Winland : Financial Report for the period ending September 30, 2021

WINLAND HOLDINGS CORPORATION

A Minnesota Corporation

424 North Riverfront Drive, Suite 200, Mankato, MN 56001

1. 625-7231
   www.winland.com

[e-mail]

SIC Code: 3823

Interim Report

For the Period Ending: September 30, 2021

As of September 30, 2021, the number of shares outstanding of our Common Stock was:

4,600,783

As of June 30, 2021, the number of shares outstanding of our Common Stock was:

4,548,223

As of December 31, 2020, the number of shares outstanding of our Common Stock was:

4,504,869

Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act of 1934):

Yes:

No:

Indicate by check mark whether the company's shell status has changed since the previous reporting period:

Yes:

No:

Indicate by check mark whether a Change in Control of the company has occurred over this reporting period:

Yes:

No:

Page 1 of 22

1. Name of the issuer and its predecessors (if any)

Winland Holdings Corporation

(Formerly known as Winland Electronics, Inc. Name change effective January 1, 2018.)

Issuer is a Corporation incorporated in the State of Minnesota on October 18, 1972. Current standing: Active.

Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors:

None.

List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:

On September 8, 2021, the Company, through its wholly-owned subsidiary Winland Mining LLC, acquired 32 Canaan Avalon Miner 1246 90 TH/S cryptocurrency miners from FRMO Corporation in exchange for 52,560 shares of the Company's common stock.

Issuer principal executive office and place of business address is: 424 North Riverfront Drive, Suite 200, Mankato, MN 56001

Has the issuer or any of its predecessors ever been in bankruptcy, receivership, or any similar proceeding in the past five years?

Yes:

No:

1. Security Information

Trading symbol:		WELX
Exact title and class of securities outstanding:	Common Stock
CUSIP:		97424Q106
Par or stated value:	$0.01
Total shares authorized:	20,000,000	as of date: September 30, 2021
Total shares outstanding:	4,600,783	as of date: September 30, 2021
Number of shares in the Public Float:	2,372,899	as of date: September 30, 2021
Total number of shareholders of record:	257	as of date: September 30, 2021
Transfer Agent
Name:	Computershare
Phone:	800-368-5948
Email:	[e-mail]
Address:	150 Royall Street, Canton, MA 02021
Is the Transfer Agent registered under the Exchange Act? Yes:	No:

Page 2 of 22

1. Issuance History

1. Changes to the Number of Outstanding Shares

Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods:

Number of Shares	Opening Balance:
outstanding as of
January 1, 2019	Common: 3,789,522		*Right-click the rows below and select "Insert" to add rows as needed.
	Preferred: 0
Date of	Transaction	Number of	Class of	Value of	Were the	Individual/ Entity	Reason for share	Restricted or	Exemption or
Transaction	type (e.g. new	Shares Issued	Securities	shares	shares	Shares were issued	issuance (e.g. for	Unrestricted	Registration
	issuance,	(or cancelled)		issued	issued at a	to (entities must	cash or debt	as of this	Type?
	cancellation,			($/per	discount to	have individual	conversion) OR	filing?
	shares			share) at	market	with voting /	Nature of Services
	returned to			Issuance	price at the	investment control	Provided (if
	treasury)				time of	disclosed).	applicable)
					issuance?
					(Yes/No)
4/19/2019	New Issuance	2,200	Common	$1.05	No	Thomas J. Brady	Options Exercised	Restricted	Securities Act
									Section 4(a)(2)
4/29/2019	New Issuance	2,728	Common	$1.25	No	Lorin E. Krueger	Options Exercised	Restricted	Securities Act
									Section 4(a)(2)
6/23/2020	New Issuance	574,000	Common	$0.70	No	FRMO Corporation/	Acquisition	Restricted	Securities Act
						Steven M. Bregman			Section 4(a)(2)
9/1/2020	New Issuance	136,419	Common	$0.90	No	FRMO Corporation/	Acquisition	Restricted	Securities Act
						Steven M. Bregman			Section 4(a)(2)
2/16/2021	New Issuance	26,333	Common	$4.95	No	Lorin E. Krueger	Options Exercised	Restricted	Securities Act
									Section 4(a)(2)
3/2/2021	New Issuance	17,021	Common	$4.70	No	Thomas J. Brady	Options Exercised	Restricted	Securities Act
									Section 4(a)(2)
9/8/2021	New Issuance	52,560	Common	$4.14	No	FRMO Corporation/	Acquisition	Restricted	Securities Act
						Steven M. Bregman			Section 4(a)(2)
Shares Outstanding	Ending Balance:
on
September 30, 2021:	Common: 4,600,783
Preferred: 0

1. Debt Securities, Including Promissory and Convertible Notes

Check this box if there are no outstanding promissory, convertible notes or debt arrangements:

Date of Note

Outstanding

Principal

Interest

Maturity

Conversion Terms (e.g. pricing mechanism

Name of Noteholder

Reason for Issuance

Issuance

Balance ($)

Amount at

Accrued

Date

for determining conversion of instrument

(e.g. Loan, Services,

Issuance ($)

($)

to shares)

etc.)

Page 3 of 22

1. Consolidated Financial Statements

1. The following consolidated financial statements were prepared in accordance with:
   U.S. GAAP
   IFRS
2. The consolidated financial statements for this reporting period were prepared by (name of individual):

Name:	Matthew D. Houk
Title:	Chairman, CEO & CFO

Relationship to Issuer: Director & Officer of Issuer

Page 4 of 22

4)	Consolidated Financial Statements (Continued)
	WINLAND HOLDINGS CORPORATION
	CONDENSED CONSOLIDATED BALANCE SHEETS
	(In Thousands, Except Share Data)	September 30,		December 31,
				2021						2020
ASSETS			(unaudited)
	Current Assets	$	1,387
	Cash and cash equivalents					$	1,694
	Accounts receivable, less allowance for doubtful		619
	accounts of $8 as of both September 30, 2021 and December 31, 2020 (Note 2)							517
	Inventories (Note 4)		436						479
	Prepaid expenses and other assets		271						100
	Total current assets		2,713						2,790
	Property and Equipment, at cost		969
	Property and equipment							662
	Less accumulated depreciation		432						320
	Net property and equipment (Note 17)		537						342
	Long-term investments (Note 13)		2						5
	Long-term marketable securities (Note 10)		24						9
	Long-term rights to payment (Note 14)		363						363
	Operating lease right of use asset (Note 19)		21						-
	Cryptocurrency (Note 16)		1,310						249
	Total long-term assets		1,720						626
	Total assets	$	4,970					$	3,758
LIABILITIES AND STOCKHOLDERS' EQUITY
	Current Liabilities	$	539
	Accounts payable					$	504
	Note payable (Note 15)		-						63
	Operating lease liability (Note 19)		8						-
	Accrued liabilities:		48
	Compensation							89
	Unearned revenue		-						70
	Other current liabilities		20						15
	Total current liabilities		615						741
	Long-Term Liabilities		13
	Operating lease liability (Note 19)							-
	Note payable (Note 15)		-						31
	Other long-term liabilities		7						-
	Total long-term liabilities		20						31
	Total liabilities		635						772
Stockholders' Equity (Note 6)
	Common stock, par value $0.01 per share; authorized 20,000,000 shares; issued		46
	and outstanding 4,600,783 as of September 30, 2021 and 4,504,869 as of December 31, 2020							45
	Additional paid-in capital		5,845						5,628
	Accumulated deficit		(1,556)				(2,687)
	Total stockholders' equity		4,335						2,986
	Total liabilities and stockholders' equity	$	4,970					$	3,758

See Notes to Condensed Consolidated Financial Statements

Page 5 of 22