SP Plus stockholders approve merger with Metropolis Technologies

SP Plus Corporation announced that at its special meeting of stockholders held on February 9, 2024, SP+ stockholders voted to approve the previously announced Agreement and Plan of Merger, dated as of October 4, 2023, by and among Metropolis Technologies, Schwinger Merger Sub Inc., a direct, wholly owned subsidiary of Metropolis and SP+, pursuant to which Merger Sub will merge with and into SP+, with SP+ surviving the Merger as a wholly owned subsidiary of Metropolis. At the Special Meeting, approximately 99.94% of the votes cast were voted in favor of the proposal to adopt the Merger Agreement, which represented approximately 78.64% of the outstanding shares of SP+’s common stock entitled to vote thereon. Under the terms of the Merger Agreement, SP+ stockholders will be entitled to receive $54.00 per share in cash, without interest and subject to any required tax withholding, at the closing of the Merger. Approval by SP+’s stockholders satisfies one of the conditions necessary for completion of the Merger. The Merger remains subject to the satisfaction or waiver of certain other closing conditions, including the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended.