MISTRAL VENTURES INC company history: the story so far

History

A tiny mineral explorer turned to tech deals, lost a $975,000 bridge loan when a takeover collapsed, deregistered in 2008, and resurfaced in 2019 seeking compliance.

2007-2008: From a mineral claim to a failed deal

Mistral Ventures began as a small exploration company with a mineral claim, the Gold Bug Project. According to the record, it gave up that claim in January 2007 in exchange for debt forgiveness. The company then turned toward technology and finance.

On 5 November 2007 Mistral agreed to buy CypherEdge Technologies, a wireless-network-services company, for 83 million newly issued shares. Ahead of closing it lent CypherEdge $975,000 as a bridge loan at 10% interest. Nine days later, its quarterly report showed a $502,171 loan receivable on the balance sheet, and working capital of $981,043. The nine-month net loss was $37,923, up from $31,715 a year earlier.

The deal fell through, leaving the loan in default. The delayed annual report, filed on 8 April 2008, said lawyers were pursuing collection. It also said Mistral had committed up to $2-7 million to help finance a merger between Trustcash Holdings and Paivis Corp. Working capital swung from a $68,466 surplus to a $15,732 deficit over 2007. First-quarter 2008 results showed a further $24,308 loan writedown, taking the net loss since inception to $1,115,057.

2008-2019: Collapse and silence

On 25 July 2008, sole director and CEO John Xinos resigned, and CFO Kent Carasquero became CEO. On 14 August 2008 Mistral deregistered its stock, reporting 65 holders of record. The company then went dark for over a decade.

In October 2019 it resurfaced under a new Liverpool, New York address. On 28 October it disclosed that it had replaced its auditor, James Stafford Chartered Accountants, which was not registered with the US audit regulator, with Boyle CPA, for fiscal years 2008 through the then-current year. Two days later it filed a quarterly report 11 years late. It showed that by 30 June 2008 Mistral had no assets, a six-month net loss of $208,523 and a working capital deficit of $172,255.

As of 30 October 2019, Mistral was a shell working to catch up its filings and become a compliant filer again. The record does not show whether that effort succeeded.

Written from the 8 story beats below (2007 to 30 Oct 2019), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

2019

30 Oct
An 11-years-late catch-up filing (part of the 2019 push to become compliant again): retroactively discloses that by June 30, 2008 the company had zero total assets and a net loss of $208,523 for the six months, with a $172,255 working capital deficit -- the last piece of the financial picture before Mistral deregistered that August.
quarterly activities report
28 Oct
Mistral removed James Stafford, Chartered Accountants, as its auditor on October 15, 2019 because the firm was not PCAOB-registered, and appointed Boyle CPA for fiscal 2008 to date. The filing gave a Liverpool, New York address.
auditor change

2008

14 Aug
Mistral deregistered its stock entirely, reporting 65 holders of record, about three weeks after its CEO transition.
listing compliance notice
25 July
John Xinos resigned as chief executive officer and a director, and CFO Kent Carasquero, who had held that role since March 2007, was appointed CEO. The filing body mistakenly names Trustcash Holdings rather than Mistral as the company.
director officer appointment
14 May
First-quarter 2008 results confirm the damage from the collapsed CypherEdge deal already disclosed in April's 10-K: a $24,308 loan writedown pushed the cumulative net loss since inception to $1,115,057, though working capital turned slightly positive ($15,443, from a $15,732 deficit at year-end) as the Trustcash/Paivis financing arrangement began advancing funds.
quarterly activities report
8 Apr
The delayed FY2007 10-K disclosed that the CypherEdge acquisition had collapsed and the $975,000 loan was in default (with lawyers pursuing collection), that Mistral had given up its Gold Bug mineral claim back in January 2007 in exchange for debt forgiveness, and that the company had instead committed up to $2-7 million to help finance a merger between Trustcash Holdings and Paivis Corp.; working capital swung from a $68,466 surplus to a $15,732 deficit over the year.
annual report

2007

14 Nov
Cash rose to $499,530 and a new $502,171 loan receivable (the CypherEdge bridge loan plus interest) appeared, lifting working capital to $981,043. The nine-month 2007 net loss was $37,923, up from $31,715 a year earlier.
quarterly activities report
5 Nov
Mistral agreed to acquire all of CypherEdge Technologies for 83,000,000 new shares, with closing due by December 31, 2007. It also agreed a $1,000,000 secured bridge loan at 10% interest and had advanced $975,000.
business combination