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 May 2009
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
Chaoyang District
Beijing 100016, 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):
_____
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):
_____
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 May 27, 2009 (Beijing time), eLong, Inc. (the “Company”) issued a press release regarding
its first quarter 2009 unaudited financial results. The Company’s press release is furnished as
Exhibit 99.1. In addition, on May 27, 2009 (Beijing time), the Company’s management team
hosted a conference call to discuss the press release.
The information herein and in the press releases 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.
Any statements contained in this document and any exhibits hereto 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, and 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 related to the
Company are intended to identify such forward-looking statements. 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 actual performance and results to differ
materially from those discussed in the forward-looking statements as a result of a number of
factors. Factors that could affect the Company’s actual results and cause actual results to differ
materially from those included in any forward-looking statement include, but are not limited to,
eLong’s operating losses, declines or disruptions in the travel industry, the international
financial crisis, slowdown in the PRC economy, the recurrence of SARS, an outbreak of bird flu,
swine flu 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, the
possibility that eLong will be unable to continue timely compliance with Section 404 of the
Sarbanes-Oxley Act of 2002, 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 in eLong and the integration of eLong’s business with that of Expedia’s, fluctuations in
the value of the Chinese currency, changes in eLong’s management team and other key personnel,
changes in third-party distribution partner relationships and other risks outlined in eLong’s
filings with the U.S. Securities and Exchange Commission, including eLong’s most recently filed
Annual Report on Form 20-F. Readers are cautioned not to place undue reliance on any
forward-looking statements, which speak only as of their dates. eLong is not under any obligation
and does not intend to publicly update or review any of these forward-looking statements, whether
as a result of new information, future events or otherwise.
Exhibits.
| 99.1 |
|
Press Release issued by the Company on May 27, 2009 (Beijing Time):
“eLong, Inc. Reports First Quarter 2009 Unaudited Financial Results.” |