8-K

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):  May 6, 2022

_______________________________

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:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value	BWEN	The NASDAQ Capital Market

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. ☐

Item 2.02. Results of Operations and Financial Condition.

On May 6, 2022, Broadwind, Inc. (the “Company”) issued a press release announcing its financial results as of and for the quarter ended March 31, 2022. The press release is incorporated herein by reference and is attached hereto as Exhibit 99.1.

The information contained in, or incorporated into, this Item 2.02 of this Current Report on Form 8-K (this “Report”), including Exhibit 99.1, is furnished under Item 2.02 of Form 8-K and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act regardless of any general incorporation language in such filings.

Please refer to Exhibit 99.1 for a discussion of certain forward-looking statements included therein and the risks and uncertainties related thereto.

Item 7.01. Regulation FD Disclosure.

An Investor Presentation dated May 6, 2022 is incorporated herein by reference and attached hereto as Exhibit 99.2.

The information contained in, or incorporated into, this Item 7.01 of this Report, including Exhibit 99.2 attached hereto, is furnished under Item 7.01 of Form 8-K and shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act or the Exchange Act regardless of any general incorporation language in such filings.

This Report shall not be deemed an admission as to the materiality of any information in this Report that is being disclosed pursuant to Regulation FD.

Please refer to Exhibit 99.2 for a discussion of certain forward-looking statements included therein and the risks and uncertainties related thereto.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

EXHIBIT NUMBER	DESCRIPTION
99.1	Press Release dated May 6, 2022
99.2	Investor Presentation dated May 6, 2022
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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: May 6, 2022	By:	/s/ Eric B. Blashford
		Eric B. Blashford
		President, Chief Executive Officer, and Interim Chief Financial Officer (Principal Executive Officer and Principal Financial Officer)

EX-99.1

EXHIBIT 99.1

Broadwind Announces First Quarter 2022 Results

CICERO, Ill., May 06, 2022 (GLOBE NEWSWIRE) -- Broadwind (NASDAQ: BWEN, or the “Company”), a diversified precision manufacturer of specialized components and solutions serving global markets, today announced results for the first quarter 2022.

FIRST QUARTER 2022 RESULTS
(As compared to the first quarter 2021)

• Total revenue of $41.8 million, +28% y/y
• Heavy Fabrications segment revenue of $27.3 million +20% y/y
• Gearing segment revenue of $10.6 million, +98% y/y
• Total net loss of ($2.4 million) or ($0.12) per basic share
• Total orders of $52.7 million, +54% y/y
• Total backlog of $117.1 million, +24% y/y
• Total cash and excess availability of $14.7 million

For the three months ended March 31, 2022, the Company reported total revenue of $41.8 million, an increase of 28% when compared to the prior year period. The Company reported a net loss of ($2.4) million, or ($0.12) per basic share in the first quarter 2022, compared to a net loss of ($1.2) million, or ($0.07) per basic share, in the first quarter 2021.   The Company reported adjusted EBITDA, a non-GAAP measure, of ($0.0) million in the first quarter 2022, compared to $1.2 million in the prior-year period.   

During the first quarter 2021, the Company was eligible for the Employee Retention Tax Credit (ERC), as outlined under the provisions of the Coronavirus Aid, Relief, and Economic Security Act (CARES Act).   For the three months ended March 31, 2021, the Company earned $3.4 million in refundable tax credits, which was utilized to offset increased payroll costs resulting from pandemic-related disruptions, while no such tax credits were included in first quarter 2022 results. Excluding the impact of the ERC, first quarter 2022 net income and non-GAAP adjusted EBITDA increased by $2.2 million and $2.1 million, respectively, when compared to the first quarter 2021.

In the Heavy Fabrications segment, first quarter results benefited from a strong sequential improvement in tower sections sold, which was partially offset by supply chain challenges and uncertainty related to renewable energy production tax credits which delayed some customer order activity.   Increased repowering demand contributed to improved capacity utilization at the Company’s production facilities.   In the Gearing segment, first quarter results benefited from sustained demand across legacy energy and mining customers, partially offset by the increased costs of raw materials, freight and labor. In the Industrial Solutions segment, first quarter results were adversely impacted by the timing of projects, resulting in a year-over-year revenue decline, together with a less favorable product mix.

Tower quoting activity increased during the first quarter 2022, as customers began to reserve tower production capacity for the second half of 2022.   To date, the Company has nearly 50% of optimal tower production capacity booked for the full-year 2022.  

ORDERS AND BACKLOG

Total orders increased 54% year-over-year to $52.7 million in the first quarter 2022, with significant year-over-year order growth generated by all reporting segments. During the first quarter 2022, Heavy Fabrications segment orders increased by 64% on a year-over-year basis to $34.2 million; Gearing segment orders increased 42% to $14.1 million; and Industrial Solutions segment orders increased 28% to $4.5 million.

Total backlog increased 24% year-over-year to $117.1 million in the first quarter 2022. As of March 31, 2022, Heavy Fabrication segment orders represented approximately 60% of the Company’s total backlog.

MANAGEMENT COMMENTARY

“Commercial demand conditions improved during the first quarter, contributing to significant year-over-year growth in both orders and backlog across each of our reporting segments,” stated Eric Blashford, President and CEO of Broadwind. “Although continued supply chain disruptions, raw materials cost inflation and policy delays have led to challenges across the domestic wind industry, we have successfully reallocated near-term production capacity and other resources toward other growing end-markets where our precision manufacturing expertise is in high demand.”

“Broadwind generated solid year-over-year growth in revenue and adjusted EBITDA in the first quarter 2022, excluding the ERC benefit realized in the first quarter 2021, signaling a stabilization in our business,” continued Blashford. “Within our current forecast, we anticipate improvement in our quarterly financial performance as we move through the remainder of 2022, with expectations for a gradual recovery in tower demand over the next 18-24 months, given current customer quoting activity. Despite a challenging operating environment, we believe we have adequate liquidity to manage our business in 2022.”

“We continue to see strong bipartisan support for a multi-year extension of the Production Tax Credit (PTC), which remains an important catalyst for investment across the renewables space,” continued Blashford. “Assuming the eventual passage of legislation supportive of a PTC extension, we expect to see an acceleration in tower demand, consistent with prior cycles during which prior extensions resulted in incremental growth in domestic wind installation activity.”

“Looking ahead to the remainder of 2022, we anticipate a further acceleration in demand across our power generation, construction and material handling markets,” continued Blashford. “Importantly, as input costs have risen, we’ve been able to successfully pass along price increases in most of our addressable markets, ensuring consistent margin realization on new orders. In the first quarter, gross margin increased 390 basis points on a year-over-year basis to 4.8%, when compared to the first quarter 2021.”

“During a transitional period of muted demand for towers, our diversified end-market exposure has allowed us to successfully weather near-term challenges facing the wind industry,” concluded Blashford. “We continue to reduce non-essential costs across the business, while maintaining adequate liquidity to support growth. At the same time, we’ve continued to invest working capital in new inventory to support increased activity levels across our businesses.”

“For the second quarter 2022, we currently anticipate our non-GAAP adjusted EBITDA to be in a range of $0.4 million to $0.6 million, subject to market conditions,” concluded Blashford.  

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 and industrial fabrications, including mining and material handling components and other frames/structures.

Heavy Fabrications segment sales increased by 20% to $27.3 million in the first quarter 2022, as compared to the prior year period. The increase was primarily due to increased repowering demand, together with higher customer activity at the Abilene, Texas facility.   The segment reported an operating loss of ($0.5) million, versus an operating loss of ($1.7) million in the prior year period. Segment non-GAAP adjusted EBITDA was $0.6 million in the first quarter 2022, a decline of $1.2 million versus the first quarter 2021. Excluding the impact of the ERC, first quarter 2022 non-GAAP adjusted EBITDA increased by $1.2 million when compared to the first quarter 2021.

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

Gearing segment sales increased by 98% to $10.6 million in the first quarter 2022, as compared to the prior year period, primarily due to increased demand within the energy and mining markets, which partially offset lower project-driven wind activity. The segment reported an operating loss of ($0.1) million in the first quarter 2022, compared to an operating loss of ($1.0) million in the prior year period. The segment reported non-GAAP adjusted EBITDA of $0.5 million in the current year first quarter, versus $0.3 million in the first quarter 2021. Excluding the impact of the ERC, first quarter 2022 non-GAAP adjusted EBITDA increased by $1.0 million when compared to the first quarter 2021.

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 declined 12% to $4.1 million in the first quarter 2022, as compared to the prior year period, primarily driven by the timing of projects. The segment reported an operating loss of ($0.2) million in the first quarter, a decline of $0.2 million versus the prior year period. The segment reported ($0.0) million of non-GAAP adjusted EBITDA in the first quarter, a decline of $0.5 million versus the first quarter 2021. Excluding the impact of the ERC, first quarter 2022 non-GAAP adjusted EBITDA decreased by $0.3 million when compared to the first quarter 2021.

FIRST QUARTER 2022 CONFERENCE CALL

Broadwind will host a conference call today, May 6, 2022, at 11:00 A.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:

Domestic Live:	877-407-9716
International Live:	201-493-6779

To listen to a replay of the teleconference, which will be available through May 13, 2022:

Domestic Replay:	844-512-2921
International Replay:	412-317-6671
Conference ID:	13728846

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 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, 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.

Our forward-looking statements may include or relate to our beliefs, expectations, plans and/or assumptions with respect to the following, many of which are, and will be, amplified by the COVID-19 pandemic: (i) the impact of global health concerns, including the impact of the current COVID-19 pandemic 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 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, in light of the COVID-19 pandemic; (v) our ability to continue to grow our business organically and through acquisitions, and the impairment thereto by the impact of the COVID-19 pandemic; (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, including with respect to any remote work arrangements implemented in response to the COVID-19 pandemic; (viii) the sufficiency of our liquidity and alternate sources of funding, if necessary; (ix) our ability to realize revenue from customer orders and backlog; (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, including its stability in light of the COVID-19 pandemic, 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 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) our ability to utilize various relief options enabled by the CARES Act; (xix) the limited trading market for our securities and the volatility of market price for our securities; and (xx) 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 most recently filed Form 10-K and our other filings with the Securities and Exchange Commission. 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
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)

	March 31,			December 31,
ASSETS		2022			2021
CURRENT ASSETS:
Cash	$	773		$	852
Accounts receivable, net		18,898			13,802
Employee retention credit receivable		-			497
Contract assets		3,175			1,136
Inventories, net		39,067			33,377
Prepaid expenses and other current assets		2,482			2,661
Total current assets		64,395			52,325
LONG-TERM ASSETS:
Property and equipment, net		44,545			43,655
Operating lease right-of-use assets		17,588			18,029
Intangible assets, net		3,269			3,453
Other assets		658			585
TOTAL ASSETS	$	130,455		$	118,047
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Line of credit and other notes payable	$	13,855		$	6,650
Current portion of finance lease obligations		2,250			2,060
Current portion of operating lease obligations		1,798			1,775
Accounts payable		26,944			16,462
Accrued liabilities		3,402			3,654
Customer deposits		8,399			12,082
Total current liabilities		56,648			42,683
LONG-TERM LIABILITIES:
Long-term debt, net of current maturities		170			177
Long-term finance lease obligations, net of current portion		3,713			2,481
Long-term operating lease obligations, net of current portion		17,951			18,405
Other		180			167
Total long-term liabilities		22,014			21,230
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; 20,292,073
and 19,859,650 shares issued as of March 31, 2022 and
December 31, 2021, respectively		20			20
Treasury stock, at cost, 273,937 shares as of March 31, 2022 and December 31, 2021,
respectively		(1,842	)		(1,842	)
Additional paid-in capital		395,435			395,372
Accumulated deficit		(341,820	)		(339,416	)
Total stockholders' equity		51,793			54,134
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	130,455		$	118,047

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

	Three Months Ended March 31,
		2022			2021
Revenues	$	41,844		$	32,728
Cost of sales		39,832			32,446
Gross profit		2,012			282
OPERATING EXPENSES:
Selling, general and administrative		3,902			4,410
Intangible amortization		183			183
Total operating expenses		4,085			4,593
Operating loss		(2,073	)		(4,311	)
OTHER (EXPENSE) INCOME, net:
Interest expense, net		(345	)		(229	)
Other, net		21			3,362
Total other (expense) income, net		(324	)		3,133
Net loss before provision for income taxes		(2,397	)		(1,178	)
Provision for income taxes		7			32
NET LOSS	$	(2,404	)	$	(1,210	)
NET LOSS PER COMMON SHARE - BASIC:
Net loss	$	(0.12	)	$	(0.07	)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC		19,708			17,178
NET LOSS PER COMMON SHARE - DILUTED:
Net loss	$	(0.12	)	$	(0.07	)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - DILUTED		19,708			17,178

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

	Three Months Ended March 31,
		2022			2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(2,404	)	$	(1,210	)
Adjustments to reconcile net cash used in operating activities:
Depreciation and amortization expense		1,519			1,553
Deferred income taxes		(7	)		(5	)
Change in fair value of interest rate swap agreements		2			5
Stock-based compensation		192			219
Allowance for doubtful accounts		(23	)		(218	)
Common stock issued under defined contribution 401(k) plan		282			258
Loss (gain) on disposal of assets		3			(23	)
Changes in operating assets and liabilities:
Accounts receivable		(5,073	)		1,229
Employee retention credit receivable		497			(3,372	)
Contract assets		(2,038	)		(269	)
Inventories		(5,690	)		(13,552	)
Prepaid expenses and other current assets		179			699
Accounts payable		10,538			7,591
Accrued liabilities		(254	)		419
Customer deposits		(3,683	)		(1,764	)
Other non-current assets and liabilities		(45	)		3
Net cash used in operating activities		(6,005	)		(8,437	)	-
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment		(492	)		(612	)
Proceeds from disposals of property and equipment		-			23
Net cash used in investing activities		(492	)		(589	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from line of credit, net		7,207			3,223
Proceeds from long-term debt		125			595
Payments on long-term debt		(8	)		(150	)
Principal payments on finance leases		(495	)		(339	)
Shares withheld for taxes in connection with issuance of restricted stock		(411	)		(847	)
Proceeds from sale of common stock, net		-			6,101
Net cash provided by financing activities		6,418			8,583
					-
NET DECREASE IN CASH		(79	)		(443	)
CASH beginning of the period		852			3,372
CASH end of the period	$	773		$	2,929

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

		Three Months Ended
		March 31,
			2022			2021
ORDERS:
	Heavy Fabrications	$	34,161		$	20,797
	Gearing		14,061			9,921
	Industrial Solutions		4,471			3,496
	Total orders	$	52,693		$	34,214
REVENUES:
	Heavy Fabrications	$	27,272		$	22,777
	Gearing		10,584			5,349
	Industrial Solutions		4,073			4,604
	Corporate and Other		(85	)		(2	)
	Total revenues	$	41,844		$	32,728
OPERATING (LOSS)/PROFIT:
	Heavy Fabrications	$	(461	)	$	(1,700	)
	Gearing		(112	)		(989	)
	Industrial Solutions		(209	)		(14	)
	Corporate and Other		(1,291	)		(1,608	)
	Total operating profit/(loss)	$	(2,073	)	$	(4,311	)

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

Consolidated	Three Months Ended March 31,
		2022			2021
Net Loss	$	(2,404	)	$	(1,210	)
Interest Expense		345			230
Income Tax Provision		7			32
Depreciation and Amortization		1,519			1,552
Share-based Compensation and Other Stock Payments		525			613
Adjusted EBITDA (Non-GAAP)		(8	)		1,217

Heavy Fabrications Segment	Three Months Ended March 31,
		2022			2021
Net (Loss) Income	$	(476	)	$	921
Interest Expense		140			100
Income Tax Benefit		(126	)		(402	)
Depreciation		879			944
Share-based Compensation and Other Stock Payments		215			222
Adjusted EBITDA (Non-GAAP)	$	632		$	1,785

Gearing Segment	Three Months Ended March 31,
		2022			2021
Net Loss	$	(136	)	$	(283	)
Interest Expense		47			13
Income Tax Provision		-			3
Depreciation and Amortization		476			458
Share-based Compensation and Other Stock Payments		118			80
Adjusted EBITDA (Non-GAAP)	$	505		$	271

Industrial Solutions Segment	Three Months Ended March 31,
		2022			2021
Net (Loss) Income	$	(225	)	$	178
Interest Expense		14			14
Income Tax Provision		2			17
Depreciation and Amortization		103			106
Share-based Compensation and Other Stock Payments		60			147
Adjusted EBITDA (Non-GAAP)	$	(46	)	$	462

Corporate and Other	Three Months Ended March 31,
		2022			2021
Net Loss	$	(1,567	)	$	(2,026	)
Interest Expense		144			103
Income Tax Provision		131			414
Depreciation and Amortization		61			44
Share-based Compensation and Other Stock Payments		132			164
Adjusted EBITDA (Non-GAAP)	$	(1,099	)	$	(1,301	)

CORPORATE CONTACT

Noel Ryan, IRC
investor@bwen.com

EX-99.2

Exhibit 99.2

First Quarter 2022 Results Conference Call Investor Presentation

SAFE - HARBOR STATEMENT 2 | Investor Presentation This release 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 . Our forward - looking statements may include or relate to our beliefs, expectations, plans and/or assumptions with respect to the following, many of which are, and will be, amplified by the COVID - 19 pandemic : (i) the impact of global health concerns, including the impact of the current COVID - 19 pandemic 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 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, in light of the COVID - 19 pandemic ; (v) our ability to continue to grow our business organically and through acquisitions, and the impairment thereto by the impact of the COVID - 19 pandemic ; (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, including with respect to any remote work arrangements implemented in response to the COVID - 19 pandemic ; (viii) the sufficiency of our liquidity and alternate sources of funding, if necessary ; (ix) our ability to realize revenue from customer orders and backlog ; (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, including its stability in light of the COVID - 19 pandemic, 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 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) our ability to utilize various relief options enabled by the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) ; (xix) the limited trading market for our securities and the volatility of market price for our securities ; and (xx) 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 most recently filed Form 10 - K and our other filings with the Securities and Exchange Commission . 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 .

PERFORMANCE OVERVIEW

4 | Investor Presentation EXECUTIVE SUMMARY Market update, recent results and outlook Market Update As of May 2022 1Q22 Results Performance Overview Management Outlook As of May 2022 Heavy Fabrications segment update Segment revenue +20% y/y, given increased repowering demand; tower sections sold flat y/y Gearing segment update Segment revenue +98% y/y, driven by increased energy and mining demand Industrial Solutions segment update Revenue impacted by project timing and supply chain - related challenges LT onshore installation outlook remains stable Currently anticipate average annual installation activity of ~11.7 GW annually thru 2030; anticipate an acceleration in new installation activity in latter half of decade; LT fundamentals intact Long - term C&I demand drives decarbonization Commercial and industrial demand for renewable power purchase agreements remains high, supported by ESG mandates and cost - related benefits Stable liquidity position, low net leverage Total cash and availability was $14.7 million as of March 31, 2022; Ratio of net debt to trailing twelve - month non - GAAP adjusted EBITDA was 1.6x Long - term PTC extension remains a priority Multi - year PTC extension would provide onshore wind developers with improved visibility, providing a catalyst for onshore/offshore wind development Acceleration in customer quoting activity Ongoing discussions with customers re: remaining 2022 capacity, together with 2023 capacity Orders and backlog increased materially y/y Total orders +54% y/y, driven by y/y growth across all business lines; backlog +24% y/y Broad - based revenue growth in both Heavy Fabrications and Gearing segments; Tower section quoting activity accelerating 2Q22 Adjusted EBITDA Guidance Anticipate adjusted EBITDA of $0.4 million to $0.6 million Diverse - end market improvement Improved activity across energy and mining markets, as reflected in non - wind revenue growth

CONSOLIDATED FINANCIAL DATA Broad - based commercial demand, execution on revenue diversification strategy 5 | Investor Presentation Total Revenue ($MM) Gross Profit ($MM) Adjusted EBITDA (1) ($MM) Earnings (Loss) Per Diluted Share (1) ($) • Total revenue increased 28% y/y to $41.8 million, supported by y/y growth in Heavy Fabrications and Gearing • Excluding the impact of the ERC in 1Q21, 1Q22 net income and Adjusted EBITDA increased by $2.2 million and $2.1 million, respectively • Significant y/y growth in order and backlog; quoting discussions with tower customers ongoing • Anticipate gradual recovery in tower demand in 2023 (1) 1Q21 results benefited from $3.4 million related to the Employee Retention Tax Credit (ERC), as outlined under the provisions o f the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) and further modified under the Taxpayer Certainty and Disaster Tax Relief Act of 2020 and the American Rescue Plan Act of 2021. $32.7 $26.0 $41.8 1Q21 4Q21 1Q22 $0.3 $1.0 $2.0 1Q21 4Q21 1Q22 $1.2 ($1.2) ($0.0) 1Q21 4Q21 1Q22 ($0.07) ($0.21) ($0.12) 1Q21 4Q21 1Q22

HEAVY FABRICATIONS SEGMENT Improved repowering demand, accelerating quoting activity on new tower section orders 6 | Investor Presentation Segment Revenue ($MM) Segment Adjusted EBITDA (1) ($MM) Segment Orders ($MM) Quarter - End Segment Backlog ($MM) • Segment revenue increased 20% y/y to $27.3 million due to stronger repowering demand • Segment orders increased 64% y/y to $34.2 million; backlog increased 11% sequentially in 1Q22 • Allocating open tower capacity toward energy, commercial and industrial projects • Generated strong sequential growth in both orders and tower sections sold $22.8 $14.7 $27.3 1Q21 4Q21 1Q22 $1.8 ($0.0) $0.6 1Q21 4Q21 1Q22 $20.8 $31.1 $34.2 1Q21 4Q21 1Q22 $69.3 $62.6 $69.5 1Q21 4Q21 1Q22 (1) 1Q21 results benefited from $2.3 million related to the Employee Retention Tax Credit (ERC), as outlined under the provisions o f the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) and further modified under the Taxpayer Certainty and Disaster Tax Relief Act of 2020 and the American Rescue Plan Act of 2021.

HEAVY FABRICATIONS SEGMENT Wind tower sections sold were flat y/y in 1Q22, signaling gradual stabilization in demand 7 | Investor Presentation Tracking Wind Tower Production vs. Segment EBITDA Number of Sections vs. Heavy Fabrications EBITDA - 200 400 600 800 1,000 1,200 1,400 $0.0 $2.0 $4.0 $6.0 $8.0 $10.0 $12.0 $14.0 $16.0 2017 2018 2019 2020 LTM 1Q22 Wind Tower Sections Sold Heavy Fabrictions EBITDA Tower section quoting activity accelerating; PTC extension remains a major potential catalyst. Reallocating Heavy Fabrications’ tower capacity toward high - demand projects within construction and material handling markets

GEARING SEGMENT Improved energy, commercial and industrial demand for gearing components 8 | Investor Presentation Segment Revenue ($MM) Segment Adjusted EBITDA (1) ($MM) Segment Orders ($MM) Quarter - End Segment Backlog ($MM) • Revenue increased 98% y/y in 1Q22; customer activity continues to accelerate within the energy sector, given recent commodity price escalation • Orders increased 42% y/y to $14.1 million; Backlog improved 86% y/y • Segment non - GAAP adjusted EBITDA was $0.5 million, versus an adjusted EBITDA loss of ($0.5) million in the prior - year period (after excluding PY ERC benefit) • Well - positioned to capitalize on cyclical recovery within industrial manufacturing; key beneficiary of legislative support for multi - year infrastructure investments $5.3 $8.3 $10.6 1Q21 4Q21 1Q22 $0.3 $0.1 $0.5 1Q21 4Q21 1Q22 $9.9 $16.8 $14.1 1Q21 4Q21 1Q22 $19.1 $32.1 $35.6 1Q21 4Q21 1Q22 (1) 1Q21 results benefited from $0.7 million related to the Employee Retention Tax Credit (ERC), as outlined under the provisions o f the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) and further modified under the Taxpayer Certainty and Disaster Tax Relief Act of 2020 and the American Rescue Plan Act of 2021.

INDUSTRIAL SOLUTIONS SEGMENT Impacted by supply chain challenges and project timing 9 | Investor Presentation Segment Revenue ($MM) Segment Adjusted EBITDA (1) ($MM) Segment Orders ($MM) Quarter - End Segment Backlog ($MM) • Revenue declined 12% y/y driven by project timing and supply - chain challenges • Strong aftermarket order intake to support margin realization for the balance of 2022 $4.6 $3.0 $4.1 1Q21 4Q21 1Q22 $0.5 ($0.0) ($0.0) 1Q21 4Q21 1Q22 $3.5 $7.9 $4.5 1Q21 4Q21 1Q22 $6.0 $11.8 $12.1 1Q21 4Q21 1Q22 (1) 1Q21 results benefited from $0.2 million related to the Employee Retention Tax Credit (ERC), as outlined under the provisions o f the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) and further modified under the Taxpayer Certainty and Disaster Tax Relief Act of 2020 and the American Rescue Plan Act of 2021.

BALANCE SHEET UPDATE $14.7 million of cash and availability to support growth as of 3/31/22 10 | Investor Presentation Quarter - End Total Cash and Availability on Credit Facility ($MM) $19.0 $21.9 $21.8 $24.1 $21.6 $23.7 $21.1 $14.9 $14.7 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 3Q21 4Q21 1Q22 Cash and credit availability is consistent with 4Q21 levels – sufficient liquidity to support the ongoing growth of the business

U.S. WIND POWER INSTALLATION FORECAST Potential multi - year extension of the PTC and ITC remains a key catalyst for new wind installations 11 | Investor Presentation (1) Source: Wood MacKenzie 1Q22 Wind Sector Outlook; wind values include new build and repowering U.S. Onshore Wind Capacity Installations (Annual On - Shore GW Installed) (1) U.S. Offshore Wind Capacity Installations (Annual Off - Shore GW Installed) (1) Following recent AD/CVD investigation impacting utility scale solar economics, wind could be a key beneficiary of the near/me diu m term. PTC extension would allow further technology development to lower the LCOE of wind (vs. solar) 13.2 8.5 9.2 10.2 10.9 12.7 13.9 13.7 13.4 2022e 2023e 2024e 2025e 2026e 2027e 2028e 2029e 2030e 0.7 1.9 4.5 4.8 6.2 4.2 4.4 5.4 2023e 2024e 2025e 2026e 2027e 2028e 2029e 2030e

CUSTOMER DIVERSIFICATION INITIATIVE Balanced revenue mix supports long - term growth and profitability 12 | Investor Presentation Wind vs. Non - Wind Revenue Concentration (% of Total Revenue) (1) (1) Wind energy figures shown above exclude repair/replacement demand Fastest Growing Non - Wind Sectors in 1Q22 (Absolute Growth in Revenue) Power Generation Mining Industrial • Non - wind revenue has increased to 39% of total 2021 revenue, an increase from 8% in 2016, serving to offset volatility in wind tower demand • We continue to maintain a disciplined cost structure, while mitigating cash burn ahead of an expected recovery in tower demand 8% 28% 50% 34% 31% 39% 2016 2017 2018 2019 2020 2021 Wind Revenue Non-Wind Revenue

APPENDIX

EXHIBIT A Orders, Revenues and Operating Income (Loss) Consolidated and by Segment 14 | Investor Presentation Three Months Ended 2022 2021 ORDERS: Heavy Fabrications………………………………………………………………34,161$ 20,797$ Gearing………………………………………………………………14,061 9,921 Industrial Solutions………………………………………………………………4,471 3,496 Total orders………………………………...………………52,693$ 34,214$ REVENUES: Heavy Fabrications………………………………………………………………27,272$ 22,777$ Gearing………………………………………………………………10,584 5,349 Industrial Solutions………………………………………………………………4,073 4,604 Corporate and Other……………………………………………………………(85) (2) Total revenues…………………………………..……………………41,844$ 32,728$ OPERATING (LOSS)/PROFIT: Heavy Fabrications………………………………………………………………(461)$ (1,700)$ Gearing………………………………………………………………(112) (989) Industrial Solutions………………………………………………………………(209) (14) Corporate and Other……………………………………………………………(1,291) (1,608) Total operating profit/(loss)……………………………………(2,073)$ (4,311)$ March 31,

EXHIBIT B GAAP to Non - GAAP Consolidated Adjusted EBITDA Reconciliation 15 | Investor Presentation 15 | Investor Presentation

EXHIBIT B GAAP to Non - GAAP Consolidated Adjusted EBITDA Reconciliation 16 | Investor Presentation 16 | Investor Presentation

EXHIBIT C Consolidated Statement of Cash Flows 17 | Investor Presentation

EXHIBIT D Consolidated Balance Sheet 18 | Investor Presentation

Please contact our investor relations team at Investor@BWEN.com IR CONTACT

XML

Cover	May 06, 2022
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 06, 2022
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