Simulations Plus, Inc.

Simulations Plus, Inc. has entered into a definitive agreement to be acquired by Altaris, LLC for $18.50 per share in cash. The transaction, valued at approximately $18.50 per share, has received unanimous approval from the company's Board of Directors. The merger is subject to customary closing conditions, including shareholder approval and regulatory clearance. Following the merger, Simulations Plus will cease to be a publicly traded company, with its securities delisted from the Nasdaq.

Simulations Plus, Inc. announced it has entered into a definitive agreement to be acquired by affiliates of Altaris, LLC in an all-cash transaction valued at approximately $375 million. Stockholders will receive $18.50 per share in cash, a 26% premium to the 60-day volume-weighted average price. Altaris anticipates combining Simulations Plus with its existing portfolio company, Chemical Computing Group (CCG), upon closing. The transaction, unanimously approved by the Simulations Plus Board of Directors, is expected to close in the fourth quarter of 2026, pending customary approvals. Simulations Plus will not hold an earnings call for its upcoming third quarter results due to the pending transaction.

Simulations Plus, Inc.'s Chief Executive Officer, Shawn O'Connor, and Chief Financial Officer, Will Frederick, have certified the company's Quarterly Report on Form 10-Q for the quarter ended February 28, 2026. This certification, made under Section 906 of the Sarbanes-Oxley Act, confirms that the report fully complies with the Securities Exchange Act of 1934 and fairly presents the company's financial condition and results of operations in all material respects.

Simulations Plus delivered solid second-quarter fiscal 2026 results, with total revenue increasing 8% year-over-year to $24.3 million, driven by 9% growth in software and 8% in services. Net income rose significantly by 45% to $4.5 million, leading to a diluted EPS of $0.22, up from $0.15 in the prior year. Management highlighted strong performance in discovery and development solutions, successful new logo additions, and an 18% increase in backlog, attributing momentum to favorable market conditions and increased client activity. However, the company adjusted its full-year fiscal 2026 adjusted diluted EPS guidance downward from $1.03-$1.10 to $0.75-$0.85, citing an increase in the expected effective tax rate from 12-14% to 23-25%.