Fill in this information to identify your case:

United States Bankruptcy Court for the:

NORTHERN DISTRICT OF TEXAS

Case number (if known) Chapter 11

Check if this an

amended filing

Official Form 201

Voluntary Petition for Non-Individuals Filing for Bankruptcy 06/24

If more space is needed, attach a separate sheet to this form. On the top of any additional pages, write the debtor's name and the case number (if

known). For more information, a separate document, Instructions for Bankruptcy Forms for Non-Individuals, is available.

1. Debtor's name TGI Friday's Inc.

2. All other names debtor

used in the last 8 years

Include any assumed

names, trade names and

doing business as names

3. Debtor's federal

Employer Identification

Number (EIN)

13-2677117

4. Debtor's address Mailing address, if different from principal place of

business

Principal place of business

19111 North Dallas Parkway

Suite 200

Dallas, TX 75287

P.O. Box, Number, Street, City, State & ZIP Code

Location of principal assets, if different from principal

County place of business

Number, Street, City, State & ZIP Code

5. Debtor's website (URL) https://tgifridays.com

6. Type of debtor

Number, Street, City, State & ZIP Code

Dallas

 Corporation (including Limited Liability Company (LLC) and Limited Liability Partnership (LLP))

 Partnership (excluding LLP)

 Other. Specify:

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 1

Conviction Chicken; Apps All Around; Wow Boa; Krispy Rice

Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 1 of 25
Debtor TGI Friday's Inc. Case number (if known)

Name

7. Describe debtor's business A. Check one:

 Health Care Business (as defined in 11 U.S.C. § 101(27A))

 Single Asset Real Estate (as defined in 11 U.S.C. § 101(51B))

 Railroad (as defined in 11 U.S.C. § 101(44))

 Stockbroker (as defined in 11 U.S.C. § 101(53A))

 Commodity Broker (as defined in 11 U.S.C. § 101(6))

 Clearing Bank (as defined in 11 U.S.C. § 781(3))

 None of the above

B. Check all that apply

Tax-exempt entity (as described in 26 U.S.C. §501)

Investment company, including hedge fund or pooled investment vehicle (as defined in 15 U.S.C. §80a-3)

Investment advisor (as defined in 15 U.S.C. §80b-2(a)(11))

C. NAICS (North American Industry Classification System) 4-digit code that best describes debtor. See

http://www.uscourts.gov/four-digit-national-association-naics-codes.

 7225 

8. Under which chapter of the

Bankruptcy Code is the

debtor filing?

Check one:

 Chapter 7

 Chapter 9

 Chapter 11. Check all that apply:

Debtor’s aggregate noncontingent liquidated debts (excluding debts owed to insiders or affiliates)

are less than $3,024,725 (amount subject to adjustment on 4/01/25 and every 3 years after that).

The debtor is a small business debtor as defined in 11 U.S.C. § 101(51D). If the debtor is a small

business debtor, attach the most recent balance sheet, statement of operations, cash-flow

statement, and federal income tax return or if all of these documents do not exist, follow the

procedure in 11 U.S.C. § 1116(1)(B).

The debtor is a small business debtor as defined in 11 U.S.C. § 101(51D), and it chooses to

proceed under Subchapter V of Chapter 11.

A plan is being filed with this petition.

Acceptances of the plan were solicited prepetition from one or more classes of creditors, in

accordance with 11 U.S.C. § 1126(b).

The debtor is required to file periodic reports (for example, 10K and 10Q) with the Securities and

Exchange Commission according to § 13 or 15(d) of the Securities Exchange Act of 1934. File the

Attachment to Voluntary Petition for Non-Individuals Filing for Bankruptcy under Chapter 11

(Official Form 201A) with this form.

The debtor is a shell company as defined in the Securities Exchange Act of 1934 Rule 12b-2.

 Chapter 12

9. Were prior bankruptcy

cases filed by or against

the debtor within the last 8

years?

 No.

 Yes.

If more than 2 cases, attach a

separate list. District When Case number

District When Case number

10. Are any bankruptcy cases

pending or being filed by a

business partner or an

affiliate of the debtor?

 No

 Yes.

List all cases. If more than 1,

attach a separate list Debtor SEE ATTACHED RIDER Relationship

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 2

Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 2 of 25
Debtor TGI Friday's Inc. Case number (if known)

Name

District When Case number, if known

11. Why is the case filed in

this district?

Check all that apply:

Debtor has had its domicile, principal place of business, or principal assets in this district for 180 days immediately

preceding the date of this petition or for a longer part of such 180 days than in any other district.

A bankruptcy case concerning debtor's affiliate, general partner, or partnership is pending in this district.

12. Does the debtor own or

have possession of any

real property or personal

property that needs

immediate attention?

 No

 Yes. Answer below for each property that needs immediate attention. Attach additional sheets if needed.

Why does the property need immediate attention? (Check all that apply.)

 It poses or is alleged to pose a threat of imminent and identifiable hazard to public health or safety.

What is the hazard?

 It needs to be physically secured or protected from the weather.

 It includes perishable goods or assets that could quickly deteriorate or lose value without attention (for example,

livestock, seasonal goods, meat, dairy, produce, or securities-related assets or other options).

 Other

Where is the property?

Number, Street, City, State & ZIP Code

Is the property insured?

 No

 Yes. Insurance agency

Contact name

Phone

Statistical and administrative information

13. Debtor's estimation of

available funds

Check one:

 Funds will be available for distribution to unsecured creditors.

 After any administrative expenses are paid, no funds will be available to unsecured creditors.

14. Estimated number of

creditors *

1-49

50-99

100-199

200-999

 1,000-5,000

 5001-10,000

 10,001-25,000

 25,001-50,000

 50,001-100,000

 More than100,000

15. Estimated Assets * $0 - $50,000

 $50,001 - $100,000

 $100,001 - $500,000

 $500,001 - $1 million

 $1,000,001 - $10 million

 $10,000,001 - $50 million

 $50,000,001 - $100 million

 $100,000,001 - $500 million

 $500,000,001 - $1 billion

 $1,000,000,001 - $10 billion

 $10,000,000,001 - $50 billion

 More than $50 billion

16. Estimated liabilities * $0 - $50,000

$50,001 - $100,000

 $100,001 - $500,000

 $500,001 - $1 million

 $1,000,001 - $10 million

 $10,000,001 - $50 million

 $50,000,001 - $100 million

 $100,000,001 - $500 million

 $500,000,001 - $1 billion

 $1,000,000,001 - $10 billion

 $10,000,000,001 - $50 billion

 More than $50 billion

* The Debtors' estimated number of creditors, assets, and liabilities noted here are provided on a consolidated basis.

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 3

Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 3 of 25
Debtor TGI Friday's Inc. Case number (if known)

Name

Request for Relief, Declaration, and Signatures

WARNING -- Bankruptcy fraud is a serious crime. Making a false statement in connection with a bankruptcy case can result in fines up to $500,000 or

imprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341, 1519, and 3571.

17. Declaration and signature

of authorized

representative of debtor

The debtor requests relief in accordance with the chapter of title 11, United States Code, specified in this petition.

I have been authorized to file this petition on behalf of the debtor.

I have examined the information in this petition and have a reasonable belief that the information is true and correct.

I declare under penalty of perjury that the foregoing is true and correct.

Executed on

MM / DD / YYYY

X Kyle Richter

Signature of authorized representative of debtor Printed name

Title Chief Restructuring Officer

18. Signature of attorney X Date

Signature of attorney for debtor MM / DD / YYYY

Holland N. O'Neil

Printed name

FOLEY & LARDNER LLP

Firm name

2021 McKinney Avenue, Suite 1600

Dallas, TX 75201

Number, Street, City, State & ZIP Code

Contact phone 214-999-3000 Email address honeil@foley.com

TX 14864700

Bar number and State

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 4

11/02/2024

/s/ Holland N. O'Neil 11/02/2024

Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 4 of 25
Rider 1

Pending Bankruptcy Cases Filed by the Debtor and Affiliates of the Debtor

On the date hereof, each of the entities below (collectively, the “Debtors”) filed a Petition 

in the United States Bankruptcy Court for the Northern District of Texas for relief under chapter 

11 of title 11 of the United States Code. The Debtors have moved for joint administration of these 

cases under the case number assigned to the chapter 11 case of TGI Friday’s Inc.

• TGI Friday's NY, LLC

• TGIF Holdings, LLC

• TGIF Midco, Inc.

• TGIF Parent, Inc.

• TGI Friday's Inc.

• Burlington Towne Crossing, Inc.

• T G I Friday's of Greenbelt, Inc.

• T G I Friday's of Towson, Inc.

• T G I Friday's of Wisconsin, Inc.

• T.G.I. Friday's Marketing Advisory Council

• T.G.I. Friday's of Charles County, Inc.

• T.G.I. Friday's of Frederick County, Inc.

• T.G.I. Friday's of Harford County, Inc.

• T.G.I. Friday's of Washington County, Inc.

• TGI Friday's of Annapolis, Inc.

• TGI Friday's of Howard County, Inc.

• TGI Friday's of Rockville, Inc.

• TGI Friday's of Texas LLC

• TGI Friday's of the Rockies, Inc.

• TGIF/DFW Manager, LLC

• TGIF/DFW Partner, LLC

• TGIF/JDC Restaurant Development, LLC

• WEBCO Products Incorporated

Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 5 of 25
THE UNITED STATES BANKRUPTCY COURT

FOR THE NORTHERN DISTRICT OF TEXAS

DALLAS DIVISION

In re: 

TGI Friday’s Inc., 

Debtor.

Chapter 11

Case No. 24-[_______] ([___])

(Joint Administration Requested)

CORPORATE OWNERSHIP STATEMENT

Pursuant to rules 1007(a)(1) and 7007.1 of the Federal Rules of Bankruptcy Procedure, the 

following are corporations, other than a government unit, that directly or indirectly own 10% or 

more of any class of the debtor’s equity interest:

Shareholder Approximate Percentage of Shares Held

TGIF Parent, Inc. 100%

Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 6 of 25
THE UNITED STATES BANKRUPTCY COURT

FOR THE NORTHERN DISTRICT OF TEXAS

DALLAS DIVISION

In re: 

TGI Friday’s Inc., 

Debtor. 

Chapter 11 

Case No. 24-[_______] ([___])

(Joint Administration Requested) 

LIST OF EQUITY HOLDERS

The following is a list of debtor TGI Friday’s Inc.’s significant equity holders. This list 

has been prepared in accordance with Federal Rule of Bankruptcy Procedure 1007(a)(3) for filing 

in this chapter 11 case.

Equity Holder Address of Equity Holder Percentage of 

Equity Held

TGIF Parent, Inc.

19111 North Dallas Parkway

Suite 200

Dallas, TX 75287

100% 

Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 7 of 25
Official form 204 Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 50 Largest Unsecured claims page 1 

 

Fill in this information to identify the case:

Debtor name TGI Friday's Inc. 

United States Bankruptcy Court for the: NORTHERN DISTRICT OF TEXAS Check if this is an 

Case number (if known): amended filing 

 

Official Form 204 

Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 50 Largest Unsecured Claims and 

Are Not Insiders 12/15

A list of creditors holding the 50 largest unsecured claims must be filed in a Chapter 11 or Chapter 9 case. Include claims which the 

debtor disputes. Do not include claims by any person or entity who is an insider, as defined in 11 U.S.C. § 101(31). Also, do not 

include claims by secured creditors, unless the unsecured claim resulting from inadequate collateral value places the creditor among 

the holders of the 50 largest unsecured claims. 

Name of creditor and complete 

mailing address, including zip 

code

Name, telephone number 

and email address of 

creditor contact

Nature of claim 

(for example, trade 

debts, bank loans, 

professional 

services, and 

government 

contracts)

Indicate if claim 

is contingent, 

unliquidated, or 

disputed

Amount of claim 

If the claim is fully unsecured, fill in only unsecured claim amount. 

If claim is partially secured, fill in total claim amount and deduction 

for value of collateral or setoff to calculate unsecured claim. 

Total claim, if 

partially secured

Deduction for 

value of collateral 

or setoff

Unsecured claim

1 

Digitas Inc 

40 Water Street 

Boston, MA 02109 

Linda Piggot 

617-867-1000 

lindapiggot@digitas.com 

Marketing Digital 

 

$3,400,266.40 

2 

Active Media Services Inc 

One Blue Hill Plaza 

PO Box 1705 

Pearl River, NY 10965-8705 

Jeffrey Pappas 

845-732-8547 

achievemore@activeinternatio

nal.com 

Marketing Media 

 

$1,972,404.76 

3 

MiQ Digital USA Inc 

5th Floor 

High Holborn House 52-54 

High Holborn, UK 

Marketing Digital 

 

$1,254,640.72 

4 

DoorDash Inc 

303 Second Street 

Suite 800 San Francisco, CA 

94107 

855-431-0459 

ir@doordash.com 

Marketing Digital 

 

$854,500.14 

5 

Towson Tc LLC 

c/o General Growth Properties 

350 N. Orleans Street 

Suite 300 

Chicago, IL 60654-1607 

Jeff Sneddon 

410-992-6003 

Jeffrey.Sneddon@bpretail.com 

Rent 

 

$596,828.45 

6 

Brookwood Interchange Office 

I LLC 

5001 LBJ Freeway 

Suite 120 

Dallas, TX 75244 

972-893-3474; 

sboze@bookwoodfinancial.co

m 

Rent 

 

$540,633.19 

7 

Katz Media Group Inc 

125 W 55th Street 

New York, NY 10019 

Kimberly Browne 

212-424-6516 

Kim.browne@katz-media.com 

Marketing Digital 

 

$530,766.77 

8 

WG Park LP Willow Grove 

Park Mall 

c/o PREIT Services LLC 

One Commerce Square 

2005 Market Street Suite 1000 

Philadelphia, PA 19103 

Paula Charles 

215-875-0712 

Paula.Charles@preit.com 

Rent 

 

$517,132.59 

9 

Zaliv LLC 

5 Continental Ave 

Forest Hills, NY 11375 

347-538-7424 

commercialace@gmail.com 

Rent 

 

$410,017.25 

10 

SOUTHVIEW PEAK LLC 

3736 Fallon Road #501 

Dublin, CA 94569 

Liming Liu 

Rent 

 

$408,057.48 

11 

Metropolitan Plaza WP LLC 

7-11 So. Broadway #206 

White Plains, NY 10601 

Rent 

 

$384,867.38 

Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 8 of 25
Debtor TGI Friday's Inc. Case number (if known) 

 Name 

Official form 204 Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 50 Largest Unsecured claims page 2 

Name of creditor and complete 

mailing address, including zip 

code

Name, telephone number 

and email address of 

creditor contact

Nature of claim 

(for example, trade 

debts, bank loans, 

professional 

services, and 

government 

contracts)

Indicate if claim 

is contingent, 

unliquidated, or 

disputed

Amount of claim 

If the claim is fully unsecured, fill in only unsecured claim amount. 

If claim is partially secured, fill in total claim amount and deduction 

for value of collateral or setoff to calculate unsecured claim. 

Total claim, if 

partially secured

Deduction for 

value of collateral 

or setoff

Unsecured claim

12 

Creating Culinary Community 

LLC 

10955 Granada Lane 

Overland Park, KS 66211 

Krispy Rice 

 

$376,972.60 

13 

Urban Edge Properties 

210 Route 4 

East Paramas, NJ 07652 

Robert C. Milton III 

201-571-3500 

Rent 

 

$376,738.89 

14 

MP Promenade LLC 

c/o V3 Capital Group, LLC 

200 Evans Road 

Melbourne, FL 32904 

Katherine A Roche 

Rent 

 

$368,244.24 

15 

SALESFORCE.COM INC 

415 Mission Street 3rd Floor 

San Francisco, CA 94105 

Sabastian Niles 

800-664-9073 

Vendor 

 

$348,865.40 

16 

Rancho Mall LLC 

c/o Brookfield Properties 

350 N Orleans St. 

Suite 300 

Chicago, IL 60654 

Shannon.Preciado@bpretail.co

m 

Rent 

 

$310,203.33 

17 

Telgian Corporation 

2615 Industrial Park Avenue 

Tempe, AZ 85282 

Dave Gomez 

480-753-5444 

Corrigo 

 

$307,062.17 

18 

CR Mount Pleasant LLC 

c/o Continental Realty 

Corporation 

1427 Clarkview Road 

Suite 500 

Baltimore, MD 21209 

Stephani Shack 

410-296-4800 

info@crcrealty.com 

Rent 

 

$301,964.46 

19 

W/S Amherst Properties LLC 

33 Boylston Street Suite 3000 

Chestnut Hill, MA 02467 

603-882-3610 

Rent 

 

$285,139.99 

20 

USA Today 

7950 Jones Branch Drive, 

McLean, VA 22108 

Caren Bohan 

703-854-3400 

cbohan@usatoday.com 

Marketing Media 

 

$275,000.00 

21 

Tru Touching Humans LLC 

dba TRUth 

5800 Democracy Dr 

Plano TX 75024 

Yousef Kattan 

972-848-8686 

ykattan@truad.com 

Marketing Media 

 

$273,561.18 

22 

REACTS LLC 

200 S State Road #B 

Marysville, PA 17053 

717-773-5865 

Corrigo 

 

$266,610.19 

23 

Addison Quorum Partners Ltd 

15280 Addison Road 

Suite 301 

Addison, TX 75002 

Rent 

 

$264,554.51 

24 

Route 140 School Street LLC 

33 Boylston Street 

Suite 3000 

Chestnut Hill, MA 02467 

617-646-3259 

Katrina.Meidanis@wsdevelop

ment.comt.com 

Rent 

 

$263,353.86 

25 

Vinsue Corporation 

5 Genmare Mews 

Nyack, NY 10960 

646-895-9416 

robertlonzar_vinsuecorp@aol.c

om 

Rent 

 

$262,812.73 

26 

Woodbury Centre Partners 

LLC 

c/o Blueshine Capital LLC 

27 Robert Pitt Drive 

Monsey, NY 10952 

Mel Firer 

845-371-4040 

845-806-6110 

mel@blueshinecapital.com 

Rent 

 

$261,888.12 

27 

DLR Properties LLC 

560 Fifth Avenue 

New York NY 10036 

Daniel S. Dornfeld 

(516) 248-1700 

ddornfeld@forchellilaw.com 

Rent 

 

$260,431.19 

28 

Tyler Mall Limited Partnership 

c/o GGP, Inc. 

1299 Galleria at Tyler 

Riverside, CA 92503 

Emily Martin 

(312) 960-6364 

Emily.martin@brookfieldproper

tiesretail.com 

Rent 

 

$260,282.56 

29 

DFW International Airport 

Board 

2400 Aviation Drive 3rd Floor 

DFW Airport, TX 75261 

Sean Donohue 

972-973-4829 

Jbaker2@dfwairport.com 

Rent 

 

$260,038.20 

Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 9 of 25
Debtor TGI Friday's Inc. Case number (if known) 

 Name 

Official form 204 Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 50 Largest Unsecured claims page 3 

Name of creditor and complete 

mailing address, including zip 

code

Name, telephone number 

and email address of 

creditor contact

Nature of claim 

(for example, trade 

debts, bank loans, 

professional 

services, and 

government 

contracts)

Indicate if claim 

is contingent, 

unliquidated, or 

disputed

Amount of claim 

If the claim is fully unsecured, fill in only unsecured claim amount. 

If claim is partially secured, fill in total claim amount and deduction 

for value of collateral or setoff to calculate unsecured claim. 

Total claim, if 

partially secured

Deduction for 

value of collateral 

or setoff

Unsecured claim

30 

Spark Branding House Inc 

2309 W Platt Street 

Tampa, FL 33609 

Jessie Hamlin 

813-253-0300 

jessie@spark.us 

Marketing Other 

 

$251,186.25 

31 

MONMOUTH V URBAN 

RENEWAL LLC 

c/o Brookfield Properties Retail 

500 Fifth Avenue Suite 3100 

New York, NY 10110 

Rent 

 

$250,201.32 

32 

A O Smith Water Products 

Corp 

11270 West Park Place 

Suite 170 

P.O Box 245008 

Milwaukee, WI 53224 

Corrigo 

 

$242,368.44 

33 

South Shore Mall Realty LLC 

South Shore Mall Realty LLC 

c/o Namdar Realty Group 

150 Great Neck Road 

Suite 304 

Great Neck, NY 11021 

Igar Namdar 

516-773-0010 

igar@namdarllc.com 

legal@namdarllc.com 

abstract@namdarllc.com 

renewals@namdarllc.com 

Rent 

 

$242,154.88 

34 

Simon Property Group (TX) LP 

National City Center 

225 West Washington Street 

Indianapolis, IN 46204 

317-636-1600 

Rent 

 

$241,251.23 

35 

Northern Village Associates LP 

16130 Ventura Blvd 

Suite 250 

Encino, CA 91436 

559-447-6235 

559-447-6266 

Rent 

 

$236,149.82 

36 

Allied Austin LLC 

118-35 Queens Blvd 

Forest Hills, NY 11375 

718-263-3800 

bbergman@muss.com 

Rent 

 

$234,912.75 

37 

Mall At Solomon Pond LLC 

601 Donald Lynch Blvd 

Marlborough, MA 01752 

315-425-1000 

Rent 

 

$233,671.52 

38 

Schick Construction Inc 

3876 Via Dolce 

Marina del Rey, CA 90292 

Benjamin Schick 

310-266-8367 

310-821-6643 

Ben@schickconstruction.com 

Rent 

 

$230,917.62 

39 

Valley Stream Green Acres 

LLC 

c/o The Macerich Company 

401 Wilshire Blvd 

Suite 700 

Santa Monica, CA 90401 

Joseph Floccari 

516-561-7360 

GreenAcresAR@macrich.com 

Rent 

 

$222,679.13 

40 

Heidrick and Struggles Inc 

233 South Wacker Drive 

Willis Tower Suite 4900 

Chicago, IL 60606-6303 

Anne Rockey 

312-496-1200 

arockey@heidrick.com 

Professional 

Services 

$215,258.73 

41 

Yelp Inc – Advertising 

140 New Montgomery St 

San Francisco, CA 94105 

877-767-9357 

Vendor 

 

$204,165.44 

42 

Windstream Corporation 

4001 Rodney Parham Road 

Little Rock, AR 72212 

501 748 7000 

IT 

 

$202,339.41 

43 

EklecCo NewCo LLC 

c/o Pyramid Management 

Group, LLC 

4 Clinton Square 

Syracuse, NY 13202 

518-491-4007 

Davidvinehout@pyramidmg.co

m 

Rent 

 

$201,267.30 

44 

ARC CAFEUSA001 LLC 

c/o Vereit, INc. 

2325 E. Camelback Road 

9th Floor 

Phoenix, AZ 85016 

212-217-6395 

relegal@vereit.com 

Rent 

 

$201,047.04 

45 

DK Crown Holdings Inc dba 

DraftKings Inc 

222 Berkeley St 

Boston, MA 02116 

Jason Robins 

301-980-2133 

jrobins@draftkings.com 

Marketing Other 

 

$200,000.00 

Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 10 of 25
Debtor TGI Friday's Inc. Case number (if known) 

 Name 

Official form 204 Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 50 Largest Unsecured claims page 4 

Name of creditor and complete 

mailing address, including zip 

code

Name, telephone number 

and email address of 

creditor contact

Nature of claim 

(for example, trade 

debts, bank loans, 

professional 

services, and 

government 

contracts)

Indicate if claim 

is contingent, 

unliquidated, or 

disputed

Amount of claim 

If the claim is fully unsecured, fill in only unsecured claim amount. 

If claim is partially secured, fill in total claim amount and deduction 

for value of collateral or setoff to calculate unsecured claim. 

Total claim, if 

partially secured

Deduction for 

value of collateral 

or setoff

Unsecured claim

46 

Leviton Law Firm Ltd 

One Pierce Place Suite 725W 

Itasca, IL 60143 

Don Leviton 

844-843-5290 

Legal 

 

$200,000.00 

47 

BROOKS SHOPPING 

CENTERS LLC 

c/o Mars Realty 

10 Grand Central 

155 East 44th Street 

New York, NY 10017 

Michael A. Pensabene 

(212) 867-6000 

Craig M. Deitelzweig 

212-557-1400 

Rent 

 

$199,875.82 

48 

Brass Mill Commons Realty 

Holding LLC 

c/o Brass Mill Center 

495 Union Street 

Suite 139 

Waterbury, Ct 06706 

216-831-0542 

jsaponaro@meyersroman.com 

Rent 

 

$193,029.94 

49 

Loews West Long Branch 

Cinemas 

One AMC Way 

11550 Ash Street 

Suite 200 

Leawood, KS 66211 

Luke Hilboldt 

(913) 213-2641 

lhilboldt@amctheatres.com 

Rent 

 

$190,583.90 

50 

Stuyvesant Plaza Retail LLC 

c/o WS Asset Management, 

Inc. 

33 Boylston Street Suite 3000 

Chestnut Hill, MA 02467 

617-232-8900 

Rent 

 

$179,650.88 

Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 11 of 25
Fill in this information to identify the case:

Debtor name TGI Friday's Inc.

United States Bankruptcy Court for the: NORTHERN DISTRICT OF TEXAS

Case number (if known)

Check if this is an

amended filing

Official Form 202

Declaration Under Penalty of Perjury for Non-Individual Debtors 12/15

An individual who is authorized to act on behalf of a non-individual debtor, such as a corporation or partnership, must sign and submit this

form for the schedules of assets and liabilities, any other document that requires a declaration that is not included in the document, and any

amendments of those documents. This form must state the individual’s position or relationship to the debtor, the identity of the document,

and the date. Bankruptcy Rules 1008 and 9011.

WARNING -- Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or property by fraud in

connection with a bankruptcy case can result in fines up to $500,000 or imprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341,

1519, and 3571.

Declaration and signature

I am the president, another officer, or an authorized agent of the corporation; a member or an authorized agent of the partnership; or another

individual serving as a representative of the debtor in this case.

I have examined the information in the documents checked below and I have a reasonable belief that the information is true and correct:

Schedule A/B: Assets–Real and Personal Property (Official Form 206A/B)

Schedule D: Creditors Who Have Claims Secured by Property (Official Form 206D)

Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F)

Schedule G: Executory Contracts and Unexpired Leases (Official Form 206G)

Schedule H: Codebtors (Official Form 206H)

Summary of Assets and Liabilities for Non-Individuals (Official Form 206Sum)

Amended Schedule

Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 50 Largest Unsecured Claims and Are Not Insiders (Official Form 204)

Other document that requires a declaration List of Equity Holders; Corporate Ownership Statement

I declare under penalty of perjury that the foregoing is true and correct.

Executed on X

Signature of individual signing on behalf of debtor

Kyle Richter

Printed name

Chief Restructuring Officer

Position or relationship to debtor

Official Form 202 Declaration Under Penalty of Perjury for Non-Individual Debtors

11/02/2024

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Document Page 12 of 25
CONFIDENTIAL 

WRITTEN CONSENT OF THE GOVERNING BODIES OF 

TGIF HOLDINGS, LLC AND CERTAIN OF ITS SUBSIDIARIES 

November 1, 2024 

WHEREAS, the undersigned, being (i) all of the members of the boards of directors (each, 

a “Board”, and collectively the “Boards”), or (ii) all of the sole members (together with the Boards, 

each a “Governing Body”, and collectively, the “Governing Bodies”), as applicable, of TGIF 

Holdings, LLC, a Delaware limited liability company and each of the entities listed on Schedule 1

attached hereto (each, a “Company”, and collectively, the “Companies”), hereby take the 

following actions by written consent and without the necessity of a meeting, which actions shall 

have the same force and effect as if duly adopted at a meeting duly called and held at which a 

quorum was present and acting throughout (the “Consent”); 

WHEREAS, the Governing Bodies have reviewed and considered presentations by the 

management and the financial and legal advisors of the Companies regarding the liabilities and 

liquidity situation of each Company, the strategic alternatives available to them, and the effect of 

the foregoing on the Companies’ businesses; 

WHEREAS, the Governing Bodies have had the opportunity to consult with management 

and the financial and legal advisors of the Companies and fully consider each of the strategic 

alternatives available to the Companies; 

WHEREAS, each Governing Body has determined that it is desirable, advisable, and in the 

best interests of the Companies to appoint an independent and disinterested director or manager, 

as applicable, and that Alexander Matina has the experience, independence, and willingness to 

serve as such a director or manager of the Board of each Company; 

WHEREAS, each Governing Body has consented to the consummation of filing chapter 

11 petitions and to take the actions and enter into the agreements (including that certain debtor in 

possession credit agreement dated among the Company as borrower, Texas Partners Bank, a Texas 

state bank doing business as the Bank of San Antonio, as lender, (the “DIP Lender”, and such 

debtor in possession credit agreement, the “DIP Credit Agreement”) and documents required to 

give effect thereto; 

WHEREAS, the Board has reviewed and considered presentations by the management and 

financial and legal advisors of the Company regarding the DIP Credit Facility and DIP Credit 

Agreement; 

WHEREAS, the obligation of the DIP Lender to make the extensions of credit to the 

Company is subject to, among other things, the Company entering into the DIP Credit Agreement 

and satisfying certain conditions in the DIP Credit Agreement; 

WHEREAS, pursuant to the DIP Credit Agreement, the Companies are required to appoint 

a chief restructuring officer (the “CRO”) of each Company, as a precondition to entering into the 

DIP Credit Agreement; 

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WHEREAS, each Governing Body, as applicable, deems it advisable and in the best 

interests of each Company to appoint Kyle Richter from Berkeley Research Services, LLC 

(“BRG”) as the CRO of each Company; 

WHEREAS, in connection with appointment of Kyle Richter from BRG as the CRO of 

each Company, each Governing Body, as applicable, desires to approve, and authorize each 

Company to enter into that certain engagement letter (the “Engagement Letter”) in substantially 

the form presented to the Governing Bodies and attached hereto as Exhibit A; 

WHEREAS, each Governing Body believes that it is in the best interests of each Company, 

as applicable, to ratify the appointment of Kyle Richter from BRG as the CRO of each Company; 

WHEREAS, the Company will obtain benefits from the DIP Credit Agreement and it is 

advisable and in the best interest of the Company to enter into the DIP Credit Agreement and the 

other loan document entered in connection therewith and to perform their obligations thereunder; 

WHEREAS, the Company desires to employ certain professionals to assist the Companies 

in carrying out their duties under the Chapter 11 Cases (as defined below); 

WHEREAS, after full consideration of the terms thereof, each of the undersign deem the 

Chapter 11 Cases and the related agreements and actions to be in the best interest of such Company; 

and 

WHEREAS, the Governing Bodies hereby take the following actions and adopt the 

following resolutions pursuant to the organizational documents of each of the Companies, and the 

laws of the state of Delaware, New York, Texas, New Jersey, Maryland, Virginia, Wisconsin, and 

Georgia as applicable: 

NOW, THEREFORE, BE IT, 

Appointment of an Independent Director or Manager

 RESOLVED, that in the judgment of the Boards it was desirable and in the best interests 

of the Company that independent managers and directors, as applicable, be engaged and appointed 

to serve on the Boards;

RESOLVED, that, effective as of the date hereof, Alexander Matina, is hereby elected as 

a director or manager, as applicable, to the Board of each Company. 

Appointment of Chief Restructuring Officer 

RESOLVED, that, effective as of the date hereof, Kyle Richter from BRG, is hereby 

appointed to serve as CRO of each Company. 

Approval of Engagement Letter for Chief Restructuring Officer 

 RESOLVED, the Engagement Letter be, and hereby is, authorized and approved in all 

respects. 

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Voluntary Petition for Relief Under Chapter 11 of the Bankruptcy Code 

RESOLVED, that in the judgment of the Governing Bodies (including, for the avoidance 

of doubt, the Board of TGIF Topco in its capacity as the ultimate governing body of the TGIF 

Topco and each of its subsidiaries), it is desirable and in the best interests of the Companies 

(including a consideration of each Company’s creditors and other parties in interest) that each 

Company shall be, and hereby is, authorized and directed to file, or cause to be filed, a voluntary 

petition for relief (the “Chapter 11 Cases”) under the provisions of chapter 11 of the Bankruptcy 

Code in the United States Bankruptcy Court for the District of Texas (the “Bankruptcy Court”) 

and any other petition for relief or recognition or other order that may be desirable under applicable 

laws in the United States. 

RESOLVED, that the members of the Governing Bodies or any other duly appointed 

officer of the Companies authorized by the Governing Bodies to act on behalf of the applicable 

Company (collectively, the “Authorized Signatories” and any one of them, and “Authorized 

Signatory”), acting alone or with one or more other Authorized Signatories be, and they hereby 

are, authorized, empowered and directed to (i) execute and file on behalf of the Companies all 

petitions, affidavits, declarations, first day motions, schedules, statements of financial affairs, lists 

and other motions, applications, pleadings, papers, or documents; (ii) take and perform any and all 

action that they deem necessary or proper to obtain such relief, including, without limitation, any 

action necessary to maintain the ordinary course operation of the Companies’ business; (iii) appear 

as necessary at all bankruptcy proceedings on behalf of the Companies; and (iv) pay all such 

expenses where necessary or appropriate in order to carry out fully the intent and accomplish the 

purposes of the resolutions adopted herein. 

RESOLVED, that the actions of any Authorized Signatory taken pursuant to the preceding 

resolution, including the execution, acknowledgment, delivery, and verification of the petition and 

all ancillary documents and all other agreements, certificates, instruments, guaranties, notices, and 

other documents, shall be conclusive evidence of such Authorized Signatory’s approval and the 

necessity or desirability thereof. 

Retention of Professionals 

RESOLVED, that each of the Authorized Signatories be, and hereby is, authorized and 

directed to employ the law firm of Ropes & Gray LLP as general bankruptcy counsel to represent 

and assist the Companies in carrying out their duties under the Bankruptcy Code, and to take any 

and all actions to advance the Companies’ rights and obligations, including filing any motions, 

objections, replies, applications, or pleadings; and in connection therewith, each of the Authorized 

Signatories, with power of delegation, is hereby authorized and directed to execute appropriate 

retention agreements, pay appropriate retainers, and to cause to be filed an appropriate application 

for authority to retain the services of Ropes & Gray LLP. 

RESOLVED, that the Authorized Signatories be, and they hereby are, authorized and directed to 

employ the law firm of Foley & Lardner, LLP, as co-bankruptcy counsel, to represent and assist 

the Companies in carrying out their duties under the Bankruptcy Code, and to take any and all 

actions to advance the Companies’ rights and obligations, including filing any motions, objections, 

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replies, applications, or pleadings; and in connection therewith, each of the Authorized Signatories, 

with power of delegation, is hereby authorized and directed to execute appropriate retention 

agreements, pay appropriate retainers, and to cause to be filed an appropriate application for 

authority to retain the services of Foley & Lardner, LLP. 

RESOLVED, that each of the Authorized Signatories be, and hereby is, authorized and 

directed to employ the firm of Berkeley Research Group, LLC as financial advisor to the 

Companies to represent and assist the Companies in carrying out their duties under the Bankruptcy 

Code, and to take any and all actions to advance the Companies’ rights and obligations; and in 

connection therewith, each of the Authorized Signatories, with power of delegation, is hereby 

authorized and directed to execute appropriate retention agreements, pay appropriate retainers, and 

to cause to be filed an appropriate application for authority to employ or retain the services of 

Berkeley Research Group, LLC. 

RESOLVED, that the Authorized Signatories be, and they hereby are authorized and 

directed to employ Stretto, Inc. as notice, claims, solicitation and balloting agent in connection 

with the Chapter 11 Cases; and in connection therewith, each of the Authorized Signatories is, 

with power of delegation, hereby authorized and directed to execute appropriate retention 

agreements, pay appropriate retainers, if required, prior to and immediately upon the filing of the 

Chapter 11 Cases, and to cause to be filed an appropriate application for authority to retain the 

services of Stretto, Inc. 

RESOLVED, that the Authorized Signatories be, and they hereby are, authorized and 

directed to employ any other professionals to assist the Companies in carrying out their duties 

under the Bankruptcy Code; and in connection therewith, each of the Authorized Signatories, with 

power of delegation, is hereby authorized and directed to execute appropriate retention agreements, 

pay appropriate retainers and fees, and to cause to be filed an appropriate application for authority 

to retain the services of any other professionals as necessary. 

RESOLVED, that the Authorized Signatories be, and they hereby are, with power of 

delegation, authorized, empowered and directed to execute and file all petitions, schedules, 

motions, lists, applications, pleadings, and other papers and, in connection therewith, to employ 

and retain all assistance by legal counsel, accountants, financial advisors, investment bankers, and 

other professionals and to take and perform any and all further acts and deeds that each of the 

Authorized Signatories deem necessary, proper, or desirable in connection with the 

Companies’ Chapter 11 Cases, with a view to the successful prosecution of such case. 

DIP Facility / Use of Cash Collateral 

RESOLVED, the transactions contemplated by the DIP Credit Agreement (including, 

without limitation, the borrowings thereunder), the transactions contemplated therein, and the 

guaranties, liabilities, obligations, and guarantees, liens, and equity pledges granted in connection 

therewith, be, and hereby are, authorized, adopted and approved with such lenders and on such 

terms substantially consistent with those presented to the Governing Bodies on or prior to the date 

hereof and as may be further approved, modified or amended by any one or more of the Authorized 

Signatories, as may be reasonably necessary or desirable for the continuing conduct of the affairs 

of the Companies. 

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RESOLVED, that, in the judgment of the Governing Bodies, it is desirable and in the best 

interests of the Companies (including a consideration of their creditors and other parties in interest) 

to finalize, execute, and deliver the DIP Credit Agreement and any related ancillary documents, 

and the Companies’ performance of their obligations thereunder, including granting liens, 

guarantees, and equity pledges. 

RESOLVED, that the Companies’ execution and delivery of, and the performance of their 

obligations (including guarantees) in connection with the DIP Credit Agreement, is hereby, in all 

respects, authorized and approved; and further resolved, that each of the Authorized Signatories, 

acting alone or with one or more Authorized Signatories, is hereby authorized, empowered, and 

directed to negotiate the terms of and to execute, deliver, and perform under the DIP Credit 

Agreement and any and all other documents, certificates, instruments, agreements, intercreditor 

agreements, any such changes therein, additions, deletions, amendments, or other modifications 

thereto required to consummate the transactions contemplated by the DIP Credit Agreement in the 

name and on behalf of the Companies, in the form approved, with such changes therein and 

modifications and amendments thereto as any of the Authorized Signatories may in its sole and 

absolute discretion approve, which approval shall be conclusively evidenced by his or her 

execution thereof. Such execution by any of the Authorized Signatories is hereby authorized to be 

by pdf., DocuSign or other electronic or printed means as deemed necessary and preferable. 

RESOLVED, that each of the Authorized Signatories, acting alone or with one or more 

Authorized Signatories, be, and hereby is, authorized and directed to seek authorization to enter 

into the DIP Credit Agreement and to seek approval of the use of cash collateral, as that term is 

defined in section 363(a) of the Bankruptcy Code (the “Cash Collateral”), pursuant to a 

postpetition financing order in interim and final form with such changes therein, additions, 

deletions, amendments, or other modifications thereto as any Authorized Signatory may in its sole 

and absolute discretion approve, and any Authorized Signatory be, and hereby is, authorized, 

empowered, and directed to negotiate, execute, and deliver any and all agreements, instruments, 

or documents, by or on behalf of the Companies, necessary to implement the postpetition financing, 

including providing for adequate protection to the secured parties in accordance with section 363 

of the Bankruptcy Code, as well as any additional or further agreements for entry into the DIP 

Credit Agreement and the use of Cash Collateral in connection with the Chapter 11 Cases, which 

agreements may require adequate protection and liens to the DIP Lender and each other agreement, 

instrument, or document to be executed and delivered in connection therewith, by or on behalf of 

the Companies pursuant thereto or in connection therewith, all with such changes therein and 

additions thereto as any Authorized Signatory approves, such approval to be conclusively 

evidenced by the taking of such action or by the execution and delivery thereof. 

RESOLVED, that (i) the form, terms, and provisions of the DIP Credit Agreement, (ii) the 

grant of (a) collateral under the DIP Credit Agreement and (b) pledges of equity, (iii) the guaranty 

of obligations by the Guarantors (as defined in the DIP Credit Agreement) under the DIP Credit 

Agreement, from which the Companies will derive value, be and hereby are, authorized, adopted, 

and approved, and (iv) any Authorized Signatory of the Companies is hereby authorized, 

empowered, and directed, in the name of and on behalf of the Companies, to take such actions and 

negotiate or cause to be prepared and negotiated and to execute, deliver, perform, and cause the 

performance of, each of the transactions contemplated by the DIP Credit Agreement, substantially 

in the form provided to the Governing Bodies, and such other agreements, certificates, instruments, 

Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

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or other papers or documents to which each Company is or will be a party or any order entered 

into in connection with the DIP Credit Agreement (collectively with the DIP Credit Agreement, 

the “Financing Documents”), incur and pay or cause to be paid all related fees and expenses, with 

such changes, additions and modifications thereto as an Authorized Signatory executing the same 

shall approve. 

RESOLVED, that each Company, as a debtor and debtor-in-possession under the 

Bankruptcy Code be, and hereby is, authorized and directed to incur any and all obligations and to 

undertake any and all related transactions on substantially the same terms as contemplated under 

the Financing Documents (collectively, the “Financing Transactions”), including granting liens, 

guarantees, and providing equity pledges to secure such obligations. 

RESOLVED, that each of the Authorized Signatories be, and hereby is, authorized and 

directed to take such actions as in its discretion is determined to be necessary, desirable, or 

appropriate to execute, deliver, and file: (i) the Financing Documents and such agreements, 

certificates, instruments, guaranties, notices, and any and all other documents, including, without 

limitation, any amendments, supplements, modifications, renewals, replacements, consolidations, 

substitutions, and extensions of any Financing Documents, necessary, desirable, or appropriate to 

facilitate the Financing Transactions; (ii) all schedules, and other motions, papers, or documents, 

which shall in its sole judgment be necessary, proper, or advisable, which determination shall be 

conclusively evidenced by his/her or their execution thereof; (iii) such other instruments, 

certificates, notices, assignments, and documents as may be reasonably requested under the 

Financing Documents; and (iv) such forms of officer’s certificates and compliance certificates as 

may be required by the Financing Documents. 

RESOLVED, that each of the Authorized Signatories be, and hereby is, authorized and 

directed to take all such further actions, including, without limitation, to pay or approve the 

payment of all fees and expenses payable in connection with the Financing Transactions and all 

fees and expenses incurred by or on behalf of the Companies in connection with the foregoing 

resolutions, in accordance with the terms of the Financing Documents, which shall in their 

reasonable business judgment be necessary, proper, or advisable to perform each Company’s 

obligations under or in connection with the Financing Documents or any of the Financing 

Transactions and to fully carry out the intent of the foregoing resolutions. 

General 

RESOLVED, that in addition to the specific authorizations heretofore conferred upon the 

Authorized Signatories, each of the Authorized Signatories (and their designees and delegates) be, 

and hereby is, authorized and empowered, in the name of and on behalf of each Company, to take 

or cause to be taken any and all such other and further action, and to execute, acknowledge, deliver 

and file any and all such agreements, certificates, instruments and other documents and to pay all 

expenses, including but not limited to filing fees, in each case as in such Authorized Signatory’s 

judgment, shall be necessary, advisable or desirable in order to fully carry out the intent and 

accomplish the purposes of the resolutions adopted herein. 

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RESOLVED, that the Governing Bodies received sufficient notice of the actions and 

transactions relating to the matters contemplated by the foregoing resolutions, as may be required 

by the organizational documents of each Company, as applicable, or hereby waive any right to 

have received such notice. 

RESOLVED, that all acts, actions and transactions relating to the matters contemplated by 

the foregoing resolutions done in the name of and on behalf of each Company are hereby in all 

respects approved and ratified as the true acts and deeds of each Company with the same force and 

effect as if each such act, transaction, agreement or certificate has been specifically authorized in 

advance by resolution of the Governing Bodies. 

RESOLVED, that each of the Authorized Signatories (and their designees and delegates) 

be, and hereby is, authorized and empowered to take all actions or to not take any action in the 

name of each Company with respect to the transactions contemplated by these resolutions 

hereunder, as such Authorized Signatory shall deem necessary or desirable in such Authorized 

Signatory’s reasonable business judgment to effectuate the purposes of the transactions 

contemplated herein. 

RESOLVED, that that any actions taken by any Authorized Signatories (and their 

designees and delegates) prior to the date of these resolutions that would have been authorized by 

these resolutions but for the fact that such actions were taken prior to the date of these resolutions 

be, and hereby are, authorized, ratified, confirmed, adopted and approved in all respects as the acts 

and deeds of the Companies. 

[Signature Pages Follow] 

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[Signature Page to Unanimous Written Consent] 

 

IN WITNESS WHEREOF, the undersigned, being members of the Board of TGIF 

Holdings, LLC, have executed this written consent as of the date first written above and shall be 

filed with the records of the Companies. 

 

By: 

 Name: Rohit Manocha 

By: 

 Name: Sidney Feltenstein 

By: 

 Name: Anil Yadav 

By: 

 Name: Alexander Matina 

 

Docusign Envelope ID: 1CC7DA6D-F5B1-44E4-A2B8-E60973A2F1A5 Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 20 of 25
IN WITNESS WHEREOF, the undersigned, being the sole member of the Governing Bodies of 

certain of the Companies, has executed this written consent as of the date first written above. 

 

 Rohit Manocha 

Sole Director of TGI Friday’s, Inc., TGI 

Friday’s of the Rockies, Inc., Burlington 

Towne Crossing, Inc., WEBCO Products 

Incorporated, T G I Friday’s of Wisconsin, 

Inc., TGI Friday’s of Annapolis, Inc., T.G.I. 

Friday’s of Charles County, Inc., T.G.I. 

Friday’s of Frederick County, Inc., T G I 

Friday’s of Greenbelt, Inc., T.G.I. Friday’s of 

Harford County, Inc., TGI Friday’s of 

Howard County, Inc., TGI Friday’s of 

Rockville, Inc., TGI Friday’s of Towson, Inc., 

and T.G.I. Friday’s of Washington County, 

Inc., and Sole Manager of TGI Friday’s NY, 

LLC, TGI Friday’s of Texas, LLC, and 

TGIF/JDC Restaurant Development, LLC 

 

Docusign Envelope ID: 1CC7DA6D-F5B1-44E4-A2B8-E60973A2F1A5 Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 21 of 25
IN WITNESS WHEREOF, the undersigned, being members of the Board of TGIF Midco, 

Inc., have executed this written consent as of the date first written above. 

 

By: 

 Name: Rohit Manocha 

By: 

 Name: Sidney Feltenstein 

By: 

 Name: Anil Yadav 

By: 

 Name: Alexander Matina 

 

Docusign Envelope ID: 1CC7DA6D-F5B1-44E4-A2B8-E60973A2F1A5 Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 22 of 25
IN WITNESS WHEREOF, the undersigned, being members of the Board of TGIF Parent, 

Inc., have executed this written consent as of the date first written above. 

 

By: 

 Name: Rohit Manocha 

By: 

 Name: Sidney Feltenstein 

By: 

 Name: Anil Yadav 

By: 

 Name: Alexander Matina 

 

Docusign Envelope ID: 1CC7DA6D-F5B1-44E4-A2B8-E60973A2F1A5 Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 23 of 25
IN WITNESS WHEREOF, the undersigned, being the sole member of TGIF/DFW Partner, 

LLC, TGIF/DFW Manager, LLC, has executed this written consent as of the date first written 

above. 

 TGI FRIDAY’S, INC. 

By: 

 Name: Rohit Manocha 

Title: Sole Director

Docusign Envelope ID: 1CC7DA6D-F5B1-44E4-A2B8-E60973A2F1A5 Case 24-80069-sgj11 Doc 1 Filed 11/02/24 Entered 11/02/24 01:49:38 Desc Main

Document Page 24 of 25
Schedule 1

Companies (State of Incorporation) 

1. TGIF Midco, Inc. (Delaware)

2. TGIF Parent, Inc. (Delaware)

3. TGI Friday’s Inc. (New York)

4. Burlington Towne Crossing, Inc. (New Jersey)

5. T.G.I. Friday’s of Charles County, Inc. (Maryland)

6. T.G.I. Friday’s of Frederick County, Inc. (Maryland)

7. T.G.I. Friday’s of Harford County, Inc. (Maryland)

8. T.G.I. Friday’s of Washington County, Inc. (Maryland)

9. T G I Friday’s of Wisconsin, Inc. (Wisconsin)

10. T.G.I. Friday’s Marketing Advisory Council (Texas)

11. TGI Friday’s of Annapolis, Inc. (Maryland)

12. T G I Friday’s of Greenbelt, Inc. (Maryland)

13. TGI Friday’s of Howard County, Inc. (Maryland)

14. TGI Friday’s of Rockville, Inc. (Maryland)

15. TGI Friday’s of Texas, LLC (Texas)

16. TGI Friday’s of the Rockies, Inc. (Virginia)

17. TGI Friday’s of Towson, Inc. (Maryland)

18. TGI Friday’s NY, LLC (Texas)

19. TGIF/DFW Manager, LLC (Texas)

20. TGIF/DFW Partner, LLC (Texas)

21. TGIF/JDC Restaurant Development, LLC (Georgia)

22. TGI Friday’s Marketing Advisor Counsel (Texas)

23. WEBCO Products Incorporated (New Jersey)

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