0000892251-15-000043.txt : 20150409 0000892251-15-000043.hdr.sgml : 20150409 20150409094815 ACCESSION NUMBER: 0000892251-15-000043 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20150409 DATE AS OF CHANGE: 20150409 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Essex Rental Corp. CENTRAL INDEX KEY: 0001373988 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS EQUIPMENT RENTAL & LEASING [7350] IRS NUMBER: 205415048 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-82673 FILM NUMBER: 15760519 BUSINESS ADDRESS: STREET 1: 1110 LAKE COOK ROAD STREET 2: SUITE 220 CITY: BUFFALO GROVE STATE: IL ZIP: 60089 BUSINESS PHONE: 847-215-6500 MAIL ADDRESS: STREET 1: 1110 LAKE COOK ROAD STREET 2: SUITE 220 CITY: BUFFALO GROVE STATE: IL ZIP: 60089 FORMER COMPANY: FORMER CONFORMED NAME: Hyde Park Acquisition CORP DATE OF NAME CHANGE: 20070216 FORMER COMPANY: FORMER CONFORMED NAME: Rand Acquisition Corp. II DATE OF NAME CHANGE: 20060828 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CASEY CAPITAL, LLC CENTRAL INDEX KEY: 0001535344 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 112 ROUTE 39 NORTH CITY: SHERMAN STATE: CT ZIP: 06784 BUSINESS PHONE: 646-825-4633 MAIL ADDRESS: STREET 1: 112 ROUTE 39 NORTH CITY: SHERMAN STATE: CT ZIP: 06784 SC 13D/A 1 form13d040815.htm SCHEDULE 13D/A FOR APRIL 9, 2015
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
SCHEDULE 13D
THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)*
 
 
Essex Rental Corp.
(Name of Issuer)
 
 
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
 
 
297187106
(CUSIP Number)
 
 
Kevin M. Casey
c/o Casey Capital, LLC
112 Route 39 North
Sherman, Connecticut 06784
Telephone Number: 646-825-4630
 
F. Mark Reuter, Esq.
Keating Muething & Klekamp PLL
One East Fourth Street
Cincinnati, Ohio 45202
 
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
 
 
April 7, 2015
(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 ss.240.13d-1(e), 240.13d‑1(f) or 240.13d-1(g), check the following box [X].
 
 
*        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.

 
CUSIP No.
297187106
 
 
 
1.
NAME OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
 
 
 
Casey Capital, LLC
 
 
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[_]
 
 
(b)
[X]
 
3.
SEC USE ONLY
 
 
 
 
 
 
 
 
4.
SOURCE OF FUNDS
 
 
 
 
 
AF
 
 
5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
[_]
 
6.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
 
 
Delaware
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
7.
SOLE VOTING POWER
 
 
 
 
 
0
 
 
8.
SHARED VOTING POWER
 
 
 
 
 
1,461,634
 
 
9.
SOLE DISPOSITIVE POWER
 
 
 
 
0
 
 
10.
SHARED DISPOSITIVE POWER
 
 
 
 
 
1,461,634
 
 
11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
 
 
1,461,634
 
 
12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[_]
 
13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
 
 
5.9%
 
 
14.
TYPE OF REPORTING PERSON
 
 
 
 
 
OO
 
 

 
CUSIP No.
297187106
 
 
 
1.
NAME OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
 
 
 
KC Gamma Opportunity Fund, LP
 
 
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[_]
 
 
(b)
[X]
 
3.
SEC USE ONLY
 
 
 
 
 
   
 
4.
SOURCE OF FUNDS
 
 
 
 
 
AF
 
 
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 of America
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
7.
SOLE VOTING POWER
 
 
 
 
 
0
 
 
8.
SHARED VOTING POWER
 
 
 
 
 
1,461,634
 
 
9.
SOLE DISPOSITIVE POWER
 
 
 
 
0
 
 
10.
SHARED DISPOSITIVE POWER
 
 
 
 
 
1,461,634
 
 
11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
 
 
1,461,634
 
 
12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[_]
 
13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
 
 
5.9%
 
 
14.
TYPE OF REPORTING PERSON
 
 
 
 
 
PN
 
 

 
CUSIP No.
297187106
 
 
 
1.
NAME OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
 
 
 
Kevin M. Casey
 
 
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[_]
 
 
(b)
[X]
 
3.
SEC USE ONLY
 
 
 
 
 
 
 
 
4.
SOURCE OF FUNDS
 
 
 
 
 
WC
 
 
5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
[_]
 
6.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
 
 
Delaware
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
7.
SOLE VOTING POWER
 
 
 
 
 
1,000
 
 
8.
SHARED VOTING POWER
 
 
 
 
 
1,461,634
 
 
9.
SOLE DISPOSITIVE POWER
 
 
 
 
1,000
 
 
10.
SHARED DISPOSITIVE POWER
 
 
 
 
 
1,461,634
 
 
11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
 
 
1,462,634
 
 
12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[_]
 
13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
 
 
5.9%
 
 
14.
TYPE OF REPORTING PERSON
 
 
 
 
 
IN
 
 

 
 Introductory Note

 
This Schedule 13D Amendment No. 3 amends and supplements the Schedule 13D (the "Original Schedule 13D" and together with Amendment No. 1 filed April 1, 2015 and Amendment No. 2 filed April 6, 2015, the "Schedule 13D") filed by Kevin M. Casey, a United States citizen, Casey Capital, LLC, a Delaware limited liability company ("Casey Capital"), and KC Gamma Opportunity Fund, LP, a Delaware limited partnership (the "KC Gamma Opportunity Fund"), on February 26, 2015. Mr. Casey, Casey Capital and KC Gamma Opportunity Fund are each a "Reporting Person" and are collectively referred to herein as the "Reporting Persons". All capitalized terms used herein but not defined shall have the meanings ascribed to such terms in the Schedule 13D and, unless amended or supplemented hereby, all information contained in the Schedule 13D remains in effect.
 

Item 3.
Source and Amount of Funds or Other Consideration.
 
 
 
 
 
Item 3 of the Schedule 13D is hereby amended and restated as follows:
 
The funds for the purchase of the Shares beneficially owned by the Reporting Persons (other than the 1,000 Shares owned solely by Kevin M. Casey in his individual capacity, the "Casey Shares") came from working capital of KC Gamma Opportunity Fund.  The net investment costs (including commissions, if any) of the Shares directly owned by the Opportunistic Value Fund is approximately $1,845,263.  The funds for the purchase of the Casey Shares came from Kevin M. Casey's personal assets.  No borrowed funds were used to purchase the Shares, other than any borrowed funds used for working capital purposes (including certain leverage arrangements) in the ordinary course of business.
 
 
Item 4.
Purpose of Transaction.
 
 
 
 
 
Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
 
On April 9, 2015, the Reporting Persons submitted a supplemental director nomination (the "Supplemental Director Nomination") to the Issuer.  The Supplemental Director Nomination is attached hereto as Exhibit 99.7
 
 
Item 5.
Interest in Securities of the Issuer.
 
 
 
 
 
Item 5 of the Schedule 13D is hereby amended and restated as follows:
 
 
 
(a) - (d)
As of the date hereof, Kevin M. Casey, Casey Capital and KC Gamma Opportunity Fund may each be deemed to be the beneficial owners of 1,461,634 Shares which are not Casey Shares, constituting 5.9% of the Shares, based upon 24,813,619 Shares outstanding as of the date hereof and Kevin M. Casey may be deemed to be the beneficial owner of the Casey Shares, constituting less than 0.01% of the Shares, based upon 24,813,619 Shares outstanding as of the date hereof.
 
KC Gamma Opportunity Fund may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) 1,461,634 Shares which are not Casey Shares, (the "KC Gamma Opportunity Fund Shares").  Casey Capital, as the investment manager of KC Gamma Opportunity Fund, may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) the 1,461,634 KC Gamma Opportunity Fund Shares.  By virtue of Mr. Casey's position as the sole managing member of Casey Capital, Mr. Casey may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) the 1,461,634 KC Gamma Opportunity Fund Shares, and, therefore, Mr. Casey may be deemed to be the beneficial owner of such KC Gamma Opportunity Fund Shares.
 
There have been no transactions by the Reporting Persons in the Shares during the past 60 days except that on April 7, 2015, Kevin M. Casey purchased 1,000 Shares for his own account.
 
 
 
(e)
 
N/A
 
 
Item 7.
Material to be Filed as Exhibits.
 
 
Exhibit 99.7
Supplemental Director Nomination dated April 9, 2015
 
 

 
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.
 
 
Date: April 9, 2015
   
 
   
 
 
 
 
 
Casey Capital, LLC*
 
 
 
 
 
By:  /s/ Kevin M. Casey
 
 
Name: Kevin M. Casey
Title: Managing Member
 
 
 
KC Gamma Opportunity Fund, LP
 
 
 
 
 
By:  Casey Capital Management, LLC, its general partner
 
By:  /s/ Kevin M. Casey
 
 
Name: Kevin M. Casey
Title: Managing Member
 
 
 
Kevin M. Casey*
 
 
 
 
 
/s/ Kevin M. Casey
 
*  The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interests therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.
 
Attention:  Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).
EX-99.7 2 form13d_ex99-7.htm SUPPLEMENTAL DIRECTOR NOMINATION DATED APRIL 9, 2015
EXHIBIT 99.7
Casey Capital, LLC
112 Route 39 North
Sherman, Connecticut 06784
April 9, 2015
Via Facsimile and Overnight Delivery
Carol Zelinski, Secretary
c/o Essex Rental Corp.
1110 Lake Cook Road, Suite 220
Buffalo Grove, Illinois 60089

Re:  Notice of Intent to Nominate Directors at Essex Rental Corp.'s 2015 Annual Meeting of Stockholders
Dear Ms. Zelinski:
This letter is to advise you that stockholders Kevin M. Casey, Casey Capital, LLC, a Delaware limited liability company, and KC Gamma Opportunity Fund, LP, a Delaware limited partnership (collectively, the "Stockholders"), hereby notify Essex Rental Corp. (the "ESSX" or the "Company") that they are nominating Mr. Kevin M. Casey, Mr. Christopher Kinslow and Mr. John A. Oliva as nominees for election as directors to the Board of Directors the Company at the Company's 2015 Annual Meeting of Stockholders as permitted under the Company's Bylaws, as amended September 28, 2007 (the "Bylaws"). Based on the dates of the Company's annual meetings of stockholders in 2013 and 2014, this nomination is timely under the Bylaws. This letter supplements the April 1, 2015 letter relating to nominations as signed by Casey Capital, LLC and KC Gamma Opportunity Fund, LP.
In accordance with the Bylaws, we provide the following information concerning each of Mr. Casey, Mr.  Kinslow and Mr. Oliva each of which is a U.S. citizen.
(a)
Name, age, business address and residence address of the nominees:
Kevin M. Casey:
Age: 45
Business address: 112 Rt. 39 North, Sherman, Connecticut 06784
Residence address: 108 Rt. 39 North, Sherman, Connecticut 06784
Christopher Kinslow:
Age: 52
Business address: 80 Bloomfield Ave., Suite 205, Caldwell, New Jersey 07006
Residence address: 14 Bowers Road, Caldwell, New Jersey 07006
John A. Oliva:
Age: 59
Business address: 3251 Lemons Ridge Drive SE, Atlanta, Georgia 30339
Residence address: 3251 Lemons Ridge Drive SE, Atlanta, Georgia 30339
(b)
Principal occupation or employment of nominees:
Kevin M. Casey: Managing Member of Casey Capital, LLC

Christopher Kinslow: President of SNK Capital LLC, Managing Member of Wessex Capital Partners LLC
John A. Oliva: Managing Principal, Capital City Advisors, Inc.
(c)
Class and number of shares of capital stock of the Company beneficially owned by the nominees:
Kevin M. Casey may be deemed to beneficially own 1,462,634 shares of common stock of the Company.

Christopher Kinslow does not own any shares of capital stock of the Company.

John A. Oliva does not own any shares of capital stock of the Company.
(d)
Information relating to the nominees that is required to be disclosed in solicitations for proxies for election of directors pursuant to the Rules and Regulations of the Securities and Exchange Commission under Section 14 of the Securities Exchange Act of 1934:
Please see the biography of Mr. Casey attached to this letter as Exhibit A, the biography of Mr. Kinslow attached to this letter as Exhibit B and the biography of Mr. Oliva attached to this letter as Exhibit C.
(e)
Information regarding related party transactions between the Company, the nominees, and/or the Stockholders:
Other than Mr. Casey's stock ownership in the Company, none of Mr. Casey, Mr.  Kinslow, or Mr.  Oliva has any other relationships with the Company.  Mr. Casey is the sole managing member of Casey Capital, LLC, an investment adviser that serves as the investment manager of KC Gamma Opportunity Fund, LP. Mr. Casey is also the sole managing member of  the General Partner of KC Gamma Opportunity Fund, LP.  By virtue of his position as the sole managing member of Casey Capital, LLC, Mr. Casey may be deemed to have shared voting power and dispositive power over the shares that KC Gamma Opportunity Fund, LP beneficially owns in the Company.
(f)
Any actual or potential conflicts of interest:
None of Mr. Casey, Mr.  Kinslow, Mr.  Oliva, KC Gamma Opportunity Fund, LP, Casey Capital, LLC or Casey Capital Management, LLC, the General Partner of KC Gamma Opportunity Fund, LP are aware of any actual or potential conflicts of interest.
(g)
The nominees' biographical data, current public and private affiliations, employment history and qualifications and status as "independent" under applicable securities laws and/or stock exchange requirements:
Please see the biography of Mr. Casey attached to this letter as Exhibit A, the biography of Mr. Kinslow attached to this letter as Exhibit B and the biography of Mr. Oliva attached to this letter as Exhibit C.  Mr. Casey, Mr. Kinslow and Mr. Oliva qualify as "independent" under applicable securities laws and NASDAQ requirements.
(h)
None of the nominees has been involved in legal proceedings that are required to be disclosed pursuant to the Rules and Regulations under Section 14 of the Securities Exchange Act of 1934, as amended.
In accordance with the Company's Bylaws, we provide the following information concerning the Stockholders making the nomination:
(a)
Name and record address:
Kevin M. Casey
Casey Capital, LLC
KC Gamma Opportunity Fund, LP
112 Route 39 North
Sherman, Connecticut 06784

(b)
Class and number of shares of capital stock of the Company beneficially owned by the Stockholders:
Stockholders beneficially own 1,461,634 shares of common stock of the Company.
In addition, Kevin M. Casey, managing member of the general partner of KC Gamma Opportunity Fund, LP, owns 1,000 shares of common stock of the Company, and such shares are held in Mr. Casey's name. Mr. Casey beneficially owns 1,462,634 shares of common stock of the Company.
(c)
Information regarding related party transactions between the Company, the nominees, and/or the Stockholders:
Other than Stockholders' stock ownership in the Company, Stockholders have no other relationships with the Company.  Mr. Casey is the sole managing member of Casey Capital, LLC, an investment adviser that serves as the investment manager of KC Gamma Opportunity Fund, LP. Mr. Casey is also the sole managing member of  the General Partner of KC Gamma Opportunity Fund, LP.  By virtue of his position as the sole managing member of Casey Capital, LLC, Mr. Casey may be deemed to have shared voting power and dispositive power over the shares that KC Gamma Opportunity Fund, LP beneficially owns in the Company.
(d)
Any actual or potential conflicts of interest:
None of Mr. Casey, Mr.  Kinslow, Mr.  Oliva, KC Gamma Opportunity Fund, LP, Casey Capital, LLC or Casey Capital Management, LLC, the General Partner of KC Gamma Opportunity Fund, LP are aware of any actual or potential conflicts of interest.
Each of Mr. Casey, Mr.  Kinslow and Mr. Oliva, has consented to serve as a director of the Company if elected as evidenced by such consent attached as Exhibits D, E and F, respectively.
We agree to make available to the Board of Directors all information reasonably requested in furtherance of the evaluation of this nomination.
The information in this letter and all attachments hereto is as of the date of this hereof.  If any information changes, we will notify you of the updated information.  This letter and all attachments hereto are submitted in a good faith effort to satisfy the Company's requirements.  Should this letter and/or any attachments hereto be deemed deficient in any way, please contact us at (646) 825-4630 so that any deficiency may be cured.
     
 
 
Sincerely,
 
 
 
 
 
Casey Capital, LLC
 
 
 
 
 
By:  /s/ Kevin M. Casey
 
 
Name: Kevin M. Casey
Title: Managing Member
 
     
 
 
KC Gamma Opportunity Fund, LP
 
 
 
 
 
By:  Casey Capital Management, LLC, its general partner
 
By:  /s/ Kevin M. Casey
 
 
Name: Kevin M. Casey
Title: Managing Member
 
     
 
 
Kevin M. Casey
 
 
 
 
 
/s/ Kevin M. Casey



EXHIBIT A
Kevin M. Casey
Currently, Mr. Casey works at Casey Capital, which manages KC Gamma Opportunity Fund LP. Under his leadership the fund has generated a compounded annual return of approximately 15%. From January 2004 to November 2005, Mr. Casey spent approximately 2 years as a Principal at Weiss, Peck & Greer on the Small Cap Value Team. In this position he was responsible for making investment decisions on the $250 million portfolio as well as researching numerous stocks for the fund.  Prior to joining Weiss, Peck & Greer, Mr. Casey served as Managing Member of the General Partner of KC Gamma Opportunity Fund LP from October 2002 until it was liquidated in January 2004.
Prior to founding Casey Capital, LLC, Mr. Casey spent over a year in equity research at CJS Securities as a sell-side analyst covering small cap stocks.  As an equity analyst at CJS Securities, Mr. Casey created and maintained detailed financial models used in forecasting earnings, cash flow, and future asset values. His investment recommendations were formulated through financial analysis and constant interaction with suppliers, customers, and senior management of the companies under coverage.  His opinions were then communicated internally to the staff at CJS Securities and to investment managers and analyst throughout the country.
From 1994 through 1998, Mr. Casey worked at Graham Investment Advisors.  As an analyst, he was responsible for tracking several industries, including technology, bakeries and uranium. He also played a critical role in the development and launching of Graham Partners, a $40 million hedge fund.  Prior to 1994, Mr. Casey also worked at Gilford Securities and spent four summers interning at Kidder Peabody.
Mr. Casey received a BS in mathematics and economics from the University of Notre Dame in 1992, and he earned an MBA from Mendoza School of Business at the University of Notre Dame in 2001, where he was graduated magna cum laude in finance and corporate strategy.  Mr. Casey is a Chartered Financial Analyst (CFA) and a member of the Association for Investment Management and Research.



EXHIBIT B
Christopher Kinslow
Mr. Kinslow is the founder of SNK Capital LLC, a boutique investment bank that provides strategic advice to public and private industrial companies. Prior to SNK Capital, Mr. Kinslow enjoyed a 20 year career at Deutsche Bank. As a senior investment banker in Deutsche Bank's Global Corporate Bank, he was responsible for the global coverage of capital goods manufacturers, equipment rental companies and diversified industrial corporations. His areas of expertise include mergers, acquisitions, divestures, valuation work, IPOs, equity and debt capital underwriting, and debt restructuring. Mr. Kinslow has extensive experience in the areas of leverage buyouts, private equity funds and leveraged finance.
Mr. Kinslow is a member of the Board of Directors of Rental Equipment Investment Corp, a Miami, FL based holding company that owns and acquires regional equipment companies in the general rental sector and he is an Adjunct Professor of Finance in the Stillman School of Business at Seton Hall University in New Jersey. From 2009 - 2011 he served as a member of the Board of Directors of NES Rentals Holdings Inc., one of the largest competitors in the highly fragmented $35 billion U.S. equipment rental industry.
Mr. Kinslow earned his Bachelor's Degree in 1985 from St. Bonaventure University and in 1994 completed the Executive MBA Program at Columbia University. He remains very active at St. Bonaventure where he serves as the co-chair of the School of Business Advisory Council (SOBAC), is Chairman of the Advisory Board for Students in Money Management ("SIMM") and has been a guest lecturer on many occasions. In 1985, Mr. Kinslow began his career as a Bank Examiner at the Federal Reserve Bank of New York and was an instructor at the Federal Reserve System Schools in Washington, DC.

EXHIBIT C
John A. Oliva
Mr. Oliva has 33 years of experience in the private equity, investment banking, capital markets, branch management, and asset management sectors. Since 2002, Mr. Oliva has been the Managing Principal of Southeastern Capital Partners BD Inc., a FINRA registered broker/dealer and independent investment banking and advisory firm. Since 2002, Southeast Capital Partners has provided financial advisory services, including mergers/acquisitions, underwriting and raising expansion capital to select mid-tier companies. In addition, Mr. Oliva is the Managing Partner of Capital City Advisors Inc., which provides private merchant banking services to clients in Europe and Asia.

Mr. Oliva holds various FINRA licenses including the Managing Principal and Financial Principal licenses. Prior to the formation of CCA and Southeastern Capital Partners, Mr. Oliva worked for Morgan Stanley & Co and served as an advisor to their Private Wealth Management group, developing, reviewing and implementing solutions for the firms' investment banking clients. He was also a group manager. Mr. Oliva was nationally recognized for achievements at Morgan Stanley & Co and Shearson/Lehman Brothers in the asset management and investment banking sector. Mr. Oliva performed similar roles at Interstate/Johnson Lane and The Robinson Humphrey Company. Mr. Oliva also worked on the floor of the New York Stock Exchange.

Mr. Oliva has served on the board of directors of Astrotech Corporation, a leader in identifying and commercializing space technology for terrestrial use, since 2008 and provides expert advice to Astrotech's board on financial issues. Mr. Oliva plays a crucial role in risk management, providing advice and direction to management on a number of issues ranging from SEC filings, debt transactions and auditor independence.

EXHIBIT D

DIRECTOR NOMINEE CONSENT

I, the undersigned, hereby consent to serve as a director of Essex Rental Corp. (the "Company"), if elected at the Company's 2015 Annual Meeting of Stockholders including any postponement or adjournment thereof (the "2015 Annual Meeting") or any special meeting of the Company called for the purpose of electing directors thereat Stockholders including any postponement or adjournment thereof that is held prior to the 2015 Annual Meeting.

   
/s/ Kevin M. Casey
   
Name: Kevin M. Casey



EXHIBIT E

DIRECTOR NOMINEE CONSENT

I, the undersigned, hereby consent to serve as a director of Essex Rental Corp. (the "Company"), if elected at the Company's 2015 Annual Meeting of Stockholders including any postponement or adjournment thereof (the "2015 Annual Meeting") or any special meeting of the Company called for the purpose of electing directors thereat Stockholders including any postponement or adjournment thereof that is held prior to the 2015 Annual Meeting.

   
/s/ Christopher Kinslow
   
Name: Christopher Kinslow

EXHIBIT F

DIRECTOR NOMINEE CONSENT

I, the undersigned, hereby consent to serve as a director of Essex Rental Corp. (the "Company"), if elected at the Company's 2015 Annual Meeting of Stockholders including any postponement or adjournment thereof (the "2015 Annual Meeting") or any special meeting of the Company called for the purpose of electing directors thereat Stockholders including any postponement or adjournment thereof that is held prior to the 2015 Annual Meeting.

   
/s/ John A. Oliva
   
Name: John A. Oliva