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Notice  |  Sep 10, 2021

Notice Regarding Conclusion of
Capital and Business Alliance Agreement
with Morpho Inc.

Micware Co.,Ltd.
Kenji Narushima, President and Chairman
Hideaki Tokuhara,Executive Officer& General Manager of Operations Unit

We have acquired all the common stock of Morpho, Inc. ("Morpho") from H.U. Group Holdings, Inc. ("H.U. Group ") through over-the-counter trading. In response to this, we hereby announce that a capital and business alliance agreement("Agreement") with Morpho has been resolved at the board of directors meeting held on September 10, 2021, and the Agreement has been executed as of today.

Description

  1. Overview of the Capital and Business Alliance
    1. Background and Purpose

      The mobility business industry which we belong to is now facing drastic changes, such as responses to the SDGs (Sustainable Development Goals), curb emissions of greenhouse gas, and the development of automated driving technology in the business environment, which requires companies to adopt challenging management strategies. Under such circumstances, we have been performing our business by utilizing our extensive commercial achievements, experience, knowledge, and know-how in the development of embedded GPS-based in-vehicle systems and the development and provision of software and peripheral services for in-vehicle devices. Moreover, by concluding a strategic partnership with Morpho, who possesses advanced technologies and human resources related to digital image processing and artificially intelligent image recognition using Deep Learning, the two companies have entered into this Agreement for the purpose of further increasing the added value of software in the development of in-vehicle devices and realizing the joint creation of new businesses.

    2. About

      We entered into a capital alliance with Morpho by acquiring all of the shares of Morpho held by H.U. Group through over-the-counter trading. In response to this, our company and Morpho will form a business alliance in order to develop our businesses and increase corporate value. The two companies have agreed to promote the specific measures and conditions of this agreement through separate discussions and agreements in good faith.

  2. Overview of Morpho

    For an overview of Morpho, please refer to its annual securities report (Code: 3653 Market of the high-growth and emerging stocks of the Tokyo Stock Exchange).

  3. Future Prospects

    We believe that the Agreement will contribute to the further enhancement of our corporate value and the improvement of shareholder value, and will make sincere efforts to achieve this goal. We would like to ask for your continued support and patronage.