Amended Statement of Ownership (sc 13g/a)
February 14 2023 - 06:04AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Hill International, Inc.
(Name of Issuer)
Common Stock, par value $0.0001
(Title of Class of Securities)
431466101
(CUSIP Number)
December 31, 2022
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[X] Rule
13d-1(b)
[X] Rule
13d-1(c)
[ ] Rule 13d-1(d)
*
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 the disclosures provided
in a prior cover page.
The
information required in 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 (the "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).
Potential persons who are to respond to the collection of
information contained in this form are not required to respond
unless the form displays a currently valid OMB control
number.
|
1. |
Names of Reporting Persons.
Beryl Capital Management LLC |
|
2. |
Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) X
(b) ______ |
3. SEC Use Only
|
4. |
Citizenship or Place of Organization Delaware |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. Sole Voting Power 0
|
6. Shared Voting Power 0
|
7. Sole Dispositive Power 0 |
8. Shared Dispositive Power 0 |
|
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person 0 |
|
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See
Instructions) ______ |
|
11. |
Percent of Class Represented by Amount in Row
(9) 0% |
12. Type of Reporting Person (See Instructions) IA, OO
|
1. |
Names of Reporting Persons.
Beryl Capital Management LP |
|
2. |
Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) X
(b) ______ |
3. SEC Use Only
|
4. |
Citizenship or Place of Organization Delaware |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. Sole Voting Power 0
|
6. Shared Voting Power 0
|
7. Sole Dispositive Power 0 |
8. Shared Dispositive Power 0 |
|
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person 0 |
|
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See
Instructions) ______ |
|
11. |
Percent of Class Represented by Amount in Row
(9) 0% |
12. Type of Reporting Person (See Instructions) IA, PN
|
1. |
Names of Reporting Persons.
Beryl Capital Partners II LP |
|
2. |
Check the Appropriate Box if a Member of a Group (See
Instructions)
(a)
(b) ______ |
3. SEC Use Only
|
4. |
Citizenship or Place of Organization Delaware |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. Sole Voting Power 0
|
6. Shared Voting Power 0
|
7. Sole Dispositive Power 0 |
8. Shared Dispositive Power 0 |
|
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person 0 |
|
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See
Instructions) ______ |
|
11. |
Percent of Class Represented by Amount in Row
(9) 0% |
12. Type of Reporting Person (See Instructions) PN
|
1. |
Names of Reporting Persons.
David A. Witkin |
|
2. |
Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) X
(b) ______ |
3. SEC Use Only
|
4. |
Citizenship or Place of Organization U.S.A. |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. Sole Voting Power 0
|
6. Shared Voting Power 0
|
7. Sole Dispositive Power 0 |
8. Shared Dispositive Power 0 |
|
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person 0 |
|
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See
Instructions) ______ |
|
11. |
Percent of Class Represented by Amount in Row
(9) 0% |
12. Type of Reporting Person (See Instructions) IN, HC
Item 1.
|
(a) |
Name of Issuer
Hill International, Inc. |
|
(b) |
Address of Issuer's Principal Executive Offices
One Commerce Square, 2005 Market Street, 17th Floor,
Philadelphia, PA 19103
|
Item 2.
|
(a) |
The names of the persons filing this statement are:
Beryl Capital Management LLC (“Beryl”), Beryl Capital Management
LP (“Beryl GP”), Beryl Capital Partners II LP (the “Partnership”)
and David A. Witkin (collectively, the “Filers”). Each Filer
disclaims beneficial ownership of the Stock except to the extent of
that person’s pecuniary interest therein. In addition, the filing
of this Schedule 13G on behalf of the Partnership should not be
construed as an admission that it is, and it disclaims that it is,
a beneficial owner, as defined in Rule 13d-3 under the Act, of any
of the Stock covered by this Schedule 13G. |
|
(b) |
The principal business office of the Filers is located at:
225 Avenue I, Suite 205, Redondo Beach, CA 90277 |
|
(c) |
For citizenship of Filers, see Item 4 of the cover sheet for
each Filer. |
|
(d) |
This statement relates to the Issuer’s Common Stock, par
value $0.0001 (the "Stock"). |
|
(e) |
The CUSIP number of the Issuer is: 431466101 |
|
Item 3. |
If this statement is filed pursuant to rule 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a: |
|
(a) |
[ ] Broker or dealer registered under section 15 of the Act (15
U.S.C. 78o). |
|
(b) |
[ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C.
78c). |
|
(c) |
[ ] Insurance company as defined in section 3(a)(19) of the Act
(15 U.S.C. 78c). |
|
(d) |
[ ] Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8). |
|
(e) |
[X] An investment adviser in accordance with section
240.13d-1(b)(1)(ii)(E), as to Beryl and Beryl GP. |
|
(f) |
[ ] An employee benefit plan or endowment fund in accordance
with section 240.13d-1(b)(1)(ii)(F). |
|
(g) |
[X] A parent holding company or control person in
accordance with 240.13d-1(b)(1)(ii)(G), as to Mr. Witkin. |
|
(h) |
[ ] A savings association as defined in section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813). |
|
(i) |
[ ] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3). |
|
(j) |
[ ] A non-U.S. institution in accordance with
§240.13d-1(b)(ii)(J). |
|
(k) |
[ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(K). |
If filing as a non-U.S. institution in accordance with
§240.13d-1(b)(1)(ii)(J), please specify the type of institution
_______________________________________________________________.
See
Items 5-9 and 11 of the cover page for each Filer.
|
Item 5. |
Ownership of Five Percent or Less of a Class |
If
this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ X ].
|
Item 6. |
Ownership of More than Five Percent on Behalf of Another
Person. |
Beryl is the investment adviser to the Partnership and other
private investment funds (collectively, the “Funds”) and other
accounts. Beryl is the general partner of Beryl GP, which is also
the general partner of one or more of the Funds. Mr. Witkin is the
control person of Beryl and Beryl GP. The Funds hold the Stock for
the benefit of their investors, and the Funds and Beryl’s other
clients have the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, the
Stock. Other than the Partnership, no individual client's holdings
of the Stock are more than five percent of the outstanding
Stock.
|
Item 7. |
Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company. |
Not
applicable.
|
Item 8. |
Identification and Classification of Members of the Group. |
Beryl is the investment adviser to the Funds and other accounts.
Beryl is the general partner of Beryl GP, which is the general
partner of one or more of the Funds. Mr. Witkin is the control
person of Beryl.
|
Item 9. |
Notice of Dissolution of Group |
Not
applicable.
|
Item 10. |
Material to Be Filed as Exhibits |
Exhibit A Joint Filing Agreement.
|
Item 11. |
Certification of Beryl, Beryl GP and Mr. Witkin. |
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held
in the ordinary course of business and were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect, other
than activities solely in connection with a nomination under §
240.14a-11.
Certification of the Partnership.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect, other
than activities solely in connection with a nomination under §
240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
Dated: February 13, 2023
BERYL CAPITAL MANAGEMENT LLC |
|
BERYL CAPITAL MANAGEMENT LP
|
|
|
|
By: |
Beryl Capital Management LLC |
|
|
|
|
General Partner |
By: |
/s/ Andrew Nelson |
|
|
|
|
Andrew Nelson |
|
|
By: |
/s/ Andrew Nelson |
|
|
Chief Operating Officer and CFO |
|
|
|
Andrew Nelson |
|
|
|
|
|
Chief Operating Officer and CFO |
|
BERYL CAPITAL PARTNERS II LP |
|
|
|
|
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By: Beryl Capital Management LP |
|
/s/ David A. Witkin |
General Partner |
|
David A. Witkin |
|
|
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By: Beryl Capital Management LLC |
|
|
General Partner |
|
|
|
|
|
By: /s/ Andrew Nelson |
|
|
Andrew Nelson |
|
|
Chief Operating Officer |
|
|
EXHIBIT A
AGREEMENT REGARDING JOINT FILING
OF STATEMENT ON SCHEDULE 13D OR 13G
The
undersigned agree to file jointly with the Securities and Exchange
Commission (the "SEC") any and all statements on Schedule 13D or
Schedule 13G and Forms 3, 4 or 5 (and any amendments or supplements
thereto) required under section 13(d) or 16(a) of the Securities
Exchange Act of 1934, as amended, in connection with purchases by
the undersigned of the securities of any issuer. For that purpose,
the undersigned hereby constitute and appoint Beryl Capital
Management, LLC, a Delaware limited liability company, as their
true and lawful agent and attorney-in-fact, with full power and
authority for and on behalf of the undersigned to prepare or cause
to be prepared, sign, file with the SEC and furnish to any other
person all certificates, instruments, agreements and documents
necessary to comply with section 13(d) and section 16(a) of the
Securities Exchange Act of 1934, as amended, in connection with
said purchases, and to do and perform every act necessary and
proper to be done incident to the exercise of the foregoing power,
as fully as the undersigned might or could do if personally
present.
Dated: February 13, 2023
BERYL CAPITAL MANAGEMENT LLC |
|
BERYL CAPITAL MANAGEMENT LP
|
|
|
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By: |
Beryl Capital Management LLC |
|
|
|
|
General Partner |
By: |
/s/ Andrew Nelson |
|
|
|
|
Andrew Nelson |
|
|
By: |
/s/ Andrew Nelson |
|
|
Chief Operating Officer and CFO |
|
|
|
Andrew Nelson |
|
|
|
|
|
Chief Operating Officer and CFO |
|
BERYL CAPITAL PARTNERS II LP |
|
|
|
|
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By: Beryl Capital Management LP |
|
/s/ David A. Witkin |
General Partner |
|
David A. Witkin |
|
|
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By: Beryl Capital Management LLC |
|
|
General Partner |
|
|
|
|
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By: /s/ Andrew Nelson |
|
|
Andrew Nelson |
|
|
Chief Operating Officer |
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