Contract analysis

1. Transaction Overview Calderwood & Harkness LLP represents Redstone Gaming Corp. ("RGC" or the "Company"), a Delaware-incorporated, Nevada-headquartered publicly traded gaming and media entertainment company listed on the New York Stock Exchange under the ticker symbol "RDGM," in connection with a $180,000,000 underwritten follow-on public offering of shares of its common stock (the "Offering"). Offering Structure.

2. Key Parties and Contacts The following is a comprehensive list of the parties and principal contacts involved in the Offering. All team members should keep this section readily accessible for reference throughout the transaction. 2.1 Client — Redstone Gaming Corp. Darren Whitfield serves as the primary day-to-day client contact for all matters relating to the Offering. All substantive communications with the Compa

3. Calderwood & Harkness Deal Team — Staffing Assignments The following sets forth the staffing assignments and individual responsibilities for each member of the Calderwood & Harkness deal team. Each team member should review his or her assigned responsibilities carefully and confirm understanding and availability to me by no later than close of business on October 7, 2025. 3.1 Vivienne St. Claire — Responsible Part

4. Key Workstreams This section describes in detail each of the principal workstreams for the Offering. Each workstream identifies the scope of work, the lead team member, key considerations, and required deliverables. All team members should review the workstreams assigned to them and to the team members with whom they will be collaborating. Workstream A: Registration and SEC Filings Scope: This workstream encompass

1. Preliminary Prospectus Supplement (completed — filed October 6, 2025)

2. SEC Comment Analysis Memorandum

3. SEC Comment Response Letter (draft and final)

4. Revised Prospectus Supplement (redline and clean)

5. Final Prospectus Supplement

6. Rule 462(b) Registration Statement (precautionary draft)

7. Pricing Term Sheet (Rule 433 free writing prospectus) Workstream B: Underwriting Agreement Negotiation Scope: This workstream encompasses the drafting, negotiation, and finalization of the underwriting agreement among the Company and the three underwriters — Pinnacle Zanthor & Co. (as Lead Bookrunning Manager), Hargrove Williams Securities LLC (as Joint Bookrunning Manager), and Clearwater Capital Markets Inc. (as

1. Initial draft underwriting agreement

2. Issues list email to Whitmore & Pratt

3. Revised draft underwriting agreement (redline reflecting negotiation)

4. Execution version of underwriting agreement

5. Review and comments on Agreement Among Underwriters Workstream C: Board and Corporate Authorizations Scope: This workstream encompasses all board and corporate authorization matters related to the Offering, including confirmation of the final form of board resolutions previously adopted, preparation of pricing committee resolutions, and the secretary's certificate. Lead: Brendan Walsh. Key Details: The Company's B

1. Board Resolutions — final/executed (confirm in files)

2. Pricing Committee Resolutions (draft)

3. Secretary's Certificate Workstream D: Legal Opinions and Negative Assurance Scope: This workstream encompasses the preparation and delivery of the legal opinion (Exhibit 5.1) regarding the validity of the shares being offered, the negative assurance (10b-5) letter to the underwriters, and the tax disclosure opinion. Lead: Brendan Walsh (Exhibit 5.1 legal opinion and 10b-5 negative assurance letter); Natasha Forbes

1. Legal Opinion (Exhibit 5.1) — draft and final

2. Negative Assurance (10b-5) Letter — draft and final

3. Tax Disclosure Opinion — draft Workstream E: Due Diligence Scope: This workstream encompasses the comprehensive legal due diligence to be conducted on RGC, the preparation of the due diligence memorandum, the bring-down due diligence call with management, and the due diligence defense memorandum documenting the steps taken to establish a due diligence defense under Section 11 of the Securities Act. Lead: Brendan W

2. Bring-Down Due Diligence Call Outline

3. Due Diligence Defense Memorandum Workstream F: Lock-Up Agreements Scope: This workstream encompasses the drafting of the form of lock-up agreement, the circulation of lock-up agreements for execution, and the tracking and collection of executed agreements. Lead: Natasha Forbes. Key Terms: The lock-up agreements will contain the following principal terms: • Lock-up period: 90 days from the date of the Final Prospec

2. Lock-Up Agreement Execution Tracker Workstream G: Officer's Certificates and Comfort Letters Scope: This workstream encompasses the preparation of officer's certificates and the coordination of the comfort letter process with Kaplan Feld & Associates LLP. Lead: Natasha Forbes. Key Details: Officer's Certificates. Natasha will prepare the following: • CFO Certificate (draft). The CFO certificate, to be executed by

1. Officer's Certificate (CFO) — draft

2. Officer's Certificate (CEO/CFO) — execution version

3. Comfort Letter Request to Kaplan Feld

4. Email to Sandra Meyers regarding comfort letter procedures Workstream H: Closing Scope: This workstream encompasses the compilation of all closing deliverables, the management of closing logistics, and the preparation of the closing checklist and closing memorandum. Lead: Brendan Walsh (closing memorandum and closing checklist supervision); Natasha Forbes (execution, logistics, and day-to-day closing checklist mai

1. Executed underwriting agreement (executed at signing/pricing on October 28, 2025)

2. Officer's certificates — joint CEO/CFO certificate (Marcus Hale and Lena Okafor)

3. Secretary's certificate (with attachments: Certificate of Incorporation, Bylaws, Board resolutions, Pricing Committee resolutions, incumbency certificate)

4. Legal opinion — Exhibit 5.1 (Calderwood & Harkness LLP) regarding validity of shares (filed at pricing)

5. Negative assurance (10b-5) letter (Calderwood & Harkness LLP) — final, delivered at closing

6. Comfort letters — initial comfort letter (Kaplan Feld & Associates LLP, delivered at signing/pricing) and bring-down comfort letter (Kaplan Feld & Associates LLP, delivered at closing)

7. Lock-up agreements — all eleven executed agreements

8. DTC eligibility confirmation (Continental Share Services, Inc.)

9. NYSE supplemental listing application for additional shares

10. Good standing certificates — Delaware Secretary of State and Nevada Secretary of State

11. Funds flow — wire of net proceeds ($172,800,000 less expenses) to RGC's designated account

12. Share delivery via DTC through Continental Share Services Post-closing, Brendan Walsh will distribute the final closing binder to all parties. Natasha Forbes will compile and organize the binder materials. Deliverables:

5. Master Timeline and Milestones The following master timeline sets forth the key dates, milestones, and deliverables for the Offering. All team members should calendar these dates and should treat the dates marked as "target" as firm deadlines absent exceptional circumstances. Any deviation from this timeline should be communicated to me immediately. Week 1: October 6–10, 2025 Monday, October 6: • Engagement formal

6. Communication Protocols and Logistics The following communication protocols and logistical guidelines apply to all team members throughout the engagement. Client Communication. All substantive communications with Redstone Gaming Corp. should be directed through Darren Whitfield, General Counsel, with copies to Vivienne St. Claire. No team member should communicate directly with the Company's CEO or CFO on substant

7. Closing Remarks and Action Items for Team The following action items require immediate attention: Brendan Walsh: • Circulate initial draft underwriting agreement to Whitmore & Pratt by no later than October 10, 2025. • Prepare first draft of SEC comment response letter by October 17, 2025 (assuming SEC comment letter received on or about October 14, 2025). • Schedule bring-down due diligence call for October 27, 2