M&A Case Study: St.Germain's Strategic Acquisition by Aventia

Executive Summary

PSMJ Resources, Inc. successfully advised St.Germain, a Maine-headquartered environmental consulting, regulatory compliance, and engineering firm, on its sale to Aventia, an industry-leading environmental services platform backed by Bernhard Capital Partners. The transaction expanded Aventia's consulting, engineering, and technology capabilities, while providing St. Germain access to enhanced resources for continued growth. 

Transaction Overview

About St.Germain

St.Germain is a well-respected environmental consulting, regulatory compliance, and engineering firm headquartered in Maine, serving industries throughout New England and the United States. The firm offers comprehensive services, including:

• Site remediation

• Hydrogeological investigation

• Solid and hazardous waste management

• Environmental compliance

• Energy and petroleum management

• Site planning and development

• Training

• Sentry EHS®, a proprietary online compliance management and tracking tool

Strategic Rationale for the Sale:

St.Germain sought a strategic partner to facilitate an ownership transition, as well as enhance and expand its service offerings while maintaining its commitment to environmental excellence. The recapitalization with Aventia provided access to extensive resources, a nationwide network, and the ability to better serve clients' environmental and operational goals while preserving the firm's legacy and expertise.

Client Objectives

Key Transaction Goals:

• Identify a strategic partner aligned with St.Germain's environmental mission and values

• Preserve the firm's reputation and commitment to client service excellence

• Enable minority shareholders to roll over equity

• Secure resources to expand service capabilities and geographic reach

• Ensure continued opportunities for team growth and development

• Achieve fair compensation and financial protections for ownership and key leadership

Key Complexities: Finding a buyer that understood the specialized nature of environmental consulting services, valued St.Germain's proprietary technology (Sentry EHS®), and could provide strategic growth resources while respecting the firm's established client relationships and market reputation in the highly regulated environmental services sector.

PSMJ's M&A Advisory Approach

Preparation & Strategy

Financial Strategy:

• Comprehensive business valuation emphasizing recurring revenue from Sentry EHS® platform

• Quality of earnings analysis highlighting diverse service offerings across New England

• Financial projections demonstrating growth potential in environmental compliance market

• Confidential information memorandum showcasing proprietary technology and client relationships

• Strategic positioning as premier regional environmental services provider

Legal:

• Corporate structure review and optimization

• Environmental regulatory compliance verification

• Intellectual property assessment including Sentry EHS® platform

• Client contract review for assignability

• Key personnel identification and retention considerations

Marketing & Buyer Identification

Finance:

• Targeted outreach to strategic environmental services platforms and private equity firms

• Confidential management presentations highlighting technical expertise and market position

• Coordinated site visits and stakeholder meetings

• Comprehensive financial due diligence support

Legal:

• NDA negotiation with potential acquirers

• Preliminary due diligence coordination

• Regulatory approval assessment

• Letter of intent evaluation from multiple parties

Due Diligence & Negotiation

Finance:

• Comprehensive due diligence response with detailed financial analysis

• Environmental project portfolio review

• Client concentration and retention analysis

• Working capital target determination aligned with business seasonality

Legal:

• Full legal due diligence process including environmental permits and compliance history

• Purchase agreement drafting and negotiation protecting St.Germain's interests

• Employment agreements for key personnel, including President Mark St.Germain

• Transition services framework development

• Regulatory filings and approvals coordination

Closing & Post-Closing

Finance:

• Final closing statements and working capital calculations

• Escrow arrangement establishment

• Seamless financial integration with Aventia platform

Legal:

• Closing coordination and document execution

• Smooth transition of client contracts and regulatory permits

• Post-closing integration framework supporting continued operations

Transaction Results

Key Client Benefits Delivered 

• Secured strategic partnership aligned with St.Germain's environmental mission and values 

• Preserved the firm's reputation and team continuity under President Mark St.Germain's continued leadership 

• Enhanced growth platform through Aventia's resources, enabling expansion of Sentry EHS® and other strategic services 

• Positioned St.Germain to better serve clients while contributing to Aventia's goal of becoming a diversified, one-stop environmental solutions provider 

Post-Transaction Success

The acquisition represents a "strategic milestone" for Aventia, strengthening its consulting, engineering, and technology capabilities while expanding geographic reach in New England. St. Germain continues to operate with its established team, now supported by Aventia's extensive resources to help clients achieve their environmental and operational goals. 

Critical Success Factors

Financial Excellence:  PSMJ's M&A advisory team provided comprehensive transaction support from initial data preparation through post-closing, effectively positioning St.Germain's unique value proposition including proprietary Sentry EHS® technology. Strategic buyer identification and evaluation process generated competitive interest, ensuring optimal outcome for the client.

Legal Expertise: Leveraging its extensive transaction expertise, PSMJ was able to work closely with St.Germain’s legal counsel to streamline the process. As a result, PSMJ ensured that the legal team conducted thorough preparation and management of legal due diligence, including environmental regulatory compliance verification and intellectual property protection. PSMJ’s M&A advisory team partnered with this legal counsel to deliver skillful negotiation preserving St.Germain's operational autonomy and brand identity while facilitating integration with Aventia's platform capabilities.

Integrated Collaboration: PSMJ's clearly communicated M&A process ensured seamless coordination from initial engagement through closing and beyond. The team's deep understanding of the architecture, engineering, environmental, and construction (AEC) services industry enabled effective positioning and negotiation, resulting in a "great outcome" that met all of St.Germain's strategic objectives.

Client Testimonial

"PSMJ's M&A advisory team is exceptional! From initial preparation of our firm's key data to solicitation and evaluation of interested parties, to transaction guidance through and after closing, PSMJ's M&A process was clearly communicated and ultimately very effective."

— Mark St.Germain, President, St.Germain

Conclusion

The successful sale of St.Germain to Aventia exemplifies PSMJ Resources' specialized expertise in M&A transactions in the environmental services sector. By combining comprehensive financial analysis with strategic legal guidance, PSMJ delivered a transaction that preserved St.Germain's legacy while positioning the firm for accelerated growth within Aventia's expanding platform. This outcome demonstrates PSMJ's ability to identify optimal strategic partners and execute complex transactions that create value for all stakeholders in the specialized AEC industry. 

Contact PSMJ's M&A Advisory Team:
Susan LeComte, Karl Wohler, Mitchell Mafra, & JB Keefe | 617-965-0055