-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JLtEu/EbUDzFtS9+WupW+3XjpWxG6HNjEAgvQ5IuVlvVPA3FIW4OPLYgAWcI2chZ moS7782KvZAGuFh0olhYeQ== 0000950103-97-000516.txt : 19970813 0000950103-97-000516.hdr.sgml : 19970813 ACCESSION NUMBER: 0000950103-97-000516 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970812 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PEP BOYS MANNY MOE & JACK CENTRAL INDEX KEY: 0000077449 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO & HOME SUPPLY STORES [5531] IRS NUMBER: 230962915 STATE OF INCORPORATION: PA FISCAL YEAR END: 0201 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-12733 FILM NUMBER: 97656658 BUSINESS ADDRESS: STREET 1: 3111 W ALLEGHENY AVE CITY: PHILADELPHIA STATE: PA ZIP: 19132 BUSINESS PHONE: 2152299000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MERCURY ASSET MANAGEMENT PLC CENTRAL INDEX KEY: 0000904220 STANDARD INDUSTRIAL CLASSIFICATION: [] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 33 KING WILLIAM STREET CITY: LONDON UK EC4R9AS STATE: X0 ZIP: 00000 BUSINESS PHONE: 0172802800 MAIL ADDRESS: STREET 1: 33 KING WILLIAM STREET CITY: LONDON UK EC4R9AS STATE: X0 ZIP: 00000 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 ______________________ SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No 1) * Pep Boys Manny Moe & Jack ------------------------- (Name of issuer) Common Shares ------------------------------ (Title of Class of Securities) 713278109 ------------------------------ (CUSIP Number) Mr B Smith, Mercury Asset Management plc 33 King William Street, London EC4R 9AS Tel No 0171 203 5742 -------------------------------------------------------------------- Name, Address and Telephone Number of Person Authorised to Receive Notices and Communications) 1 August, 1997 ------------------------------------------------------- (Date of Event which Requires filing of this statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1 (b) (3) or (4), check the following box. Check the following box if a fee is being paid with the statement (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1: and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class). (See Rule 13d-7). NOTE: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1 (a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act. (however, see the Notes.) 2776 Schedule 13D CUSIP No. 713278109_________________ 1 NAME OF REPORTING PERSON SS OR IRS IDENTIFICATION NO OF ABOVE PERSON MERCURY ASSET MANAGEMENT plc 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) (B) 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 6 CITIZENSHIP OR PLACE OF ORGANISATION ENGLAND 7 SOLE VOTING POWER NUMBER OF NONE SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY NONE EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 3,152,641 WITH 10 SHARED DISPOSITIVE POWER 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.98% 14 TYPE OF REPORTING PERSON* IA Item 1. Security and Issuer The class of equity securities to which this statement relates is the shares of Common Stock (the "Common Shares") of Pep Boys Manny Moe & Jack (the "Company") whose principal executive offices are located at 3111 West Allegheny Avenue, Philidelphia PA 19132. Its telephone number is (215) 2299000. ITEM 2. IDENTITY AND BACKGROUND This statement is being filed by Mercury Asset Management plc. ("Mercury"), a corporation primarily engaged in the business of managing portfolio investments for its investment clients, organised under the laws of England, whose principal executive offices are located, and principal business activities conducted, at 33 King William Street, London EC4R 9AS, England. Pursuant to Rule 13d-4 (17 CFR 240. 13d-4) under the Securities Exchange Act of 1934 (the "Act") Mercury hereby declares that the filing of this statement shall not be construed as an admission that Mercury is or has been for purposes of Sections 13(d) or 13(g) of the Act, the beneficial owner of any securities covered by the statement. As noted above, Mercury manages portfolio investments of its investment clients, and the securities covered by this statement are held solely for the account of such clients. Under the terms of its agreements with such clients, Mercury has discretion to buy and sell securities on their behalf subject to such guidelines as may be agreed and subject to any contrary instructions which may be received. Mercury may have voting power but does not have the right to receive dividends from, or proceeds from the sale of, any portfolio investments. 264,887 shares are held for the benefit of collective investment schemes managed by Mercury Asset Management Channel Islands Limited, an associate of Mercury. A division of Mercury is the investment adviser under contract to Mercury Asset Management Channel Islands Limited. Mercury is a wholly-owned subsidiary of Mercury Asset Management Group plc, a holding company listed on London Stock Exchange. The name, business address, principal occupation or employment and citizenship of each of the executive officers and directors of Mercury and Mercury Asset Management Group plc, and the name, country of incorporation, principal business, and the address of the registered office (being the address of its principal business and principal office) of Mercury and Mercury Asset Management Group plc are set forth in Annex A hereto, which is incorporated herein by reference. Neither Mercury nor, to the best of its knowledge, any of the persons listed in Annex A has during the past five years (a) been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanours), or (b) been a party to a civil proceeding of a judicial or administrative body as a result of which Mercury or any such person was or is subject to a judgement, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violations with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration The source of all funds used to acquire the securities covered by this statement was the investment funds of Mercury's investment clients. No part of the purchase price was represented by funds or other consideration borrowed or otherwise obtained by Mercury than as described above. Item 4. Purpose of Transaction The Common Shares were acquired for the purpose of investment. (a) Mercury will monitor its investment and review the Company's business affairs and financial position. Based on such review, as well as general economic and industry conditions existing at the time, Mercury may consider from time to time various alternative courses of action and may discuss with management of the Company ways in which the value of its investment may be increased. Such actions may include the acquisition of additional Common Stock through open market purchases, privately negotiated transactions, or otherwise. Alternatively, such actions may involve the sale of all or a portion of Common Stock in the open market, in privately negotiated transactions, through a public offering or otherwise. Neither Mercury nor any person named in Annex A has any plans which relate to or would result in any of the following: (b) an extraordinary corporate transaction, such as an amalgamation, merger, reorganisation or liquidation, involving the Company or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Company or of any of its subsidiaries; (d) any change in the present board of directors or management of the Company, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalisation or dividend policy of the Company; (f) any other material change in the Company's business or corporate structure; (g) any change in the Company's charter, by-laws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Company by any person; (h) causing a class of securities of the Company to be delisted from a national securities exchange or to cease to be authorised to be quoted in an inter-dealer quotation system of a registered national securities association; (i) causing a class of equity securities of the Company to become eligible for termination of registration pursuant to Section 12(g) (4) of the Act; or (j) any action similar to any of those set forth above. Item 5. Interest in Securities of the Issuer (a) See Item 2 above. Subject thereto, Mercury has dispositive power with respect to 3,152,641 Common Shares or approximately 4.98% of the Common Shares outstanding. (b) See Item 2 above. (c) See Item 2 Above. Subject thereto, transactions in the Common Shares effected by Mercury on behalf of its investment clients are set forth in Annex B. All transactions were effected on the National Association of Securities Dealers Automated Quotation System (NASDAQ) National Market System. (d) See Item 2 above. The investment clients of Mercury have the right to receive dividends from, and proceeds from the sale of Common Shares. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Except as set forth in Item 2 above, neither Mercury nor, to the best of its knowledge, any of the persons listed in Annex A hereto has any contract, arrangement, understanding or relationship (legal or otherwise) with any person with respect to any securities of the Issuer, including but not limited to transfer or voting of any of such securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Item 7. Material to be Filed as Exhibits None. SIGNATURE After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this Statement is true, complete and correct. Date: 6 August,1997 for Mercury Asset Management plc. By /s/ J.T Stratford ---------------------------------- Authorised Signatory J.T Stratford ANNEX A - ------- MERCURY ASSET MANAGEMENT plc. -----------------------------
Executive Officers Principal and Directors Business Address Occupation Citizenship - ------------------ ---------------- ---------- ----------- Chairman - -------- Stephen Anthony ZIMMERMAN 33 King William Street, Investment British (Joint Chairman) London, EC4R 9AS. Director Deputy Chairman - --------------- Carol GALLEY (Miss) 33 King William Street, Investment British (Deputy Chairman) London, EC4R 9AS. Director Christopher Nigel 33 King William Street, Investment British HURST-BROWN London, EC4R 9AS Director (Deputy Chairman) Frederick David Stewart 33 King William Street, Investment British ROSIER (Deputy Chairman) London, EC4R 9AS Director Vice Chairman - ------------- Ian Christopher Simon BARBY 33 King William Street, Investment British (Vice Chairman) London, EC4R 9AS Director Dr. Ross John BUNCE 33 King William Street, Investment British (Vice Chairman) London, EC4R 9AS Director Andrew Searle DALTON 33 King William Street, Investment British (Vice Chairman) London, EC4R 9AS. Director Charles Vivian JACKSON 33 King William Street, Investment British (Vice Chairman) London, EC4R 9AS Director Directors - --------- Ian ARMITAGE 33 King William Street, Investment British (Director) London, EC4R 9AS Director Norman McLeod BACHOP 33 King William Street, Investment British (Director) London, EC4R 9AS Director Stuart John BAXTER 33 King William Street, Investment British (Director) London, EC4R 9AS Director Carol Consuelo BROOKE 33 King William Street, Investment British (Director) London, EC4R 9AS Director John Loughlin CALLAHAN 33 King William Street, Investment American (Director) London, EC4R 9AS Director David John CAUSER 33 King William Street, Investment British (Director) London, EC4R 9AS Director Thomas William George 33 King William Street, Investment British CHARLTON London, EC4R 9AS Director (Director) Nicholas James CHARRINGTON 33 King William Street, Investment British (Director) London, EC4R 9AS Director Colin Martin CLARK 33 King William Street, Investment British (Director) London, EC4R 9AS Director Nicholas James COATS 33 King William Street, Investment British (Director) London, EC4R 9AS Director Stephen Benedict COHEN 33 King William Street, Investment British (Director) London, EC4R 9AS Director John Nicholas COTTON 33 King William Street, Investment British (Director) London, EC4R 9AS Director Graham Richard DIXON 33 King William Street, Investment British (Director) London, EC4R 9AS Director Charles Bowen FARQUHARSON 33 King William Street, Company British (Company Secretary London, EC4R 9AS Secretary & Director) & Director Christopher Nigel Holland 33 King William Street, Investment British FOSTER (Director) London, EC4R 9AS Director Seiichi FUKUYAMA 33 King William Street, Alternate Japanese (Director) London EC4R 9AS Director Peter John GIBBS 33 King William Street, Investment British (Director) London, EC4R 9AS Director Peter John Woodville 33 King William Street, Investment British HARRISON (Director) London, EC4R 9AS Director Paul HARWOOD 33 King William Street, Investment British (Director) London, EC4R 9AS Director Timothy John HASTON 33 King William Street, Investment British (Director) London, EC4R 9AS Director Andrew Malcolm 33 King William Street Investment British HUNTER-JOHNSTON London, EC4R 9AS Director (Director) Michael Francis Mostyn 33 King William Street, Investment British Owen JODRELL London, EC4R 9AS Director (Director) Andreas Christian Jutting 33 King William Street Investment Danish LEHMANN London, EC4R 9AS Director (Director) Gary LOWE 33 King William Street, Investment British (Director) London, EC4R 9AS Director Paul Roderick Clucas MARSHALL 33 King William Street, Investment British (Director) London, EC4R 9AS Director Keith Richard MULLINS 33 King William Street, Investment British (Director) London, EC4R 9AS Director Masaru NISHIZAWA Hibiya Kokusai Building, Investment Japanese (Director) 2-2-3 Uchisaiwaicho, Director Chiyoda-Ku, Tokyo 100 Maurice Joseph O'SHANNASSY 33 King William Street, Investment Australian (Director) London, EC4R 9AS Director Thomas Andrew OATES 33 King William Street, Investment British (Director) London, EC4R 9AS Director Peter Vincent OLSBERG 33 King William Street, Investment British (Director) London, EC4R 9AS Director Roderick Louis PARIS 33 King William Street, Investment British (Director) London, EC4R 9AS Director John PARSLOE 33 King William Street, Investment British (Director) London, EC4R 9AS Director Andrew Phillip PICKARD 33 King William Street, Investment British (Director) London, EC4R 9AS Director Ronald William PULLEN 33 King William Street, Investment British (Director) London, EC4R 9AS Director Nicholas King RITCHIE 33 King William Street, Investment British (Director) London, EC4R 9AS Director Alexander Frederick 33 King William Street, Investment British James ROE (Director) London, EC4R 9AS Director Richard George ROYDS 33 King William Street, Investment British (Director) London, EC4R 9AS Director Lynn Christine RUDDICK 33 King William Street, Investment British (Director) London, EC4R 9AS Director Clifford John SHAW Warburg Asset Management Investment British (Director) Japan Ltd., Director Hibiya Kokusai Building, 7th Floor, 2-2-3- Uchisaiwaicho, Chiyoda-ku, Tokyo 100 Ian Michael SLACK 33 King William Street, Investment British (Director) London, EC4R 9AS Director Peter William STANYER 33 King William Street Investment British (Director) London, EC4R 9AS Director Rodney STEEL 33 King William Street Investment British (Director) London, EC4R 9AS Director Hugh Alexander STEVENSON 33 King William Street, Chairman of British (Director) London, EC4R 9AS Mercury Asset Management Group plc Barry William WOOLF 33 King William Street, Investment British (Director) London, EC4R 9AS Director Ewen Cameron WATT 33 King William Street, Investment British (Director) London, EC4R 9AS Director James Edward MACPHERSON 33 King William Street, Investment British (Director) London, EC4R 9AS Director Julius Lawrence Mark PURSAILL 33 King William Street, Investment British (Director) London, EC4R 9AS Director Kenichi YOSHIDA 33 King William Street, Investment Japanese (Director) London, EC4R 9AS Director Stephen James THOMPSON 33 King William Street, Investment British (Director) London, EC4R 9AS Director
MERCURY ASSET MANAGEMENT GROUP plc ----------------------------------
Executive Officers Principal and Directors Business Address Occupation Citizenship - ------------------ ---------------- ---------- ----------- Chairman - -------- Hugh Alexander STEVENSON 33 King William Street, Investment British (Chairman) London, EC4R 9AS. Director Deputy Chairman - --------------- Stephen Anthony ZIMMERMAN 33 King William Street, Investment British (Deputy Chairman) London, EC4R 9AS. Director Vice Chairman - ------------- Carol GALLEY (Miss) 33 King William Street, Investment British (Vice Chairman) London, EC4R 9AS. Director Company Secretary - ----------------- Charles Bowen FARQUHARSON 33 King William Street, Company British (Secretary) London, EC4R 9AS. Secretary Directors - --------- Paul Graham BOSONNET 33 King William Street, Investment British (Director) London, EC4R 9AS. Director David John CAUSER 33 King William Street, Investment British (Director) London, EC4R 9AS Director Andrew Searle DALTON 33 King William Street, Investment British (Director) London, EC4R 9AS. Director Peter Stormonth DARLING 33 King William Street, Investment British (Director) London, EC4R 9AS Director Hugh Jon FOULDS 33 King William Street, Investment British (Director) London, EC4R 9AS Director Christopher Nigel 33 King William Street, Investment British HURST-BROWN (Director) London, EC4R 9AS Director Charles Vivian JACKSON 33 King William Street, Investment British (Director) London, EC4R 9AS Director Frederick David Stewart 33 King William Street, Investment British ROSIER (Director) London, EC4R 9AS Director John Charles Grayson 33 King William Street, Investment British STANCLIFFE London, EC4R 9AS Director (Director)
Mercury Asset Management Group plc ---------------------------------- Directors Lists --------------- CORPORATE INFORMATION --------------------- Field of Country of Name Registered Office Activity Incorporation - ------------------------ ----------------- --------------- ------------- Mercury Asset Management 33 King William Holding Company England Group plc Street, London, EC4R 9AS Mercury Asset Management 33 King William Investment England plc Street, Management and London, EC4R 9AS Advice ANNEX B Pep Boys Manny Moe & Jack COMMON SHARES DATE PURCHASE SALE PRICE PER DAILY SHARE TOTALS 06.20.97 B/Fwd 3,188,491 06.23.97 2,000 34.875 3,186,491 06.24.97 3,550 34.3257 06.24.97 1,000 34.10 3,181,941 06.25.97 2,740 34.00 3,197,201 06.26.97 23,900 34.6922 3,203,101 06.27.97 26,900 34.3285 06.27.97 2,350 34.1941 3,227,651 06.30.97 30,000 34.4373 06.30.97 2,000 34.7375 3,255,651 07.01.97 1,100 34.3125 3,254,551 07.02.97 2,600 34.4375 3,251,951 07.03.97 5,500 35.1875 07.03.97 250 35.125 3,257,201 07.07.97 14,297 35.462 07.07.97 3,500 34.50 07.07.97 9,600 35.0625 3,284,598 07.08.97 36,700 34.01 3,247,898 07.10.97 500 34.00 07.10.97 6,100 33.8801 07.10.97 2,300 33.725 07.10.97 3,700 34.00 3,248,498 07.11.97 3,200 34.00 07.11.97 17,000 33.9152 3,234,698 07.14.97 9,200 34.00 3,243,898 07.15.97 5,400 33.8681 3,249,298 07.16.97 2,200 33.4375 07.16.97 25,900 33.3861 3,225,598 07.17.97 600 33.0625 3,226,198 07.18.97 4,400 32.9986 3,230,598 07.22.97 600 33.375 3,231,198 07.24.97 2,500 33.4125 3,233,698 07.25.97 1,600 33.375 3,232,098 07.28.97 343 33.3125 3,232,441 07.31.97 53,000 33.2125 3,179,441 08.01.97 300 33.25 3,179,741 08.01.97 27,100 33.2223 3,152,641 -----END PRIVACY-ENHANCED MESSAGE-----