Simulations Plus Inc. closed the acquisition of North Carolina-based DILIsym Services Inc., a provider of drug-induced liver injury-simulation software and related consulting services.
DILIsym became a unit of Simulations and will continue to operate under the name DILIsym. As a result of the acquisition, the total number of Simulations employees is increasing to 81 from 70.
Simulations will pay DILIsym shareholders a potential total all-cash consideration of $10 million for all of the shares of DILIsym.
The initial payment of $5 million was adjusted to about $4.5 million to reflect a $1 million, 18-month holdback to satisfy any indemnifiable claims that may arise pursuant to the terms of the agreement, and an addition of just over $500,000 for excess cash and working capital left in the business by the shareholders.
A three-year earn-out period will exist after the closing, during which up to an additional $5 million, based on the adjusted pretax income of the DILIsym division, can be earned.
Excel Partners acted as exclusive financial adviser to Simulations in the deal. Procopio Cory Hargreaves & Savitch LLP served as legal counsel to the company.