Mr. Scott MacFabe reports

BLUMETRIC CLOSES ACQUISITION OF DS CONSULTANTS

Blumetric Environmental Inc. has closed its previously announced acquisition of DS Consultants Ltd.

Pursuant to the terms of the share purchase agreement dated Dec. 1, 2025, Blumetric acquired all of the issued and outstanding shares of DS Consultants for the aggregate consideration of up to $22.5-million, which was satisfied on closing by the payment of: (i) an initial cash payment by the company of $10.5-million; and (ii) the issuance of 5,245,468 common shares of the company at a deemed price of $1.4298 per consideration share. The balance of the purchase price will be paid by way of a cash-based earnout paid over three years of a maximum of $1.5-million annually, tied to progressive EBITDA (earnings before interest, taxes, depreciation and amortization) targets of $4-million, $5-million and $6-million. The purchase price is subject to DS Consultants retaining total assets net of total liabilities of at least $4-million. The number of consideration shares paid to the vendors on the closing was determined by the 30-day volume weighted average of the company's common shares as traded on the TSX Venture Exchange. The consideration shares will be subject to a four-month hold period.

The acquisition of DS Consultants is an arm's-length transaction and the issuance of the consideration shares will not result in the creation of a new insider. No finder's fee was payable by the company.

About Blumetric Environmental Inc.

Blumetric Environmental is a publicly traded environmental consulting and engineering company with expertise across professional and trade disciplines and technologies that allow for the design, fabrication and delivery of sustainable solutions to environmental and water challenges. Blumetric has more than 200 employees operating in 10 offices and over 45 years of expertise. Headquartered in Ottawa, Ont., Blumetric's team of industry experts serves commercial and industrial, military, mining, and government clients.

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