Cover
Cover - USD ($) | 12 Months Ended | ||
Aug. 31, 2023 | Oct. 20, 2023 | Feb. 28, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Aug. 31, 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 Tenth 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 | Common Stock, par value $0.001 per share | ||
Trading Symbol | SLP | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
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 | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 604,304,239 | ||
Entity Common Stock, Shares Outstanding | 19,938,382 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Certain portions of the registrant’s definitive proxy statement to be delivered to its shareholders in connection with the registrant’s 2024 Annual Meeting of Shareholders are incorporated by reference into Part III of this Annual Report on Form 10-K. Such definitive proxy statement will be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0001023459 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --08-31 | ||
Document Financial Statement Error Correction [Flag] | false |
Audit Information
Audit Information | 12 Months Ended |
Aug. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Name | Rose, Snyder & Jacobs LLP |
Auditor Location | Encino, California |
Auditor Firm ID | 468 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Aug. 31, 2023 | Aug. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 57,523 | $ 51,567 |
Accounts receivable, net of allowance for doubtful accounts of $46 and $12 | 10,201 | 13,787 |
Prepaid income taxes | 804 | 1,391 |
Prepaid expenses and other current assets | 3,904 | 3,377 |
Short-term investments | 57,940 | 76,668 |
Total current assets | 130,372 | 146,790 |
Long-term assets | ||
Capitalized computer software development costs, net of accumulated amortization of $17,199 and $15,672 | 11,335 | 9,563 |
Property and equipment, net | 671 | 632 |
Operating lease right-of-use assets | 1,247 | 1,420 |
Goodwill | 19,099 | 12,921 |
Deferred tax assets | 1,438 | 0 |
Other assets | 425 | 439 |
Total assets | 186,101 | 188,382 |
Current liabilities | ||
Accounts payable | 144 | 225 |
Accrued compensation | 4,392 | 3,254 |
Accrued expenses | 659 | 931 |
Contracts payable | 3,250 | 0 |
Operating lease liability - current portion | 442 | 461 |
Deferred revenue | 3,100 | 2,864 |
Total current liabilities | 11,987 | 7,735 |
Long-term liabilities | ||
Deferred income taxes, net | 0 | 1,456 |
Operating lease liability | 755 | 943 |
Contracts payable – net of current portion | 3,330 | 0 |
Total liabilities | 16,072 | 10,134 |
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; 19,937,961 and 20,260,070 shares issued and outstanding | 144,974 | 138,512 |
Retained earnings | 25,196 | 40,044 |
Accumulated other comprehensive loss | (141) | (308) |
Total shareholders' equity | 170,029 | 178,248 |
Total liabilities and shareholders' equity | 186,101 | 188,382 |
Intellectual property | ||
Long-term assets | ||
Intellectual property and other intangible assets, net of accumulated amortization | 8,689 | 9,057 |
Other Intangible Assets | ||
Long-term assets | ||
Intellectual property and other intangible assets, net of accumulated amortization | $ 12,825 | $ 7,560 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Aug. 31, 2023 | Aug. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Accounts receivable, allowance for credit loss, current | $ 46 | $ 12 |
Capitalized computer software, accumulated amortization | $ 17,199 | $ 15,672 |
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) | 19,937,961 | 20,260,070 |
Common stock, shares, outstanding (in shares) | 19,937,961 | 20,260,070 |
Intellectual property | ||
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated amortization of intellectual property | $ 9,301 | $ 7,928 |
Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated amortization of intellectual property | $ 2,107 | $ 2,662 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Revenues | |||
Total revenues | $ 59,577 | $ 53,906 | $ 46,466 |
Cost of revenues | |||
Total cost of revenues | 11,630 | 10,822 | 10,600 |
Gross profit | 47,947 | 43,084 | 35,866 |
Operating expenses | |||
Research and development | 4,504 | 3,208 | 4,047 |
Selling, general, and administrative | 34,718 | 24,965 | 20,566 |
Total operating expenses | 39,222 | 28,173 | 24,613 |
Income from operations | 8,725 | 14,911 | 11,253 |
Other Income and Expenses [Abstract] | |||
Other income (expense), net | 2,970 | 204 | (168) |
Income before income taxes | 11,695 | 15,115 | 11,085 |
Provision for income taxes | (1,734) | (2,632) | (1,303) |
Net income | $ 9,961 | $ 12,483 | $ 9,782 |
Earnings per share | |||
Earnings per share, basic (in usd per share) | $ 0.50 | $ 0.62 | $ 0.49 |
Earnings per share, diluted (in usd per share) | $ 0.49 | $ 0.60 | $ 0.47 |
Weighted-average common shares outstanding | |||
Weighted average number of shares outstanding, basic (in shares) | 20,075 | 20,196 | 20,045 |
Weighted average number of shares outstanding, diluted (in shares) | 20,465 | 20,749 | 20,743 |
Other comprehensive income (loss), net of tax | |||
Foreign currency translation adjustments | $ 167 | $ (265) | $ (101) |
Comprehensive income | 10,128 | 12,218 | 9,681 |
Software | |||
Revenues | |||
Total revenues | 36,517 | 32,642 | 27,670 |
Cost of revenues | |||
Total cost of revenues | 3,627 | 3,060 | 3,235 |
Services | |||
Revenues | |||
Total revenues | 23,060 | 21,264 | 18,796 |
Cost of revenues | |||
Total cost of revenues | $ 8,003 | $ 7,762 | $ 7,365 |
CONSOLIDATED STATEMENTS OF SHAR
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, 2020 | $ 128,541 | $ 27,436 | $ 58 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Exercise of stock options | 1,461 | |||
Stock-based compensation | 2,405 | |||
Shares issued to Directors for services | 345 | |||
Shares issued - Lixoft | 666 | |||
Declaration of dividends | (4,811) | |||
Repurchase and retirement of common shares | 0 | |||
Net income | $ 9,782 | 9,782 | ||
Other comprehensive income (loss) | (101) | |||
Balance, end of period at Aug. 31, 2021 | $ 165,782 | 133,418 | 32,407 | (43) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Cash dividends declared per common share (in usd per share) | $ 0.24 | |||
Exercise of stock options | 891 | |||
Stock-based compensation | 2,686 | |||
Shares issued to Directors for services | 351 | |||
Shares issued - Lixoft | 1,166 | |||
Declaration of dividends | (4,846) | |||
Repurchase and retirement of common shares | 0 | |||
Net income | $ 12,483 | 12,483 | ||
Other comprehensive income (loss) | (265) | |||
Balance, end of period at Aug. 31, 2022 | $ 178,248 | 138,512 | 40,044 | (308) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Cash dividends declared per common share (in usd per share) | $ 0.24 | |||
Exercise of stock options | 1,543 | |||
Stock-based compensation | 4,319 | |||
Shares issued to Directors for services | 600 | |||
Shares issued - Lixoft | 0 | |||
Declaration of dividends | (4,809) | |||
Repurchase and retirement of common shares | (20,000) | |||
Net income | $ 9,961 | 9,961 | ||
Other comprehensive income (loss) | 167 | |||
Balance, end of period at Aug. 31, 2023 | $ 170,029 | $ 144,974 | $ 25,196 | $ (141) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Cash dividends declared per common share (in usd per share) | $ 0.24 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Cash flows from operating activities | |||
Net income | $ 9,961 | $ 12,483 | $ 9,782 |
Adjustments to reconcile net income to net cash provided by operating activities | |||
Depreciation and amortization | 3,840 | 3,574 | 3,590 |
Change in fair value of contingent consideration | 680 | 283 | 486 |
Amortization of investment (discounts) premiums | (1,134) | 1,678 | 2,350 |
Stock-based compensation | 4,828 | 3,037 | 2,750 |
Deferred income taxes | (2,095) | (270) | (628) |
Loss (gain) from disposal of assets | 6 | 0 | 0 |
Impairment of other intangibles | 500 | 0 | 0 |
Currency translation adjustments | 167 | (265) | (101) |
Increase (Decrease) in Other Operating Assets and Liabilities, Net [Abstract] | |||
Accounts receivable | 4,097 | (3,936) | (2,429) |
Prepaid income taxes | 587 | (379) | (42) |
Prepaid expenses and other assets | (501) | 1,081 | (157) |
Accounts payable | (81) | (162) | 39 |
Other liabilities | 832 | (1,437) | 3,353 |
Accrued income taxes | (7) | 0 | 0 |
Deferred revenue | 176 | 2,213 | 210 |
Net cash provided by operating activities | 21,856 | 17,900 | 19,203 |
Cash flows from investing activities | |||
Purchases of property and equipment | (453) | (819) | (1,627) |
Purchase of short-term investments | (95,045) | (100,846) | (122,395) |
Proceeds from maturities of short-term investments | 114,907 | 109,121 | 100,229 |
Purchased intangibles | (601) | 0 | 0 |
Acquisition of Immunetrics, net of cash acquired | (8,223) | 0 | 0 |
Capitalized computer software development costs | (3,219) | (3,151) | (2,949) |
Net cash provided by (used in) investing activities | 7,366 | 4,305 | (26,742) |
Cash flows from financing activities | |||
Payment of dividends | (4,809) | (4,846) | (4,811) |
Payments on contracts payable | 0 | (3,667) | (1,334) |
Proceeds from the exercise of stock options | 1,543 | 891 | 1,461 |
Repurchase and retirement of common shares | (20,000) | 0 | 0 |
Net cash used in financing activities | (23,266) | (7,622) | (4,684) |
Net increase (decrease) in cash and cash equivalents | 5,956 | 14,583 | (12,223) |
Cash and cash equivalents, beginning of year | 51,567 | 36,984 | 49,207 |
Cash and cash equivalents, end of period | 57,523 | 51,567 | 36,984 |
Supplemental disclosures of cash flow information | |||
Income taxes paid | 3,204 | 3,233 | 1,857 |
Non-Cash Investing and Financing Activities | |||
Stock issued for acquisition of Lixoft | 0 | 1,166 | 666 |
Creation of contract liabilities from acquisition of subsidiaries | 5,900 | 0 | 0 |
Right of use assets capitalized | $ 227 | $ 624 | $ 905 |
ORGANIZATION AND LINES OF BUSIN
ORGANIZATION AND LINES OF BUSINESS | 12 Months Ended |
Aug. 31, 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”), 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 Lixoft to SLPI pursuant to a contribution and acceptance agreement, resulting in Lixoft becoming a wholly owned subsidiary of SLPI. The transfer did not impact the rights of the Company’s stockholders. 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. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Aug. 31, 2023 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The consolidated financial statements include the accounts of Simulations Plus and its wholly owned operating subsidiaries, Lixoft and Immunetrics. 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 Components Typical 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 August 31, 2023, remaining performance obligations were $11.8 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 years ended August 31, 2023, 2022, and 2021 were as follows: Years ended August 31, (in thousands) 2023 2022 2021 Software licenses Point in time $ 35,369 $ 31,587 $ 26,725 Over time 1,148 1,055 945 Services Over time 23,060 21,264 18,796 Total revenue $ 59,577 $ 53,906 $ 46,466 In addition, the Company allocates revenues to geographic areas based on the locations of its customers. Geographical revenues for the years ended August 31, 2023, 2022, and 2021 were as follows: Years ended August 31, (in thousands) 2023 2022 2021 $ % of total $ % of total $ % of total Americas $ 40,817 69 % $ 37,681 70 % $ 32,549 70 % EMEA 11,713 20 % 10,388 19 % 7,906 17 % Asia Pacific 7,047 12 % 5,837 11 % 6,011 13 % Total $ 59,577 100 % $ 53,906 100 % $ 46,466 100 % 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 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 consolidated balance sheets. Contract asset balances as of August 31, 2023, 2022, and 2021, were $2.7 million, $1.7 million, and $3.2 million, respectively. During the year ended August 31, 2023, the Company recognized $2.6 million of revenue that was included in contract liabilities as of August 31, 2022, and during the year ended August 31, 2022, the Company recognized $0.6 million of revenue that was included in contract liabilities as of August 31, 2021. 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 consolidated statements of operations and comprehensive income as selling, general, and administrative 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: Years ended August 31, (in thousands) 2023 2022 2021 Balance, beginning of period $ 12 $ 78 $ 50 Provision for expected credit losses 77 (66) 28 Write-offs (43) — — Balance, end of period $ 46 $ 12 $ 78 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 years ended August 31, 2023 and 2022, 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 $1.5 million, $1.2 million, $1.4 million for the years ended August 31, 2023, 2022, and 2021, 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: Equipment 5 years Computer equipment 3 to 7 years Furniture and fixtures 5 to 7 years Leasehold improvements Shorter 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 selling, general, and administrative expenses on the consolidated statements of operations. Maintenance of and minor upgrades to internal-use software are also classified as selling, 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 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 August 31, 2023: (in thousands) Right of use assets $ 1,247 Lease liabilities, current $ 442 Lease liabilities, long-term $ 755 Operating lease costs $ 463 Weighted-average remaining lease term 3.29 years Weighted-average discount rate 4.91 % 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. The goodwill recorded in the Immunetrics reporting unit as of August 31, 2023, was $6.2 million. 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. As of August 31, 2023, we determined that we have five reporting units: Simulations Plus, Cognigen, DILIsym, Lixoft, and Immunetrics. We recognized an impairment charge $0.5 million for the Cognigen trade name, as management's strategy is to no longer use the Cognigen trade name. Reconciliation of Goodwill as of August 31, 2023, 2022, and 2021: (in thousands) Cognigen DILIsym Lixoft Immunetrics Total Balance, August 31, 2021 $ 4,789 $ 5,598 $ 2,534 $ — $ 12,921 Addition — — — — — Impairments — — — — — Balance, August 31, 2022 4,789 5,598 2,534 — 12,921 Addition — — — 6,178 6,178 Impairments — — — — — Balance, August 31, 2023 $ 4,789 $ 5,598 $ 2,534 $ 6,178 $ 19,099 The following table summarizes other intangible assets as of August 31, 2023: (in thousands) Amortization Acquisition Accumulated Net Book Value Trade names None $ 4,210 $ — $ 4,210 Covenants not to compete Straight line 2 to 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 The following table summarizes other intangible assets as of August 31, 2022: (in thousands) Amortization Acquisition Accumulated Net Book Value Trade names None $ 2,910 $ — $ 2,910 Covenants not to compete Straight line 3 years 60 48 12 Customer relationships Straight line 8 to 14 years 5,550 2,534 3,016 ERP Straight line 15 years 1,702 80 1,622 $ 10,222 $ 2,662 $ 7,560 Total amortization expense for the years ended August 31, 2023, 2022, and 2021 was $0.6 million, $0.6 million, and $0.5 million, respectively. Estimated future amortization of finite-lived intangible assets for the next five years is as follows: (in thousands) Years ending August 31, Amount 2024 $ 960 2025 $ 957 2026 $ 945 2027 $ 898 2028 $ 755 Fair Value of Financial Instruments Assets and liabilities recorded at fair value in the 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 I Inputs that are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement date. Level II Inputs, 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 III Unobservable 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 August 31, 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 August 31, 2023 and 2022, 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 August 31, 2023, and 2022. The following tables summarize our short-term investments as of August 31, 2023, and August 31, 2022: August 31, 2023 (in thousands) Amortized Cost Gross Gross 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 August 31, 2022 (in thousands) Amortized Cost Gross Gross Fair Value Commercial notes (due within one year) $ 72,168 $ — $ (839) $ 71,329 Term deposits (due within one year) 4,500 — — 4,500 Total $ 76,668 $ — $ (839) $ 75,829 As of August 31, 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 Consolidated Statement of Operations. The following is a reconciliation of contingent consideration at fair value: (in thousands) Amount Contingent consideration at acquisition date 4,100 Change in fair value of contingent consideration 680 Contingent consideration as of August 31, 2023 $ 4,780 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 February 2012, we bought out the royalty agreement with Enslein Research. The cost of $0.1 million is being amortized over 10 years under the straight-line method. 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 August 31, 2023: (in thousands) Amortization Acquisition Accumulated Net Book 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 The following table summarizes intellectual property as of August 31, 2022: (in thousands) Amortization Acquisition Accumulated Net Book Royalty Agreement buy out-Enslein Research Straight line 10 years $ 75 $ 75 $ — Termination/nonassertion agreement-TSRL Inc. Straight line 10 years 6,000 4,975 1,025 Developed technologies–DILIsym acquisition Straight line 9 years 2,850 1,662 1,188 Intellectual rights of Entelos Holding Company Straight line 10 years 50 20 30 Developed technologies–Lixoft acquisition Straight line 16 years 8,010 1,196 6,814 $ 16,985 $ 7,928 $ 9,057 Total amortization expense for intellectual property agreements for the years ended August 31, 2023, 2022, and 2021 was $1.4 million, $1.4 million, and $1.4 million, respectively. Estimated future amortization of intellectual property for the next five years is as follows: (in thousands) Years ending August 31, Amount 2024 $ 1,434 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 years ended August 31, 2023, 2022, and 2021 were as follows: Years ended August 31, (in thousands) 2023 2022 2021 Numerator Net income attributable to common shareholders $ 9,961 $ 12,483 $ 9,782 Denominator Weighted-average number of common shares outstanding during the year 20,075 20,196 20,045 Dilutive effect of stock options 390 553 698 Common stock and common stock equivalents used for diluted earnings per share 20,465 20,749 20,743 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 expense related to stock options, not including shares issued to directors for services, was $4.3 million, $2.7 million, and $2.4 million for the years ended August 31, 2023, 2022, and 2021, 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. As of August 31, 2023, we recognized a $0.5 million impairment charge related to the Cognigen trade name, and it is included in SG&A expenses. The Cognigen trade name fair valuation was measured during the acquisition of Cognigen. Management determined to no longer use the Cognigen trade name and to instead focus our marketing strategy on promoting the Simulations Plus brand and our portfolio of products and services. As the Company's other acquired trade names relate to marketed products actively sold to customers, and following management's assessment of other possible triggering events that could indicate a risk of impairment, management concluded that no im |
OTHER INCOME (EXPENSE), NET
OTHER INCOME (EXPENSE), NET | 12 Months Ended |
Aug. 31, 2023 | |
Other Income and Expenses [Abstract] | |
OTHER INCOME (EXPENSE), NET | OTHER INCOME (EXPENSE), NET The components of other income (expense), net for the years ended August 31, 2023, 2022, and 2021, were as follows: Years ended August 31, (in thousands) 2023 2022 2021 Interest income $ 4,131 $ 717 $ 201 Interest expense — — (22) Change in fair valuation of contingent consideration (680) (283) (486) (Loss) gain on disposal of assets (6) 1 — (Loss) gain on currency exchange (475) (231) 139 Total other income (expense), net $ 2,970 $ 204 $ (168) |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Aug. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment consisted of the following: (in thousands) August 31, 2023 August 31, 2022 Equipment $ 316 $ 346 Computer equipment 809 860 Furniture and fixtures 48 61 Leasehold improvements 24 13 Construction in progress 134 — Subtotal 1,331 1,280 Less accumulated depreciation (660) (648) Total $ 671 $ 632 Depreciation expense was $0.2 million, $0.3 million, and $0.2 million for the years ended August 31, 2023, 2022, and 2021, respectively. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Aug. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Leases On May 25, 2023, we entered into an amendment, effective October 1, 2023, to the lease agreement for our office space in Durham, North Carolina. Prior to entering into the amendment, this lease was scheduled to terminate pursuant to its terms effective on September 30, 2023. The amendment extends the lease through September 30, 2026, and effective October 1, 2023, reduces the leased square footage from 3,386 to approximately 1,510, and reduces the monthly base rent from $8 thousand per month to $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. On February 17, 2023, we entered into an amendment, effective May 1, 2023, to the lease agreement for our office space in Lancaster, California, where our corporate headquarters are located. Prior to entering into the amendment, this lease was scheduled to terminate pursuant to its terms effective on January 31, 2026. The amendment extends the lease term through April 30, 2028, reduces the leased square footage from 9,255 to approximately 4,200, and reduces the monthly base rent from $18 thousand per month to $8 thousand per month with an annual increase of 3%. The amended 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 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 years ended August 31, 2023, 2022, and 2021 was $0.5 million, $0.6 million, and $0.7 million, respectively. Lease liability maturities as of August 31, 2023, were as follows: (in thousands) Years ending August 31, Amount 2024 $ 473 2025 390 2026 293 2027 140 2028 68 Total undiscounted liabilities 1,364 Less: imputed interest (167) Total operating lease liabilities (including current portion) $ 1,197 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 2019 through 2022 are open for audit, and our state tax returns for fiscal years 2018 through 2022 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. |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 12 Months Ended |
Aug. 31, 2023 | |
Equity [Abstract] | |
SHAREHOLDERS' EQUITY | SHAREHOLDERS' EQUITY Shares Outstanding Shares of Company common stock outstanding for the years ended August 31, 2023, 2022, and 2021 were as follows: (in thousands) Years ended August 31, 2023 2022 2021 Common stock outstanding, beginning of period 20,260 20,142 19,923 Common stock repurchased during the period * (492) — — Common stock issued during the period 170 119 218 Common stock outstanding, end of period 19,938 20,260 20,142 *Common stock repurchased per the ASR Agreement, as discussed in further detail, below. Dividends The Company’s Board of Directors declared cash dividends during the fiscal years 2023 and 2022. The details of dividends paid are in the following tables: (in thousands, except dividend per share) For the year ended August 31, 2023 Record Date Distribution Date Number of Shares Dividend per Total Amount 10/31/2022 11/07/2022 20,299 $ 0.06 $ 1,218 1/30/2023 2/06/2023 19,924 $ 0.06 1,195 4/24/2023 5/01/2023 19,999 $ 0.06 1,200 7/31/2023 8/07/2023 19,931 $ 0.06 1,196 Total $ 4,809 (in thousands, except dividend per share) For the year ended August 31, 2022 Record Date Distribution Date Number of Shares Dividend per Total Amount 10/25/2021 11/01/2021 20,148 $ 0.06 $ 1,209 1/31/2022 2/07/2022 20,178 $ 0.06 1,211 4/25/2022 5/02/2022 20,207 $ 0.06 1,212 7/25/2022 8/01/2022 20,239 $ 0.06 1,214 Total $ 4,846 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. As of August 31, 2023, employees and directors of the Company held Qualified Incentive Stock Options (“ISOs”) and Non-Qualified Stock Options (“NQSOs”) to purchase an aggregate of 1.5 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 year ended August 31, 2023 Number of Weighted-Average Weighted-Average Outstanding, August 31, 2022 1,245 $ 28.61 6.14 years Granted 465 43.78 Exercised (170) 12.59 Canceled/Forfeited (62) 43.14 Outstanding, August 31, 2023 1,478 $ 34.62 6.62 years Vested and Exercisable, August 31, 2023 696 $ 24.26 4.54 years Vested and Expected to Vest, August 31, 2023 1,471 $ 34.56 6.61 years (in thousands, except per share and weighted-average amounts) Activity for the year ended August 31, 2022 Number of Weighted-Average Weighted-Average Outstanding, August 31, 2021 1,184 $ 25.63 6.47 years Granted 255 42.13 Exercised (104) 16.15 Canceled/Forfeited (90) 42.30 Outstanding, August 31, 2022 1,245 $ 28.61 6.14 years Vested and Exercisable, August 31, 2022 711 $ 17.65 4.47 years Vested and Expected to Vest, August 31, 2022 1,236 $ 28.51 6.12 years (in thousands, except per share and weighted-average amounts) Activity for the year ended August 31, 2021 Number of Weighted-Average Weighted-Average Outstanding, August 31, 2020 1,224 $ 17.76 6.79 years Granted 226 57.60 Exercised (204) 12.53 Canceled/Forfeited (62) 29.83 Outstanding, August 31, 2021 1,184 $ 25.63 6.47 years Vested and Exercisable, August 31, 2021 619 $ 13.36 4.95 years Vested and Expected to Vest, August 31, 2021 1,173 $ 25.69 6.47 years The following table summarizes the Intrinsic Value of options outstanding and options exercisable: (in thousands) Intrinsic Value Intrinsic Intrinsic As of August 31, 2023 $ 25,705 $ 19,373 $ 11,554 As of August 31, 2022 $ 39,208 $ 30,187 $ 3,572 As of August 31, 2021 $ 17,875 $ 15,742 $ 5,135 The total grant-date fair value of nonvested stock options as of August 31, 2023, was $15.6 million and is amortizable over a weighted-average period of 3.33 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 years ended August 31, 2023, 2022, and 2021: (in thousands, except weighted-average amounts) 2023 2022 2021 Estimated fair value of awards granted $ 10,067 $ 4,597 $ 5,092 Unvested Forfeiture Rate 0.22 % 1.04 % 0.00 % Weighted-average grant price $ 43.78 $ 42.13 $ 57.60 Weighted-average market price $ 43.78 $ 42.13 $ 57.60 Weighted-average volatility 46.14 % 42.80 % 40.49 % Weighted-average risk-free rate 4.29 % 1.74 % 0.64 % Weighted-average dividend yield 0.55 % 0.58 % 0.42 % Weighted-average expected life 6.55 years 6.59 years 6.63 years The exercise prices for the options outstanding at August 31, 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 Price Awards Outstanding Awards Exercisable Low High Quantity Weighted -Average Weighted-Average Quantity Weighted-Average Weighted-Average $ 6.85 $ 9.77 203 1.96 years $ 8.69 203 1.96 years $ 8.69 $ 9.78 $ 18.76 148 3.49 years $ 10.11 148 3.49 years $ 10.11 $ 18.77 $ 33.40 205 5.64 years $ 25.30 141 5.54 years $ 24.51 $ 33.41 $ 47.63 649 8.70 years $ 42.13 81 7.03 years $ 37.96 $ 47.64 $ 66.14 273 7.56 years $ 56.33 123 7.32 years $ 57.87 1,478 6.62 years $ 34.62 696 4.54 years $ 24.26 During the fiscal years ended August 31, 2023, 2022, and 2021, we issued 13,765, 7,120, and 5,620 shares of stock valued at $0.6 million, $0.4 million, and $0.3 million, respectively, to our nonmanagement directors as compensation for board-related duties. The Company's par-value common stock and additional paid-in capital as of August 31, 2023, were $11 thousand and $145.0 million, respectively. Share Repurchases 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 the Company’s outstanding shares of common stock. The ASR Agreement was executed as part of the Company’s existing $50 million share repurchase program. Pursuant to the terms of the ASR Agreement, the Company 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 the Company's common stock during the term of the ASR Agreement, Morgan Stanley delivered an additional 83,356 shares of Company common stock to the Company, which shares were also retired and treated as authorized, unissued shares. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Aug. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES We utilize ASC 740 to account for income taxes 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. The components of the income tax provision for the years ended August 31, 2023, 2022, and 2021 were as follows: (in thousands) 2023 2022 2021 Current Federal $ 2,990 $ 2,518 $ 1,315 State 696 611 450 Foreign 144 (228) 166 Total current tax expense 3,830 2,901 1,931 Deferred Federal (1,818) (4) (379) State (278) (265) (249) Total deferred federal and state (2,096) (269) (628) Total $ 1,734 $ 2,632 $ 1,303 A reconciliation of the expected income tax computed using the federal statutory income tax rate to the Company's effective income tax rate is as follows for the years ended August 31, 2023, 2022, and 2021: 2023 2022 2021 Income tax computed at federal statutory tax rate 21.0 % 21.0 % 21.0 % State taxes, net of federal benefit 4.7 3.2 2.0 Meals & entertainment 0.1 — — Stock-based compensation 2.1 0.6 (6.8) Other permanent differences 3.3 0.4 (0.3) Research and development credit (2.2) (2.2) (1.6) Foreign-tax-related differences (8.2) (3.2) (2.6) Research & credit adjustments to expense — — 0.2 Change in prior year estimated taxes (6.0) (2.4) (0.1) Total 14.8 % 17.4 % 11.8 % Significant components of the Company's deferred tax assets and liabilities for income taxes for the years ended August 31, 2023, and 2022 are as follows: (in thousands) 2023 2022 Deferred tax assets: Accrued compensation $ 865 $ 563 Deferred revenue 103 241 Capitalized merger costs 696 703 Operating lease liability 285 — Intellectual property — 7 Research and development credits 274 347 Foreign tax credits — 101 State taxes (19) 128 Allowance for doubtful accounts 11 3 State tax deferred — 28 Capitalized Research & Development 1,079 — Share-Based Compensation 1,104 — Net Operating Loss Carryforward 2,142 — Total deferred tax assets 6,540 2,121 Less: Valuation allowance — — Deferred tax asset 6,540 2,121 Deferred tax liabilities: Property and equipment (90) (109) Operating lease right-of-use assets (295) — Unrealized Gain/(Loss) (122) — State tax deferred — (30) Intellectual property (2,353) (1,139) Capitalized computer software development costs (2,242) (2,299) Total deferred tax liabilities (5,102) (3,577) Net deferred tax assets (liabilities) $ 1,438 $ (1,456) We follow ASC 740 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, we 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 assume that the tax position will be examined by taxing authorities. Interest and penalties were immaterial for the years ended August 31, 2023, 2022, and 2021, respectively. We file income tax returns with the IRS and various state jurisdictions as well as with the countries of India, Belgium and France. Our federal income tax returns for fiscal year 2019 through 2022 are open for audit, and our state tax returns for fiscal year 2018 through 2022 remain open for audit. Net Operating Loss is summarized as follows: (in thousands) Amount Federal NOL as of August 31, 2023 $ 17,775 Subject to expiration 14,440 Carried forward indefinitely 3,335 Amount to expire before Section 382 limitation lifts 9,333 Pennsylvania NOL as of August 31, 2023 16,054 Subject to expiration 16,054 Carried forward indefinitely — Amount to expire before Section 382 limitation lifts 10,935 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. |
CONCENTRATIONS AND UNCERTAINTIE
CONCENTRATIONS AND UNCERTAINTIES | 12 Months Ended |
Aug. 31, 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 31%, 30%, and 31% of revenue for the years ended August 31, 2023, 2022, and 2021, respectively. Our three largest customers in terms of revenue accounted for 6%, 4%, and 3% of revenue, respectively, for the year ended August 31, 2023. Our three largest customers in terms of revenue accounted for 5%, 3%, and 3% of revenue, respectively, for the year ended August 31, 2022. Our three largest customers in terms of revenue accounted for 11%, 4%, and 3% of revenue, respectively, for the year ended August 31, 2021. Accounts receivable concentrations show that our three largest customers in terms of accounts receivable each comprised between 4% and 6% of accounts receivable as of August 31, 2023; our three largest customers in terms of accounts receivable comprised between 4% and 8% of accounts receivable as of August 31, 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. |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Aug. 31, 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 as follows for the years ended August 31, 2023, 2022, and 2021: (in thousands) Year ended August 31, 2023 Software Services Total Revenues $ 36,517 $ 23,060 $ 59,577 Cost of revenues 3,627 8,003 11,630 Gross profit $ 32,890 $ 15,057 $ 47,947 Gross margin 90 % 65 % 80 % Our software business and services business represented 61% and 39% of total revenue, respectively, for the year ended August 31, 2023. (in thousands) Year ended August 31, 2022 Software Services Total Revenues $ 32,642 $ 21,264 $ 53,906 Cost of revenues 3,060 7,762 10,822 Gross profit $ 29,582 $ 13,502 $ 43,084 Gross margin 91 % 63 % 80 % Our software business and services business represented 61% and 39% of total revenue, respectively, for the year ended August 31, 2022. (in thousands) Year ended August 31, 2021 Software Services Total Revenues $ 27,670 $ 18,796 $ 46,466 Cost of revenues 3,235 7,365 10,600 Gross profit $ 24,435 $ 11,431 $ 35,866 Gross margin 88 % 61 % 77 % Our software business and services business represented 60% and 40% of total revenue, respectively, for the year ended August 31, 2021. |
EMPLOYEE BENEFIT PLAN
EMPLOYEE BENEFIT PLAN | 12 Months Ended |
Aug. 31, 2023 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLAN | EMPLOYEE BENEFIT PLANWe 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 $0.6 million, $0.6 million, and $0.5 million for the years ended August 31, 2023, 2022, and 2021, respectively. |
ACQUISITION
ACQUISITION | 12 Months Ended |
Aug. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITION | ACQUISITION On June 16, 2023, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company, Insight Merger Sub, Inc., a wholly-owned subsidiary of the Company (“Merger Sub”), Immunetrics, a company specializing in quantitative systems pharmacology modeling, and LaunchCyte LLC, as representative of the stockholders of Immunetrics (the “Stockholder Representative”). At closing of the Merger, certain key stockholders of Immunetrics delivered executed Joinder Agreements, pursuant to which they became parties to the Merger Agreement. The Merger closed on June 16, 2023 (the “Closing”). Pursuant to the Merger Agreement, at Closing, Merger Sub merged with and into Immunetrics through a reverse triangular merger, with Immunetrics surviving as a wholly-owned subsidiary of the Company (the “Surviving Corporation”) (the “Merger”). As consideration for the Merger, the Company agreed to pay the stockholders, former holders of stock options and former holders of phantom shares of Immunetrics (collectively, the “Equityholders”) the following cash compensation (collectively, the “Merger Consideration”): i. At Closing, a cash payment in the amount of $13,705,083 (i.e., $12.0 million plus Immunetrics’ Closing cash, net of estimated net working capital adjustments at Closing, minus Immunetrics’ estimated transaction expenses, minus the Closing estimated indebtedness, minus the Holdback Amount (as defined below), minus the Stockholder Representative Expense Fund (as defined below)); ii. 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 (the “Holdback Amount”); and iii. Two future earn-out payments in the aggregate amount of up to $8.0 million (the “Earnout Payments”), subject to the terms described below. Additionally, at Closing, the Company funded the payment of Stockholder Representative $250,000 as an expense fund to cover expenses that it incurs in its role as Stockholder Representative (the “Stockholder Representative Expense Fund”), the excess amount of which, if any, will be distributed to Immunetrics’ stockholders (subject to certain exceptions) at such time as the Stockholder Representative may determine in its sole discretion. The Company deducted this payment from the closing price. The Merger Consideration is subject to adjustment based on post-closing adjustments to net working capital, closing cash, indebtedness, and transaction expenses of Immunetrics within 90 days of closing. The Merger Agreement contains standard representations, warranties, covenants, indemnification and other terms customary in similar transactions. Concurrently with execution of the Merger Agreement, the Company, Merger Sub, Immunetrics and the Stockholder Representative entered into an Earnout Agreement, which sets forth the terms and conditions applicable to the Earnout Payments. Pursuant to the Earnout Agreement, the Company shall pay the Equityholders an aggregate amount of up to $8.0 million of Earnout Payments if the Surviving Corporation achieves certain revenue milestones for the calendar years 2023 and 2024. The primary purpose of this acquisition is to be able to capitalize on a tremendous growth opportunity by providing support for quantitative systems pharmacology (“QSP”) in a greater range of therapeutic areas, including oncology. Under the acquisition method of accounting, the total purchase price reflects Immunetrics’ tangible and intangible assets and liabilities based on their estimated fair values at the date of the completion of the acquisition (June 16, 2023). The following table summarizes the allocation of the preliminary purchase price for Immunetrics: (in thousands) Base merger consideration $ 12,000 Fair value of earnout 4,100 Cash on hand 1,247 Adjustment to purchase price for closing indebtedness (122) Net working capital adjustment (377) D&O Tail (7) Bonus compensation to Immunetrics staff (1,586) Total purchase price 15,255 Fair value of identifiable assets acquired: Cash 1,132 Accounts receivable 511 Security deposit 12 ROU asset 227 Deferred tax assets 799 Trade names 1,800 Customer relationships 3,780 Developed Tech 1,080 Non-competes 30 9,371 Fair value of liabilities assumed: Lease liability 227 Selling shareholders' D&O tail responsibility 7 Deferred revenue 60 294 Fair value of identifiable assets acquired and liabilities assumed 9,077 Goodwill $ 6,178 The total purchase consideration related to Immunetrics acquisition consisted of cash consideration. The excess of purchase consideration over the fair value of the net assets acquired was recorded as goodwill, which is primarily attributed to the developed technologies and other intangibles as customer relationships and trade name. Immunetrics is primarily attributable to the Services segment of the Company. Goodwill acquired as part of Immunetrics acquisition has been assigned to a separate reporting unit and the assets and liabilities of Immunetrics are assigned to the same reporting unit, Immunetrics. This goodwill is not expected to be deductible for income tax purposes. Intangible assets consist of indefinite-lived intangible asset trade names and definite-lived intangibles as customer relationships, developed technologies, and covenants not to compete. We amortize purchased definite-lived intangible assets on a straight-line basis over their respective useful lives. The weighted-average life of the total acquired identifiable definite-lived intangible assets is 7.5 years. The following table presents the details of intangible assets acquired. Estimated useful life Amount Indefinite-lived: Trade names Indefinite $ 1,800 Definite-lived: Customer relationships 9 years 3,780 Developed technologies 5 years 1,080 Covenants not to compete 2 years 30 Total definite-lived intangible assets 4,890 Total intangible assets $ 6,690 The total acquisition-related costs which includes activities for Immunetrics acquisition for the years ended August 31, 2023, 2022, and 2021 were $3.3 million, $0.3 million, and none, respectively. These transactions costs are reflected in the Selling, general, and administrative expense line item within our consolidated statements of operations and comprehensive income as they were incurred. Estimated future amortization of finite-lived intangible assets for the next five years is as follows: (in thousands) Years ending August 31, Amount 2024 $ 580 2025 $ 580 2026 $ 580 2027 $ 580 2028 $ 535 Consolidated Supplemental Pro Forma Information The following unaudited consolidated supplemental pro forma information assumes that the acquisition of Immunetrics took place on September 1, 2021 for the income statement years ended August 31, 2023. These amounts have been calculated after applying the Company’s accounting policies and adjusting the results of Immunetrics to reflect the same expenses in the years ended August 31, 2023 and 2022. The adjustments include costs of acquisition directly attributable to Immunetrics of $2.9 million consists of $1.6 million of bonus compensation and $1.3 million of other professional fees, and amortization of intangibles including developed technologies acquired during the merger, assuming the fair-value adjustments applied on September 1, 2021, together with consequential tax effects. (Pro forma) (Pro forma) (in thousands) (unaudited) (unaudited) Revenue $ 63,054 $ 57,010 Net income $ 11,422 $ 11,889 * Balances include actual results from acquisition date of June 16, 2023 through August 31, 2023. |
GOVERNMENT ASSISTANCE
GOVERNMENT ASSISTANCE | 12 Months Ended |
Aug. 31, 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 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 Consolidated Statements of Income as Services Revenue. During the fiscal year ended August 31, 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 fiscal year ended August 31, 2023, the Company recognized $1.5 million within Services revenues |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Aug. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Dividend Declared On Thursday, October 19, 2023, our Board of Directors declared a quarterly cash dividend of $0.06 per share to our shareholders. The dividend in the amount of approximately $1.2 million will be distributed on Monday, November 6, 2023, for shareholders of record as of Monday, October 30, 2023. Effective September 1, 2023, the Company merged Immunetrics with and into Simulations Plus, Inc. through a short-form mergers (the “Merger”). To effectuate the Merger, the Company filed Certificates of Ownership with the Secretaries of State of the states of Delaware (Immunetrics’ state of incorporation) and California (Simulation Plus, Inc.’s state of incorporation). Consummation of the Merger was not subject to approval of the Company’s stockholders and did not impact the rights of the Company’s stockholders. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net income | $ 9,961 | $ 12,483 | $ 9,782 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 12 Months Ended |
Aug. 31, 2023 shares | Aug. 31, 2023 shares | |
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | OTHER INFORMATION Rule 10b5-1 Trading Plans The adoption or termination of contracts, instructions or written plans for the purchase or sale of our securities by our Section 16 officers and directors for the quarter ended August 31, 2023, each of which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (“Rule 10b5-1 Plan”), were as follows: Name Title Action Date Adopted Expiration Date Aggregate # of Securities to be Purchased/Sold Walter Woltosz (1) Director Termination 7/15/2021 6/30/2023 480,000 Walter Woltosz (1) Director Adoption 7/17/2023 10/3/2025 560,000 John Paglia (2) Director Adoption 8/9/2023 7/31/2024 13,000 (1) On June 30, 2023, the pre-arranged stock trading plan pursuant to Rule 10b5-1, adopted by Walter Woltosz and his spouse on July 15, 2021 (the “Expired Plan”), automatically terminated pursuant to its terms. The Expired Plan provided for the potential sale of up to 480,000 shares of Company common stock until June 30, 2023. On July 17, 2023, Mr. Woltosz and his spouse entered into a new pre-arranged stock trading plan pursuant to Rule 10b5-1 (the “New Plan”), which provides for the potential sale of up to 560,000 shares of Company common stock. The New Plan expires on October 3, 2025, or upon the earlier completion of all authorized transactions under the New Plan. (2) On August 9, 2023, John Paglia entered into a pre-arranged stock trading plan pursuant to Rule 10b5-1, which provides for (i) the potential exercise of vested stock options and the associated sale of up to 11,000 shares of Company common stock underlying such options, and (ii) the potential sale of up to an additional 2,000 shares of Company common stock. The plan expires on July 31, 2024, or upon the earlier completion of all authorized transactions under the plan. Other than those disclosed above, none of our directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” in each case as defined in Item 408 of Regulation S-K. Please refer to the information included in Part II, Item 5 under the heading “Repurchases ” for information regarding the Company’s effective share repurchase program, including sales made by the Company under the ASR Agreement during the quarter ended August 31, 2023. | |
Rule 10b5-1 Arrangement Adopted | true | |
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | true | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
John Paglia [Member] | ||
Trading Arrangements, by Individual | ||
Name | John Paglia (2) | |
Title | Director | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | 8/9/2023 | |
Termination Date | 7/31/2024 | |
Arrangement Duration | 357 days | |
Aggregate Available | 13,000 | 13,000 |
Walter Woltosz July 2021 Plan [Member] | Walter Woltosz [Member] | ||
Trading Arrangements, by Individual | ||
Name | Walter Woltosz (1) | |
Title | Director | |
Adoption Date | 7/15/2021 | |
Rule 10b5-1 Arrangement Terminated | true | |
Termination Date | 6/30/2023 | |
Arrangement Duration | 705 days | |
Aggregate Available | 480,000 | 480,000 |
Walter Woltosz, July 2023 Plan [Member] | Walter Woltosz [Member] | ||
Trading Arrangements, by Individual | ||
Name | Walter Woltosz (1) | |
Title | Director | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | 7/17/2023 | |
Termination Date | 10/3/2025 | |
Arrangement Duration | 809 days | |
Aggregate Available | 560,000 | 560,000 |
John Paglia Trading Arrangement, Options, Vested Stock Options, Common Stock [Member] | John Paglia [Member] | ||
Trading Arrangements, by Individual | ||
Aggregate Available | 11,000 | 11,000 |
John Paglia Trading Arrangement, Common Stock [Member] | John Paglia [Member] | ||
Trading Arrangements, by Individual | ||
Aggregate Available | 2,000 | 2,000 |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Aug. 31, 2023 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of Simulations Plus and its wholly owned operating subsidiaries, Lixoft and Immunetrics. 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 Components Typical 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 August 31, 2023, remaining performance obligations were $11.8 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 years ended August 31, 2023, 2022, and 2021 were as follows: Years ended August 31, (in thousands) 2023 2022 2021 Software licenses Point in time $ 35,369 $ 31,587 $ 26,725 Over time 1,148 1,055 945 Services Over time 23,060 21,264 18,796 Total revenue $ 59,577 $ 53,906 $ 46,466 In addition, the Company allocates revenues to geographic areas based on the locations of its customers. Geographical revenues for the years ended August 31, 2023, 2022, and 2021 were as follows: Years ended August 31, (in thousands) 2023 2022 2021 $ % of total $ % of total $ % of total Americas $ 40,817 69 % $ 37,681 70 % $ 32,549 70 % EMEA 11,713 20 % 10,388 19 % 7,906 17 % Asia Pacific 7,047 12 % 5,837 11 % 6,011 13 % Total $ 59,577 100 % $ 53,906 100 % $ 46,466 100 % 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 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 consolidated balance sheets. Contract asset balances as of August 31, 2023, 2022, and 2021, were $2.7 million, $1.7 million, and $3.2 million, respectively. During the year ended August 31, 2023, the Company recognized $2.6 million of revenue that was included in contract liabilities as of August 31, 2022, and during the year ended August 31, 2022, the Company recognized $0.6 million of revenue that was included in contract liabilities as of August 31, 2021. 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 consolidated statements of operations and comprehensive income as selling, general, and administrative 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: Years ended August 31, (in thousands) 2023 2022 2021 Balance, beginning of period $ 12 $ 78 $ 50 Provision for expected credit losses 77 (66) 28 Write-offs (43) — — Balance, end of period $ 46 $ 12 $ 78 |
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). |
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 $1.5 million, $1.2 million, $1.4 million for the years ended August 31, 2023, 2022, and 2021, 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: Equipment 5 years Computer equipment 3 to 7 years Furniture and fixtures 5 to 7 years Leasehold improvements Shorter 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 selling, general, and administrative expenses on the consolidated statements of operations. Maintenance of and minor upgrades to internal-use software are also classified as selling, 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 consolidated balance sheets. |
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. The goodwill recorded in the Immunetrics reporting unit as of August 31, 2023, was $6.2 million. |
Other Intangible Assets | The following table summarizes other intangible assets as of August 31, 2023: (in thousands) Amortization Acquisition Accumulated Net Book Value Trade names None $ 4,210 $ — $ 4,210 Covenants not to compete Straight line 2 to 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 The following table summarizes other intangible assets as of August 31, 2022: (in thousands) Amortization Acquisition Accumulated Net Book Value Trade names None $ 2,910 $ — $ 2,910 Covenants not to compete Straight line 3 years 60 48 12 Customer relationships Straight line 8 to 14 years 5,550 2,534 3,016 ERP Straight line 15 years 1,702 80 1,622 $ 10,222 $ 2,662 $ 7,560 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Assets and liabilities recorded at fair value in the 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 I Inputs that are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement date. Level II Inputs, 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 III Unobservable 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 August 31, 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 August 31, 2023 and 2022, 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 August 31, 2023, and 2022. The following tables summarize our short-term investments as of August 31, 2023, and August 31, 2022: August 31, 2023 (in thousands) Amortized Cost Gross Gross 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 August 31, 2022 (in thousands) Amortized Cost Gross Gross Fair Value Commercial notes (due within one year) $ 72,168 $ — $ (839) $ 71,329 Term deposits (due within one year) 4,500 — — 4,500 Total $ 76,668 $ — $ (839) $ 75,829 As of August 31, 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 Consolidated Statement of Operations. The following is a reconciliation of contingent consideration at fair value: (in thousands) Amount Contingent consideration at acquisition date 4,100 Change in fair value of contingent consideration 680 Contingent consideration as of August 31, 2023 $ 4,780 |
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 February 2012, we bought out the royalty agreement with Enslein Research. The cost of $0.1 million is being amortized over 10 years under the straight-line method. 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 ShareWe 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 CompensationCompensation 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 expense related to stock options, not including shares issued to directors for services, was $4.3 million, $2.7 million, and $2.4 million for the years ended August 31, 2023, 2022, and 2021, 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. As of August 31, 2023, we recognized a $0.5 million impairment charge related to the Cognigen trade name, and it is included in SG&A expenses. The Cognigen trade name fair valuation was measured during the acquisition of Cognigen. Management determined to no longer use the Cognigen trade name and to instead focus our marketing strategy on promoting the Simulations Plus brand and our portfolio of products and services. As the Company's other acquired trade names relate to marketed products actively sold to customers, and following management's assessment of other possible triggering events that could indicate a risk of impairment, management concluded that no impairment of other intangible assets or goodwill was necessary. No impairment losses were recorded during the years ended 2022 and 2021. |
Recently Issued Accounting Standards and Recently Adopted Accounting Standards | Recently Issued Accounting Standards None. 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 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 consolidated financial statements. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Aug. 31, 2023 | |
Accounting Policies [Abstract] | |
Disaggregation of Revenue | The components of disaggregation of revenue for the years ended August 31, 2023, 2022, and 2021 were as follows: Years ended August 31, (in thousands) 2023 2022 2021 Software licenses Point in time $ 35,369 $ 31,587 $ 26,725 Over time 1,148 1,055 945 Services Over time 23,060 21,264 18,796 Total revenue $ 59,577 $ 53,906 $ 46,466 |
Schedule of Geographical Revenues | Geographical revenues for the years ended August 31, 2023, 2022, and 2021 were as follows: Years ended August 31, (in thousands) 2023 2022 2021 $ % of total $ % of total $ % of total Americas $ 40,817 69 % $ 37,681 70 % $ 32,549 70 % EMEA 11,713 20 % 10,388 19 % 7,906 17 % Asia Pacific 7,047 12 % 5,837 11 % 6,011 13 % Total $ 59,577 100 % $ 53,906 100 % $ 46,466 100 % |
Accounts Receivable, Allowance for Credit Loss | The activity in the allowance for credit losses related to our trade receivables is summarized as follows: Years ended August 31, (in thousands) 2023 2022 2021 Balance, beginning of period $ 12 $ 78 $ 50 Provision for expected credit losses 77 (66) 28 Write-offs (43) — — Balance, end of period $ 46 $ 12 $ 78 |
Property and Equipment estimated useful lives | Depreciation and amortization are calculated using the straight-line method over the estimated useful lives as follows: Equipment 5 years Computer equipment 3 to 7 years Furniture and fixtures 5 to 7 years Leasehold improvements Shorter of the asset life or lease term |
Lease, Cost | Supplemental balance sheet information related to operating leases was as follows as of August 31, 2023: (in thousands) Right of use assets $ 1,247 Lease liabilities, current $ 442 Lease liabilities, long-term $ 755 Operating lease costs $ 463 Weighted-average remaining lease term 3.29 years Weighted-average discount rate 4.91 % |
Schedule of Finite-Lived Intangible Assets | The following table summarizes other intangible assets as of August 31, 2023: (in thousands) Amortization Acquisition Accumulated Net Book Value Trade names None $ 4,210 $ — $ 4,210 Covenants not to compete Straight line 2 to 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 The following table summarizes other intangible assets as of August 31, 2022: (in thousands) Amortization Acquisition Accumulated Net Book Value Trade names None $ 2,910 $ — $ 2,910 Covenants not to compete Straight line 3 years 60 48 12 Customer relationships Straight line 8 to 14 years 5,550 2,534 3,016 ERP Straight line 15 years 1,702 80 1,622 $ 10,222 $ 2,662 $ 7,560 |
Finite-lived Intangible Assets Amortization Expense | Estimated future amortization of finite-lived intangible assets for the next five years is as follows: (in thousands) Years ending August 31, Amount 2024 $ 960 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 August 31, 2023, and August 31, 2022: August 31, 2023 (in thousands) Amortized Cost Gross Gross 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 August 31, 2022 (in thousands) Amortized Cost Gross Gross Fair Value Commercial notes (due within one year) $ 72,168 $ — $ (839) $ 71,329 Term deposits (due within one year) 4,500 — — 4,500 Total $ 76,668 $ — $ (839) $ 75,829 |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination | The following table summarizes intellectual property as of August 31, 2023: (in thousands) Amortization Acquisition Accumulated Net Book 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 The following table summarizes intellectual property as of August 31, 2022: (in thousands) Amortization Acquisition Accumulated Net Book Royalty Agreement buy out-Enslein Research Straight line 10 years $ 75 $ 75 $ — Termination/nonassertion agreement-TSRL Inc. Straight line 10 years 6,000 4,975 1,025 Developed technologies–DILIsym acquisition Straight line 9 years 2,850 1,662 1,188 Intellectual rights of Entelos Holding Company Straight line 10 years 50 20 30 Developed technologies–Lixoft acquisition Straight line 16 years 8,010 1,196 6,814 $ 16,985 $ 7,928 $ 9,057 Estimated useful life Amount Indefinite-lived: Trade names Indefinite $ 1,800 Definite-lived: Customer relationships 9 years 3,780 Developed technologies 5 years 1,080 Covenants not to compete 2 years 30 Total definite-lived intangible assets 4,890 Total intangible assets $ 6,690 |
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 2024 $ 1,434 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 years ended August 31, 2023, 2022, and 2021 were as follows: Years ended August 31, (in thousands) 2023 2022 2021 Numerator Net income attributable to common shareholders $ 9,961 $ 12,483 $ 9,782 Denominator Weighted-average number of common shares outstanding during the year 20,075 20,196 20,045 Dilutive effect of stock options 390 553 698 Common stock and common stock equivalents used for diluted earnings per share 20,465 20,749 20,743 |
Schedule of Goodwill | Reconciliation of Goodwill as of August 31, 2023, 2022, and 2021: (in thousands) Cognigen DILIsym Lixoft Immunetrics Total Balance, August 31, 2021 $ 4,789 $ 5,598 $ 2,534 $ — $ 12,921 Addition — — — — — Impairments — — — — — Balance, August 31, 2022 4,789 5,598 2,534 — 12,921 Addition — — — 6,178 6,178 Impairments — — — — — Balance, August 31, 2023 $ 4,789 $ 5,598 $ 2,534 $ 6,178 $ 19,099 |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration | The following is a reconciliation of contingent consideration at fair value: (in thousands) Amount Contingent consideration at acquisition date 4,100 Change in fair value of contingent consideration 680 Contingent consideration as of August 31, 2023 $ 4,780 |
OTHER INCOME (EXPENSE), NET (Ta
OTHER INCOME (EXPENSE), NET (Tables) | 12 Months Ended |
Aug. 31, 2023 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Nonoperating Income (Expense) | The components of other income (expense), net for the years ended August 31, 2023, 2022, and 2021, were as follows: Years ended August 31, (in thousands) 2023 2022 2021 Interest income $ 4,131 $ 717 $ 201 Interest expense — — (22) Change in fair valuation of contingent consideration (680) (283) (486) (Loss) gain on disposal of assets (6) 1 — (Loss) gain on currency exchange (475) (231) 139 Total other income (expense), net $ 2,970 $ 204 $ (168) |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Aug. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consisted of the following: (in thousands) August 31, 2023 August 31, 2022 Equipment $ 316 $ 346 Computer equipment 809 860 Furniture and fixtures 48 61 Leasehold improvements 24 13 Construction in progress 134 — Subtotal 1,331 1,280 Less accumulated depreciation (660) (648) Total $ 671 $ 632 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Aug. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Lessee, Operating Lease, Liability, Maturity | Lease liability maturities as of August 31, 2023, were as follows: (in thousands) Years ending August 31, Amount 2024 $ 473 2025 390 2026 293 2027 140 2028 68 Total undiscounted liabilities 1,364 Less: imputed interest (167) Total operating lease liabilities (including current portion) $ 1,197 |
SHAREHOLDERS' EQUITY (Tables)
SHAREHOLDERS' EQUITY (Tables) | 12 Months Ended |
Aug. 31, 2023 | |
Equity [Abstract] | |
Schedule of Shares Outstanding | Shares Outstanding Shares of Company common stock outstanding for the years ended August 31, 2023, 2022, and 2021 were as follows: (in thousands) Years ended August 31, 2023 2022 2021 Common stock outstanding, beginning of period 20,260 20,142 19,923 Common stock repurchased during the period * (492) — — Common stock issued during the period 170 119 218 Common stock outstanding, end of period 19,938 20,260 20,142 *Common stock repurchased per the ASR Agreement, as discussed in further detail, below. |
Schedule of Dividends Payable | Dividends The Company’s Board of Directors declared cash dividends during the fiscal years 2023 and 2022. The details of dividends paid are in the following tables: (in thousands, except dividend per share) For the year ended August 31, 2023 Record Date Distribution Date Number of Shares Dividend per Total Amount 10/31/2022 11/07/2022 20,299 $ 0.06 $ 1,218 1/30/2023 2/06/2023 19,924 $ 0.06 1,195 4/24/2023 5/01/2023 19,999 $ 0.06 1,200 7/31/2023 8/07/2023 19,931 $ 0.06 1,196 Total $ 4,809 (in thousands, except dividend per share) For the year ended August 31, 2022 Record Date Distribution Date Number of Shares Dividend per Total Amount 10/25/2021 11/01/2021 20,148 $ 0.06 $ 1,209 1/31/2022 2/07/2022 20,178 $ 0.06 1,211 4/25/2022 5/02/2022 20,207 $ 0.06 1,212 7/25/2022 8/01/2022 20,239 $ 0.06 1,214 Total $ 4,846 |
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 year ended August 31, 2023 Number of Weighted-Average Weighted-Average Outstanding, August 31, 2022 1,245 $ 28.61 6.14 years Granted 465 43.78 Exercised (170) 12.59 Canceled/Forfeited (62) 43.14 Outstanding, August 31, 2023 1,478 $ 34.62 6.62 years Vested and Exercisable, August 31, 2023 696 $ 24.26 4.54 years Vested and Expected to Vest, August 31, 2023 1,471 $ 34.56 6.61 years (in thousands, except per share and weighted-average amounts) Activity for the year ended August 31, 2022 Number of Weighted-Average Weighted-Average Outstanding, August 31, 2021 1,184 $ 25.63 6.47 years Granted 255 42.13 Exercised (104) 16.15 Canceled/Forfeited (90) 42.30 Outstanding, August 31, 2022 1,245 $ 28.61 6.14 years Vested and Exercisable, August 31, 2022 711 $ 17.65 4.47 years Vested and Expected to Vest, August 31, 2022 1,236 $ 28.51 6.12 years (in thousands, except per share and weighted-average amounts) Activity for the year ended August 31, 2021 Number of Weighted-Average Weighted-Average Outstanding, August 31, 2020 1,224 $ 17.76 6.79 years Granted 226 57.60 Exercised (204) 12.53 Canceled/Forfeited (62) 29.83 Outstanding, August 31, 2021 1,184 $ 25.63 6.47 years Vested and Exercisable, August 31, 2021 619 $ 13.36 4.95 years Vested and Expected to Vest, August 31, 2021 1,173 $ 25.69 6.47 years |
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value | The following table summarizes the Intrinsic Value of options outstanding and options exercisable: (in thousands) Intrinsic Value Intrinsic Intrinsic As of August 31, 2023 $ 25,705 $ 19,373 $ 11,554 As of August 31, 2022 $ 39,208 $ 30,187 $ 3,572 As of August 31, 2021 $ 17,875 $ 15,742 $ 5,135 |
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 years ended August 31, 2023, 2022, and 2021: (in thousands, except weighted-average amounts) 2023 2022 2021 Estimated fair value of awards granted $ 10,067 $ 4,597 $ 5,092 Unvested Forfeiture Rate 0.22 % 1.04 % 0.00 % Weighted-average grant price $ 43.78 $ 42.13 $ 57.60 Weighted-average market price $ 43.78 $ 42.13 $ 57.60 Weighted-average volatility 46.14 % 42.80 % 40.49 % Weighted-average risk-free rate 4.29 % 1.74 % 0.64 % Weighted-average dividend yield 0.55 % 0.58 % 0.42 % Weighted-average expected life 6.55 years 6.59 years 6.63 years |
Share-based Payment Arrangement, Option, Exercise Price Range | The exercise prices for the options outstanding at August 31, 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 Price Awards Outstanding Awards Exercisable Low High Quantity Weighted -Average Weighted-Average Quantity Weighted-Average Weighted-Average $ 6.85 $ 9.77 203 1.96 years $ 8.69 203 1.96 years $ 8.69 $ 9.78 $ 18.76 148 3.49 years $ 10.11 148 3.49 years $ 10.11 $ 18.77 $ 33.40 205 5.64 years $ 25.30 141 5.54 years $ 24.51 $ 33.41 $ 47.63 649 8.70 years $ 42.13 81 7.03 years $ 37.96 $ 47.64 $ 66.14 273 7.56 years $ 56.33 123 7.32 years $ 57.87 1,478 6.62 years $ 34.62 696 4.54 years $ 24.26 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Aug. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The components of the income tax provision for the years ended August 31, 2023, 2022, and 2021 were as follows: (in thousands) 2023 2022 2021 Current Federal $ 2,990 $ 2,518 $ 1,315 State 696 611 450 Foreign 144 (228) 166 Total current tax expense 3,830 2,901 1,931 Deferred Federal (1,818) (4) (379) State (278) (265) (249) Total deferred federal and state (2,096) (269) (628) Total $ 1,734 $ 2,632 $ 1,303 |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the expected income tax computed using the federal statutory income tax rate to the Company's effective income tax rate is as follows for the years ended August 31, 2023, 2022, and 2021: 2023 2022 2021 Income tax computed at federal statutory tax rate 21.0 % 21.0 % 21.0 % State taxes, net of federal benefit 4.7 3.2 2.0 Meals & entertainment 0.1 — — Stock-based compensation 2.1 0.6 (6.8) Other permanent differences 3.3 0.4 (0.3) Research and development credit (2.2) (2.2) (1.6) Foreign-tax-related differences (8.2) (3.2) (2.6) Research & credit adjustments to expense — — 0.2 Change in prior year estimated taxes (6.0) (2.4) (0.1) Total 14.8 % 17.4 % 11.8 % |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company's deferred tax assets and liabilities for income taxes for the years ended August 31, 2023, and 2022 are as follows: (in thousands) 2023 2022 Deferred tax assets: Accrued compensation $ 865 $ 563 Deferred revenue 103 241 Capitalized merger costs 696 703 Operating lease liability 285 — Intellectual property — 7 Research and development credits 274 347 Foreign tax credits — 101 State taxes (19) 128 Allowance for doubtful accounts 11 3 State tax deferred — 28 Capitalized Research & Development 1,079 — Share-Based Compensation 1,104 — Net Operating Loss Carryforward 2,142 — Total deferred tax assets 6,540 2,121 Less: Valuation allowance — — Deferred tax asset 6,540 2,121 Deferred tax liabilities: Property and equipment (90) (109) Operating lease right-of-use assets (295) — Unrealized Gain/(Loss) (122) — State tax deferred — (30) Intellectual property (2,353) (1,139) Capitalized computer software development costs (2,242) (2,299) Total deferred tax liabilities (5,102) (3,577) Net deferred tax assets (liabilities) $ 1,438 $ (1,456) |
Summary of Operating Loss Carryforwards | Net Operating Loss is summarized as follows: (in thousands) Amount Federal NOL as of August 31, 2023 $ 17,775 Subject to expiration 14,440 Carried forward indefinitely 3,335 Amount to expire before Section 382 limitation lifts 9,333 Pennsylvania NOL as of August 31, 2023 16,054 Subject to expiration 16,054 Carried forward indefinitely — Amount to expire before Section 382 limitation lifts 10,935 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Aug. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following tables summarize the results for each segment as follows for the years ended August 31, 2023, 2022, and 2021: (in thousands) Year ended August 31, 2023 Software Services Total Revenues $ 36,517 $ 23,060 $ 59,577 Cost of revenues 3,627 8,003 11,630 Gross profit $ 32,890 $ 15,057 $ 47,947 Gross margin 90 % 65 % 80 % Our software business and services business represented 61% and 39% of total revenue, respectively, for the year ended August 31, 2023. (in thousands) Year ended August 31, 2022 Software Services Total Revenues $ 32,642 $ 21,264 $ 53,906 Cost of revenues 3,060 7,762 10,822 Gross profit $ 29,582 $ 13,502 $ 43,084 Gross margin 91 % 63 % 80 % Our software business and services business represented 61% and 39% of total revenue, respectively, for the year ended August 31, 2022. (in thousands) Year ended August 31, 2021 Software Services Total Revenues $ 27,670 $ 18,796 $ 46,466 Cost of revenues 3,235 7,365 10,600 Gross profit $ 24,435 $ 11,431 $ 35,866 Gross margin 88 % 61 % 77 % Our software business and services business represented 60% and 40% of total revenue, respectively, for the year ended August 31, 2021. |
ACQUISITION (Tables)
ACQUISITION (Tables) | 12 Months Ended |
Aug. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the allocation of the preliminary purchase price for Immunetrics: (in thousands) Base merger consideration $ 12,000 Fair value of earnout 4,100 Cash on hand 1,247 Adjustment to purchase price for closing indebtedness (122) Net working capital adjustment (377) D&O Tail (7) Bonus compensation to Immunetrics staff (1,586) Total purchase price 15,255 Fair value of identifiable assets acquired: Cash 1,132 Accounts receivable 511 Security deposit 12 ROU asset 227 Deferred tax assets 799 Trade names 1,800 Customer relationships 3,780 Developed Tech 1,080 Non-competes 30 9,371 Fair value of liabilities assumed: Lease liability 227 Selling shareholders' D&O tail responsibility 7 Deferred revenue 60 294 Fair value of identifiable assets acquired and liabilities assumed 9,077 Goodwill $ 6,178 |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination | The following table summarizes intellectual property as of August 31, 2023: (in thousands) Amortization Acquisition Accumulated Net Book 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 The following table summarizes intellectual property as of August 31, 2022: (in thousands) Amortization Acquisition Accumulated Net Book Royalty Agreement buy out-Enslein Research Straight line 10 years $ 75 $ 75 $ — Termination/nonassertion agreement-TSRL Inc. Straight line 10 years 6,000 4,975 1,025 Developed technologies–DILIsym acquisition Straight line 9 years 2,850 1,662 1,188 Intellectual rights of Entelos Holding Company Straight line 10 years 50 20 30 Developed technologies–Lixoft acquisition Straight line 16 years 8,010 1,196 6,814 $ 16,985 $ 7,928 $ 9,057 Estimated useful life Amount Indefinite-lived: Trade names Indefinite $ 1,800 Definite-lived: Customer relationships 9 years 3,780 Developed technologies 5 years 1,080 Covenants not to compete 2 years 30 Total definite-lived intangible assets 4,890 Total intangible assets $ 6,690 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Estimated future amortization of finite-lived intangible assets for the next five years is as follows: (in thousands) Years ending August 31, Amount 2024 $ 580 2025 $ 580 2026 $ 580 2027 $ 580 2028 $ 535 |
Business Acquisition, Pro Forma Information | (Pro forma) (Pro forma) (in thousands) (unaudited) (unaudited) Revenue $ 63,054 $ 57,010 Net income $ 11,422 $ 11,889 * Balances include actual results from acquisition date of June 16, 2023 through August 31, 2023. |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES - (Details - Revenue recognition) - USD ($) $ in Millions | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Accounting Policies [Abstract] | |||
Remaining performance obligations | $ 11.8 | ||
Remaining performance obligations, percentage | 95% | ||
Contract with customer, asset, after allowance for credit loss | $ 2.7 | $ 1.7 | $ 3.2 |
Contract with customer, liability, revenue recognized | $ 2.6 | $ 0.6 |
SIGNIFICANT ACCOUNTING POLICI_5
SIGNIFICANT ACCOUNTING POLICIES (Details Disaggregation of Revenue) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||
Total revenues | $ 59,577 | $ 53,906 | $ 46,466 |
Software licenses | Point in time | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total revenues | 35,369 | 31,587 | 26,725 |
Software licenses | Over time | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total revenues | 1,148 | 1,055 | 945 |
Services | Over time | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total revenues | $ 23,060 | $ 21,264 | $ 18,796 |
SIGNIFICANT ACCOUNTING POLICI_6
SIGNIFICANT ACCOUNTING POLICIES (Details - Schedule of Geographical Revenues) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||
Total revenues | $ 59,577 | $ 53,906 | $ 46,466 |
Revenue Benchmark | Product Concentration Risk | |||
Finite-Lived Intangible Assets [Line Items] | |||
Concentration risk, percentage | 100% | 100% | 100% |
Americas | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total revenues | $ 40,817 | $ 37,681 | $ 32,549 |
Americas | Revenue Benchmark | Product Concentration Risk | |||
Finite-Lived Intangible Assets [Line Items] | |||
Concentration risk, percentage | 69% | 70% | 70% |
EMEA | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total revenues | $ 11,713 | $ 10,388 | $ 7,906 |
EMEA | Revenue Benchmark | Product Concentration Risk | |||
Finite-Lived Intangible Assets [Line Items] | |||
Concentration risk, percentage | 20% | 19% | 17% |
Asia Pacific | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total revenues | $ 7,047 | $ 5,837 | $ 6,011 |
Asia Pacific | Revenue Benchmark | Product Concentration Risk | |||
Finite-Lived Intangible Assets [Line Items] | |||
Concentration risk, percentage | 12% | 11% | 13% |
SIGNIFICANT ACCOUNTING POLICI_7
SIGNIFICANT ACCOUNTING POLICIES (Details - Allowance For Credit Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Balance, beginning of period | $ 12 | $ 78 | $ 50 |
Provision for expected credit losses | 77 | (66) | 28 |
Write-offs | (43) | 0 | 0 |
Balance, end of period | $ 46 | $ 12 | $ 78 |
SIGNIFICANT ACCOUNTING POLICI_8
SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |||||||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | Feb. 28, 2022 | Apr. 02, 2020 | Sep. 30, 2018 | Jun. 02, 2017 | May 15, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||||||||
Capitalized computer software, amortization, maximum period | 5 years | |||||||
Capitalized computer software, amortization | $ 1,500 | $ 1,200 | $ 1,400 | |||||
Goodwill | 6,178 | 0 | ||||||
Stock-based compensation | 4,300 | 2,700 | 2,400 | |||||
Immunetrics | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Goodwill | 6,178 | 0 | ||||||
Cognigen | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Goodwill | 0 | 0 | ||||||
Other Intangible Assets | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Amortization of intangible assets | 600 | 600 | 500 | |||||
Acquisition Value | 14,932 | 10,222 | ||||||
Intellectual Properties | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Amortization of intangible assets | 1,400 | $ 1,400 | $ 1,400 | |||||
Royalty Agreements | Enslien | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Acquisition Value | $ 100 | |||||||
Term And Nonassertion Agr | T S R L | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Acquisition Value | $ 6,000 | |||||||
Certain Developed Technologies | DILIsym | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Acquisition Value | $ 2,900 | |||||||
Certain Developed Technologies | Lixoft | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Acquisition Value | $ 8,000 | |||||||
Certain intellectual Property Rights | Entelos Holding Co | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Acquisition Value | $ 100 | |||||||
Trade names | Cognigen | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Impairment of tradenames | $ 500 |
SIGNIFICANT ACCOUNTING POLICI_9
SIGNIFICANT ACCOUNTING POLICIES (Details - Useful lives) | Aug. 31, 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 |
SIGNIFICANT ACCOUNTING POLIC_10
SIGNIFICANT ACCOUNTING POLICIES (Details - Lease cost) - USD ($) $ in Thousands | 12 Months Ended | |
Aug. 31, 2023 | Aug. 31, 2022 | |
Accounting Policies [Abstract] | ||
Right of use assets | $ 1,247 | $ 1,420 |
Lease liabilities, current | 442 | 461 |
Lease liabilities, long-term | 755 | $ 943 |
Operating lease costs | $ 463 | |
Weighted-average remaining lease term | 3 years 3 months 14 days | |
Weighted-average discount rate | 4.91% |
SIGNIFICANT ACCOUNTING POLIC_11
SIGNIFICANT ACCOUNTING POLICIES (Details - Goodwill) - USD ($) $ in Thousands | 12 Months Ended | |
Aug. 31, 2023 | Aug. 31, 2022 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 12,921 | $ 12,921 |
Goodwill | 6,178 | 0 |
Impairments | 0 | 0 |
Goodwill, ending balance | 19,099 | 12,921 |
Cognigen | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 4,789 | 4,789 |
Goodwill | 0 | 0 |
Impairments | 0 | 0 |
Goodwill, ending balance | 4,789 | 4,789 |
DILIsym | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 5,598 | 5,598 |
Goodwill | 0 | 0 |
Impairments | 0 | 0 |
Goodwill, ending balance | 5,598 | 5,598 |
Lixoft | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 2,534 | 2,534 |
Goodwill | 0 | 0 |
Impairments | 0 | 0 |
Goodwill, ending balance | 2,534 | 2,534 |
Immunetrics | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 0 | 0 |
Goodwill | 6,178 | 0 |
Impairments | 0 | 0 |
Goodwill, ending balance | $ 6,178 | $ 0 |
SIGNIFICANT ACCOUNTING POLIC_12
SIGNIFICANT ACCOUNTING POLICIES (Details - Other Intangible Assets) - USD ($) $ in Thousands | Aug. 31, 2023 | Aug. 31, 2022 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Infinite lived intangible assets, acquisition value | $ 4,210 | $ 2,910 |
Accumulated Amortization | 0 | 0 |
Indefinite-lived intangible assets, net book value | 4,210 | $ 2,910 |
Covenants not to compete | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 3 years | |
Acquisition Value | 30 | $ 60 |
Accumulated Amortization | 3 | 48 |
Net Book Value | $ 27 | 12 |
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 | $ 350 | |
Accumulated Amortization | 10 | |
Net Book Value | $ 340 | |
Other internal use software | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 3 years | |
Other internal use software | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 5 years | |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Acquisition Value | $ 8,230 | 5,550 |
Accumulated Amortization | 1,887 | 2,534 |
Net Book Value | $ 6,343 | $ 3,016 |
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 | $ 2,112 | $ 1,702 |
Accumulated Amortization | 207 | 80 |
Net Book Value | 1,905 | 1,622 |
Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Acquisition Value | 14,932 | 10,222 |
Accumulated Amortization | 2,107 | 2,662 |
Net Book Value | $ 12,825 | $ 7,560 |
SIGNIFICANT ACCOUNTING POLIC_13
SIGNIFICANT ACCOUNTING POLICIES (Details - Amortization schedule) - Finite-Lived Intangible Assets, Other $ in Thousands | Aug. 31, 2023 USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
2024 | $ 960 |
2025 | 957 |
2026 | 945 |
2027 | 898 |
2028 | $ 755 |
SIGNIFICANT ACCOUNTING POLIC_14
SIGNIFICANT ACCOUNTING POLICIES (Details - Fair value measurements) - USD ($) $ in Thousands | Aug. 31, 2023 | Aug. 31, 2022 |
Defined Benefit Plan Disclosure [Line Items] | ||
Amortized Cost | $ 57,940 | $ 76,668 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (115) | (839) |
Fair Value | 57,825 | 75,829 |
Commercial notes (due within one year) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Amortized Cost | 53,940 | 72,168 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (115) | (839) |
Fair Value | 53,825 | 71,329 |
Term deposits (due within one year) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Amortized Cost | 4,000 | 4,500 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | $ 4,000 | $ 4,500 |
SIGNIFICANT ACCOUNTING POLIC_15
SIGNIFICANT ACCOUNTING POLICIES (Details - Reconciliation Of Contingent Consideration) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration [Abstract] | |||
Contingent consideration at acquisition date | $ 4,100 | ||
Change in fair value of contingent consideration | 680 | $ 283 | $ 486 |
Contingent consideration | $ 4,780 |
SIGNIFICANT ACCOUNTING POLIC_16
SIGNIFICANT ACCOUNTING POLICIES (Details - Intellectual property) - USD ($) $ in Thousands | Aug. 31, 2023 | Jun. 30, 2023 | Aug. 31, 2022 | Feb. 28, 2022 | Apr. 02, 2020 | Sep. 30, 2018 | Jun. 02, 2017 | May 15, 2014 |
Royalty Agreements | Enslien | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Amortization Period | 10 years | |||||||
Acquisition Value | $ 100 | |||||||
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 | DILIsym | ||||||||
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 | $ 1,080 | $ 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 | $ 16,985 | ||||||
Accumulated Amortization | 9,301 | 7,928 | ||||||
Net Book Value | $ 8,689 | $ 9,057 | ||||||
Intellectual property | Enslien | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Amortization Period | 10 years | |||||||
Acquisition Value | $ 75 | |||||||
Accumulated Amortization | 75 | |||||||
Net Book Value | $ 0 | |||||||
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 | 5,575 | 4,975 | ||||||
Net Book Value | $ 425 | $ 1,025 | ||||||
Intellectual property | Lixoft | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Amortization Period | 16 years | 16 years | ||||||
Acquisition Value | $ 8,010 | $ 8,010 | ||||||
Accumulated Amortization | 1,678 | 1,196 | ||||||
Net Book Value | $ 6,332 | $ 6,814 | ||||||
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 | 1,978 | 1,662 | ||||||
Net Book Value | $ 872 | $ 1,188 | ||||||
Intellectual property | Entelos | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Amortization Period | 10 years | 10 years | ||||||
Acquisition Value | $ 50 | $ 50 | ||||||
Accumulated Amortization | 25 | 20 | ||||||
Net Book Value | $ 25 | $ 30 | ||||||
Intellectual property | Immunetrics | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Amortization Period | 5 years | 5 years | ||||||
Accumulated Amortization | $ 45 | |||||||
Net Book Value | $ 1,035 |
SIGNIFICANT ACCOUNTING POLIC_17
SIGNIFICANT ACCOUNTING POLICIES (Details - Amortization expenses) - Intellectual property $ in Thousands | Aug. 31, 2023 USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
2024 | $ 1,434 |
2025 | 1,009 |
2026 | 933 |
2027 | 693 |
2028 | $ 648 |
SIGNIFICANT ACCOUNTING POLIC_18
SIGNIFICANT ACCOUNTING POLICIES (Details - Earnings per share) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||||||||||
Jul. 31, 2023 | Apr. 24, 2023 | Jan. 30, 2023 | Oct. 31, 2022 | Jul. 25, 2022 | Apr. 25, 2022 | Jan. 31, 2022 | Oct. 25, 2021 | Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Numerator | |||||||||||
Net income attributable to common shareholders | $ 9,961 | $ 12,483 | $ 9,782 | ||||||||
Denominator | |||||||||||
Weighted-average number of common shares outstanding during the year (in shares) | 19,931 | 19,999 | 19,924 | 20,299 | 20,239 | 20,207 | 20,178 | 20,148 | 20,075 | 20,196 | 20,045 |
Dilutive effect of stock options (in shares) | 390 | 553 | 698 | ||||||||
Common stock and common stock equivalents used for diluted earnings per share (in shares) | 20,465 | 20,749 | 20,743 |
SIGNIFICANT ACCOUNTING POLIC_19
SIGNIFICANT ACCOUNTING POLICIES (Details - Impairment of Long-Lived Assets) $ in Millions | 12 Months Ended |
Aug. 31, 2023 USD ($) | |
Cognigen | Trade names | |
Finite-Lived Intangible Assets [Line Items] | |
Impairment of tradenames | $ 0.5 |
OTHER INCOME (EXPENSE), NET (De
OTHER INCOME (EXPENSE), NET (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Other Income and Expenses [Abstract] | |||
Interest income | $ 4,131 | $ 717 | $ 201 |
Interest expense | 0 | 0 | (22) |
Change in fair valuation of contingent consideration | (680) | (283) | (486) |
(Loss) gain on disposal of assets | (6) | 1 | 0 |
(Loss) gain on currency exchange | (475) | (231) | 139 |
Total other income (expense), net | $ 2,970 | $ 204 | $ (168) |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Aug. 31, 2023 | Aug. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Subtotal | $ 1,331 | $ 1,280 |
Less accumulated depreciation | (660) | (648) |
Total | 671 | 632 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Subtotal | 316 | 346 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Subtotal | 809 | 860 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Subtotal | 48 | 61 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Subtotal | 24 | 13 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Subtotal | $ 134 | $ 0 |
PROPERTY AND EQUIPMENT (Detai_2
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) $ in Millions | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $ 0.2 | $ 0.3 | $ 0.2 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | 12 Months Ended | ||||
May 25, 2023 USD ($) ft² | Feb. 17, 2023 USD ($) ft² | Aug. 31, 2023 USD ($) ft² renewal_term | Aug. 31, 2022 USD ($) | Aug. 31, 2021 USD ($) | |
Line of Credit Facility [Line Items] | |||||
Operating lease, expense | $ 500 | $ 600 | $ 700 | ||
Durham, North Carolina | |||||
Line of Credit Facility [Line Items] | |||||
Annual rent increase | 0.03 | ||||
Lessee, operating lease, renewal term | 60 months | ||||
Lessee, operating lease, renewal term, notice | 9 months | ||||
Durham, North Carolina | Maximum | |||||
Line of Credit Facility [Line Items] | |||||
Area of land | ft² | 3,386 | ||||
Operating lease, expense | $ 8 | ||||
Durham, North Carolina | Minimum | |||||
Line of Credit Facility [Line Items] | |||||
Area of land | ft² | 1,510 | ||||
Operating lease, expense | $ 4 | ||||
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 | Maximum | |||||
Line of Credit Facility [Line Items] | |||||
Area of land | ft² | 9,255 | ||||
Operating lease, expense | $ 18 | ||||
Lancaster, California | Minimum | |||||
Line of Credit Facility [Line Items] | |||||
Area of land | ft² | 4,200 | ||||
Operating lease, expense | $ 8 | ||||
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 | renewal_term | 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 | renewal_term | 1 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Schedule of Operating Lease Liability Maturity Payments for Operating Leases (Details) $ in Thousands | Aug. 31, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2024 | $ 473 |
2025 | 390 |
2026 | 293 |
2027 | 140 |
2028 | 68 |
Total undiscounted liabilities | 1,364 |
Less: imputed interest | (167) |
Total operating lease liabilities (including current portion) | $ 1,197 |
SHAREHOLDERS' EQUITY (Details -
SHAREHOLDERS' EQUITY (Details - Shares Outstanding) - shares shares in Thousands | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Common stock outstanding, beginning of year (in shares) | 20,260 | 20,142 | 19,923 |
Common stock repurchased during the period (in shares) | (492) | 0 | 0 |
Common stock issued during the period (in shares) | 170 | 119 | 218 |
Common stock outstanding, end of year (in shares) | 19,938 | 20,260 | 20,142 |
SHAREHOLDERS EQUITY (Details -
SHAREHOLDERS EQUITY (Details - Dividends) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||||||||||
Jul. 31, 2023 | Apr. 24, 2023 | Jan. 30, 2023 | Oct. 31, 2022 | Jul. 25, 2022 | Apr. 25, 2022 | Jan. 31, 2022 | Oct. 25, 2021 | Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Equity [Abstract] | |||||||||||
Record Date | Jul. 31, 2023 | Apr. 24, 2023 | Jan. 30, 2023 | Oct. 31, 2022 | Jul. 25, 2022 | Apr. 25, 2022 | Jan. 31, 2022 | Oct. 25, 2021 | |||
Distribution Date | Aug. 07, 2023 | May 01, 2023 | Feb. 06, 2023 | Nov. 07, 2022 | Aug. 01, 2022 | May 02, 2022 | Feb. 07, 2022 | Nov. 01, 2021 | |||
Weighted average number of shares outstanding, basic (in shares) | 19,931 | 19,999 | 19,924 | 20,299 | 20,239 | 20,207 | 20,178 | 20,148 | 20,075 | 20,196 | 20,045 |
Dividend per share (in usd per share) | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | |||
Total Amount | $ 1,196 | $ 1,200 | $ 1,195 | $ 1,218 | $ 1,214 | $ 1,212 | $ 1,211 | $ 1,209 | $ 4,809 | $ 4,846 |
SHAREHOLDERS' EQUITY (Details N
SHAREHOLDERS' EQUITY (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
May 20, 2023 | Jan. 11, 2023 | Aug. 31, 2023 | Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | Feb. 09, 2023 | Oct. 20, 2022 | Aug. 31, 2020 | Dec. 23, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Common stock, value, issued | $ 11 | $ 11 | ||||||||
Common stock and additional paid in capital | $ 145,000 | $ 145,000 | ||||||||
Repurchase and retirement of common shares | $ 20,000 | |||||||||
Stock repurchase program, authorized amount | $ 50,000 | |||||||||
Common stock repurchased during the period (in shares) | 83,356 | 408,685 | 408,685 | |||||||
Non Management Directors | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Shares issued as compensation (in shares) | 13,765,000 | 7,120,000 | 5,620,000 | |||||||
Shares issued, value, as compensation | $ 600 | $ 400 | $ 300 | |||||||
Equity Option | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Award outstanding, quantity (in shares) | 1,478,000 | 1,478,000 | 1,245,000 | 1,184,000 | 1,224,000 | |||||
Fair value of non-vested stock options | $ 15,600 | $ 15,600 | ||||||||
Nonvested award, cost not yet recognized, period for recognition | 3 years 3 months 29 days | |||||||||
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 | 1,300,000 |
SHAREHOLDERS EQUITY (Details _2
SHAREHOLDERS EQUITY (Details - Option activity) - $ / shares shares in Thousands | 12 Months Ended | |||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | Aug. 31, 2020 | |
Weighted-Average Exercise Price Per Share | ||||
Weighted-average exercise price per share, granted (in usd per share) | $ 43.78 | $ 42.13 | $ 57.60 | |
Equity Option | ||||
Number of Options | ||||
Outstanding, August 31, 2022 (in shares) | 1,245 | 1,184 | 1,224 | |
Number of options, granted (in shares) | 465 | 255 | 226 | |
Number of options, exercised (in shares) | (170) | (104) | (204) | |
Number of options, canceled/forfeited (in shares) | (62) | (90) | (62) | |
Outstanding, May 31, 2023 (in shares) | 1,478 | 1,245 | 1,184 | 1,224 |
Number of options, vested and exercisable (in shares) | 696 | 711 | 619 | |
Number of options, vested and expected to vest (in shares) | 1,471 | 1,236 | 1,173 | |
Weighted-Average Exercise Price Per Share | ||||
Outstanding weighted average exercise price (in usd per share) | $ 28.61 | $ 25.63 | $ 17.76 | |
Weighted-average exercise price per share, granted (in usd per share) | 43.78 | 42.13 | 57.60 | |
Weighted average exercise price per share, exercised (in usd per share) | 12.59 | 16.15 | 12.53 | |
Weighted-average exercise price per share, canceled/forfeited (in usd per share) | 43.14 | 42.30 | 29.83 | |
Outstanding weighted average exercise price (in usd per share) | 34.62 | 28.61 | 25.63 | $ 17.76 |
Vested and exercisable, end of period (in usd per share) | 24.26 | 17.65 | 13.36 | |
Vested and expected to Vest, end of period (in usd per share) | $ 34.56 | $ 28.51 | $ 25.69 | |
Weighted-average remaining contractual life, outstanding | 6 years 7 months 13 days | 6 years 1 month 20 days | 6 years 5 months 19 days | 6 years 9 months 14 days |
Weighted-average remaining contractual life, vested and exercisable | 4 years 6 months 14 days | 4 years 5 months 19 days | 4 years 11 months 12 days | |
Weighted-average remaining contractual life, vested and expected to vest | 6 years 7 months 9 days | 6 years 1 month 13 days | 6 years 5 months 19 days |
SHAREHOLDERS EQUITY (Details _3
SHAREHOLDERS EQUITY (Details - Intrinsic Value) - Equity Option - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Intrinsic Value of Options Outstanding | $ 25,705 | $ 39,208 | $ 17,875 |
Intrinsic Value of Options Exercisable | 19,373 | 30,187 | 15,742 |
Intrinsic Value of Options Exercised | $ 11,554 | $ 3,572 | $ 5,135 |
SHAREHOLDERS EQUITY (Details _4
SHAREHOLDERS EQUITY (Details - Fair value of options) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Equity [Abstract] | |||
Estimated fair value of awards granted | $ 10,067 | $ 4,597 | $ 5,092 |
Unvested Forfeiture Rate | 0.22% | 1.04% | 0% |
Weighted-average grant price (in usd per share) | $ 43.78 | $ 42.13 | $ 57.60 |
Weighted-average market price (in usd per share) | $ 43.78 | $ 42.13 | $ 57.60 |
Weighted-average volatility | 46.14% | 42.80% | 40.49% |
Weighted-average risk-free rate | 4.29% | 1.74% | 0.64% |
Weighted-average dividend yield | 0.55% | 0.58% | 0.42% |
Weighted-average expected life | 6 years 6 months 18 days | 6 years 7 months 2 days | 6 years 7 months 17 days |
SHAREHOLDERS EQUITY (Details _5
SHAREHOLDERS EQUITY (Details - Options outstanding and exercisable) - Equity Option - $ / shares shares in Thousands | 12 Months Ended | |||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | Aug. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award outstanding, quantity (in shares) | 1,478 | 1,245 | 1,184 | 1,224 |
Awards outstanding, weighted-average remaining contractual life | 6 years 7 months 13 days | |||
Awards outstanding, weighted average exercise price (in usd per share) | $ 34.62 | $ 28.61 | $ 25.63 | $ 17.76 |
Awards exercisable, quantity (in shares) | 696 | 711 | 619 | |
Awards exercisable, weighted-average remaining contractual life | 4 years 6 months 14 days | |||
Awards exercisable, weighted average exercise price (in usd per share) | $ 24.26 | $ 17.65 | $ 13.36 | |
$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) | 203 | |||
Awards outstanding, weighted-average remaining contractual life | 1 year 11 months 15 days | |||
Awards outstanding, weighted average exercise price (in usd per share) | $ 8.69 | |||
Awards exercisable, quantity (in shares) | 203 | |||
Awards exercisable, weighted-average remaining contractual life | 1 year 11 months 15 days | |||
Awards exercisable, weighted average exercise price (in usd per share) | $ 8.69 | |||
$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 5 months 26 days | |||
Awards outstanding, weighted average exercise price (in usd per share) | $ 10.11 | |||
Awards exercisable, quantity (in shares) | 148 | |||
Awards exercisable, weighted-average remaining contractual life | 3 years 5 months 26 days | |||
Awards exercisable, weighted average exercise price (in usd per share) | $ 10.11 | |||
$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) | 205 | |||
Awards outstanding, weighted-average remaining contractual life | 5 years 7 months 20 days | |||
Awards outstanding, weighted average exercise price (in usd per share) | $ 25.30 | |||
Awards exercisable, quantity (in shares) | 141 | |||
Awards exercisable, weighted-average remaining contractual life | 5 years 6 months 14 days | |||
Awards exercisable, weighted average exercise price (in usd per share) | $ 24.51 | |||
$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) | 649 | |||
Awards outstanding, weighted-average remaining contractual life | 8 years 8 months 12 days | |||
Awards outstanding, weighted average exercise price (in usd per share) | $ 42.13 | |||
Awards exercisable, quantity (in shares) | 81 | |||
Awards exercisable, weighted-average remaining contractual life | 7 years 10 days | |||
Awards exercisable, weighted average exercise price (in usd per share) | $ 37.96 | |||
$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) | 273 | |||
Awards outstanding, weighted-average remaining contractual life | 7 years 6 months 21 days | |||
Awards outstanding, weighted average exercise price (in usd per share) | $ 56.33 | |||
Awards exercisable, quantity (in shares) | 123 | |||
Awards exercisable, weighted-average remaining contractual life | 7 years 3 months 25 days | |||
Awards exercisable, weighted average exercise price (in usd per share) | $ 57.87 |
INCOME TAXES (Details - Income
INCOME TAXES (Details - Income tax provision) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
May 31, 2023 | May 31, 2022 | Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Current | |||||
Federal | $ 2,518 | $ 1,315 | $ 2,990 | ||
State | 611 | 450 | 696 | ||
Foreign | (228) | 166 | 144 | ||
Total current tax expense | 2,901 | 1,931 | 3,830 | ||
Deferred | |||||
Federal | (4) | (379) | (1,818) | ||
State | (265) | (249) | (278) | ||
Total deferred federal and state | (269) | (628) | (2,096) | ||
Total | $ 2,632 | $ 1,303 | $ 1,734 | $ 2,632 | $ 1,303 |
INCOME TAXES (Details - Reconci
INCOME TAXES (Details - Reconciliation) | 9 Months Ended | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | Aug. 31, 2023 | |
Income Tax Disclosure [Abstract] | |||
Income tax computed at federal statutory tax rate | 21% | 21% | 21% |
State taxes, net of federal benefit | 3.20% | 2% | 4.70% |
Meals & entertainment | 0% | 0% | 0.10% |
Stock-based compensation | 0.60% | (6.80%) | 2.10% |
Other permanent differences | 0.40% | (0.30%) | 3.30% |
Research and development credit | (2.20%) | (1.60%) | (2.20%) |
Foreign-tax-related differences | (3.20%) | (2.60%) | (8.20%) |
Research and development credit | 0% | 0.20% | 0% |
Change in prior year estimated taxes | (2.40%) | (0.10%) | (6.00%) |
Total | 17.40% | 11.80% | 14.80% |
INCOME TAXES (Details - Deferre
INCOME TAXES (Details - Deferred taxes) - USD ($) $ in Thousands | Aug. 31, 2023 | Aug. 31, 2022 |
Deferred tax assets: | ||
Accrued compensation | $ 865 | $ 563 |
Deferred revenue | 103 | 241 |
Capitalized merger costs | 696 | 703 |
Operating lease liability | 285 | 0 |
Intellectual property | 0 | 7 |
Research and development credits | 274 | 347 |
Research and development credits | 1,079 | 0 |
Foreign tax credits | 0 | 101 |
State taxes | (19) | |
State taxes | 128 | |
Allowance for doubtful accounts | 11 | 3 |
State tax deferred | 0 | 28 |
Share-Based Compensation | 1,104 | 0 |
Net Operating Loss Carryforward | 2,142 | 0 |
Total deferred tax assets | 6,540 | 2,121 |
Less: Valuation allowance | 0 | 0 |
Deferred tax asset | 6,540 | 2,121 |
Deferred tax liabilities: | ||
Property and equipment | (90) | (109) |
Operating lease right-of-use assets | (295) | 0 |
Unrealized Gain/(Loss) | (122) | 0 |
State tax deferred | 0 | (30) |
Intellectual property | (2,353) | (1,139) |
Capitalized computer software development costs | (2,242) | (2,299) |
Total deferred tax liabilities | (5,102) | (3,577) |
Net deferred tax assets (liabilities) | $ 1,438 | |
Deferred tax liabilities, net | $ (1,456) |
INCOME TAXES (Details - Operati
INCOME TAXES (Details - Operating Loss Carryforwards) $ in Thousands | Aug. 31, 2023 USD ($) |
Domestic Tax Authority | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 17,775 |
Subject to expiration | 14,440 |
Carried forward indefinitely | 3,335 |
Amount to expire before Section 382 limitation lifts | 9,333 |
State and Local Jurisdiction | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 16,054 |
Subject to expiration | 16,054 |
Carried forward indefinitely | 0 |
Amount to expire before Section 382 limitation lifts | $ 10,935 |
CONCENTRATIONS AND UNCERTAINT_2
CONCENTRATIONS AND UNCERTAINTIES (Details Narrative) - Customer concentration risk | 9 Months Ended | 12 Months Ended | |
May 31, 2022 | Aug. 31, 2023 | Aug. 31, 2022 | |
Sales | International Sales | |||
Concentration Risk [Line Items] | |||
Concentration percentage | 31% | 31% | 30% |
Sales | Customer 1 | |||
Concentration Risk [Line Items] | |||
Concentration percentage | 11% | 6% | 5% |
Sales | Customer 2 | |||
Concentration Risk [Line Items] | |||
Concentration percentage | 4% | 4% | 3% |
Sales | Customer 3 | |||
Concentration Risk [Line Items] | |||
Concentration percentage | 3% | 3% | |
Accounts Receivable | Minimum | |||
Concentration Risk [Line Items] | |||
Concentration percentage | 4% | 4% | |
Accounts Receivable | Maximum | |||
Concentration Risk [Line Items] | |||
Concentration percentage | 6% | 8% |
SEGMENT REPORTING (Details)
SEGMENT REPORTING (Details) | 12 Months Ended |
Aug. 31, 2023 segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
SEGMENT REPORTING (Details - Bu
SEGMENT REPORTING (Details - Business unit segment and consolidated results) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Revenue from External Customer [Line Items] | |||
Total revenues | $ 59,577 | $ 53,906 | $ 46,466 |
Total cost of revenues | 11,630 | 10,822 | 10,600 |
Gross profit | $ 47,947 | $ 43,084 | $ 35,866 |
Gross margin | 80% | 80% | 77% |
Software | |||
Revenue from External Customer [Line Items] | |||
Total revenues | $ 36,517 | $ 32,642 | $ 27,670 |
Total cost of revenues | 3,627 | 3,060 | 3,235 |
Gross profit | $ 32,890 | $ 29,582 | $ 24,435 |
Gross margin | 90% | 91% | 88% |
Services | |||
Revenue from External Customer [Line Items] | |||
Total revenues | $ 23,060 | $ 21,264 | $ 18,796 |
Total cost of revenues | 8,003 | 7,762 | 7,365 |
Gross profit | $ 15,057 | $ 13,502 | $ 11,431 |
Gross margin | 65% | 63% | 61% |
Revenue Benchmark | Product Concentration Risk | |||
Revenue from External Customer [Line Items] | |||
Concentration percentage | 100% | 100% | 100% |
Revenue Benchmark | Product Concentration Risk | Software | |||
Revenue from External Customer [Line Items] | |||
Concentration percentage | 61% | 61% | 60% |
Revenue Benchmark | Product Concentration Risk | Services | |||
Revenue from External Customer [Line Items] | |||
Concentration percentage | 39% | 39% | 40% |
EMPLOYEE BENEFIT PLAN (Details
EMPLOYEE BENEFIT PLAN (Details Narrative) - USD ($) $ in Millions | 12 Months Ended | ||
Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Retirement Benefits [Abstract] | |||
Defined contribution plan, employer match | 100% | ||
Defined contribution plan, employer match percentage | 4% | ||
Defined contribution plan, employer contribution | $ 0.6 | $ 0.6 | $ 0.5 |
ACQUISITION - Narrative (Detail
ACQUISITION - Narrative (Details) - USD ($) | 12 Months Ended | |||
Jun. 16, 2023 | Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Business Acquisition [Line Items] | ||||
Base merger consideration | $ 8,223,000 | $ 0 | $ 0 | |
Earnout liability | 4,780,000 | |||
Immunetrics | ||||
Business Acquisition [Line Items] | ||||
Payments to acquire businesses, gross | $ 13,705,083 | |||
Base merger consideration | 12,000,000 | |||
Earnout liability | 8,000,000 | |||
Expense fund | $ 250,000 | |||
Business acquisition, transaction costs | $ 3,300,000 | $ 300,000 | $ 0 | |
Acquired finite-lived intangible assets, weighted average useful life | 7 years 6 months | |||
Immunetrics | Holdback liability - cash | ||||
Business Acquisition [Line Items] | ||||
Working capital held back | $ 1,800,000 | |||
Immunetrics | Earnout liability - cash | ||||
Business Acquisition [Line Items] | ||||
Earnout liability | $ 8,000,000 |
ACQUISITION (Details - purchase
ACQUISITION (Details - purchase price allocation) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Jun. 16, 2023 | Aug. 31, 2023 | Aug. 31, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | |
Business Acquisition [Line Items] | |||||
Base merger consideration | $ 8,223,000 | $ 0 | $ 0 | ||
Fair value of earnout | 4,100,000 | ||||
Bonus compensation to Immunetrics staff | $ (1,586,000) | $ 1,600,000 | |||
Goodwill | 19,099,000 | 19,099,000 | 12,921,000 | 12,921,000 | |
Immunetrics | |||||
Business Acquisition [Line Items] | |||||
Base merger consideration | 12,000,000 | ||||
Payments to acquire businesses, gross | 13,705,083 | ||||
Fair value of earnout | 4,100,000 | ||||
Cash on hand | 1,247,000 | ||||
Adjustment to purchase price for closing indebtedness | (122,000) | ||||
Net working capital adjustment | (377,000) | ||||
D&O Tail | (7,000) | ||||
Total purchase price | 15,255,000 | ||||
Cash | 1,132,000 | ||||
Accounts receivable | 511,000 | ||||
Security deposit | 12,000 | ||||
ROU asset | 227,000 | ||||
Deferred tax assets | 799,000 | ||||
Finite-lived intangible assets acquired | 4,890,000 | ||||
Assets acquired | 9,371,000 | ||||
Lease liability | 227,000 | ||||
Selling shareholders' D&O tail responsibility | 7,000 | ||||
Deferred revenue | 60,000 | ||||
Business combination, liabilities assumed | 294,000 | ||||
Fair value of identifiable assets acquired and liabilities assumed | 9,077,000 | ||||
Goodwill | 6,178,000 | $ 6,178,000 | $ 6,178,000 | $ 0 | $ 0 |
Immunetrics | Trade names | |||||
Business Acquisition [Line Items] | |||||
Indefinite-lived intangible assets acquired | 1,800,000 | ||||
Immunetrics | Customer relationships | |||||
Business Acquisition [Line Items] | |||||
Finite-lived intangible assets acquired | 3,780,000 | ||||
Immunetrics | Developed Tech | |||||
Business Acquisition [Line Items] | |||||
Finite-lived intangible assets acquired | 1,080,000 | ||||
Immunetrics | Covenants not to compete | |||||
Business Acquisition [Line Items] | |||||
Finite-lived intangible assets acquired | $ 30,000 |
ACQUISITION - Intangible Assets
ACQUISITION - Intangible Assets Acquired (Details) - Immunetrics | Jun. 16, 2023 USD ($) |
Business Acquisition [Line Items] | |
Definite-lived intangible assets acquired | $ 4,890,000 |
Total intangible assets | $ 6,690,000 |
Customer relationships | |
Business Acquisition [Line Items] | |
Amortization Period | 9 years |
Definite-lived intangible assets acquired | $ 3,780,000 |
Developed Tech | |
Business Acquisition [Line Items] | |
Amortization Period | 5 years |
Definite-lived intangible assets acquired | $ 1,080,000 |
Covenants not to compete | |
Business Acquisition [Line Items] | |
Amortization Period | 2 years |
Definite-lived intangible assets acquired | $ 30,000 |
Trade names | |
Business Acquisition [Line Items] | |
Indefinite-lived intangible assets acquired | $ 1,800,000 |
ACQUISITION (Details - Future A
ACQUISITION (Details - Future Amortization Expense) - Immunetrics $ in Thousands | Aug. 31, 2023 USD ($) |
Business Acquisition [Line Items] | |
2024 | $ 580 |
2025 | 580 |
2026 | 580 |
2027 | 580 |
2028 | $ 535 |
ACQUISITION (Details - Proforma
ACQUISITION (Details - Proforma Information) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Jun. 16, 2023 | Aug. 31, 2023 | Aug. 31, 2023 | Aug. 31, 2023 | Aug. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |||||
Acquisition costs adjustment | $ 2,900,000 | ||||
Bonus compensation to Immunetrics staff | $ (1,586,000) | $ 1,600,000 | |||
Professional fees, other | $ 1,300,000 | ||||
Revenue | $ 63,054,000 | $ 57,010,000 | |||
Net income | $ 11,422,000 | $ 11,889,000 |
GOVERNMENT ASSISTANCE (Details)
GOVERNMENT ASSISTANCE (Details) $ in Millions | 12 Months Ended |
Aug. 31, 2023 USD ($) | |
Government Assistance [Abstract] | |
Government assistance, amount | $ 1.5 |
Government assistance, statement of Income or comprehensive income [Extensible Enumeration] | Total revenues |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Millions | Nov. 06, 2023 | Oct. 19, 2023 | Jul. 31, 2023 | Apr. 24, 2023 | Jan. 30, 2023 | Oct. 31, 2022 | Jul. 25, 2022 | Apr. 25, 2022 | Jan. 31, 2022 | Oct. 25, 2021 |
Subsequent Event [Line Items] | ||||||||||
Dividend per share (in usd per share) | $ 0.06 | $ 0.06 | $ 0.06 | $ 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 |