BluMetric Environmental Inc. is stepping into a new era of expansion—one defined by scale, capability, and strategic momentum. On December 1, 2025, the Ottawa-based WaterTech engineering and environmental consulting firm announced a major acquisition alongside a substantial brokered equity offering that will strengthen its financial position and fuel its next phase of growth.

With the definitive agreement to acquire DS Consultants Inc. and the launch of a $15-million offering, BluMetric is aligning capital with capability, signalling its ambition to become an even more formidable player across Canada’s environmental and engineering sectors.

A Transformational Acquisition

At the centre of BluMetric’s announcement is its acquisition of DS Consultants Ltd., a respected Ontario-based engineering consulting firm with approximately 155 full-time employees and deep expertise across geotechnical engineering, environmental services, hydrogeology, materials testing, instrumentation and monitoring, and building science.

With operations supporting the full life cycle of land development and building construction—from due diligence and design to approvals and construction review—DS Consultants represents a substantial boost to BluMetric’s service portfolio and market reach.

BluMetric’s agreement to acquire all issued and outstanding DS Consultants shares carries an aggregate value of up to $22.5 million. The structure blends immediate investment with a performance-linked incentive model:

  • $10.5 million initial cash payment
  • $7.5 million in BluMetric common shares, priced using a 30-day volume-weighted average on the TSX-V
  • A three-year cash-based earnout, tied to progressive EBITDA targets, up to $1.5 million annually

The deal is subject to standard closing conditions, including TSX Venture Exchange acceptance and the company securing adequate transaction financing. All consideration shares issued to DS vendors will carry a four-month hold period.

For BluMetric, the acquisition is more than an expansion of headcount. It is a strategic investment in complementary, in-demand capabilities that will enhance its ability to serve clients in Ontario’s fast-moving development and infrastructure markets.

“Professional Services are central to BluMetric’s success, and acquiring DS Consultants further enhances both our overall expertise and strengthens our position in the Greater Toronto Area,” said CEO & Chair Scott MacFabe. “The acquisition provides a solid base to build and grow with clients who need complimentary engineering skills and water solutions. DS Consultants’ leading reputation in the built environment pairs well with BluMetric’s world-class strengths in the natural environment and water technology solutions. We are excited to welcome them to our team, and we are confident that, together, we will fuel organic growth opportunities post-acquisition.”

Financing Growth: A $15M Equity Offering

To support the initial cash portion of the acquisition and strengthen liquidity, BluMetric has launched a brokered equity offering with Clarus Securities Inc. and Raymond James Ltd. acting as co-agents and co-bookrunners.

The offering includes up to 11,538,461 common shares at $1.30 per share, for gross proceeds of up to $15 million. An additional Agents’ Option provides flexibility to issue up to 1,730,769 more shares within 30 days of closing—potentially raising total gross proceeds to approximately $17.25 million.

The offering is expected to close on or around December 9, 2025, subject to regulatory approvals and TSX-V acceptance. Net proceeds will fund the acquisition’s cash component and support working capital and general corporate purposes.

BluMetric will issue a prospectus supplement to its November 18, 2025 base shelf prospectus, enabling distribution across major Canadian provinces and select international jurisdictions under applicable exemptions. As is standard under U.S. securities regulations, these shares will not be offered or sold to U.S. persons without proper registration or exemptions.

Positioned for Scale and Stability

With DS Consultants’ established presence in Ontario and its multidisciplinary expertise, BluMetric gains both breadth and depth as it navigates growing demand for environmental engineering solutions. The parallel financing effort reinforces the company’s ability to invest, integrate, and accelerate its strategy with confidence.

Together, these moves underscore a company leaning boldly into growth—an integrated WaterTech and environmental consulting provider ready to compete on a larger national stage.