0000929638-14-000566.txt : 20140711 0000929638-14-000566.hdr.sgml : 20140711 20140711153331 ACCESSION NUMBER: 0000929638-14-000566 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20140711 DATE AS OF CHANGE: 20140711 GROUP MEMBERS: BERYLSON MASTER FUND LP GROUP MEMBERS: JAMES BERYLSON 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 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-82673 FILM NUMBER: 14971607 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: BERYLSON CAPITAL PARTNERS, LLC CENTRAL INDEX KEY: 0001572664 IRS NUMBER: 454054625 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 33 ARCH STREET STREET 2: SUITE 3100 CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-697-5815 MAIL ADDRESS: STREET 1: 33 ARCH STREET STREET 2: SUITE 3100 CITY: BOSTON STATE: MA ZIP: 02110 SC 13G 1 a62090_sc13g.htm SCHEDULE 13G a62090_sc13g.htm
 
 

 
UNITED STATES
OMB APPROVAL
 
   
 
SECURITIES AND EXCHANGE COMMISSION
OMB Number:
 
3235-0145
 
Washington, D.C. 20549
Expires:
 
February 28, 2009
   
Estimated average burden
hours per response…
 
10.4
 
 
Essex Rental Corp.
 
 
(Name of Issuer)
 

 
Common Stock, par value $0.0001
 
 
(Title of Class of Securities)
 

 
297187106
 
 
(CUSIP Number)
 

 
July 7, 2014
 
 
(Date of Event which Requires Filing of this Statement)
 


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
[ ]           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 (“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).
 

 
 

 

1
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
 
Berylson Master Fund, LP
Berylson Capital Partners, LLC
James Berylson
 
2
Check the Appropriate Box if a Member of a Group (See Instructions)
 
 
(a)           [ ]
 
 
(b)           [x]
 
3
SEC Use Only
 
4
Citizenship or Place of Organization.
 
Berylson Master Fund, LP - Cayman Islands
Berylson Capital Partners, LLC - Delaware
James Berylson - United States
 

Number
of Shares
Beneficially
Owned by
Each
Reporting
  Person With  
5    Sole Voting Power
 
Berylson Master Fund, LP - 0 shares
Berylson Capital Partners, LLC - 0 shares
James Berylson - 0 shares
 
6    Shared Voting Power
 
Berylson Master Fund, LP - 1,382,728 shares of Common Stock;
Berylson Capital Partners, LLC - 1,382,728 shares of Common Stock;
James Berylson – 1,382,728 shares of Common Stock
 
Refer to Item 4 below.
7    Sole Dispositive Power
 
Berylson Master Fund, LP - 0 shares
Berylson Capital Partners, LLC - 0 shares
James Berylson - 0 shares
 
8    Shared Dispositive Power
 
Berylson Master Fund, LP - 1,382,728 shares of Common Stock;
Berylson Capital Partners, LLC - 1,382,728 shares of Common Stock;
James Berylson – 1,382,728 shares of Common Stock
 
Refer to Item 4 below.

9
Aggregate Amount Beneficially Owned by Each Reporting Person
 
Berylson Master Fund, LP - 1,382,728 shares of Common Stock;
Berylson Capital Partners, LLC - 1,382,728 shares of Common Stock;
James Berylson – 1,382,728 shares of Common Stock
 
Refer to Item 4 below.
10
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ] N/A
11
Percent of Class Represented by Amount in Row (9)*
 
Berylson Master Fund, LP - 5.58%
Berylson Capital Partners, LLC - 5.58%
James Berylson – 5.58%
 
Refer to Item 4 below.
12
Type of Reporting Person (See Instructions)
 
Berylson Master Fund, LP - PN (Limited Partnership)
Berylson Capital Partners, LLC - OO (Limited Liability Company)
James Berylson – IN

 
 

 

SCHEDULE 13G
 
Item 1.
 

 
(a)
Name of Issuer
   
 
Essex Rental Corp.
 
 
(b)
Address of Issuer’s Principal Executive Offices
   
 
1110 Lake Cook Road, Suite 220, Buffalo Grove, IL  60089

Item 2.
 

 
(a)
Name of Person Filing
   
 
Berylson Master Fund, LP
Berylson Capital Partners, LLC
James Berylson
 
 
(b)
Address of Principal Business Office or, if none, Residence
   
 
Berylson Master Fund, LP
Berylson Capital Partners, LLC
James Berylson
c/o Berylson Capital Partners, LLC
33 Arch Street, Suite 3100
Boston, MA 02110
 
 
(c)
Citizenship
   
 
Berylson Master Fund, LP - Cayman Islands
Berylson Capital Partners, LLC - Delaware
James Berylson  - United States
 
 
(d)
Title of Class of Securities
   
 
Common Stock, par value $0.0001
 
 
(e)
CUSIP Number
   
 
297187106

Item 3.
If this statement is filed pursuant to §§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
 
(d)
[ ]
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
 
(e)
[ ]
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
 
(f)
[ ]
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
 
(g)
[ ]
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
 
(h)
[ ]
A savings associations 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)(1)(ii)(J);
 
(k)
[ ]
Group, in accordance with §240.13d-1(b)(1)(ii)(K).

Item 4.
Ownership**

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

Shares reported herein for Berylson Master Fund, LP (the “Fund”) represent shares held of record by the Fund.  Shares reported herein for Berylson Capital Partners, LLC (“Berylson Capital”) represent the above-referenced shares reported for the Fund, for which Berylson Capital serves as the investment manager. Shares reported herein for Mr. Berylson represent the above-referenced shares reported for the Fund and Berylson Capital.  Mr. Berylson is the sole owner and managing member of Berylson Capital.  Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein.

The percentages herein are calculated based upon the statement in the Issuer’s Quarterly Report on Form 10-Q, as filed with the SEC on May 8, 2014, that there were 24,800,740 shares outstanding shares of Common Stock of the Issuer outstanding as of May 1, 2014.

 
(a)
Amount Beneficially Owned**
   
 
Berylson Master Fund, LP - 1,382,728 shares of Common Stock;
Berylson Capital Partners, LLC - 1,382,728 shares of Common Stock;
James Berylson – 1,382,728 shares of Common Stock
 
 
 
(b)
Percent of Class
   
 
Berylson Master Fund, LP - 5.58%
Berylson Capital Partners, LLC - 5.58%
James Berylson – 5.58%
 

 
(c)
Number of shares as to which such person has:
 
   
(i)
sole power to vote or to direct the vote
     
 
Berylson Master Fund, LP - 0 shares
Berylson Capital Partners, LLC - 0 shares
James Berylson - 0 shares
 
   
(ii)
shared power to vote or to direct the vote
     
 
Berylson Master Fund, LP - 1,382,728 shares of Common Stock;
Berylson Capital Partners, LLC - 1,382,728 shares of Common Stock;
James Berylson – 1,382,728 shares of Common Stock
 
   
(iii)
sole power to dispose or to direct the disposition of
     
 
Berylson Master Fund, LP - 0 shares
Berylson Capital Partners, LLC - 0 shares
James Berylson - 0 shares
 
   
(iv)
shared power to dispose or to direct the disposition of
 
 
 
 

 

     
 
Berylson Master Fund, LP - 1,382,728 shares of Common Stock;
Berylson Capital Partners, LLC - 1,382,728 shares of Common Stock;
James Berylson – 1,382,728 shares of Common Stock
 
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 [  ].

Item 6.
Ownership of More than Five Percent on Behalf of Another Person
   
 
Not applicable.

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
   
 
Not applicable.

Item 9.
Notice of Dissolution of Group
 
 
Not applicable.

Item 10.
Certification

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.

Exhibits
Exhibit
   
99.1
Joint Filing Agreement by and among the Reporting Persons.


 
 

 
 
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: July 11, 2014


   
 
BERYLSON MASTER FUND, LP
   
 
By: Berylson Capital Partners GP, LLC,
 
       its General Partner
   
 
By: /s/ James Berylson
 
James Berylson, Managing Member
   
   
 
BERYLSON CAPITAL PARTNERS, LLC
   
 
By: /s/ James Berylson
 
James Berylson, Managing Member
   
   
 
JAMES BERYLSON
   
 
By: /s/ James Berylson
 
James Berylson, Individually
   
 
 
 
 
 
 
 
 
 
 
 
EX-99.1 2 a62090_ex99-1.htm JOINT FILING AGREEMENT BY AND AMONG THE REPORTING PERSONS a62090_ex99-1.htm
Exhibit 99.1
 
JOINT FILING AGREEMENT
 
This Joint Filing Agreement, dated as of July 11, 2014, is by and among Berylson Master Fund, LP, Berylson Capital Partners, LLC and James Berylson (collectively, the "Filers").
 
Each of the Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13D and/or 13G with respect to shares of Common Stock of Essex Rental Corp. beneficially owned by them from time to time.

Pursuant to and in accordance with Rule 13(d)(1)(k) promulgated under the Securities Exchange Act of 1934, as amended, the Filers hereby agree to file a single statement on Schedule 13D and/or 13G (and any amendments thereto) on behalf of each of the Filers, and hereby further agree to file this Joint Filing Agreement as an exhibit to such statement, as required by such rule.

This Joint Filing Agreement may be terminated by any of the Filers upon written notice or such lesser period of notice as the Filers may mutually agree.

Executed and delivered as of the date first above written.


   
 
BERYLSON MASTER FUND, LP
   
 
By: Berylson Capital Partners GP, LLC,
 
       its General Partner
   
 
By: /s/ James Berylson
 
James Berylson, Managing Member
   
   
 
BERYLSON CAPITAL PARTNERS, LLC
   
 
By: /s/ James Berylson
 
James Berylson, Managing Member
   
   
 
JAMES BERYLSON
   
 
By: /s/ James Berylson
 
James Berylson, Individually