Mr. Will Ansley reports

LUPAKA PROVIDES UPDATE ON NON-BROKERED PRIVATE PLACEMENT TERMS, AND TAKES MEASURES TO IMPROVE BALANCE SHEET LIQUIDITY

Lupaka Gold Corp. has updated the terms of its non-brokered private placement of units, which was originally announced on Jan. 28, 2019, and has taken additional steps to significantly improve the company's liquidity.

Non-brokered private placement

The company will be raising up to $1-million by way of a non-brokered private placement. Each unit will be priced at six cents, consisting of one common share of the company and one transferable common share purchase warrant. Each warrant entitles the holder to acquire one common share of the company at a price of 10 cents for a period of 30 months from the date of the closing of the offering. Proceeds from the offering are intended to be used for general working capital purposes and to continue working with the government to resolve the illegal blockade of Invicta.

Liquidity improvement program (LIP)

In conjunction with the private placement, the company has implemented a program to significantly improve its liquidity. Under the liquidity improvement program, approximately $850,000 in bridge loans and short-term accounts payable in Canada will be converted into units with the same terms as the private placement. Furthermore, an additional $450,000 of current accounts payable will be restructured into long-term notes, conditionally payable based on achieving future production thresholds at Invicta.

"We are extremely grateful and encouraged by the overwhelming support received from our business partners and lenders in Canada, including the bridge loan holders. Their willingness to convert debt to equity in Lupaka is a true testament to quality of the Invicta project," commented Will Ansley, president and chief executive officer of Lupaka Gold. "The undertaking of the LIP in conjunction with the private placement will improve the liquidity of the company by as much as $2.3-million. The funds raised will be instrumental in the pursuit to resolve the illegal road blockade at Invicta."

The closing of the offering, as well as the issuance of the common shares in this shares-for-debt transaction, is expected to occur on or before March 13, 2019, and is subject to receipt of approval of the TSX Venture Exchange. The common shares and warrants issued in the placement and shares-for-debt transaction will be subject to a four-month hold period.

Due to the continuing blockade of the Invicta mine, the company has extended the expiry term on 7.2 million purchase warrants originally set to expire on Feb. 19, 2019, by six additional months. The purchase warrants are exercisable at 10 cents per common share and will now expire on Aug. 19, 2019.

Finally, the company has completed its shares-for-debt transaction with Dan Kivari, which was announced on Jan. 28, 2018. Pursuant to the transaction, the company has issued Mr. Kivari 850,000 shares to settle $100,000 (U.S.) of debt at a deemed price per share of 15.5 cents. The shares issued are subject to a four-month hold period, which will expire on June 8, 2019.

About Lupaka Gold Corp.

Lupaka is an active Canadian-based company focused on creating shareholder value through discoveries and strategic development of the Invicta development project located in Peru, approximately 120 kilometres north of Lima.

We seek Safe Harbor.