TWNI.U / Tailwind International Acquisition Corp. Units, each consisting of one Class A ordinary share and on - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

TWNI / Tailwind International Acquisition Corp - Class A / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Tailwind International Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G8662F101 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desi

FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Numbe

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number:    3235-0167 Expires:            July 31, 2024 Estimated average burden hours per response:         1.50 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SE

AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT

Exhibit 10.1 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT THIS AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment Agreement”), dated as of May 1, 2023, is made by and between Tailwind International Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the part

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

true true UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2023 (May 1, 2023) Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State

Registrar of Companies

Exhibit 3.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Tailwind International Acquisition Corp. (ROC #368193) (the "Company") TAKE NOTICE that by minutes of the extraordinary general meeting of the shareholders of the Company dated 1 May 2023, the following special resolutions were passed: Proposal No. 1 - The Articles Amendment Proposal - R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ("NYSE" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the entire class of Units each consisting of one Class A ordinary share and one-third of one redeemable warrant, and Class A Ordinary Shares (the "Securities") of Tailwind International Acquisition Corp.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2023 (March 31, 2023) Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or ot

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Tailwind International Acquisition Corp. (Exact

Description of Registrant’s Securities

Exhibit 4.5 DESCRIPTION OF SECURITIES The following summary of the material terns of the securities of Tailwind International Acquisition Corp. is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our amended and restated memorandum and articles of association incorporated by reference as an exhibit to the company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2023 (March 9, 2023) Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or ot

Amendment to Amended and Restated Memorandum and Articles of Association.

Exhibit 3.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Tailwind International Acquisition Corp. (ROC #368193) (the "Company") TAKE NOTICE that at an extraordinary general meeting of the Company dated 21 February 2023, the following special resolutions were passed: Proposal No. 1—The Extension Amendment Proposal—RESOLVED, as a special resolut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2023 (Februa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2023 (February 21, 2023) Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (Stat

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2023 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or other jurisdict

Form of Non-Redemption Agreements

Exhibit 10.1 NON-REDEMPTION AGREEMENT AND ASSIGNMENT OF ECONOMIC INTEREST This Non-Redemption Agreement and Assignment of Economic Interest (this “Agreement”) is entered as of February [●], 2023 by and among Tailwind International Acquisition Corp. (“TWNI”), Tailwind International Sponsor LLC, a Cayman Islands exempted limited liability company (the “Sponsor”) and the undersigned investor (“Invest

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2023 Tailwin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2023 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or other jurisdict

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2023 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or other jurisdict

JOINT FILING AGREEMENT

EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including additional amendments thereto) with respect to the shares of Common Stock, $0.0001 par value per share, of Tailwind Acquisition Corp. This Joint Fi

TWNI / Tailwind International Acquisition Corp. / GLAZER CAPITAL, LLC Passive Investment

SC 13G 1 twni20221231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Tailwind International Acquisition Corporation (Name of Issuer) Class A Ordinary Share, $0.0001 par value per share (Title of Class of Securities) G8662F101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) C

TWNI / Tailwind International Acquisition Corp. / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Tailwind International Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G8662F101 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desi

TWND / Tailwind Acquisition Corp / BALYASNY ASSET MANAGEMENT LLC - SC 13G Passive Investment

SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Tailwind Acquisition Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 87403Q102 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

TWNI / Tailwind International Acquisition Corp. / ARISTEIA CAPITAL LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2023 Tailwind

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2023 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or other jurisdicti

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2023 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or other jurisdicti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2023 Tailwind

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2023 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or other jurisdicti

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2023 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or other jurisdicti

Form of Non-Redemption Agreement

Exhibit 10.1 NON-REDEMPTION AGREEMENT AND ASSIGNMENT OF ECONOMIC INTEREST This Non-Redemption Agreement and Assignment of Economic Interest (this “Agreement”) is entered as of February [●], 2023 by and among Tailwind International Acquisition Corp. (“TWNI”), Tailwind International Sponsor LLC, a Cayman Islands exempted limited liability company (the “Sponsor”) and the undersigned investor (“Invest

Form of Non-Redemption Agreement

Exhibit 10.1 NON-REDEMPTION AGREEMENT AND ASSIGNMENT OF ECONOMIC INTEREST This Non-Redemption Agreement and Assignment of Economic Interest (this “Agreement”) is entered as of February [●], 2023 by and among Tailwind International Acquisition Corp. (“TWNI”), Tailwind International Sponsor LLC, a Cayman Islands exempted limited liability company (the “Sponsor”) and the undersigned investor (“Invest

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ("NYSE" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the entire class of Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2022 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or other jurisdict

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2022 ☐ TRANSITION REPORT PURSUA

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40085

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 25, 2022 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or other jurisdiction of incorporation or or

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT T

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Description of Registrant’s Securities.

Exhibit 4.5 DESCRIPTION OF SECURITIES The following summary of the material terns of the securities of Tailwind International Acquisition Corp. is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our amended and restated memorandum and articles of association incorporated by reference as an exhibit to the company

s UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURS

Table of Contents s UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

TWNI / Tailwind International Acquisition Corp. / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tailwind International Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G8662F101 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desi

TWNI / Tailwind International Acquisition Corp. / Empyrean Capital Partners, LP - TAILWIND INTERNATIONAL ACQUISITION CORP. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tailwind International Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) G8662F101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box

TWNI / Tailwind International Acquisition Corp. / Tailwind International Sponsor LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Tailwind International Acquisition Corp. (Name of Issuer) Class A ordinary shares (Title of Class of Securities) G8662F101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the Appropriate Box to Designate the

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the shares of Class A ordinary shares, $0.0001 par value per share, of Tailwind International Acquisition Corp., and f

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2021 ☐ TRANSI

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2022 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or other jurisdicti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2021 ☐ TRANSITION REPORT PURSUA

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2021 ☐ TRANSITION REPORT PURSUANT TO

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

TWNI / Tailwind International Acquisition Corp. / Saba Capital Management, L.P. - FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Tailwind International Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G8662F101 (CUSIP Number) July 15, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2021 ☐ TRANSITION REPORT PURSUANT T

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2021 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or other jurisdiction of incorp

Stemming from SEC Guidance Concerning Balance Sheet Treatment of Warrants, Tailwind International Acquisition Corp. Announces Receipt of NYSE Continued Listing Standard Notice

Exhibit 99.1 Stemming from SEC Guidance Concerning Balance Sheet Treatment of Warrants, Tailwind International Acquisition Corp. Announces Receipt of NYSE Continued Listing Standard Notice NEW YORK, NY ? June 1, 2021 ? Tailwind International Acquisition Corp. (NYSE: TWNI) (the ?Company?) today announced that it received a formal notice of non-compliance from the New York Stock Exchange (the ?NYSE?

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-Q 1 tm2113611d2nt10q.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING 001-40085 SEC FILE NUMBER G8662F 127 CUSIP NUMBER (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q and Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: March 31, 2021 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F

Financial Statements and Exhibits, Other Events

8-K 1 tm2112167d18k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 6, 2021 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211

Tailwind International Acquisition Corp. Announces the Separate Trading of its Class A Ordinary Shares and Warrants Commencing April 9, 2021

Exhibit 99.1 Tailwind International Acquisition Corp. Announces the Separate Trading of its Class A Ordinary Shares and Warrants Commencing April 9, 2021 NEW YORK, April 06, 2021 (GLOBE NEWSWIRE) - Tailwind International Acquisition Corp. (NYSE: TWNI.U) (the ?Company?) today announced that, commencing April 9, 2021, holders of the units sold in the Company?s initial public offering of units, compl

Tailwind International Acquisition Corp.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Tailwind International Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) G8662F127** (CUSIP Number) February 23, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box

INDEX TO FINANCIAL STATEMENT

Exhibit 99.1 INDEX TO FINANCIAL STATEMENT PAGE Audited Financial Statement of Tailwind International Acquisition Corp.: Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of February 23, 2021 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and the Board of Directors of Tailwind International Acquisition

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2021 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-1211987 (State or other jurisdiction

Letter Agreement among the Company, the Sponsor and the Company’s officers and directors

Exhibit 10.5 February 18, 2021 Tailwind International Acquisition Corp. 150 Greenwich Street, 29th Floor New York, New York 10006 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Tailwind International Acquisition Corp., a Cayman

Administrative Services Agreement between the Company and the Sponsor

Exhibit 10.4 TAILWIND INTERNATIONAL ACQUISITION CORP. 150 Greenwich Street, 29th Floor New York, New York 10006 February 23, 2021 Tailwind International Sponsor LLC 150 Greenwich Street, 29th Floor New York, New York 10006 Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the ?Effective Date?) of the registration statement (the ?Registration State

Underwriting Agreement between the Company and Jefferies LLC

Exhibit 1.1 30,000,000 Units TAILWIND INTERNATIONAL ACQUISITION CORP. UNDERWRITING AGREEMENT February 18, 2021 JEFFERIES LLC As Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Introductory. Tailwind International Acquisition Corp., a Cayman Islands exempted company (the ?Company?), proposes, upon the terms and subject t

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 tm212808d108k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2021 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40085 98-

Warrant Agreement between Continental Stock Transfer & Trust Company. (2)

Exhibit 4.1 WARRANT AGREEMENT between TAILWIND INTERNATIONAL ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated February 23, 2021 THIS WARRANT AGREEMENT (this ?Agreement?), dated February 23, 2021, is by and between Tailwind International Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation,

Registration and Shareholder Rights Agreement among the Registrant, the Sponsor and the Holders signatory thereto. (2)

Exhibit 10.2 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this ?Agreement?), dated as of February 23, 2021, is made and entered into by and among Tailwind International Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Tailwind International Sponsor LLC, a Cayman Islands exempted limited liability company (the ?Sponsor? a

Amended and Restated Memorandum and Articles of Association

Exhibit 3.1 THE COMPANIES LAW (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF TAILWIND INTERNATIONAL ACQUISITION CORP. (ADOPTED BY SPECIAL RESOLUTION DATED 17 FEBRUARY 2021 AND EFFECTIVE ON 17 FEBRUARY 2021) THE COMPANIES LAW (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF AS

Private Placement Warrants Purchase Agreement between the Company and the Sponsor

Exhibit 10.3 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this ?Agreement?), dated as of February 18, 2021, is entered into by and between Tailwind International Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Tailwind International Spo

Investment Management Trust Account Agreement between Continental Stock Transfer & Trust Company and the Company

Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of February 23, 2021 by and between Tailwind International Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statement on

Tailwind International Acquisition Corp. $300,000,000 30,000,000 Units

424B4 1 tm212808-6424b4.htm 424B4 TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(4)  Registration Nos. 333-252595 and 333-253279 PROSPECTUS Tailwind International Acquisition Corp. $300,000,000 30,000,000 Units Tailwind International Acquisition Corp. is a blank check company incorporated as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisitio

- 8-A12B

8-A12B 1 tm216973d98a12b.htm 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 TAILWIND INTERNATIONAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorporation or

- S-1MEF

S-1MEF 1 tm212808d9s1mef.htm S-1MEF As filed with the United States Securities and Exchange Commission on February 18, 2021 under the Securities Act of 1933, as amended. No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Tailwind International Acquisition Corp. (Exact name of registrant as specified in i

Form of Amended and Restated Memorandum and Articles of Association.*

Exhibit 3.2 THE COMPANIES LAW (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF TAILWIND INTERNATIONAL ACQUISITION CORP. (ADOPTED BY SPECIAL RESOLUTION DATED [DATE] AND EFFECTIVE ON [DATE]) THE COMPANIES LAW (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF TAILWIN

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant.*

Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of February [●], 2021 by and between Tailwind International Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on

Form of Underwriting Agreement.*

EX-1.1 2 tm212808d5ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 25,000,000 Units TAILWIND INTERNATIONAL ACQUISITION CORP. UNDERWRITING AGREEMENT [●], 2021 JEFFERIES LLC As Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Introductory. Tailwind International Acquisition Corp., a Cayman Islands exempted company (the “Company”), propo

Consent of Spencer Crawley*

EX-99.7 19 tm212808d5ex99-7.htm EXHIBIT 99.7 Exhibit 99.7 CONSENT OF DIRECTOR NOMINEE Tailwind International Acquisition Corp. has filed a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the

- S-1/A

S-1/A 1 tm212808-4s1a.htm S-1/A TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on February 11, 2021. . No. 333-252595 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) C

Form of Letter Agreement between the Registrant, the Sponsor and each director and executive officer of the Registrant.*

Exhibit 10.8 February [●], 2021 Tailwind International Acquisition Corp. 150 Greenwich Street, 29th Floor New York, New York 10006 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Tailwind International Acquisition Corp., a Cayman

Form of Administrative Services Agreement between the Registrant and the Sponsor.*

Exhibit 10.5 TAILWIND INTERNATIONAL ACQUISITION CORP. 150 Greenwich Street, 29th Floor New York, New York 10006 [●], 2021 Tailwind International Sponsor LLC 150 Greenwich Street, 29th Floor New York, New York 10006 Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) f

Form of Indemnity Agreement.*

Exhibit 10.4 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [•], 2021, by and between Tailwind International Acquisition Corp., a Cayman Islands exempted company (the “Company”), and [•](“Indemnitee”). WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided

Form of Private Placement Warrants Purchase Agreement between the Registrant and the Sponsor.*

EX-10.3 12 tm212808d5ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [l], 2021, is entered into by and between Tailwind International Acquisition Corp., a Cayman Islands exempted company (the “Comp

Form of Registration and Shareholder Rights Agreement among the Registrant, the Sponsor and the Holders signatory thereto.*

Exhibit 10.2 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [l], 2021, is made and entered into by and among Tailwind International Acquisition Corp., a Cayman Islands exempted company (the “Company”), Tailwind International Sponsor LLC, a Cayman Islands exempted limited liability company (the “Sponsor”), and the und

Specimen Warrant Certificate.*

Exhibit 4.3 [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW Tailwind International Acquisition Corp. Incorporated Under the Laws of the Cayman Islands CUSIP [●] Warrant Certificate This Warrant Certificate certifies that [ ], or registered assigns, is the registered holder of [ ]

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.*

Exhibit 4.4 WARRANT AGREEMENT between TAILWIND INTERNATIONAL ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated February [●], 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated February [●], 2021, is by and between Tailwind International Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporatio

Specimen Unit Certificate.*

Exhibit 4.1 SPECIMEN UNIT CERTIFICATE NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS Tailwind International Acquisition Corp. CUSIP [ ] UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-THIRD OF ONE REDEEMABLE WARRANT TO PURCHASE ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) Class A ordinary share, par value $0.0001 per share

Consent of Moujan Kazerani*

Exhibit 99.5 CONSENT OF DIRECTOR NOMINEE Tailwind International Acquisition Corp. has filed a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in

Consent of Matt Eby*

Exhibit 99.6 CONSENT OF DIRECTOR NOMINEE Tailwind International Acquisition Corp. has filed a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in

Specimen Class A Ordinary Share Certificate.*

Exhibit 4.2 SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE NUMBER SHARES TAILWIND INTERNATIONAL ACQUISITION CORP. INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS CLASS A ORDINARY SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY SHARES OF THE PAR VALUE OF US$0.0001 EACH OF TAILWIND INTERNATIONAL ACQUISITION CORP.

Consent of Pierre Denis.

EX-99.1 6 tm212808d3ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 CONSENT OF DIRECTOR NOMINEE Tailwind International Acquisition Corp. has filed a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the u

Consent of Constantin Eis.

EX-99.2 7 tm212808d3ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 CONSENT OF DIRECTOR NOMINEE Tailwind International Acquisition Corp. has filed a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the u

Promissory Note, dated as of December 15, 2020, between the Registrant and the Sponsor. (1)

EX-10.6 3 tm212808d3ex10-6.htm EXHIBIT 10.6 Exhibit 10.6 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY

Securities Subscription Agreement, dated December 15, 2020, between the Registrant and the Sponsor.

Exhibit 10.7 Tailwind International Acquisition Corp. 150 Greenwich Street, 29th Floor New York, NY 10007 December 15, 2020 Tailwind International Sponsor LLC 150 Greenwich Street, 29th Floor New York, NY 10007 RE: Securities Subscription Agreement Gentlemen: This agreement (this “Agreement”) is entered into on December 15, 2020 by and between Tailwind International Sponsor LLC, a Cayman Islands e

Consent of Nathalie Gaveau.

Exhibit 99.4 CONSENT OF DIRECTOR NOMINEE Tailwind International Acquisition Corp. has filed a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in

Power of Attorney (included on signature page to previously filed Form S-1).**

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on January 29, 2021. . No. 333-        UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Tailwind International Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 6770 98-1211987 (State or other juris

Consent of Tommy Stadlen.

Exhibit 99.3 CONSENT OF DIRECTOR NOMINEE Tailwind International Acquisition Corp. has filed a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in

Memorandum and Articles of Association.

EX-3.1 2 tm212808d3ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 Assistant Registrar THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF TAILWIND INTERNATIONAL ACQUISITION CORP. Assistant Registrar THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF TAILWIND INTERNATIONAL ACQUISIT

This is a confidential draft submission to the United States Securities and Exchange Commission on January 13, 2021 and is not being filed under the Securities Act of 1933, as amended.

TABLE OF CONTENTS This is a confidential draft submission to the United States Securities and Exchange Commission on January 13, 2021 and is not being filed under the Securities Act of 1933, as amended.