8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

July 11, 2013

(Date of the earliest event reported)

Simulations Plus, Inc.

(Exact name of registrant as specified in its charter)

California	001-32046	95-4595609
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

42505 10^th Street West, Lancaster, California 93534-7059

(Address of principal executive offices) (Zip Code)

661-723-7723

Registrant's telephone number, including area code

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

£	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
£	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
£	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
£	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01          Other Events

On July 11, 2013, Simulations Plus, Inc., a California corporation (the "Company"), held a conference call reporting its financial results for the third fiscal quarter ended May 31, 2013.

The press release and the PowerPoint slides, which were used for this Conference Call, are attached herein as exhibits.

This report on Form 8-K (the "Report"), including the disclosures set forth herein, contains certain forward-looking statements that involve substantial risks and uncertainties. When used herein, the terms "anticipates," "expects," "estimates," "believes" and similar expressions, as they relate to us or our management, are intended to identify such forward-looking statements.

Forward-looking statements in this Report or hereafter, including in other publicly available documents filed with the Securities and Exchange Commission (the "Commission"), reports to the stockholders of Simulations Plus, Inc., a California corporation (the "Company" or "us," "our" or "we") and other publicly available statements issued or released by us involve known and unknown risks, uncertainties and other factors which could cause our actual results, performance (financial or operating) or achievements to differ from the future results, performance (financial or operating) or achievements expressed or implied by such forward-looking statements. Such future results are based upon management's best estimates based upon current conditions and the most recent results of operations. These risks include, but are not limited to, the risks set forth herein and in such other documents filed with the Commission, each of which could adversely affect our business and the accuracy of the forward-looking statements contained herein. Our actual results, performance or achievements may differ materially from those expressed or implied by such forward-looking statements.

Item 9.01          Financial Statements and Exhibits

(c)     Exhibits

99.1 Press Release

99.2 PowerPoint presentation at the Conference Call on July 11, 2013.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	SIMULATIONS PLUS, INC.
Dated: July 11, 2013	By:	/s/ Momoko Beran
		Momoko Beran
		Chief Financial Officer

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EX-99.1

Exhibit 99.1

Simulations Plus

Integrating Science and Software

For Further Information:

Simulations Plus, Inc.

42505 10^th Street West

Lancaster, CA 93534-7059

CONTACT:

Simulations Plus Investor Relations	Hayden IR
Ms. Renée Bouché	Mr. Cameron Donahue
661-723-7723	651-653-1854
renee@simulations-plus.com	cameron@haydenir.com

For Immediate Release:

July 11, 2013

Simulations Plus Reports Third Quarter and First Nine Months

FY2013 Financial Results

Third quarter net sales increase 11.7%; net income up 14.3%

LANCASTER, CA, July 11, 2013 – Simulations Plus, Inc. (NASDAQ: SLP), a leading provider of simulation and modeling software for pharmaceutical discovery and development, reported financial results for its third quarter of fiscal year 2013, the period ended May 31, 2013 (3QFY13).

3QFY13 highlights compared with 3QFY12:

· Net sales increased 11.7% to new third quarter record of $3.095 million from $2.772 million

· This was the Company’s 23^rd consecutive profitable quarter, and the 45^th of the last 47 quarters

· Gross profit increased 13.2% to $2.643 million from $2.334 million

· SG&A increased 1.4% to $0.904 million from $0.891 million

o As a percent of revenues, SG&A decreased to 29.2% from 32.2%

· R&D expense decreased 9.5% to $206,000 from $228,000

· Income before taxes from continuing operations increased 19.7% to $1.546 million from $1.292 million

· Provision for income taxes increased 30.8% to $0.553 million from $0.423 million

· Net income from continuing operations increased 14.3% to $0.993 million from $0.869 million

· Diluted earnings per share increased 14.3% to $0.061 from $0.053 in 3QFY12

· Cash at the end of the third fiscal quarter was $10.005 million after our recent dividend distributions

o Approximately $796,000 was distributed in November 2012

o Approximately $2,243,000 was distributed in December 2012

o Approximately $480,000 was distributed in May 2013

o Cash as of July 7 was $10.322 million

· Shareholders’ equity at the end of the quarter was $14.461 million

o This is a decrease of $0.944 million from $15.143 million at the end of 3QFY12

o This decrease was after dividend distributions of approximately $5.4 million during calendar 2012 and $0.48 million in May 2013

For the first nine months of fiscal year 2013 (9moFY13) compared to the first nine months of fiscal year 2012 (9moFY12):

· Net sales increased 8.9% to a new nine-month record $8.503 million from $7.809 million

· Gross profit increased 8.2% to $7.165 million from $6.622 million

· SG&A increased 5.6% to $2.690 million from $2.548 million

o As a percent of revenues, SG&A decreased to 31.6% from 32.6%

· R&D expense decreased 14.8% to $634,000 from $745,000

o Completion of the Company's malaria NCE project reduced R&D expenditures in the current year

· Income before taxes increased 11.0% to $4.014 million from $3.615 million

· Provision for income taxes increased 19.1% to $1.372 million from $1.152 million

· Net income from continuing operations increased 7.3% to $2.642 million from $2.463 million

· For 9moFY13, earnings per share from continuing operations increased 5.7% to $0.162 per share from $0.153 per share

· Including the $0.216 million net proceeds from the sale of the former Words+ subsidiary last year, net income for 9moFY12 was $2.679 million

· Including the $0.216 million net proceeds from the sale of the former Words+ subsidiary last year, total diluted earnings per share for 9moFY12 was $0.167

Ms. Momoko Beran, chief financial officer of Simulations Plus, said: “For the third quarter of fiscal year 2013, Simulations Plus delivered revenue growth of nearly 12% and continued high gross margins, exceeding 84%. As a result, net income increased 14.3% despite a substantial increase in income tax rates and a decrease on other income of over $100,000. After distributing cash dividends of approximately $5.4 million to our shareholders during calendar 2012 and another $480,000 in May 2013, our cash position remains strong, and we continue to have no debt. Cash as of July 7 was $10.322 million.”

Walt Woltosz, chairman and chief executive officer of Simulations Plus, added: “The third quarter continues our trend of setting new quarterly records each fiscal quarter. During 3QFY13, we added 16 new customers, had 94% renewals, and increased our collaboration funding by $91,250, while consulting revenues increased $73,500. We attended a total of 19 scientific meetings and conferences, conducted 8 training workshops, including training over 20 scientists at the U.S. FDA and 15 at the U.S. EPA.”

Investor Conference Call

The Company has announced an investor conference call that will be webcast live at 1:15 PDT/4:15 PM EDT Thursday, July 11, 2013, which may be accessed by first registering here. Upon registering, you will receive a confirmation e-mail with a unique link and instructions for joining the call. Please dial in five to ten minutes prior to the scheduled start time. For listen-only mode, you may dial (702) 489-0004, and enter access code 571-860-333.

About Simulations Plus, Inc.

Simulations Plus, Inc., is a premier developer of groundbreaking drug discovery and development simulation and modeling software, which is licensed to and used in the conduct of drug research by major pharmaceutical, biotechnology, agrochemical, and food industry companies worldwide. We also provide a productivity tool called Abbreviate! for PCs. Simulations Plus, Inc., is headquartered in Southern California and trades on the NASDAQ Capital Market under the symbol “SLP.” For more information, visit our Web site at www.simulations-plus.com.

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Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995 – With the exception of historical information, the matters discussed in this press release are forward-looking statements that involve a number of risks and uncertainties. Words like “believe,” “expect” and “anticipate” mean that these are our best estimates as of this writing, but that there can be no assurances that expected or anticipated results or events will actually take place, so our actual future results could differ significantly from those statements. Factors that could cause or contribute to such differences include, but are not limited to: our ability to maintain our competitive advantages, acceptance of new software and improved versions of our existing software by our customers, the general economics of the pharmaceutical industry, our ability to finance growth, our ability to continue to attract and retain highly qualified technical staff, our ability to identify and close acquisitions on terms favorable to the Company, and a sustainable market. Further information on our risk factors is contained in our quarterly and annual reports as filed with the U.S. Securities and Exchange Commission.

-- Tables Follow –

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SIMULATIONS PLUS, INC.

CONDENSED STATEMENTS OF OPERATIONS

For the three and nine months ended May 31,

(Unaudited)

	Three months ended						Nine months ended
	2013			2012			2013			2012
Net sales	$	3,094,779		$	2,771,500		$	8,502,994		$	7,808,682
Cost of sales		451,935			437,734			1,337,583			1,186,670
Gross profit		2,642,844			2,333,766			7,165,411			6,622,012
Operating expenses
Selling, general, and administrative		903,589			891,131			2,689,632			2,547,569
Research and development		206,424			228,163			634,281			744,679
Total operating expenses		1,110,013			1,119,294			3,323,913			3,292,248
Income from operations		1,532,831			1,214,472			3,841,498			3,329,764
Other income (expense)
Interest income		9,203			22,572			40,005			69,528
Interest expense		–			–			–			(3	)
Miscellaneous income		4,694			25,011			35,488			47,667
Gain (loss) currency exchange		(980	)		29,802			96,662			168,690
Gain (loss) from sale of assets		–			–			–			(433	)
Total other income (expense)		12,917			77,385			172,155			285,449
Income from continuing operations before provision for income taxes		1,545,748			1,291,857			4,013,653			3,615,213
Provision for income taxes		(552,518	)		(422,524	)		(1,371,862	)		(1,152,204	)
Income from continuing operations		993,230			869,333			2,641,791			2,463,009
Discontinued operations:
Gain (loss) from discontinued operations, net of tax		–			–			–			(249,898	)
Gain on sale of Words+, net of tax		–			–			–			465,820
Results of discontinued operations		993,230			869,333			2,641,791			2,678,931
Net Income	$	993,230		$	869,333		$	2,641,791		$	2,678,931
Basic earnings per share:
Continuing operations	$	0.06		$	0.05		$	0.17		$	0.16
Discontinued operations		–			–			–			0.01
Net basic earning per share	$	0.06		$	0.05		$	0.17		$	0.17
Diluted earnings per share
Continuing operations	$	0.06		$	0.05		$	0.16		$	0.15
Discontinued operations		–			–			–			0.01
Net basic earning per share	$	0.06		$	0.05		$	0.16		$	0.16
Weighted-average common shares outstanding
Basic		16,024,467			15,918,905			15,984,819			15,710,014
Diluted		16,335,608			16,340,765			16,307,618			16,070,478

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SIMULATIONS PLUS, INC. CONDENSED BALANCE SHEETS

at May 31, 2013 (Unaudited) and August 31, 2012 (Audited)

ASSETS
	May 31,		August 31,
	2013		2012
Current assets
Cash and cash equivalents	$	10,005,490	$	12,701,075
Income tax refund receivable		–		153,896
Accounts receivable, net of allowance for doubtful accounts of $0		2,941,428		1,451,864
Contracts receivable		141,167		18,893
Prepaid expenses and other current assets		137,572		150,856
Deferred income taxes		216,331		193,712
Total current assets		13,441,988		14,670,296
Long-term assets
Capitalized computer software development costs, net of accumulated amortization of $5,616,797 and $5,084,691		2,781,327		2,479,468
Property and equipment, net		95,258		107,410
Intellectual property, net of accumulated amortization of $9,375 and $3,750		65,625		71,250
Other assets		18,445		18,445
Total assets	$	16,402,643	$	17,346,869
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts payable	$	221,715	$	177,509
Accrued payroll and other expenses		337,885		312,912
Accrued bonuses to officer		45,000		60,000
Accrued income taxes		258,692		733,233
Deferred revenue		167,106		131,782
Total current liabilities		1,030,398		1,415,436
Long-term liabilities
Deferred income taxes		910,878		788,857
Total liabilities		1,941,276		2,204,293
Commitments and contingencies
Shareholders' equity
Preferred stock, $0.001 par value 10,000,000 shares authorized no shares issued and outstanding		–		–
Common stock, $0.001 par value 50,000,000 shares authorized 16,030,894 and 15,923,019 shares issued and outstanding		4,502		4,399
Additional paid-in capital		4,825,548		4,628,366
Retained earnings		9,631,317		10,509,811
Total shareholders' equity		14,461,367		15,142,576
Total liabilities and shareholders' equity	$	16,402,643	$	17,346,869

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EX-99.2

Exhibit 99.2

Simulations Plus, Inc. (NASDAQ:SLP) Third Quarter Fiscal Year 2013 Conference Call and Webinar July 11, 2013

With the exception of historical information, the matters discussed in this presentation are forward looking statements that involve a number of risks and uncertainties. The actual results of the Company could differ significantly from those statements. Factors that could cause or contribute to such differences include, but are not limited to: continuing demand for the Company’s products, competitive factors, the Company’s ability to finance future growth, the Company’s ability to produce and market new products in a timely fashion, the Company’s ability to continue to attract and retain skilled personnel, and the Company’s ability to sustain or improve current levels of productivity. Further information on the Company’s risk factors is contained in the Company’s quarterly and annual reports and filed with the Securities and Exchange Commission. Safe Harbor Statement

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• 3 Q13 compared to 3Q12: – 23nd consecutive profitable quarter, and 45 th of last 47 quarters – Sales up 11.7% to 3 rd Quarter Record $3.095 million from $2.772 million – Gross profit up 13.2% to $2.643 million from $2.334 million – SG&A increased 1.4% to $0.904 million from $0.891 million • As a percent of revenues, SG&A decreased to 29.2% from 32.2% – R&D expense decreased 9.5% to $0.206 million from $0.228 million • 2Q12 included R&D expenditures for malaria NCE project – Net Income from continuing operations increased 14.3% to $0.993 million from $0.869 million – Diluted earnings per share from continuing operations increased 14.3% to $0.061 from $0.053 – Cash dividend of $0.03/share was distributed during 3Q13 ($0.48 million) • Strong balance sheet: – Cash of $10.005 million at 5/31/13 after approximately $5.9M in dividends paid since February 2012 • Cash as of July 7 = $10.322 million – Shareholders’ equity on May 31 = $14.461 million – We continue to have no debt SLP 3Q13 Highlights Three months ended 5/31/13:

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Income Statement 3 QFY13 vs. 3QFY12 ($ millions) 3Q13 3Q12 Net sales 3.095 2.772 Gross profit 2.643 2.334 Gross profit margin 85.4% 84.2% SG&A 0.904 0.891 R&D 0.206 0228 Total operating expenses 1.110 1.119 Income from continuing operations 1.533 1.214 Other income 0.013 0.077 Income from continuing operations before income taxes 1.546 1.292 Net income from continuing operations 0.993 0.869 Earnings per share 0.061 0.053

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Revenues by Quarter (pro forma prior to 2012) $1.4 $1.8 $2.0 $1.1 $1.7 $2.2 $2.3 $1.3 $2.1 $2.6 $2.6 $1.4 $2.2 $2.8 $2.8 $1.6 $2.3 $3.1 $3.1 Q1 Q2 Q3 Q4 2009 2010 2011 2012 2013

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Gross Profit by Fiscal Quarter (pro forma prior to 2012) $1.24 $1.53 $1.75 $0.71 $1.45 $1.93 $1.97 $1.07 $1.70 $2.21 $2.21 $1.12 $1.90 $2.39 $2.33 $1.32 $1.90 $2.62 $2.64 Q1 Q2 Q3 Q4 2009 2010 2011 2012 2013

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EBITDA by Fiscal Quarter $0.55 $0.73 $0.93 $0.20 $0.73 $1.28 $1.23 $0.36 $1.00 $1.48 $1.48 $0.27 $1.23 $1.38 $1.48 $0.58 $1.09 $1.76 $1.73 Q1 Q2 Q3 Q4 2009 2010 2011 2012 2013

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Net Income by Quarter (pro forma prior to 2012) $0.33 $0.47 $0.53 $0.17 $0.44 $0.85 $0.74 $0.21 $0.56 $0.91 $1.05 $0.17 $0.76 $0.84 $0.87 $0.35 $0.59 $1.06 $0.99 Q1 Q2 Q3 Q4 2009 2010 2011 2012 2013

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New Customers by Quarter 10 11 9 9 14 17 12 14 15 21 13 10 18 18 16 Q1 Q2 Q3 Q4 2010 2011 2012 2013

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Selected Balance Sheet Items ($ millions) MAY 31, 2013 August 31, 2012 Cash and cash equivalents $10.005 $12.701 Cash per share 0.61 0.80 Total current assets 13.442 14.670 Total assets 16.403 17.347 Total current liabilities 1.030 1.415 Total liabilities 1.941 2.204 Current ratio 13.05 10.36 Shareholders’ equity 14.461 15.143 Total liabilities and shareholders’ equity 16.403 17.347 Shareholders’ equity per diluted share 0.887 0.938

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$1.59 $0.80 $0.80 $2.24 $0.00 $0.48 $1.97 $12.66 $13.24 $12.89 $12.70 $11.38 $9.33 $9.76 $10.00 Q4FY11 Q1FY12 Q2FY12 Q3FY12 Q4FY12 Q1FY13 Q2FY13 Q3FY13 $ Millions Dividend Paid Proceeds from Sale of Subsidiary Cash Returning Cash to Shareholders

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N H O OH O CH 3 CH 3 CH 3 Discovery Preclinical Clinical MedChem Studio™ MedChem Designer™ GastroPlus™ DDDPlus™ ADMET Predictor™ Simulations Plus Products & Services Consulting Services & Collaborations MembranePlus ™

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Product News • Version 8.5 in final testing – release expected Q4FY2013 • Unique precipitation model added • Infant PBPK physiologies added – pediatrics is high - interest area in FDA and industry • Added a built - in method for transporter in vitro - in vivo extrapolation • Added a number of additional built - in enzyme expression levels • Version 6.5 released in June 2013 • Significantly improved and expanded metabolism predictions • New model of skin permeability and air/water partition coefficient • New much - improved mutagenicity models in Toxicity Module • New licensing software incorporated for greater flexibility and efficiency • Version 3.5 & MedChem Designer 2.5 – released July 2013 • Improved molecule depictions • New licensing software • New ultra - fast screening methods for large molecular libraries • New 64 - bit versions offered for screening very large libraries • Version 4.0 • Virtual Trials added to show expected variances in experiments • Adding ADMET Predictor optional module as in GastroPlus • Customer base continues to grow • MembranePlus – released expected before end of calendar 2013 • Explores mechanisms of permeability through cell layers • Explore and understand the effects of experimental setup that affect results • Obtain drug - specific parameters needed for GastroPlus simulations • Analysis of expensive in vitro assays

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Marketing and Sales Program • Conferences /Scientific Meetings continue to be primary source of leads • During Q3 we did 19 scientific meetings and conferences in the U.S . and Europe, as well as numerous customer visits in Japan • Trainings and Workshops • Conducted 8 on - site training courses at client sites, including over 35 scientists at the FDA and EPA • Held first Cheminformatics training workshop in March in Boston/Cambridge • Two GastroPlus introductory workshops were held with an overflow crowds • Strategic Digital Marketing Initiatives continue • Held 2 webinars on our Cheminformatics software – over 350 registrations • LinkedIn, Facebook, Twitter • Web site redesign completed • Collaborations/Consulting/Grants – Ongoing 5 - year collaboration with the FDA Center for Food Safety and Applied Nutrition to build toxicity models with ADMET Predictor/Modeler™ for food additives and contaminants – Executed Material Transfer Agreement with National Toxicology Program at NIEHS – Consulting studies continue – provides exposure of software to new groups – Ongoing funded collaboration to incorporate transdermal dosing into GastroPlus • We believe fundamental industry shift continues – Four recent submissions from our consulting contracts using GastroPlus modeling results were accepted by regulatory agencies – others also accepted directly from our customers without our consulting – 16 new customers during 3QFY13 (includes new companies as well as new departments within existing large customers)

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NCE (New Chemical Entity) Project • Highly successful malaria NCE project demonstrated the value of Simulations Plus software and consulting services for new molecule design • Seven molecules were received from synthesis and were tested against the malaria parasite. All seven showed inhibition of the growth of the parasite, with two active at a nanomolar level against both wild - type and drug - resistant strains of the parasite . • Selection of a second disease target for another NCE design demonstration is ongoing. • Considerable study has gone into several potential targets. The one currently under examination looks promising. New molecules have been designed and are in final evaluation between other tasks. If final analyses are acceptable, we will issue Requests for Quotation for synthesis and testing of a number of new molecules. We expect this to take place in Q4FY13.

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Summary • For 3 QFY13: - Record financial performance continues our 5 - year - plus profitable trend - Earnings growth 14.3% on 11.7% revenue growth demonstrates high margins - This is despite substantial increases in income taxes and health insurance • Continuing to Expand our Life Sciences team: - Two new Ph.D.s added in Q3FY13 - Continuing to seek and interview additional scientists - Additional staff will support expanded product line and greater consulting capacity - Life Sciences team strengthens and supports marketing and sales • Aggressive Marketing and Sales Activities - Greater staff time spent on marketing and sales activities - New training workshop for chemistry tools was held in Boston in March - GastroPlus introductory workshops held in Boston and San Diego - GastroPlus basic training workshop in planning for Japan for October • Simulations Plus is globally recognized as a leader - Outstanding reputation for scientific expertise and innovation - Known for strong customer support • Strong cash position and no debt – returning cash to shareholders - Cash dividends totaling approximately $5.9 million have been distributed, yet cash remains at over $10.3 million as of today. The Board of Directors is scheduled to vote on the potential August distribution at their July 29 meeting.

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Q&A

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