X0303 4 2010-11-29 1 0001373988 Essex Rental Corp. HYDQU 0000808722 KNOTT DAVID M 485 UNDERHILL BLVD STE 205 SYOSSET NY 11791-3419 0 0 1 0 0001077285 KNOTT PARTNERS LP 485 UNDERHILL BOULEVARD, SUITE 205 SYOSSET NY 11791 0 0 1 0 0001423790 Knott Partners Offshore Master Fund LP CO DORSET MANAGEMENT CORP 485 UNDERHILL BLVD SUITE 205 SYOSSET NY 11791 0 0 1 0 Common Stock Warrants (right to buy) 0.01 2010-11-29 4 J 0 1 A 2013-12-31 Common Stock 41421 1 I By Knott Partners, L.P. Common Stock Warrants (right to buy) 0.01 2010-11-29 4 J 0 1 A 2013-12-31 Common Stock 13818 1 I By Shoshone Partners, L.P. Common Stock Warrants (right to buy) 0.01 2010-11-29 4 J 0 1 A 2013-12-31 Common Stock 29820 1 I By Knott Partners Offshore Master Fund, L.P. Common Stock Warrants (right to buy) 0.01 2010-11-29 4 J 0 1 A 2013-12-31 Common Stock 4143 1 I By Mulsanne Partners, L.P. Common Stock Warrants (right to buy) 0.01 2010-11-29 4 J 0 1 A 2013-12-31 Common Stock 798 1 I By Knott Partners Offshore (SRI) Fund Limited The warrants ("Warrants") are a component of the transaction described in footnote 4 and entitle the Beneficial Owners listed in Column 11 of Table II to purchase, in the aggregate, up to 90,000 shares (the "Warrant Shares") of the Company's common stock. The Warrants are currently exercisable. The aggregate number of Warrant Shares subject to purchase upon exercise of each Warrant will be reduced by two-thirds (the "Reduced Share Amount") if the Company repays the outstanding indebtedness represented by the Notes described in footnote 4 on or before May 29, 2011 (the "Repayment Date"). In the event that the number of Warrant Shares issued to a Beneficial Holder upon exercise of its Warrant prior to the Repayment Date exceeds its respective Reduced Share Amount, but the Company subsequently repays the outstanding indebtedness represented by the Notes prior to the Repayment Date, those excess shares shall be automatically cancelled and any stock certificates representing such excess shares will have to be surrendered to the Company for cancellation. Each entry reflects part of an asset acquisition by CC Bidding Corp. ("CCBC"), an indirect wholly-owned subsidiary of the Company, and Coast Crane Company ("Coast"), pursuant to which the Beneficial Owners, as holders of certain Coast indebtedness, agreed to (a) exchange such indebtedness for the Company's promissory notes (the "Notes"), aggregating $5,227,000 in total principal amount, with an interest rate of 10% per annum, subject to adjustment, and maturing December 31, 2013, and (b) support CCBC's bid to acquire Coast's assets and not support any alternative bid except under certain circumstances. As additional consideration, the Company agreed to (a) issue to the Beneficial Owners the Warrants, and (b) reimburse them for legal fees incurred in connection with the transaction. The number of securities listed in Column 7 of Table II represents the proportionate amount of Warrant Shares to which each of the Beneficial Owners is entitled. Mr. Knott is the managing member of Knott Partners Management, LLC, which is (i) the sole general partner of Shoshone Partners, L.P., Knott Partners Offshore Master Fund, L.P., and Mulsanne Partners, L.P. and (ii) the managing general partner of Knott Partners, L.P. Mr. Knott is also a general partner of Knott Partners, L.P. The Reporting Person is the sole director and the president of Dorset Management Corporation, which (i) provides investment management services to Knott Partners Offshore (SRI) Fund Limited and (ii) separate institutional managed accounts. As a result of Mr. Knott's interests in Knott Partners Management, LLC and in Dorset Management Corporation, Mr. Knott has investment discretion and control of the securities represented in this entry. Mr. Knott may be deemed to beneficially own an indirect pecuniary interest in the securities represented in this entry as a result of a performance-related fee. Except with respect to Knott Partners, L.P., Knott Partners Offshore Master Fund, L.P., and Shoshone Partners, L.P., in which Mr. Knott owns a beneficial interest, Mr. Knott disclaims beneficial ownership therein except to the extent ultimately realized. Each of Knott Partners, L.P., Knott Partners Offshore Master Fund, L.P., Shoshone Partners, L.P., Mulsanne Partners, L.P. and Knott Partners Offshore (SRI) Fund Limited disclaims beneficial ownership of securities reported as owned by any other party. Of the above-listed reporting owners, only Knott Partners Offshore Master Fund, L.P. is no longer subject to Section 16. By: /s/David M. Knott 2010-12-01 KNOTT PARTNERS, L.P., by Knott Partners Management, LLC, as General Partner, /s/David M. Knott, Managing Member 2010-12-01 KNOTT PARTNERS OFFSHORE MASTER FUND, L.P., by Knott Partners Management, LLC, as General Partner, /s/David M. Knott, Managing Member 2010-12-01