It is my pleasure to share a transcript of an hour-long interview with Mr. Will Ansley, President and CEO of Lupaka Gold (TSXV:LPK). You can find the audio of the interview here:

Peter Bell: Mr. Will Ansley from Lupaka Gold, hello.

Will Ansley: Hi Peter. Nice to meet you. Thanks for taking the time to have the call and speak about my passion, Lupaka Gold.

Peter Bell: I've got you on uber-conference and we're recording the audio, but I'm also doing a screenshare so I may walk you through a few different parts of the website here and ask some questions about different things.

To start off, I would ask about your comment that Lupaka is your passion. What's the story there? How long have you been involved with the company?

Will Ansley: I officially joined at the end of September, 2018. One of the main drivers of joining this company was, quite frankly, the quick path to production, the Company is pretty well-funded and is fully permitted with a Community Agreement in place.

One of the hardest things to accomplish in South America, in particular in Peru, is to get a community agreement for exploitation in mining and Lupaka has all this in place. It's a really good story with a quick path to cashflow and financial independence of the markets.

Peter Bell: Graduating from exploration stage into actual revenue is a pretty big change and can be a big value-creation-exercise in the markets.

Will Ansley: It's our strategy to get to independence from the markets as soon as possible. We don't want to be stuck in a situation where the company is sitting dormant for 3-4 years because the markets are not there to fund exploration or development.

Peter Bell: And I gather that this is something that you have a lot of experience with. Was it five different projects that you've brought into production over the last few years?

Will Ansley: Yes, the number is 6 – 6 mines over an 8-year period. That’s all about being part of a terrific team that's put these into production. Always lots of fun, never a dull moment.

Peter Bell: It has been a pretty tough 8-year period as well. There has not been a lot of new mines going into production the last 8 years.

Will Ansley: You'd have to go back about 3 years to the start of the 8-year period, Peter. The capital markets were more available at that time, but this one should be interesting.

Another important thing is that this project is pretty high-grade, so there's a lot of margin and opportunity here for expansion.

Peter Bell: Have you done anything in Peru before?

Will Ansley: No. That being said, when I was at Lake Shore Gold, our joint venture partner was a company called Hochschild and they are one of the largest mining companies in Peru. They've been around for a long time and are very well-regarded in Peru. I do have some Peruvian experience, indirectly, through the knowledge of our joint venture partner, Hochschild.

Peter Bell: Great. And I gather that there are some site visits coming soon, so we may be hearing more about the company soon. For now, there was a lot of good information up on the company website about the Invicta project. Always lots of other questions, though. I'm sure you'll be getting into some details around mine planning with people when they walk the ground there.

Will Ansley: Until recently Peter, the company needed more financing. We closed on two very important financings over the last four weeks and that's enabled us to get going on the plan that we have.

We need to update the website as it still talks about the Crucero asset, which we closed the sale of last week. We need to spend some resources on updating the website and now that we have those resources, we can do that. The main focus of the company right now is to get Invicta into production quickly and on time, on budget.

Let me run you through a little bit of the company. We currently have almost 119 million shares outstanding and a bunch of options and warrants. The cash and marketable securities sit about $7.5 million at the present time. And there's also a debt facility with Pandion, who's a great group out of New York, who have provided us with $7 million U.S. in debt financing in order to put this asset into production.

Any questions on that so far?

Peter Bell: Yes. Timeline on that debt? And was that related to the gold loan?

Will Ansley: The debt is basically a forward gold sale. It's broken into 3 tranches and we've drawn on 2 of the 3 tranches. There's one tranche remaining and that's for $2.5 million dollars. In order to draw down that tranche, we need to raise another $2 million U.S. from other sources in non-debt financing. The sale of our Crucero asset, which occurred last week, counts towards the requirement to raise $2 million U.S. from other sources.

However, when we received the proceeds from the sale of Crucero, we received $750,000 Canadian in cash and 3.5 million shares of Gold Mining Inc. We have certain restrictions on how we can monetize those shares. Our model shows that, by the time we would monetize enough position to satisfy our requirements under Pandion it would probably be the end of February.

We have enough money to do what we need to do, but it will take us until February to get that completed unless we can find someone to sell a block of shares to.

Peter Bell: And the third tranche of that gold loan will still be available at that time?

Will Ansley: Yes. To just finish on what you asked Peter, the Pandion transaction is called a pre-paid gold forward agreement broken into three tranches. On each of those tranches, there's a 15-month holiday until they have to be repaid and then they get amortized over 45 months following the 15 months.

Peter Bell: Not bad. Gives you some runway to get things into production here.

Will Ansley: Yes. Absolutely. That's the contemplation of the agreement.

Peter Bell: I noticed that there's mention of a bridge loan in the presentation. There was a financing in June from that. Is that a separate transaction from the gold loans?

Will Ansley: That is correct, yes.

Peter Bell: OK. Any comment on shareholder base?

Will Ansley: Insiders own a bunch. There's only one institution and they've been there since the beginning, but there really is no real institutional ownership. The Chairman owns about 12%. Management and insiders, directors, et cetera own another 10%. That leaves about 78% with retail. The backbone of the company right now and will continue to be retail. As we get into production or move towards production, we may need to transition some of that over to institutional.

Peter Bell: That would be a good fit. Institutions have a slightly different risk appetite and there are not quite as many institutions funding pure exploration as are interested in development stories. That may be a good case of things moving in the right direction there.

Will Ansley: Absolutely.

Peter Bell: I see that Red Cloud Klondike Strike is in the mix, too. I think that they will help out a lot. They seem to be doing some pretty neat stuff. Lots of coverage of good stories and help raising money in a pretty meaningful way.

Will Ansley: Right. They've been very supportive.

Peter Bell: And the numbers again – do the shares of Gold Mining Inc. count towards the financing conditions? Or is it just the cash that goes towards that next threshold of financing that you have to make to access the next tranche of the loan?

Will Ansley: It's only the cash component. The cash that we received plus any cash that we receive from the sale of the Gold Mining Shares counts towards the loan.

Peter Bell: Okay. And that's what takes you to the February timeline that you mentioned. Great. How long has this Invicta story been taking shape here for you guys?

Will Ansley: Invicta's been around a long time. Originally it was a Barrick asset, and the company we brought it from in the downturn was called Andean American Gold. They worked the project and took it to full-feasibility. They had it permitted for 5,000 tonnes a day, which would basically take the whole top of the mountain off. If you look at slides 8 then you can see a greater picture of the project.

Will Ansley: Their concept was to take the whole top of the mountain off in a great big pit and process it at a large mill. The total cap-ex to develop the program was well north of a billion dollars, which just doesn't work. The metal prices at the time were $36 silver and $1,500 gold. We're in a different environment now.

Lupaka came in and bought this asset from Andean in the downturn and got a really good price. They got it for a song, really. You can see on the slide number 8, that there has been over $15 million invested in the project in terms of mine development. There are three adits, cross-cuts right through the veins, and ore drifts. There's a camp on surface that can support 65 people.

We're, basically, ready to go with operations. We intend to use a contract miner and we'll use contract trucking fleet, which will take our ore by truck to a milling facility that has yet to be selected. We're evaluating alternatives as to where the ore will be processed and sold to an off-taker.

Peter Bell: With all these underground developments, how much of the ore was taken out yet?

Will Ansley: Yes, some ore was taken out. You can see on the very first slide that there are some covered stockpiles at the mouth of the first adit on the 3400 level. One on each side of a little road. The grade on the right is a little bit higher than the one on the left, from what I understand.

Will Ansley: In conjunction with that, Lupaka did two different bulk samples. That was about 1,000 tonnes, combined. We sent them to two different plants that didn't talk to one another and compared the recoveries, which gave us a really good understanding of what we can expect when we go into operation on this asset because the mills reported the actual recoveries. Lupaka made money on these bulk samples.

When a lot of mines go into production, they have done metallurgical test work on a bench or using bottle roll testing and they don't actually have a bulk sample that went through a mill. From a metallurgical perspective, it really de-risks our project.

Peter Bell: I noticed that information on the bulk samples in the appendix. I didn't realize that they had gone off to two separate labs. I see that they were done some time apart. Is that just differences in timing on the results coming back, or were there two rounds of bulk sampling work done?

Will Ansley: There was two rounds done. We wanted to do it at two different facilities.

Peter Bell: Was that taken from the stockpile you mentioned? Or was that stuff that you got from inside the mine?

Will Ansley: It was primarily rock that was inside the mine, but they blended a little bit with some of the development ore that was put outside.

Peter Bell: There's a photo on the website showing a truck or something going into the portal. It seems like a pretty low height at that point. I guess it's sufficient to go into operation on some scale. Any thoughts on that?

Will Ansley: The photo you're looking at is probably from the bulk sample. The heading that exits there is, I believe, 3 meters by 3 meters. It would be sufficient to do a small-scale operation, but as part of the development process we're planning to expand that. There are several things we need to do, and one of them is expand some of those headings but we don't need to expand it a lot.

We also need to establish a ramp. We need to establish a secondary egress out of the mine, which will double as ventilation and help with circulation. We also need safety bays and some ground reinforcement work, as well. All that development work should take about 3 months to complete from when it's initiated.

Peter Bell: And funding for that could potentially come from this third tranche of the loan? Or are you going to need additional facilities to get that?

Will Ansley: We have all the funding we need.

Peter Bell: A question on scheduling for the mining of the ore body, too. I saw that there was a revised PEA to be completed. With the bulk sampling and historical drilling associated with the resource, you may have pretty good handle on variation and grade across the body. Do you have a good sense of scheduling?

Will Ansley: We don't have a PEA now. We have an internal engineering study that the company performed with assistance from SRK's Lima subsidiary called SBF. We have that mine plan, which calls for a 350 tonne per day operation for an initial 6-year period. The 3 months of development what we spoke about is part of that plan.

Will Ansley: The PEA is a formal process that is underway from SRK Canada and will formally document all of the study that's already completed plus more up to 43-101 standards for our investors to see. We didn't have the financial resources to be able to complete our studies to full standards at the time.

We're in the early process of doing that. We're looking at having that completed in Q1, 2018. I'm hoping for early Q1.

Peter Bell: 2018 will be a big year for you if you come out of the gates like that!

Will Ansley: I'm hoping to have payable metal as soon as possible. If we can start the mining contractor in January, then we would have payable metal in April.

Will Ansley: If you look at slide 11, then you will see a dotted yellow line and that is what we call the area of operational focus for our initial 6-year mine plan. We would be coming in off that 3400 level, which is the main adit with the ventilation. We'd come in there and then access our mining stilts in the two zones.

The scope of our mining is planned for two zones. The 6-year plan goes up 120 meters high. We can see that there are little green bars up on surface that represent trenching results. Those are 150 meters above the 120-meter mine plan. They have 12 meters of 15 grams and 9 meters of 8.5 grams. When I say grams, it's gold equivalent ounces because this is a gold-copper and poly-metallic deposit. There is 65% gold, which is the revenue component. The remaining amount would be split almost equally between copper, silver, zinc, and lead. The mine would produce 3 saleable concentrates: a copper con, where most of the gold reports, a zinc con, and a lead con.

With these trenches 150 meters above the 120-meter 6-year mine plan, we can speculate that there's a good chance we'll be here 10-15 years at 350 tonnes a day but that's not really what we're after. We don't want to be banging our head for 15 years at 350 tonnes a day. First of all, we'd like to get in there and get cashflow positive, then do some drilling and come up with a better handle on the geology. We would like to design and engineer an operation that would be 500-1,000 tonnes a day for 7-8 years. That way, we could triple our production profile from what we're starting with and build a plant onsite. The payback would be very quick to build a mill onsite – we could probably repay the capital from the savings of not having to truck the ore in a year.

Peter Bell: Wow. Again, that’s a long runway there ahead of you.

Will Ansley: Yes, there's tremendous growth opportunity in this asset alone. We talk about the regional upside on slide 12, too.

The Atenea Vein that we are intending on mining is in the yellow dotted area. That presumably goes down to depth and goes into the mountain, but nobody's been able to drill in there before. That's an opportunity, but there are other veins around too. There are numerous other zones outside of the Atenea Vein. In our existing resource, there is 238,000 gold equivalent ounces in the measured and indicated categories in the other zones. We need to follow up on that. Lots of opportunity at Invicta.

Peter Bell: Very helpful to hear about the main adit in regard to that. Any comment on mining method here – block cave or something a little more selective with this sheet-shaped mineralization?

Will Ansley: The veins are pretty wide, so our internal studies would indicate that the lion's share would be sub-level open stope. There may be a bit of mechanized, but all that needs to be confirmed in the PEA

Peter Bell: And there is this question of “why dial back the scale that in the original plan calling for 5,000 tonnes per day?” With the massive CAPEX and everything, it sounds like part of the answer why you did that is economics – your goal of getting it funded and cashflow positive as soon as possible. I would guess that some of it also probably ties in with this tradeoff between the location of the mill and the use of trucks. The bottleneck for you guys here is probably the trucking and the roads.

Will Ansley: A major impediment to building something large like that is the recognition of the community of people. It's a very rural and elevated area, but there are some communities around and we have to be highly cognizant of our social relationship. They don't want to have a big disturbance from a project that's 5,000 tonnes a day as an open-pit with dust everywhere. That wasn't going to fly with them, so we didn't pursue it.

We're starting out small at 350 tonnes a day. We intend to hire some people from the community, give them jobs, and really get the buy-in. That will, hopefully, allow us to expand relatively easily to the higher level of 500 or even 1,000 tonnes a day, which is where the project is permitted at. The project is permitted at 1,000 tonnes a day and it would be good for us to be able to get up to that level.

Peter Bell: On the website there was some neat photos of pine trees being grown at a nursery in the community there. That's not something I had expected in the Peruvian mountains.

Will Ansley: They're pretty creative on things.

Peter Bell: Good for you guys. I wonder if there has been any dialogue with the regulators – any thoughts from them on the revised plan that you're taking here?

Will Ansley: No. We're fully permitted and the government is very supportive. They want to have jobs. I think 74% of the employment in Peru is what they call informal. The government is making a tremendous effort to have formal jobs in formal companies, such as ours. It enhances their tax base and the employment base. It just creates sustainability.

Peter Bell: You mentioned exploration potential once you're in here. What do you think the timeline on that looks like? It looks like it’s too small to get a drill underground there now – how much access do you have?

Will Ansley: We don't want to be competing with the development work of the mining contractor. That will take three months, so I don't think we'd be able to initiate an underground drill program until the mining contractor has completed his work.

Peter Bell: Great, thanks. And that underground development work hasn't started yet because you are waiting for the third tranche of the loan to come through after selling enough shares of Gold Mining Inc., right?

Will Ansley: Yes, or additional financing.

Another critical issue to consider is that whether development or exploration, the first thing that has to happen is the road rehabilitation from the Pan-American Highway up to site. That is 2,500 meters of existing road that requires enhancements, specifically widening the road and creating a safety berm. In addition, we need to divert the road around some of the local small communities so that we limit our disturbance on them. That will take three months to do, as well. The plan is to start that from the top and the bottom at the same time.

Peter Bell: Cool!

Will Ansley: I'm actually heading to Lima next week, so I want to check on our progress on initiating those fronts.

Peter Bell: Is it your sole responsibility to fund and execute that road rehabilitation?

Will Ansley: Yes. That will be step one. After that's done, we'll have the mining contractor go in there and do his work.

Peter Bell: Good to hear that you are working with a contractor. Are you looking to buy any of the trucks or anything like that yourself at this point?

Will Ansley: No, all the equipment is the mining contractor's.

Peter Bell: And, again, how is access to the underground workings?

Will Ansley: You can go there tomorrow through the adit. There is some ground support that needs to be reinforced, but access is available.

Peter Bell: Have you done any wall-sampling recently, or is it pretty well in hand with the bulk samples that you did in the past?

Will Ansley: I think the bulk samples say it all, but we've done channel sampling all the way down there. If you go back into our historical news and presentations, then you'll see the results of those.

Based on those results and the bulk samples, I would anticipate our average grade to be north of 6 grams during our mine program, but the PEA will validate and hopefully enhance our understanding of all that.

Peter Bell: Slide 24 shows a bunch of the drill holes – can we cross-reference it with slide 11 that we were talking about earlier? Is that yellow dotted box area the Atenea Vein?

Will Ansley: It's all, yeah, the whole mine plan is focused on the Atenea Vein.

Peter Bell: Okay. Great to see all the switchbacks going back and forth the hillside in that picture, too.

Will Ansley: Some of those are actually railroads.

Peter Bell: Any surface disturbance expected with all this, or is it exclusively underground?

Will Ansley: Minimal, other than the road.

Peter Bell: The recovery numbers look good for both those bulk samples.

Will Ansley: Very good.

Peter Bell: Any comments on the downstream partners yet? Are these concentrates pretty saleable?

Will Ansley: They're highly saleable. I'd say we are advanced negotiation with three different parties at this point in time. The longer we wait, the better the terms get.

Peter Bell: It would seem that you've been able to execute some good deals in the recent history here, so I would expect that to continue.

Will Ansley: Let's hope so.

Peter Bell: Anything else about Invicta?

Will Ansley: The main thing about Invicta is that the path to production is very easy. The path itself has been around for a few years and, at this point, a lot of the heavy lifting's done. We're close to production, it's permitted, there's a community agreement and it's substantially funded. It's very exciting. We'll be in production shortly and, not only that, but there's an opportunity to triple the production within 1.5-2 years.

Peter Bell: Pretty impressive headline numbers there. There’s still potential to stumble right at the finish line, or the handoff in the marathon.

Will Ansley: Right. Things are never easy, they say, "Mines are made, not found."

Peter Bell: It helps to have a team in the driver's seat that has done it before.

Will Ansley: Absolutely. You have a page on Josnitoro up now and it is a joint venture we have with Hochschild. It's located in the southern part of the country in, basically, elephant country. There are a number of highly prospective projects down there. Las Bambas is down there, which has over 300 million tonnes at over 1% copper. The Chinese bought ground close to Josnitoro a 1.5 years ago for $1.5 billion dollars. This is a joint venture with Hochschild and, as part of that, we need to get a community agreement for exploration, which we've demonstrated we're able to do. We've got that Crucero and we've got a full mining agreement at Invicta.

It's something that we need to work on, and we need to spend $500,000 by the first quarter of next year. Come back after New Year's and you'll see that the Lupaka is going to be having some focus on Josnitoro, as well. It's a good opportunity.

Will Ansley: If you go to slide 15, then you can see some more info on it. We know about a skarn there with some other targets. The skarn is over four kilometers wide and is being mined all over by several hundred illegal miners who are operating and sending material to a plant located 4 kilometers south.

Will Ansley: We checked with one of the off-takers and you can see what they're getting onsite. They're producing a concentrate that is 27% copper, half an ounce gold, and 140 ounces of silver. That indicates a rich endowment here in this skarn. If you think about Cordoba's skarn, for example, it is 1.8 kilometers. This one's 4 kilometers, so it's a big, big skarn. Typically, where you have a skarn, you also have a porphyry at the skarn. That doesn’t always happen but it is a very big opportunity for us is to go in and look for the porphyry by drilling underneath where the miners are on the skarn to try and understand just how big it is.

Peter Bell: And disseminated gold in the sandstones off to the side, too. That would seem to indicate a rich gold-bearing system somewhere in there.

Will Ansley: Exactly, you're 100% right. The property has not been drilled at all, but they have some surface sampling and that's where they get the gold in the sandstones. We'd need to drill there as well.

Peter Bell: And it seems like there's some zonation going on here too with copper-gold off to one and copper-zinc on the other.

Will Ansley: Yes, you can see the endowment change from the copper-gold to copper-silver-gold, and then copper-zinc. The zinc is often distal to the source, so it could mean that the porphyry could be over in that area to the left or maybe to the south. We shall see.

Peter Bell: Exciting! And no drill holes there too. Any plans for geophysics or anything like that around here?

Will Ansley: Yes, that's part of the plan.

Peter Bell: And the tougher question may be: How do you juggle the $500,000 work commitment there for Q1-2018 with the priorities at Invicta?

Will Ansley: It is a juggle, but we need to do some of the $500,000. We may start a little bit later at Invicta or find the money elsewhere. There's some extra money now with the Gold Mining shares.

Peter Bell: Good. And the illegal miners – any sense of difficulties that may arise around that?

Will Ansley: One thing that this company has is a tremendous, tremendous community and social relations team. They said Crucero would never get a community agreement, but they accomplished that. Then, they drilled off 2 million ounces and sold it to Gold Mining. They said Invicta would never get a community agreement to mine, but they accomplished that. I have a lot of confidence in our team to be able to come to an agreement with these people down there. And we're just looking for an exploration agreement at that this point, so it shouldn't be overly onerous.

Peter Bell: And maybe there's something creative possible there with people scouring the ground there right now. They are digging up ore and shipping it off to the concentrator – if you can find a way to get those people onside in some way, then they may be able to help from an exploration development. I don't know quite what that would look like, but it’s exciting to consider. I will watch for something interesting down there at Josnitoro!

Will Ansley: Peter, my chairman is calling me and I've got to wrap it up. I apologize. There's a few things going on here at the moment. In summary, the company's well-funded and we're on a path to production that's going to happen very quickly here. Whether it's April or June, we expect that we will have a saleable concentrate within the next six months. We hope to generate a significant amount of cashflow for our shareholders starting as early as Q3 of next year. If we start in April and hit our development to get to that 350 tonne per day commercial operation rate, then we could be into meanginful cash flow by July.

Peter Bell: Wow. Good for you, thanks very much for introducing it to me.

Will Ansley: I appreciate your time and your interest in the Lupaka. Happy to speak about it, as I said it's my passion and happy to talk about it anytime.

Peter Bell: Alright, go return that call to your chairman there, very important. Appreciate your time, thanks. Bye.

This document contains statements that are forward looking statements and are subject to various risks and uncertainties concerning the specific factors disclosed under the heading “Risk Factors” and elsewhere in the Company’s periodic filings with Canadian securities regulators. Such information contained herein represents management’s best judgment as of the date hereof based on information currently available. The Company does not assume the obligation to update any forward-looking statement.