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): August 2, 2019  

BROADWIND ENERGY, INC.
(Exact Name of Registrant as Specified in Charter)

Delaware	001-34278	88-0409160
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

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
Preferred Stock Purchase Rights 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 August 2, 2019, Broadwind Energy, Inc. (the “Company”) issued a press release announcing its financial results as of and for the quarter ended June 30, 2019.  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 August 2, 2019 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 August 2, 2019
99.2	Investor Presentation dated August 2, 2019

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.
Date: August 2, 2019	By:	/s/ Stephanie K. Kushner
		Stephanie K. Kushner
		Chief Executive Officer (Principal Executive Officer)

EXHIBIT INDEX

EXHIBIT
NUMBER	DESCRIPTION
99.1	Press Release dated August 2, 2019
99.2	Investor Presentation dated August 2, 2019

EX-99.1

EXHIBIT 99.1

Broadwind Energy Announces Q2 2019 Results

Highlights:

• Q2 orders total $105M -- customers securing towers to support strong 2020 turbine installations
  
  
• Backlog rises to $145 million at June 30
  
  
• Q2 2019 revenue of $41.2 million up 12% from 2018, all segments higher
  
  
• Continued strong Gearing performance -- $9 million revenue and 10% operating margin
  
  
• EPS loss narrows to $.06

CICERO, Ill., Aug. 02, 2019 (GLOBE NEWSWIRE) -- Broadwind Energy, Inc. (NASDAQ: BWEN) reported sales of $41.2 million in Q2 2019, up 12% compared to $36.8 million in Q2 2018 due primarily to higher steel prices and a more complex tower product mix.

The Company reported a net loss of $1.0 million, or $.06 per share, in Q2 2019, compared to a net loss of $6.1 million, or $.40 per share, in Q2 2018.  The prior year quarter loss included an adverse $.25 per share impact related to a $5.0 million goodwill impairment charge, net of the $1.1 million reversal of an earn-out reserve.

The Company reported non-GAAP adjusted EBITDA (earnings before interest, taxes, depreciation, amortization, share-based payments and restructuring costs) of $1.9 million in Q2 2019, compared to non-GAAP adjusted EBITDA of $2.1 million in Q2 2018.  The prior year quarter benefited from the reversal of an earn-out reserve of $1.1 million. 

Broadwind CEO Stephanie Kushner stated, “We delivered a second consecutive quarter of revenue greater than $40M and healthier EBITDA generation, in line with our guidance.  Gearing continues to deliver strong operating results, demonstrating management’s significant strides in improving operational performance and customer diversification.”

Kushner continued, “We are pleased to see the order recovery in Towers, which is beginning to provide good visibility into 2020 production. We continue to prioritize diversification of our customer base, and booked a sizeable tower order from a new wind turbine OEM during the quarter.  We are growing our fabrication product line at a healthy rate, which offers additional diversification to our product and customer mix.”

Kushner concluded, “In Q3, we expect revenue to exceed $45 million with approximately $1.4-1.8 million of EBITDA.  Our full year EBITDA target remains at $8 million, which assumes the supply chain executes in a tightening environment.”

Orders and Backlog

The Company booked $104.6 million of net new orders in Q2 2019, compared to $18.6 million in Q2 2018. Towers and Heavy Fabrications orders rose nearly ten-fold to $96.3 million in Q2 2019, up from $9.9 million in Q2 2018, when a large portion of the Company’s capacity was committed under a multi-year framework agreement for which minimum volumes had been booked into backlog in 2016.  The 3-year framework agreement has been fulfilled, and orders are now recorded on a project-by-project basis.

Strong Q2 2019 bookings reflected the addition of a major new turbine OEM and increased demand to support growing turbine installations in 2020. Gearing orders totaled $5.6 million in Q2 2019, down from $6.1 million Q2 2018, due to timing of purchases from mining customers. Process Systems orders were essentially flat at $2.7 million, with higher demand for new gas turbine content mostly offset by weaker demand for aftermarket content.

At June 30, 2019, total backlog was $144.7 million, compared to $81.1 million at March 31, 2019, driven by the surge of Tower orders recorded during the quarter.

Segment Results

Towers and Heavy Fabrications
Broadwind Energy produces fabrications for wind, oil and gas, mining and other industrial applications, specializing in the production of wind turbine towers.  In Q1 2019, the Company revised and retroactively adjusted the financial statements of its segment reporting by moving the Abilene CNG and Fabrication business to the Towers and Heavy Fabrications segment from the Process Systems segment. 

Towers and Heavy Fabrications segment sales totaled $29.0 million in Q2 2019, compared to $25.6 million in Q2 2018. The increased revenue was attributable to a rise in steel prices and a more complex mix of towers produced.  Unit production volumes were flat versus the comparison period. 

Segment operating profit totaled $.3 million in Q2 2019 compared to an operating profit of $.5 million in Q2 2018. Improved gross profit from the Heavy Fabrication product line and lower depreciation were more than offset by the adverse impact on towers of lower pricing resulting from rising competition from tower imports. Net income declined comparatively for the Towers and Heavy Fabrications segment to $.2 million in Q2 2019, from net income of $.4 million in Q2 2018. Non-GAAP adjusted EBITDA in Q2 2019 was $1.5 million compared to Non-GAAP adjusted EBITDA of $2.2 million in Q2 2018, due to the cash factors described above. 

Gearing
Broadwind Energy engineers, builds and remanufactures precision gears and gearboxes for oil and gas, mining, steel, wind and other specialized applications.

Gearing segment sales totaled $9.3 million in Q2 2019, compared to $8.6 million in Q2 2018. The $.7 million increase was due primarily to higher shipments to mining, wind and other industrial customers, partially offset by lower purchases by oil and gas customers, as the significant expansion of fracking capacity experienced in 2018 has subsided. Operating profit increased to $.9 million in Q2 2019, compared to a $.7 million loss in Q2 2018, reflecting the impact of higher revenues and the significant operational improvements achieved in recent quarters. Compared to the prior year, these operational improvements included better production efficiencies, the absence of prior year supply chain disruptions and improved manufacturing variances.  The net income for the Gearing segment rose comparably to $.8 million in Q2 2019, compared to a net loss of $.7 million in Q2 2018. The Gearing segment reported $1.5 million of Non-GAAP adjusted EBITDA in Q2 2019 compared to a near break-even Non-GAAP adjusted EBITDA in Q2 2018.

Process Systems
Broadwind Energy provides contract manufacturing services that include build-to-print, kitting, and inventory management for customers, primarily supporting the natural gas electrical generation market.

Process Systems revenue totaled $2.9 million in Q2 2019 compared to $2.6 million in Q2 2018, due primarily to higher sales for new natural gas turbine content.  The segment operated at break-even in Q2 2019 compared to a $5.6 million operating loss in Q2 2018, primarily due to a $5 million goodwill impairment in the prior year quarter. Also contributing to the improvement was an improved product mix.  Net income for the Process Systems segment was break-even in Q2 2019, compared to an after tax loss of $3.8 million in Q2 2018. The Process Systems segment reported $.2 million of Non-GAAP adjusted EBITDA for Q2 2019 compared to Non-GAAP adjusted EBITDA loss of $.2 million in Q2 2018.

Corporate
Corporate and other expenses increased by $1.4 million in Q2 2019. The rise in net expenses was due primarily to the absence of a $1.1 million gain associated with the release of the earn-out reserve in the prior year quarter, combined with increased incentive compensation and professional fee expenses.

Cash and Liquidity

During Q2 2019, operating working capital (accounts receivable and inventory, net of accounts payable and customer deposits) increased to $22.0 million from $17.6M at March 31, 2019, in support of higher scheduled tower deliveries. The cash conversion ratio increased sequentially, from 41 days at March 31, 2019 to 53 days, predominantly driven by the increase in operating working capital.

Capital expenditures, net of disposals, in Q2 2019 totaled $.9 million.

Debt and finance leases totaled $29.9 million at June 30, 2019.  The Company’s $35 million line of credit with CIBC had a balance of $26.6 million at June 30, 2019.  Availability under the credit line improved to $8.0 million from $7.5 million at March 31, 2019.

Cash assets (cash and short-term investments) remained near zero as expected because the Company’s cash and receipts are automatically applied to the outstanding credit line balance consistent with the terms of the line.

Conference Call

Broadwind Energy will conduct a teleconference and live webcast, with a slide presentation, beginning at 10 a.m. Central Time on Friday, August 2^nd, 2019, to discuss its 2019 second-quarter financial results. This webcast will be available in listen-only mode and can be accessed, for up to ninety days following the call, through the investors section on the Broadwind Energy website at http://www.bwen.com/investors/events-and-presentations.

About Broadwind Energy, Inc.
Broadwind Energy (NASDAQ: BWEN) is a precision manufacturer of structures, equipment and components for clean tech and other specialized applications. From gears and gearing systems for wind, oil and gas and mining applications, to wind towers and industrial weldments, we have solutions for the clean tech, energy and infrastructure needs of the future. With facilities throughout the U.S., Broadwind Energy's 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 Measure
The Company provides non-GAAP adjusted EBITDA (earnings before interest, income taxes, depreciation, amortization, and stock compensation) as supplemental information regarding the Company’s business performance. The Company’s management uses adjusted EBITDA when it internally evaluates the performance of the Company’s business, 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 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: (i) 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; (ii) 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; (iii) our ability to continue to grow our business organically and through acquisitions; (iv) the production, sales, collections, customer deposits and revenues generated by new customer orders and our ability to realize the resulting cash flows; (v) the sufficiency of our liquidity and alternate sources of funding, if necessary; (vi) our ability to realize revenue from customer orders and backlog; (vii) our ability to operate our business efficiently, comply with our debt obligations, manage capital expenditures and costs effectively, and generate cash flow; (viii) the economy and the potential impact it may have on our business, including our customers; (ix) 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; (x) the effects of market disruptions and regular market volatility, including fluctuations in the price of oil, gas and other commodities; (xi) the effects of the change of administrations in the U.S. federal government; (xii) our ability to successfully integrate and operate companies and to identify, negotiate and execute future acquisitions; (xiii) the potential loss of tax benefits if we experience an “ownership change” under Section 382 of the Internal Revenue Code of 1986, as amended; (xiv) the limited trading market for our securities and the volatility of market price for our securities; and (xv) 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. 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.

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

			June 30,			December 31,
				2019			2018
ASSETS
CURRENT ASSETS:
	Cash and cash equivalents		$	74		$	1,177
	Accounts receivable, net			20,273			17,455
	Inventories, net			35,758			22,670
	Prepaid expenses and other current assets			1,760			1,776
		Total current assets		57,865			43,078
LONG-TERM ASSETS:
	Property and equipment, net			48,197			49,087
	Operating lease right-of-use assets			16,651			-
	Other intangible assets, net			6,196			6,602
	Other assets			349			398
TOTAL ASSETS			$	129,258		$	99,165
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
	Line of credit and other notes payable		$	27,555		$	11,930
	Current portion of finance lease obligations			825			967
	Current portion of operating lease obligations			1,591			-
	Accounts payable			15,484			11,618
	Accrued liabilities			4,372			3,806
	Customer deposits			18,561			23,507
	Current liabilities held for sale			26			27
		Total current liabilities		68,414			51,855
LONG-TERM LIABILITIES:
	Long-term debt, net of current maturities			998			1,408
	Long-term finance lease obligations, net of current portion			553			571
	Long-term operating lease obligations, net of current portion			17,020			-
	Other			69			1,969
		Total long-term liabilities		18,640			3,948
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; 16,437,109
	and 15,982,622 shares issued as of June 30, 2019 and
	December 31, 2018, respectively			16			16
	Treasury stock, at cost, 273,937 shares as of June 30, 2019 and December 31, 2018,
	respectively			(1,842	)		(1,842	)
	Additional paid-in capital			382,343			381,441
	Accumulated deficit			(338,313	)		(336,253	)
		Total stockholders' equity		42,204			43,362
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY			$	129,258		$	99,165

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

		Three Months Ended June 30,						Six Months Ended June 30,
			2019			2018			2019			2018
Revenues		$	41,169		$	36,781		$	82,829		$	66,748
Cost of sales			37,277			34,442			75,388			64,426
Restructuring			-			116			12			231
Gross profit			3,892			2,223			7,429			2,091
OPERATING EXPENSES:
Selling, general and administrative			3,895			2,495			7,723			6,393
Impairment charges			-			4,993			-			4,993
Intangible amortization			203			471			406			942
Restructuring			-			-			-			36
	Total operating expenses		4,098			7,959			8,129			12,364
Operating loss			(206	)		(5,736	)		(700	)		(10,273	)
OTHER EXPENSE, net:
Interest expense, net			(773	)		(352	)		(1,309	)		(650	)
Other, net			(16	)		(1	)		(18	)		(4	)
	Total other expense, net		(789	)		(353	)		(1,327	)		(654	)
Net loss before provision (benefit) for income taxes			(995	)		(6,089	)		(2,027	)		(10,927	)
Provision (benefit) for income taxes			23			(6	)		34			(33	)
LOSS FROM CONTINUING OPERATIONS			(1,018	)		(6,083	)		(2,061	)		(10,894	)
INCOME (LOSS) FROM DISCONTINUED OPERATIONS			-			(33	)		1			(60	)
NET LOSS		$	(1,018	)	$	(6,116	)	$	(2,060	)	$	(10,954	)
NET LOSS PER COMMON SHARE - BASIC:
Loss from continuing operations		$	(0.06	)	$	(0.40	)	$	(0.13	)	$	(0.71	)
Income (loss) from discontinued operations			0.00			0.00			0.00			0.00
Net loss		$	(0.06	)	$	(0.40	)	$	(0.13	)	$	(0.71	)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC			16,046			15,421			15,917			15,339
NET LOSS PER COMMON SHARE - DILUTED:
Loss from continuing operations		$	(0.06	)	$	(0.40	)	$	(0.13	)	$	(0.71	)
Income (loss) from discontinued operations			0.00			0.00			0.00			0.00
Net loss		$	(0.06	)	$	(0.40	)	$	(0.13	)	$	(0.71	)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - DILUTED			16,046			15,421			15,917			15,339

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

				Six Months Ended June 30,
					2019			2018
CASH FLOWS FROM OPERATING ACTIVITIES:
	Net loss			$	(2,060	)	$	(10,954	)
	Income (loss) from discontinued operations				1			(60	)
	Loss from continuing operations				(2,061	)		(10,894	)
Adjustments to reconcile net cash used in operating activities:
		Depreciation and amortization expense			3,390			4,706
		Deferred income taxes			(5	)		(42	)
		Impairment charges			-			4,993
		Change in fair value of interest rate swap agreements			26			-
		Stock-based compensation			510			489
		Allowance for doubtful accounts			(12	)		(25	)
		Common stock issued under defined contribution 401(k) plan			392			338
		Gain on disposal of assets			(1	)		-
		Changes in operating assets and liabilities, net of acquisition:
			Accounts receivable		(2,806	)		(4,232	)
			Inventories		(13,088	)		(1,003	)
			Prepaid expenses and other current assets		16			49
			Accounts payable		3,306			4,823
			Accrued liabilities		540			325
			Customer deposits.		(4,946	)		(1,141	)
			Other non-current assets and liabilities		127			(1,179	)
Net cash used in operating activities of continued operations					(14,612	)		(2,793	)
CASH FLOWS FROM INVESTING ACTIVITIES:
	Purchases of property and equipment				(1,183	)		(1,676	)
	Proceeds from disposals of property and equipment				1			-
Net cash used in investing activities of continued operations					(1,182	)		(1,676	)
CASH FLOWS FROM FINANCING ACTIVITIES:
	Proceeds from line of credit				91,007			66,985
	Payments on line of credit				(75,370	)		(63,200	)
	Proceeds from long-term debt				-			1,410
	Payments on long-term debt				(462	)		(313	)
	Principal payments on finance leases				(485	)		(377	)
Net cash provided by financing activities of continued operations					14,690			4,505
								-
DISCONTINUED OPERATIONS:
	Operating cash flows				1			(38	)
Net cash provided by (used in) discontinued operations					1			(38	)
NET DECREASE IN CASH AND CASH EQUIVALENTS					(1,103	)		(2	)
CASH AND CASH EQUIVALENTS beginning of the period					1,177			78
CASH AND CASH EQUIVALENTS end of the period				$	74		$	76
Supplemental cash flow information:
	Interest paid			$	825		$	537
	Income taxes paid			$	49		$	84
Non-cash activities:
	Issuance of restricted stock grants			$	510		$	489
	Non-cash purchases of property and equipment			$	325		$	-

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

		Three Months Ended						Six Months Ended
		June 30,						June 30,
			2019			2018			2019			2018
ORDERS:
	Towers and Heavy Fabrications	$	96,328		$	9,870		$	108,839		$	19,674
	Gearing		5,572			6,148			12,707			21,514
	Process Systems		2,712			2,584			7,072			5,555
	Total orders	$	104,612		$	18,602		$	128,618		$	46,743
REVENUES:
	Towers and Heavy Fabrications	$	28,970		$	25,552		$	57,264		$	43,747
	Gearing		9,266			8,632			19,293			17,438
	Process Systems		2,933			2,620			6,272			5,586
	Corporate and Other		-			(23	)		-			(23	)
	Total revenues	$	41,169		$	36,781		$	82,829		$	66,748
OPERATING (LOSS)/PROFIT:
	Towers and Heavy Fabrications	$	318		$	541		$	96		$	(1,554	)
	Gearing		913			(662	)		2,300			(1,288	)
	Process Systems		28			(5,589	)		(256	)		(5,890	)
	Corporate and Other		(1,465	)		(26	)		(2,840	)		(1,541	)
	Total operating (loss)/profit	$	(206	)	$	(5,736	)	$	(700	)	$	(10,273	)

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

Consolidated		Three Months Ended June 30,						Six Months Ended June 30,
			2019			2018			2019			2018
Loss from Continuing Operations		$	(1,019	)	$	(6,083	)	$	(2,061	)	$	(10,894	)
Interest Expense			774			352			1,309			650
Income Tax Provision/(Benefit)			22			(6	)		34			(33	)
Depreciation and Amortization			1,628			2,349			3,390			4,706
Share-based Compensation and Other Stock Payments			494			418			930			846
Restructuring Costs			-			116			12			267
Impairment Charges			-			4,993			-			4,993
	Adjusted EBITDA (Non-GAAP)	$	1,899		$	2,139		$	3,614		$	535

Towers and Heavy Fabrications Segment	Three Months Ended June 30,				Six Months Ended June 30,
		2019		2018		2019			2018
Net Income/(Loss)	$	186	$	446	$	(49	)	$	(1,263	)
Interest Expense		63		50		129			82
Income Tax Provision/(Benefit)		54		46		1			(373	)
Depreciation and Amortization		978		1,317		2,073			2,636
Share-based Compensation and Other Stock Payments		214		181		379			334
Restructuring Expense		-		116		12			267
Adjusted EBITDA (Non-GAAP)	$	1,495	$	2,156	$	2,545		$	1,683

Gearing Segment	Three Months Ended June 30,					Six Months Ended June 30,
		2019		2018			2019		2018
Net Income/(Loss)	$	796	$	(662	)	$	2,096	$	(1,293	)
Interest Expense		113		2			195		5
Income Tax Provision/(Benefit)		4		(3	)		9		-
Depreciation and Amortization		483		586			965		1,176
Share-based Compensation and Other Stock Payments		102		77			194		143
Adjusted EBITDA (Non-GAAP)	$	1,498	$	-		$	3,459	$	31

Process Systems	Three Months Ended June 30,					Six Months Ended June 30,
		2019		2018			2019			2018
Net Income/(Loss)	$	4	$	(3,794	)	$	(274	)	$	(3,844	)
Interest Expense		-		-			1			-
Income Tax Provision/(Benefit)		23		(1,797	)		14			(2,050	)
Depreciation and Amortization		122		386			244			773
Share-based Compensation and Other Stock Payments		13		12			26			30
Impairment Expense		-		4,993			-			4,993
Adjusted EBITDA (Non-GAAP)	$	162	$	(200	)	$	11		$	(98	)

Corporate and Other	Three Months Ended June 30,						Six Months Ended June 30,
		2019			2018			2019			2018
Loss from continuing operations	$	(2,005	)	$	(2,073	)	$	(3,834	)	$	(4,494	)
Interest Expense		598			300			984			563
Income Tax Provision/(Benefit)		(59	)		1,748			10			2,390
Depreciation and Amortization		45			60			108			121
Share-based Compensation and Other Stock Payments		165			148			331			339
Adjusted EBITDA (Non-GAAP)	$	(1,256	)	$	183		$	(2,401	)	$	(1,081	)

BWEN INVESTOR CONTACT: Jason Bonfigt, 708.780.4821 jason.bonfigt@bwen.com

EX-99.2

EXHIBIT 99.2

Q2 2019 Earnings Call August 2, 2019

Industry Data and Forward - Looking Statements Disclaimer ▪ Broadwind obtained the industry and market data used throughout this presentation from our own research, internal surveys and st udies conducted by third parties, independent industry associations or general publications and other publicly available informatio n. Independent industry publications and surveys generally state that they have obtained information from sources believed to be reliable, but do not gu arantee the accuracy or completeness of such information. Forecasts are particularly likely to be inaccurate, especially over long periods of time. W e a re not aware of any misstatements in the industry data we have presented herein, but estimates involve risks and uncertainties and a re subject to change based on various factors beyond our control. ▪ Our forward - looking statements may include or relate to our beliefs, expectations, plans and/or assumptions with respect to the following: ( i ) state, local and federal regulatory frameworks affecting the industries in which we compete, including the wind energy industry, and th e related extension, continuation or renewal of federal tax incentives and grants and state renewable portfolio standards; (ii) our customer relat ion ships and our substantial dependency on a few significant customers and our efforts to diversify our customer base and sector focus and lev era ge relationships across business units; (iii) our ability to continue to grow our business organically and through acquisitions; (iv) our prod uct ion, sales, collections, customer deposits and revenues generated by new customer orders and the resulting cash flows; (v) the sufficiency of our liqu idi ty and alternate sources of funding, if necessary; (vi) our ability to realize revenue from customer orders and backlog; (vii) our ability to ope rate our business efficiently, manage capital expenditures and costs effectively, and generate cash flow; (viii) the economy and the potential imp act it may have on our business, including our customers; (ix) the state of the wind energy market and other energy and industrial markets gener all y and the impact of competition and economic volatility in those markets; (x) the effects of market disruptions and regular market volatility, in clu ding fluctuations in the price of oil, gas and other commodities; (xi) the effects of the change of administrations in the U.S. federal government; (x ii) our ability to successfully integrate and operate the business of Red Wolf Company, LLC and to identify, negotiate and execute future acquis iti ons; and (xiii) the potential loss of tax benefits if we experience an “ownership change” under Section 382 of the Internal Revenue Code of 1986, as amended; and (xiv) 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. We are unde r n o 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, unce rta inties or other factors that could cause our current beliefs, expectations, plans and/or assumptions to change. ▪ This presentation contains non - GAAP financial information. We believe 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. We believe tha t these non - GAAP financial measures can provide additional meaningful reflection of underlying trends of the business because they provide a c omp arison of historical information that excludes certain infrequently occurring or non - operational items that impact the overall comparabili ty. Non - GAAP financial measures should be viewed in addition to, and not as an alternative to, our reported results prepared in accordance wi th GAAP. Please see our earnings release dated August 2, 2019 for a reconciliation of certain non - GAAP measures presented in this presentation. 2

Q2 2019 Highlights ▪ Q2 orders total $105M -- customers securing towers to support strong 2020 turbine installations ▪ Backlog rises to $145 million at June 30 ▪ Q2 ‘19 revenue of $41.2 million up 12 %, all segments higher ▪ Continued strong Gearing performance -- $9 million revenue and 10% operating margin ▪ Adj EBITDA at $1.9, all operating segments positive ▪ Liquidity up to $8.0M, further improvement in 2H ‘19 ▪ Orders in hand to deliver 2019 Revenue of >$160M / EBITDA of $8M, supply chain risk growing 3

Orders and Backlog ($ Millions) Orders ▪ Tower orders up dramatically in Q2, customer diversification progress on track ▪ Increased strategic focus on heavy fabrications for mining, construction, other ▪ Gearing orders down YoY due to 1H 2018 spike from O&G customers, lead times shrinking ▪ Process Systems: New Gas Turbine content orders strengthened Backlog $145M Q2 18 Q2 19 YTD 18 YTD 19 YTD 19 Book:Bill Towers & Heavy Fabrications $9.9 $96.3 $19.7 $108.8 1.9 Gearing 6.1 5.6 21.5 12.7 .7 Process Systems 2.6 2.7 5.6 7.1 1.1 Total $18.6 $104.6 $46.8 $128.6 1.6 4 Towers and Heavy Fabrications Gears Process Systems

Diversification of BWEN Customer Base 5 1. Reduce reliance on wind tower demand 2. Leverage core competencies and process capabilities 3. Grow existing customer relationships 4. Expand within existing/new end markets and products $40M target YTD Orders $40M target $40M Target Strategic Focus: Customer and Product Expansion T12M Revenue by Industry (in M’s) Wind O&G Mining Industrial Steel Construction

Markets Overview 6 Wind Mining Oil and Gas Steel Other Industrial • Medium - term decline curve is less steep • Strong demand from both gearing and heavy fab customers; adding products • Gearing: short - term pause • Process Systems: Gas turbines recovering • Capital spending slowing due to recent market softness • Expanding customer base for gearing

2019 Priorities 7 ▪ Customer diversification - $60M target ▪ Systems investments to support changing sales mix ▪ Continuous improvement to offset margin compression ▪ Adjust steel procurement strategy to support strong 2019 - 2020 production ▪ Reduce average cash conversion cycle by ~20%

Towers and Heavy Fabrications Q2 18 Q2 19 YTD 18 YTD 19 Orders ($M) $9.9 $96.3 $19.7 $108.8 Sections Sold (#) 201 201 344 389 Revenue ($M) 25.6 29.0 43.7 57.3 Operating Inc/(Loss) ($M) .5 .3 (1.6) .1 - % of Sales 2.1% 1.1% (3.6)% .2% EBITDA* ($M) 2.2 1.5 1.7 2.5 - % of Sales 8.4% 5.2% 3.8% 4.4% Q2 Results ▪ Securing tower orders for ‘20 production, strong quoting environment continues ▪ Mining and construction activity levels strong, 1.4 YTD B2B ▪ Q2 ‘19 tower sections sold up sequentially ▪ $2.5M YTD EBITDA, better plant utilization and operational performance Priorities ▪ Diversify tower customer base and grow heavy fabrications business ▪ Cost out to offset margin pressure ▪ Build capabilities and expand capacity for heavy fabrications ▪ Balance trade - off between near - term tower demand spike and longer term diversification focus * Reconciliation to non - GAAP measure included in Appendix 8 356 352 344 387 400 264 126 30 143 201 132 64 188 201 Q1 16 Q2 16 Q3 16 Q4 16 Q1 17 Q2 17 Q3 17 Q4 17 Q1 18 Q2 18 Q3 18 Q4 18 Q1 19 Q2 19 Quarterly Tower Section Sales Capacity

Gearing Q2 Results ▪ Orders down due to surge in O&G orders in 2018, diversification efforts partially offsetting ▪ Revenue up 8 % compared to Q2 ‘18, reflecting improved throughput ▪ End market diversification improved YoY ▪ EBITDA $1.5M – sustained operational improvement Priorities ▪ Continue diversification of customer base ▪ Grow and optimize Gearbox production ▪ Continuous improvement focused on maintenance and scheduling systems ▪ Optimize first article production process to accommodate increasing demand * Reconciliation to non - GAAP measure included in Appendix 9 0.0 2.0 4.0 6.0 8.0 10.0 12.0 2013 2014 2015 2016 2017 Q1 18 Q2 18 Q3 18 Q4 18 Q1 19 Q2 19 $M Gearing Revenue by Market Oil & Gas Mining Wind Industrial Steel Q2 18 Q2 19 YTD 18 YTD 19 Orders ($M) $6.1 $5.6 $21.5 $12.7 Revenue ($M) 8.6 9.3 17.4 19.3 Operating Inc/(Loss) ($M) (.7) .9 (1.3) 2.3 - % of Sales (7.7)% 9.9% (7.4)% 11.9% EBITDA* ($M) 0.0 1.5 0.0 3.5 - % of Sales 0.0% 16.2% 0.0% 17.9%

Process Systems * Reconciliation to non - GAAP measure included in Appendix Q2 Results ▪ Higher orders YoY due to new gas turbine content for an international customer ▪ Revenue up $.3M YoY, reflecting increased order activity ▪ Targeted price adjustments beginning to impact margins in ‘19 Priorities ▪ Leverage increasing aftermarket opportunities in the NGT market ▪ Progress Red Wolf customer diversification ▪ Expand share with existing customers ▪ Leverage continuous improvement resources 10 Diverse Gas Turbine Aftermarket New Gas Turbine Q2 18 Q2 19 YTD 18 YTD 19 Orders ($M) $2.6 $2.7 $5.6 $7.1 Revenue ($M) 2.6 2.9 5.6 6.3 Operating Inc/(Loss) ($M) (5.6) 0.0 (5.9) (.3) EBITDA* ($M) (0.2) 0.2 (0.1) 0.0

BWEN Consolidated Financial Results Q2 Comparison: ▪ S ales across each segment up YoY due to an increase in steel prices, more complex tower designs and customer/end market diversification ▪ Gross profit up YoY due to improved productivity and plant utilization ▪ Recurring Operating expenses decline below 10% due to leverage ▪ Margin pressure due to global competition ▪ All segments deliver positive EBITDA 11 Q2 18 Q2 19 YTD 18 YTD 19 Total Sales $36.8 $41.2 $66.7 $82.8 Gross Profit 2.2 3.9 2.1 7.4 Gross Profit % 6.0% 9.5% 3.1% 9.0% Recurring Operating Expenses 4.2 4.1 8.6 8.1 One - time items 3.8 0.0 3.8 0.0 Total Operating Expenses 8.0 4.1 12.4 8.1 Operating Income (Loss) (5.7) (.2) (10.3) (.7) % of sales (15.6)% (.5)% (15.4)% (.8)% Adj. EBITDA 2.1 1.9 .5 3.6 % of sales 5.8% 4.6% .01% 4.4% EPS, Continuing $(.40) $(.06) $(.71) $(.13) $M except as noted otherwise

Operating Working Capital (OWC) ▪ $4.6M increase in operating working capital due to rise in tower production levels ▪ Recent order announcements and the corresponding deposits will improve OWC in 2H ▪ Cash conversion cycle reduction on track * Operating Working Capital = Trade A/R + Inventories – Trade Payables – Customer Deposits 12/31/18 3/31/19 6/30/19 DSO 59 49 45 Inv. Turns 4.9 4.6 4.2 DPO 38 48 38 Cash Conv. (days) 16 41 53 OWC $M 5.0 17.6 22.0 OWC* Historical Trend – cents/$ sales OWC* Management 12 $(0.05) $- $0.05 $0.10 $0.15 $0.20

Balance Sheet and Capital Expenditures Capital Expenditures (in Millions) ▪ Cash applied to balance on credit line ▪ $35M credit line had $8.0M of additional availability at quarter - end ▪ Other Assets/Liabilities increase since 12/31/18 as a result of the adoption of new lease accounting standard (ASC 842) ▪ 2019 capital expenditures ~2 - 3% of sales 13 $0.0 $1.0 $2.0 $3.0 $4.0 $5.0 $6.0 $7.0 $8.0 2016 2017 2018 2019 YTD Unfinanced Financed In Millions 12/31/18 3/31/19 6/30/19 Cash Assets $1.2 $0.0 $0.1 Accounts Receivable 17.5 22.5 20.3 Inventory 22.7 32.9 35.8 PPE 49.1 48.5 48.2 Other 8.7 25.7 24.9 Total Assets 99.2 129.6 129.3 Accounts Payable 11.6 20.1 15.5 Customer Deposits 23.5 17.8 18.6 Line of Credit 11.0 22.2 26.6 Debt + Finance Leases 3.9 3.5 3.3 Other 5.8 23.2 23.1 Total Liabilities 55.8 86.8 87.1 Equity 43.4 42.8 42.2

Q3 Summary and Guidance ▪ Q2 2019: As guided ▪ Q3 2019: Tower volume improving, but margin pressures remain - Revenue >$45M and EBITDA ~$ 1.4 - 1.8M ▪ 2019: Average quarterly revenue >$40M, FY EBITDA ~$8M assuming supply chain responds 14

Appendix 15 Consolidated 2019 2018 2019 2018 Loss from Continuing Operations…………………………...…………. (1,019)$ (6,083)$ (2,061)$ (10,894)$ Interest Expense…………………….……………………………………. 774 352 1,309 650 Income Tax Provision/(Benefit)…………………...…………………… 22 (6) 34 (33) Depreciation and Amortization………………………………………………………………1,628 2,349 3,390 4,706 Share-based Compensation and Other Stock Payments………………………………………………………………494 418 930 846 Restructuring Costs…………………………………...……………………. - 116 12 267 Impairment Charges…………………………………………………. - 4,993 - 4,993 Adjusted EBITDA (Non-GAAP)…………………………. 1,899$ 2,139$ 3,614$ 535$ Three Months Ended June 30, Six Months Ended June 30, Towers and Heavy Fabrications Segment 2019 2018 2019 2018 Net Income/(Loss)……………………...……………………………. 186$ 446$ (49)$ (1,263)$ Interest Expense……………………………..……………………. 63 50 129 82 Income Tax Provision/(Benefit)…………………...…………………… 54 46 1 (373) Depreciation and Amortization………………………………………………………………978 1,317 2,073 2,636 Share-based Compensation and Other Stock Payments………………………………………………………………214 181 379 334 Restructuring Expense………………………………………...…………… - 116 12 267 Adjusted EBITDA (Non-GAAP)…………………………….. 1,495$ 2,156$ 2,545$ 1,683$ Three Months Ended June 30, Six Months Ended June 30, Gearing Segment 2019 2018 2019 2018 Net Income/(Loss)……………………...……………………………. 796$ (662)$ 2,096$ (1,293)$ Interest Expense………………………...……………………………… 113 2 195 5 Income Tax Provision/(Benefit)…………………...…………………… 4 (3) 9 - Depreciation and Amortization………………………………………………………………483 586 965 1,176 Share-based Compensation and Other Stock Payments………………………………………………………………102 77 194 143 Adjusted EBITDA (Non-GAAP)……………………….. 1,498$ -$ 3,459$ 31$ Three Months Ended June 30, Six Months Ended June 30,

Appendix 16 Process Systems 2019 2018 2019 2018 Net Income/(Loss)……………………...……………………………. 4$ (3,794)$ (274)$ (3,844)$ Interest Expense……………………………………………………. - - 1 - Income Tax Provision/(Benefit)…………………...…………………… 23 (1,797) 14 (2,050) Depreciation and Amortization……………………………………. 122 386 244 773 Share-based Compensation and Other Stock Payments………… 13 12 26 30 Impairment Expense………………………………………………… - 4,993 - 4,993 Adjusted EBITDA (Non-GAAP)……………………………… 162$ (200)$ 11$ (98)$ Three Months Ended June 30, Six Months Ended June 30, Corporate and Other 2019 2018 2019 2018 Loss from continuing operations…………………………...…………. (2,005)$ (2,073)$ (3,834)$ (4,494)$ Interest Expense……………….…………………………………… 598 300 984 563 Income Tax Provision/(Benefit)……………………..…………… (59) 1,748 10 2,390 Depreciation and Amortization………………………………………………………………45 60 108 121 Share-based Compensation and Other Stock Payments………………………………………………………………165 148 331 339 Adjusted EBITDA (Non-GAAP)……………………..……………. (1,256)$ 183$ (2,401)$ (1,081)$ Three Months Ended June 30, Six Months Ended June 30,

Broadwind Energy is a precision manufacturer of structures, equipment & components for clean tech and other specialized applications . www.BWEN.com 17