FORM 12b-25
Notification of Late Filing
SEC File Number:54830
CUSIP Number: --
(Check One)
[ XX ] Form 10-K
[ ] Form 20-F
[ ] Form 10-Q
[ ] Form N-SAR
For Period Ended: December 31, 2012
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:
________________________________________________
Read Attached Instruction Sheet Before Preparing Form.
Please Print or Type.
Nothing in this Form shall be construed to imply
that the Commission has verified any information
contained herein.
_____________________________________________
If the notification relates to a portion of the
filing checked above, identify the Item(s) to which
the notification relates:
_____________________________________________
PART I -- REGISTRANT INFORMATION
Full Name of Registrant: SANDGATE ACQUISITION CORPORATION
Address of Principal
Executive Office: 215 Apolena Avenue
Newport Beach, CA 92662
Telephone: 202-387-5400
_________________________________
PART II -- RULES 12b-25(b) and (c)
If the subject report could not be filed without unreasonable
effort expense and the registrant seeks relief pursuant to
Rule 12b-25(b), the following should be completed.
(Check box if appropriate):
x (a) The reason described in reasonable detail in
Part III of this form could not be eliminated
without unreasonable effort or expense;
X (b) The subject annual report, semi-annual report,
transition report on Form 10-K, Form 20-F, 11-K
or Form N-SAR, or portion thereof will be filed
on or before the fifteenth calendar day following
the prescribed due date; or the subject quarterly
report or transition report on Form 10-Q, or
portion thereof will be filed on or before the
fifth calendar day following the prescribed due
date; and
(c) The accountant's statement or other exhibit
required by Rule 12b-25(c) has been attached if
applicable.
___________________________________________________
PART III -- NARRATIVE
State below in reasonable detail the reasons why Form 10-K
and Form 10-KSB, 20-F, 11-K, 10-Q and Form 10-QSB, N-SAR, or
the transition report or portion thereof could not be filed
within the prescribed period.
The Company needs additional time to complete
its reporting of the organization of the company
______________________________________________________
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in
regard to this notification.
James Cassidy 202 387-5400
_____________________ _________________________
Name (Area Code) (Telephone Number)
(2) Have all other periodic reports required under section
13 or 15(d) of the Securities and Exchange Act of 1934
or section 30 of the Investment Company Act of 1940
during the preceding 12 months or for such shorter
period that the registrant was required to file such
report(s) been filed? If the answer is no, identify
report(s).
( ) Yes ( x ) No
The Form 10-Q for the period ended September 30, 2012
is not yet filed. Although the Company filed its
registration statement and became a reporting company
after the period covered by that report, such report
is required and will therefore be filed shortly.
(3) Is it anticipated that any significant change in
results of operations from the corresponding period for
the last fiscal year will be reflected by the earnings
statements to be included in the subject report or
portion thereof?
( ) Yes (X) No
If so, attach an explanation of the anticipated change,
both narratively and quantitatively, and, if appropriate,
state the reasons why a reasonable estimate of the results
cannot be made.
SANDGATE ACQUISITION CORPORATION
_________________________________
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by
the undersigned thereunto duly authorized.
Date: March 27, 2013 By: /s/ James Cassidy