SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a)
OF THE SECURITIES EXCHANGE ACT OF 1934
Filed by the Registrant [ ]
Filed by a Party other than the Registrant [x]
Bulldog Investors, LLC
Attn: Phillip Goldstein
250 Pehle Avenue, Suite 708
Saddle Brook, NJ 07663
Phone: 201 881-7100
Fax: 201 556-0097
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Preliminary Proxy Statement
Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
Definitive Proxy Statement [ ]
Definitive Additional Materials [x]
Soliciting Material Pursuant to ss.240.14a-12
Hill International Inc.
(Name of Registrant as Specified in Its Charter)
Bulldog Investors, LLC
Name of Person(s) Filing Proxy Statement, if other than the
Registrant)
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BulldogInvestors
UNLOCKING VALUE
Two Leading Proxy Advisory Services Recommend that Hill International
Shareholders Vote on Bulldog Investors'Proxy Card
Both Services Recommend Shareholders Discard Proxy Card Issued by Company's
Board of Directors
SADDLE BROOK, N.J. - August 1, 2016 - Bulldog Investors, LLC ("Bulldog"), an
SEC-registered investment advisor and a major shareholder of Hill International
("Hill"; NYSE: HIL) today announced that Institutional Shareholder Services
(ISS), the nation's leading independent proxy advisory firm, has issued a report
endorsing all three of Bulldog's nominees for election to Hill's Board of
Directors.
In support of its recommendation, ISS stated, "[T]he turnaround [at Hill] has
taken too long and is not yet sufficiently robust to give shareholders enough
confidence in the board's sense of urgency about the company's situation." It
added: "The fact that the board has had to rely on a newly created peer group to
demonstrate improved share performance or on heavily adjusted EBITDA and SG&A
figures to demonstrate improved operational performance suggests...that
shareholders would benefit from greater transparency at the board level." ISS
concluded: "The dissident nominees, as a group...would likely bring new
viewpoints that could help formulate more effective approaches to some of the
company's longstanding difficulties."
In addition, Glass Lewis, another independent proxy advisory firm, recommended
that Hill's shareholders reject all three incumbent nominees and vote on
Bulldog's GREEN proxy card. Phillip Goldstein, a principal of Bulldog,
commented: "I laughed when I saw that David Richter, Hill's CEO, stated in a
press release that he is "honored and grateful" for Glass Lewis' recommendation.
I cannot believe that he read the same report I did."
About Bulldog Investors
Bulldog Investors is an SEC-registered investment adviser that manages the
Bulldog Investors group of private funds, Special Opportunities Fund, Inc.
(NYSE:SPE), a closed-end registered investment company, and the accounts of
certain high net worth individuals and institutions. www.BulldogInvestors.com
Contacts
Investors:
InvestorCom
John Glenn Grau, (203) 972-9300 ext. 11
jgrau@investor-com.com
Media:
Gotham Communications, LLC
Bill Douglass, (646) 504-0890
bill@gothamcomm.com