August 30, 2022

Company Name: HEROZ, Inc.
Name of Representatives:
Takahiro Hayashi,
Co-Chief Executive Officer:
Stock Code: 4382, TSE Prime Market
Contact: Hiroya Mori,
Chief Financial Officer(Telephone: +81-3-6435-2495)

Notice: This document is an excerpt translation of the original Japanese document and is only for reference
purposes. In the event of any discrepancy between this translated document and the original Japanese
document, the latter shall prevail.

Notice of Acquisition of Shares of StrategIT, Inc. (Making it a Subsidiary)

HEROZ, Inc. (the “Company”) hereby announce that its Board of Directors, at a meeting held on August 29, haspassed a resolution to acquire shares of StrategIT, Inc. (hereinafter referred to as "StrategIT") to make it a subsidiaryof the Company.

1.

Reason for acquisition of shares
Based on the concept of "Surprise to your heart," the Company has provided AI-based services to make people'slives more convenient and enjoyable. Specifically, for individuals, its services are deployed on smartphones andtablet terminals as applications such as brain games, and for businesses, the Company has provided AI servicessuch as machine learning in various domains.
With the vision of contributing to management improvement by integrating "Strategy" and "IT" and the missionof "Bringing the power of SaaS to all companies," StrategIT develops systems for SaaS providers, operates SaaSlinked application stores, and provides SaaS implementation consulting services to fill in the gaps in the utilizationand value enhancement of SaaS.
While the SaaS market is a rapidly growing market, general users often use each SaaS product as a stand-alone
product, and it is expected that SaaS collaboration will become increasingly important in the future.
To provide new services in this situation, the Company has decided to acquire shares of StrategIT and make it
our subsidiary to support the growth of the SaaS market through "StrategIT's domain knowledge on SaaS
implementation and collaboration" and "our AI development know-how".

12.

Outline of the subsidiary to be transferred (StrategIT)
(1)

Name

StrategIT, Inc.

(2)

Location

Tosin Higashi-Kanda Bldg. 5F, 1-11-14 Higashi-Kanda, Chiyoda-ku, Tokyo

Job title and name of(3)Representative

Fumie Kato, President and Representative Director
Development of system integration (iPaaS) for SaaS providers(4)

Description of business

Development and operation of SaaS-connected app store
SaaS implementation consulting, ERP implementation support(5)

Share capital

24 million yen(6)Date of establishment

July 2, 2019

Major shareholders and(7)ownership ratios

Kei Tachihara

59.5%James Joshua EnriqueFirst Advisors Investment Partnership No. 3
CapitalRelationship between(8)

the Company and said
company

relationship
Personnel
relationship
Businessrelationship

(9)

17.0%
10.0%

Not applicableNot applicableNot applicableOperating results and financial condition of StrategIT for the past three years
As of / Fiscal year ended

June 2020

June 2021

June 2022

Net assets

33583

Total assets

35109

164

119.4

1,061.1

2373.2

Net sales

45176397

Operating income

11832

Ordinary income

01738

Net income

0

1126

19.4

353.7

741.2

－－－

Net assets per share(Yen)

Net income per share(Yen)Dividend per share (Yen)(Million of yen, unless otherwise noted)2

3.

Outline of the counterparty of the share acquisition(1)

NameKei Tachihara(2)

Address

Kawaguchi City, Saitama Prefecture

Relationship between(3)

the Company and said

There are no applicable capital, personal, or business relationships.

person(1)

NameJames Joshua Enrique(2)

Address

CA, USA

Relationship between(3)

the Company and said

There are no applicable capital, personal, or business relationships.

person(1)

NameFirst Advisors Investment Partnership No. 3(2)

Address

7-7-7 Roppongi, Minato-ku, Tokyo

Job title and name ofManaging partner, First Advisors Limited Liability Partnership

RepresentativePartner, Naotaka Kumagai

Main Businesses

Fund

(3)
(4)

Relationship between(5)the Company and said

There are no applicable capital, personal, or business relationships.

company

4.

Number of shares acquired, acquisition price and shareholding before and after acquisition

(1)

(2)

Number of shares held
before the change- shares(Numer of voting rights: - unit)(Ratio of voting rights held: -%)Number of shares to be

30,527 sharesacquired(Number of voting rights: 30,527 units)
Due to contractual confidentiality obligations, this information will not bedisclosed.

(3)

Acquisition price

The acquisition price was determined after careful scrutiny of its
appropriateness by the Company's Board of Directors, based on StrategIT'sbusiness plan.

(4)

Number of shares held
after the change

30,527 shares(Number of voting rights：30,527 units)(Ratio of voting rights held: 86.5％)

35.

Timetable(1)

Date of resolution at
the meeting of theAugust 29, 2022

Board of Directors(2)

Date of conclusion ofthe agreement(3)

Date of commencementof share transfer

6.

August 29, 2022

August 31, 2022(scheduled)

Future outlook
The Company plans to acquire shares of StrategIT and make it a consolidated subsidiary on August 31, 2022. As
a result of this share acquisition, the Company will disclose its consolidated financial statements. We are currently
examining the impact of this acquisition on our consolidated financial results for the fiscal year ending April 30,
2023, and will promptly announce any matters that need to be disclosed in the future.

4