[SCHEDULE 13G/A (Amendment No. 1)* eLong, Inc. (Name of Issuer) American Depositary Shares, each representing two Ordinary Shares, par value $0.01 per ordinary share (Title of Class of Securities) 290138205 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) o x o Note * CUSIP NO.: 290138205 (1) NAME OF REPORTING PERSON: HG Vora Special]
[EXECUTION VERSION EQUITY COMMITMENT LETTER Ocean Imagination L.P. February 4, 2016 China E-dragon Holdings Limited Ladies and Gentlemen: Merger Agreement Merger Sub Company Merger Other Sponsor Other Sponsor Equity Commitment Letter Sponsor 1. Commitment Contribution Commitment of the Parent Termination Fee under any Limited Guarantee). Sponsor may effect the Contribution directly or indirectly through one or more direct or indirect] [EXECUTION VERSION SUPPORT AGREEMENT SUPPORT AGREEMENT Agreement Parent TCH C-Travel Ocean Luxuriant Investors Investor This RECITALS WHEREAS Merger Sub Company Merger Agreement Merger WHEREAS Interim Investors Agreement WHEREAS Ordinary Shares ADSs High-Vote Ordinary Shares Shares Securities WHEREAS Rollover Shares WHEREAS WHEREAS NOW, THEREFORE ARTICLE I Voting Expiration Time Section 1.1 (a) for the authorization and approval of the Merger Agreement,] [EXECUTION VERSION INTERIM INVESTORS AGREEMENT INTERIM INVESTORS AGREEMENT Agreement TCH C-Travel Seagull Ocean Principal Investors Luxuriant This 周荣 Management Investors Parent Merger Sub RECITALS WHEREAS Company Merger Agreement Merger WHEREAS Equity Commitment Letter Equity Commitment Letters Equity Commitment Equity Commitments WHEREAS Support Agreement Parent Shares WHEREAS LG Investors Limited Guarantee Limited Guarantees WHEREAS NOW THEREFORE AGREEMENT 1. AGREEMENTS AMONG THE] [PRIVILEGED AND CONFIDENTIAL EXECUTION VERSION LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party This Limited Guarantee (this 1. Limited Guarantee Merger Agreement Parent Merger Sub Merger provided Maximum Amount Equity Commitment Letter Schedule A Other Guarantor Other Guarantee 2. Nature Of Guarantee (a) provided (b) (i) Section 2(a) (ii) (iii) (iv) Section 2(a) (v) (vi) (vii) 2 Other Sponsors Other] []
[EXECUTION VERSION EQUITY COMMITMENT LETTER Ocean Imagination L.P. February 4, 2016 China E-dragon Holdings Limited Ladies and Gentlemen: Merger Agreement Merger Sub Company Merger Other Sponsor Other Sponsor Equity Commitment Letter Sponsor 1. Commitment Contribution Commitment of the Parent Termination Fee under any Limited Guarantee). Sponsor may effect the Contribution directly or indirectly through one or more direct or indirect] [EXECUTION VERSION SUPPORT AGREEMENT SUPPORT AGREEMENT Agreement Parent TCH C-Travel Ocean Luxuriant Investors Investor This RECITALS WHEREAS Merger Sub Company Merger Agreement Merger WHEREAS Interim Investors Agreement WHEREAS Ordinary Shares ADSs High-Vote Ordinary Shares Shares Securities WHEREAS Rollover Shares WHEREAS WHEREAS NOW, THEREFORE ARTICLE I Voting Expiration Time Section 1.1 (a) for the authorization and approval of the Merger Agreement,] [EXECUTION VERSION INTERIM INVESTORS AGREEMENT INTERIM INVESTORS AGREEMENT Agreement TCH C-Travel Seagull Ocean Principal Investors Luxuriant This 周荣 Management Investors Parent Merger Sub RECITALS WHEREAS Company Merger Agreement Merger WHEREAS Equity Commitment Letter Equity Commitment Letters Equity Commitment Equity Commitments WHEREAS Support Agreement Parent Shares WHEREAS LG Investors Limited Guarantee Limited Guarantees WHEREAS NOW THEREFORE AGREEMENT 1. AGREEMENTS AMONG THE] [PRIVILEGED AND CONFIDENTIAL EXECUTION VERSION LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party This Limited Guarantee (this 1. Limited Guarantee Merger Agreement Parent Merger Sub Merger provided Maximum Amount Equity Commitment Letter Schedule A Other Guarantor Other Guarantee 2. Nature Of Guarantee (a) provided (b) (i) Section 2(a) (ii) (iii) (iv) Section 2(a) (v) (vi) (vii) 2 Other Sponsors Other] []
[EXECUTION VERSION SUPPORT AGREEMENT SUPPORT AGREEMENT Agreement Parent TCH C-Travel Ocean Luxuriant Investors Investor This RECITALS WHEREAS Merger Sub Company Merger Agreement Merger WHEREAS Interim Investors Agreement WHEREAS Ordinary Shares ADSs High-Vote Ordinary Shares Shares Securities WHEREAS Rollover Shares WHEREAS WHEREAS NOW, THEREFORE ARTICLE I Voting Expiration Time Section 1.1 (a) for the authorization and approval of the Merger Agreement,] [EXECUTION VERSION INTERIM INVESTORS AGREEMENT INTERIM INVESTORS AGREEMENT Agreement TCH C-Travel Seagull Ocean Principal Investors Luxuriant This 周荣 Management Investors Parent Merger Sub RECITALS WHEREAS Company Merger Agreement Merger WHEREAS Equity Commitment Letter Equity Commitment Letters Equity Commitment Equity Commitments WHEREAS Support Agreement Parent Shares WHEREAS LG Investors Limited Guarantee Limited Guarantees WHEREAS NOW THEREFORE AGREEMENT 1. AGREEMENTS AMONG THE] [EXECUTION VERSION LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party This Limited Guarantee (this 1. Limited Guarantee Merger Agreement Parent Merger Sub Merger provided Maximum Amount Schedule A Other Guarantor Other Guarantee 2. Nature Of Guarantee (a) provided Other Guarantees unless the Guaranteed Party offers to release the Guarantor under this Limited Guarantee in the same proportion or to amend] []
[EXECUTION VERSION SUPPORT AGREEMENT SUPPORT AGREEMENT Agreement Parent TCH C-Travel Ocean Luxuriant Investors Investor This RECITALS WHEREAS Merger Sub Company Merger Agreement Merger WHEREAS Interim Investors Agreement WHEREAS Ordinary Shares ADSs High-Vote Ordinary Shares Shares Securities WHEREAS Rollover Shares WHEREAS WHEREAS NOW, THEREFORE ARTICLE I Voting Expiration Time Section 1.1 (a) for the authorization and approval of the Merger Agreement,] [EXECUTION VERSION INTERIM INVESTORS AGREEMENT INTERIM INVESTORS AGREEMENT Agreement TCH C-Travel Seagull Ocean Principal Investors Luxuriant This 周荣 Management Investors Parent Merger Sub RECITALS WHEREAS Company Merger Agreement Merger WHEREAS Equity Commitment Letter Equity Commitment Letters Equity Commitment Equity Commitments WHEREAS Support Agreement Parent Shares WHEREAS LG Investors Limited Guarantee Limited Guarantees WHEREAS NOW THEREFORE AGREEMENT 1. AGREEMENTS AMONG THE] [EXECUTION VERSION LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party This Limited Guarantee (this 1. Limited Guarantee Merger Agreement Parent Merger Sub Merger provided Maximum Amount Schedule A Other Guarantor Other Guarantee 2. Nature Of Guarantee (a) provided Other Guarantees unless the Guaranteed Party offers to release the Guarantor under this Limited Guarantee in the same proportion or to amend] []
[Joint Filing Agreement [Remainder of this page has been left intentionally blank] th TCH SAPPHIRE LIMITED Ma Huateng Director TENCENT HOLDINGS LIMITED Ma Huateng Chairman of the Board TENCENT ASSET MANAGEMENT LIMITED] [EXECUTION VERSION EQUITY COMMITMENT LETTER Tencent Asset Management Limited February 4, 2016 China E-dragon Holdings Limited Ladies and Gentlemen: Merger Agreement Merger Sub Company Merger Other Sponsor Other Sponsor Equity Commitment Letter Sponsor 1. Commitment Contribution Commitment 2. Conditions 3. Limited Guarantee Limited Guarantee 2 4. Enforceability provided Section 6 Company Third Party Beneficiary Rights 5. No Modification; Entire Agreement] [EXECUTION VERSION SUPPORT AGREEMENT SUPPORT AGREEMENT Agreement Parent TCH C-Travel Ocean Luxuriant Investors Investor This RECITALS WHEREAS Merger Sub Company Merger Agreement Merger WHEREAS Interim Investors Agreement WHEREAS Ordinary Shares ADSs High-Vote Ordinary Shares Shares Securities WHEREAS Rollover Shares WHEREAS WHEREAS NOW, THEREFORE ARTICLE I Section 1.1 Voting Expiration Time (a) for the authorization and approval of the Merger Agreement,] [EXECUTION VERSION INTERIM INVESTORS AGREEMENT INTERIM INVESTORS AGREEMENT Agreement TCH C-Travel Seagull Ocean Principal Investors Luxuriant 周荣 Management Investors Parent Merger Sub This RECITALS WHEREAS Company Merger Agreement Merger WHEREAS Equity Commitment Letter Equity Commitment Letters Equity Commitment Equity Commitments WHEREAS Support Agreement Parent Shares WHEREAS LG Investors Limited Guarantee Limited Guarantees WHEREAS NOW THEREFORE AGREEMENT 1. AGREEMENTS AMONG THE] [EXECUTION VERSION LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party This Limited Guarantee (this “ 1. Limited Guarantee Merger Agreement Parent Merger Sub Merger provided Maximum Amount Equity Commitment Letter Schedule A Other Guarantor Other Guarantee 2. Nature Of Guarantee (a) provided This Limited Guarantee is an unconditional and continuing guarantee of payment, not of collection, and a separate action or] [SCHEDULE 13D (Amendment No. 3) eLong, Inc. (Name of Issuer) Ordinary Shares, par value $0.01 per share (Title of Class of Securities) 290138205 (CUSIP Number) TCH Sapphire Limited c/o Tencent Holdings Limited 29/F., Three Pacific Place, No. 1 Queen’s Road East, Wanchai, Hong Kong Telephone: +852 3148 5100 (Name, Address and Telephone Number of Person Authorized to Receive Notices and]
[Joint Filing Agreement [Remainder of this page has been left intentionally blank] th TCH SAPPHIRE LIMITED Ma Huateng Director TENCENT HOLDINGS LIMITED Ma Huateng Chairman of the Board TENCENT ASSET MANAGEMENT LIMITED] [EXECUTION VERSION EQUITY COMMITMENT LETTER Tencent Asset Management Limited February 4, 2016 China E-dragon Holdings Limited Ladies and Gentlemen: Merger Agreement Merger Sub Company Merger Other Sponsor Other Sponsor Equity Commitment Letter Sponsor 1. Commitment Contribution Commitment 2. Conditions 3. Limited Guarantee Limited Guarantee 2 4. Enforceability provided Section 6 Company Third Party Beneficiary Rights 5. No Modification; Entire Agreement] [EXECUTION VERSION SUPPORT AGREEMENT SUPPORT AGREEMENT Agreement Parent TCH C-Travel Ocean Luxuriant Investors Investor This RECITALS WHEREAS Merger Sub Company Merger Agreement Merger WHEREAS Interim Investors Agreement WHEREAS Ordinary Shares ADSs High-Vote Ordinary Shares Shares Securities WHEREAS Rollover Shares WHEREAS WHEREAS NOW, THEREFORE ARTICLE I Section 1.1 Voting Expiration Time (a) for the authorization and approval of the Merger Agreement,] [EXECUTION VERSION INTERIM INVESTORS AGREEMENT INTERIM INVESTORS AGREEMENT Agreement TCH C-Travel Seagull Ocean Principal Investors Luxuriant 周荣 Management Investors Parent Merger Sub This RECITALS WHEREAS Company Merger Agreement Merger WHEREAS Equity Commitment Letter Equity Commitment Letters Equity Commitment Equity Commitments WHEREAS Support Agreement Parent Shares WHEREAS LG Investors Limited Guarantee Limited Guarantees WHEREAS NOW THEREFORE AGREEMENT 1. AGREEMENTS AMONG THE] [EXECUTION VERSION LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party This Limited Guarantee (this “ 1. Limited Guarantee Merger Agreement Parent Merger Sub Merger provided Maximum Amount Equity Commitment Letter Schedule A Other Guarantor Other Guarantee 2. Nature Of Guarantee (a) provided This Limited Guarantee is an unconditional and continuing guarantee of payment, not of collection, and a separate action or] [SCHEDULE 13D (Amendment No. 3) eLong, Inc. (Name of Issuer) Ordinary Shares, par value $0.01 per share (Title of Class of Securities) 290138205 (CUSIP Number) TCH Sapphire Limited c/o Tencent Holdings Limited 29/F., Three Pacific Place, No. 1 Queen’s Road East, Wanchai, Hong Kong Telephone: +852 3148 5100 (Name, Address and Telephone Number of Person Authorized to Receive Notices and]
[eLong Enters into Definitive Merger Agreement for Going Private Transaction Under the terms of the Merger Agreement, eLong shareholders other than those in the Buyer Group will receive US$9.00 in cash for each ordinary share of the Company (a “Share”) they hold or US$18.00 in cash for each American Depositary Share, each representing two (2) Shares (an “ADS”) they hold.] [Execution Version AGREEMENT AND PLAN OF MERGER by and among CHINA E-DRAGON HOLDINGS LIMITED , CHINA E-DRAGON MERGERSUB LIMITED and ELONG, INC. dated as of February 4, 2016 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION 2 Section 1.1 Certain Definitions 2 Section 1.2 Terms Defined Elsewhere 10 Section 1.3 Interpretation 12 ARTICLE II THE MERGER 13 Section 2.1] []
[eLong Enters into Definitive Merger Agreement for Going Private Transaction Under the terms of the Merger Agreement, eLong shareholders other than those in the Buyer Group will receive US$9.00 in cash for each ordinary share of the Company (a “Share”) they hold or US$18.00 in cash for each American Depositary Share, each representing two (2) Shares (an “ADS”) they hold.] [Execution Version AGREEMENT AND PLAN OF MERGER by and among CHINA E-DRAGON HOLDINGS LIMITED , CHINA E-DRAGON MERGERSUB LIMITED and ELONG, INC. dated as of February 4, 2016 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION 2 Section 1.1 Certain Definitions 2 Section 1.2 Terms Defined Elsewhere 10 Section 1.3 Interpretation 12 ARTICLE II THE MERGER 13 Section 2.1] []
[eLong Announces the Appointment of New Chief Operating Officer BEIJING, January 6, 2016 -- eLong, Inc. (Nasdaq: LONG), a leading mobile and online travel service provider in China (the “Company” or “eLong”), today announced the appointment of Mr. David Zhou as its Chief Operating Officer, effective January 6, 2016. Mr. Zhou has served as the Company’s Chief Strategy Officer since] []
