Mr. Edward Kelly reports

INCA ONE CLOSES SECOND TRANCHE OF USD$1,500,000 CONVERTIBLE LOAN

Further to its press releases of March 20, 2015, and April 27, 2015, Inca One Gold Corp. has closed the second tranche of the previously announced convertible loan for gross proceeds of $500,000 (U.S.).

Each tranche of the convertible loan bears interest at a rate of 15 per cent per year, has a 12-month term, is subject to a 12-month renewal option (subject to certain conditions), and is secured by a priority pledge of the inventory and related assets of the company's subsidiary, Chala One SAC.

Financing of the remaining tranche of $400,000 (U.S.) is at the option of Inca One and subject to closing conditions.

In certain circumstances, up to 40 per cent of the outstanding indebtedness under the convertible loan will be convertible into common shares of Inca One at the option of the lenders at a conversion price of 25 cents. The conversion amount is based on a fixed foreign exchange rate, which will result in a maximum of 2,987,800 common shares issuable upon conversion.

The convertible loan is with a syndicate of lenders lead by Promerita Financial Corp. The company will pay an arrangement fee of 5 per cent of the gross proceeds of the convertible loan to Promerita for its role in arranging the convertible loan.

Concurrent with signing the convertible loan, the company amended the security terms of its $5.5-million bond financing announced May 20, 2014, whereby the bond financing lenders released their priority security over the Chala One inventory assets for a temporary 1-per-cent increase in the annual interest rate from 10 per cent to 11 per cent. The 1-per-cent interest rate increase will be in effect until the convertible loan has been repaid in full.

The proceeds of the convertible loan will be used to finance mill feed inventory purchases at the company's Chala One plant in Peru and for general working capital purposes.

We seek Safe Harbor.