Blue Wolf: Annual and Transition Report

April 1, BLUE WOLF MONGOLIA HOLDINGS CORP. (NASDAQ:MNGL) --



EXPLANATORY NOTE

On December 30, 2012, Blue Wolf Mongolia Holdings Corp., a British Virgin Islands company ("we," "us," "our," or the "Company"), changed its fiscal year end from February 28 to June 30 solely for financial accounting purposes. As a result of this change, the Company's current fiscal year will end on June 30, 2013. This Transition Report (the "Transition Report") discloses the financial results for the four month transition period from March 1, 2012 through June 30, 2012. This Transition Report was prepared pursuant to Rule 13a-10(g)(4) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), which permits us to respond to only Items 5, 8.A.7., 13, 14 and 17 or 18 of Form 20-F. The Company intends to file its Annual Report on Form 20-F for the fiscal year ending June 30, 2013 within four months following the conclusion of the fiscal year.



Item 5. Operating and Financial Review and Prospects

Overview

The following discussion should be read in conjunction with our financial statements, together with the notes to those statements, included elsewhere in this Transition Report. Our actual results may differ materially from those discussed in these forward-looking statements because of the risks and uncertainties inherent in future events.

We are a blank check company incorporated as a British Virgin Islands business company with limited liability (meaning the public shareholders have no liability, as members of the Company, for the liabilities of the Company) formed for the purpose of acquiring, engaging in share exchange, share reconstruction and amalgamation or contractual control arrangement with, purchasing all or substantially all of the assets of, or engaging in any other similar business combination with one or more businesses or assets. We intend to effectuate our initial business combination using cash from the proceeds of our initial public offering ("IPO") and the private placement of the sponsor warrants, our shares, debt or a combination of cash, shares and debt.



Link to report

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