Broadwind, Inc. Enters Material Definitive Agreement

TL;DR

BWND signed a big deal, details TBD.

AI Summary

Broadwind, Inc. announced on January 28, 2025, that it has entered into a material definitive agreement. The filing does not disclose specific details of the agreement, the counterparty, or any associated financial figures.

Why It Matters

This filing indicates a significant new contract or partnership for Broadwind, Inc., which could impact its future revenue and operations.

Risk Assessment

Risk Level: medium — The lack of specific details in the filing creates uncertainty about the nature and impact of the agreement.

Key Players & Entities

• Broadwind, Inc. (company) — Registrant
• January 28, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common Stock , $0.001 par value BWEN The NASDAQ Capital Ma
• $15,000,000 — F agreed to sell to the Purchaser up to $15,000,000 and $20,000,000, respectively, of Advan
• $20,000,000 — to the Purchaser up to $15,000,000 and $20,000,000, respectively, of Advanced Manufacturin
• $0.935 — its will be sold at a purchase price of $0.935 per $1.00 of Tax Credits. In connection
• $1.00 — sold at a purchase price of $0.935 per $1.00 of Tax Credits. In connection with exec

Filing Documents

• bwen20250129_8k.htm (8-K) — 27KB
• ex_772119.htm (EX-10.1) — 233KB
• ex_772120.htm (EX-10.2) — 37KB
• bwen20250129_8kimg001.jpg (GRAPHIC) — 5KB
• 0001437749-25-002196.txt ( ) — 490KB
• bwen-20250128.xsd (EX-101.SCH) — 3KB
• bwen-20250128_def.xml (EX-101.DEF) — 11KB
• bwen-20250128_lab.xml (EX-101.LAB) — 15KB
• bwen-20250128_pre.xml (EX-101.PRE) — 11KB
• bwen20250129_8k_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On January 28, 2025 (the "Effective Date"), Broadwind Heavy Fabrications, Inc. ("BHF"), a wholly owned subsidiary of Broadwind, Inc. (the "Company"), entered into a Tax Credit Transfer Agreement (the "Agreement") with MarketAxess Holdings Inc. (the "Purchaser"). Under the Agreement, for each of 2025 and 2026, BHF agreed to sell to the Purchaser up to $15,000,000 and $20,000,000, respectively, of Advanced Manufacturing Production Credits ("Tax Credits") generated by sales of "eligible components" (within the meaning of the Internal Revenue Code, as amended (the "IRC")) manufactured at BHF's production facilities. The Purchaser will pay for the Tax Credits on a quarterly basis for Tax Credits generated in the immediately-preceding calendar quarter. The Tax Credits will be sold at a purchase price of $0.935 per $1.00 of Tax Credits. In connection with execution of the Agreement and the Tax Credit sale contemplated in the Agreement, BHF will pay (i) a broker's fee equal to 0.75% of gross amounts received and (ii) related transaction fees and expenses, including legal fees of BHF and the Purchaser. In connection with the Agreement, on January 28, 2025, the Company entered into a parent guaranty supporting BHF's obligations under the Agreement (the "Sponsor Guaranty"). BHF is entitled to the Tax Credits pursuant to IRC Section 45X based on its domestic production of crucial inputs to wind turbine equipment prior to the date of the Agreement. Subject to the Agreement, the Tax Credits will be assigned to the Purchaser pursuant to IRC Section 6418. The foregoing descriptions of the Agreement and the Sponsor Guaranty do not purport to be complete and are qualified in their entirety by reference to the full texts of the agreements, copies of which are attached hereto as Exhibits 10.1 and 10.2, respectively, and are incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits . (d) Exhibits EXHIBIT NUMBER DESCRIPTION 10.1 Tax Credit Transfer Agreement, dated as of January 28, 2025, by and between Broadwind Heavy Fabrications, Inc. and MarketAxess Holdings Inc. 10.2 Guaranty, dated as of January 28, 2025, by and between Broadwind, Inc. and MarketAxess Holdings Inc. 104 Cover Page Interactive Data File (embedded within the inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BROADWIND, INC. January 30, 2025 By: /s/ Eric B. Blashford Eric B. Blashford President and Chief Executive Officer (Principal Executive Officer)

View Full Filing

View this 8-K filing on SEC EDGAR