U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number 1-12293
(Check One):
[ ] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 20-F [ X] Form 10-Q and
Form 10-QSB [ ] Form N-SAR
For Period Ended: September 30, 2002
-----------------------
[ ] Transition Report on Form 10-K and Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q and Form 10-QSB
[ ] 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 Broadengate, Inc.
-------------------------------------------------
Former Name if Applicable eSoftBank.com, Inc.
-------------------------------------------------
Address of Principal Executive Flat A, United Plaza,
Offices (Street and Number) 5022 Binhe Main Street, Fution District
-------------------------------------------------
City, State and Zip Code Shenzhen, PRC 518026
-------------------------------------------------
--------------------------------------------------------------------------------
PART II
RULE 12b-25(b) AND (c)
--------------------------------------------------------------------------------
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25 (b), the
following should be completed. (Check appropriate box)
[X] (a) The reasons 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, 10-KSB, 20-F, 11-K or Form N-SAR, or portion thereof will be
filed on or before the 15th calendar day following the prescribed due
date; or the subject quarterly report or transition report on Form
10-Q, 10-QSB, 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 Forms 10-K, 10-KSB,
11-K. 20-F, 10-Q, 10-QSB, N-SAR, or the transition report or portion thereof
could not be filed within the prescribed time period. (Attach extra sheets if
needed.)
Because the Company did not have its books and records closed in
sufficient time for the outside auditors to review the financial statements, and
to insure full compliance with the new reporting procedures, the Company is
unable to file its report for the quarterly period ended September 30, 2002 on
or before the due date.
--------------------------------------------------------------------------------
PART IV
OTHER INFORMATION
--------------------------------------------------------------------------------
(1) Name and telephone number of person to contact in regard to this
notification
Hank Vanderkam (713) 547-8900
---------------------- ------------- ------------------------
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities 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).
[X] Yes [ ] No
(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.
Broadengate, Inc.
-----------------------------------------
(Name of Registrant as specified in charter)
Has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date November 13 , 2002 By /s/ Dr. Hongbin Lan
---------------------- -------------------------
Dr. Hongbin Lan
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal criminal
violations (see 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 of the General Rules and Regulations
under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and amendments
thereto must be completed and filed with the
Securities and Exchange Commission, Washington, D.C. 20549, in
accordance with Rule 0-3 of the General Rules and Regulations under the
Act. The information contained in or filed with the Form will be made a
matter of the public record in the Commission files.
3. A manually signed copy of the form and amendments thereto shall be
filed with each national securities exchange on which any class of
securities of the registrant is registered.
4. Amendments to the notification must also be filed on Form 12b-25 but
need not restate information that has been correctly furnished. The
form shall be clearly identified as an amended notification.