Ottawa-based environmental consulting and engineering firm, BluMetric, has acquired Gemini Water, a Florida-based company specializing in large-scale desalination and wastewater treatment systems. This strategic move marks BluMetric's expansion into the U.S. and Caribbean water markets, broadening its cleantech water portfolio.
As part of the deal, BluMetric purchased 100% of Gemini Water’s membership interest from GSWS Holdco Inc. for a total of US$5.05 million. An initial payment of US$3 million was made at closing using BluMetric's working capital and operating line, along with the issuance of 2,352,500 common shares. The remaining US$1.05 million will be paid through a performance-based earn-out over the next three years, contingent on revenue and profitability milestones. Additionally, the agreement includes an earn-out of US$50,000 for every US$1 million in annual revenue growth over US$7 million, up to a total of US$3 million.
Founded in 2015 and headquartered in Gainesville, Florida, Gemini Water specializes in membrane-based water treatment technologies, with a current capacity of 7 million gallons per day across 22 locations in the Caribbean and Texas. The company’s innovative solutions serve various sectors, including private developments, government infrastructure, and the hospitality industry.
“Today we progress our long-term growth strategy by expanding our cleantech product line and geographic footprint into the U.S. and Caribbean markets,” said Scott MacFabe, CEO of BluMetric. “This acquisition improves our market accessibility by covering a combined population almost ten times the size of Canada’s in regions that are significantly more water stressed. Gemini Water has developed an impressive solution for managing water shortages within complementary customer verticals from private developments, and government infrastructure to the leisure market supporting resorts and international cruise lines.”
Gemini Water reported revenues of approximately US$7.3 million for the year ending June 2024, with EBITDA margins exceeding 10%. Notably, the company is involved in a significant project in St. Kitts and Nevis, where it is designing and building a two-million-gallon-per-day desalination plant. The remaining US$9.3 million on this contract is expected to be completed by the end of 2025.
BluMetric sees multiple strategic advantages in acquiring Gemini Water, including expanding its customer base, reducing the impact of longer sales cycles in its military segment, and leveraging Gemini’s expertise to enhance both companies’ service offerings. Additionally, BluMetric aims to establish a U.S. manufacturing presence to meet potential American demand for its military technologies.
The transaction does not involve any long-term debt, and no finder's fees were paid. BluMetric has also issued stock options to an executive as part of the company’s ongoing compensation policy.
