Form 6-K

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

 


eLong, Inc.

(Exact Name of Registrant as Specified in its Charter)

 


Block B, XingKe Plaza Building

10 Jiuxianqiao Zhonglu

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      X            Form 40-F              

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  x

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  x

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                      No      X    

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-             

 



On November 9, 2006, eLong, Inc. (the “Company”) issued a press release regarding its third quarter 2006 unaudited financial results. The Company’s press release is furnished as Exhibit 99.1. In addition, also on November 9, 2006, the Company’s management team hosted a conference call to discuss the earnings 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 a filing.

Use of Non-GAAP Financial Information

To supplement our consolidated financial statements presented herein in accordance with United States generally accepted accounting principles (“GAAP”), the Company also uses non-GAAP measures of adjusted net income and adjusted diluted income per ADS, which are adjusted from results based on GAAP to exclude the impact of non-cash charges related to certain stock based compensation, as well as the impact of charges related to intangibles. Management believes these non-GAAP financial measures enhance the user’s overall understanding of our current financial performance and our prospects for the future and, additionally, uses these non-GAAP financial measures for the general purpose of analyzing and managing the Company’s business. Specifically, we believe the non-GAAP financial measures provide useful information to both management and investors by excluding certain charges that we believe are not indicative of our core operating results. The presentation of this additional information is not meant to be considered superior to, in isolation from or as a substitute for results prepared in accordance with GAAP.

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 historical operating losses, its limited operating history, declines or disruptions in the travel industry, the recurrence of SARS, an outbreak of bird flu, 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 timely comply 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, subsequent revaluations of the Chinese currency, changes in eLong’s management team and other key personnel and other risks outlined in eLong’s filings with the U.S. Securities and Exchange Commission (or SEC), including eLong’s Form 20-F filed with the SEC in connection with the Company’s fiscal year 2005 results. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of their dates.

 

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Exhibits.

 

99.1 Press Release issued by the Company on November 9, 2006.

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

DATED: November 13, 2006   ELONG, INC.
  By:  

/s/ Tony Shen

  Name:   Tony Shen
  Title:   Interim Chief Financial Officer

 

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Exhibit 99.1

eLong Reports Third Quarter 2006 Unaudited Financial Results

BEIJING, China – Nov 9, 2006 - eLong, Inc. (NASDAQ: LONG), a leading online travel service provider in China, today reported unaudited financial results for the third quarter ended September 30, 2006.

Business Highlights

Highlights for the third quarter of 2006:

 

  Travel revenues increased 45% year-over-year and 11% sequentially to RMB72.3 million (US$9.1 million), and total revenues improved 40% year-over-year and 12% sequentially to RMB74.6 million (US$9.4 million);

 

  Hotel commissions increased 38% year-over-year and 7% sequentially to RMB57.4 million (US$7.3 million);

 

  Air ticketing commissions increased 47% year-over-year and 15% sequentially to RMB11.0 million (US$1.4 million);

 

  The Company recorded an operating income of RMB1.7 million (US$215,000), which included non cash related stock-based compensation expense and amortization of intangibles of RMB2.6 million (US$330,000), as compared to an operating loss of RMB7.0 million (US$857,000) in the same period one year ago and an operating loss of RMB1.2 million (US$143,000) in the second quarter of 2006;

 

  The Company recorded a net income of RMB2.7 million (US$337,000) for the third quarter of 2006, compared to a net loss of RMB40.5 million (US$5.0 million) in the same period a year ago, and a net income of RMB10.2 million (US$1.3 million) in the second quarter of 2006;

 

  The Company recorded an adjusted income (a non-GAAP measure) of RMB16.6 million (US$2.1 million) as compared to an adjusted income of RMB4.9 million (US$609,000) in the same period a year ago and an adjusted income of RMB13.1 million (US$1.6 million) in the second quarter of 2006; and

 

  As of September 30, 2006, the Company’s cash and cash equivalents balance was US$142.1 million, which included a prepayment from a related party purchaser of US$2.9 million.

“We are extremely pleased that eLong has delivered another record quarter with healthy growth in both hotel booking and air ticketing, which resulted from our relentless focus on execution and improving customer experience. Given the strong long-term growth prospects of the China travel market, we will continue to invest in our business and our brand to build a solid foundation for long-term sustainable growth and profitability,” said Tom SooHoo, Chief Executive Officer of eLong.

 

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Business Results

Total revenues for the third quarter of 2006 were RMB74.6 million (US$9.4 million), an increase of 40% from RMB53.4 million (US$6.6 million) reported in the same period in 2005, and an increase of 12% from RMB66.8 million (US$8.4 million) reported in the second quarter of 2006.

Revenue from hotel commissions for the third quarter of 2006 totaled RMB57.4 million (US$7.3 million), an increase of 38% from RMB41.5 million (US$5.1 million) year-over-year, and an increase of 7% from RMB53.8 million (US$6.7 million) sequentially.

The year-over-year increase in revenue from hotel commissions was primarily due to higher room volumes accompanied by higher hotel commissions per room night. Hotel commissions per room night were RMB64 in the third quarter of 2006, up 5% from RMB61 in the corresponding period a year ago, and down 2% from RMB65 in the second quarter. Hotel room nights booked through eLong increased 31% to 893,000 in the third quarter from 684,000 room nights in the corresponding period a year ago which included bookings made through FortuneTrip, a company we acquired in July 2005, and were up 7% sequentially from 832,000 in the second quarter of 2006.

As of September 30, 2006, eLong offered customers a choice of hotel rooms at discounted rates at 3,666 hotels in 291 cities across China as compared to slightly fewer than 3,000 hotels in 280 cities at the end of the third quarter of 2005. “eLong has built one of the most extensive networks with hotel partners in this region. And our consistently strong hotel revenue growth reflects the increasing leverage that we have with suppliers as we drive more business to them,” said Frank Zheng, Vice President of Travel Services.

Revenue from air ticketing commissions during the third quarter of 2006 totaled RMB11.0 million (US$1.4 million), an increase of 47% from RMB7.5 million (US$927,000) year-over-year, and an increase of 15% from RMB9.6 million (US$1.2 million) sequentially. Volume in air segment sales continued to grow with 273,000 air segments sold in the third quarter of 2006, an increase of 38% from 198,000 in the corresponding period a year ago and 11% higher than the 247,000 sold in the second quarter. Revenue per air ticket was RMB41 in the third quarter of 2006 as compared to RMB38 in the corresponding period a year ago and RMB39 in the second quarter. The sequential increase of revenue per air ticket was primarily due to an increase in the average air ticket price.

“Year-over-year growth in air ticketing revenues was primarily driven by the acquisition of new air customers, increased sales of air tickets to eLong’s existing hotel customer base and better product offerings. We will continue to focus on building a scalable and efficient air infrastructure in the medium term, which is a critical component in eLong’s business strategy,” explained Andy Clayton, Vice President of Air.

Other travel revenue in the third quarter of 2006 was RMB3.9 million (US$488,000), an increase of 338% from RMB881,000 (US$109,000) year-over-year, and an increase of 137% from RMB1.6 million (US$204,000) sequentially. The year-over-year and sequential increases were mainly attributable to RMB2.6 million revenue for inventory procurement services provided to Expedia by eLong for the period from January 2005 through September 2006. The inventory procurement agreement with Expedia was agreed and finalized during this quarter.

During the third quarter, the Company entered into a definitive agreement to sell the assets of one of its divisions operating an interactive online dating community, to a related party purchaser for a sale price of US$14.6 million. Disposal of the division qualifies as discontinued operations in the third quarter of 2006. Hence, the results of the operations of the division for current and prior periods have been aggregated into a separate line item as “Discontinued operations” in the statement of operations. The non-travel business is not a focus for eLong going forward.

 

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Gross margins in the third quarter of 2006 were 77%, as compared to 81% in the corresponding period a year ago and were consistent with the second quarter. The year-over-year reduction in gross margin was a result of reduction in higher-margin non-travel revenue, additional compensation and benefit for call center employees and slightly increased proportion of revenue contributed by the air ticketing business.

Service development, sales and marketing and general and administrative expenses for the third quarter of 2006 totaled RMB51.4 million (US$6.5 million), an increase of 10% from RMB46.8 million (US$5.8 million) year-over-year, and an increase of 5% from RMB48.8 million (US$6.1 million) sequentially.

Service development expenses were RMB10.7 million (US$1.4 million) in the third quarter of 2006, an increase of 18% from RMB9.1 million (US$1.1 million) year-over-year, and an increase of 6% from RMB10.0 million (US$1.3 million) sequentially. The year-over-year and sequential increases reflected ramped-up investments to support the eLong.com website and the Company’s air, hotel and vacation package businesses.

Sales and marketing expenses were RMB25.3 million (US$3.2 million) in the third quarter of 2006, an increase of 8% from RMB23.4 million (US$2.9 million) year-over-year, and unchanged from RMB25.3 million (US$3.2 million) in the second quarter. The year-over-year increase was due to increases in business volume and customer acquisition. Sales and marketing expenses in the third quarter of 2006 were 34% of revenues as compared to 44% in the corresponding period a year ago and 38% in the second quarter.

General and administrative expenses were RMB15.4 million (US$1.9 million) in the third quarter of 2006, an increase of 8% from RMB14.3 million (US$1.8 million) year-over-year, and an increase of 15% from RMB13.4 million (US$1.7 million) sequentially. The year-over-year and sequential increases were primarily due to additional professional fees, headcount expenses, and other expenditures associated with the expansion of our business.

Operating income in the third quarter of 2006 was RMB1.7 million (US$215,000), as compared to an operating loss of RMB7.0 million (US$857,000) in the corresponding period of 2005 and RMB1.2 million (US$143,000) in the second quarter. The third quarter operating income included non-cash related stock-based compensation expense and amortization of intangibles of RMB2.6 million (US$330,000) and the comparable non-cash related stock-based compensation expense and amortization amount for the corresponding period of 2005 was RMB3.9 million (US$480,000) and the second quarter of 2006 was RMB2.8 million (US$348,000).

Other income, which represents interest income, unrealized exchange gains/losses and other income/expenses, was RMB3.4 million (US$424,000) for the third quarter of 2006, compared to other loss of RMB15.2 million (US$1.9 million) in the corresponding period a year ago, and other income of RMB8.5 million (US$1.1 million) in the second quarter of 2006. The sequential decrease in other income was primarily due to a higher unrealized exchange loss on the translation for financial reporting purposes of eLong’s US dollar denominated cash deposits into Renminbi. The unrealized exchange loss was RMB11.4 million (US$1.4 million) in the third quarter as compared to an unrealized exchange loss of RMB2.8 million (US$347,000) in the second quarter.

 

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The Company recorded a net income of RMB2.7 million (US$337,000) for the third quarter of 2006, compared to a net loss of RMB40.5 million (US$5.0 million) in the corresponding period a year ago, and a net income of RMB10.2 million (US$1.3 million) in the second quarter. The US GAAP diluted income per ADS for the third quarter of 2006 was RMB0.10 (US$0.013), compared to US GAAP diluted loss per ADS of RMB1.62 (US$0.200) in the corresponding period a year ago and US GAAP diluted income per ADS of RMB0.38 (US$0.048) in the second quarter. Adjusted income for the third quarter of 2006 (a non-GAAP measure) was RMB16.6 million (US$2.1 million), compared to adjusted income of RMB4.9 million (US$609,000) in the corresponding period a year ago and adjusted income of RMB13.1 million (US$1.6 million) in the second quarter. Diluted adjusted income per ADS for the third quarter (also a non-GAAP measure) was RMB0.62 (US$0.078), compared to diluted adjusted income per ADS of RMB0.18 (US$0.022) in the corresponding period a year ago and diluted adjusted income per ADS of RMB0.48 (US$0.062) in the second quarter. Please refer to the attached table for a reconciliation of net income/loss and basic and diluted income/loss per ADS under US GAAP to adjusted income/loss and basic and diluted adjusted income/loss per ADS.

As of September 30, 2006, the Company’s cash and cash equivalents balance was US$142.1 million, which included a prepayment from the related party purchaser of US$2.9 million for the sales of certain assets.

“In the third quarter, eLong achieved positive growth in revenues and an operating profit for the first time, which indicates that our operating leverage has improved even as we continue to focus on investing in the business for long-term sustainable profitability,” said Tony Shen, interim Chief Financial Officer of eLong.

Management Announcements

Richard Xu was appointed as Chief Marketing Officer effective August 15, 2006, with responsibility for all of eLong’s sales and marketing activities. Prior to joining eLong, Mr. Xu served as Executive Vice President at Linktone Ltd, leading the marketing and business development teams.

Armstrong Wang was appointed as Vice President of Marketing effective September 26, 2006. Mr. Wang will report to Mr. Xu, the Chief Marketing Officer. Prior to joining eLong, Mr. Wang worked as Director of Marketing and Sales at Aoyou, an online travel distribution company in China, leading sales, marketing, web site and business development.

Business Outlook

eLong expects travel revenues for the fourth quarter of 2006 within the range of RMB70.0 million (US$8.9 million) to RMB73.0 million (US$9.2 million), an increase of 30% to 35% from the fourth quarter of 2005, and total revenues of RMB73.0 million (US$9.2 million) to RMB76.0 million (US$9.6 million), an increase of 26% to 31% from the fourth quarter of 2005.

 

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Note to the Financial Statements

During the third quarter, the Company entered into a definitive agreement to sell the assets of one of its divisions operating an interactive online dating community, to a related party purchaser for a sale price of US$14.6 million. Disposal of the division qualifies as discontinued operations in the third quarter of 2006. Hence, the results of the operations of the division for current and prior periods have been aggregated into a separate line item as “Discontinued operations” in the statement of operations.

Safe Harbor Statement

It is currently expected that the Business Outlook will not be updated until the release of eLong’s next quarterly earnings announcement; however, eLong reserves the right to update its Business Outlook at any time for any reason.

Statements in this press release 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 historical operating losses, its limited operating history, declines or disruptions in the travel industry, the recurrence of SARS, an outbreak of bird flu, 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 timely comply 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, subsequent revaluations of the Chinese currency, changes in eLong’s management team and other key personnel and other risks outlined in eLong’s filings with the U.S. Securities and Exchange Commission (or SEC), including eLong’s Form 20-F filed with the SEC in connection with the Company’s fiscal year 2005 results. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of their dates.

Conference Call

eLong will host a conference call to discuss the third quarter 2006 earnings at 7:00 pm Eastern Time, Nov 9, 2006 (Beijing/Hong Kong time: Nov 10, 2006 at 8:00 am). The management team will be on the call to discuss quarterly results and highlights and to answer questions. The toll-free number for U.S. participants is +1 800 365 8460. The dial-in number for Hong Kong participants is +852 2258 4000. The toll number for international participants is +1 210 795 0492. The pass code for all participants is eLong.

A replay of the call will be available for 1 day between 8:15 pm Eastern Time on Nov 9, 2006 and 8:15 pm Eastern Time on Nov 10, 2006. The toll-free number for U.S. callers is +1 800 839 3143. The dial-in number for international callers is +1 203 369 4605. The pass code for the replay is 798750.

 

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Additionally, a live and archived web cast of this call will be available on the Investor Relations section of the eLong web site at http://ir.elong.net for three months.

About eLong, Inc.

eLong, Inc. (NASDAQ: LONG) is a leading online travel company in China. Headquartered in Beijing, eLong has a national presence across China. eLong uses web-based distribution technologies and a 24-hour call center to provide consumers with access to travel reservation services. Aiming to enrich people’s lives through the freedom of independent travel, eLong empowers consumers to make informed choices by providing a one-stop travel solution and consolidated travel tools and information such as maps, virtual tours and user ratings. eLong has the capacity to fulfill air ticket reservations in over 58 major cities across China. In addition to choice of a wide hotel selection in the Greater China region, eLong offers Chinese consumers the ability to make bookings at international hotels in over 140 destinations worldwide. eLong operates the websites http://www.elong.com and http://www.elong.net.

Investor Contact:

Raymond Huang

eLong, Inc.

Investor Relations Manager

ir@corp.elong.com

86-10-5860-2288 ext. 6633

 

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eLong, Inc. CONSOLIDATED STATEMENT OF OPERATIONS

(UNAUDITED, IN THOUSANDS EXCEPT PER SHARE AMOUNTS)

IN LOCAL CURRENCY

 

     Three Months Ended     Nine Months Ended  
     Sep. 30,
2006
    Jun. 30,
2006
    Sep. 30,
2005
    Sep 30,
2006
    Sep. 30,
2005
 
     RMB     RMB     RMB     RMB     RMB  

Revenues

          

Hotel commissions

   57,412     53,753     41,483     153,250     106,410  

Airticketing commissions

   11,045     9,641     7,504     28,694     16,222  

Other travel revenue

   3,860     1,629     881     6,945     1,883  
                              

Total travel revenue

   72,317     65,023     49,868     188,889     124,515  

Non travel

   2,263     1,770     3,531     5,936     7,880  
                              

Total revenues

   74,580     66,793     53,399     194,825     132,395  

Cost of services

   17,124     15,285     10,272     45,581     29,008  
                              

Gross profit

   57,456     51,508     43,127     149,244     103,387  

Operating expenses

          

Service development

   10,718     10,094     9,058     31,286     24,025  

Sales and marketing

   25,331     25,302     23,446     72,483     64,317  

General and administrative

   15,376     13,355     14,250     48,917     38,611  

Amortization of intangibles

   265     265     325     795     445  

Business tax and surcharges

   4,064     3,643     2,981     10,720     7,163  
                              

Total operating expenses

   55,754     52,659     50,060     164,201     134,561  
                              

Income/(loss) from operations

   1,702     (1,151 )   (6,933 )   (14,957 )   (31,174 )

Other income/(loss)

   3,353     8,497     (15,165 )   16,114     (1,951 )
                              

Income/(loss) before income tax expense

   5,055     7,346     (22,098 )   1,157     (33,125 )

Income tax expense

   2,199     250     672     2,986     655  
                              

Income/(loss) from continuing operations

   2,856     7,096     (22,770 )   (1,829 )   (33,780 )

Discontinued operations

          

Income/(loss) from discontinued operations

   (204 )   526     (17,656 )   (90 )   (19,724 )

Income tax/(benefit) of discontinued operations

   (15 )   48     29     27     54  

Gain on sale of discontinued operations

     2,650     —       2,650     —    
                              

Total discontinued operations

   (189 )   3,128     (17,685 )   2,533     (19,778 )
                              

Net income/(loss)

   2,667     10,224     (40,455 )   704     (53,558 )
                              

Basic income/(loss) per share

          

Continuing operations

   0.06     0.14     (0.45 )   (0.04 )   (0.68 )

Discontinued operations

   —       0.06     (0.35 )   0.05     (0.40 )
                              

Basic income/(loss) per share

   0.06     0.20     (0.81 )   0.01     (1.08 )
                              

Diluted income/(loss) per share

          

Continuing operations

   0.05     0.13     (0.45 )   (0.03 )   (0.68 )

Discontinued operations

   —       0.06     (0.35 )   0.05     (0.40 )
                              

Diluted income/(loss) per share

   0.05     0.19     (0.81 )   0.02     (1.08 )
                              

Basic income/(loss) per ADS

          

Continuing operations

   0.12     0.28     (0.91 )   (0.08 )   (1.37 )

Discontinued operations

   —       0.12     (0.70 )   0.10     (0.79 )
                              

Basic income/(loss) per ADS

   0.12     0.40     (1.62 )   0.02     (2.16 )
                              

Diluted income/(loss) per ADS

          

Continuing operations

   0.10     0.26     (0.91 )   (0.06 )   (1.37 )

Discontinued operations

   —       0.12     (0.70 )   0.10     (0.79 )
                              

Diluted income/(loss) per ADS

   0.10     0.38     (1.62 )   0.04     (2.16 )
                              

Shares used in computing basic net income/(loss) per share

   50,374     50,374     50,244     50,368     49,411  

Shares used in computing diluted net income/(loss) per share

   53,878     53,870     50,244     53,837     49,411  

 

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eLong, Inc. CONSOLIDATED STATEMENT OF OPERATIONS

(UNAUDITED, IN THOUSANDS EXCEPT PER SHARE AMOUNTS)

IN U.S. DOLLARS

 

     Three Months Ended     Nine Months Ended  
     Sep. 30,
2006
    Jun. 30,
2006
    Sep. 30,
2005
    Sep 30,
2006
    Sep. 30,
2005
 
     US$     US$     US$     US$     US$  

Revenues

          

Hotel commissions

   7,264     6,724     5,126     19,389     13,150  

Airticketing commissions

   1,397     1,206     927     3,630     2,005  

Other travel revenue

   488     204     109     879     233  
                              

Total travel revenue

   9,149     8,134     6,162     23,898     15,388  

Non travel

   286     221     436     751     974  
                              

Total revenues

   9,435     8,355     6,598     24,649     16,362  

Cost of services

   2,166     1,912     1,269     5,767     3,585  
                              

Gross profit

   7,269     6,443     5,329     18,882     12,777  

Operating expenses

          

Service development

   1,356     1,262     1,119     3,958     2,969  

Sales and marketing

   3,205     3,164     2,897     9,170     7,948  

General and administrative

   1,945     1,671     1,762     6,189     4,772  

Amortization of intangibles

   34     33     40     101     55  

Business tax and surcharges

   514     456     368     1,356     885  
                              

Total operating expenses

   7,054     6,586     6,186     20,774     16,629  
                              

Income/(loss) from operations

   215     (143 )   (857 )   (1,892 )   (3,852 )

Other income/(loss)

   424     1,063     (1,874 )   2,039     (241 )
                              

Income/(loss) before income tax expense

   639     920     (2,731 )   147     (4,093 )

Income tax expense

   278     31     83     378     81  
                              

Income/(loss) from continuing operations

   361     889     (2,814 )   (231 )   (4,174 )

Discontinued operations

          

Income/(loss) from discontinued operations

   (26 )   66     (2,182 )   (11 )   (2,437 )

Income tax expense of discontinued operations

   (2 )   6     4     3     7  

Gain on sale of discontinued operations

   —       331     —       335     —    
                              

Total discontinued operations

   (24 )   391     (2,186 )   321     (2,444 )
                              

Net income/(loss)

   337     1,280     (5,000 )   90     (6,618 )
                              

Basic income/(loss) per share

          

Continuing operations

   0.008     0.018     (0.056 )   (0.005 )   (0.084 )

Discontinued operations

   —       0.008     (0.044 )   0.006     (0.049 )
                              

Basic income/(loss) per share

   0.008     0.025     (0.100 )   0.001     (0.133 )
                              

Diluted income/(loss) per share

          

Continuing operations

   0.006     0.016     (0.056 )   (0.004 )   (0.084 )

Discontinued operations

   —       0.008     (0.044 )   0.006     (0.049 )
                              

Diluted income/(loss) per share

   0.006     0.024     (0.100 )   0.002     (0.133 )
                              

Basic income/(loss) per ADS

          

Continuing operations

   0.015     0.036     (0.112 )   (0.010 )   (0.169 )

Discontinued operations

   —       0.015     (0.087 )   0.013     (0.098 )
                              

Basic income/(loss) per ADS

   0.015     0.051     (0.200 )   0.003     (0.267 )
                              

Diluted income/(loss) per ADS

          

Continuing operations

   0.013     0.033     (0.112 )   (0.008 )   (0.169 )

Discontinued operations

   —       0.015     (0.087 )   0.013     (0.098 )
                              

Diluted income/(loss) per ADS

   0.013     0.048     (0.200 )   0.005     (0.267 )
                              

Shares used in computing basic net income/(loss) per share

   50,374     50,374     50,244     50,368     49,411  

Shares used in computing diluted net income/(loss) per share

   53,878     53,870     50,244     53,837     49,411  

Note 1: The conversions of Renminbi (RMB) into United States dollars (USD) as at the reporting dates are based on the noon buying rate of USD1.00 = RMB7.904 on September 30,2006, USD1.00 = RMB7.9943 on June 30, 2006 and USD1.00 = RMB8.092 on September 30, 2005 in The City of New York for cable transfers of Renminbi as certified for customs purposes by the Federal Reserve. No representation is intended to imply that the RMB amounts could have been, or could be, converted, realized or settled into U.S.dollars at that rate on the reporting dates.

 

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eLong, Inc.

CONSOLIDATED SUMMARY BALANCE SHEET DATA

(UNAUDITED, IN THOUSANDS)

 

     Sep. 30,
2006
    Dec. 31,
2005
    Sep. 30,
2006
    Dec. 31,
2005
 
     RMB     RMB     US$     US$  

ASSETS

        

Current assets

        

Cash and cash equivalents

   1,123,368     988,560     142,127     122,495  

Restricted cash equivalents

   —       76,177     —       9,439  

Total Accounts receivable, net

   41,501     34,655     5,251     4,294  

Investment securities

   222     260     28     32  

Prepaid expenses and other current assets

   21,174     9,982     2,679     1,237  
                        

Total current assets

   1,186,265     1,109,634     150,085     137,498  

Equipment and software, net

   38,306     33,306     4,846     4,127  

Goodwill

   32,789     34,083     4,148     4,223  

Intangibles

   4,011     4,806     507     596  

Other non-current assets

   7,841     6,508     992     806  

Assets held for sale

   1,301       165    

Deferred tax assets

   84     84     11     10  
                        

Total assets

   1,270,597     1,188,421     160,754     147,260  
                        

LIABILITIES AND SHAREHOLDERS’ EQUITY

        

Current liabilities

        

Accounts payable, accrued expenses and other payables

   162,173     88,013     20,518     10,906  

Advances from customers

   1,804     736     228     91  

Short term loans

   —       6,000     —       743  

Business and other taxes payable

   4,140     3,004     524     372  
                        

Total current liabilities

   168,117     97,753     21,270     12,112  

Other long term liabilities

   1,432     —       181     —    

Deferred Tax Liabilities

   132     132     17     16  
                        

Total liabilities

   169,681     97,885     21,468     12,128  

Minority interest

   —       1,628     —       202  

Shareholders’ equity

        

Ordinary shares

   4,177     4,167     528     516  

Additional paid-in capital

   1,200,593     1,216,879     151,897     150,787  

Other equity items

   1,177     (26,441 )   149     (3,276 )

Accumulated deficit and other comprehensive income

   (105,031 )   (105,697 )   (13,288 )   (13,097 )
                        

Total shareholders’ equity

   1,100,916     1,088,908     139,286     134,930  
                        

Total liabilities and shareholders’ equity

   1,270,597     1,188,421     160,754     147,260  
                        

 

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eLong, Inc.

RECONCILIATION OF US GAAP INCOME/(LOSS) AND EPS TO NON-GAAP ADJUSTED INCOME/(LOSS) AND EPS

(UNAUDITED, IN THOUSANDS EXCEPT PER SHARE AMOUNTS)

IN LOCAL CURRENCY

 

     Three Months Ended     Nine Months Ended  
     Sep. 30,
2006
   Jun. 30,
2006
    Sep. 30,
2005
    Sep 30,
2006
    Sep. 30,
2005
 
     RMB    RMB     RMB     RMB     RMB  

Net income/(loss)

   2,667    10,224     (40,455 )   704     (53,558 )

Amortization of non-cash stock-based compensation

   2,341    2,520     3,375     8,812     12,881  

Amortization of intangibles

   265    265     510     795     1,001  

Other non-cash compensation

        506       506  

Unrealised foreign exchange losses on US$ net monetary assets/liabilities

   11,357    2,772     23,449     14,665     23,449  

Writedown of subsidiary’s goodwill and intangibles

        17,545       17,545  

Gain on disposal of discontinued operations

      (2,650 )   —       (2,650 )   —    
                             

Adjusted income/(loss)

   16,630    13,131     4,930     22,326     1,824  
                             

Basic adjusted income/(loss) per share

   0.33    0.26     0.10     0.44     0.04  

Diluted adjusted income/(loss) per share

   0.31    0.24     0.09     0.41     0.03  

Basic adjusted income/(loss) per ADS

   0.66    0.52     0.20     0.88     0.08  

Diluted adjusted income/(loss) per ADS

   0.62    0.48     0.18     0.82     0.06  

Shares used in computing adjusted basic income/(loss) per share

   50,374    50,374     50,244     50,368     49,411  

Shares used in computing adjusted diluted income/(loss) per share

   53,878    53,870     53,075     53,837     52,750  

eLong, Inc.

RECONCILIATION OF US GAAP INCOME/(LOSS) AND EPS TO NON-GAAP ADJUSTED INCOME/(LOSS) AND EPS

(UNAUDITED, IN THOUSANDS EXCEPT PER SHARE AMOUNTS)

IN U.S. DOLLARS

 

     Three Months Ended     Nine Months Ended  
     Sep. 30,
2006
   Jun. 30,
2006
    Sep. 30,
2005
    Sep 30,
2006
    Sep. 30,
2005
 
     US$    US$     US$     US$     US$  

Net income/(loss)

   337    1,280     (5,000 )   90     (6,618 )

Amortization of non-cash stock-based compensation

   296    315     417     1,115     1,592  

Amortization of intangibles

   34    33     63     101     124  

Other non-cash compensation

        63       63  

Unrealised foreign exchange losses on US$ net monetary assets/liabilities

   1,437    347     2,898     1,855     2,898  

Writedown of subsidiary’s goodwill and intangibles

      —       2,168       2,168  

Gain on disposal of discontinued operations

   —      (331 )   —       (335 )   —    
                             

Adjusted income/(income)

   2,104    1,644     609     2,826     227  
                             

Basic adjusted income/(loss) per share

   0.042    0.033     0.012     0.056     0.005  

Diluted adjusted income/(loss) per share

   0.039    0.031     0.011     0.053     0.004  

Basic adjusted income/(loss) per ADS

   0.084    0.066     0.024     0.112     0.009  

Diluted adjusted income/(loss) per ADS

   0.078    0.062     0.022     0.106     0.009  

Shares used in computing adjusted basic income/(loss) per share

   50,374    50,374     50,244     50,368     49,411  

Shares used in computing adjusted diluted income/(loss) per share

   53,878    53,870     53,075     53,837     52,750  

Use of Non-GAAP Financial Information

To supplement our consolidated financial statements presented herein in accordance with accounting principles generally accepted in the United States (“US GAAP”), the Company also uses non-GAAP measures of adjusted net loss and adjusted diluted loss per ADS, which are adjusted from results based on US GAAP to exclude the impact of (1) amortization of non-cash stock-based compensation expense, (2) amortization of intangible assets, (3) other non-cash compensation, (4) unrealised foreign exchange losses on the conversion of eLong’s US$ denominated net monetary assets/liabilities into Renminbi and (5) gain on disposal of discontinued operations. Management believes these non-GAAP financial measures enhance the user’s overall understanding of our current financial performance and our prospects for the future and, additionally, uses these non-GAAP financial measures for the general purpose of analyzing and managing the Company’s business. Specifically, we believe the non-GAAP financial measures provide useful information to both management and investors by excluding certain charges that we believe are not indicative of our core operating results. The presentation of this additional information is not meant to be considered superior to, in isolation from or as a substitute for results prepared in accordance with US GAAP.

 

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