Amended Current Report Filing (8-k/a)
08 October 2013 - 5:13AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) September 23, 2013
INDEPENDENCE ENERGY CORP.
(Exact name of registrant as specified in its charter)
Nevada 000-54323 20-3866475
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
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3020 Old Ranch Parkway, Suite 300, Seal Beach, CA 90740
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (562) 799-5588
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))
EXPLANATORY NOTE: THIS AMENDMENT IS FILED TO CORRECT A CLERICAL ERROR IN OUR
REPORT ON FORM 8-K ORIGINALLY FILED ON SEPTEMBER 27, 2013. OUR COMPANY WAS
MISNAMED IN THE ORIGINAL REPORT.
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES
On September 23, 2013, Independence Energy Corp. ("we", "us","our") closed a
securities purchase agreement dated September 17, 20123 with Asher Enterprises,
Inc. Under the terms of the agreement, our company issued an 8% convertible
promissory note, in the principal amount of $32,500 (the "NOTE"), which matures
on June 19, 2014 and may be converted into shares of our company's common stock
at a rate of 58% of the market price on any conversion date, any time after 180
days from June 19, 2013, subject to adjustments as further set out in the Note.
Our company has the right to prepay the Note together with all accrued interest
within 180 days of September 17, 2013 subject to a prepayment penalty equal to
15% during the first 30 days of the prepayment period and increasing by 5%
during each subsequent 30 day period. Following the maturity date of June 19,
2014, the Note shall bear interest at the rate of 22%.
The Note was issued to Asher Enterprises, Inc. pursuant to Rule 506 of
Regulation D of the Securities Act of 1933 on the basis that they represented to
our company that they were an "accredited investor" as such term is defined in
Rule 501(a) of Regulation D.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
10.2 Form of Securities Purchase Agreement dated September 17, 2013 with Asher
Enterprises, Inc. (incorporated by reference from our Form 8-K filed on
September 27, 2013)
10.3 Form of Convertible Promissory Note dated September 17, 2013. (incorporated
by reference from our Form 8-K filed on September 27, 2013)
SIGNATURES
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.
INDEPENDENCE ENERGY CORP.
/s/ Gregory C. Rotelli
-------------------------------------
Gregory C. Rotelli
President and Director
Date: September 27, 2013
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