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As filed with the Securities and Exchange Commission on November 16, 2009

Registration No. 333-           

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

Hirschfeld Industries, Inc.
(Exact name of registrant as specified in its charter)

112 West 29^th Street
San Angelo, Texas 76903
Telephone: (325) 486-4201
(Address, including zip code and telephone number, including
area code, of registrant's principal executive offices)

Dennis C. Hirschfeld
Hirschfeld Industries, Inc.
112 West 29^th Street
San Angelo, Texas 76903
Telephone: (325) 486-4201
(Name, address, including zip code and telephone number, including
area code, of agent for service)

Approximate date of commencement of proposed sale to the public:
As soon as practicable after this Registration Statement becomes effective.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box:    o

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.    o

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.    o

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.    o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

CALCULATION OF REGISTRATION FEE

(1)

Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended.

The registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until this Registration Statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.

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The information in this preliminary prospectus is not complete and may be changed. These securities may not be sold until the registration statement filed with the Securities and Exchange Commission is effective. This preliminary prospectus is not an offer to sell nor does it seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.

Subject to completion, dated November 16, 2009

Prospectus

                  shares

Common stock

This is an initial public offering of shares of common stock by Hirschfeld Industries, Inc. We are selling                  shares of common stock. The selling stockholders included in this prospectus are selling an additional                  shares of common stock. We will not receive any proceeds from the sale of shares of common stock by the selling stockholders. The estimated initial public offering price of our common stock is between $                  and $                  per share.

Prior to this offering, there has been no market for our common stock. We intend to list our common stock on the New York Stock Exchange under the symbol "HSFD."

The selling stockholders have granted the underwriters an option for a period of 30 days to purchase up to an additional                  shares of common stock from them at the initial public offering price, less underwriting discounts, to cover over-allotments, if any.

Investing in our common stock involves a high degree of risk. See "Risk factors" beginning on page 14.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed on the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense.

                           , 2009

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You should rely only on the information contained in this prospectus. Neither we, the selling stockholders nor the underwriters have authorized anyone to provide you with information different from that contained in this prospectus. We and the selling stockholders are offering to sell, and seeking offers to buy, common stock only in jurisdictions where offers and sales are permitted. The information contained in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or any sale of our common stock.

No action is being taken in any jurisdiction outside the United States to permit a public offering of the common stock or possession or distribution of this prospectus in that jurisdiction. Persons who come into possession of this prospectus in jurisdictions outside the United States are required to inform themselves about and to observe any restrictions as to this offering and the distribution of this prospectus applicable to that jurisdiction.

Trademarks and trade names used in this prospectus are the property of their respective owners. We have utilized the ® symbol in "Business—Intellectual property" in this prospectus for each brand to indicate registered marks.

Market data and other statistical information used throughout this prospectus are based upon independent industry publications, government publications and other published information from third-party sources that we believe are reliable. None of the publications, reports or other published industry sources referred to in this prospectus were commissioned by us or prepared at our request and, except as we deemed necessary, we have not sought or obtained the consent from any of these sources to include their data in this prospectus.

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Prospectus summary

This summary highlights information contained elsewhere in this prospectus. This summary does not contain all of the information that you should consider before investing in our common stock. You should read this entire prospectus carefully, including the risks of investing in our common stock discussed under "Risk factors" and our consolidated financial statements and the related notes included elsewhere in this prospectus, before deciding to invest in our common stock.

Unless otherwise specified and as the context requires, references to "Hirschfeld," "our company," "we," "us" and "our" refer to (i) Hirschfeld, Inc., a Texas corporation, and its consolidated subsidiaries for periods prior to April 27, 2006, (ii) Hirschfeld Holdings LP, a Texas limited partnership, and its consolidated subsidiaries for periods from April 27, 2006 until the completion of our reorganization, which will occur immediately prior to completion of this offering, and (iii) Hirschfeld Industries, Inc., a Delaware corporation, and its consolidated subsidiaries as of and after the completion of our reorganization. We refer to Insight Equity Holdings LLC as "Insight Equity" or our "equity sponsor" and, together with members of the Hirschfeld family and others who hold interests in Hirschfeld Holdings LP, in each case either directly or through intermediaries, as our "existing owners."

Our company

We are a leading integrated provider of highly-engineered steel components for infrastructure applications. With strategically located operations in the high-growth southwestern and southeastern regions of the United States, we serve a wide range of attractive markets, including bridge, renewable, nuclear and traditional energy, and general industrial and commercial construction.

We provide safety-critical, highly-engineered structural steel components that must be manufactured to precise specifications and meet stringent quality standards. Our products typically are critical elements in the project completion timeline and often account for a substantial portion of the total materials cost of a project. We are one of only a select group of companies that maintains the substantial scale, project management capabilities, fabrication expertise and quality control required to provide coordinated manufacturing and delivery of complex steel components to project sites in an efficient and timely manner.

Our long-standing relationships extend beyond our customer base of leading infrastructure contractors to our diverse end-user base, which includes government entities, utilities, energy exploration companies and power producers, as well as hospitality and entertainment venue developers. These customers and end users depend on our ability to consistently and reliably meet stringent quality, traceability, time and performance criteria required for successful execution of highly complex projects.

Our products include plate girders, box girders, trusses, engineered beams, mill-rolled shapes and other formations of highly-engineered structural steel. Our services include the cutting and welding of steel plates, the application of multiple protective coating systems on the processed steel plates and the transportation of the finished product to customer project sites for erection. With a history that dates back to 1919, we believe we have established ourselves as a leader with a strong brand name in the markets we serve. Our facilities are strategically

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positioned in areas of the United States with high population growth and expanding infrastructure requirements. The transportation costs and logistics associated with our products generally require production facilities to be located in relative close proximity to project sites.

For the nine months ended September 30, 2009, our revenue was $239.5 million and our operating income was $30.7 million, compared to revenue of $201.0 million and operating income of $35.0 million for the equivalent period in 2008.

We operate in the following four segments and own a 50% stake in a wind tower fabrication joint venture:

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bridge;

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energy and infrastructure (E&I);

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transportation; and

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detailing.

Bridge segment

Based on our understanding of available steel bridge projects in our core southeastern and southwestern markets during 2007 and 2008, we believe we are the largest bridge fabricator in these regions. Our bridge segment specializes in large, custom designed and complex projects. Our operations are conducted in five modern, rail-served facilities and our extensive capabilities allow us to fabricate plate girders and box girders for most major types of highway and railroad bridge designs. These facilities incorporate engineering design technology, automated production and proprietary production management systems, which result in low operating costs, high throughput and flexible production capacity.

Energy and infrastructure segment

In our energy and infrastructure, or E&I, segment, we are also a leading provider of highly-engineered structural steel components in our core regions, specializing in complex and time-sensitive projects such as:

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coal- and natural gas-fired power generation plants;

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nuclear-related facilities;

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drilling components for oil production in deep-sea environments;

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large aircraft hangars;

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government and military projects; and

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large-scale sports, entertainment and hospitality facilities.

Our E&I segment operates three modern rail-served production facilities incorporating engineering design technology, automated production and proprietary production management systems. Over the past several years, we have refined our target markets to leverage our technical expertise and operational scale to secure higher-margin projects.

Transportation and detailing segments

Transportation services.    The scale, weight and complexity of our products require specialized transportation and product handling, and our customers require reliability and tightly coordinated delivery to project sites. We manage a specialized fleet of hauling equipment consisting of approximately 60 tractors and 300 trailers which, among other functions, transport our bridge and E&I products to project sites throughout the United States. Our transportation services division also carries third-party goods and equipment.

Detailing services.    Consteel Technical Services Limited, or Consteel, our United Kingdom-based wholly-owned subsidiary, provides us with the detailing design conversion technology to translate engineering specifications into detailed shop drawings. In addition to supporting our operations, Consteel provides third-party customers in the United Kingdom and continental Europe with detailing, 3-D modeling and laser surveying services.

Martifer-Hirschfeld Energy Systems

In June 2009, we entered into a joint venture agreement with Martifer Energy Systems, or Martifer, a division of a leading, publicly-traded European manufacturer of components for the renewable energy sector, to fabricate wind towers. The joint venture is completing construction of a 200,000 square foot manufacturing facility in San Angelo, Texas, with planned capacity to manufacture approximately 200 wind towers annually. Martifer-Hirschfeld Energy Systems will combine our expertise in steel infrastructure manufacturing and Martifer's expertise in producing towers, coverings and gearboxes for wind turbines. Phase I construction of the joint venture's new wind tower facility is underway and is expected to be completed in the first quarter of 2010. Expansion flexibility has been designed into the facility to ensure that capacity can be added based on market conditions. In addition, we are undertaking product development intended to expand our offerings in the wind tower market to include such products as turbine covers and base plates.

Industry

We sell our highly-engineered, fabricated structural steel components and services in the North American bridge, energy and infrastructure markets to both public and private entities. According to the World Steel Association, United States steel demand is expected to be approximately 60 million metric tons in 2009 and increase to 72 million metric tons in 2010.

We primarily compete in markets that have a large number of deficient bridges and are located in areas of high population growth. According to the U.S. Census Bureau, the eleven states we consider our core bridge markets are projected to experience a population growth

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rate of 47.6% between 2000 and 2030, compared to 21.5% for the remaining states within the United States. We believe that population growth in our targeted regions will result in significant growth in new bridge construction in our core markets. In addition, as of December 31, 2008, the Federal Highway Administration, or FHWA, considered 151,394 bridges, or approximately 25.2% of the total bridge count in the United States, to be structurally deficient or functionally obsolete. Furthermore, according to the FHWA, as of December 31, 2008, there were 43,897 bridges deemed to be deficient within our eleven core bridge market states. We believe continued U.S. government focus on deficient bridges will drive increased spending on bridge replacement and repair projects.

Our E&I segment serves the $675 billion non-residential construction market, providing highly-engineered structural steel products that are used in a variety of private and public infrastructure construction environments, including industrial and power generation facilities, hospitals, universities, large aircraft hangars, ports and offices, as well as large-scale sports, entertainment and hospitality facilities.

According to the U.S. Census Bureau, seasonally-adjusted annual spending in the private and public non-residential construction markets totaled approximately $357.9 billion and $318.3 billion, respectively, as of September 2009, and public non-residential construction spending in the United States continued to grow during 2009 and was up by 6.1% on a year-over-year basis as of September 2009. In addition, a substantial portion of the American Recovery and Reinvestment Act of 2009, or the ARRA, economic stimulus package has been allocated to construction spending for transportation, infrastructure, energy-related projects and government buildings, including buildings for the U.S. Department of Defense, the U.S. General Services Administration and the U.S. Department of Veterans Affairs.

Our E&I segment serves the energy infrastructure market by supplying our steel components to the power generation industry, including the oil, coal and natural gas, nuclear, wind and solar segments. According to the Energy Information Administration, or the EIA, U.S. electricity demand is projected to increase 23% from 2008 to 2030, creating the need for over 200 gigawatts of new generating capacity. To meet this anticipated demand, the Edison Electric Institute projects that domestic utilities will expend over $80 billion annually through 2011 for investment in power generation and transmission capacity. Additionally, according to the Edison Foundation, assuming no changes in a national carbon policy, it will be necessary for domestic utilities to expend $697 billion and $298 billion through 2030 for investment in power generation and transmission capacity, respectively.

Due to increasing demand for cost-efficient power, significant investment in the United States continues to be made in coal power plants. According to the U.S. Department of Energy's National Energy Technology Laboratory, which is devoted to fossil energy technology, as of October 2009, 25 coal power plants were under construction in the United States and 58 coal power plants were near construction, permitted or in their early stages of development.

Natural gas power plants also continue to be an important component of future power generation development in the United States given the significant domestic supplies of natural gas and that natural gas is cleaner burning as compared to coal. Furthermore, nuclear energy has received increased attention due to its relatively lower greenhouse gas emissions, predictable high operating rates and improved safety record. According to the World Nuclear Association, or the WNA, as of September 2009, there were proposals for the construction of

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over 20 new nuclear reactors in the United States, with applications for construction submitted to the U.S. Nuclear Regulatory Commission, or the NRC, for the first 17. Finally, according to the American Wind Energy Association, or the AWEA, the new wind projects installed in 2008 represent an investment of $17 billion, marking the largest capital investment in the United States electricity sector that year.

Our competitive strengths

Market leadership positions in key geographic regions

Based on our understanding of available steel bridge projects in our core southeastern and southwestern markets during 2007 and 2008, we believe we are the largest bridge fabricator in these regions. In our E&I segment, we are one of the leading providers in our core regions of highly-engineered structural steel components used in a variety of complex private and public infrastructure projects.

High barriers to entry

We are a seasoned fabricator of infrastructure components with over 90 years of experience. Over the years, we believe we have built an excellent reputation for quality, reliability and breadth of capabilities gaining all available endorsements of the American Institute of Steel Construction, or the AISC, and certain critical nuclear safety certifications from the American Society of Mechanical Engineers, or the ASME, that we consider to be very valuable. Our established operations require significant capital, surety bonding and licensing requirements, and must be located in relative close proximity to project sites, all of which we believe make it difficult for competitors to enter our markets.

Well-positioned to capitalize on significant fundamental growth trends in our markets

We are a significant participant in the expansion and redevelopment of the U.S. transportation and energy infrastructure systems, for both government-funded and private enterprises. Expansion in U.S. transportation infrastructure spending, driven by a potential new, multi-year, federally funded highway bill, as well as investments funded under the ARRA, is expected to continue in our primary geographic markets. Anticipated investments in the production of energy, including from alternative sources such as nuclear, wind and solar power, should require significant steel infrastructure inputs.

High quality and diverse customer base

We maintain long-term relationships with some of the largest and most highly regarded infrastructure and structural contractors, architects and engineers in the United States serving a broad range of growing end markets.

Modern manufacturing capabilities

We specialize in fabricating highly-engineered steel infrastructure components that must be manufactured to exacting specifications while meeting stringent safety, quality and traceability standards.

Sophisticated project management capabilities

We employ proprietary project management technology integrating traceability features such as bar coding and laser stenciling. This technology allows us to fabricate complex structures

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that can involve more than 200,000 separately-traced pieces that meet the stringent security, quality and delivery requirements of our customers.

Effective procurement and working capital management

We are seasoned raw materials purchasers with a track record of operating profitably throughout economic cycles. We carefully manage working capital to maximize cash flow while coordinating reliable delivery of inventory and finished product in accordance with our customers' construction schedules.

Strong financial position

We believe our strong balance sheet allows us to operate from a position of strength and gain market share in our target markets. Our strong financial condition is a critical advantage in the working-capital-intensive markets we serve.

Experienced, highly qualified management team

We have assembled a highly qualified management team. Our top three executives have approximately 85 years of combined experience in the infrastructure and structural components industry.

Our business strategy

Maximize profitability by leveraging our expertise in large, complex projects

We direct our resources towards projects that require our highly-engineered fabrication capabilities and allow us to exploit our technology, processing and delivery advantages. Our modern production facilities are capable of fabricating a broad range of large, custom-designed steel components for the markets we serve. We maintain strict profit margin hurdle rates when entering bids for projects and in developing pricing and procurement strategies for the projects we supply. Our high throughput and efficient fabrication processes enable us to minimize lead times and bid on higher margin projects requiring short lead times and coordinated delivery capabilities.

Further penetrate the bridge, nuclear, traditional and renewable energy markets

We are committed to continue diversifying our business through increased participation in the high-growth transportation, energy and government infrastructure markets.

Transportation market

We believe we are strategically located to take advantage of new bridge construction activity that is driven by high population growth and the replacement of the substantial number of bridges that have been deemed structurally deficient or functionally obsolete by the FHWA in our served markets. We believe our market leadership and scale position us to gain market share in our target markets.

Energy markets

We expect increasing government regulation of greenhouse gas emissions and other federal and state energy policies to drive investment in nuclear power generation and the development of other energy sources. We are able to serve the full nuclear value chain from uranium enrichment to nuclear power generation, nuclear waste disposal and downstream nuclear component manufacturing. The development of nuclear power generation and nuclear

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waste disposal facilities are steel-intensive activities and we expect that the development of the U.S. nuclear energy industry, if it occurs, will be a long-term growth catalyst for our products.

Our infrastructure steel products are important elements in the construction of offshore oil derricks, coal- and natural gas-fired power plants and natural gas distribution terminals. We expect significant public and private investment in the maintenance and expansion of U.S. energy infrastructure as industry participants move to exploit domestic sources of energy to satisfy continued growth in the demand for energy.

Our Martifer-Hirschfeld joint venture intends to capitalize on the growing demand for wind towers. Our geographic footprint straddles the most active wind corridors in the United States in areas with abundant land for development and supportive regulatory environments. In addition to wind towers, we are investing in the development of related metal components.

Government infrastructure market

We have seen an increase in bidding opportunities related to projects planned by the federal government. These are typically large, complex projects to develop blast- and seismic-resistant buildings to house offices for government agencies and military hospitals. We are tracking these opportunities closely and bidding where project requirements play to our strengths.

Enhance profitability and efficiency through investment in advanced fabrication technology

We believe our modern facilities and advanced project management capabilities provide us with a competitive advantage. We plan to further develop this advantage by investing in advanced equipment and processes that will increase throughput and production capacity to support our growth objectives while reducing conversion costs. We are also evaluating virtual assembly technology, among others, that we believe will accelerate our production process while ensuring a high level of quality for fit and structural integrity.

Expand product offerings and geographical reach through acquisitions

We consider ourselves to be a disciplined and selective acquiror, with a successful track record of acquiring and integrating strategic assets and investing in strategic partnerships. We regularly evaluate acquisition and investment opportunities to grow our business. Our strong financial position provides us with the flexibility to consider a broad range of opportunities and provides potential partners with confidence in our ability to complete transactions. We believe our leadership position and reputation in the markets we serve make us an attractive partner.

Summary risk factors

An investment in our common stock involves a high degree of risk, including, but not limited to, the following:

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any decrease in the level of governmental funding of infrastructure projects will adversely affect our business;

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delays in infrastructure projects could adversely affect our business;

•

demand for our products, particularly in our E&I segment, is influenced by general economic conditions in the markets in which we sell our products;

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the industries in which we operate are highly competitive;

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due to the nature of our fixed-price sales contracts, we may not be able to accurately incorporate our variable costs into the pricing charged to our customers, which may result in lower margins or losses; and

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increases in prices and reduced availability of key raw materials such as steel will increase our operating costs and may reduce our profitability.

For more information about these and other risks, please read "Risk factors." You should consider carefully these risk factors together with all of the other information included in this prospectus before you invest in our common stock.

Our history and organizational structure

Our heritage dates back to 1919 with the founding of Carolina Steel Corporation, or Carolina Steel. In 1946, L. W. Hirschfeld founded Hirschfeld, Inc., a Texas corporation, in San Angelo, Texas, as a regional supplier of steel and light fabrication services, which focused primarily on the oil services industry. Since our founding, we have diversified into bridge fabrication, energy and industrial infrastructure building components, transportation and detailing services and wind tower production. We have grown both organically and through selective acquisitions, strategic partnerships and joint ventures, including our acquisition of Carolina Steel and our Martifer-Hirschfeld joint venture. In connection with the investment by Insight Equity in our company in 2006, we reorganized our corporate structure and began operating our business through Hirschfeld Holdings LP, a Texas limited partnership.

Reorganization

Prior to this offering, we conducted our business through Hirschfeld Holdings LP and its operating subsidiaries. Hirschfeld Industries, Inc. holds no material assets and does not engage in any operations. Prior to the consummation of this offering, the following transactions will occur:

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Hirschfeld Holdings LP will contribute to us, Hirschfeld Industries, Inc., all of the equity interests in its operating subsidiaries in exchange for shares of our common stock; and

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Hirschfeld Holdings LP will distribute to its limited partners, including the selling stockholders, all or a portion of the common stock that Hirschfeld Holdings LP received from us in consideration of the contribution of its operating subsidiaries.

As a result of these transactions, the direct and indirect holders of outstanding limited partnership interests of Hirschfeld Holdings LP will receive an aggregate of                           shares of our common stock. The reorganization will not affect our operations, which we will continue to conduct through our operating subsidiaries. See "Use of proceeds," "Business—Our history and organizational structure—Reorganization," "Principal and selling stockholders," and "Certain relationships and related party transactions" for additional information.

Our principal executive offices are located at 112 West 29th Street, San Angelo, Texas 76903. The telephone number for our principal executive offices is (325) 486-4201. Our website address is www.hirschfeld.com. Our website address is provided for informational purposes only. The information on our website is not a part of this prospectus.

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The offering

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Unless otherwise noted, the information in this prospectus assumes:

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no exercise of the underwriters' over-allotment option;

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an initial public offering price of $             per share (which is the mid-point of the range set forth on the front cover of this prospectus); and

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the completion of our reorganization, as described under "Business—Our history and organizational structure—Reorganization."

Furthermore, unless otherwise noted, the number of shares of our common stock to be outstanding after this offering excludes                  shares reserved for future issuance under our 2009 Omnibus Incentive Plan. See "Management—Benefit plans—2009 Omnibus Incentive Plan."

Certain figures included in this prospectus have been subject to rounding adjustments. Accordingly, figures shown as totals in certain tables may not be an arithmetic aggregation of the figures that precede them.

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Summary historical consolidated financial data

The following tables summarize our historical consolidated financial and operating data as of the dates and for the periods indicated. The summary historical consolidated financial data as of September 30, 2009 and for the nine months ended September 30, 2009 and 2008 are derived from our unaudited condensed consolidated financial statements included elsewhere in this prospectus. The summary historical consolidated financial data for the years ended December 31, 2008 and 2007, for the period April 27, 2006 through December 31, 2006 and for the period January 1, 2006 through April 26, 2006 are derived from our audited consolidated financial statements included elsewhere in this prospectus. Results for the nine months ended September 30, 2009 are not necessarily indicative of results to be expected for the full year.

Hirschfeld Holdings LP was formed to acquire substantially all of the operating assets of Hirschfeld, Inc. on April 27, 2006. The summary historical consolidated financial data for the periods prior to April 27, 2006 are considered to be those of our predecessor company.

The following information is qualified by reference to and should be read in conjunction with "Capitalization," "Selected consolidated financial data" and "Management's discussion and analysis of financial condition and results of operations" and our consolidated financial statements and the related notes thereto included elsewhere in this prospectus. Our historical financial data may not be indicative of our results of future operations.

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Risk factors

An investment in our common stock involves a high degree of risk. In addition to the other information in this prospectus, you should carefully consider the following risk factors in evaluating us and our business before making a decision to invest in our common stock. The risks and uncertainties described below are the most significant factors of which we are aware. If any of the following risks, as well as other risks that we currently think are immaterial which later become material, actually occur, our business, financial condition, results of operations and cash flow could be materially and adversely affected. In that event, the trading price of our common stock could decline significantly and you may lose part or all of your investment. In connection with the forward-looking cautionary statements that appear in this prospectus, you should also carefully review the cautionary statements referred to under "Forward-looking statements."

Risks related to our business

Any decrease in the level of governmental funding of infrastructure projects will adversely affect our business.

A substantial portion of our operations, particularly in our bridge segment, are heavily dependent on federal, state and local government funding of infrastructure projects, which, in turn, is dependent on, among other things:

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the need for new or replacement infrastructure;

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the priorities placed on various projects by governmental agencies;

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federal, state and local government spending levels, including budgetary constraints related to capital projects and the ability to obtain financing;

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the issuance of environmental approvals, right-of-way permits and other required approvals and permits; and

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population growth and economic expansion.

As a result, any reduction in governmental funding of infrastructure projects for whatever reason, including an economic slowdown, could have a material adverse effect on our business, financial condition and results of operations. Our expectation that the U.S. government will either further extend the Safe, Accountable, Flexible, Efficient Transportation Equity Act: A Legacy for Users, or SAFETEA-LU, or pass new legislation that will provide funding for highways may not prove accurate, and funding could cease or be reduced which would materially and adversely affect our business and financial performance.

Delays in infrastructure projects could adversely affect our business.

Governmental agencies and private parties with infrastructure projects generally announce the projects well in advance of the bidding and construction process. The timing of the start of our projects is generally subject to an extended bidding process and the completion of that bidding process is not within our control. It is not unusual for projects to be delayed and rescheduled. Projects may be delayed and rescheduled for a number of reasons, including changes in project priorities, difficulties in complying with environmental and other governmental laws, the need for additional time to acquire rights-of-way or property rights or deteriorating economic

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conditions. Delays in infrastructure projects may occur with inadequate notice to allow us to replace those projects in our manufacturing schedules. The timing of our projects is uncertain and, as a result, our business, financial condition and results of operations may be adversely affected by unplanned downtime.

Demand for our products, particularly in our E&I segment, is influenced by general economic conditions in the markets in which we sell our products. We are currently experiencing a severe downturn in our E&I market.

Activity in our E&I market is closely tied to overall changes in the economy. Economic growth and cycles have a direct impact on the amount of construction that takes place, and consequently on the demand for our products in our E&I market. Because of such cycles, the pricing and other terms and conditions for the sale of our products, and the general demand for our products may be unfavorable for extended periods of time. The United States and other economies around the world have recently suffered a severe downturn which has negatively impacted our business. We are not certain when this downturn will end, whether it already has ended or, if it does end, whether the economy will quickly lapse back into another downturn. In particular, we believe the recent economic downturn has had a substantial negative effect on backlog in our E&I segment. Backlog in our E&I segment was $60.2 million at September 30, 2009, a decrease of $64.9 million, or 51.9%, from $125.1 million at December 31, 2008. In our experience, there has been a lag between the start of an economic downturn and the time the effects of such downturn are evident in declining backlog in our E&I segment. Accordingly, backlog in our E&I segment could continue to decline, and we may not see any increase in backlog for a significant period of time following the end of the current downturn.

The industries in which we operate are highly competitive.

We face significant competitive pressures in each of the markets we serve. We believe we generally compete on price, time to completion, quality and service. Depending on the market, our competitors include regional, national and international steel infrastructure component providers, some of whom may have greater financial, manufacturing, marketing and technical resources than we do, or greater penetration in or familiarity with a particular geographic market than we have. Furthermore, new competitors may overcome the barriers to entry that exist in our markets and effectively compete with us. To remain competitive, we will need to invest continuously in manufacturing, product development and customer service and we may be unable to do so successfully or at all. We may also need to reduce our prices, particularly with respect to customers in industries that are experiencing downturns, which would reduce our margins and could result in losses. We may not be able to maintain our competitive position in each of the markets that we serve. An unexpected reduction in our share of a market could result from pricing or product strategies pursued by competitors, unanticipated product or manufacturing difficulties, or a failure to successfully win bids. We cannot easily reduce our fixed costs even if competition reduces our margins or there is less demand for our products. We may also suffer unexpected challenges and significant costs if we endeavor to convert a facility from producing one segment of products to another, thereby hindering our ability to cost-effectively manage our capacity based on changes in demand. Any loss in our market share within the markets we serve could have a material adverse effect on our business, financial condition and results of operations.

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We may not be able to accurately incorporate our variable costs into the pricing charged to our customers under our fixed-price sales contracts, which may result in lower margins or losses.

Our sales contracts are generally fixed-price contracts and normally result from our competitive bid on a project compared to the bids submitted by other suppliers. These contracts can extend over many months and possibly years. Our products are fabricated according to customer specifications. When bidding on a project, we estimate our costs, including projected increases in the costs of labor, materials and services, and our centralized purchasing function carefully monitors supply and demand trends and indicators for raw materials. Despite these monitoring efforts and the resulting estimates, the actual costs to us on a fixed-price contract could vary from the estimated amounts due to changes in a variety of factors that include, but are not limited to:

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engineering design changes;

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changes in the costs of raw materials such as steel;

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difficulties in obtaining required permits or approvals;

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changes in laws or regulations;

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changes in labor conditions, including the cost, availability and productivity of labor;

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project modifications creating unanticipated costs;

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our failure to properly estimate amounts;

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failure to perform by, or disruption with respect to, our suppliers or subcontractors, including erection services;

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general economic conditions; and

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delays, including those caused by weather conditions and other factors.

If we incorrectly estimate our costs for any particular contract, we could incur a significant loss in connection with such contract.

Increases in prices and reduced availability of key inputs such as steel will increase our operating costs and may reduce our profitability.

Steel is the main raw material used by us in the fabrication of bridge, energy, infrastructure and wind tower components, with the cost of steel constituting approximately 59.8% and 62.2% of the cost of manufacturing our products in 2008 and the first nine months of 2009, respectively. The markets for the inputs that we use in our manufacturing processes, including steel, can be very volatile. Any significant fluctuation in steel prices or other input prices and any interruption in the supply chain when procuring supplies could negatively impact our financial performance. The following factors may increase our costs and reduce the availability of steel and other inputs for us:

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increased demand, which occurs when other industries purchase greater quantities of these inputs at times when we require more steel and other inputs for manufacturing, which can result in lower inventory levels at suppliers, higher prices and lengthen the time it takes to receive the inputs from suppliers;

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increased freight costs, due to heightened demand for freight services and volatility in fuel prices;

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lower production levels of inputs, due to reduced production capacities or shortages of materials needed to produce inputs (such as coke and scrap steel for the production of steel), which could result in reduced supplies of inputs, higher costs for us and increased lead times to acquire them;

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increased cost of scrap steel, coke, iron ore, energy and other inputs;

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fluctuations in foreign exchange rates, such as the decline in the value of the U.S. dollar, can impact the relative cost or availability of inputs; and

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international trade disputes, import duties and quotas, since we may import some steel for our manufacturing facilities.

We generally purchase steel on the spot market and, other than fixed price arrangements that we sometimes enter into with respect to large projects in our E&I segment, we typically do not enter into any long-term contractual arrangements with any suppliers, nor do we deploy sophisticated hedging techniques to manage the cost of steel. The methodology for including steel costs in our contract estimates is to base pricing on current (or expected) levels, with some hedging techniques, such as price locks and cushions in bids, to protect against adverse price movement; however, increases in the selling prices of our products may not fully recover additional steel, materials and input costs and generally lag increases in our costs. There can be a significant lag between the time of our bid when we estimate the price of steel for purposes of submitting a binding bid to a potential customer and the time we actually purchase the steel for the project. We are subject to increased exposure to changes in steel pricing during this period. We generally cannot pass increased material costs, including increased steel costs and other raw material costs to our customers after a bid has been submitted. If we experience such increased costs that have not been factored into our bid price, our operating income would be adversely affected and a particular project may be unprofitable. Additionally, decreased availability of steel or other materials could affect our ability to produce manufactured products in a timely manner. If we cannot obtain the necessary raw materials for our manufactured products at reasonable prices or at all, our revenues, operating income and cash flows will be adversely affected.

Increased demand for substitutes for steel, such as concrete, in the development of bridges, energy and other infrastructure projects could reduce the demand for fabricated steel products.

While steel is widely used in the development of bridges, energy and other infrastructure projects, other materials could be developed that are more cost-effective, safer or provide other favorable attributes that reduce the demand for steel. Bridges are predominantly fabricated using either steel or concrete materials. Concrete-fabricated bridges have a larger market share than steel-fabricated bridges and such share could increase. If the relative share of steel for bridges and other infrastructure projects is reduced, demand for our products would decrease, which would have a material adverse effect on our business, results of operations and financial condition.

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We compete with foreign-fabricated steel imported into the United States and these imports can increase the supply of fabricated steel in our markets and materially harm our business.

We compete with foreign-fabricated steel that is imported into the United States. Imported fabricated steel is often offered at lower prices than the prices we currently charge for our products. These products may be produced at facilities with lower cost structures than ours and we may not be successful in managing our costs to remain competitive with foreign-fabricated steel. While steel bridges funded from SAFETEA-LU must be constructed with steel that is fabricated in the United States, that may not always be the case in the future. An increase in the supply of foreign-fabricated steel could dramatically reduce prices for these products and we may not be able to successfully compete. Any loss in our market share within the markets we serve or any reduction in our margins could have a material adverse effect on our business, financial condition and results of operations.

We may sub-fabricate steel in foreign markets and we may not achieve the quality or cost benefits we expect.

We are considering sub-fabricating our products in foreign markets and have explored specific new opportunities to do so in China. We may include sub-fabricated products in current bids for new work. If we are successful obtaining new projects that include sub-fabricated products, we may not be able to effectively oversee and manage the sub-fabrication operations to address the additional risks associated with implementing this strategy. Specifically, we may not achieve the cost benefits we expect from sub-fabricated products and we may not be able to ensure the quality of those products. Our failure to achieve cost efficiencies through sub-fabrication in foreign markets and our failure to ensure the quality of those products, could materially harm our reputation and business prospects.

Our operations function at a fixed capacity, which may prevent us from being able to produce sufficient products to meet demand at any given time or efficiently consolidate our operations during periods of reduced demand.

Our manufacturing operations have a fixed capacity. If there should be an unexpected increase in the demand for our products, we may not be able to increase our production in a sufficient manner to match the increase in demand. If our fixed capacity prevents us from meeting unexpected increases in demand, we could miss opportunities to increase sales of our products, which could negatively impact our results of operations, and our reputation could be harmed. Furthermore, if demand for our products drops, we may not be able to efficiently consolidate operations and we could have substantial excess capacity that would severely harm our operating results.

Our backlog is subject to unexpected reduction due to project adjustments and cancellations and is, therefore, not necessarily indicative of our future revenues or earnings.

Our backlog consists of uncompleted projects for which we have signed contracts or commitments from customers, including those based on legally binding agreements without the scope being defined. Our backlog often includes expected revenue based on engineering and design specifications that may not be final and could be revised over time. Our backlog also often includes, directly or indirectly, expected revenues for government contracts that may not specify actual dollar amounts of work to be performed. For these contracts, our backlog is based on an estimate of work to be performed, which is based on our knowledge of customers' stated intentions or our historic experience, and our estimates could be wrong.

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Further, our backlog may include many projects for which financing has not been secured, and, given current market conditions, may or may not ultimately become available.

Because of changes in project scope and schedule, we cannot predict with certainty when or if our backlog will become revenue and we generally have no or limited recourse if a project fails to proceed. In addition, even if a project proceeds as scheduled, it is possible that the customer may default and fail to pay amounts owed to us. As backlog represents anticipated revenue only, we may not maintain our past profit margins with respect to current backlog and could suffer losses on those projects. If we experience significant delays, cancellations, suspensions, scope adjustments or payment defaults with respect to contracts reflected in our backlog, there could be a material adverse effect on our business, financial condition and results of operations.

Our ability to comply with regulatory requirements is critical to our future success and changes in regulatory standards could require us to alter operations, incur significant expense and slow our production.

As a manufacturer of fabricated steel products, we are subject to the numerous requirements of a number of federal, state and local or foreign regulatory authorities, as well as industry standard-setting authorities, such as the AISC. Moreover, our quality assurance program has been developed and implemented to satisfy regulations promulgated by the NRC in order to permit us to fabricate steel for nuclear facilities. Any changes in the standards and requirements imposed by any of these authorities, or our failure to maintain compliance with existing standards, could have a material adverse effect on our operations, as we may be required to significantly alter our operations or make significant additional capital expenditures in order to maintain compliance with such standards and requirements, if we are able to do so at all.

Our operations are also subject to regulation of health and safety matters by the Occupational Safety and Health Administration, as well as state and local jurisdictions. We may fail to employ appropriate precautions to protect our employees and others from workplace injuries and harmful exposure to materials handled and managed at our facilities. In addition, accidents may occur on project sites on which we are engaged. For example, on November 10, 2009, one of our steel erection subcontractors on the Kaufman Performing Arts Center project in Kansas City, Missouri had an accident when the manlift its employees were using to assist in steel erection toppled over. One person was killed and another was seriously injured. The investigation is in its early stages and fault has not yet been determined. We may become subject to claims that exceed our insurance limits or are outside the scope of our insurance coverage. Claims may be asserted against us for work-related illnesses or injury which could distract management and result in significant penalties. The further adoption of or changes in occupational and health safety regulations in the United States or in foreign jurisdictions in which we may operate could also increase our operating costs. We are unable to predict the ultimate cost of compliance with these health and safety laws and regulations.

We require a number of licenses and regulatory certifications to operate, and if we cannot maintain such licenses and certifications, our business could suffer.

We are subject to licensure requirements and hold licenses in each state in the United States in which we operate and in certain local jurisdictions within such states. The loss, revocation, or the failure to comply with the terms of any license or the limitation on any of our primary

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services thereunder in any jurisdiction in which we conduct operations could prevent us from conducting further operations in such jurisdiction and could have a material adverse effect on our operations.

We also are required to meet specifications of various public and private organizations, such as the NQA-1, 10 CFR 50, Appendix B, or NQA-1, safety standard of the ASME, which permits us to fabricate steel for nuclear facilities, as well as standards set by the AISC, the U.S. Department of Transportation, various state departments of transportation, or DOTs, the American Association of State Highway and Transportation Officials, or AASHTO, the American Bureau of Shipping, or ABS, and other building and transportation codes established by public and private organizations. Our NQA-1 certification, for example, is subjected to frequent audit. If we cannot maintain such certifications, it could cause a disruption of our operations, which could have a material adverse effect on our business, financial condition and results of operations, as well as harm our reputation with our customers.

We are subject to various environmental laws, regulations and permits that impose current and future liabilities, costs and obligations.

Our operations are subject to various international, foreign, federal, state and local environmental laws and regulations relating to the environment and human health and safety, including those governing discharges to air, soil and water, as well as greenhouse gas emissions, the remediation of contamination, and the generation, use, transportation, handling, storage and disposal of solid and hazardous materials. These environmental laws and regulations include, among others, the following federal statutes: the Clean Air Act, the Clean Water Act, the Resource Conservation and Recovery Act, and the Comprehensive Environmental Response, Compensation, and Liability Act, as well as amendments thereto and analogous international, foreign, state and local environmental laws. Pursuant to such environmental laws and regulations, we are required to obtain permits from governmental authorities that are subject to expiration, modification and revocation.

We cannot assure you that we have been or will be at all times in compliance with such environmental laws, regulations and permits. Compliance with these environmental requirements is a significant consideration for us because we use hazardous materials and generate hazardous wastes in our manufacturing processes and operations. We have in the past received notices of violation from governmental authorities related to our failure to comply with such environmental requirements. Additionally, certain of our facilities have been in operation for many years and, over time, we and other predecessor operators of these facilities have generated, used, handled, stored and disposed of hazardous materials and regulated wastes.

If we violate or fail to comply with the aforementioned environmental laws, regulations or permits, we could be fined or otherwise sanctioned by governmental regulators. Any such fines or sanctions could distract our management, harm our liquidity and require us to cease or limit production at one or more of our facilities, thereby harming our business. Compliance with these environmental requirements also may impose substantial capital expenditures and operating costs. Moreover, they could restrict our ability to expand our facilities or could require us to acquire costly equipment, or to incur other significant expenses in order to comply with them. In addition, these environmental laws, regulations and permits and the enforcement thereof change frequently and have tended to become more stringent over time.

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As a result, we cannot assure you that the costs of complying with current and future environmental laws and regulations and the permits issued thereunder will not adversely affect our business, results of operations, reputation and financial condition.

Under certain environmental laws, we could be held responsible for any and all liabilities and consequences arising out of past or future releases of hazardous materials, human exposure to such substances and other impacts on the environment. In addition to potentially significant remediation costs, such matters can give rise to litigation with governmental authorities or other third parties. These environmental laws impose liability for contamination relating to our past and present facilities and third-party waste disposal sites and any such facilities that were owned, operated or used by our predecessors, regardless of whether we knew of or caused the contamination or even if we and our predecessors fully complied with applicable environmental laws in effect at the time. Contaminants have been detected in soil and groundwater at some such properties, and additional contamination at these or other current or former properties or offsite disposal facilities used by us or our predecessors may be discovered in the future. Our liabilities or remediation costs arising from releases of or exposure to hazardous materials could have an adverse effect on our business, results of operations, reputation and financial condition.

We face credit risk exposure associated with our accounts receivable and our customers could default on their payments to us.

We are exposed to risk that a customer will be unable to pay to us amounts in full when due. Furthermore, our customers may seek to delay payments to us beyond the invoice due date which could harm our liquidity. Our projects can extend over several years and involve significant investment so that our exposure to any one customer can be substantial. If we fail to adequately assess the creditworthiness of our customers, or if our customers suffer unexpected economic challenges, the risk of non-payment and cash flow problems will be increased, which could adversely impact our business, financial condition and results of operations. One customer represented 15.4% of accounts receivable as of September 30, 2009.

We concentrate on large and complex projects and, consequently, we may receive a significant amount of our revenue during any particular period from a small group of customers.

We focus on large and complex projects and, consequently, we can be dependent on a small number of customers during any particular period for a significant amount of our revenue. This customer concentration exposes us to increased credit risk, risk of cancellation or delay of a project and potential high volatility of our revenues. For example, during the nine months ended September 30, 2009, one customer represented 11.7% of our consolidated revenues. If any significant customer ceases payments to us, cancels or delays a project or otherwise ceases doing business with us, our business and financial condition could be materially adversely affected.

Our manufacturing business is capital-intensive and we may not have sufficient capital to operate.

The property and machinery needed to produce our products are very expensive, including the cost of our steel inventory that we purchase for specific projects. Therefore, we require large amounts of cash and working capital to fund our operations. While we believe that our cash on hand, along with our projected internal cash flows and our available financing resources,

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will generate the cash we need to support our anticipated operating and capital needs, we could be wrong. Our ability to generate sufficient cash flow depends on future performance, which will be subject to general economic conditions, industry cycles and financial, business and other factors affecting our operations, many of which are beyond our control. Any required financing may not be available on terms acceptable to us. If we are unable to generate sufficient cash to operate our business, we may be required, among other things, to further reduce or delay planned capital or operating expenditures, close facilities and sell assets at times and at prices that are not favorable to us, if we are able to do so at all.

We depend on our bonding capacity, and any reduction in our bonding capacity could adversely impact our ability to bid on and perform work for significant projects.

In connection with our business, performance bonds are often required for public and many large private construction projects in order to provide our customers an additional measure of security for our performance. Our ability to obtain performance bonds depends upon our capitalization, working capital, past performance, management expertise and external factors, including the capacity of the overall surety market. Surety companies consider such factors in light of the amount of our contract backlog that we have currently bonded and their current underwriting standards, which may change from time to time. The capacity of the surety market is subject to market-based fluctuations driven primarily by the level of surety industry losses and the degree of surety market consolidation. When the surety market capacity shrinks, it results in higher premiums and increased difficulty obtaining bonding, in particular for larger, more complex projects. Fluctuations in surety market capacity can negatively impact our ability to grow our business. We are dependent on one surety company for our bonding and that company is under no obligation to continue to provide us with bonding. Our access to bonding could cease at any time. If we are unable to continue to obtain bonding from that company for any reason, including a decision by that company to alter its underwriting standards or materially increase its pricing or as a result of a change in the financial health of that company, we may not be able to find a replacement provider on acceptable terms or at all. In the event we were to lose our ability to obtain bonding in sufficient amounts and on terms acceptable to us, our business and prospects would be severely damaged.

We depend on the recruitment and retention of qualified personnel, and our failure to attract and retain such personnel could affect our business.

We depend on the skills and experience of our executive officers and other key employees, such as Dennis Hirschfeld, our Executive Chairman, Richard Phillips, our Chief Executive Officer, President—E&I Division and a director nominee, Rodney Goodwill, our Chief Financial Officer, and W.H. Reeves, our President—Bridge Division. We believe our success is dependent on the continued service of our key employees. Any loss of their services could have a detrimental effect on our operating results and prospects.

Furthermore, our ability to remain productive and profitable substantially depends on our ability to attract and retain a skilled labor force. Our ability to expand our operations depends not only upon customer demand, but also on our ability to increase our labor force. The demand for such skilled workers is high and the supply is limited, and the skills necessary in our business require a significant investment in training and retention of personnel over long periods. A significant increase in the wages paid by competing employers could result in a reduction to our skilled labor force, increases in the wage rates we may pay, an increase in our use of contract labor, or all of these possibilities. If any of these events were to occur in the

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near-term, the profits expected from work in progress could be reduced or eliminated and, in the long-term, to the extent such wage increases could not be passed on to our customers, our production capacity could be diminished and growth potential could be impaired. Furthermore, to the extent we need to utilize the services of contract labor, we may be subject to increased risks associated with poorly trained personnel, which could negatively impact the quality of our products and our reputation with our customers.

Our manufacturing facilities are subject to unexpected equipment failures, operational interruptions and casualty losses.

Our manufacturing facilities are subject to risks that may limit our ability to manufacture products, including unexpected equipment failures and catastrophic losses due to unanticipated events such as fires, explosions, accidents, adverse weather conditions and transportation interruptions. Any such equipment failures or events could subject us to material plant shutdowns, periods of reduced production or unexpected downtime. Furthermore, any operational interruptions may require significant capital expenditures to remedy and could harm our business and our reputation with our customers.

We are at risk that users of our products will bring product liability claims against us that could harm our business, reputation and financial performance.

We face the risk of exposure to product liability claims in the event that the use of any of our products results in personal injury. Our products and the components used in our products that we procure from third parties may not be defect free. Undetected defects or performance problems may be discovered in the future. In the event that any of our products prove to be defective, we may be required to recall or redesign such products. We may be unsuccessful in our efforts to redesign a defective product and could lose a significant volume of business and could be forced to scrap existing inventory as a result. Furthermore, although we carry insurance, we could be subject to substantial liabilities, especially in the event of personal injury. A successful claim brought against us or any claim or product recall could result in significant adverse publicity and may have an adverse effect on our reputation, results of operations and financial condition.

Increases in energy prices will increase our manufacturing and transportation costs and likely reduce our profitability.

The volatility of the cost of energy has been a principal factor in the price of steel and other materials. We are also directly exposed to escalating energy costs in our operations, as we use energy and fuel to manufacture and transport our products. Our manufacturing operations consume a significant amount of electricity and other energy, and rates may increase substantially in the future due in part to greenhouse gas regulation.

The increasing price of fuel has contributed to the rising cost of transportation, which substantially impacts our ability to acquire and transport raw materials used in manufacturing our products. In addition, higher transportation costs impede us from being able to transport our products to customers while maintaining satisfactory margins, which may affect our ability to compete for work in markets relatively far from our facilities.

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Fluctuations in the supply of component parts to be used in the production of wind towers by our wind tower joint venture could have a material adverse effect on our ability to cost-effectively manufacture and sell our products.

A significant portion of our wind tower joint venture's business will depend on the adequate supply of specialty components at competitive prices. Our wind tower joint venture will depend on third-party suppliers for a significant portion of its component part needs. Due to consolidations and challenging industry conditions, the number of alternative suppliers of specialty components has declined in recent years. A significant decrease in the availability of specialty components could materially increase the joint venture's costs or prevent the joint venture from fabricating wind towers on a timely basis, which could negatively impact our business and results of operations.

Failure to protect our proprietary software and technology may impair our ability to compete effectively.

Our ability to compete within the markets we serve depends in part on our ability to protect our proprietary software and technology, especially as it applies to our project management process. We have in the past and may continue to use independent contractors to develop software for us on terms that do not vest the intellectual property rights in that software in us.

We currently rely on a combination of trade secret and intellectual property laws, nondisclosure and other contractual agreements and other measures to protect our proprietary rights and maintain the confidentiality of key business and manufacturing processes. However, intellectual property law protection may be insufficient to safeguard our proprietary information. Protection and enforcement of trade secrets involve complex legal and factual questions and may therefore be highly uncertain. There is a risk that our competitors may independently develop similar products or technologies, duplicate any of our products or technologies, or reverse-engineer or engineer around any of our proprietary technology. In addition, not all of our employees, contractors, suppliers and customers are party to agreements that transfer intellectual property rights to us, nor are they subject to confidential undertakings in favor of our company, and even where they are, these measures may not be sufficient to protect our technology from third-party infringement or misappropriation. Regardless of merit, third parties, including employees, contractors and suppliers may claim to have proprietary rights in our software and technology. Our counterparties may breach these agreements, and we may not have adequate remedies for any breach or other use or disclosure of our trade secrets. In addition, our competitors may learn of our trade secrets through other methods. Intellectual property law protection may be insufficient to safeguard our proprietary information, and our products may be sold in countries that provide less protection to intellectual property than the United States, or no protection at all.

It is possible that our efforts to protect our intellectual property rights may not prevent competitors from independently developing further products and services; prevent third-party intellectual property from having an adverse effect on our ability to do business; or provide adequate protection for our intellectual property rights.

Our business may suffer if we are involved in disputes or protracted negotiations regarding our intellectual property rights or the intellectual property rights of third parties.

We are subject to the risk of adverse claims and litigation by third parties alleging that we have infringed upon, misappropriated or misused their proprietary rights and we may already

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be infringing without knowing it. Third parties may assert infringement claims in the future, alleging infringement by our current or future products or applications. Any of these events or claims could result in litigation which could result in significant expense to us and divert the efforts of our technical and managerial personnel, whether or not the litigation is determined in our favor.

If any third parties infringe our proprietary rights, this infringement could have a material adverse effect on our competitive position. We may institute or otherwise be involved in litigation to protect our intellectual property, challenge the validity of proprietary rights of others or defend against alleged infringement by us of proprietary rights of others. This type of litigation is costly and would divert management's attention from its day-to-day responsibilities of running our business. In the event of an adverse result in any litigation, we may be required to pay substantial damages, cease the manufacture, use or sale of certain products and processes, expend significant resources to develop non-infringing technology, obtain licenses to the infringed technology or indemnify our customers. We cannot assure you that any licenses to infringed technology will be available on reasonable commercial terms or at all.

In addition, an adverse determination in such litigation could limit the value of or invalidate our intellectual property and subject us to significant liabilities to third parties. Any of these occurrences could have a material adverse effect on our business, financial condition and results of operations.

In addition to our own proprietary technology, we rely on licensed intellectual property from third parties for use in our products. The impairment or loss of our ability to use any of this licensed technology can materially harm our business and results of operations.

We have acquired license rights from third parties to certain technology for use in our products and production processes. Our rights may not be set forth in writing. Termination or impairment of our rights under these licenses could result in significant manufacturing interruptions, delays or reductions in product shipments until alternative technology could be developed, licensed and integrated, if even possible. These types of disruptions could materially harm our business and results of operations.

The dangers inherent in our operations and limits on our insurance coverage could expose us to potentially significant liability and legal proceedings and materially interfere with the performance of our operations.

The fabrication, transportation and erection of large steel structures involves operating hazards that can cause personal injury or loss of life, severe damage to and destruction of property and equipment, and suspension of operations. The failure of such structures during and after installation can result in similar catastrophic injuries and damages. In addition, accidents may occur on project sites on which we are engaged. For example, on November 10, 2009, one of our steel erection subcontractors on the Kaufman Performing Arts Center project in Kansas City, Missouri had an accident when the manlift its employees were using to assist in steel erection toppled over. One person was killed and another was seriously injured. The investigation is in its early stages and fault has not yet been determined. We may become subject to claims that exceed our insurance limits or are outside the scope of our insurance coverage. Although we carry insurance, it is possible that liabilities arising from major or unforeseen occurrences may not be covered by our insurance policies or could exceed our

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insurance coverage or policy limits. Due to the nature of our business, we may not be able to maintain adequate insurance in the future at rates we consider reasonable and our insurance coverage may not be adequate to cover future claims that may arise. It is also possible that we could determine not to insure against certain risks because we do not consider such insurance to be cost-effective or for other reasons. Successful claims for which we are not fully insured may materially adversely affect our business and results of operations. Even if we are insured, our insurance premiums could increase substantially as a result of prior claims or otherwise, which could harm our operating results or make it more likely that we reduce or eliminate certain coverage. Changes in the insurance industry have often led to higher insurance costs and decreased availability of coverage. The availability of insurance covering risks that we and our competitors typically insure against may decrease in the future, and the insurance that we are able to obtain may have higher deductibles, higher premiums and more restrictive policy terms.

Our business strategy depends in part on our ability to maintain an effective acquisition strategy.

We have a history of expansion through acquisitions, and our management believes that as the steel fabrication industry continues to consolidate, our future success will depend, in part, on our ability to complete acquisitions and effectively integrate the operations or management of acquired assets or businesses. We regularly evaluate growth opportunities both through acquisitions and internal investment. At any given time, discussions with one or more potential sellers of businesses or assets may be at different stages. However, we may not be successful in identifying or completing any acquisitions and any businesses or assets that we are able to acquire may not be successfully integrated into our existing business. Our acquisition efforts may involve certain risks and challenges, including:

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we could overpay for an acquisition or suffer unexpected liabilities;

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we may have difficulty integrating operations and systems;

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key personnel and customers of the acquired company may terminate their relationships with the acquired company as a result of the acquisition;

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we may experience additional financial and accounting challenges and complexities in areas such as tax planning and financial reporting;

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we may assume or be held liable for risks and liabilities, including for environmental matters, as a result of our acquisitions, some of which we may not discover during our due diligence;

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we may incur significant additional operating expenses;

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our ongoing business may be disrupted or receive insufficient management attention; and

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we may not be able to realize the cost savings or other financial and operational benefits we anticipated.

The process of negotiating acquisitions and integrating acquired products, services, technologies, personnel or businesses might result in operating difficulties and expenditures and might require significant management attention that would otherwise be available for ongoing development of our business, whether or not any such transaction is ever

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consummated. Moreover, we might never realize the anticipated benefits of any acquisition. Future acquisitions could result in potentially dilutive issuances of equity securities, the incurrence of debt, contingent liabilities, or impairment expenses related to goodwill, and impairment or amortization expenses related to other intangible assets, which could harm our financial condition. Moreover, we cannot predict the effect, if any, that any announcement or consummation of an acquisition would have on the price of our shares, and the market could view these activities negatively. In addition, if we are unable to integrate any acquired businesses, products or technologies effectively, our business, financial condition and results of operations may be materially adversely affected.

Several factors could cause disruptions to our project management capabilities, and our business, reputation and financial performance could be negatively affected.

Our project management group seeks to coordinate all aspects of each project to effectively manage drawings, fabrication, delivery and, in some cases, erection at the project site according to proposed construction schedules. The factors which drive our competitive advantage in this area, including the ability to employ experienced personnel capable of managing these tasks, the functionality of our equipment and tracking technology and our successful deployment of transportation equipment, are each subject to the risk of disruption. We frequently depend on third parties to support our operations, such as in the case of owner-operator hauling equipment or providers of certain services, such as erection services, and we have limited control over these parties thereby increasing our risk of disruption. If any disruption occurs with one or more of these aspects of our project management or execution process, it could materially adversely affect our business, reputation and financial performance.

Limits on our ability to influence or control partially-owned joint ventures or strategic partnerships, such as our wind tower joint venture with Martifer, could restrict the future operations of such joint ventures or strategic partnerships and harm our results of operation.

With limited control over the management of our partially-owned joint ventures, we cannot solely dictate items such as dividend or operating policies and strategic partnerships without the cooperation of our business partners in these ventures, such as in the case of our wind tower joint venture and our interest in a strategic partnership that has rights to construct a magnetic levitation rail line between Anaheim, California, and Las Vegas, Nevada. If we and our partners cannot agree on certain business issues, the performance of the ventures may be harmed, and we may not be able to remove cash from such ventures. Our joint venture and strategic partners may have interests that are different from ours and could influence key business decisions that are not in our best interests. Our joint ventures and strategic partnerships may not be successful, including in the event that we do not have a good working relationship with our joint venture and strategic alliance partners.

The terms of our credit facilities impose operating and financial restrictions, which may prevent us from raising additional capital, making future capital expenditures and capitalizing on certain business opportunities.

The terms of our credit facilities include certain covenants restricting or limiting our ability to, among other things:

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create liens;

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declare dividends or redeem or repurchase capital stock or other equity interests;

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invest in other entities or make certain loans;

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guarantee or incur additional debt;

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make capital expenditures;

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incur operating lease obligations;

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merge or consolidate with other entities;

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undergo a change in control;

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pay, redeem or purchase certain subordinated debt;

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enter into a new line of business materially different from our current business; and

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enter into certain transactions with affiliates.

These covenants may adversely affect our ability to finance future operations and capital needs or limit our ability to pursue certain business opportunities or take certain corporate actions. A breach of any of these covenants could result in a default under our credit facilities. Further, certain of our debt instruments contain cross-default provisions, such that an event of default under one of our credit facilities or our Bonds may result in an event of default under our other debt instruments. Absent a waiver under our existing credit facilities, we will be in default of certain change in control limitations upon completion of this offering. If an event of default occurs, our indebtedness under our credit facilities could be declared immediately due and payable and we could be charged default interest and other penalties. In such event, we may not have the cash available to repay amounts borrowed thereunder and we may not be able to obtain additional financing to replace our credit facilities on favorable terms or at all. We may incur substantial additional indebtedness in the future, including by refinancing our existing debt. We may enter into new credit facilities or amend our existing facilities and agree to significantly more stringent restrictions on our operations than exist under our current facilities.

Changes in federal tax incentives related to renewable energy production may adversely affect our wind tower joint venture.

The profitability of our joint venture with Martifer to fabricate wind towers depends, in part, on the continued availability of federal tax incentives in the United States. The federal government provides economic incentives to the owners of wind energy facilities, including a federal production tax credit, an investment tax credit and a cash grant equal in value to the investment tax credit. The production tax credit was extended in February 2009 through the ARRA and provides the owner of a qualifying wind energy facility placed in operation before the end of 2012 with a ten-year tax credit against the owner's federal income tax obligations based on the amount of electricity generated by the qualifying wind energy facility. Alternatively, wind project owners may elect to receive a 30% investment tax credit for facilities placed in service before the end of 2012 or apply to receive a cash grant from the U.S. Department of Treasury, or Treasury, equal in value to the investment tax credit for facilities placed in service in 2009 and 2010 and also for facilities placed in service before 2013 if construction begins after 2008 and before the end of 2010.

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The production tax credit, investment tax credit and cash grant provide material incentives to develop wind energy generation facilities. The failure of the U.S. Congress, or Congress, to extend or renew these incentives beyond 2012 could adversely affect the financial results of our wind tower joint venture. In addition, any subsequent extension or renewal of the production tax credit, investment tax credit or cash grant may not be enacted prior to its expiration and, if allowed to expire, any extension or renewal enacted thereafter may not be enacted with retroactive effect. Any delay or failure to extend or renew the federal production tax credit, investment tax credit or cash grant in the future could have a material adverse impact on our wind tower venture, as well as our business, financial condition, results of operations and future development efforts.

Any change in renewable energy portfolio standards could adversely affect our wind tower joint venture.

State renewable energy portfolio standards generally require state-regulated electric utilities to supply a certain amount of electricity from renewable energy sources or devote a certain portion of their plant capacity to renewable energy generation. Typically, utilities comply with such standards by qualifying for renewable energy credits evidencing what quantity of electricity was produced from renewable sources. Under many such standards, these renewable energy credits can be unbundled from their associated energy and traded in a market system allowing generators with insufficient credits to meet their applicable state mandate. We believe these standards have spurred significant growth in the wind energy industry and a corresponding increase in the demand for the fabrication of wind towers. The enactment of renewable portfolio standards in additional states or any changes to existing state standards, or the enactment of a federal renewable portfolio standard or imposition of other greenhouse gas regulations may impact the demand for products from our wind tower joint venture. Government support for renewable energy may not continue. Any such alterations to current renewable portfolio standard requirements, or the elimination of, or reduction in, other governmental policies that support renewable energy, could have a material adverse impact on our business, financial condition, results of operations and future development efforts.

Changes in weather patterns could negatively impact our wind tower joint venture, reducing its potential profitability.

Changes in weather patterns may affect the viability of the products that we expect to fabricate as part of our wind tower joint venture. Wind data that is collected from a meteorological tower upon which our designs will be based may vary from results actually achieved when a wind turbine is installed. Changing global environmental and weather conditions may also affect the reliability of the wind data relating to a property. Any wind tower that our wind tower joint venture fabricates, no matter where it is located, will be subject to variations in wind and changes in worldwide climatic conditions. Climatic weather patterns, whether seasonal or for an extended period of time that result in lower, inadequate or inconsistent wind speed to propel the wind turbines may render a wind tower incapable of generating adequate, or any, electrical energy. If the markets our wind tower joint venture intends to serve encounter changes in weather patterns that negatively impact demand for wind towers, these changes could have a material adverse effect on our business and financial condition.

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Our use of the percentage of completion accounting method could result in a reduction or elimination of previously reported profits.

As more fully discussed in "Management's discussion and analysis of financial condition and results of operations," a substantial portion of our revenues are recognized using the percentage-of-completion method of accounting, which is a standard accounting method for long-term, construction-type contracts. The percentage-of-completion accounting practices that we use result in recognizing contract revenues and earnings ratably over the contract term in proportion to our incurrence of contract costs. The earnings or losses recognized on individual contracts are based on estimates of contract revenues, costs and profitability.

The accuracy of our revenue and profit recognition in a given period is substantially dependent on the accuracy of our estimates of the cost to complete each project. There are a number of factors that can contribute to changes in estimates of contract cost and profitability. The most significant of these include the completeness and accuracy of the original bid, costs associated with added scope changes, extended overhead due primarily to owner and weather delays, subcontractor performance issues, changes in productivity expectations, site conditions that differ from those assumed in the original bid (to the extent contract remedies are unavailable), and the availability and skill level of workers. The foregoing factors as well as the stage of completion of contracts in process and the mix of contracts at different margins may cause fluctuations in gross profit between periods and these fluctuations may be significant. The loss provisions or adjustments to the contract profit and loss resulting from future changes in our estimates could be significant and could result in a reduction or elimination of previously recognized earnings or result in losses. In certain circumstances, these adjustments could be material to our operating results.

The federal government can audit and disallow costs reimbursed under our government contracts and can terminate contracts without cause.

We provide products and services, either directly or indirectly, to federal governmental agencies, and therefore are exposed to risks associated with government contracting. Government customers typically can terminate, subject to a relatively small cancellation payment, or modify contracts at their convenience. As a result, our backlog may be reduced or we may incur a loss if a government customer decides to terminate or modify a contract.

We may be subject to audits, cost reviews and investigations by government contracting oversight agencies. During the course of an audit, the oversight agency may disallow costs. Cost disallowances may result in adjustments to previously reported revenues and may require our refunding of previously-collected payments.

In addition, our failure to comply with the terms of any government contract or governmental statutes or regulations could result in our being suspended or barred from future government projects for a significant period of time, possible civil or criminal fines and penalties, forfeiture of profits, suspension of payments on existing contracts and the risk of public scrutiny of our performance, each of which could have a material adverse effect on our business, financial condition and results of operations.

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Failure to meet job targets may adversely affect our ability to receive or retain grant money from the State of Texas with respect to our wind tower joint venture.

The profitability of our wind tower joint venture depends, in part, on the receipt of economic incentives from the State of Texas. The Texas Enterprise Fund has granted a total of $945,000 to our wind tower joint venture, of which $500,000 has been received and the remaining $445,000 will become due within 30 days after our wind tower joint venture provides evidence that it has created 112 new jobs in Texas. This grant money is conditional upon several factors, including the timing of the opening of the wind tower facility in San Angelo, Texas that is currently under construction; the creation of a specified number of new jobs meeting certain specified minimum targets for average gross compensation; and the joint venture not knowingly employing undocumented workers. If our wind tower joint venture fails to meet these conditions, it could be subject to liquidated damages or even the repayment of the entire grant, plus interest. Our wind tower joint venture may not be able to satisfy all of these conditions by the specified dates. Any failure to meet one or more of these conditions could have a material adverse impact on our business, financial condition, results of operations and future development efforts.

Risks related to our relationship with our existing owners

The interests of our existing owners may not coincide with your interests as a holder of our common stock and our existing owners will continue to have significant influence over our business after this offering and could (i) cause us to enter into agreements or transactions adverse to your interests or (ii) delay, deter or prevent a change of control, change in management or business combination that may be beneficial to our stockholders generally.

After the offering, our existing owners will directly or indirectly hold                           % of our shares, or                           % if the underwriters exercise their over-allotment option in full. In addition, a majority of our directors immediately following this offering will be associated with our existing owners. These persons will have fiduciary duties to both us and our existing owners. As a result, they may have real or perceived conflicts of interest on matters affecting both us and our existing owners and in some circumstances may have interests adverse to ours. These significant stockholders will have sufficient voting power to significantly impact matters concerning our company, including matters that require stockholder and board approval. Our existing owners' interests may conflict with yours and you may be unable to prevent our existing owners from acting in conflict with your interests, which may depress the market price of our common stock.

Our equity sponsor, Insight Equity, is in the business of making investments in companies and may, from time to time, acquire and hold interests in businesses that either compete directly or indirectly with us or that may be complementary to our business, and as a result, those acquisition opportunities may not be available to us.

Our equity sponsor, Insight Equity, is in the business of making investments in companies and may, from time to time, acquire and hold interests in businesses that compete directly or indirectly with us. Insight Equity may also pursue, for its own account, acquisition opportunities that may be complementary to our business, and as a result, those acquisition opportunities may not be available to us. Additionally, we have specifically renounced in our charter any duty that Insight Equity or its representatives may have had to offer to us any investment or business opportunity of which they are or become aware.

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Our registration rights agreement and the terms of our reorganization were not negotiated on an arm's-length basis and the terms may not be as favorable to us as if it were negotiated with an unaffiliated third party.

Our registration rights agreement and the terms of our reorganization were negotiated between related parties, and we did not have the benefit of arm's-length negotiations of the type normally conducted with an unaffiliated third party. The terms of our registration rights agreement and our reorganization may not reflect the terms we may have received if it was negotiated with an unrelated third party.

Risks related to the offering and to our shares

We may not be able to obtain the consent of the lenders under our Senior Credit Facility to the change of control occurring in connection with our initial public offering and we could determine to terminate the facility.

We are currently in discussions with the lenders under our Senior Credit Facility to obtain their consent to the change of control that will arise in connection with our initial public offering, and to modify other terms of that facility to conform with terms that we believe more closely reflect the terms typically extended to a public company. There is no assurance that we will be successful in this regard. In the event that we are unable to obtain the lenders' consent to the change of control or otherwise modify our Senior Credit Facility on terms that are acceptable to us, we may be required to pay off any remaining balance of the loans outstanding thereunder with the proceeds of this offering and terminate the facility. If we terminate the Senior Credit Facility for the reasons described above or otherwise, we would seek to enter into a new credit facility. We may not be successful in obtaining a new credit facility on acceptable terms that is sufficient to meet our credit needs, or at all, which could materially harm our business, financial condition and future development efforts.

We may not be able to obtain the consent of the agent of our Second Lien Credit Facility to permit us to voluntarily pay off the indebtedness thereunder with the proceeds of our initial public offering.

We are currently in discussions with the agent of our Second Lien Credit Facility to obtain its consent to permit us to voluntarily pay off the indebtedness thereunder with the proceeds of our initial public offering. We are not currently entitled to voluntarily pay off this indebtedness without the agent's consent prior to June 11, 2010. If the agent for our Second Lien Credit Facility does not consent to our voluntary prepayment of the indebtedness under the facility, an event of default could occur under the facility due to the change of control that will arise in connection with our offering. Upon the occurrence and during the continuance of such event of default, the term loan will bear interest at a default rate and the lenders, at their option, could accelerate the indebtedness under the facility. If such an event of default occurs and any default remedies are enforced by the lenders, it could harm our business, financial condition and future development efforts.

The price of our shares may fluctuate substantially and your investment may decline in value.

The initial public offering price for shares of our common stock sold in this offering will be determined by negotiation between the representatives of the underwriters, the selling stockholders and us. This price may not reflect the market price of our shares following this

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offering. In addition, the market price of our shares is likely to be highly volatile and may fluctuate substantially due to many factors, including:

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actual or anticipated fluctuations in our results of operations;

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variance in our financial performance from the expectations of market analysts;

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conditions and trends in the markets we serve and changes in the estimates of the sizes and growth rates of these markets;

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publications of reports about our business or operations;

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announcements about significant contracts by us or our competitors;

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changes in our pricing policies or the pricing policies of our competitors;

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changes in the price of the raw materials, such as steel, that we need to operate our business;

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loss of one or more of our significant customers;

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changes in the status of our licenses or certifications needed to fabricate steel for nuclear and other facilities;

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changes in legislation and federal stimulus funding;

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changes in project bidding procedures and qualifications;

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impact of foreign markets, imports and exchange rates;

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decisions to fabricate our products abroad;

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changes in market valuations or earnings of our competitors;

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announcements of technological innovations, new products or product enhancements, strategic alliances or significant agreements by us or by our competitors;

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changes in our bonding capacity;

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recruitment or departure of key personnel;

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sale of our common stock, including by insiders;

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changes in the estimates of our operating results or changes in recommendations by any securities analysts that elect to follow our common shares;

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the trading volume of our shares; and

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general economic conditions.

In addition, the stock markets in general have experienced substantial price and volume fluctuations that can be unrelated or disproportionate to the operating performance of particular companies affected. Broad market and industry factors may materially harm the market price of our common stock, regardless of our operating performance. In the past, following periods of volatility in the market price of a company's securities, securities class-action litigation has often been instituted against that company. Such litigation, if instituted

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against us, could result in substantial costs and a diversion of management's attention and resources, which could materially harm our business, financial condition, future results and cash flow.

We have no experience operating as a public company.

We have never operated as a public company. We have no experience in complying with the various rules and regulations that are required of a public company. As a result, we may not be able to operate successfully as a public company, even if our operations are successful. We plan to comply with all of the various rules and regulations that are required of a public company but we may fail in this regard. If we cannot operate successfully as a public company, your investment may be adversely affected. Our inability to operate as a public company could be the basis of your losing your entire investment in us.

Future sales of our common stock could adversely affect its market price.

If our stockholders sell a significant number of shares of our common stock in the public market following this offering, the market price of our common stock could fall. We, our directors, executive officers and our existing stockholders have entered into lock-up agreements with the underwriters of this offering. See "Underwriting" for a description of these agreements. After this offering, our existing owners will hold approximately                           % of the outstanding shares of our common stock (                           % if the underwriters exercise their over-allotment option in full). These stockholders will not be contractually prohibited from transferring shares of our common stock following the lock-up period and may also transfer their shares prior to the expiration of the lock-up period with the prior consent of J.P. Morgan Securities Inc. and Robert W. Baird & Co. Incorporated in their sole discretion. In addition, after the expiration of the lock-up period, we could issue and sell additional shares of our common stock. We have also granted demand registration rights to certain holders of our capital stock, or their permitted transferees. For a further description of these rights, see "Certain relationships and related party transactions—Agreements with our existing owners—Registration rights agreement." Any sale by us or our existing owners of our common stock in the public market, or the perception that sales could occur, could adversely affect the prevailing market price for our common stock.

Provisions of our charter and Delaware law could inhibit the acquisition of us by others.

Certain provisions of our charter and bylaws, to be effective immediately prior to this offering, may have the effect of making more difficult or delaying attempts by others to obtain control of our company, even when these attempts may be in the best interests of our stockholders. Furthermore, these provisions could inhibit changes in the composition of our board of directors, which could result in the entrenchment of current management. In particular, our charter and bylaws:

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establish a classified board of directors, providing that not all members of our board be elected at one time;

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allow the authorized number of directors to be changed only by resolution of our board of directors;

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permit our board of directors to fill vacancies on our board or fill additional directorships resulting from an increase in the size of our board;

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limit the ability of stockholders to amend, alter or repeal our bylaws;

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require that stockholder actions must be effected at a duly called stockholder meeting and prohibit stockholder action by written consent;

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establish advance notice requirements for stockholder nominations to our board of directors or for stockholder proposals that can be acted on at stockholder meetings;

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permit a special stockholders' meeting to be called only by the chairman of the board of directors, our chief executive officer, a majority of the board of directors, or the holder or holders of 50% or more of the outstanding capital stock of our company entitled generally to vote in the election of directors;

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permit our board of directors to issue, without stockholder approval, preferred stock with such terms as the board of directors may determine and additional shares of our common stock;

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require the vote of the holders of no less than two-thirds of our voting shares for stockholder amendments to our bylaws; and

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preclude the removal of our directors for reasons other than "cause."

Purchasers of our common stock will experience substantial and immediate dilution in the net tangible book value per share of their investment.

Prior investors have paid substantially less per share for our common stock than the initial public offering price in this offering. The assumed initial public offering price of our common stock is substantially higher than the net tangible book value per share of outstanding common stock immediately after this offering. You will incur immediate and substantial dilution of $                           per share in the net tangible book value of our common stock as of September 30, 2009 at an assumed initial public offering price of $                           per share (the mid-point of the range set forth on the cover page of this prospectus).

We will have broad discretion in how we use a portion of the proceeds of this offering, and we may apply the proceeds to uses that will create losses.

We anticipate using proceeds of this offering for general corporate purposes, which may include potential strategic acquisitions, investments in technology and equipment, and working capital. Our management will have significant discretion in the use of our capital and you may disagree with the way our funds are utilized. These proceeds may not be invested to yield a significant return, or any return at all, and we may incur substantial losses.

Requirements associated with being a public company will require significant resources and management attention.

After completion of this offering, we will become subject to the periodic reporting requirements of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and the other rules and regulations of the Securities and Exchange Commission, or the SEC. We will also be subject to various other regulatory requirements, including the Sarbanes-Oxley Act of 2002, or the Sarbanes-Oxley Act. Section 404 of the Sarbanes-Oxley Act requires that we evaluate and determine the effectiveness of our internal control over financial reporting at designated times. If material weaknesses or significant deficiencies in our internal control over

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financial reporting exist, we may not detect errors on a timely basis and our financial statements may be materially misstated. As a result, our stockholders could lose confidence in our financial reporting, which could harm the trading price of our stock. In addition, upon completion of this offering, we will become subject to the rules of the NYSE, with which we have no experience.

We are working with our outside legal, accounting and financial advisors to identify those areas in which changes should be made to our financial and management control systems to manage our growth and our obligations as a public company. These areas include corporate governance, corporate control, internal audit, disclosure controls and procedures and financial reporting and accounting systems. We have made, and will continue to make, changes in these and other areas, including our internal control over financial reporting. However, these and other measures we may take may not be sufficient to allow us to satisfy our obligations as a public company on a timely basis.

Unlike operation as a private company, we will incur incremental operating expenses as a public company and those expenses could be substantial. Our actual incremental expenses could be significant and adversely affect our operating results. We may be unable to accurately predict or estimate the amount of the additional costs we may incur, the timing of such costs or the degree of impact that our management's attention to these matters will have on our business.

In addition, being a public company could make it more difficult or more costly for us to obtain certain types of insurance, including directors' and officers' liability insurance, and we may be forced to accept reduced policy limits and coverage or incur substantially higher costs to obtain the same or similar coverage. The impact of these events could also make it more difficult for us to attract and retain qualified persons to serve on our board of directors, our board committees or as executive officers.

We may not be able to qualify our reorganization and this offering as a single contribution to our capital pursuant to Section 351 of the Internal Revenue Code.

We believe the contribution by Hirschfeld Holdings LP of its operating subsidiaries to us in exchange for our common stock, the distribution of our common stock by Hirschfeld Holdings LP to its partners and the sale of our common stock to the public will form a single contribution to our capital pursuant to Section 351 of the Internal Revenue Code of 1986, or the Code. Consequently, we will take a carryover tax basis in the assets of the operating subsidiaries which are contributed to us by Hirschfeld Holdings LP, and we will record deferred income taxes with respect to the differences between the financial statements and the income tax bases of the assets and liabilities of the subsidiaries. However, if the foregoing transaction were to be determined not to be eligible for treatment under Section 351 of the Code, our basis in the assets of the operating subsidiaries contributed to us by Hirschfeld Holdings LP would be increased to equal the fair market value of the assets of the operating subsidiaries at the time of contribution. Any change in the treatment of the basis of the assets of the operating subsidiaries could result in a restatement of our financial statements, and would prevent us from recording deferred income taxes in the manner discussed above.

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Forward-looking statements

We make forward-looking statements in this prospectus that are subject to significant risks and uncertainties. These forward-looking statements include information about possible or assumed future results of our business and our financial condition, liquidity, results of operations, plans and objectives. They also include, among other things, statements concerning anticipated revenues, income or loss, capital expenditures, dividends, capital structure or other financial terms, as well as statements regarding subjects that are forward-looking by their nature, such as:

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our business and financing strategy;

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our ability to deploy effectively and timely the net proceeds of this offering;

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our ability to obtain future financing arrangements;

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our understanding of our competition and our ability to compete effectively;

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our market position;

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our projected operating results;

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our access to competitively priced steel and other inputs into our operations;

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market and industry trends;

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projected capital expenditures;

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our hedging activities or lack thereof;

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the impact of technology on our operations and business; and

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our ability to successfully implement our business plan.

The forward-looking statements are based on our beliefs, assumptions and expectations of our future performance, taking into account the information currently available to us. These beliefs, assumptions and expectations may change as a result of many possible events or factors, not all of which are known to us. If a change occurs, our business, financial condition, liquidity and results of operations may vary materially from those expressed in our forward-looking statements. You should carefully consider these risks when you make a decision concerning an investment in our common stock, along with the following factors, among others, that may cause actual results to vary from our forward-looking statements:

•

the factors referenced in this prospectus, including those set forth under the sections captioned "Risk factors," "Management's discussion and analysis of financial condition and results of operations" and "Business";

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the degree and nature of our competition;

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our management's lack of experience operating a public company;

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the adequacy of our cash reserves and working capital;

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availability and prices of key raw materials, such as steel;

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our ability to maintain adequate bonding capacity;

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changes in interest rates and capital costs;

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legislative and regulatory changes, including changes in environmental, safety, nuclear and other energy standards, as well as tax regulations and similar matters;

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our failure to comply with applicable laws and regulations;

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operation of our joint ventures and strategic alliances;

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market and competitive changes, including pricing pressures, market demand and acceptance of new products, services and technologies;

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the successful integration of any acquisitions we may make;

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availability and loss of key personnel;

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limitations and restrictions contained in instruments and agreements governing our current or future indebtedness;

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changes in GAAP;

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general volatility of the capital markets and the lack of a public market for our common stock; and

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other risks associated with infrastructure companies generally and fabricated steel manufacturers specifically, including changes in our industry or the general economy.

When we use words such as "will," "plan," "may," "shall," "believe," "expect," "anticipate," "project," "intend," "estimate," "goal," "objective," or similar expressions, we intend to identify forward-looking statements. You should not place undue reliance on these forward-looking statements, which apply only as of the date of this prospectus. We do not intend and disclaim any duty or obligation to update or revise any industry information or forward-looking statement set forth in this prospectus to reflect new information, future events, or otherwise, except as required under U.S. federal securities laws.

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Use of proceeds

Based upon an assumed initial public offering price of $                           per share (the mid-point of the range set forth on the cover page of this prospectus), we estimate that our net proceeds from the sale of                           shares of our common stock in this offering, after deducting underwriting discounts and estimated offering expenses of approximately $                            million payable by us, will be approximately $                            million. A $1.00 increase (decrease) in the assumed initial public offering price of $                           per share would increase (decrease) the net proceeds to us from this offering by $                            million, assuming the number of shares offered by us, as set forth on the cover page of this prospectus, remains the same, and after deducting underwriting discounts and our estimated offering expenses. We will not receive any proceeds from the sale of shares of common stock by the selling stockholders.

We intend to use the proceeds we receive from this offering as follows:

•

$                            million to repay outstanding balances under our revolving line of credit and term loan under our Senior Credit Facility with a group of lenders for whom Bank of America, N.A., acts as agent. Our Senior Credit Facility provides for a $70.0 million revolving line of credit (with a $31.3 million letter of credit sublimit) that terminates on April 27, 2011 (unless renewed for additional one-year terms as agreed by the parties), and had an outstanding balance of $5.9 million as of September 30, 2009. Our Senior Credit Facility also provides for a $3.8 million term loan that must be repaid on or before December 31, 2010 and had an outstanding balance of $3.0 million as of September 30, 2009;

•

$                            million to repay outstanding balances under our term loan under the Second Lien Credit Facility with a group of lenders for whom LBC Credit Partners II, L.P., acts as agent. Our Second Lien Credit Facility provides for a $25.0 million term loan that must be repaid on or before the earlier of (i) June 11, 2014 or (ii) the date of termination or nonrenewal of our Senior Credit Facility, and had an outstanding balance of $25.0 million as of September 30, 2009;

•

$                            million to repay outstanding balances under our Bonds; and

•

the remainder for general corporate purposes, including potential strategic acquisitions, investments in technology and equipment, and working capital.

We do not currently have any commitments to make any strategic acquisitions and there is no assurance that we will be able to make acquisitions in the future. Pending the uses described herein, we intend to invest the net proceeds of this offering in short-term, interest-bearing, investment-grade securities.

We are currently in discussions with the lenders under our Senior Credit Facility to obtain their consent to the change of control that will arise in connection with our initial public offering and modify other terms of that facility to conform with terms that we believe more closely reflect the terms typically extended to a public company. There is no assurance that we will be successful in this regard. In the event we are unable to obtain the lenders' consent with respect to the change of control and otherwise modify our Senior Credit Facility on terms that are acceptable to us, we may be required to pay off any remaining balance of the loans

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outstanding thereunder with the proceeds of this offering and terminate the facility. If we terminate the Senior Credit Facility for the reasons described above or otherwise, we would seek to enter into a new facility. We may not be successful in obtaining a new senior credit facility on acceptable terms that is sufficient to meet our credit needs.

We are also currently in discussions with the agent of our Second Lien Credit Facility to obtain its consent to permit us to voluntarily pay off such indebtedness thereunder with the proceeds of this offering. We are not currently entitled to voluntarily payoff this indebtedness without the requisite lenders' consent prior to June 11, 2010. If the agent for the Second Lien Credit Facility does not consent to our voluntary prepayment of the indebtedness with the proceeds of this offering, an event of default could occur under the facility due to a change of control that will arise in connection with our offering. Upon the occurrence and continuance of such event of default, the term loan will bear interest at a default rate and the lenders, at their option, could accelerate the indebtedness under the facility. To the extent we are not able to voluntarily repay this indebtedness upon the closing of this offering, we would use the proceeds that we would otherwise have used to voluntarily pay off this facility for general corporate purposes and would consider paying off the Second Lien Credit Facility on or after June 11, 2010.

The interest rates applicable to the loans under our Senior Credit Facility are floating interest rates that, at our option, are calculated with reference to a base rate or a London Interbank Offered Rate, or LIBOR, plus the applicable margin. The applicable margin is calculated based on our total debt leverage ratio. For base rate loans, the margin is between 1.0% and 2.0%, and for LIBOR rate loans, the margin is between 2.5% and 3.5%.

The interest rates applicable to the term loan under our Second Lien Credit Facility are floating interest rates that, at our option, are calculated with reference to a base rate or LIBOR, plus the applicable margin. The applicable margin is calculated based on, among other things, our total debt leverage ratio. For base rate loans, the margin is added to a floor rate of the greater of prime or 7.75%, and for LIBOR rate loans, the margin is added to a floor rate of the greater of LIBOR or 5.0%. For base rate loans, the margin is between 7.75% and 8.75% and for LIBOR rate loans the margin is between 10.25% and 11.25%.

The proceeds of our Second Lien Credit Facility were utilized, in part, to pay a cash distribution in the aggregate amount of $5.0 million to the holders of the limited partnership interests of Hirschfeld Holdings LP, including our equity sponsor, Insight Equity, on June 11, 2009. The remainder of the proceeds were utilized to pay down indebtedness under our revolving line of credit in order to provide sufficient capacity under that revolver to fund our investment in our wind tower joint venture and for general corporate purposes.

We currently intend to repay amounts outstanding under our Bonds with the proceeds of this offering. At our option and after providing the trustee at least 60 days prior notice (unless a shorter time period is acceptable to the trustee), we can direct the issuer of the Bonds to redeem them in whole at a redemption price equal to 100% of the principal amount to be redeemed plus accrued interest thereon to the date of redemption. Unless waived, notice of redemption must also be given to each holder of the Bonds to be redeemed at least 30 days (and no more than 60 days) before the redemption date. Our Bonds mature May 1, 2016, bear interest at variable rates and require quarterly payments of interest. As of September 30, 2009, the interest rate applicable to our Bonds was 0.55%. Additionally, the Bonds are secured by a

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letter of credit in the amount of approximately $6.3 million issued pursuant to our Senior Credit Facility that incurs an annual fee of between 2.5% and 3.5% (based on our total debt leverage ratio). The annual fee was 2.5% as of September 30, 2009.

Please see "Principal and selling stockholders," "Certain relationships and related party transactions" and "Description of certain debt" for further information.

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Dividend policy

We intend to invest cash generated from our operations into expanding our business, and we do not expect to pay any cash dividends to holders of our common stock in the foreseeable future. Declaration and payment of any cash dividends in the future, however, is within the discretion of our board of directors and will depend on our financial condition, results of operations, future prospects and capital and legal requirements as well as other factors deemed relevant by our board of directors. In addition, the terms of our Senior Credit Facility that will remain in place, and the Second Lien Credit Facility if it remains in place, after completion of this offering, limit our ability to pay cash dividends on our common stock.

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Capitalization

The following table sets forth our cash and cash equivalents and consolidated capitalization as of September 30, 2009:

•

on an actual basis (reflects capitalization prior to the completion of our reorganization);

•

on a pro forma basis to reflect the completion of our reorganization; and

•

on a pro forma as adjusted basis to further reflect the sale of shares of our common stock offered by us in this offering at an assumed initial public offering price of $                           per share (the mid-point of the range set forth on the cover page of this prospectus), after deduction of underwriting discounts and estimated offering expenses payable by us, and the application of the net proceeds therefrom as described under "Use of proceeds" and the completion of our reorganization.

You should read this table together with "Management's discussion and analysis of financial condition and results of operations" and our consolidated financial statements and related notes thereto included elsewhere in this prospectus.

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Dilution

If you invest in our common stock, your interest will be diluted to the extent of the difference between the initial public offering price per share of our common stock and the net tangible book value per share of common stock upon completion of this offering. The following illustration assumes that we completed our reorganization on September 30, 2009 and, as a consequence, all of the partnership interests in existence prior to our reorganization were converted into the right to receive                           shares of our common stock.

As of September 30, 2009, our net tangible book value was approximately $66.3 million, or approximately $                           per share. Net tangible book value per share of common stock represents the amount of our total consolidated assets minus our total consolidated liabilities, deferred financing costs and other intangible assets, divided by the number of shares of our common stock outstanding at September 30, 2009.

After giving effect to the sale of shares of our common stock in this offering at an assumed initial public offering price of $                           per share (the mid-point of the range set forth on the cover page of this prospectus) and after deducting the estimated underwriting discount and estimated offering expenses payable by us, our adjusted pro forma net tangible book value as of September 30, 2009 would have been approximately $                            million, or approximately $                           per share of our common stock. This represents an immediate increase in net tangible book value of $                           per share to our existing owners and an immediate dilution in net tangible book value of $                           per share to new investors purchasing shares of our common stock at the assumed initial public offering price. If the initial offering price is higher or lower, the dilution to new investors purchasing our common stock will be greater or less, respectively.

The following table illustrates this dilution on a per share basis:

A $1.00 increase (decrease) in the assumed initial public offering price of $                           per share (the mid-point of the range set forth on the cover page of this prospectus), would decrease our pro forma net tangible book value by $                            million, the pro forma as adjusted net tangible book value per share after this offering by $                           per share and increase the dilution in net tangible book value per share to new investors in this offering by $                           , assuming the number of shares offered by us, as set forth on the cover page of this prospectus, remains the same and after deducting the estimated underwriting discount and estimated expenses payable by us.

The following table summarizes, as of September 30, 2009, as adjusted to give effect to this offering and our reorganization, the differences between our existing owners and new investors with respect to the number of shares of our common stock purchased from us, the total consideration paid and the average price per share paid. The calculations with respect to

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shares purchased by new investors in this offering reflect an assumed initial public offering price of $                           per share (the mid-point of the range set forth on the cover page of this prospectus), after deducting the estimated underwriting discount and estimated offering expenses payable by us.

The above table excludes                           shares of our common stock reserved for issuance pursuant to our 2009 Omnibus Incentive Plan. To the extent that such options are exercised, there will be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of such securities could result in further dilution to our stockholders.

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Unaudited pro forma condensed consolidated
financial data

The following unaudited pro forma condensed consolidated financial data has been derived by the application of pro forma adjustments to our historical consolidated financial statements included elsewhere in this prospectus. We are providing the following unaudited pro forma condensed consolidated financial data because the transactions contemplated in connection with this offering will have material effects on our financial information.

The unaudited pro forma condensed consolidated balance sheet as of September 30, 2009 has been prepared to give pro forma effect to the following, as if they had occurred on September 30, 2009:

•

the completion of our reorganization; and

•

the completion of this offering, our receipt of the estimated net proceeds from the sale of the shares of common stock offered hereby and the application of such net proceeds as described under "Use of proceeds," which includes:

•

our repayment of our revolving line of credit and term loan under our Senior Credit Facility;

•

our repayment of our term loan under our Second Lien Credit Facility; and

•

our repayment of our Bonds.

A pro forma condensed consolidated statement of income is not presented due to the limited number of pro forma adjustments required to the income statement related to income taxes as a result of our reorganization into a corporate entity and the estimated reductions in our interest expense associated with the debt repayments described under "Use of proceeds." These amounts are presented in the notes to the unaudited pro forma condensed consolidated balance sheet.

The unaudited pro forma condensed consolidated financial data should not be considered indicative of actual results that would have been achieved had the events described above occurred on the dates or for the periods indicated, nor is such unaudited pro forma condensed consolidated financial data necessarily indicative of the results to be expected for the full year or any future period. The unaudited pro forma condensed consolidated financial data does not purport to predict results of operations, cash flows or other data as of any future dates or for any future period. A number of factors may affect our results. See "Risk factors" and "Forward-looking statements."

The pro forma adjustments are based on preliminary estimates and currently available information and assumptions that we believe are reasonable. The notes to the unaudited pro forma condensed consolidated balance sheet provide a detailed discussion of how such adjustments were derived and are presented in the unaudited pro forma condensed consolidated financial data. This unaudited pro forma condensed consolidated financial data should be read in conjunction with "Use of proceeds," "Capitalization," "Selected consolidated financial data," "Management's discussion and analysis of financial condition and results of operations" and our consolidated financial statements and notes appearing elsewhere in this prospectus.

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Hirschfeld Industries, Inc.

Unaudited pro forma condensed consolidated
balance sheet
as of September 30, 2009

(In thousands)

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(a)   Computed assuming             weighted average basic and             weighted average fully diluted shares outstanding.