{"url_path":"/sec/tdwd/10-q/2026/item-2","section_key":"item-2","section_title":"Item 2 Unregistered Sales of Equity Securities","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/2076616/0001213900-26-057800-index.html","accession_number":"0001213900-26-057800","cik":"0002076616","ticker":"TDWD","issuer_name":"Tailwind 2.0 Acquisition Corp.","edgar_url":"https://www.sec.gov/Archives/edgar/data/2076616/0001213900-26-057800-index.html","primary_entity_key":"0002076616","primary_entity_name":"Tailwind 2.0 Acquisition Corp."},"word_count":268,"has_tables":true,"body_markdown":"Item 2. Unregistered Sales of Equity Securities\nand Use of Proceeds.\n\n \n\nOn November 10, 2025, we consummated the initial\npublic offering of 17,250,000 units, which included the full exercise by the underwriters of their over-allotment option, at $10.00 per\nunit, generating gross proceeds of $172,500,000. Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC\n(“CCM”) acted as lead book-running manager of the initial public offering. The securities sold in the initial public offering\nwere registered under the Securities Act on a registration statement on Form S-1 (File No. 333-289546). The registration statement became\neffective on November 5, 2025.\n\n \n\nSimultaneously with the closing of the initial\npublic offering we consummated the sale of an aggregate of 545,000 private placement units to the Sponsor and CCM at a price of $10.00\nper unit, or $5,450,000 in the aggregate. Each unit consists of one Class A ordinary share and one-tenth of one right. The foregoing\nissuances were made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act.\n\n \n\nOf the gross proceeds received from the initial public offering and\nthe proceeds of the sale of the private placement units, an aggregate of $172,500,000 was placed in the Trust Account.\n\n \n\nWe paid a total of $10,862,543, consisting of\n$3,450,000 of cash underwriting fee, $6,900,000 of deferred underwriting fee, (see additional discussion in Note 6 of the financial statements\ncontained elsewhere in this Quarterly Report), and $512,543 of other offering costs.\n\n \n\nFor a description of the use of the proceeds\ngenerated in our initial public offering, see Part I, Item 2 of this Quarterly Report."}