Contract analysis

1. INTRODUCTION AND ROLE Theron Moss & Associates SARL ("we," "us," or "our firm") has acted as Senegalese counsel to Dunmore Energy Holdings Ltd. ("DEH" or the "Issuer") in connection with the issuance of $850,000,000 aggregate principal amount of 9.375% Senior Secured Notes due 2032 (the "Notes") by DEH and Dunmore upstream Finance Corp. ("DUFC" and, together with DEH, the "Issuers"), as co-issuer. The Notes are gu

2. DOCUMENTS EXAMINED For purposes of rendering the opinions expressed herein, we have examined originals or copies, certified or otherwise identified to our satisfaction, of the following documents: 2.1 Transaction Documents (a) The Indenture, dated as of May 15, 2025 (the "Indenture"), among DEH, as Issuer, DUFC, as Co-Issuer, the Guarantors (including Dunmore Senegal S.A.), and Northgate Trust Company, N.A., as Tr

3. ASSUMPTIONS In rendering the opinions expressed herein, we have relied upon and assumed the following, without independent verification: 3.1 General Assumptions (a) The authenticity of all documents submitted to us as originals, the conformity to originals of all documents submitted to us as copies (whether certified, conformed, photostatic, facsimile, or electronic), and the authenticity of the originals of such

4. OPINIONS Based upon and subject to the foregoing, and subject to the qualifications set forth in Section 5 below, we are of the opinion that: 4.1 Due Organization and Existence (a) Dunmore Senegal S.A. is a société anonyme duly organized, validly existing, and in good standing under the laws of the Republic of Senegal, including the OHADA Uniform Act Relating to Commercial Companies and Economic Interest Groups (A

5. QUALIFICATIONS The opinions expressed in Section 4 above are subject to the following qualifications: 5.1 Insolvency Qualification The opinions expressed above are subject to applicable insolvency, bankruptcy, reorganization, moratorium, and similar laws affecting creditors' rights generally, including, without limitation, the OHADA Uniform Act on Collective Proceedings for the Clearing of Debts (Acte Uniforme por

6. RELIANCE AND BENEFIT This opinion is rendered solely for the benefit of the addressees named above — namely, Ridgeline Capital Markets LLC, Clarion Securities Inc., and Pinnacle Partners LLC, in their capacity as Initial Purchasers — and for the benefit of Calderwood & Harkness LLP (as counsel to the Issuer), Whitfield Baxter & Cohn LLP (as counsel to the Initial Purchasers), Northgate Trust Company, N.A. (as Trus

7. GOVERNING LANGUAGE This opinion has been prepared and delivered in the English language. In the event of any conflict or inconsistency between the English-language version of this opinion and any French-language translation that may be prepared for any purpose, the English-language version shall prevail for purposes of the addressees' reliance on this opinion, provided, however, that in any Senegalese judicial, ad

I. Nantissement (Pledge over Movable Assets)

II. Cession Fiduciaire (Fiduciary Transfer of Title over Receivables)

III. Additional Steps (if applicable) This Schedule B is provided for informational purposes only and does not constitute a legal opinion. The perfection steps summarized herein are subject to the detailed requirements of the OHADA Uniform Act on Security Interests, the OHADA Uniform Act on General Commercial Law, and applicable Senegalese procedural rules. Parties should consult with Senegalese counsel to ensure com