OMB
APPROVAL
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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OMB
Number: 3235-0145
Expires:
December 31, 2005
Estimated
average burden
hours
per response………..11
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1
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NAME
OF REPORTING PERSON
|
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY)
|
Irvin
E. Richter
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
|
(a)
|
x
|
|
(b)
|
¨
|
3
|
SEC
USE ONLY
|
4
|
SOURCE
OF FUNDS
|
OO
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d)
or 2(e)
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
United
States
|
7
|
SOLE
VOTING POWER
|
8,957,075
|
8
|
SHARED
VOTING POWER
|
9
|
SOLE
DISPOSITIVE POWER
|
8,957,075
|
10
|
SHARED
DISPOSITIVE POWER
|
6,706,772
(see footnote one)
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
15,663,847
(see footnote one)
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
|
63.2%
|
14
|
TYPE
OF REPORTING PERSON
|
IN
|
1.
|
NAME
OF REPORTING PERSON
|
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY)
|
David
L. Richter
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
|
(a)
|
x
|
|
(b)
|
¨
|
3.
|
SEC
USE ONLY
|
4.
|
SOURCE
OF FUNDS
|
OO
|
5.
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d)
or 2(e)
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
United
States
|
7.
|
SOLE
VOTING POWER
|
3,866,465
|
8.
|
SHARED
VOTING POWER
|
9.
|
SOLE
DISPOSITIVE POWER
|
3,866,465
|
10.
|
SHARED
DISPOSITIVE POWER
|
11,797,382
(see footnote two)
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
15,663,847
(see footnote two)
|
12.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
|
63.2%
|
14.
|
TYPE
OF REPORTING PERSON
|
IN
|
1.
|
NAME
OF REPORTING PERSON
|
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY)
|
Brady
H. Richter
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
|
(a)
|
x
|
|
(b)
|
¨
|
3.
|
SEC
USE ONLY
|
4.
|
SOURCE
OF FUNDS
|
OO
|
5.
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d)
or 2(e)
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
United
States
|
7.
|
SOLE
VOTING POWER
|
2,237,375
|
8.
|
SHARED
VOTING POWER
|
9.
|
SOLE
DISPOSITIVE POWER
|
2,237,375
|
10.
|
SHARED
DISPOSITIVE POWER
|
13,426,472
(see footnote three)
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
15,663,847
(see footnote three)
|
12.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
|
63.2%
|
14.
|
TYPE
OF REPORTING PERSON
|
IN
|
1.
|
NAME
OF REPORTING PERSON
|
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY)
|
Stuart
S. Richter
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
|
(a)
|
x
|
|
(b)
|
¨
|
3.
|
SEC
USE ONLY
|
4.
|
SOURCE
OF FUNDS
|
OO
|
5.
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d)
or 2(e)
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
United
States
|
7.
|
SOLE
VOTING POWER
|
602,932
|
8.
|
SHARED
VOTING POWER
|
9.
|
SOLE
DISPOSITIVE POWER
|
602,932
|
10.
|
SHARED
DISPOSITIVE POWER
|
15,060,915
(see footnote four)
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
15,663,847
(see footnote four)
|
12.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
|
63.2%
|
0.
|
TYPE
OF REPORTING PERSON
|
IN
|
Item 1. |
Security
and Issuer.
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Item 2. |
Identity
and Background.
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Item 3. |
Source
and Amount of Funds or Other
Consideration.
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Item 4. |
Purpose
of Transaction.
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Item 5. |
Interest
in Securities of the Issuer.
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Item
6.
|
Contracts,
Arrangements, Understandings or Relationships
With
Respect to Securities of the
Issuer.
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Item 7. |
Materials
to be Filed as Exhibits
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Exhibit
7.1
|
-
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Form
of Escrow Agreement (included as Annex F of the Definitive Proxy
Statement
(No. 000-50781), dated June 5, 2006 and incorporated by reference
herein).
|
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Exhibit
7.2
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-
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Form
of Voting Agreement (included as Annex E of the Definitive Proxy
Statement
(No. 000-50781), dated June 5, 2006 and incorporated by reference
herein).
|
|
Exhibit
7.3
|
-
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Agreement
and Plan of Merger dated December 5, 2005, as amended, by and among
Arpeggio Acquisition Corporation, Hill International, Inc. and the
then
stockholders of Hill International, Inc. (included as Annex A of
the
Definitive Proxy Statement (No. 000-50781) filed with the SEC and
incorporated by reference herein).
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Dated:
April 16, 2007
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By:
/s/
Irvin E. Richter
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Irvin
E. Richter
|
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By:
/s/
David L. Richter
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David
L. Richter
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By:
/s/
Brady H. Richter
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Brady
H. Richter
|
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By:
/s/
Stuart S. Richter
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Stuart
S. Richter
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Exhibit
7.1
|
-
|
Form
of Escrow Agreement (included as Annex F of the Definitive Proxy
Statement
(No. 000-50781), dated June 5, 2006 and incorporated by reference
herein).
|
|
Exhibit
7.2
|
-
|
Form
of Voting Agreement (included as Annex E of the Definitive Proxy
Statement
(No. 000-50781), dated June 5, 2006 and incorporated by reference
herein).
|
|
Exhibit
7.3
|
-
|
Agreement
and Plan of Merger dated December 5, 2005, as amended, by and among
Arpeggio Acquisition Corporation, Hill International, Inc. and the
then
stockholders of Hill International, Inc., (included as Annex A of
the
Definitive Proxy Statement (No. 000-50781) filed with the SEC and
incorporated by reference herein).
|