Unassociated Document

-----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, IqT/8O9GLu3xxfr8+lekixApR8RMSZrO7Ayzfw91S4+S06TlSZnxu/Jqo1mxoCag /iFLQvx3eErMa9/TCsVVzQ== 0001140361-06-012964.txt : 20060905 0001140361-06-012964.hdr.sgml : 20060904 20060905175906 ACCESSION NUMBER: 0001140361-06-012964 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060831 FILED AS OF DATE: 20060905 DATE AS OF CHANGE: 20060905 ISSUER: 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 BUSINESS ADDRESS: STREET 1: 3111 W ALLEGHENY AVE CITY: PHILADELPHIA STATE: PA ZIP: 19132 BUSINESS PHONE: 2152299000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Admiral Advisors, LLC CENTRAL INDEX KEY: 0001329989 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03381 FILM NUMBER: 061074992 BUSINESS ADDRESS: STREET 1: 666 THIRD AVENUE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-201-4841 MAIL ADDRESS: STREET 1: 666 THIRD AVENUE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAMIUS ADVISORS LLC CENTRAL INDEX KEY: 0001275893 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03381 FILM NUMBER: 061074993 BUSINESS ADDRESS: STREET 1: 666 THIRD AVENUE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2129457909 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAMIUS FUND III LTD CENTRAL INDEX KEY: 0001364517 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03381 FILM NUMBER: 061074994 BUSINESS ADDRESS: STREET 1: 1 REGATTA OFFICE PARK STREET 2: WEST BAY RD CITY: GRAND CAY CAY ISK BWI STATE: E9 ZIP: 00000 BUSINESS PHONE: 212-845-7900 MAIL ADDRESS: STREET 1: 1 REGATTA OFFICE PARK STREET 2: WEST BAY RD CITY: GRAND CAY CAY ISK BWI STATE: E9 ZIP: 00000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RCG HALIFAX FUND LTD CENTRAL INDEX KEY: 0001275884 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03381 FILM NUMBER: 061074996 BUSINESS ADDRESS: STREET 1: 666 THIRD AVENUE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2129457909 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RCG Ambrose Master Fund, Ltd. CENTRAL INDEX KEY: 0001361308 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03381 FILM NUMBER: 061074997 BUSINESS ADDRESS: STREET 1: C/O RAMIUS CAPITAL GROUP STREET 2: 666 THIRD AVENUE-26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-845-7900 MAIL ADDRESS: STREET 1: C/O RAMIUS CAPITAL GROUP STREET 2: 666 THIRD AVENUE-26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Parche, LLC CENTRAL INDEX KEY: 0001329983 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03381 FILM NUMBER: 061074999 BUSINESS ADDRESS: STREET 1: 666 THIRD AVENUE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-201-4841 MAIL ADDRESS: STREET 1: 666 THIRD AVENUE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAMIUS MASTER FUND LTD CENTRAL INDEX KEY: 0001275886 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03381 FILM NUMBER: 061074995 BUSINESS ADDRESS: STREET 1: 666 THIRD AVENUE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2129457909 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAMIUS CAPITAL GROUP LLC CENTRAL INDEX KEY: 0001050154 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03381 FILM NUMBER: 061075000 BUSINESS ADDRESS: STREET 1: 666 THIRD AVENUE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2128457900 MAIL ADDRESS: STREET 1: 666 THIRD AVENUE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Starboard Value & Opportunity Master Fund Ltd CENTRAL INDEX KEY: 0001373638 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03381 FILM NUMBER: 061074998 BUSINESS ADDRESS: STREET 1: C/O RAMIUS CAPITAL GROUP, LLC STREET 2: 666 THIRD AVENUE 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (212) 201-4823 MAIL ADDRESS: STREET 1: C/O RAMIUS CAPITAL GROUP, LLC STREET 2: 666 THIRD AVENUE 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 4 1 doc1.xml FORM 4 X0202 4 2006-08-31 0 0000077449 PEP BOYS MANNY MOE & JACK PBY 0001050154 RAMIUS CAPITAL GROUP LLC 666 THIRD AVE 26TH FLOOR NEW YORK NY 10017 0 0 0 1 See Remarks 0001329983 Parche, LLC 666 THIRD AVENUE 26TH FLOOR NEW YORK NY 10017 0 0 0 1 See Remarks 0001373638 Starboard Value & Opportunity Master Fund Ltd C/O CITCO FUND SERVICES LTD. WEST BAY ROAD GRAND CAYMAN E9 CAYMAN ISLANDS 0 0 0 1 See Remarks 0001361308 RCG Ambrose Master Fund, Ltd. C/O CITCO FUND SERVICES LTD. WEST BAY ROAD GAND CAYMAN E9 CAYMAN ISLANDS 0 0 0 1 See Remarks 0001275884 RCG HALIFAX FUND LTD C/O CITCO FUND SERVICES LTD. WEST BAY ROAD GAND CAYMAN E9 CAYMAN ISLANDS 0 0 0 1 See Remarks 0001275886 RAMIUS MASTER FUND LTD C/O CITCO FUND SERVICES LTD. WEST BAY ROAD GRAND CAYMAN E9 CAYMAN ISLANDS 0 0 0 1 See Remarks 0001364517 RAMIUS FUND III LTD C/O CITCO FUND SERVICES LTD. WEST BAY ROAD GRAND CAYMAN E9 CAYMAN ISLANDS 0 0 0 1 See Remarks 0001275893 RAMIUS ADVISORS LLC 666 THIRD AVENUE 26TH FLOOR NEW YORK NY 10017 0 0 0 1 See Remarks 0001329989 Admiral Advisors, LLC 666 THIRD AVENUE 26TH FLOOR NEW YORK NY 10017 0 0 0 1 See Remarks Common Stock 2006-08-31 4 P 0 37334 12.75 A 415297 I By Parche, LLC Common Stock 2006-08-31 4 P 0 196000 12.75 A 1238021 I By Starboard Value and Opportunity Master Fund Ltd. Common Stock 101312 I By RCG Ambrose Master Fund, Ltd. Common Stock 107471 I By RCG Halifax Fund, Ltd. Common Stock 404276 I By Ramius Master Fund, Ltd. Common Stock 23285 I By Ramius Master Fund III, Ltd. Includes shares owned directly by Parche, LLC, Starboard Value and Opportunity Master Fund Ltd., RCG Ambrose Master Fund, Ltd., RCG Halifax Fund, Ltd., Ramius Master Fund, Ltd. and Ramius Master Fund III, Ltd. As the managing member of Parche, LLC and the investment manager of Starboard Value and Opportunity Master Fund Ltd., Admiral Advisors, LLC may be deemed to beneficially own the shares of Common Stock owned by Parche, LLC and Starboard Value and Opportunity Master Fund Ltd. As the investment manager of Ramius Master Fund, Ltd. and Ramius Fund III, Ltd, Ramius Advisors, LLC may be deemed to beneficially own the shares of Common Stock owned by Ramius Master Fund, Ltd. and Ramius Fund III, Ltd. (Continuation of Footnote 1) As the sole member of Admiral Advisors, LLC and Ramius Advisors, LLC and the investment manager of RCG Ambrose Master Fund, Ltd. and RCG Halifax Fund, Ltd., Ramius Capital Group, L.L.C. may be deemed to beneficially own the shares of Common Stock owned by Parche, LLC, Starboard Value and Opportunity Master Fund Ltd., RCG Ambrose Master Fund, Ltd., RCG Halifax Fund, Ltd., Ramius Master Fund, Ltd. and Ramius Fund III, Ltd. As the managing member of Ramius Capital Group, L.L.C., C4S & Co., L.L.C. may be deemed to beneficially own the shares of Common Stock owned by Parche, LLC, Starboard Value and Opportunity Master Fund Ltd., RCG Ambrose Master Fund, Ltd., RCG Halifax Fund, Ltd., Ramius Master Fund, Ltd. and Ramius Fund III, Ltd. (Continuation of Footnote 2) As the managing members of C4S & Co., L.L.C., each of Peter A. Cohen, Morgan B. Stark, Jeffrey M. Solomon and Thomas W. Strauss may be deemed to beneficially own the shares of Common Stock owned by Parche, LLC, Starboard Value and Opportunity Master Fund Ltd., RCG Ambrose Master Fund, Ltd., RCG Halifax Fund, Ltd., Ramius Master Fund, Ltd. and Ramius Fund III, Ltd. Messrs. Cohen, Stark, Solomon and Strauss disclaim beneficial ownership of such shares. Except for Messrs. Cohen, Stark, Solomon and Strauss who have disclaimed beneficial ownership above, each Reporting Person disclaims beneficial ownership of these securities except to the extent of its pecuniary interest, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. Each Reporting Person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding Common Stock. There are more than 10 Reporting Persons in this Section 13(d) group and the Securities and Exchange Commission?s (?SEC?) electronic filing system only accepts a maximum of ten joint filers per report. To enable all of the Reporting Persons to gain access to the SEC?s electronic filing system, this report is the first of two being filed by the Reporting Persons relating to the same transactions. Also see Exhibit 24.1, Power of Attorney. PARCHE, LLC, By: Admiral Advisors, LLC, its managing member, By: /s/ Jeffrey M. Solomon, authorized signatory 2006-09-05 STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD., By: /s/ Jeffrey M. Solomon, authorized signatory 2006-09-05 RCG AMBROSE MASTER FUND, LTD., By: Ramius Capital Group, L.L.C., its Investment Manager, By: C4S & Co., L.L.C., its Managing Member, By: /s/ Jeffrey M. Solomon, its managing member 2006-09-05 RCG HALIFAX FUND, LTD., By: Ramius Capital Group, L.L.C., its Investment Manager, By: C4S & Co., L.L.C., its managing member, By: /s/ Jeffrey M. Solomon, its managing member 2006-09-05 RAMIUS MASTER FUND, LTD, By: Ramius Advisors, LLC, its Investment Manager, By: Ramius Capital Group, L.L.C. its sole member, By: /s/ Jeffrey M. Solomon, its managing member 2006-09-05 RAMIUS FUND III, LTD, By: Ramius Advisors, LLC, its Investment Manager, By: Ramius Capital Group, L.L.C. its sole member, By: /s/ Jeffrey M. Solomon, its managing member 2006-09-05 RAMIUS ADVISORS, LLC. By: Ramius Capital Group, L.L.C., its sole member, By: /s/ Jeffrey M. Solomon, authorized signatory 2006-09-05 ADMIRAL ADVISORS, LLC, By: Ramius Capital Group, L.L.C., its sole member, By: /s/ Jeffrey M. Solomon, authorized signatory 2006-09-05 RAMIUS CAPITAL GROUP, L.L.C., By: C4S & Co., L.L.C., its Managing Member, By: /s/ Jeffrey M. Solomon, its managing member 2006-09-05 EX-24.1 2 poa1.htm POWER OF ATTORNEY Unassociated Document

EXHIBIT 24

POWER OF ATTORNEY

The undersigned hereby appoints Peter A. Cohen, Morgan B. Stark, Thomas W. Strauss and Jeffrey M. Solomon, or any of them, his true and lawful attorney-in fact and agent to execute for and on behalf of the undersigned all Forms 3, 4 and 5 required to be filed under Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder as a result of the undersigned's beneficial ownership of, or participation in a group with respect to, securities directly or indirectly beneficially owned by Ramius Capital Group, L.L.C. or any of its affiliates, of The Pep Boys - Manny, Moe and Jack, and granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing which he might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent may lawfully do or cause to be done by virtue hereof. The authority of Peter A. Cohen, Morgan B. Stark, Thomas W. Strauss and Jeffrey M. Solomon, or any of them, under this Power of Attorney shall remain in full force and effect with respect to the undersigned until the undersigned is no longer required to file Forms 3, 4, and 5 unless revoked earlier in writing.

Date: August 31, 2006

/s/ Peter A. Cohen

Peter A. Cohen

/s/ Morgan B. Stark

Morgan B. Stark

/s/ Jeffrey M. Solomon

Jeffrey M. Solomon

/s/ Thomas W. Strauss

Thomas W. Strauss

-----END PRIVACY-ENHANCED MESSAGE-----