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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
x
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended November 30, 2023
OR
oTransition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from ______ to ______
Commission file number: 001-32046
SLP_TopLogo.gif
Simulations Plus, Inc.
(Name of registrant as specified in its charter)
California95-4595609
(State or other jurisdiction of Incorporation or Organization)(I.R.S. Employer identification No.)
42505 10th Street West
Lancaster, CA 93534-7059
(Address of principal executive offices including zip code)
(661) 723-7723
(Registrant’s telephone number, including area code)
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
Title of Each Class
    Common Stock, par value $0.001 per share
Trading Symbol
SLP
Name of Each Exchange on Which Registered
NASDAQ Stock Market LLC
Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act (Check one):
xLarge accelerated FileroAccelerated Filer
oNon-accelerated Filer oSmaller reporting company
oEmerging Growth Company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
The number of shares outstanding of the registrant’s common stock, par value $0.001 per share, as of December 27, 2023, was 19,967,077.
Simulations Plus, Inc.

FORM 10-Q
For the Quarterly Period Ended November 30, 2023

Table of Contents

Page
Item 1A.
PART I. FINANCIAL INFORMATION
Item 1.    Condensed Consolidated Financial Statements

SIMULATIONS PLUS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)(Audited)
(in thousands, except share and per share amounts)November 30, 2023August 31, 2023
ASSETS
Current assets
Cash and cash equivalents$39,789 $57,523 
Accounts receivable, net of allowance for doubtful accounts of $37 and $46
10,346 10,201 
Prepaid income taxes37 804 
Prepaid expenses and other current assets5,414 3,904 
Short-term investments74,101 57,940 
Total current assets129,687 130,372 
Long-term assets
Capitalized computer software development costs, net of accumulated amortization of $17,580 and $17,199
11,896 11,335 
Property and equipment, net487 671 
Operating lease right-of-use assets1,118 1,247 
Intellectual property, net of accumulated amortization of $9,709 and $9,301
8,281 8,689 
Other intangible assets, net of accumulated amortization of $2,351 and $2,107
12,954 12,825 
Goodwill19,099 19,099 
Deferred tax assets1,826 1,438 
Other assets430 425 
Total assets$185,778 $186,101 
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts payable$317 $144 
Accrued compensation2,170 4,392 
Accrued expenses731 659 
Contracts payable2,290 3,250 
Operating lease liability - current portion420 442 
Deferred revenue2,660 3,100 
Total current liabilities8,588 11,987 
Long-term liabilities
Operating lease liability669 755 
Contracts payable – net of current portion4,180 3,330 
Total liabilities13,437 16,072 
Commitments and contingencies  
Shareholders' equity
Preferred stock, $0.001 par value — 10,000,000 shares authorized; no shares issued and outstanding
$ $ 
Common stock, $0.001 par value and additional paid-in capital —50,000,000 shares authorized; 19,965,678 and 19,937,961 shares issued and outstanding
146,591 144,974 
Retained earnings25,945 25,196 
Accumulated other comprehensive loss(195)(141)
Total shareholders' equity172,341 170,029 
Total liabilities and shareholders' equity$185,778 $186,101 
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

SIMULATIONS PLUS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Unaudited)
Three Months Ended November 30,
(in thousands, except per common share amounts)20232022
Revenues
Software$7,589 $6,074 
Services6,911 5,890 
Total revenues14,500 11,964 
Cost of revenues
Software991 885 
Services3,661 1,786 
Total cost of revenues4,652 2,671 
Gross profit9,848 9,293 
Operating expenses
Research and development1,217 1,166 
Selling and marketing1,989 1,485 
General and administrative5,682 5,764 
Total operating expenses8,888 8,415 
  
Income from operations960 878 
Other income1,446 740 
  
Income before income taxes2,406 1,618 
Provision for income taxes(461)(373)
Net income$1,945 $1,245 
Earnings per share
Basic$0.10 $0.06 
Diluted$0.10 $0.06 
Weighted-average common shares outstanding
Basic19,947 20,286 
Diluted20,279 20,825 
Other comprehensive income, net of tax
Foreign currency translation adjustments(54)53 
Comprehensive income$1,891 $1,298 
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

SIMULATIONS PLUS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(Unaudited)
Three Months Ended November 30,
(in thousands, except per common share amounts)20232022
Common stock and additional paid in capital
Balance, beginning of period$144,974 $138,512 
Exercise of stock options164 758 
Stock-based compensation1,303 886 
Shares issued to Directors for services150 150 
Balance, end of period146,591 140,306 
Retained earnings
Balance, beginning of period25,196 40,044 
Declaration of dividends(1,196)(1,218)
Net income1,945 1,245 
Balance, end of period25,945 40,071 
Accumulated other comprehensive loss
Balance, beginning of period(141)(308)
Other comprehensive (loss) income(54)53 
Balance, end of period(195)(255)
Total shareholders’ equity$172,341 $180,122 
Cash dividends declared per common share$0.06 $0.06 
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

SIMULATIONS PLUS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended November 30,
(in thousands)20232022
Cash flows from operating activities
Net income$1,945 $1,245 
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization1,091 923 
Change in fair value of contingent consideration(110) 
Amortization of investment (discounts) premiums(395)(90)
Stock-based compensation1,362 1,036 
Deferred income taxes(388) 
Currency translation adjustments(54)52 
(Increase) decrease in
Accounts receivable(145)2,088 
Prepaid income taxes767 399 
Prepaid expenses and other assets(1,515)(1,266)
Increase (decrease) in  
Accounts payable173 13 
Other liabilities(2,129)107 
Deferred revenue(440)200 
Net cash provided by operating activities162 4,707 
Cash flows from investing activities  
Purchases of property and equipment (109)
Purchase of short-term investments(30,544)(29,518)
Proceeds from maturities of short-term investments14,778 24,138 
Purchased intangibles(247)(39)
Capitalized computer software development costs(851)(894)
Net cash used in investing activities(16,864)(6,422)
Cash flows from financing activities  
Payment of dividends(1,196)(1,218)
Payments on contracts payable 758 
Proceeds from the exercise of stock options164  
Net cash used in financing activities(1,032)(460)
  
Net decrease in cash and cash equivalents(17,734)(2,175)
Cash and cash equivalents, beginning of year$57,523 $51,567 
Cash and cash equivalents, end of period$39,789 $49,392 
Supplemental disclosures of cash flow information
Income taxes paid$96 $ 
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

Simulations Plus, Inc.
Notes to Condensed Consolidated Financial Statements
For the three months ended November 30, 2023
NOTE 1 – ORGANIZATION AND LINES OF BUSINESS
Organization

Simulations Plus, Inc. (“Simulations Plus”) was incorporated on July 17, 1996. In September 2014, Simulations Plus acquired all of the outstanding equity interests of Cognigen Corporation (“Cognigen”) and Cognigen became a wholly owned subsidiary of Simulations Plus. In June 2017, Simulations Plus acquired DILIsym Services, Inc. (“DILIsym”) as a wholly owned subsidiary. In April 2020, Simulations Plus acquired Lixoft, a French société par actions simplifiée (“Lixoft” or “SLP France”), as a wholly owned subsidiary pursuant to a stock purchase and contribution agreement. In June 2023, Simulations Plus acquired Immunetrics, Inc. (“Immunetrics”) as a wholly owned subsidiary through a reverse triangular merger. (Simulations Plus together with its subsidiaries, collectively, the “Company,” “we,” “us,” “our”).

Effective September 1, 2021, the Company merged both Cognigen and DILIsym with and into Simulations Plus through short-form mergers (the “Mergers”). To effectuate the Mergers, the Company filed Certificates of Ownership with the Secretaries of State of the states of Delaware (Cognigen’s and DILIsym’s state of incorporation) and California (Simulation Plus’ state of incorporation). Consummation of the Mergers was not subject to approval of the Company’s stockholders and did not impact the rights of the Company’s stockholders.

On December 20, 2022, Simulations Plus International, Inc. (“SLPI”), a Delaware corporation, was created as a wholly owned subsidiary of Simulations Plus in order to facilitate future international acquisitions, if any, and global integrations. In furtherance of this objective, the Company added the trade name “SLP France” to Lixoft, and on April 25, 2023, Simulations Plus transferred its ownership of SLP France to SLPI pursuant to a contribution and acceptance agreement, resulting in SLP France becoming a wholly owned subsidiary of SLPI. The transfer did not impact the rights of the Company’s stockholders.

Effective September 1, 2023, the Company merged Immunetrics with and into Simulations Plus through a short-form merger (the “Merger”). To effectuate the Merger, the Company filed Certificates of Ownership with the Secretaries of State of the states of Delaware (Immunetrics’ state of incorporation) and California (Simulation Plus’ state of incorporation). Consummation of the Merger was not subject to approval of the Company’s stockholders and did not impact the rights of the Company’s stockholders.
At the beginning of fiscal year 2024, in order to create a more integrated and cohesive company, the Company reorganized its internal structuring to move away from divisions based on its prior acquisitions and to instead divide the internal structure into business units organized around key product and service offerings that the Company provides, which include:

Clinical Pharmacology and Pharmacometrics (“CPP”);
Quantitative Systems Pharmacology (“QSP”);
Physiologically based pharmacokinetics (“PBPK”);
Cheminformatics; and
Regulatory Strategies.

Lines of Business

We are a premier developer of drug discovery and development software for modeling and simulation, and for the prediction of molecular properties utilizing both artificial-intelligence-based and machine-learning-based technologies. We also provide consulting services ranging from early drug discovery through preclinical and clinical development analysis and for submissions to regulatory agencies. Our software and consulting services are provided to major pharmaceutical, biotechnology, agrochemical, cosmetics, and food industry companies and academic and regulatory agencies worldwide for use in the conduct of industry-based research.
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation

The condensed consolidated financial statements include the accounts of Simulations Plus and its wholly owned operating subsidiaries, SLPI and SLP France. All significant intercompany accounts and transactions are eliminated in consolidation.
Use of Estimates
Our financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management’s application of accounting policies. Actual results could differ from those estimates.
Reclassifications

Certain numbers in the prior year have been reclassified to conform to the current year’s presentation.
Revenue Recognition
We generate revenue primarily from the sale of software licenses and by providing consulting services to the pharmaceutical industry for drug development.

In accordance with ASC 606, we determine revenue recognition through the following steps:

i.Identification of the contract, or contracts, with a customer
ii.Identification of the performance obligations in the contract
iii.Determination of the transaction price
iv.Allocation of the transaction price to the performance obligations in the contract
v.Recognition of revenue when, or as, we satisfy a performance obligation

Components of Revenue
The following is a description of principal activities from which the Company generates revenue. As part of the accounting for these arrangements, the Company must develop assumptions that require judgment to determine the standalone selling price for each performance obligation identified in the contract. Standalone selling prices are determined based on the prices at which the Company separately sells its services or goods.

Revenue ComponentsTypical Payment Terms
Software Revenues:
Software revenues are generated primarily from sales of software licenses at the time the software is unlocked, and the term commences. The license period typically is one year or less. Along with the license, a di minimis amount of customer support is provided to assist the customer with the software. Should the customer need more than a di minimis amount of support, they can choose to enter into a separate contract for additional training. Most software is installed on our customers’ servers and the Company has no control of the software once the sale is made.
Payments are generally due upon invoicing on a net 30 basis, unless other payment terms are negotiated with the customer based on customer history. Typical industry standards apply.
For certain software arrangements the Company hosts the licenses on servers maintained by the Company. Revenue for those arrangements is accounted as Software as a Service over the life of the contract. These arrangements account for a small portion of software revenues of the Company.
Consulting Contracts:
Consulting services provided to our customers are generally recognized over time as the contracts are performed and the services are rendered. The Company measures its consulting revenue based on time expended compared to total estimated hours to complete a project. The Company believes the method chosen for its contract revenue best depicts the transfer of benefits to the customer under the contracts.Payment terms vary, depending on the size of the contract, credit history and history with the client, and deliverables within the contract.
Consortium-Member Based Services:
The performance obligation is recognized on a time-elapsed basis, by month for which the services are provided, as the Company transfers control evenly over the contractual period.Payment is due at the beginning of the period, generally on a net-30 or -60 basis.
Remaining Performance Obligations
Transaction price allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and unbilled amounts that will be recognized as revenue in future periods. As of November 30, 2023, remaining performance obligations were $10.3 million. Ninety-five percent of the remaining performance obligations are expected to be recognized over the next 12 months, with the remainder expected to be recognized thereafter. Remaining performance obligations estimates are subject to change and are affected by several factors, including contract terminations and changes in the scope of contracts.
Disaggregation of Revenues

The components of disaggregation of revenue for the three months ended November 30, 2023 and 2022 were as follows:

Three Months Ended November 30,
(in thousands)20232022
Software licenses
Point in time$7,321 $5,802 
Over time268 272 
Services 
Over time6,911 5,890 
Total revenue$14,500 $11,964 
In addition, the Company allocates revenues to geographic areas based on the locations of its customers. Geographical revenues for the three months ended November 30, 2023 and 2022 were as follows:
Three Months Ended November 30,
(in thousands)20232022
$% of total $% of total
Americas$10,891 75 %$8,500 71 %
EMEA2,302 16 %2,130 18 %
Asia Pacific1,307 9 %1,334 11 %
Total$14,500 100 %$11,964 100 %
Contract Balances
We receive payments from customers based upon contractual billing schedules, while we recognize revenue when, or as, we satisfy our performance obligations. This timing difference results in accounts receivable, contract assets, and contract liabilities. We record accounts receivable when the right to consideration becomes unconditional. We record a contract asset if the right to consideration is conditioned on something other than the passage of time, such as our future performance. Contract assets are included in prepaid expenses and other current assets on our condensed consolidated balance sheets. We record a contract liability when we have an obligation to transfer goods or services to a customer for which we have either received consideration or a payment is due from a customer. We refer to contract liabilities as deferred revenue on our condensed consolidated balance sheets.
Contract asset balances as of November 30, 2023, and August 31, 2023, were $2.9 million and $2.7 million, respectively.
During the three months ended November 30, 2023, the Company recognized $2.2 million of revenue that was included in contract liabilities as of August 31, 2023, and during the three months ended November 30, 2022, the Company recognized $1.9 million of revenue that was included in contract liabilities as of August 31, 2022.
Deferred Commissions
Sales commissions earned by our sales force and our commissioned sales representatives are considered incremental and recoverable costs of obtaining a contract with a customer. We apply the practical expedient as described in ASC 340-40-25-4 to expense costs as incurred for sales commissions, since the amortization period of the asset that we otherwise would have recognized is one year or less. This expense is included in the condensed consolidated statements of operations and comprehensive income as selling and marketing expense.
Cash and Cash Equivalents
For purposes of the statements of cash flows, we consider all highly liquid investments purchased with original maturities of three months or less to be cash equivalents.
Accounts Receivable and Allowance for Credit Losses

The Company extends credit to its customers in the normal course of business. The Company evaluates its allowance for credit losses based on its estimate of the collectability of its trade accounts receivable. As part of this assessment, the Company considers various factors including the financial condition of the individual companies with which it does business, the aging of receivable balances, historical experience, changes in customer payment terms, current market conditions, and reasonable and supportable forecasts of future economic conditions. In times of economic turmoil, the Company’s estimates and judgments with respect to the collectability of its receivables is subject to greater uncertainty than in more stable periods. Accounts receivable balances will be charged off against the allowance for credit losses after all means of collection have been exhausted and the potential for recovery is considered remote.
The activity in the allowance for credit losses related to our trade receivables is summarized as follows:
Three Months Ended November 30,
(in thousands)20232022
Balance, beginning of period$46 $12 
Provision for expected credit losses(9) 
Balance, end of period$37 $12 
Investments
The Company may invest excess cash balances in short-term and long-term marketable debt securities. Investments may consist of certificates of deposit, money market accounts, government-sponsored enterprise securities, corporate bonds, and/or commercial paper within the parameters of our Investment Policy and Guidelines. The Company accounts for its investments in marketable securities in accordance with ASC 320, Investments – Debt and Equity Securities. This statement requires debt securities to be classified into three categories:

Held-to-maturity—Debt securities that the entity has the positive intent and ability to hold to maturity are measured at amortized cost and are presented at the net amount expected to be collected. Any change in the allowance for credit losses during the period is reflected in earnings. Discounts and premiums to par value of the debt securities are amortized to interest income/expense over the term of the security.

Trading Securities—Debt securities that are bought and held primarily for the purpose of selling in the near term are reported at fair value, with unrealized gains and losses included in earnings.

Available-for-Sale—Debt securities not classified as either securities held-to-maturity or trading securities are reported at fair value. For available-for-sale debt securities in an unrealized-loss position, we evaluate as of the balance sheet date whether the unrealized losses are attributable to a credit loss or other factors. The portion of unrealized losses related to a credit loss is recognized in earnings, and the portion of unrealized loss not related to a credit loss is recognized in other comprehensive income (loss).

We classify our investments in marketable debt securities based on the facts and circumstances present at the time of purchase of the securities. We subsequently reassess the appropriateness of that classification at each reporting date. During the three months ended November 30, 2023 and for the year ended August 31, 2023, all of our investments were classified as held-to-maturity.
Capitalized Computer Software Development Costs
Software development costs are capitalized in accordance with ASC 985-20. Capitalization of software development costs begins upon the establishment of technological feasibility and is discontinued when the product is available for sale.

The establishment of technological feasibility and the ongoing assessment for recoverability of capitalized software development costs require considerable judgment by management with respect to certain external factors including, but not limited to, technological feasibility, anticipated future gross revenue, estimated economic life, and changes in software and hardware technologies. Capitalized software development costs are comprised primarily of salaries and direct payroll-related costs and the purchase of existing software to be used in our software products.

Amortization of capitalized software development costs is calculated on a product-by-product basis on the straight-line method over the estimated economic life of the products (not to exceed five years). Amortization of software development costs amounted to $0.4 million and $0.4 million for the three months ended November 30, 2023 and 2022, respectively. We expect future amortization expense to vary due to increases in capitalized computer software development costs.
We test capitalized computer software development costs for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.
Property and Equipment
Property and equipment are recorded at cost, or fair market value for property and equipment acquired in business combinations, less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method over the estimated useful lives as follows:
Equipment5 years
Computer equipment
3 to 7 years
Furniture and fixtures
5 to 7 years
Leasehold improvementsShorter of the asset life or lease term
Maintenance and minor replacements are charged to expense as incurred. Gains and losses on disposals are included in the results of operations.
Internal-use Software
We have capitalized certain internal-use software costs in accordance with ASC 350-40, which are included in intangible assets. The amortization of such costs is classified as general and administrative expenses on the condensed consolidated statements of operations. Maintenance of and minor upgrades to internal-use software are also classified as general and administrative expenses as incurred.
Leases
We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities (current and long-term) in our condensed consolidated balance sheets.
ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we generally use our incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at the commencement date. The operating lease ROU asset also includes any lease payments made at or before the commencement date and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense is recognized on a straight-line basis over the lease term.
Supplemental balance sheet information related to operating leases was as follows as of November 30, 2023:
(in thousands)
Right of use assets$1,118 
Lease liabilities, current$420 
Lease liabilities, long-term$669 
Operating lease costs$117 
Weighted-average remaining lease term3.12 years
Weighted-average discount rate4.93 %
Intangible Assets and Goodwill

We perform valuations of assets acquired and liabilities assumed on each acquisition accounted for as a business combination and recognize the assets acquired and liabilities assumed at their acquisition-date fair value. Acquired intangible assets include customer relationships, software, trade names, and noncompete agreements. We determine the appropriate useful life by performing an analysis of expected cash flows based on historical experience of the acquired businesses. Finite-lived intangible assets are amortized over their estimated useful lives using the straight-line method, which approximates the pattern in which the majority of the economic benefits are expected to be consumed. Finite-lived intangible assets subject to amortization are reviewed for impairment whenever events or circumstances indicate that the carrying amount of these assets may not be recoverable.
Goodwill represents the excess of the cost of an acquired entity over the fair value of the acquired net assets. Goodwill and indefinite-lived intangible assets are tested for impairment annually or when events or circumstances change that would indicate that they might be impaired. Events or circumstances that could trigger an impairment review include, but are not limited to, a significant adverse change in legal factors or in the business climate, an adverse action or assessment by a regulator, unanticipated competition, a loss of key personnel, significant changes in the manner of our use of the acquired assets or the strategy for our overall business, significant negative industry or economic trends, or significant underperformance relative to expected historical or projected future results of operations.
Goodwill and the other assets and liabilities acquired as part of the Immunetrics acquisition have been assigned to a separate reporting unit.
Goodwill and intangible assets are tested for impairment at the reporting unit level, which is either one level below or the same level as an operating segment.
Consistent with the reorganization of our internal structuring to move away from divisions based on our prior acquisitions to business units organized around key product and service offerings, as of November 30, 2023, our reporting units now include the following business units:

Clinical Pharmacology and Pharmacometrics, or CPP;
Quantitative Systems Pharmacology, or QSP;
Physiologically-based pharmacokinetics, or PBPK;
Cheminformatics; and
Regulatory Strategies.

As part of this reorganization, we also took the opportunity to evaluate our departmental structure with a focus on continuing to improve operational performance and profitability. Accordingly, we moved all services personnel into cost of revenues departments, all R&D personnel into R&D expense departments, all sales and marketing personnel into selling and marketing expense departments, and all overhead personnel into general and administrative expense departments. To provide investors improved visibility to our progress, we also decided to report separately our selling and marketing expenses from our general and administrative expenses.
Reconciliation of Goodwill for the three months ended November 30, 2023:
(in thousands)CPPQSPTotal
Balance, August 31, 2023$7,323 $11,776 $19,099 
Addition   
Impairments   
Balance, November 30, 2023$7,323 $11,776 $19,099 
The following table summarizes other intangible assets as of November 30, 2023:

(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book Value
Trade namesNone$4,210 $ $4,210 
Covenants not to compete
Straight line 2 to 3 years
30 7 23 
Other internal use software
Straight line 3 to 5 years
306 13 293 
Customer relationships
Straight line 8 to 14 years
8,230 2,085 6,145 
ERP
Straight line 15 years
2,529 246 2,283 
$15,305 $2,351 $12,954 
The following table summarizes other intangible assets as of August 31, 2023:
(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book Value
Trade namesNone$4,210 $ $4,210 
Covenants not to compete
Straight line 3 years
30 3 27 
Other internal use software
Straight line 3 to 5 years
350 10 340 
Customer relationships
Straight line 8 to 14 years
8,230 1,887 6,343 
ERP
Straight line 15 years
2,112 207 1,905 
$14,932 $2,107 $12,825 
Total amortization expense for the three months ended November 30, 2023 and 2022 was $0.2 million and $0.1 million, respectively.
Estimated future amortization of finite-lived intangible assets for the next five fiscal years is as follows:
(in thousands)
Years ending August 31,
Amount
Remainder of 2024$716 
2025$957 
2026$945 
2027$898 
2028$755 
Fair Value of Financial Instruments
Assets and liabilities recorded at fair value in the condensed consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair value. The categories are as follows:
Level Input:Input Definition:
Level IInputs that are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement date.
Level IIInputs, other than quoted prices included in Level I, that are observable for the asset or liability through corroboration with market data at the measurement date.
Level IIIUnobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date.
For certain of our financial instruments, including accounts receivable, accounts payable, and accrued compensation and other accrued expenses, the carrying amounts are representative of their fair value due to their short maturities.


We invest a portion of our excess cash balances in short-term debt securities. Investments at November 30, 2023, consisted of corporate bonds and term deposits with maturities remaining of less than 12 months. Under the fair-value hierarchy, the fair market values of the Company’s cash equivalents and investments are Level I. We may also invest excess cash balances in certificates of deposit, money market accounts, government-sponsored enterprise securities, and/or commercial paper. We account for our investments in accordance with ASC 320, Investments – Debt and Equity Securities. As of November 30, 2023, all investments were classified as held-to-maturity securities, as we have the positive intent and ability to hold these securities until maturity. We believe unrealized losses on investments were primarily caused by rising interest rates rather than changes in credit quality, and, accordingly, we have not recorded an allowance for credit losses on our debt securities as of November 30, 2023, and August 31, 2023.
The following tables summarize our short-term investments as of November 30, 2023, and August 31, 2023:
November 30, 2023
(in thousands)Amortized CostGross
Unrealized
Gains
Gross
Unrealized
Losses
Fair Value
Commercial notes (due within one year)$70,101 $ $(33)$70,068 
Term deposits (due within one year)4,000   4,000 
Total$74,101 $ $(33)$74,068 
August 31, 2023
(in thousands)Amortized CostGross
Unrealized
Gains
Gross
Unrealized
Losses
Fair Value
Commercial notes (due within one year)$53,940 $ $(115)$53,825 
Term deposits (due within one year)4,000   4,000 
Total$57,940 $ $(115)$57,825 
As of November 30, 2023, the Company had a liability for contingent consideration related to its acquisition of Immunetrics. The fair value measurement of the contingent consideration obligations are determined using Level 3 inputs. The fair value of contingent consideration obligations are based on a discounted cash flow model using a probability-weighted income approach. These fair value measurements represent Level 3 measurements as they are based on significant inputs not observable in markets. Significant judgment is employed in determining the appropriateness of these assumptions as of the acquisition date and for each subsequent period. Accordingly, changes in assumptions could have a material impact on the amount of contingent consideration expense the Company records in any given period. Changes in the fair value of the contingent consideration obligations are recorded in the Company’s Condensed Consolidated Statement of Operations.
The following is a reconciliation of contingent consideration at fair value:
(in thousands)Amount
Contingent consideration as of August 31, 2023$4,780 
Change in fair value of contingent consideration(110)
 Contingent consideration as of November 30, 2023$4,670 

Business Combination

The acquisition method of accounting for business combinations requires us to use significant estimates and assumptions, including fair value estimates, as of the business combination date and to refine those estimates as necessary during the measurement period (defined as the period, not to exceed one year, in which we may adjust the provisional amounts recognized for a business combination).


Under the acquisition method of accounting, we recognize separately from goodwill the identifiable assets acquired, the liabilities assumed, and any noncontrolling interests in an acquiree, generally at the acquisition-date fair value. We measure goodwill as of the acquisition-date as the excess of consideration transferred, which we also measure at fair value, over the net of the acquisition date amounts of the identifiable assets acquired and liabilities assumed. Costs that we incur to complete the business combination, such as investment banking, legal, and other professional fees, are not considered part of consideration, and we recognize such costs as general and administrative expenses as they are incurred. Under the acquisition method, we also account for acquired company restructuring activities that we initiate separately from the business combination.

Should the initial accounting for a business combination be incomplete by the end of a reporting period that falls within the measurement period, we report provisional amounts in our financial statements. During the measurement period, we adjust the provisional amounts recognized at the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date, and we record those adjustments to our financial statements. We apply those measurement-period adjustments that we determine to be material retrospectively to comparative information in our financial statements, including adjustments to depreciation and amortization expense.

Under the acquisition method of accounting for business combinations, if we identify changes to acquired deferred-tax asset valuation allowances or liabilities related to uncertain tax positions during the measurement period, and they relate to new information obtained about facts and circumstances that existed as of the acquisition date, those changes are considered a measurement period adjustment and we record the offset to goodwill. We record all other changes to deferred-tax asset valuation allowances and liabilities related to uncertain tax positions in current period income tax expense. This accounting applies to all of our acquisitions regardless of acquisition date.
Research and Development Costs
Research and development costs are charged to expense as incurred until technological feasibility has been established. These costs include salaries, laboratory experiments, and purchased software that was developed by other companies and incorporated into, or used in the development of, our final products.
Income Taxes
We account for income taxes in accordance with ASC 740, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns.

Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each year-end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes represents the tax payable for the period and the change during the period in deferred tax assets and liabilities.
Intellectual property
In May 2014, we entered into a termination and non-assertion agreement with TSRL, Inc., pursuant to which the parties agreed to terminate an exclusive software licensing agreement entered into between the parties in 1997. As a result, the Company obtained a perpetual right to use certain source code and data, and TSRL relinquished any rights and claims to any GastroPlus products and to any claims, royalties, or other payments under that 1997 agreement. We agreed to pay TSRL total consideration of $6.0 million, which is being amortized over 10 years under the straight-line method.

In June 2017, as part of the acquisition of DILIsym, the Company acquired certain developed technologies associated with the drug-induced liver disease (DILI). These technologies were valued at $2.9 million and are being amortized over 9 years under the straight-line method.

In September 2018, we purchased certain intellectual property rights of Entelos Holding Company. The cost of $0.1 million is being amortized over 10 years under the straight-line method.

In April 2020, as part of the acquisition of Lixoft, the Company acquired certain developed technologies associated with the Lixoft scientific software. These technologies were valued at $8.0 million and are being amortized over 16 years under the straight-line method.


In June 2023, we purchased certain developed technology of Immunetrics. The cost of $1.1 million is being amortized over 5 years under the straight-line method.
The following table summarizes intellectual property as of November 30, 2023:
(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book
Value
Termination/nonassertion agreement-TSRL Inc.
Straight line 10 years
$6,000 $5,725 $275 
Developed technologies–DILIsym acquisition
Straight line 9 years
2,850 2,057 793 
Intellectual rights of Entelos Holding Company
Straight line 10 years
50 26 24 
Developed technologies–Immunetrics acquisition
Straight line 5 years
1,080 99 981 
Developed technologies–Lixoft acquisition
Straight line 16 years
8,010 1,802 6,208 
$17,990 $9,709 $8,281 
The following table summarizes intellectual property as of August 31, 2023:
(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book
Value
Termination/nonassertion agreement-TSRL Inc.
Straight line 10 years
$6,000 $5,575 $425 
Developed technologies–DILIsym acquisition
Straight line 9 years
2,850 1,978 872 
Intellectual rights of Entelos Holding Company
Straight line 10 years
50 25 25 
Developed technologies–Immunetrics acquisition
Straight line 5 years
1,080 45 1,035 
Developed technologies–Lixoft acquisition
Straight line 16 years
8,010 1,678 6,332 
$17,990 $9,301 $8,689 
Total amortization expense for intellectual property agreements for the three months ended November 30, 2023 and 2022 was $0.4 million and $0.3 million, respectively.
Estimated future amortization of intellectual property for the next five years is as follows:
(in thousands)
Years ending August 31,
Amount
Remainder of 2024$1,026 
2025$1,009 
2026$933 
2027$693 
2028$648 
Earnings per Share
We report earnings per share in accordance with ASC 260. Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding. Diluted earnings per share is computed similarly to basic earnings per share, except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The components of basic and diluted earnings per share for the three months ended November 30, 2023 and 2022 were as follows:

Three Months Ended November 30,
(in thousands)20232022
Numerator
Net income attributable to common shareholders$1,945 $1,245 
Denominator
Weighted-average number of common shares outstanding during the period19,947 20,286 
Dilutive effect of stock options332 539 
Common stock and common stock equivalents used for diluted earnings per share20,279 20,825 
Stock-Based Compensation
Compensation costs related to stock options are determined in accordance with ASC 718. Compensation cost is calculated based on the grant-date fair value estimated using the Black-Scholes pricing model and then amortized on a straight-line basis over the requisite service period. Stock-based compensation costs related to stock options, not including shares issued to directors for services, was $1.3 million and $0.9 million for the three months ended November 30, 2023 and 2022, respectively.
Impairment of Long-lived Assets
We account for the impairment and disposition of long-lived assets in accordance with ASC 360. Long-lived assets to be held and used are reviewed for events or changes in circumstances that indicate that their carrying value may not be recoverable. We measure recoverability by comparing the carrying amount of an asset to the expected future undiscounted net cash flows generated by the asset. If we determine that the asset may not be recoverable, or if the carrying amount of an asset exceeds its estimated future undiscounted cash flows, we recognize an impairment charge to the extent of the difference between the fair value and the asset's carrying amount. No impairment losses were recorded during the three months ended November 30, 2023 and 2022, respectively.
Recently Issued Accounting Standards
In October, 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-06 - Disclosure Improvements: Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative ("ASU 2023-06"). ASU 2023-06 incorporates 14 of the 27 disclosure requirements published in SEC Release No. 33-10532 - Disclosure Update and Simplification into various topics within the Accounting Standards Codification ("ASC"). ASU 2023-06's amendments represent clarifications to, or technical corrections of, current requirements. For SEC registrants, the effective date for each amendment will be the date on which the SEC removes that related disclosure from its rules. Early adoption is prohibited. The Company does not expect ASU 2023-06 to have a material effect on its condensed consolidated financial statements.
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which updates reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments should be applied retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating the ASU to determine its impact on the Company’s disclosures.
Recently Adopted Accounting Standards
In October 2021, the FASB issued ASU 2021-08, Business Combinations - Accounting for contract assets and contract liabilities from contracts with customers (Topic 805), which requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with Revenues from contracts with customers (Topic 606). For public companies, the guidance is effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. The Company adopted the guidance during fiscal year 2023. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements.

In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832), which requires business entities to disclose information about transactions with a government that are accounted for by applying a grant or contribution model by analogy (for example, IFRS guidance in IAS 20 or guidance on contributions for not-for-profit entities in ASC 958-605). For transactions within scope, the new standard requires the disclosure of information about the nature of the transaction, including significant terms and conditions, as well as the amounts and specific financial statement line items affected by the transaction. The new guidance is effective for annual reporting periods beginning after December 15, 2021. The Company adopted the guidance during fiscal year 2023. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements.
NOTE 3 – OTHER INCOME
The components of other income for the three months ended November 30, 2023 and 2022, were as follows:
Three Months Ended November 30,
(in thousands)20232022
Interest income$1,292 $771 
Change in fair valuation of contingent consideration110  
Gain (loss) on currency exchange44 (31)
Total other income$1,446 $740 
NOTE 4 – COMMITMENTS AND CONTINGENCIES
Leases
We lease 4,200 square feet of office space in Lancaster, California, where our corporate headquarters are located. The lease term extends to April 30, 2028 and the base rent is $8 thousand per month with an annual increase of 3%. The lease agreement gives the Company the right, upon 180 days prior notice, to opt out of all or part of the last three years of the lease term with no penalty.
We lease 1,510 square feet of office space in Durham, North Carolina. The lease term extends to September 30, 2026, and the base rent is $4 thousand per month with an annual increase of 3%. The amended lease agreement gives the Company the right, upon 9 months prior notice, to extend the lease for 60 months.
We lease 4,317 square feet of office space in Buffalo, New York. The lease term extends to November 30, 2026, and the base rent is $7 thousand per month with an annual 2% increase. The lease agreement provides the Company with two five-year renewal options and the right to terminate the lease with one year’s prior written notice with certain penalties.
We lease 2,300 square feet of office space in Paris, France. The lease term extends to November 30, 2024, and the rent is $5 thousand per month, which amount is subject to adjustment each December based on a consumer price index.
We lease 7,141 square feet of office space in Pittsburgh, Pennsylvania. The lease term extends to May 31, 2025, and the base rent is $10 thousand per month. The lease agreement provides the Company with one five-year renewal option.
We have a data center colocation space in Buffalo, New York, with a lease term through November 30, 2026, and rent of $4 thousand per month with an annual 3% increase.

Rent expense, including common area maintenance fees for the three months ended November 30, 2023 and 2022 was $0.1 million and $0.1 million, respectively.
Lease liability maturities as of November 30, 2023, were as follows:

(in thousands)Years ending August 31,Amount
Remainder of 2024$343 
2025390 
2026293 
2027140 
202868 
Total undiscounted liabilities1,234 
Less: imputed interest(145)
Total operating lease liabilities (including current portion)$1,089 
Employment Agreements

In the normal course of business, the Company has entered into employment agreements with certain of its executive officers that may require compensation payments upon termination.
Income Taxes

We follow guidance issued by the FASB with regard to our accounting for uncertainty in income taxes recognized in the financial statements. Such guidance prescribes a recognition threshold of more likely than not and a measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. In making this assessment, a company must determine whether it is more likely than not that a tax position will be sustained upon examination, based solely on the technical merits of the position, and must assume that the tax position will be examined by taxing authorities. Our policy is to include interest and penalties related to income tax expense. We file income tax returns with the IRS and various state jurisdictions as well as with the countries of India and France. Our federal income tax returns for fiscal years 2020 through 2023 are open for audit, and our state tax returns for fiscal years 2019 through 2023 remain open for audit.

Our review of prior year tax positions using the criteria and provisions presented in guidance issued by FASB did not result in a material impact on our financial position or results of operations.
Litigation

We are not a party to any legal proceedings and are not aware of any pending or threatened legal proceedings of any kind.
NOTE 5 – SHAREHOLDERS' EQUITY
Shares Outstanding

Shares of Company's common stock outstanding for the three months ended November 30, 2023 and 2022 were as follows:
Three Months Ended November 30,
(in thousands)20232022
Common stock outstanding, beginning of period19,938 20,260 
Common stock issued during the period28 54 
Common stock outstanding, end of period19,966 20,314 
Dividends

The Company’s Board of Directors declared cash dividends during the fiscal years 2024 and 2023. The details of dividends paid are in the following tables:

(in thousands, except dividend per share)Fiscal Year 2024
Record DateDistribution DateNumber of Shares
Outstanding on
Record Date
Dividend per
Share
Total Amount
10/30/202311/06/202319,939 $0.06 $1,196 
(in thousands, except dividend per share) Fiscal Year 2023
Record DateDistribution DateNumber of Shares
Outstanding on
Record Date
Dividend per
Share
Total Amount
10/31/202211/07/202220,299 $0.06 $1,218 
1/30/20232/06/202319,924 $0.06 1,195 
4/24/20235/01/202319,999 $0.06 1,200 
7/31/20238/07/202319,931 $0.06 1,196 
Total  $4,809 
Stock Option Plans

On December 23, 2016, the Company’s Board of Directors adopted, and on February 23, 2017, its shareholders approved, the Company’s 2017 Equity Incentive Plan (the “2017 Plan”), under which a total of 1.0 million shares of common stock were initially reserved for issuance. The 2017 plan would have terminated pursuant to its terms in December 2026; however, the 2017 Plan was replaced by the Company’s 2021 Plan (as defined below), and as a result, no further issuances of shares may be made under the 2017 Plan.
On April 9, 2021, the Company’s Board of Directors adopted, and on June 23, 2021, its shareholders approved, the Company’s 2021 Equity Incentive Plan (the “2021 Plan,” and together with the 2017 Plan, the “Plans”), under which a total of 1.3 million shares of common stock were initially reserved for issuance. On October 20, 2022, the Company’s Board of Directors approved, and on February 9, 2023, its shareholders approved, an amendment to the 2021 Plan to increase the number of shares of common stock authorized for issuance thereunder from 1.3 million shares to 1.55 million shares of common stock of the Company. The 2021 Plan will terminate in 2031.
On October 19, 2023, the Company’s Board of Directors approved, subject to shareholder approval, an amendment to the 2021 Plan to increase the number of shares of common stock authorized for issuance thereunder from 1.55 million shares to 2.5 million shares of common stock of the Company (the “Plan Amendment”). The Plan Amendment will be presented to the Company’s shareholders for approval at its 2024 Annual Meeting of Shareholders, to be held on February 8, 2024. If approved by the Company’s shareholders, the Plan Amendment will be effective as of the date of such approval. If the Plan Amendment is not approved by the Company’s shareholders, the Plan Amendment will not become effective, and the number of shares of common stock authorized for issuance under the 2021 Plan will remain at 1.55 million shares.
As of November 30, 2023, employees and directors of the Company held Qualified Incentive Stock Options (“ISOs”) and Non-Qualified Stock Options (“NQSOs”) to purchase an aggregate of 1.9 million shares of common stock at exercise prices ranging from $6.85 to $66.14 per share.
The following tables summarize information about stock options:

(in thousands, except per share and weighted-average amounts)
Activity for the three months ended November 30, 2023Number of
Options
Weighted-Average
Exercise Price
Per Share
Weighted-Average
Remaining
Contractual Life
Outstanding, August 31, 20231,478 $34.62 6.62 years
Granted482 39.98 
Exercised(26)9.78 
Canceled/Forfeited(7)45.64 
Outstanding, November 30, 20231,927 $36.25 7.30 years
Vested and Exercisable, November 30, 2023809 $28.06 5.10 years
Vested and Expected to Vest, November 30, 20231,844 $36.06 7.19 years
The total grant-date fair value of nonvested stock options as of November 30, 2023, was $22.1 million and is amortizable over a weighted-average period of 3.67 years.
The fair value of these options was estimated at the date of grant using the Black-Scholes option-pricing model. The Black-Scholes option-valuation model was developed for use in estimating the fair value of traded options, which do not have vesting restrictions and are fully transferable. In addition, option-valuation models require the input of highly subjective assumptions, including the expected stock price volatility.
The following table summarizes the fair value of the options, including both ISOs and NQSOs, granted during the three month period ended November 30, 2023 and fiscal year 2023:
(in thousands, except weighted-average amounts)Three Months Ended November 30, 2023Fiscal Year 2023
Estimated fair value of awards granted$9,552 $10,067 
Unvested Forfeiture Rate6.38 %0.22 %
Weighted-average grant price$39.98 $43.78 
Weighted-average market price$39.98 $43.78 
Weighted-average volatility44.79 %46.14 %
Weighted-average risk-free rate4.93 %4.29 %
Weighted-average dividend yield0.60 %0.55 %
Weighted-average expected life6.59 years6.55 years
The exercise prices for the options outstanding at November 30, 2023, ranged from $6.85 to $66.14, and the information relating to these options are as follows:
(in thousands except prices and weighted-average amounts)

Exercise PriceAwards OutstandingAwards Exercisable
LowHighQuantityWeighted -Average
Remaining
Contractual
Life
Weighted-Average
Exercise
Price
QuantityWeighted-Average
Remaining
Contractual
Life
Weighted-Average
Exercise
Price
$6.85 $9.77 182 1.81 years$8.89 182 1.81 years$8.89 
$9.78 $18.76 148 3.24 years$10.10 148 3.24 years$10.10 
$18.77 $33.40 200 5.39 years$25.37 137 5.29 years$24.60 
$33.41 $47.63 1,125 9.06 years$41.21 212 7.90 years$40.94 
$47.64 $66.14 272 7.31 years$56.33 130 7.05 years$58.00 
  1,927 7.30 years$36.25 809 5.10 years$28.06 
During the three months ended November 30, 2023, we issued 4,255 shares of stock valued at $0.2 million to our nonmanagement directors as compensation for board-related duties.
The Company's par-value common stock and additional paid-in capital as of November 30, 2023, were $11 thousand and $146.6 million, respectively.
Share Repurchases
No share repurchases were made during the three months ended November 30, 2023 and 2022.
On December 29, 2022, our Board of Directors authorized and approved a share repurchase program for up to $50 million of the outstanding shares of our common stock, and on January 11, 2023, we entered into an accelerated share repurchase agreement (the “ASR Agreement”) with Morgan Stanley & Co. LLC (“Morgan Stanley”) to repurchase an aggregate of $20 million of our outstanding shares of common stock as part of the share repurchase program, which was settled in full in May 2023. The share repurchase program has no expiration date but may be terminated at any time at our Board of Directors’ discretion.
In January 2023, we received an initial delivery of an aggregate of 408,685 shares of our common stock from Morgan Stanley pursuant to the ASR Agreement, in exchange for which we made an initial payment of $20 million to Morgan Stanley. These 408,685 shares were retired and are treated as authorized, unissued shares. At final settlement on May 20, 2023, based on the volume-weighted average price of our common stock during the term of the ASR Agreement, Morgan Stanley delivered an additional 83,356 shares of Company common stock to us, which shares were also retired and treated as authorized, unissued shares.

After completion of the repurchases under the ASR Agreement, $30 million remains available for additional repurchases under our authorized repurchase program.


NOTE 6 – CONCENTRATIONS AND UNCERTAINTIES
Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash, cash equivalents, trade accounts receivable, and short-term investments. The Company holds cash and cash equivalents with balances that exceed FDIC insured limits. Cash maintained in excess of these limits is on deposit with a large, national bank. Accordingly, the Company does not have depository exposure to regional banks. In addition, the Company holds cash at a bank in France that is not FDIC-insured. Historically, the Company has not experienced any losses in such accounts, and management believes that the financial institutions at which its cash is held are stable; however, no assurances can be provided. While the Company may be exposed to credit losses due to the nonperformance of its counterparties, the Company does not expect the settlement of these transactions to have a material effect on its results of operations, cash flows, or financial condition.
Revenue concentration shows that international sales accounted for 25% and 29% of revenue for the three months ended November 30, 2023 and 2022, respectively. Our three largest customers in terms of revenue accounted for 8%, 8%, and 5% of revenue, respectively, for the three months ended November 30, 2023. Our three largest customers in terms of revenue accounted for 8%, 3%, and 3% of revenue, respectively, for the three months ended November 30, 2022.
Accounts receivable concentrations show that our three largest customers in terms of accounts receivable each comprised between 7% and 9% of accounts receivable as of November 30, 2023; our three largest customers in terms of accounts receivable comprised between 4% and 12% of accounts receivable as of November 30, 2022.
We operate in the biosimulation market, which is highly competitive and changes rapidly. Our operating results could be significantly affected by our ability to develop new products and find new distribution channels for new and existing products.

NOTE 7 – SEGMENT REPORTING

The Company applies ASC 280, Segment Reporting, in determining reportable segments. The Company has two reportable segments: Software and Services. Segment information is presented in the same manner that the chief operating decision maker (“CODM”) reviews certain financial information based on these reportable segments. The CODM reviews revenue and gross profit for both of the reportable segments. Gross profit is defined as revenue less cost of revenue incurred by the segment.
No operating segments have been aggregated to form the reportable segments. The Company does not allocate assets at the reportable segment level, as these are managed on an entity-wide group basis and, accordingly, the Company does not report asset information by segment. The Company does not allocate operating expenses that are managed on an entity-wide group basis and, accordingly, the Company does not allocate and report operating expenses at a segment level. There are no internal revenue transactions between the Company’s segments.
The following tables summarize the results for each segment for the three months ended November 30, 2023 and 2022:
(in thousands)Three Months Ended November 30, 2023
SoftwareServicesTotal
Revenues$7,589 $6,911 $14,500 
Cost of revenues991 3,661 4,652 
Gross profit$6,598 $3,250 $9,848 
Gross margin87 %47 %68 %
Our software business and services business represented 52% and 48% of total revenue, respectively, for the three months ended November 30, 2023.
(in thousands)Three Months Ended November 30, 2022
SoftwareServicesTotal
Revenues$6,074 $5,890 $11,964 
Cost of revenues885 1,786 2,671 
Gross profit$5,189 $4,104 $9,293 
Gross margin85 %70 %78 %
Our software business and services business represented 51% and 49% of total revenue, respectively, for the three months ended November 30, 2022.
The increase in the cost of revenues for our Services segment and corresponding decline in gross margin for the three months ended November 30, 2023 compared to the three months ended November 30, 2022 is driven by $1.2 million from the reorganization of our internal structure from divisions based on prior acquisitions to business units organized around key product and service offerings and $0.4 million from the acquisition of Immunetrics, which contributed to our services headcount. Gross margin would have been 49% during the three months ended November 30, 2022 under the current organization structure. The new business unit structure is designed to optimize the utilization of our scientific talent in support of our revenue growth objectives.
NOTE 8 – EMPLOYEE BENEFIT PLAN
We maintain a 401(k) Plan for eligible employees. We make matching contributions equal to 100% of the employee’s elective deferral, not to exceed 4% of the employee’s gross salary. We contributed $0.1 million and $0.1 million for the three months ended November 30, 2023 and 2022, respectively.


NOTE 9 - GOVERNMENT ASSISTANCE

The Company receives government assistance in the form of cash grants which vary in size, duration, and conditions from domestic governmental agencies. Accounting for the grant revenue does not fall under ASC 606, Revenue from Contracts with Customers, as the Government will not benefit directly from our offerings. For government assistance in which no specific US GAAP applies, the Company accounts for such transactions as revenue and by analogy to a grant model. Under such model, the Company recognizes the impact of the government assistance on the Condensed Consolidated Statements of Income upon complying with the conditions of the grant. The grant revenue is recognized on a gross basis. The Company's accounting policy is to recognize a benefit to the income statement over the duration of the program when the conditions attached to the grant are achieved. If conditions are not satisfied, the grants are often subject to reduction, repayment, or termination. The Company classifies the impact of government assistance on the Condensed Consolidated Statements of Income as Services Revenue.

During the three months ended November 30, 2023, government assistance received primarily consisted of the following:

The Company received assistance from domestic governmental agencies to provide reimbursement for various costs incurred for research and development. These include direct grant awards and subawards. The grants awarded are currently set to expire at various dates through 2025. During the three months ended November 30, 2023 and 2022, the Company recognized $0.4 million and $0.3 million, respectively, within Services revenues on the Condensed Consolidated Statements of Operations and Comprehensive Income related to such assistance. To the extent amounts have been earned but not yet funded, the amounts are in Accounts Receivable. Computer equipment allowable by the grants is classified under Fixed Assets. Subawards due to unrelated entities are classified under Accrued Expenses.
NOTE 10 - SUBSEQUENT EVENTS
Dividend Declared

On Thursday, January 3, 2024, our Board of Directors declared a quarterly cash dividend of $0.06 per share to our shareholders. The dividend in the amount of approximately $1.2 million will be distributed on Monday, February 5, 2024, for shareholders of record as of Monday, January 29, 2024.

ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Forward-Looking Statements
This document and the documents incorporated in this document by reference contain forward-looking statements that are subject to risks and uncertainties. All statements other than statements of historical fact contained in this document and the materials accompanying this document are forward-looking statements.
The forward-looking statements are based on the beliefs of our management, as well as assumptions made by and information currently available to our management. Frequently, but not always, forward-looking statements are identified by the use of the future tense and by words such as “believes,” expects,” “anticipates,” “intends,” “will,” “may,” “could,” “would,” “projects,” “continues,” “estimates” or similar expressions. Forward-looking statements are not guarantees of future performance and actual results could differ materially from those indicated by the forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause our or our industry’s actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by the forward-looking statements.
The forward-looking statements contained or incorporated by reference in this document are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”), and are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. These statements include declarations regarding our plans, intentions, beliefs, or current expectations.
Among the important factors that could cause actual results to differ materially from those indicated by forward-looking statements are the risks and uncertainties described under “Risk Factors” in our Annual Report on Form 10-K for the year ended August 31, 2023, filed with the Securities and Exchange Commission (“SEC”) on October 27, 2023, and elsewhere in this document and in our other filings with the SEC.
Forward-looking statements are expressly qualified in their entirety by this cautionary statement. The forward-looking statements included in this document are made as of the date of this document and we do not undertake any obligation to update forward-looking statements to reflect new information, subsequent events, or otherwise.

Our historical results are not necessarily indicative of the results that may be expected for any period in the future.
General
BUSINESS
OVERVIEW
Simulations Plus, Inc., incorporated in 1996, is a premier developer of drug discovery and development software for modeling and simulation, and for the prediction of molecular properties utilizing both artificial intelligence and machine-learning-based technology. We also provide consulting services ranging from early drug discovery through preclinical and clinical development analysis and for submissions to regulatory agencies. Our software and consulting services are provided to major pharmaceutical, biotechnology, agrochemical, cosmetics, and food industry companies and academic and regulatory agencies worldwide for use in the conduct of industry-based research. The Company is headquartered in Southern California, with offices in Buffalo, NY; Research Triangle Park, NC; Pittsburgh, PA; and Paris, France. Our common stock has traded on the Nasdaq Global Select Market under the symbol “SLP” since May 13, 2021, prior to which it traded on the Nasdaq Capital Market under the same symbol.
We are a global leader, delivering relevant, cost-effective software and creative and insightful consulting services. Pharmaceutical and biotechnology companies and hospitals use our software programs and scientific consulting services to guide early drug discovery (molecule design, screening, and lead optimization), preclinical and clinical development programs, and the development of generic medicines after patent expiration, including using our software products and services to enhance their understanding of the properties of potential new therapies and to use emerging data to improve formulations, select and justify dosing regimens, support the generic pharmaceutical product development industry, optimize clinical trial designs, and simulate outcomes in special populations, such as in elderly and pediatric patients.

Results of Operations

Comparison of Three Months Ended November 30, 2023 and 2022
(in thousands)Three Months Ended November 30,% of Revenue
2023202220232022$ Change% Change
Revenue$14,500 $11,964 100 %100 %$2,536 21 %
Cost of revenue4,652 2,671 32 %22 %1,981 74 %
Gross profit9,848 9,293 68 %78 %555 %
Research and development1,217 1,166 %10 %51 %
Selling and marketing1,989 1,485 14 %12 %504 34 %
General and administrative5,682 5,764 39 %48 %(82)(1)%
Total operating expenses8,888 8,415 61 %70 %473 %
Income from operations960 878 %%82 %
Other income, net1,446 740 10 %%706 95 %
Income before income taxes2,406 1,618 17 %14 %788 49 %
Provision for income taxes(461)(373)%%(88)24 %
Net income$1,945 $1,245 13 %10 %$700 56 %
Revenues
Revenues increased by $2.5 million, or 21%, to $14.5 million for the three months ended November 30, 2023, compared to $12.0 million for the three months ended November 30, 2022. This increase is primarily due to an increase of $1.5 million, or 25%, in software-related revenue primarily due to higher revenue from GastroPlus® of $0.9 million and additional revenue from QSP Thales oncology model software of $0.7 million, as well as a $1.0 million, or 17%, increase in service-related revenue driven by the QSP services revenue of $1.1 million mostly due to the addition of Immunetrics services revenue, and higher revenues from PKPD of $0.3 million, offset by lower revenue from PBPK of $0.2 million.
Cost of revenues
Cost of revenues increased by $2.0 million, or 74%, for the three months ended November 30, 2023, compared to the three months ended November 30, 2022. The increase is primarily due to an increase of $1.9 million, or 105%, in service-related cost of revenue, driven by $1.2 million from the reorganization of our internal structure from divisions based on prior acquisitions to business units organized around key product and service offerings and $0.4 million from the acquisition of Immunetrics, which contributed to our services headcount. The new business unit structure is designed to optimize the utilization of our scientific talent in support of our revenue growth objectives.
Gross profit
Gross profit increased by $0.6 million, or 6%, to $9.8 million for the three months ended November 30, 2023, compared to $9.3 million, for the three months ended November 30, 2022. The increase in gross profit is primarily due to an increase in gross profit for our software business of $1.4 million, or 27%, reflecting the strong revenue growth and operating leverage of our software business, partially offset by a decrease in gross profit for our services business of $0.9 million, or 21%, reflecting the reorganization of our internal structure as well as additional services headcount from the Immunetrics acquisition.
Overall gross margin percentage was 68% and 78% for the three months ended November 30, 2023 and 2022, respectively.
Research and development
We incurred $2.1 million of research and development costs during the three months ended November 30, 2023. Of this amount, $0.9 million was capitalized as a part of capitalized software development costs and $1.2 million was expensed. We incurred $2.1 million of research and development costs during the three months ended November 30, 2022. Of this amount, $0.9 million was capitalized and $1.2 million was expensed. Research and development spend remained relatively consistent with a slight increase of $0.1 million, or 5%, for the three months ended November 30, 2023, compared to the three months ended November 30, 2022.

Selling and marketing expenses
Selling and marketing expenses increased by $0.5 million, or 34%, to $2.0 million for the three months ended November 30, 2023, compared to $1.5 million for the three months ended November 30, 2022. The increase was primarily due to higher marketing spend of $0.3 million, an increase in stock compensation of $0.1 million, and an increase of $0.1 million in sales commissions due to higher sales.
General, and administrative expenses
General, and administrative (“G&A”) expenses remained relatively consistent with a slight decrease of $0.1 million, or 1%, to $5.7 million for the three months ended November 30, 2023, compared to $5.8 million for the three months ended November 30, 2022.
Other income
Total other income was $1.4 million for the three months ended November 30, 2023, compared to total other income of $0.7 million for the three months ended November 30, 2022. The increase is primarily due to an increase in interest income of $0.5 million driven by an increase in interest rates as well as a decrease in the fair value of contingent consideration of $0.1 million related to the Immunetrics earnout liability.
Provision for income taxes
The provision for income taxes was $0.5 million for the three months ended November 30, 2023, compared to $0.4 million for the three months ended November 30, 2022. Our effective tax rate decreased to 19% mainly due to disqualifying dispositions of incentive stock options for the three months ended November 30, 2023, when compared to 23% for the three months ended November 30, 2022.

Results of Operations by Business Unit
Comparison of Three Months Ended November 30, 2023 and 2022
Revenues
(in thousands)Three Months Ended November 30,
20232022Change ($)Change (%)
Software$7,589 $6,074 $1,515 25 %
Services6,911 5,890 1,021 17 %
Total$14,500 $11,964 $2,536 21 %
Cost of Revenues
(in thousands)Three Months Ended November 30,
20232022Change ($)Change (%)
Software$991 $885 $106 12 %
Services3,661 1,786 1,875 105 %
Total$4,652 $2,671 $1,981 74 %
Gross Profit
(in thousands)Three Months Ended November 30,
20232022Change ($)Change (%)
Software$6,598 $5,189 $1,409 27 %
Services3,250 4,104 (854)(21)%
Total$9,848 $9,293 $555 6 %
Software Business
For the three months ended November 30, 2023, the revenue increase of $1.5 million, or 25%, compared to the three months ended November 30, 2022, was primarily due to higher revenue from GastroPlus® of $0.9 million and higher revenue from QSP Thales oncology model software of $0.7 million. Cost of revenues increased by $0.1 million, or 12%, during the same periods, and gross profit increased by $1.4 million, or 27%, for the three months ended November 30, 2023, compared to the three months ended November 30, 2022.
Services Business
For the three months ended November 30, 2023, the revenue increase of $1.0 million, or 17%, compared to the three months ended November 30, 2022, was primarily due to higher revenues from QSP services of $1.1 million driven by the addition of Immunetrics services revenue, and an increase in revenues from CPP services of $0.3 million, partially offset by a decrease in revenues from PBPK services of $0.2 million. Cost of revenues increased by $1.9 million, or 105%, driven by $1.2 million from the reorganization of our internal structure from divisions based on prior acquisitions to business units organized around key product and service offerings and $0.4 million from the acquisition of Immunetrics, which contributed to our services headcount. The new business unit structure is designed to optimize the utilization of our scientific talent in support of our revenue growth objectives. Gross profit decreased accordingly by $0.9 million, or 21%, for the same periods.

Liquidity and Capital Resources
As of November 30, 2023, the Company had $39.8 million in cash and cash equivalents, $74.1 million in short-term investments, and working capital of $121.1 million. Our principal sources of capital have been a follow-on public offering in August 2020 for $107.7 million and cash flows from our operations. We have achieved continuous positive operating cash flow over the last fourteen fiscal years.
On December 29, 2022, our Board of Directors authorized and approved a share repurchase program for up to $50 million of the outstanding shares of our common stock, including the repurchase of up to $20 million of our outstanding shares through an accelerated share repurchase transaction. Under the repurchase program, shares may be repurchased at our discretion based on ongoing assessment of the capital needs of our business, the market price of shares of our common stock, and general market conditions. Repurchases may be made pursuant to certain SEC regulations, which permit common shares to be repurchased when we would otherwise be prohibited from doing so under insider-trading laws. There is no time limit in place for the completion of our share repurchase program, and the program may be suspended or discontinued at any time. Except as was required by the ASR Agreement (as defined below), we are not obligated to repurchase any shares under the repurchase program. We have funded share repurchases to date, and will fund future repurchases, if any, through cash on hand and cash generated from operations.
On January 11, 2023, the Company entered into an accelerated share repurchase agreement (the “ASR Agreement”) with Morgan Stanley & Co. LLC (“Morgan Stanley”) to repurchase an aggregate of $20 million of our outstanding shares of common stock. The ASR Agreement was executed as part of our existing $50 million share repurchase program. Pursuant to the terms of the ASR Agreement, we made an initial payment, using available cash balances, of $20 million to Morgan Stanley and received an initial delivery of 408,685 shares of Company common stock from Morgan Stanley. These 408,685 shares were retired and are treated as authorized, unissued shares. At final settlement on May 20, 2023, based on the volume-weighted average price of our common stock during the term of the ASR Agreement, Morgan Stanley delivered an additional 83,356 shares of Company common stock to us, which shares were also retired and treated as authorized, unissued shares. After completion of the repurchases under the ASR Agreement, $30 million remains available for additional repurchases under our authorized repurchase program.
On June 16, 2023, the Company acquired Immunetrics through a reverse triangular merger, pursuant to which Immunetrics became a wholly owned subsidiary of the Company. As consideration for the acquisition, at closing, the Company paid the equity holders of Immunetrics a cash payment in the aggregate amount of approximately $13.7 million, and also paid the representative of the Immunetrics stockholders $250,000 as an expense fund to cover expenses that it incurs in its role as such (collectively, the “Closing Payments”). In addition to the Closing Payments, the Company held back $1.8 million to cover any negative working capital adjustments and Immunetrics’ indemnification obligations under the Merger Agreement (the “Holdback Amount”), the balance of which, less any deductions, if any, will be distributed to the Immunetrics stockholders after expiration of the applicable hold back period. Furthermore, the Company agreed to pay the Immunetrics equity holders an aggregate amount of up to $8.0 million in earnout payments, consisting of two payouts of up to $4.0 million each, if Immunetrics achieves certain revenue milestones for the calendar years 2023 and 2024 (the “Earnout Payments,” and together with the Closing Payments and Holdback Amount, the “Merger Consideration”). Pursuant to the agreement, we have up to 60 days after December 31, 2023 to calculate and notify the Immunetrics stockholder representative of the amount of the first earnout payment, if any, payable for year one under the Agreement, after which the Immunetrics stockholder representative will have up to 25 days to provide any objections to our earnout calculations. We will have five business days from the earlier of (i) the date that the Immunetrics stockholder representative confirms agreement with our calculations and (ii) 25 days from the date we notify the Immunetrics stockholder representative of the calculated amount of the first earnout payment, provided that we do not receive any objections or confirmation of our calculations from the Immunetrics stockholder representative prior to expiration of the period. We have not yet determined the final amount, if any, we will be required to pay under the first earnout payment; however, we intend to do so within the period provided under the agreement.
We believe that our existing capital and anticipated funds from operations will be sufficient to meet our anticipated cash needs for working capital and capital expenditures for the foreseeable future, including to complete the remaining $30 million of repurchases available under our $50 million share repurchase program, if we so choose. Thereafter, if cash generated from operations is insufficient to satisfy our capital requirements, we may have to sell additional equity or debt securities. In the event that additional financing is needed in the future, there can be no assurance that such financing will be available to us, or, if available, that it will be in amounts and on terms acceptable to us.

We continue to seek opportunities for strategic acquisitions, investments, and partnerships. If one or more such strategic opportunities are identified, a substantial portion of our cash reserves may be required to complete it; however, we intend to maintain sufficient cash reserves to provide reasonable assurance that outside financing will not be necessary to continue operations. If we identify an attractive strategic opportunity that would require more cash to complete than we are willing or able to use from our cash reserves, we will consider financing options to complete the transaction, including obtaining loans and issuing additional securities.
Except as discussed elsewhere in this Quarterly Report on Form 10-Q (this “Report”), we are not aware of any trends or demands, commitments, events, or uncertainties that are reasonably likely to result in a decrease in liquidity of our assets. The trend over the last ten years has been increasing cash deposits from our operating cash flows, and we expect that trend to continue for the foreseeable future.
Cash Flows
Operating Activities
Net cash provided by operating activities was $0.2 million for the three months ended November 30, 2023. Our operating cash flows resulted in part from our net income of $1.9 million, which was generated by cash received from our customers, offset by cash payments we made to third parties for their services and employee compensation. In addition, $3.3 million related to changes in balances of operating assets and liabilities was subtracted from net income and $1.5 million related to non-cash charges was added to net income to reconcile to cash flow from operations.
Net cash provided by operating activities was $4.7 million for the three months ended November 30, 2022. Our operating cash flows resulted primarily from our net income of $1.2 million, which was generated by cash received from our customers, offset by cash payments we made to third parties for their services and employee compensation. In addition, $1.5 million related to changes in balances of operating assets and liabilities was added to net income and $1.9 million related to noncash charges was added to net income to reconcile to cash flow from operations.
Net cash provided by operating activities decreased by $4.5 million during the three months ended November 30, 2023 compared to the three months ended November 30, 2022. $2.2 million of this change relates to accounts receivable, as the Company experienced strong cash collections from customers on older balances during the three months ended November 30, 2022. $0.8 million of this change relates to the Company's bonus payments, which increased during the three months ended November 30, 2023 due to growth in headcount and annual pay increases. $0.6 million of this change relates to the timing of our bi-weekly payroll such that 9 additional days were accrued for during the three months ended November 30, 2023.
Investing Activities
Net cash used in investing activities during the three months ended November 30, 2023, was $16.9 million, primarily due to the purchase of short-term investments of $30.5 million and computer software development costs of $0.9 million, offset by proceeds from maturities of short-term investments of $14.8 million.
Net cash used in investing activities during the three months ended November 30, 2022, was $6.4 million, primarily due to the purchase of short-term investments of $29.5 million and computer software development costs of $0.9 million, offset by proceeds from maturities of short-term investments of $24.1 million.
Financing Activities
Net cash used in financing activities during the three months ended November 30, 2023, was $1.0 million, primarily due to dividend payments totaling $1.2 million, partially offset by proceeds from the exercise of stock options totaling $0.2 million.
Net cash used in financing activities during the three months ended November 30, 2022, was $0.5 million, primarily due to payments on contracts payable of $0.8 million related to the Lixoft acquisition, and dividend payments totaling $1.2 million.


Dividends

Refer to Note 5 – Shareholders’ Equity of the Notes to Financial Statements (Part II, Item 8 of this Report) for details regarding dividends.

Known Trends or Uncertainties
We have seen some consolidation in the pharmaceutical industry during economic downturns, although these consolidations have not had a negative effect on our total revenues. Should customer delays, holds, program cancellations, or consolidations and downsizing in the industry continue to occur, those events could adversely impact our revenues and earnings going forward.
We believe that the need for improved productivity in the research and development activities directed toward developing new medicines will continue to result in increasing adoption of simulation and modeling tools and consulting services such as those we provide. New product developments in our pharmaceutical business segments could result in increased revenues and earnings if they are accepted by our markets; however, there can be no assurances that new products will result in significant improvements to revenues or earnings. For competitive reasons, we do not disclose all of our new product development activities.
The world has been affected by the ongoing conflict between Russia and Ukraine, the conflict between Israel and Hamas, other geopolitical instability, and general economic uncertainty, amongst other things. Inflation has risen, Federal Reserve interest rates have increased, and the general consensus among economists suggests that we should expect a recession risk to continue for the near future. These factors, amongst other things, could result in further economic uncertainty and volatility in the capital markets in the near term, and could negatively affect our operations.
Historically, we have paid cash dividends of $0.06 per share to holders of shares of our common stock on a quarterly basis. The declaration of any future dividends will be determined by our Board of Directors each quarter and will depend on earnings, financial condition, capital requirements, and other factors.
Our continued quest for strategic acquisitions could result in a significant change to revenues and earnings if one or more such acquisitions are completed.
The potential for growth in new markets (e.g., healthcare) is uncertain. We will continue to explore these opportunities until such time as we either generate revenues in these new markets or determine that resources would be more efficiently used elsewhere.
Contractual Obligations
The following table provides aggregate information regarding our contractual obligations as of November 30, 2023:
(in thousands)Payments due by period
Contractual obligations:Total1 year2–3 years4–5 yearsMore than 5 years
Contracts payable(1)
$6,470 $2,290 $4,180 $— $— 
(1) Contracts payable are related to our Merger Agreement that the Company entered into with Immunetrics on June 16, 2023. Under the terms of the agreement, we agreed to pay the former stockholders of Immunetrics earnout payments up to an $8.0 million, consisting of two payouts of up to $4.0 million each, subject to a potential catch-up increase in certain circumstances. Additionally, a portion of the consideration, in an amount equal to $1.8 million, which was held-back by the Company at closing to cover any negative net working capital adjustments (if any) and Immunetrics’ indemnification obligations under the Merger Agreement.
Critical Accounting Estimates
Estimates

Our financial statements and accompanying notes are prepared in accordance with GAAP. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management’s application of accounting policies. Actual results could differ from those estimates. Significant accounting policies for us include revenue recognition, accounting for capitalized software development costs, valuation of stock options, and accounting for income taxes.

Revenue Recognition

We generate revenue primarily from the sale of software licenses and providing consulting services to the pharmaceutical industry for drug development.

The Company determines revenue recognition through the following steps:

i.Identification of the contract, or contracts, with a customer
ii.Identification of the performance obligations in the contract
iii.Determination of the transaction price
iv.Allocation of the transaction price to the performance obligations in the contract
v.Recognition of revenue when, or as, the Company satisfies a performance obligation

The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and collectability of consideration is probable. Contracts generally have fixed pricing terms and are not subject to variable pricing. The Company considers the nature and significance of each specific performance obligation under a contract when allocating the proceeds under each contract. Accounting for contracts includes significant judgement in the estimation of estimated hours/cost to be incurred on consulting contracts, and the di minimis nature of the post-sales costs associated with software sales.

Capitalized Computer Software Development Costs

Software development costs are capitalized in accordance with ASC 985-20, “Costs of Software to Be Sold, Leased, or Marketed”. Capitalization of software development costs begins upon the establishment of technological feasibility and is discontinued when the product is available for sale.

The establishment of technological feasibility and the ongoing assessment for recoverability of capitalized computer software development costs require considerable judgment by management with respect to certain external factors including, but not limited to, technological feasibility, anticipated future gross revenues, estimated economic life, and changes in software and hardware technologies. Capitalized software development costs are comprised primarily of salaries and direct payroll-related costs and the purchase of existing software to be used in the Company’s software products. Total capitalized computer software development costs were $0.9 million and $0.9 million for the three months ending November 30, 2023 and 2022, respectively.

Amortization of capitalized computer software development costs is calculated on a product-by-product basis on the straight-line method over the estimated economic life of the products, not to exceed five years. Amortization of software development costs amounted to $0.4 million and $0.4 million for the fiscal three months ending November 30, 2023, and 2022, respectively. We expect future amortization expense to vary due to increases in capitalized computer software development costs.

We test capitalized computer software development costs for recoverability whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

Intangible Assets and Goodwill

The Company performs valuations of assets acquired and liabilities assumed on each acquisition accounted for as a business combination and recognizes the assets acquired and liabilities assumed at their acquisition date fair value. Acquired intangible assets include customer relationships, software, trade name, and noncompete agreements. The Company determines the appropriate useful life by performing an analysis of expected cash flows based on historical experience of the acquired businesses. Intangible assets are amortized over their estimated useful lives using the straight-line method, which approximates the pattern in which the majority of the economic benefits are expected to be consumed.


Goodwill represents the excess of the cost of an acquired entity over the fair value of the acquired net assets. Goodwill is not amortized, instead it is tested for impairment annually or when events or circumstances change that would indicate that goodwill might be impaired. Events or circumstances that could trigger an impairment review include, but are not limited to, a significant adverse change in legal factors or in the business climate, an adverse action or assessment by a regulator, unanticipated competition, a loss of key personnel, significant changes in the manner of the Company's use of the acquired assets or the strategy for the Company's overall business, significant negative industry or economic trends, or significant under-performance relative to expected historical or projected future results of operations.

Goodwill is tested for impairment at the reporting unit level, which is one level below or the same as an operating segment. As of November 30, 2023, after completion of the Company's internal reorganization, the Company determined that it had five reporting units: CPP, QSP, PBPK, Cheminformatics, and Regulatory Strategies.

As of November 30, 2023, the entire balance of goodwill was attributed to two of the Company's reporting units, CPP and QSP. Intangible assets subject to amortization are reviewed for impairment whenever events or circumstances indicate that the carrying amount of these assets may not be recoverable. No impairment losses were recorded during the three months ended November 30, 2023 and 2022, respectively.

Business Acquisitions

The Company accounted for the acquisitions of Cognigen, DILIsym, Lixoft, and Immunetrics using the acquisition method of accounting where the assets acquired and liabilities assumed are recognized based on their respective estimated fair values. The excess of the purchase price over the estimated fair values of the net assets acquired is recorded as goodwill. Determining the fair value of certain acquired assets and liabilities is subjective in nature and often involves the use of significant estimates and assumptions, including, but not limited to, the selection of appropriate valuation methodology, projected revenue, expenses, and cash flows, weighted-average cost of capital, discount rates, and estimates of terminal values. Business acquisitions are included in the Company's condensed consolidated financial statements as of the date of the acquisition.

Research and Development Costs

Research and development costs are charged to expense as incurred until technological feasibility has been established, or when the costs are for maintenance and minor modification of existing software products that do not add significant new capabilities to the products. These costs include salaries, laboratory experiment, and purchased software that was developed by other companies and incorporated into, or used in the development of, our final products.

Income Taxes

The Company accounts for income taxes in accordance with ASC 740-10, “Income Taxes”, which requires the recognition of deferred tax assets and liabilities for expected future tax consequences of events that have been included in the financial statements or tax returns.

Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each year end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes represents the tax payable for the period and the change during the period in deferred tax assets and liabilities.

Stock-Based Compensation

The Company accounts for stock options in accordance with ASC 718-10, “Compensation-Stock Compensation”. Under this method, compensation costs include the estimated grant-date fair value of awards amortized over the options’ vesting period. Stock-based compensation costs, not including shares issued to directors for services, was $1.3 million and $0.9 million for the three months ended November 30, 2023 and 2022, respectively.
Item 3.    Quantitative and Qualitative Disclosures about Market Risk
As of November 30, 2023, there has been no material change in our exposure to market risk from that described in Item 7A of our Annual Report.

Item 4.    Controls and Procedures
Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of November 30, 2023. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well-designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on this evaluation, management concluded as of November 30, 2023 that our disclosure controls and procedures were effective.
Changes in Internal Controls over Financial Reporting
No change in our internal controls over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) of the Exchange Act) occurred during our most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
PART II. OTHER INFORMATION
Item 1.    Legal Proceedings
For a description of our material pending legal proceedings, please see Note 4, Commitments and Contingencies, to our condensed consolidated financial statements included in Part I, Item 1 of this Report.
Item 1A.    Risk Factors
Please carefully consider the information set forth in this Quarterly Report on Form 10-Q and the risk factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended August 31, 2023, which could materially affect our business, financial condition, or future results. The risks described in our Annual Report, as well as other risks and uncertainties, could materially and adversely affect our business, results of operations, and financial condition, which in turn could materially and adversely affect the trading price of shares of our common stock. There have been no material updates or changes to the risk factors previously disclosed in our Annual Report; however, additional risks not currently known or currently material to us may also harm our business.



Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds

Unregistered Sales of Equity Securities
During the quarter ended November 30, 2023, there were no unregistered sales of our securities that were not reported in a Current Report on Form 8-K.

Issuer Purchases of Equity Securities
As discussed elsewhere in this Quarterly Report on Form 10-Q, on December 29, 2022, our Board of Directors authorized and approved a share repurchase program for up to $50 million of the outstanding shares of our common stock, and on January 11, 2023, we entered into the ASR Agreement with Morgan Stanley to repurchase an aggregate of $20 million of our outstanding shares of common stock as part of the share repurchase program, which was settled in full in May 2023. The program has no expiration date but may be terminated at any time at our Board of Directors’ discretion.
In January 2023, we received an initial delivery of an aggregate of 408,685 shares of our common stock from Morgan Stanley pursuant to the ASR Agreement, in exchange for which we made an initial payment of $20 million to Morgan Stanley. These 408,685 shares were retired and are treated as authorized, unissued shares. At final settlement on May 20, 2023, based on the volume-weighted average price of our common stock during the term of the ASR Agreement, Morgan Stanley delivered an additional 83,356 shares of Company common stock to us, which shares were also retired and treated as authorized, unissued shares.
After completion of the repurchases under the ASR Agreement, $30 million remains available for additional repurchases under our authorized repurchase program.
We did not repurchase any shares or other equity securities of the Company during the three months ended November 30, 2023.
Item 3.    Defaults Upon Senior Securities
None.
Item 4.    Mine Safety Disclosures
Not applicable.
Item 5.    Other Information
Rule 10b5-1 Trading Plans

During the three months ended November 30, 2023, none of our directors or officers entered into, modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” that were intended to satisfy the affirmative defense conditions of Rule 10b5-1, in each case as defined in Item 408 of Regulation S-K.

Item 6.    Exhibits
EXHIBIT NUMBERDESCRIPTION
2.1^
2.2^
2.3^
2.4^
3.1
3.2
3.3
4.1Form of Common Stock Certificate, incorporated by reference to the Company’s Registration Statement on Form SB-2 (Registration No. 333-6680) filed March 25, 1997.
4.2Share Exchange Agreement, incorporated by reference to the Company’s Registration Statement on Form SB-2 (Registration No. 333-6680) filed March 25, 1997.
10.1(†)
10.2(†)
10.3(†)
10.4(†)
10.5(†)
31.1 *
31.2 *
32.1 **
101.INS***Inline XBRL Instance Document
101.SCH***Inline XBRL Taxonomy Extension Schema Document
101.CAL***Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF***Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB***Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE***Inline XBRL Taxonomy Extension Presentation Linkbase Document
104***Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101 attachments).
_____________________________
*Filed herewith.
** Furnished herewith.
***The XBRL related information in Exhibit 101 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability of that section and shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.
(†)Refers to management contracts or compensatory plans or arrangements.

SIGNATURE
In accordance with Section 13 or 15 (d) of the Securities Exchange Act of 1934, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Lancaster, State of California, on January 5, 2024
SIMULATIONS PLUS, INC.
Date:January 5, 2024By:/s/ Will Frederick
Will Fredrick
Chief Financial Officer (Principal financial officer) and Chief Operating Officer

Exhibit 31.1
CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

SIMULATIONS PLUS, INC.
a California corporation
I, Shawn O’Connor, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q (this "Report") of Simulations Plus, Inc., a California corporation;
2.Based on my knowledge, this Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Report;
3.Based on my knowledge, the financial statements and other financial information included in this Report, fairly present in all material respects the financial condition, results of operations, and cash flows of the registrant as of, and for, the periods presented in this Report;
4.The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its condensed subsidiaries, is made known to us by others within those entities, particularly during the period in which this Report is being prepared;
(b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this Report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this Report based on such evaluation; and
(d)disclosed in this Report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a)all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company's ability to record, process, summarize and report financial information; and
(b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Dated: January 5, 2024
By:/s/ Shawn O’Connor
Shawn O’Connor
Chief Executive Officer
(Principal Executive Officer)


Exhibit 31.2
CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER
PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

SIMULATIONS PLUS, INC.
a California corporation
I, Will Frederick, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q (this "Report") of Simulations Plus, Inc., a California corporation;
2.Based on my knowledge, this Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Report;
3.Based on my knowledge, the financial statements and other financial information included in this Report, fairly present in all material respects the financial condition, results of operations, and cash flows of the registrant as of, and for, the periods presented in this Report;
4.The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its condensed subsidiaries, is made known to us by others within those entities, particularly during the period in which this Report is being prepared;
(b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this Report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this Report based on such evaluation; and
(d)disclosed in this Report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a)all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Dated: January 5, 2024
By:/s/ Will Frederick
Will Frederick
Chief Financial Officer
(Principal Financial Officer) and Chief Operating Officer


Exhibit 32.1
CERTIFICATIONS OF THE CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER
PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(18 U.S.C. SECTION 1350)
In connection with the Quarterly Report on Form 10-Q of Simulations Plus, Inc., a California corporation (the “Company”), for the quarter ended November 30, 2023, as filed with the Securities and Exchange Commission, Shawn O’Connor, Chief Executive Officer of the Company, and Will Frederick, Chief Financial and Operating Officer of the Company, do each hereby certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to his/her knowledge:
(1)The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)The information contained in the report fairly presents, in all material respects, the financial condition and result of operations of the Company.
/s/ Shawn O’Connor
Shawn O’Connor
Chief Executive Officer
(Principal Executive Officer)
January 5, 2024
/s/ Will Frederick
Will Frederick
Chief Financial Officer
(Principal Financial Officer) and Chief Operating Officer
January 5, 2024
(A signed original of this written statement required by Section 906 has been provided to Simulations Plus, Inc. and will be retained by Simulations Plus, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.)

v3.23.4
Cover - shares
3 Months Ended
Nov. 30, 2023
Dec. 27, 2023
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Nov. 30, 2023  
Document Transition Report false  
Entity File Number 001-32046  
Entity Registrant Name Simulations Plus, Inc.  
Entity Incorporation, State or Country Code CA  
Entity Tax Identification Number 95-4595609  
Entity Address, Address Line One 42505 10th Street West  
Entity Address, City or Town Lancaster  
Entity Address, State or Province CA  
Entity Address, Postal Zip Code 93534-7059  
City Area Code 661  
Local Phone Number 723-7723  
Title of 12(b) Security Title of Each Class    Common Stock, par value $0.001 per share  
Trading Symbol SLP  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   19,967,077
Entity Central Index Key 0001023459  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q1  
Amendment Flag false  
Current Fiscal Year End Date --08-31  
v3.23.4
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Nov. 30, 2023
Aug. 31, 2023
Current assets    
Cash and cash equivalents $ 39,789 $ 57,523
Accounts receivable, net of allowance for doubtful accounts of $37 and $46 10,346 10,201
Prepaid income taxes 37 804
Prepaid expenses and other current assets 5,414 3,904
Short-term investments 74,101 57,940
Total current assets 129,687 130,372
Long-term assets    
Capitalized computer software development costs, net of accumulated amortization of $17,580 and $17,199 11,896 11,335
Property and equipment, net 487 671
Operating lease right-of-use assets 1,118 1,247
Goodwill 19,099 19,099
Deferred tax assets 1,826 1,438
Other assets 430 425
Total assets 185,778 186,101
Current liabilities    
Accounts payable 317 144
Accrued compensation 2,170 4,392
Accrued expenses 731 659
Contracts payable 2,290 3,250
Operating lease liability - current portion 420 442
Deferred revenue 2,660 3,100
Total current liabilities 8,588 11,987
Long-term liabilities    
Operating lease liability 669 755
Contracts payable – net of current portion 4,180 3,330
Total liabilities 13,437 16,072
Commitments and contingencies 0 0
Shareholders' equity    
Preferred stock, $0.001 par value — 10,000,000 shares authorized; no shares issued and outstanding 0 0
Common stock, $0.001 par value and additional paid-in capital —50,000,000 shares authorized; 19,965,678 and 19,937,961 shares issued and outstanding 146,591 144,974
Retained earnings 25,945 25,196
Accumulated other comprehensive loss (195) (141)
Total shareholders' equity 172,341 170,029
Total liabilities and shareholders' equity 185,778 186,101
Intellectual property    
Long-term assets    
Intellectual property and other intangible assets, net of accumulated amortization 8,281 8,689
Other Intangible Assets    
Long-term assets    
Intellectual property and other intangible assets, net of accumulated amortization $ 12,954 $ 12,825
v3.23.4
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Thousands
Nov. 30, 2023
Aug. 31, 2023
Finite-Lived Intangible Assets [Line Items]    
Accounts receivable, allowance for credit loss, current $ 37 $ 46
Capitalized computer software, accumulated amortization $ 17,580 $ 17,199
Preferred stock, par or stated value per share (in usd per share) $ 0.001 $ 0.001
Preferred stock, shares authorized (in shares) 10,000,000 10,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Common stock, par or stated value per share (in usd per share) $ 0.001 $ 0.001
Common stock, shares authorized (in shares) 50,000,000 50,000,000
Common stock, shares, issued (in shares) 19,965,678 19,937,961
Common stock, shares, outstanding (in shares) 19,965,678 19,937,961
Intellectual property    
Finite-Lived Intangible Assets [Line Items]    
Accumulated amortization of intellectual property $ 9,709 $ 9,301
Other Intangible Assets    
Finite-Lived Intangible Assets [Line Items]    
Accumulated amortization of intellectual property $ 2,351 $ 2,107
v3.23.4
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended
Nov. 30, 2023
Nov. 30, 2022
Revenues    
Total revenues $ 14,500 $ 11,964
Cost of revenues    
Total cost of revenues 4,652 2,671
Gross profit 9,848 9,293
Operating expenses    
Research and development 1,217 1,166
Selling and marketing 1,989 1,485
General and administrative 5,682 5,764
Total operating expenses 8,888 8,415
Income from operations 960 878
Other Income and Expenses [Abstract]    
Other income 1,446 740
Income before income taxes 2,406 1,618
Provision for income taxes (461) (373)
Net income $ 1,945 $ 1,245
Earnings per share    
Earnings per share, basic (in usd per share) $ 0.10 $ 0.06
Earnings per share, diluted (in usd per share) $ 0.10 $ 0.06
Weighted-average common shares outstanding    
Weighted average number of shares outstanding, basic (in shares) 19,947 20,286
Weighted average number of shares outstanding, diluted (in shares) 20,279 20,825
Other comprehensive income, net of tax    
Foreign currency translation adjustments $ (54) $ 53
Comprehensive income 1,891 1,298
Software    
Revenues    
Total revenues 7,589 6,074
Cost of revenues    
Total cost of revenues 991 885
Services    
Revenues    
Total revenues 6,911 5,890
Cost of revenues    
Total cost of revenues $ 3,661 $ 1,786
v3.23.4
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($)
$ in Thousands
Total
Common stock and additional paid in capital
Retained earnings
Accumulated other comprehensive loss
Balance, beginning of period at Aug. 31, 2022   $ 138,512 $ 40,044 $ (308)
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Exercise of stock options   758    
Stock-based compensation   886    
Shares issued to Directors for services   150    
Declaration of dividends     (1,218)  
Net income $ 1,245   1,245  
Other comprehensive (loss) income       53
Balance, end of period at Nov. 30, 2022 $ 180,122 140,306 40,071 (255)
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Cash dividends declared per common share (in usd per share) $ 0.06      
Balance, beginning of period at Aug. 31, 2023 $ 170,029 144,974 25,196 (141)
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Exercise of stock options   164    
Stock-based compensation   1,303    
Shares issued to Directors for services   150    
Declaration of dividends     (1,196)  
Net income 1,945   1,945  
Other comprehensive (loss) income       (54)
Balance, end of period at Nov. 30, 2023 $ 172,341 $ 146,591 $ 25,945 $ (195)
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Cash dividends declared per common share (in usd per share) $ 0.06      
v3.23.4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
3 Months Ended
Nov. 30, 2023
Nov. 30, 2022
Cash flows from operating activities    
Net income $ 1,945 $ 1,245
Adjustments to reconcile net income to net cash provided by operating activities    
Depreciation and amortization 1,091 923
Change in fair value of contingent consideration (110) 0
Amortization of investment (discounts) premiums (395) (90)
Stock-based compensation 1,362 1,036
Deferred income taxes (388) 0
Currency translation adjustments (54) 52
(Increase) decrease in    
Accounts receivable (145) 2,088
Prepaid income taxes 767 399
Prepaid expenses and other assets (1,515) (1,266)
Accounts payable 173 13
Other liabilities (2,129) 107
Deferred revenue (440) 200
Net cash provided by operating activities 162 4,707
Cash flows from investing activities    
Purchases of property and equipment 0 (109)
Purchase of short-term investments (30,544) (29,518)
Proceeds from maturities of short-term investments 14,778 24,138
Purchased intangibles (247) (39)
Capitalized computer software development costs (851) (894)
Net cash used in investing activities (16,864) (6,422)
Cash flows from financing activities    
Payment of dividends (1,196) (1,218)
Payments on contracts payable 0 758
Proceeds from the exercise of stock options 164 0
Net cash used in financing activities (1,032) (460)
Net decrease in cash and cash equivalents (17,734) (2,175)
Cash and cash equivalents, beginning of year 57,523 51,567
Cash and cash equivalents, end of period 39,789 49,392
Supplemental disclosures of cash flow information    
Income taxes paid $ 96 $ 0
v3.23.4
ORGANIZATION AND LINES OF BUSINESS
3 Months Ended
Nov. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
ORGANIZATION AND LINES OF BUSINESS ORGANIZATION AND LINES OF BUSINESS
Organization

Simulations Plus, Inc. (“Simulations Plus”) was incorporated on July 17, 1996. In September 2014, Simulations Plus acquired all of the outstanding equity interests of Cognigen Corporation (“Cognigen”) and Cognigen became a wholly owned subsidiary of Simulations Plus. In June 2017, Simulations Plus acquired DILIsym Services, Inc. (“DILIsym”) as a wholly owned subsidiary. In April 2020, Simulations Plus acquired Lixoft, a French société par actions simplifiée (“Lixoft” or “SLP France”), as a wholly owned subsidiary pursuant to a stock purchase and contribution agreement. In June 2023, Simulations Plus acquired Immunetrics, Inc. (“Immunetrics”) as a wholly owned subsidiary through a reverse triangular merger. (Simulations Plus together with its subsidiaries, collectively, the “Company,” “we,” “us,” “our”).

Effective September 1, 2021, the Company merged both Cognigen and DILIsym with and into Simulations Plus through short-form mergers (the “Mergers”). To effectuate the Mergers, the Company filed Certificates of Ownership with the Secretaries of State of the states of Delaware (Cognigen’s and DILIsym’s state of incorporation) and California (Simulation Plus’ state of incorporation). Consummation of the Mergers was not subject to approval of the Company’s stockholders and did not impact the rights of the Company’s stockholders.

On December 20, 2022, Simulations Plus International, Inc. (“SLPI”), a Delaware corporation, was created as a wholly owned subsidiary of Simulations Plus in order to facilitate future international acquisitions, if any, and global integrations. In furtherance of this objective, the Company added the trade name “SLP France” to Lixoft, and on April 25, 2023, Simulations Plus transferred its ownership of SLP France to SLPI pursuant to a contribution and acceptance agreement, resulting in SLP France becoming a wholly owned subsidiary of SLPI. The transfer did not impact the rights of the Company’s stockholders.

Effective September 1, 2023, the Company merged Immunetrics with and into Simulations Plus through a short-form merger (the “Merger”). To effectuate the Merger, the Company filed Certificates of Ownership with the Secretaries of State of the states of Delaware (Immunetrics’ state of incorporation) and California (Simulation Plus’ state of incorporation). Consummation of the Merger was not subject to approval of the Company’s stockholders and did not impact the rights of the Company’s stockholders.
At the beginning of fiscal year 2024, in order to create a more integrated and cohesive company, the Company reorganized its internal structuring to move away from divisions based on its prior acquisitions and to instead divide the internal structure into business units organized around key product and service offerings that the Company provides, which include:

Clinical Pharmacology and Pharmacometrics (“CPP”);
Quantitative Systems Pharmacology (“QSP”);
Physiologically based pharmacokinetics (“PBPK”);
Cheminformatics; and
Regulatory Strategies.

Lines of Business

We are a premier developer of drug discovery and development software for modeling and simulation, and for the prediction of molecular properties utilizing both artificial-intelligence-based and machine-learning-based technologies. We also provide consulting services ranging from early drug discovery through preclinical and clinical development analysis and for submissions to regulatory agencies. Our software and consulting services are provided to major pharmaceutical, biotechnology, agrochemical, cosmetics, and food industry companies and academic and regulatory agencies worldwide for use in the conduct of industry-based research.
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES
3 Months Ended
Nov. 30, 2023
Accounting Policies [Abstract]  
SIGNIFICANT ACCOUNTING POLICIES SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation
The condensed consolidated financial statements include the accounts of Simulations Plus and its wholly owned operating subsidiaries, SLPI and SLP France. All significant intercompany accounts and transactions are eliminated in consolidation.
Use of Estimates
Our financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management’s application of accounting policies. Actual results could differ from those estimates.
Reclassifications

Certain numbers in the prior year have been reclassified to conform to the current year’s presentation.
Revenue Recognition
We generate revenue primarily from the sale of software licenses and by providing consulting services to the pharmaceutical industry for drug development.

In accordance with ASC 606, we determine revenue recognition through the following steps:

i.Identification of the contract, or contracts, with a customer
ii.Identification of the performance obligations in the contract
iii.Determination of the transaction price
iv.Allocation of the transaction price to the performance obligations in the contract
v.Recognition of revenue when, or as, we satisfy a performance obligation

Components of Revenue
The following is a description of principal activities from which the Company generates revenue. As part of the accounting for these arrangements, the Company must develop assumptions that require judgment to determine the standalone selling price for each performance obligation identified in the contract. Standalone selling prices are determined based on the prices at which the Company separately sells its services or goods.
Revenue ComponentsTypical Payment Terms
Software Revenues:
Software revenues are generated primarily from sales of software licenses at the time the software is unlocked, and the term commences. The license period typically is one year or less. Along with the license, a di minimis amount of customer support is provided to assist the customer with the software. Should the customer need more than a di minimis amount of support, they can choose to enter into a separate contract for additional training. Most software is installed on our customers’ servers and the Company has no control of the software once the sale is made.
Payments are generally due upon invoicing on a net 30 basis, unless other payment terms are negotiated with the customer based on customer history. Typical industry standards apply.
For certain software arrangements the Company hosts the licenses on servers maintained by the Company. Revenue for those arrangements is accounted as Software as a Service over the life of the contract. These arrangements account for a small portion of software revenues of the Company.
Consulting Contracts:
Consulting services provided to our customers are generally recognized over time as the contracts are performed and the services are rendered. The Company measures its consulting revenue based on time expended compared to total estimated hours to complete a project. The Company believes the method chosen for its contract revenue best depicts the transfer of benefits to the customer under the contracts.Payment terms vary, depending on the size of the contract, credit history and history with the client, and deliverables within the contract.
Consortium-Member Based Services:
The performance obligation is recognized on a time-elapsed basis, by month for which the services are provided, as the Company transfers control evenly over the contractual period.Payment is due at the beginning of the period, generally on a net-30 or -60 basis.
Remaining Performance Obligations
Transaction price allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and unbilled amounts that will be recognized as revenue in future periods. As of November 30, 2023, remaining performance obligations were $10.3 million. Ninety-five percent of the remaining performance obligations are expected to be recognized over the next 12 months, with the remainder expected to be recognized thereafter. Remaining performance obligations estimates are subject to change and are affected by several factors, including contract terminations and changes in the scope of contracts.
Disaggregation of Revenues

The components of disaggregation of revenue for the three months ended November 30, 2023 and 2022 were as follows:
Three Months Ended November 30,
(in thousands)20232022
Software licenses
Point in time$7,321 $5,802 
Over time268 272 
Services 
Over time6,911 5,890 
Total revenue$14,500 $11,964 
In addition, the Company allocates revenues to geographic areas based on the locations of its customers. Geographical revenues for the three months ended November 30, 2023 and 2022 were as follows:
Three Months Ended November 30,
(in thousands)20232022
$% of total $% of total
Americas$10,891 75 %$8,500 71 %
EMEA2,302 16 %2,130 18 %
Asia Pacific1,307 %1,334 11 %
Total$14,500 100 %$11,964 100 %
Contract Balances
We receive payments from customers based upon contractual billing schedules, while we recognize revenue when, or as, we satisfy our performance obligations. This timing difference results in accounts receivable, contract assets, and contract liabilities. We record accounts receivable when the right to consideration becomes unconditional. We record a contract asset if the right to consideration is conditioned on something other than the passage of time, such as our future performance. Contract assets are included in prepaid expenses and other current assets on our condensed consolidated balance sheets. We record a contract liability when we have an obligation to transfer goods or services to a customer for which we have either received consideration or a payment is due from a customer. We refer to contract liabilities as deferred revenue on our condensed consolidated balance sheets.
Contract asset balances as of November 30, 2023, and August 31, 2023, were $2.9 million and $2.7 million, respectively.
During the three months ended November 30, 2023, the Company recognized $2.2 million of revenue that was included in contract liabilities as of August 31, 2023, and during the three months ended November 30, 2022, the Company recognized $1.9 million of revenue that was included in contract liabilities as of August 31, 2022.
Deferred Commissions
Sales commissions earned by our sales force and our commissioned sales representatives are considered incremental and recoverable costs of obtaining a contract with a customer. We apply the practical expedient as described in ASC 340-40-25-4 to expense costs as incurred for sales commissions, since the amortization period of the asset that we otherwise would have recognized is one year or less. This expense is included in the condensed consolidated statements of operations and comprehensive income as selling and marketing expense.
Cash and Cash Equivalents
For purposes of the statements of cash flows, we consider all highly liquid investments purchased with original maturities of three months or less to be cash equivalents.
Accounts Receivable and Allowance for Credit Losses
The Company extends credit to its customers in the normal course of business. The Company evaluates its allowance for credit losses based on its estimate of the collectability of its trade accounts receivable. As part of this assessment, the Company considers various factors including the financial condition of the individual companies with which it does business, the aging of receivable balances, historical experience, changes in customer payment terms, current market conditions, and reasonable and supportable forecasts of future economic conditions. In times of economic turmoil, the Company’s estimates and judgments with respect to the collectability of its receivables is subject to greater uncertainty than in more stable periods. Accounts receivable balances will be charged off against the allowance for credit losses after all means of collection have been exhausted and the potential for recovery is considered remote.
The activity in the allowance for credit losses related to our trade receivables is summarized as follows:
Three Months Ended November 30,
(in thousands)20232022
Balance, beginning of period$46 $12 
Provision for expected credit losses(9)— 
Balance, end of period$37 $12 
Investments
The Company may invest excess cash balances in short-term and long-term marketable debt securities. Investments may consist of certificates of deposit, money market accounts, government-sponsored enterprise securities, corporate bonds, and/or commercial paper within the parameters of our Investment Policy and Guidelines. The Company accounts for its investments in marketable securities in accordance with ASC 320, Investments – Debt and Equity Securities. This statement requires debt securities to be classified into three categories:

Held-to-maturity—Debt securities that the entity has the positive intent and ability to hold to maturity are measured at amortized cost and are presented at the net amount expected to be collected. Any change in the allowance for credit losses during the period is reflected in earnings. Discounts and premiums to par value of the debt securities are amortized to interest income/expense over the term of the security.

Trading Securities—Debt securities that are bought and held primarily for the purpose of selling in the near term are reported at fair value, with unrealized gains and losses included in earnings.

Available-for-Sale—Debt securities not classified as either securities held-to-maturity or trading securities are reported at fair value. For available-for-sale debt securities in an unrealized-loss position, we evaluate as of the balance sheet date whether the unrealized losses are attributable to a credit loss or other factors. The portion of unrealized losses related to a credit loss is recognized in earnings, and the portion of unrealized loss not related to a credit loss is recognized in other comprehensive income (loss).

We classify our investments in marketable debt securities based on the facts and circumstances present at the time of purchase of the securities. We subsequently reassess the appropriateness of that classification at each reporting date. During the three months ended November 30, 2023 and for the year ended August 31, 2023, all of our investments were classified as held-to-maturity.
Capitalized Computer Software Development Costs
Software development costs are capitalized in accordance with ASC 985-20. Capitalization of software development costs begins upon the establishment of technological feasibility and is discontinued when the product is available for sale.

The establishment of technological feasibility and the ongoing assessment for recoverability of capitalized software development costs require considerable judgment by management with respect to certain external factors including, but not limited to, technological feasibility, anticipated future gross revenue, estimated economic life, and changes in software and hardware technologies. Capitalized software development costs are comprised primarily of salaries and direct payroll-related costs and the purchase of existing software to be used in our software products.
Amortization of capitalized software development costs is calculated on a product-by-product basis on the straight-line method over the estimated economic life of the products (not to exceed five years). Amortization of software development costs amounted to $0.4 million and $0.4 million for the three months ended November 30, 2023 and 2022, respectively. We expect future amortization expense to vary due to increases in capitalized computer software development costs.
We test capitalized computer software development costs for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.
Property and Equipment
Property and equipment are recorded at cost, or fair market value for property and equipment acquired in business combinations, less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method over the estimated useful lives as follows:
Equipment5 years
Computer equipment
3 to 7 years
Furniture and fixtures
5 to 7 years
Leasehold improvementsShorter of the asset life or lease term
Maintenance and minor replacements are charged to expense as incurred. Gains and losses on disposals are included in the results of operations.
Internal-use Software
We have capitalized certain internal-use software costs in accordance with ASC 350-40, which are included in intangible assets. The amortization of such costs is classified as general and administrative expenses on the condensed consolidated statements of operations. Maintenance of and minor upgrades to internal-use software are also classified as general and administrative expenses as incurred.
Leases
We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities (current and long-term) in our condensed consolidated balance sheets.
ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we generally use our incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at the commencement date. The operating lease ROU asset also includes any lease payments made at or before the commencement date and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense is recognized on a straight-line basis over the lease term.
Supplemental balance sheet information related to operating leases was as follows as of November 30, 2023:
(in thousands)
Right of use assets$1,118 
Lease liabilities, current$420 
Lease liabilities, long-term$669 
Operating lease costs$117 
Weighted-average remaining lease term3.12 years
Weighted-average discount rate4.93 %
Intangible Assets and Goodwill
We perform valuations of assets acquired and liabilities assumed on each acquisition accounted for as a business combination and recognize the assets acquired and liabilities assumed at their acquisition-date fair value. Acquired intangible assets include customer relationships, software, trade names, and noncompete agreements. We determine the appropriate useful life by performing an analysis of expected cash flows based on historical experience of the acquired businesses. Finite-lived intangible assets are amortized over their estimated useful lives using the straight-line method, which approximates the pattern in which the majority of the economic benefits are expected to be consumed. Finite-lived intangible assets subject to amortization are reviewed for impairment whenever events or circumstances indicate that the carrying amount of these assets may not be recoverable.
Goodwill represents the excess of the cost of an acquired entity over the fair value of the acquired net assets. Goodwill and indefinite-lived intangible assets are tested for impairment annually or when events or circumstances change that would indicate that they might be impaired. Events or circumstances that could trigger an impairment review include, but are not limited to, a significant adverse change in legal factors or in the business climate, an adverse action or assessment by a regulator, unanticipated competition, a loss of key personnel, significant changes in the manner of our use of the acquired assets or the strategy for our overall business, significant negative industry or economic trends, or significant underperformance relative to expected historical or projected future results of operations.
Goodwill and the other assets and liabilities acquired as part of the Immunetrics acquisition have been assigned to a separate reporting unit.
Goodwill and intangible assets are tested for impairment at the reporting unit level, which is either one level below or the same level as an operating segment.
Consistent with the reorganization of our internal structuring to move away from divisions based on our prior acquisitions to business units organized around key product and service offerings, as of November 30, 2023, our reporting units now include the following business units:

Clinical Pharmacology and Pharmacometrics, or CPP;
Quantitative Systems Pharmacology, or QSP;
Physiologically-based pharmacokinetics, or PBPK;
Cheminformatics; and
Regulatory Strategies.

As part of this reorganization, we also took the opportunity to evaluate our departmental structure with a focus on continuing to improve operational performance and profitability. Accordingly, we moved all services personnel into cost of revenues departments, all R&D personnel into R&D expense departments, all sales and marketing personnel into selling and marketing expense departments, and all overhead personnel into general and administrative expense departments. To provide investors improved visibility to our progress, we also decided to report separately our selling and marketing expenses from our general and administrative expenses.
Reconciliation of Goodwill for the three months ended November 30, 2023:
(in thousands)CPPQSPTotal
Balance, August 31, 2023$7,323 $11,776 $19,099 
Addition— — — 
Impairments— — — 
Balance, November 30, 2023$7,323 $11,776 $19,099 
The following table summarizes other intangible assets as of November 30, 2023:
(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book Value
Trade namesNone$4,210 $— $4,210 
Covenants not to compete
Straight line 2 to 3 years
30 23 
Other internal use software
Straight line 3 to 5 years
306 13 293 
Customer relationships
Straight line 8 to 14 years
8,230 2,085 6,145 
ERP
Straight line 15 years
2,529 246 2,283 
$15,305 $2,351 $12,954 
The following table summarizes other intangible assets as of August 31, 2023:
(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book Value
Trade namesNone$4,210 $— $4,210 
Covenants not to compete
Straight line 3 years
30 27 
Other internal use software
Straight line 3 to 5 years
350 10 340 
Customer relationships
Straight line 8 to 14 years
8,230 1,887 6,343 
ERP
Straight line 15 years
2,112 207 1,905 
$14,932 $2,107 $12,825 
Total amortization expense for the three months ended November 30, 2023 and 2022 was $0.2 million and $0.1 million, respectively.
Estimated future amortization of finite-lived intangible assets for the next five fiscal years is as follows:
(in thousands)
Years ending August 31,
Amount
Remainder of 2024$716 
2025$957 
2026$945 
2027$898 
2028$755 
Fair Value of Financial Instruments
Assets and liabilities recorded at fair value in the condensed consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair value. The categories are as follows:
Level Input:Input Definition:
Level IInputs that are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement date.
Level IIInputs, other than quoted prices included in Level I, that are observable for the asset or liability through corroboration with market data at the measurement date.
Level IIIUnobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date.
For certain of our financial instruments, including accounts receivable, accounts payable, and accrued compensation and other accrued expenses, the carrying amounts are representative of their fair value due to their short maturities.
We invest a portion of our excess cash balances in short-term debt securities. Investments at November 30, 2023, consisted of corporate bonds and term deposits with maturities remaining of less than 12 months. Under the fair-value hierarchy, the fair market values of the Company’s cash equivalents and investments are Level I. We may also invest excess cash balances in certificates of deposit, money market accounts, government-sponsored enterprise securities, and/or commercial paper. We account for our investments in accordance with ASC 320, Investments – Debt and Equity Securities. As of November 30, 2023, all investments were classified as held-to-maturity securities, as we have the positive intent and ability to hold these securities until maturity. We believe unrealized losses on investments were primarily caused by rising interest rates rather than changes in credit quality, and, accordingly, we have not recorded an allowance for credit losses on our debt securities as of November 30, 2023, and August 31, 2023.
The following tables summarize our short-term investments as of November 30, 2023, and August 31, 2023:
November 30, 2023
(in thousands)Amortized CostGross
Unrealized
Gains
Gross
Unrealized
Losses
Fair Value
Commercial notes (due within one year)$70,101 $— $(33)$70,068 
Term deposits (due within one year)4,000 — — 4,000 
Total$74,101 $— $(33)$74,068 
August 31, 2023
(in thousands)Amortized CostGross
Unrealized
Gains
Gross
Unrealized
Losses
Fair Value
Commercial notes (due within one year)$53,940 $— $(115)$53,825 
Term deposits (due within one year)4,000 — — 4,000 
Total$57,940 $— $(115)$57,825 
As of November 30, 2023, the Company had a liability for contingent consideration related to its acquisition of Immunetrics. The fair value measurement of the contingent consideration obligations are determined using Level 3 inputs. The fair value of contingent consideration obligations are based on a discounted cash flow model using a probability-weighted income approach. These fair value measurements represent Level 3 measurements as they are based on significant inputs not observable in markets. Significant judgment is employed in determining the appropriateness of these assumptions as of the acquisition date and for each subsequent period. Accordingly, changes in assumptions could have a material impact on the amount of contingent consideration expense the Company records in any given period. Changes in the fair value of the contingent consideration obligations are recorded in the Company’s Condensed Consolidated Statement of Operations.
The following is a reconciliation of contingent consideration at fair value:
(in thousands)Amount
Contingent consideration as of August 31, 2023$4,780 
Change in fair value of contingent consideration(110)
 Contingent consideration as of November 30, 2023$4,670 

Business Combination

The acquisition method of accounting for business combinations requires us to use significant estimates and assumptions, including fair value estimates, as of the business combination date and to refine those estimates as necessary during the measurement period (defined as the period, not to exceed one year, in which we may adjust the provisional amounts recognized for a business combination).
Under the acquisition method of accounting, we recognize separately from goodwill the identifiable assets acquired, the liabilities assumed, and any noncontrolling interests in an acquiree, generally at the acquisition-date fair value. We measure goodwill as of the acquisition-date as the excess of consideration transferred, which we also measure at fair value, over the net of the acquisition date amounts of the identifiable assets acquired and liabilities assumed. Costs that we incur to complete the business combination, such as investment banking, legal, and other professional fees, are not considered part of consideration, and we recognize such costs as general and administrative expenses as they are incurred. Under the acquisition method, we also account for acquired company restructuring activities that we initiate separately from the business combination.

Should the initial accounting for a business combination be incomplete by the end of a reporting period that falls within the measurement period, we report provisional amounts in our financial statements. During the measurement period, we adjust the provisional amounts recognized at the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date, and we record those adjustments to our financial statements. We apply those measurement-period adjustments that we determine to be material retrospectively to comparative information in our financial statements, including adjustments to depreciation and amortization expense.

Under the acquisition method of accounting for business combinations, if we identify changes to acquired deferred-tax asset valuation allowances or liabilities related to uncertain tax positions during the measurement period, and they relate to new information obtained about facts and circumstances that existed as of the acquisition date, those changes are considered a measurement period adjustment and we record the offset to goodwill. We record all other changes to deferred-tax asset valuation allowances and liabilities related to uncertain tax positions in current period income tax expense. This accounting applies to all of our acquisitions regardless of acquisition date.
Research and Development Costs
Research and development costs are charged to expense as incurred until technological feasibility has been established. These costs include salaries, laboratory experiments, and purchased software that was developed by other companies and incorporated into, or used in the development of, our final products.
Income Taxes
We account for income taxes in accordance with ASC 740, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns.

Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each year-end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes represents the tax payable for the period and the change during the period in deferred tax assets and liabilities.
Intellectual property
In May 2014, we entered into a termination and non-assertion agreement with TSRL, Inc., pursuant to which the parties agreed to terminate an exclusive software licensing agreement entered into between the parties in 1997. As a result, the Company obtained a perpetual right to use certain source code and data, and TSRL relinquished any rights and claims to any GastroPlus products and to any claims, royalties, or other payments under that 1997 agreement. We agreed to pay TSRL total consideration of $6.0 million, which is being amortized over 10 years under the straight-line method.

In June 2017, as part of the acquisition of DILIsym, the Company acquired certain developed technologies associated with the drug-induced liver disease (DILI). These technologies were valued at $2.9 million and are being amortized over 9 years under the straight-line method.

In September 2018, we purchased certain intellectual property rights of Entelos Holding Company. The cost of $0.1 million is being amortized over 10 years under the straight-line method.

In April 2020, as part of the acquisition of Lixoft, the Company acquired certain developed technologies associated with the Lixoft scientific software. These technologies were valued at $8.0 million and are being amortized over 16 years under the straight-line method.
In June 2023, we purchased certain developed technology of Immunetrics. The cost of $1.1 million is being amortized over 5 years under the straight-line method.
The following table summarizes intellectual property as of November 30, 2023:
(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book
Value
Termination/nonassertion agreement-TSRL Inc.
Straight line 10 years
$6,000 $5,725 $275 
Developed technologies–DILIsym acquisition
Straight line 9 years
2,850 2,057 793 
Intellectual rights of Entelos Holding Company
Straight line 10 years
50 26 24 
Developed technologies–Immunetrics acquisition
Straight line 5 years
1,080 99 981 
Developed technologies–Lixoft acquisition
Straight line 16 years
8,010 1,802 6,208 
$17,990 $9,709 $8,281 
The following table summarizes intellectual property as of August 31, 2023:
(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book
Value
Termination/nonassertion agreement-TSRL Inc.
Straight line 10 years
$6,000 $5,575 $425 
Developed technologies–DILIsym acquisition
Straight line 9 years
2,850 1,978 872 
Intellectual rights of Entelos Holding Company
Straight line 10 years
50 25 25 
Developed technologies–Immunetrics acquisition
Straight line 5 years
1,080 45 1,035 
Developed technologies–Lixoft acquisition
Straight line 16 years
8,010 1,678 6,332 
$17,990 $9,301 $8,689 
Total amortization expense for intellectual property agreements for the three months ended November 30, 2023 and 2022 was $0.4 million and $0.3 million, respectively.
Estimated future amortization of intellectual property for the next five years is as follows:
(in thousands)
Years ending August 31,
Amount
Remainder of 2024$1,026 
2025$1,009 
2026$933 
2027$693 
2028$648 
Earnings per Share
We report earnings per share in accordance with ASC 260. Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding. Diluted earnings per share is computed similarly to basic earnings per share, except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The components of basic and diluted earnings per share for the three months ended November 30, 2023 and 2022 were as follows:
Three Months Ended November 30,
(in thousands)20232022
Numerator
Net income attributable to common shareholders$1,945 $1,245 
Denominator
Weighted-average number of common shares outstanding during the period19,947 20,286 
Dilutive effect of stock options332 539 
Common stock and common stock equivalents used for diluted earnings per share20,279 20,825 
Stock-Based Compensation
Compensation costs related to stock options are determined in accordance with ASC 718. Compensation cost is calculated based on the grant-date fair value estimated using the Black-Scholes pricing model and then amortized on a straight-line basis over the requisite service period. Stock-based compensation costs related to stock options, not including shares issued to directors for services, was $1.3 million and $0.9 million for the three months ended November 30, 2023 and 2022, respectively.
Impairment of Long-lived Assets
We account for the impairment and disposition of long-lived assets in accordance with ASC 360. Long-lived assets to be held and used are reviewed for events or changes in circumstances that indicate that their carrying value may not be recoverable. We measure recoverability by comparing the carrying amount of an asset to the expected future undiscounted net cash flows generated by the asset. If we determine that the asset may not be recoverable, or if the carrying amount of an asset exceeds its estimated future undiscounted cash flows, we recognize an impairment charge to the extent of the difference between the fair value and the asset's carrying amount. No impairment losses were recorded during the three months ended November 30, 2023 and 2022, respectively.
Recently Issued Accounting Standards
In October, 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-06 - Disclosure Improvements: Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative ("ASU 2023-06"). ASU 2023-06 incorporates 14 of the 27 disclosure requirements published in SEC Release No. 33-10532 - Disclosure Update and Simplification into various topics within the Accounting Standards Codification ("ASC"). ASU 2023-06's amendments represent clarifications to, or technical corrections of, current requirements. For SEC registrants, the effective date for each amendment will be the date on which the SEC removes that related disclosure from its rules. Early adoption is prohibited. The Company does not expect ASU 2023-06 to have a material effect on its condensed consolidated financial statements.
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which updates reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments should be applied retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating the ASU to determine its impact on the Company’s disclosures.
Recently Adopted Accounting Standards
In October 2021, the FASB issued ASU 2021-08, Business Combinations - Accounting for contract assets and contract liabilities from contracts with customers (Topic 805), which requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with Revenues from contracts with customers (Topic 606). For public companies, the guidance is effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. The Company adopted the guidance during fiscal year 2023. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements.
In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832), which requires business entities to disclose information about transactions with a government that are accounted for by applying a grant or contribution model by analogy (for example, IFRS guidance in IAS 20 or guidance on contributions for not-for-profit entities in ASC 958-605). For transactions within scope, the new standard requires the disclosure of information about the nature of the transaction, including significant terms and conditions, as well as the amounts and specific financial statement line items affected by the transaction. The new guidance is effective for annual reporting periods beginning after December 15, 2021. The Company adopted the guidance during fiscal year 2023. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements.
v3.23.4
OTHER INCOME
3 Months Ended
Nov. 30, 2023
Other Income and Expenses [Abstract]  
OTHER INCOME OTHER INCOME
The components of other income for the three months ended November 30, 2023 and 2022, were as follows:
Three Months Ended November 30,
(in thousands)20232022
Interest income$1,292 $771 
Change in fair valuation of contingent consideration110 — 
Gain (loss) on currency exchange44 (31)
Total other income$1,446 $740 
v3.23.4
COMMITMENTS AND CONTINGENCIES
3 Months Ended
Nov. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES COMMITMENTS AND CONTINGENCIES
Leases
We lease 4,200 square feet of office space in Lancaster, California, where our corporate headquarters are located. The lease term extends to April 30, 2028 and the base rent is $8 thousand per month with an annual increase of 3%. The lease agreement gives the Company the right, upon 180 days prior notice, to opt out of all or part of the last three years of the lease term with no penalty.
We lease 1,510 square feet of office space in Durham, North Carolina. The lease term extends to September 30, 2026, and the base rent is $4 thousand per month with an annual increase of 3%. The amended lease agreement gives the Company the right, upon 9 months prior notice, to extend the lease for 60 months.
We lease 4,317 square feet of office space in Buffalo, New York. The lease term extends to November 30, 2026, and the base rent is $7 thousand per month with an annual 2% increase. The lease agreement provides the Company with two five-year renewal options and the right to terminate the lease with one year’s prior written notice with certain penalties.
We lease 2,300 square feet of office space in Paris, France. The lease term extends to November 30, 2024, and the rent is $5 thousand per month, which amount is subject to adjustment each December based on a consumer price index.
We lease 7,141 square feet of office space in Pittsburgh, Pennsylvania. The lease term extends to May 31, 2025, and the base rent is $10 thousand per month. The lease agreement provides the Company with one five-year renewal option.
We have a data center colocation space in Buffalo, New York, with a lease term through November 30, 2026, and rent of $4 thousand per month with an annual 3% increase.

Rent expense, including common area maintenance fees for the three months ended November 30, 2023 and 2022 was $0.1 million and $0.1 million, respectively.
Lease liability maturities as of November 30, 2023, were as follows:
(in thousands)Years ending August 31,Amount
Remainder of 2024$343 
2025390 
2026293 
2027140 
202868 
Total undiscounted liabilities1,234 
Less: imputed interest(145)
Total operating lease liabilities (including current portion)$1,089 
Employment Agreements

In the normal course of business, the Company has entered into employment agreements with certain of its executive officers that may require compensation payments upon termination.
Income Taxes

We follow guidance issued by the FASB with regard to our accounting for uncertainty in income taxes recognized in the financial statements. Such guidance prescribes a recognition threshold of more likely than not and a measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. In making this assessment, a company must determine whether it is more likely than not that a tax position will be sustained upon examination, based solely on the technical merits of the position, and must assume that the tax position will be examined by taxing authorities. Our policy is to include interest and penalties related to income tax expense. We file income tax returns with the IRS and various state jurisdictions as well as with the countries of India and France. Our federal income tax returns for fiscal years 2020 through 2023 are open for audit, and our state tax returns for fiscal years 2019 through 2023 remain open for audit.

Our review of prior year tax positions using the criteria and provisions presented in guidance issued by FASB did not result in a material impact on our financial position or results of operations.
Litigation

We are not a party to any legal proceedings and are not aware of any pending or threatened legal proceedings of any kind.
v3.23.4
SHAREHOLDERS' EQUITY
3 Months Ended
Nov. 30, 2023
Equity [Abstract]  
SHAREHOLDERS' EQUITY SHAREHOLDERS' EQUITY
Shares Outstanding

Shares of Company's common stock outstanding for the three months ended November 30, 2023 and 2022 were as follows:
Three Months Ended November 30,
(in thousands)20232022
Common stock outstanding, beginning of period19,938 20,260 
Common stock issued during the period28 54 
Common stock outstanding, end of period19,966 20,314 
Dividends

The Company’s Board of Directors declared cash dividends during the fiscal years 2024 and 2023. The details of dividends paid are in the following tables:
(in thousands, except dividend per share)Fiscal Year 2024
Record DateDistribution DateNumber of Shares
Outstanding on
Record Date
Dividend per
Share
Total Amount
10/30/202311/06/202319,939 $0.06 $1,196 
(in thousands, except dividend per share) Fiscal Year 2023
Record DateDistribution DateNumber of Shares
Outstanding on
Record Date
Dividend per
Share
Total Amount
10/31/202211/07/202220,299 $0.06 $1,218 
1/30/20232/06/202319,924 $0.06 1,195 
4/24/20235/01/202319,999 $0.06 1,200 
7/31/20238/07/202319,931 $0.06 1,196 
Total  $4,809 
Stock Option Plans

On December 23, 2016, the Company’s Board of Directors adopted, and on February 23, 2017, its shareholders approved, the Company’s 2017 Equity Incentive Plan (the “2017 Plan”), under which a total of 1.0 million shares of common stock were initially reserved for issuance. The 2017 plan would have terminated pursuant to its terms in December 2026; however, the 2017 Plan was replaced by the Company’s 2021 Plan (as defined below), and as a result, no further issuances of shares may be made under the 2017 Plan.
On April 9, 2021, the Company’s Board of Directors adopted, and on June 23, 2021, its shareholders approved, the Company’s 2021 Equity Incentive Plan (the “2021 Plan,” and together with the 2017 Plan, the “Plans”), under which a total of 1.3 million shares of common stock were initially reserved for issuance. On October 20, 2022, the Company’s Board of Directors approved, and on February 9, 2023, its shareholders approved, an amendment to the 2021 Plan to increase the number of shares of common stock authorized for issuance thereunder from 1.3 million shares to 1.55 million shares of common stock of the Company. The 2021 Plan will terminate in 2031.
On October 19, 2023, the Company’s Board of Directors approved, subject to shareholder approval, an amendment to the 2021 Plan to increase the number of shares of common stock authorized for issuance thereunder from 1.55 million shares to 2.5 million shares of common stock of the Company (the “Plan Amendment”). The Plan Amendment will be presented to the Company’s shareholders for approval at its 2024 Annual Meeting of Shareholders, to be held on February 8, 2024. If approved by the Company’s shareholders, the Plan Amendment will be effective as of the date of such approval. If the Plan Amendment is not approved by the Company’s shareholders, the Plan Amendment will not become effective, and the number of shares of common stock authorized for issuance under the 2021 Plan will remain at 1.55 million shares.
As of November 30, 2023, employees and directors of the Company held Qualified Incentive Stock Options (“ISOs”) and Non-Qualified Stock Options (“NQSOs”) to purchase an aggregate of 1.9 million shares of common stock at exercise prices ranging from $6.85 to $66.14 per share.
The following tables summarize information about stock options:
(in thousands, except per share and weighted-average amounts)
Activity for the three months ended November 30, 2023Number of
Options
Weighted-Average
Exercise Price
Per Share
Weighted-Average
Remaining
Contractual Life
Outstanding, August 31, 20231,478 $34.62 6.62 years
Granted482 39.98 
Exercised(26)9.78 
Canceled/Forfeited(7)45.64 
Outstanding, November 30, 20231,927 $36.25 7.30 years
Vested and Exercisable, November 30, 2023809 $28.06 5.10 years
Vested and Expected to Vest, November 30, 20231,844 $36.06 7.19 years
The total grant-date fair value of nonvested stock options as of November 30, 2023, was $22.1 million and is amortizable over a weighted-average period of 3.67 years.
The fair value of these options was estimated at the date of grant using the Black-Scholes option-pricing model. The Black-Scholes option-valuation model was developed for use in estimating the fair value of traded options, which do not have vesting restrictions and are fully transferable. In addition, option-valuation models require the input of highly subjective assumptions, including the expected stock price volatility.
The following table summarizes the fair value of the options, including both ISOs and NQSOs, granted during the three month period ended November 30, 2023 and fiscal year 2023:
(in thousands, except weighted-average amounts)Three Months Ended November 30, 2023Fiscal Year 2023
Estimated fair value of awards granted$9,552 $10,067 
Unvested Forfeiture Rate6.38 %0.22 %
Weighted-average grant price$39.98 $43.78 
Weighted-average market price$39.98 $43.78 
Weighted-average volatility44.79 %46.14 %
Weighted-average risk-free rate4.93 %4.29 %
Weighted-average dividend yield0.60 %0.55 %
Weighted-average expected life6.59 years6.55 years
The exercise prices for the options outstanding at November 30, 2023, ranged from $6.85 to $66.14, and the information relating to these options are as follows:
(in thousands except prices and weighted-average amounts)
Exercise PriceAwards OutstandingAwards Exercisable
LowHighQuantityWeighted -Average
Remaining
Contractual
Life
Weighted-Average
Exercise
Price
QuantityWeighted-Average
Remaining
Contractual
Life
Weighted-Average
Exercise
Price
$6.85 $9.77 182 1.81 years$8.89 182 1.81 years$8.89 
$9.78 $18.76 148 3.24 years$10.10 148 3.24 years$10.10 
$18.77 $33.40 200 5.39 years$25.37 137 5.29 years$24.60 
$33.41 $47.63 1,125 9.06 years$41.21 212 7.90 years$40.94 
$47.64 $66.14 272 7.31 years$56.33 130 7.05 years$58.00 
  1,927 7.30 years$36.25 809 5.10 years$28.06 
During the three months ended November 30, 2023, we issued 4,255 shares of stock valued at $0.2 million to our nonmanagement directors as compensation for board-related duties.
The Company's par-value common stock and additional paid-in capital as of November 30, 2023, were $11 thousand and $146.6 million, respectively.
Share Repurchases
No share repurchases were made during the three months ended November 30, 2023 and 2022.
On December 29, 2022, our Board of Directors authorized and approved a share repurchase program for up to $50 million of the outstanding shares of our common stock, and on January 11, 2023, we entered into an accelerated share repurchase agreement (the “ASR Agreement”) with Morgan Stanley & Co. LLC (“Morgan Stanley”) to repurchase an aggregate of $20 million of our outstanding shares of common stock as part of the share repurchase program, which was settled in full in May 2023. The share repurchase program has no expiration date but may be terminated at any time at our Board of Directors’ discretion.
In January 2023, we received an initial delivery of an aggregate of 408,685 shares of our common stock from Morgan Stanley pursuant to the ASR Agreement, in exchange for which we made an initial payment of $20 million to Morgan Stanley. These 408,685 shares were retired and are treated as authorized, unissued shares. At final settlement on May 20, 2023, based on the volume-weighted average price of our common stock during the term of the ASR Agreement, Morgan Stanley delivered an additional 83,356 shares of Company common stock to us, which shares were also retired and treated as authorized, unissued shares.

After completion of the repurchases under the ASR Agreement, $30 million remains available for additional repurchases under our authorized repurchase program.
v3.23.4
CONCENTRATIONS AND UNCERTAINTIES
3 Months Ended
Nov. 30, 2023
Risks and Uncertainties [Abstract]  
CONCENTRATIONS AND UNCERTAINTIES CONCENTRATIONS AND UNCERTAINTIES
Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash, cash equivalents, trade accounts receivable, and short-term investments. The Company holds cash and cash equivalents with balances that exceed FDIC insured limits. Cash maintained in excess of these limits is on deposit with a large, national bank. Accordingly, the Company does not have depository exposure to regional banks. In addition, the Company holds cash at a bank in France that is not FDIC-insured. Historically, the Company has not experienced any losses in such accounts, and management believes that the financial institutions at which its cash is held are stable; however, no assurances can be provided. While the Company may be exposed to credit losses due to the nonperformance of its counterparties, the Company does not expect the settlement of these transactions to have a material effect on its results of operations, cash flows, or financial condition.
Revenue concentration shows that international sales accounted for 25% and 29% of revenue for the three months ended November 30, 2023 and 2022, respectively. Our three largest customers in terms of revenue accounted for 8%, 8%, and 5% of revenue, respectively, for the three months ended November 30, 2023. Our three largest customers in terms of revenue accounted for 8%, 3%, and 3% of revenue, respectively, for the three months ended November 30, 2022.
Accounts receivable concentrations show that our three largest customers in terms of accounts receivable each comprised between 7% and 9% of accounts receivable as of November 30, 2023; our three largest customers in terms of accounts receivable comprised between 4% and 12% of accounts receivable as of November 30, 2022.
We operate in the biosimulation market, which is highly competitive and changes rapidly. Our operating results could be significantly affected by our ability to develop new products and find new distribution channels for new and existing products.
v3.23.4
SEGMENT REPORTING
3 Months Ended
Nov. 30, 2023
Segment Reporting [Abstract]  
SEGMENT REPORTING SEGMENT REPORTING
The Company applies ASC 280, Segment Reporting, in determining reportable segments. The Company has two reportable segments: Software and Services. Segment information is presented in the same manner that the chief operating decision maker (“CODM”) reviews certain financial information based on these reportable segments. The CODM reviews revenue and gross profit for both of the reportable segments. Gross profit is defined as revenue less cost of revenue incurred by the segment.
No operating segments have been aggregated to form the reportable segments. The Company does not allocate assets at the reportable segment level, as these are managed on an entity-wide group basis and, accordingly, the Company does not report asset information by segment. The Company does not allocate operating expenses that are managed on an entity-wide group basis and, accordingly, the Company does not allocate and report operating expenses at a segment level. There are no internal revenue transactions between the Company’s segments.
The following tables summarize the results for each segment for the three months ended November 30, 2023 and 2022:
(in thousands)Three Months Ended November 30, 2023
SoftwareServicesTotal
Revenues$7,589 $6,911 $14,500 
Cost of revenues991 3,661 4,652 
Gross profit$6,598 $3,250 $9,848 
Gross margin87 %47 %68 %
Our software business and services business represented 52% and 48% of total revenue, respectively, for the three months ended November 30, 2023.
(in thousands)Three Months Ended November 30, 2022
SoftwareServicesTotal
Revenues$6,074 $5,890 $11,964 
Cost of revenues885 1,786 2,671 
Gross profit$5,189 $4,104 $9,293 
Gross margin85 %70 %78 %
Our software business and services business represented 51% and 49% of total revenue, respectively, for the three months ended November 30, 2022.
The increase in the cost of revenues for our Services segment and corresponding decline in gross margin for the three months ended November 30, 2023 compared to the three months ended November 30, 2022 is driven by $1.2 million from the reorganization of our internal structure from divisions based on prior acquisitions to business units organized around key product and service offerings and $0.4 million from the acquisition of Immunetrics, which contributed to our services headcount. Gross margin would have been 49% during the three months ended November 30, 2022 under the current organization structure. The new business unit structure is designed to optimize the utilization of our scientific talent in support of our revenue growth objectives.
v3.23.4
EMPLOYEE BENEFIT PLAN
3 Months Ended
Nov. 30, 2023
Retirement Benefits [Abstract]  
EMPLOYEE BENEFIT PLAN EMPLOYEE BENEFIT PLAN
We maintain a 401(k) Plan for eligible employees. We make matching contributions equal to 100% of the employee’s elective deferral, not to exceed 4% of the employee’s gross salary. We contributed $0.1 million and $0.1 million for the three months ended November 30, 2023 and 2022, respectively.
v3.23.4
GOVERNMENT ASSISTANCE
3 Months Ended
Nov. 30, 2023
Government Assistance [Abstract]  
GOVERNMENT ASSISTANCE GOVERNMENT ASSISTANCE
The Company receives government assistance in the form of cash grants which vary in size, duration, and conditions from domestic governmental agencies. Accounting for the grant revenue does not fall under ASC 606, Revenue from Contracts with Customers, as the Government will not benefit directly from our offerings. For government assistance in which no specific US GAAP applies, the Company accounts for such transactions as revenue and by analogy to a grant model. Under such model, the Company recognizes the impact of the government assistance on the Condensed Consolidated Statements of Income upon complying with the conditions of the grant. The grant revenue is recognized on a gross basis. The Company's accounting policy is to recognize a benefit to the income statement over the duration of the program when the conditions attached to the grant are achieved. If conditions are not satisfied, the grants are often subject to reduction, repayment, or termination. The Company classifies the impact of government assistance on the Condensed Consolidated Statements of Income as Services Revenue.

During the three months ended November 30, 2023, government assistance received primarily consisted of the following:

The Company received assistance from domestic governmental agencies to provide reimbursement for various costs incurred for research and development. These include direct grant awards and subawards. The grants awarded are currently set to expire at various dates through 2025. During the three months ended November 30, 2023 and 2022, the Company recognized $0.4 million and $0.3 million, respectively, within Services revenues on the Condensed Consolidated Statements of Operations and Comprehensive Income related to such assistance. To the extent amounts have been earned but not yet funded, the amounts are in Accounts Receivable. Computer equipment allowable by the grants is classified under Fixed Assets. Subawards due to unrelated entities are classified under Accrued Expenses.
v3.23.4
SUBSEQUENT EVENTS
3 Months Ended
Nov. 30, 2023
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS SUBSEQUENT EVENTS
Dividend Declared

On Thursday, January 3, 2024, our Board of Directors declared a quarterly cash dividend of $0.06 per share to our shareholders. The dividend in the amount of approximately $1.2 million will be distributed on Monday, February 5, 2024, for shareholders of record as of Monday, January 29, 2024.
v3.23.4
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended
Nov. 30, 2023
Nov. 30, 2022
Pay vs Performance Disclosure    
Net income $ 1,945 $ 1,245
v3.23.4
Insider Trading Arrangements
3 Months Ended
Nov. 30, 2023
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Policies)
3 Months Ended
Nov. 30, 2023
Accounting Policies [Abstract]  
Principles of Consolidation
Principles of Consolidation
The condensed consolidated financial statements include the accounts of Simulations Plus and its wholly owned operating subsidiaries, SLPI and SLP France. All significant intercompany accounts and transactions are eliminated in consolidation.
Use of Estimates
Use of Estimates
Our financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management’s application of accounting policies. Actual results could differ from those estimates.
Reclassifications
Reclassifications

Certain numbers in the prior year have been reclassified to conform to the current year’s presentation.
Revenue Recognition
Revenue Recognition
We generate revenue primarily from the sale of software licenses and by providing consulting services to the pharmaceutical industry for drug development.

In accordance with ASC 606, we determine revenue recognition through the following steps:

i.Identification of the contract, or contracts, with a customer
ii.Identification of the performance obligations in the contract
iii.Determination of the transaction price
iv.Allocation of the transaction price to the performance obligations in the contract
v.Recognition of revenue when, or as, we satisfy a performance obligation

Components of Revenue
The following is a description of principal activities from which the Company generates revenue. As part of the accounting for these arrangements, the Company must develop assumptions that require judgment to determine the standalone selling price for each performance obligation identified in the contract. Standalone selling prices are determined based on the prices at which the Company separately sells its services or goods.
Revenue ComponentsTypical Payment Terms
Software Revenues:
Software revenues are generated primarily from sales of software licenses at the time the software is unlocked, and the term commences. The license period typically is one year or less. Along with the license, a di minimis amount of customer support is provided to assist the customer with the software. Should the customer need more than a di minimis amount of support, they can choose to enter into a separate contract for additional training. Most software is installed on our customers’ servers and the Company has no control of the software once the sale is made.
Payments are generally due upon invoicing on a net 30 basis, unless other payment terms are negotiated with the customer based on customer history. Typical industry standards apply.
For certain software arrangements the Company hosts the licenses on servers maintained by the Company. Revenue for those arrangements is accounted as Software as a Service over the life of the contract. These arrangements account for a small portion of software revenues of the Company.
Consulting Contracts:
Consulting services provided to our customers are generally recognized over time as the contracts are performed and the services are rendered. The Company measures its consulting revenue based on time expended compared to total estimated hours to complete a project. The Company believes the method chosen for its contract revenue best depicts the transfer of benefits to the customer under the contracts.Payment terms vary, depending on the size of the contract, credit history and history with the client, and deliverables within the contract.
Consortium-Member Based Services:
The performance obligation is recognized on a time-elapsed basis, by month for which the services are provided, as the Company transfers control evenly over the contractual period.Payment is due at the beginning of the period, generally on a net-30 or -60 basis.
Remaining Performance Obligations
Transaction price allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and unbilled amounts that will be recognized as revenue in future periods. As of November 30, 2023, remaining performance obligations were $10.3 million. Ninety-five percent of the remaining performance obligations are expected to be recognized over the next 12 months, with the remainder expected to be recognized thereafter. Remaining performance obligations estimates are subject to change and are affected by several factors, including contract terminations and changes in the scope of contracts.
Disaggregation of Revenues

The components of disaggregation of revenue for the three months ended November 30, 2023 and 2022 were as follows:
Three Months Ended November 30,
(in thousands)20232022
Software licenses
Point in time$7,321 $5,802 
Over time268 272 
Services 
Over time6,911 5,890 
Total revenue$14,500 $11,964 
In addition, the Company allocates revenues to geographic areas based on the locations of its customers. Geographical revenues for the three months ended November 30, 2023 and 2022 were as follows:
Three Months Ended November 30,
(in thousands)20232022
$% of total $% of total
Americas$10,891 75 %$8,500 71 %
EMEA2,302 16 %2,130 18 %
Asia Pacific1,307 %1,334 11 %
Total$14,500 100 %$11,964 100 %
Contract Balances
We receive payments from customers based upon contractual billing schedules, while we recognize revenue when, or as, we satisfy our performance obligations. This timing difference results in accounts receivable, contract assets, and contract liabilities. We record accounts receivable when the right to consideration becomes unconditional. We record a contract asset if the right to consideration is conditioned on something other than the passage of time, such as our future performance. Contract assets are included in prepaid expenses and other current assets on our condensed consolidated balance sheets. We record a contract liability when we have an obligation to transfer goods or services to a customer for which we have either received consideration or a payment is due from a customer. We refer to contract liabilities as deferred revenue on our condensed consolidated balance sheets.
Contract asset balances as of November 30, 2023, and August 31, 2023, were $2.9 million and $2.7 million, respectively.
During the three months ended November 30, 2023, the Company recognized $2.2 million of revenue that was included in contract liabilities as of August 31, 2023, and during the three months ended November 30, 2022, the Company recognized $1.9 million of revenue that was included in contract liabilities as of August 31, 2022.
Deferred Commissions
Sales commissions earned by our sales force and our commissioned sales representatives are considered incremental and recoverable costs of obtaining a contract with a customer. We apply the practical expedient as described in ASC 340-40-25-4 to expense costs as incurred for sales commissions, since the amortization period of the asset that we otherwise would have recognized is one year or less. This expense is included in the condensed consolidated statements of operations and comprehensive income as selling and marketing expense.
Cash and Cash Equivalents
Cash and Cash Equivalents
For purposes of the statements of cash flows, we consider all highly liquid investments purchased with original maturities of three months or less to be cash equivalents.
Accounts Receivable and Allowance for Credit Losses
Accounts Receivable and Allowance for Credit Losses
The Company extends credit to its customers in the normal course of business. The Company evaluates its allowance for credit losses based on its estimate of the collectability of its trade accounts receivable. As part of this assessment, the Company considers various factors including the financial condition of the individual companies with which it does business, the aging of receivable balances, historical experience, changes in customer payment terms, current market conditions, and reasonable and supportable forecasts of future economic conditions. In times of economic turmoil, the Company’s estimates and judgments with respect to the collectability of its receivables is subject to greater uncertainty than in more stable periods. Accounts receivable balances will be charged off against the allowance for credit losses after all means of collection have been exhausted and the potential for recovery is considered remote.
The activity in the allowance for credit losses related to our trade receivables is summarized as follows:
Three Months Ended November 30,
(in thousands)20232022
Balance, beginning of period$46 $12 
Provision for expected credit losses(9)— 
Balance, end of period$37 $12 
Investments
Investments
The Company may invest excess cash balances in short-term and long-term marketable debt securities. Investments may consist of certificates of deposit, money market accounts, government-sponsored enterprise securities, corporate bonds, and/or commercial paper within the parameters of our Investment Policy and Guidelines. The Company accounts for its investments in marketable securities in accordance with ASC 320, Investments – Debt and Equity Securities. This statement requires debt securities to be classified into three categories:

Held-to-maturity—Debt securities that the entity has the positive intent and ability to hold to maturity are measured at amortized cost and are presented at the net amount expected to be collected. Any change in the allowance for credit losses during the period is reflected in earnings. Discounts and premiums to par value of the debt securities are amortized to interest income/expense over the term of the security.

Trading Securities—Debt securities that are bought and held primarily for the purpose of selling in the near term are reported at fair value, with unrealized gains and losses included in earnings.

Available-for-Sale—Debt securities not classified as either securities held-to-maturity or trading securities are reported at fair value. For available-for-sale debt securities in an unrealized-loss position, we evaluate as of the balance sheet date whether the unrealized losses are attributable to a credit loss or other factors. The portion of unrealized losses related to a credit loss is recognized in earnings, and the portion of unrealized loss not related to a credit loss is recognized in other comprehensive income (loss).

We classify our investments in marketable debt securities based on the facts and circumstances present at the time of purchase of the securities. We subsequently reassess the appropriateness of that classification at each reporting date. During the three months ended November 30, 2023 and for the year ended August 31, 2023, all of our investments were classified as held-to-maturity.
Capitalized Computer Software Development Costs
Capitalized Computer Software Development Costs
Software development costs are capitalized in accordance with ASC 985-20. Capitalization of software development costs begins upon the establishment of technological feasibility and is discontinued when the product is available for sale.

The establishment of technological feasibility and the ongoing assessment for recoverability of capitalized software development costs require considerable judgment by management with respect to certain external factors including, but not limited to, technological feasibility, anticipated future gross revenue, estimated economic life, and changes in software and hardware technologies. Capitalized software development costs are comprised primarily of salaries and direct payroll-related costs and the purchase of existing software to be used in our software products.
Amortization of capitalized software development costs is calculated on a product-by-product basis on the straight-line method over the estimated economic life of the products (not to exceed five years). Amortization of software development costs amounted to $0.4 million and $0.4 million for the three months ended November 30, 2023 and 2022, respectively. We expect future amortization expense to vary due to increases in capitalized computer software development costs.
We test capitalized computer software development costs for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.
Property and Equipment
Property and Equipment
Property and equipment are recorded at cost, or fair market value for property and equipment acquired in business combinations, less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method over the estimated useful lives as follows:
Equipment5 years
Computer equipment
3 to 7 years
Furniture and fixtures
5 to 7 years
Leasehold improvementsShorter of the asset life or lease term
Maintenance and minor replacements are charged to expense as incurred. Gains and losses on disposals are included in the results of operations.
Internal-use Software
Internal-use Software
We have capitalized certain internal-use software costs in accordance with ASC 350-40, which are included in intangible assets. The amortization of such costs is classified as general and administrative expenses on the condensed consolidated statements of operations. Maintenance of and minor upgrades to internal-use software are also classified as general and administrative expenses as incurred.
Leases
Leases
We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities (current and long-term) in our condensed consolidated balance sheets.
ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we generally use our incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at the commencement date. The operating lease ROU asset also includes any lease payments made at or before the commencement date and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense is recognized on a straight-line basis over the lease term.
Intangible Assets and Goodwill
Intangible Assets and Goodwill
We perform valuations of assets acquired and liabilities assumed on each acquisition accounted for as a business combination and recognize the assets acquired and liabilities assumed at their acquisition-date fair value. Acquired intangible assets include customer relationships, software, trade names, and noncompete agreements. We determine the appropriate useful life by performing an analysis of expected cash flows based on historical experience of the acquired businesses. Finite-lived intangible assets are amortized over their estimated useful lives using the straight-line method, which approximates the pattern in which the majority of the economic benefits are expected to be consumed. Finite-lived intangible assets subject to amortization are reviewed for impairment whenever events or circumstances indicate that the carrying amount of these assets may not be recoverable.
Goodwill represents the excess of the cost of an acquired entity over the fair value of the acquired net assets. Goodwill and indefinite-lived intangible assets are tested for impairment annually or when events or circumstances change that would indicate that they might be impaired. Events or circumstances that could trigger an impairment review include, but are not limited to, a significant adverse change in legal factors or in the business climate, an adverse action or assessment by a regulator, unanticipated competition, a loss of key personnel, significant changes in the manner of our use of the acquired assets or the strategy for our overall business, significant negative industry or economic trends, or significant underperformance relative to expected historical or projected future results of operations.
Goodwill and the other assets and liabilities acquired as part of the Immunetrics acquisition have been assigned to a separate reporting unit.
Goodwill and intangible assets are tested for impairment at the reporting unit level, which is either one level below or the same level as an operating segment.
Other Intangible Assets
The following table summarizes other intangible assets as of November 30, 2023:
(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book Value
Trade namesNone$4,210 $— $4,210 
Covenants not to compete
Straight line 2 to 3 years
30 23 
Other internal use software
Straight line 3 to 5 years
306 13 293 
Customer relationships
Straight line 8 to 14 years
8,230 2,085 6,145 
ERP
Straight line 15 years
2,529 246 2,283 
$15,305 $2,351 $12,954 
The following table summarizes other intangible assets as of August 31, 2023:
(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book Value
Trade namesNone$4,210 $— $4,210 
Covenants not to compete
Straight line 3 years
30 27 
Other internal use software
Straight line 3 to 5 years
350 10 340 
Customer relationships
Straight line 8 to 14 years
8,230 1,887 6,343 
ERP
Straight line 15 years
2,112 207 1,905 
$14,932 $2,107 $12,825 
Fair Value of Financial Instruments
Fair Value of Financial Instruments
Assets and liabilities recorded at fair value in the condensed consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair value. The categories are as follows:
Level Input:Input Definition:
Level IInputs that are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement date.
Level IIInputs, other than quoted prices included in Level I, that are observable for the asset or liability through corroboration with market data at the measurement date.
Level IIIUnobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date.
For certain of our financial instruments, including accounts receivable, accounts payable, and accrued compensation and other accrued expenses, the carrying amounts are representative of their fair value due to their short maturities.
We invest a portion of our excess cash balances in short-term debt securities. Investments at November 30, 2023, consisted of corporate bonds and term deposits with maturities remaining of less than 12 months. Under the fair-value hierarchy, the fair market values of the Company’s cash equivalents and investments are Level I. We may also invest excess cash balances in certificates of deposit, money market accounts, government-sponsored enterprise securities, and/or commercial paper. We account for our investments in accordance with ASC 320, Investments – Debt and Equity Securities. As of November 30, 2023, all investments were classified as held-to-maturity securities, as we have the positive intent and ability to hold these securities until maturity. We believe unrealized losses on investments were primarily caused by rising interest rates rather than changes in credit quality, and, accordingly, we have not recorded an allowance for credit losses on our debt securities as of November 30, 2023, and August 31, 2023.
The following tables summarize our short-term investments as of November 30, 2023, and August 31, 2023:
November 30, 2023
(in thousands)Amortized CostGross
Unrealized
Gains
Gross
Unrealized
Losses
Fair Value
Commercial notes (due within one year)$70,101 $— $(33)$70,068 
Term deposits (due within one year)4,000 — — 4,000 
Total$74,101 $— $(33)$74,068 
August 31, 2023
(in thousands)Amortized CostGross
Unrealized
Gains
Gross
Unrealized
Losses
Fair Value
Commercial notes (due within one year)$53,940 $— $(115)$53,825 
Term deposits (due within one year)4,000 — — 4,000 
Total$57,940 $— $(115)$57,825 
As of November 30, 2023, the Company had a liability for contingent consideration related to its acquisition of Immunetrics. The fair value measurement of the contingent consideration obligations are determined using Level 3 inputs. The fair value of contingent consideration obligations are based on a discounted cash flow model using a probability-weighted income approach. These fair value measurements represent Level 3 measurements as they are based on significant inputs not observable in markets. Significant judgment is employed in determining the appropriateness of these assumptions as of the acquisition date and for each subsequent period. Accordingly, changes in assumptions could have a material impact on the amount of contingent consideration expense the Company records in any given period. Changes in the fair value of the contingent consideration obligations are recorded in the Company’s Condensed Consolidated Statement of Operations.
The following is a reconciliation of contingent consideration at fair value:
(in thousands)Amount
Contingent consideration as of August 31, 2023$4,780 
Change in fair value of contingent consideration(110)
 Contingent consideration as of November 30, 2023$4,670 
Business Combination
Business Combination

The acquisition method of accounting for business combinations requires us to use significant estimates and assumptions, including fair value estimates, as of the business combination date and to refine those estimates as necessary during the measurement period (defined as the period, not to exceed one year, in which we may adjust the provisional amounts recognized for a business combination).
Under the acquisition method of accounting, we recognize separately from goodwill the identifiable assets acquired, the liabilities assumed, and any noncontrolling interests in an acquiree, generally at the acquisition-date fair value. We measure goodwill as of the acquisition-date as the excess of consideration transferred, which we also measure at fair value, over the net of the acquisition date amounts of the identifiable assets acquired and liabilities assumed. Costs that we incur to complete the business combination, such as investment banking, legal, and other professional fees, are not considered part of consideration, and we recognize such costs as general and administrative expenses as they are incurred. Under the acquisition method, we also account for acquired company restructuring activities that we initiate separately from the business combination.

Should the initial accounting for a business combination be incomplete by the end of a reporting period that falls within the measurement period, we report provisional amounts in our financial statements. During the measurement period, we adjust the provisional amounts recognized at the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date, and we record those adjustments to our financial statements. We apply those measurement-period adjustments that we determine to be material retrospectively to comparative information in our financial statements, including adjustments to depreciation and amortization expense.

Under the acquisition method of accounting for business combinations, if we identify changes to acquired deferred-tax asset valuation allowances or liabilities related to uncertain tax positions during the measurement period, and they relate to new information obtained about facts and circumstances that existed as of the acquisition date, those changes are considered a measurement period adjustment and we record the offset to goodwill. We record all other changes to deferred-tax asset valuation allowances and liabilities related to uncertain tax positions in current period income tax expense. This accounting applies to all of our acquisitions regardless of acquisition date.
Research and Development Costs
Research and Development Costs
Research and development costs are charged to expense as incurred until technological feasibility has been established. These costs include salaries, laboratory experiments, and purchased software that was developed by other companies and incorporated into, or used in the development of, our final products.
Income Taxes
Income Taxes
We account for income taxes in accordance with ASC 740, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns.

Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each year-end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes represents the tax payable for the period and the change during the period in deferred tax assets and liabilities.
Intellectual property
Intellectual property
In May 2014, we entered into a termination and non-assertion agreement with TSRL, Inc., pursuant to which the parties agreed to terminate an exclusive software licensing agreement entered into between the parties in 1997. As a result, the Company obtained a perpetual right to use certain source code and data, and TSRL relinquished any rights and claims to any GastroPlus products and to any claims, royalties, or other payments under that 1997 agreement. We agreed to pay TSRL total consideration of $6.0 million, which is being amortized over 10 years under the straight-line method.

In June 2017, as part of the acquisition of DILIsym, the Company acquired certain developed technologies associated with the drug-induced liver disease (DILI). These technologies were valued at $2.9 million and are being amortized over 9 years under the straight-line method.

In September 2018, we purchased certain intellectual property rights of Entelos Holding Company. The cost of $0.1 million is being amortized over 10 years under the straight-line method.

In April 2020, as part of the acquisition of Lixoft, the Company acquired certain developed technologies associated with the Lixoft scientific software. These technologies were valued at $8.0 million and are being amortized over 16 years under the straight-line method.
In June 2023, we purchased certain developed technology of Immunetrics. The cost of $1.1 million is being amortized over 5 years under the straight-line method.
Earnings per Share
Earnings per Share
We report earnings per share in accordance with ASC 260. Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding. Diluted earnings per share is computed similarly to basic earnings per share, except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive.
Stock-Based Compensation
Stock-Based Compensation
Compensation costs related to stock options are determined in accordance with ASC 718. Compensation cost is calculated based on the grant-date fair value estimated using the Black-Scholes pricing model and then amortized on a straight-line basis over the requisite service period. Stock-based compensation costs related to stock options, not including shares issued to directors for services, was $1.3 million and $0.9 million for the three months ended November 30, 2023 and 2022, respectively.
Impairment of Long-lived Assets
Impairment of Long-lived Assets
We account for the impairment and disposition of long-lived assets in accordance with ASC 360. Long-lived assets to be held and used are reviewed for events or changes in circumstances that indicate that their carrying value may not be recoverable. We measure recoverability by comparing the carrying amount of an asset to the expected future undiscounted net cash flows generated by the asset. If we determine that the asset may not be recoverable, or if the carrying amount of an asset exceeds its estimated future undiscounted cash flows, we recognize an impairment charge to the extent of the difference between the fair value and the asset's carrying amount. No impairment losses were recorded during the three months ended November 30, 2023 and 2022, respectively.
Recently Issued Accounting Standards and Recently Adopted Accounting Standards
Recently Issued Accounting Standards
In October, 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-06 - Disclosure Improvements: Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative ("ASU 2023-06"). ASU 2023-06 incorporates 14 of the 27 disclosure requirements published in SEC Release No. 33-10532 - Disclosure Update and Simplification into various topics within the Accounting Standards Codification ("ASC"). ASU 2023-06's amendments represent clarifications to, or technical corrections of, current requirements. For SEC registrants, the effective date for each amendment will be the date on which the SEC removes that related disclosure from its rules. Early adoption is prohibited. The Company does not expect ASU 2023-06 to have a material effect on its condensed consolidated financial statements.
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which updates reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments should be applied retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating the ASU to determine its impact on the Company’s disclosures.
Recently Adopted Accounting Standards
In October 2021, the FASB issued ASU 2021-08, Business Combinations - Accounting for contract assets and contract liabilities from contracts with customers (Topic 805), which requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with Revenues from contracts with customers (Topic 606). For public companies, the guidance is effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. The Company adopted the guidance during fiscal year 2023. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements.
In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832), which requires business entities to disclose information about transactions with a government that are accounted for by applying a grant or contribution model by analogy (for example, IFRS guidance in IAS 20 or guidance on contributions for not-for-profit entities in ASC 958-605). For transactions within scope, the new standard requires the disclosure of information about the nature of the transaction, including significant terms and conditions, as well as the amounts and specific financial statement line items affected by the transaction. The new guidance is effective for annual reporting periods beginning after December 15, 2021. The Company adopted the guidance during fiscal year 2023. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements.
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Tables)
3 Months Ended
Nov. 30, 2023
Accounting Policies [Abstract]  
Disaggregation of Revenue
The components of disaggregation of revenue for the three months ended November 30, 2023 and 2022 were as follows:
Three Months Ended November 30,
(in thousands)20232022
Software licenses
Point in time$7,321 $5,802 
Over time268 272 
Services 
Over time6,911 5,890 
Total revenue$14,500 $11,964 
Schedule of Geographical Revenues Geographical revenues for the three months ended November 30, 2023 and 2022 were as follows:
Three Months Ended November 30,
(in thousands)20232022
$% of total $% of total
Americas$10,891 75 %$8,500 71 %
EMEA2,302 16 %2,130 18 %
Asia Pacific1,307 %1,334 11 %
Total$14,500 100 %$11,964 100 %
Accounts Receivable, Allowance for Credit Loss
The activity in the allowance for credit losses related to our trade receivables is summarized as follows:
Three Months Ended November 30,
(in thousands)20232022
Balance, beginning of period$46 $12 
Provision for expected credit losses(9)— 
Balance, end of period$37 $12 
Property and Equipment estimated useful lives Depreciation and amortization are calculated using the straight-line method over the estimated useful lives as follows:
Equipment5 years
Computer equipment
3 to 7 years
Furniture and fixtures
5 to 7 years
Leasehold improvementsShorter of the asset life or lease term
Lease, Cost
Supplemental balance sheet information related to operating leases was as follows as of November 30, 2023:
(in thousands)
Right of use assets$1,118 
Lease liabilities, current$420 
Lease liabilities, long-term$669 
Operating lease costs$117 
Weighted-average remaining lease term3.12 years
Weighted-average discount rate4.93 %
Schedule of Finite-Lived Intangible Assets
The following table summarizes other intangible assets as of November 30, 2023:
(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book Value
Trade namesNone$4,210 $— $4,210 
Covenants not to compete
Straight line 2 to 3 years
30 23 
Other internal use software
Straight line 3 to 5 years
306 13 293 
Customer relationships
Straight line 8 to 14 years
8,230 2,085 6,145 
ERP
Straight line 15 years
2,529 246 2,283 
$15,305 $2,351 $12,954 
The following table summarizes other intangible assets as of August 31, 2023:
(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book Value
Trade namesNone$4,210 $— $4,210 
Covenants not to compete
Straight line 3 years
30 27 
Other internal use software
Straight line 3 to 5 years
350 10 340 
Customer relationships
Straight line 8 to 14 years
8,230 1,887 6,343 
ERP
Straight line 15 years
2,112 207 1,905 
$14,932 $2,107 $12,825 
Finite-lived Intangible Assets Amortization Expense
Estimated future amortization of finite-lived intangible assets for the next five fiscal years is as follows:
(in thousands)
Years ending August 31,
Amount
Remainder of 2024$716 
2025$957 
2026$945 
2027$898 
2028$755 
Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis
The following tables summarize our short-term investments as of November 30, 2023, and August 31, 2023:
November 30, 2023
(in thousands)Amortized CostGross
Unrealized
Gains
Gross
Unrealized
Losses
Fair Value
Commercial notes (due within one year)$70,101 $— $(33)$70,068 
Term deposits (due within one year)4,000 — — 4,000 
Total$74,101 $— $(33)$74,068 
August 31, 2023
(in thousands)Amortized CostGross
Unrealized
Gains
Gross
Unrealized
Losses
Fair Value
Commercial notes (due within one year)$53,940 $— $(115)$53,825 
Term deposits (due within one year)4,000 — — 4,000 
Total$57,940 $— $(115)$57,825 
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation
The following is a reconciliation of contingent consideration at fair value:
(in thousands)Amount
Contingent consideration as of August 31, 2023$4,780 
Change in fair value of contingent consideration(110)
 Contingent consideration as of November 30, 2023$4,670 
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination
The following table summarizes intellectual property as of November 30, 2023:
(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book
Value
Termination/nonassertion agreement-TSRL Inc.
Straight line 10 years
$6,000 $5,725 $275 
Developed technologies–DILIsym acquisition
Straight line 9 years
2,850 2,057 793 
Intellectual rights of Entelos Holding Company
Straight line 10 years
50 26 24 
Developed technologies–Immunetrics acquisition
Straight line 5 years
1,080 99 981 
Developed technologies–Lixoft acquisition
Straight line 16 years
8,010 1,802 6,208 
$17,990 $9,709 $8,281 
The following table summarizes intellectual property as of August 31, 2023:
(in thousands)Amortization
Period
Acquisition
Value
Accumulated
Amortization
Net Book
Value
Termination/nonassertion agreement-TSRL Inc.
Straight line 10 years
$6,000 $5,575 $425 
Developed technologies–DILIsym acquisition
Straight line 9 years
2,850 1,978 872 
Intellectual rights of Entelos Holding Company
Straight line 10 years
50 25 25 
Developed technologies–Immunetrics acquisition
Straight line 5 years
1,080 45 1,035 
Developed technologies–Lixoft acquisition
Straight line 16 years
8,010 1,678 6,332 
$17,990 $9,301 $8,689 
Schedule of Future Amortization Expenses
Estimated future amortization of intellectual property for the next five years is as follows:
(in thousands)
Years ending August 31,
Amount
Remainder of 2024$1,026 
2025$1,009 
2026$933 
2027$693 
2028$648 
Schedule of Earnings Per Share, Basic and Diluted The components of basic and diluted earnings per share for the three months ended November 30, 2023 and 2022 were as follows:
Three Months Ended November 30,
(in thousands)20232022
Numerator
Net income attributable to common shareholders$1,945 $1,245 
Denominator
Weighted-average number of common shares outstanding during the period19,947 20,286 
Dilutive effect of stock options332 539 
Common stock and common stock equivalents used for diluted earnings per share20,279 20,825 
Schedule of Goodwill
Reconciliation of Goodwill for the three months ended November 30, 2023:
(in thousands)CPPQSPTotal
Balance, August 31, 2023$7,323 $11,776 $19,099 
Addition— — — 
Impairments— — — 
Balance, November 30, 2023$7,323 $11,776 $19,099 
v3.23.4
OTHER INCOME (Tables)
3 Months Ended
Nov. 30, 2023
Other Income and Expenses [Abstract]  
Schedule of Other Nonoperating Income (Expense)
The components of other income for the three months ended November 30, 2023 and 2022, were as follows:
Three Months Ended November 30,
(in thousands)20232022
Interest income$1,292 $771 
Change in fair valuation of contingent consideration110 — 
Gain (loss) on currency exchange44 (31)
Total other income$1,446 $740 
v3.23.4
COMMITMENTS AND CONTINGENCIES (Tables)
3 Months Ended
Nov. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
Lessee, Operating Lease, Liability, Maturity
Lease liability maturities as of November 30, 2023, were as follows:
(in thousands)Years ending August 31,Amount
Remainder of 2024$343 
2025390 
2026293 
2027140 
202868 
Total undiscounted liabilities1,234 
Less: imputed interest(145)
Total operating lease liabilities (including current portion)$1,089 
v3.23.4
SHAREHOLDERS' EQUITY (Tables)
3 Months Ended
Nov. 30, 2023
Equity [Abstract]  
Schedule of Shares Outstanding
Shares Outstanding

Shares of Company's common stock outstanding for the three months ended November 30, 2023 and 2022 were as follows:
Three Months Ended November 30,
(in thousands)20232022
Common stock outstanding, beginning of period19,938 20,260 
Common stock issued during the period28 54 
Common stock outstanding, end of period19,966 20,314 
Schedule of Dividends Payable
Dividends

The Company’s Board of Directors declared cash dividends during the fiscal years 2024 and 2023. The details of dividends paid are in the following tables:
(in thousands, except dividend per share)Fiscal Year 2024
Record DateDistribution DateNumber of Shares
Outstanding on
Record Date
Dividend per
Share
Total Amount
10/30/202311/06/202319,939 $0.06 $1,196 
(in thousands, except dividend per share) Fiscal Year 2023
Record DateDistribution DateNumber of Shares
Outstanding on
Record Date
Dividend per
Share
Total Amount
10/31/202211/07/202220,299 $0.06 $1,218 
1/30/20232/06/202319,924 $0.06 1,195 
4/24/20235/01/202319,999 $0.06 1,200 
7/31/20238/07/202319,931 $0.06 1,196 
Total  $4,809 
Share-based Payment Arrangement, Option, Activity
The following tables summarize information about stock options:
(in thousands, except per share and weighted-average amounts)
Activity for the three months ended November 30, 2023Number of
Options
Weighted-Average
Exercise Price
Per Share
Weighted-Average
Remaining
Contractual Life
Outstanding, August 31, 20231,478 $34.62 6.62 years
Granted482 39.98 
Exercised(26)9.78 
Canceled/Forfeited(7)45.64 
Outstanding, November 30, 20231,927 $36.25 7.30 years
Vested and Exercisable, November 30, 2023809 $28.06 5.10 years
Vested and Expected to Vest, November 30, 20231,844 $36.06 7.19 years
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value
The following table summarizes the fair value of the options, including both ISOs and NQSOs, granted during the three month period ended November 30, 2023 and fiscal year 2023:
(in thousands, except weighted-average amounts)Three Months Ended November 30, 2023Fiscal Year 2023
Estimated fair value of awards granted$9,552 $10,067 
Unvested Forfeiture Rate6.38 %0.22 %
Weighted-average grant price$39.98 $43.78 
Weighted-average market price$39.98 $43.78 
Weighted-average volatility44.79 %46.14 %
Weighted-average risk-free rate4.93 %4.29 %
Weighted-average dividend yield0.60 %0.55 %
Weighted-average expected life6.59 years6.55 years
Share-based Payment Arrangement, Option, Exercise Price Range
The exercise prices for the options outstanding at November 30, 2023, ranged from $6.85 to $66.14, and the information relating to these options are as follows:
(in thousands except prices and weighted-average amounts)
Exercise PriceAwards OutstandingAwards Exercisable
LowHighQuantityWeighted -Average
Remaining
Contractual
Life
Weighted-Average
Exercise
Price
QuantityWeighted-Average
Remaining
Contractual
Life
Weighted-Average
Exercise
Price
$6.85 $9.77 182 1.81 years$8.89 182 1.81 years$8.89 
$9.78 $18.76 148 3.24 years$10.10 148 3.24 years$10.10 
$18.77 $33.40 200 5.39 years$25.37 137 5.29 years$24.60 
$33.41 $47.63 1,125 9.06 years$41.21 212 7.90 years$40.94 
$47.64 $66.14 272 7.31 years$56.33 130 7.05 years$58.00 
  1,927 7.30 years$36.25 809 5.10 years$28.06 
v3.23.4
SEGMENT REPORTING (Tables)
3 Months Ended
Nov. 30, 2023
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment
The following tables summarize the results for each segment for the three months ended November 30, 2023 and 2022:
(in thousands)Three Months Ended November 30, 2023
SoftwareServicesTotal
Revenues$7,589 $6,911 $14,500 
Cost of revenues991 3,661 4,652 
Gross profit$6,598 $3,250 $9,848 
Gross margin87 %47 %68 %
Our software business and services business represented 52% and 48% of total revenue, respectively, for the three months ended November 30, 2023.
(in thousands)Three Months Ended November 30, 2022
SoftwareServicesTotal
Revenues$6,074 $5,890 $11,964 
Cost of revenues885 1,786 2,671 
Gross profit$5,189 $4,104 $9,293 
Gross margin85 %70 %78 %
Our software business and services business represented 51% and 49% of total revenue, respectively, for the three months ended November 30, 2022.
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES - (Details - Revenue recognition) - USD ($)
$ in Millions
3 Months Ended
Nov. 30, 2023
Nov. 30, 2022
Aug. 31, 2023
Accounting Policies [Abstract]      
Remaining performance obligations $ 10.3    
Remaining performance obligations, percentage 95.00%    
Contract with customer, asset, after allowance for credit loss $ 2.9   $ 2.7
Contract with customer, liability, revenue recognized $ 2.2 $ 1.9  
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Details Disaggregation of Revenue) - USD ($)
$ in Thousands
3 Months Ended
Nov. 30, 2023
Nov. 30, 2022
Finite-Lived Intangible Assets [Line Items]    
Total revenues $ 14,500 $ 11,964
Software licenses | Point in time    
Finite-Lived Intangible Assets [Line Items]    
Total revenues 7,321 5,802
Software licenses | Over time    
Finite-Lived Intangible Assets [Line Items]    
Total revenues 268 272
Services | Over time    
Finite-Lived Intangible Assets [Line Items]    
Total revenues $ 6,911 $ 5,890
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Details - Schedule of Geographical Revenues) - USD ($)
$ in Thousands
3 Months Ended
Nov. 30, 2023
Nov. 30, 2022
Finite-Lived Intangible Assets [Line Items]    
Total revenues $ 14,500 $ 11,964
Revenue Benchmark | Product Concentration Risk    
Finite-Lived Intangible Assets [Line Items]    
Concentration risk, percentage 100.00% 100.00%
Americas    
Finite-Lived Intangible Assets [Line Items]    
Total revenues $ 10,891 $ 8,500
Americas | Revenue Benchmark | Product Concentration Risk    
Finite-Lived Intangible Assets [Line Items]    
Concentration risk, percentage 75.00% 71.00%
EMEA    
Finite-Lived Intangible Assets [Line Items]    
Total revenues $ 2,302 $ 2,130
EMEA | Revenue Benchmark | Product Concentration Risk    
Finite-Lived Intangible Assets [Line Items]    
Concentration risk, percentage 16.00% 18.00%
Asia Pacific    
Finite-Lived Intangible Assets [Line Items]    
Total revenues $ 1,307 $ 1,334
Asia Pacific | Revenue Benchmark | Product Concentration Risk    
Finite-Lived Intangible Assets [Line Items]    
Concentration risk, percentage 9.00% 11.00%
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Details - Allowance For Credit Loss) - USD ($)
$ in Thousands
3 Months Ended
Nov. 30, 2023
Nov. 30, 2022
Accounts Receivable, Allowance for Credit Loss [Roll Forward]    
Balance, beginning of period $ 46 $ 12
Provision for expected credit losses (9) 0
Balance, end of period $ 37 $ 12
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Details Narrative)
$ in Thousands
3 Months Ended
Nov. 30, 2023
USD ($)
segment
Nov. 30, 2022
USD ($)
Finite-Lived Intangible Assets [Line Items]    
Capitalized computer software, amortization, maximum period 5 years  
Capitalized computer software, amortization $ 400 $ 400
Goodwill $ 0  
Number of reportable segments | segment 2  
Stock-based compensation $ 1,300 900
Other Intangible Assets    
Finite-Lived Intangible Assets [Line Items]    
Amortization of intangible assets 200 100
Intellectual Properties    
Finite-Lived Intangible Assets [Line Items]    
Amortization of intangible assets $ 400 $ 300
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Details - Useful lives)
Nov. 30, 2023
Equipment  
Property, Plant and Equipment [Line Items]  
Useful life 5 years
Computer equipment | Maximum  
Property, Plant and Equipment [Line Items]  
Useful life 7 years
Computer equipment | Minimum  
Property, Plant and Equipment [Line Items]  
Useful life 3 years
Furniture and fixtures | Maximum  
Property, Plant and Equipment [Line Items]  
Useful life 7 years
Furniture and fixtures | Minimum  
Property, Plant and Equipment [Line Items]  
Useful life 5 years
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Details - Lease cost) - USD ($)
$ in Thousands
3 Months Ended
Nov. 30, 2023
Aug. 31, 2023
Accounting Policies [Abstract]    
Right of use assets $ 1,118 $ 1,247
Lease liabilities, current 420 442
Lease liabilities, long-term 669 $ 755
Operating lease costs $ 117  
Weighted-average remaining lease term 3 years 1 month 13 days  
Weighted-average discount rate 4.93%  
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Details - Goodwill)
$ in Thousands
3 Months Ended
Nov. 30, 2023
USD ($)
Goodwill [Roll Forward]  
Goodwill, beginning balance $ 19,099
Goodwill 0
Impairments 0
Goodwill, ending balance 19,099
CPP  
Goodwill [Roll Forward]  
Goodwill, beginning balance 7,323
Goodwill 0
Impairments 0
Goodwill, ending balance 7,323
QSP  
Goodwill [Roll Forward]  
Goodwill, beginning balance 11,776
Goodwill 0
Impairments 0
Goodwill, ending balance $ 11,776
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Details - Other Intangible Assets) - USD ($)
$ in Thousands
Nov. 30, 2023
Aug. 31, 2023
Trade names    
Finite-Lived Intangible Assets [Line Items]    
Infinite lived intangible assets, acquisition value $ 4,210 $ 4,210
Accumulated Amortization 0 0
Indefinite-lived intangible assets, net book value 4,210 $ 4,210
Covenants not to compete    
Finite-Lived Intangible Assets [Line Items]    
Amortization Period   3 years
Acquisition Value 30 $ 30
Accumulated Amortization 7 3
Net Book Value $ 23 27
Covenants not to compete | Minimum    
Finite-Lived Intangible Assets [Line Items]    
Amortization Period 2 years  
Covenants not to compete | Maximum    
Finite-Lived Intangible Assets [Line Items]    
Amortization Period 3 years  
Other internal use software    
Finite-Lived Intangible Assets [Line Items]    
Acquisition Value $ 306 350
Accumulated Amortization 13 10
Net Book Value $ 293 $ 340
Other internal use software | Minimum    
Finite-Lived Intangible Assets [Line Items]    
Amortization Period 3 years 3 years
Other internal use software | Maximum    
Finite-Lived Intangible Assets [Line Items]    
Amortization Period 5 years 5 years
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Acquisition Value $ 8,230 $ 8,230
Accumulated Amortization 2,085 1,887
Net Book Value $ 6,145 $ 6,343
Customer relationships | Minimum    
Finite-Lived Intangible Assets [Line Items]    
Amortization Period 8 years 8 years
Customer relationships | Maximum    
Finite-Lived Intangible Assets [Line Items]    
Amortization Period 14 years 14 years
ERP    
Finite-Lived Intangible Assets [Line Items]    
Amortization Period 15 years 15 years
Acquisition Value $ 2,529 $ 2,112
Accumulated Amortization 246 207
Net Book Value 2,283 1,905
Other Intangible Assets    
Finite-Lived Intangible Assets [Line Items]    
Acquisition Value 15,305 14,932
Accumulated Amortization 2,351 2,107
Net Book Value $ 12,954 $ 12,825
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Details - Amortization expenses)
$ in Thousands
Nov. 30, 2023
USD ($)
Finite-Lived Intangible Assets, Other  
Finite-Lived Intangible Assets [Line Items]  
Remainder of 2024 $ 716
2025 957
2026 945
2027 898
2028 755
Intellectual property  
Finite-Lived Intangible Assets [Line Items]  
Remainder of 2024 1,026
2025 1,009
2026 933
2027 693
2028 $ 648
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Details - Fair value measurements) - USD ($)
$ in Thousands
Nov. 30, 2023
Aug. 31, 2023
Nov. 30, 2022
Defined Benefit Plan Disclosure [Line Items]      
Amortized Cost $ 74,101 $ 57,940  
Gross Unrealized Gains 0 0  
Gross Unrealized Losses (33) (115)  
Fair Value 74,068 57,825  
Commercial notes (due within one year)      
Defined Benefit Plan Disclosure [Line Items]      
Amortized Cost 70,101 53,940  
Gross Unrealized Gains 0 0  
Gross Unrealized Losses (33) (115)  
Fair Value 70,068 53,825  
Term deposits (due within one year)      
Defined Benefit Plan Disclosure [Line Items]      
Amortized Cost 4,000 4,000  
Gross Unrealized Gains 0   $ 0
Gross Unrealized Losses 0   $ 0
Fair Value $ 4,000 $ 4,000  
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Details - Reconciliation Of Contingent Consideration)
$ in Thousands
3 Months Ended
Nov. 30, 2023
USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]  
Contingent consideration beginning balance $ 4,780
Change in fair value of contingent consideration (110)
Contingent consideration ending balance $ 4,670
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Details - Intellectual property) - USD ($)
$ in Thousands
Nov. 30, 2023
Aug. 31, 2023
Jun. 30, 2023
Apr. 02, 2020
Sep. 30, 2018
Jun. 02, 2017
May 15, 2014
Term And Nonassertion Agr | T S R L              
Finite-Lived Intangible Assets [Line Items]              
Amortization Period             10 years
Acquisition Value             $ 6,000
Certain Developed Technologies | QSP              
Finite-Lived Intangible Assets [Line Items]              
Amortization Period           9 years  
Acquisition Value           $ 2,900  
Certain Developed Technologies | Lixoft              
Finite-Lived Intangible Assets [Line Items]              
Amortization Period       16 years      
Acquisition Value       $ 8,000      
Certain Developed Technologies | Immunetrics              
Finite-Lived Intangible Assets [Line Items]              
Acquisition Value     $ 1,100        
Certain intellectual Property Rights | Entelos Holding Co              
Finite-Lived Intangible Assets [Line Items]              
Amortization Period         10 years    
Acquisition Value         $ 100    
Intellectual property              
Finite-Lived Intangible Assets [Line Items]              
Acquisition Value $ 17,990 $ 17,990          
Accumulated Amortization 9,709 9,301          
Net Book Value $ 8,281 $ 8,689          
Intellectual property | T S R L              
Finite-Lived Intangible Assets [Line Items]              
Amortization Period 10 years 10 years          
Acquisition Value $ 6,000 $ 6,000          
Accumulated Amortization 5,725 5,575          
Net Book Value $ 275 $ 425          
Intellectual property | Lixoft              
Finite-Lived Intangible Assets [Line Items]              
Amortization Period 16 years 16 years          
Acquisition Value $ 8,010 $ 8,010          
Accumulated Amortization 1,802 1,678          
Net Book Value $ 6,208 $ 6,332          
Intellectual property | D I L I              
Finite-Lived Intangible Assets [Line Items]              
Amortization Period 9 years 9 years          
Acquisition Value $ 2,850 $ 2,850          
Accumulated Amortization 2,057 1,978          
Net Book Value $ 793 $ 872          
Intellectual property | Entelos              
Finite-Lived Intangible Assets [Line Items]              
Amortization Period 10 years 10 years          
Acquisition Value $ 50 $ 50          
Accumulated Amortization 26 25          
Net Book Value $ 24 $ 25          
Intellectual property | Immunetrics              
Finite-Lived Intangible Assets [Line Items]              
Amortization Period 5 years 5 years 5 years        
Acquisition Value $ 1,080 $ 1,080          
Accumulated Amortization 99 45          
Net Book Value $ 981 $ 1,035          
v3.23.4
SIGNIFICANT ACCOUNTING POLICIES (Details - Earnings per share) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended
Oct. 30, 2023
Jul. 31, 2023
Apr. 24, 2023
Jan. 30, 2023
Oct. 31, 2022
Nov. 30, 2023
Nov. 30, 2022
Numerator              
Net income attributable to common shareholders           $ 1,945 $ 1,245
Denominator              
Weighted-average number of common shares outstanding during the year (in shares) 19,939 19,931 19,999 19,924 20,299 19,947 20,286
Dilutive effect of stock options (in shares)           332 539
Common stock and common stock equivalents used for diluted earnings per share (in shares)           20,279 20,825
v3.23.4
OTHER INCOME (Details) - USD ($)
$ in Thousands
3 Months Ended
Nov. 30, 2023
Nov. 30, 2022
Other Income and Expenses [Abstract]    
Interest income $ 1,292 $ 771
Change in fair valuation of contingent consideration 110 0
Gain (loss) on currency exchange 44 (31)
Other income $ 1,446 $ 740
v3.23.4
COMMITMENTS AND CONTINGENCIES (Details)
$ in Thousands
3 Months Ended
Nov. 30, 2023
USD ($)
ft²
renewalOptions
Nov. 30, 2022
USD ($)
Line of Credit Facility [Line Items]    
Operating lease, expense $ 100 $ 100
Lancaster, California    
Line of Credit Facility [Line Items]    
Annual rent increase 0.03  
Operating lease, opt out required notice period 180 days  
Operating lease, opt out period 3 years  
Lancaster, California | Minimum    
Line of Credit Facility [Line Items]    
Area of land | ft² 4,200  
Operating lease, expense $ 8  
Durham, North Carolina    
Line of Credit Facility [Line Items]    
Annual rent increase 0.03  
Lessee, operating lease, renewal term, notice 60 months  
Operating lease, opt out required notice period 9 months  
Durham, North Carolina | Minimum    
Line of Credit Facility [Line Items]    
Area of land | ft² 1,510  
Operating lease, expense $ 4  
Buffalo, New York    
Line of Credit Facility [Line Items]    
Area of land | ft² 4,317  
Operating lease, expense $ 7  
Annual rent increase 0.02  
Lessee, operating lease, renewal term 5 years  
Operating lease, opt out period 1 year  
Lessee, operating lease, renewal option | renewalOptions 2  
Buffalo, New York | Data Center    
Line of Credit Facility [Line Items]    
Operating lease, expense $ 4  
Annual rent increase 0.03  
Paris, France    
Line of Credit Facility [Line Items]    
Area of land | ft² 2,300  
Operating lease, expense $ 5  
PENNSYLVANIA    
Line of Credit Facility [Line Items]    
Area of land | ft² 7,141  
Operating lease, expense $ 10  
Lessee, operating lease, renewal term 5 years  
Lessee, operating lease, renewal option | renewalOptions 1  
v3.23.4
COMMITMENTS AND CONTINGENCIES - Schedule of Operating Lease Liability Maturity Payments for Operating Leases (Details)
$ in Thousands
Nov. 30, 2023
USD ($)
Commitments and Contingencies Disclosure [Abstract]  
Remainder of 2024 $ 343
2025 390
2026 293
2027 140
2028 68
Total undiscounted liabilities 1,234
Less: imputed interest (145)
Total operating lease liabilities (including current portion) $ 1,089
v3.23.4
SHAREHOLDERS' EQUITY (Details - Shares Outstanding) - shares
3 Months Ended
Nov. 30, 2023
Nov. 30, 2022
Increase (Decrease) in Stockholders' Equity [Roll Forward]    
Common stock outstanding, beginning of year (in shares) 19,938,000 20,260,000
Common stock issued during the period (in shares) 28,000 54,000
Common stock outstanding, end of year (in shares) 19,966,000 20,314,000
v3.23.4
SHAREHOLDERS EQUITY (Details - Dividends) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended
Oct. 30, 2023
Jul. 31, 2023
Apr. 24, 2023
Jan. 30, 2023
Oct. 31, 2022
Nov. 30, 2023
Nov. 30, 2022
Equity [Abstract]              
Record Date Oct. 30, 2023 Jul. 31, 2023 Apr. 24, 2023 Jan. 30, 2023 Oct. 31, 2022    
Distribution Date Nov. 06, 2023 Aug. 07, 2023 May 01, 2023 Feb. 06, 2023 Nov. 07, 2022    
Weighted average number of shares outstanding, basic (in shares) 19,939 19,931 19,999 19,924 20,299 19,947 20,286
Dividend per share (in usd per share) $ 0.06 $ 0.06 $ 0.06 $ 0.06 $ 0.06    
Total Amount $ 1,196 $ 1,196 $ 1,200 $ 1,195 $ 1,218 $ 4,809  
v3.23.4
SHAREHOLDERS' EQUITY (Details Narrative) - USD ($)
$ in Thousands
3 Months Ended
May 20, 2023
Jan. 11, 2023
Dec. 29, 2022
Nov. 30, 2023
Feb. 08, 2024
Oct. 19, 2023
Aug. 31, 2023
May 21, 2023
Feb. 09, 2023
Oct. 20, 2022
Dec. 23, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Common stock, value, issued       $ 11              
Common stock and additional paid in capital       $ 146,600              
Repurchase and retirement of common shares   $ 20,000 $ 50,000                
Stock repurchase program, authorized amount   $ 20,000           $ 30,000      
Common stock repurchased during the period (in shares) 83,356 408,685                  
Non Management Directors                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Shares issued as compensation (in shares)       4,255,000              
Shares issued, value, as compensation       $ 200              
Equity Option                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Award outstanding, quantity (in shares)       1,927,000     1,478,000        
Fair value of non-vested stock options       $ 22,100              
Nonvested award, cost not yet recognized, period for recognition       3 years 8 months 1 day              
Equity 2017 Incentive Plan                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Common stock, capital shares reserved for future issuance (in shares)                     1,000,000
Equity 2021 Incentive Plan                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Common stock, capital shares reserved for future issuance (in shares)           1,550,000     1,550,000 1,300,000  
Equity 2021 Incentive Plan | Subsequent Event                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Common stock, capital shares reserved for future issuance (in shares)         2,500,000            
v3.23.4
SHAREHOLDERS EQUITY (Details - Option activity) - $ / shares
shares in Thousands
3 Months Ended 12 Months Ended
Nov. 30, 2023
Aug. 31, 2023
Weighted-Average Exercise Price Per Share    
Weighted-average exercise price per share, granted (in usd per share) $ 39.98 $ 43.78
Equity Option    
Number of Options    
Outstanding, August 31, 2022 (in shares) 1,478  
Number of options, granted (in shares) 482  
Number of options, exercised (in shares) (26)  
Number of options, canceled/forfeited (in shares) (7)  
Outstanding, May 31, 2023 (in shares) 1,927 1,478
Number of options, vested and exercisable (in shares) 809  
Number of options, vested and expected to vest (in shares) 1,844  
Weighted-Average Exercise Price Per Share    
Outstanding weighted average exercise price (in usd per share) $ 34.62  
Weighted-average exercise price per share, granted (in usd per share) 39.98  
Weighted average exercise price per share, exercised (in usd per share) 9.78  
Weighted-average exercise price per share, canceled/forfeited (in usd per share) 45.64  
Outstanding weighted average exercise price (in usd per share) 36.25 $ 34.62
Vested and exercisable, end of period (in usd per share) 28.06  
Vested and expected to Vest, end of period (in usd per share) $ 36.06  
Weighted-average remaining contractual life, outstanding 7 years 3 months 18 days 6 years 7 months 13 days
Weighted-average remaining contractual life, vested and exercisable 5 years 1 month 6 days  
Weighted-average remaining contractual life, vested and expected to vest 7 years 2 months 8 days  
v3.23.4
SHAREHOLDERS EQUITY (Details - Fair value of options) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 12 Months Ended
Nov. 30, 2023
Aug. 31, 2023
Equity [Abstract]    
Estimated fair value of awards granted $ 9,552 $ 10,067
Unvested Forfeiture Rate 6.38% 0.22%
Weighted-average grant price (in usd per share) $ 39.98 $ 43.78
Weighted-average market price (in usd per share) $ 39.98 $ 43.78
Weighted-average volatility 44.79% 46.14%
Weighted-average risk-free rate 4.93% 4.29%
Weighted-average dividend yield 0.60% 0.55%
Weighted-average expected life 6 years 7 months 2 days 6 years 6 months 18 days
v3.23.4
SHAREHOLDERS EQUITY (Details - Options outstanding and exercisable) - Equity Option - $ / shares
shares in Thousands
3 Months Ended
Nov. 30, 2023
Aug. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Award outstanding, quantity (in shares) 1,927 1,478
Awards outstanding, weighted-average remaining contractual life 7 years 3 months 18 days  
Awards outstanding, weighted average exercise price (in usd per share) $ 36.25 $ 34.62
Awards exercisable, quantity (in shares) 809  
Awards exercisable, weighted-average remaining contractual life 5 years 1 month 6 days  
Awards exercisable, weighted average exercise price (in usd per share) $ 28.06  
$6.85 to $9.77    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Exercise price range, lower range limit (in usd per share) 6.85  
Exercise price range, upper range limit (in usd per share) $ 9.77  
Award outstanding, quantity (in shares) 182  
Awards outstanding, weighted-average remaining contractual life 1 year 9 months 21 days  
Awards outstanding, weighted average exercise price (in usd per share) $ 8.89  
Awards exercisable, quantity (in shares) 182  
Awards exercisable, weighted-average remaining contractual life 1 year 9 months 21 days  
Awards exercisable, weighted average exercise price (in usd per share) $ 8.89  
$9.78 to $18.76    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Exercise price range, lower range limit (in usd per share) 9.78  
Exercise price range, upper range limit (in usd per share) $ 18.76  
Award outstanding, quantity (in shares) 148  
Awards outstanding, weighted-average remaining contractual life 3 years 2 months 26 days  
Awards outstanding, weighted average exercise price (in usd per share) $ 10.10  
Awards exercisable, quantity (in shares) 148  
Awards exercisable, weighted-average remaining contractual life 3 years 2 months 26 days  
Awards exercisable, weighted average exercise price (in usd per share) $ 10.10  
$18.77 to $33.40    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Exercise price range, lower range limit (in usd per share) 18.77  
Exercise price range, upper range limit (in usd per share) $ 33.40  
Award outstanding, quantity (in shares) 200  
Awards outstanding, weighted-average remaining contractual life 5 years 4 months 20 days  
Awards outstanding, weighted average exercise price (in usd per share) $ 25.37  
Awards exercisable, quantity (in shares) 137  
Awards exercisable, weighted-average remaining contractual life 5 years 3 months 14 days  
Awards exercisable, weighted average exercise price (in usd per share) $ 24.60  
$33.41 to $47.63    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Exercise price range, lower range limit (in usd per share) 33.41  
Exercise price range, upper range limit (in usd per share) $ 47.63  
Award outstanding, quantity (in shares) 1,125  
Awards outstanding, weighted-average remaining contractual life 9 years 21 days  
Awards outstanding, weighted average exercise price (in usd per share) $ 41.21  
Awards exercisable, quantity (in shares) 212  
Awards exercisable, weighted-average remaining contractual life 7 years 10 months 24 days  
Awards exercisable, weighted average exercise price (in usd per share) $ 40.94  
$47.64 to $66.14    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Exercise price range, lower range limit (in usd per share) 47.64  
Exercise price range, upper range limit (in usd per share) $ 66.14  
Award outstanding, quantity (in shares) 272  
Awards outstanding, weighted-average remaining contractual life 7 years 3 months 21 days  
Awards outstanding, weighted average exercise price (in usd per share) $ 56.33  
Awards exercisable, quantity (in shares) 130  
Awards exercisable, weighted-average remaining contractual life 7 years 18 days  
Awards exercisable, weighted average exercise price (in usd per share) $ 58.00  
v3.23.4
CONCENTRATIONS AND UNCERTAINTIES (Details Narrative) - Customer concentration risk
3 Months Ended
Nov. 30, 2023
Nov. 30, 2022
Sales | International Sales    
Concentration Risk [Line Items]    
Concentration percentage 25.00% 29.00%
Sales | Customer 1    
Concentration Risk [Line Items]    
Concentration percentage 8.00% 8.00%
Sales | Customer 2    
Concentration Risk [Line Items]    
Concentration percentage 8.00% 3.00%
Sales | Customer 3    
Concentration Risk [Line Items]    
Concentration percentage 5.00% 3.00%
Accounts Receivable | Minimum    
Concentration Risk [Line Items]    
Concentration percentage 7.00% 4.00%
Accounts Receivable | Maximum    
Concentration Risk [Line Items]    
Concentration percentage 9.00% 12.00%
v3.23.4
SEGMENT REPORTING (Details)
3 Months Ended
Nov. 30, 2023
segment
Segment Reporting [Abstract]  
Number of reportable segments 2
v3.23.4
SEGMENT REPORTING (Details - Business unit segment and consolidated results) - USD ($)
$ in Thousands
3 Months Ended
Nov. 30, 2023
Nov. 30, 2022
Revenue from External Customer [Line Items]    
Total revenues $ 14,500 $ 11,964
Total cost of revenues 4,652 2,671
Gross profit $ 9,848 $ 9,293
Gross margin 68.00% 78.00%
Software    
Revenue from External Customer [Line Items]    
Total revenues $ 7,589 $ 6,074
Total cost of revenues 991 885
Gross profit $ 6,598 $ 5,189
Gross margin 87.00% 85.00%
Services    
Revenue from External Customer [Line Items]    
Total revenues $ 6,911 $ 5,890
Total cost of revenues 3,661 1,786
Gross profit $ 3,250 $ 4,104
Gross margin 47.00% 70.00%
Reorganization of internal structure $ 1,200  
Pro forma gross margin percentage   49.00%
Services | Immunetrics    
Revenue from External Customer [Line Items]    
Service offerings $ 400  
Revenue Benchmark | Product Concentration Risk    
Revenue from External Customer [Line Items]    
Concentration percentage 100.00% 100.00%
Revenue Benchmark | Product Concentration Risk | Software    
Revenue from External Customer [Line Items]    
Concentration percentage 52.00% 51.00%
Revenue Benchmark | Product Concentration Risk | Services    
Revenue from External Customer [Line Items]    
Concentration percentage 48.00% 49.00%
v3.23.4
EMPLOYEE BENEFIT PLAN (Details Narrative) - USD ($)
$ in Millions
3 Months Ended
Nov. 30, 2023
Nov. 30, 2022
Retirement Benefits [Abstract]    
Defined contribution plan, employer match 100.00%  
Defined contribution plan, employer match percentage 4.00%  
Defined contribution plan, employer contribution $ 0.1 $ 0.1
v3.23.4
GOVERNMENT ASSISTANCE (Details) - USD ($)
$ in Millions
3 Months Ended
Nov. 30, 2023
Nov. 30, 2022
Government Assistance [Abstract]    
Government assistance, amount $ 0.4 $ 0.3
Government assistance, statement of Income or comprehensive income [Extensible Enumeration] Total revenues  
v3.23.4
SUBSEQUENT EVENTS (Details) - USD ($)
$ / shares in Units, $ in Millions
Feb. 05, 2024
Jan. 03, 2024
Oct. 30, 2023
Jul. 31, 2023
Apr. 24, 2023
Jan. 30, 2023
Oct. 31, 2022
Subsequent Event [Line Items]              
Dividend per share (in usd per share)     $ 0.06 $ 0.06 $ 0.06 $ 0.06 $ 0.06
Subsequent Event              
Subsequent Event [Line Items]              
Dividend per share (in usd per share)   $ 0.06          
Dividends, common stock, cash $ 1.2            

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