UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of Report (Date of earliest event reported): August 14, 2015
INDEPENDENCE
ENERGY CORP.
(Exact
name of registrant as specified in its charter)
Nevada
(State
or other jurisdiction of incorporation)
000-54323
(Commission
file number)
20-3866475
(I.R.S.
Employer Identification No.)
219
Chemin Metairie Road, Youngsville, La 70592
(Address
of principal executive offices)(Zip Code) |
(337)
269-5933
(Company's
telephone number, including area code)
N/A
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item
1.01. Entry into a Material Definitive Agreement.
On
August 14, 2015, the Company was notified that the assignment of its interest in certain oil and gas wells to the operator of
those wells had been accepted and recorded by the operator. The assignment, dated June 1, 2015 and effective March 1, 2015, transfers
the Company’s ownership interest in oil and gas leases covering four (4) wells located in Pottawatomie County, Oklahoma
to Nitro Petroleum Inc., the operator of the four (4) wells, in exchange for $10 and the cancellation of all current and future
liabilities of the Company incurred pursuant to the Joint Operating Agreement for the leases
in connection with the operation and abandonment of those wells, including $57,628 in accrued operating expenses. The Company
has previously reported its interest in these wells in its financial statements as Discontinued Operations. As a result of the
assignment, the Company has ceased to be a party to the Joint Operating Agreement. A copy of the assignment is filed herewith
as Exhibit 10.1.
Item
1.02. Termination of Material Definitive Agreement.
The
information provided under Item 1.01 of this Form 8-K is incorporated herein by reference.
Item
2.01. Completion of Acquisition or Disposition of Assets.
The
information provided under Item 1.01 of this Form 8-K is incorporated herein by reference.
Item
2.02. Results of Operations and Financial Condition.
On
August 19, 2015, Independence Energy Corp. (the Company”) issued a press release announcing its results of operations
for its five month transition period ended June 30, 2015. A copy of the press release is attached hereto as Exhibit 99.1
and incorporated herein by reference. In accordance with General Instruction B.2. of Form 8-K, the information presented in
this Item 2.02 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Exchange Act of 1934, as
amended, or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a
filing.
Item
5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
On
August 17, 2015, the Company’s board of directors approved the appointment of David Kleinhandler to its board of directors.
The election of Mr. Kleinhandler will fill an open vacancy on the Company’s Board of Directors.
As of the
date of this report, the board of directors has not appointed any board committees, but may do so in the future.
There are
no transactions reportable pursuant to Item 404(a) of Regulation S-K in connection with the election of Mr. Kleinhandler as director.
Mr.
Kleinhandler will not receive any compensation for his service as a director at this time.
Item
9.01. Financial Statements and Exhibits.
| 10.1 | Assignment
dated June 1, 2015 |
| 99.1 | Press
Release issued by Independence Energy Corp., August 19, 2015. |
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date: August
19, 2015 |
Independence
Energy Corp.
|
|
By: |
/s/ Daniel
J. Schreiber |
|
Name: |
Daniel J. Schreiber |
|
Title: |
Chairman of the Board and Director |
Exhibit 10.1
Exhibit
99.1
FOR IMMEDIATE
RELEASE August 19, 2015
Media
Contact:
Julie
Calzone
(337)
235-2924
jcalzone@calzone.com
Company
Contacts:
Daniel
J. Schreiber, CEO
(858)
509-8800
dan@redhawkholdingscorp.com
G. Darcy
Klug, CFO
(337)
269-5933
darcy.klug@redhawkholdingscorp.com
INDEPENDENCE
CONTINUES RESTRUCTURING THROUGH JUNE 30, 2015 TRANSITION PERIOD
Youngsville,
Louisiana (OTC: IDNG) – Independence Energy Corp. (“Independence”) announced today a net loss of $105,614,
or $0.00 per diluted share, for the five month period ended June 30, 2015. The results for the five month period included a $28,860
non-cash charge related to the amortization of certain intangible assets acquired in March 2014. For the comparable five month
period ended June 30, 2014, Independence reported a net loss from continuing operations of $142,370 and a net loss of $290,553,
or $0.00 per diluted share.
The
Company said that on or about August 24, 2015, it expects to file with the Secretary of State for the State of Nevada the shareholder
approved Amended and Restated Articles of Incorporation that, among other things, officially changes its name to RedHawk Holdings
Corp. (“RedHawk”). The Company said that it will initiate trading under the symbol “HAWC” once it has
completed the filing of the Amended and Restated Articles of Incorporation.
Commenting
on the transition period results, Daniel J. Schreiber, Independence’s Chief Executive Officer, said, “During the five
month transition period ended June 30, 2015, we continued to focus on reducing operating expenses, reviewing prior business activities,
completing the disposition of our oil and gas properties, preparing for the recapitalization of our balance sheet and re-directing
the future business activities of RedHawk.”
“Independence
is in advanced talks to complete the acquisition targets previously announced” Schreiber continued. “These acquisition
targets are focused on expanding the RedHawk Land & Hospitality LLC business unit through the acquisition of commercial property
located in Lafayette, Louisiana and an ownership interest in the iconic Naniloa Hilo Resort located in Hilo, Hawaii. The Company
hopes to complete the purchase of the Lafayette property during the quarter ended September 30, 2015, and the Hilo interest
during the quarter ended December 31, 2015. Because some of these targeted acquisitions under consideration and impact future
operations of our health care business unit, we have deferred, at this time, the decision to internally expand our marketing distribution
network for the sale of our digital non-contact thermometers.”
Completion
of the acquisitions are contingent upon, among other things, satisfactory completion of due diligence, the negotiation and execution
of definitive purchase agreements, completion of satisfactory appraisals, and the approval of the transactions by disinterested
members of Independence’s Board of Directors.
#
# #
This
release may contain forward-looking statements. Forward-looking statements are all statements other than statements of historical
fact. Statements contained in this release that are not historical facts may be deemed to be forward-looking statements. The words
“anticipate,” “may,” “can,” “plans,” “believes,” “estimates,”
“expects,” “projects,” “targets,” “intends,” “likely,” “will,”
“should,” “to be,” “potential” and any similar expressions are intended to identify those
assertions as forward-looking statements.
Investors
are cautioned that forward-looking statements are inherently uncertain. Actual performance and results may differ materially from
that projected or suggested herein due to certain risks and uncertainties. In evaluating forward-looking statements, you should
consider the various factors which may cause actual results to differ materially from any forward-looking statements including
those listed in the “Risk Factors” section of our latest 10-K report. Further, the Company may make changes to its
business plans that could or will affect its results. Investors are cautioned that the Company will undertake no obligation to
update any forward-looking statements.
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