BWEN Broadwind Inc

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________

FORM 8-K

_________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  November 13, 2023

_______________________________

BROADWIND, INC.

(Exact name of registrant as specified in its charter)

_______________________________

Delaware	001-34278	88-0409160
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

3240 South Central Avenue

Cicero, Illinois 60804

(Address of Principal Executive Offices) (Zip Code)

(708) 780-4800

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

_______________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BROADWIND, INC.
Date: November 13, 2023	By:	/s/ Eric B. Blashford
		Eric B. Blashford
		President and Chief Executive Officer (Principal Executive Officer)

 

EXHIBIT 99.1

Broadwind Announces Third Quarter 2023 Results

CICERO, Ill., Nov. 13, 2023 (GLOBE NEWSWIRE) -- Broadwind, Inc. (Nasdaq: BWEN, “Broadwind” or the “Company”), a diversified precision manufacturer of specialized components and solutions serving global markets, today announced results for the third quarter 2023.

THIRD QUARTER 2023 RESULTS
(As compared to the third quarter 2022)

• Revenue of $57.2 million, +$12.3 million y/y
• GAAP Net Income of $4.4 million, or $0.20 per diluted share, +$6.2 million y/y
• Non-GAAP Adjusted EBITDA of $7.6 million, +$5.7 million y/y
• Ratio of net debt to trailing twelve-month Non-GAAP Adjusted EBITDA of 1.7x as of September 30, 2023
• Total backlog of $220.8 million, +$88.6 million y/y, as of September 30, 2023
• Reiterating full-year 2023 revenue and Adjusted EBITDA guidance

For the three months ended September 30, 2023, Broadwind reported total revenue of $57.2 million, an increase of 27% when compared to the prior-year period. The Company reported GAAP net income of $4.4 million, or $0.20 per diluted share, in the third quarter 2023, compared to a net loss of ($1.8) million, or ($0.09) per basic share, in the third quarter 2022. The Company reported non-GAAP adjusted EBITDA of $7.6 million in the third quarter 2023, an increase of $5.7 million when compared to the prior-year period. For a reconciliation of GAAP to non-GAAP metrics, please see the appendix of this release.

During the third quarter, Broadwind generated significant year-over-year revenue growth across each of its reporting segments, as well as an overall increase in consolidated profitability. The improved results were due to a combination of strong demand across its key end-markets, continued price discipline, improved fixed cost absorption, more efficient raw materials procurement, reduced freight expense and benefits derived from advanced manufacturing credits associated with the Inflation Reduction Act (“IRA”), when compared to the prior-year period.

Total backlog increased by $88.6 million on a year-over-year basis to $220.8 million in the third quarter 2023, supported by growth within its Heavy Fabrications and Industrial Solutions segments. As of September 30, 2023, Broadwind had total cash on hand and availability under its credit facility of $13.6 million, as compared to $14.8 million at the end of the third quarter 2022, excluding the value of its advanced manufacturing credit receivable earned under the IRA.

BUSINESS UPDATE

Broadwind has continued to demonstrate strong operational excellence and commercial execution, consistent with a multi-year focus on building a market-leading precision manufacturing platform. Broadwind remains focused on organic growth within both existing and adjacent markets; further revenue mix diversification beyond its core wind business; improved asset optimization; ratable growth in orders and backlog; and disciplined capital management to support the requirements of the business.

• Drive revenue mix diversification. On a trailing twelve-month basis through the end of the third quarter 2023, non-wind revenue increased by nearly 25% on a year-over-year basis to $103 million. During the third quarter 2023, total non-wind revenue increased 16% on a year-over-year basis to $27 million. These increases were primarily supported by broad-based share gains across industrial and power generation end-markets.
  
• Deliver sustained margin expansion. In the third quarter 2023, total gross margin rate increased more than 940 basis points year-over-year from 8.4% to 17.8%, while non-GAAP adjusted EBITDA margin increased more than 900 basis points from 4.2% to 13.3% in the same period. IRA-related tax credits and effective cost-management contributed to the year-over-year improvement.
  
• Drive asset optimization. Broadwind has deployed a lean operating approach across all divisions which includes continuous improvement efforts designed to drive throughput growth and asset optimization. The base load of orders in backlog is expected to allow the Company to focus these efforts on specific manufacturing processes offering the highest return on resources invested.
  

MANAGEMENT COMMENTARY

“We delivered a strong third quarter performance, one highlighted by significant year-over-year increases in revenue, net income, margin realization and non-GAAP adjusted EBITDA,” stated Eric Blashford, President and CEO of Broadwind. “We generated double-digit year-over-year revenue growth across each of our reporting segments during the third quarter, with Heavy Fabrications segment revenue increasing more than 25% above the prior-year period given improved demand for wind tower sections and high-flow Pressure Reducing Systems units.”

“Our third quarter results benefited from a combination of improved operating leverage, continued price discipline, a higher value sales mix and improved process efficiencies, including early benefits from our recent investments in coatings automation and weld-prep technology,” continued Blashford. “These actions, together with the benefit provided by the IRA’s advanced manufacturing tax credit, resulted in third quarter non-GAAP adjusted EBITDA margin of more than 13%, an increase of more than 900 basis points as compared to the prior year period.”

“We remain highly focused on balance sheet optimization as we seek to build liquidity, further reduce net leverage and improve working capital efficiency,” continued Blashford. “Our net leverage profile improved meaningfully over the last year, with our ratio of net debt to trailing twelve-month non-GAAP adjusted EBITDA declining to 1.7x as of September 30, 2023,” noted Blashford. “At the end of the third quarter, our advanced manufacturing credit receivable totaled more than $11 million, representing credits earned under the IRA. We are currently evaluating the sale of these earned credits to unaffiliated institutional third parties, an approach which, if pursued, would accelerate monetization of these credits during 2024.”

“Looking ahead, we remain well-positioned to capitalize on a pending recovery in onshore wind investment, while leveraging our precision manufacturing expertise across new energy transition verticals, including renewable fuels and power generation,” concluded Blashford. “While we see early signs of a recovery within our onshore wind markets, 2024 is expected to be a transitional year for the industry. As before, we remain focused on delivering profitable growth through organic share gains and product innovation, consistent with our focus on long-term value creation.”

SEGMENT RESULTS

Heavy Fabrications Segment
Broadwind provides large, complex and precision fabrications to customers in a broad range of industrial markets. Key products include wind towers, Pressure Reducing Systems units and other industrial fabrications, including mining and material handling components and other frames/structures.

Heavy Fabrications segment sales increased 25% to $38.3 million in the third quarter 2023, as compared to the prior-year period, primarily driven by a more than 30% increase in the quantity of wind turbine tower sections sold. The segment reported operating income of $5.8 million in the third quarter 2023, as compared to $0.4 million in the prior-year period. Segment non-GAAP adjusted EBITDA was $6.9 million in the third quarter 2023, as compared to $1.5 million in the prior-year period.

In January 2023, the Company announced that it had entered into a supply agreement for wind tower purchases valued at approximately $175 million with a leading global wind turbine manufacturer. Under the terms of the supply agreement, order fulfillment is to occur beginning in 2023 through year-end 2024. In early November 2023, the parties discussed their joint intent to shift approximately half of the contracted tower section orders initially planned for 2024 into 2025, while maintaining the total number of tower sections stipulated under the supply agreement.

Gearing Segment
Broadwind provides custom gearboxes, loose gearing and heat treat services to a broad set of customers in diverse markets, including energy production, surface and underground mining, wind energy, steel, material handling and other infrastructure markets.

Gearing segment sales increased by 12% to $11.4 million in the third quarter 2023, as compared to the prior-year period, primarily driven by increased demand from industrial and steel customers. The segment reported operating income of $0.3 million in the third quarter 2023, compared to $0.6 million in the prior-year period. The segment reported non-GAAP adjusted EBITDA of $0.9 million in the third quarter 2023, as compared to $1.2 million in the prior-year period.

Industrial Solutions Segment
Broadwind provides supply chain solutions, light fabrication, inventory management, kitting and assembly services, primarily serving the combined cycle natural gas turbine market as well as other clean technology markets.

Industrial Solutions segment sales increased 85% to $7.4 million in the third quarter 2023, as compared to the prior-year period, primarily due to higher shipments of new gas turbine content in addition to the timing of revenue recognized from international customers. The segment reported operating income of $0.8 million in the third quarter 2023, compared to an operating loss of ($0.2) million in the prior-year period. The segment reported non-GAAP adjusted EBITDA of $1.0 million in the third quarter 2023, as compared to ($0.05) million in the prior-year period.

FINANCIAL GUIDANCE

The following financial guidance for the full year 2023 reflects the Company’s current expectations and beliefs. All guidance is current as of the time provided and is subject to change.

	Full Year 2023
$ in Millions	Financial Guidance
	Low		High
Revenue	$205		$220
Non-GAAP Adjusted EBITDA	$17		$19

THIRD QUARTER 2023 CONFERENCE CALL

Broadwind will host a conference call today at 12:00 P.M. ET to review the Company’s financial results, discuss recent events and conduct a question-and-answer session.

A webcast of the conference call and accompanying presentation materials will be available in the Investor Relations section of the Company’s corporate website at https://investors.bwen.com/investors. To listen to a live broadcast, go to the site at least 15 minutes prior to the scheduled start time in order to register, download, and install any necessary audio software.

To participate in the live teleconference:
Live Teleconference:	877-407-9716
To Listen to a replay of the teleconference, which will be available through November 20, 2023:
Teleconference Replay:	844-512-2921
Conference ID:	13741903

ABOUT BROADWIND

Broadwind (NASDAQ: BWEN) is a precision manufacturer of structures, equipment and components for clean tech and other specialized applications. With facilities throughout the U.S., our talented team is committed to helping customers maximize performance of their investments—quicker, easier and smarter. Find out more at www.bwen.com.

NON-GAAP FINANCIAL MEASURES

The Company provides non-GAAP adjusted EBITDA (earnings before interest, income taxes, depreciation, amortization, share-based compensation and other stock payments, restructuring costs, impairment charges, proxy contest-related expenses and other non-cash gains and losses) as supplemental information regarding the Company’s business performance. The Company’s management uses this supplemental information when it internally evaluates its performance, reviews financial trends and makes operating and strategic decisions. The Company believes that this non-GAAP financial measure is useful to investors because it provides investors with a better understanding of the Company’s past financial performance and future results, which allows investors to evaluate the Company’s performance using the same methodology and information as used by the Company’s management. The Company's definition of adjusted EBITDA may be different from similar non-GAAP financial measures used by other companies and/or analysts.

FORWARD-LOOKING STATEMENTS

This release contains “forward-looking statements”—that is, statements related to future, not past, events— as defined in Section 21E of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”), that reflect our current expectations regarding our future growth, results of operations, financial condition, cash flows, performance, business prospects and opportunities, as well as assumptions made by, and information currently available to, our management. We have tried to identify forward looking statements by using words such as “anticipate,” “believe,” “expect,” “intend,” “will,” “should,” “may,” “plan” and similar expressions, but these words are not the exclusive means of identifying forward looking statements. Forward-looking statements include any statement that does not directly relate to a current or historical fact. Our forward-looking statements may include or relate to our beliefs, expectations, plans and/or assumptions with respect to the following: (i) the impact of global health concerns on the economies and financial markets and the demand for our products; (ii) state, local and federal regulatory frameworks affecting the industries in which we compete, including the wind energy industry, and the related extension, continuation or renewal of federal tax incentives and grants, including the advanced manufacturing tax credits (which remain subject to further technical guidance and regulations), and state renewable portfolio standards as well as new or continuing tariffs on steel or other products imported into the United States; (iii) our customer relationships and our substantial dependency on a few significant customers and our efforts to diversify our customer base and sector focus and leverage relationships across business units; (iv) the economic and operational stability of our significant customers and suppliers, including their respective supply chains, and the ability to source alternative suppliers as necessary; (v) our ability to continue to grow our business organically and through acquisitions; (vi) the production, sales, collections, customer deposits and revenues generated by new customer orders and our ability to realize the resulting cash flows; (vii) information technology failures, network disruptions, cybersecurity attacks or breaches in data security; (viii) the sufficiency of our liquidity and alternate sources of funding, if necessary; (ix) our ability to realize revenue from customer orders and backlog (including our ability to finalize the terms of the remaining obligations under a supply agreement with a leading global wind turbine manufacturer); (x) our ability to operate our business efficiently, comply with our debt obligations, manage capital expenditures and costs effectively, and generate cash flow; (xi) the economy and the potential impact it may have on our business, including our customers; (xii) the state of the wind energy market and other energy and industrial markets generally, including the availability of tax credits, and the impact of competition and economic volatility in those markets; (xiii) the effects of market disruptions and regular market volatility, including fluctuations in the price of oil, gas and other commodities; (xiv) competition from new or existing industry participants including, in particular, increased competition from foreign tower manufacturers; (xv) the effects of the change of administrations in the U.S. federal government; (xvi) our ability to successfully integrate and operate acquired companies and to identify, negotiate and execute future acquisitions; (xvii) the potential loss of tax benefits if we experience an “ownership change” under Section 382 of the Internal Revenue Code of 1986, as amended; (xviii) the limited trading market for our securities and the volatility of market price for our securities; and (xix) the impact of future sales of our common stock or securities convertible into our common stock on our stock price. These statements are based on information currently available to us and are subject to various risks, uncertainties and other factors that could cause our actual growth, results of operations, financial condition, cash flows, performance, business prospects and opportunities to differ materially from those expressed in, or implied by, these statements including, but not limited to, those set forth under the caption “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2022, as supplemented by the risk factors set forth under the caption “Risk Factors” in Part II, Item IA of our Quarterly Report on Form 10-Q for the quarter ended March 31, 2023. We are under no duty to update any of these statements. You should not consider any list of such factors to be an exhaustive statement of all of the risks, uncertainties or other factors that could cause our current beliefs, expectations, plans and/or assumptions to change. Accordingly, forward-looking statements should not be relied upon as a predictor of actual results.

BROADWIND, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
(UNAUDITED)

		September 30,				December 31,
			2023				2022
ASSETS
CURRENT ASSETS:
Cash		$	1,740			$	12,732
Accounts receivable, net			41,253				17,018
AMP credit receivable			11,217				-
Contract assets			2,176				1,955
Inventories, net			39,906				44,262
Prepaid expenses and other current assets			3,454				3,291
Total current assets			99,746				79,258
LONG-TERM ASSETS:
Property and equipment, net			46,889				45,319
Operating lease right-of-use assets, net			15,086				16,396
Intangible assets, net			2,229				2,728
Other assets			649				839
TOTAL ASSETS		$	164,599			$	144,540
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Line of credit and current portion of long-term debt		$	19,762			$	1,170
Current portion of finance lease obligations			1,612				2,008
Current portion of operating lease obligations			1,660				1,882
Accounts payable			25,269				26,255
Accrued liabilities			6,238				4,313
Customer deposits			29,904				34,550
Total current liabilities			84,445				70,178
LONG-TERM LIABILITIES:
Long-term debt, net of current maturities			6,562				7,141
Long-term finance lease obligations, net of current portion			3,628				4,226
Long-term operating lease obligations, net of current portion			15,583				16,696
Other			19				26
Total long-term liabilities			25,792				28,089
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Preferred stock, $0.001 par value; 10,000,000 shares authorized; no shares issued or outstanding			-				-
Common stock, $0.001 par value; 30,000,000 shares authorized; 21,673,800 and 21,127,130 shares issued as of June 30, 2023 and December 31, 2022, respectively			22				21
Treasury stock, at cost, 273,937 shares as of September 30, 2023 and December 31, 2022, respectively			(1,842	)			(1,842	)
Additional paid-in capital			398,750				397,240
Accumulated deficit			(342,568	)			(349,146	)
Total stockholders' equity			54,362				46,273
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY		$	164,599			$	144,540

BROADWIND, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED)

		Three Months Ended September 30,								Nine Months Ended September 30,
			2023				2022				2023				2022
Revenues		$	57,163			$	44,843			$	156,879			$	136,699
Cost of sales			46,996				41,095				131,403				128,545
Gross profit			10,167				3,748				25,476				8,154
OPERATING EXPENSES:
Selling, general and administrative			4,635				4,085				16,113				12,109
Intangible amortization			165				183				498				550
Total operating expenses			4,800				4,268				16,611				12,659
Operating income (loss)			5,367				(520	)			8,865				(4,505	)
OTHER EXPENSE, net:
Interest expense, net			(932	)			(1,234	)			(2,171	)			(2,355	)
Other, net			(13	)			(4	)			(37	)			17
Total other expense, net			(945	)			(1,238	)			(2,208	)			(2,338	)
Net income (loss) before provision for income taxes			4,422				(1,758	)			6,657				(6,843	)
Provision for income taxes			28				14				79				36
NET INCOME (LOSS)		$	4,394			$	(1,772	)		$	6,578			$	(6,879	)
NET INCOME (LOSS) PER COMMON SHARE - BASIC:
Net income (loss)		$	0.21			$	(0.09	)		$	0.31			$	(0.34	)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC			21,337				20,506				21,101				20,156
NET INCOME (LOSS) PER COMMON SHARE - DILUTED:
Net income (loss)		$	0.20			$	(0.09	)		$	0.31			$	(0.34	)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - DILUTED			21,574				20,506				21,451				20,156

BROADWIND, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)

		Nine Months Ended September 30,
			2023				2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)		$	6,578			$	(6,879	)
Adjustments to reconcile net cash used in operating activities:
Depreciation and amortization expense			4,772				4,581
Deferred income taxes			(7	)			(13	)
Change in fair value of interest rate swap agreements			-				(27	)
Share-based compensation			649				760
Allowance for doubtful accounts			16				(18	)
Common stock issued under defined contribution 401(k) plan			978				915
Loss on disposal of assets			48				3
Changes in operating assets and liabilities:
Accounts receivable			(24,251	)			(3,096	)
AMP credit receivable			(11,217	)			-
Employee retention credit receivable			-				497
Contract assets			(221	)			(2,353	)
Inventories			4,356				(525	)
Prepaid expenses and other current assets			(162	)			(1,200	)
Accounts payable			(1,577	)			4,968
Accrued liabilities			1,925				1,271
Customer deposits			(4,646	)			(9,006	)
Other non-current assets and liabilities			166				(149	)
Net cash used in operating activities			(22,593	)			(10,271	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment			(5,315	)			(2,757	)
Proceeds from disposals of property and equipment			15				-
Net cash used in investing activities			(5,300	)			(2,757	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from line of credit, net			18,518				7,966
Payments for deferred financing costs			-				(470	)
Proceeds from long-term debt			387				8,113
Payments on long-term debt			(893	)			(261	)
Principal payments on finance leases			(994	)			(1,347	)
Shares withheld for taxes in connection with issuance of restricted stock			(117	)			(546	)
Proceeds from sale of common stock, net			-				230
Net cash provided by financing activities			16,901				13,685
							-
NET (DECREASE) INCREASE IN CASH			(10,992	)			657
CASH beginning of the period			12,732				852
CASH end of the period		$	1,740			$	1,509

BROADWIND, INC. AND SUBSIDIARIES
SELECTED SEGMENT FINANCIAL INFORMATION
(IN THOUSANDS)
(UNAUDITED)

		Three Months Ended								Nine Months Ended
		September 30,								September 30,
			2023				2022				2023				2022
ORDERS:
Heavy Fabrications		$	8,009			$	62,873			$	40,608			$	110,022
Gearing			3,005				15,523				21,211				38,526
Industrial Solutions			4,876				6,061				19,034				14,648
Total orders		$	15,890			$	84,457			$	80,853			$	163,196
REVENUES:
Heavy Fabrications		$	38,326			$	30,640			$	103,864			$	93,486
Gearing			11,404				10,190				34,347				30,890
Industrial Solutions			7,434				4,020				19,125				13,142
Corporate and Other			(1	)			(7	)			(457	)			(819	)
Total revenues		$	57,163			$	44,843			$	156,879			$	136,699
OPERATING PROFIT/(LOSS):
Heavy Fabrications		$	5,791			$	372			$	12,448			$	(11	)
Gearing			265				624				1,194				(73	)
Industrial Solutions			846				(191	)			2,311				(368	)
Corporate and Other			(1,535	)			(1,325	)			(7,088	)			(4,053	)
Total operating profit (loss)		$	5,367			$	(520	)		$	8,865			$	(4,505	)

BROADWIND, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(IN THOUSANDS)
(UNAUDITED)

Consolidated		Three Months Ended September 30,								Nine Months Ended September 30,
			2023				2022				2023				2022
Net Income (Loss)		$	4,394			$	(1,772	)		$	6,578			$	(6,879	)
Interest Expense			932				1,234				2,171				2,355
Income Tax Provision			28				14				79				36
Depreciation and Amortization			1,605				1,486				4,772				4,581
Share-based Compensation and Other Stock Payments			603				935				1,660				2,166
Proxy Contest-Related Expenses			23				-				1,779				-
Adjusted EBITDA (Non-GAAP)		$	7,585			$	1,897			$	17,039			$	2,259

 

Heavy Fabrications Segment		Three Months Ended September 30,								Nine Months Ended September 30,
			2023				2022				2023				2022
Net Income (Loss)		$	5,839			$	(231	)		$	12,166			$	(1,009	)
Interest Expense			223				651				500				1,246
Income Tax Benefit			(272	)			(48	)			(218	)			(249	)
Depreciation			896				852				2,610				2,594
Share-based Compensation and Other Stock Payments			261				226				712				697
Adjusted EBITDA (Non-GAAP)		$	6,947			$	1,450			$	15,770			$	3,279

 

Gearing Segment		Three Months Ended September 30,								Nine Months Ended September 30,
			2023				2022				2023				2022
Net Income (Loss)		$	194			$	581			$	968			$	(185	)
Interest Expense			63				41				203				131
Income Tax Provision			8				1				23				4
Depreciation and Amortization			563				477				1,715				1,507
Share-based Compensation and Other Stock Payments			113				119				346				397
Adjusted EBITDA (Non-GAAP)		$	941			$	1,219			$	3,255			$	1,854

 

Industrial Solutions Segment		Three Months Ended September 30,								Nine Months Ended September 30,
			2023				2022				2023				2022
Net Income (Loss)		$	669			$	(283	)		$	1,879			$	(540	)
Interest Expense			151				81				362				147
Income Tax Provision			12				9				34				20
Depreciation and Amortization			94				97				280				299
Share-based Compensation and Other Stock Payments			47				48				147				182
Adjusted EBITDA (Non-GAAP)		$	973			$	(48	)		$	2,702			$	108

 

Corporate and Other		Three Months Ended September 30,								Nine Months Ended September 30,
			2023				2022				2023				2022
Net Loss		$	(2,308	)		$	(1,839	)		$	(8,435	)		$	(5,145	)
Interest Expense			495				461				1,106				831
Income Tax Provision			280				52				240				261
Depreciation and Amortization			52				60				167				181
Share-based Compensation and Other Stock Payments			182				542				455				890
Proxy Contest-Related Expenses			23				-				1,779				-
Adjusted EBITDA (Non-GAAP)		$	(1,276	)		$	(724	)		$	(4,688	)		$	(2,982	)

IR CONTACT

720.778.2415
BWEN@val-adv.com

Exhibit 99.2

 

1 Broadwind | Investor Presentation 2023 Third Quarter 2023 Conference Call Presentation November 13, 2023

2 Broadwind | Investor Presentation 2023 SAFE HARBOR STATEMENT This document contains “forward looking statements” — that is, statements related to future, not past, events — as defined in Section 21 E of the Securities Exchange Act of 1934 , as amended, that reflect our current expectations regarding our future growth, results of operations, financial condition, cash flows, performance, business prospects and opportunities, as well as assumptions made by, and information currently available to, our management . Forward looking statements include any statement that does not directly relate to a current or historical fact . We have tried to identify forward looking statements by using words such as “anticipate,” “believe,” “expect,” “intend,” “will,” “should,” “may,” “plan” and similar expressions, but these words are not the exclusive means of identifying forward looking statements . Forward looking statements include any statement that does not directly relate to a current or historical fact . Our forward - looking statements may include or relate to our beliefs, expectations, plans and/or assumptions with respect to the following : ( i ) the impact of global health concerns on the economies and financial markets and the demand for our products ; (ii) state, local and federal regulatory frameworks affecting the industries in which we compete, including the wind energy industry, and the related extension, continuation or renewal of federal tax incentives and grants, including the advanced manufacturing tax credits (which remain subject to further technical guidance and regulations), and state renewable portfolio standards as well as new or continuing tariffs on steel or other products imported into the United States ; (iii) our customer relationships and our substantial dependency on a few significant customers and our efforts to diversify our customer base and sector focus and leverage relationships across business units ; (iv) the economic and operational stability of our significant customers and suppliers, including their respective supply chains, and the ability to source alternative suppliers as necessary ; (v) our ability to continue to grow our business organically and through acquisitions ; (vi) the production, sales, collections, customer deposits and revenues generated by new customer orders and our ability to realize the resulting cash flows ; (vii) information technology failures, network disruptions, cybersecurity attacks or breaches in data security ; (viii) the sufficiency of our liquidity and alternate sources of funding, if necessary ; (ix) our ability to realize revenue from customer orders and backlog (including our ability to finalize the terms of the remaining obligations under a supply agreement with a leading global wind turbine manufacturer) ; (x) our ability to operate our business efficiently, comply with our debt obligations, manage capital expenditures and costs effectively, and generate cash flow ; (xi) the economy and the potential impact it may have on our business, including our customers ; (xii) the state of the wind energy market and other energy and industrial markets generally, including the availability of tax credits, and the impact of competition and economic volatility in those markets ; (xiii) the effects of market disruptions and regular market volatility, including fluctuations in the price of oil, gas and other commodities ; (xiv) competition from new or existing industry participants including, in particular, increased competition from foreign tower manufacturers ; (xv) the effects of the change of administrations in the U . S . federal government ; (xvi) our ability to successfully integrate and operate acquired companies and to identify, negotiate and execute future acquisitions ; (xvii) the potential loss of tax benefits if we experience an “ownership change” under Section 382 of the Internal Revenue Code of 1986 , as amended ; (xviii) the limited trading market for our securities and the volatility of market price for our securities ; and (xix) the impact of future sales of our common stock or securities convertible into our common stock on our stock price . These statements are based on information currently available to us and are subject to various risks, uncertainties and other factors that could cause our actual growth, results of operations, financial condition, cash flows, performance, business prospects and opportunities to differ materially from those expressed in, or implied by, these statements including, but not limited to, those set forth under the caption “Risk Factors” in Part I, Item 1 A of our Annual Report on Form 10 - K for the year ended December 31 , 2022 , as supplemented by the risk factors set forth under the caption “Risk Factors” in Part II, Item IA of our Quarterly Report on Form 10 - Q for the quarter ended March 31 , 2023 . We are under no duty to update any of these statements . You should not consider any list of such factors to be an exhaustive statement of all of the risks, uncertainties or other factors that could cause our current beliefs, expectations, plans and/or assumptions to change . Accordingly, forward - looking statements should not be relied upon as a predictor of actual results .

3Q23 PERFORMANCE SUMMARY

4 Broadwind | Investor Presentation 2023 PERFORMANCE UPDATE Strategic Progress Points As of November 2023 Reiterating full - year 2023 guidance. Sustained demand strength, continued price discipline, operational excellence initiatives support full - year outlook Improved balance sheet optionality. Reduced net leverage to 1.7x as of September 30, 2023; more than $13.6 million of cash and availability at the end of the third quarter 2023, excluding $11 million AMP credit receivable Margin expectations recalibrated higher . Adjusted EBITDA margins +904 bps y/y to a record 13.3%, supported by IRA AMP credit tax credit and operational actions Strong backlog. Backlog remains near multi - year highs as of September 30, 2023; near - term order activity impacted by project timing Poised for a record full - year 2023 . Strong backlog and improved sales mix Investment Thesis Building a platform for profitable growth Third Quarter 2023 Investment Thesis Building a platform for profitable growth Building a profitable precision manufacturing platform to support growing demand for energy transition and renewables - focused specialty fabrications and technologies Passage of IRA fundamentally transforming the margin and profitability profile of our business, with a decade of tax credit support under the legislation Building balanced exposure across both renewables and diverse end - markets , which provides more stability versus wind - only order flows Monetization of earned AMP tax credits expected to bolster liquidity in 2024 Positioned to capitalize on a multi - year investment cycle in wind Targeted commercial expansion, improved operational execution Improved margin realization, sustained profitability

5 Broadwind | Investor Presentation 2023 Year - over - year organic growth in revenue, margin realization and profitability CONSOLIDATED FINANCIAL PERFORMANCE Total Revenue ($MM) Gross Profit ($MM) Adjusted EBITDA ($MM) GAAP Net Income (Loss) ($MM) Solid execution in a dynamic operating environment resulted in y/y improvement in revenue, margin realization and profitability Strong y/y double - digit revenue growth across all three reporting segments Gross margin increased by +943 bps y/y to 17.8%, while Adjusted EBITDA margin increased +904 bps y/y to 13.3% Delivered $6.2 million y/y increase in GAAP Net Income Evaluating the sale of earned IRA AMP credits to unaffiliated institutional third parties, an approach which, if pursued, would accelerate monetization of these credits during 2024 $44.8 $57.2 3Q22 3Q23 $3.7 $10.2 3Q22 3Q23 Gross Margin rate +943 bps y/y to 17.8% $1.9 $7.6 3Q22 3Q23 Adj. EBITDA margin rate +904 bps y/y to 13.3% ($1.8) $4.4 3Q22 3Q23

6 Broadwind | Investor Presentation 2023 Third Quarter 2023 HEAVY FABRICATIONS SEGMENT Improved sales mix, AMP credits and operational execution support improved margin realization Organic revenue growth of 25% y/y; segment Adjusted EBITDA increased by 379% y/y Segment EBITDA margin increased 1337 bps y/y to 18.1% in 3Q23 Sold 190 wind tower sections in 3Q23, +31% y/y Segment backlog of $176 million as of 9/30/23 Segment Revenue ($MM) Segment EBITDA ($MM) Segment Orders ($MM) Segment Backlog at Quarter - End ($MM) $30.6 $38.3 3Q22 3Q23 $1.5 $6.9 3Q22 3Q23 EBITDA margin rate +1337 bps y/y to 18.1% $62.9 $8.0 3Q22 3Q23 $79.1 $176.2 3Q22 3Q23

7 Broadwind | Investor Presentation 2023 Third Quarter 2023 GEARING SEGMENT Solid y/y revenue growth primarily driven by customer activity within industrials markets +12% y/y organic revenue growth; segment EBITDA declined $0.3 million y/y Strong demand evident across Industrial and Steel customers , offset by softness in mining Orders and backlog are down y/y, primarily driven by softness in O&G and mining Segment Revenue ($MM) Segment EBITDA ($MM) Segment Orders ($MM) Segment Backlog at Quarter - End ($MM) $10.2 $11.4 3Q22 3Q23 $1.2 $0.9 3Q22 3Q23 $15.5 $3.0 3Q22 3Q23 $39.0 $29.1 3Q22 3Q23

8 Broadwind | Investor Presentation 2023 Third Quarter 2023 INDUSTRIAL SOLUTIONS SEGMENT Continue to see demand acceleration within the natural gas turbine market, building on the market recovery evidenced throughout 2022 - 2023 Strong organic revenue growth , supported by strong demand within NGT and energy markets Segment revenue +85% y/y; segment EBITDA +$1.0 million y/y Backlog +10% y/y due to strong YTD orders Orders down 20% y/y due to timing of NGT orders partially offset by increases in aftermarket Segment Revenue ($MM) Segment EBITDA ($MM) Segment Orders ($MM) Segment Backlog at Quarter - End ($MM) EBITDA margin rate +1146 bps y/y to 15.5% $4.0 $7.4 3Q22 3Q23 ($0.0) $1.0 3Q22 3Q23 $6.1 $4.9 3Q22 3Q23 $14.1 $15.4 3Q22 3Q23

9 Broadwind | Investor Presentation 2023 (1) On August 4, 2022, Broadwind entered into a $35.0 million Senior Secured Revolving Credit Facility (the “Credit Facility”), including an optional $10.0 mi ll ion accordion feature, and a $7.6 million Senior Secured Term Loan (the “Term Loan). The Term Loan bears interest at SOFR +2.5%; the Credit Facility bears interest at SOFR +2.0 - 2.5%, subject to the l evel of excess availability on the Credit Facility. Maintaining stable liquidity profile sufficient to support the long - term growth of the business Liquidity remains adequate. Participating in advanced discussions regarding potential transfer of AMP credits Capital allocation priorities include debt reduction, organic investments in IP; and opportunistic investments in complementary, immediately accretive bolt - on acquisitions Improved TTM Adjusted EBITDA generation resulted in net leverage of 1.7x as of September 30, 2023 Cash and LOC Availability at Quarter - End ($MM) Net Debt Outstanding (1) ($MM) Operating Working Capital ($MM) Total Inventory ($MM) Third Quarter 2023 BALANCE SHEET UPDATE $26.3 $26.0 3Q22 3Q23 $33.9 $39.9 3Q22 3Q23 $27.5 $29.8 3Q22 3Q23 $14.8 $13.6 3Q22 3Q23 Excludes $11 million in cash from the AMP credit receivable

10 Broadwind | Investor Presentation 2023 Reiterating our full - year 2023 revenue and Adjusted EBITDA guidance Guidance supported by targeted commercial growth within high - value, growth - oriented fabrications markets, together with a targeted focus on asset optimization and operational discipline Assumes approximately 50% utilization at tower facilities, as if no additional tower orders are received in 2023 Assumes no changes to IRS’ 45x tax credit guidance Total Revenue ($MM) Total Adjusted EBITDA ($MM) As of November 13, 2023 FULL - YEAR 2023 FINANCIAL GUIDANCE $176.8 $205 - $220 2022A 2023E $ 2.4 $17 - 19 2022A 2023E

APPENDIX

12 Broadwind | Investor Presentation 2023 CORPORATE OVERVIEW We support the world’s energy transition as a leading independent producer of wind towers, gearing, custom fabrications, clean fuel processing systems and supply chain solutions Broadwind is a precision manufacturer of technologically advanced, high - value components and solutions for industrial clients. We are one of the leading independent wind tower manufacturers in the United States. Our most significant business serves the US domestic wind energy industry, with primary production facilities that are strategically located to meet our customers’ project needs. We also serve industrial customers in a diversified set of industrial markets including oil & gas, industrial, power generation, mining and construction. This strategic diversification allows us to leverage our manufacturing expertise to improve capacity utilization, expand our customer base and balance our exposure to the volatile demand in the US wind energy industry.

13 Broadwind | Investor Presentation 2023 What we do Precision manufacturing within wind sector and other diverse end - markets We provide large complex and precision fabrications to customers in a broad range of industrial markets, as well as proprietary clean fuel processing systems. Key products include wind towers, PRS units and industrial fabrications, which include components for mining, construction, marine, material handling and other applications Heavy Fabrications Segment 66% of 2022 Revenue We provide custom gearing, gearboxes and heat treat services to a broad set of customers in diverse markets, including oil and gas production, surface and underground mining, wind energy, steel, material handling and other infrastructure markets Gearing Segment 24% of 2022 Revenue We provide supply chain solutions, inventory management, kitting and assembly services, primarily serving the combined cycle natural gas turbine and solar power generation markets Industrial Solutions Segment 10% of 2022 Revenue Why we win Unique Value Proposition Proven engineering, product development and technical capabilities Expertise in manufacturing large, complex fabrications, gearing, and proprietary clean fuel processing systems Integrated design, sourcing, fabrication, machining, coating, assembly Stringent testing and quality capabilities Targeted, multi - industry focus Our manufacturing base Established Original Equipment Manufacturer (“OEM”) Relationships Our customer base Established OEM Relationships Manitowoc, WI Tower Manufacturing Industrial Fabrications Facility Abilene, TX Tower Manufacturing Industrial Fabrications Facility Cicero, IL Gear Manufacturing and Gearbox Repair Facility Pittsburgh, PA Gearbox Repair and Heat Treat Facility Sanford, NC Industrial Solutions and Gearbox Repair Facility OUR BUSINESS Building a platform sustained, profitable growth and long - term value creation

14 Broadwind | Investor Presentation 2023 INFLATION REDUCTION ACT IMPACT BENEFIT At full utilization, IRA could provide up to ~$30 million in incremental annual gross profit beginning in 2023 Broadwind is prepared to leverage the benefits of the IRA to create shareholder value The IRA serves to materially enhance tower production economics beginning in 2023 The IRA, which passed into law in 2022, provides critical industries, including those supporting the energy transition, with tax credits designed to accelerate a generational shift in the energy production mix from fossil fuels toward renewable energy, including wind. Included within section 45x of the IRA is a provision for a new advanced manufacturing tax credit Theoretical IRA Benefit to Broadwind Quantifying potential impact of the 45x advanced manufacturing credit Theoretical annual gross profit benefit to Broadwind $30 million Annual tower production @ 100% utilization (1) 325 towers Average MW per Tower (2) 3.1 avg. MW per tower Total Watts per MW 1,000,000 Cents Per Watt (3) $0.03 per watt Financial benefit of 45x credit per MW (4) $30,000 Average benefit per tower (5) $93,000 (1) Broadwind has an estimated 1,300 sections of annual optimal tower capacity; assuming each tower is four sections, the Company has the theoretical capacity to produce up to 325 towers (2) Common OEM platforms range from 2.8 to 3.4 MW per tower (3) As defined in the Inflation Reduction Act of 2022, section 45x (B)(2)(A)(0) (4) $0.03 x 1,000,000 watts per MW (5) Assuming average MW per tower of 3.1

15 Broadwind | Investor Presentation 2023 PASSAGE OF IRA SUPPORTS MULTI - YEAR INVESTMENT IN WIND Inflation Reduction Act of 2022 supports multi - decade decarbonization of domestic energy grid Broadwind is uniquely positioned to take advantage of the increased development activity driven by the IRA. Our Board and Management have deep knowledge of the wind market. IRA provides transformative, long - term funding for the entire energy ecosystem, including wind and solar The passage of the IRA extends tax credit availability into the mid - 2030s The wind industry is poised to capitalize on available domestic content tax credits, providing long - term support for multi - year investments in both onshore and offshore wind development We will seek to drive growth in excess of domestic onshore installation activity growth United States Onshore Wind Development Forecast (1) (Total GW Installed Annually, Includes Repowering (2023 - 2032) (1) Wood Mackenzie Power & Renewables – Wind Power Outlook – Updated November 2023 7.6 10.9 18.1 19.5 18.6 17.6 17.4 18.1 17.1 17.6 2023e 2024e 2025e 2026e 2027e 2028e 2029e 2030e 2031e 2032e

16 Broadwind | Investor Presentation 2023 OUR EXPERIENCED, PROVEN MANAGEMENT TEAM Leadership Team with extensive experience in clean tech manufacturing Eric Blashford Chief Executive Officer Since 2020 Recent Experience • Interim CFO 2021 – Aug. 2022 • COO 2018 - 2020 • President, Broadwind Towers 2014 - 2019 Tom Ciccone Chief Financial Officer Since Aug. 2022 Recent Experience • Principal Accounting Officer 2021 - Aug. 2022 • Corporate Controller, Assistant Treasurer, Assistant Secretary since 2017 Hayes Kennedy Chief Human Resource Officer Since 2020 Recent Experience • Vice President of Human Resources, CHS (NASDAQ: CHSCP, CHSCO, CHSCN, CHSCM, CHSCL) • Senior HR roles at The Gavilon Group LLC and ConAgra Foods Daniel Schueller President, Heavy Fabrications Since 2019 Recent Experience • President, Brad Foote Gear Works (2010 - 2013, 2016 - 2019) • Manufacturing leadership experience at Bronto Skylift and Vactor Manufacturing Gil Mayo President, Industrial Solutions Since 2017 Recent Experience • General Manager, Broadwind Heavy Fabrications (2015 - 2017) • Previous manufacturing leadership experience at Scott Fetzer Company

17 Broadwind | Investor Presentation 2023 OUR EXPERIENCED BOARD OF DIRECTORS Leadership Team with extensive experience in clean tech manufacturing Broadwind Board Experience • Independent Director • Chairman of Compensation Committee • Financial Expert • Served as Lead Director (2020 - 2021) Positions Held: • CEO - Grede Holdings LLC • CEO - Angelica Corp. • CEO, President - Sparton Corp. Public Board Experience: • Westell Technologies Inc. (2017 – Present) • Sparton Corp. (2009 - 2016) • VISHAY (2016 - 2018) Background: Manufacturing, Corporate Governance, Leadership, M&A and Business Turnaround, Operations, Risk Assessment and Management, Strategic Planning, Global Business, Public and Private Company Executive Leadership Eric Blashford Chief Executive Officer Director since 2020 BSBA, Accounting, University of Akron MBA, Kent State University Licensed CPA (non - practicing) Broadwind Board Experience • CEO since 2020 • COO 2018 - 2020 • Joined Broadwind in 2014, led turnaround of Heavy Fabrications Division Positions Held: • Group President - Heico Companies • Group President - Berkshire Hathaway / Scott Fetzer • VP / GM - Waltco Truck Equipment Company Background: Manufacturing, Product Development, Accounting, Finance, Corporate Governance, M&A, Business Turnarounds, Operations, Strategic Planning, Public and Private Company Executive Leadership Broadwind Board Experience • Independent Director • Chair of Governance/Nominating Committee • Member, Audit and Compensation Committees Positions Held • President of Operations – Navistar • EVP Corporate Strategy – Navistar • President Global Business – Navistar Public Board Experience • Allison Transmission Holdings (2022 - Present) Background: Manufacturing, Corporate Governance, Leadership, Engineering, Government/Regulatory and Public Policy, Operations, Strategy, Business Turnaround and Global Business, Business Development and Technology Philip J. Christman Director since 2018 BS, Mechanical Engineering, Indiana Institute of Technology MBA, Ball State University Cary B. Wood Independent Chair (since 2021) Director since 2016 BS, Technology, Purdue University MBA, Finance, Loyola University - Chicago MS, Industrial Operations, Lawrence Technological University

18 Broadwind | Investor Presentation 2023 OUR EXPERIENCED BOARD OF DIRECTORS David P. Reiland Director since 2008 BS, Financial Management, California State University MBA, University of Southern California Certified Public Accountant (CPA) Broadwind Board Experience • Independent Director • Chairman of Audit Committee • Financial Expert • Member of Governance/Nominating Committee • Former Independent Chairman - Broadwind Positions Held: • President and CEO - Magnetek, Inc. • Director of Magnatek • Previously also CFO and Corporate Controller of Magnetek Background: Subject matter expert and background in Strategy Development and Execution, M&A and Divestitures; Operating and Financial Restructuring; SEC Reporting and SOX Compliance; Public and Private Capital Transactions Thomas A. Wagner Director since 2011 BS Engineering, Cornell University MS Mechanics, Rensselaer Polytechnic Institute Broadwind Board Experience • Independent Director • Member of Compensation and Governance/Nominating Committees Positions Held: • Founder - Wagner Werks • Chief Product Officer - Ogin , Inc., a wind - turbine design and supply company • Head of Engineering - Nordic Windpower USA • Chief Technology Officer - Gas Turbine Efficiency, PLC • Vice President, Technology - Hess Microgen • GM, Wind Technology - General Electric Background: Operations, Global business, Manufacturing, Engineering, Renewable Energy Business Development and Technology Mr. Reiland was employed by Magnetek, Inc., a developer and manufacturer of markets power and motion control systems, from 1986 until 2009 and served on its board until its acquisition by Columbus McKinnon Corp. in September 2015. Mr. Wagner has worked in the diversified energy industry for more than 45 years with assignments addressing Nuclear, Fossil and Renewable Power Generation. He has performed engineering design and lead large technical teams of several hundred engineers engaged in design and service functions that improved system reliability, reduced or eliminated environmental emissions and developed intellectual property.

19 Broadwind | Investor Presentation 2023 OUR EXPERIENCED BOARD OF DIRECTORS Sachin Shivaram Director since 2022 BA, Harvard University Mphil , University of Cambridge JD, Yale Law School; (licensed to practice law in WI) Broadwind Board Experience • Independent Director • Member of Audit and Governance/Nominating Committees Positions Held: • CEO - Wisconsin Aluminum Foundry • President - Sierra Aluminum and Samuel Pressure Vessel Group, both divisions of Samuel, Son & Co. • Director Mid - Continent, Tenaris • Director Rig Services and Distribution, Tenaris Background: Manufacturing, Corporate Governance, M&A, Operations, Risk Assessment and Management, Government/Regulatory and Public Policy, Marketing and Sales, Strategy, Business Development and Technology, Business Turnaround and Global Business Development Jeanette A. Press Director since 2023 BBA in Accounting, Loyola University Licensed CPA Broadwind Board Experience • Independent Director • Member of Audit and Governance/Nominating Committees Positions Held: • CFO, Controller, and Principal Accounting Officer of CMC Materials • Vice President Controller and Principal Accounting Officer of Univar Solutions • Vice President Controller and Principal Accounting Officer of USG Corp. • Senior Manager Audit, KPMG LLP Background: Financial expert, SEC Reporting and SOX Compliance; Public and Private Capital Transactions, Manufacturing, M&A, Divestitures, Risk Assessment and Management and Operating and Financial Restructuring 15+ years of leadership experience in precision manufacturing in the areas of sales, business development and general management

20 Broadwind | Investor Presentation 2023 GOVERNANCE STRUCTURE SUPPORTS GOOD STEWARDSHIP The Board designed Broadwind’s governance structures to promote a culture of accountability and independence Broadwind’s corporate governance structures enhance independent oversight, promote effective risk management, and strengthen our ability to achieve strategic objectives Independent Chairman Governance Practices 6 of 7 directors are independent (all except CEO) Annually - elected directors Majority vote standard for uncontested election with a director resignation policy Plurality vote standard for contested elections Tax Benefit Preservation Rights Plan approved by 91% of votes cast at the 2022 Annual Meeting Shareholder Alignment: Directors and Officers own 5.1% of Broadwind stock Environmental & Social Factors • Broadwind is an energy transition pioneer, a company committed to advancing the profitable development and installation of renewables infrastructure. • Over the last 5 years, more than 60% of revenue has been derived from wind energy technologies • The Board regularly reviews ESG risks and opportunities with management. • Our Board includes experts with substantial backgrounds in clean technologies and energy, such as Thomas Wagner, who is currently supporting the design of products with the capability to prevent environmental carbon release and has spent 45 years in the diversified energy industry, performed engineering design and leading large technical teams on projects that reduced or eliminated environmental emissions.

21 Broadwind | Investor Presentation 2023 APPENDIX Balance Sheet September 30, December 31, 2023 2022 CURRENT ASSETS: Cash………………………………………………………………………………………………………………………1,740$ 12,732$ Accounts receivable, net………………………………………………………………………………………………………………………41,253 17,018 AMP credit receivable………………………………………………………………………………………………………………………11,217 - Contract assets………………………………………………………………………………………………………………………2,176 1,955 Inventories, net………………………………………………………………………………………………………..39,906 44,262 Prepaid expenses and other current assets……………………………………………………………………………3,454 3,291 Total current assets…………………………………………………………………………………………………….99,746 79,258 LONG-TERM ASSETS: Property and equipment, net………………………………………………………………………………….. 46,889 45,319 Operating lease right-of-use assets, net…………………………………………………………………………………………………………………..15,086 16,396 Intangible assets, net…………………………………………………………………………………………… 2,229 2,728 Other assets………………………………………………………………………………………………………. 649 839 TOTAL ASSETS ……………………………………………………………………………………………………….. 164,599$ 144,540$ CURRENT LIABILITIES: Line of credit and current portion of long-term debt…………………………………………………………………………………………..19,762$ 1,170$ Current portion of finance lease obligations………………………………………………………………………..1,612 2,008 Current portion of operating lease obligations………………………………………………………………………..1,660 1,882 Accounts payable………………………………………………………………………………………………………….25,269 26,255 Accrued liabilities ………………………………………………………………………………………………………..6,238 4,313 Customer deposits………………………………………………………………………………………………….29,904 34,550 Total current liabilities………………………………………………………………………………………………..84,445 70,178 LONG-TERM LIABILITIES: Long-term debt, net of current maturities……………………………………………………………………………….6,562 7,141 Long-term finance lease obligations, net of current portion…………………………………………………. 3,628 4,226 Long-term operating lease obligations, net of current portion…………………………………………………. 15,583 16,696 Other…………………………………………………………………………………………………………………………19 26 Total long-term liabilities………………………………………………………………………………………….25,792 28,089 COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY: Preferred stock, $0.001 par value; 10,000,000 shares authorized; no shares issued or outstanding…………………………………………………………………………………………………………………….- - Common stock, $0.001 par value; 30,000,000 shares authorized; 21,673,800 and 21,127,130 shares issued as of June 30, 2023 and December 31, 2022, respectively………………………………………………………………………………………………………22 21 Treasury stock, at cost, 273,937 shares as of September 30, 2023 and December 31, 2022, respectively………………………………………………………………………………………………………(1,842) (1,842) Additional paid-in capital………………………………………………………………………………………………….398,750 397,240 Accumulated deficit……………………………………………………………………………………………………………….(342,568) (349,146) Total stockholders' equity………………………………………………………………………………………54,362 46,273 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY ………………………………………………………….. 164,599$ 144,540$ ASSETS LIABILITIES AND STOCKHOLDERS' EQUITY

22 Broadwind | Investor Presentation 2023 APPENDIX Income Statement

23 Broadwind | Investor Presentation 2023 APPENDIX Statement of Cash Flows 2023 2022 Net income (loss)…...……………………………………………………………………………………………6,578$ (6,879)$ Adjustments to reconcile net cash used in operating activities: Depreciation and amortization expense…………………………………………………………………….4,772 4,581 Deferred income taxes………………………………………………………………………………………….(7) (13) Change in fair value of interest rate swap agreements………………………………………………………………….- (27) Share-based compensation……………………………………………………………………………………..649 760 Allowance for doubtful accounts……………………………………………………………………………….16 (18) Common stock issued under defined contribution 401(k) plan…………………………………….978 915 Loss on disposal of assets……………………………………………………………………………………….48 3 Changes in operating assets and liabilities: Accounts receivable………………………………………………………………………………………………..(24,251) (3,096) AMP credit receivable…………………………………………………………………….(11,217) - Employee retention credit receivable………………………………………………………………………………………………..- 497 Contract assets………………………………………………………………………………………………..(221) (2,353) Inventories ……………………………………………………………………………………………………………4,356 (525) Prepaid expenses and other current assets……………………………………………………………..(162) (1,200) Accounts payable ……………………………………………………………………………………………….(1,577) 4,968 Accrued liabilities………………………………………………………………………………………………1,925 1,271 Customer deposits…………………………………………………………………………………………….(4,646) (9,006) Other non-current assets and liabilities…………………………………………………………………………………………….166 (149) Net cash used in operating activities………………………………………………………………………………………………(22,593) (10,271) Purchases of property and equipment……………………………………………………………………………...…….(5,315) (2,757) Proceeds from disposals of property and equipment……………………………………………………………………15 - (5,300) (2,757) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from line of credit, net………………………………………………………………………..18,518 7,966 Payments for deferred financing costs…………………………………………………………………………- (470) Proceeds from long-term debt…………………………………………………………………………387 8,113 Payments on long-term debt…………………………………………………………………………(893) (261) Principal payments on finance leases………………………………………………………………………………..(994) (1,347) Shares withheld for taxes in connection with issuance of restricted stock………………………………………………………………………………..(117) (546) Proceeds from sale of common stock, net………………………………………………………………………………..- 230 16,901 13,685 - NET (DECREASE) INCREASE IN CASH……………………………………….…………………….(10,992) 657 CASH beginning of the period……………………………………………………. 12,732 852 CASH end of the period………………………………………………………………………..1,740$ 1,509$ Nine Months Ended September 30, CASH FLOWS FROM OPERATING ACTIVITIES: CASH FLOWS FROM INVESTING ACTIVITIES: Net cash used in investing activities……………………………………………………………………………………………… Net cash provided by financing activities………………………………………………………………………………………………………………………………

24 Broadwind | Investor Presentation 2023 APPENDIX GAAP to Non - GAAP Reconciliation Consolidated 2023 2022 2023 2022 Net Income (Loss)……………..…………...………………………………………4,394$ (1,772)$ 6,578$ (6,879)$ Interest Expense…………………….……………………………………. 932 1,234 2,171 2,355 Income Tax Provision…………………………….....…………………… 28 14 79 36 Depreciation and Amortization………………..……………………………………………………1,605 1,486 4,772 4,581 Share-based Compensation and Other Stock Payments………………………………………………………………603 935 1,660 2,166 Proxy Contest-Related Expenses………....................…………… 23 - 1,779 - Adjusted EBITDA (Non-GAAP)…………………………. 7,585$ 1,897$ 17,039$ 2,259$ Three Months Ended September 30, Nine Months Ended September 30, Heavy Fabrications Segment 2023 2022 2023 2022 Net Income (Loss)……………………...…………………………….……. 5,839$ (231)$ 12,166$ (1,009)$ Interest Expense……………………………..……………………. 223 651 500 1,246 Income Tax Benefit……..…………………...…………………… (272) (48) (218) (249) Depreciation……………………………………………………………… 896 852 2,610 2,594 Share-based Compensation and Other Stock Payments………………………………………………………………261 226 712 697 Adjusted EBITDA (Non-GAAP)…………………………….. 6,947$ 1,450$ 15,770$ 3,279$ Three Months Ended September 30, Nine Months Ended September 30, Gearing Segment 2023 2022 2023 2022 Net Income (Loss)……………………...……………………...……………. 194$ 581$ 968$ (185)$ Interest Expense………………………...……………………………… 63 41 203 131 Income Tax Provision…………………...…………………… 8 1 23 4 Depreciation and Amortization………………………………………………………………563 477 1,715 1,507 Share-based Compensation and Other Stock Payments………………………………………………………………113 119 346 397 Adjusted EBITDA (Non-GAAP)……………………….. 941$ 1,219$ 3,255$ 1,854$ Three Months Ended September 30, Nine Months Ended September 30, Industrial Solutions Segment 2023 2022 2023 2022 Net Income (Loss)……………………...……...……………………………. 669$ (283)$ 1,879$ (540)$ Interest Expense……………………………………………………. 151 81 362 147 Income Tax Provision…………………...…………………… 12 9 34 20 Depreciation and Amortization……………………………………. 94 97 280 299 Share-based Compensation and Other Stock Payments………… 47 48 147 182 Adjusted EBITDA (Non-GAAP)……………………………… 973$ (48)$ 2,702$ 108$ Three Months Ended September 30, Nine Months Ended September 30, Corporate and Other 2023 2022 2023 2022 Net Loss………………………..……...……………………………. (2,308)$ (1,839)$ (8,435)$ (5,145)$ Interest Expense……………….…………………………………… 495 461 1,106 831 Income Tax Provision …………………..…………… 280 52 240 261 Depreciation and Amortization………………………………………………………………52 60 167 181 Share-based Compensation and Other Stock Payments………………………………………………………………182 542 455 890 Proxy Contest-Related Expenses…………………………………...……………………. 23 - 1,779 - Adjusted EBITDA (Non-GAAP)……………………..……………. (1,276)$ (724)$ (4,688)$ (2,982)$ Three Months Ended September 30, Nine Months Ended September 30,

25 Broadwind | Investor Presentation 2023 APPENDIX Segment - Level Data Three Months Ended Nine Months Ended 2023 2022 2023 2022 ORDERS: Heavy Fabrications………………………………………………………………8,009$ 62,873$ 40,608$ 110,022$ Gearing………………………………………………………………3,005 15,523 21,211 38,526 Industrial Solutions………………………………………………………………4,876 6,061 19,034 14,648 Total orders………………………………...………………15,890$ 84,457$ 80,853$ 163,196$ REVENUES: Heavy Fabrications………………………………………………………………38,326$ 30,640$ 103,864$ 93,486$ Gearing………………………………………………………………11,404 10,190 34,347 30,890 Industrial Solutions………………………………………………………………7,434 4,020 19,125 13,142 Corporate and Other……………………………………………………………(1) (7) (457) (819) Total revenues…………………………………..……………………57,163$ 44,843$ 156,879$ 136,699$ OPERATING PROFIT/(LOSS): Heavy Fabrications………………………………………………………………5,791$ 372$ 12,448$ (11)$ Gearing………………………………………………………………265 624 1,194 (73) Industrial Solutions………………………………………………………………846 (191) 2,311 (368) Corporate and Other……………………………………………………………(1,535) (1,325) (7,088) (4,053) Total operating profit (loss)……………………………………5,367$ (520)$ 8,865$ (4,505)$ September 30, September 30,

26 Broadwind | Investor Presentation 2023 Please contact our investor relations team at Investor@BWEN.com IR CONTACT

 

v3.23.3

Cover	Nov. 13, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Nov. 13, 2023
Entity File Number	001-34278
Entity Registrant Name	BROADWIND, INC.
Entity Central Index Key	0001120370
Entity Tax Identification Number	88-0409160
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	3240 South Central Avenue
Entity Address, City or Town	Cicero
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60804
City Area Code	708
Local Phone Number	780-4800
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	BWEN
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

---