Share Purchase Plan

June 2009

This Shareholder Purchase Plan is only available to registered holders of shares in Iatia Limited between 5:00pm (AEST) 29 May 2009 and 5:00pm (AEST) 22 June 2009 with an address as recorded in Iatia's share register as being in Australia (Eligible Shareholder).

Eligible Shareholders will receive an application form in the mail during the course of the Plan. Replacement forms may be requested from Iatia's share registry.

Eligible Shareholders will also be able to accesss an electronic copy of their application form by logging into Computershare's Investor Centre (by clicking on this link you confirm that you have read the terms and conditions of this Share Purchase Plan).

Dear Shareholder,

The Directors of Iatia Limited (Company) are pleased to offer you the opportunity to increase your investment in the Company by participating in the Share Purchase Plan (SPP) which was announced a few weeks ago. This follows the successful completion of several other fund raising initiatives as recently announced and outlined in the enclosed Shareholder Update.

The fundraising initiatives, which are partly subject to shareholder approval, comprise the conversion of an unsecured interest free loan made on behalf of the Deputy Chairman into shares and the issue of interest free convertible notes to the Chief Executive Officer and a substantial shareholder. In total this will raise between $400,000 and $500,000. Iatia is fortunate to achieve such low cost funding in the current difficult financial environment, and the support of shareholders, the Board and management should be recognised. These funding arrangements are based on a 1 cent share price.

In addition to these initiatives Iatia has also concluded an equity standby agreement for A$5 million with Fortrend Securities. This can be drawn down over several years subject to certain conditions. These draw downs are expected to occur at progressively higher prices, so as to minimise dilution to existing shareholders.

The SPP has been introduced to raise some additional funds and seeks to offer all shareholders the opportunity to support the continuing growth and success of Iatia’s technology capped at the placement price of 1 cent per share.

The funds raised from the SPP, together with the proceeds of the fundraising initiatives referred to above, will be used for:

development of existing collaboration efforts;
continuing expansion of marketing efforts;
completion of negotiations with potential customers;
acceleration of new market development in the USA and Europe;
additional working capital.

The Offer

The SPP provides Eligible Shareholders with an opportunity to buy a parcel of new shares in the Company valued at A$2000, A$3,000, A$4,000 or A$5,000. Participation in the SPP is entirely at your discretion. This opportunity is offered exclusively to all Eligible Shareholders – please refer to the attached information for details.

The price at which the new shares will be issued will be the lesser of:

$0.01 cents (which was the Placement Price); or
a 2.5% discount to the average market price (as defined in the ASX listing rules) of Iatia shares calculated over the last 5 days on which sales of Iatia's shares were recorded before the day on which the shares are issued.

The shares issued under the SPP will rank equally in every respect with existing fully paid ordinary shares in Iatia. No brokerage or other transaction costs will apply to purchases under the SPP. The Company will issue a parcel of new shares to each Eligible Shareholder who has made an application in accordance with the terms of the SPP (depending on the value of the parcel applied for by each Eligible Shareholder).

The offer is non-renounceable and this invitation cannot be sold or transferred. If you do not wish to participate in the SPP, you need not take any further action.

The SPP opens on Wednesday 3 June 2009 and is expected to close at 5.00 pm (AEST) on Tuesday 30 June 2009.

We at Iatia are excited about the Company’s QPI technology and growing base of applications. On behalf of the Board of Directors I invite you to participate in the Share Purchase Plan.

Yours sincerely,

Jim Short
Chairman
3 June 2009

Relevant links

Sample Share Purchase Plan documents mailed to Eligible Shareholders:

3 June 2009
Share Purchase Plan June 2009

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