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File: WOF_NR150305.doc



 
Vancouver, British Columbia - March 5, 2015 - Woulfe Mining Corp. (TSX-V: WOF, Frankfurt: OZ4)

Woulfe Mining Receives Loan

March 5, 2015 - Vancouver, Canada - Woulfe Mining Corp. ("Woulfe" or the "Company") (TSX-V: WOF, Frankfurt: OZ4) annou
--->nces that Dundee Resources Limited has agreed to lend the Company $450,000 by way of a promissory note (the "Note"), p
--->ayable on demand, with an interest rate of 12% per annum.  Dundee Resources Limited ("Dundee") is a wholly owned subsi
--->diary of Dundee Corporation, and is a control person, as that term is defined in the Securities Act of British Columbi
--->a and Ontario exercising direction and control over an aggregate of 60,250,380 common shares of the Company, represent
--->ing 16.5% of the issued and outstanding shares, and convertible securities under which a further 80,699,879 common sha
--->res may be issued, representing approximately 31.66% of the Company's voting securities on a partially diluted basis. 
--->As no voting securities of the Company are issuable in relation to the Note, the ownership position of Dundee as discl
--->osed above will remain unchanged.
The proceeds of the Note will be used for general working capital purposes and repayment of short term debt.
As Dundee is a control person to the Company, it is a 'related party' to the Company within the meaning of Multilatera
--->l Instrument 61-101- Protection of Minority Security Holders in Special Transactions ("MI 61-101"). As such, the Note 
--->constitutes a "related party transaction" within the meaning of MI 61-101.  The Note being a simple loan transaction, 
--->with no securities being issued, does not fall within the types of transactions listed in paragraphs (a) -(g) of the d
--->efinition of related party transaction for which MI 61-101 would require a formal valuation in accordance with Section
---> 5.4(1) of MI 61-101. As (A) the Note comprises a loan or credit facility obtained on reasonable commercial terms that
---> are not less advantageous to the Company than if the loan or credit facility were obtained from a person dealing at a
--->rm's length with the Company; (B) the Note is not convertible into equity or voting securities of the Company or a sub
--->sidiary of the Company; and (C) the Note is not repayable as to principal or interest in equity or voting securities o
--->f the Company or a subsidiary of the Company, it falls within an exemption to the minority approval requirement as des
--->cribed in section 5.7(1)(f) of MI 61-101.
The independent members of the board of directors approved the borrowing of funds, with each of Mark Goodman and David
---> Whyte abstaining.
There are no prior valuations in respect of the Company that have been made in the last 24 months or of the Note and n
--->either the board of Woulfe nor its officers are aware of the existence of any such valuation.


On Behalf of the Board of Directors
Woulfe Mining Corp.
 "Michel Gaucher"
 Michel Gaucher, CEO and Director

About Woulfe Mining Corp.
Woulfe Mining Corp., through its wholly-owned subsidiary, Sangdong Mining Corporation, is dedicated to developing the 
--->Sangdong tungsten-molybdenum mine which was historically one of the largest tungsten mines in the world and one of the
---> few long-life, high-grade tungsten deposits located outside of China. Woulfe Mining Corp. is listed on the Canadian S
--->tock Exchange.
 For further information please contact:
 Mark Gelmon - CFO
Phone +1 (604) 684-6264, email : mark.gelmon@woulfemining.com
 
Forward Looking Information: This news release includes certain information that may be deemed "forward-looking inform
--->ation". Forward-looking information can generally be identified by the use of forward-looking terminology such as "may
--->", "will", "expect", "intend", "estimate", "anticipate", "believe", "continue", "plans" or similar terminology. All in
--->formation in this release, other than information of historical facts, including, without limitation, the timing of th
--->e feasibility study update, the potential of the Sangdong project, engineering and mine planning, general future plans
---> and objectives for the Sangdong project are forward-looking information that involve various risks and uncertainties.
---> Although the Company believes that the expectations expressed in such forward-looking information are based on reason
--->able assumptions, such expectations are not guarantees of future performance and actual results or developments may di
--->ffer materially from those in the forward-looking information. Forward-looking information is based on a number of mat
--->erial factors and assumptions. Factors that could cause actual results to differ materially from the forward-looking i
--->nformation include changes in project parameters as plans continue to be refined, future metal prices, availability of
---> capital and financing on acceptable terms, general economic, market or business conditions, uninsured risks, regulato
--->ry changes, defects in title, availability of personnel, materials and equipment on a timely basis, accidents or equip
--->ment breakdowns, delays in receiving government approvals, and other risks detailed herein and from time to time in th
--->e filings made by the Company with securities regulatory authorities in Canada.  Mineral exploration and development o
--->f mines is an inherently risky business. Accordingly, actual events may differ materially from those projected in the 
--->forward-looking information. For more information on the Company and the risks and challenges of our business, investo
--->rs should review our annual filings which are available at www.sedar.com. Readers are cautioned not to place undue rel
--->iance on forward-looking information. The Company does not undertake to update any forward looking information, except
---> in accordance with applicable securities laws.