Broadwind Sets the Record Straight Regarding WM Argyle’s False Narratives and Mischaracterizations
Board Urges Shareholders to Vote on the WHITE Proxy Card “FOR” Broadwind’s Director Nominees
Dear Shareholder,
You have likely received proxy vote solicitation materials from
Here are just a few examples of WM Argyle’s materially false and misleading statements. We encourage shareholders to see these statements for what we believe they are: the blatant efforts of an unqualified opportunistic hedge fund seeking to deceive its fellow investors for personal gain.
- WM Argyle claims that its candidate Ryan Bogenschneider’s experience includes “working with the BWEN board in 2016.” This is false.
Broadwind never hiredMr. Bogenschneider in any capacity. He submitted a self-enriching consulting proposal with demands for fees and stock, which the Board rejected due to his lack of qualifications and credibility.
He has not worked at any company in over a decade other than WM Argyle, where he is “CEO” of a fund with no employees that only owns
- WM Argyle claims the Board’s Chairman
Cary Wood was terminated from his CEO role atSparton Corp. and that Board memberTom Wagner led the development of a wind turbine product that failed to perform. This is false. The fact that WM Argyle would publish false and disparaging statements in public filings speaks volumes about its lack of judgement, character and willingness to defame respected public company executives. - WM Argyle claims
Broadwind is not prioritizing the use of NOL tax benefits, and that there is a “high likelihood the tax benefits of these NOL’s [sic] will be wasted.” This is false. The reality is thatBroadwind is on a pathway back to profitability that will help the Company to realize these tax benefits. The multi-year strategic turnaround we have executed has positioned the Company for growth and profitability, as evidenced by Broadwind’s most recent guidance that projects adjusted EBITDA will grow to$16 –$18 million in 2023, over six times the 2022 results. - WM Argyle claims Broadwind’s directors are overpaid. This is false. The reality is that our Board compensation is less than the 25th percentile of directors at similar companies. The Board kept Board pay far lower than the market for years as part of a concerted plan to manage expenses and preserve liquidity during the downturn.
- WM Argyle claims its candidates have the experience and skills needed to serve on the Board. This is false. The reality is that they do not. They have never led a manufacturing company, or even an operating division of a manufacturing company. They also have no board experience. They lack the knowledge and qualifications required to lead the business during its next chapter of growth. Shareholders deserve directors that will represent their interests, who can monitor risks and opportunities to protect your investment and create value for shareholders. We believe WM Argyle’s candidates simply cannot offer that.
We urge shareholders to see through WM Argyle’s false and misleading statements. WM Argyle’s candidates have never served in senior-level operational roles for a very good reason in our view: they are wholly unqualified.
WM Argyle has demanded short-sighted and reckless cost cuts, including cuts to our labor force, to increase short-term profits at the expense of long-term value creation. The Board has made strategic decisions to preserve skilled labor and manufacturing capacity during the downturn, so that
WM Argyle’s campaign to replace directors is – in our view – a serious risk to shareholder value. At this year’s annual meeting, we urge shareholders to support your Board and to vote for Broadwind’s directors on the WHITE proxy card.
Sincerely,
The Board of Directors
YOUR VOTE IS IMPORTANT
VOTE “FOR” BROADWIND’S DIRECTOR NOMINEES ON THE WHITE PROXY CARD TODAY
If you have any questions or require any assistance with respect to voting your shares, please contact the Company's proxy solicitor,
509 Madison Avenue Suite 1206
Shareholders Call Toll Free: (800) 662-5200
Banks, Brokers, Trustees and Other Nominees Call Collect: (203) 658-9400
Email: BWEN@investor.MorrowSodali.com
CORPORATE CONTACT
BWEN@val-adv.com
Important Additional Information
The Company, its directors and certain of its executive officers are participants in the solicitation of proxies from the Company’s shareholders in connection with its upcoming 2023 Annual Meeting. The Company filed its definitive proxy statement and a WHITE proxy card with the
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