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 1934
For the month of March 2010
Commission File Number: 001-33853
CTRIP.COM INTERNATIONAL, LTD.
99 Fu Quan Road
Shanghai 200335, Peoples Republic of China
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of 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
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
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
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.
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CTRIP.COM INTERNATIONAL, LTD. |
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By
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/s/ Jane Jie Sun |
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Name
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Jane Jie Sun |
Title
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Chief Financial Officer |
Date: March 15, 2010
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EXHIBIT INDEX
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Exhibit No. |
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Description |
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99.1 |
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Press release regarding signing of definitive agreements for acquiring
minority stakes in two hotel operating companies |
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Exhibit 99.1
Exhibit 99.1
Ctrip Announces Signing of Definitive Agreements
for Acquiring Minority Stakes in Two Hotel Operating Companies
Shanghai, China, Mar 12, 2010Ctrip.com International, Ltd. (Nasdaq: CTRP) (Ctrip), a leading
travel service provider for hotel accommodations, airline tickets and packaged tours in China,
announced today that it has entered into definitive agreements to acquire minority stakes in two
hotel operating companies. Through two separate transactions, Ctrip will acquire minority stakes
in each of China Lodging Group, Limited and BTG-Jianguo Hotels & Resorts Co., Ltd.
Investment in China Lodging Group, Limited
Today, Ctrip entered into definitive agreements with China Lodging Group, or China Lodging, Limited
and certain shareholders of China Lodging, pursuant to which , Ctrip will subscribe for ordinary
shares to be issued by China Lodging and purchase ordinary shares from certain existing
shareholders of China Lodging in reliance on Regulation S under the Securities Act of 1933, as
amended. The aggregate number of ordinary shares that Ctrip will purchase from China Lodging and
the selling shareholders pursuant to the agreements will be equal to approximately 8% of China
Lodgings total ordinary shares outstanding immediately after the closing of this investment, which
is expected to take place concurrently with China Lodgings initial public offering. Ctrip will
pay the purchase consideration in cash at a price equal to the initial public offering price of
China Lodgings ordinary shares.
China Lodging operates a leading economy hotel chain in China. It offers three hotel products:
HanTing Express Hotel, HanTing Seasons Hotel and HanTing Hi Inn. China Lodging has filed a
registration statement with the U.S. Securities and Exchange Commission in connection with an
initial public offering with an estimated price range of $10.25 to $12.25 per American Depositary
Share (or $2.5625 to $3.0625 per ordinary share).
Investment in BTG-Jianguo Hotels & Resorts Co., Ltd.
BTG-Jianguo Hotels & Resorts Co., Ltd., or BTG-Jianguo, is a hotel management company based in
China. BTG-Jianguo manages over 60 hotels throughout China, with a focus on mid-to-high end
markets.
In March 2010, Ctrip entered into an agreement with Hongkong Polaris Hotels Limited, or Polaris,
whereby Ctrip has agreed to purchase from Polaris a 15% equity interest in BTG-Jianguo with an
option to acquire another 10% within one year after the closing. The closing of this transaction
is subject to receipt of necessary governmental approval and other customary closing conditions.
Min Fan, CEO of Ctrip, said, Both China Lodging and BTG-Jianguo are leading China-based hotel
management companies. Our investment in China Lodging and
BTG-Jianguo is part of our long-term strategy to enhance our partnership with hotel groups in order
to better service our customers.
Exhibit 99.1
Safe Harbor Statement
This announcement contains forward-looking statements. These statements are made under the safe
harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These
forward-looking statements can be identified by terminology such as may, will, expect,
anticipate, future, intend, plan, believe, estimate, is/are likely to, confident or
other similar statements. A number of important factors could cause actual results to differ
materially from those contained in any forward-looking statement. Potential risks and uncertainties
include, but are not limited to, the slow-down of economic growth in China and the global economic
downturn, general declines or disruptions in the travel industry, volatility in the trading price
of Ctrips ADSs, Ctrips reliance on its relationships with travel suppliers and strategic
alliances, failure to further increase Ctrips brand recognition to obtain new business partners
and consumers, failure to compete against new and existing competitors, failure to successfully
manage current growth and potential future growth, risks associated with any strategic investments
or acquisitions, seasonality in the travel industry in China, Hong Kong, Macau or Taiwan, damage to
or failure of Ctrips infrastructure and technology, loss of services of Ctrips key executives,
inflation in China and in other countries, risks and uncertainties associated with PRC laws and
regulations with respect to the ownership structure of Ctrips affiliated Chinese entities and the
contractual arrangements among Ctrip, its affiliated Chinese entities and their shareholders, and
other risks outlined in Ctrips filings with the U.S. Securities and Exchange Commission, including
its annual report on Form 20-F and other filings. All information provided in this press release is
as of the date the issuance, and Ctrip does not undertake any obligation to update any
forward-looking statement, except as required under applicable law.
About Ctrip.com International, Ltd.
Ctrip.com International, Ltd. is a leading travel service provider for hotel accommodations,
airline tickets and packaged tours in China. Ctrip aggregates information on hotels and flights and
enables customers to make informed and cost-effective hotel and flight bookings. Ctrip also sells
packaged tours that include transportation and accommodation, as well as guided tours in some
instances. Ctrip targets primarily business and leisure travelers in China. Since its inception in
1999, Ctrip has experienced substantial growth and become one of the best-known travel brands in
China.
For further information, please contact:
June Zhu
Ctrip.com International, Ltd.
Tel: (+86) 21 3406 4880 X 12258
Email: jun_zhu@ctrip.com
Lin Zhang
Ctrip.com International, Ltd.
Tel: (+86) 21 3406 4880 X 12920
Email: z_lin@ctrip.com