UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
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EXPLANATORY NOTE
This Amendment No. 1 on Form 8-K/A (this “Amendment No. 1”) amends Item 9.01 of the Current Report on Form 8-K filed by Mondee Holdings, Inc. (the “Company”) on July 20, 2022 (the “Original Report”), in which the Company reported, among other events, the completion of the Business Combination. This Amendment No. 1 amends (i) Item 9.01(a) in the Original Report to include the condensed consolidated financial statements of Mondee Holdings II, Inc. as of and for the fiscal quarter ended June 30, 2022 and 2021 and related notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations of Mondee Holdings II, Inc. for the fiscal quarter ended June 30, 2022 and (ii) Item 9.01(b) in the Original Report to include the unaudited pro forma condensed combined financial information of the Company as of the three and six months ended June 30, 2022 and for the year ended December 31, 2021. This Amendment No. 1 does not amend any other item of the Original Report or purport to provide an update or a discussion of any developments at the Company subsequent to the filing date of the Original Report.
Capitalized terms used but not defined herein have the meanings given in the Original Report.
| Item 9.01 | Financial Statements and Exhibits. |
(a) Financial Statements of Business Acquired.
The condensed consolidated financial statements of Mondee Holdings II, Inc. as of and for the fiscal quarter ended June 30, 2022 and 2021 and related notes are filed herewith as Exhibit 99.1 and incorporated herein by reference.
Also included herewith as Exhibit 99.2 and incorporated herein by reference is the Management’s Discussion and Analysis of Financial Condition and Results of Operations of Mondee Holdings II, Inc. for the fiscal quarter ended June 30, 2022.
(b) Pro Forma Financial Information.
The unaudited pro forma condensed combined financial information of the Company as of the three and six months ended June 30, 2022 and for the year ended December 31, 2021 is set forth in Exhibit 99.1 hereto and is incorporated herein by reference.
(d) Exhibits.
| Exhibit No. | Description | ||
| 99.1 | Condensed Consolidated Financial Statements of Mondee Holdings II, Inc. as of and for the fiscal quarter ended June 30, 2022 and 2021 (unaudited). | ||
| 99.2 | Management’s Discussion and Analysis of Financial Condition and Results of Operations for Mondee Holdings II, Inc. for the fiscal quarter ended June 30, 2022. | ||
| 99.3 | Unaudited Pro Forma Condensed Combined Financial Information as of the three and six months ended June 30, 2022 and for the year ended December 31, 2021. | ||
| 104 | Cover Page Interactive Data File, formatted in Inline XBRL (included within the Exhibit 101 attachments). | ||
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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 hereunto duly authorized.
| MONDEE HOLDINGS, INC. | ||
| Dated: September 7, 2022 | By: | /s/ Daniel Figenshu |
| Name: | Daniel Figenshu | |
| Title: | Chief Financial Officer | |
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