Unassociated Document
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): November
16, 2007
HILL
INTERNATIONAL, INC.
(Exact
Name of Registrant as Specified in Charter)
Delaware
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000-50781
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20-0953973
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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303
Lippincott Centre, Marlton, NJ
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08053
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (856)
810-6200
Arpeggio
Acquisition Corporation
(Former
Name or Former Address, if Changed Since Last Report)
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 (see General Instruction A.2. below):
¨ 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
3.03 Material Modification to Rights of Security Holders.
As
indicated under Item 8.01 “Other Events,” Hill International, Inc. (the
“Company”) announced that it is separating all of its issued and outstanding
units, each of which consists of one share of common stock and two warrants.
See
Item 8.01 for additional information regarding the separation of the Company’s
units.
Item
8.01 Other Events.
On
November 16, 2007, the Company announced that it was effecting the mandatory
separation of its issued and outstanding units, each of which consists of one
share of common stock and two warrants.
Previously,
on October 23, 2007, the Company announced that it notified the holders of
its
warrants and the holders of its units that it had called the warrants for
redemption. The redemption date for the warrants is November 23, 2007. Holders
of the warrants who do not exercise their warrants by the close of business
on
the redemption date will be paid $0.01 per warrant, and such warrants will
be
cancelled.
A
copy of
the press release announcing the separation of the units is attached as Exhibit
99.1 to this Form 8-K.
Item
9.01 Financial Statements and Exhibits.
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(a)
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Financial
statements of business acquired.
None.
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(b)
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Pro
forma financial information.
None.
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(c)
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Shell
Company Transactions.
None.
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Exhibit
Number
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Description
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99.1
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Press
Release dated November 16, 2007.
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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 hereunto
duly authorized.
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HILL INTERNATIONAL, INC. |
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Date: November
16, 2007 |
By: |
/s/ John
Fanelli III |
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Name:
John Fanelli III |
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Title:
Senior Vice President and
Chief
Financial
Officer
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