UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the Month of November 2011
Commission File Number: 000-50984
eLong, Inc.
(Exact Name of Registrant as Specified in its Charter)
Block B, Xingke Plaza Building
10 Middle Jiuxianqiao Road
Chaoyang District
Beijing 100015, People’s Republic of China
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover
Form 20-F or Form 40-F.
Form 20-F þ Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(1): o No þ
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted
solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7): o No þ
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted
to furnish a report or other document that the registrant foreign private issuer must furnish and
make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled
or legally organized (the registrant’s “home country”), or under the rules of the home country
exchange on which the registrant’s securities are traded, as long as the report or other document
is not a press release, is not required to be and has not been distributed to the registrant’s
security holders, and, if discussing a material event, has already been the subject of a Form 6-K
submission or other Commission filing on EDGAR.
Indicate by check mark whether by furnishing the information contained in this Form, the registrant
is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes o No þ
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with
Rule 12g3-2(b): 82-
On November 14, 2011, eLong, Inc. (the “Company”) issued a press release regarding its
third quarter 2011 unaudited financial results. The Company’s press release is furnished as Exhibit
99.1 hereto. In addition, on November 15, 2011 (Beijing time), the Company’s management team hosted
a conference call to discuss the press release.
The information herein and in the press release is intended to be furnished and shall not be
deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange
Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, except
as expressly set forth by specific reference in such filing.
Statements in this document and any exhibits thereto concerning eLong’s future business,
operating results and financial condition are “forward-looking” statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act
of 1934, as amended, and as defined in the Private Securities Litigation Reform Act of 1995. Words
such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,”
“project,” “predict,” “should” and “will” and similar expressions as they relate to our company are
intended to identify such forward-looking statements, but are not the exclusive means of doing so.
These forward-looking statements are based upon management’s current views and expectations with
respect to future events and are not a guarantee of future performance. Furthermore, these
statements are, by their nature, subject to a number of risks and uncertainties that could cause
our actual performance and results to differ materially from those discussed in the forward-looking
statements. Factors that could affect our actual results and cause our actual results to differ
materially from those referred in any forward-looking statement include, but are not limited to,
eLong’s losses sustained in prior years, declines or disruptions in the travel industry,
international financial crises, slowdown in the PRC economy, damage to or interruption of service
of our systems due to accidents, natural disasters or man-made causes, an outbreak of bird flu,
H1N1 flu, SARS or other disease, eLong’s reliance on having good relationships with hotel suppliers
and airline ticket suppliers, our reliance on the TravelSky GDS system for our air business and
Baidu for our search engine marketing, the possibility that eLong will be unable to continue timely
compliance with Section 404 or other requirements of the Sarbanes-Oxley Act, the risk that eLong
will not be successful in competing against new and existing competitors, risks associated with
Expedia, Inc.’s (Nasdaq: EXPE) majority ownership interest and Tencent’s strategic investment in
eLong, fluctuations in the value of the Renminbi, changes in eLong’s management team and other
personnel, uncertainties in the PRC legal system, including but not limited to, risks relating to
our variable-interest operating entities and risks relating to the application of preferential tax
policies, and other risks mentioned in eLong’s filings with the U.S. Securities and Exchange
Commission, including eLong’s Annual Report on Form 20-F. Except as required by law, we undertake
no obligation to update or revise publicly any forward-looking statements, whether as a result of
new information, future events or otherwise.
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99.1 |
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Press Release issued by the Company on November 14, 2011: “eLong
Reports Third Quarter 2011 Unaudited Financial Results” |