UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): December 28, 2020

 

 

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 10th 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 14z-12 under Exchange Act (17 CFR 240.14a-12)

 

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under Exchange Act (17 CFR 240.14d-2(b))

 

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.001 per share SLP The Nasdaq Stock Market LLC

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).                Emerging Growth Company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

     

 

 

Item 1.01 Entry into a Material Definitive Agreement.

 

On December 28, 2020, Simulations Plus, Inc., a California corporation (the “Company”), entered into a Third Amendment to Lease (the “Third Amendment”) with Crest Development Group LLC (the “Landlord”) to amend that certain lease of real property originally entered into on September 12, 2005 as amended in June 2013 and May 2016 (collectively, the “Lease”) for that certain real property known as 42505 10th Street West, Ste. A in Lancaster, California (the “Premises”). The Premises serves as the Company’s principal executive office.

 

The Third Amendment (i) extends the term of the Lease by approximately five years to January 31, 2026, (ii) decreases the leased square footage from 13,500 sq. ft to 9,255 sq. ft, (iii) correspondingly reduces the base rent from $25,000/month to $16,659/month and (iv) allows the Company to opt out of the last 4 years of the Lease upon 180-day notice to the Landlord with no penalty.

 

The foregoing description of the terms of the Third Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Third Amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits.

 

Exhibit

No.

 

Description

   
10.1   Third Amendment to Lease, dated as of December 28, 2020.

 

 

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: January 4, 2021 By: /s/ Will Frederick
  Will Frederick
  Chief Financial Officer

 

 

 

 

 

 

 

 

  2  

 

Exhibit 10.1

 

Third        AMENDMENT TO LEASE

 

THIS AMENDMENT TO LEASE is made and entered into as of          December 28, 2020         ,by and between

Crest Development Group LLC (“Lessor”)
and Simulations Plus, Inc. (“Lessee”).

 

WHEREAS, on or about          9/12/05          a Lease was entered into by and between Lessor and Lessee relating to certain real property commonly known as:     42505 10th Street West Lancaster, CA 93534     (the “Premises”), and

 

WHEREAS, Lessor and Lessee ☒ have ☐ have not previously amended said Lease, and

 

WHEREAS, the Lessor and Lessee now desire to amend said Lease,

 

NOW, THEREFORE, for payment of TEN DOLLARS and other good and valuable consideration to Lessor, the receipt and sufficiency of which is hereby acknowledged, the parties mutually agree to make the following additions and modifications to the Lease:

 

☒ TERM: The Expiration Date is hereby ☐ advanced ☒ extended to January 31, 2026
   
☐ AGREED USE: The Agreed Use is hereby modified to:
  ______________________________________________________________
   
☒ BASE RENT ADJUSTMENT: Monthly Base Rent shall be as follows:    Base monthly rent to be $1.80/sf ie $16,659/month. Annual Increase to be per CPI Bureau of Labor Statistics LA Area but not to exceed 3%/year. $3378.00/month to be additionally paid toward CAM charges which will be justified by Lessor and adjusted based upon actual expenses. All excess CAM charges not collected from Lessee up until commencement of this extension are hereby forgiven.
   
☒ OTHER: Leased Square Footage is reduced to 9255sf (see Exhibit II). Percentage of building is now 67.6%. Base rent of $16,659.00 per month to begin 1/1/2021 and shall continue through 1/1/2022. CPI annual increase above to begin 2/1/2022. With a 180 day notification to Lessor, Lessee may opt out of all or part of last four years of the lease (2/1/22 through 1/31/26) with no penalty.

 

This Agreement shall not be construed against the party preparing it, but shall be construed as if all parties jointly prepared this Agreement and any uncertainty and ambiguity shall not be interpreted against any one party.

 

All other terms and conditions of this Lease shall remain unchanged and shall continue in full force and effect except as specifically amended herein.

 

EXECUTED as of the day and year first above written.

 

By Lessor:   By Lessee:
Crest Development LLC   Simulations Plus Inc.
BY:    /s/ Gary S. Shafer   By:    /s/ Shawn O’Conner
Name Printed: Gary S. Shafer   Name Printed: Shawn O’Conner
Title: Member   Title: CEO
     
By:     By:  
Name Printed:   Name Printed: 
Title:   Title: