THIS IS A SOLICITATION OF VOTES TO ACCEPT OR REJECT A PLAN OF REORGANIZATION PRIOR TO THE FILING OF VOLUNTARY REORGANIZATION CASES UNDER CHAPTER 11 OF THE UNITED STATES BANKRUPTCY CODE. 1 BECAUSE NO CHAPTER 11 CASE HAS Y

THE UNITED STATES BANKRUPTCY COURT

FOR THE SOUTHERN DISTRICT OF TEXAS

DISCLOSURE STATEMENT

OF INOTIV, INC. and its affiliated debtors

information regarding this disclosure statement FOR Solicitation of Votes on the JOINT prepackaged Chapter 11 Plan of REORGANIZATION

OF INOTIV, inc. and its affiliated debtors From the Holders of Outstanding CLAIMS IN THE FOLLOWING CLASSes:

you are A HOLDER OF A CLAIM OR CLAIMS in ONE OR MORE OF THE CLASSES LISTED ABOVE, You are receiving this document and the accompanying

materials because you MAY BE entitled to vote on the plan

CLASS 5 AND CLASS 6 BENEFICIAL HOLDER BALLOTS

order for your vote to count, your Nominee must receive your vote, in sufficient time for your Nominee to include your vote on a Master

Ballot that must be received by the SOLICITATION Agent on or before the Voting Deadline, which is July 6, 2026, at 4:00 p.m., prevailing

Central Time. Please allow sufficient time for your vote to be included on the Master Ballot completed by your Nominee. If a Master Ballot

recording your vote is not received by the Voting Deadline, and if the Voting Deadline is not extended, your vote will only count in

the Debtors' sole discretion. If you are not an Eligible Holder (or the authorized signatory of an Eligible Holder), you may not

submit a pre-petition Ballot. Any pre-petition Ballot received by a non-Eligible Holder (or on behalf of a non-Eligible Holder) will

your Beneficial HOLDER Ballot has been "pre-validated" by your Nominee, including a signature and medallion guarantee OR

AUTHORIZED SIGNATORY LIST, certifying your Claim amount for voting purposes as of the Voting Record Date, you may submit such "pre-validated"

Ballot directly to the SOLICITATIONAgent by electronic mail at InotivBallots@ra.kroll.com (with "Inotiv Ballot Submission"

in the subject line). "Pre-validated" Beneficial holder Ballots may also be submitted in paper format directly to the SOLICITATIONAgent

in the return envelope provided, if any, or otherwise by regular mail, overnight courier, or hand delivery to:

Ballot Processing Center

Kroll Restructuring Administration LLC

Third Avenue, Suite 412

CLASS 5 AND CLASS 6 MASTER BALLOTS

SIGN, AND DATE THE MASTER BALLOT AND RETURN IT BY THE VOTING DEADLINE VIA ELECTRONIC MAIL SERVICE TO INOTIVBALLOTS@RA.KROLL.COM OR VIA

FIRST CLASS MAIL, OVERNIGHT COURIER, OR HAND DELIVERY TO:

Ballot Processing Center

Kroll Restructuring Administration LLC

Third Avenue, Suite 412

THE SOLICITATION AGENT DOES NOT ACTUALLY RECEIVE THE MASTER BALLOT ON OR BEFORE JULY 6, 2026 AT 4:00 P.M., PREVAILING CENTRAL

TIME, AND IF THE VOTING DEADLINE IS NOT EXTENDED, THE VOTES TRANSMITTED ON THE MASTER BALLOT MAY BE COUNTED TOWARD CONFIRMATION

OF THE PLAN ONLY IN THE DISCRETION OF THE DEBTORS.

RECEIVED VIA MEANS OTHER THAN the

aforementioned MEANS WILL NOT BE COUNTED.

you have any questions on the procedures for voting on the

Plan, please contact KROLL

(THE DEBTORS' SOLICITATION AGENT) AT:

408-3698 (domestic toll-free)

OR +1 (646) 825-3849 (INTERNATIONAL TOLL)

email: INOTIVINFO@RA.KROLL.com; SUBJECT LINE: "INOTIV"

and its affiliated debtors (each, a "Debtor" and together, the "Debtors") submit this Disclosure

Statement pursuant to section 1125 of the Bankruptcy Code for use in solicitation of votes on the Plan. The Plan is anticipated to be

filed with the United States Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court"). A copy

of the Plan is attached hereto as Exhibit A. This Disclosure Statement provides information regarding the Plan, which the

Debtors are seeking to have confirmed by the Bankruptcy Court. The Debtors are providing the information in this Disclosure Statement

to certain Holders of Claims for purposes of soliciting votes to accept or reject the Plan.

Pursuant to the Restructuring

Support Agreement, which is attached hereto as Exhibit B, the Plan is currently supported by the Debtors and Holders who hold

a substantial majority of the Claims in the Voting Classes.

Plan provides that the following parties, in their capacity as such, are Releasing Parties, deemed to grant the releases provided for

therein: (a) each Released Party; (b) each Estate; (c) each Holder of Claims who (i) votes to accept the Plan, (ii) is

presumed to accept the Plan, (iii) is entitled to vote on the Plan and abstains from doing so, or (iv) votes to reject the

Plan and, in each case, does not affirmatively opt out of the Third-Party Release by checking the applicable box on its Opt-Out Release

Form or Ballot, in accordance with the procedures set forth in the Scheduling Order; (d) all Holders of Claims and Interests

who are deemed to reject the Plan and who, in each case, affirmatively opt in to the Third-Party Release by checking the applicable box

on their Opt-In Release Form indicating that they opt to grant the Third-Party Release in accordance with the procedures set forth

in the Scheduling Order; and (e) each Related Party of each Entity in clauses (a) through (d), solely to the extent such Related

Party (i) would be obligated to grant a release under the principles of agency if it were so directed by the Entity in the foregoing

clauses (a) through (d) to whom they are related, or (ii) may assert Claims or Causes of Action on behalf of or in a derivative

capacity by or through an Entity in the foregoing clauses (a) through (d). For the avoidance of doubt, an Entity shall not be a

Releasing Party if such Entity timely and properly opts out of, or does not opt in to, as applicable, the Third-Party Release or timely

objects to the Third-Party Release, either through formal objection filed on the docket of the Chapter 11 Cases or informal objection

provided to the Debtors in writing, including by electronic mail, and such objection is not resolved or withdrawn from the docket of

the Chapter 11 Cases or in writing, including via electronic mail, as applicable, before Confirmation. For the avoidance of doubt, (y) no

Holder of Claims or Interests that is deemed to reject the Plan shall be a Releasing Party unless such Holder affirmatively opts in to

the Third-Party Release and (z) any opt-out election made by a Consenting Stakeholder in any capacity in contravention of the Restructuring

Support Agreement is void ab initio.

of Claims in Classes 1, 2, 4, and 7 may opt out of becoming a Releasing Party by checking the applicable box on the Opt-Out Form or

filing an objection to the Plan, as described above. Holders of Claims in Classes 3, 5, and 6 (collectively, the "Voting Classes")

may opt out of becoming a Releasing Party by checking the applicable box on their respective Ballot or by filing an objection to the

Plan as described above. Holders of Claims or Interests in Classes 10 and 11 may opt in to becoming a Released Party and a Releasing

Party by checking the applicable box on their Opt-In Form.

consummation and effectiveness of the Plan are subject to certain material conditions precedent described herein and set forth in Article VIII

of the Plan. There is no assurance that the Bankruptcy Court will confirm the Plan or approve this Disclosure Statement or, if the Bankruptcy

Court does confirm the Plan, that the conditions necessary for the Plan to become effective will be satisfied or, in the alternative,

are encouraged to read this Disclosure Statement (including "Certain Factors to Be Considered" described in Article VI

of this Disclosure Statement) and the Plan in their entirety before submitting your Ballot to vote on the Plan.

Debtors urge each Holder of a Claim or Interest to consult with its own advisors with respect to any legal, financial, securities, tax,

or business advice in reviewing this Disclosure Statement, the Plan, and each transaction contemplated by the Plan.

Debtors strongly encourage Holders of Claims in the Voting Classes to read this Disclosure Statement and the Plan in their entirety before

voting to accept or reject the Plan. Assuming the requisite acceptances to the Plan are obtained, the Debtors will seek the Bankruptcy

Court's approval of the Plan at the Combined Hearing.

NOTICE REGARDING FEDERAL AND STATE SECURITIES LAWS

The Bankruptcy Court has

not reviewed this Disclosure Statement or the Plan, and the securities to be issued on or after the Plan Effective Date will not be issued

pursuant to a registration statement filed with the United States Securities and Exchange Commission (the "SEC")

under the United States Securities Act of 1933 (as amended, the "Securities Act") or any securities regulatory authority

of any state under any state securities law ("Blue Sky Laws"). The Plan has not been approved or disapproved by the

SEC or any state regulatory authority, and neither the SEC nor any state regulatory authority has passed upon the accuracy or adequacy

of the information contained in this Disclosure Statement or the Plan. Any representation to the contrary is a criminal offense. The Debtors

are relying on exemptions from the registration requirements of the Securities Act, including section 4(a)(2) thereof and/or Regulation

D promulgated thereunder, and on equivalent exemptions under Blue Sky Laws, to exempt from registration under the Securities Act and Blue

Sky Laws the offer to certain Holders of Claims in the Voting Classes of new securities prior to the Petition Date, including in connection

with the prepetition solicitation of votes to accept or reject the Plan (the "Solicitation").

the Petition Date, the Debtors will rely on section 1145(a) of the Bankruptcy Code, Section 4(a)(2) of the Securities

Act, or other exemptions under the Securities Act and Blue Sky Laws to exempt from registration under the Securities Act and Blue Sky

Laws the offer, issuance, and distribution of the securities described herein and under the Plan. Neither the Solicitation nor this Disclosure

Statement constitutes an offer to sell or the solicitation of an offer to buy securities in any state or jurisdiction in which such offer