PEP BOYS MANNY MOE & JACK
8-K, 1999-01-20
AUTO & HOME SUPPLY STORES
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<PAGE>


                       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 (Date of earliest event reported):
                                January 19, 1999


                        THE PEP BOYS - MANNY, MOE & JACK
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


    Pennsylvania              1-3381                     23-0962915 
  ----------------         -----------               -------------------       
  (State or other          (Commission                 (IRS Employer
  jurisdiction of          File Number)              Identification No.) 
   incorporation)

3111 West Allegheny Avenue
Philadelphia, Pennsylvania                             19132
- ----------------------------------------             ----------  
(Address of principal executive offices)             (Zip Code)


                                 (215) 229-9000
                                 --------------  
              (Registrant's telephone number, including area code)


                                 Not Applicable
                                 --------------  
          (Former name or former address, if changed from last report)


<PAGE>
                                                                  
Item 5.  Other Events.
         -------------
 
         On January 19, 1999, The Pep Boys - Manny, Moe & Jack, a Pennsylvania
corporation (the "Company"), announced that it has obtained commitments for up
to $67 million aggregate principal amount of its Senior Notes to finance the
Company's self tender offer, which is scheduled expire, unless extended, at
12:00 Midnight, New York City time, on Monday, January 25, 1999.

         Reference is made to the press release of the Company, dated January
19, 1999, attached as Exhibit 99.1 hereto and incorporated herein by reference.


Item 7.  Financial Statements and Exhibits.
         ----------------------------------
 
         (c)      Exhibits.

         99.1     Press Release issued January 19, 1999.



<PAGE>


                                   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/ Michael J. Holden 
                               --------------------------------------
                               Michael J. Holden
                               Executive Vice President
                               and Chief Financial Officer


Date:  January 19, 1999


<PAGE>


                                  EXHIBIT INDEX

Exhibit
Number            Description
- ------            -----------


99.1              Press Release issued January 19, 1999.





<PAGE>

                                                                   Exhibit 99.1

[PEP BOYS LOGO]
- --------------------------------------------------------------------------------
Press Release                                     New York Stock Exchange "PBY"
                                                  For Immediate Release
- --------------------------------------------------------------------------------
                                                               January 19, 1999

        Pep Boys Obtains Financing Commitments For Its Self Tender Offer

The Pep Boys - Manny, Moe & Jack (NYSE: "PBY") Pursuant to the requirements of
the Securities and exchange Commission, announced today the receipt of
$67,000,000 in commitments for the financing of its "Dutch Auction" issuer
tender offer to purchase for cash up to 10,000,000 shares of its common stock at
a purchase price not greater than $16.00 nor less than $13.50 per share. The
Company will fund the purchase with the proceeds of a private placement of two
tranches of its Senior Notes and, to the extent necessary, with cash on hand.
The private placement, which may be increased to up to $77,000,000 aggregate
principal amount of Senior Notes, is expected to close promptly after the
expiration of the tender offer.

Pursuant to the requirements of the Securities and Exchange Commission, the
Company has extended the tender offer by one business day. The tender offer will
expire, unless further extended, at 12:00 Midnight, New York City time, on
Monday, January 25, 1999.

The Senior Notes will be issued at par and will pay interest semi-annually. The
first tranche, for up to $45,000,000, will mature in 2011 and will bear interest
at 7.95% per annum. The second tranche, for up to $22,000,000 (and which may be
increased to $32,000,000), will mature in 2009 and will bear interest at
approximately 7.80%, subject to prevailing interest rates on the expiration date
of the tender offer. In addition, the interest rates on the Senior Notes are
subject to a 0.50% increase for such time as the credit rating of the Company's
long-term unsecured debt securities decreases below its current level. The
Senior Notes will not be registered under the Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent registration
or an applicable exemption from registration requirements.

- --------------------------------------------------------------------------------
Contact: Nancy R. Kyle, Director of Investor Relations        [Pep Boys logo
3111 West Allegheny Avenue, Philadelphia, PA 19132             with caricatures]
Phone: 215-430-9720   Fax: 215-223-5267
E-mail address: [email protected]
Internet: http://www.pepboys.com



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