UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: December 3, 2004
Date of Earliest Event Reported: December 2, 2004
The Pep Boys - Manny, Moe & Jack
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(Exact name of registrant as specified in charter)
Pennsylvania 1-3381 23-0962915
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(State or other jurisdiction of (Commission (I.R.S. Employer ID number)
incorporation or organization) File No.)
3111 W. Allegheny Ave. Philadelphia, PA 19132
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(Address of principal executive offices) (Zip code)
215-430-9000
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed from last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
( ) Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
( ) Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
( ) Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
( ) Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01 Entry into a Material Definitive Agreement
On December 2 2004, the Company amended its Amended and Restated Loan and
Security Agreement, dated August 1, 2003 (the "Loan Agreement"), by and among
the Company, Congress Financial Corporation, as Agent, and the other parties
thereto. Amendment No. 3 to the Loan Agreement, among other things,
(i) increased the amount available for borrowings under the Loan Agreement from
$325 million to $357.5 million, with an ability, upon the satisfaction of
certain conditions, to increase such amount to $400 million, (ii) reduced the
interest rate under the Loan Agreement from a rate that was generally equal to
the London Interbank Offered Rate (LIBOR) plus 2.00% to LIBOR plus 1.75% (after
June 1, 2005, the rate reduces to LIBOR plus 1.50%, subject to 0.25%
incremental increases as excess availability falls below $50,000,000),
(iii) provides the Company with the ability, upon the satisfaction of certain
conditions, to release up to $99 million of reserves currently required under
the Loan Agreement to support certain operating leases and (iv) extended the
term of the Loan Agreement through December 2, 2009.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits. The following exhibits are filed with this Report.
Exhibit 99.1 Amendment No. 2, dated October 15, 2004, to the Amended and
Restated Loan and Security Agreement, by and among the Company,
Congress Financial Corporation, as Agent, and the other parties
thereto.
Exhibit 99.2 Amendment No. 3, dated December 2, 2004, to the Amended and
Restated Loan and Security Agreement, by and among the Company,
Congress Financial Corporation, as Agent, and the other parties
thereto.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
THE PEP BOYS - MANNY, MOE & JACK
By: /s/ Bernard K. McElroy
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Bernard K. McElroy
Chief Accounting Officer and Treasurer
Date: December 3, 2004
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