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): February 27, 2020  

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 February 27, 2020, Broadwind Energy, Inc. (the “Company”) issued a press release announcing its financial results as of and for the quarter ended December 31, 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 February 27, 2020 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 February 27, 2020
99.2	Investor Presentation dated February 27, 2020

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: February 27, 2020	By:	/s/ Stephanie K. Kushner
		Stephanie K. Kushner
		Chief Executive Officer (Principal Executive Officer)

EXHIBIT INDEX

EXHIBIT NUMBER	DESCRIPTION
99.1	Press Release dated February 27, 2020
99.2	Investor Presentation dated February 27, 2020

EX-99.1

EXHIBIT 99.1

Broadwind Announces Fourth Quarter and Full-Year 2019 Results

CICERO, Ill., Feb. 27, 2020 (GLOBE NEWSWIRE) -- Broadwind (NASDAQ: BWEN), a diversified precision manufacturer of specialized components and solutions serving global industries, today announced results for the fourth quarter and full-year 2019.

4Q 2019 HIGHLIGHTS

• Total revenue of $49.3 million (+81% y/y)
• Total net loss of ($1.6) million, or ($0.09) per basic share
• Total non-GAAP adjusted EBITDA of $1.8 million (+$3.5 million y/y)
• Total backlog of $142.3 million (+48% y/y)
• Total cash and availability of $19.0 million (+$7.5 million y/y)

FULL-YEAR 2019 HIGHLIGHTS

• Total revenue of $178.2 million (+42% y/y)
• Total net loss of ($4.5) million, or ($0.28) per basic share
• Total non-GAAP adjusted EBITDA of $7.2 million (+$8.2 million y/y)

For the three months ended December 31, 2019, the Company reported total revenue of $49.3 million, an increase of more than 80% when compared to the prior-year period.  Broadwind reported a net loss from continuing operations of ($1.6) million, or ($0.09) per basic share in the fourth quarter 2019, versus ($12.4) million, or ($0.79) per basic share, in the fourth quarter 2018.  The fourth quarter included a one-time ($0.05) per basic share non-cash charge related to the Company accelerating the amortization of certain intangibles.  Non-GAAP adjusted EBITDA increased to $1.8 million in the fourth quarter 2019, versus ($1.7) million in the prior-year period.

During the fourth quarter, increased demand for wind tower sections resulted in the highest quarterly revenue achieved by the Heavy Fabrications Segment since the first quarter 2017.  The Company sold 302 wind tower sections in the fourth quarter, versus 64 sections in the prior-year period.  Tower plant utilization increased materially on a year-over-year basis, given an acceleration in customer demand intended to maximize the benefit of the United States production tax credit (“PTC”) for wind energy projects.  Within the Gearing Segment, increased demand from customers in the wind, industrial and mining industries were offset by lower sales into the oil and gas market, given declines in hydraulic fracturing within key shale basins.  Within the Industrial Solutions Segment, the benefit of the Company’s first kitting sale into the solar market was partially offset by lower gas turbine component demand.   

MANAGEMENT COMMENTARY

“Our full-year results reflect significant year-over-year growth in revenue, margin capture and free cash flow, a performance supported by our multi-year focus on customer, product and end-market diversification,” stated Stephanie Kushner, CEO of Broadwind.  “Last year we made good progress with our diversification strategy, growing orders to diverse customers to $54 million. In 2020, we will continue to invest in the business to grow non-wind related orders, as we seek to further expand our addressable market.”

“Despite continued supply chain-related challenges, our Heavy Fabrications segment sold more than 930 tower sections last year, an increase of more than 70% from 2018,” continued Kushner.  “The segment generated nearly $7 million of EBITDA in 2019, an increase of more than $5 million from 2018, as customers accelerated orders to secure tower production slots in a strengthening market.”

“We were pleased to see an extension of the PTC in late 2019.  As a result of the new legislation, the PTC will subsidize wind projects commenced by the end of 2020, which is expected to result in strong medium term demand for wind towers.”

“Within our Gearing Segment, ongoing efforts to further diversify our revenue base have resulted in a higher-margin sales mix,” stated Kushner.  “Although Gearing posted a year-over-year decline in revenue in 2019, EBITDA more than doubled over the same period to a run-rate of more than $5 million annually and we reported record income.  Although sales in the oil/gas sector were soft last year, Gearing achieved broad-based revenue growth in the wind, industrial, mining and steel sectors, reflecting a pivot toward a more diversified revenue stream.”

“During my tenure as CEO, Broadwind has significantly improved its manufacturing capabilities, diversified its customer base, rationalized its cost structure and strengthened its go-to-market strategy.  Upon my retirement, effective March 1, 2020, Eric Blashford will transition into the CEO role.  As one of the leading architects of our current strategy, Eric is well-suited to lead Broadwind into its next phase of growth.  Although I will step back from the day-to-day management of the Company, I look forward to supporting the organization in my new role as Chairman of the Board.”

ORDERS AND BACKLOG

Total orders declined to $16.4 million in the fourth quarter, versus $16.7 million in the year-ago period. For the twelve months ended December 31, 2019, total orders more than doubled from $83.2 million in the prior year to $221.5 million, primarily driven by tower customers securing 2020 production capacity in support of increased wind turbine installations.  During 2018, our largest customer fulfilled orders under a three-year framework agreement in which minimum contract orders were reported in backlog at the onset of the agreement in 2016 and is now placing orders on a project-by project basis.  Consolidated orders for the mining, construction, industrial and natural gas turbine power generation markets increased by double digits on a year-over-year basis, consistent with the Company’s multi-year focus on customer, product and end-market diversification beyond its core wind energy market. 

Total backlog increased to $142.3 million in the fourth quarter, versus $96.5 million in the year-ago period.  Year-over-year growth in Heavy Fabrications was primarily driven by increased demand for wind towers and continued growth in industrial fabrications. Industrial Solutions demand growth partially offset a decline in Gearing backlog.  As of December 31, 2019, Heavy Fabrications represented approximately 85% of total Company backlog. 

SEGMENT RESULTS

In early 2020, we rebranded to Broadwind, a reflection of our diversification progress to date and our continued strategy to expand our product and customer diversification outside of wind energy.  Effective with this rebranding, we renamed certain segments.  Our Towers and Heavy Fabrications segment was renamed to Heavy Fabrications and our Process Systems segment was renamed to Industrial Solutions.  Our Gearing segment name was unchanged. 

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 crane components, pressure vessels and frames/structures.  The Heavy Fabrications Segment represented 72% of total revenue in the full-year 2019.

Heavy Fabrications segment sales increased by $25.5 million to $37.6 million in the fourth quarter, when compared to the prior year period.  Total operating income increased $4.1 million to $1.1 million, when compared to the fourth quarter 2018.  Segment non-GAAP adjusted EBITDA increased $3.6 million to $2.4 million, when compared to the fourth quarter 2018.  Fourth quarter segment performance was driven by growth in customer demand for wind towers and industrial fabrications.

Gearing Segment
Broadwind provides custom gearboxes, loose gearing and heat treat services to a broad set of customers in diverse markets, including oil and gas production, surface and underground mining, wind energy, steel, material handling and other infrastructure markets.  The Gearing Segment represented 20% of total revenue in the full-year 2019.

Gearing segment sales declined by $3.3 million to $7.6 million in the fourth quarter, when compared to the year-ago period.  Total operating income declined $0.6 million to $0.4 million, when compared to the fourth quarter 2018.  Segment non-GAAP adjusted EBITDA declined $0.5 million to $1.0 million, when compared to the fourth quarter 2018.  Fourth quarter segment performance was driven by lower sales into the hydraulic fracturing market which was partially offset by higher sales into the wind, industrial and mining sectors.

Industrial Solutions Segment
Broadwind provides supply chain solutions, inventory management, kitting and assembly services, primarily serving the combined cycle natural gas turbine markets.  The Industrial Solutions Segment represented 8% of total revenue in the full-year 2019.

Industrial Solutions segment sales declined by $0.1 million to $4.1 million in the fourth quarter, when compared to the year-ago period.  The segment reported an operating loss of ($0.9) million in the fourth quarter, versus ($8.7) million in the fourth quarter 2018 driven primarily by a non-cash impairment in the prior year and improved operational performance. The current year quarter included a $0.9 million non-cash charge as the Company accelerated the amortization of its trade name intangible, a result of the rebranding initiative.  Segment non-GAAP adjusted EBITDA increased $0.8 million to $0.1 million, when compared to the fourth quarter 2018.  Fourth quarter segment performance was primarily driven by higher sales associated with new gas turbine content, solar market demand and an improved sales mix, which were more than offset by lower aftermarket demand.

BALANCE SHEET

As of December 31, 2019, Broadwind had cash and availability on outstanding credit facilities of $2.4 million and $16.6 million, respectively.   Total liquidity, including cash on hand and line of credit availability, increased by $7.5 million year over year to $19.0 million at the end of the fourth quarter 2019.  The increase in liquidity was primarily attributable to customer deposits associated with scheduled 2020 tower production.  Total debt and capital leases was $14.6 million as of December 31, 2019. 

FINANCIAL GUIDANCE

All financial guidance is current as of the time provided and is subject to change.  The following represents management’s estimates as of February 27, 2020.

For the first quarter 2020, management anticipates total revenue in the range of $48.0 million to $52.0 million and total non-GAAP Adjusted EBITDA in the range of $2.8 million to $3.5 million.

For the full-year 2020, management anticipates total revenue in the range of $200.0 million to $220.0 million and total non-GAAP Adjusted EBITDA in the range of $12.0 million to $14.0 million.

FOURTH QUARTER AND FULL-YEAR 2019 CONFERENCE CALL

Broadwind will host a conference call today, February 27, 2020, 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 Broadwind’s website at www.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 March 5, 2020:

Domestic Replay:	844-512-2921
International Replay:	412-317-6671
Conference ID:	13698211

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 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 and 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.

Important factors that could cause our actual risks to be materially different from the forward-looking statements include those disclosed under the heading “Risk Factors” in our most recently filed annual report on Form 10-K and 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, as well as new or continuing tariffs on steel or other products imported into the United States; (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) competition from new or existing industry participants including, in particular, increased competition from foreign tower manufacturers with access to lower cost steel; (xii) the effects of the change of administrations in the U.S. federal government; (xiii) our ability to successfully integrate and operate companies and to identify, negotiate and execute future acquisitions; (xiv) the potential loss of tax benefits if we experience an “ownership change” under Section 382 of the Internal Revenue Code of 1986, as amended; (xv)  the limited trading market for our securities and the volatility of market price for our securities; and (xvi) 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.

An attachment accompanying this release can be found at: https://www.globenewswire.com/NewsRoom/AttachmentNg/3668e1a5-982d-49ad-a4b0-5aae429a2bcc

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

		December 31,			December 31,
			2019			2018
ASSETS
CURRENT ASSETS:
	Cash	$	2,416		$	1,177
	Accounts receivable, net		18,310			17,455
	Inventories, net		31,863			22,670
	Prepaid expenses and other current assets		2,124			1,776
	Total current assets		54,713			43,078
LONG-TERM ASSETS:
	Property and equipment, net		46,940			49,087
	Operating lease right-of-use assets		15,980			-
	Other intangible assets, net		4,919			6,602
	Other assets		314			398
TOTAL ASSETS		$	122,866		$	99,165
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
	Line of credit and other notes payable	$	12,917		$	11,930
	Current portion of finance lease obligations		546			967
	Current portion of operating lease obligations		1,326			-
	Accounts payable		21,876			11,618
	Accrued liabilities		4,911			3,806
	Customer deposits		22,717			23,507
	Current liabilities held for sale		-			27
	Total current liabilities		64,293			51,855
LONG-TERM LIABILITIES:
	Long-term debt, net of current maturities		505			1,408
	Long-term finance lease obligations, net of current portion		673			571
	Long-term operating lease obligations, net of current portion		16,591			-
	Other		44			1,969
	Total long-term liabilities		17,813			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; 16,830,930
	and 15,982,622 shares issued as of December 31, 2019 and
	December 31, 2018, respectively		17			16
	Treasury stock, at cost, 273,937 shares as of December 31, 2019 and December 31, 2018,
	respectively		(1,842	)		(1,842	)
	Additional paid-in capital		383,361			381,441
	Accumulated deficit		(340,776	)		(336,253	)
	Total stockholders' equity		40,760			43,362
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY		$	122,866		$	99,165

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

	Three Months Ended December 31,						Twelve Months Ended December 31,
		2019			2018			2019			2018
Revenues	$	49,253		$	27,187		$	178,220		$	125,380
Cost of sales		45,264			27,456			162,796			121,684
Restructuring		-			243			12			631
Gross profit (loss)		3,989			(512	)		15,412			3,065
OPERATING EXPENSES:
Selling, general and administrative		4,314			3,605			16,086			13,625
Impairment charges		-			7,592			-			12,585
Intangible amortization		1,074			471			1,683			1,884
Restructuring		-			1			-			37
Total operating expenses		5,388			11,669			17,769			28,131
Operating loss		(1,399	)		(12,181	)		(2,357	)		(25,066	)
OTHER EXPENSE, net:
Interest expense, net		(390	)		(474	)		(2,309	)		(1,496	)
Other, net		138			112			118			2,355
Total other expense, net		(252	)		(362	)		(2,191	)		859
Net loss before (benefit) provision for income taxes		(1,651	)		(12,543	)		(4,548	)		(24,207	)
(Benefit) provision for income taxes		(24	)		(185	)		38			(205	)
LOSS FROM CONTINUING OPERATIONS		(1,627	)		(12,358	)		(4,586	)		(24,002	)
INCOME (LOSS) FROM DISCONTINUED OPERATIONS		62			(51	)		63			(144	)
NET LOSS	$	(1,565	)	$	(12,409	)	$	(4,523	)	$	(24,146	)
NET LOSS PER COMMON SHARE - BASIC:
Loss from continuing operations	$	(0.09	)	$	(0.79	)	$	(0.28	)	$	(1.55	)
Income (loss) from discontinued operations		0.00			0.00			0.00			(0.01	)
Net loss	$	(0.09	)	$	(0.79	)	$	(0.28	)	$	(1.56	)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC		16,433			15,652			16,127			15,469
NET LOSS PER COMMON SHARE - DILUTED:
Loss from continuing operations	$	(0.09	)	$	(0.79	)	$	(0.28	)	$	(1.55	)
Income (loss) from discontinued operations		0.00			0.00			0.00			(0.01	)
Net loss	$	(0.09	)	$	(0.79	)	$	(0.28	)	$	(1.56	)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - DILUTED		16,433			15,652			16,127			15,469

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

		Twelve Months Ended December 31,
			2019			2018
CASH FLOWS FROM OPERATING ACTIVITIES:
	Net loss	$	(4,523	)	$	(24,146	)
	Income (loss) from discontinued operations		63			(144	)
	Loss from continuing operations		(4,586	)		(24,002	)
Adjustments to reconcile net cash used in operating activities:
	Depreciation and amortization expense		7,497			9,183
	Deferred income taxes		(30	)		(307	)
	Impairment charges		-			12,585
	Remeasurement of contingent consideration		-			(1,140	)
	Change in fair value of interest rate swap agreements		34			-
	Stock-based compensation		958			803
	Extinguishment of New Markets Tax Credit obligation		-			(2,249	)
	Allowance for doubtful accounts		(63	)		(35	)
	Common stock issued under defined contribution 401(k) plan		962			685
	Gain on disposal of assets		(1	)		(116	)
	Changes in operating assets and liabilities, net of acquisition:
	Accounts receivable		(792	)		(3,776	)
	Inventories		(9,193	)		(2,944	)
	Prepaid expenses and other current assets		(585	)		22
	Accounts payable		9,769			801
	Accrued liabilities		1,105			553
	Customer deposits		(790	)		13,716
	Other non-current assets and liabilities		236			(1,734	)
Net cash provided by operating activities of continued operations			4,521			2,045
CASH FLOWS FROM INVESTING ACTIVITIES:
	Purchases of property and equipment		(1,844	)		(2,324	)
	Proceeds from disposals of property and equipment		1			676
Net cash used in investing activities of continued operations			(1,843	)		(1,648	)
CASH FLOWS FROM FINANCING ACTIVITIES:
	Proceeds from line of credit		177,081			141,414
	Payments on line of credit		(176,564	)		(141,040	)
	Proceeds from long-term debt		-			2,060
	Payments on long-term debt		(937	)		(761	)
	Principal payments on finance leases		(1,024	)		(814	)
	Proceeds from sale of common stock, net		-			(52	)
Net cash (used in) provided by financing activities of continued operations			(1,444	)		807
						-
DISCONTINUED OPERATIONS:
	Operating cash flows		5			(105	)
Net cash provided by (used in) discontinued operations			5			(105	)
NET INCREASE IN CASH			1,239			1,099
CASH beginning of the period			1,177			78
CASH end of the period		$	2,416		$	1,177
Supplemental cash flow information:
	Interest paid	$	1,619		$	1,168
	Income taxes paid	$	49		$	116
Non-cash activities:
	Issuance of restricted stock grants	$	958		$	803
	Equipment additions via finance lease	$	704		$	650
	Non-cash purchases of property and equipment	$	552		$	64

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

		Three Months Ended						Twelve Months Ended
		December 31,						December 31,
			2019			2018			2019			2018
ORDERS:
	Heavy Fabrications	$	5,260		$	4,288		$	179,657		$	28,604
	Gearing		6,880			8,532			25,466			41,576
	Industrial Solutions		4,273			3,906			16,426			13,061
	Total orders	$	16,413		$	16,726		$	221,549		$	83,241
REVENUES:
	Heavy Fabrications	$	37,590		$	12,111		$	128,686		$	74,667
	Gearing		7,594			10,882			34,877			38,376
	Industrial Solutions		4,075			4,204			14,664			12,467
	Corporate and Other		(6	)		(10	)		(7	)		(130	)
	Total revenues	$	49,253		$	27,187		$	178,220		$	125,380
OPERATING (LOSS)/PROFIT:
	Heavy Fabrications	$	1,074		$	(2,999	)	$	1,861		$	(5,440	)
	Gearing		440			992			3,237			51
	Industrial Solutions		(944	)		(8,672	)		(1,059	)		(15,348	)
	Corporate and Other		(1,969	)		(1,502	)		(6,396	)		(4,329	)
	Total operating loss	$	(1,399	)	$	(12,181	)	$	(2,357	)	$	(25,066	)

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

Consolidated	Three Months Ended December 31,						Twelve Months Ended December 31,
		2019			2018			2019			2018
Loss from Continuing Operations	$	(1,625	)	$	(12,358	)	$	(4,585	)	$	(24,000	)
Interest Expense		390			475			2,309			1,494
Income Tax Provision/(Benefit)		(24	)		(184	)		38			(204	)
Depreciation and Amortization		2,491			2,193			7,497			9,183
Share-based Compensation and Other Stock Payments		530			290			1,955			1,504
Restructuring Costs		-			243			12			668
Impairment Charges		-			7,592			-			12,585
NMTC Extinguishment Gain		-			-			-			(2,249	)
Adjusted EBITDA (Non-GAAP)	$	1,762		$	(1,749	)	$	7,226		$	(1,019	)

Heavy Fabrications Segment	Three Months Ended December 31,					Twelve Months Ended December 31,
		2019		2018			2019		2018
Net Income/(Loss)	$	847	$	(2,387	)	$	1,275	$	(4,372	)
Interest Expense		106		69			296		199
Income Tax Provision/(Benefit)		235		(567	)		392		(1,154	)
Depreciation		953		1,227			3,976		5,145
Share-based Compensation and Other Stock Payments		214		152			780		648
Restructuring Expense		-		243			12		668
Adjusted EBITDA (Non-GAAP)	$	2,355	$	(1,263	)	$	6,731	$	1,134

Gearing Segment	Three Months Ended December 31,					Twelve Months Ended December 31,
		2019			2018		2019		2018
Net Income/(Loss)	$	421		$	915	$	2,953	$	(34	)
Interest Expense		24			67		281		74
Income Tax (Benefit) Provision		(5	)		10		3		11
Depreciation and Amortization		509			513		1,981		2,255
Share-based Compensation and Other Stock Payments		86			66		390		286
Adjusted EBITDA (Non-GAAP)	$	1,035		$	1,571	$	5,608	$	2,592

Industrial Solutions	Three Months Ended December 31,						Twelve Months Ended December 31,
		2019			2018			2019			2018
Net Loss	$	(931	)	$	(8,309	)	$	(1,071	)	$	(14,904	)
Interest Expense		1			-			2			1
Income Tax (Benefit)/Provision		(15	)		(365	)		3			(453	)
Depreciation and Amortization		995			391			1,362			1,550
Share-based Compensation and Other Stock Payments		81			7			122			47
Impairment Expense		-			7,592			-			12,585
Adjusted EBITDA (Non-GAAP)	$	131		$	(684	)	$	418		$	(1,174	)

Corporate and Other	Three Months Ended December 31,						Twelve Months Ended December 31,
		2019			2018			2019			2018
Loss from continuing operations	$	(1,962	)	$	(2,577	)	$	(7,742	)	$	(4,690	)
Interest Expense		259			339			1,730			1,220
Income Tax Provision/(Benefit)		(239	)		738			(360	)		1,392
Depreciation and Amortization		34			62			178			233
Share-based Compensation and Other Stock Payments		149			65			663			523
NMTC Extinguishment Gain		-			-			-			(2,249	)
Adjusted EBITDA (Non-GAAP)	$	(1,759	)	$	(1,373	)	$	(5,531	)	$	(3,571	)

CORPORATE CONTACT

Jason Bonfigt
708.780.4821

EX-99.2

EXHIBIT 99.2

4Q19 / Full - Year 2019 Results Conference Call Investor Presentation

SAFE - HARBOR STATEMENT 2 | Investor Presentation 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 or 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 . 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 as well as new or continuing tariffs on steel or other products imported into the United States ; (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) competition from new or existing industry participants including, in particular, increased competition from foreign tower manufacturers with access to lower cost steel] ; (xii) the effects of the change of administrations in the U . S . federal government ; (xiii) our ability to successfully integrate and operate companies and to identify, negotiate and execute future acquisitions ; (xiv) the potential loss of tax benefits if we experience an “ownership change” under Section 382 of the IRC ; (xv) the limited trading market for our securities and the volatility of market price for our securities ; and (xvi) 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 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 . 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 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 to, our reported results prepared in accordance with GAAP . Please see our earnings release dated February 27 , 2020 for a reconciliation of certain non - GAAP measures presented in this presentation .

PERFORMANCE OVERVIEW

4Q19 EXECUTIVE SUMMARY 4 | Investor Presentation 1. Total backlog +48% y/y to $142.3 million: Driven by growth in Heavy Fabrications and Diversification > Total Heavy Fabrications backlog +$53.6 million y/y, significant growth in towers sold, expansion of industrial fabrications 2. Total Revenue + 81% y/y to $49.3 million: Highest quarterly revenue since 1Q17 > Growth driven by recovery in tower demand 3. Heavy Fabrications revenue +210% y/y; Seeing accelerated demand for wind towers > Tower plants operating at 75% capacity 4. Gearing revenue - 30% y/y: Impacted by lower oil/gas activity > Richer product mix provides earnings resilience; record full year operating profit of $3.2M 5. Industrial Solutions revenue flat y/y: First solar kitting order received during 4Q19; y/y growth in EBITDA > Lower NGT - related deliveries offset by first solar kitting order; generated third consecutive quarter of positive EBITDA

4Q19 EXECUTIVE SUMMARY (Continued) 5 | Investor Presentation 7. Total cash and availability of $19.0 million as of 12/31/19 > Working capital management initiatives successful; working capital declines to 3% of sales 8. Production Tax Credit (PTC) extension provides uplift in wind tower demand into 2024 and beyond > December legislation provides 60% PTC for projects commenced during 2020 9. Favorable preliminary outcome on trade litigation > Limits wind tower producers in Indonesia, Canada, Vietnam and Korea from participating in unfair trade practices in the U.S. 10. BWEN leadership transition underway, effective March 1, 2020 > Current CEO Kushner will retire as CEO and become Chairman of the Board; current COO Blashford named CEO 6. Total Adjusted EBITDA $1.8 million in 4Q19 vs. ($1.7) million in 4Q18 > Y/Y growth in Heavy Fabrications and Industrial Solutions Adj. EBITDA more than offset y/y decline in Gearing

FIVE - YEAR HISTORICAL TREND DATA Significant Y/Y Increase In Orders and Backlog Exiting 2019 6 | Investor Presentation Total Annual Orders ($MM) Backlog ($MM) $94.0 $275.0 $87.6 $83.2 $221.5 2015 2016 2017 2018 2019 $93.9 $188.7 $138.2 $96.5 $142.3 YE 2015 YE 2016 YE 2017 YE 2018 YE 2019 Surge of Tower orders to support scheduled PTC installations Significant Tower customer adds in ’19; Positive ’20 outlook $21 MM of Industrial fabrication orders booked in 2019 2 3 1

KEY FINANCIAL DATA Fourth Quarter and Full - Year 2019 7 | Investor Presentation Total Revenue ($MM) Gross Profit ($MM) Adjusted EBITDA ($MM) Diluted EPS ($ Per Share) $27.2 $49.3 $125.4 $178.2 4Q18 4Q19 2018 2019 ($0.5) $4.0 $3.1 $15.4 4Q18 4Q19 2018 2019 ($1.7) $1.8 ($1.0) $7.2 4Q18 4Q19 2018 2019 CY revs +42% y/y due to consistency of tower production, industrial fabrications growth Improved operating leverage due to higher volume and production efficiencies $8.2 MM improvement in EBITDA y/y 2 3 1 ($0.79) ($0.09) ($1.56) ($0.28) 4Q18 4Q19 2018 2019

HEAVY FABRICATIONS SEGMENT Positive Commercial Momentum Leading to Improved Operating Performance 8 | Investor Presentation Revenue ($MM) Adjusted EBITDA ($MM) Orders ($MM) Backlog ($MM) ($1.3) $2.4 $1.1 $6.7 4Q18 4Q19 2018 2019 $4.3 $5.3 $28.6 $179.7 4Q18 4Q19 2018 2019 Tower sections sold up to ~300 in Q4; 75% plant utilization Margin pressure during ’19 due to tower imports and supply chain challenges 37% y/y increase in full - year Industrial Fabrications orders 2 3 1 ~65% of 2020 tower production in 12/31 backlog 4 $66.7 $152.6 $120.3 Dec. 31, 2018 Sept. 30, 2019 Dec. 31, 2019 12/31/18 9/30/19 12/31/19 $12.1 $37.6 $74.7 $128.7 4Q18 4Q19 2018 2019

HEAVY FABRICATIONS SEGMENT PTC - Driven Demand For Tower Sections 9 | Investor Presentation Total Tower Sections Sold (Number of Sections) 143 188 201 201 132 243 64 302 1Q18 1Q19 2Q18 2Q19 3Q18 3Q19 4Q18 4Q19 +31% y/y Flat y/y +84% y/y +372% y/y Note: In December 2019, the United States production tax credit for renewable wind projects was extended for one - year, pursuant to a year - end 2019 appropriations bill, from January 1, 2020 to January 1, 2021. As a result of the new legislation, the PTC will subsidize wind projects commenced as late as 2020 and completed by 2024, or later, if continuous construction can be demonstrated. The extension of the PTC is expected to result in a material, near - term increase in wind tower orders during c alendar 2020, as producers seek to capture the ratable economic benefit associated with the PTC extension.

GEARING SEGMENT Higher - Value Sales Mix Contributes To Improved EBITDA Generation 10 | Investor Presentation Revenue ($MM) Adjusted EBITDA ($MM) Orders ($MM) Backlog ($MM) $10.9 $7.6 $38.4 $34.9 4Q18 4Q19 2018 2019 $1.6 $1.0 $2.6 $5.6 4Q18 4Q19 2018 2019 $8.5 $6.9 $41.6 $25.5 4Q18 4Q19 2018 2019 Generated record operating income of $3.2 MM, EBITDA margin of 16.1% Improved margins in Mining, Steel and Wind Frac gear demand off 2018 highs 2 3 1 Custom gearbox revenue doubled y/y in 2019 4 $23.6 $14.6 $14.3 Dec. 31, 2018 Sept. 30, 2019 Dec. 31, 2019 12/31/18 9/30/19 12/31/19

INDUSTRIAL SOLUTIONS SEGMENT Benefited From First Solar Kitting Order In The Fourth Quarter 2019 11 | Investor Presentation Revenue ($MM) Adjusted EBITDA ($MM) Orders ($MM) Backlog ($MM) 3 rd consecutive quarter of positive EBITDA – orders increased 25% y/y Increased market share gains, seeing positive momentum – orders for NGT content +90% y/y 1 2 Recorded $0.8 MM of accelerated amortization in 4Q19 due to rebranding initiative 3 $3.9 $4.3 $13.1 $16.4 4Q18 4Q19 2018 2019 $6.2 $7.4 $7.7 Dec. 31, 2018 Sept. 30, 2019 Dec. 31, 2019 12/31/18 9/30/19 12/31/19 $4.2 $4.1 $12.5 $14.7 4Q18 4Q19 2018 2019 ($0.7) $0.1 ($1.2) $0.4 4Q18 4Q19 2018 2019

BALANCE SHEET UPDATE Improved Operational Performance / Working Capital Initiatives Bolstering Liquidity 12 | Investor Presentation Total Cash and Availability on Credit Facility ($MM) Operating Working Capital as a % of Sales ($MM) (1) $9.9 $9.7 $6.0 $11.5 $7.6 $8.1 $19.3 $19.0 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 3Q19 4Q19 3/31/18 6/30/18 9/30/18 12/31/18 3/31/19 6/30/19 9/30/19 12/31/19 (1) Operating working capital divided by TTM sales 12% 10% 14% 5% 11% 13% 3% 3% 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 3Q19 4Q19 3/31/18 6/30/18 9/30/18 12/31/18 3/31/19 6/30/19 9/30/19 12/31/19

MANAGEMENT OUTLOOK

FINANCIAL GUIDANCE Current as of February 27, 2020 14 | Investor Presentation Revenue Guidance ($MM) > Total Company 1Q20 Forecast Full - Year 2020 Forecast > Heavy Fabrications > Gearing > Industrial Solutions > Corporate/Other $48.0 to $52.0 $37.0 to $40.0 $7.0 to $7.5 Adjusted EBITDA Guidance ($MM) 1Q20 Forecast Full - Year 2020 Forecast $4.0 to $4.5 $2.8 to $3.5 $4.0 to $4.5 $0.5 to $0.7 $0.0 to $0.2 ($1.6) to ($1.9) $200 to $220 $12 to $14

FINANCIAL GUIDANCE PERFORMANCE BRIDGE Full - Year 2019 vs. Full - Year 2020 15 | Investor Presentation 2020 EBITDA Bridge ($MM) 2020 Revenue Bridge ($MM) $7.2 $178.2 $200 to $220 $12 to $14

BROADWIND OVERVIEW Positioned For Profitable Growth 16 | Investor Presentation About Us > We are a precision manufacturer of structures, equipment and components for clean tech and other specialized industrial applications Unique Value Proposition > Proven technical capabilities > Complete turnkey solutions > Large scale complex fabrications & precision products > Stringent quality standards > Multi - industry focus Key Strategic Priorities > Diversify customer and product line concentrations beyond the wind energy sector > Maintain elevated capacity utilization levels, while broadening our manufacturing capabilities > Continuously enhance production technology and operational efficiency > Acquire assets that complement our geographic presence and/or product/service offering > Maintain balance sheet optionality to pursue growth investments

KEY INITIATIVES BY SEGMENT Positioned For Profitable Growth 17 | Investor Presentation > Sell remaining ’20 tower capacity and expand tower and repowering customer base > Add production capabilities and complete key systems upgrades to maximize profitability > Develop offshore tower market strategy > Grow Industrial Fabrication product line customer base > Expand engineering and supply chain organization to support evolving tower market > Take continuous improvement actions to ensure "zero defect" quality ratings Heavy Fabrications Segment Continued growth in both wind and non - wind markets > Accelerate end - market diversification beyond oil/gas gearing market > Expand engineering and sales presence > Grow custom gearbox business; expand repair business geographically > Leverage recently completed systems initiatives to maximize profitability Gearing Segment Focused on Gearbox market share growth, increase weighting in less cyclical end - markets > Continue core focus on NGT and aftermarket, while expanding customer base > Pursue solar energy installation market; a large, untapped opportunity > Leverage BWEN engineering and business development resources Industrial Solutions Segment Heavily focused on revenue diversification within gas turbines and growth in solar market

CUSTOMER DIVERSIFICATION INITIATIVE Applying Precision Manufacturing Expertise Beyond Wind Energy 18 | Investor Presentation Continued to execute on customer diversification initiative Non - wind revenue ~1/3 of total revenue exiting 2019 Continue to experienced significant growth in most non - wind markets 2 3 1 Customer Concentration 2016 vs. 2019 (as % of total revenue) 91% 94% 79% 87% Top 5 Customers Top 10 Customers 2016 2019 Wind vs. Non - Wind Revenue Concentration 2016 - 2019 ($MM) (1) Non - Wind Revenue By Sector 2016 vs. 2019 (as % of total revenue) (1) Wind energy figures shown above exclude repair/replacement demand $156.2 $100.6 $61.8 $110.9 $24.7 $46.2 $63.7 $67.4 2016 2017 2018 2019 Wind - New Installations Non-Wind 0% 2.4% 7.2% 1.5% 0% 2.5% 2.9% 4.3% 5.4% 6.8% 8.2% 10.2% Construction Industrial Other Oil & Gas Power Generation Mining 2016 2019

U.S. WIND SECTOR OUTLOOK On - Shore Ramp Occurring; Off - Shore Ramp Beginning In 2023 19 | Investor Presentation U.S. Wind Power On - Shore and Off - Shore Capacity Installations (Annual On - Shore GW Installed) (1) Source: Wood MacKenzie ; wind values include new build and repowering Who We Serve > Wind turbine OEMs > Wind farm operators > Wind farm developers Sector Outlook > Positive Outlook > PTC extension > Positive preliminary outcome on trade case Our Products > Tower sections > Repowering adapters > Aftermarket gearing CY18 CY19 CY20 E CY21 E CY22 E CY23 E CY24 E CY25 E CY26 E CY27 E CY28 E United States On-Shore Wind Energy (GW) United States Off-Shore Wind Energy (GW) 8.3 9.1 15.2 12.5 6.4 6.1 6.8 7.3 6.9 7.8 7.5

KEY NON - WIND SECTOR OPPORTUNITIES Growth Forecasts By Sectors 20 | Investor Presentation Mining activity levels continue to be strong Focus on Industrial/Material handling markets O&G Fracking headwinds, uncertainty remains 2 3 1 U.S Industrial Machinery Sector Y/Y Sector Production Growth (1) U.S. Mining, Oil & Gas, Field Equipment Sector Y/Y Sector Production Growth (1) Turbines and Power Transmission Sector Y/Y Sector Production Growth (1) Construction Sector Y/Y Sector Production Growth (1) NGT customer base expanding; key customer regaining share 4 Source: IHS Markit, AGMA 2020 Forecast (Jan - 20) - 5.6% - 1.4% 2.7% 3.0% 2.0% 1.5% CY19 CY20 E CY21 E CY22 E CY23 E CY24 E 4.9% - 4.3% - 0.6% 1.6% 2.6% 2.2% CY19 CY20 E CY21 E CY22 E CY23 E CY24 E 2.0% 7.0% 1.1% 3.3% 2.3% 1.2% CY19 CY20 E CY21 E CY22 E CY23 E CY24 E - 0.2% - 9.0% 0.7% 2.2% 2.5% 2.2% CY19 CY20 E CY21 E CY22 E CY23 E CY24 E

INVESTMENT THESIS Diversified Precision Manufacturer Serving Clean Tech and Industrial Applications 21 | Investor Presentation 1. Leading precision manufacturer with a multi - industry focus > Heritage is in the renewable sector (e.g. Wind); future includes mining, oil/gas, power gen, material handling construction, ind ustrial 2. Multi - year revenue diversification initiative gaining momentum > Annual revenue outside the wind sector is approaching $70 MM, customer concentration improving 3. Total backlog +48% y/y to $142.3 MM, order rates highest since 2016 > Plant utilization dramatically improving; margins expected to expand; diverse revenue has increased by nearly 3x since 2016 4. Extension of PTC and preliminary trade case findings provide major catalyst for Heavy Fabrications > Demand for renewable energy driven by government incentives and corporate ESG initiatives 5. Working capital initiatives driving increased liquidity and balance sheet flexibility > $19 MM of liquidity under the company’s $35 MM line of credit 6. Positioned for accelerating growth > Base wind business remains strong; resources added to penetrate new markets

APPENDIX

EXHIBIT A Orders, Revenues and Operating Income (Loss) By Segment 23 | Investor Presentation Three Months Ended Twelve Months Ended 2019 2018 2019 2018 ORDERS: Heavy Fabrications………………………………………………………………5,260$ 4,288$ 179,657$ 28,604$ Gearing………………………………………………………………6,880 8,532 25,466 41,576 Industrial Solutions………………………………………………………………4,273 3,906 16,426 13,061 Total orders………………………………...………………16,413$ 16,726$ 221,549$ 83,241$ REVENUES: Heavy Fabrications………………………………………………………………37,590$ 12,111$ 128,686$ 74,667$ Gearing………………………………………………………………7,594 10,882 34,877 38,376 Industrial Solutions………………………………………………………………4,075 4,204 14,664 12,467 Corporate and Other……………………………………………………………(6) (10) (7) (130) Total revenues…………………………………..……………………49,253$ 27,187$ 178,220$ 125,380$ OPERATING (LOSS)/PROFIT: Heavy Fabrications………………………………………………………………1,074$ (2,999)$ 1,861$ (5,440)$ Gearing………………………………………………………………440 992 3,237 51 Industrial Solutions………………………………………………………………(944) (8,672) (1,059) (15,348) Corporate and Other……………………………………………………………(1,969) (1,502) (6,396) (4,329) Total operating loss…………………………………… (1,399)$ (12,181)$ (2,357)$ (25,066)$ December 31, December 31,

EXHIBIT B GAAP to Non - GAAP Consolidated Adjusted EBITDA Reconciliation 24 | Investor Presentation Consolidated 2019 2018 2019 2018 Loss from Continuing Operations…………………………...…………. (1,625)$ (12,358)$ (4,585)$ (24,000)$ Interest Expense…………………….……………………………………. 390 475 2,309 1,494 Income Tax Provision/(Benefit)…………………...…………………… (24) (184) 38 (204) Depreciation and Amortization………………………………………………………………2,491 2,193 7,497 9,183 Share-based Compensation and Other Stock Payments………………………………………………………………530 290 1,955 1,504 Restructuring Costs…………………………………...……………………. - 243 12 668 Impairment Charges…………………………………………………. - 7,592 - 12,585 NMTC Extinguishment Gain……………………………………. - - - (2,249) Adjusted EBITDA (Non-GAAP)…………………………. 1,762$ (1,749)$ 7,226$ (1,019)$ Three Months Ended December 31, Twelve Months Ended December 31,

EXHIBIT C GAAP to Non - GAAP Adjusted EBITDA Reconciliation By Segment 25 | Investor Presentation Heavy Fabrications Segment 2019 2018 2019 2018 Net Income/(Loss)……………………...……………………………. 847$ (2,387)$ 1,275$ (4,372)$ Interest Expense……………………………..……………………. 106 69 296 199 Income Tax Provision/(Benefit)…………………...…………………… 235 (567) 392 (1,154) Depreciation……………………………………………………………… 953 1,227 3,976 5,145 Share-based Compensation and Other Stock Payments………………………………………………………………214 152 780 648 Restructuring Expense………………………………………...…………… - 243 12 668 Adjusted EBITDA (Non-GAAP)…………………………….. 2,355$ (1,263)$ 6,731$ 1,134$ Three Months Ended December 31, Twelve Months Ended December 31, Gearing Segment 2019 2018 2019 2018 Net Income/(Loss)……………………...……………………………. 421$ 915$ 2,953$ (34)$ Interest Expense………………………...……………………………… 24 67 281 74 Income Tax (Benefit) Provision…………………...…………………… (5) 10 3 11 Depreciation and Amortization………………………………………………………………509 513 1,981 2,255 Share-based Compensation and Other Stock Payments………………………………………………………………86 66 390 286 Adjusted EBITDA (Non-GAAP)……………………….. 1,035$ 1,571$ 5,608$ 2,592$ Three Months Ended December 31, Twelve Months Ended December 31, Industrial Solutions 2019 2018 2019 2018 Net Loss……………………...……………………………. (931)$ (8,309)$ (1,071)$ (14,904)$ Interest Expense……………………………………………………. 1 - 2 1 Income Tax (Benefit)/Provision…………………...…………………… (15) (365) 3 (453) Depreciation and Amortization……………………………………. 995 391 1,362 1,550 Share-based Compensation and Other Stock Payments………… 81 7 122 47 Impairment Expense………………………………………………… - 7,592 - 12,585 Adjusted EBITDA (Non-GAAP)……………………………… 131$ (684)$ 418$ (1,174)$ Three Months Ended December 31, Twelve Months Ended December 31,

EXHIBIT C (Continued) GAAP to Non - GAAP Adjusted EBITDA Reconciliation By Segment 26 | Investor Presentation Corporate and Other 2019 2018 2019 2018 Loss from continuing operations…………………………...…………. (1,962)$ (2,577)$ (7,742)$ (4,690)$ Interest Expense……………….…………………………………… 259 339 1,730 1,220 Income Tax Provision/(Benefit)……………………..…………… (239) 738 (360) 1,392 Depreciation and Amortization………………………………………………………………34 62 178 233 Share-based Compensation and Other Stock Payments………………………………………………………………149 65 663 523 NMTC Extinguishment Gain………………………………….………………. - - - (2,249) Adjusted EBITDA (Non-GAAP)……………………..……………. (1,759)$ (1,373)$ (5,531)$ (3,571)$ Three Months Ended December 31, Twelve Months Ended December 31,

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