What changed in this filing

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Item 1. Financial Statements

2025-08-12 compared with 2025-05-13 · 181 added, 85 removed, 538 unchanged (33% of the section changed)

12 unchanged sentences

Prepaid expenses and other current assets

Assets held for sale

Total current assets

4 unchanged sentences

Operating lease right-of-use assets

14,355 13,841

Intangible assets, net

26 unchanged sentences

45,000,000 shares authorized;

22,902,433 and 22,593,589 shares issued as of March 31, 2025, and December 31, 2024, respectively

Treasury stock, at cost, 273,937 shares as of March 31, 2025 and December 31, 2024

23,315,401 and 22,593,589 shares issued as of June 30, 2025, and December 31, 2024, respectively

Treasury stock, at cost, 273,937 shares as of June 30, 2025 and December 31, 2024

( 1,842 ) ( 1,842 )

12 unchanged sentences

(in thousands, except per share data)

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

$ 39,235 $ 36,452 $ 76,073 $ 74,068

1 unchanged sentence

35,260 30,886 67,772 61,865

3,975 5,566 8,301 12,203

OPERATING EXPENSES:

Selling, general and administrative

3,974 4,143 7,951 8,537

Intangible amortization

166 166 331 331

Total operating expenses

Operating income

4,140 4,309 8,282 8,868

Operating (loss) income

( 165 ) 1,257 19 3,335

OTHER (EXPENSE) INCOME, net:

1 unchanged sentence

( 783 ) ( 726 ) ( 1,299 ) ( 1,258 )

( 8 ) 4 ( 10 ) 7

Total other expense, net

22 unchanged sentences

BALANCE, December 31, 2023

21,840,301 $ 22 ( 273,937 ) $ ( 1,842 ) $ 399,336 $ ( 341,497 ) $ 56,019

Stock issued under defined contribution 401(k) retirement savings plan

107,305 — — — 287 — 287

Share-based compensation

— — — — 225 — 225

— — — — — 1,510 1,510

BALANCE, March 31, 2024

21,947,606 $ 22 ( 273,937 ) $ ( 1,842 ) $ 399,848 $ ( 339,987 ) $ 58,041

Stock issued for restricted stock

Stock issued under defined contribution 401(k) retirement savings plan

Share-based compensation

Shares withheld for taxes in connection with issuance of restricted stock

BALANCE, June 30, 2024

BALANCE, December 31, 2024

22,593,589 $ 23 ( 273,937 ) $ ( 1,842 ) $ 401,564 $ ( 340,345 ) $ 59,400

Stock issued for restricted stock

268,152 — — — — — —

Stock issued under defined contribution 401(k) retirement savings plan

165,189 — — — 286 — 286

Share-based compensation

— — — — 189 — 189

Shares withheld for taxes in connection with issuance of restricted stock

( 124,497 ) — — — ( 196 ) — ( 196 )

— — — — — ( 370 ) ( 370 )

BALANCE, March 31, 2025

22,902,433 $ 23 ( 273,937 ) $ ( 1,842 ) $ 401,843 $ ( 340,715 ) $ 59,309

Stock issued for restricted stock

Stock issued under defined contribution 401(k) retirement savings plan

Share-based compensation

Shares withheld for taxes in connection with issuance of restricted stock

BALANCE, June 30, 2025

The accompanying notes are an integral part of these condensed consolidated financial statements.

3 unchanged sentences

(in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

CASH FLOWS FROM OPERATING ACTIVITIES:

Net (loss) income

Adjustments to reconcile net cash (used in) provided by operating activities:

Adjustments to reconcile net cash used in operating activities:

Depreciation and amortization expense

3 unchanged sentences

Common stock issued under defined contribution 401(k) plan

Gain on disposal of assets

Changes in operating assets and liabilities:

7 unchanged sentences

Other non-current assets and liabilities

Net cash (used in) provided by operating activities

Net cash used in operating activities

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchases of property and equipment

Proceeds from disposals of property and equipment

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from (payments on) line of credit, net

Proceeds from line of credit, net

Proceeds from long-term debt

2 unchanged sentences

Shares withheld for taxes in connection with issuance of restricted stock

Net cash provided by (used in) financing activities

Net cash provided by financing activities

NET DECREASE IN CASH

15 unchanged sentences

In the opinion of management, all adjustments, including normal recurring accruals, considered necessary for a fair presentation have been included.

Operating results for the three months ended March 31, 2025 are not necessarily indicative of the results that may be expected for the twelve months ending December 31, 2024, or any other interim period, which may differ materially due to, among other things, the risk factors set forth in our Annual Report on Form 10 -K for the year ended December 31, 2024 .

Operating results for the three and six months ended June 30, 2025 are not necessarily indicative of the results that may be expected for the twelve months ending December 31, 2025, or any other interim period, which may differ materially due to, among other things, the risk factors set forth in our Annual Report on Form 10 -K for the year ended December 31, 2024 and in Part II, Item 1A of this Quarterly Report on Form 10 -Q.

The December 31, 2024 condensed consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by GAAP.

This financial information should be read in conjunction with the consolidated financial statements and notes included in the Company’s Annual Report on Form 10 -K for the year ended December 31, 2024 .

There have been no material changes in the Company’s significant accounting policies during the three months ended March 31, 2025 as compared to the significant accounting policies described in the Company’s Annual Report on Form 10 -K for the year ended December 31, 2024 .

There have been no material changes in the Company’s significant accounting policies during the six months ended June 30, 2025 as compared to the significant accounting policies described in the Company’s Annual Report on Form 10 -K for the year ended December 31, 2024 .

Company Description

4 unchanged sentences

The Company’s most significant presence is within the U.S.

wind energy industry, which accounted for 52 % and 39 % of the Company’s revenue during the first three months of 2025 and 2024, respectively.

wind energy industry, which accounted for 52 % and 40 % of the Company’s revenue during the first six months of 2025 and 2024, respectively.

The Company typically meets its short term liquidity needs through cash generated from operations, its available cash balances, the 2022 Credit Facility (as defined below), equipment financing, access to the public and private debt and/or equity markets, and has the option to raise capital from the sale of the Company’s securities under the Company’s registration statement on Form S- 3 (as discussed below), and proceeds from any sales of Advanced Manufacturing Production tax credits (“AMP credits”) (discussed in Note 6 “AMP Credits” of these condensed consolidated financial statements).

See Note 9, “Debt and Credit Agreements,” of these condensed consolidated financial statements for a description of the 2022 Credit Facility and the Company’s other debt.

Debt and finance lease obligations at March 31, 2025 totaled $ 17,871 , which includes current outstanding debt and finance leases totaling $ 7,073 .

Debt and finance lease obligations at June 30, 2025 totaled $ 31,423 , which includes current outstanding debt and finance leases totaling $ 21,328 .

The Company’s outstanding debt includes $ 7,037 outstanding from the senior secured term loan under the 2022 Credit Facility.

During the three months ended March 31, 2025, the Company borrowed on the revolving line of credit and repaid such borrowings during the period.

The Company had $ 3,357 drawn on the revolving line of credit as of March 31, 2025.

During the six months ended June 30, 2025, the Company borrowed on the revolving line of credit and repaid a portion of such borrowings during the period.

The Company had $ 17,634 drawn on the revolving line of credit as of June 30, 2025.

The Company’s revolving line of credit balance, if any, is included in the “Line of credit and current maturities of long-term debt” line item in the Company’s condensed consolidated balance sheet.

6 unchanged sentences

The Company will pay a commission to the Agents of 2.75 % of the gross proceeds of the sale of the shares sold under the Sales Agreement and reimburse the Agents for the expenses incident to the performance of their obligations under the Sales Agreement.

No shares of the Company’s common stock were issued under the Sales Agreement during the year ended December 31, 2024 or during the three months ended March 31, 2025.

As of March 31, 2025, shares of the Company’s common stock having a value of approximately $ 11,667 remained available for issuance under the Sales Agreement.

No shares of the Company’s common stock were issued under the Sales Agreement during the year ended December 31, 2024 or during the six months ended June 30, 2025.

As of June 30, 2025, shares of the Company’s common stock having a value of approximately $ 11,667 remained available for issuance under the Sales Agreement.

Any additional shares offered and sold under the Sales Agreement are to be issued pursuant to the Form S- 3 and a 424 (b) prospectus supplement.

4 unchanged sentences

Fees incurred in connection with the agreements are recorded as interest expense by the Company.

During the three months ended March 31, 2025 and March 31, 2024, the Company sold account receivables totaling $ 8,840 and $ 6,805 , respectively, related to supply chain financing arrangements, of which customers’ financial institutions applied discount fees totaling $ 198 and $ 164 , respectively.

During the three and six months ended June 30, 2025, the Company sold account receivables totaling $ 13,111 and $ 21,952 , respectively, related to supply chain financing arrangements, of which customers’ financial institutions applied discount fees totaling $ 299 and $ 498 , respectively.

During the three and six months ended June 30, 2024, the Company sold account receivables totaling $ 13,234 and $ 20,039 , respectively, related to supply chain financing arrangements, of which customers’ financial institutions applied discount fees totaling $ 352 and $ 516 , respectively.

The Company anticipates that current cash resources, amounts available under the 2022 Credit Facility, sales of shares under the Sales Agreement, cash to be generated from operations and equipment financing, access to the public and private debt and/or equity markets, any potential proceeds from the sale of further Company securities under the Form S- 3, and proceeds from sales of AMP credits will be adequate to meet the Company’s liquidity needs for at least the next twelve months.

13 unchanged sentences

Revenues are recognized when the promised goods or services are transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services.

The following table presents the Company’s revenues disaggregated by revenue source for the three months ended March 31, 2025 and 2024 :

Three Months Ended March 31,

The following table presents the Company’s revenues disaggregated by revenue source for the three and six months ended June 30, 2025 and 2024 :

Three Months Ended June 30,

Six Months Ended June 30,

Heavy Fabrications

$ 24,989 $ 19,611 $ 50,236 $ 41,628

7,284 10,454 13,251 18,791

Industrial Solutions

1 unchanged sentence

( 401 ) ( 76 ) ( 424 ) ( 807 )

$ 39,235 $ 36,452 $ 76,073 $ 74,068

Revenue within the Company’s Gearing and Industrial Solutions segments, as well as industrial fabrication product line revenues within the Heavy Fabrications segment, are generally recognized at a point in time, typically when the promised goods or services are physically transferred to its customers in an amount that reflects the consideration it expects to be entitled to in exchange for those goods or services.

5 unchanged sentences

Assuming these required revenue recognition criteria are met, revenue is recognized upon completion of product manufacture and customer acceptance.

During the three months ended March 31, 2025 and 2024, the Company recognized $ 216 and $ 0 , respectively, of revenue within the Gearing segment under terms included in bill and hold sales arrangements.

During the three months ended March 31, 2025 and 2024, the Company recognized a portion of revenue within the Heavy Fabrications segment over time, as the products had no alternative use to the Company and the Company had an enforceable right to payment, including profit, upon termination of the contracts.

During the three and six months ended June 30, 2025, the Company recognized $ 221 and $ 436 , respectively, of revenue within the Gearing segment under terms included in bill and hold sales arrangements.

During the three and six months ended June 30, 2024, the Company did not recognize any revenue within the Gearing segment under terms included in bill and hold sales arrangements.

During the six months ended June 30, 2025 and 2024, the Company recognized a portion of revenue within the Heavy Fabrications segment over time, as the products had no alternative use to the Company and the Company had an enforceable right to payment, including profit, upon termination of the contracts.

Because the projects are labor intensive, the Company uses labor hours as the input measure of progress for the applicable contracts.

Within the Heavy Fabrications segment, the Company recognized revenue for contracts that meet over time criteria of $ 997 and $ 280 for the three months ended March 31, 2025 and March 31, 2024, respectively.

Within the Heavy Fabrications segment, the Company recognized revenue for contracts that meet over time criteria of $ 2,665 and $ 3,662 for the three and six months ended June 30, 2025, respectively.

Within the Heavy Fabrications segment, the Company recognized revenue for contracts that meet over time criteria of $ 2,067 and $ 2,347 for the three and six months ended June 30, 2024, respectively.

Contract assets are recorded when performance obligations are satisfied but the Company is not yet entitled to payment.

6 unchanged sentences

NOTE 3 — NET INCOME PER SHARE

The following table presents a reconciliation of basic and diluted income per share for the three months ended March 31, 2025 and 2024 , as follows:

The following table presents a reconciliation of basic and diluted income per share for the three and six months ended June 30, 2025 and 2024 , as follows:

Three Months Ended

Six Months Ended

Basic (loss) income per share calculation:

12 unchanged sentences

Non-vested stock awards (1)

— 219,859 — 215,515

Weighted average number of common shares outstanding

2 unchanged sentences

$ ( 0.04 ) $ 0.02 $ ( 0.06 ) $ 0.09

( 1 ) Restricted stock units granted and outstanding of 689,732 as of March 31, 2025, are excluded from the computation of diluted earnings due to the anti-dilutive effect as a result of the Company’s net loss for the three months ended March 31, 2025.

( 1 ) Restricted stock units granted and outstanding of 897,948 as of June 30, 2025, are excluded from the computation of diluted earnings due to the anti-dilutive effect as a result of the Company’s net loss for the three and six months ended June 30, 2025.

NOTE 4 — ASSETS HELD FOR SALE

On June 4, 2025, the Company entered into a definitive agreement (the “Manitowoc Purchase Agreement”) with Wisconsin Heavy Fabrication, LLC (the “Buyer”) to sell certain assets used in its industrial fabrication operations in Manitowoc, Wisconsin including specified contracts, equipment, machinery and other personal property, and permits for an aggregate purchase price of up to $ 13,800 in cash, subject to certain purchase price adjustments.

The transaction is expected to close during the third quarter of 2025, subject to the satisfaction of customary closing conditions.

Since the sale is probable within a year and the Company has met all other held for sale accounting criteria, the related assets are reflected as held for sale as of June 30, 2025.

The transaction does not reflect a strategic shift that will have a major effect on operations and financial results, and therefore, did not qualify for presentation as a discontinued operation.

As the transaction is likely to close within one year, the assets are included in the current assets section of the Company’s condensed consolidated balance sheets as of June 30, 2025.

The results of the industrial fabrication operations in Manitowoc are included within the Heavy Fabrications segment.

Assets classified as held for sale consist of the Manitowoc property and equipment and have been recognized at the lower of the carrying value and fair value less costs to sell, which was the carrying value.

Depreciation of these assets ceased as of June 4, 2025.

NOTE 5 — INVENTORIES

The components of inventories as of March 31, 2025 and December 31, 2024 are summarized as follows:

The components of inventories as of June 30, 2025 and December 31, 2024 are summarized as follows:

Raw materials

$ 31,033 $ 19,651

Work-in-process

Finished goods

51,932 42,113

( 2,416 ) ( 2,163 )

Net inventories

$ 49,516 $ 39,950

NOTE 6 — AMP CREDITS

During the three months ended March 31, 2025 and March 31, 2024, the Company recognized gross AMP credits totaling $ 2,772 and $ 1,872 , respectively, within the Heavy Fabrications segment.

During the three and six months ended June 30, 2025, the Company recognized gross AMP credits totaling $ 3,132 and $ 5,904 , respectively, within the Heavy Fabrications segment.

During the three and six months ended June 30, 2024, the Company recognized gross AMP credits totaling $ 1,848 and $ 3,720 , respectively, within the Heavy Fabrications segment.

These AMP credits were introduced as part of the Inflation Reduction Act (“IRA”), which was enacted on August 16, 2022.

3 unchanged sentences

beginning in 2023 through 2032.

The One Big Beautiful Bill Act (the “OBBBA”), enacted on July 4, 2025, eliminates the credit for components produced and sold after 2027.

Wind towers within the Company’s Heavy Fabrications segment are eligible for credits of $ 0.03 per watt for each wind tower produced.

1 unchanged sentence

Manufacturers who qualify for the AMP credits can apply to the Internal Revenue Service for cash refunds of the AMP credits, sell the AMP credits to third parties for cash, or apply the AMP credits against taxable income.

The Company recognized the AMP credits as a reduction to cost of sales in the Company’s condensed consolidated statements of operations for the three months ended March 31, 2025 and March 31, 2024.

The assets related to the AMP credits are recognized as current assets in the “AMP credit receivable” line item in the Company’s condensed consolidated balance sheets as of March 31, 2025 and December 31, 2024.

During the three months ended March 31, 2024, the Company recognized gross AMP credits totaling $ 1,872 and recognized a 6.5 % discount on the credits totaling $ 122 , which was recognized in cost of sales.

The Company recognized the AMP credits as a reduction to cost of sales in the Company’s condensed consolidated statements of operations for the three and six months ended June 30, 2025 and June 30, 2024.

The assets related to the AMP credits are recognized as current assets in the “AMP credit receivable” line item in the Company’s condensed consolidated balance sheets as of June 30, 2025 and December 31, 2024.

During the six months ended June 30, 2025, the Company recognized gross AMP credits totaling $ 5,904 and recognized a 6.5 % discount on the credits totaling $ 384 , which was recognized in cost of sales.

The Company also incurred other miscellaneous administrative costs related to the credits in the amount of $ 52 , which have been recorded as cost of sales.

Additionally, costs totaling $ 42 are included in the “Prepaid expenses and other current assets” line item of the Company’s condensed consolidated financial statements at March 31, 2024.

During the three months ended March 31, 2025, the Company recognized gross AMP credits totaling $ 2,772 and recognized a 6.5 % discount on the credits totaling $ 180 , which was recognized in cost of sales.

Additionally, costs totaling $ 10 are included in the “Prepaid expenses and other current assets” line item of the Company’s condensed consolidated financial statements at June 30, 2025.

During the six months ended June 30, 2024, the Company recognized gross AMP credits totaling $ 3,720 and recognized a 6.5 % discount on the credits totaling $ 242 , which was recognized in cost of sales.

The Company also incurred other miscellaneous administrative costs related to the credits in the amount of $ 65 , which have been recorded as cost of sales.

Additionally, costs totaling $ 12 are included in the “Prepaid expenses and other current assets” line item of the Company’s condensed consolidated financial statements at March 31, 2025.

Additionally, costs totaling $ 28 are included in the “Prepaid expenses and other current assets” line item of the Company’s condensed consolidated financial statements at June 30, 2024.

NOTE 7 — INTANGIBLE ASSETS

1 unchanged sentence

Intangible assets are amortized on a straight-line basis over their estimated useful lives, with a remaining life range from 1 to 2 years.

As of March 31, 2025 and December 31, 2024 , the cost basis, accumulated amortization and net book value of intangible assets were as follows:

March 31, 2025

As of June 30, 2025 and December 31, 2024 , the cost basis, accumulated amortization and net book value of intangible assets were as follows:

June 30, 2025

December 31, 2024

5 unchanged sentences

$ 25,078 $ ( 16,414 ) $ ( 7,592 ) $ 1,072 2.1 $ 25,078 $ ( 16,083 ) $ ( 7,592 ) $ 1,403 2.5

As of March 31, 2025 , estimated future amortization expense was as follows:

As of June 30, 2025 , estimated future amortization expense was as follows:

NOTE 8 — ACCRUED LIABILITIES

Accrued liabilities as of March 31, 2025 and December 31, 2024 consisted of the following:

Accrued liabilities as of June 30, 2025 and December 31, 2024 consisted of the following:

Accrued payroll and benefits

$ 2,928 $ 2,968

Accrued property taxes

6 unchanged sentences

Total accrued liabilities

$ 3,890 $ 3,605

NOTE 9 — DEBT AND CREDIT AGREEMENTS

The Company’s outstanding debt balances as of March 31, 2025 and December 31, 2024 consisted of the following:

The Company’s outstanding debt balances as of June 30, 2025 and December 31, 2024 consisted of the following:

Line of credit

8 unchanged sentences

The proceeds of the 2022 Credit Facility are available for general corporate purposes, including strategic growth opportunities.

Net deferred financing costs related to the 2022 Credit Facility which primarily relate to the revolving credit loan, were $ 243 at March 31, 2025, which is net of accumulated amortization of $ 277 .

Net deferred financing costs related to the 2022 Credit Facility which primarily relate to the revolving credit loan, were $ 217 at June 30, 2025, which is net of accumulated amortization of $ 303 .

Net deferred financing costs at December 31, 2024 were $ 269 , which is net of accumulated amortization of $ 251 .

These costs are included in the “Other assets” line item of the Company's condensed consolidated financial statements at March 31, 2025 and December 31, 2024.

These costs are included in the “Other assets” line item of the Company’s condensed consolidated financial statements at June 30, 2025 and December 31, 2024.

On February 8, 2023, the Company executed Amendment No.

6 unchanged sentences

The term loan also matures on August 4, 2027, with monthly payments based on an 84 -month amortization.

As of March 31, 2025 , there was $ 10,664 of outstanding indebtedness under the 2022 Credit Facility, with the ability to borrow an additional $ 21,392 .

As of March 31, 2025, the Company was in compliance with all financial covenants under the 2022 Credit Facility.

As of March 31, 2025, the effective interest rate of the senior secured revolving credit facility was 6.36 % and the senior secured term loan was 6.86 %.

As of June 30, 2025 , there was $ 24,671 of outstanding indebtedness under the 2022 Credit Facility, with the ability to borrow an additional $ 13,831 .

As of June 30, 2025, the Company was in compliance with all financial covenants under the 2022 Credit Facility.

As of June 30, 2025, the effective interest rate of the senior secured revolving credit facility was 6.65 % and the senior secured term loan was 6.90 %.

As of December 31, 2024, the effective interest rate of the senior secured revolving credit facility was 6.71 % and the effective rate of the senior secured term loan was 6.96 %.

In addition, the Company has outstanding notes payable for capital expenditures in the amount of $ 1,527 and $ 1,618 as of March 31, 2025 and December 31, 2024 , respectively, with $ 377 and $ 371 included in the “Line of credit and current maturities of long-term debt” line item of the Company’s condensed consolidated financial statements as of March 31, 2025 and December 31, 2024 , respectively.

The Company intends to use a portion of the proceeds from the sale of its operations in Manitowoc, Wisconsin, described in Note 4 “Assets Held for Sale”, to repay approximately $ 1,600 on the outstanding senior secured term loan.

In addition, the Company had outstanding notes payable for capital expenditures in the amount of $ 1,434 and $ 1,618 as of June 30, 2025 and December 31, 2024 , respectively, with $ 383 and $ 371 included in the “Line of credit and current maturities of long-term debt” line item of the Company’s condensed consolidated financial statements as of June 30, 2025 and December 31, 2024 , respectively.

The notes payable have monthly payments that range from $ 1 to $ 20 and an interest rate of approximately 7 %.

6 unchanged sentences

The Company has elected to apply the short-term lease exception to all leases of one year or less.

During the three months ended March 31, 2025 and 2024, the Company had additional operating leases that resulted in right-of-use assets obtained in exchange for lease obligations in the amount of $ 1,034 and $ 0 , respectively.

During the three months ended March 31, 2025 and 2024, the Company had additional finance leases associated with property, plant, and equipment of $ 0 and $ 813 , respectively.

During the six months ended June 30, 2025 and 2024, the Company had additional operating leases that resulted in right-of-use assets obtained in exchange for lease obligations in the amount of $ 0 and $ 29 , respectively.

During the six months ended June 30, 2025 and 2024, the Company had additional finance leases associated with property, plant, and equipment of $ 0 and $ 880 , respectively.

Some of the Company’s facility leases include options to renew.

1 unchanged sentence

The Company regularly evaluates the renewal options and includes them in the lease term when the Company is reasonably certain to exercise them.

As part of the Manitowoc Purchase Agreement described in Note 4 “Assets Held for Sale”, the Company entered into a lease termination agreement with the landlord of the Manitowoc facility and paid a termination fee of $ 98 .

In conjunction with the lease termination, the Company reduced the operating lease right-of-use assets and related operating lease obligations to zero.

Additionally, the Company recognized a gain in the amount of $ 238 , which represents the difference between the operating lease right-of-use assets of $ 3,903 and the operating lease obligations of $ 4,141 .

The gain, related termination fee, and related closing costs incurred through June 30, 2025 are included in the “Selling, general, and administrative” line item of the Company’s condensed consolidated statements of operations as of June 30, 2025.

As part of the Manitowoc Purchase Agreement, the Buyer entered into a new lease agreement with the landlord for the Manitowoc facility and the Company entered into a sublease with the Buyer.

The term of the sublease commenced on June 4, 2025, and expires on the earlier of (i) midnight on August 31, 2025, ( ii) the date that the Company vacates the facility, or (iii) the termination of the Manitowoc Purchase Agreement.

As the term of the sublease is less than one year, the Company has elected to not record the related operating lease right-of-use assets and operating lease liabilities on the Company’s condensed consolidated balance sheets as of June 30, 2025 and has elected to expense such costs.

In the event that the Buyer’s lease is terminated prior to the closing of the sale, the Company’s leases will be automatically reinstated as of the termination date and the sublease will be terminated as of the termination date.

The Company believes that there is low likelihood for the Buyer’s lease to be terminated prior to the closing of the sale.

Quantitative information regarding the Company’s leases is as follows:

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Components of lease cost

1 unchanged sentence

Amortization of finance lease assets

$ 294 $ 370 $ 621 $ 728

Interest on finance lease liabilities

105 121 218 228

Total finance lease costs

399 491 839 956

Operating lease cost components:

Operating lease cost

660 703 1,401 1,345

Short-term lease cost

183 54 371 100

Variable lease cost (1)

95 384 372 753

Sublease income

1 unchanged sentence

Total operating lease costs

840 1,092 1,925 2,099

Total lease cost

$ 1,239 $ 1,583 $ 2,764 $ 3,055

Supplemental cash flow information related to our operating leases is as follows for the three months ended March 31, 2025 and 2024:

Supplemental cash flow information related to our operating leases is as follows for the six months ended June 30, 2025 and 2024:

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash outflow from operating leases

$ 1,733 $ 1,679

Weighted-average remaining lease term-finance leases at end of period (in years)

3 unchanged sentences

Variable lease costs consist primarily of taxes, insurance, utilities, and common area or other maintenance costs for the Company’s leased facilities and equipment.

As of March 31, 2025 , future minimum lease payments under finance leases and operating leases were as follows:

As of June 30, 2025 , future minimum lease payments under finance leases and operating leases were as follows:

$ 1,686 $ 1,308 $ 2,994

31 unchanged sentences

Effective tax rates differ from federal statutory income tax rates primarily due to changes in the Company’s valuation allowance, permanent differences and provisions for state and local income taxes.

As of March 31, 2025 , the Company has a full valuation allowance recorded against deferred tax assets.

During the three months ended March 31, 2025 , the Company recorded a provision for income taxes of $ 36 , compared to a provision for income taxes of $ 39 during the three months ended March 31, 2024 .

As of June 30, 2025 , the Company has a full valuation allowance recorded against deferred tax assets.

During the six months ended June 30, 2025 , the Company recorded a provision for income taxes of $ 69 , compared to a provision for income taxes of $ 92 during the six months ended June 30, 2024 .

On August 16, 2022, Congress enacted the IRA which includes advanced manufacturing tax credits for manufacturers of eligible components, including wind components produced and sold in the U.S.

beginning in 2023 through 2032.

The OBBBA, enacted on July 4, 2025, eliminates the credit for components produced and sold after 2027.

These credits will have no impact on income tax expense.

1 unchanged sentence

federal and state jurisdictions.

As of March 31, 2025 , open tax years in federal and some state jurisdictions date back to 1996 due to the taxing authorities’ ability to adjust operating loss carryforwards.

As of June 30, 2025 , open tax years in federal and some state jurisdictions date back to 1996 due to the taxing authorities’ ability to adjust operating loss carryforwards.

As of December 31, 2024 , the Company had federal and unapportioned state net operating loss (“NOL”) carryforwards of $ 295,198 of which $ 227,781 will generally begin to expire in 2026.

14 unchanged sentences

Stockholders who owned 4.9 % or more of the outstanding shares of the Company’s common stock as of February 12, 2013 will not trigger the preferred share purchase rights unless they acquire additional shares after that date.

As of March 31, 2025 , the Company had no unrecognized tax benefits.

As of June 30, 2025 , the Company had no unrecognized tax benefits.

The Company recognizes interest and penalties related to uncertain tax positions as income tax expense.

The Company had no accrued interest and penalties as of March 31, 2025 .

The Company had no accrued interest and penalties as of June 30, 2025 .

NOTE 13 — SHARE-BASED COMPENSATION

There was no stock option activity during the three months ended March 31, 2025 and March 31, 2024 and no stock options were outstanding as of March 31, 2025 or March 31, 2024.

The following table summarizes the Company’s restricted stock unit and performance award activity during the three months ended March 31, 2025 :

There was no stock option activity during the six months ended June 30, 2025 and June 30, 2024 and no stock options were outstanding as of June 30, 2025 or June 30, 2024.

The following table summarizes the Company’s restricted stock unit and performance award activity during the six months ended June 30, 2025 :

Weighted Average

4 unchanged sentences

( 547,066 ) $ 2.67

Unvested as of March 31, 2025

Unvested as of June 30, 2025

897,948 $ 2.47

Under certain situations, shares are withheld from issuance to cover taxes for the vesting of restricted stock units and performance awards.

For the three months ended March 31, 2025 and 2024, 124,497 and 0 shares, respectively, were withheld to cover tax obligations.

The following table summarizes share-based compensation expense included in the Company’s condensed consolidated statements of operations for the three months ended March 31, 2025 and 2024 , as follows:

Three Months Ended March 31,

For the six months ended June 30, 2025 and 2024, 169,390 and 46,668 shares, respectively, were withheld to cover tax obligations.

The following table summarizes share-based compensation expense included in the Company’s condensed consolidated statements of operations for the six months ended June 30, 2025 and 2024 , as follows:

Six Months Ended June 30,

Share-based compensation expense:

63 unchanged sentences

The accounting policies of the reportable segments are the same as those referenced in Note 1, “Basis of Presentation” of these condensed consolidated financial statements.

Summary financial information by reportable segment for the three months ended March 31, 2025 and 2024 is as follows:

Summary financial information by reportable segment for the three and six months ended June 30, 2025 and 2024 is as follows:

Heavy Fabrications

Industrial Solutions

For the Three Months Ended March 31, 2025

For the Three Months Ended June 30, 2025

Revenues from external customers

25 unchanged sentences

Industrial Solutions

For the Three Months Ended March 31, 2024

For the Three Months Ended June 30, 2024

Revenues from external customers

23 unchanged sentences

370 280 123 17 — 790

Heavy Fabrications Gearing

Industrial Solutions

For the Six Months Ended June 30, 2025

Revenues from external customers

$ 50,236 $ 13,251 $ 12,586 $ — $ — $ 76,073

Intersegment revenues

— — 424 — ( 424 ) —

50,236 13,251 13,010 — ( 424 ) 76,073

Direct materials

28,357 3,266 7,776 — * 39,399

8,462 2,693 * — — 11,155

Indirect labor

5,914 2,262 1,135 — — 9,311

Variable overhead

* 1,849 1,132 — — 2,981

( 5,468 ) — — — — ( 5,468 )

Salaries and benefits

* * * 1,052 — 1,052

Share-based compensation

* * * 389 — 389

Depreciation and amortization

1,985 1,099 227 34 — 3,345

All other expenses (1)

7,034 3,793 1,924 1,563 ( 424 ) 13,890

Operating income (loss)

3,952 ( 1,711 ) 816 ( 3,038 ) — 19

Capital expenditures

1,756 142 94 124 — 2,116

Heavy Fabrications Gearing

Industrial Solutions

For the Six Months Ended June 30, 2024

Revenues from external customers

$ 41,628 $ 18,791 $ 13,649 $ — $ — $ 74,068

Intersegment revenues

— — 807 — ( 807 ) —

41,628 18,791 14,456 — ( 807 ) 74,068

Direct materials

23,045 4,488 8,078 — * 35,611

5,520 2,985 * — — 8,505

Indirect labor

5,441 2,605 767 — — 8,813

Variable overhead

* 2,287 1,000 — — 3,287

( 3,395 ) — — — — ( 3,395 )

Salaries and benefits

* * * 980 — 980

Share-based compensation

* * * 409 — 409

Depreciation and amortization

1,933 1,093 205 83 — 3,314

All other expenses (1)

5,483 4,825 2,016 1,692 ( 807 ) 13,209

Operating income (loss)

3,601 508 2,390 ( 3,164 ) — 3,335

Capital expenditures

831 1,348 338 17 — 2,534

* Line item not deemed a significant expense for this segment (per analysis of Accounting Standards Update No.

25 unchanged sentences

Changes in trends in any of the factors that the Company believes may impact the collectability of its accounts receivable, or modifications to its credit standards, collection practices and other related policies may impact the Company’s allowance for credit losses and its financial results.

The activity in the accounts receivable allowance liability for the three months ended March 31, 2025 and 2024 consisted of the following:

For the Three Months Ended March 31,

The activity in the accounts receivable allowance liability for the six months ended June 30, 2025 and 2024 consisted of the following:

For the Six Months Ended June 30,

Balance at beginning of period

6 unchanged sentences

The Company does not believe that this potential exposure will have a material adverse effect on the Company’s consolidated financial position or results of operations.

There was no reserve for liquidated damages at March 31, 2025 and December 31, 2024.

There was no reserve for liquidated damages at June 30, 2025 and December 31, 2024.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements