WINLAND HOLDINGS CORPORATION WINLAND HOLDINGS CORPORATION
A Minnesota Corporation
424 North Riverfront Drive, Suite 200, Mankato, MN 56001
(507) 625-7231
www.winland.com
investors@winland.com
SIC Code: 3823
Annual Report
For the Period Ending: December 31, 2021
As of December 31, 2021, the number of shares outstanding of our Common Stock was: 4,600,783
As of September 30, 2021, the number of shares outstanding of our Common Stock was: 4,600,783
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:
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.
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:
2) Security Information
Trading symbol: | WELX |
Exact title and class of securities outstanding: | Common Stock |
CUSIP: | 97424Q106 |
Par or stated value: | $0.01 |
Total shares authorized: | 20,000,000 |
Total shares outstanding: | 4,600,783 |
Number of shares in the Public Float: | 2,346,395 |
Total number of shareholders of record: | 253 |
Transfer Agent |
as of date: December 31, 2021
as of date: December 31, 2021
as of date: December 31, 2021
as of date: December 31, 2021
Name: | Computershare |
Phone: | 800-368-5948 |
Email: | web.queries@computershare.com |
Address: | 150 Royall Street, Canton, MA 02021 |
Is the Transfer Agent registered under the Exchange Act? Yes:No:Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors: None.
List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:
On September 8, 2021, the Company, through its wholly-owned subsidiary Winland Mining LLC, acquired 32 Canaan Avalon Miner 1246 90 TH/S cryptocurrency miners from FRMO Corporation in exchange for 52,560 shares of the Company's common stock.
Issuance History
A.
Changes to the Number of Outstanding SharesCheck this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods:
Number of Shares outstanding as of January 1, 2020 | Opening Balance: Common: 3,794,450 Preferred: 0 | *Right-click the rows below and select "Insert" to add rows as needed. | |||||||
Date of Transaction | Transaction type (e.g. new issuance, cancellation, shares returned to treasury) | Number of Shares Issued (or cancelled) | Class of Securities | Value of shares issued ($/per share) at Issuance | Were the shares issued at a discount to market price at the time of issuance? (Yes/No) | Individual/ Entity Shares were issued to (entities must have individual with voting / investment control disclosed). | Reason for share issuance (e.g. for cash or debt conversion) OR Nature of Services Provided (if applicable) | Restricted or Unrestricted as of this filing? | Exemption or Registration Type? |
6/23/2020 | New Issuance | 574,000 | Common | $0.70 | No | FRMO Corporation/ Steven M. Bregman | Acquisition | Restricted | Securities Act Section 4(s)(2) |
9/1/2020 | New Issuance | 136,419 | Common | $0.90 | No | FRMO Corporation/ Steven M. Bregman | Acquisition | Restricted | Securities Act Section 4(s)(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 | $4.14 | No | FRMO Corporation/ Steven M. Bregman | Acquisition | Restricted | Securities Act Section 4(a)(2) |
Shares Outstanding on December 31, 2021: | Ending Balance: Common: 4,600,783 Preferred: 0 |
B.
Debt Securities, Including Promissory and Convertible NotesCheck this box if there are no outstanding promissory, convertible notes or debt arrangements:
Date of Note Issuance | Outstanding Balance ($) | Principal Amount at Issuance ($) | Interest Accrued ($) | Maturity Date | Conversion Terms (e.g. pricing mechanism for determining conversion of instrument to shares) | Name of Noteholder | Reason for Issuance (e.g. Loan, Services, etc.) |
Consolidated Financial Statements
A. The following consolidated financial statements were prepared in accordance with:
U.S. GAAP
IFRS
B. 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 |
Consolidated Financial Statements (Continued)
ASSETS
Current Assets
Cash and cash equivalents
WINLAND HOLDINGS CORPORATION CONSOLIDATED BALANCESHEETS
(In Thousands, Except Share Data)
Accounts receivable, less allowance for doubtful accounts of $8 as of both December 31, 2021 and December 31, 2020 (Note 2) Inventories (Note 3)
Prepaid expenses and other assets
Total current assets
Property and Equipment, at cost
Machinery and equipment Data processing equipment Office furniture and equipment Cryptocurrency mining equipment
Toal property and equipment
Less accumulated depreciation
Net property and equipment
Long-terminvestments (Note 16)
Long-term marketable securities (Note 13)
Long-term rights to payment (Note 17)
Operating lease right of use asset (Note 21)
Cryptocurrency (Note 20)
Total long-term assets
Total assets
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable
Note payable (Note 19)
Operating lease liability (Note 21)
Accrued liabilities:
Compensation
Unearned revenue
Other current liabilities
Total current liabilities
Long-Term Liabilities
Operating lease liability (Note 21)
Note payable (Note 19)
Total long-term liabilities
Total liabilities
Stockholders' Equity (Note 5)
Common stock, par value $0.01 per share; authorized 20,000,000 shares; issued and outstanding 4,600,783 as of December 31, 2021 and 4,504,869 as of December 31, 2020 Additional paid-in capital
Accumulated deficit
Total stockholders' equity
Total liabilities and stockholders' equity
See Notes to Consolidated Financial Statements
December 31, 2021
December 31, 2020
$
1,492 $ 1,694
516 517
438 479
128 100 2,574 2,790
106 207
28 39
29 14
619 402
782 662
298 320
484 342
1 5
17 9
363 363
19
-
1,733 249 2,133 626
$
5,191 $ 3,758
$
412 $ 504
- 63
8
61
- 15 496
11 - 11 507
-
89 70 15 741
- 31 31 772
46 5,845
45 5,628
(1,207) (2,687)
4,684 2,986
$
5,191 $ 3,758
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Winland Electronics Inc. published this content on 29 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 March 2022 22:13:25 UTC.
