On February 6, 2020 Amazing Energy Oil and Gas, Co. (“Amazing” or the “Company”), for itself and on behalf of its subsidiaries, entered into a settlement agreement with Jed and Lesa Meisner (the “Meisners”) and their affiliated companies, related to several matters among the parties (the “Settlement”).

As a part of the settlement, Amazing will pay the Meisners and their affiliated companies the total sum of one million eight hundred thousand and no/100 dollars ($1,800,000.00) in two payments. The first payment, in the amount of one hundred seventy-five thousand and no/100 dollars ($175,000.00) was made on February 7, 2020. The second payment, in the amount of one million six hundred twenty-five thousand and no/100 dollars ($1,625,000.00) is due no later than February 21, 2020. The Meisners will also obtain title, from the Company, to a 2014 Ford Truck. The Company will also provide Jed Meisner with standard indemnities typically afforded departing officers and directors.

In exchange for the above, the Meisners, and their affiliated companies, will relinquish, to the Company: (1) all right title and interest in and to three (3) promissory notes, with combined principal balances totaling five million nine hundred thousand and no/100 dollars ($5,900,000.00) which are secured by deeds of trusts encumbering the Company’s leaseholds in Pecos County, Texas; (2) a total of fourteen million six hundred six thousand, six hundred forty nine (14,606,649) shares of the Company’s Common Stock held by them collectively; (3) all right, title and interest in and to any non-operating working interests in certain oil and gas wells currently operated by Jilpetco, Inc. (a wholly-owned subsidiary of the Company) on behalf of Petro Pro, Ltd. (a Meisner affiliated company). Furthermore, the Meisners, and their affiliated companies, will also forgo any options, warrants and rights to contingent earnings held by any of them.

Lastly, the Company, for itself and on behalf of its related entities, will release any and all potential claims they may have against the Meisners and their affiliated companies; and the Meisners, and their affiliated companies, will release any and all potential claims they may have against the Company and its related entities.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 6, 2020, as a part of the Settlement, Jed Meisner resigned as a member of the Board of Directors of the Company. Mr. Meisner’s resignation is effective immediately.

Mr. Meisner has been provided with a copy of the disclosures made herein and is afforded the opportunity to provide the Company with written notice of any disagreements he has with respect to these disclosures. Any written notice the Company receives from Mr. Meisner, which disagrees with the disclosures made herein, will be filed as an exhibit to an amendment to this 8-K.

Section 7.01 Regulation FD Disclosure.

On February 10, 2020 the Company issued a Press Release regarding the departure of Mr. Meisner. A copy of the Press Release is attached hereto as Exhibit 99.1.

Amazing Energy Oil & Gas, Co. Exhibit
EX-99.1 2 exhibit_99-1.htm PRESS RELEASE: AMAZING ENERGY CLOSES FINANCING AND ANNOUNCES ACQUISITION OF MISSISSIPPI ASSETS. Blueprint EXHIBIT 99.1     Amazing Energy Announces Resignation of Director Jed Miesner   Enters Agreement to Settle Debt   PLANO,…
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About AMAZING ENERGY OIL AND GAS, CO. (OTCMKTS:AMAZ)

Amazing Energy Oil and Gas, Co. is an independent energy company. The Company is engaged in the business of exploration, development and production of oil and gas in the Permian Basin of West Texas. The Company is also engaged in the production and sale of oil and natural gas. The Company is developing resource potential from the Queens formation. Its additional drilling targets include the Greyburg, San Andreas and Devonian zones. As of July 31, 2016, the Company had leasehold rights within approximately 70,000 contiguous acres in Pecos County, Texas, which lies within the Permian Basin. The property is located in the Northeast region of the County. The Pecos leasehold lies within the White & Baker Field and portions of the Walker Field. The Pecos leasehold consists of multiple leases. As of July 31, 2016, its estimated net proved reserves were 745,190 barrels of oil equivalent (BOE). As of July 31, 2016, the Company owned 22 oil and gas wells in the Permian Basin.