Ropes & Gray Advises TGI Fridays in Merger to Go Public

Ropes & Gray advised TGIF Holdings, parent company of TGI Fridays, in an agreement to combine TGI Fridays with Allegro Merger Corp. The combination will result in TGI Fridays becoming a publicly-listed company. Allegro is a publicly-traded special purpose acquisition company (SPAC) that currently trades under the ticker ALGR. 

The transaction was announced on Nov. 8. The press release is here. 

Fridays is an American casual dining bar and grill concept founded in 1965 with locations in over 55 countries, including 442 international franchised units and 396 domestic units.  

TGIF Holdings’ and Allegro’s Boards of Directors unanimously approved the merger agreement and Allegro’s Board recommends that its stockholders approve the transaction.  

Allegro intends to hold a shareholders meeting to extend the investment period of the SPAC to March 31, 2020, following which it will call and convene a special meeting of shareholders to approve the merger and related matters.  

The transaction is expected to close in the first quarter of 2020, subject to customary closing conditions. 

The Ropes & Gray team advising TGIF was led by securities & public companies partner Michael Littenberg (New York) and mergers & acquisitions partner Emily Oldshue (Boston), and included tax partner Adam Greenwood (New York) and benefits partner Josh Lichtenstein (New York).