Global Gold Corp. (GBGD)

[eom7]

51% worth $40MM in IPO.

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Key terms include that Global Gold Corporation will retain 51% of the shares of GGCR, which will be a subsidiary of the Company, per the terms of the April 27, 2011 Joint Venture Agreement as approved and described above.

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WHEREAS, GGCR, pursuant to the JV Agreement, will issue new shares to the Corporation such that following any reverse merger or initial public offering of GGCR's shares ("IPO"), the Corporation shall directly or indirectly hold the greater of (a) 51% of the equity of GGCR, or (b) $40.0 million in newly issued stock of GGCR, calculated based on the volume weighted average price ("VWAP") of such shares over the first 30 (thirty) days of trading following the IPO, assuming issuance of all shares issuable in the IPO, and assuming issuance of all Shares issuable as Management Shares and conversion of the Notes issued under the Instrument (as defined hereinafter) and all other convertible securities and exercise of any warrants or other securities issued in connection with the IPO, such that if following any reverse merger or IPO, the value of $40.0 million in newly issued shares based on VWAP of GGCR shares is greater than the Corporation's 51% equity ownership in GGCR valued as above, new shares in GGCR will be issued to the Corporation such that the aggregate value of the Corporation's ownership in GGCR is shares having a value of $40.0 million based on VWAP, subject to CRA, at its election, or as mutually agreed otherwise between Corporation and CRA, substituting cash for stock (the "Cash Election") in an amount of up to $12.5 million in cash to increase CRA's ownership based on a ratio of $784,314 for each 1% of existing shares of GGCR then held by CRA up to 49% or as mutually agreed otherwise;