Simulations Plus, Inc.
For the period ended May 31, 2026. Filed Jul 9, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
May 31, 2026 · Filed Jul 9, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2026-02-28; filed 2026-04-10.
0001023459-26-000016
Item 1A. Risk FactorsCurrent report: 10-Q
Period ended 2026-05-31; filed 2026-07-09.
0001023459-26-000038
Item 1A. Risk FactorsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 2 previous paragraphs and 12 current paragraphs.
1 unchanged; 1 reworded; 10 added; 0 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (10)
Current report
On June 15, 2026, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among, SP Evolution HoldCo II, LLC, a Delaware limited liability company and an affiliate of Altaris, LLC (“Parent”) and SP Evolution BidCo II, LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which Merger Sub will merge with and into the Company (the “Merger”), with the Company surviving as a wholly owned subsidiary of Parent (the “Surviving Corporation”). pursuant to which it has agreed to be acquired by Altaris, subject to the satisfaction or waiver of customary closing conditions, including approval by the Company's shareholders and receipt of required regulatory approvals. The pending transaction subjects the Company to a number of risks, including:
Current report
•The Merger may not be completed in a timely manner or at all due to the failure to satisfy closing conditions, including obtaining required shareholder or regulatory approvals.
Current report
•The announcement and pendency of the Merger may adversely affect our relationships with customers, employees, business partners, suppliers, and other third parties, which could adversely affect our operating results.
Current report
•We may experience challenges in retaining key employees while the Merger is pending, which could adversely affect our business and operations.
Current report
•The Merger agreement contains restrictions on the conduct of our business prior to closing, which may limit our ability to pursue certain business opportunities or strategic initiatives.
Current report
•We have incurred, and expect to continue to incur, significant transaction-related costs regardless of whether the Merger is completed.
Current report
•The pendency of the Merger could result in litigation or regulatory proceedings that could delay or prevent the completion of the transaction or otherwise result in significant costs.
Current report
•If the Merger is not completed, our business, financial condition, results of operations, stock price, and future prospects could be adversely affected.
Current report
•The occurrence of any of these events could have a material adverse effect on our business, financial condition, results of operations, cash flows, or the market price of our common stock.
Reworded paragraphs (1)
Previous wording
Please carefully consider the information set forth in this Quarterly Report 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, 2025, 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; provided, however, additional risks not currently known or currently material to us may also harm our business.
Current wording
Please carefully consider the information set forth in this Quarterly Report 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, 2025, 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. Other than described below, there have been no material updates or changes to the risk factors previously disclosed in our Annual Report; provided, however, additional risks not currently known or currently material to us may also harm our business.