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 9, 2013

BROADWIND ENERGY, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	0-31313	88-0409160
(State or Other Jurisdiction of	(Commission File Number)	(IRS Employer Identification No.)
Incorporation)

3240 South Central Avenue, Cicero, Illinois 60804

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code: (708) 780-4800

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:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.  Results of Operations and Financial Condition.

On May 9, 2013, Broadwind Energy, Inc. (the “Company”) issued a press release announcing its financial results as of and for the quarter ended March 31, 2013.  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.

Item 7.01.  Regulation FD Disclosure.

An Investor Presentation dated May 9, 2013 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 will 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
99.1	Press Release dated May 9, 2013
99.2	Investor Presentation dated May 9, 2013

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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 ENERGY, INC.
May 9, 2013	By:	/s/ Stephanie K. Kushner
		Stephanie K. Kushner
		Chief Financial Officer

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EXHIBIT INDEX

EXHIBITNUMBER	DESCRIPTION
99.1	Press Release dated May 9, 2013
99.2	Investor Presentation dated May 9, 2013

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EX-99.1

Exhibit 99.1

Broadwind Energy, Inc. Announces First Quarter 2013 Results

Solid Start to Year; Backlog Up Sharply

Highlights:

·Towers segment orders surged to $81 million during the quarter—Broadwind 3/31/13 backlog of $169 million, up 37% sequentially

·Q1 sales of $45.7 million, down 16% from prior-year quarter as Tower production gradually re-started following PTC renewal; Services revenue doubled from 2012

·Adjusted EBITDA of $1.3 million exceeds Management’s $1.0 million outlook; strong improvements in Towers and Services

·Operating line of credit balance rose to $6.2 million at 3/31/13; $13.8 million available under line

·Following quarter-end, total debt significantly reduced, as portion of net proceeds from sale of Brandon facility used to repay $3.5 million mortgage balance and pay off line of credit

Cicero, Ill., May 9, 2013— Broadwind Energy, Inc. (NASDAQ: BWEN) today reported sales of $45.7 million for the first quarter of 2013, a 16% decrease compared to $54.4 million in the first quarter of 2012. The decline reflected 15% lower tower section volume as well as $4.5 million lower steel content in towers shipped and reduced gearing sales, offset by increased services revenue, which was double the prior-year first quarter.

The Company reported a net loss from continuing operations of $4.8 million or $.34 per share in the first quarter of 2013, compared to a loss of $3.9 million or $.28 per share during the first quarter of 2012. The increased loss was primarily due to accelerated amortization expense associated with a customer intangible, and higher restructuring costs. The Company reported non-GAAP adjusted EBITDA (earnings before interest, taxes, depreciation, amortization, share-based payments and restructuring) of $1.3 million during the first quarter of 2013, compared to $1.4 million during the first quarter of 2012.

Peter C. Duprey, president and chief executive officer, stated, “Our first-quarter performance was largely in line with our outlook. Our Towers segment’s profitability doubled from last year on lower volumes and the Services segment’s advance toward breakeven EBITDA offset weaker performance by our Gearing segment. Following the down-turn at the end of 2012, the Towers segment’s momentum that we anticipated on the heels of the PTC renewal and improved dynamics in the tower market is coming to fruition, as evidenced by the sharp increase in tower orders we’ve recently announced. We are close to filling our planned tower capacity for 2013 and have a solid start on bookings for 2014. In Gearing, the shift in our production mix from loose gearing to enclosed drives caused throughput issues in the quarter that we are resolving. We continue to work closely with our natural gas and mining customers to develop new product

and service offerings during this period of weak demand in these markets.  Our facility consolidation is progressing well, and is on track for substantial completion by year-end. In Services, our performance was encouraging since the first quarter is that segment’s most seasonally challenging quarter. We continue to focus on further diversifying our customer mix and are introducing new product offerings to reduce turbine maintenance costs and maximize performance. Finally, during April, we completed a major objective of our footprint consolidation with the sale of our idle Brandon tower facility, which lowered our expense base and our debt, and provides added liquidity to support revenue growth.”

Orders and Backlog

The Company booked $91.9 million in net new orders during the first quarter of 2013, a $73.7 million increase from the prior-year quarter. Towers and Weldments orders, which vary considerably from quarter-to-quarter, totaled $80.5 million, representing the highest quarterly order activity for this segment in more than three years. First quarter net Gearing orders totaled $11.7 million, an 8% increase from the weak prior-year period, with increased demand for wind turbine replacement gearing offsetting some continued weakness in orders from natural gas and other industrial customers. Net orders for Services totaled $(.3) million compared to $5.0 million in the prior-year quarter, reflecting a cancellation of a $2.8 million order for industrial drivetrain assembly work, and weaker demand for field services, as a number of customers have insourced work during a period of low turbine construction activity.

At March 31, 2013, backlog totaled $169 million, up from $123 million at December 31, 2012.

Segment Results

Towers and Weldments

Broadwind Energy fabricates specialty weldments for wind, oil and gas, mining and other industrial applications, specializing in the production of wind turbine towers.

Towers and Weldments segment sales totaled $30.0 million in the first quarter of 2013, compared to $35.2 million in the first quarter of 2012, decreasing 15% from the prior-year quarter. Q1 2013 tower section volume was down 15% compared to the prior-year quarter and also included a greater mix of fabrication-only towers, which reduced reported revenues by $4.5 million on a comparable basis. These factors were partially offset by increased sales of industrial weldments. Consistent with the Company’s end market diversification strategy, weldments sales of $3.9 million more than doubled from the prior year. Non-GAAP adjusted EBITDA for the first quarter was $3.3 million in 2013, compared to $2.3 million in 2012. The increase was due primarily to a higher margin mix of towers, and improved labor productivity due to less variability in production. Towers and Weldments segment operating income for the first quarter of 2013 was $2.0 million, double the 2012 level of $1.0 million.

Gearing

Broadwind Energy engineers, builds and remanufactures precision gears and gearing systems for wind, oil and gas and mining applications.

Gearing segment sales totaled $10.7 million in the first quarter of 2013, compared to $16.0 million in the first quarter of 2012. The 33% decrease was due primarily to production delays related to the Company’s strategy to shift from loose gearing to enclosed drives, and due to

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lower industrial sales resulting from softer demand in these customers’ end markets. Gearing segment non-GAAP adjusted EBITDA for the first quarter of 2013 was $.1 million, decreasing from $1.8 million in the prior-year first quarter, due to lower volumes, partially offset by reductions in fixed costs and lower compensation, bad debt and other professional expenses. Gearing segment operating loss for the first quarter of 2013 was $2.9 million, compared to a loss of $1.1 million in 2012, and included the $.5 million impact of accelerating the amortization of customer intangibles, in addition to the factors described above.

Services

Broadwind Energy specializes in non-routine drivetrain and blade maintenance services. The Company also offers comprehensive installation support and field services to the wind industry.

Revenue from the Services segment was $7.5 million in the first quarter of 2013, compared with $3.4 million in the first quarter of 2012, an increase of $4.1 million. This increase was primarily the result of increased drivetrain service revenue, partially offset by lower blade maintenance and field service repair activity compared to the prior-year quarter. Non-GAAP adjusted EBITDA loss improved in the first quarter to near break-even, compared to a loss of $1.0 million in the prior year as a result of higher drivetrain service activity and lower operating expenses. Services segment operating loss decreased in the first quarter of 2013 to $.7 million, compared to a loss of $1.6 million in the first quarter of 2012, reflecting the factors described above.

Corporate and Other

Corporate and other expenses totaled $2.9 million in the first quarter of 2013, compared with $2.2 million in the first quarter of 2012. The increase in expense was primarily attributable to increased restructuring expense of $.5 million and increased professional fees.

Cash and Liquidity

During the quarter, operating working capital increased $1.9 million to $23.5 million or 13% of annualized first quarter 2013 sales. The increase from December 31, 2012 was due primarily to increases in inventory and in trade receivables as the Company built working capital to meet expanded tower demand.

The Company’s outstanding balance at March 31, 2013 on its $20 million line of credit was $6.2 million, and net debt was $14.3 million. Under the terms of this borrowing structure, cash balances remain at a minimum when the credit line is drawn. As a result, cash and equivalents totaled $.9 million at first quarter-end 2013. After quarter-end, the Company completed the sale of its idle Brandon tower facility, realizing net proceeds of $11.8 million, of which $3.5 million was used to repay the underlying mortgage debt.

About Broadwind Energy, Inc.
Broadwind Energy (NASDAQ: BWEN) applies decades of deep industrial expertise to innovate integrated solutions for customers in the energy and infrastructure markets. From gears and gearing systems for wind, oil and gas and mining applications to wind towers, to comprehensive remanufacturing of gearboxes and blades, to operations and maintenance services, and industrial weldments, we have solutions for the energy needs of the future. With facilities throughout the U.S., Broadwind Energy’s talented team of 800 employees is committed to

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helping customers maximize performance of their investments-quicker, easier and smarter. Find out more at www.bwen.com.

Forward-Looking Statements
This release includes various forward-looking statements related to future, not past, events. Statements in this release that are not historical are forward-looking statements. These statements are based on current expectations and we undertake no obligation to update these statements to reflect events or circumstances occurring after this release. Such statements are subject to various risks and uncertainties that could cause actual results to vary materially from those stated. Such risks and uncertainties include, but are not limited to: expectations regarding our business, end-markets, relationships with customers and our ability to diversify our customer base; the impact of competition and economic volatility on many of the industries in which we compete; our ability to realize revenue from customer orders and backlog; the impact of regulation on our end-markets, including the wind energy industry in particular; the sufficiency of our liquidity and working-capital; our restructuring plans and the associated cost-savings; our ability to preserve and utilize our tax net operating loss carry-forwards; and other risks and uncertainties described in our filings with the Securities and Exchange Commission.

BWEN INVESTOR CONTACT: Joni Konstantelos, 708.780.4819 joni.konstantelos@bwen.com

LHA — Jody Burfening/Carolyn Capaccio, 212.838.3777, ccapaccio@lhai.com

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BROADWIND ENERGY, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(IN THOUSANDS)

	March 31,			December 31,
	2013			2012
	(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	537		$	516
Restricted cash	331			330
Accounts receivable, net of allowance for doubtful accounts of $298 and $453 as of March 31, 2013 and December 31, 2012, respectively	26,508			20,039
Inventories, net	30,052			21,988
Prepaid expenses and other current assets	4,184			3,836
Assets held for sale	8,039			8,042
Total current assets	69,651			54,751
Property and equipment, net	77,985			79,889
Intangible assets, net	6,790			7,454
Other assets	751			816
TOTAL ASSETS	$	155,177		$	142,910
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Lines of credit and notes payable	$	6,172		$	955
Current maturities of long-term debt	330			352
Current portions of capital lease obligations	1,749			2,217
Accounts payable	24,880			16,377
Accrued liabilities	5,815			6,012
Customer deposits	8,212			4,063
Liabilities held for sale	3,609			3,860
Total current liabilities	50,767			33,836
LONG-TERM LIABILITIES:
Long-term debt, net of current maturities	2,816			2,956
Long-term capital lease obligations, net of current portions	539			641
Other	2,240			2,169
Total long-term liabilities	5,595			5,766
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; 14,357,053 and 14,197,792 shares issued and outstanding as of March 31, 2013 and December 31, 2012, respectively	14			14
Additional paid-in capital	374,171			373,605
Accumulated deficit	(275,370		)	(270,311		)
Total stockholders’ equity	98,815			103,308
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	155,177		$	142,910

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BROADWIND ENERGY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(IN THOUSANDS, EXCEPT PER SHARE DATA)

	Three Months Ended March 31,
	2013			2012
Revenues	$	45,664		$	54,443
Cost of sales	43,043			51,822
Restructuring	455			389
Gross profit	2,166			2,232
OPERATING EXPENSES:
Selling, general and administrative	5,396			5,883
Intangible amortization	665			215
Restructuring	601			75
Total operating expenses	6,662			6,173
Operating loss	(4,496		)	(3,941		)
OTHER (EXPENSE) INCOME, net:
Interest expense, net	(391		)	(262		)
Other, net	335			363
Restructuring	(275		)	—
Total other (expense) income, net	(331		)	101
Net loss from continuing operations before provision for income taxes	(4,827		)	(3,840		)
Provision for income taxes	22			20
LOSS FROM CONTINUING OPERATIONS	(4,849		)	(3,860		)
LOSS FROM DISCONTINUED OPERATIONS, NET OF TAX	(210		)	—
NET LOSS	$	(5,059	)	$	(3,860	)
NET LOSS PER COMMON SHARE - BASIC AND DILUTED:
Loss from continuing operations	$	(0.34	)	$	(0.28	)
Loss from discontinued operations	(0.01		)	—
Net loss	$	(0.35	)	$	(0.28	)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - Basic and diluted	14,267			13,980

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BROADWIND ENERGY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

 (IN THOUSANDS)

	Three Months Ended March 31,
	2013			2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(5,059	)	$	(3,860	)
Loss from discontinued operations	210			—
Loss from continuing operations	(4,849		)	(3,860		)
Adjustments to reconcile net cash used in operating activities:
Depreciation and amortization expense	3,986			3,950
Impairment charges	288			—
Stock-based compensation	427			665
Allowance for doubtful accounts	(154		)	134
Common stock issued under defined contribution 401(k) plan	138			—
Loss on disposal of assets	15			23
Changes in operating assets and liabilities:
Accounts receivable	(6,314		)	1,988
Inventories	(8,064		)	(9,007		)
Prepaid expenses and other current assets	(503		)	932
Accounts payable	8,051			7,588
Accrued liabilities	(92		)	(1,118		)
Customer deposits	4,149			(2,729		)
Other non-current assets and liabilities	82			35
Net cash used in operating activities of continuing operations	(2,840		)	(1,399		)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of logistics business and related note receivable	—			125
Purchases of property and equipment	(1,375		)	(715		)
Proceeds from disposals of property and equipment	4			6
Decrease in restricted cash	—			472
Net cash used in investing activities of continuing operations	(1,371		)	(112		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on lines of credit and notes payable	(44,606		)	(708		)
Proceeds from lines of credit and notes payable	49,408			—
Principal payments on capital leases	(570		)	(264		)
Net cash provided by (used in) financing activities of continuing operations	4,232			(972		)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	21			(2,483		)
CASH AND CASH EQUIVALENTS, beginning of the period	516			13,340
CASH AND CASH EQUIVALENTS, end of the period	$	537		$	10,857

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BROADWIND ENERGY, INC. AND SUBSIDIARIES

SELECTED SEGMENT FINANCIAL INFORMATION

(IN THOUSANDS)

	Three Months Ended March 31
	2013			2012
	(unaudited)
REVENUES:
Towers and Weldments	$	30,029		$	35,169
Gearing	10,720			16,032
Services	7,484			3,442
Corporate and Other	(2,569		)	(200		)
Total revenues	$	45,664		$	54,443
OPERATING (LOSS) PROFIT:
Towers and Weldments	$	2,002		$	1,005
Gearing	(2,860		)	(1,121		)
Services	(702		)	(1,623		)
Corporate and Other	(2,936		)	(2,202		)
Total operating loss	$	(4,496	)	$	(3,941	)

The Company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). However, the Company’s management believes that certain non-GAAP financial measures may provide users of this financial information with meaningful comparisons between current results and results in prior operating periods. Management believes that these non-GAAP financial measures can provide additional meaningful reflection of underlying trends of the business because they provide a comparison of historical information that excludes certain infrequently occurring or non-operational items that impact the overall comparability. See the table below for supplemental financial data and corresponding reconciliations to GAAP financial measures for the three months ended March 31, 2013 and 2012. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported results prepared in accordance with GAAP.

	Three Months Ended
	March 31,
Consolidated	2013			2012
	(unaudited)
Operating Loss	$	(4,496	)	$	(3,941	)
Depreciation	3,141			3,441
Amortization	665			215
Share-based compensation and other stock payments	624			850
Other Income	335			363
Restructuring Expense	1,056			464
Total Adjusted EBITDA (Non-GAAP)	$	1,325		$	1,392

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	Three Months Ended March 31
Towers and Weldments Segment	2013		2012
	(unaudited)
Operating Profit	$	2,002	$	1,005
Depreciation	951		876
Share-based compensation and other stock payments	129		198
Other Income	159		187
Restructuring Expense	80		—
Total Adjusted EBITDA (Non-GAAP)	$	3,321	$	2,266

	Three Months Ended March 31
Gearing Segment	2013			2012
	(unaudited)
Operating Loss	$	(2,860	)	$	(1,121	)
Depreciation	1,866			2,163
Amortization	665			215
Share-based compensation and other stock payments	80			157
Other Income (Expense)	(15		)	13
Restructuring Expense	401			407
Total Adjusted EBITDA (Non-GAAP)	137			1,834

	Three Months Ended March 31
Services Segment	2013			2012
	(unaudited)
Operating Loss	$	(702	)	$	(1,623	)
Depreciation	313			385
Share-based compensation and other stock payments	40			92
Other Income (Expense)	191			163
Restructuring Expense	119			46
Total Adjusted EBITDA (Non-GAAP)	$	(39	)	$	(937	)

	Three Months Ended March 31
Corporate and Other	2013			2012
	(unaudited)
Operating Loss	$	(2,936	)	$	(2,202	)
Depreciation	11			17
Share-based compensation and other stock payments	375			403
Other Income (Expense)	—			—
Restructuring Expense	456			11
Total Adjusted EBITDA (Non-GAAP)	$	(2,094	)	$	(1,771	)

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EX-99.2

Exhibit 99.2

May 9, 2013 Investor Teleconference Q1 2013 Results © 2013 Broadwind Energy, Inc. All Rights Reserved.

Industry Data Disclaimer and Forward-Looking Statements Broadwind obtained the industry and market data used throughout this presentation from our own research, internal surveys and studies conducted by third parties, independent industry associations or general publications and other publicly available information. Independent industry publications and surveys generally state that they have obtained information from sources believed to be reliable, but do not guarantee the accuracy and completeness of such information. Forecasts are particularly likely to be inaccurate, especially over long periods of time. We are not aware of any misstatements in the industry data we have presented herein, but estimates involve risks and uncertainties and are subject to change based on various factors beyond our control. This presentation includes various forward-looking statements related to future, not past, events. Statements in this presentation that are not historical are forward-looking statements. These statements are based on current expectations and we undertake no obligation to update these statements to reflect events or circumstances occurring after this presentation. Such statements are subject to various risks and uncertainties that could cause actual results to vary materially from those stated. Such risks and uncertainties include, but are not limited to: expectations regarding our business, end-markets, relationships with customers and management’s ability to diversify our customer base; the impact of competition and economic volatility on many of the industries in which we compete; our ability to realize revenue from customer orders and backlog; the impact of regulation on end-markets, including the wind energy industry in particular; the sufficiency of our liquidity and working capital; our restructuring plans and the associated cost savings; the ability to preserve and utilize our tax net operating loss carry-forwards; and other risks and uncertainties described in our filings with the Securities and Exchange Commission. This document contains non-GAAP financial information. We believes that certain non-GAAP financial measures may provide users of this financial information meaningful comparisons between current results and results in prior operating periods. We believe that these non-GAAP financial measures can provide additional meaningful reflection of underlying trends of the business because they provide a comparison of historical information that excludes certain infrequently occurring or non-operational items that impact the overall comparability. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, our reported results prepared in accordance with GAAP. Please see our earnings release dated as of May 9, 2013 for a reconciliation of certain non-GAAP measures presented in this presentation. 2

Q1 2013 Overview 3 Business Highlights Towers segment order intake of $81M – highest in > 3 years Adj. EBITDA of $1.3M exceeded management outlook Tower production ramp-up in Q1 2013 Strong Adj. EBITDA performance in Towers and Services ($2.0M+) offset by Gearing shortfall due to weaker mining and gas markets and production issues Sold idle Brandon tower facility for $12.3M in April repaid $3.5M mortgage Solid start to year – on track for profitability expansion Market Highlights Wind Energy PTC renewed in January, modified terms effectively last 2-3 years Strong tower outlook for 2013-2014 Oil & Gas Strong growth in oil sector Natural gas sector still weak even though pricing has improved $2.20 / MMBTU from 2012 low point Mining Indications of lower capital spending

Orders and Backlog Q1 Orders ($ in millions) Order Backlog 85% of Q1 2013 orders Tower related $48M in Tower orders after 3/31/13 – near capacity for 2013, solid start to 2014 Industrial Weldments orders of $2.3M in Q1 2013 Order cancellations of $3.8M (Gears) and $2.8M (Services) netted against new orders Q1 2013 ending backlog rose 37% to $169M from Q4 2012 87% of total 2013 estimated revenue is currently booked Backlog Recast Excluding Deliveries Beyond 6 Months Traditionally Reported Backlog Traditionally Reported Backlog 4

US Wind Market Forecast 5 PTC renewal expected to have a greater impact in 2014 due to the cycle time of getting projects ready to build Main drivers for wind energy demand: Natural gas pricing Electricity demand Regulatory support IRS definition of “Start of Construction” could support projects completed in 2015 and beyond Source: MAKE Consulting Low end of forecast range Upper end of forecast range Most likely outcome GWs Full realization of PTC benefit in 2014

Wind Turbine Technology 6 Turbine Technology Migration Towers ranging from 80 - 100 meters An additional 20 meters of tower height will increase annual energy production 4 - 5% per year Nacelle designs have been improved to reduce weight and lower tower costs Rotors in excess of 100 meters An additional 5 meters of rotor diameter will increase annual energy production by 6 - 8% Levelized cost of energy (COE) for current wind technology will range from $50-90 / MWHr with no emissions or water usage in the range of fossil fuels without subsidies Source: NREL

Natural Gas Market 7 ~ 69 bcf/d of natural gas production in the US today ~10-15 bcf/d of natural gas liquefaction terminals in the permitting process. Only one project (Sabine Pass) is in construction with commercial operation expected in 2015 Cycle-time from approval to operation is ~3-4 years 14-20% of production could be exported, providing a strong catalyst for higher NG pricing Natural Gas exports should boost prices benefiting wind Source: EIA

Transformation Progress Rationalization Improving Operation Efficiency Growing in New Markets Improving Financial Flexibility

Consolidated Financial Results 9 Q1 2013 sales down 16% from Q1 2013 – Towers down, Services up, as expected; Gearing soft Q1 2013 gross margin up 90bp from Q1 2012 - improved Towers throughput, Services execution, growth in Industrial Weldments sales Operating expense up $.5M due to restructuring Q1 2013 operating loss includes $1.1M restructuring expense Adj. EBITDA of $1.3M slightly better than outlook Per share loss of $.34 includes $.09 of restructuring costs 2013 2012 Revenue-$M 45.7 54.4 Gross Profit-$M 2.2 2.2 -% (ex. Restructuring) 5.7% 4.8% Operating Expense-$M 6.7 6.2 -% (ex. Restructuring) 13.3% 11.2% Operating Loss-$M (4.5) (3.9) Adj. EBITDA-$M 1.3 1.4 EPS Continuing- $ (0.34) (0.28) Q1

Gross Margin Trend Improving 10 Drivers of Q1 Improvement Sq. ft. reduction Improved productivity and mix – Towers Utilization of drivetrain service center Fabrication-only tower content Challenges Rising share of enclosed drives for gears Soft end markets – mining, natural gas Lower total tower production due to ramp-up Continued progress on pathway to profitability 9-11%

Towers and Weldments First Quarter 2013 11 Strategic Focus Section volume decreased 15%ramp up from slow year-end 2012 Revenue lower by $4.5M due to 7% fab-only towers vs. none in Q1 2012 Q1 2013 productivity increase from more uniform tower types Industrial Weldments revenue more than doubled to $3.9M from Q1 2012 Adjusted EBITDA margin improved Use Continuous Improvement tools to drive increased throughput and efficiency Expanding capacity in our current footprint Diversify by growing Industrial Weldments product line Revenue Mix 2013 2012 Sections-No. 284 335 Revenue-$M 30.0 35.2 Op Income-$M 2.0 1.0 Adj. EBITDA-$M 3.3 2.3 Adj. EBITDA Margin 11.1% 6.4% Q1 Q1 13 Q1 12 Fabrication-only towers 7% 0% Full-content towers 80% 95% Weldments 13% 5%

Gearing First Quarter 2013 Revenue affected by production delays related to product mix and by industrial end market softness Adj. EBITDA declined due to gross margin compression; partly offset by lower expenses Plant consolidation spending ~ 50% complete — large machine moves continuing 12 Streamline production flow and order-to-shipment activities Improve capacity utilization — plant consolidation underway Diversify industrial customers Manage strategic shift in product mix 20132012Revenue-$M10.7 16.0 Op Income-$M(2.9) (1.1) Adj. EBITDA-$M0.1 1.8 Adj. EBITDA Margin1.3%11.4%Q1

Services Revenue more than doubled from prior year – increased drivetrain service center projects, partly offset by lower blade maintenance and repair activity Adj. EBITDA remains ~ breakeven –higher productivity and improved cost management from prior year 13 Diversify revenue base, particularly with industrial customers Further develop proprietary product offerings Launched DriveMAX and BladeMAX campaigns Continue drive toward profitability 20132012Revenue-$M7.5 3.4 Op Income-$M(0.7) (1.6) Adj. EBITDA-$M(0.0) (0.9) Adj. EBITDA Margin-0.5%-27.2%Q1

Restructuring Update - $M 14 Net cost of restructuring reduced 14% to $12.8M, reflecting higher than expected proceeds from sale of idle Brandon tower facility Restructuring program 62% complete Consolidation pace accelerating – by year end cash outlays should be 80% complete Still on track to generate $6.0M of savings 2011-12 Q1 2013 Total Incurred Total Projected % Incurred Capital Spending 2.6 0.6 3.2 5.9 54% Cash Expenses 1.8 0.9 2.7 5.3 51% Total Outlays 4.4 1.5 5.9 11.2 53% Gain on Sale of Brandon 0 0 0 -3.4 Non Cash Expenses 1.5 0.5 2.0 5.0 40% Total 5.9 2.0 7.9 12.8 62%

Operating Working Capital 15 3/31/13 operating working capital increased $1.9M from prior quarter to $23.5M or 13% of revenue as inventory and trade receivables rose in support of tower orders Near-term reduction projected due to increased customer deposits

Debt and Liquidity 16 Net debt at ~$14M – LOC balance rose to $6M to support tower demand Net debt balance includes $3M, which is either forgivable economic development grants or New Markets Tax Credit financing Subsequent to Q1 end – eliminated Brandon mortgage liability with proceeds of sale Line of credit sufficient to support 2014 growth – low usage projected in 2013 March 31, 2013 $M AloStar line of credit 6.2 Long-term debt 0.1 Brandon mortgage 3.6 Capital leases 2.3 Subtotal: debt ex. grants 12.2 Grants/tax credits 3.0 Total Debt 15.2 Less: Cash and related assets (0.9) Net Debt 14.3 Memo: Available line of credit 13.8

2013 Financial Outlook 17 Towers: Greater revenue visibility given improved supply/demand balance Level-loading, fewer tower types increasing throughput, efficiencies and margins Gearing: Revenue and end-market demand down ~ 5% from 2012, with some uncertainty in natural gas Margin stable – restructuring benefits not material until late 2013/2014 Services: Continued growth from drivetrain services, increased demand from industrial customers Further EBITDA progress FY 2010 FY 2011 FY 2012 2013 E Q2 2012 Q2 2013 Revenue-$M 137.0 186.0 210.7 215-225 56.3 54-56 Gross Profit-$M 1.9 7.2 6.8 1.7 -% (ex. Restructuring) 1.4% 3.9% 4.0% 3.7% Operating Expense-$M 30.4 27.6 24.1 5.8 -% (ex. Restructuring) 22.2% 14.6% 11.1% 10.2% Impairment Exp. -$M 40.8 Operating Income-$M (69.2) (20.4) (17.3) (4.2) Adj. EBITDA-$M (9.2) (2.1) 5.5 9-12 1.1 > $2 EPS (8.01) (1.89) (1.27) (.30-.50) (0.30) .01 - .03

Other Updates Tontine settlement – all Board rights relinquished NOL Shareholder Rights Plan approved at Annual Shareholders’ Meeting 18

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