Pop-Up was filmed primarily in Newcastle, Australia and Sebes, Romania, with additional shoots in Sydney and Brisbane (Australia), and Lancram (Romania). It totalled 50 shooting days spread out over two years between 2013 - 2015.
The film was financed and produced by McBrat Motion Pictures, based in Newcastle. Around 20% of the funding was raised through crowdfunding platforms Kickstarter and Pozible, with the remaining budget sourced through tv commercial production.
The Romanian sequence, which comprises around 20% of the completed film, was produced by Eduard Schneider's company in Sebes, Schneider Productions.
Post-production overlapped with production, with the edit commencing before filming was completed. Post facilities included McBrat Motion Pictures, the University of Newcastle, Hunter TAFE, the New York Film Academy (Sydney), Schneider Productions (Sebes), and Studio Mice (Bucharest).