Current Report Filing (8-k)

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): June 15, 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:

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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.Results of Operations and Financial Condition.

On June 15, 2015, Independence Energy Corp. (the Company”) issued a press release announcing its results of operations for its first fiscal quarter ended April 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 June 15, 2015, the Company’s board of directors approved the appointment of John T. Milito to its board of directors. The election of Mr. Milito will fill the vacancy created by the departure of Mark Barrett. Mr. Barrett resigned as a director of the Company, effective immediately, because of his inability to commit the personal time necessary to serve as a member of 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. Milito as director.

Mr. Milito will not receive any compensation for his service as a director at this time.

Further, on June 10, 2015, the Company filed a Form 8-K announcing the appointment of a new member of the board of directors. The Form 8-K incorrectly stated the appointment of Gary Edward Crowley to the board. The announcement should have stated the appointment of Edward P. Crowley to the board of directors.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On June 15, 2015, the Company’s board of directors approved a change in the Company’s fiscal year end from January 31 to June 30. Accordingly, the Company’s next Annual Report on Form 10-K will be for the fiscal year ending June 30, 2016. In accordance with certain rules promulgated under the Securities Exchange Act of 1934, as amended, the Company will file a Transition Report on Form 10-Q with the Securities and Exchange Commission within the time period prescribed by such rules.

Item 9.01.Financial Statements and Exhibits.

(a)

Exhibits

99.1

Press Release issued by Independence Energy Corp., June 15, 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: June 19, 2015	Independence Energy Corp.


	By:	/s/ Daniel J. Schreiber
	Name:	Daniel J. Schreiber
	Title:	Chairman of the Board and Director

Exhibit 99.1

FOR IMMEDIATE RELEASE

JUNE 15, 2015

Media Contact:

Julie Calzone

(337) 235-2924

jcalzone@calzone.com

Company Contacts:

Daniel J. Schreiber, CEO

(858) 509-8800

G. Darcy Klug, CFO

(337) 269-5933

INDEPENDENCE SLASHES COSTS IN FIRST QUARTER

Youngsville, Louisiana (OTC: IDNG) – Independence Energy Corp. (“Independence” or “the Company) announced today it reported a net loss of $37,167, or $nil per share, for the three month period ended April 30, 2015. For the three month period ended April 30, 2014, the Company had previously reported a net loss from continuing operations of $113,551.

Commenting on the first quarter results, Daniel J. Schreiber, Chairman and Chief Executive Officer, said, “During the first quarter, we concentrated on reducing general and administrative costs. For the three month period ended April 30, 2015, we reported a net loss of $37,167 of which $17,316 was a non-cash charge from the amortization of certain intangible assets. There were no non-cash charges in the same three month period ended April 30, 2014. During the first quarter, we made substantial improvements in the quality of services provided by our third party legal and accounting professionals. Additionally, we terminated all existing third party management and marketing consulting agreements with the medical device business unit.”

Schreiber added, “With costs under control, we can now focus on future strategies for developing the medical device business unit and the pursuit of other investment opportunities. We previously announced our intentions to consider investment opportunities outside of medical device distribution including, but not necessarily limited to, commercial and hospitality real estate, specialized financial services and equipment rentals.”

“These corporate changes are arduous and time consuming at best,” continued Schreiber. “We must complete the legal process before we can pursue new investment opportunities. When the corporate changes are completed, we will be positioned to move forward with the process of completing a corporate name change, the acquisition of a new trading symbol and a new CUSIP number, and other corporate changes we believe necessary so that we can move forward and continue to increase shareholder value.”

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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.