Contract analysis

I. Introduction and Purpose This Closing Memorandum (this "Memorandum") has been prepared by Calderwood & Harkness LLP ("C&H"), as counsel to the Issuers (as defined below), to summarize the closing mechanics, settlement procedures, wire transfer instructions, document delivery sequence, and coordination responsibilities for the closing and settlement of $850,000,000 aggregate principal amount of 9.375% Senior Secure

II. Key Parties and Contact Information Set forth below is a summary of the key parties involved in the transaction, together with their respective addresses and designated contacts. A comprehensive contact sheet with telephone numbers and email addresses for all individuals listed below is attached hereto as Annex C. A. Issuers

1. Dunmore Energy Holdings Ltd. ("DEH") Registered Office: c/o Maples Corporate Services Ltd. PO Box 309, Ugland House George Town, Grand Cayman KY1-1104 Cayman Islands Principal Executive Offices: 14th Floor, Harbour Place Tower 103 South Church Street George Town, Grand Cayman KY1-1002 Cayman Islands Houston Office: 2900 Post Oak Boulevard, Suite 3100 Houston, TX 77056 Cayman Registry No.: MC-384726 Key Contacts: •

2. Dunmore upstream Finance Corp. ("DUFC") Registered Agent: Ashgrove Services Inc. 28 Liberty Street New York, NY 10005 Principal Office: 2900 Post Oak Boulevard, Suite 3100 Houston, TX 77056 EIN: 93-4728106 B. Initial Purchasers

1. Ridgeline Capital Markets LLC (Lead Initial Purchaser / Lead Left Bookrunner) 383 Madison Avenue, 22nd Floor New York, NY 10179 Contacts: • Thomas Whitford, Head of Energy Capital Markets • Simone Achterberg, Coverage Banker Allocation: $467,500,000 (55% of aggregate principal amount)

2. Clarion Securities Inc. (Joint Bookrunner) One Financial Center Boston, MA 02111 Contact: • Derek Holmgren Allocation: $255,000,000 (30% of aggregate principal amount)

3. Pinnacle Partners LLC (Co-Manager) 200 West Street, Suite 4400 New York, NY 10282 Contact: • Julia Song Allocation: $127,500,000 (15% of aggregate principal amount) C. Trustee and Collateral Agent Northgate Trust Company, N.A. 100 Wall Street, Suite 1600 New York, NY 10005 EIN: 13-6520098 Contact: • William Kerrigan, Vice President — Corporate Trust Northgate Trust Company, N.A. ("Northgate Trust") will serve as T

1. Calderwood & Harkness LLP (Issuer's Counsel) 425 Lexington Avenue New York, NY 10017 Contacts: • Jennifer Kwon, Responsible Partner • Theodore Langston, Billing Partner • Eric Johannsen, Lead Associate • Claire Dempsey, Working Associate • Leonard Cross, Tax Specialist Partner

2. Whitfield Baxter & Cohn LLP (Initial Purchasers' Counsel) 51 West 52nd Street New York, NY 10019 Contacts: • Harrison Cates, Lead Partner • Priya Naveen, Associate

3. Kincaid & Moreau LLP (Cayman Islands Counsel) 68 Fort Street George Town, Grand Cayman KY1-1107 Contact: • Nigel Ashworth

4. Abayomi Chambers (Nigerian Counsel) 14 Broad Street, Victoria Island Lagos, Nigeria Contact: • Chidinma Okafor

5. Cresswell & Greaves LLP (English Counsel) 10 Fenchurch Avenue London EC3M 5BN United Kingdom Contact: • Fiona Halsted

6. Theron Moss & Associates SARL (Senegalese Counsel) Rue Moussé Diop 22, Plateau Dakar, Senegal Contact: • Moustapha Sy G. Other Key Service Providers

III. Closing Timeline and Sequence of Events The following is a detailed timeline of the closing events for the offering and settlement of the Notes. All times referenced are Eastern Time ("ET"). Each party and its counsel should confirm its availability for all events at the times specified. Any deviation from the timeline set forth below should be communicated immediately to Eric Johannsen (C&H) and Jennifer Kwon (

IV. Funds Flow and Wire Transfer Instructions A. Sources of Funds The aggregate purchase price for the Notes, reflecting the issue price of 98.50% of par, will be paid by the Initial Purchasers as follows: Each Initial Purchaser will pay its pro rata share of the issue price (98.50% of its respective allocation of the $850,000,000 aggregate principal amount of the Notes). Payment will be made by each Initial Purchase

V. DTC Book-Entry Delivery Procedures A. Global Notes and DTC Eligibility The Notes will be issued in global form, registered in the name of Cede & Co., as nominee of The Depository Trust Company ("DTC"). Beneficial interests in the Global Notes will be held through DTC participants and their respective nominees in accordance with DTC's customary procedures. Two separate Global Notes will be issued: (i) the Rule 144A

VI. Opinions, Certificates, and Other Closing Deliverables The following is a summary of the legal opinions, certificates, comfort letters, consents, rating agency confirmations, and other deliverables required in connection with the closing and settlement of the Notes. All opinions are to be dated May 15, 2025 (the Closing Date) and delivered to the Initial Purchasers (and, where applicable, their counsel, Whitfield

1. C&H Opinion — New York Law Enforceability Calderwood & Harkness LLP will deliver an opinion addressed to the Initial Purchasers covering the due authorization, execution, delivery, and enforceability under New York law of the Indenture, the Purchase Agreement, the Registration Rights Agreement, and the U.S. Collateral Agreement. The opinion will address customary enforceability qualifications, including bankruptcy

2. C&H Opinion — Corporate Authorization (DUFC and U.S. Guarantors) Calderwood & Harkness LLP will deliver a separate opinion addressed to the Initial Purchasers covering the due organization, good standing, and corporate power and authority of DUFC (EIN 93-4728106), Dunmore Gulf Operations LLC, Dunmore Renewables LLC, and Dunmore Midstream Holdings Inc. under the laws of the State of Delaware (or other applicable st

3. C&H Opinion — Securities Law / No-Registration Calderwood & Harkness LLP will deliver an opinion addressed to the Initial Purchasers confirming that the offer and sale of the Notes in the manner contemplated by the Purchase Agreement and the Final Offering Memorandum are exempt from the registration requirements of the Securities Act pursuant to Rule 144A thereunder (with respect to sales to QIBs) and Regulation S

4. Kincaid & Moreau LLP — Cayman Law Opinion Kincaid & Moreau LLP (Nigel Ashworth) will deliver an opinion addressed to the Initial Purchasers covering the due incorporation of DEH under the laws of the Cayman Islands, the capacity of DEH to enter into and perform its obligations under the transaction documents to which it is a party, the absence of any conflict with Cayman Islands law, and the enforceability of such

5. Abayomi Chambers — Nigerian Law Opinion Abayomi Chambers (Chidinma Okafor) will deliver an opinion addressed to the Initial Purchasers covering the due incorporation and good standing of Dunmore Nigeria E&P Ltd. under the laws of the Federal Republic of Nigeria, the validity of the guarantee issued by Dunmore Nigeria E&P Ltd. and the Nigerian Debenture and Charge over OML 47 and OML 63 interests, and compliance wi

6. Cresswell & Greaves LLP — English Law Opinion Cresswell & Greaves LLP (Fiona Halsted) will deliver an opinion addressed to the Initial Purchasers covering the due incorporation of Dunmore Trading Ltd. under the laws of England and Wales, the enforceability of the guarantee issued by Dunmore Trading Ltd. and the English law debenture, and related matters. The Cresswell & Greaves opinion will be reviewed and signed

7. Theron Moss & Associates SARL — Senegalese Law Opinion Theron Moss & Associates SARL (Moustapha Sy) will deliver an opinion addressed to the Initial Purchasers covering the due organization of Dunmore Senegal S.A. under the laws of the Republic of Senegal, compliance with the Production Sharing Contract (PSC) for the Cayar Offshore Block, and the validity of the nantissement and cession fiduciaire under Senegalese

8. Northgate Trust — In-House Counsel Opinion Northgate Trust Company, N.A. will deliver an opinion from its in-house counsel addressed to the Initial Purchasers covering the due organization of Northgate Trust, its authority to act as Trustee and Collateral Agent under the Indenture, Intercreditor Agreement, and Security Documents, and the due execution and delivery by Northgate Trust of such documents. The form of

1. Officers' Certificate An Officers' Certificate will be executed by Marcus Ellingham (CEO) and Deepa Rajaram (CFO) on behalf of the Issuers and each Guarantor, certifying (i) the accuracy of the representations and warranties of the Issuers and the Guarantors set forth in the Purchase Agreement as of the Closing Date, (ii) the performance by the Issuers and the Guarantors of all of their respective obligations and

2. Secretary's / Director's Certificate A Secretary's Certificate (or, in the case of DEH and the non-U.S. Guarantors, a Director's Certificate) will be delivered for each Issuer and each Guarantor, certifying the following attached documents: (i) true and complete copies of the memorandum and articles of association (for Cayman and other non-U.S. entities), certificates of incorporation, LLC agreements, or other equ

3. Incumbency Certificate (Consolidated) A consolidated Incumbency Certificate will be delivered listing all authorized signatories for each Issuer and each Guarantor, together with specimen signatures for each such individual. The consolidated certificate is intended to provide a single reference document for verification of signatures across all transaction documents.

4. Bring-Down Due Diligence Certificate A Bring-Down Due Diligence Certificate will be delivered by the Issuers, confirming that no material adverse change has occurred with respect to the business, financial condition, or results of operations of the Issuers or any Guarantor since the date of the Preliminary Offering Memorandum (April 28, 2025), other than as disclosed in the Final Offering Memorandum. C. Comfort Le

1. Alverton & Co. LLP — Initial Comfort Letter Alverton & Co. LLP (Graham Stillwell), the independent auditor of the Issuers, delivered an initial comfort letter addressed to the Initial Purchasers at or prior to the Pricing Date (May 12, 2025). The initial comfort letter covered customary matters, including (i) the independence of Alverton & Co. LLP, (ii) compliance of the financial statements included in the Offeri

2. Alverton & Co. LLP — Bring-Down Comfort Letter Alverton & Co. LLP will deliver a bring-down comfort letter addressed to the Initial Purchasers at closing (May 15, 2025), confirming that no material changes have occurred in the financial data and information covered by the initial comfort letter since the date of the initial comfort letter. The bring-down comfort letter will specify the cutoff date for procedures p

1. ABL Lender Consent / Acknowledgment Velthorn National Bank, N.A. (Robert Cavanaugh), as administrative agent under the existing ABL Facility, will deliver a consent and acknowledgment consenting to (i) the incurrence of the Notes and the related indebtedness, (ii) the granting of the security interests contemplated by the Security Documents, and (iii) the execution and delivery of the Intercreditor Agreement. The

2. Payoff Letter (Existing 2028 Notes — Partial) The trustee of the existing 2028 Notes will deliver a Payoff Letter confirming (i) the payoff amount of $450,000,000 for the partial redemption of the 2028 Notes, (ii) wire transfer instructions for remittance of the payoff amount, and (iii) the mechanics for the release of the redeemed Notes upon receipt of payment. The form of the Payoff Letter has been reviewed by C

1. DTC Eligibility Letter. A letter from DTC confirming that the Notes are eligible for book-entry delivery through DTC's facilities.

2. Cross-Receipt. The Cross-Receipt, to be executed and exchanged by the Issuers and the Initial Purchasers at 10:00 AM ET on the Closing Date, evidencing the exchange of the Notes for the aggregate purchase price.

3. UCC-1 Financing Statements. UCC-1 Financing Statements have been prepared for filing with the Delaware Secretary of State, covering the Collateral granted by DUFC, Dunmore Gulf Operations LLC, Dunmore Renewables LLC, and Dunmore Midstream Holdings Inc. in favor of Northgate Trust Company, N.A. as Collateral Agent. The financing statements will be filed on the Closing Date (May 15, 2025) at 11:00 AM ET.

4. Board Resolutions. Certified copies of the board resolutions (or equivalent member or director resolutions, as applicable) of DEH, DUFC, and each Guarantor subsidiary authorizing the transactions contemplated by the transaction documents.

5. Good Standing Certificates. Good standing certificates (or equivalent status certificates) for each of the following entities from the applicable governmental authority: (a) DUFC — Delaware Secretary of State (b) Dunmore Gulf Operations LLC — Delaware Secretary of State (c) Dunmore Renewables LLC — Delaware Secretary of State (d) Dunmore Midstream Holdings Inc. — Delaware Secretary of State (e) Dunmore Trading Ltd

6. Tax Memorandum. A memorandum prepared by Leonard Cross (C&H Tax Specialist Partner) addressing the original issue discount ($12,750,000), withholding tax implications, and FATCA compliance considerations arising from the issuance of the Notes.

7. Cayman Tax Status Certificate. A certificate confirming DEH's tax-exempt status under the laws of the Cayman Islands, as required by the terms of the Indenture and the Purchase Agreement.

8. Final Offering Memorandum. The Final Offering Memorandum, dated May 14, 2025, to be delivered to the Initial Purchasers as described in Section III.A above.

9. Side Letter — Sanctions Representations. The Side Letter supplementing the Purchase Agreement with additional representations and warranties regarding compliance with applicable sanctions laws and regulations, including those administered by the Office of Foreign Assets Control (OFAC) of the U.S. Department of the Treasury.

10. Sanctions Screening Confirmation. A written confirmation from Sandoval Compliance Solutions LLC (Rosa Medina) that comprehensive sanctions screening of the Issuers, the Guarantors, their respective directors, officers, and key principals was completed on April 25, 2025, with no adverse findings or "hits" identified.

VII. Coordination Responsibilities The following is a summary of the coordination responsibilities of each key party and its counsel in connection with the closing and settlement of the Notes. Each party is responsible for ensuring that its designated contact(s) are available throughout the pre-closing period and on the Closing Date and for promptly communicating any issues, delays, or impediments to closing to C&H a

VIII. Post-Closing Security Registration Filings The following security registration filings are required in connection with the perfection of the security interests granted under the Security Documents. C&H is responsible for tracking all filings and confirmations and providing a consolidated status update to Jennifer Kwon (Responsible Partner) and Alistair Forde (Dunmore GC) within five (5) business days after the

IX. Post-Closing Deliverables and Responsibilities A. Closing Binder C&H will assemble and distribute the final closing binder (in both physical bound copies and electronic format) within fifteen (15) business days of the Closing Date (i.e., by June 5, 2025). The closing binder will include executed copies of all transaction documents, all legal opinions, certificates, comfort letters, consents, rating agency confirm

X. Emergency Contacts and Escalation Procedures In the event of any delay, impediment, or unanticipated issue that could affect the closing or settlement of the Notes, the following escalation chain will apply. All critical communications must be made by telephone, with immediate email confirmation to follow. Escalation Chain: Telephone numbers and email addresses for each of the above individuals are set forth on th

XI. Annexes The following Annexes are attached to and form a part of this Closing Memorandum: Annex A — Wire Transfer Instructions Annex A sets forth itemized wire transfer instructions for each recipient of funds under the Funds Flow Memorandum described in Section IV of this Memorandum. The wire instructions include, for each recipient, the following information: (i) bank name, (ii) ABA/routing number, (iii) accoun

I. Transaction Documents • Indenture • Purchase Agreement • Security Documents (U.S. Collateral Agreement, Nigerian Debenture and Charge, English Debenture, Senegalese Nantissement/Cession Fiduciaire) • Intercreditor Agreement • Registration Rights Agreement • Paying Agency Agreement • Side Letter — Sanctions Representations

II. Opinions • C&H Opinions (New York Law, Corporate Authorization, Securities Law / No-Registration) • Kincaid & Moreau LLP — Cayman Law Opinion • Abayomi Chambers — Nigerian Law Opinion • Cresswell & Greaves LLP — English Law Opinion • Theron Moss & Associates SARL — Senegalese Law Opinion • Northgate Trust — In-House Counsel Opinion • C&H 10b-5 Disclosure Letter

III. Certificates • Officers' Certificate • Secretary's / Director's Certificate • Incumbency Certificate (Consolidated) • Bring-Down Due Diligence Certificate

IV. Comfort Letters • Alverton & Co. LLP — Initial Comfort Letter • Alverton & Co. LLP — Bring-Down Comfort Letter

V. Consents and Acknowledgments • ABL Lender Consent / Acknowledgment • Payoff Letter (Existing 2028 Notes — Partial)

VI. Rating Agency Confirmations • Lodestar Ratings International — B2 / Stable • Veridian Credit Assessments Inc. — B+ / Stable

VII. Filings • UCC-1 Financing Statements (Delaware Secretary of State) • Nigerian Security Filings (CAC; DPR/NNPC notification) • English Debenture Registration (Companies House) • Senegalese Nantissement/Cession Fiduciaire Registration

VIII. Other Deliverables • DTC Eligibility Letter • Cross-Receipt • Board Resolutions (Certified Copies) • Good Standing / Status Certificates • Tax Memorandum (Leonard Cross) • Cayman Tax Status Certificate • Final Offering Memorandum • Authentication Order • Sanctions Screening Confirmation (Sandoval Compliance Solutions LLC) [The full Master Closing Checklist (closing-checklist.xlsx) is maintained by Claire Dempse