---
schema_version: "secwatch.filing_event.v1"
accession: "0001828852-23-000169"
form_type: "8-K"
ticker: null
cik: "0001828852"
company_name: "Mondee Holdings, Inc."
filed_at: "2023-10-23T23:59:59+00:00"
generated_at: "2026-06-09T17:11:42.143483+00:00"
event_type: "other_material"
sentiment: "positive"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Mondee raises $10M in preferred equity, expands buyback to $40M

## Summary
- Completed $10M preferred equity placement (up to $15M); issued 10,000 Series A-3 shares at $1,000 each.
- Warrants to purchase 1,275,000 shares at $7.50/share; 5-year term from September 2022.
- Board expanded share repurchase program by $10M to up to $40M; less than $5M bought to date.
- Preferred dividend SOFR+8.5% stepping to SOFR+12%; put option in 2026 triggers cash payment.

## SEC filing metadata
- accession: 0001828852-23-000169
- form_type: 8-K
- cik: 0001828852
- company_name: Mondee Holdings, Inc.
- filed_at: 2023-10-23T23:59:59+00:00
- event_type: other_material
- sentiment: positive
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 3.03, 5.03, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1828852/000182885223000169/0001828852-23-000169-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1828852/000182885223000169/mond-20231017.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001828852-23-000169
- JSON: https://secwatch.observer/filing/0001828852-23-000169.json
- Plain text: https://secwatch.observer/filing/0001828852-23-000169.txt

## Key facts
- Debt Financings
  Mondee Holdings, Inc. incurred debt of $10 million with Tuesday Investor LLC at SOFR plus 7.00% per annum.
  - Principal: $10 million
  - Counterparty: Tuesday Investor LLC
  - Rate: SOFR plus 7.00% per annum
  - Event: incurrence
  source text: rrants ”) to purchase shares of Common Stock (the “ 2023 Financing Transaction ”), pursuant to the terms of that certain Subscription Agreement and Plan of Reorganization, dated October 17, 2023 (the “ Subscription Agreement ”), by and between the Company and Tuesday Investor LLC (the “ Subscriber ”), that certain Amended and Restated Registration Rights Agreement, dated October 17, 2023 (the “ A&R Registration Rights Agreement ”), by and between the Company, the Subscriber and NH Credit Partners III Holdings L.P.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828852/000182885223000169/0001828852-23-000169-index.htm
- Material Agreements
  Mondee Holdings, Inc. entered into Amended and Restated Registration Rights Agreement with Tuesday Investor LLC and NH Credit Partners III Holdings L.P. (effective 2023-10-17).
  - Action: entry
  - Counterparty: Tuesday Investor LLC and NH Credit Partners III Holdings L.P.
  - Effective: 2023-10-17
  source text: Financing Transaction ”), pursuant to the terms of that certain Subscription Agreement and Plan of Reorganization, dated October 17, 2023 (the “ Subscription Agreement ”), by and between the Company and Tuesday Investor LLC (the “ Subscriber ”), that certain Amended and Restated Registration Rights Agreement, dated October 17, 2023 (the “ A&R Registration Rights Agreement ”), by and between the Company, the Subscriber and NH Credit Partners III Holdings L.P.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828852/000182885223000169/0001828852-23-000169-index.htm
- Material Agreements
  Mondee Holdings, Inc. entered into New Warrant Agreement with Continental Stock Transfer & Trust Company (effective 2023-10-17).
  - Action: entry
  - Counterparty: Continental Stock Transfer & Trust Company
  - Effective: 2023-10-17
  source text: that certain Registration Rights Agreement, dated September 29, 2022, by and between the Company and certain subscribers thereto, and that certain Warrant Agreement, dated September 29, 2022 (the “ Original Warrant Agreement ”) by and between the Company and Continental Stock Transfer & Trust Company (“ CST ”). On October 17, 2023, the Company completed a subsequent private placement of the Company’s newly designated Series A-3 Preferred Stock, par value $0.0001 per share (the “ Series A-3 Preferred Stock ”), and warrants (the “ Incremental Warrants ” and, together with the Original Warrants, the “ Warrants ”) to purchase shares of Common Stock (the “ 2023 Financing Transaction ”), pursuant to the terms of that certain Subscription Agreement and Plan of Reorganization, dated October 17, 2023 (the “ Subscription Agreement ”), by and between the Company and Tuesday Investor LLC (the “ Sub
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828852/000182885223000169/0001828852-23-000169-index.htm
- Material Agreements
  Mondee Holdings, Inc. entered into Subscription Agreement and Plan of Reorganization with Tuesday Investor LLC valued at $10 million (effective 2023-10-17).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: Tuesday Investor LLC
  - Value: $10 million
  - Effective: 2023-10-17
  source text: r share (the “ Series A-3 Preferred Stock ”), and warrants (the “ Incremental Warrants ” and, together with the Original Warrants, the “ Warrants ”) to purchase shares of Common Stock (the “ 2023 Financing Transaction ”), pursuant to the terms of that certain Subscription Agreement and Plan of Reorganization, dated October 17, 2023 (the “ Subscription Agreement ”), by and between the Company and Tuesday Investor LLC (the “ Subscriber ”), that certain Amended and Restated Registration Rights Agreement, dated October 17, 2023 (the “ A&R Registration Rights Agreement ”), by and between the Company, the Subscriber and NH Credit Partners III Holdings L.P.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828852/000182885223000169/0001828852-23-000169-index.htm
- Material Agreements
  Mondee Holdings, Inc. entered into Voting Agreement with certain executive officers and directors, solely in their capacity as stockholders of the Company (effective 2023-10-17).
  - Action: entry
  - Counterparty: certain executive officers and directors, solely in their capacity as stockholders of the Company
  - Effective: 2023-10-17
  source text: the Company and certain executive officers and directors, solely in their capacity as stockholders of the Company, entered into a voting agreement relating to appointments to the Company’s board of directors in certain events
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828852/000182885223000169/0001828852-23-000169-index.htm
- Material Agreements
  Mondee Holdings, Inc. entered into Letter Agreement with NH Credit Partners III Holdings L.P. (effective 2023-10-17).
  - Action: entry
  - Counterparty: NH Credit Partners III Holdings L.P.
  - Effective: 2023-10-17
  source text: t ”), by and between the Company and Tuesday Investor LLC (the “ Subscriber ”), that certain Amended and Restated Registration Rights Agreement, dated October 17, 2023 (the “ A&R Registration Rights Agreement ”), by and between the Company, the Subscriber and NH Credit Partners III Holdings L.P. (the “ MS Investor ” and, together with the Subscriber, the “ Original Subscribers ”) and that certain Warrant Agreement, dated October 17, 2023 (the “ New Warrant Agreement ”), by and between the Company and CST.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828852/000182885223000169/0001828852-23-000169-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.