BEFORE MAKING ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE PROPOSED BUSINESS
COMBINATION DESCRIBED IN THE ARRANGEMENT AGREEMENT, STOCKHOLDERS AND OTHER INVESTORS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT, THE SUPPLEMENT, AND OTHER RELEVANT MATERIALS THAT ARE FILED OR WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR
ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT EDGEWATER, ALITHYA AND NEW ALITHYA AND THE PROPOSED BUSINESS COMBINATION.
Stockholders and other investors may obtain free copies of the Prospectus/Proxy Statement, the Supplement, and other documents containing
important information about New Alithya, Edgewater and Alithya as filed with the SEC through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC are also available free of charge on Edgewaters website
at www.edgewater.com under the tab Investor Relations and then through the link titled SEC Filings or by contacting
by e-mail at
ir@edgewater.com, or by phone
at (781) 246-3343.
Participants in the Solicitation
Edgewater, Alithya and New Alithya and certain of their directors and executive officers may be deemed to be participants in the solicitation
of proxies from the stockholders of Edgewater in connection with the proposed business combination. Information about the directors and executive officers of Edgewater, Alithya and New Alithya is set forth in the Prospectus/Proxy statement. That
document can be obtained free of charge from the sources indicated above. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, is
contained in the proxy statement and other relevant materials filed with the SEC.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form
8-K
contains forward-looking statements which are protected as
forward-looking statements under the Private Securities Litigation Reform Act of 1995 that are not limited to historical facts, but reflect Edgewaters current beliefs, expectations or intentions regarding future events. Words such as
may, will, could, should, expect, plan, project, intend, anticipate, believe, estimate, predict,
potential, pursuant, target, continue, and similar expressions are intended to identify such forward-looking statements. The statements in this Current Report on Form
8-K
that are not historical statements, including statements regarding the expected timetable for completing the proposed business combination, benefits and synergies of the proposed business combination,
costs and other anticipated financial impacts of the proposed business combination, the combined companys plans and objectives, the tax treatment of the proposed business combination, future opportunities for the combined company and services,
future financial performance and operating results, and any other statements regarding the Edgewaters future expectations, beliefs, plans, objectives, financial conditions, assumptions or future events or performance, are forward-looking
statements within the meaning of the federal securities laws. These statements are subject to numerous risks and uncertainties, many of which are beyond Edgewaters or control, which could cause actual results to differ materially from the
results expressed or implied by the statements.
These risks and uncertainties include, but are not limited to: failure to obtain the
required votes of Edgewaters or Alithyas shareholders; the timing to consummate the proposed business combination; the conditions to closing of the proposed business combination may not be satisfied or that the closing of the proposed
business combination otherwise does not occur; the risk that a court approval that may be required for the proposed business combination is not obtained or is obtained subject to conditions that are not anticipated; the diversion of management time
on transaction-related issues; the ultimate timing, outcome and results of integrating the operations of Edgewater and Alithya; the effects of the proposed business combination on Edgewater and Alithya following the consummation of the proposed
business combination, including the combined companys future financial condition, results of operations, strategy and plans; potential adverse reactions or changes to business relationships involving either or both Edgewater and Alithya
resulting from the announcement or completion of the proposed business combination; expected synergies and other benefits from the proposed business combination and the ability of the combined companies to realize such synergies and other benefits;
results of litigation, settlements
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