============================================================================== 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 DECEMBER 19, 2001 DATE OF REPORT --------------------------------- (DATE OF EARLIEST EVENT REPORTED) VHS NETWORK INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) 5170 DIXIE ROAD MISSISSAUGA, ONTARIO, CANADA L4W 1E3 ---------------------------------------- (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (905) 238-9398 ------------------------------ (REGISTRANT'S TELEPHONE NUMBER) FLORIDA 65-0656668 - -------------- ------------ ------------------- (STATE OR OTHER (COMMISSION (I.R.S. EMPLOYER JURISDICTION OF FILE NUMBER) IDENTIFICATION NO.) INCORPORATION) Item 2. Acquisition of Assets. VHS Network Inc. acquired the shares of TrueNET Enterprise Inc. in a transaction where VHS Network Inc.exchanged 3,200,000 VHS Network Inc. shares for all of the shares of TrueNET Enterprise Inc. The principles of TrueNET Enterprise Inc. are arms length sellers and have had no previous relationship with VHS Network Inc. its principles or any of its affiliates. TrueNET Enterprise Inc. has developed a management software product for the Wholesale Distribution Business which is unique and proprietory to them. This business will be carried on as a wholly owned subsidiary of VHS Network Inc. in the same business sector as previously employed. The principles of TrueNET Enterprise were; Mr John P. Salowski, Mr. Jeff R. McMillan, Regional Hose and Equipment Ltd. Each of the parties hereto were equal partners in the transaction. Item 7. Financial Statements No financial statements are filed herewith. The Registrant is required to file audited financial statements no later than 60 days after the date that this report must be filed. EXHIBITS 99.1 Press release dated December 12, 2001. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized. Date December 19, 2001 VHS NETWORK INC. By: /s/ Elwin D. Cathcart Elwin D. Cathcart CEO EXHIBIT 99.1 VHS Network Inc. Finalizes Acquisition Of TrueNET Enterprise Inc. MISSISSAUGA, Ontario--(BUSINESS WIRE)--Dec. 12, 2001--VHS Network, Inc. (OTC Bulletin Board: VHSN) announced today that the parties had agreed to all of the outstanding issues, and, subject to regulatory approval would complete its acquisition of the privately held Canadian company, TrueNET Enterprise Inc. of Mississauga, Ontario. VHS Network Inc. (www.vhsn.net), an ecommerce firm, develops and operates sophisticated trade mechanisms, which include the use of smartCARD(TM) technologies and international internet-based trade portals. The company's services are based on the simple principal of removal of barriers to trade that bring together parties who want to do business. TrueNET Enterprise Inc. (www.truenetenterprise.ca) is an electronic business facilitator and information technology consultancy, specializing in the implementation and support of wholesale distribution systems. The acquisition of TrueNET Enterprise Inc. is viewed as a significant advance toward creating unified electronic platforms for VHS Network's various ecommerce products. TrueNET's management and technical team will become an integral part of VHS Network's day-to-day operations. Elwin Cathcart, Chairman and CEO of VHS Network Inc., describes the acquisition as "a perfect fit, which fulfills several key objectives of the company's growth plans." He explained: "The next step for us is to provide our clients with enhanced ebusiness platforms which support and encourage the use of our international and domestic trade facilities. With this acquisition, we are gaining not only the technology, but the expertise necessary to do just that. In terms of our China-eMall trade portal alone (www.china-emall.com), the potential to increase transactions by harmonizing technologies is enormous." Speaking on behalf of management of TrueNET Enterprise Inc., John Salowski, who will assume the roll of President of VHS Network Inc., agreed, saying: "This is truly an intuitive application of our technology-adding value to a service by anticipating and addressing the technological differences of its clients." This press release contains forward-looking statements within the meaning of section 27A of the Securities Act of 1933 and section 21E of the Securities Exchange Act of 1934 and is subject to the safe harbor created by those sections, and the provisions contained in the Private Securities Litigation Reform Act of 1995 and any amendments thereto. CONTACT: VHS Network Inc. Elwin D. Cathcart, 905/795-9139, ext. 304 elwinc@VHSN.NET URL: www.vhsn.net