Contract analysis

I. Executive Summary The purpose of this memorandum is to present the results of the Phase 1 automated and manual restricted-party and sanctions screening conducted in connection with Whitmore Aerospace LLC's ("WAL" or "Whitmore") prospective Direct Commercial Sale of thirty-six (36) WPX-4200 Meridian Electro-Optical/Infrared ("EO/IR") Multi-Spectral Targeting Pods, together with associated spare parts and components

II. Scope of Engagement and Screening Mandate A. Engagement Background Calderwood & Harkness LLP was engaged by Whitmore Aerospace LLC effective May 7, 2025, pursuant to an engagement letter of that date, to provide legal counsel and advisory services in connection with WAL's prospective WPX-4200 Meridian export program to the Republic of Kantara. The scope of C&H's engagement encompasses, among other workstreams, co

1. OFAC Specially Designated Nationals and blocked Persons List (SDN List);

2. OFAC Sectoral Sanctions Identifications List ("SSI List");

3. OFAC Non-SDN Menu-Based Sanctions List ("NS-MBS List");

4. BIS Entity List (Supplement No. 4 to Part 744 of the EAR);

7. DDTC AECA Debarred Parties List;

8. Department of Defense Section 1260H List (Chinese Military Companies);

9. EU Consolidated Sanctions List; and

10. UN Security Council Consolidated List. Manual searches were conducted using the following tools and databases: the U.S. Department of the Treasury OFAC Sanctions List Search tool (available at https://sanctionssearch.ofac.treas.gov/), the BIS Consolidated Screening List tool (available at https://www.trade.gov/consolidated-screening-list), the DDTC website for the AECA Debarred Parties List, and the EU Sanctions

III. Parties Screened A. List of Screened Parties The following table sets forth all parties that were subject to Phase 1 sanctions and restricted-party screening in connection with the WPX-4200 Meridian export program. For each screened party, the table provides the party's name, role in the transaction, nationality or jurisdiction, and a brief description. Screening results for each party are presented in Section I

IV. Phase 1 Screening Results A. Screening Lists Applied Phase 1 screening was conducted against the following ten (10) restricted-party and sanctions lists, which collectively represent the principal U.S. government and multilateral lists applicable to the contemplated ITAR-controlled defense article export transaction:

1. OFAC Specially Designated Nationals and blocked Persons List (SDN List) — Maintained by the U.S. Department of the Treasury, Office of Foreign Assets Control. The SDN List identifies individuals and entities whose property and interests in property are blocked pursuant to various U.S. sanctions programs. U.S. persons are generally prohibited from engaging in transactions with SDN-listed parties.

2. OFAC Sectoral Sanctions Identifications List (SSI List) — Maintained by OFAC. The SSI List identifies persons operating in specified sectors of certain sanctioned country economies (principally Russia) who are subject to prohibitions on certain types of transactions, including debt and equity restrictions.

3. OFAC Non-SDN Menu-Based Sanctions List (NS-MBS List) — Maintained by OFAC. The NS-MBS List identifies persons subject to certain menu-based sanctions under various Executive Orders and statutes, which may include restrictions short of a full asset freeze.

4. BIS Entity List (Supplement No. 4 to Part 744 of the EAR) — Maintained by the Bureau of Industry and Security, U.S. Department of Commerce. The Entity List identifies foreign persons, including businesses, research institutions, government organizations, and individuals, that are subject to specific license requirements for the export, reexport, or transfer (in-country) of specified items subject to the EAR.

5. BIS Denied Persons List — Maintained by BIS. The Denied Persons List identifies persons who have been denied export privileges pursuant to administrative orders issued by BIS.

6. BIS Unverified List — Maintained by BIS. The Unverified List identifies foreign persons for whom BIS has been unable to verify the bona fides of prior export transactions, triggering additional due diligence and licensing requirements.

7. DDTC AECA Debarred Parties List — Maintained by the Directorate of Defense Trade Controls, U.S. Department of State. The AECA Debarred Parties List identifies persons who have been statutorily debarred from participating in the export of defense articles and defense services under the Arms Export Control Act ("AECA"), 22 U.S.C. § 2778.

8. Department of Defense Section 1260H List (Chinese Military Companies) — Maintained by the U.S. Department of Defense pursuant to Section 1260H of the National Defense Authorization Act for Fiscal Year 2021. This list identifies entities that are Chinese military companies operating in the United States or in any jurisdiction.

9. EU Consolidated Sanctions List — Maintained by the European Union. The EU Consolidated Sanctions List consolidates all persons, groups, and entities subject to EU financial sanctions (asset freezes) under EU sanctions regulations.

10. UN Security Council Consolidated List — Maintained by the United Nations Security Council. The UN Consolidated List includes all individuals and entities subject to sanctions measures imposed by the UN Security Council. In addition to the foregoing lists, the PineScan Global platform screened against twenty-two (22) additional national and international sanctions lists, as described in Section II.C above. No matc

1. Kantara Ministry of National Defence. PineScan Global Result: No match identified on any of the screened lists, including the OFAC SDN List, SSI List, NS-MBS List, BIS Entity List, BIS Denied Persons List, BIS Unverified List, DDTC AECA Debarred Parties List, DoD Section 1260H List, EU Consolidated Sanctions List, UN Security Council Consolidated List, and all additional lists screened by the PineScan Global platf

2. Brigadier General Niko Stathakis. PineScan Global Result: No match identified on any of the screened lists. The PineScan Global fuzzy-matching algorithm did not flag any partial matches, potential aliases, or phonetic variants for the name "Niko Stathakis" or "Nikolaos Stathakis" on any screened list. C&H Manual Verification: No match identified on the OFAC SDN List, SSI List, NS-MBS List, or any of the other seve

3. Drakon Defence Systems S.A. PineScan Global Result: No match identified on any of the screened lists. The entity name "Drakon Defence Systems S.A." and variants thereof (including "Drakon Defense Systems," "Drakon Defence," and the Kantaran-language transliteration) did not match any entry on any screened list. C&H Manual Verification: No match identified on the OFAC SDN List, SSI List, NS-MBS List, BIS Entity Lis

4. Theodoros Papadimitriou. PineScan Global Result: No match identified on any of the screened lists. The PineScan Global fuzzy-matching algorithm identified one potential partial match for the surname "Papadimitriou" on the EU Consolidated Sanctions List; however, upon further analysis, the potential match was determined to be a false positive — the listed individual was a different person (different first name, dif

5. Castellan Holdings Limited. PineScan Global Result: No direct match identified on any of the screened lists. The entity name "Castellan Holdings Limited" and variants thereof did not match any entry on any screened list at any sensitivity threshold. The Cyprus company registration number (HE-394521) was also searched and did not match any list entry. C&H Manual Verification: No direct match identified on the OFAC

6. Yiannis Andreou. PineScan Global Result: No direct match identified on any of the screened lists. The name "Yiannis Andreou" and variants thereof (including "Ioannis Andreou," "Yannis Andreou," and "John Andreou") did not match any entry on any screened list. C&H Manual Verification: No direct match identified on the OFAC SDN List, SSI List, NS-MBS List, or any of the other seven screened lists. C&H searched for t

V. Compliance Red Flag: Castellan Holdings Ltd. / Yiannis Andreou — Association with OFAC SDN-Designated Viktor Semichastny A. Factual Background During the open-source media and adverse information screening conducted by C&H as part of the Phase 1 screening process, a significant compliance red flag was identified in connection with Yiannis Andreou, the listed ultimate beneficial owner of Castellan Holdings Limited,

VI. Phase 2 Enhanced Due Diligence — Northbridge Engagement A. Scope of Phase 2 EDD In light of the compliance red flag identified in Section V above, and with the authorization of Janet Pfeiffer, General Counsel and Chief Compliance Officer of WAL, C&H has engaged Northbridge Forensic Advisory Group LLC ("Northbridge") to conduct a Tier 2 Enhanced Due Diligence investigation focused on Castellan Holdings Limited and

VII. Interim Compliance Recommendations Pending completion of the Phase 2 enhanced due diligence investigation and delivery of C&H's Enhanced Due Diligence Risk Assessment Memorandum, C&H makes the following interim compliance recommendations to WAL. A. Suspension of Drakon Intermediary Agreement Finalization C&H recommends that WAL immediately suspend finalization of the intermediary / representation agreement with