Mondee (MOND) 10-Q15 Aug 222022 Q2 Quarterly reportFinancial data

Company Profile

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2022	Aug. 12, 2022
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2022
Entity File Number	001-39943
Entity Registrant Name	MONDEE HOLDINGS, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	88-3292448
Entity Address, Address Line One	10800 Pecan Park Blvd
Entity Address, Address Line Two	Suite 315
Entity Address, City or Town	Austin
Entity Address State Or Province	TX
Entity Address, Postal Zip Code	78750
City Area Code	650
Local Phone Number	646-3320
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		81,247,218
Entity Central Index Key	0001828852
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
Amendment Flag	false
Class A Common Stock
Document Information [Line Items]
Title of 12(b) Security	Class A common stock, $0.0001 par value per share
Trading Symbol	MOND
Security Exchange Name	NASDAQ
Redeemable warrants included as part of the units
Document Information [Line Items]
Title of 12(b) Security	Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share
Trading Symbol	MONDW
Security Exchange Name	NASDAQ

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)	Jun. 30, 2022	Dec. 31, 2021
Current assets
Cash	$ 156,703	$ 525,204
Prepaid expenses	34,708	23,750
Cash and marketable securities held in Trust Account	241,937,059
Total Current Assets	242,128,470	548,954
Cash and marketable securities held in Trust Account		241,600,623
TOTAL ASSETS	242,128,470	242,149,577
Current liabilities
Accrued expenses	682,972	211,548
Deferred business combination fees payable	7,032,982
Deferred underwriting fee payable	9,082,500
Total Current Liabilities	16,798,454	211,548
Deferred underwriting fee payable		9,082,500
Warrant liabilities	3,599,625	6,702,750
TOTAL LIABILITIES	20,398,079	15,996,798
Commitments and Contingencies
Shareholders' Deficit
Preference shares, $0.001 par value; 1,000,000 shares authorized; none issued or outstanding
Accumulated deficit	(20,213,381)	(15,454,557)
Total Shareholders' Deficit	(20,206,668)	(15,447,844)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	242,128,470	242,149,577
Class A Common Stock Subject to Redemption
Current liabilities
Class A ordinary shares subject to possible redemption; 24,150,000 shares at redemption value as of June 30, 2022 and December 31, 2021	241,937,059	241,600,623
Class A Common Stock Not Subject to Redemption
Shareholders' Deficit
Common stock	675	675
Class B Common Stock
Shareholders' Deficit
Common stock	$ 6,038	$ 6,038

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2022	Dec. 31, 2021
Preferred stock, par value, (per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Class A Common Stock
Common shares, par value, (per share)	$ 0.001
Class A Common Stock Subject to Redemption
Temporary equity, shares outstanding	24,150,000	24,150,000
Class A Common Stock Not Subject to Redemption
Common shares, par value, (per share)	$ 0.001	$ 0.001
Common shares, shares authorized	100,000,000	100,000,000
Common shares, shares issued	675,000	675,000
Common shares, shares outstanding	675,000	675,000
Temporary equity, shares outstanding	24,150,000	24,150,000
Class B Common Stock
Common shares, par value, (per share)	$ 0.001	$ 0.001
Common shares, shares authorized	10,000,000	10,000,000
Common shares, shares issued	6,037,500	6,037,500
Common shares, shares outstanding	6,037,500	6,037,500

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		6 Months Ended
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Formation and operating costs	$ 5,556,525	$ 154,906	$ 7,861,949	$ 256,961
Loss from operations	(5,556,525)	(154,906)	(7,861,949)	(256,961)
Other income (loss):
Income earned on marketable securities held in Trust Account	328,896	30,198	336,436	49,114
Unrealized (loss) gain on marketable securities held in Trust Account		(20,060)		949
IPO transaction costs allocated to warrant liabilities				(675,351)
Change in fair value of warrant liabilities	372,375	2,110,125	3,103,125	2,979,000
Total other income, net	701,271	2,120,263	3,439,561	2,353,712
Net (loss) income	$ (4,855,254)	$ 1,965,357	$ (4,422,388)	$ 2,096,751
Class A Common Stock Subject to Redemption
Other income (loss):
Basic weighted average shares outstanding	24,150,000	24,150,000	24,150,000	19,880,387
Diluted weighted average shares outstanding	24,150,000	24,150,000	24,150,000	19,880,387
Basic net (loss) income per share	$ (0.16)	$ 0.06	$ (0.14)	$ 0.08
Diluted net (loss) income per share	$ (0.16)	$ 0.06	$ (0.14)	$ 0.08
Class A and Class B non-redeemable ordinary shares
Other income (loss):
Basic weighted average shares outstanding	6,712,500	6,712,500	6,712,500	6,453,936
Diluted weighted average shares outstanding	6,712,500	6,712,500	6,712,500	6,453,936
Basic net (loss) income per share	$ (0.16)	$ 0.06	$ (0.14)	$ 0.08
Diluted net (loss) income per share	$ (0.16)	$ 0.06	$ (0.14)	$ 0.08

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT - USD ($)	Class A Common Stock Common Stock	Class B Common Stock Common Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at the beginning at Dec. 31, 2020		$ 6,038	$ 18,962	$ (4,891)	$ 20,109
Balance at the beginning (in shares) at Dec. 31, 2020		6,037,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Sale of 675,000 Private Placement Units, net of initial fair value of Private Placement Warrants and offering costs	$ 675		6,435,891		6,436,566
Sale of 675,000 Private Placement Units, net of initial fair value of Private Placement Warrants and offering costs (in shares)	675,000
Subsequent measurement of Class A ordinary shares to redemption amount			(6,454,853)	(18,700,607)	(25,155,460)
Net income				131,394	131,394
Balance at the end at Mar. 31, 2021	$ 675	$ 6,038		(18,574,104)	(18,567,391)
Balance at the end (in shares) at Mar. 31, 2021	675,000	6,037,500
Balance at the beginning at Dec. 31, 2020		$ 6,038	18,962	(4,891)	20,109
Balance at the beginning (in shares) at Dec. 31, 2020		6,037,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income					2,096,751
Balance at the end at Jun. 30, 2021	$ 675	$ 6,038		(16,618,885)	(16,612,172)
Balance at the end (in shares) at Jun. 30, 2021	675,000	6,037,500
Balance at the beginning at Mar. 31, 2021	$ 675	$ 6,038		(18,574,104)	(18,567,391)
Balance at the beginning (in shares) at Mar. 31, 2021	675,000	6,037,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Subsequent measurement of Class A ordinary shares to redemption amount				(10,138)	(10,138)
Net income				1,965,357	1,965,357
Balance at the end at Jun. 30, 2021	$ 675	$ 6,038		(16,618,885)	(16,612,172)
Balance at the end (in shares) at Jun. 30, 2021	675,000	6,037,500
Balance at the beginning at Dec. 31, 2021	$ 675	$ 6,038	0	(15,454,557)	(15,447,844)
Balance at the beginning (in shares) at Dec. 31, 2021	675,000	6,037,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Subsequent measurement of Class A ordinary shares to redemption amount			0	(7,540)	(7,540)
Net income			0	432,866	432,866
Balance at the end at Mar. 31, 2022	$ 675	$ 6,038	0	(15,029,231)	(15,022,518)
Balance at the end (in shares) at Mar. 31, 2022	675,000	6,037,500
Balance at the beginning at Dec. 31, 2021	$ 675	$ 6,038	0	(15,454,557)	(15,447,844)
Balance at the beginning (in shares) at Dec. 31, 2021	675,000	6,037,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income					(4,422,388)
Balance at the end at Jun. 30, 2022	$ 675	$ 6,038	0	(20,213,381)	(20,206,668)
Balance at the end (in shares) at Jun. 30, 2022	675,000	6,037,500
Balance at the beginning at Mar. 31, 2022	$ 675	$ 6,038	0	(15,029,231)	(15,022,518)
Balance at the beginning (in shares) at Mar. 31, 2022	675,000	6,037,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Subsequent measurement of Class A ordinary shares to redemption amount			0	(328,896)	(328,896)
Net income			0	(4,855,254)	(4,855,254)
Balance at the end at Jun. 30, 2022	$ 675	$ 6,038	$ 0	$ (20,213,381)	$ (20,206,668)
Balance at the end (in shares) at Jun. 30, 2022	675,000	6,037,500

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT (Parenthetical) - shares	Jun. 30, 2022	Mar. 31, 2021
Private Placement \| Private Placement Warrants
Sale of Private Placement Units, net of initial fair value of Private Warrants and offering costs (in shares)	675,000	675,000

CONDENSED CONSOLIDATED STATEM_4

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Cash Flows from Operating Activities:
Net (loss) income			$ (4,422,388)	$ 2,096,751
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Income earned on marketable securities held in Trust Account	$ (328,896)	$ (30,198)	(336,436)	(49,114)
Unrealized gain on marketable securities held in Trust Account		20,060		(949)
Change in fair value of warrant liabilities	(372,375)	(2,110,125)	(3,103,125)	(2,979,000)
IPO transaction costs allocated to warrant liabilities				675,351
Changes in operating assets and liabilities:
Prepaid expenses			(10,958)	(208,960)
Accrued expenses			471,424	5,620
Accrued offering costs				(15,000)
Deferred fees			7,032,982
Net cash used in operating activities			(368,501)	(475,301)
Cash Flows from Investing Activities:
Investment of cash into trust Account				(241,500,000)
Net cash used in investing activities				(241,500,000)
Cash Flows from Financing Activities:
Proceeds from initial public offering, net of underwriting discounts paid				236,250,000
Proceeds from sale of Private Placements Units				6,750,000
Proceeds from promissory note - related party				44,708
Repayment of convertible promissory note - related party				(88,264)
Payment of offering costs				(253,314)
Net cash provided by financing activities				242,703,130
Net Change in Cash			(368,501)	727,829
Cash - Beginning			525,204	1,000	$ 1,000
Cash - Ending	$ 156,703	$ 728,829	156,703	728,829	$ 525,204
Non-cash investing and financing activities:
Offering costs included in accrued offering costs				17,966
Subsequent measurement of Class A ordinary shares to redemption amount			336,436	25,165,598
Deferred underwriting fee payable			$ 9,082,500	9,082,500
Initial classification of warrant liabilities				$ 11,422,875

DESCRIPTION OF ORGANIZATION AND

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	6 Months Ended
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	Jun. 30, 2022
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Mondee Holdings, Inc., formerly known as ITHAX Acquisition Corp. (the “Company”), was a blank check company incorporated as a Cayman Islands exempted company on October 2, 2020, and was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (“Business Combination”). Domestication and Mergers As previously announced, ITHAX Acquisition Corp. (“ITHAX” and, after the Domestication as described below, “New Mondee” or the Company), a Cayman Islands exempted company, previously entered into that certain Business Combination Agreement, dated as of December 20, 2021 (as may be amended, supplemented or otherwise modified from time to time, the “Business Combination Agreement”), by and among ITHAX, Ithax Merger Sub I, LLC, a Delaware limited liability company and wholly owned subsidiary of ITHAX (“First Merger Sub”), Ithax Merger Sub II, LLC a Delaware limited liability company and wholly owned subsidiary of ITHAX (“Second Merger Sub”) and Mondee Holdings II, Inc., a Delaware corporation (“Mondee”). On July 18, 2022, the parties to the Business Combination Agreement entered into a waiver, pursuant to which they agreed to waive the following closing conditions under the Business Combination Agreement: (i) that the ITHAX Class A ordinary shares (as defined below) shall continue to be listed on the Nasdaq Capital Market as of the Closing Date (as defined below), given that the shares listed on the Nasdaq Global Market as of the Closing Date; and (ii) ITHAX is required to maintain a minimum cash balance of $150.0 million at the Closing Date (the “Minimum Cash Condition”). On July 18, 2022, as contemplated by the Business Combination Agreement and described in the section titled “Domestication Proposal” beginning on page 183 of the final prospectus and definitive proxy statement, dated June 27, 2022 (the “Proxy Statement/Prospectus”) filed with the Securities and Exchange Commission (the “SEC”) and following approval by ITHAX’s shareholders at an extraordinary general meeting of shareholders held on July 15, 2022, ITHAX filed a notice of deregistration with the Cayman Islands Registrar of Companies, together with the necessary accompanying documents, and filed the Interim Charter (as defined below), the New Mondee Certificate of Incorporation (as defined below), and a certificate of corporate domestication with the Secretary of State of the State of Delaware, under which ITHAX was domesticated and continues as a Delaware corporation, changing its name to “Mondee Holdings, Inc.” (the “Domestication”). As a result of and upon the effective time of the Domestication, among other things: (i) immediately prior to the PIPE Financing (as defined below), each issued and outstanding Class A ordinary share, par value $0.001 per share, of ITHAX (the “Class A ordinary shares”), converted into one share of Class A common stock, par value $0.0001 per share, of New Mondee (the “New Mondee Common Stock”); (ii) upon the First Effective Time (as defined below), each issued and outstanding Class B ordinary share, par value $0.001 per share, of ITHAX (the “Class B ordinary shares”) converted into one share of Class B common stock, par value $0.0001 per share, of New Mondee (the “New Mondee Class B Common Stock”); (iii) pursuant to the Domestication, each issued and outstanding whole warrant representing the right to purchase Class A ordinary shares of ITHAX automatically converted into the right to purchase one share of New Mondee Common Stock at an exercise price of $11.50 per share on substantially the same terms and conditions set forth in the Amended and Restated Warrant Agreement between Continental Stock Transfer & Trust Company (“Continental”) and New Mondee, dated July 18, 2022 (the “Amended and Restated Warrant Agreement”); (iv) pursuant to the Domestication, the governing documents of ITHAX were replaced with the certificate of incorporation of New Mondee (the “Interim Charter”), and upon the First Effective Time, the Interim Charter was replaced with the amended and restated certificate of incorporation of New Mondee (f/k/a ITHAX Acquisition Corp.) (the “New Mondee Certificate of Incorporation”) and the bylaws of New Mondee (the “New Mondee Bylaws”) as described in the Proxy Statement/Prospectus; and (v) pursuant to the First Effective Time, New Mondee’s name changed to “Mondee Holdings, Inc.” In connection with clauses (i) through (iii) of this paragraph, each issued and outstanding unit of ITHAX that had not been previously separated into the underlying Class A ordinary shares of ITHAX and the underlying warrants of ITHAX prior to the Domestication were cancelled and the holder thereof was entitled to receive one share of New Mondee Common Stock and one On July 18, 2022 (the “Closing Date”), following the Domestication, First Merger Sub merged with and into Mondee, with Mondee surviving such merger as a wholly owned subsidiary of New Mondee (the “First Merger,” and the time at which the First Merger became effective, the “First Effective Time”), and immediately following the First Merger, Mondee merged with and into Second Merger Sub, with Second Merger Sub surviving such merger as a wholly owned subsidiary of New Mondee (the “Second Merger,” together with the First Merger, the “Mergers,” and the time that the Second Merger became effective being referred to as the “Second Effective Time”). In accordance with the terms and subject to the conditions of the Business Combination Agreement, at the First Effective Time, (i) all shares of common stock of Mondee outstanding as of immediately prior to the First Effective Time were cancelled and automatically converted into the right to receive an aggregate of 60,800,000 shares of New Mondee Common Stock (the “Merger Consideration”), (ii) all shares of common stock of Mondee held in treasury of Mondee and all shares of Mondee common stock owned by any direct or indirect wholly owned subsidiary of Mondee immediately prior to the First Effective Time were cancelled without any conversion thereof, (iii) each issued and outstanding unit of First Merger Sub immediately prior to the First Effective Time were converted into and exchanged for one validly issued, fully paid and nonassessable share of common stock of the first surviving company (the “First Surviving Company Common Stock”), (iv) pursuant to the New Mondee Certificate of Incorporation, each share of New Mondee Class B Common Stock was converted into one share (subject to adjustment) of New Mondee Common Stock and New Mondee changed its name to “Mondee Holdings, Inc.,” and (v) New Mondee and Continental entered into the Amended and Restated Warrant Agreement. In accordance with the terms and subject to the conditions of the Business Combination Agreement, at the Second Effective Time, (a) each issued and outstanding share of First Surviving Company Common Stock was automatically cancelled and ceased to exist as of the Second Effective Time; and (b) each issued and outstanding unit of Second Merger Sub immediately prior to the Second Effective Time was automatically converted into and exchanged for one validly issued, fully paid and nonassessable interest of the second surviving company. As a result of the Business Combination, all outstanding Units (as defined below) were cancelled and separated into one Class A ordinary share and one The accompanying unaudited condensed consolidated financial statements reflect the accounts and activities of only ITHAX, First Merger Sub, and Second Merger Sub, as of June 30, 2022, prior to the closing date. Business Prior to the Business Combination Prior to the Business Combination, ITHAX Acquisition Corp. had two wholly owned subsidiaries which were formed on December 9, 2021, First Merger Sub and Second Merger Sub. On the Closing Date, First Merger Sub merged with and into Mondee, with Mondee surviving the First Merger, and immediately following the First Merger, Mondee merged with and into Second Merger Sub, with Second Merger Sub surviving the Second Merger. All activity for the period from October 2, 2020 (inception) through June 30, 2022 relates to the Company’s formation, the initial public offering (“Initial Public Offering”), which is described below, identifying a target company for a Business Combination and consummating the acquisition of Mondee. The registration statement for the Company’s Initial Public Offering became effective on January 27, 2021. On February 1, 2021, the Company consummated the Initial Public Offering of 24,150,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units sold, the “Public Shares”), which includes the full exercise by the underwriter of its over-allotment option in the amount of 3,150,000 Units, at $10.00 per Unit, generating gross proceeds of $241,500,000, which is described in Note 3. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 675,000 units (each, a “Private Placement Unit” and collectively, the “Private Placement Units”) at a price of $10.00 per Private Placement Unit in a private placement to ITHAX Acquisition Sponsor LLC (the “Sponsor”) and Cantor Fitzgerald & Co. (“Cantor”), generating gross proceeds of $6,750,000, which is described in Note 4. Transaction costs amounted to $14,681,886, consisting of $5,250,000 of underwriting fees, $9,082,500 of deferred underwriting fees and $349,386 of other offering costs. Following the closing of the Initial Public Offering on February 1, 2021, an amount of $241,500,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Private Placement Units was placed in a trust account (the “Trust Account”) located in the United States and invested only in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 185 days or less or in any open-ended investment company that holds itself out as a money market fund selected by the Company meeting the conditions of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of (i) the completion of a Business Combination and (ii) the distribution of the funds held in the Trust Account. Risks and Uncertainties Management is currently evaluating the impact of the novel coronavirus disease 2019 (COVID-19) pandemic and has concluded that while it is reasonably possible that the virus could have or could have had a negative effect on the Company’s financial position, results of its operations, and/or search for a target company, the specific impact is not readily determinable as of the date of the condensed consolidated financial statements. The condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. Going Concern Assessment As of June 30, 2022, the Company had cash of $156,703 not held in the Trust Account and available for working capital purposes. As of June 30, 2022, the Company had working capital of $225,330,016 which includes cash and marketable securities held in trust account of $241,937,059, deferred business combination fees payable of $7,032,982 and deferred underwriting fee payable of $9,082,500. Until June 30, 2022, and through the closing date, the Company used the funds not held in the Trust Account for identifying and evaluating prospective acquisition candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to acquire, and structuring, negotiating and consummating the Business Combination with Mondee. The Company completed its Business Combination on July 18, 2022 with Mondee, and in connection therewith has raised sufficient capital for its operations. See Note 10.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Jun. 30, 2022
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements reflect the accounts and activities of only ITHAX, First Merger Sub, and Second Merger Sub as of June 30, 2022, prior to the closing date, and do not reflect the accounting for the business combination. As a result, the accompanying unaudited condensed consolidated financial statements will not reflect the historical operations of the Company that will be reported by the Company for periods subsequent to the closing date. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K as filed with the SEC on March 10, 2022. The accompanying condensed consolidated balance sheet as of December 31, 2021 has been derived from our audited consolidated financial statements included in the aforementioned Form 10-K. The interim results for the three and six months ended June 30, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2022 or for any future periods. Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries prior to the Closing Date. All significant intercompany balances and transactions have been eliminated in consolidation. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statement with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of the condensed consolidated financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these condensed consolidated financial statements is the determination of the fair value of the warrant liabilities when the warrants are not publicly traded. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of June 30, 2022 and December 31, 2021. Cash and Marketable Securities Held in Trust Account At June 30, 2022 and December 31, 2021, substantially all of the assets held in the Trust Account were held in mutual funds which are invested primarily in U.S. Treasury Securities. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the condensed consolidated balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of investments held in the Trust Account are included in income earned on marketable securities held in Trust Account in the accompanying condensed consolidated statements of operations. Unrealized gains and losses on marketable securities held in Trust Account are included in the accompanying condensed consolidated statements of operations. The estimated fair values of investments held in Trust Account are determined using available market information. See Note 10 for the disposition of the Trust Account at the Closing Date. Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480, “Distinguishing Liabilities from Equity” (“ASC 480”). Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at June 30, 2022 and December 31, 2021, all Class A ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders’ deficit section of the Company’s condensed consolidated balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the subsequent measurement of the initial book value to redemption amount. Subsequent measurement to the carrying value of redeemable Class A ordinary shares is due to income and unrealized gains or losses on the marketable securities held in the Trust Account. The change in the carrying value of redeemable Class A ordinary shares resulted in charges against additional paid-in capital (to the extent available) and accumulated deficit. At June 30, 2022 and December 31, 2021, the Class A ordinary shares subject to possible redemption reflected in the condensed consolidated balance sheets are reconciled in the following table: Gross proceeds $ 241,500,000 Less: Proceeds allocated to Public Warrants (11,109,000) Class A ordinary shares issuance costs (14,006,535) Plus: Subsequent measurement of carrying value to redemption value 25,216,158 Class A ordinary shares subject to possible redemption - December 31, 2021 241,600,623 Plus: Subsequent measurement of carrying value to redemption value 336,436 Class A ordinary shares subject to possible redemption – June 30, 2022 $ 241,937,059 The Company increased the carrying amount of Class A Ordinary Shares subject to possible redemption for the six months ended June 30, 2022 for income earned on marketable securities held in Trust Account. See Note 10 for the number of Class A ordinary shares redeemed on the Closing Date. Offering Costs The Company complies with the requirements of the ASC 340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A - “Expenses of Offering.” Accordingly, offering costs totaling $14,681,886 (consisting of $5,250,000 in underwriters’ discount, $9,082,500 in deferred underwriters’ discount, and $349,386 of other offering expenses) have been allocated to the separable financial instruments issued in the Initial Public Offering using a with-or-without method compared to total proceeds received. Offering costs associated with warrant liabilities of $675,351 have been expensed and presented as non-operating expenses in the condensed consolidated statements of operations and offering costs of $14,006,535 associated with the Class A ordinary shares and Private Placement Units were initially charged to temporary equity and then subsequently measured to ordinary shares subject to possible redemption upon the completion of the Initial Public Offering in February 2021. Warrant Liabilities The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480 and ASC 815, “Derivatives and Hedging” (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. There are no changes in this assessment as of June 30, 2022. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and are remeasured at each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the condensed consolidated statements of operations. Income Taxes The Company accounts for income taxes under ASC 740, “Income Taxes” (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the condensed consolidated financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s condensed consolidated financial statements and prescribes a recognition threshold and measurement process for condensed consolidated financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2022 and December 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. ITHAX was considered an exempted Cayman Islands company and was not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. ITHAX’s United States subsidiaries had no activity for the three and six months ended June 30, 2022 and 2021 and has deemed any income tax obligations as of June 30, 2022 to be immaterial. Net Income (Loss) per Ordinary Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. Subsequent measurement of the redeemable shares of Class A ordinary shares is excluded from income (loss) per ordinary share as the redemption value approximates fair value. The calculation of diluted income (loss) per ordinary share does not consider the effect of the warrants underlying the units issued in connection with the (i) Initial Public Offering, and (ii) the private placement, since the exercise of the warrants is contingent upon the occurrence of future events. The outstanding warrants are exercisable to purchase 12,412,500 Class A ordinary shares in the aggregate. As of June 30, 2022 and 2021, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company, except for the 787,500 founder shares as of June 30, 2021 which are no longer forfeitable as of that date, and thus included for dilutive purposes. The following table reflects the calculation of basic and diluted net income per ordinary share (in dollars, except share amounts): Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Redeemable Non-Redeemable Redeemable Non-Redeemable Redeemable Non-Redeemable Redeemable Non-Redeemable Basic and diluted net (loss) income per ordinary share Numerator: Allocation of net (loss) income $ (3,799,251) $ (1,056,003) $ 1,537,898 427,459 $ (3,460,532) $ (961,856) $ 1,582,886 513,865 Denominator: Basic and diluted weighted average shares outstanding 24,150,000 6,712,500 24,150,000 6,712,500 24,150,000 6,712,500 19,880,387 6,453,936 Basic and diluted net (loss) income per ordinary share $ (0.16) $ (0.16) $ 0.06 0.06 $ (0.14) $ (0.14) $ 0.08 0.08 Refer to Note 1 and Note 6 for the issuance of common stock after June 30, 2022. Deferred Business Combination Fees Payable At June 30, 2022, deferred business combination fees payable include $2,200,000 of legal expense, $395,535 of printing expense, and $4,437,446 of advisory and other transactional related expenses incurred in connection with the Business Combination with Mondee. The total deferred business combination fees payable were accrued as of June 30, 2022, however payment of these fees was contingent upon the closing of the Business Combination, which occurred on July 18, 2022. These expenses are included in formation and operating costs in the accompanying unaudited consolidated statement of operations. At December 31, 2021, there were no deferred business combination fees payable. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on these accounts. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying condensed consolidated balance sheets, primarily due to their short-term nature, except for warrant liabilities (see Note 9). Recently Issued Accounting Standards In August 2020, the FASB issued Accounting Standards Update No.2020-06, “Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. ASU 2020-06 removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and it also simplifies the diluted earnings per share calculation in certain areas. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, with early adoption permitted. The Company early adopted ASU 2020-06 effective as of January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s condensed consolidated financial statements. Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed consolidated financial statements.

INITIAL PUBLIC OFFERING

INITIAL PUBLIC OFFERING	6 Months Ended
INITIAL PUBLIC OFFERING	Jun. 30, 2022
INITIAL PUBLIC OFFERING
INITIAL PUBLIC OFFERING	NOTE 3. INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering, the Company sold 24,150,000 Units, which includes a full exercise by the underwriters of their over-allotment option in the amount of 3,150,000 Units, at a price of $10.00 per Unit. Each Unit consisted of one Class A ordinary share and one

PRIVATE PLACEMENT

PRIVATE PLACEMENT	6 Months Ended
PRIVATE PLACEMENT	Jun. 30, 2022
PRIVATE PLACEMENT
PRIVATE PLACEMENT	NOTE 4. PRIVATE PLACEMENT Simultaneously with the closing of the Initial Public Offering, including the exercise by the underwriters of their over-allotment option, the Sponsor and Cantor purchased an aggregate of 675,000 Private Placement Units, at a price of $10.00 per Private Placement Unit, for an aggregate purchase price of $6,750,000, in a private placement. The Sponsor purchased 465,000 Private Placement Units and Cantor purchased 210,000 Private Placement Units. Each Private Placement Unit consisted of one Class A ordinary share (each, a “Private Placement Share” or, collectively, “Private Placement Shares”) and one-half of one contingently redeemable warrant (each, a “Private Placement Warrant,” together with the Public Warrants the “Warrants”). Each Private Placement Warrant is exercisable to purchase one non-redeemable share of New Mondee Common Stock at a price of $11.50 per share. The Private Placement Shares are classified in permanent equity as they are non-redeemable. A portion of the proceeds from the Private Placement Units were added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company had not completed a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Units would have been used to fund the redemption of all of the Public Shares (subject to the requirements of applicable law), and the Private Placement Units and all underlying securities would have expired worthless.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	6 Months Ended
RELATED PARTY TRANSACTIONS	Jun. 30, 2022
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 5. RELATED PARTY TRANSACTIONS Founder Shares On October 6, 2020, the Sponsor paid an aggregate of $25,000 to cover certain offering costs of the Company in consideration for 5,031,250 shares of the Company’s Class B ordinary shares (the “Founder Shares”). On October 16, 2020, the Sponsor transferred an aggregate of 20,000 Founder Shares to two members of the board of directors (each received 10,000 Founder Shares). On October 28, 2020, the Sponsor and a third member of the board of directors agreed that the director would pay the Sponsor $41,250 and in exchange the Sponsor would (i) on October 28, 2020, transfer 10,000 Founder Shares to such director and (ii) immediately following the Company’s Business Combination, transfer a total of 4% of the outstanding Class A ordinary shares then held by the Sponsor to the director, with such percentage including the 10,000 Founder Shares the director already held. On January 27, 2021, the Company effectuated a stock dividend of 0.2 shares for each share outstanding, resulting in an aggregate of 6,037,500 Founder Shares outstanding, which was retroactively reflected in the 2020 financial statements. The Founder Shares included an aggregate of up to 787,500 shares subject to forfeiture to the extent that the underwriters’ over-allotment option was not exercised in full or in part, so that the Founder Shares equal, on an as-converted basis, 20% of the Company’s issued and outstanding shares after the Initial Public Offering (assuming the Sponsor did not purchase any Public Shares in the Initial Public Offering and excluding the Private Placement Shares). As a result of the underwriters’ election to fully exercise their over-allotment option, a total of 787,500 Founder Shares are no longer subject to forfeiture. The Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earlier to occur of: (A) six months after the completion of a Business Combination or (B) subsequent to a Business Combination, (x) if the last sale price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share subdivisions, share consolidations, share capitalizations, rights issuances, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after a Business Combination, or (y) the date following the completion of a Business Combination on which the Company completes a liquidation, merger, capital stock exchange or other similar transaction that results in all of the Company’s shareholders having the right to exchange their ordinary shares for cash, securities or other property. The sale or transfers of the Founders Shares to members of the Company’s the board of directors, as described above, is within the scope of FASB ASC Topic 718, “Compensation-Stock Compensation” (“ASC 718”). Under ASC 718, stock-based compensation associated with equity-classified awards is measured at fair value upon the grant date. The Founders Shares were effectively sold or transferred subject to a performance condition (i.e., the occurrence of a Business Combination). Compensation expense related to the Founders Shares is recognized only when the performance condition is probable of occurrence under the applicable accounting literature in this circumstance. A business combination is not probable until it is completed. Stock-based compensation would be recognized at the date a Business Combination is considered probable in an amount equal to the number of Founders Shares times the grant date fair value per share (unless subsequently modified) less the amount initially received for the purchase of the Founders Shares. Administrative Services Agreement The Company entered into an agreement, commencing January 27, 2021 through the earlier of the Company’s consummation of a Business Combination and its liquidation, to pay the Sponsor a total of $10,000 per month for office space, secretarial, and administrative support services. For the three and six months ended June 30, 2022, the Company incurred and paid $30,000 and $60,000 in fees for these services, respectively. For the three and six months ended June 30, 2021, the Company incurred and paid $30,000 and $50,000 in fees for these services, respectively. Upon completion of the Business Combination, the Company ceased paying these monthly fees. Promissory Note — Related Party On October 6, 2020, the Sponsor issued an unsecured promissory note to the Company (the “Promissory Note”), pursuant to which the Company could borrow up to an aggregate principal amount of $300,000. The Promissory Note was non-interest bearing and payable on the earlier of (i) December 31, 2021 or (ii) the completion of the Initial Public Offering. The then outstanding balance under the Promissory Note of $88,264 was repaid at the closing of the Initial Public Offering on February 1, 2021. Borrowings are no longer available under the Promissory Note.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
COMMITMENTS AND CONTINGENCIES	Jun. 30, 2022
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	NOTE 6. COMMITMENTS AND CONTINGENCIES Registration and Shareholder Rights Pursuant to a registration rights agreement entered into on January 27, 2021 (the “IPO Registration Rights Agreement”), the holders of the Founder Shares (and any Class A ordinary shares issued upon conversion of the Founder Shares), Private Placement Units (and the underlying securities), and units (and the underlying securities) that may be issued on conversion of Working Capital Loans will be entitled to registration rights pursuant to a registration rights agreement requiring the Company to register such securities for resale (in the case of the Founder Shares, only after conversion to Class A ordinary shares). The holders of these securities will be entitled to make up to three demands, excluding short form demands, that the Company register the offer and sale of such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination and rights to require the Company to register the resale of such securities pursuant to Rule 415 under the Securities Act. The IPO Registration Rights Agreement does not contain liquidated damages or other cash settlement provisions resulting from delays in registering the Company’s securities. The Company will bear the expenses incurred in connection with the filing of any such registration statements. At the closing of the Business Combination, the Company entered into a registration rights agreement, with the Sponsor, certain former stockholders of Mondee, and the other parties thereto, as further described below. Underwriting Agreement The underwriters are entitled to a deferred fee of (i) 3.5% of the gross proceeds of the initial 21,000,000 Units sold in the Initial Public Offering, or $7,350,000, and (ii) 6% of the gross proceeds from the Units sold pursuant to the over-allotment option, or up to $1,732,500. The deferred fee of $9,082,500 is payable to the underwriters at the closing of the Business Combination, subject to the terms of the underwriting agreement. Business Combination Agreement As previously announced, ITHAX previously entered into that certain Business Combination Agreement. The total deferred business combination fees payable were accrued as of June 30, 2022, however payment of these fees was contingent upon the closing of the Business Combination, which occured on July 18, 2022. The Business Combination consummated on July 18, 2022 (see Note 1). PIPE Investment Concurrently with the execution of the Business Combination Agreement, ITHAX entered into Subscription Agreements (the “Subscription Agreements”) with certain “qualified institutional buyers” (as defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”)) and accredited investors (together, the “Initial PIPE Investors”), pursuant to which the Initial PIPE Investors have agreed to subscribe for and purchase, and ITHAX has agreed to issue and sell to the Initial PIPE Investors, an aggregate of 5,000,000 shares of New Mondee Common Stock at a price of $10.00 per share, for aggregate gross proceeds of $50,000,000 (the “Initial PIPE Investment”). Subsequently, on April 21, 2022, ITHAX entered into a Subscription Agreement with an additional investor (the “Additional PIPE Investor” together with the Initial PIPE Investors the “PIPE Investors”) pursuant to which the Additional PIPE Investor agreed to subscribe for and purchase, and ITHAX has agreed to issue and sell to the Additional PIPE Investor, 2,000,000 shares of New Mondee Common Stock at a price of $10.00 per share, for gross proceeds of $20,000,000 (the “Additional PIPE Investment”). The aggregate gross proceeds to New Mondee from the Initial PIPE Investment and the Additional PIPE Investment of 7,000,000 shares (the “PIPE Shares”) equaled $70,000,000 (the “PIPE Financing”). The offer and sale of the shares of New Mondee Common Stock issued in the PIPE Financing pursuant to the Subscription Agreements have not been registered under the Securities Act in reliance upon the exemption provided in Section 4(a)(2) of the Securities Act. ITHAX granted the PIPE Investors certain registration rights in connection with the PIPE Financing. The PIPE Financing was consummated immediately prior to the First Effective Time. Registration Rights Agreement On July 18, 2022, New Mondee, the Sponsor, certain former stockholders of Mondee, and the other parties thereto entered into the Registration Rights Agreement (the “Registration Rights Agreement”), pursuant to which, among other things, the parties thereto have been granted certain customary registration rights with respect to their respective shares of New Mondee Common Stock. An aggregate of 74,300,000 shares of New Mondee Common Stock are subject to resale registration rights. Such shares include (i) the 7,000,000 PIPE Shares; (ii) up to 60,800,000 Merger Consideration shares; and (iii) an aggregate of up to 6,500,000 Earn-Out Shares (as described below). Pursuant to the Registration Rights Agreement, New Mondee agreed that, within thirty Under the Registration Rights Agreement, New Mondee agreed to indemnify the holders against any losses or damages resulting from any untrue statement or omission or alleged untrue statement or omission of a material fact in any registration statement, prospectus, or preliminary prospectus or any amendment thereof, pursuant to which the holders sell their equity securities, unless such liability arose from the holders’ misstatement or omission, and each of the holders, severally and individually, will agree to indemnify New Mondee against any losses or damages caused by such holder’s material misstatements or omissions in those documents. Sponsor Support Agreement In connection with the execution of the Business Combination Agreement, ITHAX entered into a sponsor support agreement with the Sponsor and Mondee (the “Sponsor Support Agreement”), pursuant to which the Sponsor agreed to, among other things, vote all of the 6,472,500 ordinary shares of ITHAX in favor of the approval of the Transactions and to waive any redemption rights with respect to any ordinary shares held by it. The Sponsor did not receive separate consideration for its waiver of redemption rights in the Sponsor Support Agreement. In addition, the Sponsor agreed that 603,750 Class B ordinary shares issued in connection with ITHAX’s Initial Public Offering (which were converted to 603,750 shares of New Mondee Class B Common Stock in connection with the Domestication) would be forfeited if the Minimum Cash Condition contemplated by the Business Combination Agreement was not satisfied as of the Closing Date. Since the Minimum Cash Condition was waived and not satisfied, the Sponsor forfeited 603,750 shares of New Mondee Class B Common Stock at the Closing Date in accordance with the terms of the Sponsor Support Agreement. Stockholder Support Agreement Pursuant to the Business Combination Agreement, Mondee and Mondee Holdings, LLC entered into a Support Agreement (the “Stockholder Support Agreement”) with ITHAX, pursuant to which Mondee Holdings, LLC, among other things, agreed to vote to adopt and approve the Business Combination Agreement and all other documents and transactions contemplated thereby. Earn-out Agreement Pursuant to the Business Combination Agreement, ITHAX entered into an earn-out agreement (the “Earn-Out Agreement”) with certain signatories thereto (the “Members”), pursuant to which ITHAX has agreed, among other things that in connection with and upon the First Merger, New Mondee may issue to the Members an aggregate of up to 9,000,000 shares of New Mondee Common Stock (the “Earn-Out Shares”), with the Earn-Out Shares vesting over the four-year period following the Closing Date based on the achievement of certain milestones related to the trading price of New Mondee Common Stock set forth in the Earn-Out Agreement. Upon the closing of the Business Combination, Prasad Gundumogula, who is the Chief Executive Officer of New Mondee, received 6,000,000 of the aggregate amount of Earn-Out Shares. Vendor Agreements On October 4, 2021, the Company entered into an agreement with a vendor for placement agency services in connection with the PIPE and customary capital market advisement services related to the pending Business Combination. The agreement calls for the vendor to receive a contingent fee equal to 7% of the gross proceeds of securities sold in the PIPE placement and capped at $3,500,000. The vendor terminated this agreement in June 2022 and no fees were paid or are payable to the vendor. On October 4, 2021, the Company entered into an agreement with a vendor for fund-raising services in connection with the PIPE and capital markets advisory services related to the pending Business Combination. The agreement calls for the vendor to receive a contingent fee equal to $500,000, plus 3.5% on the gross proceeds of securities sold in the PIPE placement exceeding $50,000,000 and capped at $1,500,000. The fee of $1,200,000 was payable upon consummation of the Business Combination, which is included in deferred business combination fees payable in the accompany condensed consolidated balance sheet. On December 15, 2021, the Company entered into an agreement with a vendor for capital market advisement services related to the Business Combination Agreement. The agreement calls for the vendor to receive a contingent fee in the amount of $1,000,000 upon the consummation of the Business Combination, which is included in deferred business combination fees payable in the accompanying condensed consolidated balance sheet. On January 24, 2022, the Company entered into an agreement with a vendor for capital markets advisory services related to the pending Business Combination Agreement. The agreement calls for the vendor to receive a contingent fee in the amount of $500,000 upon the consummation of the Business Combination, which is included in deferred business combination fees payable in the accompanying condensed consolidated balance sheet. On February 1, 2022, the Company entered into an agreement with a vendor for capital markets advisory services related to the pending Business Combination Agreement. The agreement calls for the vendor to receive a contingent fee in the amount of $500,000 upon the consummation of the Business Combination, which is included in deferred business combination fees payable in the accompanying condensed consolidated balance sheet. As of December 31, 2021 the Company entered into an agreement with a vendor for an insurance policy, which the vendor will only receive insurance run-off premium in the amount of approximately $1,100,000 upon the consummation of the Business Combination. The Company renegotiated the premiums to the amount of $750,000 which became payable upon consummation of the Business Combination. As of June 30, 2022, the Company incurred legal fees of approximately $2,200,000 which are included in deferred business combination fees payable in the accompanying condensed consolidated balance sheet. These fees became payable upon the consummation of the Business Combination. Legal Proceedings In connection with the Business Combination, two purported stockholders sent demand letters. No amount of damages is stated in the demand letters. The Company believes that the threatened lawsuits are without merit and, if filed, the Company intends to defend the matters vigorously. The Company is currently unable to reasonably determine the outcome of any potential litigation or estimate any potential losses, and, as such, have not recorded a loss contingency. There is no other material litigation, arbitration or governmental proceedings currently pending against the Company or any members of its management team in their capacity as such.

SHAREHOLDERS' EQUITY

SHAREHOLDERS' EQUITY	6 Months Ended
SHAREHOLDERS' EQUITY	Jun. 30, 2022
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY	NOTE 7. SHAREHOLDERS’ DEFICIT Preference Shares — Class A Ordinary Shares Class B Ordinary Shares Holders of Class A ordinary shares and Class B ordinary shares voted together as a single class on all other matters submitted to a vote of shareholders, except as required by law; provided that only holders of Class B ordinary shares had the right to vote on the appointment of directors prior to the Company’s initial Business Combination. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the Business Combination on a one-for-one basis, subject to adjustments , as described in Note 6 under Sponsor Support Agreement.

WARRANTS

WARRANTS	6 Months Ended
WARRANTS	Jun. 30, 2022
WARRANTS
WARRANTS	NOTE 8. WARRANTS As of June 30, 2022 and December 31, 2021, there were 12,075,000 Public Warrants and 337,500 Private Placement Warrants outstanding. Public Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Public Warrants. The Public Warrants will become exercisable 30 days after the completion of the Business Combination. The Public Warrants will expire five years from the completion of the Business Combination or earlier upon redemption or liquidation. The Company will not be obligated to deliver any shares of New Mondee Common Stock pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the New Mondee Common Stock underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration. No warrant will be exercisable for cash or on a cashless basis, and the Company will not be obligated to issue any shares to holders seeking to exercise their warrants, unless the issuance of the shares upon such exercise is registered or qualified under the securities laws of the state of the exercising holder, or an exemption is available. The Company has agreed that as soon as practicable, but in no event later than 15 business days, after the closing of a Business Combination, it will use its best efforts to file, and within 60 business days following a Business Combination to have declared effective, a registration statement covering the offer and sale of the shares of New Mondee Common Stock issuable upon exercise of the warrants. A registration statement on Form S-1 was filed with the SEC for such purposes on July 22, 2022. The Company will use its best efforts to cause the same to become effective and to maintain the effectiveness of such registration statement, and a current prospectus relating thereto, until the expiration of the warrants in accordance with the provisions of the warrant agreement. No warrants will be exercisable for cash unless the Company has an effective and current registration statement covering the offer and sale of the shares of New Mondee Common Stock issuable upon exercise of the warrants and a current prospectus relating to such New Mondee Common Stock. Notwithstanding the foregoing, if a registration statement covering the offer and sale of the shares of New Mondee Common Stock issuable upon exercise of the warrants is not effective within a specified period following the consummation of a Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company shall have failed to maintain an effective registration statement, exercise warrants on a cashless basis pursuant to the exemption provided by Section 3(a)(9) of the Securities Act, provided that such exemption is available. If that exemption, or another exemption, is not available, holders will not be able to exercise their warrants on a cashless basis. Once the warrants become exercisable, the Company may redeem the Public Warrants: ● in whole and not in part; ● at a price of $0.01 per warrant; ● upon not less than 30 days ’ prior written notice of redemption, or the 30-day redemption period, to each warrant holder; and ● if, and only if, the reported last sale price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for share subdivisions, share consolidations, share capitalizations, rights issuances, reorganizations, recapitalizations and the like) for any 20 trading days within a 30- trading day period ending on the third trading day prior to the date the Company sends the notice of redemption to the warrant holders. If and when the warrants become redeemable by the Company, the Company may not exercise its redemption right if the issuance of shares upon exercise of the warrants is not exempt from registration or qualification under applicable state blue sky laws or the Company is unable to effect such registration or qualification. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of shares of New Mondee Common Stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend, or recapitalization, reorganization, merger or consolidation. However, except as described below, the warrants will not be adjusted for issuances of New Mondee Common Stock at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the warrants. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the shares of New Mondee Common Stock issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or saleable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. Refer to Note 1 and Note 6 for the Public and Private Placement Warrants disposition at the Closing Date.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	6 Months Ended
FAIR VALUE MEASUREMENTS	Jun. 30, 2022
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS	NOTE 9. FAIR VALUE MEASUREMENTS The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Level 2: Level 3: The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at June 30, 2022 and December 31, 2021 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: June 30, December 31, Description Level 2022 2021 Assets: Marketable securities held in Trust Account 1 $ 241,937,059 $ 241,600,623 Liabilities: Warrant Liability – Public Warrants 1 $ 3,501,750 $ 6,520,500 Warrant Liability – Private Placement Warrants 3 $ 97,875 $ 182,250 The Warrants are accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liabilities in the accompanying condensed consolidated balance sheets. The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the condensed consolidated statements of operations. The Private Placement Warrants were valued using the Black-Scholes option pricing model. The Black Scholes model is a theoretical extension of binomial option pricing theory, in that consideration of discrete probabilities and option payoff outcomes are divided into smaller and smaller intervals. At the limit, the binomial process converges to the Black-Scholes formula, which indicates that a call option value is equal to the security price times a probability, minus the present value of the exercise times a probability. The probabilities are given by the cumulative normal distribution. The Public Warrants were initially valued using a Monte Carlo Model. The Monte Carlo method is an analysis method designed to determine the value of variables such as the expected value of the Warrants as of the valuation date. This value is fundamentally uncertain, and it is determined by what statisticians call estimators. The model estimates the value of the Public Warrants after 100,000 trials based on the Company’s ordinary share price at the end of the Public Warrants’ expected life. The price estimates are based on a probability distribution of the price of the Company’s ordinary shares under a risk-neutral premise. For periods subsequent to the detachment of the Public Warrants from the Units, which occurred on March 22, 2021, the Public Warrants were valued using the instrument’s publicly listed trading price on the Nasdaq Stock Market LLC as of the balance sheet date, which is considered to be a Level 1 measurement due to the use of an observable market quote in an active market. The inputs used in the Black-Scholes model for Private Placement Units and the Monte Carlo Model for Public Units is as follows: February 1, 2021 (Initial Measurement) December 31, 2021 June 30, 2022 Public Private Private Private Input Warrants Warrants Warrants Warrants Ordinary Share Price $ 9.55 $ 9.55 $ 9.82 $ 9.96 Exercise Price $ 11.50 $ 11.50 $ 11.5 $ 11.50 Expected Life (in years) 5 5 5.26 5.01 Risk Free Interest Rate 0.49 % 0.49 % 1.3 % 3.10 % Volatility 19.00 % 19.00 % 9.9 % 2.90 % Dividend Yield 0.00 % 0.00 % 0.00 % 0.00 % Redemption Trigger (20 of 30 trading days) $ 18.00 N/A N/A N/A The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Placement Public Warrant Liabilities Fair value as of January 1, 2021 $ — $ — $ — Initial measurement on February 1, 2021 313,875 11,109,000 11,422,875 Change in fair value (131,625) (2,898,000) (3,029,625) Transfers to Level 1 — (8,211,000) (8,211,000) Fair value as of December 31, 2021 $ 182,250 $ — $ 182,250 Change in fair value (74,250) — (74,250) Fair value as of March 31, 2022 $ 108,000 $ — $ 108,000 Change in fair value (10,125) — (10,125) Fair value as of June 30, 2022 $ 97,875 $ — $ 97,875 Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period in which a change in valuation technique or methodology occurs. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement during the year ended December 31, 2021 was approximately $8.2 million.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
SUBSEQUENT EVENTS	Jun. 30, 2022
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 10. SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the condensed consolidated financial statements were issued. Based upon this review, other than noted below, the Company did not identify any subsequent events that would have required adjustment to or disclosure in the condensed consolidated financial statements. On July 18, 2022, the Company completed its Business Combination with Mondee. Refer to Notes 1 and 6 for further detail. Holders of 23,311,532 ITHAX Class A ordinary shares exercised their right to have their shares redeemed for cash at a redemption price of approximately $10.00 per share, totaling approximately $233,586,054. As a result, on the Closing Date, the Company received approximately $78.4 million in gross cash proceeds, consisting of approximately $8.4 million from the Company’s Trust Account and approximately $70 million from the PIPE Financing. Each redeemed ordinary share included its proportionate share of Trust Account earnings and none of the Trust Account earnings were used to pay taxes or any other expenses.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Jun. 30, 2022
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements reflect the accounts and activities of only ITHAX, First Merger Sub, and Second Merger Sub as of June 30, 2022, prior to the closing date, and do not reflect the accounting for the business combination. As a result, the accompanying unaudited condensed consolidated financial statements will not reflect the historical operations of the Company that will be reported by the Company for periods subsequent to the closing date. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K as filed with the SEC on March 10, 2022. The accompanying condensed consolidated balance sheet as of December 31, 2021 has been derived from our audited consolidated financial statements included in the aforementioned Form 10-K. The interim results for the three and six months ended June 30, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2022 or for any future periods.
Principles of Consolidation	Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries prior to the Closing Date. All significant intercompany balances and transactions have been eliminated in consolidation.
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statement with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Use of Estimates	Use of Estimates The preparation of the condensed consolidated financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these condensed consolidated financial statements is the determination of the fair value of the warrant liabilities when the warrants are not publicly traded. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of June 30, 2022 and December 31, 2021.
Cash and Marketable Securities Held in Trust Account	Cash and Marketable Securities Held in Trust Account At June 30, 2022 and December 31, 2021, substantially all of the assets held in the Trust Account were held in mutual funds which are invested primarily in U.S. Treasury Securities. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the condensed consolidated balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of investments held in the Trust Account are included in income earned on marketable securities held in Trust Account in the accompanying condensed consolidated statements of operations. Unrealized gains and losses on marketable securities held in Trust Account are included in the accompanying condensed consolidated statements of operations. The estimated fair values of investments held in Trust Account are determined using available market information. See Note 10 for the disposition of the Trust Account at the Closing Date.
Class A Ordinary Shares Subject to Possible Redemption	Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480, “Distinguishing Liabilities from Equity” (“ASC 480”). Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at June 30, 2022 and December 31, 2021, all Class A ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders’ deficit section of the Company’s condensed consolidated balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the subsequent measurement of the initial book value to redemption amount. Subsequent measurement to the carrying value of redeemable Class A ordinary shares is due to income and unrealized gains or losses on the marketable securities held in the Trust Account. The change in the carrying value of redeemable Class A ordinary shares resulted in charges against additional paid-in capital (to the extent available) and accumulated deficit. At June 30, 2022 and December 31, 2021, the Class A ordinary shares subject to possible redemption reflected in the condensed consolidated balance sheets are reconciled in the following table: Gross proceeds $ 241,500,000 Less: Proceeds allocated to Public Warrants (11,109,000) Class A ordinary shares issuance costs (14,006,535) Plus: Subsequent measurement of carrying value to redemption value 25,216,158 Class A ordinary shares subject to possible redemption - December 31, 2021 241,600,623 Plus: Subsequent measurement of carrying value to redemption value 336,436 Class A ordinary shares subject to possible redemption – June 30, 2022 $ 241,937,059 The Company increased the carrying amount of Class A Ordinary Shares subject to possible redemption for the six months ended June 30, 2022 for income earned on marketable securities held in Trust Account. See Note 10 for the number of Class A ordinary shares redeemed on the Closing Date.
Offering Costs	Offering Costs The Company complies with the requirements of the ASC 340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A - “Expenses of Offering.” Accordingly, offering costs totaling $14,681,886 (consisting of $5,250,000 in underwriters’ discount, $9,082,500 in deferred underwriters’ discount, and $349,386 of other offering expenses) have been allocated to the separable financial instruments issued in the Initial Public Offering using a with-or-without method compared to total proceeds received. Offering costs associated with warrant liabilities of $675,351 have been expensed and presented as non-operating expenses in the condensed consolidated statements of operations and offering costs of $14,006,535 associated with the Class A ordinary shares and Private Placement Units were initially charged to temporary equity and then subsequently measured to ordinary shares subject to possible redemption upon the completion of the Initial Public Offering in February 2021.
Warrant Liabilities	Warrant Liabilities The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480 and ASC 815, “Derivatives and Hedging” (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. There are no changes in this assessment as of June 30, 2022. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and are remeasured at each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the condensed consolidated statements of operations.
Income Taxes	Income Taxes The Company accounts for income taxes under ASC 740, “Income Taxes” (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the condensed consolidated financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s condensed consolidated financial statements and prescribes a recognition threshold and measurement process for condensed consolidated financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2022 and December 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. ITHAX was considered an exempted Cayman Islands company and was not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. ITHAX’s United States subsidiaries had no activity for the three and six months ended June 30, 2022 and 2021 and has deemed any income tax obligations as of June 30, 2022 to be immaterial.
Net Income (Loss) per Ordinary Share	Net Income (Loss) per Ordinary Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. Subsequent measurement of the redeemable shares of Class A ordinary shares is excluded from income (loss) per ordinary share as the redemption value approximates fair value. The calculation of diluted income (loss) per ordinary share does not consider the effect of the warrants underlying the units issued in connection with the (i) Initial Public Offering, and (ii) the private placement, since the exercise of the warrants is contingent upon the occurrence of future events. The outstanding warrants are exercisable to purchase 12,412,500 Class A ordinary shares in the aggregate. As of June 30, 2022 and 2021, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company, except for the 787,500 founder shares as of June 30, 2021 which are no longer forfeitable as of that date, and thus included for dilutive purposes. The following table reflects the calculation of basic and diluted net income per ordinary share (in dollars, except share amounts): Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Redeemable Non-Redeemable Redeemable Non-Redeemable Redeemable Non-Redeemable Redeemable Non-Redeemable Basic and diluted net (loss) income per ordinary share Numerator: Allocation of net (loss) income $ (3,799,251) $ (1,056,003) $ 1,537,898 427,459 $ (3,460,532) $ (961,856) $ 1,582,886 513,865 Denominator: Basic and diluted weighted average shares outstanding 24,150,000 6,712,500 24,150,000 6,712,500 24,150,000 6,712,500 19,880,387 6,453,936 Basic and diluted net (loss) income per ordinary share $ (0.16) $ (0.16) $ 0.06 0.06 $ (0.14) $ (0.14) $ 0.08 0.08
Deferred Business Combination Fees Payable	Deferred Business Combination Fees Payable At June 30, 2022, deferred business combination fees payable include $2,200,000 of legal expense, $395,535 of printing expense, and $4,437,446 of advisory and other transactional related expenses incurred in connection with the Business Combination with Mondee. The total deferred business combination fees payable were accrued as of June 30, 2022, however payment of these fees was contingent upon the closing of the Business Combination, which occurred on July 18, 2022. These expenses are included in formation and operating costs in the accompanying unaudited consolidated statement of operations. At December 31, 2021, there were no deferred business combination fees payable.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on these accounts.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying condensed consolidated balance sheets, primarily due to their short-term nature, except for warrant liabilities (see Note 9).
Recently Issued Accounting Standards	Recently Issued Accounting Standards In August 2020, the FASB issued Accounting Standards Update No.2020-06, “Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. ASU 2020-06 removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and it also simplifies the diluted earnings per share calculation in certain areas. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, with early adoption permitted. The Company early adopted ASU 2020-06 effective as of January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s condensed consolidated financial statements. Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed consolidated financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	6 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	Jun. 30, 2022
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Summary of reconciliation of company's financial statements	Gross proceeds $ 241,500,000 Less: Proceeds allocated to Public Warrants (11,109,000) Class A ordinary shares issuance costs (14,006,535) Plus: Subsequent measurement of carrying value to redemption value 25,216,158 Class A ordinary shares subject to possible redemption - December 31, 2021 241,600,623 Plus: Subsequent measurement of carrying value to redemption value 336,436 Class A ordinary shares subject to possible redemption – June 30, 2022 $ 241,937,059
Reconciliation of Net Loss per Common Share	The following table reflects the calculation of basic and diluted net income per ordinary share (in dollars, except share amounts): Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Redeemable Non-Redeemable Redeemable Non-Redeemable Redeemable Non-Redeemable Redeemable Non-Redeemable Basic and diluted net (loss) income per ordinary share Numerator: Allocation of net (loss) income $ (3,799,251) $ (1,056,003) $ 1,537,898 427,459 $ (3,460,532) $ (961,856) $ 1,582,886 513,865 Denominator: Basic and diluted weighted average shares outstanding 24,150,000 6,712,500 24,150,000 6,712,500 24,150,000 6,712,500 19,880,387 6,453,936 Basic and diluted net (loss) income per ordinary share $ (0.16) $ (0.16) $ 0.06 0.06 $ (0.14) $ (0.14) $ 0.08 0.08

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	6 Months Ended
FAIR VALUE MEASUREMENTS (Tables)	Jun. 30, 2022
FAIR VALUE MEASUREMENTS
Schedule of Company's assets that are measured at fair value on a recurring basis	June 30, December 31, Description Level 2022 2021 Assets: Marketable securities held in Trust Account 1 $ 241,937,059 $ 241,600,623 Liabilities: Warrant Liability – Public Warrants 1 $ 3,501,750 $ 6,520,500 Warrant Liability – Private Placement Warrants 3 $ 97,875 $ 182,250
Schedule of significant inputs to the Monte Carlo Simulation for the fair value	February 1, 2021 (Initial Measurement) December 31, 2021 June 30, 2022 Public Private Private Private Input Warrants Warrants Warrants Warrants Ordinary Share Price $ 9.55 $ 9.55 $ 9.82 $ 9.96 Exercise Price $ 11.50 $ 11.50 $ 11.5 $ 11.50 Expected Life (in years) 5 5 5.26 5.01 Risk Free Interest Rate 0.49 % 0.49 % 1.3 % 3.10 % Volatility 19.00 % 19.00 % 9.9 % 2.90 % Dividend Yield 0.00 % 0.00 % 0.00 % 0.00 % Redemption Trigger (20 of 30 trading days) $ 18.00 N/A N/A N/A
Schedule of changes in the fair value of warrant liabilities	Private Placement Public Warrant Liabilities Fair value as of January 1, 2021 $ — $ — $ — Initial measurement on February 1, 2021 313,875 11,109,000 11,422,875 Change in fair value (131,625) (2,898,000) (3,029,625) Transfers to Level 1 — (8,211,000) (8,211,000) Fair value as of December 31, 2021 $ 182,250 $ — $ 182,250 Change in fair value (74,250) — (74,250) Fair value as of March 31, 2022 $ 108,000 $ — $ 108,000 Change in fair value (10,125) — (10,125) Fair value as of June 30, 2022 $ 97,875 $ — $ 97,875

DESCRIPTION OF ORGANIZATION A_2

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (Details)			6 Months Ended
	Feb. 01, 2021 USD ($) $ / shares shares	Oct. 02, 2020	Jun. 30, 2022 USD ($) $ / shares shares	Jun. 30, 2021 USD ($)	Dec. 31, 2021 USD ($) $ / shares	Mar. 31, 2021 shares
Subsidiary, Sale of Stock [Line Items]
Transaction Costs	$ 14,681,886
Underwriting fees	5,250,000
Deferred underwriting fees payable	9,082,500				$ 9,082,500
Other offering costs	$ 349,386
Condition for future business combination number of businesses minimum		1
Payments for investment of cash in trust account				$ 241,500,000
Cash available for working capital			$ 156,703
Working capital			225,330,016
Cash and marketable securities held in Trust Account			241,937,059
Deferred business combination fees payable			7,032,982
Deferred underwriting fee payable			9,082,500
Minimum Cash Balance			$ 150,000,000
Class A Common Stock
Subsidiary, Sale of Stock [Line Items]
Common shares, par value (in dollars per share) \| $ / shares			$ 0.001
Number of warrants to purchase shares issued \| shares			12,412,500
Class B Common Stock
Subsidiary, Sale of Stock [Line Items]
Common shares, par value (in dollars per share) \| $ / shares			$ 0.001		$ 0.001
New Mondee Common Stock
Subsidiary, Sale of Stock [Line Items]
Common shares, par value (in dollars per share) \| $ / shares			0.0001
New Mondee Class B common stock
Subsidiary, Sale of Stock [Line Items]
Common shares, par value (in dollars per share) \| $ / shares			$ 0.0001
Mondee Holdings, Inc
Subsidiary, Sale of Stock [Line Items]
Deferred business combination fees payable					$ 0
Number of shares receivable as merger consideration \| shares			60,800,000
Mondee Holdings, Inc \| Class A Common Stock
Subsidiary, Sale of Stock [Line Items]
Number of shares converted per each share of common stock \| shares			1
Number of shares issued as per exchange ratio \| shares			1,513,468
Mondee Holdings, Inc \| Class B Common Stock
Subsidiary, Sale of Stock [Line Items]
Number of shares issued as per exchange ratio \| shares			5,433,750
Number of shares converted per warrants \| shares			12,412,500
Mondee Holdings, Inc \| New Mondee Common Stock
Subsidiary, Sale of Stock [Line Items]
Number of warrants to purchase shares issued \| shares			1
Exercise price of warrants \| $ / shares			$ 11.50
Number of shares converted per each share of common stock \| shares			1
Mondee Holdings, Inc \| New Mondee Class B common stock
Subsidiary, Sale of Stock [Line Items]
Number of shares converted per each share of common stock \| shares			1
Warrants \| Mondee Holdings, Inc
Subsidiary, Sale of Stock [Line Items]
Number of shares converted per each share of common stock \| shares			0.5
Warrants \| Mondee Holdings, Inc \| New Mondee Common Stock
Subsidiary, Sale of Stock [Line Items]
Number of shares converted per each share of common stock \| shares			1
Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Sale of 675,000 Private Placement Units, net of initial fair value of Private Placement Warrants and offering costs (in shares) \| shares	24,150,000
Purchase price, per unit \| $ / shares	$ 10
Proceeds from issuance initial public offering	$ 241,500,000
Deferred underwriting fees payable			$ 7,350,000
Payments for investment of cash in trust account	$ 241,500,000
Initial Public Offering \| Public Warrants
Subsidiary, Sale of Stock [Line Items]
Exercise price of warrants \| $ / shares	$ 11.50
Private Placement \| Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Number of warrants to purchase shares issued \| shares			675,000			675,000
Price of warrant \| $ / shares			$ 10
Proceeds from sale of private placements units			$ 6,750,000
Exercise price of warrants \| $ / shares			$ 11.50
Over-allotment option
Subsidiary, Sale of Stock [Line Items]
Sale of 675,000 Private Placement Units, net of initial fair value of Private Placement Warrants and offering costs (in shares) \| shares	3,150,000
Purchase price, per unit \| $ / shares	$ 10
Deferred underwriting fees payable			$ 1,732,500

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021	Feb. 01, 2021
Cash equivalents	$ 0		$ 0
IPO transaction costs allocated to warrant liabilities		$ (675,351)
Transaction Costs				$ 14,681,886
Underwriting fees				5,250,000
Deferred underwriting fees payable			9,082,500	9,082,500
Other offering costs				349,386
Offering costs	14,006,535
Sale of Stock, Other Offering Cost				$ 349,386
Unrecognized tax benefits	0		0
Unrecognized tax benefits accrued for interest and penalties	0		0
Deferred business combination fees payable	$ 7,032,982
Shares subject to forfeiture	787,500
Federal Depository Insurance Coverage	$ 250,000
Mondee Holdings, Inc
Deferred Legal Expenses	2,200,000
Deferred Printing Expenses	395,535
Deferred Advisory and Transaction Related Expenses	$ 4,437,446
Deferred business combination fees payable			$ 0
Class A Common Stock
Number of warrants to purchase shares issued	12,412,500

SUMMARY OF SIGNIFICANT ACCOUN_5

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Summary of reconciliation of company's financial statements (Details) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Class A ordinary shares issuance costs	$ 14,006,535
Class A Common Stock Subject to Redemption
Gross proceeds		$ 241,500,000
Proceeds allocated to Public Warrants		(11,109,000)
Class A ordinary shares issuance costs		(14,006,535)
Subsequent measurement of carrying value to redemption value	336,436	25,216,158
Class A ordinary shares subject to possible redemption	$ 241,937,059	$ 241,600,623

SUMMARY OF SIGNIFICANT ACCOUN_6

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reconciliation of Net Loss per Common Share (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Class A and Class B Redeemable ordinary shares
Numerator:
Allocation of net income	$ (3,799,251)	$ 1,537,898	$ (3,460,532)	$ 1,582,886
Denominator:
Basic weighted average shares outstanding	24,150,000	24,150,000	24,150,000	19,880,387
Diluted weighted average shares outstanding	24,150,000	24,150,000	24,150,000	19,880,387
Basic net (loss) income per share	$ (0.16)	$ 0.06	$ (0.14)	$ 0.08
Diluted net (loss) income per share	$ (0.16)	$ 0.06	$ (0.14)	$ 0.08
Class A and Class B non-redeemable ordinary shares
Numerator:
Allocation of net income	$ (1,056,003)	$ 427,459	$ (961,856)	$ 513,865
Denominator:
Basic weighted average shares outstanding	6,712,500	6,712,500	6,712,500	6,453,936
Diluted weighted average shares outstanding	6,712,500	6,712,500	6,712,500	6,453,936
Basic net (loss) income per share	$ (0.16)	$ 0.06	$ (0.14)	$ 0.08
Diluted net (loss) income per share	$ (0.16)	$ 0.06	$ (0.14)	$ 0.08

INITIAL PUBLIC OFFERING (Detail

INITIAL PUBLIC OFFERING (Details)	Feb. 01, 2021 $ / shares shares
Subsidiary, Sale of Stock [Line Items]
Number of shares in a unit	1
Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Number of units sold	24,150,000
Purchase price, per unit \| $ / shares	$ 10
Initial Public Offering \| Public Warrants
Subsidiary, Sale of Stock [Line Items]
Number of shares in a unit	1
Number of warrants in a unit	0.5
Number of shares issuable per warrant	1
Exercise price of warrants \| $ / shares	$ 11.50
Over-allotment option
Subsidiary, Sale of Stock [Line Items]
Number of units sold	3,150,000
Purchase price, per unit \| $ / shares	$ 10

PRIVATE PLACEMENT (Details)

PRIVATE PLACEMENT (Details) - Private Placement - Private Placement Warrants - USD ($)	6 Months Ended
	Jun. 30, 2022	Mar. 31, 2021
Subsidiary, Sale of Stock [Line Items]
Number of warrants to purchase shares issued	675,000	675,000
Price of warrants	$ 10
Aggregate purchase price	$ 6,750,000
Number of shares per warrant	1
Exercise price of warrant	$ 11.50
Sponsor
Subsidiary, Sale of Stock [Line Items]
Number of warrants to purchase shares issued	465,000
Cantor
Subsidiary, Sale of Stock [Line Items]
Number of warrants to purchase shares issued	210,000

RELATED PARTY TRANSACTIONS - Fo

RELATED PARTY TRANSACTIONS - Founder Shares (Details)						6 Months Ended
RELATED PARTY TRANSACTIONS - Founder Shares (Details)	Dec. 20, 2021 shares	Jan. 27, 2021 D $ / shares shares	Oct. 28, 2020 shares	Oct. 16, 2020 shares	Oct. 06, 2020 USD ($) shares	Jun. 30, 2022 shares
Related Party Transaction [Line Items]
Shares subject to forfeiture						787,500
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences						30 days
Director \| Class A Common Stock
Related Party Transaction [Line Items]
Percentage of shares transferred by sponsor to director			4%
Sponsor \| Class B Common Stock
Related Party Transaction [Line Items]
Number of shares purchased	603,750
Founder Shares \| Class A Common Stock
Related Party Transaction [Line Items]
Aggregate number of shares owned			10,000
Founder Shares \| Director
Related Party Transaction [Line Items]
Number of shares purchased			10,000
Founder Shares \| Sponsor
Related Party Transaction [Line Items]
Number of shares purchased				20,000
Number of shares received by each directors			41,250	10,000
Founder Shares \| Sponsor \| Class B Common Stock
Related Party Transaction [Line Items]
Consideration received \| $					$ 25,000
Number of shares purchased					5,031,250
Share dividend		0.2
Aggregate number of shares owned		6,037,500
Shares subject to forfeiture		787,500
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders		20%
Restrictions on transfer period of time after business combination completion		6 months
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination (in dollars per share) \| $ / shares		$ 12
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination \| D		20
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination \| D		30
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences		150 days

RELATED PARTY TRANSACTIONS - Ad

RELATED PARTY TRANSACTIONS - Additional Information (Details) - USD ($)			3 Months Ended		6 Months Ended
	Feb. 01, 2021	Jan. 27, 2021	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Oct. 06, 2020
Related Party Transaction [Line Items]
Repayment of promissory note - related party						$ 88,264
Promissory Note with Related Party
Related Party Transaction [Line Items]
Maximum borrowing capacity of related party promissory note							$ 300,000
Repayment of promissory note - related party	$ 88,264
Administrative Support Agreement
Related Party Transaction [Line Items]
Expenses per month		$ 10,000
Expenses incurred and paid			$ 30,000	$ 30,000	$ 60,000	$ 50,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details)						6 Months Ended		12 Months Ended
COMMITMENTS AND CONTINGENCIES (Details)	Feb. 01, 2022 USD ($)	Jan. 24, 2022 USD ($)	Dec. 20, 2021 shares	Dec. 15, 2021 USD ($)	Oct. 04, 2021 USD ($)	Jun. 30, 2022 USD ($) $ / shares shares	Jun. 30, 2021 USD ($)	Dec. 31, 2021 USD ($) $ / shares	Jul. 18, 2022 $ / shares	Feb. 01, 2021 USD ($) $ / shares	Jan. 27, 2021 item
Other Commitments [Line Items]
Maximum number of demands for registration of securities \| item											3
Deferred underwriting fees payable								$ 9,082,500		$ 9,082,500
Deferred underwriting fee						$ 9,082,500	$ 9,082,500
Aggregate purchase price							$ 6,750,000
Threshold Period After Business Combination In Which Specified Trading Days Within Any Specified Trading Day Period Commences						30 days
Earn out issue \| shares						9,000,000
Earn out vesting period						4 years
Mondee Holdings, Inc
Other Commitments [Line Items]
Legal fees						$ 2,200,000
Capital market advisement services and investment banking services \| Mondee Holdings, Inc
Other Commitments [Line Items]
Percentage of contingent fee on gross proceeds					7%
Contingent fee cap value					$ 3,500,000
Capital market advisement services \| Mondee Holdings, Inc
Other Commitments [Line Items]
Contingent fee				$ 1,000,000
Investment banking services \| Mondee Holdings, Inc
Other Commitments [Line Items]
Aggregate purchase price					$ 50,000,000
Percentage of contingent fee on gross proceeds					3.50%
Contingent fee cap value					$ 1,500,000
Contingent fee					500,000
Renegotiated a capped fee					$ 1,200,000
Advisory services \| Mondee Holdings, Inc
Other Commitments [Line Items]
Contingent fee	$ 500,000	$ 500,000
Insurance services \| Mondee Holdings, Inc
Other Commitments [Line Items]
Insurance run off premium								1,100,000
Insurance renegotiated run off premium								$ 750,000
Class A Common Stock
Other Commitments [Line Items]
Common Stock, Par or Stated Value Per Share \| $ / shares						$ 0.001
Class A Common Stock \| Subsequent Event
Other Commitments [Line Items]
Purchase price \| $ / shares									$ 10
Class B Common Stock
Other Commitments [Line Items]
Common Stock, Par or Stated Value Per Share \| $ / shares						0.001		$ 0.001
Class B Common Stock \| Sponsor
Other Commitments [Line Items]
Number of shares purchased \| shares			603,750
New Mondee Common Stock
Other Commitments [Line Items]
Common Stock, Par or Stated Value Per Share \| $ / shares						$ 0.0001
Over-allotment option
Other Commitments [Line Items]
Deferred fee						6%
Deferred underwriting fees payable						$ 1,732,500
Purchase price \| $ / shares										$ 10
Initial Public Offering
Other Commitments [Line Items]
Deferred fee						3.50%
Initial units sold in the IPO \| shares						21,000,000
Deferred underwriting fees payable						$ 7,350,000
Purchase price \| $ / shares										$ 10

COMMITMENTS AND CONTINGENCIES -

COMMITMENTS AND CONTINGENCIES - PIPE Investment (Details) - New Mondee Common Stock - USD ($)		6 Months Ended
	Apr. 21, 2022	Jun. 30, 2022
Initial PIPE Investment and Additional PIPE Investment
Other Commitments [Line Items]
Sale of Stock, Number of Shares Issued in Transaction	7,000,000
Sale of Stock, Consideration Received on Transaction	$ 70,000,000
Initial PIPE Investment
Other Commitments [Line Items]
Sale of Stock, Number of Shares Issued in Transaction		5,000,000
Sale of Stock, Consideration Received on Transaction		$ 50,000,000
Additional PIPE Investment
Other Commitments [Line Items]
Sale of Stock, Number of Shares Issued in Transaction	2,000,000
Sale of Stock, Price Per Share	$ 10	$ 10
Sale of Stock, Consideration Received on Transaction	$ 20,000,000

COMMITMENTS AND CONTINGENCIES_2

COMMITMENTS AND CONTINGENCIES - Registration Rights Agreement (Details)	Jul. 18, 2022 shares
COMMITMENTS AND CONTINGENCIES
Number of shares subject to resale rights registration	74,300,000
Number of PIPE shares	7,000,000
Number of merger consideration shares	60,800,000
Number of earn out shares	6,500,000

COMMITMENTS AND CONTINGENCIES_3

COMMITMENTS AND CONTINGENCIES - Sponsor Support Agreement (Details) - Sponsor	Dec. 20, 2021 shares
Other Commitments [Line Items]
Number of ordinary shares for which redemption rights waived	6,472,500
Class B Common Stock
Other Commitments [Line Items]
Number of shares purchased	603,750
New Mondee Class B common stock
Other Commitments [Line Items]
Number of shares converted	603,750
Number of shares forfeited	603,750

COMMITMENTS AND CONTINGENCIES_4

COMMITMENTS AND CONTINGENCIES - Earn-out Agreement (Details)	6 Months Ended
	Jun. 30, 2022 USD ($) shares
COMMITMENTS AND CONTINGENCIES
Earn out issue \| shares	9,000,000
Earn out vesting period	4 years
Aggregate amount of earn out shares \| $	$ 6,000,000
Number of purported shareholders	2

SHAREHOLDERS' EQUITY - Preferre

SHAREHOLDERS' EQUITY - Preferred Stock Shares (Details) - $ / shares	Jun. 30, 2022	Dec. 31, 2021
SHAREHOLDERS' EQUITY
Preferred shares, shares authorized	1,000,000	1,000,000
Preferred stock, par value, (per share)	$ 0.001	$ 0.001
Preferred shares, shares issued	0	0
Preferred shares, shares outstanding	0	0

SHAREHOLDERS' EQUITY - Common S

SHAREHOLDERS' EQUITY - Common Stock Shares (Details)	6 Months Ended
SHAREHOLDERS' EQUITY - Common Stock Shares (Details)	Jun. 30, 2022 Vote $ / shares shares	Dec. 31, 2021 Vote $ / shares shares
Class of Stock [Line Items]
Number of Class A common stock issued upon conversion of each share (in shares)	1
Class A Common Stock
Class of Stock [Line Items]
Common shares, par value (in dollars per share) \| $ / shares	$ 0.001
Class A Common Stock \| Common Stock
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	100,000,000	100,000,000
Common shares, par value (in dollars per share) \| $ / shares	$ 0.001	$ 0.001
Common shares, votes per share \| Vote	1	1
Common shares, shares issued (in shares)	675,000
Common shares, shares outstanding (in shares)	675,000	675,000
Class A Common Stock Subject to Redemption
Class of Stock [Line Items]
Class A common stock subject to possible redemption, outstanding (in shares)	24,150,000	24,150,000
Class A Common Stock Subject to Redemption \| Common Stock
Class of Stock [Line Items]
Class A common stock subject to possible redemption, outstanding (in shares)	24,150,000	24,150,000
Class A Common Stock Not Subject to Redemption
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	100,000,000	100,000,000
Common shares, par value (in dollars per share) \| $ / shares	$ 0.001	$ 0.001
Common shares, shares issued (in shares)	675,000	675,000
Common shares, shares outstanding (in shares)	675,000	675,000
Class A common stock subject to possible redemption, outstanding (in shares)	24,150,000	24,150,000
Class B Common Stock
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	10,000,000	10,000,000
Common shares, par value (in dollars per share) \| $ / shares	$ 0.001	$ 0.001
Common shares, shares issued (in shares)	6,037,500	6,037,500
Common shares, shares outstanding (in shares)	6,037,500	6,037,500
Class B Common Stock \| Common Stock
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	10,000,000	10,000,000
Common shares, par value (in dollars per share) \| $ / shares	$ 0.001	$ 0.001
Common shares, votes per share \| Vote	1	1
Common shares, shares issued (in shares)	6,037,500	6,037,500
Common shares, shares outstanding (in shares)	6,037,500	6,037,500

WARRANTS (Details)

WARRANTS (Details)	6 Months Ended	12 Months Ended
WARRANTS (Details)	Jun. 30, 2022 D $ / shares shares	Dec. 31, 2021 shares
Warrants
Class of Warrant or Right [Line Items]
Maximum period after business combination in which to file registration statement	15 days
Period of time within which registration statement is expected to become effective	60 days
Private Placement Warrants
Class of Warrant or Right [Line Items]
Warrants And Rights Outstanding In Number \| shares	337,500	337,500
Restrictions on transfer period of time after business combination completion	30 days
Public Warrants
Class of Warrant or Right [Line Items]
Warrants And Rights Outstanding In Number \| shares	12,075,000	12,075,000
Warrant exercise period condition one	30 days
Public Warrants expiration term	5 years
Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $18.00 \| Public Warrants
Class of Warrant or Right [Line Items]
Warrant redemption condition minimum share price \| $ / shares	$ 18
Redemption price per public warrant (in dollars per share) \| $ / shares	$ 0.01
Threshold trading days for redemption of public warrants	20
Threshold consecutive trading days for redemption of public warrants	30
Threshold number of business days before sending notice of redemption to warrant holders	3
Redemption period	30 days

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details) - USD ($)	Jun. 30, 2022	Dec. 31, 2021
Assets:
Marketable securities held in Trust Account		$ 241,600,623
Liabilities, Fair Value Disclosure [Abstract]
Warrant liabilities	$ 3,599,625	6,702,750
Level 1 \| Recurring
Assets:
Marketable securities held in Trust Account	241,937,059	241,600,623
Level 1 \| Recurring \| Public Warrants
Liabilities, Fair Value Disclosure [Abstract]
Warrant liabilities	3,501,750	6,520,500
Level 3 \| Recurring \| Private Placement Warrants
Liabilities, Fair Value Disclosure [Abstract]
Warrant liabilities	$ 97,875	$ 182,250

FAIR VALUE MEASUREMENTS - Level

FAIR VALUE MEASUREMENTS - Level 3 Fair Value Measurements Inputs (Details)	6 Months Ended
	Jun. 30, 2022 $ / shares Y item	Dec. 31, 2021 $ / shares Y	Feb. 01, 2021 Y $ / shares
Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Number of trials to estimate value of warrants \| item	100,000
Public Warrants \| Ordinary Share Price
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input			9.55
Public Warrants \| Exercise Price
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input			11.50
Public Warrants \| Expected Life (in years)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input \| Y			5
Public Warrants \| Risk Free Interest Rate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input			0.49
Public Warrants \| Volatility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input			19
Public Warrants \| Dividend Yield
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input			0
Public Warrants \| Redemption Trigger (20 of 30 trading days)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input			18
Private Warrants \| Ordinary Share Price
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	9.96	9.82	9.55
Private Warrants \| Exercise Price
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	11.50	11.5	11.50
Private Warrants \| Expected Life (in years)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input \| Y	5.01	5.26	5
Private Warrants \| Risk Free Interest Rate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	3.10	1.3	0.49
Private Warrants \| Volatility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	2.90	9.9	19
Private Warrants \| Dividend Yield
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	0	0	0

FAIR VALUE MEASUREMENTS - Chang

FAIR VALUE MEASUREMENTS - Change in the Fair Value of the Warrant Liabilities (Details) - USD ($)	3 Months Ended			6 Months Ended		12 Months Ended
	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Change in fair value	$ (372,375)		$ (2,110,125)	$ (3,103,125)	$ (2,979,000)
Level 3
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value as beginning	108,000	$ 182,250		182,250	0	$ 0
Initial measurement on February 1, 2021						11,422,875
Change in fair value	(10,125)	(74,250)				(3,029,625)
Transfers to Level 1						(8,211,000)
Fair value as ending	97,875	108,000		97,875		182,250
Public Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Transfers to Level 1						8,200,000
Public Warrants \| Level 3
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value as beginning					0	0
Initial measurement on February 1, 2021						11,109,000
Change in fair value						(2,898,000)
Transfers to Level 1						(8,211,000)
Private Placement Warrants \| Level 3
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value as beginning	108,000	182,250		182,250	$ 0	0
Initial measurement on February 1, 2021						313,875
Change in fair value	(10,125)	(74,250)				(131,625)
Fair value as ending	$ 97,875	$ 108,000		$ 97,875		$ 182,250

FAIR VALUE MEASUREMENTS - Addit

FAIR VALUE MEASUREMENTS - Additional information (Details) $ in Millions	12 Months Ended
	Dec. 31, 2021 USD ($)
Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of the Public Warrants transferred from a Level 3	$ 8.2

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - Subsequent Event	Jul. 18, 2022 USD ($) $ / shares shares
Subsequent Event [Line Items]
Cash proceeds	$ 78,400,000
Cash proceeds from trust account	8,400,000
Cash proceeds from PIPE financing	$ 70,000,000
Class A Common Stock
Subsequent Event [Line Items]
Number of shares redeemed \| shares	23,311,532
Redemption price \| $ / shares	$ 10
Value of shares redeemed	$ 233,586,054