international investors presentation

“Only IN2IT Offers 3 Franchises For The Price Of One”

TABLE OF CONTENTS

The Offering Highlights

Key Investor Highlights

Executive Summary

About The Company

Board Of Directors And Senior Management

The In2it Crm Cloud

Corporate Objectives

How To Apply For Shares

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TABLE OF CONTENTS

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THE OFFERING HIGHLIGHTS

IN2IT Nutrition & Fitness LtdSymbol: INFACN: 159 318 331

The Company intends to raise $3,000,000 through this offer

ROUND 1

ROUND 2

ROUND 3

MINIMUM SUBSCRIPTION

NOTE: Rounds 1 and 2 & 3 are being offered consecutively as each Application is received. Forsophisticated investors who, pursuant to s708(8)(c) of the Act, are able to provide a “sophisticatedinvestor” certificate from a qualified accountant, and for offers not received in Australia, thereis no minimum or maximum investment amount.

Receive 7,500,000 X $ 0.04 cent Ordinary Shares inreturn for the contribution of $ 300,000.

Receive 12,500,000 X $0.06 cent Ordinary Shares inreturn for the contribution of $ 750,000.

Receive 24,375,000 X $0.08 cent Ordinary Shares inreturn for the contribution of $ 1,950,000.

The Minimum Subscription has been set at $300,000.

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“Only IN2IT Offers 3 Franchises For The Price Of One” 5

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1. KEY INVESTOR HIGHLIGHTS




A public company focused on delivering tangible growth in the retail Nutrition &Fitness market

Estimated Annual EBIT of $2,000,000 by the end of year 3

The business solves a key need for customers in the Fitness and Nutrition Nichethrough one-stop-shopping

A series of proprietary IN2IT products and services designed specifically to meetresearched customer needs

A clear market entry and growth strategy

A business system that has created the steady growth of franchise businessesoperating in the U.S. going from start-up to $50,000 per month in sales.

Robust, long-term growth opportunities in each major segment – retail, franchiseand manufacturing / wholesale.

INF is seeking to become a leading global multi-channel specialty retailer

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INF intends to provide training regimens and nutritional products which are proprietary to IN2IT,offering a turn-key franchise with the franchisee and staff receiving full training and ongoingsupport. To the best of our knowledge, no other company-owned or franchise retail chain combinesa full-complement gym facility with a retail nutrition store and smoothie bar all under one roof. IN2ITretail stores and product website will be able to sell nutritional products and sports supplementsfor less in Australia because the Master Franchisor operates its own state-of-the-art manufacturingfacility with proprietary formulas.

Our business model will enable us to scale rapidly while maintaining sustainable cash flow.

INF will establish a sustainable competitive advantage from new product launches derived from be-coming a manufacturer of IN2IT proprietary products and patented formulas.

INF will focus on primarily men and women from the ages of 18 to 60. The average age is 30.

Customer needs vary; some desire to lose weight and others want to gain and firm up. Satisfyingmultiple nutrition needs positions us strongly to capture the forecasted operating cash flows.

INF will be involved in retailing sports nutrition products, the fastest growing segment of the globalnutritional products market as reported in the research report titled “Sports and Fitness Nutritionto Reach $67.2 Billion by 2017: A Global Strategy.”

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LETTER FROM THECEO/MANAGING DIRECTOR

Dear Investor,

The Board of Directors of IN2IT Nutrition & Fitness Ltd (INF) believe there are greatopportunities for our organization and we are strongly positioned to roll out theINF Master Franchise in Australia following the business model already proven by theIN2IT Master Franchisor in the United states.

IN2IT Franchising, Inc.’s distinctive business model makes it one of the leading global multi-channelspecialty retailers in the growing health and wellness industry. The business model, which consistsof a full complement gym, retail nutrition store and smoothie bar, does not exist in Australia. Ourproduct range and business model has been designed to meet an expected global increase in peopleseeking to adopt a healthier lifestyle.

INF, in partnership with IN2IT Franchising Inc., the U.S. franchisor company, is commanding domesticmarket position with a global reach. Its vertical integration structure including manufacturing,retail nutrition stores, gym facilities, and E-Commerce allows for innovative IN2IT proprietaryproduct development.

INF is providing investors with the opportunity to participate in our offer to issue 44,375,000ordinary shares in the Company. This investment document contains detailed information about theOffer and INF. Please read this information carefully before making your investment decision.Together with my fellow Directors, I look forward to welcoming you as a shareholder of INF andsharing in our future prosperity.

Sincerely,

Carl J. KosnarCEO/Managing Director

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2. EXECUTIVE SUMMARY




2.1 OVERVIEW

Our primary business focus is to provide training regimens and nutritional products which areproprietary to IN2IT Nutrition & Fitness Ltd. INF will offer a turn-key franchise with the franchiseeand staff receiving full training and ongoing support. The Directors believe that no other company-owned or franchise retail chain combines a full-complement gym facility with a retail nutrition storeand smoothie bar all under one roof. IN2IT retail stores and product website can sell nutritionalproducts and sports supplements for less because the company operates its own state-of-the-artmanufacturing facility with proprietary formulas. This strategy will be enabled by successive roundsof capital raising for:

Payment of exclusive Master Franchise License FeeSearching for a suitable location in AustraliaSigning a lease for gym, retail store and office spaceBuild-out a full-complement gym, retail store, and smoothie barLease space to build distribution warehouse and manufacturing facility

We believe that an immediate opportunity exists to grow in the Fitness and Nutrition niche as a resultof the worldwide obesity epidemic. As the Baby-boomer age group matures, its awareness of keepingfit also is expanding along with global awareness of the need for nutrition and exercise to achieve ahealthy life style.

INF plans to emulate the Master Franchisor in achieving the following: the steady growth of theaverage franchise business from start-up to $50,000 per month in sales , shipment of IN2IT nutritionalproducts to customers in 10 countries and 5 continents, and; developing the IN2IT E-CommerceInternet shopping website with over 5,000 nutritional Stock-Keeping Unit (SKU) products.

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2.2 BUSINESS OBJECTIVES OF STAGES

INF Stage 1 strategy for demonstrating near term business viability is to find a location inAustralia and sign an advantageous lease for gym, retail store and office space.During Stage 2, INF will build-out the fully-equipped gym facility, retail store, smoothie bar andcorporate office.Included in Stage 3, INF plans to lease and build-out of the distribution warehouse and

manufacturing facilities.

2.3 OUR PRODUCTS AND SERVICES

Under the Master Franchise Agreement, INF has received the licensing rights to the IN2IT system ofdoing business which will allow it to be more than just a retailer or just a gym. INF plans to build amanufacturing plant under the guidance of the US Master Franchisor in Australia to produce theIN2IT proprietary nutritional product line.

This unique capability has been used to develop our portfolio of products and services for thefitness and nutrition market niche. Following in-depth market research and testing, our products andwellness services are superior to most nutritional supplements on the market. All of our productsand services have been developed to meet the needs of identified customers who are seeking lifestyle-specific wellness solutions.

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2.4 COMPETITORS

We have developed a comprehensive competitive strategy to address the identified strengths andweaknesses of our competitors. Examples of retail nutrition store competitors are:

Retail pharmacies GNC stores Vitamin Shoppe

Examples of gym competitors are:

Local independent gyms LA FITNESS 24 Hour Fitness

The nutrition and sports supplement industry is highly fragmented with Internet product websitesand “Bricks and Mortar” competitors of all sizes including large chain stores and small independentstores. Gym competition consists of everything from Jane Fonda exercise videos to chain gyms.However, IN2IT’s one-stop shopping approach for fitness and nutrition appeals to both the averageconsumer and the most sophisticated athletes. The major difference between IN2IT Nutrition &Finess Ltd and all the other competition in Australia can be summed up rather succinctly; no other

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company-owned or franchise retail chain combines a full-complement gym facility with a retail nutri-tion store and smoothie bar all in one location.

Some gyms do offer nutritional products and sports supplements. However, the International Health,Racquet & Sportsclub Association (IHRSA) stated in its 2011 Profiles in Success Report that 90% ofall fitness clubs offer nutritional products. The irony is that nutritional sales only amount to 5% ofclub gross revenue.

One reason that most gyms fail at selling nutritional products is that the employees are not suffi-ciently trained in nutrition. The other reason that most gyms fail is that the compensation incentivesoffered to gym employees usually concentrates on selling gym memberships and not nutritionalproducts.

We have anticipated a response from our competitors and have developed risk mitigation strategies toensure that any response by competitors does not result in any significant impact on our projectedfinancials.

It is expected that incumbent market players such as GNC, Vitamin Shoppe, LA FITNESS, and 24 HourFitness will start sometime in the future act to protect their existing interests and market-share inAustralia. However, only GNC is currently operating in Australia and only in the retail nutritionalstore market segment. INF plans to move quickly to establish retail stores and gyms throughoutAustralia in order to usurp the competition in the marketplace.

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3. ABOUT THE COMPANY

Your OwnIN2IT Product

Brand



3.1 COMPANY BACKGROUND

On July 3, 2012, the Company was registered with the Australian Securities and InvestmentsCommission (ASIC) as an unlisted public company with the registered office located at: Level 5, 9Beach Road, Surfers Paradise, Queensland, Australia 4217.

The Master Franchisor is IN2IT Franchising, Inc, a California corporation, doing business as “IN2ITNUTRITION & FITNESS®”.

INF has licensed the right to operate the IN2IT NUTRITION & FITNESS® system in Australia developedto offer memberships to clients providing a service-oriented nutrition and fitness program thatcombines nutritional supplements common in the weight management, body building and the sportsnutrition industry with private professional fitness training that incorporates strength, cardiovascu-lar exercises, boxing, and circuit training for the entire body to achieve healthy results. IN2IT NUTRI-TION & FITNESS® offers nutrition and fitness programs that provide professional assistance to cli-ents for a total body workout, which includes a proprietary system of challenging workout regimens.

An IN2IT NUTRITION & FITNESS® Master Franchise will offer clients a variety of comprehensiveservices that include but are not limited to: Selling sport nutrition supplements, dietary supplements,nutritional products and vitamins, nutrition counseling, goal setting and fitness evaluation, profes-sional fitness training, private, family, or group work out sessions, seminars and workshops in additionto selling retail and fitness products. Additional services are customizable as a Master Franchiseemay also offer: Juice bars, sports performance coaching, rehabilitation, cardio boxing and kickboxing,physical therapy, massage, aerobics, exercise apparel and other type of fitness products or services.

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Competition in the U.S. and Australia includes national and local nutrition and supplement stores,fitness and/or exercise centers offering similar services. The market for nutrition, supplement,fitness and/or exercise centers similar to IN2IT NUTRITION & FITNESS® is well developed in boththe United States and Australia. However, INF will specialize in the sports nutrition market segmentof the forecasted $67.2 billion market by 2017, as reported in the research report titled “Sportsand Fitness Nutrition to Reach $67.2 Billion by 2017: A Global Strategic Business Report” announcedby Global Industry Analysts Inc. The emphasis on sports nutrition will provide INF with the differen-tiation from GNC, Vitamin Shoppe, and Vitamin Cottage. The biggest retailers of nutritional productsworldwide still cater to customers looking for generic vitamins and minerals to improve their well-ness. INF will address this customer profile also, but adding the sports nutrition dimension, makes INFdifferent in that market segment.

The Master Franchisee’s IN2IT NUTRITION & FITNESS® business is characterized by a distinctive IN2ITfranchise website housed within the Master Franchisor’s global website, design, dress, decor andcolor scheme; uniform guidelines, specifications and procedures for operations; procedures forquality control; training and ongoing operational assistance; and, advertising and promotionalprograms.

3.2 MASTER FRANCHISOR MILESTONES ACHIEVED TO DATE

Since INF is a start-up company, it is relying on utilizing the Master Franchisor’s business system,training, and ongoing support. The Master Franchisor’s milestones outlined below provide a strongfoundation and guidance to help make INF successful in the future.

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The steady growth of the average individual franchise business going from start-up to $50,000 permonth in sales in the U.S.

Master Franchisor IN2IT franchises are shipping IN2IT nutritional products to customers in 10countries on 5 continents.

Master Franchisor currently ships US$100,000 per month to Australia. These customers will betransferred to INF as soon as it opens its distribution warehouse.

The Master Franchisor’s global IN2IT E-Commerce Internet shopping website with over 5,000 SKUproduct units and will become available to INF under the Master Franchise Agreement.

The Master Franchisor has developed a customized IN2IT Point of Sale (POS) system to accommodateover 5,000 retail stores and gyms worldwide which is available to INF under the Master FranchiseAgreement.

The Master Franchisor has established a Global Server Load Balancing (GSLB) website presencehosted on different servers located at different worldwide geo-locations including Australia.

3.3 U.S. FRANCHISEE COMPOSITE FINANCIAL PERFORMANCE

This Income Statement contains historical data from The Master Franchisor, IN2IT Franchising, Inc.,for the average performance of 10 franchises and 2 company-owned IN2IT businesses operatingin the U.S. on an annualized basis from January 2005 through June 30, 2012. Financial performancerepresentations reflected in this Statement of Income were provided to the Master Franchisor fromindividual IN2IT franchisees in the U.S. in order to compile this composite of all franchises in the U.S.

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Average U.S. Franchisee Profit & Loss Statement*

*This statement of financial performance is for U.S. franchisees only and is not a guaranty as to what Australianfranchisees will achieve in gross revenue or net profit. **Sales Revenue consists of the following departmentcontributions: Retail nutrition sales 50% / Nutritional smoothie sales 15% / Gym sales 35%

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With training and ongoing support from the Master Franchisor, INF plans to leverage its corecompetitive advantage, IN2IT vertical integration, to become a global multi-channel specialty retailerin the growing health & wellness industry in Australia. This market advantage is evidenced by thefact the Master Franchisor has demonstrated its ability in the U.S. to be a price-competitive retailerdelivering superior nutritional and fitness products and services in the most competitive nutritionand fitness market in the world. Since INF plans to be a manufacturer of nutritional products, it willbe able to compete with “bricks & mortar” retail stores and Internet product websites throughoutAustralia.

We have identified a key market opportunity: Keeping Australians fit is big business. This year it will beworth over $3 billion and employ 40,000 people through 7,281 businesses according to IBIS World™Fitness Market Research Report, April 2012. This is not a surprise given Australia’s position as one ofthe most overweight nations in the world. A large proportion of our customer base is women and menwho are interested in weight training and enjoying the benefits of our nutrition and fitness trainingprogram for a healthier life style.

The Australian situation is just a reflection of a much bigger opportunity due to the worldwide obe-sity problem. The emerging baby boomers awareness of keeping fit is also an ingredient in the generalglobal awareness of the need for nutrition and a healthy lifestyle. IN2IT’s one-stop shopping ap-proach addresses this worldwide appetite for a healthier lifestyle. INF has identified several keystrategic competitive advantages, and its business model has been designed specifically to capitalizeon the value attributable to these advantages. INF competitive advantages include:

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INF is planning to build a cutting-edge facility in Australia and become a manufacturer ofnutritional products with the assistance of the Master Franchisor

INF’s franchise business model will duplicate the U.S. franchise program and offer 3 franchisebusinesses for the price of one: Retail nutrition store; gym facility; and, smoothie bar.

INF, because it plans to purchase directly from the Master Franchisor’s manufacturing company,and subsequently build its own distribution warehouse and manufacturing plant, should be ableto offer lower prices on products.

INF plans to structure a lower initial franchise package cost for its franchisees to enter thebusiness in Australia compared to other gym and retail nutrition franchise companies in thesemarket segments.

3.5 HOW THE BUSINESS WORKS (BUSINESS MODEL)

Throughout the development stage of this business, we assessed alternate business models for thisopportunity. The business model described below is designed to maximize the value return to share-holders from our opportunity.

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The Master Franchise vertical integration system allows INF to own licensed product formulas,patents, and technology for its key products and franchise network. These rights are inherent in theMaster Franchise Agreement granted by IN2IT Franchising, Inc. on July 5, 2012. The vertical integra-tion stream of manufacturing and distributing IN2IT products to customers at our retail stores andgyms provides INF with advantages over other less vertically integrated company-owned andfranchised services and products. Primary among the INF advantages are lower prices and superiorand wider selection of products for their retail and E-Commerce customers.

3.5.1 THE VALUE PROPOSITION

Our value proposition was developed from our customer’s perspective, to ensure that INF providesa one-stop shopping solution for its customers. This value proposition has been used to guide thedevelopment of our business model; to provide the highest quality nutritional products and customerservice for the lowest prices.

3.5.2 CAPABILITIES & RESOURCES

Specific skills and organizational capabilities are required to effectively deliver on our valueproposition. These capabilities will be the focus of future recruitment activities.

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We see our business critical capabilities as:

INF managements’ 30 years of global franchise development experience, i.e. Carl Kosnar, JohnBohringer, and Chett Hollander biographies demonstrate over 30 years’ experience in franchisedevelopment and operations. This is further reinforced by Peter O’Neill’s internationalexecutive experience

United States franchisor parent company’s 4 years of nutritional products manufacturingexperience and technology transfer to INF

Training and support from United States franchisor to establish all facets of business model toensure value proposition

Continuous research and development provided to INF from United States franchisor

Fully developed marketing program provided to INF

Master Franchisor will transfer existing monthly Australian sales to INF upon completion ofits distribution warehouse.

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3.5.3 PARTNERSHIPS

We understand that INF does not operate in isolation; we require active engagement with existingindustry participants. Our selection of potential partners for the development of INF is central toinfluence our customers to purchase our IN2IT products and services. We have carefully selectedpartners that will reflect and support our market positioning. Our strategic partners will includeEverlast Sports Equipment Company, Hoist Fitness Systems, and Star Trac. Vendor agreements forvolume prices have already been negotiated on behalf of INF by the United States Master Franchisor.These partner relationships, and future additional partners, will assist in building diverse revenuestreams from customer product and service revenue.

3.5.4 ACTIVITIES

Several primary activities will outline what the team at INF is actually focused on achieving.Supporting activities include:

The appointment of a qualified General ManagerThe appointment of a Human Resources ManagerRecruit staff that fits our Australian corporate culture and blends into our organization chartIntroduce personnel training programs that have proved successful in the United States

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3.5.5 CHANNEL TO MARKET

Reaching our customers is a key priority for INF. We have researched and comprehend the variousalternative market channels for IN2IT Nutrition & Fitness and the margins associated withexploiting these alternative channels. We have elected to use the following channels to reachprimarily men and women from the ages of 18 to 60; the average age is 30:

IN2IT retail company-owned stores and gymsIN2IT franchise stores and gymsOther chain stores selling nutritional supplements including pharmacies and food chainsOther independent gyms, health spas, tanning salons, and medical modalitiesE-Commerce Internet sales

This multi-layered distribution channel approach will ensure a diverse and secure income stream.

3.5.6 SUMMARY

INF management believes that the structure of the INF Master Franchise business model, predicatedon the success in the United States, combines and leverages each of these elements to support INFsuccess in Australia:

Leading multi-channel specialty retailer in the growing A$3 billion health, fitness and wellnessindustry

Excellent brand awareness strengthened by science, research, and innovation Consumer-packaged product development capabilities drive unique product offerings Foundation for growth anchored by a world-class management team Robust, long-term growth opportunities in each major segment – retail, franchise, and

manufacturing / wholesale Consistent historical financial growth performance in global sales with compelling long-term

growth opportunities

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4. BOARD OF DIRECTORS ANDSENIOR MANAGEMENT

Carl J. Kosnar, CEO/Managing Director, is a member of the executive team.

Carl J. Kosnar was appointed CEO/Managing Director of IN2IT Nutrition and FitnessLtd in July 2012. He continues to serve as Founder and Managing Partner of TheKosnar Group, a firm that specializes in providing business expansion consultingservices to public and private companies interested in franchising, licensing andalternative growth strategies worldwide. The Kosnar Group is headquartered inCardiff by the Sea, California.

From March, 1973 to December, 1988, Mr. Kosnar served as President of CAMS, Ltd., located inChicago, Illinois, a franchise and business development consulting company which he sold to a large,national accounting firm in 1988. Past and present CAMS, Ltd. and TKG clients include Fortune 500and major international companies spanning 30 countries.

From 1989 to 1997, he served as a senior corporate officer and director of two public U.S. companiesinvolved in medical services and automotive manufacturing listed on the AMEX and NASDAQ stockexchanges. In 1998, he resumed his duties as Managing Partner of The Kosnar Group.

Mr. Kosnar is the author of How to Sell Your Home Without a Real Estate Broker, published byMcGraw-Hill Book Publishing Company. He is also the author of Improving the Franchisor-FranchiseeRelationship for a Stronger Franchising System. From 2010 to 2012, Mr. Kosnar, in a collaborativeeffort between the University of San Diego (USD) and the World Trade Center (WTC), and theAhlers Center for International Business (USD), promoted international franchising by sending MBAand undergraduate business students abroad to complete in-country internships. The students aretrained by Mr. Kosnar and The Kosnar Group staff to conduct workshops and symposiums to cultivatea better understanding of franchising within the business community in each of the foreign countriesvisited. He is a committee member of a number of trade associations including the InternationalFranchise Association, San Diego Software Industry Council, National Association of TelevisionProgram Executives and the National Association of Broadcasters. He has appeared as a guestlecturer at the University of Illinois, Elmhurst College and AICPA seminars and workshops

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to present continuing education course material on the subjects of franchising, licensing andalternative growth strategies. Mr. Kosnar is an honors graduate of California Western Universityearning a BS and MBA degrees. He also attended DePaul University, School of Law, in Chicago, Illinois.

John Bohringer, Director, NON-EXECUTIVE

John Bohringer has 25 years international merchant banking experience includingacquisitions, mergers, new floats, capital raising and corporate development.He has acted as President, Chief Executive Officer and Major Shareholder to publiccompanies. One such company is Grace Bros Electrical Services, which John acquiredfrom Coles Myers/Grace Bros. Grace Bros Electrical Services is a leadingtelevision and video rental service company incorporating an in-house hospitaltelephone and television broadcasting telecommunications division.

John was Chief Executive Officer of Grace Bros. Electrical Services before floating the groupas a public company in conjunction with KPMG, on the Sydney Stock Exchange. As Chairman, ChiefExecutive Officer and substantial shareholder of the new public company, John negotiatedtakeovers including The Electronic Sales and Rental Group in Australia and The AllenCommunications Company in America, who operated telephone, television, nurse paging and in-housebroadcasting telecommunications systems in hospitals, such as St. Vincent Hospital in San Francisco.Also, he negotiated a 20% strategic shareholding position in Hanimex Limited, who operated in 42countries and had revenue in excess of $400 Million. The investment position was sold at an excellentprofit.

Prior to merchant banking, John was involved in the insurance industry, owning three insurance bro-kering groups and was Chief Executive Officer with a 20% shareholding of a public insurance companycalled Rossfield Insurance Limited and a Lloyds of London underwriting agency. The Rossfield Groupwas one Australia’s’ most successful investment and insurance groups who owned and controlled

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over 20% of General Motors Car Dealerships in Australia. They also owned hotels, real estatecompanies and printing companies as well as Mercedes & Chrysler dealerships. John was thefounder, owner and CEO of Franchise Concepts one of Australia’s leading Franchise consultinggroups with offices in Sydney, Melbourne, Brisbane and Gold Coast. Franchise Concepts servicesincluded franchise agreements, disclosure documents, royalty recommendations, franchisor profitprojections, franchise capital requirements, cash flow and profit projections. Also a full franchiserecruiting service including interviews and franchisee selection.

John is a shareholder in Gold Coast-based Property Traders Australia and was the founder ofFranchise Concepts, a consultancy with a client list including Baskin Robbins, Donut King, PetsParadise and Lenards Poultry. John brings to IN2IT Nutrition & Fitness Ltd his extensive experiencein the management and development of public companies combined with undoubted expertise incapital markets.

Peter O’Neill, Director, NON-EXECUTIVE

Mr. Hollander’s most recent positions include Director of Operations, FranchiseCompliance Officer, and Corporate Human Resources Director, for LA BoxingFranchise Corporation, located in Orange County, California. He has hadresponsibility for the sourcing of company department directors, administrativestaff, training, and supervision on a day-to-day basis.

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Direct accountability duties included:

••••••

Franchise candidate review and selectionSite selection protocolBuild-out/Construction/Project managementGym membership pre-sales supervision and on-going sales training and supportCorporate MarketingSourcing vendors, purchasing, distribution reflecting retail apparel, retail gear, and support

tools for each franchise partner• Administering of franchise training along with fellow department Directors• Grand opening protocols and execution• Direct contact and support of franchisee partners on a daily basis

Prior to his position at LA Boxing, Mr. Hollander was a Director for a San Francisco Bay Areatelecommunications group with offices in the San Francisco Bay Area, California, as well asHonolulu, Hawaii.

He also was Director of Human Resources for a restaurant franchise company with locations innorthern California.

Mr. Hollander received a formal education in Human Resource Management from San Francisco StateUniversity.

Mr. Hollander is an avid fitness and team sports enthusiast and passionate about the benefits ofregular exercise and nutrition. He is comfortable conducting business in the health and fitnessenvironment and has been successful bringing the benefits of his healthy lifestyle choices tocustomers nationwide.

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Peter O’Neill, Director, NON-EXECUTIVE

Peter has held senior management positions for more than 30 years with well-knownnational and international organisations including Bell & Howell, TNT MaterialsHandling and Fletchers Fotographics. He was previously Managing Director of Tech-Star Ltd (a company that specialised in commercialising new technologies). He hasbeen Chairman of two companies, Agbiogen and BioMed Holdings as well as ManagingDirector of five private companies. He has served as director on 15 company boardsthroughout his business career.

Peter is currently Chairman of two companies - Klein Group Limited and Fullcom Holdings Pty Ltd. Heowns Lextar Capital Pty Ltd, a successful capital raising business, as well as Lextar Consulting andLextar Communications which help people to live and work better. He has recently written a book on“How to Manage Difficult Staff” – and is currently writing another book on Mastering Management.

He has significant commercial experience in:

•••••

Financial Services, Venture Capital & Equity raisingConsumer Goods - Wholesale & Retail PhotographicsIndustrial Products, Manufacturing, Fabrication and ProcessingMedical & Health EquipmentEnvironmental – Solar Energy, Water & Wastewater

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5. THE IN2IT CRM CLOUD

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The IN2IT CRM Cloud is ever evolving and will disseminate accounting systems, POS tools, educational

manuals, marketing manuals, and other Internet-based solutions to IN2IT Nutrition & Fitness Ltd. This

provides INF access to the IN2IT CRM Cloud to service our Australian company-owned and franchised

units, warehousing, and manufacturing operations in Australia.

The IN2IT proprietary CRM Cloud computing model enables convenient, on-demand network access to

a shared pool of configurable computing resources and services to IN2IT Nutrition & Fitness Ltd that

can be rapidly accessed and released with minimal management effort or service provider interaction.

The CRM Cloud flow chart demonstrates the ability of the Master Franchisor to disseminate

information to the Master Franchisee and Sub-Franchisees quickly and uniformly including: training

manuals, advertising materials and tools, video, and daily email correspondence. It allows both the

Master Franchisor and the Master Franchisee to manage and control the business more efficiently.

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6. CORPORATE OBJECTIVES

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6.1 DEVELOPMENT

STAGES Moving forward, INF management has identified three significant development milestones.

6.2 STAGE 1: ESTABLISH FLAGSHIP GYM, RETAIL STORE AND SMOOTHIE BAR

We believe this stage is critical in order to establish a strong foundation for the future. Core tasksto be undertaken in Stage 1 include:a) Master Franchise Fee paymentb) Key personnel recruitment and trainingc) Real estate broker retained in Australia to locate site and assist with lease negotiations

We have already commenced delivery of this stage of activity and believe that we are well positionedto meet the timeframes outlined in the project plan and the costs provided in the financial section.

The following is a summary of the proposed use of funds raised pursuant to the Offer. The amounts inthe table may be subject to variation of quantum and timing.

The Company’s growth plan will be scaled accordingly to ensure it operates within the cash availablebudget at any given time and to avoid any undue pressure from its creditors brought about by excessivespending.

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No contract will be entered into without certainty of financial exposure and assurance that theCompany has adequate cash flow available to meet the commitment.

6.3 STAGE 2: ROLLOUT FRANCHISE SALES PROGRAM

Our objectives and action items in the delivery of Stage 2 will include:

a) The flagship facility build-out and tenant improvements, store fixtures, signage, gym equipment,nutritional product inventory, sports apparel inventory, and office equipment

b) General & Administrative (G&A ) working capital

Further to the activities and milestones outlined above, we expect Stage 2 funds to be expended inaccordance with the below allocation

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6.4 STAGE 3: ESTABLISH DISTRIBUTION WAREHOUSE AND MANUFACTURING FACILITY

This final stage has been designed to achieve the following action items:

a) Manufacturing plant tenant improvements, equipment cost, set-up, computer software andhardware, equipment training,

b) Distribution warehouse tenant improvements, equipment, inventory, inventory control computersoftware and hardware

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6.5 REVENUE DRIVERS

6.5.1 Financial Projections

The financial projections prepared by the Company for this Offer Document have been based onachievement of key financial and volume targets associated with the successive rounds of capitalraising.

There are inherent uncertainties surrounding the start-up of a company introducing new product andservices to the market. Having been incorporated on July 3, 2012, the company has limited history onwhich to base its financial projections. Potential investors should take note and take independentadvice as to the inherent risks in a business such as INF. Revenue and cost factors may be affected bymany factors, including market and technical developments. Investors are also directed to sectionheaded ‘Future Statements’ in the ‘Important Notices’ section of the Offer Document.

There are a number of variables that will impact on our ability to deliver on the projected revenue. Asa business opportunity in the health, fitness, and wellness sector, we will be impacted by market andregulatory fluctuations. Any foreseen variables have been addressed in our financial forecasts andin the risk mitigation section of this offer document.

6.5.2 Product Overview

INF is a fitness sports nutrition & supplement franchise chain that employs a system combiningproprietary products, wholesale pricing and individualized service. Each INF retail store offers prod-ucts from the company’s proprietary brands, together with third-party products, in an efficient retailstore format that averages 1,000 square feet stocking

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approximately 5,000 sku’s. Gross margins range from 20% to 40% on third-party products and 50%to 70% on IN2IT proprietary brands.

6.5.3 Gym Overview

Although gym membership prices will vary depending on local or regional pricing models, INF plansto use the following price schedule in Australia and will modify when necessary. The program hasfour tiers:

Month-to-month — $199 initiation fee plus $84/month1 Year — $99 initiation fee plus $74/month2 Years — $99 initiation fee plus $64/month3 Years — $99 initiation fee plus $54/month

INF franchisees will typically collect the first and last month’s dues, plus the initiation fee, at thetime the member joins the gym. Thus, in the case of a 2-year contract, which is the most popular in theU.S., the gym collects $99 + $64 + $64 = $277 at signing, and it collects $64 per month starting inthe second month, typically through automated credit card billing (EFT). Management believesthat the national pricing model will be effective for INF because it strikes an appropriate balancebetween cost and flexibility. In higher income areas more members will tend to select the 1-year op-tion or the month-to-month option, expressing their preference for flexibility. In lower income areasmore members will tend to select the 3-year option or the 2-year option, expressing their preferencefor lower pricing. In the U.S., prices have generally been stable over the past five years, with the onlyincrease coming in 2012, when the Master Franchisor raised monthly dues by $5 for all four tiers.

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6.5.4 IN2IT Nutrition & Fitness (INF) Projected Income Statement

Historical & Projected Operating Performance - Based on U.S. Master Franchise Operations fromJanuary 2005 to June 30, 2012.

The below table provides a high level overview of our expected operating position over the next 3years in terms of expected revenue and Earnings Before Interest and Tax (EBIT).

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6.5.5 Recurring Revenue

The primary source of recurring revenue is the 6% franchise royalty fees that the Company derivesmonthly from its franchisees as a percentage of total sales revenue. INF collects this money onthe fifth of every month through electronic funds transfer (EFT) payments using a CustomerPayment Solutions web-based System (Example: Bill Buddy an Australian company). The Company’s6% franchise royalty (and the 2% Franchisee Marketing Fund royalty) is automatically deductedfrom each transaction prior to the funds being deposited in the franchisee’s bank account.

6.5.6 Sources of Revenue

To further leverage our market entry approach and strategy, we have identified several expectedrevenue streams. These revenue streams have been subject to market testing and review, and INFmanagement believes that each of the below revenue items will contribute to our overall revenueprojections:

Nutritional supplements, sports supplements, vitamins, minerals, omega, weight loss products,weight gain products, and energy boosters

Gym memberships, personal training, body building contests, boxing, kickboxing, and Mixed MartialArts (MMA) training and classesSports fashion and designer apparel for women and men, e.g. tee shirts, tank tops, sweat suits,hooded shirts, shorts, and socks

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E-Commerce selling approximately 5,000 nutritional products from INF website

E-Commerce selling approximately 6,000 gym apparel and equipment products from INF website

Manufacturing revenues for product sales to IN2IT franchise stores

Private label manufacturing revenues for product sales to chain stores; food and pharmacyretailers

Initial sub-franchise fees

Sub-Franchisee monthly royalties

Sub-Franchisee monthly advertising fees

These potential INF revenue streams have been designed to maximize the “Lifetime Customer Value” of

our target market profile customer.

6.6 RISK FACTORS

There can be no guarantee the Company will achieve its stated objectives or any forward-looking

financial projections. Accordingly, an investment in INF should be regarded as speculative.

Prospective Investors should consider whether unlisted shares are an appropriate investment,

and if any doubt, should contact their financial advisor, attorney, or other professional advisor.

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The following summaries do not purport to be a comprehensive statement of all risks.

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In addition to the risks set out above, the Company wishes to note the following general risks:

The Company, in common with other companies participating in its market, is affected by generaleconomic conditions, including the level of interest rates, employment rates and inflation.Changes in government, fiscal, monetary and regulatory policies may also affect the business ofthe Company.

The Shares allotted under this Offer carry no guarantee in respect of profitability, dividends,return on capital or value. The Shares are unlisted and therefore they are illiquid. The Shares areunlisted and therefore they are illiquid, however ASSOB offers a secondary board that enablesbuyers and sellers to offer and bid for ‘off market’ transactions.

The Directors give no assurances that the objectives of the Company outlined in this OfferDocument will be met.

The Company was incorporated in Queensland and accordingly, has limited operating history. Theprospects of the Company must be considered in light of the risks, expenses and difficultiesfrequently encountered by companies in their early stages of development.

The Offer is intended to raise sufficient funds to fund the ongoing development and workingcapital needs of the Company during its initial period of operation. The Company may need to raiseadditional funds (through a further capital raising or debt) at some future time after conclusionof the Offer should it require additional working capital. Such an additional raising could dilutethe interests of shareholders.

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The ability of the Company to effectively implement and expand its business plan over time maydepend, in part, on its ability to raise additional funds. There can be no assurance that any equity

or debt funding will be available to the Company, or be available on acceptable terms.

The Company is subject to various forms of taxation, including company tax and goods and servicestax. An increase, change in the application or introduction of a new tax could materially affect

the performance and financial position of the Company.

It is common for companies to be exposed to a number of legal risks. These could include but arenot limited to, litigation risk, professional liability claims, industrial action and legal compliance.

There can be no guarantee that the Company will achieve its stated objectives or that anyforward-looking statements will eventuate. Accordingly, an investment in the Company should

be regarded as highly speculative. This information does not purport to be a comprehensive

statement of all risks; an investor should seek and obtain professional advice prior to deciding

whether or not to invest in INF.

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7. HOW TO APPLY FOR SHARES

READY SET GOIN2IT!

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7. HOW TO APPLY FOR SHARES

7.1 APPLYING FOR SHARES

An Application to subscribe for Shares pursuant to this Offer may not be legally included inthis Presentation or the Offer Document and any interested investors should request anApplication from the person whose name and contact details appear at the end of thisPresentation or the Offer Document at Section 8.

The Offer made pursuant to this Presentation and the Offer Document is made only to theaddressee of the Offer and only the addressee may complete the Share Application Form andsubscribe for the Shares offered pursuant to this Offer. To that extent, neither the OfferDocument nor the Application may be handed to any member of the public.

A completed Application Form must be accompanied by a single payment in the full amount asper instructions on the Application form.

By making an application for shares the applicant warrants that they have read the OfferDocument with particular reference to the Section headed Risk. Applicants acknowledge thatinvesting in start-up firms is risky and they may lose all of the money they invest in the Company.

Application Monies for Shares offered pursuant to this Offer Document will be held in trustuntil allotment of those shares (subject to reaching the prescribed Minimum Subscriptionrequirement).

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“World Headquarters inLa Jolla, California”

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8. WHO TO CONTACT

8. WHO TO CONTACT

If you wish to undertake further investigations or receive a Share Application form to subscribe to

this offer, please contact:

Mr. Carl J. KosnarIn2it Franchising, Inc.

4225 Executive Square Suite 600 La Jolla, Ca 92037Phone: (619) 994-2258 • Fax: (760) 632-0772

[email protected]://www.in2itfitnessfranchise.com/http://in2itnutritionandfitness.com/

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