Contract analysis

I. Executive Summary This memorandum summarizes the findings of the regulatory and licensing due diligence review conducted by Calderwood & Harkness LLP in connection with the proposed offering (the "Offering") of $850,000,000 aggregate principal amount of 9.375% Senior Secured Notes due 2032 (the "Notes") by Dunmore Energy Holdings Ltd. ("DEH"), a Cayman Islands exempted company (Registry No. MC-384726), and Dunmore

II. Methodology and Sources A. Documents Reviewed Our due diligence review was conducted on the basis of the following categories of documents and information:

1. Master Due Diligence Request List. We reviewed all documents and information produced in response to items 5.1 through 5.47 of the Master Due Diligence Request List dated April 10, 2025 (the "Request List"), which encompassed the corporate and regulatory category. The Request List was circulated to Dunmore management and local counsel, and production was substantially complete as of April 24, 2025. Supplemental pr

2. OML Licenses. We reviewed copies of OML 47 and OML 63, including the original grant instruments, all amendments and renewals, and the most recent certificates of good standing issued by the NUPRC (formerly the Department of Petroleum Resources, "DPR"). These documents were produced in the virtual data room at folders 5.3 through 5.8.

3. Production Sharing Contract — Cayar Offshore Block. We reviewed the executed PSC between the Republic of Senegal (through the Ministère de l'Énergie) and Dunmore Senegal S.A. for the Cayar Offshore Block, including all amendments, supplemental agreements, and correspondence with the Ministère de l'Énergie. These documents were produced at folders 5.9 through 5.14.

4. BOEM Lease Instruments. We reviewed all OCS lease instruments held by Dunmore Gulf Operations LLC in the Green Canyon and Garden Banks areas of the Gulf of Mexico, including the original awards, any assignments, and records of rental and royalty payments. These documents were produced at folders 5.15 through 5.22.

5. BSEE Permits. We reviewed all current Applications for Permit to Drill ("APDs"), production safety system permits, well activity reports, and decommissioning plans filed with BSEE. These documents were produced at folders 5.23 through 5.28.

6. State and Local Permits. We reviewed state-level permits issued by the Railroad Commission of Texas, the Louisiana Department of Natural Resources, the Public Utility Commission of Texas ("PUCT"), and county-level permits for the West Texas solar portfolio. These documents were produced at folders 5.29 through 5.35.

7. Environmental Permits and Assessments. We reviewed all material environmental permits, environmental impact assessments ("EIAs"), and environmental compliance reports across all jurisdictions. These documents were produced at folders 5.36 through 5.42.

8. Virtual Data Room. All of the foregoing documents were accessed through the virtual data room hosted by Dunmore Energy Holdings Ltd. on the Thackeray Solutions platform, to which access was provided to Calderwood & Harkness LLP on April 16, 2025. The data room was organized by jurisdiction and regulatory category, and document indices were provided by Dunmore management.

9. Reserves Report. We reviewed the independent reserves report prepared by Duval Howard & Partners (Dr. Evelyn Marchetti, lead consultant; 1200 Smith Street, Suite 1800, Houston, TX 77002), dated as of December 31, 2024, covering OML 47, OML 63, the Cayar Offshore Block, and the Green Canyon and Garden Banks GoM leases (the "Reserves Report"). The Reserves Report estimates total proved reserves of 345.8 million barr

10. Audited Financial Statements. We reviewed the audited consolidated financial statements of Dunmore Energy Holdings Ltd. for the fiscal year ended December 31, 2024 (the "FY 2024 Financial Statements"), prepared in accordance with International Financial Reporting Standards and audited by Alverton & Co. LLP (Graham Stillwell, lead engagement partner), with an unqualified audit opinion dated March 14, 2025. We revi

1. Alistair Forde, General Counsel, Dunmore Energy Holdings Ltd. — Telephone interview conducted on April 18, 2025. Mr. Forde provided an overview of the Dunmore group's regulatory posture across all jurisdictions, confirmed the completeness of data room production with respect to regulatory items, and discussed the status of pending regulatory matters, including the Cayar Offshore Phase II development plan approval

2. Chidinma Okafor, Lead Partner, Abayomi Chambers — Video conference conducted over two sessions on April 19 and April 20, 2025. Ms. Okafor provided detailed analysis of the Nigerian petroleum regulatory framework, the status of OML 47 and OML 63, the requirements of the Petroleum Industry Act 2021, NNPC consent and notification requirements for the creation of security interests over OML assets, and the enforceabil

3. Moustapha Sy, Lead Partner, Theron Moss & Associates SARL — Video conference conducted on April 20, 2025. Mr. Sy provided detailed analysis of the Senegalese petroleum regulatory framework, the status of the Cayar Offshore Block PSC, the requirements of the Senegalese Petroleum Code (Code Pétrolier), the pending Phase II development plan approval, Ministère de l'Énergie notification requirements for the creation o

4. Dunmore Operational Personnel — In-person meeting conducted at Dunmore's Houston office (2900 Post Oak Boulevard, Suite 3100, Houston, TX 77056) on April 22, 2025. Attendees included representatives of Dunmore's regulatory affairs, environmental health and safety, and land departments. The meeting addressed the status of BOEM leases, BSEE permits, environmental permits for GoM and West Texas operations, decommissi

1. Reliance on Management Representations. We have relied on the representations of Dunmore management, including Alistair Forde, General Counsel, and Deepa Rajaram, Chief Financial Officer, as to the completeness and accuracy of the documents and information produced in the virtual data room and during interviews. We have not independently verified the factual accuracy of such representations, except to the extent t

2. Reliance on Local Counsel. With respect to Nigerian law, we have relied on the analysis and representations of Chidinma Okafor, Abayomi Chambers. With respect to Senegalese law, we have relied on the analysis and representations of Moustapha Sy, Theron Moss & Associates SARL. With respect to English law, we have relied on the analysis and representations of Fiona Halsted, Cresswell & Greaves LLP. We have not indep

3. Formal Opinions to be Delivered at Closing. This memorandum does not constitute a legal opinion. Formal closing opinions will be delivered separately at the closing of the Offering on or about May 15, 2025 by: (a) Abayomi Chambers (as to Nigerian law), (b) Theron Moss & Associates SARL (as to Senegalese law), (c) Cresswell & Greaves LLP (as to English law), and (d) Calderwood & Harkness LLP (as to the laws of the

4. No Title Opinion. This memorandum does not constitute a title opinion with respect to any real property, mineral interests, or lease interests. Title matters are addressed in a separate Due Diligence Memorandum — Title and Property Interests prepared by Calderwood & Harkness LLP.

5. Cut-Off Date. The information in this memorandum is current as of April 27, 2025. We have not undertaken to update this memorandum for developments occurring after such date, although we will review material developments through the closing date.

III. Nigeria — Dunmore Nigeria E&P Ltd. A. Entity Overview Dunmore Nigeria E&P Ltd. ("Dunmore Nigeria") is a company incorporated under the laws of the Federal Republic of Nigeria pursuant to the Companies and Allied Matters Act ("CAMA") and registered with the Corporate Affairs Commission ("CAC"). Dunmore Nigeria is a wholly-owned subsidiary of DEH and serves as the operator of OML 47 and OML 63, both located in the

IV. Senegal — Dunmore Senegal S.A. A. Entity Overview Dunmore Senegal S.A. ("Dunmore Senegal") is a société anonyme organized under the laws of the Republic of Senegal pursuant to the OHADA Uniform Act Relating to Commercial Companies and Economic Interest Groups (Acte Uniforme relatif au Droit des Sociétés Commerciales et du Groupement d'Intérêt Économique). Dunmore Senegal is a wholly-owned subsidiary of DEH and se

V. United States — Gulf of Mexico Operations A. Entity Overview Dunmore Gulf Operations LLC ("Dunmore Gulf") is a limited liability company organized under the laws of the State of Delaware. Dunmore Gulf is a wholly-owned subsidiary of DEH and serves as the leaseholder for deepwater oil and gas leases in the Green Canyon and Garden Banks protraction areas of the Gulf of Mexico Outer Continental Shelf ("OCS"). Dunmore

VI. United States — West Texas Solar Portfolio A. Entity Overview Dunmore Renewables LLC ("Dunmore Renewables") is a limited liability company organized under the laws of the State of Delaware. Dunmore Renewables is a wholly-owned subsidiary of DEH and serves as the owner and operator of a 220 megawatt ("MW") solar photovoltaic portfolio located in West Texas (the "Solar Portfolio"). The Solar Portfolio consists of t