UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 9, 2004
DIALEX MINERALS INC.
Formerly
VHS NETWORK, INC.
FLORIDA 000-29827 65-065668
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
56 Temperance Street
Suite 600
Toronto, Ontario M5H 3V5
(Address of principal executive offices)
Tel: 416-368-6161
Fax: 416-368-7805
(Registrant's telephone number, including area code)
Registrant's former address:
390 Bay Street, Suite 2020
Toronto, Ontario M5H 2Y2
Item 2. Acquisition or Disposition of Assets
Dialex Minerals Inc. ("Dialex" or the "Registrant"), formerly known as VHS
Network Inc., has acquired all of the shares of Condor Diamond Corp.,
("Diamond") an Ontario company engaged in diamond exploration. Diamond was a
subsidiary of Condor Gold Corp. ("Gold") which is a principal shareholder of
Dialex.
In exchange for all of the issued and outstanding shares of Diamond, Dialex
issued an aggregate of 34,000,000 shares (the "Exchange Shares") of Dialex
common stock to the Diamond shareholders on February 9, 2004.
The Exchange Shares were issued to the shareholders of Diamond, in amounts
proportionate to their respective shareholdings in Diamond. A total of
33,455,000 Dialex shares out of the 34,000,000 Dialex shares were issued to Gold
as the principal shareholder of Diamond.
As set forth above, Gold is a significant shareholder of Dialex, and Alexander
Stewart is the Chief Executive Officer and a member of the board of directors of
each of Dialex and Gold. The shares of Gold are quoted on the Pink Sheets, LLC
under the symbol "CDRGF". The balance of the Exchange Shares, being an aggregate
of 545,000 shares, were issued, proportionately, to each of the nine Diamond
shareholders.
Prior to the acquisition of the shares of Diamond, Dialex had 3,734,556 common
shares issued and outstanding. Following the issuance of the Exchange Shares in
consideration for the Diamond shares, the Company had a total of 37,734,556
shares issued and outstanding.
Diamond is a private company incorporated in Ontario. Diamond owns a majority
interest in a total of 530 claims units located in the James Bay Lowlands,
located in northern Ontario. The claims stretch Akimiski Island off the coast of
Attawapiskat in James Bay westerly through to the McFauld's Lake area. As a
result of airborne geophysic surveys, Diamond believes that over 400 targets
merit further detailed exploration.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
DIALEX MINERALS INC.
(formerly VHS Network, Inc.)
March 11, 2004 /s/ Alexander Stewart
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Date Alexander Stewart
Director and Chief Executive Officer
2