Pep Boys 2011 Annual Report Download

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NOTICE OF ANNUAL MEETING & PROXY STATEMENT
2011 ANNUAL REPORT

Table of contents

  • Page 1
    2011 ANNUAL REPORT NOTICE OF ANNUAL MEETING & PROXY STATEMENT

  • Page 2

  • Page 3
    ... customers live and work. They leverage the inventory, delivery operations and marketing of the Supercenters, while improving our market density. We opened 119 new Service & Tire Centers in 2011, and currently operate 171. To support our service business, we launched TreadSmart, our online tire...

  • Page 4

  • Page 5
    ... of the full Board of Directors for a one-year term. An advisory resolution on executive compensation. The ratification of the appointment of our independent registered public accounting firm. A shareholder proposal regarding requiring our executive officers to retain Pep Boys Stock following the...

  • Page 6
    ... OF INDEPENDENT REGISTERED PUBLIC ACCCOUNTING FIRM ...31 (ITEM 4) SHAREHOLDER PROPOSAL REGARDING REQUIRING OUR EXECUTIVE OFFICERS TO RETAIN PEP BOYS STOCK FOLLOWING THE TERMINATION OF THEIR EMPLOYMENT ...32 SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE ...34 COST OF SOLICITATION OF...

  • Page 7
    ... for use at this year's Annual Meeting. The meeting will be held on Wednesday, September 12, 2012, at the Pep Boys' Store Support Center located at 3111 West Allegheny Avenue, Philadelphia, Pennsylvania and will begin promptly at 9:00 a.m. The Company's Proxy Statement and 2011 Annual Report are...

  • Page 8
    ... as you direct. If you sign and return a proxy card prior to the meeting that does not contain instructions, your shares will be voted as recommended by the Board of Directors. Can I change my vote after I return my proxy card? Yes. You may revoke your proxy at any time prior to its exercise at the...

  • Page 9
    ... slate of directors. FOR the advisory resolution on executive compensation. FOR the ratification of the appointment of our independent registered public accounting firm. AGAINST the shareholder proposal regarding requiring our executive officers to retain Pep Boys Stock following the termination...

  • Page 10
    ...5% of the outstanding shares of Pep Boys Stock. Name GAMCO Investors, Inc. One Corporate Center Rye, NY 10580(a) Dimensional Fund Advisors LP Palisades West, Building One 6300 Bee Cave Road Austin, TX 78746(b) BlackRock, Inc. 40 East 52nd Street New York, NY 10022(c) Number of Shares Owned 4,108,533...

  • Page 11
    ...do Pep Boys' directors and executive officers own? The following table shows how many shares our directors and executive officers named in the Summary Compensation Table beneficially owned on July 13, 2012. The business address for each of such individuals is 3111 West Allegheny Avenue, Philadelphia...

  • Page 12
    ... is the Chief Executive Officer of Drucker & Scaccetti PC, a public accounting and business advisory firm, of which she has a been a principal since 1990. During the past five years, Ms. Scaccetti served as a director of Di Giorgio Corporation and Nutrition Management Services Company. Ms. Scaccetti...

  • Page 13
    ...-election. Michael R. Odell Director since July 2008 Mr. Odell, 48, has been our Chief Executive Officer since September 22, 2008, and was designated with the additional title of President in June 2010. He joined Pep Boys in September 2007 as Executive Vice President- Chief Operating Officer, after...

  • Page 14
    ...by the New York Stock Exchange (NYSE), promptly following our 2011 Annual Meeting, our Chief Executive Officer certified to the NYSE that he was not aware of any violation by Pep Boys of NYSE corporate governance listing standards. Diversity. While the Board has not adopted a formal diversity policy...

  • Page 15
    .... Pep Boys has no personal loans extended to its executive officers or directors. Director Attendance at the Annual Meeting. All Board members are strongly encouraged to attend the Annual Meeting of Shareholders. All nominees then standing for election attended the 2011 Annual Meeting. Communicating...

  • Page 16
    ... are the current members of the Audit Committee. The Audit Committee reviews Pep Boys' consolidated financial statements and makes recommendations to the full Board of Directors on matters concerning the audits of Pep Boys' books and records. The Audit Committee met seven times during fiscal 2011...

  • Page 17
    ... Member $12,000 $ 7,500 $ 5,000 $ 5,000 Audit Compensation Nominating and Governance Operating Efficiency (suspended June 6, 2011) Equity Grants. Our 2009 Stock Incentive Plan provides for an annual equity grant having an aggregate value of $55,000 to non-management directors. The Stock Incentive...

  • Page 18
    ... Audit Committee reviews Pep Boys' financial statements and makes recommendations to the full Board of Directors on matters concerning the audits of Pep Boys' books and records. Each committee member is "independent" as defined by the listing standards of the New York Stock Exchange. Ms. Scaccetti...

  • Page 19
    ... billed in fiscal 2011 and 2010 consisted of tax compliance services in connection with tax audits and appeals. The Audit Committee annually engages Pep Boys' independent registered public accounting firm and preapproves, for the following fiscal year, their services related to the annual audit and...

  • Page 20
    ... retirement plans (neither the Account Plan nor Savings Plan). As a result our named executive officers total compensation in fiscal 2011 was, on average, 40% less than in fiscal 2010. Also, 60% of the long-term incentive awards made under our Stock Incentive Plan in fiscal 2011 require the Company...

  • Page 21
    ... are competitive with our customized peer group (discussed below) as to base salary, annual incentives and long-term incentives, and which are reflective of current and/or expected future company performance levels; Support Pep Boys' long-range business strategy; Establish a clear linkage between...

  • Page 22
    ... total compensation program, Pep Boys compares itself with a custom peer group comprising key competitors in the automotive service and retail business, as well as comparably-sized companies in the broader hardlines retail industry. The peer group is reviewed annually by the Compensation Committee...

  • Page 23
    ... account the performance assessment, the relative position of the named executive officers current salary within the market range for his position and the budgeted percentage increase for all officers as a group. For fiscal 2011, the Compensation Committee recommended, and the full Board approved...

  • Page 24
    ... through equity grants directly aligns the interests of management with that of its shareholders. The Stock Incentive Plan provides for the grant of stock options, at exercise prices equal to the fair market value (the mean between and the high and low quoted selling prices) of Pep Boys stock on...

  • Page 25
    ... Boys Stock is matched by us on a one-for-one basis with Pep Boys Stock that vests over three years. In order to keep our executive compensation program competitive, we also maintain a Supplemental Executive Retirement Plan, or SERP, known as our Account Plan. The Account Plan provides fixed annual...

  • Page 26
    ... sell Pep Boys Stock, (ii) all net after-tax shares acquired upon the exercise of stock options or the vesting of RSUs must be retained and (iii) any short-term incentive award in excess of the "cash cap" level will be awarded in the form of RSUs. All of our named executive officers are currently in...

  • Page 27
    ...Analysis with management. Based upon our review and discussion with management, we have recommended to the Board of Directors that the Compensation Discussion and Analysis be included in this Proxy Statement and in Pep Boys' Annual Report on Form 10-K for the fiscal year ended January 28, 2012 filed...

  • Page 28
    ..., long-term equity incentives, retirement plan contributions and heath and welfare benefits. Fiscal Name and Principal Position Year Michael R. Odell CEO(e) 2011 2010 2009 2011 2010 2009 2011 2010 2009 2011 2010 2009 2011 2010 2009 Salary ($) 817,693 800,000 800,000 521,731 500,000 500,000 345,769...

  • Page 29
    ... Executive Officer on June 17, 2010. (f) Mr. Shull joined Pep Boys on September 2, 2008 as Senior Vice President - Stores and was promoted to Executive Vice President - Stores on June 17, 2010. (g) Mr. Webb joined Pep Boys on September 10, 2007 as Senior Vice President - Merchandising & Marketing...

  • Page 30
    ...annual equity grants made at the beginning of fiscal 2011 in respect of fiscal 2010 service. Estimated Potential Payouts Under Non-Equity Incentive Plan Awards(a) All Other Option Awards: Number of Securities Underlying Options (#) -81,331 --18,484 --12,939 --16,636 --8,503 -- Name Michael R. Odell...

  • Page 31
    Outstanding Equity Awards at Fiscal Year-End Table The following table shows information regarding unexercised stock options and unvested RSUs held by the named executive officers as of January 28, 2012. Option Awards Stock Awards Market Value of Shares or Units of Stock That Number of Have Not ...

  • Page 32
    ... --- Number of Shares or Units of Stock That Have Not Vested 6,673(e) 5,529(f) Market Value of Shares or Units of Stock That Have Not Yet Vested ($) (a) --------80,610 66,790 (a) (b) (c) (d) (e) Based upon the closing price of a share of Pep Boys Stock on January 27, 2012 ($12.08). Such options...

  • Page 33
    ...Name Michael R. Odell Raymond L. Arthur William E. Shull III Scott A. Webb Joseph A. Cirelli (a) Based upon the closing price of a share of Pep Boys Stock on the vesting date(s). Pension Plans Qualified Defined Benefit Pension Plan. We have a qualified defined benefit pension plan for all employees...

  • Page 34
    ... liquidation or dissolution of Pep Boys; or • such other events as the Board may designate. Non-Competition Agreements. In exchange for a severance payment equal to one year's base salary upon the termination of their employment without cause, each of our named executive officers has agreed to...

  • Page 35
    ... following table shows information regarding the payments and benefits that each named executive officer would have received under his Non-Competition Agreement assuming that he was terminated without cause as of January 28, 2012. Name Michael R. Odell Raymond L. Arthur William E. Shull III Scott...

  • Page 36
    ...of our Annual Incentive Bonus Program and long-term incentive awards, as well as the terms of our employment agreements with the named executive officers, are all designed to enable Pep Boys to attract and maintain top talent while, at the same time, creating a close relationship between performance...

  • Page 37
    ... statements of Pep Boys and its subsidiaries for fiscal 2012. Deloitte & Touche LLP served as our independent registered public accounting firm for fiscal 2011. A representative of Deloitte & Touche LLP is expected to be present at the meeting and will have the opportunity to make a statement if...

  • Page 38
    ... a policy requiring that senior executives retain a significant percentage of stock acquired through equity pay programs until one-year following the termination of their employment and to report to shareholders regarding this policy before our next annual shareholder meeting. Shareholders recommend...

  • Page 39
    ... of requiring the Company's executive officers to retain Pep Boys Stock following the termination of employment is necessary to secure their focus on the Company's long-term stock price performance. In fact, the Board believes that such a policy would be viewed by our executive officers as punitive...

  • Page 40
    ... changes in ownership of Pep Boys Stock. Based solely upon a review of copies of such reports, we believe that during fiscal 2011, our directors, executive officers and 10% Holders complied with all applicable Section 16(a) filing requirements. On June 12, 2012, Ms. Scaccetti filed an untimely Form...

  • Page 41
    ...COPY OF OUR ANNUAL REPORT ON FORM 10-K (INCLUDING THE FINANCIAL STATEMENTS AND THE SCHEDULES THERETO) AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION FOR OUR MOST RECENT FISCAL YEAR. SUCH WRITTEN REQUEST SHOULD BE DIRECTED TO: Pep Boys 3111 West Allegheny Avenue Philadelphia, PA 19132 Attention...

  • Page 42
    (This page has been left blank intentionally.)

  • Page 43
    ... period from to Commission file number 1-3381 The Pep Boys-Manny, Moe & Jack (Exact name of registrant as specified in its charter) Pennsylvania (State or other jurisdiction of incorporation or organization) 3111 West Allegheny Avenue, Philadelphia, PA (Address of principal executive office...

  • Page 44
    ... ...Directors, Executive Officers and Corporate Governance ...Executive Compensation ...Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters ...Certain Relationships and Related Transactions and Director Independence ...Principal Accounting Fees and Services...

  • Page 45
    ... 2011, we opened 119 Service & Tire Centers, including 99 Service & Tire Centers acquired in three separate transactions, opened 1 new Supercenter, converted one Pep Express (retail only) store and one Service & Tire Center into Supercenters, and closed two Service & Tire Centers and one Supercenter...

  • Page 46
    ... merchandise sales ...Service labor ...Total revenues ... 61.0% 18.6 79.6 20.4 100.0% 63.5% 16.9 80.4 19.6 100.0% 63.9% 16.4 80.3 19.7 100.0% As of January 28, 2012, the Company operated 562 Supercenters, 169 Service & Tire Centers and 7 Pep Express stores located in 35 states and Puerto Rico...

  • Page 47
    ... stores opened and closed by the Company during each of the last three fiscal years: NUMBER OF STORES AT END OF FISCAL YEARS 2008 THROUGH 2011 2011 Year End 2010 Year End 2009 Year End 2008 Year End State Opened Closed Opened Closed Opened Closed Alabama ...Arizona ...Arkansas ...California...

  • Page 48
    ... repeat business by providing these customers with discounted towing, free services and rewards points for purchases. We have developed a tailored marketing plan for each of our markets to maximize our reach and efficiencies. These marketing programs include TV and radio promotions scheduled around...

  • Page 49
    ... Tire Centers and opened 21 new stores in 2011-20 Service & Tire Centers and one Supercenter. Our plans call for 75 new Service & Tire and 10 Supercenter locations in 2012. The typical Service & Tire Center is full service with approximately six service bays and $1.0 million in expected annual sales...

  • Page 50
    ... of inventory at a typical Supercenter includes an average of approximately 27,000 items, while Service & Tire Centers average approximately 2,000 items. The Company's product lines include: tires (not stocked at Pep Express stores); batteries; new and remanufactured parts for domestic and import...

  • Page 51
    ...mail addresses with us. These coupons cover special discounts on services and products at Pep Boys. STORE OPERATIONS AND MANAGEMENT Most Pep Boys stores are open seven days a week. Each Supercenter has a Retail Manager and Service Manager (Service & Tire Centers only have a Service Manager while Pep...

  • Page 52
    ... of batteries, tires and used lubricants, the sale of small engine merchandise and the ownership and operation of real property. EMPLOYEES At January 28, 2012, the Company employed 19,123 persons as follows: Description Full-time % Part-time % Total % Retail ...Service center . . Store total...

  • Page 53
    ... references to our website herein are intended as inactive textual references only. Copies of our SEC reports are also available free of charge. Please call our investor relations department at 215-430-9459 or write Pep Boys, Investor Relations, 3111 West Allegheny Avenue, Philadelphia, PA 19132 to...

  • Page 54
    ...-Stores since June 2010 Executive Vice President-Merchandising & Marketing since June 2010 Senior Vice President-Business Development since November 2007 Senior Vice President-Human Resources since July 2007 Senior Vice President-General Counsel & Secretary since March 2009 Michael R. Odell...

  • Page 55
    ... as the Senior Vice President of Human Resources Shared Services for TBC Corporation, then the parent company of Big O Tires, Tire Kingdom and National Tire & Battery. Mr. Fee has over 20 years experience in operations and human resources in the tire and automotive service and repair business. Brian...

  • Page 56
    ... the cost of products we purchase or may lead to vendors refusing to sell products to us at all. A disruption of our vendor relationships or a disruption in our vendors' operations could have a material adverse effect on our business and results of operations. We depend on our senior management team...

  • Page 57
    ...'' customers, such as generators, power tools and canopies. Commercial • mass merchandisers, wholesalers and jobbers (some of which are associated with national parts distributors or associations). Service Do-It-For-Me • regional and local full service automotive repair shops; • automobile...

  • Page 58
    ... economy-as during periods of poor economic conditions, customers may defer vehicle maintenance or repair, and during periods of good economic conditions, consumers may opt to purchase new vehicles rather than service the vehicles they currently own and replace worn or damaged parts; • gas prices...

  • Page 59
    ... foot corporate headquarters in Philadelphia, Pennsylvania and a 60,000 square foot office building in Los Angeles, California. The Company also owns the following administrative regional offices-approximately 4,000 square feet of space in each of Melrose Park, Illinois and Bayamon, Puerto Rico. The...

  • Page 60
    ...PURCHASES OF EQUITY SECURITIES The common stock of The Pep Boys-Manny, Moe & Jack is listed on the New York Stock Exchange under the symbol ''PBY.'' There were 4,399 registered shareholders as of March 30, 2012. The following table sets forth for the periods listed, the high and low sale prices and...

  • Page 61
    ... the Company's shares authorized for issuance under its equity compensation plans at January 28, 2012: Number of securities to be issued upon exercise of outstanding options, warrants and rights (a) Weighted average exercise price of outstanding options, warrants and rights (b) Number of securities...

  • Page 62
    ...Tractor Supply Co.; West Marine, Inc. Comparison of Cumulative Five Year Total Return $250 $200 $150 $100 $50 $0 Jan-07 Pep Boys Company/Index Jan-08 Jan-09 Jan-10 Peer Group Jan. 2008 Jan-11 Jan-12 S&P SmallCap 600 Index Jan. 2007 S&P 600 Automotive Retail Index Jan. 2009 Jan. 2010 Jan. 2011...

  • Page 63
    ...Fiscal Year Ended Jan. 28, 2012 Jan. 29, Jan. 30, Jan. 31, Feb. 2, 2011 2010 2009 2008 (dollar amounts are in thousands, except per share data) STATEMENT OF OPERATIONS DATA Merchandise sales ...Service revenue ...Total revenues ...Gross profit from merchandise sales(8) . . Gross profit from service...

  • Page 64
    ... charge for deferred financing costs. Gross profit from merchandise sales includes the cost of products sold, buying, warehousing and store occupancy costs. Gross profit from service revenue includes the cost of installed products sold, buying, warehousing, service payroll and related employee...

  • Page 65
    ... 28, 2012, we operated 562 Supercenters and 169 Service & Tire Centers, as well as seven legacy Pep Express stores throughout 35 states and Puerto Rico. EXECUTIVE SUMMARY Net earnings for fiscal 2011 were $28.9 million, a $7.7 million decrease from the $36.6 million reported for fiscal 2010. The...

  • Page 66
    ... day. We continue to develop innovative ways to make it more convenient for customers to do business with us and in the third quarter of 2011 we launched TreadSmart, which gives customers the ability to research, purchase and schedule the installation of tires online at a local Pep Boys location...

  • Page 67
    ... materials. Costs of merchandise sales include the cost of products sold, buying, warehousing and store occupancy costs. Costs of service revenue include service center payroll and related employee benefits and service center occupancy costs. Occupancy costs include utilities, rents, real estate and...

  • Page 68
    ... basis points. The Big 10 locations were dilutive to total gross profit margin primarily due to mix of sales being more highly concentrated in tires which have lower product margins combined with higher rent and payroll costs as a percent of total sales. The organic new stores opened by the Company...

  • Page 69
    ... is limited to labor sales (excludes any revenue from installed parts and materials) and costs of service revenue includes the fully loaded service center payroll, and related employee benefits, and service center occupancy costs. Gross profit from service revenue for fiscal 2011 and 2010 included...

  • Page 70
    ... fiscal 2009 in all lines of business due to our traffic-driving promotional events and rewards program and our improved customer experience resulting from better store execution. Our core automotive parts and tires categories, which make up approximately 79% of our merchandise sales, experienced...

  • Page 71
    ... charge related to previously closed stores. Excluding these items from both years, gross profit margin from service revenue decreased to 8.9% for fiscal 2010 from 10.1% in the prior year. The decrease in gross profit from service revenue was due to the opening of new Service & Tire Centers...

  • Page 72
    ...related employee benefits and service center occupancy costs. Occupancy costs include utilities, rents, real estate and property taxes, repairs and maintenance and depreciation and amortization expenses. Gross profit from retail sales includes the cost of products sold, buying, warehousing and store...

  • Page 73
    ... $74.7 million and $70.3 million in fiscal 2011 and 2010, respectively. Capital expenditures for fiscal 2011 included the addition of 20 new Service & Tire Centers, one new Supercenter, the conversion of one Service & Tire Center and one Pep Express store to Supercenters, and the conversion of 19...

  • Page 74
    ...recorded asset retirement obligation costs, income tax liabilities and pension obligation because we cannot make a reliable estimate of the timing of the related cash payments. Total From 1 to 3 From 3 to 5 Within 1 year years years (dollar amounts in thousands) After 5 years Commercial Commitments...

  • Page 75
    ... to July 2016. The related refinancing fees of $2.4 million are being amortized over the new five year life. Our ability to borrow under the Agreement is based on a specific borrowing base consisting of inventory and accounts receivable. The interest rate on this credit line is daily LIBOR plus...

  • Page 76
    ... recorded a charge of $6.0 million. The SERP currently consists of only the defined contribution plan which we refer to as our ''Account Plan.'' The Company has a qualified 401(k) savings plan and a separate savings plan for employees residing in Puerto Rico, which cover all full-time employees who...

  • Page 77
    ...our actuaries, including their review of asset class return expectations. The discount rate utilized for the Plan is based on a model bond portfolio with durations that match the expected benefit payment pattern. We continue to evaluate our actuarial assumptions and make adjustments as necessary for...

  • Page 78
    ... time of evaluation. Future events could cause management's conclusion on impairment to change, requiring an adjustment of these assets to their then current fair market value. • We have a share-based compensation plan, which includes stock options and restricted stock units, or RSUs. We account...

  • Page 79
    ... conforming amendments to the guidance on employers' disclosures about postretirement benefit plan assets. ASU 2010-06 was effective for interim and annual reporting periods beginning after December 15, 2009 except for the disclosures about purchases, sales, issuances or settlements in the roll...

  • Page 80
    ...GAAP and IFRSs'' (''ASU 2011-04''), which is effective for annual reporting periods beginning after December 15, 2011. This guidance amends certain accounting and disclosure requirements related to fair value measurements. The Company does not believe the adoption of ASU 2011-04 will have a material...

  • Page 81
    ... the 7.50% Senior Subordinated Notes due December 15, 2014, was $149.0 million and $147.6 million at January 28, 2012 and January 29, 2011, respectively. The Company determines fair value on its fixed rate debt by using quoted market prices and current interest rates. Interest Rate Swaps The...

  • Page 82
    ... sheets of The Pep Boys-Manny, Moe & Jack and subsidiaries (the ''Company'') as of January 28, 2012 and January 29, 2011, and the related consolidated statements of operations, stockholders' equity, and cash flows for each of the three fiscal years in the period ended January 28, 2012. Our audits...

  • Page 83
    ... BALANCE SHEETS The Pep Boys-Manny, Moe & Jack and Subsidiaries (dollar amounts in thousands, except share data) January 28, 2012 January 29, 2011 ASSETS Current assets: Cash and cash equivalents ...Accounts receivable, less allowance for $1,551 ...Merchandise inventories ...Prepaid expenses...

  • Page 84
    ... The Pep Boys-Manny, Moe & Jack and Subsidiaries (dollar amounts in thousands, except per share data) January 28, 2012 January 29, 2011 January 30, 2010 Year ended Merchandise sales ...Service revenue ...Total revenues ...Costs of merchandise sales ...Costs of service revenue ...Total costs of...

  • Page 85
    ...Pep Boys-Manny, Moe & Jack and Subsidiaries (dollar amounts in thousands, except share data) Accumulated Other Comprehensive Loss (18,075) Common Stock Shares Balance, January 31, 2009 ...68,557,041 Comprehensive income: Net earnings ...Changes in net unrecognized other postretirement benefit costs...

  • Page 86
    ...: Borrowings under line of credit agreements . . Payments under line of credit agreements ...Borrowings on trade payable program liability Payments on trade payable program liability . Payments for finance issuance cost ...Debt payments ...Dividends paid ...Other ... Net cash provided by (used in...

  • Page 87
    .... These Service & Tire Centers are designed to capture market share and leverage the existing Supercenter and support infrastructure. The Company currently operates stores in 35 states and Puerto Rico. FISCAL YEAR END The Company's fiscal year ends on the Saturday nearest to January 31. Fiscal 2011...

  • Page 88
    THE PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 1-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) MERCHANDISE INVENTORIES Merchandise inventories are valued at the ...

  • Page 89
    THE PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 1-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) the fair value of a reporting unit with its carrying amount. If ...

  • Page 90
    THE PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 1-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) The Company recognizes taxes payable for the current year, as well...

  • Page 91
    ...31, 2009 NOTE 1-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) COSTS OF REVENUES Costs of merchandise sales include the cost of products sold, buying, warehousing and store occupancy costs. Costs of service revenue include service center payroll and related employee benefits, service center...

  • Page 92
    ... gains or losses on disposal. ACCOUNTING FOR STOCK-BASED COMPENSATION At January 28, 2012, the Company has two stock-based employee compensation plans, which are described in Note 14, ''Equity Compensation Plans.'' Compensation costs relating to share-based payment transactions are recognized in the...

  • Page 93
    ...DIFM lines of business. The Company aggregates all of its operating segments and has one reportable segment. Sales by major product categories are as follows: January 28, 2012 Year ended January 29, 2011 January 30, 2010 (dollar amounts in thousands) Parts and accessories ...Tires ...Service labor...

  • Page 94
    THE PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 1-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) about purchases, sales, issuances or settlements in the roll ...

  • Page 95
    ... assets related to seven service and tire centers located in the Houston, Texas area and all outstanding shares of capital stock of Tire Stores Group Holding Corporation which operated an 85-store chain in Florida, Georgia and Alabama under the name Big 10. Collectively, the acquired stores produced...

  • Page 96
    THE PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 2-ACQUISITIONS (Continued) establishment of a valuation allowance related to the deferred tax assets acquired which is ...

  • Page 97
    ...PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 3-OTHER CURRENT ASSETS The following are the components of other current assets: (dollar amounts in thousands) January 28, 2012...

  • Page 98
    ... to July 2016. The related refinancing fees of $2.4 million are being amortized over the new five year life. The Company's ability to borrow under the Agreement is based on a specific borrowing base consisting of inventory and accounts receivable. The interest rate on this credit line is daily LIBOR...

  • Page 99
    ..., 2011, respectively. The surety bonds guarantee certain payments (for example utilities, easement repairs, licensing requirements and customs fees). The annual maturities of all long-term debt for the next five fiscal years are: (dollar amounts in thousands) Fiscal Year Long-Term Debt 2012 Senior...

  • Page 100
    THE PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 6-LEASE AND OTHER COMMITMENTS (Continued) The aggregate minimum rental payments for all leases having initial terms of more...

  • Page 101
    THE PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 8-INCOME TAXES The components of income before income taxes are as follows: January 28, 2012 Year Ended January 29, 2011 ...

  • Page 102
    ...) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 8-INCOME TAXES (Continued) Items that gave rise to the deferred tax accounts are as follows: (dollar amounts in thousands) January 28, 2012 January 29, 2011 Deferred tax assets: Employee compensation ...Store closing...

  • Page 103
    ... FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 8-INCOME TAXES (Continued) $7.3 million of alternative minimum tax credits, $3.4 million of work opportunity credits and $6.4 million of state and Puerto Rico tax credits of which $3.3 million...

  • Page 104
    ... During fiscal 2011, the Company recorded a $1.6 million impairment charge related to 12 stores classified as held and used. Of the $1.6 million impairment charge, $0.6 million was charged to merchandise cost of sales, and $1.0 million was charged to service cost of sales. In fiscal 2010, the 60

  • Page 105
    ... fiscal 2010, the Company recorded a $0.2 million impairment charge related to a store classified as held for disposal. The Company lowered its selling price reflecting declines in the commercial real estate market. Substantially all of this impairment was charged to merchandise cost of sales. 61

  • Page 106
    ... equipment. During fiscal 2009 in response to a continuing weak real estate market, the Company reduced its prices for certain properties and recorded a $3.1 million impairment charge, of which $2.2 million was charged to merchandise cost of sales, $0.7 million was charged to service cost of sales...

  • Page 107
    ... for the Account Plan was $0.3 million, $1.2 million and $0.8 million for fiscal 2011, 2010 and 2009, respectively. The Company has a qualified 401(k) savings plan and a separate savings plan for employees residing in Puerto Rico, which cover all full-time employees who are at least 21 years of age...

  • Page 108
    ... PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 13-BENEFIT PLANS (Continued) Pension expense follows: January 28, 2012 Year Ended January 29, 2011 January 30, 2010 (dollar...

  • Page 109
    ..., January 30, 2010 and January 31, 2009 NOTE 13-BENEFIT PLANS (Continued) The following table sets forth the reconciliation of the benefit obligation, fair value of plan assets and funded status of the Company's defined benefit plans: Year ended January 28, January 29, 2012 2011 (dollar amounts in...

  • Page 110
    ... to periodic investment strategy changes, market value fluctuations, the length of time it takes to fully implement investment allocation positions (such as private equity and real estate), and the timing of benefit payments and contributions. Short term investments and exchange-traded derivatives...

  • Page 111
    ... PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 13-BENEFIT PLANS (Continued) The tables below provide the fair values of the Company's pension plan assets at January 28, 2012...

  • Page 112
    ...29, 2011, January 30, 2010 and January 31, 2009 NOTE 13-BENEFIT PLANS (Continued) Domestic equities, non-US equities, and both long duration fixed income securities consist of collective trust (''CT'') funds. CT funds are comprised of shares or units in commingled funds that are not publicly traded...

  • Page 113
    ...and restricted stock units (''RSUs'') to key employees and members of its Board of Directors. On June 24, 2009, the stockholders renamed the 1999 Plan to the 2009 Plan, extended its terms to December 31, 2014 and increased the number of shares issuable thereunder by 1,500,000. As of January 28, 2012...

  • Page 114
    THE PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 14-EQUITY COMPENSATION PLANS (Continued) The following table summarizes information about options during the last three ...

  • Page 115
    ... Black-Scholes option-pricing model and, in certain situations where the grant includes both a market and a service condition, the Monte Carlo simulation model is used. The following are the weighted-average assumptions: January 28, 2012 Year ended January 29, 2011 January 30, 2010 Dividend yield...

  • Page 116
    THE PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 14-EQUITY COMPENSATION PLANS (Continued) During fiscal 2011, the Company began an employee stock purchase plan which ...

  • Page 117
    THE PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 16-FAIR VALUE MEASUREMENTS (Continued) value. As a result, the Company has determined that its cash equivalents in their ...

  • Page 118
    ... real estate market, the Company reduced its prices for certain properties held for disposal and recorded impairment charges of $0.2 million and $3.1 million in fiscal 2010 and 2009, respectively. The fair values were based on selling prices of comparable properties, net of expected disposal costs...

  • Page 119
    ... 29, 2012, the Company entered into an Agreement and Plan of Merger (the ''Merger Agreement'') with Auto Acquisition Company, LLC and Auto Mergersub, Inc., entities formed by affiliates of The Gores Group, LLC. The Merger Agreement was unanimously approved by the Company's Board of Directors on...

  • Page 120
    ... 28, 2012 and January 29, 2011 and the related condensed consolidating statements of operations and condensed consolidating statements of cash flows for fiscal 2011, 2010 and 2009 for (i) the Company (''Pep Boys'') on a parent only basis, with its investment in subsidiaries recorded under the equity...

  • Page 121
    ... FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 20-SUPPLEMENTAL GUARANTOR INFORMATION (Continued) On May 5, 2011, The Pep Boys-Manny, Moe & Jack acquired Tire Store Group Holdings Corporation and its subsidiary Big 10 Tire Stores, LLC. As...

  • Page 122
    ... STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 20-SUPPLEMENTAL GUARANTOR INFORMATION (Continued) CONDENSED CONSOLIDATING BALANCE SHEET (Continued) (dollar amounts in thousands) As of January 29, 2011 Pep Boys Subsidiary Guarantors Subsidiary...

  • Page 123
    ... (dollar amounts in thousands) Year ended January 28, 2012 Pep Boys Subsidiary Guarantors Subsidiary Non-Guarantors Consolidation/ Elimination Consolidated Merchandise sales ...Service revenue ...Other revenue ...Total revenues ...Costs of merchandise sales ...Costs of service revenue ...Costs of...

  • Page 124
    ...) (dollar amounts in thousands) Year ended January 29, 2011 Pep Boys Subsidiary Guarantors Subsidiary Non-Guarantors Consolidation/ Elimination Consolidated Merchandise sales ...Service revenue ...Other revenue ...Total revenues ...Costs of merchandise sales ...Costs of service revenue ...Costs of...

  • Page 125
    ...) (dollar amounts in thousands) Year ended January 30, 2010 Pep Boys Subsidiary Guarantors Subsidiary Non-Guarantors Consolidation/ Elimination Consolidated Merchandise sales ...Service revenue ...Other revenue ...Total revenues ...Costs of merchandise sales ...Costs of service revenue ...Costs of...

  • Page 126
    ... cash used in Investing Activities ...Cash flows from financing activities: Borrowings under line of credit agreements . Payments under line of credit agreements ...Borrowings on trade payable program liability Payments on trade payable program liability . Payments for finance issuance cost ...Debt...

  • Page 127
    THE PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 20-SUPPLEMENTAL GUARANTOR INFORMATION (Continued) CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (Continued) (dollar ...

  • Page 128
    THE PEP BOYS-MANNY, MOE & JACK AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Years ended January 29, 2011, January 30, 2010 and January 31, 2009 NOTE 20-SUPPLEMENTAL GUARANTOR INFORMATION (Continued) CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (Continued) (dollar ...

  • Page 129
    ... by the Company in reports filed under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and is accumulated and communicated to management, including our principal executive and principal financial officers, as appropriate...

  • Page 130
    ... (COSO). Based on this assessment, management determined that the Company's internal control over financial reporting as of January 28, 2012 was effective. Deloitte & Touche LLP, the Company's independent registered public accounting firm, has issued an attestation report, which is included on page...

  • Page 131
    ... REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of The Pep Boys-Manny, Moe & Jack Philadelphia, Pennsylvania We have audited the internal control over financial reporting of The Pep Boys-Manny, Moe & Jack and subsidiaries (the ''Company'') as of January 28, 2012, based...

  • Page 132
    ... is the Chief Executive Officer of Drucker & Scaccetti PC, a public accounting and business advisory firm, of which she has a been a principal since 1990. During the past five years, Ms. Scaccetti served as a director of Di Giorgio Corporation and Nutrition Management Services Company. Ms. Scaccetti...

  • Page 133
    ...-election. Michael R. Odell Director since July 2008 Mr. Odell, 48, has been our Chief Executive Officer since September 22, 2008, and was designated with the additional title of President in June 2010. He joined Pep Boys in September 2007 as Executive Vice President-Chief Operating Officer, after...

  • Page 134
    ...-Stores since June 2010 Executive Vice President-Merchandising & Marketing since June 2010 Senior Vice President-Business Development since November 2007 Senior Vice President-Human Resources since July 2007 Senior Vice President-General Counsel & Secretary since March 2009 Michael R. Odell...

  • Page 135
    ...the ''Investor Relations-Corporate Governance'' section of our website. As required by the New York Stock Exchange (''NYSE''), promptly following our 2011 Annual Meeting, our Chief Executive Officer certified to the NYSE that he was not aware of any violation by Pep Boys of NYSE corporate governance...

  • Page 136
    ... and Practices Risk. In connection with its annual review of Pep Boys' compensation policies and practices, our Compensation Committee of the Board of Directors, together with senior management and the Compensation Committee's independent executive compensation consultant, considered whether any of...

  • Page 137
    ... executive officers or directors. Pep Boys has no personal loans extended to its Director Attendance at the Annual Meeting. All Board members are strongly encouraged to attend the Annual Meeting of Shareholders. All nominees then standing for election attended the 2011 Annual Meeting. Communicating...

  • Page 138
    ... and reviews referred to above, the Audit Committee recommended that the Board of Directors include the audited consolidated financial statements and management's report on internal control over financial reporting in Pep Boys' Annual Report on Form 10-K for the fiscal year ended January 28, 2012...

  • Page 139
    ... retirement plans (neither the Account Plan nor Savings Plan). As a result our named executive officers total compensation in fiscal 2011 was, on average, 40% less than in fiscal 2010. Also, 60% of the long-term incentive awards made under our Stock Incentive Plan in fiscal 2011 require the Company...

  • Page 140
    ... are competitive with our customized peer group (discussed below) as to base salary, annual incentives and long-term incentives, and which are reflective of current and/or expected future company performance levels; • Support Pep Boys' long-range business strategy; • Establish a clear linkage...

  • Page 141
    ... peer group includes: Aarons, Advance Auto Parts, Autozone, Big 5 Sporting Goods, Cabela's, Conn's, Dick's Sporting Goods, hhgregg, Midas, Monro Muffler & Brake, O'Reilly Automotive, PetSmart, RadioShack, Rent-A-Center, Tractor Supply and West Marine. In some cases, Pep Boys analyzes competitive pay...

  • Page 142
    ... account the performance assessment, the relative position of the named executive officers current salary within the market range for his position and the budgeted percentage increase for all officers as a group. For fiscal 2011, the Compensation Committee recommended, and the full Board approved...

  • Page 143
    ... through equity grants directly aligns the interests of management with that of its shareholders. The Stock Incentive Plan provides for the grant of stock options, at exercise prices equal to the fair market value (the mean between and the high and low quoted selling prices) of Pep Boys stock on...

  • Page 144
    ... peer group. In fiscal 2011, on account of the Company's fiscal 2010 financial performance and the relative position of each named executive officer's total compensation to the market median of our peer group, the Compensation Committee recommended, and the full Board approved, the following equity...

  • Page 145
    ... sell Pep Boys Stock, (ii) all net after-tax shares acquired upon the exercise of stock options or the vesting of RSUs must be retained and (iii) any short-term incentive award in excess of the ''cash cap'' level will be awarded in the form of RSUs. All of our named executive officers are currently...

  • Page 146
    ...Option Awards ($)(b) All Other Compensation ($)(d) Total ($) Michael R. Odell ...CEO(e) Raymond L. Arthur ...EVP-CFO William E. Shull III ...EVP-Stores(f) Scott A. Webb ...EVP-Merch. & Marketing(g) Joseph A. Cirelli ...SVP-Corporate Development (a) (b) (c) 2011 2010 2009 2011 2010 2009 2011 2010...

  • Page 147
    ... Executive Officer on June 17, 2010. Mr. Shull joined Pep Boys on September 2, 2008 as Senior Vice President-Stores and was promoted to Executive Vice President-Stores on June 17, 2010. Mr. Webb joined Pep Boys on September 10, 2007 as Senior Vice President-Merchandising & Marketing and was promoted...

  • Page 148
    ... Equity Awards at Fiscal Year-End Table The following table shows information regarding unexercised stock options and unvested RSUs held by the named executive officers as of January 28, 2012. Option Awards Stock Awards Market Value of Number of Shares or Shares or Units of Units of Stock That Stock...

  • Page 149
    ... 39,150 Based upon the closing price of a share of Pep Boys Stock on the vesting date(s). Pension Plans Qualified Defined Benefit Pension Plan. We have a qualified defined benefit pension plan for all employees hired prior to February 2, 1992. Future benefit accruals on behalf of all participants...

  • Page 150
    ... payment made to a named executive officer. A trust agreement has been established to better assure the named executive officers of the satisfaction of Pep Boys' obligations under their employment agreements following a change of control. Upon a change of control, all outstanding but unvested stock...

  • Page 151
    ... options and RSUs at the closing price of a share of PBY Stock on January 27, 2012 ($12.08). Involvement of Certain Legal Proceedings None of our directors or executive officers are currently involved, or have been involved during the last ten years, in a legal proceeding of the type required to...

  • Page 152
    ...Analysis with management. Based upon our review and discussion with management, we have recommended to the Board of Directors that the Compensation Discussion and Analysis be included in this Proxy Statement and in Pep Boys' Annual Report on Form 10-K for the fiscal year ended January 28, 2012 filed...

  • Page 153
    ... New York, NY 10022 Dimensional Fund Advisors LP(5) ...Palisades West, Building One, 6300 Bee Cave Road, Austin, Texas, 78746 The Vanguard Group, Inc.-23-1945930(6) ...100 Vanguard Blvd. Malvern, PA 19355 The Gores Group, LLC(7) ...0877 Wilshire Boulevard, 18th Floor Los Angeles, CA 90024 Directors...

  • Page 154
    ...February 10, 2012 by North Run Advisors, LLC, North Run GP, LP, North Run Capital, LP, Todd B. Hammer and Thomas B. Ellis (the ''North Run Reporting Persons''), which sets forth their beneficial ownership based on the number of shares of Pep Boys common stock outstanding as of November 25, 2011. The...

  • Page 155
    ... billed in fiscal 2011 and 2010 consisted of tax compliance services in connection with tax audits and appeals. The Audit Committee annually engages Pep Boys' independent registered public accounting firm and pre-approves, for the following fiscal year, their services related to the annual audit and...

  • Page 156
    ... Pep Boys-Manny, Moe & Jack are included in Item 8 Report of Independent Registered Public Accounting Firm ...Consolidated Balance Sheets-January 28, 2012 and January 29, 2011 ...Consolidated Statements of Operations-Years ended January 28, 2012, January 29, 2011 and January 30, 2010 ...Consolidated...

  • Page 157
    ... of The Pep Boys Savings Company's Form 10-Q for the quarter Plan-Puerto Rico. ended November 2, 2002. (10.10)(1) The Pep Boys Deferred Compensation Plan, as amended and restated Incorporated by reference from the Company's Form 8-K dated December 23, 2008. (10.11)(1) The Pep Boys Annual Incentive...

  • Page 158
    ... Filed herewith Charges Subsidiaries of the Company Incorporated by reference from the Company's Form 10-Q for the quarter ended April 30, 2011. Filed herewith Filed herewith (23) (31.1) Consent of Independent Registered Public Accounting Firm Certification of Principal Executive Officer Pursuant...

  • Page 159
    ... (1) (2) Filed herewith Management contract or compensatory plan or arrangement. In accordance with Rule 406T of Regulation S-T, the XBRL related information in Exhibit 101 to this Annual Report on Form 10-K shall not be deemed to be ''filed'' for purposes of Section 18 of the Exchange Act, or...

  • Page 160
    ... of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: April 11, 2012 THE PEP BOYS-MANNY, MOE & JACK (REGISTRANT) By: /s/ RAYMOND L. ARTHUR...

  • Page 161
    Signature Capacity Date /s/ JANE SCACCETTI Jane Scaccetti Director April 11, 2012 /s/ JOHN T. SWEETWOOD John T. Sweetwood Director April 11, 2012 /s/ NICK WHITE Nick White Director April 11, 2012 /s/ JAMES A. WILLIAMS James A. Williams Director April 11, 2012 117

  • Page 162
    ... Balance at Charged Charged Beginning of to Costs to Other Period and Expenses Accounts(2) Deductions(2) (in thousands) Column B Column E Description Balance at End of Period SALES RETURNS AND ALLOWANCES: Year ended January 28, 2012 ...Year ended January 29, 2011 ...Year ended January 30, 2010...

  • Page 163
    ..., February 2, 2011 2010 2009 2008 (dollar amounts in thousands, except ratios) Interest ...Interest factor in rental expense ...Capitalized interest ...(a) Fixed charges, as defined ...Earnings (loss) from continuing operations before income taxes cumulative effect of change in accounting principle...

  • Page 164
    ... schedule of The Pep Boys-Manny, Moe & Jack and subsidiaries (the ''Company'') and the effectiveness of the Company's internal control over financial reporting appearing in this Annual Report on Form 10-K of the Company for the fiscal year ended January 28, 2012. DELOITTE & TOUCHE LLP Philadelphia...

  • Page 165
    ... ACT OF 2002 I, Michael R. Odell, certify that: 1. 2. I have reviewed this Annual Report on Form 10-K of The Pep Boys-Manny, Moe & Jack; Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made...

  • Page 166
    ...-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Raymond L. Arthur, certify that: 1. 2. I have reviewed this Annual Report on Form 10-K of The Pep Boys-Manny, Moe & Jack; Based on my knowledge, this report does not contain any...

  • Page 167
    ... with this Annual Report on Form 10-K of The Pep Boys-Manny, Moe & Jack (the ''Company'') for the year ended January 29, 2011, as filed with the Securities and Exchange Commission on the date hereof (the ''Report''), I, Michael R. Odell, Principal Executive Officer of the Company, certify, pursuant...

  • Page 168
    ... with this Annual Report on Form 10-K of The Pep Boys-Manny, Moe & Jack (the ''Company'') for the year ended January 29, 2011, as filed with the Securities and Exchange Commission on the date hereof (the ''Report''), I, Raymond L. Arthur, Executive Vice President and Chief Financial Officer of the...

  • Page 169
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  • Page 170
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  • Page 171
    ... President & CEO, White & Associates Director Emeritus Lester Rosenfeld Annual Shareholder Meeting Wednesday, September 12, 2012 at 9:00 a.m. Pep Boys Store Support Center 3111 W. Allegheny Avenue Philadelphia, PA NYSE Symbol: PBY Investor Relations To obtain copies of our periodic reports and...

  • Page 172
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