fair Value
Outstanding at January 1, 2015	625,320		$	30.87
Granted	157,961		42.38		12.14
Forfeited / Expired / Surrendered	(37,364	)	31.62
Exercised	(53,995	)	19.78
Outstanding at December 31, 2015	691,922		$	34.33
Exercisable at December 31, 2015	543,905		$	31.87
Outstanding at January 1, 2016	691,922		$	34.33
Granted	400,215		31.18		4.62
Forfeited / Expired / Surrendered	(260,913	)	33.17
Exercised	(91,029	)	19.55
Outstanding at December 31, 2016	740,195		$	34.84
Exercisable at December 31, 2016	368,159		$	37.06
Outstanding at January 1, 2017	740,195		$	34.84
Granted	102,607		52.43		11.54
Forfeited / Expired / Surrendered	(175,767	)	37.24
Exercised	(49,530	)	23.40
Outstanding at December 31, 2017	617,505		$	38.00
Exercisable at December 31, 2017	343,849		$	38.05

Summary of Assumptions Used in the Black-Scholes Option-Pricing Model

The assumptions used in the Black-Scholes option-pricing model were as follows:

Non-qualified stock options	Year Ended December 31, 2017			Year Ended December 31, 2016			Year Ended December 31, 2015
Expected volatility	31.3		%	33.8		%	40.8		%
Dividend yield	3.6		%	6.6		%	4.3		%
Risk-free interest rate	2.1		%	1.4		%	1.7		%
Expected term in years	6.6			6.6			6.0
Weighted average grant date fair value of stock options	$	11.54		$	4.62		$	12.14

Summary of Performance Share Activity

A summary of performance share activity is presented below:

	Number of Shares		Weighted Average Grant Date Fair Value
Outstanding at January 1, 2015	44,698		55.49
Granted (at targeted return on invested capital and contribution margin growth)	62,225		42.31
Forfeited	—		—
Vested	(37,835	)	53.05
Adjustment to estimate of shares to be earned	(36,671	)	51.48
Outstanding at December 31, 2015	32,417		$	37.58
Outstanding at January 1, 2016	32,417		$	37.58
Granted (at targeted return on invested capital and contribution margin growth)	—		—
Forfeited	—		—
Vested	(12,401	)	54.46
Adjustment to estimate of shares to be earned	(20,016	)	27.12
Outstanding at December 31, 2016	—		$	—
Outstanding at January 1, 2017	—		$	—
Granted (at targeted return on invested capital and contribution margin growth)	22,958		52.44
Forfeited	(2,083	)	52.44
Vested	(353	)	49.54
Adjustment to estimate of shares to be earned	401		49.54
Outstanding at December 31, 2017	20,923		$	52.43

Unrecognized Compensation Expense Related to Share-Based Payments

The total remaining unrecognized compensation expense related to share-based payments is as follows:

Unrecognized Compensation Expense	Restricted Stock		Stock Options		Performance Based
Amount	$	3,698	$	1,915	$	666
Weighted-average years to be recognized	1.5		1.5		2.3

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Earnings per share (EPS) (Tables)

12 Months Ended

Dec. 31, 2017

Earnings Per Share [Abstract]

Schedule of Reconciliation of Earnings Per Share

The following is a reconciliation of the weighted average basic number of common shares outstanding to the diluted number of common and common stock equivalent shares outstanding and the calculation of earnings per share using the two-class method:

	Year Ended December 31,
	2017			2016			2015
Net income	22,445			47,971			26,346
Less: earnings attributable to unvested shares	(76		)	(288		)	(72		)
Net income available to common shareholders	$	22,369		$	47,683		$	26,274
Weighted average number of common and potential common shares outstanding:
Basic number of common shares outstanding	19,444,795			19,271,448			20,032,300
Dilutive effect of stock equivalents	288,615			310,028			291,085
Diluted number of weighted average common shares outstanding	19,733,410			19,581,476			20,323,385
Earnings per common share:
Earnings per common share—Basic	$	1.15		$	2.47		$	1.31
Earnings per common share—Diluted	$	1.13		$	2.44		$	1.29

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Dividends (Tables)

12 Months Ended

Dec. 31, 2017

Equity [Abstract]

Dividend Activity

The following is the dividend activity for 2017, 2016 and 2015:

	2017
	Quarters ended
	March 31		June 30		September 30		December 31		Total
Dividends declared – per share	$	0.48	$	0.48	$	0.48	$	0.48	$	1.92
Dividends declared – aggregate	9,349		9,373		9,373		9,373		37,468
Dividends paid – per share	0.48		0.48		0.48		0.48		1.92
Dividends paid – aggregate	9,349		9,373		9,373		9,373		37,468
	2016
	Quarters ended
	March 31		June 30		September 30		December 31		Total
Dividends declared – per share	$	0.48	$	0.48	$	0.48	$	0.48	$	1.92
Dividends declared – aggregate	9,256		9,308		9,327		9,326		37,217
Dividends paid – per share	0.48		0.48		0.48		0.48		1.92
Dividends paid – aggregate	9,256		9,308		9,327		9,326		37,217
	2015
	Quarters ended
	March 31		June 30		September 30		December 31		Total
Dividends declared – per share	$	0.48	$	0.48	$	0.48	$	0.48	$	1.92
Dividends declared – aggregate	10,198		9,863		9,261		9,236		38,558
Dividends paid – per share	0.48		0.48		0.48		0.48		1.92
Dividends paid – aggregate	10,198		9,863		9,261		9,236		38,558

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Pension Plans and Post-retirement Benefits (Tables)

12 Months Ended

Dec. 31, 2017

Retirement Benefits [Abstract]

Schedule of Amounts Recognized in Other Comprehensive Income (Loss)

The amounts in accumulated other comprehensive income (loss), or AOCI, for all plans that are expected to be amortized as components of net periodic benefit cost (benefit) during 2018 are as follows:

	Pension		Other Benefits			Total
Prior service cost	$	53	$	—		$	53
Net actuarial loss (gain)	194		(155		)	39
Transition obligation	—		24			24

Schedule of Defined Benefit Plan Amounts Recognized in Other Comprehensive Income (Loss)

The changes in benefit obligations and fair value of plan assets recognized in other comprehensive loss during 2017 and 2016 are as follows:

	Pension Benefits						Other Benefits						Total
	2017			2016			2017			2016			2017			2016
Change in accumulated other comprehensive income
Amortization of net (gain) loss	$	(177	)	$	(208	)	$	212		$	100		$	35		$	(108	)
Amortization of prior service cost / transition obligation	(108		)	(106		)	(23		)	(23		)	(131		)	(129		)
Net (gain) loss	694			(340		)	343			(1,521		)	1,037			(1,861		)
Total change in accumulated other comprehensive income	409			(654		)	532			(1,444		)	941			(2,098		)
Deferred taxes	(88		)	203			(148		)	546			(236		)	749
Net amount recognized	$	321		$	(451	)	$	384		$	(898	)	$	705		$	(1,349	)

Canadian Plans

Obligations and Funded Status—Canadian Plans at December 31

	Pension Benefits						Other Benefits
	2017			2016			2017			2016
Accumulated benefit obligation at end of year	$	15,590		$	13,128		$	1,722		$	1,379
Change in benefit obligation
Benefit obligation at beginning of year	$	13,128		$	12,319		$	1,379		$	1,299
Service cost	383			362			51			49
Interest cost	517			489			55			51
Past service cost	153			—			—			—
Actuarial (gain) loss	886			—			181			—
Benefits paid	(485		)	(396		)	(53		)	(58		)
Foreign currency exchange rate changes	1,008			354			109			38
Benefit obligation at end of year	$	15,590		$	13,128		$	1,722		$	1,379
Change in plan assets
Fair value of plan assets at beginning of year	$	14,798		$	13,864		$	—		$	—
Actual return on plan assets	1,308			931			—			—
Employer contributions	—			—			53			58
Benefits paid	(485		)	(396		)	(53		)	(58		)
Foreign currency exchange rate changes	1,108			399			—			—
Fair value of plan assets at end of year	$	16,729		$	14,798		$	—		$	—
Funded status of the plan	$	1,139		$	1,670		$	(1,722	)	$	(1,379	)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	$	1,139		$	1,670		$	—		$	—
Current liabilities	—			—			(103		)	(51		)
Noncurrent liabilities	—			—			(1,619		)	(1,328		)
Net amounts recognized	$	1,139		$	1,670		$	(1,722	)	$	(1,379	)
Amounts recognized in accumulated other comprehensive income
Net transition obligation	$	—		$	—		$	37		$	57
Prior service cost	158			104			—			—
Net actuarial loss	4,095			3,604			200			11
Total amount recognized	$	4,253		$	3,708		$	237		$	68
Deferred taxes	(1,063		)	(927		)	(59		)	(17		)
Net amount recognized	$	3,190		$	2,781		$	178		$	51

U.S. Plans

Obligations and Funded Status—U.S. Plans At December 31

	Pension Benefits						Other Benefits
	2017			2016			2017			2016
Accumulated benefit obligation at end of year	$	2,662		$	2,473		$	3,250		$	2,974
Change in benefit obligation
Benefit obligation at beginning of year	$	2,473		$	2,670		$	2,974		$	4,285
Service cost	—			—			123			172
Interest cost	100			114			118			165
Actuarial loss (gain)	154			(250		)	151			(1,523		)
Benefits paid	(65		)	(61		)	(116		)	(125		)
Benefit obligation at end of year	$	2,662		$	2,473		$	3,250		$	2,974
Change in plan assets
Fair value of plan assets at beginning of year	$	2,263		$	2,124		$	—		$	—
Actual return on plan assets	430			200			—			—
Employer contributions	—			—			116			125
Benefits paid	(65		)	(61		)	(116		)	(125		)
Fair value of plan assets at end of year	$	2,628		$	2,263		$	—		$	—
Funded status of the plan	$	(34	)	$	(210	)	$	(3,250	)	$	(2,974	)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	$	—		$	—		$	—		$	—
Current liabilities	—			—			(151		)	(120		)
Noncurrent liabilities	(34		)	(210		)	(3,099		)	(2,854		)
Net amounts recognized	$	(34	)	$	(210	)	$	(3,250	)	$	(2,974	)
Amounts recognized in accumulated other comprehensive income
Prior service (credit) cost	$	—		$	—		$	—		$	—
Net actuarial (gain) loss	(22		)	114			(1,911		)	(2,274		)
Total amount recognized	$	(22	)	$	114		$	(1,911	)	$	(2,274	)
Deferred taxes	5			(43		)	758			864
Net amount recognized	$	(17	)	$	71		$	(1,153	)	$	(1,410	)

Schedule of Amounts Recognized in Balance Sheet

Canadian Plans

Obligations and Funded Status—Canadian Plans at December 31

	Pension Benefits						Other Benefits
	2017			2016			2017			2016
Accumulated benefit obligation at end of year	$	15,590		$	13,128		$	1,722		$	1,379
Change in benefit obligation
Benefit obligation at beginning of year	$	13,128		$	12,319		$	1,379		$	1,299
Service cost	383			362			51			49
Interest cost	517			489			55			51
Past service cost	153			—			—			—
Actuarial (gain) loss	886			—			181			—
Benefits paid	(485		)	(396		)	(53		)	(58		)
Foreign currency exchange rate changes	1,008			354			109			38
Benefit obligation at end of year	$	15,590		$	13,128		$	1,722		$	1,379
Change in plan assets
Fair value of plan assets at beginning of year	$	14,798		$	13,864		$	—		$	—
Actual return on plan assets	1,308			931			—			—
Employer contributions	—			—			53			58
Benefits paid	(485		)	(396		)	(53		)	(58		)
Foreign currency exchange rate changes	1,108			399			—			—
Fair value of plan assets at end of year	$	16,729		$	14,798		$	—		$	—
Funded status of the plan	$	1,139		$	1,670		$	(1,722	)	$	(1,379	)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	$	1,139		$	1,670		$	—		$	—
Current liabilities	—			—			(103		)	(51		)
Noncurrent liabilities	—			—			(1,619		)	(1,328		)
Net amounts recognized	$	1,139		$	1,670		$	(1,722	)	$	(1,379	)
Amounts recognized in accumulated other comprehensive income
Net transition obligation	$	—		$	—		$	37		$	57
Prior service cost	158			104			—			—
Net actuarial loss	4,095			3,604			200			11
Total amount recognized	$	4,253		$	3,708		$	237		$	68
Deferred taxes	(1,063		)	(927		)	(59		)	(17		)
Net amount recognized	$	3,190		$	2,781		$	178		$	51

U.S. Plans

Obligations and Funded Status—U.S. Plans At December 31

	Pension Benefits						Other Benefits
	2017			2016			2017			2016
Accumulated benefit obligation at end of year	$	2,662		$	2,473		$	3,250		$	2,974
Change in benefit obligation
Benefit obligation at beginning of year	$	2,473		$	2,670		$	2,974		$	4,285
Service cost	—			—			123			172
Interest cost	100			114			118			165
Actuarial loss (gain)	154			(250		)	151			(1,523		)
Benefits paid	(65		)	(61		)	(116		)	(125		)
Benefit obligation at end of year	$	2,662		$	2,473		$	3,250		$	2,974
Change in plan assets
Fair value of plan assets at beginning of year	$	2,263		$	2,124		$	—		$	—
Actual return on plan assets	430			200			—			—
Employer contributions	—			—			116			125
Benefits paid	(65		)	(61		)	(116		)	(125		)
Fair value of plan assets at end of year	$	2,628		$	2,263		$	—		$	—
Funded status of the plan	$	(34	)	$	(210	)	$	(3,250	)	$	(2,974	)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	$	—		$	—		$	—		$	—
Current liabilities	—			—			(151		)	(120		)
Noncurrent liabilities	(34		)	(210		)	(3,099		)	(2,854		)
Net amounts recognized	$	(34	)	$	(210	)	$	(3,250	)	$	(2,974	)
Amounts recognized in accumulated other comprehensive income
Prior service (credit) cost	$	—		$	—		$	—		$	—
Net actuarial (gain) loss	(22		)	114			(1,911		)	(2,274		)
Total amount recognized	$	(22	)	$	114		$	(1,911	)	$	(2,274	)
Deferred taxes	5			(43		)	758			864
Net amount recognized	$	(17	)	$	71		$	(1,153	)	$	(1,410	)

Changes in Projected Benefit Obligations, Fair Value of Plan Assets, and Funded Status of Plan

Canadian Plans

Obligations and Funded Status—Canadian Plans at December 31

	Pension Benefits						Other Benefits
	2017			2016			2017			2016
Accumulated benefit obligation at end of year	$	15,590		$	13,128		$	1,722		$	1,379
Change in benefit obligation
Benefit obligation at beginning of year	$	13,128		$	12,319		$	1,379		$	1,299
Service cost	383			362			51			49
Interest cost	517			489			55			51
Past service cost	153			—			—			—
Actuarial (gain) loss	886			—			181			—
Benefits paid	(485		)	(396		)	(53		)	(58		)
Foreign currency exchange rate changes	1,008			354			109			38
Benefit obligation at end of year	$	15,590		$	13,128		$	1,722		$	1,379
Change in plan assets
Fair value of plan assets at beginning of year	$	14,798		$	13,864		$	—		$	—
Actual return on plan assets	1,308			931			—			—
Employer contributions	—			—			53			58
Benefits paid	(485		)	(396		)	(53		)	(58		)
Foreign currency exchange rate changes	1,108			399			—			—
Fair value of plan assets at end of year	$	16,729		$	14,798		$	—		$	—
Funded status of the plan	$	1,139		$	1,670		$	(1,722	)	$	(1,379	)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	$	1,139		$	1,670		$	—		$	—
Current liabilities	—			—			(103		)	(51		)
Noncurrent liabilities	—			—			(1,619		)	(1,328		)
Net amounts recognized	$	1,139		$	1,670		$	(1,722	)	$	(1,379	)
Amounts recognized in accumulated other comprehensive income
Net transition obligation	$	—		$	—		$	37		$	57
Prior service cost	158			104			—			—
Net actuarial loss	4,095			3,604			200			11
Total amount recognized	$	4,253		$	3,708		$	237		$	68
Deferred taxes	(1,063		)	(927		)	(59		)	(17		)
Net amount recognized	$	3,190		$	2,781		$	178		$	51

U.S. Plans

Obligations and Funded Status—U.S. Plans At December 31

	Pension Benefits						Other Benefits
	2017			2016			2017			2016
Accumulated benefit obligation at end of year	$	2,662		$	2,473		$	3,250		$	2,974
Change in benefit obligation
Benefit obligation at beginning of year	$	2,473		$	2,670		$	2,974		$	4,285
Service cost	—			—			123			172
Interest cost	100			114			118			165
Actuarial loss (gain)	154			(250		)	151			(1,523		)
Benefits paid	(65		)	(61		)	(116		)	(125		)
Benefit obligation at end of year	$	2,662		$	2,473		$	3,250		$	2,974
Change in plan assets
Fair value of plan assets at beginning of year	$	2,263		$	2,124		$	—		$	—
Actual return on plan assets	430			200			—			—
Employer contributions	—			—			116			125
Benefits paid	(65		)	(61		)	(116		)	(125		)
Fair value of plan assets at end of year	$	2,628		$	2,263		$	—		$	—
Funded status of the plan	$	(34	)	$	(210	)	$	(3,250	)	$	(2,974	)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	$	—		$	—		$	—		$	—
Current liabilities	—			—			(151		)	(120		)
Noncurrent liabilities	(34		)	(210		)	(3,099		)	(2,854		)
Net amounts recognized	$	(34	)	$	(210	)	$	(3,250	)	$	(2,974	)
Amounts recognized in accumulated other comprehensive income
Prior service (credit) cost	$	—		$	—		$	—		$	—
Net actuarial (gain) loss	(22		)	114			(1,911		)	(2,274		)
Total amount recognized	$	(22	)	$	114		$	(1,911	)	$	(2,274	)
Deferred taxes	5			(43		)	758			864
Net amount recognized	$	(17	)	$	71		$	(1,153	)	$	(1,410	)

Schedule of Accumulated and Projected Benefit Obligations

U.S. Plans

Obligations and Funded Status—U.S. Plans At December 31

	Pension Benefits						Other Benefits
	2017			2016			2017			2016
Accumulated benefit obligation at end of year	$	2,662		$	2,473		$	3,250		$	2,974
Change in benefit obligation
Benefit obligation at beginning of year	$	2,473		$	2,670		$	2,974		$	4,285
Service cost	—			—			123			172
Interest cost	100			114			118			165
Actuarial loss (gain)	154			(250		)	151			(1,523		)
Benefits paid	(65		)	(61		)	(116		)	(125		)
Benefit obligation at end of year	$	2,662		$	2,473		$	3,250		$	2,974
Change in plan assets
Fair value of plan assets at beginning of year	$	2,263		$	2,124		$	—		$	—
Actual return on plan assets	430			200			—			—
Employer contributions	—			—			116			125
Benefits paid	(65		)	(61		)	(116		)	(125		)
Fair value of plan assets at end of year	$	2,628		$	2,263		$	—		$	—
Funded status of the plan	$	(34	)	$	(210	)	$	(3,250	)	$	(2,974	)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	$	—		$	—		$	—		$	—
Current liabilities	—			—			(151		)	(120		)
Noncurrent liabilities	(34		)	(210		)	(3,099		)	(2,854		)
Net amounts recognized	$	(34	)	$	(210	)	$	(3,250	)	$	(2,974	)
Amounts recognized in accumulated other comprehensive income
Prior service (credit) cost	$	—		$	—		$	—		$	—
Net actuarial (gain) loss	(22		)	114			(1,911		)	(2,274		)
Total amount recognized	$	(22	)	$	114		$	(1,911	)	$	(2,274	)
Deferred taxes	5			(43		)	758			864
Net amount recognized	$	(17	)	$	71		$	(1,153	)	$	(1,410	)

Canadian Plans

Obligations and Funded Status—Canadian Plans at December 31

	Pension Benefits						Other Benefits
	2017			2016			2017			2016
Accumulated benefit obligation at end of year	$	15,590		$	13,128		$	1,722		$	1,379
Change in benefit obligation
Benefit obligation at beginning of year	$	13,128		$	12,319		$	1,379		$	1,299
Service cost	383			362			51			49
Interest cost	517			489			55			51
Past service cost	153			—			—			—
Actuarial (gain) loss	886			—			181			—
Benefits paid	(485		)	(396		)	(53		)	(58		)
Foreign currency exchange rate changes	1,008			354			109			38
Benefit obligation at end of year	$	15,590		$	13,128		$	1,722		$	1,379
Change in plan assets
Fair value of plan assets at beginning of year	$	14,798		$	13,864		$	—		$	—
Actual return on plan assets	1,308			931			—			—
Employer contributions	—			—			53			58
Benefits paid	(485		)	(396		)	(53		)	(58		)
Foreign currency exchange rate changes	1,108			399			—			—
Fair value of plan assets at end of year	$	16,729		$	14,798		$	—		$	—
Funded status of the plan	$	1,139		$	1,670		$	(1,722	)	$	(1,379	)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	$	1,139		$	1,670		$	—		$	—
Current liabilities	—			—			(103		)	(51		)
Noncurrent liabilities	—			—			(1,619		)	(1,328		)
Net amounts recognized	$	1,139		$	1,670		$	(1,722	)	$	(1,379	)
Amounts recognized in accumulated other comprehensive income
Net transition obligation	$	—		$	—		$	37		$	57
Prior service cost	158			104			—			—
Net actuarial loss	4,095			3,604			200			11
Total amount recognized	$	4,253		$	3,708		$	237		$	68
Deferred taxes	(1,063		)	(927		)	(59		)	(17		)
Net amount recognized	$	3,190		$	2,781		$	178		$	51

Schedule of Net Benefit Costs

	Pension Benefits									Other Benefits
	2017			2016			2015			2017			2016			2015
Components of net periodic benefit cost
Service cost	$	383		$	362		$	344		$	51		$	49		$	46
Interest cost	517			489			507			55			51			54
Expected return on plan assets	(819		)	(768		)	(773		)	—			—			—
Amortization of:
Actuarial loss	177			207			158			—			—			—
Prior service cost	108			106			110			—			—			—
Net transition obligation	—			—			—			23			23			24
Net periodic benefit cost	$	366		$	396		$	346		$	129		$	123		$	124
Weighted average assumptions for balance sheet liability at end of year
Discount rate	3.37		%	3.75		%	3.75		%	3.37		%	3.75		%	3.75		%
Rate of compensation increase	NA			NA			NA			NA			NA			NA
Weighted average assumptions for net periodic benefit cost at end of year
Discount rate	3.75		%	3.75		%	4.00		%	3.75		%	3.75		%	4.00		%
Expected long-term rate of return	5.50		%	5.50		%	5.50		%	NA			NA			NA
Rate of compensation increase	NA			NA			NA			NA			NA			NA
Accrued health care cost trend rates at end of year
Health care cost trend rate assumed for next year (initial rate)										9		%	9		%	9		%
Rate to which the cost trend rate is assumed to decline (ultimate rate)										5		%	5		%	5		%
Year that the rate reaches the ultimate rate										2033			2033			2033

	Pension Benefits									Other Benefits
	2017			2016			2015			2017			2016			2015
Components of net periodic benefit cost
Service cost	$	—		$	—		$	—		$	123		$	172		$	292
Interest cost	100			114			114			118			165			163
Expected return on plan assets	(140		)	(145		)	(140		)	—			—			—
Amortization of:
Prior service cost	—			—			—			—			—			—
Actuarial loss (gain)	—			—			68			(211		)	(100		)	(48		)
Net periodic benefit cost	$	(40	)	$	(31	)	$	42		$	30		$	237		$	407
Weighted average assumptions for benefit obligation
Discount rate	3.60		%	4.16		%	4.50		%	3.66		%	4.22		%	4.25		%
Expected long-term rate of return on plan assets	6.30		%	6.20		%	6.51		%	NA			NA			NA
Rate of compensation increase	NA			NA			NA			4.00		%	3.75		%	3.75		%
Weighted average assumptions for net periodic benefit cost
Discount rate	4.16		%	4.50		%	4.00		%	4.22		%	4.25		%	4.00		%
Expected long-term rate of return on plan assets	6.20		%	6.51		%	6.65		%	NA			NA			NA
Rate of compensation increase	NA			NA			NA			3.75		%	3.75		%	3.00		%

Schedule of Assumptions Used

	Pension Benefits									Other Benefits
	2017			2016			2015			2017			2016			2015
Components of net periodic benefit cost
Service cost	$	—		$	—		$	—		$	123		$	172		$	292
Interest cost	100			114			114			118			165			163
Expected return on plan assets	(140		)	(145		)	(140		)	—			—			—
Amortization of:
Prior service cost	—			—			—			—			—			—
Actuarial loss (gain)	—			—			68			(211		)	(100		)	(48		)
Net periodic benefit cost	$	(40	)	$	(31	)	$	42		$	30		$	237		$	407
Weighted average assumptions for benefit obligation
Discount rate	3.60		%	4.16		%	4.50		%	3.66		%	4.22		%	4.25		%
Expected long-term rate of return on plan assets	6.30		%	6.20		%	6.51		%	NA			NA			NA
Rate of compensation increase	NA			NA			NA			4.00		%	3.75		%	3.75		%
Weighted average assumptions for net periodic benefit cost
Discount rate	4.16		%	4.50		%	4.00		%	4.22		%	4.25		%	4.00		%
Expected long-term rate of return on plan assets	6.20		%	6.51		%	6.65		%	NA			NA			NA
Rate of compensation increase	NA			NA			NA			3.75		%	3.75		%	3.00		%

	Pension Benefits									Other Benefits
	2017			2016			2015			2017			2016			2015
Components of net periodic benefit cost
Service cost	$	383		$	362		$	344		$	51		$	49		$	46
Interest cost	517			489			507			55			51			54
Expected return on plan assets	(819		)	(768		)	(773		)	—			—			—
Amortization of:
Actuarial loss	177			207			158			—			—			—
Prior service cost	108			106			110			—			—			—
Net transition obligation	—			—			—			23			23			24
Net periodic benefit cost	$	366		$	396		$	346		$	129		$	123		$	124
Weighted average assumptions for balance sheet liability at end of year
Discount rate	3.37		%	3.75		%	3.75		%	3.37		%	3.75		%	3.75		%
Rate of compensation increase	NA			NA			NA			NA			NA			NA
Weighted average assumptions for net periodic benefit cost at end of year
Discount rate	3.75		%	3.75		%	4.00		%	3.75		%	3.75		%	4.00		%
Expected long-term rate of return	5.50		%	5.50		%	5.50		%	NA			NA			NA
Rate of compensation increase	NA			NA			NA			NA			NA			NA
Accrued health care cost trend rates at end of year
Health care cost trend rate assumed for next year (initial rate)										9		%	9		%	9		%
Rate to which the cost trend rate is assumed to decline (ultimate rate)										5		%	5		%	5		%
Year that the rate reaches the ultimate rate										2033			2033			2033

Schedule of Expected Benefit Payments

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid:

Estimated Future Benefit Payments	Pension Benefits		Other Benefits
Fiscal 2018	$	543	$	103
Fiscal 2019	579		64
Fiscal 2020	619		78
Fiscal 2021	662		100
Fiscal 2022	717		103
Fiscal Years 2023-2027	4,280		531

Estimated Future Benefit Payments	Pension Benefits		Other Benefits
Fiscal 2018	$	86	$	151
Fiscal 2019	98		178
Fiscal 2020	111		172
Fiscal 2021	118		177
Fiscal 2022	130		180
Fiscal Years 2023-2027	736		868

Schedule of Allocation of Plan Assets

Innophos, Inc.’s defined benefit pension plan invests in mutual funds and commercial paper and the weighted-average asset allocations at December 31, 2017 and 2016 by asset category are as follows:

	Plan Assets at December 31
	2017		2016
Asset Category
Equity securities	92.9	%	92.7	%
Fixed income securities	7.1		7.3
Total	100.0	%	100.0	%

The fair values of Innophos, Inc.’s pension plan assets at December 31, 2017 by asset category are as follows:

	Total		Level 1		Level 2		Level 3
Equity securities	$	2,441	$	2,441	$	—	$	—
Fixed income securities	187		187		—		—
	$	2,628	$	2,628	$	—	$	—

Innophos Canada Inc.’s pension plan invests in mutual funds and the weighted-average asset allocations at December 31, 2017 and 2016 by asset category are as follows:

	2017		2016
Asset Category
Equity securities	51.6	%	50.7	%
Fixed income securities	44.8		46.5
Other	3.6		2.8
Total	100.0	%	100.0	%

The fair values of Innophos Canada, Inc.’s pension plan assets at December 31, 2017 by asset category are as follows:

	Total		Level 1		Level 2		Level 3
Equity securities	$	8,636	$	8,636	$	—	$	—
Fixed income securities	7,498		—		7,498		—
Other	595		595		—		—
	$	16,729	$	9,231	$	7,498	$	—

Schedule of Health Care Cost Trend Rates

	Pension Benefits									Other Benefits
	2017			2016			2015			2017			2016			2015
Components of net periodic benefit cost
Service cost	$	383		$	362		$	344		$	51		$	49		$	46
Interest cost	517			489			507			55			51			54
Expected return on plan assets	(819		)	(768		)	(773		)	—			—			—
Amortization of:
Actuarial loss	177			207			158			—			—			—
Prior service cost	108			106			110			—			—			—
Net transition obligation	—			—			—			23			23			24
Net periodic benefit cost	$	366		$	396		$	346		$	129		$	123		$	124
Weighted average assumptions for balance sheet liability at end of year
Discount rate	3.37		%	3.75		%	3.75		%	3.37		%	3.75		%	3.75		%
Rate of compensation increase	NA			NA			NA			NA			NA			NA
Weighted average assumptions for net periodic benefit cost at end of year
Discount rate	3.75		%	3.75		%	4.00		%	3.75		%	3.75		%	4.00		%
Expected long-term rate of return	5.50		%	5.50		%	5.50		%	NA			NA			NA
Rate of compensation increase	NA			NA			NA			NA			NA			NA
Accrued health care cost trend rates at end of year
Health care cost trend rate assumed for next year (initial rate)										9		%	9		%	9		%
Rate to which the cost trend rate is assumed to decline (ultimate rate)										5		%	5		%	5		%
Year that the rate reaches the ultimate rate										2033			2033			2033

Schedule of Effect of One-Percentage-Point Change in Assumed Health Care Cost Trend Rates

Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. A one-percentage-point change in assumed health care cost trend rates would have the following effects:

	Other Benefits
	2017			2016
Effect of a change in the assumed rate of increase in health benefit costs
Effect of a 1% increase on:
Total of service cost and interest cost	$	24		$	15
Post-retirement benefit obligation	$	221		$	175
Effect of a 1% decrease on:
Total of service cost and interest cost	$	(18	)	$	(12	)
Post-retirement benefit obligation	$	(177	)	$	(143	)

XML

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2017

Income Tax Disclosure [Abstract]

Reconciliation of the U.S. Statutory Rate and Income Taxes

A reconciliation of the U.S. statutory rate and income taxes follows:

	Year Ended December 31,
	2017				2016				2015
	Income before income taxes		Income tax expense		Income before income taxes		Income tax expense		Income before income taxes		Income tax expense/ (benefit)
U.S.	$	8,026	$	20,230	$	24,727	$	10,989	$	11,574	$	3,474
Canada/Mexico/Europe/Asia	48,611		13,962		45,591		11,358		28,549		10,303
Total	$	56,637	$	34,192	$	70,318	$	22,347	$	40,123	$	13,777
Current income taxes			$	23,781			$	12,813			$	50,414
Deferred income taxes			10,411				9,534				(36,637		)
Total			$	34,192			$	22,347			$	13,777

Reconciliation of the U.S. Statutory Rate and Income Taxes

A reconciliation of the U.S. statutory rate and income taxes follows:

	Year Ended December 31,
	2017				2016				2015
	Income before income taxes		Income tax expense		Income before income taxes		Income tax expense		Income before income taxes		Income tax expense/ (benefit)
U.S.	$	8,026	$	20,230	$	24,727	$	10,989	$	11,574	$	3,474
Canada/Mexico/Europe/Asia	48,611		13,962		45,591		11,358		28,549		10,303
Total	$	56,637	$	34,192	$	70,318	$	22,347	$	40,123	$	13,777
Current income taxes			$	23,781			$	12,813			$	50,414
Deferred income taxes			10,411				9,534				(36,637		)
Total			$	34,192			$	22,347			$	13,777

Schedule of Effective Income Tax Rate Reconciliation

	Year Ended December 31,
	2017			2016			2015
Income tax expense at the U.S. statutory rate	$	19,824		$	24,611		$	14,044
State income taxes	741			862			1,207
Foreign tax rate differential	(1,606		)	(1,549		)	(1,163		)
Non-taxable interest income	(5,951		)	(5,582		)	(3,903		)
Change in valuation allowance	1,984			(168		)	3,482
U.S. Tax Cuts and Jobs Act of 2017	17,286			—			—
Domestic manufacturing deduction	—			(562		)	(903		)
Mexico entities tax de-consolidation adjustment	—			(472		)	1,470
Repatriation of foreign earnings	—			496			(645		)
Uncertain tax positions	—			736			306
Foreign tax credits carryforward	—			—			(1,406		)
Capital loss on note redemption	—			—			(1,062		)
Other non-deductible permanent items (including translation)	1,914			3,975			2,350
Provision for income taxes	$	34,192		$	22,347		$	13,777

Schedule of Deferred Tax Assets and Liabilities

Net deferred tax balances were reflected on the consolidated balance sheets as follows:

	Year Ended December 31,
	2017			2016
Net noncurrent deferred tax assets	$	5,058		$	18,432
Net noncurrent deferred tax liabilities	(2,354		)	(1,282		)
Net deferred tax assets	$	2,704		$	17,150

The components of the Company’s deferred tax assets/ (liabilities) were as follows:

	Year Ended December 31,
	2017			2016
Deferred tax assets:
Inventories	$	3,427		$	5,089
Accrued liabilities	7,472			10,800
Prepaid inventory	—			13,987
Tax credits	3,846			2,535
Tax losses	22,196			16,187
Total deferred tax assets	36,941			48,598
Deferred tax liabilities:
Gain on bond retirement	(170		)	(530		)
Intangibles	(11,012		)	(7,033		)
Fixed assets	(10,809		)	(15,423		)
Accrued liabilities	(1,800		)	—
Total deferred tax liabilities	(23,791		)	(22,986		)
Total valuation allowances	(10,446		)	(8,462		)
Net deferred tax assets (liabilities)	$	2,704		$	17,150

Reconciliation of Gross Unrecognized Tax Benefits

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows:

	Year Ended December 31,
	2017		2016			2015
Gross unrecognized tax benefits at January 1	$	2,679	$	3,121		$	2,798
Additions for tax positions of prior years	—		973			470
Reductions for tax positions of prior years	—		—			(147		)
Reductions due to settlements	—		(1,415		)	—
Gross unrecognized tax benefits at December 31	2,679		2,679			3,121
Net uncertain tax benefits, that if recognized would impact the effective tax rate, at December 31	$	2,116	$	1,741		$	1,311

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Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2017

Commitments and Contingencies Disclosure [Abstract]

Schedule of Future Minimum Rental Payments for Operating Leases

Minimum annual rentals for all operating leases are:

Year Ending	Lease Payments
2018	$	6,654
2019	5,591
2020	4,434
2021	4,016
2022	3,710
Thereafter	9,144

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Changes in Accumulated Other Comprehensive Income (Loss) by Component (Tables)

12 Months Ended

Dec. 31, 2017

Equity [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss)

	Pension and Other Post-retirement Adjustments			Changes in Fair Value of Effective Cash Flow Hedges			Total
Balance at December 31, 2015	$	(2,842	)	$	48		$	(2,794	)
Other comprehensive income (loss) before reclassifications	1,349			(39		)	1,310
Amounts reclassified from accumulated other comprehensive income (loss)	—			—			—
Net current period other comprehensive income (loss)	1,349			(39		)	1,310
Balance at December 31, 2016	(1,493		)	9			(1,484		)
Other comprehensive income (loss) before reclassifications	(412		)	(9		)	(421		)
Amounts reclassified from accumulated other comprehensive income (loss)	(293		)	—			(293		)
Net current period other comprehensive income (loss)	(705		)	(9		)	(714		)
Balance at December 31, 2017	$	(2,198	)	$	—		$	(2,198	)

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Valuation Allowances (Tables)

12 Months Ended

Dec. 31, 2017

Valuation and Qualifying Accounts [Abstract]

Summary of Valuation Allowance

Valuation allowances as of December 31, 2017, 2016 and 2015, and the changes in the valuation allowances for the year ended December 31, 2017, 2016 and 2015 are as follows:

	Balance, January, 1 2017		Charged/ (credited) to costs and expenses			Deductions (Bad debts)		(Credited) to Goodwill		Balance, December 31, 2017
Deferred taxes valuation allowances	$	8,462	$	1,984		$	—	$	—	$	10,446
	Balance, January, 1 2016		Charged/ (credited) to costs and expenses			Deductions (Bad debts)		(Credited) to Goodwill		Balance, December 31, 2016
Deferred taxes valuation allowances	$	8,630	$	(168	)	$	—	$	—	$	8,462
	Balance, January, 1 2015		Charged/ (credited) to costs and expenses			Deductions (Bad debts)		(Credited) to Goodwill		Balance, December 31, 2015
Deferred taxes valuation allowances	$	5,148	$	3,482		$	—	$	—	$	8,630

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Segment Reporting (Tables)

12 Months Ended

Dec. 31, 2017

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

For the year ended December 31, 2017	Food, Health and Nutrition		Industrial Specialties		Other		Total
Sales	$	397,298	$	262,704	$	62,022	$	722,024
EBITDA	$	67,156	$	33,833	$	3,060	$	104,049
Depreciation and amortization expense	$	24,212	$	13,863	$	2,329	$	40,404
Other data
Capital expenditures	$	27,537	$	13,331	$	619	$	41,487
Long-lived assets	$	130,705	$	71,925	$	16,667	$	219,297
Total assets (c)	$	556,479	$	190,700	$	37,990	$	785,169
For the year ended December 31, 2016	Food, Health and Nutrition		Industrial Specialties		Other		Total
Sales	$	376,672	$	278,284	$	70,389	$	725,345
EBITDA (a)	$	78,128	$	36,029	$	1,309	$	115,466
Depreciation and amortization expense	$	20,269	$	12,645	$	4,565	$	37,479
Other data
Capital expenditures	$	19,181	$	15,866	$	1,552	$	36,599
Long-lived assets	$	124,664	$	72,727	$	8,068	$	205,459
Total assets	$	397,575	$	210,680	$	34,756	$	643,011

For the year ended December 31, 2015	Food, Health and Nutrition		Industrial Specialties		Other			Total
Sales	$	394,836	$	319,565	$	74,746		$	789,147
EBITDA (b)	$	67,212	$	34,028	$	(15,064	)	$	86,176
Depreciation and amortization expense	$	20,186	$	14,030	$	4,319		$	38,535
Other data
Capital expenditures	$	17,507	$	13,137	$	1,055		$	31,699
Long-lived assets	$	114,549	$	66,819	$	18,126		$	199,494
Total assets	$	401,660	$	221,386	$	46,507		$	669,553

(a) The year ended December 31, 2016 includes a $1.5 million charge to earnings for restructuring reserves in Other.

(b) The year ended December 31, 2015 includes an $11.8 million charge to earnings for management transition expenses and an $8.6 million charge to earnings for restructuring reserves in Other.

(c) The increase in total assets in the Food, Health and Nutrition segment is largely due to the Novel Ingredients and NutraGenesis acquisitions.

Reconciliation of Assets from Segment to Consolidated

For the year ended December 31, 2017	Food, Health and Nutrition		Industrial Specialties		Other		Total
Sales	$	397,298	$	262,704	$	62,022	$	722,024
EBITDA	$	67,156	$	33,833	$	3,060	$	104,049
Depreciation and amortization expense	$	24,212	$	13,863	$	2,329	$	40,404
Other data
Capital expenditures	$	27,537	$	13,331	$	619	$	41,487
Long-lived assets	$	130,705	$	71,925	$	16,667	$	219,297
Total assets (c)	$	556,479	$	190,700	$	37,990	$	785,169
For the year ended December 31, 2016	Food, Health and Nutrition		Industrial Specialties		Other		Total
Sales	$	376,672	$	278,284	$	70,389	$	725,345
EBITDA (a)	$	78,128	$	36,029	$	1,309	$	115,466
Depreciation and amortization expense	$	20,269	$	12,645	$	4,565	$	37,479
Other data
Capital expenditures	$	19,181	$	15,866	$	1,552	$	36,599
Long-lived assets	$	124,664	$	72,727	$	8,068	$	205,459
Total assets	$	397,575	$	210,680	$	34,756	$	643,011

For the year ended December 31, 2015	Food, Health and Nutrition		Industrial Specialties		Other			Total
Sales	$	394,836	$	319,565	$	74,746		$	789,147
EBITDA (b)	$	67,212	$	34,028	$	(15,064	)	$	86,176
Depreciation and amortization expense	$	20,186	$	14,030	$	4,319		$	38,535
Other data
Capital expenditures	$	17,507	$	13,137	$	1,055		$	31,699
Long-lived assets	$	114,549	$	66,819	$	18,126		$	199,494
Total assets	$	401,660	$	221,386	$	46,507		$	669,553

(a) The year ended December 31, 2016 includes a $1.5 million charge to earnings for restructuring reserves in Other.

(b) The year ended December 31, 2015 includes an $11.8 million charge to earnings for management transition expenses and an $8.6 million charge to earnings for restructuring reserves in Other.

(c) The increase in total assets in the Food, Health and Nutrition segment is largely due to the Novel Ingredients and NutraGenesis acquisitions.

Reconciliation Of Net Income (Loss) To EBITDA

A reconciliation of net income to EBITDA follows:

	2017		2016		2015
Net income	$	22,445	$	47,971	$	26,346
Provision for income taxes	34,192		22,347		13,777
Interest expense, net	7,008		7,669		7,518
Depreciation and amortization	40,404		37,479		38,535
EBITDA	$	104,049	$	115,466	$	86,176

Product Revenues

	Year Ended December 31,
Product Revenues	2017		2016		2015
Specialty Ingredients	$	490,256	$	456,465	$	499,047
Core Ingredients	174,819		200,560		216,787
Co-Products and Other	56,949		68,320		73,313
Total	$	722,024	$	725,345	$	789,147
	Year Ended December 31,
Geographic Revenues	2017		2016		2015
U.S.	$	450,171	$	418,411	$	469,263
Mexico	125,116		123,885		119,080
Canada	31,993		32,391		33,456
Other foreign countries	114,744		150,658		167,348
Total	$	722,024	$	725,345	$	789,147
	Year Ended December 31,
Geographic Long-lived Assets	2017		2016		2015
U.S.	$	113,795	$	104,118	$	101,001
Mexico	91,414		85,698		82,132
Canada	12,293		13,575		13,868
Other foreign countries	1,795		2,068		2,493
Total	$	219,297	$	205,459	$	199,494

Geographic Revenues

	Year Ended December 31,
Product Revenues	2017		2016		2015
Specialty Ingredients	$	490,256	$	456,465	$	499,047
Core Ingredients	174,819		200,560		216,787
Co-Products and Other	56,949		68,320		73,313
Total	$	722,024	$	725,345	$	789,147
	Year Ended December 31,
Geographic Revenues	2017		2016		2015
U.S.	$	450,171	$	418,411	$	469,263
Mexico	125,116		123,885		119,080
Canada	31,993		32,391		33,456
Other foreign countries	114,744		150,658		167,348
Total	$	722,024	$	725,345	$	789,147
	Year Ended December 31,
Geographic Long-lived Assets	2017		2016		2015
U.S.	$	113,795	$	104,118	$	101,001
Mexico	91,414		85,698		82,132
Canada	12,293		13,575		13,868
Other foreign countries	1,795		2,068		2,493
Total	$	219,297	$	205,459	$	199,494

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Quarterly information (unaudited) (Tables)

12 Months Ended

Dec. 31, 2017

Quarterly Financial Information Disclosure [Abstract]

Schedule of Quarterly Financial Information

	2017
	Quarters ended
	March 31		June 30		September 30		December 31			Total
Net sales	$	165,944	$	179,140	$	183,839	$	193,101		$	722,024
Gross profit	36,543		39,076		40,969		32,441			149,029
Net income (loss) (a)	10,923		11,223		11,582		(11,283		)	22,445
Per share data:
Income per share:
Basic	$	0.56	$	0.58	$	0.59	$	(0.58	)
Diluted	$	0.55	$	0.57	$	0.58	$	(0.58	)
	2016
	Quarters ended
	March 31		June 30		September 30		December 31			Total
Net sales	$	189,630	$	181,888	$	186,037	$	167,790		$	725,345
Gross profit (b)	40,716		36,150		40,540		32,986			150,392
Net income (c)	12,842		12,104		13,643		9,382			47,971
Per share data:
Income per share:
Basic	$	0.67	$	0.62	$	0.70	$	0.48
Diluted	$	0.66	$	0.61	$	0.69	$	0.47

(a) The three months ended December 31, 2017 include a $17.3 million charge to income taxes for the impacts of the Tax Act.

(b) The three months ended September 30, 2016 include a $0.2 million charge to earnings for restructuring costs, recorded in Other.

(c) The three months ended September 30, 2016 include a $1.5 million charge to selling general and administrative expenses for restructuring costs, recorded in Other.

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Basis of Statement Presentation (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($)
Intangible assets, useful life	20 years
Effect of U.S. enacted Tax Cuts and Jobs Act	$ 293	[1]
Minimum | Building and Building Improvements
Property, plant and equipment, useful life	10 years
Minimum | Machinery and Equipment
Property, plant and equipment, useful life	3 years
Minimum | Software
Property, plant and equipment, useful life	3 years
Maximum | Building and Building Improvements
Property, plant and equipment, useful life	40 years
Maximum | Machinery and Equipment
Property, plant and equipment, useful life	20 years
Maximum | Software
Property, plant and equipment, useful life	7 years
Innophos, Inc. | Innophos, Inc.
Ownership percentage	100.00%
Early effect | ASU 2018-02
Effect of U.S. enacted Tax Cuts and Jobs Act	$ 300

[1] Includes the impact of ASU 2018-02, which transferred those amounts from accumulated other comprehensive income (loss) to retained earnings. See Notes 1 and 18 to the Consolidated Financial Statements.

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Acquisitions - Additional Information (Details) - USD ($) $ in Thousands				3 Months Ended								12 Months Ended
	Nov. 03, 2017	Aug. 25, 2017	Jan. 01, 2016	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Business Acquisition [Line Items]
Operating loss carryforwards				$ 22,196				$ 16,187				$ 22,196	$ 16,187
Goodwill				152,700				84,373				$ 152,700	84,373	$ 84,373
Weighted average useful life												17 years 5 months
Net income				(11,283)	$ 11,582	$ 11,223	$ 10,923	$ 9,382	$ 13,643	$ 12,104	$ 12,842	$ 22,445	47,971	$ 26,346
Novel Ingredients and NutraGenesis
Business Acquisition [Line Items]
Goodwill expected to be tax deductible	$ 24,000
Goodwill	$ 68,300
Pro forma depreciation and amortization expense												5,000
Pro forma interest expense												4,400
Acquisition related costs												3,100
Integration related costs												2,100
Novel Ingredients
Business Acquisition [Line Items]
Interest acquired		100.00%
Cash payment to acquire business		$ 125,000
Working capital adjustments		1,300
Consideration transferred		123,700
Revenue of acquiree since acquisition date												36,700
Net loss attributable to acquiree since acquisition date												2,300
Operating loss carryforwards				$ 16,400								$ 16,400
Goodwill		54,008
Pro forma depreciation and amortization expense													0
Pro forma interest expense													$ 0
NutraGenesis
Business Acquisition [Line Items]
Interest acquired	100.00%
Cash payment to acquire business	$ 27,400
Goodwill	$ 14,320
Customer Relationships
Business Acquisition [Line Items]
Weighted average useful life												19 years 1 month
Trade Names
Business Acquisition [Line Items]
Weighted average useful life												7 years 11 months
Fair Value Adjustment to Inventory | Novel Ingredients and NutraGenesis
Business Acquisition [Line Items]
Net income			$ (4,300)
Fair Value Adjustment to Inventory | Novel Ingredients
Business Acquisition [Line Items]
Net income		$ (4,300)

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Acquisitions - Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands		3 Months Ended								12 Months Ended
	Aug. 25, 2017	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Nov. 03, 2017
Business Acquisition [Line Items]
Goodwill		$ 152,700				$ 84,373				$ 152,700	$ 84,373	$ 84,373
Net income		$ (11,283)	$ 11,582	$ 11,223	$ 10,923	$ 9,382	$ 13,643	$ 12,104	$ 12,842	$ 22,445	$ 47,971	$ 26,346
Novel Ingredients
Business Acquisition [Line Items]
Cash	$ 105
Accounts receivable, net of allowances of $511 and $0 for Novel Ingredients and NutraGenesis, respectively	11,255
Inventory, including fair value adjustment of $4,300 for Novel Ingredients	23,121
Other current assets	1,655
Property, plant and equipment	4,261
Other non-current assets	187
Goodwill	54,008
Intangible assets	52,900
Accounts payable	(14,726)
Accrued expenses	(3,910)
Deferred income taxes	(5,067)
Customer Deposits	0
Total	123,789
Accounts receivable allowance	511
NutraGenesis
Business Acquisition [Line Items]
Cash													$ 82
Accounts receivable, net of allowances of $511 and $0 for Novel Ingredients and NutraGenesis, respectively													850
Inventory, including fair value adjustment of $4,300 for Novel Ingredients													0
Other current assets													638
Property, plant and equipment													0
Other non-current assets													0
Goodwill													14,320
Intangible assets													13,699
Accounts payable													(793)
Accrued expenses													(524)
Deferred income taxes													0
Customer Deposits													(875)
Total													27,397
Accounts receivable allowance													$ 0
Fair Value Adjustment to Inventory | Novel Ingredients
Business Acquisition [Line Items]
Net income	$ (4,300)

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Acquisitions - Intangible Assets Acquired (Details) - USD ($) $ in Thousands			12 Months Ended
	Nov. 03, 2017	Aug. 25, 2017	Dec. 31, 2017
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets, useful life			20 years
Novel Ingredients
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets acquired		$ 52,900
Novel Ingredients | Customer Relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets acquired		46,200
Novel Ingredients | Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets acquired		$ 6,700
NutraGenesis
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets acquired	$ 13,699
NutraGenesis | Customer Relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets acquired	10,499
NutraGenesis | Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets acquired	$ 3,200
Minimum | Customer Relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets, useful life			5 years
Minimum | Novel Ingredients | Customer Relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets, useful life		15 years
Minimum | Novel Ingredients | Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets, useful life		5 years
Minimum | NutraGenesis | Customer Relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets, useful life	15 years
Minimum | NutraGenesis | Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets, useful life	5 years
Maximum | Customer Relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets, useful life			20 years
Maximum | Novel Ingredients | Customer Relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets, useful life		20 years
Maximum | Novel Ingredients | Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets, useful life		10 years
Maximum | NutraGenesis | Customer Relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets, useful life	20 years
Maximum | NutraGenesis | Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets, useful life	10 years

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Acquisitions - Pro Forma Information (Details) - Novel Ingredients and NutraGenesis - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Business Acquisition [Line Items]
Revenues	$ 792,600	$ 812,447
Net income	$ 22,011	$ 41,711
Income per common share - Basic (in dollars per share)	$ 1.13	$ 2.16
Income per common share - Diluted (in dollars per share)	$ 1.12	$ 2.13

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Restructuring and Management Transition Costs - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended			12 Months Ended
	Sep. 30, 2016	Dec. 31, 2015	Sep. 30, 2015	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Restructuring Cost and Reserve [Line Items]
Total expense recorded		$ 11,800	$ 8,600	$ 0	$ 1,718	$ 11,800
Other restructuring costs				0	254
Restructuring reserve				$ 1,719	4,737
Selling, General and Administrative Expenses
Restructuring Cost and Reserve [Line Items]
Total expense recorded	$ 1,500				1,600	17,100
Other restructuring costs					300
Cost of Goods Sold
Restructuring Cost and Reserve [Line Items]
Total expense recorded					$ 100	$ 3,300

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Restructuring and Management Transition Costs (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Restructuring Reserve [Roll Forward]
Restructuring reserve, beginning balance			$ 6,356	$ 13,389
Total expense recorded	$ 11,800	$ 8,600	0	1,718	$ 11,800
Accelerated share-based compensation expense			0	(254)
Payments made			(4,427)	(8,497)
Restructuring reserve, ending balance	$ 13,389		$ 1,929	$ 6,356	$ 13,389

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Inventories (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Inventory Disclosure [Abstract]
Raw materials	$ 48,445	$ 33,185
Finished products	83,634	81,369
Spare parts	13,606	13,741
Inventory, Net	145,685	128,295
Inventory valuation reserves	$ 16,168	$ 13,422

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Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Creditable taxes (value added taxes)	$ 7,285	$ 9,722
Vendor inventory deposits (prepaid)	7,807	3,750
Prepaid income taxes	3,394	4,659
Prepaid insurance	2,492	2,248
Other	3,991	3,515
Other current assets	$ 24,969	$ 23,894

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Property, Plant and Equipment, net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Property, Plant and Equipment, Net, by Type [Abstract]
Gross	$ 696,139	$ 653,065
Accumulated Depreciation	476,842	447,606
Net Book Value	219,297	205,459	$ 199,494
Depreciation expense	31,345	30,142	31,594
Depreciation related to changes in inventory	678	113	(292)
Capitalized software	4,749	8,141	$ 10,919
Land
Property, Plant and Equipment, Net, by Type [Abstract]
Gross	18,453	19,053
Accumulated Depreciation	0	0
Net Book Value	18,453	19,053
Land Improvements
Property, Plant and Equipment, Net, by Type [Abstract]
Gross	11,861	11,303
Accumulated Depreciation	9,855	9,495
Net Book Value	2,006	1,808
Buildings and improvements, useful life of 2 to 9 years
Property, Plant and Equipment, Net, by Type [Abstract]
Gross	10,373	9,486
Accumulated Depreciation	9,507	9,419
Net Book Value	$ 866	67
Buildings and improvements, useful life of 10 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	10 years
Gross	$ 17,161	15,526
Accumulated Depreciation	10,433	9,079
Net Book Value	6,728	6,447
Buildings and improvements, useful life of 14 to 16 years
Property, Plant and Equipment, Net, by Type [Abstract]
Gross	12,080	12,105
Accumulated Depreciation	9,699	8,915
Net Book Value	$ 2,381	3,190
Buildings and improvements, useful life of 20 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	20 years
Gross	$ 43,013	39,128
Accumulated Depreciation	17,508	15,451
Net Book Value	25,505	23,677
Buildings and improvements, useful life of 25 to 34 years
Property, Plant and Equipment, Net, by Type [Abstract]
Gross	21,377	21,687
Accumulated Depreciation	7,424	6,741
Net Book Value	13,953	14,946
Machinery & Equipment, useful life of 1 to 4 years
Property, Plant and Equipment, Net, by Type [Abstract]
Gross	26,409	24,515
Accumulated Depreciation	21,325	17,801
Net Book Value	$ 5,084	6,714
Machinery & Equipment, useful life of 5 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	5 years
Gross	$ 49,521	46,545
Accumulated Depreciation	39,387	34,824
Net Book Value	$ 10,134	11,721
Machinery & Equipment, useful life of 6 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	6 years
Gross	$ 49,493	49,493
Accumulated Depreciation	49,273	49,216
Net Book Value	$ 220	277
Machinery & Equipment, useful life of 7 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	7 years
Gross	$ 52,955	52,785
Accumulated Depreciation	48,937	44,781
Net Book Value	$ 4,018	8,004
Machinery & Equipment, useful life of 8 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	8 years
Gross	$ 170,719	167,938
Accumulated Depreciation	155,043	150,883
Net Book Value	$ 15,676	17,055
Machinery & Equipment, useful life of 9 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	9 years
Gross	$ 26,281	26,413
Accumulated Depreciation	26,078	26,140
Net Book Value	$ 203	273
Machinery & Equipment, useful life of 10 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	10 years
Gross	$ 16,856	15,920
Accumulated Depreciation	6,992	5,964
Net Book Value	$ 9,864	9,956
Machinery & Equipment, useful life of 11 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	11 years
Gross	$ 11,697	11,852
Accumulated Depreciation	11,693	11,847
Net Book Value	4	5
Machinery & Equipment, useful life of 12 to 13 years
Property, Plant and Equipment, Net, by Type [Abstract]
Gross	9,477	9,478
Accumulated Depreciation	9,426	9,419
Net Book Value	$ 51	59
Machinery & Equipment, useful life of 15 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	15 years
Gross	$ 113,062	106,587
Accumulated Depreciation	43,061	36,571
Net Book Value	70,001	70,016
Machinery & Equipment, useful life of 16 to 21 years
Property, Plant and Equipment, Net, by Type [Abstract]
Gross	3,698	1,657
Accumulated Depreciation	1,201	1,060
Net Book Value	2,497	597
Construction-in-Progress
Property, Plant and Equipment, Net, by Type [Abstract]
Gross	31,653	11,594
Accumulated Depreciation	0	0
Net Book Value	$ 31,653	$ 11,594
Minimum | Land Improvements
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	3 years
Minimum | Buildings and improvements, useful life of 2 to 9 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	2 years
Minimum | Buildings and improvements, useful life of 14 to 16 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	14 years
Minimum | Buildings and improvements, useful life of 25 to 34 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	25 years
Minimum | Machinery & Equipment, useful life of 1 to 4 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	1 year
Minimum | Machinery & Equipment, useful life of 12 to 13 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	12 years
Minimum | Machinery & Equipment, useful life of 16 to 21 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	16 years
Maximum | Land Improvements
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	15 years
Maximum | Buildings and improvements, useful life of 2 to 9 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	9 years
Maximum | Buildings and improvements, useful life of 14 to 16 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	16 years
Maximum | Buildings and improvements, useful life of 25 to 34 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	34 years
Maximum | Machinery & Equipment, useful life of 1 to 4 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	4 years
Maximum | Machinery & Equipment, useful life of 12 to 13 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	13 years
Maximum | Machinery & Equipment, useful life of 16 to 21 years
Property, Plant and Equipment, Net, by Type [Abstract]
Property, plant and equipment, useful life	21 years

XML

Goodwill (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($)
Goodwill [Roll Forward]
Goodwill beginning balance	$ 84,373
Goodwill ending balance	152,700
Food, Health and Nutrition
Goodwill [Roll Forward]
Goodwill beginning balance	61,090
Goodwill ending balance	129,417
Industrial Specialties
Goodwill [Roll Forward]
Goodwill beginning balance	23,283
Goodwill ending balance	23,283
Other
Goodwill [Roll Forward]
Goodwill beginning balance	0
Goodwill ending balance	0
Novel Ingredients
Goodwill [Roll Forward]
Goodwill acquired during period	54,007
Novel Ingredients | Food, Health and Nutrition
Goodwill [Roll Forward]
Goodwill acquired during period	54,007
Novel Ingredients | Industrial Specialties
Goodwill [Roll Forward]
Goodwill acquired during period	0
Novel Ingredients | Other
Goodwill [Roll Forward]
Goodwill acquired during period	0
NutraGenesis
Goodwill [Roll Forward]
Goodwill acquired during period	14,320
NutraGenesis | Food, Health and Nutrition
Goodwill [Roll Forward]
Goodwill acquired during period	14,320
NutraGenesis | Industrial Specialties
Goodwill [Roll Forward]
Goodwill acquired during period	0
NutraGenesis | Other
Goodwill [Roll Forward]
Goodwill acquired during period	$ 0

XML

Intangibles and Other Assets, net Intangibles and Other Assets, net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Finite-Lived Intangible Assets [Line Items]
Total intangibles	$ 104,369	$ 46,151
Deferred income taxes	5,058	18,432
Deferred financing costs, net of accumulated amortization of $3,902 for 2017 and $3,473 for 2016 (see note 10)	1,721	2,150
Other tax assets	0	997
Other assets	1,768	2,081
Total other assets	8,547	23,660
Intangible and other assets, noncurrent	$ 112,916	69,811
Useful life (years)	20 years
Deferred financing costs, accumulated amortization	$ 3,902	3,473
Developed technology and application patents
Finite-Lived Intangible Assets [Line Items]
Total intangibles	15,559	18,497
Intangible assets, accumulated amortization	$ 30,716	27,778
Developed technology and application patents | Minimum
Finite-Lived Intangible Assets [Line Items]
Useful life (years)	7 years
Developed technology and application patents | Maximum
Finite-Lived Intangible Assets [Line Items]
Useful life (years)	20 years
Customer Relationships
Finite-Lived Intangible Assets [Line Items]
Total intangibles	$ 73,232	20,243
Intangible assets, accumulated amortization	$ 22,279	18,569
Customer Relationships | Minimum
Finite-Lived Intangible Assets [Line Items]
Useful life (years)	5 years
Customer Relationships | Maximum
Finite-Lived Intangible Assets [Line Items]
Useful life (years)	20 years
Trade names and license agreements
Finite-Lived Intangible Assets [Line Items]
Total intangibles	$ 15,538	7,346
Intangible assets, accumulated amortization	$ 12,023	10,315
Trade names and license agreements | Minimum
Finite-Lived Intangible Assets [Line Items]
Useful life (years)	5 years
Trade names and license agreements | Maximum
Finite-Lived Intangible Assets [Line Items]
Useful life (years)	20 years
Noncompete agreements
Finite-Lived Intangible Assets [Line Items]
Total intangibles	$ 40	65
Intangible assets, accumulated amortization	$ 1,293	$ 1,268
Noncompete agreements | Minimum
Finite-Lived Intangible Assets [Line Items]
Useful life (years)	3 years
Noncompete agreements | Maximum
Finite-Lived Intangible Assets [Line Items]
Useful life (years)	10 years

XML

Intangibles and Other Assets, net - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Intangible Assets and Other Noncurrent Assets, Net [Abstract]
Amortization expense for intangible assets	$ 8,381	$ 7,222	$ 7,233

XML

Intangibles and Other Assets, net - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) $ in Thousands	Dec. 31, 2017 USD ($)
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
2018	$ 11,258
2019	10,735
2020	10,117
2021	9,479
2022	$ 9,006

XML

Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Other Liabilities Disclosure [Abstract]
Payroll related	$ 15,684	$ 11,852
Taxes other than income taxes	2,804	2,624
Benefits and pensions	7,730	5,419
Freight and rebates	3,937	3,579
Income taxes	4,933	9,278
Restructuring reserve	1,719	4,737
Other	6,277	6,116
Other current liabilities	$ 43,084	$ 43,605

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Short-Term Borrowings, Long-Term Debt, and Interest Expense - Short-Term Borrowings and Long-Term Debt (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Capital leases	$ 9	$ 0
Total borrowings	310,009	185,000
Less current portion	4	0
Long-term debt	310,005	185,000
Revolving Credit Facility | Line of Credit
Debt Instrument [Line Items]
Long-term debt	$ 310,000	$ 185,000

XML

Short-Term Borrowings, Long-Term Debt, and Interest Expense - Additional Information (Details)	1 Months Ended	12 Months Ended
	Dec. 31, 2016 USD ($)	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)
Debt Instrument [Line Items]
Voting equity	0.65		0.65
Debt instrument, covenant terms, minimum difference applicable level must exceed total leverage ratio to pay out dividends		0.25
Initial permitted foreign investments	$ 213,000,000		$ 213,000,000
Maximum permitted foreign investment	$ 425,000,000		$ 425,000,000
Covenant terms, maximum total leverage ratio	3.5		3.5
Covenant terms, minimum interest coverage ratio	3		3
Total leverage ratio		2.45
Interest coverage ratio		19.32
Debt default terms, cross defaults of other indebtedness	$ 20,000,000.0		$ 20,000,000.0
Debt default terms, uninsured and unsatisfied judgments	20,000,000.0		20,000,000.0
Debt default terms, liability under the retirement income security act of 1974	20,000,000.0		20,000,000.0
Deferred financing costs	1,500,000		1,500,000
Interest paid		$ 6,800,000	8,000,000	$ 5,900,000
Secured Debt
Debt Instrument [Line Items]
Term loan	100,000,000		100,000,000
Line of Credit
Debt Instrument [Line Items]
Letters of credit, balance outstanding		1,100,000
Revolving Credit Facility | Line of Credit
Debt Instrument [Line Items]
Term loan	185,000,000	310,000,000	185,000,000
Maximum borrowing capacity	$ 450,000,000		450,000,000
Line of credit facility, commitment fee percentage	0.325%
Additional borrowing capacity	$ 150,000,000		150,000,000
Line of credit facility, maximum borrowings capacity including higher borrowing capacity option	$ 600,000,000		600,000,000
Accessible borrowing availability		138,900,000
Line of credit, balance outstanding		$ 310,000,000
Weighted average interest rate		3.40%
Revolving Credit Facility | Minimum | Line of Credit
Debt Instrument [Line Items]
Line of credit facility, commitment fee percentage	0.125%
Revolving Credit Facility | Maximum | Line of Credit
Debt Instrument [Line Items]
Line of credit facility, commitment fee percentage	0.375%
Letter of Credit | Line of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 20,000,000.0		20,000,000.0
Swingline loan | Line of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 20,000,000		$ 20,000,000
LIBOR | Revolving Credit Facility | Line of Credit
Debt Instrument [Line Items]
Debt instrument, variable rate	2.00%
LIBOR | Revolving Credit Facility | Minimum | Line of Credit
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	1.00%
LIBOR | Revolving Credit Facility | Maximum | Line of Credit
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	2.25%
Base Rate | Revolving Credit Facility | Line of Credit
Debt Instrument [Line Items]
Debt instrument, variable rate	1.00%
Base Rate | Revolving Credit Facility | Minimum | Line of Credit
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	0.00%
Base Rate | Revolving Credit Facility | Maximum | Line of Credit
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	1.25%

XML

Short-Term Borrowings, Long-Term Debt, and Interest Expense - Interest Expense, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Debt Disclosure [Abstract]
Interest expense	$ 7,148	$ 7,210	$ 7,079
Deferred financing cost	429	680	615
Interest income	(124)	(53)	(65)
Less: amount capitalized for capital projects	(445)	(168)	(111)
Total interest expense, net	$ 7,008	$ 7,669	$ 7,518

XML

Other Long-Term Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Other Liabilities Disclosure [Abstract]
Deferred income taxes	$ 2,354	$ 1,282
Long term portion of U.S. transition tax	12,095	0
Pension and post retirement liabilities	8,886	7,689
Restructuring reserve	210	1,618
Uncertain tax positions	1,974	1,974
Environmental liabilities	1,100	1,100
Other liabilities	1,453	1,906
Other long-term liabilities	$ 28,072	$ 15,569

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Stockholders' Equity / Stock-Based Compensation (Details) - USD ($)		12 Months Ended
	Jan. 01, 2015	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total intrinsic value of options exercised and stock grants		$ 4,200,000	$ 5,900,000	$ 4,900,000
Stock options outstanding		5,400,000
Stock options exercisable		$ 3,000,000
Stock repurchase program authorized amount	$ 125,000,000
Stock repurchase program, term	12 months
Shares repurchased (in shares)				2,318,720
Treasury stock average cost per share (in dollars per share)				$ 53.91
Treasury stock acquired value				$ 125,000,000
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		3 years
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		3 years
Award term		10 years
Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award term		3 years
Performance Shares | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Range of shares awarded at the end of a performance cycle, percentage		0.00%
Performance Shares | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Range of shares awarded at the end of a performance cycle, percentage		200.00%

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Stockholders' Equity / Stock-Based Compensation - Schedule of Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Selling, General and Administrative Expenses
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Stock-based compensation expense	$ 3,823	$ 2,822	$ 6,618
Stock Options | Selling, General and Administrative Expenses
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Stock-based compensation expense	1,068	994	2,521
Restricted Stock | Selling, General and Administrative Expenses
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Stock-based compensation expense	1,701	1,490	2,080
Performance Shares | Selling, General and Administrative Expenses
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Stock-based compensation expense	424	(257)	1,507
Stock grants
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Stock-based compensation expense	$ 630	595	$ 510
Restructuring Activities
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Stock-based compensation expense		$ 254

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Stockholders' Equity / Stock-Based Compensation - Summary of Restricted Stock Activity (Details) - Restricted Stock - $ / shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Number of Shares
Outstanding, beginning balance (in shares)	176,451	125,331	50,336
Granted (in shares)	30,723	88,836	92,433
Released (in shares)	(32,171)	(7,796)	(7,066)
Forfeited / Surrendered (in shares)	(24,424)	(29,920)	(10,372)
Outstanding, ending balance (in shares)	150,579	176,451	125,331
Weighted Average Grant Date Fair Value
Outstanding, beginning balance (in dollars per share)	$ 35.27	$ 40.85	$ 54.49
Granted (in dollars per share)	52.41	31.47	34.40
Released (in dollars per share)	34.71	53.18	53.84
Forfeited / Surrendered (in dollars per share)	36.42	40.79	53.27
Outstanding, ending balance (in dollars per share)	$ 38.18	$ 35.27	$ 40.85

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Stockholders' Equity / Stock-Based Compensation - Roll Forward of Outstanding Share-Based Options (Details) - $ / shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Number of Options
Outstanding, beginning balance (in shares)	740,195	691,922	625,320
Granted (in shares)	102,607	400,215	157,961
Forfeited / Expired / Surrendered (in shares)	(175,767)	(260,913)	(37,364)
Exercised (in shares)	(49,530)	(91,029)	(53,995)
Outstanding, ending balance (in shares)	617,505	740,195	691,922
Exercisable end of year (in shares)	343,849	368,159	543,905
Weighted Average Exercise Price
Outstanding, beginning balance (in dollars per share)	$ 34.84	$ 34.33	$ 30.87
Granted (in dollars per share)	52.43	31.18	42.38
Forfeited / Expired / Surrendered (in dollars per share)	37.24	33.17	31.62
Exercised (in dollars per share)	23.40	19.55	19.78
Outstanding, ending balance (in dollars per share)	38.00	34.84	34.33
Exercisable (in dollars per share)	38.05	37.06	31.87
Weighted Average Grant Date Fair Value (in dollars per share)	$ 11.54	$ 4.62	$ 12.14

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Stockholders' Equity / Stock-Based Compensation - Summary of Assumptions Used in the Option-Pricing Model (Details) - $ / shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value of stock options (in dollars per share)	$ 11.54	$ 4.62	$ 12.14
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	31.30%	33.80%	40.80%
Dividend yield	3.60%	6.60%	4.30%
Risk-free interest rate	2.10%	1.40%	1.70%
Expected term in years	6 years 7 months	6 years 7 months	6 years
Weighted average grant date fair value of stock options (in dollars per share)	$ 11.54	$ 4.62	$ 12.14

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Stockholders' Equity / Stock-Based Compensation - Summary of Performance Share Activity (Details) - Performance Shares - $ / shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Number of Shares
Outstanding, beginning balance (in shares)	0	32,417	44,698
Granted (at targeted return on invested capital and contribution margin growth) (in shares)	22,958	0	62,225
Forfeited (in shares)	(2,083)	0	0
Vested (in shares)	(353)	(12,401)	(37,835)
Adjustment to estimate of shares to be earned (in shares)	401	(20,016)	(36,671)
Outstanding, ending balance (in shares)	20,923	0	32,417
Weighted Average Grant Date Fair Value
Outstanding, beginning balance (in dollars per share)	$ 0.00	$ 37.58	$ 55.49
Granted (at targeted return on invested capital and contribution margin growth) (in dollars per share)	52.44	0.00	42.31
Forfeited (in dollars per share)	52.44	0.00	0.00
Vested (in dollars per share)	49.54	54.46	53.05
Adjustment to estimate of shares to be earned (in dollars per share)	49.54	27.12	51.48
Outstanding, ending balance (in dollars per share)	$ 52.43	$ 0.00	$ 37.58

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Stockholders' Equity / Stock-Based Compensation - Unrecognized Compensation Expense Related to Share-Based Payments (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($)
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Amount	$ 3,698
Weighted-average years to be recognized	1 year 6 months
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Amount	$ 1,915
Weighted-average years to be recognized	1 year 6 months
Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Amount	$ 666
Weighted-average years to be recognized	2 years 3 months

XML

Earnings per share (EPS) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Earnings Per Share [Abstract]
Net income	$ (11,283)	$ 11,582	$ 11,223	$ 10,923	$ 9,382	$ 13,643	$ 12,104	$ 12,842	$ 22,445	$ 47,971	$ 26,346
Less: earnings attributable to unvested shares									(76)	(288)	(72)
Net income available to common shareholders									$ 22,369	$ 47,683	$ 26,274
Weighted average number of common and potential common shares outstanding:
Basic number of common shares outstanding (in shares)									19,444,795	19,271,448	20,032,300
Dilutive effect of stock equivalents (in shares)									288,615	310,028	291,085
Diluted number of weighted average common shares outstanding (in shares)									19,733,410	19,581,476	20,323,385
Earnings per common share:
Earnings per common share—Basic (in dollars per share)	$ (0.58)	$ 0.59	$ 0.58	$ 0.56	$ 0.48	$ 0.70	$ 0.62	$ 0.67	$ 1.15	$ 2.47	$ 1.31
Earnings per common share—Diluted (in dollars per share)	$ (0.58)	$ 0.58	$ 0.57	$ 0.55	$ 0.47	$ 0.69	$ 0.61	$ 0.66	$ 1.13	$ 2.44	$ 1.29
Antidilutive securities excluded from calculation of EPS (in shares)									377,361	445,303	444,334

XML

Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended												12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Equity [Abstract]
Dividends declared - per share (in dollars per share)	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 1.92000	$ 1.92000	$ 1.92000
Dividends declared – aggregate	$ 9,373	$ 9,373	$ 9,373	$ 9,349	$ 9,326	$ 9,327	$ 9,308	$ 9,256	$ 9,236	$ 9,261	$ 9,863	$ 10,198	$ 37,468	$ 37,217	$ 38,558
Dividends paid - per share (in dollars per share)	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 0.48	$ 1.92000	$ 1.92000	$ 1.92
Dividends paid – aggregate	$ 9,373	$ 9,373	$ 9,373	$ 9,349	$ 9,326	$ 9,327	$ 9,308	$ 9,256	$ 9,236	$ 9,261	$ 9,863	$ 10,198	$ 37,468	$ 37,217	$ 38,558

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Pension Plans and Post-retirement Benefits - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Defined Benefit Plan Disclosure
Increase in periodic benefit cost	$ 76
Effect of one percentage point increase on postretirement benefit obligation	187
Net actuarial loss (gain)	39
Prior service cost	53
Transition obligation	$ 24
Mexico
Defined Benefit Plan Disclosure
Required years of service, Mexico postretirement benefit plan	15 years
Statutory profit sharing program	10.00%
Pension
Defined Benefit Plan Disclosure
Net actuarial loss (gain)	$ 194
Prior service cost	53
Transition obligation	0
Other Benefits
Defined Benefit Plan Disclosure
Net actuarial loss (gain)	(155)
Prior service cost	0
Transition obligation	24
U.S.
Defined Benefit Plan Disclosure
Defined contribution plan, cost	$ 3,200	$ 3,000	$ 3,500
U.S. | Equity Securities
Defined Benefit Plan Disclosure
Target allocation percentage of assets	90.00%
U.S. | Debt Securities
Defined Benefit Plan Disclosure
Target allocation percentage of assets	10.00%
U.S. | Pension
Defined Benefit Plan Disclosure
Net actuarial loss (gain)	$ 0
Prior service cost	0
Transition obligation	0
Employer contributions	0	0
U.S. | Other Benefits
Defined Benefit Plan Disclosure
Net actuarial loss (gain)	159
Prior service cost	0
Transition obligation	0
Employer contributions	116	125
Canada
Defined Benefit Plan Disclosure
Defined contribution plan, cost	100	100	$ 100
Canada | Pension
Defined Benefit Plan Disclosure
Expected future employer contributions for next fiscal year	700
Net actuarial loss (gain)	187
Prior service cost	51
Transition obligation	0
Employer contributions	$ 0	0
Canada | Pension | Equity Securities
Defined Benefit Plan Disclosure
Target allocation percentage of assets	50.00%
Canada | Pension | Debt Securities
Defined Benefit Plan Disclosure
Target allocation percentage of assets	50.00%
Canada | Other Benefits
Defined Benefit Plan Disclosure
Net actuarial loss (gain)	$ 0
Prior service cost	0
Transition obligation	23
Employer contributions	$ 53	$ 58

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Pension Plans and Post-retirement Benefits - Schedule of Amounts Recognized in Other Comprehensive Income (Loss) (Details) $ in Thousands	Dec. 31, 2017 USD ($)
Defined Benefit Plan Disclosure
Prior service cost	$ 53
Net actuarial loss (gain)	39
Transition obligation	24
Pension
Defined Benefit Plan Disclosure
Prior service cost	53
Net actuarial loss (gain)	194
Transition obligation	0
Other Benefits
Defined Benefit Plan Disclosure
Prior service cost	0
Net actuarial loss (gain)	(155)
Transition obligation	$ 24

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Pension Plans and Post-retirement Benefits - Schedule of Defined Benefit Plan Amounts Recognized in Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Change in accumulated other comprehensive income
Amortization of net (gain) loss	$ 35	$ (108)
Amortization of prior service cost / transition obligation	(131)	(129)
Net (gain) loss	1,037	(1,861)
Total change in accumulated other comprehensive income	941	(2,098)
Deferred taxes	(236)	749	$ 194
Net amount recognized	705	(1,349)	$ (333)
Pension
Change in accumulated other comprehensive income
Amortization of net (gain) loss	(177)	(208)
Amortization of prior service cost / transition obligation	(108)	(106)
Net (gain) loss	694	(340)
Total change in accumulated other comprehensive income	409	(654)
Deferred taxes	(88)	203
Net amount recognized	321	(451)
Other Benefits
Change in accumulated other comprehensive income
Amortization of net (gain) loss	212	100
Amortization of prior service cost / transition obligation	(23)	(23)
Net (gain) loss	343	(1,521)
Total change in accumulated other comprehensive income	532	(1,444)
Deferred taxes	(148)	546
Net amount recognized	$ 384	$ (898)

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Pension Plans and Post-retirement Benefits - Schedule of Accumulated and Projected Benefit Obligations (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
U.S. | Pension
Defined Benefit Plan Disclosure
Accumulated benefit obligation	$ 2,662	$ 2,473
Change in benefit obligation
Benefit obligation at beginning of year	2,473	2,670
Service cost	0	0	$ 0
Interest cost	100	114	114
Actuarial loss (gain)	154	(250)
Benefits paid	(65)	(61)
Benefit obligation at end of year	2,662	2,473	2,670
Change in plan assets
Fair value of plan assets at beginning of year	2,263	2,124
Actual return on plan assets	430	200
Employer contributions	0	0
Benefits paid	(65)	(61)
Fair value of plan assets at end of year	2,628	2,263	2,124
Funded status of the plan	(34)	(210)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	0	0
Current liabilities	0	0
Noncurrent liabilities	(34)	(210)
Net amounts recognized	(34)	(210)
Amounts recognized in other comprehensive income
Prior service cost	0	0
Net actuarial loss	(22)	114
Total amount recognized	(22)	114
Deferred taxes	5	(43)
Net amount recognized	(17)	71
U.S. | Other Benefits
Defined Benefit Plan Disclosure
Accumulated benefit obligation	3,250	2,974
Change in benefit obligation
Benefit obligation at beginning of year	2,974	4,285
Service cost	123	172	292
Interest cost	118	165	163
Actuarial loss (gain)	151	(1,523)
Benefits paid	(116)	(125)
Benefit obligation at end of year	3,250	2,974	4,285
Change in plan assets
Fair value of plan assets at beginning of year	0	0
Actual return on plan assets	0	0
Employer contributions	116	125
Benefits paid	(116)	(125)
Fair value of plan assets at end of year	0	0	0
Funded status of the plan	(3,250)	(2,974)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	0	0
Current liabilities	(151)	(120)
Noncurrent liabilities	(3,099)	(2,854)
Net amounts recognized	(3,250)	(2,974)
Amounts recognized in other comprehensive income
Prior service cost	0	0
Net actuarial loss	(1,911)	(2,274)
Total amount recognized	(1,911)	(2,274)
Deferred taxes	758	864
Net amount recognized	(1,153)	(1,410)
Canada | Pension
Defined Benefit Plan Disclosure
Accumulated benefit obligation	15,590	13,128
Change in benefit obligation
Benefit obligation at beginning of year	13,128	12,319
Service cost	383	362	344
Interest cost	517	489	507
Past service cost	153	0
Actuarial loss (gain)	886	0
Benefits paid	(485)	(396)
Foreign currency exchange rate changes	1,008	354
Benefit obligation at end of year	15,590	13,128	12,319
Change in plan assets
Fair value of plan assets at beginning of year	14,798	13,864
Actual return on plan assets	1,308	931
Employer contributions	0	0
Benefits paid	(485)	(396)
Foreign currency exchange rate changes	1,108	399
Fair value of plan assets at end of year	16,729	14,798	13,864
Funded status of the plan	1,139	1,670
Amounts recognized in the consolidated balance sheets
Noncurrent assets	1,139	1,670
Current liabilities	0	0
Noncurrent liabilities	0	0
Net amounts recognized	1,139	1,670
Amounts recognized in other comprehensive income
Net transition obligation	0	0
Prior service cost	158	104
Net actuarial loss	4,095	3,604
Total amount recognized	4,253	3,708
Deferred taxes	(1,063)	(927)
Net amount recognized	3,190	2,781
Canada | Other Benefits
Defined Benefit Plan Disclosure
Accumulated benefit obligation	1,722	1,379
Change in benefit obligation
Benefit obligation at beginning of year	1,379	1,299
Service cost	51	49	46
Interest cost	55	51	54
Past service cost	0	0
Actuarial loss (gain)	181	0
Benefits paid	(53)	(58)
Foreign currency exchange rate changes	109	38
Benefit obligation at end of year	1,722	1,379	1,299
Change in plan assets
Fair value of plan assets at beginning of year	0	0
Actual return on plan assets	0	0
Employer contributions	53	58
Benefits paid	(53)	(58)
Foreign currency exchange rate changes	0	0
Fair value of plan assets at end of year	0	0	$ 0
Funded status of the plan	(1,722)	(1,379)
Amounts recognized in the consolidated balance sheets
Noncurrent assets	0	0
Current liabilities	(103)	(51)
Noncurrent liabilities	(1,619)	(1,328)
Net amounts recognized	(1,722)	(1,379)
Amounts recognized in other comprehensive income
Net transition obligation	37	57
Prior service cost	0	0
Net actuarial loss	200	11
Total amount recognized	237	68
Deferred taxes	(59)	(17)
Net amount recognized	$ 178	$ 51

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Pension Plans and Post-retirement Benefits - Schedule of Net Benefit Costs (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
U.S.
Weighted average assumptions for benefit obligation
Expected long-term rate of return on plan assets	6.30%	6.20%	6.51%
Rate of compensation increase	4.00%	3.75%	3.75%
Weighted average assumptions
Expected long-term rate of return	6.20%	6.51%	6.65%
Rate of compensation increase	3.75%	3.75%	3.00%
U.S. | Pension
Components of net periodic benefit
Service cost	$ 0	$ 0	$ 0
Interest cost	100	114	114
Expected return on plan assets	(140)	(145)	(140)
Amortization of:
Prior service cost	0	0	0
Actuarial loss (gain)	0	0	68
Net periodic benefit cost	$ (40)	$ (31)	$ 42
Weighted average assumptions for benefit obligation
Discount rate	3.60%	4.16%	4.50%
Weighted average assumptions
Discount rate	4.16%	4.50%	4.00%
U.S. | Other Benefits
Components of net periodic benefit
Service cost	$ 123	$ 172	$ 292
Interest cost	118	165	163
Expected return on plan assets	0	0	0
Amortization of:
Prior service cost	0	0	0
Actuarial loss (gain)	(211)	(100)	(48)
Net periodic benefit cost	$ 30	$ 237	$ 407
Weighted average assumptions for benefit obligation
Discount rate	3.66%	4.22%	4.25%
Weighted average assumptions
Discount rate	4.22%	4.25%	4.00%
Canada
Weighted average assumptions
Expected long-term rate of return	5.50%	5.50%	5.50%
Accrued health care cost trend rates at end of year
Health care cost trend rate assumed for next year (initial rate)	8.50%	8.50%	8.50%
Rate to which the cost trend rate is assumed to decline (ultimate rate)	4.50%	4.50%	4.50%
Year that the rate reaches the ultimate rate	2033	2033	2033
Canada | Pension
Components of net periodic benefit
Service cost	$ 383	$ 362	$ 344
Interest cost	517	489	507
Expected return on plan assets	(819)	(768)	(773)
Amortization of:
Prior service cost	108	106	110
Actuarial loss (gain)	177	207	158
Net transition obligation	0	0	0
Net periodic benefit cost	$ 366	$ 396	$ 346
Weighted average assumptions for benefit obligation
Discount rate	3.37%	3.75%	3.75%
Weighted average assumptions
Discount rate	3.75%	3.75%	4.00%
Canada | Other Benefits
Components of net periodic benefit
Service cost	$ 51	$ 49	$ 46
Interest cost	55	51	54
Expected return on plan assets	0	0	0
Amortization of:
Prior service cost	0	0	0
Actuarial loss (gain)	0	0	0
Net transition obligation	23	23	24
Net periodic benefit cost	$ 129	$ 123	$ 124
Weighted average assumptions for benefit obligation
Discount rate	3.37%	3.75%	3.75%
Weighted average assumptions
Discount rate	3.75%	3.75%	4.00%

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Pension Plans and Post-retirement Benefits - Schedule of Expected Benefit Payments (Details) $ in Thousands	Dec. 31, 2017 USD ($)
U.S. | Pension
Defined Benefit Plan Disclosure
Fiscal 2018	$ 86
Fiscal 2019	98
Fiscal 2020	111
Fiscal 2021	118
Fiscal 2022	130
Fiscal Years 2023-2027	736
U.S. | Other Benefits
Defined Benefit Plan Disclosure
Fiscal 2018	151
Fiscal 2019	178
Fiscal 2020	172
Fiscal 2021	177
Fiscal 2022	180
Fiscal Years 2023-2027	868
Canada | Pension
Defined Benefit Plan Disclosure
Fiscal 2018	543
Fiscal 2019	579
Fiscal 2020	619
Fiscal 2021	662
Fiscal 2022	717
Fiscal Years 2023-2027	4,280
Canada | Other Benefits
Defined Benefit Plan Disclosure
Fiscal 2018	103
Fiscal 2019	64
Fiscal 2020	78
Fiscal 2021	100
Fiscal 2022	103
Fiscal Years 2023-2027	$ 531

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Pension Plans and Post-retirement Benefits - Schedule of Allocation of Plan Assets (Details) - Pension - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
U.S.
Defined Benefit Plan Disclosure
Actual plan asset allocations	100.00%	100.00%
Fair value of plan assets at end of year	$ 2,628	$ 2,263	$ 2,124
U.S. | Level 1
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	2,628
U.S. | Level 2
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	0
U.S. | Level 3
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	$ 0
U.S. | Equity Securities
Defined Benefit Plan Disclosure
Actual plan asset allocations	92.90%	92.70%
Fair value of plan assets at end of year	$ 2,441
U.S. | Equity Securities | Level 1
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	2,441
U.S. | Equity Securities | Level 2
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	0
U.S. | Equity Securities | Level 3
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	$ 0
U.S. | Fixed Income Securities
Defined Benefit Plan Disclosure
Actual plan asset allocations	7.10%	7.30%
Fair value of plan assets at end of year	$ 187
U.S. | Fixed Income Securities | Level 1
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	187
U.S. | Fixed Income Securities | Level 2
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	0
U.S. | Fixed Income Securities | Level 3
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	$ 0
Canada
Defined Benefit Plan Disclosure
Actual plan asset allocations	100.00%	100.00%
Fair value of plan assets at end of year	$ 16,729	$ 14,798	$ 13,864
Canada | Level 1
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	9,231
Canada | Level 2
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	7,498
Canada | Level 3
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	$ 0
Canada | Equity Securities
Defined Benefit Plan Disclosure
Actual plan asset allocations	51.60%	50.70%
Fair value of plan assets at end of year	$ 8,636
Canada | Equity Securities | Level 1
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	8,636
Canada | Equity Securities | Level 2
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	0
Canada | Equity Securities | Level 3
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	$ 0
Canada | Fixed Income Securities
Defined Benefit Plan Disclosure
Actual plan asset allocations	44.80%	46.50%
Fair value of plan assets at end of year	$ 7,498
Canada | Fixed Income Securities | Level 1
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	0
Canada | Fixed Income Securities | Level 2
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	7,498
Canada | Fixed Income Securities | Level 3
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	$ 0
Canada | Other
Defined Benefit Plan Disclosure
Actual plan asset allocations	3.60%	2.80%
Fair value of plan assets at end of year	$ 595
Canada | Other | Level 1
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	595
Canada | Other | Level 2
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	0
Canada | Other | Level 3
Defined Benefit Plan Disclosure
Fair value of plan assets at end of year	$ 0

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Pension Plans and Post-retirement Benefits - Schedule of Health Care Cost Trend Rates (Details) - Canada - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Defined Benefit Plan Disclosure
Total of service cost and interest cost	$ 24	$ 15
Post-retirement benefit obligation	221	175
Total of service cost and interest cost	(18)	(12)
Post-retirement benefit obligation	$ (177)	$ (143)

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Income Taxes - Schedule of Income before Income Tax and Income Tax Expense / (Benefit), Domestic and Foreign (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
US, Income before income taxes	$ 8,026	$ 24,727	$ 11,574
Canada/Mexico/Europe/Asia, Income before income taxes	48,611	45,591	28,549
Income before income taxes	56,637	70,318	40,123
US, Income tax expense	20,230	10,989	3,474
Canada/Mexico/Europe/Asia, Income tax expense	13,962	11,358	10,303
Provision for income taxes	34,192	22,347	13,777
Current income taxes	23,781	12,813	50,414
Deferred income taxes	$ 10,411	$ 9,534	$ (36,637)

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Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Income tax expense at the U.S. statutory rate	$ 19,824	$ 24,611	$ 14,044
State income taxes	741	862	1,207
Foreign tax rate differential	(1,606)	(1,549)	(1,163)
Non-taxable interest income	(5,951)	(5,582)	(3,903)
Change in valuation allowance	1,984	(168)	3,482
U.S. Tax Cuts and Jobs Act of 2017	17,286	0	0
Domestic manufacturing deduction	0	(562)	(903)
Mexico entities tax de-consolidation adjustment	0	(472)	1,470
Repatriation of foreign earnings	0	496	(645)
Uncertain tax positions	0	736	306
Foreign tax credits carryforward	0	0	(1,406)
Capital loss on note redemption	0	0	(1,062)
Other non-deductible permanent items (including translation)	1,914	3,975	2,350
Provision for income taxes	$ 34,192	$ 22,347	$ 13,777

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Income Taxes - Net Deferred Tax Balances Reflected On The Consolidated Balance Sheet (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Income Tax Disclosure [Abstract]
Net noncurrent deferred tax assets	$ 5,058	$ 18,432
Net noncurrent deferred tax liabilities	(2,354)	(1,282)
Net deferred tax assets (liabilities)	$ 2,704	$ 17,150

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Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Deferred tax assets:
Inventories	$ 3,427	$ 5,089
Accrued liabilities	7,472	10,800
Prepaid inventory	0	13,987
Tax credits	3,846	2,535
Tax losses	22,196	16,187
Total deferred tax assets	36,941	48,598
Deferred tax liabilities:
Gain on bond retirement	(170)	(530)
Intangibles	(11,012)	(7,033)
Fixed assets	(10,809)	(15,423)
Accrued liabilities	(1,800)	0
Total deferred tax liabilities	(23,791)	(22,986)
Total valuation allowances	(10,446)	(8,462)
Net deferred tax assets (liabilities)	$ 2,704	$ 17,150

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Income Taxes - Schedule of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Gross unrecognized tax benefits at January 1	$ 2,679	$ 3,121	$ 2,798
Additions for tax positions of prior years	0	973	470
Reductions for tax positions of prior years	0	0	(147)
Reductions due to settlements	0	(1,415)	0
Gross unrecognized tax benefits at December 31	2,679	2,679	3,121
Net uncertain tax benefits, that if recognized would impact the effective tax rate, at December 31	$ 2,116	$ 1,741	$ 1,311

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Income Taxes - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Income Tax Examination [Line Items]
Tax benefit from stock options exercised	$ 800	$ 0
Valuation allowances	10,446	8,462
Deferred tax assets, tax credit carryforwards, foreign	4,600
U.S. Tax Cuts and Jobs Act of 2017	17,286	0	$ 0
Additional tax expense as the result of tax reform	17,300
Charge related to one-time transition tax on mandatory deemed repatriation of foreign earnings	13,900
Charge related to remeasurement of certain U.S. deferred tax assets and liabilities	3,400
Mexico entities tax de-consolidation adjustment	0	(472)	1,470
Decrease in unrecognized tax benefits is reasonably possible	700
Interest and penalties	0	0	0
Unrecognized tax benefits, income tax penalties and interest accrued	800	700
Income taxes paid	14,900	27,900	$ 17,000
United States
Income Tax Examination [Line Items]
Operating loss carryforwards	13,900	9,300
State and Local Jurisdiction
Income Tax Examination [Line Items]
Operating loss carryforwards	$ 1,600	$ 1,100

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Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Nov. 30, 2017	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Loss Contingencies [Line Items]
Rental expense under operating leases		$ 7,287	$ 6,930	$ 6,858
Minimum annual purchase obligation		56,700
Environmental liabilities		1,100	$ 1,100
Nashville, TN
Loss Contingencies [Line Items]
Environmental liabilities		1,100
Nashville, TN | Minimum
Loss Contingencies [Line Items]
Estimated environmental liabilities range		900
Nashville, TN | Maximum
Loss Contingencies [Line Items]
Estimated environmental liabilities range		$ 1,300
Innophos vs. United States Environmental Protection Agency
Loss Contingencies [Line Items]
Estimated litigation liability	$ 1,400

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Commitments and Contingencies - Leases (Details) $ in Thousands	Dec. 31, 2017 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2018	$ 6,654
2019	5,591
2020	4,434
2021	4,016
2022	3,710
Thereafter	$ 9,144

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Changes in Accumulated Other Comprehensive Income (Loss) by Component (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017		Dec. 31, 2016	Dec. 31, 2015
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Equity, beginning balance	$ 347,226		$ 333,260	$ 463,007
Other comprehensive income (loss) before reclassifications	(421)		1,310
Amounts reclassified from accumulated other comprehensive income (loss)	(293)		0
Other comprehensive (loss) income, net of tax	(714)	[1]	1,310	19
Equity, ending balance	333,559		347,226	333,260
Pension and Other Postretirement Adjustments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Equity, beginning balance	(1,493)		(2,842)
Other comprehensive income (loss) before reclassifications	(412)		1,349
Amounts reclassified from accumulated other comprehensive income (loss)	(293)		0
Other comprehensive (loss) income, net of tax	(705)		1,349
Equity, ending balance	(2,198)		(1,493)	(2,842)
Changes in Fair Value of Effective Cash Flow Hedges
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Equity, beginning balance	9		48
Other comprehensive income (loss) before reclassifications	(9)		(39)
Amounts reclassified from accumulated other comprehensive income (loss)	0		0
Other comprehensive (loss) income, net of tax	(9)		(39)
Equity, ending balance	0		9	48
Accumulated Other Comprehensive Income (Loss)
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Equity, beginning balance	(1,484)		(2,794)	(2,813)
Other comprehensive (loss) income, net of tax	(714)	[1]	1,310	19
Equity, ending balance	$ (2,198)		$ (1,484)	$ (2,794)

[1] Includes the impact of ASU 2018-02, which transferred those amounts from accumulated other comprehensive income (loss) to retained earnings. See Notes 1 and 18 to the Consolidated Financial Statements.

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Financial Instruments and Concentration of Credit Risks Financial Instruments and Concentration of Credit Risks (Details)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Net sales | Top 10 Customers | Customer Concentration Risk
Concentration Risk [Line Items]
Percentage of concentration risk	26.00%	35.00%	33.00%

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Valuation Allowances (Details) - Valuation Allowance of Deferred Tax Assets - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Movement in Valuation Allowances and Reserves [Roll Forward]
Deferred taxes valuation allowances, beginning balance	$ 8,462	$ 8,630	$ 5,148
Charged/ (credited) to costs and expenses	1,984	(168)	3,482
Deductions (Bad debts)	0	0	0
(Credited) to Goodwill	0	0	0
Deferred taxes valuation allowances, ending balance	$ 10,446	$ 8,462	$ 8,630

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Segment Reporting (Details) - USD ($) $ in Thousands	3 Months Ended										12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Sep. 30, 2015	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Segment Reporting Information [Line Items]
Total sales	$ 193,101	$ 183,839	$ 179,140	$ 165,944	$ 167,790	$ 186,037	$ 181,888	$ 189,630			$ 722,024	$ 725,345	$ 789,147
EBITDA											104,049	115,466	86,176
Depreciation and amortization expense											40,404	37,479	38,535
Capital expenditures											41,487	36,599	31,699
Long-lived assets	219,297				205,459				$ 199,494		219,297	205,459	199,494
Assets	785,169				643,011				669,553		785,169	643,011	669,553
Restructuring costs									11,800	$ 8,600	0	1,718	11,800
Food, Health and Nutrition [Member]
Segment Reporting Information [Line Items]
EBITDA											67,156	78,128	67,212
Depreciation and amortization expense											24,212	20,269	20,186
Capital expenditures											27,537	19,181	17,507
Long-lived assets	130,705				124,664				114,549		130,705	124,664	114,549
Assets	556,479				397,575				401,660		556,479	397,575	401,660
Industrial Specialties [Member]
Segment Reporting Information [Line Items]
EBITDA											33,833	36,029	34,028
Depreciation and amortization expense											13,863	12,645	14,030
Capital expenditures											13,331	15,866	13,137
Long-lived assets	71,925				72,727				66,819		71,925	72,727	66,819
Assets	190,700				210,680				221,386		190,700	210,680	221,386
Other Segments [Member]
Segment Reporting Information [Line Items]
EBITDA											3,060	1,309	(15,064)
Depreciation and amortization expense											2,329	4,565	4,319
Capital expenditures											619	1,552	1,055
Long-lived assets	16,667				8,068				18,126		16,667	8,068	18,126
Assets	37,990				34,756				46,507		37,990	34,756	46,507
Restructuring costs												1,500	8,600
Operating Segments
Segment Reporting Information [Line Items]
Total sales											722,024	725,345	789,147
Operating Segments | Food, Health and Nutrition [Member]
Segment Reporting Information [Line Items]
Total sales											397,298	376,672	394,836
Operating Segments | Industrial Specialties [Member]
Segment Reporting Information [Line Items]
Total sales											262,704	278,284	319,565
Operating Segments | Other Segments [Member]
Segment Reporting Information [Line Items]
Total sales											62,022	70,389	74,746
U.S.
Segment Reporting Information [Line Items]
Total sales											450,171	418,411	469,263
Long-lived assets	113,795				104,118				101,001		113,795	104,118	101,001
Mexico
Segment Reporting Information [Line Items]
Total sales											125,116	123,885	119,080
Long-lived assets	91,414				85,698				82,132		91,414	85,698	82,132
Canada
Segment Reporting Information [Line Items]
Total sales											31,993	32,391	33,456
Long-lived assets	12,293				13,575				13,868		12,293	13,575	13,868
Other Foreign Countries
Segment Reporting Information [Line Items]
Total sales											114,744	150,658	167,348
Long-lived assets	$ 1,795				$ 2,068				$ 2,493		1,795	2,068	2,493
Specialty Ingredients
Segment Reporting Information [Line Items]
Total sales											490,256	456,465	499,047
Core Ingredients [Member]
Segment Reporting Information [Line Items]
Total sales											174,819	200,560	216,787
Co-Products And Other [Member]
Segment Reporting Information [Line Items]
Total sales											$ 56,949	$ 68,320	$ 73,313

XML

Segment Reporting - Reconciliation of Net Income to EBITDA (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Segment Reporting [Abstract]
Net income	$ (11,283)	$ 11,582	$ 11,223	$ 10,923	$ 9,382	$ 13,643	$ 12,104	$ 12,842	$ 22,445	$ 47,971	$ 26,346
Provision for income taxes									34,192	22,347	13,777
Interest expense, net									7,008	7,669	7,518
Depreciation and amortization									40,404	37,479	38,535
EBITDA									$ 104,049	$ 115,466	$ 86,176

XML

Segment Reporting - Schedule of Revenue from External Customers (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Segment Reporting Information [Line Items]
Net sales	$ 193,101	$ 183,839	$ 179,140	$ 165,944	$ 167,790	$ 186,037	$ 181,888	$ 189,630	$ 722,024	$ 725,345	$ 789,147
U.S.
Segment Reporting Information [Line Items]
Net sales									450,171	418,411	469,263
Mexico
Segment Reporting Information [Line Items]
Net sales									125,116	123,885	119,080
Canada
Segment Reporting Information [Line Items]
Net sales									31,993	32,391	33,456
Other foreign countries
Segment Reporting Information [Line Items]
Net sales									114,744	150,658	167,348
Operating Segments
Segment Reporting Information [Line Items]
Net sales									$ 722,024	$ 725,345	$ 789,147

XML

Quarterly information (unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended										12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Sep. 30, 2015	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Quarterly Financial Information Disclosure [Abstract]
Net sales	$ 193,101	$ 183,839	$ 179,140	$ 165,944	$ 167,790	$ 186,037	$ 181,888	$ 189,630			$ 722,024	$ 725,345	$ 789,147
Gross profit	32,441	40,969	39,076	36,543	32,986	40,540	36,150	40,716			149,029	150,392	143,329
Net income	$ (11,283)	$ 11,582	$ 11,223	$ 10,923	$ 9,382	$ 13,643	$ 12,104	$ 12,842			$ 22,445	$ 47,971	$ 26,346
Income per share:
Basic (in dollars per share)	$ (0.58)	$ 0.59	$ 0.58	$ 0.56	$ 0.48	$ 0.70	$ 0.62	$ 0.67			$ 1.15	$ 2.47	$ 1.31
Diluted (in dollars per share)	$ (0.58)	$ 0.58	$ 0.57	$ 0.55	$ 0.47	$ 0.69	$ 0.61	$ 0.66			$ 1.13	$ 2.44	$ 1.29
Quarterly Financial Information Disclosure [Line Items]
Restructuring costs									$ 11,800	$ 8,600	$ 0	$ 1,718	$ 11,800
Additional tax expense as the result of tax reform											$ 17,300
Gross Profit
Quarterly Financial Information Disclosure [Line Items]
Restructuring costs						$ 200
Selling, General and Administrative Expenses
Quarterly Financial Information Disclosure [Line Items]
Restructuring costs						$ 1,500						$ 1,600	$ 17,100

XML

Label	Element	Value
Other Segments [Member]
Goodwill	us-gaap_Goodwill	$ 0
Industrial Specialties [Member]
Goodwill	us-gaap_Goodwill	23,283,000
Food, Health and Nutrition [Member]
Goodwill	us-gaap_Goodwill	$ 61,090,000