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6-K

Alithya Group inc (ALYAF)

6-K 2025-11-14 For: 2025-09-30
View Original
Added on July 04, 2026

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of: November 2025

Commission File Number: 001-38705

ALITHYA GROUP INC.

(Translation of Registrant’s name into English)

700, René-Lévesque Boulevard West, Suite 400

Montréal, Québec, Canada H3B 1X8

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F    ☐                Form 40-F    ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):    ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):    ☐

This Form 6-K shall be deemed incorporated by reference in the Registrant’s Registration Statements on Form S-8, Reg. Nos. 333-228487 and 333-265666.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ALITHYA GROUP INC.
/s/ David Torralbo
Name: David Torralbo
Title: Interim Chief Legal Officer and Corporate Secretary
Date: November 14, 2025

EXHIBIT INDEX

99.1 Interim Condensed Consolidated Financial Statements of Alithya Group inc. for thethreemonths endedSeptember30, 2025
99.2 Management’s Discussion and Analysis of Financial Condition and Results of Operations for thethreemonths endedSeptember30, 2025
99.3 Chief Executive Officer Certification of Interim Filings
99.4 Chief Financial Officer Certification of Interim Filings

Document

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Interim Condensed Consolidated<br><br>Financial Statements<br><br>of Alithya Group inc.<br><br><br><br>For the three and six months ended September 30, 2025 and 2024<br><br>(unaudited)

Exhibit 99.1

TABLE OF CONTENTS

Interim ConsolidatedStatements of Operations and Comprehensive Loss 2
Interim ConsolidatedStatements of Financial Position 3
Interim ConsolidatedStatements of Changes in Shareholders’ Equity 4
Interim ConsolidatedStatements of Cash Flows 5
Notes to Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024
1. Governing statutes and nature of operations 6
2. Basis of preparation 6
3. Business acquisition 8
4. Intangibles 11
5. Goodwill 12
6. Contingentconsideration 13
7. Long-term debt 14
8. Share capital 15
9. Share-based compensation 16
10. Lossper share 18
11. Additional information on consolidatedloss 19
12. Business acquisition, integration and reorganization costs (recovery) 20
13. Net financial expenses 20
14. Supplementary cash flow information 21
15. Segment information 21
16. Financial instruments 25

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

For the three months ended September 30, For the six months ended September 30,
(in thousands of Canadian dollars, except per share data) (unaudited) 2025 2024 2025 2024
Notes $ $ $ $
Revenues 15 124,292 111,514 248,450 232,389
Cost of revenues 11 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 11 31,296 25,869 61,869 57,528
Business acquisition, integration and reorganization costs (recovery) 12 (3,885) 549 (1,838) 1,332
Depreciation 11 978 1,102 2,043 2,197
Amortization of intangibles 4 5,317 4,635 10,272 9,279
Impairment of goodwill and intangibles 4,5 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 13 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)
Other comprehensive income (loss)
Items that may be classified subsequently to profit or loss
Cumulative translation adjustment on consolidation of foreign subsidiaries 991 (330) (1,374) 215
991 (330) (1,374) 215
Comprehensive loss (29,970) (600) (32,150) (2,817)
Basic and diluted loss per share 10 (0.32) (0.00) (0.31) (0.03)

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 2

INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

As at September 30, March 31,
(in thousands of Canadian dollars) (unaudited) 2025 2025
Notes $ $
Assets
Current assets
Cash 17,809 15,956
Accounts receivable and other receivables 92,247 95,270
Unbilled revenues 25,112 14,803
Tax credits receivable 10,925 10,996
Prepaids 8,373 8,680
154,466 145,705
Non-current assets
Tax credits receivable 12,898 9,979
Other assets 1,185 1,327
Property and equipment 3,701 3,960
Right-of-use assets 3,327 4,277
Intangibles 4 68,780 74,450
Deferred tax assets 5,324 4,875
Goodwill 5 162,579 181,407
412,260 425,980
Liabilities and Shareholders' Equity
Current liabilities
Accounts payable and accrued liabilities 73,826 80,899
Deferred revenues 20,560 25,024
Current portion of lease liabilities 2,231 3,546
Current portion of long-term debt 7 8,581 8,059
Current portion of contingent consideration 6 3,700
108,898 117,528
Non-current liabilities
Contingent consideration 6 2,365 5,359
Long-term debt 7 131,303 101,860
Lease liabilities 4,835 5,449
Deferred tax liabilities 10,105 11,228
257,506 241,424
Shareholders' equity
Share capital 8 318,648 316,685
Deficit (185,018) (155,075)
Accumulated other comprehensive income 6,624 7,998
Contributed surplus 14,500 14,948
154,754 184,556
412,260 425,980

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 3

INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

For the six months ended September 30,<br><br>(in thousands of Canadian dollars, except share data) (unaudited)
Notes Shares<br>issued Share capital Deficit Accumulated other<br>comprehensive<br>income Contributed<br>surplus Total
Number $ $ $ $ $
Balance as at March 31, 2025 99,305,100 316,685 (155,075) 7,998 14,948 184,556
Net loss (30,776) (30,776)
Other comprehensive loss (1,374) (1,374)
Total comprehensive loss (30,776) (1,374) (32,150)
Share-based compensation 9 2,078 2,078
Share-based compensation granted on business acquisitions 9 928 928
Issuance of Subordinate Voting Shares pursuant to vesting of share-based compensation granted on business acquisitions 8 622,420 1,966 (1,966)
Issuance of Multiple Voting Shares from exercise of stock options 8,9 52,632 178 (78) 100
Shares purchased for cancellation 8 (30,345) (103) 53 (50)
Shares purchased for settlement of RSUs 8 (78,486) (266) 71 (195)
Delivery of Subordinate Voting Shares upon settlement of RSUs 8,9 78,486 188 (248) (60)
Change from equity-settled to cash-settled DSUs (453) (453)
Transfer upon forfeiture and cancellation of PSUs 709 (709)
Total contributions by, and distributions to, shareholders 644,707 1,963 833 (448) 2,348
Balance as at September 30, 2025 99,949,807 318,648 (185,018) 6,624 14,500 154,754
Balance as at March 31, 2024 95,415,248 312,409 (157,370) 4,606 15,559 175,204
Net loss (3,032) (3,032)
Other comprehensive income 215 215
Total comprehensive (loss) income (3,032) 215 (2,817)
Share-based compensation 1,464 1,464
Share-based compensation granted on business acquisition 573 573
Issuance of Subordinate Voting Shares pursuant to vesting of share-based compensation granted on business acquisitions 622,420 1,971 (1,971)
Shares purchased for cancellation (205,483) (717) 315 (402)
Shares purchased for settlement of RSUs (63,856) (223) 85 (138)
Delivery of Subordinate Voting Shares upon settlement of RSUs 63,856 159 (245) (86)
Total contributions by, and distributions to, shareholders 416,937 1,190 400 (179) 1,411
Balance as at September 30, 2024 95,832,185 313,599 (160,002) 4,821 15,380 173,798

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 4

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

For the three months ended September 30, For the six months ended September 30,
(in thousands of Canadian dollars) (unaudited) 2025 2024 2025 2024
Notes $ $ $ $
Operating activities
Net loss (30,961) (270) (30,776) (3,032)
Adjustments for:
Depreciation and amortization 6,295 5,737 12,315 11,476
Change in fair value of contingent consideration 12 (4,172) (4,172)
Net financial expenses 13 2,126 1,502 4,966 3,874
Share-based compensation 9 962 696 3,006 2,037
Unrealized foreign exchange (gain) loss (39) (63) 737 (117)
Realized foreign exchange (gain) loss on repayment of long-term debt (418) 72 (457) 126
Impairment of goodwill and intangibles 4,5 38,028 38,028
Loss on disposal of property and equipment and intangible 11 37
Loss on lease termination 208
Deferred taxes (136) 287 (3,476) 939
11,685 7,961 20,416 15,303
Changes in non-cash working capital items 14 (10,630) (4,979) (23,535) 4,375
Net cash from (used in) operating activities 1,055 2,982 (3,119) 19,678
Investing activities
Additions to property and equipment (212) (369) (624) (608)
Additions to intangibles 4 (32) (64) (97) (64)
Business acquisition, net of cash acquired 3 (9,494)
Net cash used in investing activities (244) (433) (10,215) (672)
Financing activities
Advances on the Credit Facility, net of related transaction costs 15,000 32,038 43,385 66,332
Repayment of the Credit Facility (10,254) (25,905) (16,654) (62,173)
Repayment of secured loans (8,537)
Repayment of balance of purchase price (4,262) (4,268) (4,262) (4,268)
Repayment of other debt (88) (175)
Repayment of lease liabilities, including lease termination costs (899) (1,198) (2,265) (2,712)
Withholding taxes paid pursuant to the settlement of RSUs 9 (60)
Exercise of stock options 8 100
Shares purchased for settlement of RSUs 8 (195) (138)
Shares purchased for cancellation 8 (50) (230) (50) (402)
Financial expenses paid 13 (1,736) (1,403) (4,264) (3,610)
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
Cash paid (included in cash flow from (used in) operating activities)
Income taxes paid 431 139 1,377 355

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 5

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. GOVERNING STATUTES AND NATURE OF OPERATIONS

Alithya Group inc. (together with its subsidiaries, “Alithya” or the “Company”) is a professional services firm providing IT services and solutions through the optimal use of digital technologies in the areas of strategic consulting, enterprise transformation and business enablement.

The Company’s Class A subordinate voting shares (the “Subordinate Voting Shares”) trade on the Toronto Stock Exchange (“TSX”) under the symbol “ALYA”.

The Company’s head office is located at 700, René Lévesque West Blvd, Suite 400, Montréal, Québec, Canada, H3B 1X8.

  1. BASIS OF PREPARATION

Statement of Compliance

These interim condensed consolidated financial statements have been prepared in accordance with IAS 34 - Interim Financial Reporting. They do not include all of the information required in annual financial statements in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board, and should be read in conjunction with the annual audited consolidated financial statements for the year ended March 31, 2025. The Company applied the accounting policies adopted in its most recent annual audited consolidated financial statements for the year ended March 31, 2025, except for changes as detailed below.

These interim condensed consolidated financial statements were approved and authorized for issue by the Board of Directors (the “Board”) on November 13, 2025.

Basis of Measurement

These interim condensed consolidated financial statements have been prepared under the historical cost basis except for:

•Identifiable assets acquired and liabilities and contingent liabilities resulting from a business acquisition, which are generally measured initially at their fair values at the acquisition date and contingent purchase considerations which are measured at the acquisition date and subsequently at fair value;

•Lease obligations, which are initially measured at the present value of the lease payments that are not paid at the lease commencement date;

•Equity classified share-based payment arrangements which are measured at fair value at grant date pursuant to IFRS 2, Share-Based Payment; and

•Liabilities for cash-settled share-based payment arrangements which are initially and subsequently measured at fair value.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 6

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. BASIS OF PREPARATION (CONT’D)

NEW ACCOUNTING STANDARDS AND INTERPRETATIONS ISSUED BUT NOT YET EFFECTIVE

At the date of authorization of these 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:

IFRS 7 and IFRS 9 - Classification and measurement of Financial Instruments

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.

IFRS 18 - Presentation and Disclosures in Financial Statements

On April 9, 2024, the IASB published the new IFRS 18 – Presentation and Disclosures in Financial Statements that will replace IAS 1 – Presentation of Financial Statements.

IFRS 18 covers four main areas:

•Introduction of defined subtotals and categories in the statement of profit or loss;

•Introduction of requirements to improve aggregation and disaggregation;

•Introduction of disclosures about management-defined performance measures (MPMs) in the notes to the financial statements; and

•Targeted improvements to the statement of cash flows by amending IAS 7 – Statement of Cash Flows.

IFRS 18 applies retrospectively and is effective for annual periods beginning on or after January 1, 2027, with earlier application permitted. Management is currently evaluating the impact of the amendment on its consolidated financial statements.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 7

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. BUSINESS ACQUISITION

eVerge

Overview

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 eVerge Acquisition was completed for total consideration of US$23,500,000 ($32,292,000), before working capital and other adjustments, all payable in cash.

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 final purchase consideration could be adjusted based on post-closing conditions related to revenues and gross margin.

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 and six months ended September 30, 2025, the Company incurred acquisition-related costs pertaining to the eVerge Acquisition of approximately $13,000 and $883,000, respectively. These costs have been recorded in the interim consolidated statement of operations in business acquisition, integration and reorganization costs.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 8

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. BUSINESS ACQUISITION (CONT’D)

Purchase Price Allocation

The allocation of the fair value of the assets acquired and the liabilities assumed is detailed as follows:

Acquisition of eVerge
$
Current assets
Cash 891
Accounts receivable and other receivables 5,376
Prepaids 339
6,606
Non-current assets
Property and equipment 62
Intangibles (note 4) 7,376
Goodwill (note 5) 20,025
Total assets acquired 34,069
Current liabilities
Accounts payable and accrued liabilities 6,448
Income taxes payable 31
Deferred revenue 431
6,910
Non-current liabilities
Deferred tax liabilities 1,948
Total liabilities assumed 8,858
Net assets acquired 25,211

Goodwill

The goodwill recognized consists mainly of the future economic value attributable to the profitability of the acquired business, as well as its workforce and expected synergies from the integration of eVerge into the Company's existing business. The Company does not expect the goodwill to be deductible for income tax purposes.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 9

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. BUSINESS ACQUISITION (CONT’D)

Purchase consideration

The following table summarizes the acquisition date fair value of each class of purchase consideration as follows:

Acquisition of eVerge
$
Cash consideration 10,385
Holdback presented in accounts payable and accrued liabilities 797
Balance of purchase price payable with a nominal value of US$7,520,000 ($10,334,000) (note 7) (a) 9,214
Contingent consideration of US$4,700,000 ($6,458,000), recorded at fair value (a) 4,815
Total purchase consideration 25,211

a) Non-cash financing activities

eVerge’s contribution to the Company’s results

For the three months ended September 30, 2025, the eVerge business contributed revenues of approximately $8,611,000 and a loss before income taxes in the amount of $314,000, including amortization, primarily related to the acquired customer relationships, of $1,864,000, change in fair value of contingent consideration of $272,000, interest accretion of $180,000 and business acquisition costs of $13,000 (note 12).

For the six months ended September 30, 2025, the eVerge business contributed revenues of approximately $11,676,000, and a loss before income taxes in the amount of $1,205,000, including amortization, primarily related to the acquired customer relationships, of $2,482,000, change in fair value of contingent consideration of $272,000, interest accretion of $240,000 and business acquisition costs of $883,000 (note 12).

If the acquisition had occurred on April 1, 2025, the Company’s pro-forma consolidated revenues and loss before income taxes would have been $254,703,000 and $33,630,000, respectively, for the six months ended September 30, 2025. These amounts have been calculated using eVerge’s results and adjusting for:

•differences in accounting policies between the Company and eVerge;

•the removal of transaction costs incurred by eVerge from April 1, 2025 to May 31, 2025; and

•the additional amortization that would have been charged assuming the fair value adjustments to intangibles had been applied from April 1, 2025.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 10

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. INTANGIBLES
As at September 30, 2025 March 31, 2025
Customer relationships Software Tradenames (a) Non-compete agreements Total Customer<br>relationships Software Tradenames (a) Non-compete agreements Total
$ $ $ $ $ $ $ $ $ $
Opening cost 175,492 16,833 3,020 8,806 204,151 163,297 15,866 2,844 7,738 189,745
Additions, purchased 116 116
Additions through business acquisition (note 3) 7,008 24 344 7,376 7,800 300 1,600 9,700
Additions, internally generated 97 97 123 123
Disposals / retirements (46) (46) (424) (338) (810) (1,572)
Foreign currency translation adjustment (2,570) (426) (97) (149) (3,242) 4,819 766 176 278 6,039
Ending cost 179,930 16,482 2,923 9,001 208,336 175,492 16,833 3,020 8,806 204,151
Opening accumulated amortization 107,441 15,206 7,054 129,701 91,530 10,578 6,364 108,472
Amortization 8,924 1,110 238 10,272 13,321 4,361 1,244 18,926
Impairment loss (note 5) 1,072 733 1,805
Disposals / retirements (424) (338) (810) (1,572)
Foreign currency translation adjustment (1,700) (383) 5 (144) (2,222) 3,014 605 256 3,875
Ending accumulated amortization 115,737 15,933 738 7,148 139,556 107,441 15,206 7,054 129,701
Net carrying amount 64,193 549 2,185 1,853 68,780 68,051 1,627 3,020 1,752 74,450

(a) Tradenames are allocated to the Industry Solutions CGU for the purpose of impairment testing.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 11

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. GOODWILL
As at September 30, 2025
Canada France EPM-US ERP-US ERP-CAN Industry Solutions Not allocated Total
$ $ $ $ $ $ $ $
Beginning balance 78,405 143 10,196 67,893 10,108 14,662 181,407
Allocation (a) 14,662 (14,662)
Business acquisition (note 3) 20,025 20,025
Impairment loss (26,500) (9,723) (36,223)
Foreign currency translation adjustment 7 (71) (2,181) (385) (2,630)
Net carrying amount 51,905 150 30,150 65,712 14,662 162,579 As at March 31, 2025
--- --- --- --- --- --- --- --- ---
Canada France EPM-US ERP-US ERP-CAN Industry Solutions Not allocated Total
$ $ $ $ $ $ $ $
Beginning balance 78,405 135 9,603 63,941 14,409 166,493
Business acquisition 14,662 14,662
Impairment loss (5,144) (5,144)
Foreign currency translation adjustment 8 593 3,952 843 5,396
Net carrying amount 78,405 143 10,196 67,893 10,108 14,662 181,407

(a) During the six months ended September 30, 2025, upon completion of the purchase price allocation, the Company allocated the goodwill from the acquisition of XRM Vision Inc. and its affiliates (the “XRM Acquisition”) to the ERP-CAN CGU for the purpose of impairment testing. There were no other changes to the purchase price allocation.

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. Consequently, management performed impairment tests for the Canada and Industry Solutions CGUs. In assessing whether the goodwill is impaired, the carrying amount of the CGU was compared to its recoverable amount. The recoverable amount of the CGU is based on the higher of the value in use and fair value less costs of disposal.

The recoverable amount of the Canada and Industry Solutions CGUs were determined based on their value-in-use. The value-in-use calculations covered a forty-two months forecast, followed by an extrapolation of future expected net operating cash flows for the remaining useful lives using the long-term growth rate determined by management. The present value of the future expected operating cash flows is determined by applying a suitable pre-tax weighted average cost of capital (“WACC”) reflecting current market assessments of the time value of money and the CGU-specific risks.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 12

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. GOODWILL (CONT'D)

Key assumptions used in the impairment testing of the Canada and Industry Solutions CGUs were as follows:

As at September 30, 2025 March 31, 2025
Canada Industry Solutions Canada Industry Solutions
% % % %
Pre-tax WACC 14.4 14.1 14.0 17.5
Long-term growth rate of net operating cash flows 2.0 2.2 1.9 2.1

As a result of the impairment tests performed, management concluded that the recoverable amount of the Canada and Industry Solutions CGUs were less than their carrying amount, resulting in an impairment of goodwill of $26,500,000 and $9,723,000, respectively, and an impairment of intangibles of $1,805,000 for the Industry Solutions CGU for the three and six months ended September 30, 2025.

Varying the key assumptions in the values of the recoverable amount calculations, individually, as indicated below, assuming all other variables remain constant, would have the following effects on the net earnings:

As at September 30, 2025
Increase Decrease
$ $
Canada
After-tax WACC (1% movement (100 basis points)) (16,310) 20,401
Long-term growth rate of net operating cash flows (1% movement (100 basis points)) 15,788 (12,753)

Furthermore, a decrease of 5% of the forty-two months forecasts would result in the increase of impairment in the amount of $8,149,000 for the Canada CGU.

  1. CONTINGENT CONSIDERATION

The following table presents information concerning contingent consideration activity for the period:

As at September 30, March 31,
2025 2025
$ $
Beginning balance 5,359 4,082
Business acquisition (note 3) 4,815 5,104
Change in fair value (note 12) (4,172)
Recovery from change in estimate (4,056)
Foreign currency translation adjustment 63 229
6,065 5,359
Current portion of contingent consideration 3,700
2,365 5,359 Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 13
--- ---

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. LONG-TERM DEBT

The following table summarizes the Company’s long-term debt:

As at September 30, March 31,
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 (note 3) 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 financing related to refundable tax credits. Under the terms of the agreement, the Company is required to maintain certain financial covenants which are measured on a quarterly basis.

The Credit Facility matures on April 1, 2027 and is renewable for additional one-year periods at the lender’s discretion, provided that the term of the Credit Facility never exceeds three years at a given time.

As at September 30, 2025, the amount outstanding under the Credit Facility includes $65,410,000 (March 31, 2025 - $61,829,000) payable in U.S. dollars (US$47,000,000; March 31, 2025 - US$43,000,000).

The Company has an additional operating credit facility available to a maximum amount of $2,783,000 (US$2,000,000), bearing interest at the U.S. prime rate plus 1.00%. This operating credit facility can be terminated by the lender at any time. There was no amount outstanding under this additional operating credit facility as at September 30, 2025.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 14

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. LONG-TERM DEBT (CONT’D)

(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.

Under the terms of the loans, the Company is required to maintain compliance with certain financial covenants which are measured on a quarterly basis.

(a)(b) The Company was in compliance with all of its financial covenants as at September 30, 2025 and March 31, 2025.

  1. SHARE CAPITAL

The following table presents information concerning issued share capital activity for the period:

Subordinate Voting Shares Multiple Voting Shares
Number of shares $ Number of shares $
Beginning balance as at April 1, 2025 92,030,852 311,861 7,274,248 4,824
Shares issued pursuant to vesting of share-based compensation granted on business acquisition 622,420 1,966
Exercise of stock options 52,632 178
Shares purchased for cancellation (30,345) (103)
Shares purchased for settlement of RSUs (78,486) (266)
Delivery of shares upon settlement of RSUs 78,486 188
Ending balance as at September 30, 2025 (a) 92,622,927 313,646 7,326,880 5,002

(a) Includes 1,724,553 Subordinate Voting Shares issued as part of the XRM Acquisition subject to forfeitures which are not considered as outstanding as per IFRS.

During the six months ended September 30, 2025, the following transactions occurred:

•As part of the acquisition of Datum Consulting Group, LLC and its international affiliates (the “Datum Acquisition’’), 622,420 Subordinate Voting Shares, with a total value of $1,966,000 (US$1,438,000), reclassified from contributed surplus, were issued as settlement of the third anniversary share consideration.

•52,632 stock options were exercised and 52,632 Multiple Voting Shares were issued with a carrying value of $178,000, for cash consideration of $100,000, with $78,000 reclassified from contributed surplus.

•30,345 Subordinate Voting Shares were purchased for cancellation under the Company's normal course issuer bid for a total cash consideration of $50,000 and a carrying value of $103,000. The excess of the carrying value over the purchase price in the amount of $53,000 was recorded as a reduction to deficit.

•78,486 Subordinate Voting Shares were purchased on the open market in connection with the settlement of RSUs for a total cash consideration of $195,000 and a carrying value of $266,000. The excess of the carrying value over the purchase price in the amount of $71,000 was recorded as a reduction to deficit. A total of 103,749 RSUs were settled net of withholding tax and 78,486 Subordinate Voting Shares were delivered with a carrying value of $188,000, which was reclassified from contributed surplus. The purchase and delivery of Subordinate Voting Shares upon settlement of RSUs were completed by the administrative agent of the Share Unit Plan (“SUP”), in accordance with the terms of the SUP and the Services Agreement entered into between the Company and the administrative agent.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 15

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. SHARE CAPITAL (CONT’D)

Normal Course Issuer Bid ("NCIB")

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.

  1. SHARE-BASED COMPENSATION

Stock options

The following table presents information concerning outstanding stock options for the period:

Number of stock options Weighted average exercise price (a)
$
Beginning balance as at April 1, 2025 3,547,141 3.29
Forfeited (4,500) 3.25
Expired (197,500) 3.13
Exercised (52,632) 1.90
Ending balance as at September 30, 2025 3,292,509 3.32
Exercisable at period end 2,941,626 3.33

(a) Following the delisting from Nasdaq, the Company converted the U.S. dollar exercise prices in Canadian dollars.

Included in the 2,941,626 stock options exercisable issued, 200,000 stock options are available to purchase Multiple Voting Shares at a weighted average exercise price of $3.38 with a weighted average exercise period of 1.1 year as at September 30, 2025.

Deferred Share Units (“DSUs”)

The following table presents information concerning the outstanding number of DSUs for the period:

Number of DSUs
Beginning balance as at April 1, 2025 1,471,139
Granted to non-employee directors 190,006
Granted to employees 251,967
Ending balance as at September 30, 2025 1,913,112 Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 16
--- ---

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. SHARE-BASED COMPENSATION (CONT’D)

During the six months ended September 30, 2025, 190,006 fully vested DSUs, in aggregate, were granted under the Long Term Incentive Plan (“LTIP”) to non-employee directors of the Company at an average grant date fair value of $2.06, per DSU, for an aggregate fair value of $391,000.

During the six months ended September 30, 2025, 251,967 DSUs, in aggregate, were granted under the SUP at a grant date fair value of $1.91, per DSU, for an aggregate fair value of $481,000. The expense was recorded as at March 31, 2025 as the related services were performed and the performance conditions were met at that date.

As at September 30, 2025, included in the 1,913,112 DSUs are 1,464,094 DSUs issued under the LTIP and 449,018 DSUs issued under the SUP.

Restricted Share Units (“RSUs”)

The following table presents information concerning the outstanding number of RSUs for the period:

Number of RSUs
Beginning balance as at April 1, 2025 2,155,231
Granted 1,701,230
Forfeited (293,655)
Settled (103,749)
Ending balance as at September 30, 2025 3,459,057

RSUs issued under the SUP are settled in Subordinate Voting Shares purchased on the open market through the SUP’s administrative agent, and to the extent that the Company has an obligation under tax laws to withhold an amount for an employee’s tax obligation associated with the settlement, the Company settles RSUs on a net basis.

During the six months ended September 30, 2025, 1,701,230 RSUs, in aggregate, vesting in June 2028, were granted under the SUP at an average grant date fair value of $2.31, per RSU, for an aggregate fair value of $3,930,000.

During the six months ended September 30, 2025, 103,749 RSUs issued under the SUP with a carrying value of $248,000, were settled on a net basis. 78,486 Subordinate Voting Shares were purchased on the open market and delivered, with an amount of $188,000 previously credited to contributed surplus transferred to share capital. The balance of 25,263 RSUs, representing an amount of $60,000, were surrendered for cancellation to satisfy the employee’s statutory withholding tax requirements.

As at September 30, 2025, all 3,459,057 RSUs were issued under the SUP.

Performance Share Units (“PSUs”)

The following table presents information concerning the outstanding number of PSUs for the period:

Number of PSUs
Beginning balance as at April 1, 2025 3,072,867
Granted 1,509,310
Forfeited (588,560)
Ending balance as at September 30, 2025 3,993,617 Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 17
--- ---

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. SHARE-BASED COMPENSATION (CONT’D)

During the six months ended September 30, 2025, 1,509,310 PSUs, in aggregate, vesting in June 2028, were granted under the SUP at an average grant date fair value of $2.31, per PSU, for an aggregate fair value of $3,487,000.

As at September 30, 2025, included in the 3,993,617 PSUs are 2,492,548 PSUs issued under the LTIP and 1,501,069 PSUs under the SUP.

Share-Based Compensation expense

Total share-based compensation expense for the period is summarized as follows:

For the three months ended September 30, For the six months ended September 30,
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
  1. LOSS PER SHARE
For the three months ended September 30, For the six months ended September 30,
2025 2024 2025 2024
$ $ $ $
Net loss (30,961) (270) (30,776) (3,032)
Weighted average number of Shares outstanding - basic and diluted (a) (b) 98,255,269 95,909,898 97,920,902 95,649,381
Basic and diluted loss per share (0.32) (0.00) (0.31) (0.03)

(a) "Shares" include the Subordinate Voting Shares and Multiple Voting Shares.

(b) The weighted average number of basic Shares calculation for the three and six months ended September 30, 2025 excludes the impact of 1,724,553 Subordinate Voting Shares issued as part of the XRM Acquisition as they were subject to forfeitures.

For the three and six months ended September 30, 2025 and 2024, the potentially dilutive outstanding equity instruments, which are the DSUs, PSUs and options mentioned in Note 9 granted under the LTIP, certain shares to be issued as part of anniversary payments related to business acquisition, and the Subordinate Voting Shares issued as part of the XRM acquisition subject to forfeiture, were not included in the calculation of diluted earnings per share since the Company incurred losses and the inclusion of these equity instruments would have an antidilutive effect.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 18

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. ADDITIONAL INFORMATION ON CONSOLIDATED LOSS

The following table provides additional information on the consolidated loss:

For the three months ended September 30, For the six months ended September 30,
2025 2024 2025 2024
$ $ $ $
Expenses by Nature
Employee compensation and subcontractor costs 105,523 97,067 213,084 204,293
Tax credits (a) (1,579) (1,935) (3,060) (3,889)
Licenses and telecommunications 3,392 3,280 6,699 6,577
Professional fees 2,766 1,690 5,370 3,737
Other expenses 2,706 3,153 5,616 6,541
Loss on disposal of property and equipment and intangible 37
Depreciation of property and equipment 503 505 963 995
Depreciation of right-of-use assets 475 597 1,080 1,202
113,786 104,357 229,789 219,456
Expenses by Function
Cost of revenues 81,512 77,386 165,877 159,731
Selling, general and administrative expenses (b) 31,296 25,869 61,869 57,528
Depreciation 978 1,102 2,043 2,197
113,786 104,357 229,789 219,456

(a) Tax credits are included in cost of revenues.

(b) For the three and six months ended September 30, 2025, selling, general and administrative expenses include termination and benefit costs for management personnel of nil (2024 - $1,502,000) and nil (2024 - $246,000) of reversal of share-based compensation expense for forfeited equity instruments.

Deferred income tax recovery

During the six months ended September 30, 2025, the Company recognized a deferred tax asset in the amount of $1,948,000 that was probable of being realized as a result of the deferred tax liability pursuant to the eVerge Acquisition (note 3). The recognized deferred tax asset relates to previous years' net operating losses of the Company in the U.S. available for carryforwards in the amount of approximately $7,319,000 that was previously not recognized.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 19

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. BUSINESS ACQUISITION, INTEGRATION AND REORGANIZATION COSTS (RECOVERY)

The following table summarizes business acquisition, integration and reorganization costs (recovery):

For the three months ended September 30, For the six months ended September 30,
2025 2024 2025 2024
$ $ $ $
Acquisition costs (a) 23 924
Integration costs (b) 264 512 950 636
Reorganization costs (c) 423 566
Employee compensation on business acquisition (d) 37 37 130
Change in fair value of contingent consideration (e) (4,172) (4,172)
(3,885) 549 (1,838) 1,332

(a) The acquisition costs consisted mainly of professional fees incurred in relation to business acquisition (note 3).

(b) For the three months ended September 30, 2025, integration costs consisted mainly of common area expenses on vacated premises in relation to business acquisitions. For the six months ended September 30, 2025, integration costs consisted mainly of loss on terminated lease previously acquired as part of business combinations, transition costs related to system integrations and common area expenses on vacated premises in relation to business acquisitions. For the three and six months ended September 30, 2024 , integration costs consisted mainly of transition costs related to system integrations.

(c) Reorganization costs consisted of employee termination and benefits costs.

(d) Employee compensation on business acquisition included deferred cash consideration from acquisition.

(e) Change in fair value of contingent consideration, as a result of changes in estimate of profitability targets and weighting of scenarios, consisted of $4,444,000 of unrealized gain related to the XRM Acquisition (note 16) net of $272,000 of unrealized loss related to the eVerge Acquisition (note 3). The contingent consideration is presented within Level 3 of the fair value hierarchy.

  1. NET FINANCIAL EXPENSES

The following table summarizes net financial expenses:

For the three months ended September 30, For the six months ended September 30,
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 Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 20
--- ---

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. SUPPLEMENTARY CASH FLOW INFORMATION

Changes in non-cash working capital items are as follows:

For the three months ended September 30, For the six months ended September 30,
2025 2024 2025 2024
$ $ $ $
Accounts receivable and other receivables (4,181) (8,581) 7,283 6,487
Unbilled revenues (2,509) 7,624 (10,482) 130
Tax credits receivable (1,579) (1,926) (2,800) 5,934
Prepaids 253 913 589 (3)
Other assets 71 783 141 783
Accounts payable and accrued liabilities (4,798) (3,901) (13,858) (7,574)
Deferred revenues 2,113 109 (4,408) (1,382)
(10,630) (4,979) (23,535) 4,375

During the three and six months ended September 30, 2025, non-cash investing and financing activities included additions to right-of-use assets and lease liabilities in the amount of $330,000 and $409,000, respectively (2024 - nil and $183,000, respectively).

  1. SEGMENT INFORMATION

The following tables present the Company's operations based on reportable segments:

For the three months ended September 30, 2025
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)

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

(b) Impairment of goodwill in the amount of $26,500,000 relates to the Canada segment and impairment of goodwill and intangibles in the amount of $9,723,000 and $1,805,000, respectively, relate to the U.S. segment.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 21

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. SEGMENT INFORMATION (CONT’D)
For the three months ended September 30, 2024
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
--- --- --- --- ---
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.

b) Impairment of goodwill in the amount of $26,500,000 relates to the Canada segment and impairment of goodwill and intangibles in the amount of $9,723,000 and $1,805,000, respectively, relate to the U.S. segment.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 22

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. SEGMENT INFORMATION (CONT’D)
For the six months ended September 30, 2024
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.

Information about revenues

An analysis of the Company’s revenues from customers for each major service category is as follows:

For the three months ended September 30, 2025
Canada U.S. International Total
$ $ $ $
Strategic consulting and enterprise transformation services - time and materials arrangements (a) 44,847 35,559 5,376 85,782
Enterprise transformation services - fixed-fee arrangements 7,215 12,727 385 20,327
Business enablement services (b) 3,181 14,829 173 18,183
55,243 63,115 5,934 124,292
For the three months ended September 30, 2024
--- --- --- --- ---
Canada U.S. International Total
$ $ $ $
Strategic consulting and enterprise transformation services - time and materials arrangements (a) 49,776 25,889 4,523 80,188
Enterprise transformation services - fixed-fee arrangements 6,401 7,037 481 13,919
Business enablement services (b) 3,465 13,882 60 17,407
59,642 46,808 5,064 111,514

(a) Including $36,178,000 (2024 - $29,925,000) of time and materials arrangements applying the Input Method for the three months ended September 30, 2025.

(b) Including support revenues of $2,040,000 (2024 - $2,572,000) for Canada, $9,260,000 (2024 - $8,153,000) for U.S. and $114,000 (2024 -nil) for the International operating segment for a total of $11,414,000 (2024 - $10,725,000) for the three months ended September 30, 2025.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 23

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. SEGMENT INFORMATION (CONT’D)
For the six months ended September 30, 2025
Canada U.S. International Total
$ $ $ $
Strategic consulting and enterprise transformation services - time and materials arrangements (c) 95,741 66,158 9,955 171,854
Enterprise transformation services - fixed-fee arrangements 12,119 25,474 726 38,319
Business enablement services (d) 6,989 30,969 319 38,277
114,849 122,601 11,000 248,450 For the six months ended September 30, 2024
--- --- --- --- ---
Canada U.S. International Total
$ $ $ $
Strategic consulting and enterprise transformation services - time and materials arrangements (c) 105,637 52,890 9,177 167,704
Enterprise transformation services - fixed-fee arrangements 12,208 16,191 860 29,259
Business enablement services (d) 6,932 28,435 59 35,426
124,777 97,516 10,096 232,389

(c) Including $70,278,000 (2024 - $61,873,000) of time and materials arrangements applying the Input Method for the six months ended September 30, 2025.

(d) Including support revenues of $4,907,000 (2024 - $5,204,000) for Canada, $20,547,000 (2024 - $15,744,000) for U.S. and $218,000 (2024 - nil) for the International operating segment for a total of $25,672,000 (2024 - $20,948,000) for the six months ended September 30, 2025.

Major customer

During the three months ended September 30, 2025, no customer generated more than 10% of total revenues (September 30, 2024 - One Canadian customer generated more than 10% of total revenues for $12,972,000).

During the six months ended September 30, 2025, no customer generated more than 10% of total revenues (September 30, 2024 - One Canadian customer generated more than 10% of total revenues for $28,620,000).

As at September 30, 2025, no customer represented more than 10% of total accounts receivable and other receivables (March 31, 2025 - one Canadian customer represented more than 10% of total accounts receivable and other receivables for $10,210,000 or 11%).

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 24

NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

(Tabular amounts are in thousands of Canadian dollars, except share and per share data in tables) (unaudited)

  1. FINANCIAL INSTRUMENTS

Fair Value of Financial Instruments

The carrying amount of cash, accounts receivable and other receivables, other assets, accounts payable and accrued liabilities and long-term debt bearing interest at variable rates is a reasonable approximation of fair value.

The fair value of the long-term debt bearing interest at fixed rates is estimated by discounting expected cash flows at rates that would be currently offered to the Company for debts of the same remaining maturities and conditions (Level 2). For both September 30, 2025 and March 31, 2025, the Company has determined that the fair value of the Credit Facility, the subordinated unsecured loans and the balances of purchase price payable are not significantly different than their carrying amount.

The contingent consideration related to the XRM Acquisition is payable based on the achievement of growth in excess of the trailing twelve months gross margin over a consecutive 12 months period within the 18 months following the acquisition date and is included in Level 3 of the fair value hierarchy. 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. The actual earn-out payout can range from nil to $10,500,000. The maximum potential impact on the results can be an increase of $914,000 or a decrease of $9,586,000 in earnings.

Alithya Group inc. – Interim Condensed Consolidated Financial Statements for the three and six months ended September 30, 2025 and 2024 25

Document

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

Exhibit 99.2

Table of Contents

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 NetLossandLossper 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
  1. Basis of Presentation

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%.

Unless otherwise stated, in preparing this MD&A, the Company has considered information available up to November 13, 2025, the date the Company’s Board of Directors (“Board”) approved this MD&A and the Q2 Financial Statements.

  1. Forward-Looking Statements

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

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 2

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.

  1. Business Overview

Corporate Overview

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

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 3

deployable via a global delivery model for many of these industries, Alithya aims to address sector-specific business challenges and accelerate the value realization of clients’ technology investments.

Business Offerings

Alithya's expertise with respect to its main pillars, offered in each reportable segment, includes:

•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.

Competitive Environment

Digital systems and infrastructures have become indispensable strategic assets for businesses. These assets require continuous investment and increasingly serve as crucial drivers of growth and differentiation, especially in delivering customer focused solutions.

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.

As businesses’ technology spending continues to increase, digital technology firms such as Alithya are focused on delivering not just innovation, but measurable outcomes through industry specialization and AI-enabled

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 4

business transformation. We are committed to helping clients modernize operations, enhance customer experience, and unlock new growth opportunities with the most effective digital solutions and services.

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.

  1. Strategic Business Plan

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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 5

More specifically, Alithya has developed a three-year strategic plan, keeping in mind its stakeholders' interests, which focuses on:

•Increasing scale through organic growth and strategic acquisitions:

◦Organic Growth: Alithya aims to focus on profitable organic growth through innovation, higher-value offerings and client relationships based on trust.

◦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.

◦AI and IP Solutions: Alithya intends to increase the utilization of its AI and intellectual property solutions to accelerate operational efficiencies in our service delivery.

•Providing investors, partners and stakeholders with long-term growing return on investment:

◦Profitability: Alithya plans to increase its Adjusted EBITDA Margin.

◦Smart shoring centers: Alithya aims to increase the percentage of its services delivered from smart shoring centers accessing larger, cost-competitive talent pools.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 6
  1. Non-IFRS and Other Financial Measures

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.

The non-IFRS measures used by Alithya are described below:

Adjusted Net Earnings and Adjusted Net Earnings per Share

“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.

“Adjusted Net Earnings per Share” is calculated by dividing Adjusted Net Earnings by the weighted average number of outstanding Class A Subordinate Voting Shares ("Subordinate Voting Shares") and Class B Multiple Voting Shares ("Multiple Voting Shares"), during the period.

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”.

EBITDA and EBITDA Margin

“EBITDA” refers to net earnings (loss) before adjusting for income tax expense (recovery), net financial expenses, amortization of intangibles and depreciation of property and equipment and right-of-use assets.

“EBITDA Margin” refers to the percentage of total revenue that EBITDA represents for a given period.

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”.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 7

Adjusted EBITDA and Adjusted EBITDA Margin

“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.

“Adjusted EBITDA Margin” refers to the percentage of total revenue that Adjusted EBITDA represents for a given period.

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 and Constant Dollar Growth

“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.

“Constant Dollar Growth” is a measure of revenue growth and revenue growth by geographic location, expressed as a percentage, before foreign currency translation impacts. This measure is calculated by dividing Constant Dollar Revenue as described above with prior period revenue.

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

“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.

Other Financial Measures

The other financial measures used by Alithya are described below:

“Gross Margin as a Percentage of Revenues” is calculated by dividing gross margin by revenues.

“Selling, General and Administrative Expenses as a Percentage of Revenues” is calculated by dividing selling, general and administrative expenses by revenues.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 8

“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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 9
  1. Financial Highlights
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 %

All values are in US Dollars.

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
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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 10

(4) Non-current financial liabilities include the long-term portion of the long-term debt, the long-term portion of lease liabilities, and the long-term portion of the contingent consideration. For an explanation of the variance, refer to section 11.6 titled "Long-Term Debt and Net Debt".

(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.

(6) Includes 200,000 stock options to purchase Multiple Voting Shares.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 11

For the three months ended September 30, 2025:

•Revenues increased 11.5% to $124.3 million, compared to $111.5 million for the same quarter last year. 79.8% of revenues were generated from clients which we had in the same quarter last year.

•Gross margin increased 25.5% to $42.8 million, compared to $34.1 million for the same quarter last year. Gross Margin as a Percentage of Revenues increased to 34.4%, compared to 30.6% for the same quarter last year.

•Net loss increased to $31.0 million, due to an impairment charge of $38.0 million, or $0.32 per share, compared to $0.3 million, or $0.00 per share, for the same quarter last year.

•Adjusted Net Earnings increased by $4.2 million, or 80.0%, to $9.5 million, from $5.3 million for the same quarter last year. This translated into Adjusted Net Earnings per Share of $0.10, compared to $0.05 for the same quarter last year.

•Adjusted EBITDA increased by $3.5 million, or 37.5%, to $12.8 million, for an Adjusted EBITDA Margin of 10.3% of revenues, compared to $9.3 million, for an Adjusted EBITDA Margin of 8.3% of revenues, for the same quarter last year.

•Net cash from operating activities was $1.1 million, representing a decrease of $1.9 million, compared to $3.0 million for the same quarter last year.

•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.

(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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 12
  1. Business Acquisition

eVerge

Overview

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 eVerge Acquisition was completed for total consideration of US$23,500,000 ($32,292,000), before working capital and other adjustments, all payable in cash.

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 final purchase consideration could be adjusted based on post-closing conditions related to revenues and gross margin.

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 and six months ended September 30, 2025, the Company incurred acquisition-related costs pertaining to the eVerge Acquisition of approximately $13,000 and $883,000, respectively. These costs have

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 13

been recorded in the interim consolidated statement of operations in business acquisition, integration and reorganization costs.

Please refer to Note 3 of Alithya's Q2 financial statements for additional details regarding the eVerge Acquisition, all of which are hereby incorporated by reference.

  1. Results of Operations
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) Management’s Discussion and Analysis
--- ---
For the three and six months ended September 30, 2025 14

8.1 Revenues

The following table reconciles Constant Dollar Revenue(1) to revenues by geographic location:

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.

(2) The percentages represent Constant Dollar Growth, which is a 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 amounted to $124.3 million for the three months ended September 30, 2025, representing an increase of $12.8 million, or 11.5%, from $111.5 million for the three months ended September 30, 2024.

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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 15

International revenues increased by $0.8 million, or 15.7%, to $5.9 million for the three months ended September 30, 2025, from $5.1 million for the three months ended September 30, 2024. The increase in revenues was primarily due to organic growth in enterprise transformation services.

Revenues amounted to $248.5 million for the six months ended September 30, 2025, representing an increase of $16.1 million, or 6.9%, from $232.4 million for the six months ended September 30, 2024.

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.

International revenues increased by $0.9 million, or 8.9%, to $11.0 million for the six months ended September 30, 2025, from $10.1 million for the six months ended September 30, 2024. The increase in revenues was primarily due to organic growth in enterprise transformation services.

8.2 Gross Margin

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 the U.S., gross margin as a percentage of revenues increased compared to the same quarter last year, primarily due to increased utilization rates, the increased use of our smart shoring capabilities, and higher billing rates.

International gross margin as a percentage of revenues decreased compared to the same quarter last year, mainly due to one client project coming to maturity, which historically had a higher gross margin.

Gross margin increased by $9.9 million, or 13.6%, to $82.6 million for the six months ended September 30, 2025, from $72.7 million for the six months ended September 30, 2024. Gross margin as a

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 16

percentage of revenues increased to 33.2% for the six months ended September 30, 2025, from 31.3% for the six months ended September 30, 2024.

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.

In the U.S., gross margin as a percentage of revenues increased for the six months ended September 30, 2025, compared to the same period last year, due to the increased use of our smart shoring capabilities and higher hourly billing rates.

International gross margin as a percentage of revenues decreased for the six months ended September 30, 2025, compared to the same period last year, mainly due to one client project coming to maturity, which historically had a higher gross margin.

8.3 Operating Expenses

8.3.1 Selling, General and Administrative Expenses

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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 17

International expenses increased by $0.1 million, or 9.1%, to $1.2 million for the three months ended September 30, 2025, from $1.1 million for the three months ended September 30, 2024, mainly due to an increase in professional fees.

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.

International expenses increased by $0.1 million, or 5.0%, to $2.1 million for the six months ended September 30, 2025, from $2.0 million for the six months ended September 30, 2024, mainly due to an increase in information technology and communications costs.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 18

8.3.2 Share-Based Compensation

Share-based compensation is included in cost of revenues and selling, general and administrative expenses and is detailed in the table below:

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.

8.3.3 Business Acquisition, Integration and Reorganization Costs (Recovery)

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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 19

8.3.4 Depreciation

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.

8.3.5 Amortization of Intangibles

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.

8.3.6 Impairment of Goodwill and Intangibles

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 more details on impairment testing of goodwill, refer to Note 5 of the Q2 Financial Statements.

8.3.7 Foreign Exchange Loss (Gain)

Foreign exchange gain amounted to $0.5 million for the three months ended September 30, 2025, compared to a loss of $0.3 million for the three months ended September 30, 2024.

Foreign exchange gain amounted to $0.7 million for the six months ended September 30, 2025, compared to a gain of $0.2 million for the six months ended September 30, 2024.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 20

8.4 Other Income and Expenses

8.4.1 Net Financial Expenses

Net financial expenses are summarized in the table below:

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.

8.4.2 Income Taxes

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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 21

8.5 Net Loss and Loss per Share

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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 22

8.6 Adjusted Net Earnings and Adjusted Net Earnings per Share

The following table reconciles net loss to Adjusted Net Earnings:

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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 23

8.7 Segment Reporting

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.

The following tables present the Company's operations based on reportable 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)

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

(b) Impairment of goodwill in the amount of $26,500,000 relates to the Canada segment and impairment of goodwill and intangibles in the amount of $9,723,000 and $1,805,000, respectively, relate to the U.S. segment.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 24
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.

b) Impairment of goodwill in the amount of $26,500,000 relates to the Canada segment and impairment of goodwill and intangibles in the amount of $9,723,000 and $1,805,000, respectively, relate to the U.S. segment.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 25
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.

For a discussion of revenue variances by segment, refer to section 8.1 titled “Revenues”.

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 for the international segment totaled $0.5 million for the three months ended September 30, 2025 and 2024.

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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 26

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.

8.8 EBITDA and Adjusted EBITDA

The following table reconciles net loss to EBITDA and Adjusted EBITDA:

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 %

All values are in US Dollars.

(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.

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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 27

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.

  1. Bookings and Backlog

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.

As at September 30, 2025 and 2024, Backlog represented approximately 14 months and 15 months of trailing twelve-month revenues, respectively. The Backlog includes revenue agreements for projects which may extend beyond twelve months.

Management believes that Backlog information can provide useful trend insight to investors regarding changes in management’s best estimate of future revenues stemming from signed revenue agreements. However,

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 28

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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 29
  1. Financial Position
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

As at September 30, 2025, total assets and total liabilities and shareholders’ equity were $412.3 million, representing a decrease of $13.7 million, or 3.2%, from $426.0 million as at March 31, 2025.

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.

For a discussion of the variance in cash, including the cash impact of the various assets and liabilities on the balance sheet, refer to section 11 titled "Liquidity and Capital Resources".

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.

For a discussion of the variance in long-term debt, refer to section 11.6 titled "Long-Term Debt and Net Debt".

(1) For more details, refer to the interim consolidated statements of changes in shareholders' equity in the Q2 financial statements.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 30
  1. Liquidity and Capital Resources

11.1 Consolidated Statements of Cash Flows

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

11.2 Cash Flows - Operating Activities

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

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 31

$1.9 million increase in tax credits receivable, partially offset by a $7.6 million decrease in unbilled revenues, a $0.9 million decrease in prepaids, a $0.8 million decrease in other assets, and a $0.1 million increase in deferred revenues.

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.

11.3 Cash Flows - Investing Activities

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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 32

11.4 Cash Flows - Financing Activities

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.

11.5 Capital Resources

Capital resources are summarized in the table below:

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.

(2) Refer to Note 7 of the Q2 financial statements for further details on the operating credit facility.

Alithya’s main objectives when managing capital are to provide a strong capital base in order to maintain shareholders’, creditors’, and other stakeholders’ confidence and to sustain future growth and development of

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 33

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.

In managing its capital structure, Alithya monitors performance throughout the year to ensure anticipated working capital requirements and maintenance capital expenditures are funded from operations, available cash, and borrowings.

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.

11.6 Long-Term Debt and Net Debt

The following table summarizes the Company’s long-term debt:

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

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 34

financing related to refundable tax credits. Under the terms of the agreement, the Company is required to maintain certain financial covenants which are measured on a quarterly basis.

The Credit Facility matures on April 1, 2027 and is renewable for additional one-year periods at the lender’s discretion, provided that the term of the Credit Facility never exceeds three years at a given time.

(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.

Under the terms of the loans, the Company is required to maintain compliance with certain financial covenants which are measured on a quarterly basis.

(a)(b) The Company was in compliance with all of its financial covenants as at September 30, 2025 and March 31, 2025.

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.

The following table reconciles long-term debt to Net Debt(1):

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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 35

As at September 30, 2025, Net Debt increased by $28.1 million, or 29.9%, to $122.1 million, from $94.0 million as at March 31, 2025, due primarily to an increase in long-term debt, as explained above, partially offset by an increase in cash.

11.7 Contractual Obligations

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.

11.8 Off-Balance Sheet Arrangements

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.

  1. Share Capital

In the context of the discussion on share capital, Alithya Group inc. will be referred to as the “Company”. The details of Alithya's share capital are fully described in Note 8 of Alithya's interim condensed consolidated financial statements.

12.1 Normal Course Issuer Bid

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.

Shareholders may obtain a copy of the notice of NCIB approved by the TSX, free of charge, by contacting the Company.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 36
  1. Eight Quarter Summary
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.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 37
  1. Critical Accounting Estimates

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.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which they occur and in any future periods affected.

The Q2 Financial Statements have been prepared in accordance with the accounting policies adopted in the most recent annual audited consolidated financial statements for the year ended March 31, 2025. The accounting policies have been applied consistently by all entities of the Company.

  1. New Accounting Standards and Interpretations Issued but Not Yet Effective

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:

IFRS 7 and IFRS 9 - Classification and measurement of Financial Instruments

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.

IFRS 18 - Presentation and Disclosures in Financial Statements

On April 9, 2024, the IASB published the new IFRS 18 – Presentation and Disclosures in Financial Statements that will replace IAS 1 – Presentation of Financial Statements.

IFRS 18 covers four main areas:

•Introduction of defined subtotals and categories in the statement of profit or loss;

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 38

•Introduction of requirements to improve aggregation and disaggregation;

•Introduction of disclosures about management-defined performance measures (MPMs) in the notes to the financial statements; and

•Targeted improvements to the statement of cash flows by amending IAS 7 – Statement of Cash Flows.

IFRS 18 applies retrospectively and is effective for annual periods beginning on or after January 1, 2027, with earlier application permitted. Management is currently evaluating the impact of the amendment on its consolidated financial statements.

  1. Risks and Uncertainties

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.

Such risks and uncertainties include, but are not limited to, those discussed in the section entitled “Risks and Uncertainties” of the Company's MD&A for the fiscal year ended March 31, 2025, all of which are hereby incorporated by reference.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 39
  1. Management’s Evaluation of Disclosure Controls and Procedures and Internal Control over Financial Reporting

Management's Report on Disclosure Controls and Procedures

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's Report on Internal Control over Financial Reporting

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.

A material weakness is a deficiency, or a combination of deficiencies, in ICFR, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 40

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.

Status on Management’s Remediation Plan

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.

Limitations on Effectiveness of Disclosure Controls and Procedures and Internal Control over Financial Reporting

The Company’s management recognizes that any DC&P and ICFR, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives. Because of their inherent limitations, DC&P and ICFR may not prevent or detect all errors or misstatements on a timely basis.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 41

Limitations on Scope of design of Disclosure Controls and Procedures and Internal Control over Financial Reporting

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.

Auditor’s Report on Internal Control over Financial Reporting

The effectiveness of ICFR as of March 31, 2025 has been audited by KPMG LLP, (“KPMG”), the Company’s independent registered public accounting firm. In view of the above, KPMG has expressed an adverse opinion on the Company’s ICFR as of March 31, 2025.

Changes in Internal Control over Financial Reporting

Other than the impacts of the ongoing remediation plan described above, there have been no changes in the Company’s ICFR during the quarter ended September 30, 2025, that have materially affected, or are reasonably likely to materially affect, the Company’s ICFR.

Management’s Discussion and Analysis
For the three and six months ended September 30, 2025 42

Document

FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

FULL CERTIFICATE

I, Paul Raymond, President and Chief Executive Officer of Alithya Group inc., certify the following:

1.Review: I have reviewed the interim financial report and interim MD&A (together, the "interim filings") of Alithya Group inc. (the "issuer") for the interim period ended September 30, 2025.

2.No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3.Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4.Responsibility: The issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5.Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer and I have, as at the end of the period covered by the interim filings

(a)designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

(i)material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

(ii)information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

(b)designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

5.1Control framework: The control framework the issuer’s other certifying officer and I used to design the issuer’s ICFR is that of the Committee of Sponsoring Organizations of the Treadway Commission (COSO 2013).

5.2ICFR – material weakness relating to design: The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the end of the interim period

(a)a description of the material weakness;

(b)the impact of the material weakness on the issuer’s financial reporting and its ICFR; and

(c)the issuer’s current plans, if any, or any actions already undertaken, for remediating the material weakness.

5.3Limitation on scope of design: The issuer has disclosed in its interim MD&A

(a)the fact that the issuer's other certifying officer(s) and I have limited the scope of our design of CD&P and ICFR to exclude controls, policies and procedures of

(i)a proportionately consolidated entity in which the issuer has an interest;

(ii)a special purpose entity in which the issuer had an interest; or

(iii)a business that the issuer acquired not more than 365 days before the last day of the period covered by the interim filings, and

(b)summary financial information about the proportionately consolidated entity, special purpose entity or business that the issuer acquired that had been proportionately consolidated or consolidated in the issuer's financial statements.

6.Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on July 1, 2025 and ended on September 30, 2025 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: November 14, 2025

/s/ Paul Raymond

___________________________

Paul Raymond

President and Chief Executive Officer

Document

FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

FULL CERTIFICATE

I, Pierre Blanchette, Chief Financial Officer of Alithya Group inc., certify the following:

1.Review: I have reviewed the interim financial report and interim MD&A (together, the "interim filings") of Alithya Group inc. (the "issuer") for the interim period ended September 30, 2025.

2.No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3.Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4.Responsibility: The issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5.Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer and I have, as at the end of the period covered by the interim filings

(a)designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

(i)material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

(ii)information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

(b)designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

5.1Control framework: The control framework the issuer’s other certifying officer and I used to design the issuer’s ICFR is that of the Committee of Sponsoring Organizations of the Treadway Commission (COSO 2013).

5.2ICFR – material weakness relating to design: The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the end of the interim period

(a)a description of the material weakness;

(b)the impact of the material weakness on the issuer’s financial reporting and its ICFR; and

(c)the issuer’s current plans, if any, or any actions already undertaken, for remediating the material weakness.

5.3Limitation on scope of design: The issuer has disclosed in its interim MD&A

(a)the fact that the issuer's other certifying officer(s) and I have limited the scope of our design of DC&P and ICFR to exclude controls, policies and procedures of

(i)a proportionately consolidated entity in which the issuer has an interest;

(ii)a special purpose entity in which the issuer has an interest; or

(iii)a business that the issuer acquired not more that 365 days before the last day of the period covered by the interim filings; and

(b)summary financial information about the proportionately consolidated entity, special purpose entity or business that the issuer acquired that has been proportionately consolidated or consolidated in the issuer's financial statements.

6.Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on July 1, 2025 and ended on September 30, 2025 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: November 14, 2025

/s/ Pierre Blanchette

___________________________

Pierre Blanchette

Chief Financial Officer