8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report: June 10, 2013

Date of Earliest Event Reported: June 10, 2013

The Pep Boys - Manny, Moe & Jack

(Exact name of registrant as specified in charter)

Pennsylvania	1-3381	23-0962915
(State or other jurisdiction of	(Commission	(I.R.S. Employer ID number)
incorporation or organization)	File No.)

3111 W. Allegheny Ave. Philadelphia, PA	19132
(Address of principal executive offices)	(Zip code)

215-430-9000

(Registrant’s telephone number, including area code)

Not Applicable

(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):

oWritten communications pursuant to Rule 425 under the Securities Act  (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02  Results of Operations and Financial Condition

On June 10, 2013, The Pep Boys — Manny, Moe & Jack issued a press release announcing its earnings for the fiscal quarter ended May 4, 2013.

The information in Items 2.02 and 9.01 (including the Exhibits filed herewith) of this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Items 2.02 and 9.01 (including the Exhibits filed herewith) of this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

Item 9.01  Financial Statements and Exhibits

(d) Exhibits. The following exhibits are filed with this report:

Exhibit No. 99.1   Press release dated June 10, 2013.

Exhibit No. 99.2   Unaudited supplemental financial data.

2

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/ DAVID R. STERN
		David R. Stern
		Executive Vice President and Chief Financial Officer
		(Principal Financial Officer)
Date: June 10, 2013

3

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Pep Boys Reports First Quarter 2013 Results

- Comparable Sales Increased 1% Led by a 3.9% Increase in Comparable Service Center Revenues -

PHILADELPHIA — June 10, 2013 — The Pep Boys - Manny, Moe & Jack (NYSE: “PBY”), the nation’s leading automotive aftermarket service and retail chain, announced the following results for the thirteen weeks (first quarter) ended May 4, 2013.

Sales

Sales for the thirteen weeks ended May 4, 2013 increased by $11.6 million, or 2.2%, to $536.2 million from $524.6 million for the thirteen weeks ended April 28, 2012. Comparable sales increased 1.0%, consisting of an increase of 4.2% in comparable service revenue and an increase of 0.1% in comparable merchandise sales. In accordance with GAAP, service revenue is limited to labor sales, while merchandise sales include merchandise sold through both our service center and retail lines of business. Re-categorizing sales into the respective lines of business from which they are generated, comparable service center revenue increased 3.9%, while comparable retail sales decreased 2.1%.

Earnings

Net earnings for the first quarter of fiscal 2013 were $3.9 million ($0.07 per share) as compared to net earnings of $1.1 million ($0.02 per share) recorded in the same period last year. The 2013 results included, on a pre-tax basis, a $1.2 million asset impairment charge while the 2012 results included, on a pre-tax basis, $1.6 million of merger related costs. The 2013 results also included a $3.8 million tax benefit due to state hiring credits recorded in the first quarter of 2013.

Commentary

“Our revenue performance continues to improve,” said President and CEO, Mike Odell.  “All of our service business categories experienced positive sales comps, with the exception of tires. While not quite positive yet, tire sales comps are improving and we are capturing more margin dollars from each tire sold. During the first month of our second quarter, our positive comparable store sales trend has continued.”

Mike continued, “Our more focused customer-centered strategy that we introduced on our last call is beginning to take shape. You can see signs of it in our current marketing materials or experience the full vision in our first test store in Tampa, FL. Based on the very encouraging results to date in this first store, we have decided to expand the test to the balance of the Tampa market. The changes touch almost every aspect of our business model. It starts with our associates, who are learning how to build lasting relationships

with all customers — whether service or retail — and offer solutions for all of their automotive needs. We expect to test our new strategy in the Tampa market for an extended period of time to understand its results fully before proceeding to other markets.  As we evaluate our results in this test lab, we are also considering how to bring the non-capital elements to the chain at a faster pace.”

About Pep Boys

Since 1921, Pep Boys has been the nation’s leading automotive aftermarket chain. With approximately 7,300 service bays in more than 750 locations in 35 states and Puerto Rico, Pep Boys offers name-brand tires; automotive maintenance and repair; parts and expert advice for the Do-It-Yourselfer; commercial auto parts delivery; and fleet maintenance and repair. Customers can find the nearest location by calling 1-800-PEP-BOYS (1-800-737-2697) or by visiting www.pepboys.com.

Certain statements contained herein constitute “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. The words “guidance,” “expect,” “anticipate,” “estimates,” “forecasts” and similar expressions are intended to identify such forward-looking statements. Forward-looking statements include management’s expectations regarding implementation of its long-term strategic plan, future financial performance, automotive aftermarket trends, levels of competition, business development activities, future capital expenditures, financing sources and availability and the effects of regulation and litigation. Although the Company believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be achieved. The Company’s actual results may differ materially from the results discussed in the forward-looking statements due to factors beyond the control of the Company, including the strength of the national and regional economies, retail and commercial consumers’ ability to spend, the health of the various sectors of the automotive aftermarket, the weather in geographical regions with a high concentration of the Company’s stores, competitive pricing, the location and number of competitors’ stores, product and labor costs and the additional factors described in the Company’s filings with the SEC. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.

Investors have an opportunity to listen to the Company’s quarterly conference calls discussing its results and related matters. The call for the first quarter will be broadcast live on Tuesday, June 11 at 8:30 a.m. EDT over the Internet at the Vcall website, located at www.investorcalendar.com. To listen to the call live, please go to the website at least 15 minutes early to register, download and install any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available shortly after the call. Supplemental financial information will be available the morning of Tuesday, June 11 on Pep Boys’ website at www.pepboys.com. In addition, Pep Boys’ investor presentation, also available at www.pepboys.com, will be updated to reflect the Company’s year-to-date results.

###

Investor Contact:

Sanjay Sood

(215) 430-9105

Email: investorrelations@pepboys.com

Pep Boys Financial Highlights

	Thirteen weeks ended		Thirteen weeks ended
($ in thousands, except for eps)	May 4, 2013		April 28, 2012
Total revenues	$	536,173	$	524,604
Net earnings	$	3,863	$	1,062
Basic earnings per share:
Average shares	53,388		53,071
Basic earnings per share:	$	0.07	$	0.02
Diluted earnings per share:
Average shares	53,991		53,949
Diluted earnings per share:	$	0.07	$	0.02

EX-99.2

Exhibit 99.2

THE PEP BOYS - MANNY, MOE & JACK AND SUBSIDIARIES (UNAUDITED)

CONSOLIDATED BALANCE SHEETS

(dollar amounts in thousands, except share data)

	May 4, 2013			February 2, 2013			April 28, 2012
Assets
Current assets:
Cash and cash equivalents	$	56,116		$	59,186		$	99,439
Accounts receivable, less allowance for uncollectible accounts of $1,230; $1,302 and $1,289	25,215			23,897			22,542
Merchandise inventories	648,148			641,208			627,314
Prepaid expenses	29,135			28,908			26,077
Other current assets	59,048			60,438			57,197
Total current assets	817,662			813,637			832,569
Property and equipment, net of accumulated depreciation of $1,183; $1,163 and $1,130	647,636			657,270			688,909
Goodwill	46,917			46,917			46,917
Deferred income taxes	46,303			47,691			67,745
Other long-term assets	37,410			38,434			32,393
Total assets	$	1,595,928		$	1,603,949		$	1,668,533
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	245,193		$	244,696		$	261,834
Trade payable program liability	149,387			149,718			100,414
Accrued expenses	229,452			232,277			228,675
Deferred income taxes	53,481			58,441			62,627
Current maturities of long-term debt	2,000			2,000			1,079
Total current liabilities	679,513			687,132			654,629
Long-term debt less current maturities	197,500			198,000			293,773
Other long-term liabilities	52,202			53,818			75,391
Deferred gain from asset sales	124,276			127,427			137,110
Commitments and contingencies
Stockholders’ equity:
Common stock, par value $1 per share:
Authorized 500,000,000 shares; issued 68,557,041 shares	68,557			68,557			68,557
Additional paid-in capital	295,059			295,679			295,411
Retained earnings	433,734			430,148			424,083
Accumulated other comprehensive loss	(867		)	(980		)	(16,275		)
Treasury stock, at cost - 15,365,117 shares; 15,431,298 shares and 15,716,914 shares	(254,046		)	(255,832		)	(264,146		)
Total stockholders’ equity	542,437			537,572			507,630
Total liabilities and stockholders’ equity	$	1,595,928		$	1,603,949		$	1,668,533
Supplemental Balance Sheet Information:
Working capital	$	138,149		$	126,505		$	177,940
Current ratio	1.20			1.18			1.27
Accounts payable to inventory ratio	60.9		%	61.5		%	57.7		%
Total debt as a percent of total capitalization	26.9		%	27.1		%	36.7		%
Net debt as a percent of total capitalization, net	20.9		%	20.8		%	27.8		%

THE PEP BOYS - MANNY, MOE & JACK AND SUBSIDIARIES (UNAUDITED)

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(dollar amounts in thousands, except per share amounts)

	Thirteen weeks ended
	May 4, 2013					April 28, 2012
				%					%
	Amount			Sales		Amount			Sales
Merchandise sales	$	417,150		77.8		$	412,332		78.6
Service revenue	119,023			22.2		112,272			21.4
Total revenues	536,173			100.0		524,604			100.0
Costs of merchandise sales	296,857			71.2		290,856			70.5
Costs of service revenue	117,476			98.7		106,096			94.5
Total costs of revenues	414,333			77.3		396,952			75.7
Gross profit from merchandise sales	120,293			28.8		121,476			29.5
Gross profit from service revenue	1,547			1.3		6,176			5.5
Total gross profit	121,840			22.7		127,652			24.3
Selling, general and administrative expenses	118,203			22.0		119,710			22.8
Net loss from dispositions of assets	(116		)	—		(2		)	—
Operating profit	3,521			0.7		7,940			1.5
Other income	378			0.1		470			0.1
Interest expense	3,679			0.7		6,516			1.2
Earnings from continuing operations before income taxes and discontinued operations	220			—		1,894			0.4
Income tax (benefit) expense	(3,708		)	N/M	(1)	760			40.1	(1)
Earnings from continuing operations before discontinued operations	3,928			0.7		1,134			0.2
Loss from discontinued operations, net of tax	(65		)	—		(72		)	—
Net earnings	3,863			0.7		1,062			0.2
Basic earnings per share:
Earnings from continuing operations before discontinued operations	$	0.07				$	0.02
Discontinued operations, net of tax	—					—
Basic earnings per share	$	0.07				$	0.02
Diluted earnings per share:
Earnings from continuing operations before discontinued operations	$	0.07				$	0.02
Discontinued operations, net of tax	—					—
Diluted earnings per share	$	0.07				$	0.02
Other comprehensive income:
Defined benefit plan adjustment, net of tax	—					354
Derivative financial instruments adjustment, net of tax	113					1,020
Other comprehensive income	113					1,374
Comprehensive income	$	3,976				$	2,436

(1) As a percentage of earnings from continuing operations before income taxes. The percentage for the first quarter of 2013 is not meaningful.

THE PEP BOYS - MANNY, MOE & JACK AND SUBSIDIARIES (UNAUDITED)

CONSOLIDATED STATEMENTS OF CASH FLOWS

(dollar amounts in thousands)

Thirteen weeks ended	May 4, 2013			April 28, 2012
Cash flows from operating activities:
Net earnings	$	3,863		$	1,062
Adjustments to reconcile net earnings to net cash provided by continuing operations:
Net loss from discontinued operations	65			72
Depreciation	20,857			19,938
Amortization of deferred gain from asset sales	(3,151		)	(3,163		)
Amortization of deferred financing costs	563			633
Stock compensation expense	869			652
Deferred income taxes	(3,872		)	719
Net loss from disposition of assets	116			2
Loss from asset impairment	1,183			—
Other	(44		)	(22		)
Changes in assets and liabilities:
(Increase) decrease in accounts receivable, prepaid expenses and other	(699		)	6,428
Increase in merchandise inventories	(6,940		)	(13,178		)
Increase in accounts payable	262			18,122
(Decrease) increase in accrued expenses	(2,211		)	6,385
(Decrease) increase in other long-term liabilities	(1,338		)	466
Net cash provided by continuing operations	9,523			38,116
Net cash used in discontinued operations	(88		)	(106		)
Net cash provided by operating activities	9,435			38,010
Cash flows from investing activities:
Capital expenditures	(12,840		)	(11,940		)
Proceeds from dispositions of assets	2			—
Release of collateral investment	1,000			—
Net cash used in investing activities	(11,838		)	(11,940		)
Cash flows from financing activities:
Borrowings under line of credit agreements	590			524
Payments under line of credit agreements	(590		)	(524		)
Borrowings on trade payable program liability	46,181			42,722
Payments on trade payable program liability	(46,512		)	(27,522		)
Debt payments	(500		)	(270		)
Proceeds from stock issuance	164			195
Net cash (used in) provided by financing activities	(667		)	15,125
Net (decrease) increase in cash and cash equivalents	(3,070		)	41,195
Cash and cash equivalents at beginning of period	59,186			58,244
Cash and cash equivalents at end of period	$	56,116		$	99,439
Supplemental cash flow information:
Cash paid for income taxes	$	1,430		$	1,227
Cash received from income tax refunds	$	51		$	—
Cash paid for interest	$	2,987		$	2,940
Accrued purchases of property and equipment	$	1,055		$	1,970

THE PEP BOYS - MANNY, MOE & JACK AND SUBSIDIARIES

COMPUTATION OF BASIC AND DILUTED EARNINGS PER SHARE (in thousands, except per share data)

		Thirteen weeks ended
		May 4, 2013			April 28, 2012
(a) Earnings from continuing operations before discontinued operations		$	3,928		$	1,134
Loss from discontinued operations, net of tax		(65		)	(72		)
Net earnings		$	3,863		$	1,062
(b) Basic average number of common shares outstanding during period		53,388			53,071
Common shares assumed issued upon exercise of dilutive stock options, net of assumed repurchase, at the average market price		603			878
(c) Diluted average number of common shares assumed outstanding during period		53,991			53,949
Basic earnings per share:
Earnings from continuing operations before discontinued operations	(a) / (b)	$	0.07		$	0.02
Discontinued operations, net of tax		—			—
Basic earnings per share		$	0.07		$	0.02
Diluted earnings per share:
Earnings from continuing operations before discontinued operations	(a) / (c)	$	0.07		$	0.02
Discontinued operations, net of tax		—			—
Diluted earnings per share		$	0.07		$	0.02

THE PEP BOYS - MANNY, MOE & JACK AND SUBSIDIARIES

ADDITIONAL INFORMATION (dollar amounts in thousands)

	Thirteen weeks ended
	May 04, 2013			April 28, 2012
Capital expenditures	$	12,840		$	11,940
Depreciation	$	20,857		$	19,938
Non-operating income:
Net rental revenue	$	250		$	385
Investment income	49			48
Other income	79			37
Total	$	378		$	470
Comparable sales percentages:
Service	4.2		%	-1.2		%
Merchandise	0.1		%	-3.2		%
Total	1.0		%	-2.8		%
Total square feet of retail space (including service centers)	12,815,000			12,645,000
Store count
Supercenter	569			562
Service & Tire Center	188			169
Retail Only	6			7
Total	763			738
Sales and gross profit by line of business (A):
Service center revenue	$	286,978		$	271,089
Retail sales	249,195			253,515
Total revenues	$	536,173		$	524,604
Gross profit from service center revenue, prior to impairment charge	$	53,012		$	53,888
Service center revenue impairment charge	(1,017		)	—
Gross profit from service center revenue	$	51,995		$	53,888
Gross profit from retail sales, prior to impairment charge	$	70,011		$	73,764
Retail sales impairment charge	(166		)	—
Gross profit from retail sales	$	69,845		$	73,764
Total gross profit	$	121,840		$	127,652
Comparable sales percentages by line of business (A):
Service center revenue	3.9		%	-0.7		%
Retail sales	-2.1		%	-4.6		%
Total revenues	1.0		%	-2.8		%
Gross profit percentage by line of business (A):
Gross profit percentage from service center revenue, prior to impairment charge	18.5		%	19.9		%
Impairment charge	(0.4		)	—
Gross profit percentage from service center revenue	18.1		%	19.9		%
Gross profit percentage from retail sales, prior to impairment charge	28.1		%	29.1		%
Impairment charge	(0.1		)	—
Gross profit percentage from retail sales	28.0		%	29.1		%
Total gross profit percentage	22.7		%	24.3		%

(A) Retail sales include DIY and commercial sales. Service center revenue includes revenue from labor and installed parts and tires.