BluMetric Announces Closing of $15 Million Brokered Offering

Core Viewpoint - BluMetric Environmental Inc. has successfully closed a brokered offering of 11,538,461 common shares at a price of $1.30 per share, raising approximately $15 million to fund the acquisition of DS Consultants Ltd. and for general corporate purposes [1][4]. Group 1: Offering Details - The offering was conducted in several provinces in Canada and to qualified institutional buyers in the United States under Rule 144A of the U.S. Securities Act [2]. - The company paid the agents a cash fee of approximately $900,000, which is 6% of the gross proceeds, and issued 692,307 broker warrants to the agents [3]. Group 2: Acquisition of DS Consultants - BluMetric has agreed to acquire DS Consultants for a total consideration of up to $22.5 million, which includes an initial cash payment of $10.5 million, $7.5 million in common shares, and a cash-based earnout of up to $1.5 million annually over three years based on EBITDA targets [5]. - The acquisition is expected to close on December 10, 2025, or at a mutually agreed date [7]. Group 3: Strategic Focus - The CEO of BluMetric emphasized a disciplined approach to acquisitions, with a strong pipeline of opportunities expected to be accretive to the company [6]. - The acquisition structure includes progressive earn-out payments tied to achieving specific EBITDA targets of $4 million, $5 million, and $6 million over the first three years [6].