Tailwind International Acquisition Corp. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
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Item 1.01. Entry into a Material Definitive Agreement.
In connection with the extraordinary general meeting of shareholders (the “Extension Meeting”) of Tailwind International Acquisition Corp., a Cayman Islands exempted company (the “Company”), to extend the date by which the Company has to consummate a business combination (the “Articles Extension”) from February 23, 2023 to August 23, 2023, the Company and Tailwind International Sponsor LLC (the “Sponsor”), entered into non-redemption agreements (the “Non-Redemption Agreements”) with several unaffiliated third parties, pursuant to which such third parties agreed not to redeem (or to validly rescind any redemption requests on) an aggregate of 1,900,000 Class A ordinary shares of the Company (“Non-Redeemed Shares”) in connection with the Articles Extension. In exchange for the foregoing commitments not to redeem such Class A ordinary shares, the Sponsor agreed to transfer an aggregate of 475,000 Class B ordinary shares of the Company held by the Sponsor to such third parties immediately following consummation of an initial business combination if they continued to hold such Non-Redeemed Shares through the Extension Meeting. The Non-Redemption Agreements increased the amount of funds that remain in the Company’s trust account following the Extension Meeting.
The foregoing summary of the Non-Redemption Agreements does not purport to be complete and is qualified in its entirety by reference to the form of Non-Redemption Agreements filed herein as Exhibit 10.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 10.1 | Form of Non-Redemption Agreements | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: February 22, 2023
| Tailwind International Acquisition Corp. | ||
| By: | /s/ Philip Krim | |
| Name: | Philip Krim | |
| Title: | Chief Executive Officer | |