Document

This Management’s Discussion and Analysis (“MD&A”) provides a review of the results of operations, financial condition and cash flows for Alithya Group inc. for the three and six months ended September 30, 2025. References to “Alithya”, the “Company”, the “Group”, “we”, “our” and “us” in this MD&A refer to Alithya Group inc. and its subsidiaries or any one or more of them, unless the context requires otherwise. This document should be read in conjunction with the information contained in the Company’s interim condensed consolidated financial statements and accompanying notes for the three and six months ended September 30, 2025 and 2024 (the "Q2 Financial Statements"), as well as the audited consolidated financial statements and MD&A for the fiscal year ended March 31, 2025. These documents, as well as the Company's Annual Information Form, and additional information regarding the business of the Company, are available under the Company’s profile on the System for Electronic Document Analysis and Retrieval + (“SEDAR+”) at www.sedarplus.ca and the Electronic Data Gathering, Analysis and Retrieval system (“EDGAR”) at www.sec.gov.

For reporting purposes, the Company prepared the Q2 Financial Statements in Canadian dollars in accordance with IAS 34 - Interim Financial Reporting of International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). Unless otherwise indicated, all dollar (“$”) amounts and references in this MD&A are in Canadian dollars and references to “US$” are in U.S. dollars. Variances, ratios and percentage changes in this MD&A are based on unrounded numbers.

This MD&A contains both IFRS and non-IFRS financial measures. See section 5 titled “Non-IFRS and Other Financial Measures”. Certain totals, subtotals and percentages may not reconcile due to numbers rounding. Not applicable (“N/A”) is used to indicate that the percentage change between the current and prior year figures is not meaningful or if the percentage change exceeds 1,000%.

This MD&A contains statements that may constitute “forward-looking information” or "forward-looking statements" within the meaning of applicable Canadian securities laws and the U.S. Private Securities Litigation Reform Act of 1995 and other applicable U.S. safe harbours (collectively “forward-looking statements”). Statements that do not exclusively relate to historical facts, as well as statements relating to management’s expectations regarding the future growth, results of operations, performance and business prospects of Alithya, and other information related to Alithya’s business strategy and future plans or which refer to the characterizations of future events or circumstances represent forward-looking statements. Such statements often contain the words “anticipates,” “expects,” “intends,” “plans,” “predicts,” “believes,” “seeks,” “estimates,” “could,” “would,” “will,” “may,” “can,” “continue,” “potential,” “should,” “project,” “target,” and similar expressions and variations thereof, although not all forward-looking statements contain these identifying words.

Forward-looking statements in this MD&A include, among other things, information or statements about: (i) our ability to generate sufficient earnings to support our operations; (ii) our ability to take advantage of business opportunities and meet our goals set in our three-year strategic plan; (iii) our ability to maintain and develop our

business, including by broadening the scope of our service offerings, by leveraging artificial intelligence ("AI"), our geographic presence and our smart shore capabilities, our expertise, and our integrated offerings, and by entering into new contracts and penetrating new markets; (iv) our strategy, future operations, and prospects, including our expectations regarding future revenue resulting from bookings and backlog and providing stakeholders with long-term growing return on investment; (v) our ability to service our debt and raise additional capital; (vi) our estimates regarding our financial performance, including our revenues, profitability, costs and expenses, gross margins, liquidity, capital resources, and capital expenditures; (vii) our ability to identify suitable acquisition targets and realize the expected synergies or cost savings relating to the integration of acquired entities, and (viii) our ability to balance, meet and exceed the needs of our stakeholders.

Forward-looking statements are presented for the sole purpose of assisting investors and others in understanding Alithya’s objectives, strategies and business outlook as well as its anticipated operating environment and may not be appropriate for other purposes. Although management believes the expectations reflected in Alithya’s forward-looking statements were reasonable as at the date they were made, forward-looking statements are based on the opinions, assumptions and estimates of management and, as such, are subject to a variety of risks and uncertainties and other factors, many of which are beyond Alithya’s control, and which could cause actual events or results to differ materially from those expressed or implied in such statements. Such risks and uncertainties include but are not limited to those discussed in the section titled “Risks and Uncertainties” of the MD&A for the year ended March 31, 2025, as well as in Alithya’s other materials made public, including documents filed with Canadian and U.S. securities regulatory authorities from time to time and which are available on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov. Additional risks and uncertainties not currently known to Alithya or that Alithya currently deems to be immaterial could also have a material adverse effect on its financial position, financial performance, cash flows, business or reputation.

Forward-looking statements contained in this MD&A are qualified by these cautionary statements and are made only as of the date of this MD&A. Alithya expressly disclaims any obligation to update or alter any forward-looking statements, or the factors or assumptions underlying them, whether as a result of new information, future events or otherwise, except as required by applicable law. Investors are cautioned not to place undue reliance on forward-looking statements since actual results may vary materially from them.

With professionals in Canada, the U.S. and internationally, Alithya provides technology advisory services based on deep expertise in strategy and digital transformation. The Company guides and supports its clients in the pursuit of their business objectives, leveraging the latest innovations and delivery excellence in the application of digital technologies.

Alithya’s collective intelligence and expertise targets three main pillars: strategic consulting, enterprise transformation, and business enablement. With collaboration at the core of its business model, Alithya professionals identify optimal technology applications, including AI driven solutions, to deliver practical IT services and solutions to tackle complex business challenges for clients in the financial services, insurance, healthcare, manufacturing, government, energy, higher education, telecommunications, transportation and logistics, professional services, and other sectors. By developing industry-specific solutions and services

•Strategic Consulting: Alithya provides advisory services for digital strategy, organization performance, cybersecurity, enterprise architecture, and change management. Business outcomes in this area include refining business processes to reflect real-world scenarios; boosting systems security from cyberattacks; migrating critical applications and data to the cloud; understanding the optimal enterprise architecture approach; defining change management strategies; and facilitating project planning activities for software selections, strategic roadmaps, or agile/scrum delivery teams.

•Enterprise Transformation: Alithya has business transformation and enterprise applications implementation experience with enterprise resource planning (ERP), supply chain management (SCM), enterprise performance management (EPM), customer relationship management (CRM), and human capital management (HCM). Also, leveraging AI and machine learning technologies as a foundation, the Company provides transformational solutions and services for cloud infrastructure, custom applications development, legacy systems modernization, control/software engineering, data and analytics, and intelligent document processing. Alithya not only helps clients modernize enterprise applications through upgrades and the consolidation of multiple systems, but also helps to define overall technology ecosystems, to envision the use and impact of AI throughout an organization, and to build custom applications to address unique client needs.

•Business Enablement: Alithya offers ongoing paths to drive value through the provision of digital adoption and training, managed services, change enablement, and quality engineering. This practice area enables Alithya to move beyond advisory, implementations and project go-lives to provide ongoing value, including using AI to mine data for important insights for making faster, smarter business decisions; realizing a return on investment on digital projects by driving adoption and consumption of technology; helping clients to train and retain their workforce; bookending a change management strategy with a change enablement plan that converts visions into reality; and providing a routine, consistent way to test updates and fixes before deploying any new software products.

As a result, businesses increasingly seek solutions that support business processes and enable product and service customization. This imperative drives digital transformation efforts, pushing businesses to move beyond traditional IT systems toward adaptive, AI-enabled, and cloud-based digital technologies that offer agility, scalability, and innovation at speed.

Alithya believes it is well positioned to respond to evolving client priorities. Alithya’s business model is built on a philosophy of focusing on our clients’ complex business challenges, offering industry-focused solutions that leverage AI technologies, and enabling clients to realize maximum benefits from their digital technology investments. Alithya positions itself as an agile trusted advisor and partner capable of delivering rapid results for its clients.

Alithya’s competitors in each of its operating and reportable segments include systems integration firms, application software companies, cloud computing service providers, large or traditional consulting firms, professional services groups of computer equipment companies, infrastructure management and outsourcing companies and boutique digital companies. In addition, Alithya competes with numerous smaller local companies in the various geographic markets in which it operates.

Alithya competes based on the following principal differentiating factors: vision and strategic advisory ability, digital services capabilities, performance and reliability, quality of technical support, training and services, global presence, responsiveness to client needs, reputation and experience, financial stability, strong corporate governance and competitive pricing of services.

Alithya also relies on the following measures to compete effectively: (a) investments to scale its services practice areas; (b) a well-developed recruiting, training and retention model; (c) a successful service delivery model; (d) intrapreneurial culture and approach; (e) a broad referral base; (f) continual investment in process improvement and knowledge capture; (g) investment in infrastructure and research and development; (h) continued focus on responsiveness to client needs, quality of services and competitive prices; and (i) project management capabilities and technical expertise.

Alithya is on a journey to be recognized as the trusted technology advisor of its clients. By the end of the fiscal year ending March 31, 2027, management believes that the achievement of its new scale and scope would allow it to leverage its industry knowledge, geographic presence and global delivery model, expertise, integrated offerings, and its position on the value chain to target higher value IT segments.

Alithya aligns its offerings with the most pressing challenges being experienced within the sectors that it services, and in its ability to continuously reinforce the building blocks of trusted relationships with its clients, its people, its investors, and its partners. To ensure that it remains innovative and relevant, Alithya strives to meet or exceed the expectations of its stakeholders, including optimizing employee experience, assisting its clients in achieving their missions, and creating greater value for its investors.

◦Acquisitions: Alithya plans to acquire businesses to complement its current market presence as part of its North American and international expansion, while progressively adding major integrated enterprise solutions capabilities and selected specialized expertise, and increasing its smart shoring presence.

Alithya reports its financial results in accordance with IFRS. This MD&A includes certain non-IFRS and supplementary financial measures and ratios to assess Alithya's financial performance. These measures are provided as additional information to complement IFRS measures by providing further understanding of Alithya's results of operations from management's perspective. They do not have any standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other companies. They should be considered as supplemental in nature and not as a substitute for the related financial information prepared in accordance with IFRS. They are used to provide investors with additional insight into Alithya's operating performance and thus highlight trends in Alithya's business that may not otherwise be apparent when relying solely on IFRS measures.

“Adjusted Net Earnings” refers to net earnings (loss) before adjusting for amortization of intangibles, impairment of intangibles and goodwill, loss on disposal of property and equipment and right-of-use assets and (gain) loss on lease termination, share-based compensation, business acquisition, integration and reorganization costs, other non-recurring items, including severance consisting of termination and benefit costs for management personnel, and the income tax effects of these items.

Management believes that Adjusted Net Earnings and Adjusted Net Earnings per Share are useful measures for investors as they allow comparability of the financial performance of operating activities from one period to another, prior to taking into consideration non-cash items, business acquisition, integration and reorganization costs, and severance consisting of termination and benefit costs for management personnel, which can vary significantly from period to period. These measures provide an indication of the results generated by Alithya’s main business activities prior to taking into consideration the non-cash and other items listed above which have resulted primarily from acquisitions and their subsequent integrations. For a reconciliation of net earnings (loss) to Adjusted Net Earnings, see section 8.6 titled “Adjusted Net Earnings and Adjusted Net Earnings per Share”.

Management believes that EBITDA and EBITDA Margin are useful measures for investors as they provide an indication of the results generated by Alithya’s main business activities prior to taking into consideration how those activities are financed and taxed and also prior to taking into consideration non-cash depreciation and amortization. For a reconciliation of net earnings (loss) to EBITDA, see section 8.8 titled “EBITDA and Adjusted EBITDA”.

“Adjusted EBITDA” refers to net earnings (loss) before adjusting for income tax expense (recovery), net financial expenses, foreign exchange, amortization of intangibles, depreciation of property and equipment and right-of-use assets, impairment of intangibles and goodwill, loss on disposal of property and equipment and right-of-use assets and (gain) loss on lease termination, share-based compensation, business acquisition, integration and reorganization costs, and other non-recurring items, including severance consisting of termination and benefit costs for management personnel.

Management believes that Adjusted EBITDA and Adjusted EBITDA Margin are useful measures for investors as they allow comparability of the financial performance of operating activities from one period to another. These measures provide an indication of the results generated by Alithya’s main business activities prior to taking into consideration how those activities are financed and taxed and also prior to taking into consideration the non-cash and other items listed above. For a reconciliation of net earnings (loss) to Adjusted EBITDA, see section 8.8 titled “EBITDA and Adjusted EBITDA”.

“Constant Dollar Revenue” is a measure of revenue and revenue by geographic location before foreign currency translation impacts. This measure is calculated by translating current period revenue and revenue by geographic location in local currency using the exchange rates in the equivalent period from the prior year.

Management believes that Constant Dollar Revenue and Constant Dollar Growth are useful measures for investors as they allow revenue to be adjusted to exclude the impact of currency fluctuations to facilitate period-to-period comparisons of business performance. For a reconciliation of revenues to Constant Dollar Revenue by geographic location, see section 8.1 titled “Revenues”.

“Net Debt” refers to long-term debt, including the current portion, less cash. For the calculation of Net Debt, see section 11.6 titled “Long-Term Debt and Net Debt”. Management believes that Net Debt is a useful measure for investors as it provides an indication of the liquidity of the Company.

“Bookings” refers to the amount of signed revenue agreements during the period, which includes new contracts, including those acquired subsequent to the closing date of acquisitions, as well as renewals, extensions and changes to existing contracts. Management believes information regarding bookings can provide useful trend insight to investors regarding changes in the volume of new business over time.

“Book-to-Bill Ratio” is calculated by dividing Bookings by revenues, for the same period. Management believes this measure allows for the monitoring of the Company’s backlog and offers useful insight to investors on how the business varies and evolves over time. This measure is best used over a long period as it could fluctuate significantly from one quarter to the other.

“Backlog” refers to the amount of future revenue stemming from signed revenue agreements, which includes new contracts, including those acquired through acquisitions, as well as renewals, extensions and changes to existing contracts, including reductions in contractual commitments and contract terminations, expressed as a number of months of trailing twelve-month revenue, as at a given date. Backlog differs from the IFRS definition of remaining performance obligations, as disclosed in the Company's consolidated financial statements, as backlog also includes time and materials arrangements in which contractual billings correspond with the value of the services provided to the client and contracts with original expected durations under one year. Management believes that backlog information can provide useful trend insight to investors regarding changes in management’s best estimate of future revenue stemming from signed revenue agreements.

“Days Sales Outstanding” (“DSO”) refers to the average number of days it takes for the Company to convert its accounts receivable and other receivables (net of sales taxes) and unbilled revenues, less deferred revenues, into cash. Management believes this measure provides useful insight to investors regarding the Company's liquidity.


Results of Operations	For the three months ended September 30,				For the six months ended September 30,
(in $ thousands)	2025		2024		2025		2024
	$		$		$		$
Revenues	124,292		111,514		248,450		232,389
Gross Margin	42,780		34,128		82,573		72,658
Gross Margin as a Percentage of Revenues (1)	34.4	%	30.6	%	33.2	%	31.3	%
Selling, General and Administrative Expenses	31,296		25,869		61,869		57,528
Selling, General and Administrative Expenses as a Percentage of Revenues (1)	25.2	%	23.2	%	24.9	%	24.8	%
Net loss	(30,961)		(270)		(30,776)		(3,032)
Basic and Diluted Loss per Share	(0.32)		0.00		(0.31)		(0.03)
Adjusted Net Earnings (2)	9,467		5,260		15,986		10,206
Adjusted Net Earnings per Share (2)	0.10		0.05		0.16		0.11


Adjusted EBITDA (3)	12,788		9,298		24,417		19,356
Adjusted EBITDA Margin (3)	10.3	%	8.3	%	9.8	%	8.3	%


Shares, Stock Options and Share Units as at						November 12,
						2025
Subordinate Voting Shares						92,363,474
Multiple Voting Shares						7,326,880
Stock Options (6)						3,267,993
Deferred Share Units ("DSUs")						1,908,619
Restricted Share Units ("RSUs")						3,200,782
Performance Share Units ("PSUs")						3,834,503

(1) This is an other financial measure. Refer to section 5 titled "Non-IFRS and Other Financial Measures” for an explanation of the composition of this other financial measure.

(2) This is a non-IFRS financial measure. Refer to section 5 titled "Non-IFRS and Other Financial Measures” for an explanation of the composition and usefulness of this non-IFRS financial measure and to section 8.6 titled “Adjusted Net Earnings and Adjusted Net Earnings per Share” for a quantitative reconciliation to the most directly comparable IFRS measure.

(3) This is a non-IFRS financial measure. Refer to section 5 titled "Non-IFRS and Other Financial Measures" for an explanation of the composition and usefulness of this non-IFRS financial measure and to section 8.8 titled “EBITDA and Adjusted EBITDA” for a quantitative reconciliation to the most directly comparable IFRS measure.

(5) This is a non-IFRS financial measure. Refer to 5 titled "Non-IFRS and Other Financial Measures" for an explanation of the composition and usefulness of this non-IFRS financial measure and to section 11.6 titled Long-Term Debt and Net Debt” for a quantitative reconciliation to the most directly comparable IFRS measure and an explanation of the variance.

•Q2 Bookings(1) reached $90.9 million, which translated into a Book-to-Bill Ratio(1) of 0.73 for the quarter. The Book-to-Bill Ratio would have been 0.80 if revenues from the two long-term contracts signed as part of an acquisition in the first quarter of fiscal year 2022 were excluded. Backlog represented approximately 15 months of trailing twelve-month revenues as at September 30, 2025.

On May 31, 2025, the Company acquired all of the issued and outstanding shares of U.S.-based eVerge Interests, Inc. and its subsidiaries (“eVerge”) (the “eVerge Acquisition”), a group specialized in enterprise applications and transformation services. Management expects that eVerge’s expertise will complement its existing Oracle business, will increase its AI capabilities, and will reinforce it’s smart shoring capabilities.

The total preliminary purchase consideration, in the amount of US$20,357,000 ($27,974,000) once adjusted for working capital and other adjustments, consisted of: (i) US$7,557,000 ($10,385,000) paid in cash on closing; (ii) US$580,000 ($797,000) of holdback, included in accounts payable and accrued liabilities as at September 30, 2025; (iii) US$7,520,000 ($10,334,000) of balance of sale payable in two installments of US$3,760,000 ($5,167,000) on May 31st, 2026 and 2027 (each an "Anniversary Date"); and (iv) potential earn-out consideration of US$4,700,000 ($6,458,000), payable in two installments (50% within 90 days of the first Anniversary Date and 50% on the second Anniversary Date).

The total earn-out consideration of US$4,700,000 ($6,458,000) is contingent upon the future financial performance of the acquired business over the 12-month period following the acquisition date. The contingent consideration included in the purchase consideration is classified as a financial liability recorded at fair value through profit and loss and comprised an undiscounted scenario-based weighted average expected payout amount. The contingent consideration liability is included in Level 3 of the fair value hierarchy and will be remeasured at fair value at each reporting date. The fair value was determined using a scenario-based method, under which the Company identifies multiple outcomes, probability-weights the contingent consideration payoff under each outcome, and discounts the result to arrive at the expected present value of the contingent consideration. At acquisition date, the discount rate used was 17.8%.

Due to the short period of time between the acquisition date and reporting period, the determination of the fair value of intangible assets and earn-out consideration, closing adjustments and related deferred tax considerations is preliminary pending completion of selection and application of appropriate valuation techniques. Accordingly, the related preliminary values in the below allocation of the fair value of the assets acquired and the liabilities assumed and fair value of the earn-out consideration are subject to change within the measurement period, which could be significant. The eVerge Acquisition is being accounted for using the acquisition method.


	For the three months ended September 30,		For the six months ended September 30,
(in $ thousands, except for per share data)	2025	2024	2025	2024
	$	$	$	$
Revenues	124,292	111,514	248,450	232,389
Cost of revenues	81,512	77,386	165,877	159,731
Gross margin	42,780	34,128	82,573	72,658

Operating expenses
Selling, general and administrative expenses	31,296	25,869	61,869	57,528
Business acquisition, integration and reorganization costs (recovery)	(3,885)	549	(1,838)	1,332
Depreciation	978	1,102	2,043	2,197
Amortization of intangibles	5,317	4,635	10,272	9,279
Impairment of goodwill and intangibles	38,028	—	38,028	—
Foreign exchange (gain) loss	(469)	259	697	242
	71,265	32,414	111,071	70,578
Operating (loss) income	(28,485)	1,714	(28,498)	2,080
Net financial expenses	2,126	1,502	4,966	3,874


(Loss) earnings before income taxes	(30,611)	212	(33,464)	(1,794)
Income tax expense (recovery)
Current	486	195	788	299
Deferred	(136)	287	(3,476)	939
	350	482	(2,688)	1,238
Net loss	(30,961)	(270)	(30,776)	(3,032)
Basic and diluted loss per share	(0.32)	(0.00)	(0.31)	(0.03)


	For the three months ended September 30,					For the six months ended September 30,
(in $ thousands, except for percentages)	2025		2024	% (2)		2025		2024	%

Total Alithya revenue as reported	124,292		111,514	11.5	%	248,450		232,389	6.9	%
Variation prior to foreign currency impact	10.6	%				6.1	%
Foreign currency impact	0.9	%				0.8	%
Variation over previous period	11.5	%				6.9	%
Canada
Constant dollar revenue	55,243		59,642	(7.4)	%	114,849		124,777	(8.0)	%
Foreign currency impact	—					—
Canada revenue as reported	55,243		59,642	(7.4)	%	114,849		124,777	(8.0)	%
U.S.
Constant dollar revenue	62,542		46,808	33.6	%	121,325		97,516	24.4	%
Foreign currency impact	573					1,276
U.S. revenue as reported	63,115		46,808	34.8	%	122,601		97,516	25.7	%
International
Constant dollar revenue	5,527		5,064	9.1	%	10,283		10,096	1.9	%
Foreign currency impact	407					717
International revenue as reported	5,934		5,064	17.2	%	11,000		10,096	9.0	%

(1) Non-IFRS measure. See section 5 titled "Non-IFRS and Other Financial Measures” for an explanation of the composition and usefulness of this non-IFRS financial measure.

Revenues in Canada decreased by $4.4 million, or 7.4%, to $55.2 million for the three months ended September 30, 2025, from $59.6 million for the three months ended September 30, 2024. The decrease in revenues was due primarily to reduced revenues from government contracts and certain client projects reaching maturity, partially offset by revenues from the acquisition of XRM Vision Inc. and its subsidiaries on December 1, 2024 (the “XRM Acquisition”, “XRM Vision”), higher billing rates, and a continued recovery in the banking sector.

U.S. revenues increased by $16.3 million, or 34.8%, to $63.1 million for the three months ended September 30, 2025, from $46.8 million for the three months ended September 30, 2024, due primarily to organic growth in enterprise transformation services, higher billing rates in certain areas of the business, revenues from the eVerge Acquisition, and a favorable US$ exchange rate impact of $0.6 million between the two periods.

Revenues in Canada decreased by $10.0 million, or 8.0%, to $114.8 million for the six months ended September 30, 2025, from $124.8 million for the six months ended September 30, 2024. The decrease in revenues was due primarily to certain client projects reaching maturity, a reduction in revenues from government contracts, and one less billable day compared to the same period last year, partially offset by a recovery in the banking sector and revenues from XRM Vision.

U.S. revenues increased by $25.1 million, or 25.7%, to $122.6 million for the six months ended September 30, 2025, from $97.5 million for the six months ended September 30, 2024, due primarily to organic growth in enterprise transformation services, increased revenues from business enablement services, higher billing rates, revenues from eVerge since its acquisition on May 31, 2025, and a favorable US$ exchange rate impact of $1.3 million between the two periods.

Gross margin increased by $8.7 million, or 25.5%, to $42.8 million for the three months ended September 30, 2025, from $34.1 million for the three months ended September 30, 2024. Gross margin as a percentage of revenues increased to 34.4% for the three months ended September 30, 2025, from 30.6% for the three months ended September 30, 2024. On a sequential basis, gross margin as a percentage of revenues increased from 32.1% for the first quarter of this year, with all segments of the business contributing to this increase.

In Canada, gross margin as a percentage of revenues increased compared to the same quarter last year, mainly due to a positive margin contribution from XRM Vision, higher hourly billing rates, as a result of providing a greater proportion of higher-value services, a proportionally larger decrease in the use of subcontractors compared to permanent employees, and a slight increase in utilization rates. On a sequential basis, gross margin as a percentage of revenues increased, despite a decrease in revenues.

In Canada, gross margin as a percentage of revenues decreased slightly for the six months ended September 30, 2025, compared to the same period last year, mainly due to a slight decrease in utilization rates and tax credits, partially offset by a positive margin contribution from XRM Vision and a reduction in lower gross margin clients in favor of higher-value offerings.

Selling, general and administrative expenses include salary, wages and other benefits for selling and administrative employees, occupancy costs, information technology and communications costs, share-based compensation, professional fees, public listing and investor fees, and other administrative expenses.

Selling, general and administrative expenses totaled $31.3 million for the three months ended September 30, 2025, representing an increase of $5.4 million, or 20.8%, from $25.9 million for the three months ended September 30, 2024, including $2.7 million of expenses related to XRM Vision and eVerge. Selling, general and administrative expenses as a percentage of revenues amounted to 25.2% for the three months ended September 30, 2025, compared to 23.2% for the same period last year. The increase in selling, general and administrative expenses was mainly due to expenses from XRM Vision and eVerge, increased employee compensation costs, mainly stemming from variable compensation, and increased professional fees and share-based compensation, partially offset by decreased information technology and communications costs and business development costs.

In Canada, expenses increased by $2.9 million, or 23.0%, to $15.5 million for the three months ended September 30, 2025, from $12.6 million for the three months ended September 30, 2024, due primarily to increases in employee compensation costs, resulting mainly from variable compensation, professional fees, and $0.9 million expenses from XRM Vision, partially offset by decreased information technology and communications costs, recruiting fees, share-based compensation, training fees, and occupancy costs.

U.S. expenses increased by $2.4 million, or 19.7%, to $14.6 million for the three months ended September 30, 2025, from $12.2 million for the three months ended September 30, 2024, due primarily to $1.8 million expenses from eVerge and increases in employee compensation costs, resulting mainly from variable compensation, share-based compensation, recruiting fees, and occupancy costs, partially offset by decreased business development costs. The increased expenses include an unfavorable US$ exchange rate impact of $0.1 million.

Selling, general and administrative expenses totaled $61.9 million for the six months ended September 30, 2025, representing an increase of $4.4 million, or 7.7%, from $57.5 million for the six months ended September 30, 2024, including $4.4 million of expenses from XRM Vision and eVerge, since its acquisition on May 31, 2025. Selling, general and administrative expenses as a percentage of revenues amounted to 24.9% for the six months ended September 30, 2025, compared to 24.8% for the same period last year. The increase in selling, general and administrative expenses was driven mainly by expenses from XRM Vision and eVerge, since its acquisition on May 31, 2025, and increased professional fees and share-based compensation, partially offset by a decrease in employee compensation costs, resulting primarily from $1.5 million of severance consisting of termination and benefit costs for management personnel in the first quarter of last year, and decreased information technology and communications costs, business development, and travel costs.

Expenses in Canada increased by $3.8 million, or 13.1%, to $32.8 million for the six months ended September 30, 2025, from $29.0 million for the six months ended September 30, 2024, due primarily to $1.9 million expenses from XRM Vision, increased employee compensation costs, partially offset by severance consisting of termination and benefit costs for management personnel in the first quarter of last year, professional fees, and share-based compensation, partially offset by decreased information technology and communications costs, insurance costs, business development, and travel costs.

U.S. expenses increased by $0.4 million, or 1.5%, to $26.9 million for the six months ended September 30, 2025, from $26.5 million for the six months ended September 30, 2024, due primarily to $2.5 million expenses from eVerge, since its acquisition on May 31, 2025, and increased share-based compensation, partially offset by decreased employee compensation costs, including severance consisting of termination and benefit costs for management personnel in the first quarter of last year. The increased expenses include an unfavorable US$ exchange rate impact of $0.3 million.


	For the three months ended September 30,		For the six months ended September 30,
(in $ thousands)	2025	2024	2025	2024
	$	$	$	$
Stock options	(8)	19	50	69
Share purchase plan – employer contribution	342	343	670	687
Share-based compensation granted on business acquisitions	185	163	928	573
DSUs	178	182	391	364
RSUs	428	253	982	560
PSUs	179	79	655	471
	1,304	1,039	3,676	2,724

Share-based compensation amounted to $1.3 million for the three months ended September 30, 2025, representing an increase of $0.3 million, from $1.0 million for the three months ended September 30, 2024. The increase in share-based compensation was driven primarily by increased expenses related to RSUs and PSUs.

Share-based compensation amounted to $3.7 million for the six months ended September 30, 2025, representing an increase of $1.0 million, from $2.7 million for the six months ended September 30, 2024. The increase in share-based compensation was driven primarily by increased share-based compensation granted on the XRM Acquisition and increased expenses related to RSUs and PSUs.

Business acquisition, integration and reorganization recovery amounted to $3.9 million for the three months ended September 30, 2025, representing a change of $4.4 million, from a cost of $0.5 million for the three months ended September 30, 2024. The decrease was driven primarily by a $4.4 million gain from a change in fair value of contingent consideration related to the XRM Acquisition as a result of changes in estimates of profitability targets, net of a $0.3 million loss from a change in fair value of the contingent consideration related to the eVerge Acquisition, partially offset by a $0.2 increase in integration costs, consisting mainly of transition costs related to system integrations and lease termination costs for vacated premises.

Business acquisition, integration and reorganization recovery amounted to $1.8 million for the six months ended September 30, 2025, representing a change of $3.1 million, from a cost of $1.3 million for the six months ended September 30, 2024. The decrease was driven primarily by a $4.4 million gain from a change in fair value of contingent consideration related to the XRM Acquisition as a result of changes in estimates of profitability targets, net of a $0.3 million loss from a change in fair value of the contingent consideration related to the eVerge Acquisition, and a $0.2 million decrease in reorganization costs, mainly due to lower severance payments from workforce reductions, partially offset by a $0.9 million increase in acquisition costs, mainly consisting of professional fees incurred as part of the eVerge Acquisition, and a $0.4 million increase in integration costs, consisting mainly of transition costs related to system integrations and lease termination costs for vacated premises.

Depreciation totaled $1.0 million for the three months ended September 30, 2025 compared to $1.1 million for the the three months ended September 30, 2024. These costs consisted primarily of depreciation of right-of-use assets, which decreased by $0.1 million, and depreciation of Alithya’s property and equipment.

Depreciation totaled $2.0 million for the six months ended September 30, 2025, compared to $2.2 million for the six months ended September 30, 2024. These costs consisted primarily of depreciation of right-of-use assets, which decreased by $0.2 million, and depreciation of Alithya’s property and equipment.

Amortization of intangibles totaled $5.3 million for the three months ended September 30, 2025, compared to $4.6 million for the three months ended September 30, 2024. These costs consisted primarily of amortization of customer relationships recognized on acquisitions, which increased by $1.9 million following the XRM Vision and eVerge acquisitions, partially offset by decreased amortization of non-compete agreements and software, as certain intangibles were fully amortized compared to the same quarter last year.

Amortization of intangibles totaled $10.3 million for the six months ended September 30, 2025, compared to $9.3 million for the six months ended September 30, 2024. These costs consisted primarily of amortization of customer relationships recognized on acquisitions, which increased by $2.5 million following the XRM Vision and eVerge acquisitions, partially offset by decreased amortization of non-compete agreements and software, as certain intangibles were fully amortized compared to the same period year.

An impairment loss of $38.0 million was recognized during the three and six months ended September 30, 2025 on goodwill from the Canada and Industry Solutions CGUs. This resulted in an impairment loss on goodwill of $26.5 million for the Canada CGU and $9.7 million for the Industry Solutions CGU and in an impairment of intangibles of $1.8 million for the Industry Solutions CGU.

The carrying amounts of the Company's goodwill are reviewed for impairment when events or changes in circumstances indicate that the carrying value may be impaired. At each reporting date, the Company assesses whether there is any indication of impairment. During the three months ended September 30, 2025, management concluded that profitability targets not being achieved for the Canada and Industry Solutions CGUs constituted an indication of impairment.


	For the three months ended September 30,		For the six months ended September 30,
(in $ thousands)	2025	2024	2025	2024
	$	$	$	$
Interest on long-term debt	1,491	1,315	3,607	3,452
Interest on lease liabilities	89	113	186	237
Amortization of finance costs	57	55	114	132
Interest accretion on balances of purchase price payable	333	44	588	132
Financing fees	219	75	602	183
Interest income	(63)	(100)	(131)	(262)
	2,126	1,502	4,966	3,874

Net financial expenses amounted to $2.1 million for the three months ended September 30, 2025, representing an increase of $0.6 million, or 41.6%, from $1.5 million for the three months ended September 30, 2024, driven mainly by increased interest accretion on balances of purchase price payable, mainly from the XRM Vision and eVerge acquisitions, financing fees, and interest on long-term debt.

Net financial expenses amounted to $5.0 million for the six months ended September 30, 2025, representing an increase of $1.1 million, or 28.2%, from $3.9 million for the six months ended September 30, 2024 driven mainly by increased interest accretion on balances of purchase price payable, mainly from the XRM Vision and eVerge acquisitions, financing fees, and decreased interest income.

Income tax expense amounted to $0.4 million for the three months ended September 30, 2025, representing a decrease of $0.1 million, from $0.5 million for the three months ended September 30, 2024. The decrease in income tax expense resulted from the recognition of deferred tax assets related to losses in certain entities, partially offset by an increase in current income tax expense resulting from increased taxable income in certain jurisdictions. Certain entities of the Group, with a history of losses, do not recognize deferred tax assets related to their loss in the period.

Income tax recovery amounted to $2.7 million for the six months ended September 30, 2025, representing a change of $3.9 million, from an expense $1.2 million for the six months ended September 30, 2024. The increase in income tax recovery resulted from the recognition of deferred tax assets related to losses in certain entities and the recognition of a deferred tax asset, related to previous years' net operating losses of the Company that were previously not recognized, in the amount of $1.9 million, probable of being realized as a result of the deferred tax liability pursuant to the eVerge Acquisition. The increase was partially offset by an increase in current income tax expense resulting from increased taxable income in certain jurisdictions. Certain entities of the Group, with a history of losses, do not recognize deferred tax assets related to their loss in the period.

Net loss for the three months ended September 30, 2025 was $31.0 million, representing an increase of $30.7 million, from $0.3 million for the three months ended September 30, 2024. The increase was due primarily to the $38.0 million impairment of goodwill and intangibles, increased selling, general and administrative expenses, including $2.7 million of expenses related to XRM Vision and eVerge, increased amortization of intangibles, and increased net financial expenses, partially offset by increased gross margin, driven by higher revenues and positive contributions from the acquisitions of XRM Vision and eVerge, decreased business acquisition, integration and reorganization costs, due primarily to the $4.4 million gain from a change in fair value of contingent consideration related to the XRM Acquisition, decreased depreciation, increased foreign exchange gain, and decreased income tax expense for the three months ended September 30, 2025, compared to the three months ended September 30, 2024. On a per share basis, this translated into a basic and diluted loss per share of $0.32 for the three months ended September 30, 2025, compared to $0.00 per share for the three months ended September 30, 2024.

Net loss for the six months ended September 30, 2025 was $30.8 million, representing an increase of $27.8 million, from $3.0 million for the six months ended September 30, 2024. The increased loss was driven by the $38.0 million impairment of goodwill and intangibles, increased selling, general and administrative expenses, including $4.4 million of expenses related to XRM Vision and eVerge, increased amortization of intangibles, increased foreign exchange loss, and increased net financial expenses, partially offset by increased gross margin, driven by higher revenues and positive contributions from the acquisitions of XRM Vision and eVerge, decreased business acquisition, integration and reorganization costs, resulting primarily from a $4.4 million gain from a change in fair value of contingent consideration related to the XRM Acquisition, decreased depreciation, and increased income tax recovery for the six months ended September 30, 2025, compared to the six months ended September 30, 2024. On a per share basis, this translated into a basic and diluted loss per share of $0.31 for the six months ended September 30, 2025, compared to $0.03 per share for the six months ended September 30, 2024.


	For the three months ended September 30,		For the six months ended September 30,
(in $ thousands)	2025	2024	2025	2024
	$	$	$	$
Net loss	(30,961)	(270)	(30,776)	(3,032)
Business acquisition, integration and reorganization costs (recovery)	(3,885)	549	(1,838)	1,332
Amortization of intangibles	5,317	4,635	10,272	9,279
Share-based compensation	1,304	1,039	3,676	2,724
Impairment of goodwill and intangibles	38,028	—	38,028	—
Loss on disposal of property and equipment and right-of-use assets and loss on lease termination	—	—	37	—
Severance	—	—	—	1,502
Income tax related to deferred tax asset recognized on purchase price allocation	—	—	(1,948)	—
Effect of income tax related to above items	(336)	(693)	(1,465)	(1,599)
Adjusted Net Earnings (1)	9,467	5,260	15,986	10,206
Basic and diluted loss per share	(0.32)	(0.00)	(0.31)	(0.03)
Adjusted Net Earnings per Share (1)	0.10	0.05	0.16	0.11

(1) Non-IFRS measure. See section 5 titled "Non-IFRS and Other Financial Measures” for an explanation of the composition and usefulness of this non-IFRS financial measure.

Adjusted Net Earnings amounted to $9.5 million for the three months ended September 30, 2025, representing an increase of $4.2 million, or 80.0%, from $5.3 million for the three months ended September 30, 2024. As explained above, the increase was primarily due to increased gross margin, driven by higher revenues and positive contributions from the acquisitions of XRM Vision and eVerge, decreased depreciation of property and equipment, increased foreign exchange gain, and decreased income tax expense, partially offset by, increased selling, general and administrative expenses, including $2.7 million of expenses related to XRM Vision and eVerge, and increased net financial expenses. This translated into Adjusted Net Earnings per Share of $0.10 for the three months ended September 30, 2025, compared to $0.05 for the three months ended September 30, 2024.

Adjusted Net Earnings amounted to $16.0 million for the six months ended September 30, 2025, representing an increase of $5.8 million, or 56.6%, from $10.2 million for the six months ended September 30, 2024. As explained above, the increase was primarily due to increased gross margin, driven by higher revenues and positive contributions from the acquisitions of XRM Vision and eVerge, since its acquisition on May 31, 2025, decreased depreciation of property and equipment, and increased income tax recovery, partially offset by increased selling, general and administrative expenses, including $4.4 million of expenses related to XRM Vision and eVerge, increased foreign exchange loss, and increased net financial expenses. This translated into Adjusted Net Earnings per Share of $0.16 for the six months ended September 30, 2025, compared to $0.11 for the six months ended September 30, 2024.

Operating income by segment refers to operating income before head office general and administrative expenses, business acquisition, integration and reorganization costs, depreciation and amortization and foreign exchange loss (gain), which are not considered when assessing the underlying financial performance of the reportable segments as they are not directly related to the segment’s operations. Head office general and administrative expenses are expenses and salaries related to centralized functions, such as global finance, legal, human capital, and technology teams, which are not allocated to segments.


	For the three months ended September 30, 2025
(in $ thousands)	Canada	U.S.	International	Total
	$	$	$	$
Revenues	55,243	63,115	5,934	124,292

Cost of revenues and operating expenses
Employee compensation and subcontractor costs	47,021	45,737	4,995	97,753
Tax credits	(1,579)	—	—	(1,579)
Licenses and telecommunication	1,008	1,781	175	2,964
Other expenses	1,175	1,769	243	3,187
	47,625	49,287	5,413	102,325
Operating income by segment	7,618	13,828	521	21,967
Head office general and administrative expenses				10,483
Business acquisition, integration and reorganization costs (recovery) (a)				(3,885)
Foreign exchange gain				(469)
Operating income before depreciation, amortization and impairment				15,838
Depreciation and amortization				6,295
Impairment of goodwill and intangibles (b)				38,028
Operating loss				(28,485)


	For the three months ended September 30, 2024
(in $ thousands)	Canada	U.S.	International	Total
	$	$	$	$
Revenues	59,642	46,808	5,064	111,514

Cost of revenues and operating expenses
Employee compensation and subcontractor costs	50,879	36,123	4,236	91,238
Tax credits	(1,928)	—	(7)	(1,935)
Licenses and telecommunication	857	1,482	105	2,444
Other expenses	1,144	1,667	216	3,027
	50,952	39,272	4,550	94,774
Operating income by segment	8,690	7,536	514	16,740
Head office general and administrative expenses				8,481
Business acquisition, integration and reorganization costs				549
Foreign exchange loss				259
Operating income before depreciation and amortization				7,451
Depreciation and amortization				5,737

Operating income				1,714


	For the six months ended September 30, 2025
(in $ thousands)	Canada	U.S.	International	Total
	$	$	$	$
Revenues	114,849	122,601	11,000	248,450

Cost of revenues and operating expenses
Employee compensation and subcontractor costs	99,920	87,828	9,560	197,308
Tax credits	(2,974)	—	(86)	(3,060)
Licenses and telecommunication	2,026	3,414	351	5,791
Other expenses	2,361	3,316	455	6,132
	101,333	94,558	10,280	206,171
Operating income by segment	13,516	28,043	720	42,279
Head office general and administrative expenses				21,575
Business acquisition, integration and reorganization costs (recovery) (a)				(1,838)
Foreign exchange loss				697
Operating income before depreciation, amortization and impairment				21,845
Depreciation and amortization				12,315
Impairment of goodwill and intangibles (b)				38,028
Operating loss				(28,498)

(a) The change in fair value of the contingent consideration of $4,172,000 and the reorganization costs included in business acquisition, integration and reorganization costs recovery relate mostly to the Canada segment.


	For the six months ended September 30, 2024
(in $ thousands)	Canada	U.S.	International	Total
	$	$	$	$
Revenues	124,777	97,516	10,096	232,389

Cost of revenues and operating expenses
Employee compensation and subcontractor costs	106,108	74,783	8,820	189,711
Tax credits	(3,875)	—	(14)	(3,889)
Licenses and telecommunication	1,658	2,964	203	4,825
Other expenses	2,319	3,394	451	6,164
	106,210	81,141	9,460	196,811
Operating income by segment	18,567	16,375	636	35,578
Head office general and administrative expenses				20,448
Business acquisition, integration and reorganization costs (a)				1,332
Foreign exchange loss				242
Operating income before depreciation and amortization				13,556
Depreciation and amortization				11,476

Operating income				2,080

(a) The reorganization costs included in business acquisition, integration and reorganization costs mostly relate to the Canada segment.

Operating income by segment in Canada decreased by $1.1 million, or 12.3%, to $7.6 million for the three months ended September 30, 2025, from $8.7 million for the three months ended September 30, 2024, due to decreased revenues and tax credits, partially offset by decreased employee compensation and subcontractor costs and a positive margin contribution from XRM Vision.

Operating income by segment in the U.S. increased by $6.3 million, or 83.5%, to $13.8 million for the three months ended September 30, 2025, from $7.5 million for the three months ended September 30, 2024, primarily due to increased revenues and a positive margin contribution from eVerge, partially offset by increased employee compensation and subcontractor costs and increased licenses and telecommunication costs.

Operating income by segment in Canada decreased by $5.1 million, or 27.2%, to $13.5 million for the six months ended September 30, 2025, from $18.6 million for the six months ended September 30, 2024, primarily due to decreased revenues and tax credits, partially offset by decreased employee compensation and subcontractor costs and a positive margin contribution from XRM Vision.

Operating income by segment in the U.S. increased by $11.6 million, or 71.3%, to $28.0 million for the six months ended September 30, 2025, from $16.4 million for the six months ended September 30, 2024, primarily due to increased revenues and a positive margin contribution from eVerge since its acquisition on May 31, 2025, partially offset by increased employee compensation and subcontractor costs and increased licenses and telecommunication costs.

Operating income for the international segment increased by $0.1 million, or 13.2%, to $0.7 million for the six months ended September 30, 2025, from $0.6 million for the six months ended September 30, 2024, primarily due to increased revenues and tax credits, partially offset by increased employee compensation and subcontractor costs and licenses and telecommunication costs.


	For the three months ended September 30,				For the six months ended September 30,
(in $ thousands)	2025		2024		2025		2024
	$		$		$		$
Revenues	124,292		111,514		248,450		232,389
Net loss	(30,961)		(270)		(30,776)		(3,032)
Net financial expenses	2,126		1,502		4,966		3,874
Income tax expense (recovery)	350		482		(2,688)		1,238
Depreciation	978		1,102		2,043		2,197
Amortization of intangibles	5,317		4,635		10,272		9,279
EBITDA (1)	(22,190)		7,451		(16,183)		13,556
EBITDA Margin (1)	(17.9)	%	6.7	%	(6.5)	%	5.8	%
Adjusted for:
Foreign exchange (gain) loss	(469)		259		697		242
Share-based compensation	1,304		1,039		3,676		2,724
Business acquisition, integration and reorganization costs (recovery)	(3,885)		549		(1,838)		1,332


Impairment of goodwill and intangibles	38,028		—		38,028		—
Loss on disposal of property and equipment and intangible	—		—		37		—
Severance	—		—		—		1,502

Adjusted EBITDA (1)	12,788		9,298		24,417		19,356
Adjusted EBITDA Margin (1)	10.3	%	8.3	%	9.8	%	8.3	%

EBITDA amounted to a loss of $22.2 million for the three months ended September 30, 2025, representing a decrease of $29.7 million, from a positive EBITDA of $7.5 million for the three months ended September 30, 2024, due primarily to the impairment of goodwill and intangibles. EBITDA Margin was equal to (17.9)% for the three months ended September 30, 2025, compared to 6.7% for the three months ended September 30, 2024.

Adjusted EBITDA amounted to $12.8 million for the three months ended September 30, 2025, representing an increase of $3.5 million, or 37.5%, from $9.3 million for the three months ended September 30, 2024. As explained above, the increase was due primarily to increased gross margin, driven by higher revenues and positive contributions from the acquisitions of XRM Vision and eVerge, partially offset by increased selling, general and administrative expenses. Adjusted EBITDA Margin was 10.3% for the three months ended September 30, 2025, compared to 8.3% for the three months ended September 30, 2024.

EBITDA amounted to a loss of $16.2 million for the six months ended September 30, 2025, representing a decrease of $29.8 million, from a positive EBITDA of $13.6 million for the six months ended September 30, 2024, due primarily to the impairment of goodwill and intangibles. EBITDA Margin was equal to (6.5)% for the six months ended September 30, 2025, compared to 5.8% for the six months ended September 30, 2024.

Adjusted EBITDA amounted to $24.4 million for the six months ended September 30, 2025, representing an increase of $5.0 million, or 26.1%, from $19.4 million for the six months ended September 30, 2024. As explained above, the increase was due primarily to increased gross margin, driven by higher revenues and positive contributions from the acquisitions of XRM Vision and eVerge, partially offset by increased selling, general and administrative expenses. Adjusted EBITDA Margin was 9.8% for the six months ended September 30, 2025, compared to 8.3% for the six months ended September 30, 2024.

Bookings during the three months ended September 30, 2025 were $90.9 million, which translated into a Book-to-Bill Ratio of 0.73 for the quarter, compared to Bookings of $84.0 million and a Book-to-Bill Ratio of 0.75 for the same quarter last year. The Book-to-Bill Ratio would have been 0.80 if revenues from the two long-term contracts signed as part of an acquisition in the first quarter of fiscal year 2022 were excluded, compared to 0.85 for the same quarter last year. Bookings are affected by customer investment cycles and current economic conditions, causing some buyer hesitancy and longer sales cycles.

Bookings for the trailing twelve months amounted to $447.5 million as at September 30, 2025, which translated into a Book-to-Bill Ratio of 0.91, compared to Bookings of $441.7 million and a Book-to-Bill Ratio of 0.93 as at September 30, 2024. The Book-to-Bill Ratio would have been 1.01 if revenues from the two long-term contracts signed as part of an acquisition in the first quarter of fiscal year 2022 were excluded, compared to 1.06 as at September 30, 2024.

For the six months ended September 30, 2025, Bookings were $209.0 million, which translated into a Book-to-Bill ratio of 0.84, compared to Bookings of $182.2 million and a Book-to-Bill Ratio of 0.78 last year. The Book-to-Bill Ratio would have been 0.93 if revenues from the two long-term contracts signed as part of an acquisition in the first quarter of fiscal year 2022 were excluded, compared to 0.89 last year. Bookings are affected by customer investment cycles and current economic conditions, causing some buyer hesitancy and longer sales cycles.

Management believes information regarding Bookings can provide useful trend insight to investors regarding changes in the volume of new business over time. However, contracts typically provide termination clauses at the option of the customer. Furthermore, modifications of the scope of work and demand-driven usage may occur. As such, the amount of the contract actually realized could materially differ from the initial Bookings.

contracts typically provide termination clauses at the option of the customer. Furthermore, modifications of the scope of work and demand-driven usage may occur. There can also be no assurance that subsequent cancellations or scope adjustments will not occur, that the Backlog will ultimately result in earnings, or when the related revenues and earnings from such Backlog will be recognized. As such, the amount of the contract actually realized could materially differ from the amount included in Backlog at a given date.


As at	September 30,	March 31,
(in $ thousands)	2025	2025
	$	$
Current assets	154,466	145,705
Non-current assets	257,794	280,275
Total Assets	412,260	425,980

Current liabilities	108,898	117,528
Non-current liabilities	148,608	123,896
Total Liabilities	257,506	241,424
Shareholders' equity	154,754	184,556
Total Liabilities and Shareholders' Equity	412,260	425,980

The $13.7 million decrease in total assets was due primarily to a decrease of $18.8 million in goodwill, mainly due to the impairments of $26.5 million of goodwill in the Canada CGU and $9.7 million of goodwill in the Industry Solutions CGU, net of the addition of $20.0 million of goodwill from the eVerge Acquisition, and decreases of $5.7 million in intangibles due to amortization from the passage of time, partially offset by intangibles acquired in the eVerge Acquisition, $3.0 million in accounts receivable and other receivables, mainly due to higher invoicing in the end of last year from significant go-live projects and an unfavorable foreign exchange rate impact, partially offset by the addition of accounts receivable and other receivables from the eVerge Acquisition, and a $1.0 million decrease in right-of-use assets as the Company continues to reduce its footprint and realize synergies. These decreases were partially offset by increases of $10.3 million in unbilled revenues, mainly due to the timing of major client invoicing, $2.8 million in tax credits receivable due to the credits earned in the first two quarters of this year, and $1.9 million in cash.

The decrease in total liabilities and shareholders’ equity of $13.7 million consisted of a $16.1 million increase in liabilities, offset by a $29.8 million decrease in equity(1). The increase in total liabilities was due primarily to increases of $30.0 million in long-term debt, as discussed in Section 11.6, and $0.7 million in contingent consideration, including $4.8 million stemming from the eVerge Acquisition, partially offset by a $4.2 million change in fair value of contingent consideration mostly related to the XRM Acquisition. These increases were partially offset by decreases of $7.1 million in accounts payable and accrued liabilities, mainly due to the timing of payments, partially offset by the addition of holdbacks from the eVerge Acquisition, $4.5 million in deferred revenues, mainly due to the timing of invoicing, $1.9 million in lease liabilities, as the Company continues to reduce its footprint and realize synergies, and $1.1 million in deferred tax liabilities, mainly caused by the income tax recovery discussed in section 8.4.2.

Alithya’s ongoing operations and growth are financed through a combination of operating cash flows, borrowings under its existing credit facility, secured loans and subordinated unsecured loans, and the issuance of equity. Alithya seeks to maintain an optimal level of liquidity through the active management of its assets and liabilities, as well as its cash flows. The following table summarizes Alithya’s cash flow activities for the three and six months ended September 30, 2025 and 2024:


	For the three months ended September 30,		For the six months ended September 30,
(in $ thousands)	2025	2024	2025	2024
	$	$	$	$
Net cash from (used in) operating activities	1,055	2,982	(3,119)	19,678
Net cash used in investing activities	(244)	(433)	(10,215)	(672)
Net cash (used in) from financing activities	(2,289)	(966)	15,560	(15,508)
Effect of exchange rate changes on cash	203	14	(373)	72
Net change in cash	(1,275)	1,597	1,853	3,570
Cash, beginning of period	19,084	10,832	15,956	8,859
Cash, end of period	17,809	12,429	17,809	12,429

For the three months ended September 30, 2025, net cash from operating activities was $1.1 million, representing a decrease of $1.9 million, from $3.0 million for the three months ended September 30, 2024. The cash flows for the three months ended September 30, 2025 resulted primarily from the net loss of $31.0 million, plus $42.6 million of adjustments to the net loss, consisting of a $38.0 million impairment of goodwill and intangibles and other non-cash items such as depreciation and amortization and share-based compensation, and of net financial expenses, partially offset by a change in fair value of contingent consideration, realized foreign exchange gain, and deferred taxes, and by $10.6 million in unfavorable changes in non-cash working capital items. In comparison, the cash flows for the three months ended September 30, 2024 resulted primarily from the net loss of $0.3 million, plus $8.2 million of adjustments to the net loss, consisting primarily of non-cash items such as depreciation and amortization, share-based compensation, and deferred taxes, and of net financial expenses, partially offset by unrealized foreign exchange gain, and by $5.0 million in unfavorable changes in non-cash working capital items.

Unfavorable changes in non-cash working capital items of $10.6 million during the three months ended September 30, 2025 were due mainly to the timing of payments, collections, and invoicing and consisted primarily of a $4.2 million increase in accounts receivable and other receivables, a $4.8 million decrease in accounts payable and accrued liabilities, a $2.5 million increase in unbilled revenues, and a $1.6 million increase in tax credits receivable, partially offset by a $2.1 million increase in deferred revenues, a $0.3 million decrease in prepaids and a $0.1 million decrease in other assets. For the three months ended September 30, 2024, unfavorable changes in non-cash working capital items of $5.0 million were due mainly to the timing of payments, collections, and invoicing and consisted primarily of a $8.6 million increase in accounts receivable and other receivables, a $3.9 million decrease in accounts payable and accrued liabilities, and a

For the six months ended September 30, 2025, net cash used in operating activities was $3.1 million, representing a change of $22.8 million, from $19.7 million of cash generated for the six months ended September 30, 2024. The cash flows for the six months ended September 30, 2025 resulted primarily from the net loss of $30.8 million, plus $51.2 million of adjustments to the net loss, consisting of a $38.0 million impairment of goodwill and intangibles and other non-cash items such as depreciation and amortization, share-based compensation, unrealized foreign exchange loss, and loss on lease termination, and of net financial expenses, partially offset by a change in fair value of contingent consideration, deferred taxes, and realized foreign exchange gain, and $23.5 million in unfavorable changes in non-cash working capital items. In comparison, the cash flows for the six months ended September 30, 2024 resulted primarily from the net loss of $3.0 million, plus $18.3 million of adjustments to the net loss, consisting primarily of depreciation and amortization, share-based compensation, and deferred taxes, and of net financial expenses, and $4.4 million in favorable changes in non-cash working capital items.

Unfavorable changes in non-cash working capital items of $23.5 million during the six months ended September 30, 2025 consisted primarily of a $13.9 million decrease in accounts payable and accrued liabilities, a $10.5 million increase in unbilled revenues, a $4.4 million decrease in deferred revenues, and a $2.8 million increase in tax credits receivable, partially offset by a $7.3 million decrease in accounts receivable and other receivables, a $0.6 million decrease in prepaids, and a $0.1 million decrease in other assets. For the six months ended September 30, 2024, favorable changes in non-cash working capital items of $4.4 million consisted primarily of a $6.5 million decrease in accounts receivable and other receivables, a $5.9 million decrease in tax credits receivable, a $0.8 million decrease in other assets, and a $0.1 million decrease in unbilled revenues, partially offset by a $7.6 million decrease in accounts payable and accrued liabilities, and a $1.4 million decrease in deferred revenues.

For the three months ended September 30, 2025, net cash used in investing activities was $0.2 million, representing a decrease of $0.2 million, from $0.4 million for the three months ended September 30, 2024. The cash used in the three months ended September 30, 2025 and 2024 resulted primarily from purchases of property and equipment as part of the ordinary course of the business.

For the six months ended September 30, 2025, net cash used in investing activities was $10.2 million, representing an increase of $9.5 million, from $0.7 million for the six months ended September 30, 2024. The cash used in the six months ended September 30, 2025 consisted primarily of $9.5 million related to the eVerge Acquisition, net of cash acquired, and $0.7 million of purchases of property and equipment and intangibles as part of the ordinary course of business. In comparison, the cash used in the six months ended September 30, 2024 resulted primarily from purchases of property and equipment as part of the ordinary course of business.

For the three months ended September 30, 2025, net cash used in financing activities was $2.3 million, representing an increase of $1.3 million, from $1.0 million for the three months ended September 30, 2024. The cash flows for the three months ended September 30, 2025 resulted primarily from $10.3 million in repayments of the Credit Facility, a $4.3 million repayment of a balance of purchase price related to the acquisition of the Datum Consulting Group, LLC and its international affiliates (the “Datum Acquisition”) on July 1, 2022, $1.7 million in financial expenses paid, and $0.9 million in repayments of lease liabilities, partially offset by $15.0 million in advances on the Credit Facility, net of related transaction costs, as described in section 11.6. In comparison, the cash flows for the three months ended September 30, 2024 resulted primarily from $25.9 million in repayments of the Credit Facility, a $4.3 million repayment of a balance of purchase price related to the Datum Acquisition, $1.4 million in financial expenses paid, $1.2 million in repayments of lease liabilities, and $0.2 million in shares purchased for cancellation, partially offset by $32.0 million in advances on the Credit Facility, net of related transaction costs.

For the six months ended September 30, 2025, net cash from financing activities was $15.6 million, representing an increase of $31.1 million, from net cash used in financing activities of $15.5 million for the six months ended September 30, 2024. The cash flows for the six months ended September 30, 2025 resulted primarily from $43.4 million in advances on the Credit Facility, net of related transaction costs, as described in section 11.6, partially offset by $16.7 million in repayments of the Credit Facility, $4.3 million in financial expenses paid, a $4.3 million repayment of a balance of purchase price related to the Datum Acquisition, $2.3 million in repayments of lease liabilities, $0.2 million in repayments of other debt, and $0.2 million in Subordinate Voting Shares purchased on the open market by the Share Unit Plan's ("SUP") administrator in connection with the settlement of RSUs. In comparison, the cash flows for the six months ended September 30, 2024 resulted primarily from $62.2 million in repayments of the Credit Facility, an $8.5 million repayment of secured loans, a $4.3 million repayment of a balance of purchase price related to the Datum Acquisition, $3.6 million in financial expenses paid, $2.7 million in repayments of lease liabilities, and $0.4 million in shares purchased for cancellation, partially offset by $66.3 million in advances on the Credit Facility, net of related transaction costs.


As at	September 30,	March 31,
(in $ thousands)	2025	2025
	$	$
Cash	17,809	15,956
Availability under the senior secured revolving credit facility (1)	87,690	112,271
Availability under the operating credit facility (2)	2,783	2,876
	108,282	131,103

(1) Refer to section 11.6 titled "Long-Term Debt and Net Debt” for further details on the senior secured revolving credit facility.

the business, to maintain a flexible capital structure that optimizes the cost of capital at an acceptable risk level and preserves the ability to meet its financial obligations, to ensure sufficient liquidity to pursue its organic growth strategy and undertake selective acquisitions, and to provide returns on investment to shareholders.

As at September 30, 2025, the availability of additional capital resources of Alithya amounted to $108.3 million, consisting of cash and availability under its credit facilities, including the accordion provision. Management believes that the Company is well positioned to sustain its operations while maintaining adequate levels of liquidity.


As at	September 30,	March 31,
(in $ thousands)	2025	2025
	$	$
Senior secured revolving credit facility (the "Credit Facility") (a)	102,310	77,729

Subordinated unsecured loans (b)	20,000	20,000
Balance of purchase price payable with a nominal value as at March 31, 2025 of US$3,115,000 ($4,479,000), non-interest bearing (4.4% effective interest rate), matured on July 1, 2025	—	4,431
Balance of purchase price payable with a nominal value of $8,625,000, non-interest bearing (8.0% effective interest rate), payable in annual installments of $3,450,000 for the first and second anniversaries, and $1,725,000 for the third anniversary, maturing on December 1, 2027	8,020	7,718
Balance of purchase price payable with a nominal value of US$7,520,000 ($10,466,000), non-interest bearing (8.0% effective interest rate), payable in annual installments of US$3,760,000 ($5,233,000), maturing on May 31, 2027	9,574	—
Other debt	204	379
Unamortized transaction costs (net of accumulated amortization of $250,000 and $403,000)	(224)	(338)
	139,884	109,919
Current portion of long-term debt	8,581	8,059
	131,303	101,860

(a) The Credit Facility is available to a maximum amount of $140,000,000 which can be increased under an accordion provision to $190,000,000, under certain conditions, and can be drawn in Canadian dollars and the equivalent amount in U.S. dollars. It is available in prime rate advances, CORRA advances, SOFR advances and letters of credit of up to $2,500,000.

The advances bear interest at the Canadian or U.S. prime rate, plus an applicable margin ranging from 0.75% to 1.75%, or CORRA or SOFR rates, plus an applicable margin ranging from 2.00% to 3.00%, as applicable for Canadian and U.S. advances, respectively. The applicable margin is determined based on certain financial ratios. As security for the Credit Facility, Alithya provided a first ranking hypothec on the universality of its assets excluding any leased equipment and Investissement Québec’s first ranking lien on tax credits receivable for the

(b) The subordinated unsecured loans with Investissement Québec, in the amount of $20,000,000, mature on October 1, 2027 and are renewable for one additional year at the lender’s discretion. For the period up to November 1, 2025, the first $10,000,000 bears fixed interest rates ranging between 6.00% and 7.25% and the additional $10,000,000 bears interest ranging between 7.10% and 8.35%, determined and payable quarterly, based on certain financial ratios. Starting November 1, 2025, the total amount of $20,000,000 will bear variable interest rate at Canadian prime rate, plus an applicable margin ranging from 3.21% to 4.46%, determined and payable quarterly based on certain financial ratios.

Total long-term debt as at September 30, 2025 increased by $30.0 million, to $139.9 million, from $109.9 million as at March 31, 2025, despite a favorable US$ exchange rate impact of $2.1 million, due primarily to an increase of $26.7 million in amounts drawn under the Credit Facility, resulting primarily from the $10.4 million paid in cash on closing of the eVerge Acquisition, plus other closing fees, the repayment of a $4.3 million balance of purchase price payable related to the Datum Acquisition, and the addition of a $9.2 million balance of purchase price payable as part of the eVerge Acquisition, partially offset by the repayment of the balance of purchase price payable related to the Datum Acquisition, as mentioned above.

As at September 30, 2025, cash amounted to $17.8 million and $102.3 million was drawn under the Credit Facility and classified as long-term debt. In comparison, as at March 31, 2025, cash amounted to $16.0 million and $77.7 million was drawn under the Credit Facility and classified as long-term debt.


As at	September 30,	March 31,
(in $ thousands)	2025	2025
	$	$
Current portion of long-term debt	8,581	8,059
Non-current portion of long-term debt	131,303	101,860
Total long-term debt	139,884	109,919
Less:
Cash	17,809	15,956


Net Debt	122,075	93,963

(1) Non-IFRS measure. See section 5 titled "Non-IFRS and Other Financial Measures” for an explanation of the composition and usefulness of this non-IFRS financial measure.

Alithya is committed under the terms of contractual obligations which have various expiration dates, primarily for the rental of premises and technology licenses and infrastructure. Please refer to section 11.7 of Alithya's MD&A for the year ended March 31, 2025 for an overview of such obligations as at such date. There have been no material changes with respect to contractual obligations since March 31, 2025 outside of Alithya’s ordinary course of business.

Alithya uses off-balance sheet financing for operating commitments for technology licenses and infrastructure. Please refer to section 11.8 of Alithya's MD&A for the year ended March 31, 2025 and Note 15 of the annual audited consolidated financial statements for the same period for an overview of such arrangements as at such date. There have been no material changes with respect to off-balance sheet arrangements since March 31, 2025 outside of Alithya’s ordinary course of business.

On September 9, 2025, the Company’s Board of Directors authorized and subsequently the TSX approved the implementation of a NCIB. Under the NCIB, the Company is allowed to purchase for cancellation up to 5,939,183 Subordinate Voting Shares, representing 10% of the Company’s public float as of the close of markets on September 2, 2025.

The NCIB plan commenced on September 12, 2025 and will end on the earlier of September 11, 2026 and the date on which the Company will have acquired the maximum number of Subordinate Voting Shares allowable under the NCIB or will otherwise have decided not to make any further purchases. All purchases of Subordinate Voting Shares are made by means of open market transactions at their market price at the time of acquisition. Concurrently, the Company entered into an automatic share purchase plan (“ASPP”) with a designated broker in connection with its NCIB. The ASPP allows for the designated broker to purchase for cancellation Subordinate Voting Shares, on behalf of the Company, subject to certain trading parameters established, from time to time, by the Company.


	For the three months ended
(in $ thousands, except for per share data)	Dec 31,		Mar 31,		Jun 30,		Sep 30,		Dec 31,		Mar 31,		Jun 30,		Sep 30,
	2023		2024		2024		2024		2024		2025		2025		2025
Revenues	120,498		120,540		120,875		111,514		115,761		125,331		124,158		124,292
Cost of revenues	82,819		81,793		82,345		77,386		78,376		79,240		84,365		81,512
Gross margin	37,679		38,747		38,530		34,128		37,385		46,091		39,793		42,780
	31.3	%	32.1	%	31.9	%	30.6	%	32.3	%	36.8	%	32.1	%	34.4	%
Operating expenses
Selling, general and administrative expenses	29,521		29,608		31,659		25,869		28,814		29,739		30,573		31,296
Business acquisition, integration and reorganization costs (recovery)	1,030		(1,414)		783		549		(1,244)		(1,322)		2,047		(3,885)
Depreciation	1,444		1,303		1,095		1,102		1,168		1,158		1,065		978
Amortization of intangibles	5,299		4,795		4,644		4,635		4,810		4,837		4,955		5,317
Foreign exchange (gain) loss	(34)		152		(17)		259		(687)		187		1,166		(469)
Impairment of intangibles and goodwill	—		—		—		—		5,144		—		—		38,028
	37,260		34,444		38,164		32,414		38,005		34,599		39,806		71,265
Operating income (loss)	419		4,303		366		1,714		(620)		11,492		(13)		(28,485)
Net financial expenses	3,302		2,262		2,372		1,502		2,372		2,636		2,840		2,126


(Loss) earnings before income taxes	(2,883)		2,041		(2,006)		212		(2,992)		8,856		(2,853)		(30,611)
Income tax (recovery) expense	(346)		(257)		756		482		724		813		(3,038)		350
Net (loss) earnings	(2,537)		2,298		(2,762)		(270)		(3,716)		8,043		185		(30,961)
Basic and diluted (loss) earnings per share	(0.03)		0.02		(0.03)		(0.00)		(0.04)		0.08		0.00		(0.32)

Quarterly variances in Alithya's results can be attributed primarily to seasonality and customer investment cycles. The revenues generated by Alithya's consultants are impacted by the number of working days in a particular quarter, which can vary as a result of vacations and other paid time off and statutory holidays. Similarly, customer IT investment cycles are also affected by the seasonality of their own operations.

Over the eight-quarter period, revenues have generally increased mainly due to organic growth in certain areas of the business and business acquisitions in recent quarters despite variation in IT investments in the financial services sector and foreign exchange fluctuations. Gross margin as a percentage of revenues has generally followed an increasing trend, mainly due to higher billing rates, increased efficiencies and use of our smart shoring capabilities, improved project performance, and a steady migration towards higher value-added services in existing areas of the business and through business acquisitions. Selling, general and administrative expenses have fluctuated due to business acquisitions, net of synergies, and, in recent quarters, employee compensation expense, namely annual salary increases, variable compensation, and severance consisting of termination and benefit costs for management personnel. Selling, general and administrative expenses as a percentage of revenues have varied due to business acquisitions, cost structure reviews, and as a result of the variations in revenues discussed above. Other expenses, such as business acquisition, integration and reorganization costs, depreciation, amortization of intangibles, and net financial expenses, have also varied as a result of business acquisitions and the subsequent integration activities and requirements.

The preparation of Alithya’s interim condensed consolidated financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the amounts reported as assets, liabilities, income and expenses in the interim condensed consolidated financial statements. Actual results could differ from those estimates.

At the date of authorization of the interim condensed consolidated financial statements, certain new standards, amendments and interpretations, and improvements to existing standards have been published by the IASB but are not yet effective and have not been adopted early by the Company. Management anticipates that all the relevant pronouncements will be adopted in the first reporting period following the date of application. Information on new standards, amendments and interpretations, and improvements to existing standards, which could potentially impact the Company’s consolidated financial statements, are detailed as follows:

In May 2024, the IASB issued amendments to IFRS 9 – Financial Instruments and IFRS 7 – Financial Instruments: Disclosures. The standard amendments clarify the date of recognition and derecognition of some financial assets and liabilities, with a new exception for some financial liabilities settled through an electronic cash transfer system. Furthermore, they clarify the description of non-recourse assets and contractually linked instruments and they introduce additional disclosures for financial instruments with contractual terms that can change cash flows, and equity instruments classified at fair value through other comprehensive income. The amendments to IFRS 7 and IFRS 9 apply retrospectively and are effective for annual periods beginning on or after January 1, 2026, with earlier application permitted. The amendments to IFRS 7 and IFRS 9 will have no significant impact on the Company’s consolidated financial statements.

Alithya is subject to a number of risks and uncertainties and is affected by a number of factors which could have a material adverse effect on Alithya's financial position, financial performance, cash flows, business or reputation. These risks should be considered when evaluating an investment in Alithya and may, among other things, cause a decline in the price of the Subordinate Voting Shares.

Management is responsible for establishing and maintaining adequate disclosure controls and procedures (“DC&P”) which are designed to provide reasonable assurance that the material information relating to the Company is made known to the Chief Executive Officer and Chief Financial Officer by others, particularly during the period in which annual and interim filings are prepared, and that information required to be disclosed by the Company in its annual, interim filings or other reports filed or submitted by the Company under Canadian and U.S. securities laws is recorded, processed, summarized and reported within the time periods specified under those laws and the related rules. The effectiveness of these DC&P, as defined under National Instrument 52-109 – Issuers’ annual and interim filings (“NI 52-109”) adopted by Canadian securities regulators and in Rule 13a-15(e) and 15d-15(e) under the U.S. Securities Exchange Act of 1934, as amended, was evaluated under the supervision of and with the participation of the Company’s Chief Executive Officer and Interim Chief Financial Officer as at the end of the Company’s most recently completed financial year ended March 31, 2025. Based on such evaluation, the Chief Executive Officer and Interim Chief Financial Officer concluded that the Company’s DC&P were not effective as of March 31, 2025 due to the material weakness in internal control over financial reporting described below.

Management is also responsible for establishing and maintaining adequate internal control over financial reporting (“ICFR”), as defined under NI 52-109 adopted by Canadian securities regulators and in Rule 13a-15(f) and 15d-15(f) under the U.S. Securities Exchange Act of 1934, as amended. The Company’s ICFR are designed under the supervision of the Company’s Chief Executive Officer and Chief Financial Officer, and effected by management and other key employees, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS as issued by the IASB. The effectiveness of the Company’s ICFR was evaluated under the supervision of and with the participation of the Company’s Chief Executive Officer and Interim Chief Financial Officer as at the end of the Company’s most recently completed financial year ended March 31, 2025 based on the criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on such evaluation, the Chief Executive Officer and Interim Chief Financial Officer concluded that the Company’s ICFR was not effective as of March 31, 2025 due to the material weakness described below.

In connection with the Company’s evaluation of ICFR, management identified a material weakness related to the control activities in its revenue processes for fixed-fee and time and material arrangements applying the input method. Notwithstanding the existence of a material weakness, management has concluded that the Company’s interim condensed consolidated financial statements for the three and six months ended September 30, 2025 present fairly, in all material respects, the Company’s financial position, results of operations, changes in equity and cash flows in accordance with IFRS, and confirms that this material weakness did not result in (i) any material adjustments to the Company’s interim condensed consolidated financial statements for the three and six months ended September 30, 2025 and (ii) there were no changes to previously released financial results. However, as previously disclosed, because the material weakness creates a reasonable possibility that a material misstatement to our financial statements would not be prevented or detected on a timely basis, it was concluded that as of March 31, 2025, the Company’s ICFR was not effective.

As previously reported under the heading “Management’s Evaluation of Disclosure Controls and Procedures and Internal Control over Financial Reporting” in our MD&A for the fiscal year ended March 31, 2024, in connection with our assessment of the effectiveness of internal control over financial reporting as of March 31, 2024, we determined a material weakness existed related to the control activities in the Company's revenue processes.

During the fiscal year 2025, we prioritized training to control operators and fostered continuous improvement in our documentary evidence protocols. While there had been significant improvements throughout the 2025 fiscal year, our management is continuing to focus on remediation efforts such as to further improve control activities over the validation and documentation, at the required level of precision, of key assumptions applied in the expected labour cost to complete estimates used in the measure of progress to recognize revenues under fixed-fee and time and material arrangements applying the input method.

Management, with the oversight of the Audit and Risk Management Committee, continues to be committed to a strong internal control environment and intends to implement further remediation measures designed to ensure that the deficiencies in the Company’s ICFR that resulted in a material weakness are remediated. Although management expects that the remediation of deficiencies in key controls related to its revenue processes for fixed-fee and time and material arrangements applying the input method which resulted in the occurrence of a material weakness will be completed during the year ending March 31, 2026, there is no assurance as to when such remediation will be completed, nor if the remediation measures put in place will be effective to remediate such deficiencies. The material weakness will also not be considered fully remediated until the applicable internal controls operate for a sufficient period of time and management has concluded, through testing, that these internal controls are operating effectively.

The Company’s management has excluded from its assessment of the scope of the disclosure controls and procedures and internal control over financial reporting the controls, policies and procedures of eVerge, which was acquired on May 31, 2025, the operating results of which are included in the Q2 Financial Statements of the Company. The scope limitation is in accordance with NI 52‑109 adopted by Canadian securities regulators and existing SEC guidance, which allow an issuer to limit its design of internal controls over financial reporting and disclosure controls and procedures to exclude the controls, policies and procedures of a company acquired not more than 365 days before the end of the financial period to which the certificate relates.

Since the acquisition date, eVerge has contributed revenues of $11.7 million and generated net earnings of $2.8 million, excluding amortization on the intangible assets from the acquisition, change in fair value of contingent consideration, interest accretion and business acquisition costs. In addition, as at September 30, 2025, eVerge's current assets and current liabilities represented approximately 4.4% and 2.2% of consolidated current assets and consolidated current liabilities, respectively. Non-current assets, which exclude intangible assets and goodwill from the acquisition, and non-current liabilities represented approximately 0.04% and 1.3% of consolidated non-current assets and consolidated non-current liabilities, respectively. The amounts recognized for the assets acquired and liabilities assumed as at the date of the acquisition are described in Note 3 of the Q2 financial statements of the Company for the three and six months ended September 30, 2025.



Management’s Discussion and Analysis Alithya Group inc. For the three and six months ended September 30, 2025


			Page
1.		Basis of Presentation	2
2.		Forward-Looking Statements	2
3.		Business Overview	3
4.		Strategic Business Plan	5
5.		Non-IFRS and Other Financial Measures	7
6.		Financial Highlights	10
7.		Business Acquisition	13
8.		Results of Operations	14
	8.1	Revenues	15
	8.2	Gross Margin	16
	8.3	Operating Expenses	17
	8.4	Other Income and Expenses	21
	8.5	Net L oss and Loss per Share	22
	8.6	Adjusted Net Earnings and Adjusted Net Earnings per Share	23
	8.7	Segment Reporting	24
	8.8	EBITDA and Adjusted EBITDA	27
9.		Bookings and Backlog	28
10.		Financial Position	30
11.		Liquidity and Capital Resources	31
	11.1	Consolidated Statements of Cash Flows	31
	11.2	Cash Flows - Operating Activities	31
	11.3	Cash Flows - Investing Activities	32
	11.4	Cash Flows - Financing Activities	33
	11.5	Capital Resources	33
	11.6	Long-Term Debt and Net Debt	34
	11.7	Contractual Obligations	36
	11.8	Off-Balance Sheet Arrangements	36
12.		Share Capital	36
	12.1	Normal Course Issuer Bid	36



13.		Eight Quarter Summary	37
14.		Critical Accounting Estimates	38


15.		New Accounting Standards and Interpretations Issued but Not Yet Effective	38
16.		Risks and Uncertainties	39
17.		Management’s Evaluation of Disclosure Controls and Procedures and Internal Control over Financial Reporting	40


Management’s Discussion and Analysis
For the three and six months ended September 30, 2025


Other	September 30,	March 31,
(in $ thousands, except Backlog and DSO)	2025	2025
	$	$
Total Assets	412,260	425,980
Non-Current Financial Liabilities (4)	138,503	112,668
Total Long-Term Debt	139,884	109,919
Net Debt (5)	122,075	93,963

Backlog (1)	14 months	16 months
DSO (1)	59 days	50 days


Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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Management’s Discussion and Analysis
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