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Bulldog Investors Reminds Hill International, Inc. (HIL) of Lost Lawsuit Ahead of Shareholders’ Meeting

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Phillip Goldstein, Andrew Dakos, and Steven SamuelsBulldog Investors has sent another letter to the board of Hill International Inc (NYSE:HIL), expressing the hope that the company’s upcoming annual shareholders’ meeting, where nominated candidates will be elected, will be conducted fairly. The letter points out that Hill International lost a lawsuit last year in which an affiliate of Bulldog’s sued for the right to nominate candidates and present proposals at the company’s shareholders’ meeting. The letter claims that the company may have lost as much as $1 million in the legal battle. The letter also points to a couple of legal precedents which firmly state the company’s legal obligations to its shareholders.

Bulldog Investors sent a letter to Hill International in mid-February which questioned the board’s refusal to consider a generous buyout offer and called the company’s strategic plan a dismal failure. The fund owns 2.06 million shares of Hill International, down by 1,000 shares from the February 17 filing, while having shared voting power over another 1.87 million shares. Bulldog was one of 11 of the hedge funds tracked by Insider Monkey which were long the stock at the end of 2015. Bulldog’s position was the largest of those investors, with the second-most bullish fund manager being Peter Schliemann of Rutabaga Capital Management, with a $10.8 million position. Some other hedge funds and institutional investors that hold long positions contain Charles Paquelet’s Skylands Capital, Jim Simons’ Renaissance Technologies, and Peter Algert and Kevin Coldiron’s Algert Coldiron Investors.

You can access the original SEC filing by clicking here.

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
BULLDOG INVESTORS 2,063,331 1,865,500 2,063,331 1,865,500 3,928,831 7.60%
FULL VALUE PARTNERS 716,946 0 716,946 0 716,946 1.39%
ANDREW DAKOS 2,063,331 1,865,500 2,063,331 1,865,500 3,928,831 7.60%
PHILLIP GOLDSTEIN 2,063,331 1,865,500 2,063,331 1,865,500 3,928,831 7.60%
STEVEN SAMUELS 2,063,331 1,865,500 2,063,331 1,865,500 3,928,831 7.60%
CRESCENDO PARTNERS II 2,549,374 0 2,549,374 0 2,549,374 4.9%
CRESCENDO INVESTMENTS II 2,549,374 0 2,549,374 0 2,549,374 4.9%
CRESCENDO PARTNERS III 164,058 0 164,058 0 164,058 Less than 1%
CRESCENDO INVESTMENTS III 164,058 0 164,058 0 164,058 Less than 1%
CRESCENDO ADVISORS II 2,713,432 0 2,713,432 0 2,713,432 5.2%
JAMARANT CAPITAL 64,426 0 64,426 0 64,426 Less than 1%
JAMARANT INVESTORS 64,426 0 64,426 0 64,426 Less than 1%
JAMARANT ADVISORS 64,426 0 64,426 0 64,426 Less than 1%
ERIC ROSENFELD 2,741,929 0 2,741,929 0 2,741,929 5.3%
GREGORY R. MONAHAN 13,000 64,426 13,000 64,426 77,426 Less than 1%
DAVID SGRO 15,500 64,426 15,500 64,426 79,926 Less than 1%
PAUL EVANS 0 0 0 0 0 0%
CHARLES GILLMAN 0 0 0 0 0 0%
JOHN P. SCHAUERMAN 15,183 0 15,183 0 15,183 Less than 1%
Phillip Goldstein, Andrew Dakos And Steven Samuels
Phillip Goldstein, Andrew Dakos And Steven Samuels
Bulldog Investors

Page 1 of 32 – SEC Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)
(Amendment No. 2 )1
HILL INTERNATIONAL, INC.
(Name of Issuer)
Common stock, $.0001 par value
(Title of Class of Securities)
431466101

(CUSIP Number)

 
PHILLIP GOLSTEIN
BULLDOG INVESTORS, LLC
Park 80 West – Plaza Two
250 Pehle Ave., Suite 708
Saddle Brook, NJ 07663
(914) 747-5262
ERIC ROSENFELD
C/O CRESCENDO PARTNERS
777 Third Avenue, 37th Floor
New York, NY 10017
(212) 319-7676
 
STEVE WOLOSKY, ESQ.
OLSHAN FROME WOLOSKY LLP
Park Avenue Tower
65 East 55th Street
New York, New York 10022
(212) 451-2300

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)
March 29, 2016
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.
Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See § 240.13d-7 for other parties to whom copies are to be sent.
_______________
1              The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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