The New York Times
Company
2013 Annual Report
To our fellow
ShareholderS,
A sharp focus on the core brand of The New York Times. A commitment to increasing shareholder value.
Investment for growth, with a tight rein on costs. 2013 was a year of accomplishment for The New York
Times Company, fueled by our commitment to operational and journalistic excellence and significant strides
in our plan for long-term growth.
In April, we announced a series of strategic initiatives, aimed at enabling us to grow revenue by leveraging
The New York Times brand and the power and popularity of our exceptional journalism. Included among
them is the next phase in our digital subscription/paid products strategy, international expansion and a
renewed emphasis on both video production and brand extensions. We began to make progress on each of
these fronts in 2013.
We continue to be pleased with the growth of our digital subscription base. At the end of the year, the
number of digital subscribers to The Times totaled approximately 760,000, an increase of 19% over 2012.
These efforts, among others, contributed to a good year for shareholders, with strong share price
performance and the reinstatement of a quarterly dividend. And in 2014 we intend to continue our emphasis
on growing shareholder value.
Of course, all of our efforts have at their core the unparalleled journalism of The New York Times. In 2013,
The Times was awarded four Pulitzer Prizes, the highest honor in journalism. The recipients were:
• David Barstow and Alejandra Xanic von Bertrab for investigative reporting for their reports on
how Wal-Mart used widespread bribery to dominate the market in Mexico, resulting in changes in
company practices;
• John Branch for feature writing for his evocative narrative, Snow Fall, about skiers killed in an
avalanche and the science that explains such disasters, a project enhanced by its deft integration of
multimedia elements;
• David Barboza for international reporting for his striking exposure of how relatives of China’s prime
minister amassed billions in secret wealth through companies with close ties to the government, a
well-documented work published in the face of heavy pressure from Chinese officials; and
• The New York Times staff for explanatory reporting for its penetrating look into business practices by
Apple and other technology companies that illustrates the darker side of a changing global economy
for workers and consumers.
The New York Times Company also had four finalists — two from The Times and two from The Boston
Globe.
In an increasingly fractured and shrinking world, our journalism has never been more important. Through
new technologies and the proliferation of social media, we see that The Times is quoted, referenced, tweeted,
posted and circulated constantly and consistently. That vote of confidence — from users all over the world
— demonstrates the opportunity available to us on a daily basis. No matter the platform, the device, the
application or the medium, The New York Times and its depth and breadth of coverage is sought worldwide.
To that end, in October we completed the rebranding of the International Herald Tribune as the International
New York Times, providing a clear global platform for brand extensions and dissemination of news and
information to readers and users all over the world. In the same quarter we also completed the sale of
our New England Media Group, including The Boston Globe, Worcester Telegram & Gazette and related
properties, and our interest in Metro Boston. Together these actions strengthen our ability to intensify our
focus on the core brand of The New York Times.
2013 annual report
As we move forward, we plan to aggressively manage our legacy business while significantly investing
in our increasingly digital future. We are focused on returning digital advertising to growth and believe
we have the right team in place under the leadership of Meredith Kopit Levien, executive vice president
of advertising. We will continue to emphasize custom advertising, coupled with Paid Posts, our unique
approach to native advertising and branded content.
The Times Company ended 2013 with a robust balance sheet and in a strong strategic position, poised to
thrive under a single, global brand. We could not have made these leaps forward without the hard work of
our colleagues around the world and the support you, our shareholders, continue to demonstrate. Thank
you. As we look to 2014, we will capitalize on this momentum which, we believe, positions us all for even
greater success.
Arthur Sulzberger, Jr.
Chairman
Mark Thompson
President and CEO
february 26, 2014
2013 annual report
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the fiscal year ended December 29, 2013
Commission file number 1-5837
THE NEW YORK TIMES COMPANY
(Exact name of registrant as specified in its charter)
New York
(State or other jurisdiction of
incorporation or organization)
620 Eighth Avenue, New York, N.Y.
(Address of principal executive offices)
13-1102020
(I.R.S. Employer
Identification No.)
10018
(Zip code)
Registrant’s telephone number, including area code: (212) 556-1234
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Class A Common Stock of $.10 par value
Name of each exchange on which registered
New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: Not Applicable
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes
No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Exchange Act. Yes
No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes
No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site,
if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during
the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes
No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained
herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated
filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer
Non-accelerated filer
Accelerated filer
Smaller reporting company
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act). Yes
No
The aggregate worldwide market value of Class A Common Stock held by non-affiliates, based on the closing
price on June 28, 2013, the last business day of the registrant’s most recently completed second quarter, as reported on
the New York Stock Exchange, was approximately $1.5 billion. As of such date, non-affiliates held 67,398 shares of Class
B Common Stock. There is no active market for such stock.
The number of outstanding shares of each class of the registrant’s common stock as of February 21, 2014
(exclusive of treasury shares), was as follows: 149,344,059 shares of Class A Common Stock and 816,841 shares of Class
B Common Stock.
Documents incorporated by reference
Portions of the Proxy Statement relating to the registrant’s 2014 Annual Meeting of Stockholders, to be held on
April 30, 2014, are incorporated by reference into Part III of this report.
Table of Contents
INDEX TO THE NEW YORK TIMES COMPANY 2013 ANNUAL REPORT ON FORM 10-K
ITEM NO.
PART I
Forward-Looking Statements
Business
1
Overview
Circulation and Audience
Advertising
Print Production and Distribution
Other Businesses
Forest Products Investments
Raw Materials
Competition
Employees and Labor Relations
1A Risk Factors
1B Unresolved Staff Comments
2
3
Properties
Legal Proceedings
4 Mine Safety Disclosures
Executive Officers of the Registrant
PART II
5 Market for the Registrant’s Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities
6
Selected Financial Data
7 Management’s Discussion and Analysis of
Financial Condition and Results of Operations
7A Quantitative and Qualitative Disclosures About Market Risk
8
9
Financial Statements and Supplementary Data
Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure
9A Controls and Procedures
9B Other Information
PART III
10 Directors, Executive Officers and Corporate Governance
11
12
Executive Compensation
Security Ownership of Certain Beneficial Owners and
Management and Related Stockholder Matters
13 Certain Relationships and Related Transactions, and Director Independence
14
Principal Accountant Fees and Services
PART IV
15
Exhibits and Financial Statement Schedules
1
1
1
2
3
3
3
4
4
4
5
6
12
12
13
13
14
15
17
21
46
47
110
110
110
111
111
111
111
111
112
PART I
FORWARD-LOOKING STATEMENTS
This Annual Report on Form 10-K, including the sections titled “Item 1A — Risk Factors” and “Item 7 —
Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains forward-looking
statements that relate to future events or our future financial performance. We may also make written and oral
forward-looking statements in our Securities and Exchange Commission (“SEC”) filings and otherwise. We have
tried, where possible, to identify such statements by using words such as “believe,” “expect,” “intend,” “estimate,”
“anticipate,” “will,” “could,” “project,” “plan” and similar expressions in connection with any discussion of future
operating or financial performance. Any forward-looking statements are and will be based upon our then-current
expectations, estimates and assumptions regarding future events and are applicable only as of the dates of such
statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of
new information, future events or otherwise.
By their nature, forward-looking statements are subject to risks and uncertainties that could cause actual results
to differ materially from those anticipated in any such statements. You should bear this in mind as you consider
forward-looking statements. Factors that we think could, individually or in the aggregate, cause our actual results to
differ materially from expected and historical results include those described in “Item 1A — Risk Factors” below, as
well as other risks and factors identified from time to time in our SEC filings.
ITEM 1. BUSINESS
OVERVIEW
The New York Times Company (the “Company”) was incorporated on August 26, 1896, under the laws of the
State of New York. The Company and its consolidated subsidiaries are referred to collectively in this Annual Report
on Form 10-K as “we,” “our” and “us.”
We are a global media organization focused on creating, collecting and distributing high-quality news and
information. Our continued commitment to premium content and journalistic excellence makes The New York Times
brand a trusted source of news and information for readers across various media. Recognized widely for the quality
of our reporting and content, our properties have been awarded many industry and peer accolades, including over
110 Pulitzer Prizes.
Our company includes newspapers, digital businesses and investments in paper mills. We currently have one
reportable segment with businesses that include:
• The New York Times (“The Times”);
•
the International New York Times;
• our websites, NYTimes.com and international.nytimes.com; and
•
related businesses, such as The Times news services division, digital archive distribution, our conference
business and other products and services under The Times brand.
We generate revenues principally from circulation and advertising. Circulation and advertising revenue
information for our Company appears under “Item 7 — Management’s Discussion and Analysis of Financial
Condition and Results of Operations.” Revenues, operating profit and identifiable assets of our foreign operations are
not significant.
The Times’s award-winning content is available in print, online and through other digital platforms. The
Times’s print edition, a daily (Mon. – Sat.) and Sunday newspaper in the United States, commenced publication in
1851. The NYTimes.com website was launched in 1996.
The International New York Times is the international edition of The Times, tailored and edited for global
audiences. The International New York Times succeeds the International Herald Tribune, a leading daily newspaper
that commenced publishing in Paris in 1887, and that we rebranded as the International New York Times in the fourth
THE NEW YORK TIMES COMPANY – P. 1
quarter of 2013 to create a single global media brand. Its content is also available at the international.nytimes.com
website.
On October 24, 2013, we completed the sale of substantially all of the assets and operating liabilities of the New
England Media Group, consisting of The Boston Globe (the “Globe”), BostonGlobe.com, Boston.com, the Worcester
Telegram & Gazette (the “T&G”), Telegram.com and related properties, for approximately $70 million in cash, subject
to customary adjustments. As part of that transaction, we also sold our 49% equity interest in Metro Boston, which
publishes a free daily newspaper in the greater Boston area. Results of operations for the New England Media Group
have been treated as discontinued operations for all periods presented in this Annual Report on Form 10-K. For
information regarding discontinued operations, see Note 15 of the Notes to the Consolidated Financial Statements.
Our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and all
amendments to those reports, and the Proxy Statement for our Annual Meeting of Stockholders are made available,
free of charge, on our website at http://www.nytco.com, as soon as reasonably practicable after such reports have
been filed with or furnished to the SEC.
CIRCULATION AND AUDIENCE
Our products reach a broad audience in print, online and through other digital media. In addition to reaching
consumers through print products, we deliver content across a variety of digital platforms, including mobile, tablet
and e-reader applications.
Circulation revenues are based on the number of copies of the printed newspaper (through home-delivery
subscriptions and single-copy and bulk sales) and digital subscriptions sold and the rates charged to the respective
customers. In 2011, we began charging consumers for content provided on NYTimes.com and other digital platforms.
NYTimes.com’s metered model offers users free access to a set number of articles per month and then charges users
who are not print home-delivery subscribers, once they exceed that number. All print home-delivery subscribers
receive free digital access.
According to reports filed with the Alliance for Audited Media (“AAM”), formerly known as the Audit Bureau
of Circulations, an independent agency that audits the circulation of most U.S. newspapers and magazines, for the
six-month period ended September 30, 2013, The Times had the largest daily and Sunday circulation of all seven-day
newspapers in the United States. For the fiscal year ended December 29, 2013, The Times’s average circulation, which
includes paid and verified circulation of the newspaper in print, online and through other digital platforms, was
1,926,800 for weekday (Mon. - Fri.) and 2,409,000 for Sunday. Under AAM’s reporting guidance, verified circulation
represents copies available for individual consumers that are either non-paid or paid by someone other than the
individual, such as copies delivered to schools and colleges and copies purchased by businesses for free distribution.
In 2013, approximately 90% of the weekday and 91% of the Sunday circulation was through print or digital
subscriptions; the remainder was primarily single-copy print newsstand sales.
Approximately 43% of the weekday average print circulation for The Times for the fiscal year ended December
29, 2013, was sold in the 31 counties that make up the greater New York City area, which includes New York City,
Westchester County, Long Island, and parts of upstate New York, Connecticut, New Jersey and Pennsylvania; and
approximately 57% was sold elsewhere. On Sundays, approximately 37% of the average print circulation was sold in
the greater New York City area and 63% was sold elsewhere.
Average circulation for the International New York Times, which includes paid circulation of the newspaper in
print and electronic replica editions, for our fiscal years ended December 29, 2013, and December 30, 2012, was
220,440 (estimated) and 224,616, respectively. These figures follow the guidance of Office de Justification de la
Diffusion, an agency based in Paris and a member of the International Federation of Audit Bureaux of Circulations
that audits the circulation of most newspapers and magazines in France. The final 2013 figure will not be available
until April 2014.
According to comScore Media Metrix, an online audience measurement service, in 2013, NYTimes.com had a
monthly average of approximately 30 million unique visitors in the United States and approximately 45 million
unique visitors worldwide. In addition, according to comScore Mobile Metrix, for the 11 months ended December 31,
2013, we had a monthly average of approximately 20 million unique visitors to NYTimes.com on mobile devices and
our other mobile applications coming through smartphone and tablet platforms.
P. 2 – THE NEW YORK TIMES COMPANY
Paid subscribers to digital-only subscription packages, e-readers and replica editions totaled approximately
760,000 as of our fiscal year ended December 29, 2013, an increase of approximately 19% compared with our fiscal
year ended December 30, 2012.
ADVERTISING
We sell advertising across multiple platforms, including print in our newspapers, online on our websites, and
across other digital platforms, including mobile, tablet and e-reader applications. We also generate advertising
revenues from preprints, which are stand-alone advertising supplements inserted into another print product.
Competition for advertising is generally based upon audience levels and demographics, advertising rates, service,
targeting capabilities and advertising results.
We divide advertising into three main categories: national, retail and classified.
• National advertising is principally from advertisers promoting national products or brands, such as financial
institutions, movie studios, American and international fashion designers and major corporations. According
to data compiled by MediaRadar, an independent agency that measures advertising sales volume and
estimates advertising revenue, The Times had the largest market share in 2013 in print advertising revenues
among a national newspaper set that consists of USA Today, The Wall Street Journal and The Times.
Approximately three-quarters of our print and digital advertising revenues in 2013 came from national
advertisers.
• Retail advertising is generally associated with regional and national chains that sell in the local market.
• Classified advertising includes the major categories of real estate, help wanted, automotive and other.
Our digital advertising offerings include mainly display advertising, video spots and classified advertising.
Display advertising comprises the text, images and other interactive ads that run across the web on computers and
mobile devices, including content specially formatted to be displayed on smartphones, tablets and other mobile
personal digital devices.
Based on recent data provided by MediaRadar, we believe The Times ranks first in print advertising revenues in
the general weekday and Sunday newspaper field in the New York metropolitan area.
Our businesses are affected in part by seasonal patterns in advertising, with generally higher advertising
volume in the fourth quarter due to holiday advertising.
PRINT PRODUCTION AND DISTRIBUTION
The Times is currently printed at our production and distribution facility in College Point, N.Y., as well as under
contract at 27 remote print sites across the United States. The Times is delivered to newsstands and retail outlets in the
New York metropolitan area through a combination of third-party wholesalers and our own drivers. In other markets in
the United States and Canada, The Times is delivered through agreements with other newspapers and third-party
delivery agents.
The International New York Times is printed under contract at 36 sites throughout the world and is sold in more
than 130 countries and territories. The International New York Times is distributed through agreements with other
newspapers and third-party delivery agents.
OTHER BUSINESSES
Our other businesses primarily include:
• Our ventures division, which includes The Times news services division, our conference unit and other
products and services under The Times brand. The Times news services division transmits articles, graphics
and photographs from The Times and other publications to over 1,300 newspapers, magazines and websites
in over 90 countries and territories worldwide. It also comprises a number of other businesses, including
commerce, photo archives, book development and rights and permissions. Our expanding conference
business, which is a platform for our live journalism, convenes thought leaders from business, academia and
government to discuss topics ranging from education to sustainability to the luxury business.
• Digital archive distribution, which licenses electronic archive databases to resellers of that information in the
business, professional and library markets.
THE NEW YORK TIMES COMPANY – P. 3
FOREST PRODUCTS INVESTMENTS
We have non-controlling ownership interests primarily in one newsprint company and one mill producing
supercalendered paper, a polished paper used in some magazines, catalogs and preprinted inserts, which is a higher-
value grade than newsprint (the “Forest Products Investments”). These investments are accounted for under the
equity method and reported in “Investments in joint ventures” in our Consolidated Balance Sheets as of December 29,
2013. For additional information on our investments, see “Item 7 — Management’s Discussion and Analysis of
Financial Condition and Results of Operations” and Note 7 of the Notes to the Consolidated Financial Statements.
We have a 49% equity interest in a Canadian newsprint company, Donohue Malbaie Inc. (“Malbaie”). The other
51% is owned by Resolute FP Canada Inc., a subsidiary of Resolute Forest Products Inc. (“Resolute”), a Delaware
corporation. Resolute is a large global manufacturer of paper, market pulp and wood products. Malbaie manufactures
newsprint on the paper machine it owns within Resolute’s paper mill in Clermont, Quebec. Malbaie is wholly
dependent upon Resolute for its pulp, which is purchased by Malbaie from Resolute’s Clermont paper mill. In 2013,
Malbaie produced approximately 212,000 metric tons of newsprint, of which approximately 10% was sold to us, with
the balance sold to Resolute for resale.
We have a 40% equity interest in Madison Paper Industries (“Madison”), a partnership operating a
supercalendered paper mill in Madison, Maine. Madison purchases the majority of its wood from local suppliers,
mostly under long-term contracts. In 2013, Madison produced approximately 190,000 metric tons, of which
approximately 5% was sold to us.
Malbaie and Madison are subject to comprehensive environmental protection laws, regulations and orders of
provincial, federal, state and local authorities of Canada and the United States (the “Environmental Laws”). The
Environmental Laws impose effluent and emission limitations and require Malbaie and Madison to obtain, and
operate in compliance with the conditions of, permits and other governmental authorizations (“Governmental
Authorizations”). Malbaie and Madison follow policies and operate monitoring programs designed to ensure
compliance with applicable Environmental Laws and Governmental Authorizations and to minimize exposure
to environmental liabilities. Various regulatory authorities periodically review the status of the operations of Malbaie
and Madison. Based on the foregoing, we believe that Malbaie and Madison are in substantial compliance with such
Environmental Laws and Governmental Authorizations.
RAW MATERIALS
The primary raw materials we use are newsprint and supercalendered and coated paper. We purchase
newsprint from a number of North American producers. In 2013, the paper we used for our print products was
purchased from unrelated suppliers and related suppliers in which we hold equity interests (see “— Forest Products
Investments”). A significant portion of newsprint is purchased from Resolute.
In 2013 and 2012, we used the following types and quantities of paper:
(In metric tons)
Newsprint
Supercalendered and Coated Paper(1)
2013
119,000
17,200
2012
133,000
16,200
(1) The Times uses supercalendered and coated paper for The New York Times Magazine and T: The New York Times Style Magazine.
COMPETITION
Our print and digital products compete for advertising and consumers with other media in their respective
markets, including paid and free newspapers, digital media, broadcast, satellite and cable television, broadcast and
satellite radio, magazines, other forms of media and direct marketing. Competition for advertising is generally based
upon audience levels and demographics, advertising rates, service, targeting capabilities and advertising results,
while competition for consumer revenue and readership is generally based upon platform, format, content, quality,
service, timeliness and price.
The Times newspaper competes for print advertising and circulation primarily with national newspapers such
as The Wall Street Journal and USA Today; newspapers of general circulation in New York City and its suburbs; other
daily and weekly newspapers and television stations and networks in markets in which The Times circulates; and
some national news and lifestyle magazines. The International New York Times newspaper’s key competitors include
P. 4 – THE NEW YORK TIMES COMPANY
all international sources of English-language news, including The Wall Street Journal’s European and Asian Editions,
the Financial Times, Time, Bloomberg Business Week and The Economist.
As our industry continues to experience a secular shift from print to digital media, our print and digital
products face increasing competition for audience and advertising from a wide variety of digital alternatives, such as
news and other information websites and digital applications, news aggregation sites, sites that cover niche content,
social media platforms, digital advertising networks and exchanges, real-time bidding and other programmatic
buying channels and other new forms of media. Developments in methods of distribution, such as applications for
mobile phones, tablets and other devices, also increase competition for users and digital advertising revenues.
Our websites most directly compete for traffic and readership with other news and information websites and
mobile applications. NYTimes.com faces competition from sources such as WSJ.com, Google News, Yahoo! News,
MSNBC and CNN.com. Internationally, international.nytimes.com competes against international online sources of
English-language news, including bbc.co.uk, guardian.co.uk, ft.com and reuters.com. For digital advertising
revenues, we face competition from a wide range of companies offering competing products, such as other
advertising-supported websites and mobile applications, including websites that provide platforms for classified
advertisements, as well as search engines, social media sites and other Internet companies.
EMPLOYEES AND LABOR RELATIONS
We had 3,529 full-time equivalent employees as of December 29, 2013.
As of December 29, 2013, approximately half of our full-time equivalent employees were represented by nine
unions. The following is a list of collective bargaining agreements covering various categories of Times employees
and their corresponding expiration dates.
Employee Category
Paperhandlers
Electricians
Machinists
Mailers
New York Newspaper Guild
Typographers
Pressmen
Stereotypers
Drivers
Expiration Date
March 30, 2014
March 30, 2015
March 30, 2015
March 30, 2016
March 30, 2016
March 30, 2016
March 30, 2017
March 30, 2017
March 30, 2020
Approximately 140 of our full-time equivalent employees are located in France, and the terms and conditions of
employment of those employees are established by a combination of French national labor law, industry-wide
collective agreements and Company-specific agreements.
THE NEW YORK TIMES COMPANY – P. 5
ITEM 1A. RISK FACTORS
You should carefully consider the risk factors described below, as well as the other information included in this
Annual Report on Form 10-K. Our business, financial condition or results of operations could be materially adversely
affected by any or all of these risks, or by other risks or uncertainties not presently known or currently deemed
immaterial, that may adversely affect us in the future.
If our efforts to retain and grow our digital subscriber base and build consumer revenues are not successful, and if we
are unable to maintain and grow our digital audience for advertising sales, our business, financial condition and
prospects may be adversely affected.
A significant portion of our revenues is from digital subscriptions for content provided on NYTimes.com and
other digital platforms. Our future growth depends upon the development and management of our digital
businesses, including successfully adding, retaining and engaging digital subscribers. Our ability to retain and grow
our digital subscription base and audience for our digital products depends on many factors, including continued
market acceptance of our evolving digital pay model, consumer habits, pricing, available alternatives from current
and new competitors, delivery of high-quality journalism and content that is interesting and relevant to users,
development and improvement of digital products across platforms, an adequate and adaptable digital infrastructure,
access to delivery platforms on acceptable terms and other factors. Our digital user or traffic levels may also flatten or
decline as a result of, among other factors, the failure to successfully manage changes in search engine optimization
and social media traffic. If we are not able to continue to attract, convert and retain digital subscribers in numbers
sufficient to grow our business, our revenues may be reduced. Even if we successfully maintain or increase our digital
audience, the market position of our brands may not be enough to counteract a significant downward pressure on
advertising rates as digital advertising inventory increases across multiple platforms. We may also incur additional
expenses for increased marketing and other digital acquisition and retention efforts.
We have significant competition for advertising, which may adversely affect our advertising revenues and
advertising rates.
Our print and digital products face substantial competition for advertising revenues from a variety of sources,
such as newspapers and magazines; television, radio and other forms of media; direct marketing; and, increasingly,
advertising-supported digital products that provide news and information, including websites and digital
applications, news aggregators and social media sites. This competition has intensified as a result of continued
developments of new digital media technologies. While distribution of news and other content over the Internet,
including through mobile phones, tablets and other devices, continues to gain popularity, the digital advertising
model is still evolving to address these rapid technological changes. In recent years, the advertising industry has
experienced a secular shift toward digital advertising, which is significantly less expensive and can offer more directly
measurable returns than traditional print media. As media audiences fragment, we expect advertisers to continue to
allocate larger portions of their advertising budgets to digital media. Digital advertising networks and exchanges,
real-time bidding and other programmatic buying channels that allow advertisers to buy audiences at scale are also
playing a more significant role in the advertising marketplace and causing downward pricing pressure. Competition
from these media and services, many of which charge lower rates than the Company’s properties, as well as increased
inventory in the digital marketplace, could adversely affect advertising revenues by impacting our ability to attract
and retain advertisers and to maintain or increase our advertising rates.
Economic weakness and uncertainty globally, in the United States and in key advertising categories have adversely
affected and may continue to adversely affect our advertising revenues.
Advertising spending, which drives a significant portion of our revenues, is sensitive to economic conditions.
Global, national and local economic conditions, particularly in the New York City metropolitan region, affect the
levels of our advertising revenues. Our advertising revenues are particularly adversely affected if advertisers respond
to weak and uneven economic conditions by reducing their budgets or shifting spending patterns or priorities, or if
they are forced to consolidate or cease operations. Continuing soft economic conditions and an uneven recovery
would adversely affect our level of advertising revenues and our business, financial condition and results of
operations.
P. 6 – THE NEW YORK TIMES COMPANY
Decreases in print circulation volume adversely affect our circulation and advertising revenues.
Print advertising and circulation revenues are affected by circulation and readership levels. Competition for
circulation and readership is generally based upon format, content, quality, service, timeliness and price. In recent
years, we, and the newspaper industry as a whole, have experienced declining print circulation volume. This is
primarily due to increased competition from digital media formats and sources other than traditional newspapers
(often free to users), changes in discretionary spending by consumers affected by economic conditions, higher
subscription and single-copy rates and a growing preference among certain consumers to receive all or a portion of
their news from sources other than a newspaper. If these or other factors result in a continued decline in circulation
volume, circulation revenues may be adversely affected as we may be unable to institute circulation price increases at
a rate sufficient to offset circulation volume declines. In addition, the rate and volume of print advertising revenues
may be adversely affected (as rates reflect circulation and readership, among other factors).
To remain competitive, we must be able to respond to and exploit changes in technology and consumer behavior, and
significant investments may be required.
Technology in the media industry continues to evolve rapidly. Advances in technology have led to an increasing
number of methods for the delivery and consumption of news and other content and have driven consumer demand
and expectations in unanticipated directions. If we are unable to exploit new and existing technologies to distinguish
our products and services from those of our competitors or adapt to new distribution methods that provide optimal
user experiences, including introducing in a timely manner compelling new products and services that engage users
across platforms, our business, financial condition and prospects may be adversely affected.
Technological developments also pose other challenges that could adversely affect our revenues and
competitive position. New delivery platforms may lead to pricing restrictions, the loss of distribution control and the
loss of a direct relationship with consumers. New delivery devices, such as smartphones, tablets and other mobile
devices, which present challenges for traditional display advertising, may also reduce our advertising inventory or
otherwise limit our ability to sell advertising. We may also be adversely affected if the use of technology developed to
block the display of advertising on websites proliferates.
Technological developments and changes we may make to our business may require significant investments.
We may be limited in our ability to invest funds and resources in digital products, services or opportunities, and we
may incur research and development costs in building, maintaining and evolving our technology infrastructure. Some
of our existing competitors and new entrants may have greater operational, financial and other resources or may
otherwise be better positioned to compete for opportunities and, as a result, our digital businesses may be less
successful. The success of our digital businesses also depends on our ability to attract and retain qualified talent for
critical positions in those businesses.
Our international operations expose us to risks inherent in foreign operations.
An important element of our strategic initiatives is the expansion of the international scope of our operations,
and we face the inherent risks associated with doing business abroad, including:
• effectively managing and staffing foreign operations, including complying with diverse local labor laws and
regulations;
responding to government policies that restrict the digital flow of information;
• navigating local customs and practices;
•
• protecting and enforcing our intellectual property rights under varying legal regimes;
•
complying with international laws and regulations, including those governing the collection, use, retention,
sharing and security of consumer data;
• addressing political or social instability;
• adapting to currency exchange rate fluctuations; and
complying with restrictions on repatriation of funds.
•
Adverse developments in any of these areas could have an adverse impact on our business, financial condition and
results of operations.
In addition, we have limited experience in operating and marketing our products in new international regions
and could be at a disadvantage compared to competitors with more experience.
THE NEW YORK TIMES COMPANY – P. 7
If we are unable to successfully develop and execute our strategic growth initiatives, or if they do not adequately
address the challenges or opportunities we face, our business, financial condition and prospects may be adversely
affected.
Our success is dependent on our ability to identify, develop and execute appropriate strategic growth initiatives
that will enable the Company to achieve sustainable growth in the long term. The implementation of our strategic
initiatives is subject to both the risks affecting our business generally and the inherent risks associated with
implementing new strategies. These strategic initiatives may not be successful in generating revenues or improving
operating profit and, if they are, it may take longer than anticipated. As a result and depending on evolving
conditions and opportunities, we may need to adjust our strategic initiatives and such changes could be substantial,
including modifying or terminating one or more of the initiatives. Transition and changes in our strategic initiatives
may also create uncertainty by our employees, customers and partners that could adversely affect our business and
revenues. In addition, we may incur higher than expected or unanticipated costs in implementing our strategic
initiatives, attempting to attract revenue opportunities or changing our strategies. There is no assurance that the
implementation of any strategic growth initiative will be successful, and we may not realize anticipated benefits at
levels we project or at all, which would adversely affect our business, financial condition and prospects.
If we are unable to execute cost-control measures successfully, our total operating costs may be greater than
expected, which would adversely affect our profitability.
Over the last several years, we have significantly reduced operating costs by reducing staff and employee
benefits and implementing general cost-control measures across the Company, and we plan to continue these cost
management efforts. If we do not achieve expected savings or our operating costs increase as a result of investments
in our strategic initiatives, our total operating costs would be greater than anticipated. In addition, if we do not
manage our costs properly, such efforts may affect the quality of our products and our ability to generate future
revenues. Reductions in staff and employee compensation and benefits could also adversely affect our ability to
attract and retain key employees.
Significant portions of our expenses are fixed costs that neither increase nor decrease proportionately with
revenues. In addition, our ability to make short-term adjustments to manage our costs or to make changes to our
business strategy may be limited by certain of our collective bargaining agreements. If we are not able to implement
further cost-control efforts or reduce our fixed costs sufficiently in response to a decline in our revenues, net income
from continuing operations may decline.
The underfunded status of our pension plans may adversely affect our operations, financial condition and liquidity.
We maintain qualified defined benefit pension plans. In addition, although we sold the New England Media
Group in October 2013 and the Regional Media Group in January 2012, we retained pension assets and liabilities and
postretirement obligations related to employees of those businesses. As a result, and although we have frozen
participation and benefits under all but two of the qualified pension plans we maintain, our results of operations will
be affected by the amount of income or expense we record for, and the contributions we are required to make to, these
plans. Pension income and expense is calculated using a number of actuarial valuations. These valuations reflect
assumptions about financial markets and other economic conditions, which may change based on changes in key
economic indicators. The most significant year-end assumptions we use to estimate pension expense are the discount
rate and the expected long-term rate of return on the plan assets. Our qualified defined benefit pension plans were
underfunded as of December 29, 2013. We are required to make contributions to our qualified defined benefit pension
plans to comply with minimum funding requirements imposed by laws governing those plans. A decrease in the
discount rate used to determine the liabilities for pension obligations may result in increased contributions. Failure to
achieve expected returns on plan assets driven by various factors, which could include a continued environment of
low interest rates or sustained volatility and disruption in the stock and bond markets, could also result in an increase
in the amount of cash we would be required to contribute to these pension plans. In addition, unfavorable changes in
applicable laws or regulations could materially change the timing and amount of required plan funding. As a result,
we may have less cash available for working capital and other corporate uses, which may have an adverse impact on
our operations, financial condition and liquidity.
P. 8 – THE NEW YORK TIMES COMPANY
Our participation in multiemployer pension plans may subject us to liabilities that could materially adversely affect
our financial condition, cash flows and results of operations.
We participate in, and make periodic contributions to, various multiemployer pension plans that cover many of
our current and former union employees. Our required contributions to these plans could increase because of a
shrinking contribution base as a result of the insolvency or withdrawal of other companies that currently contribute to
these plans, the inability or failure of withdrawing companies to pay their withdrawal liability, low interest rates,
lower than expected returns on pension fund assets or other funding deficiencies. Our withdrawal liability for any
multiemployer pension plan will depend on the nature and timing of any triggering event and the extent of that
plan’s funding of vested benefits. If a multiemployer pension plan in which we participate has significant
underfunded liabilities, such underfunding will increase the size of our potential withdrawal liability. In addition,
under the Pension Protection Act of 2006, special funding rules apply to multiemployer pension plans that are
classified as “endangered,” “seriously endangered,” or “critical” status. If plans in which we participate are in critical
status, benefit reductions may apply and/or we could be required to make additional contributions. If, in the future,
we elect to withdraw from these plans or if we trigger a partial withdrawal due to declines in contribution base units,
additional liabilities would need to be recorded that could have an adverse effect on our business, results of
operations, financial condition or cash flows.
We have recorded significant withdrawal liabilities with respect to multiemployer pension plans in which we
formerly participated, primarily in connection with the sales of the New England and the Regional Media Groups.
Until demand letters from some of the multiemployer plans’ trustees are received, the exact amount of the
withdrawal liability will not be fully known and, as such, a difference from the recorded estimate could have an
adverse effect on our results of operations, financial condition and cash flows. In addition, in the event a mass
withdrawal is deemed to have occurred at any of these plans, we may be required to make additional contributions
under applicable law.
A significant number of our employees are unionized, and our business and results of operations could be adversely
affected if labor agreements were to further restrict our ability to maximize the efficiency of our operations.
Approximately half of our full-time equivalent work force is unionized. As a result, we are required to negotiate
the wages, salaries, benefits, staffing levels and other terms with many of our employees collectively. Our results
could be adversely affected if future labor negotiations or contracts were to further restrict our ability to maximize the
efficiency of our operations. If we were to experience labor unrest or other business interruptions in connection with
labor negotiations or otherwise, or if we are unable to negotiate labor contracts on reasonable terms, our ability to
produce and deliver our products could be impaired. In addition, our ability to make short-term adjustments to
control compensation and benefits costs, change our strategy or otherwise adapt to changing business needs may be
limited by the terms and duration of our collective bargaining agreements.
A significant increase in the price of newsprint, or significant disruptions in our newsprint supply chain, would have
an adverse effect on our operating results.
The cost of raw materials, of which newsprint is the major component, represented approximately 7% of our
total operating costs in 2013. The price of newsprint has historically been volatile and may increase as a result of
various factors, including a reduction in the number of suppliers due to restructurings, bankruptcies and
consolidations; declining newsprint supply as a result of paper mill closures and conversions to other grades of paper;
and other factors that adversely impact supplier profitability, including increases in operating expenses caused by
raw material and energy costs, and a rise in the value of the Canadian dollar, which adversely affects Canadian
suppliers whose costs are incurred in Canadian dollars but whose newsprint sales are priced in U.S. dollars.
In addition, we rely on our suppliers for deliveries of newsprint. The availability of our newsprint supply may
be affected by various factors, including labor unrest, transportation issues and other disruptions that may affect
deliveries of newsprint.
If newsprint prices increase significantly or we experience significant disruptions in the availability of our
newsprint supply in the future, our operating results will be adversely affected.
THE NEW YORK TIMES COMPANY – P. 9
Our debt agreements contain restrictions that limit our flexibility in operating our business.
Our debt agreements contain various covenants that limit our ability to engage in specified types of
transactions. For example, these covenants, among other things, restrict, subject to certain exceptions, our ability and
the ability of our subsidiaries to:
incur or guarantee additional debt or issue certain preferred equity;
•
• pay dividends on or make distributions to holders of our common stock or make other restricted payments;
•
create or incur liens on certain assets to secure debt;
• make certain investments, acquisitions or dispositions;
•
• enter into certain transactions with affiliates.
consolidate, merge, sell or otherwise dispose of all or substantially all of our assets; and
These restrictions limit our flexibility in operating our business and responding to opportunities.
Changes in our credit ratings or macroeconomic conditions may affect our liquidity by increasing borrowing costs
and limiting our financing options.
Our long-term debt is currently rated below investment grade by Standard & Poor’s and Moody’s Investors
Service. If our credit ratings remain below investment grade or are lowered further, borrowing costs for future long-
term debt or short-term borrowing facilities may increase and our financing options, including our access to the
unsecured borrowing market, would be limited. We may also be subject to additional restrictive covenants that would
reduce our flexibility. In addition, macroeconomic conditions, such as continued or increased volatility or disruption
in the credit markets, could adversely affect our ability to refinance existing debt or obtain additional financing to
support operations or to fund new acquisitions or other capital-intensive initiatives.
Our Class B Common Stock is principally held by descendants of Adolph S. Ochs, through a family trust, and this
control could create conflicts of interest or inhibit potential changes of control.
We have two classes of stock: Class A Common Stock and Class B Common Stock. Holders of Class A Common
Stock are entitled to elect 30% of the Board of Directors and to vote, with holders of Class B Common Stock, on the
reservation of shares for equity grants, certain material acquisitions and the ratification of the selection of our
auditors. Holders of Class B Common Stock are entitled to elect the remainder of the Board and to vote on all other
matters. Our Class B Common Stock is principally held by descendants of Adolph S. Ochs, who purchased The Times
in 1896. A family trust holds approximately 90% of the Class B Common Stock. As a result, the trust has the ability to
elect 70% of the Board of Directors and to direct the outcome of any matter that does not require a vote of the Class A
Common Stock. Under the terms of the trust agreement, the trustees are directed to retain the Class B Common Stock
held in trust and to vote such stock against any merger, sale of assets or other transaction pursuant to which control of
The Times passes from the trustees, unless they determine that the primary objective of the trust can be achieved
better by the implementation of such transaction. Because this concentrated control could discourage others from
initiating any potential merger, takeover or other change of control transaction that may otherwise be beneficial to our
businesses, the market price of our Class A Common Stock could be adversely affected.
We may not be able to protect intellectual property rights upon which our business relies, and if we lose intellectual
property protection, our assets may lose value and our advertising revenues may be adversely affected.
Our business depends on our intellectual property, including our valuable brands, content, services and
internally developed technology. We believe our proprietary trademarks and other intellectual property rights are
important to our continued success and our competitive position. Unauthorized parties may attempt to copy or
otherwise unlawfully obtain and use our content, services, technology and other intellectual property, and we cannot
be certain that the steps we have taken to protect our proprietary rights will prevent any misappropriation or
confusion among consumers and merchants, or unauthorized use of these rights.
Advancements in technology have made the unauthorized duplication and wide dissemination of content
easier, making the enforcement of intellectual property rights more challenging. In addition, as our business and the
risk of misappropriation of our intellectual property rights have become more global in scope, we may not be able to
protect our proprietary rights in a cost-effective manner in a multitude of jurisdictions with varying laws.
If we are unable to procure, protect and enforce our intellectual property rights, including maintaining and
monetizing our intellectual property rights to our content, we may not realize the full value of these assets, and our
business and profitability may suffer. For example, the development of new mobile applications that republish our
P. 10 – THE NEW YORK TIMES COMPANY
copyrighted content for the users of those applications, while avoiding the advertising displayed when such content
is accessed through our digital platforms, could adversely affect our advertising revenues. In addition, if we must
litigate in the United States or elsewhere to enforce our intellectual property rights or determine the validity and
scope of the proprietary rights of others, such litigation may be costly and divert the attention of our management.
Our brand and reputation are key assets of the Company, and negative perceptions or publicity could adversely affect
our business, financial condition and results of operations.
The New York Times brand is a key asset of the Company, and our continued success depends on our ability to
preserve, grow and leverage the value of our brand. We believe that we have a very powerful and trusted brand with
an excellent reputation for high-quality journalism and content. This reputation could be damaged by incidents that
erode consumer trust. As we focus on developing brand extensions, we may work with third-party vendors, and
shortcomings of such third parties could also negatively impact our reputation and brand value. To the extent
consumers perceive the quality of our products to be less reliable or our reputation is damaged, our revenues and
profitability could be adversely affected.
We have been, and may be in the future, subject to claims of intellectual property infringement that could adversely
affect our business.
We periodically receive claims from third parties alleging infringement, misappropriation or other violations of
their intellectual property rights. These third parties often include patent holding companies seeking to monetize
patents they have purchased or otherwise obtained through asserting claims of infringement or misuse. Even if we
believe that these claims of intellectual property infringement are without merit, defending against the claims can be
time-consuming, be expensive to litigate or settle, and cause diversion of management attention.
These intellectual property infringement claims may require us to enter into royalty or licensing agreements on
unfavorable terms, use more costly alternative technology or otherwise incur substantial monetary liability.
Additionally, these claims may require us to significantly alter certain of our operations. The occurrence of any of
these events as a result of these claims could result in substantially increased costs or otherwise adversely affect our
business.
Security breaches and other network and information systems disruptions could affect our ability to conduct our
business effectively.
Network and information systems and other technologies, including those related to our network management,
are important to our business activities. We use third-party technology and systems for a variety of operations,
including encryption and authentication technology, employee email, domain name registration, content delivery to
customers, back-office support and other functions. Our systems and those of third parties upon which our business
relies may be vulnerable to interruption or damage that can result from natural disasters, fires, power outages, acts of
terrorism or other similar events, or from deliberate attacks such as computer hackings, computer viruses, worms or
other destructive or disruptive software, process breakdowns, denial of service attacks, malicious social engineering
or other malicious activities, or any combination of the foregoing. Despite the security measures we and our third-
party service providers have taken, our computer systems, and those of our vendors, have been, and will likely
continue to be, subject to attack. For example, during 2012 and 2013, The Times was the target of cyber-attacks
allegedly sponsored by foreign sources, designed to interfere with our journalism and undermine our reporting.
Although we believe no internal systems, including the systems housing confidential customer and employee data,
were breached in these attacks, there can be no assurance that will be the case in the future.
We have implemented additional controls and taken other preventative measures designed to further
strengthen our systems against future attacks, including controls and preventative measures designed to reduce the
impact of a security breach at our third-party vendors. The costs of the controls and other measures we have taken to
date have not had a material effect on our financial condition, results of operations or liquidity. However, there can be
no assurance as to the cost of additional controls and measures that we may conclude are necessary in the future.
There can be no assurance that the actions, measures and controls we have implemented will be effective
against future attacks or be sufficient to prevent a future security breach or other disruption to our network or
information systems, or those of our third-party providers. Such an event could result in a disruption of our services
or improper disclosure of personal data or confidential information, which could harm our reputation, require us to
expend resources to remedy such a security breach or defend against further attacks, divert managements’ attention
THE NEW YORK TIMES COMPANY – P. 11
and resources or subject us to liability under laws that protect personal data, resulting in increased operating costs or
loss of revenue.
Acquisitions, divestitures and other transactions could adversely affect our costs, revenues, profitability and
financial position.
In order to position our business to take advantage of growth opportunities, we conduct discussions, evaluate
opportunities and enter into agreements for possible acquisitions, divestitures, investments and other transactions.
We routinely evaluate our portfolio of businesses and may, as a result, buy or sell different properties. In that regard,
in 2013, we completed the sale of the New England Media Group and our 49% equity interest in Metro Boston. We
may also consider the acquisition of specific properties, businesses or technologies that fall outside our traditional
lines of business and diversify our portfolio, including those that may operate in new and developing industries, if
we deem such properties sufficiently attractive.
Acquisitions or divestitures affect our costs, revenues, profitability and financial position. Acquisitions involve
significant risks, including difficulties in integrating acquired operations, diversion of management resources, debt
incurred in financing these acquisitions (including the related possible reduction in our credit ratings and increase in
our cost of borrowing), differing levels of management and internal control effectiveness at the acquired entities and
other unanticipated problems and liabilities. Competition for certain types of acquisitions, particularly digital
properties, is significant. Even if successfully negotiated, closed and integrated, certain acquisitions or investments
may prove not to advance our business strategy and may fall short of expected return on investment targets, which
would adversely affect our business, results of operations and financial condition.
Legislative and regulatory developments may result in increased costs and lower revenues from our digital
businesses.
Our digital businesses are subject to government regulation in the jurisdictions in which we operate, and our
websites, which are available worldwide, may be subject to laws regulating the Internet even in jurisdictions where
we do not do business. We may incur increased costs necessary to comply with existing and newly adopted laws and
regulations or penalties for any failure to comply. Revenues from our digital businesses could be adversely affected,
directly or indirectly, in particular by existing or future laws and regulations relating to online privacy and the
collection and use of consumer data in digital media.
Adverse results from litigation or governmental investigations can impact our business practices and operating
results.
From time to time, we and our subsidiaries are parties to litigation and regulatory, environmental and other
proceedings with governmental authorities and administrative agencies. Adverse outcomes in lawsuits or
investigations could result in significant monetary damages or injunctive relief that could adversely affect our
operating results or financial condition as well as our ability to conduct our business as it is presently being
conducted.
ITEM 1B. UNRESOLVED STAFF COMMENTS
None.
ITEM 2. PROPERTIES
Our principal executive offices are located in our New York headquarters building in the Times Square area.
The building was completed in 2007 and consists of approximately 1.54 million gross square feet, of which
approximately 828,000 gross square feet of space have been allocated to us. We owned a leasehold condominium
interest representing approximately 58% of the New York headquarters building until March 2009, when we entered
into an agreement to sell and simultaneously lease back 21 floors, or approximately 750,000 rentable square feet,
currently occupied by us (the “Condo Interest”). The sale price for the Condo Interest was $225.0 million. We have an
option exercisable in 2019 to repurchase the Condo Interest for $250.0 million. The lease term is 15 years, and we have
three renewal options that could extend the term for an additional 20 years. We continue to own a leasehold
condominium interest in seven floors in our New York headquarters building, totaling approximately 216,000
rentable square feet that were not included in the sale-leaseback transaction, of which six floors are currently leased to
a third party.
P. 12 – THE NEW YORK TIMES COMPANY
In addition, we built a printing and distribution facility with 570,000 gross square feet located in College Point,
N.Y., on a 31-acre site owned by the City of New York for which we have a ground lease. We have an option to
purchase the property at any time before the lease ends in 2019 for $6.9 million. We also currently own other
properties with an aggregate of approximately 2,200 gross square feet and lease other properties with an aggregate of
approximately 250,400 rentable square feet in various locations.
ITEM 3. LEGAL PROCEEDINGS
We are involved in various legal actions incidental to our business that are now pending against us. These
actions are generally for amounts greatly in excess of the payments, if any, that may be required to be made. It is the
opinion of management after reviewing these actions with our legal counsel that the ultimate liability that might
result from these actions would not have a material adverse effect on our Consolidated Financial Statements.
Newspaper and Mail Deliverers – Publishers’ Pension Fund
In September 2013, we received a notice and demand for payment in the amount of approximately $26 million
from the Newspaper and Mail Deliverers – Publishers’ Pension Fund. We participate in the fund, which covers
drivers employed by The New York Times. City & Suburban, a retail and newsstand distribution subsidiary and the
largest contributor to the fund, ceased operations in 2009. The fund claims that The New York Times Company
partially withdrew from the fund in the plan years ending May 31, 2013 and 2012, as a result of a more than 70%
decline in contribution base units. We disagree with the plan determination and are disputing the claim vigorously.
We do not believe that a loss is probable on this matter and have not recorded a loss contingency for the period ended
December 29, 2013.
Pension Benefit Guaranty Corporation
In February 2014, the Pension Benefit Guaranty Corporation (“PBGC”) notified us that it believes that the
Company has had a triggering event under Section 4062(e) of the Employee Retirement Income Security Act of 1974,
as amended (“ERISA”), with respect to The Boston Globe Retirement Plan for Employees Represented by the Boston
Newspaper Guild and The New York Times Companies Pension Plan on account of the Company’s sale of the New
England Media Group. Under Section 4062(e), the PBGC may be entitled to protection if, as a result of a cessation of
operations at a facility, more than 20% of the active participants in a plan are separated from employment. The
Company, which retained all pension assets and liabilities related to New England Media Group employees,
maintains that an asset sale is not a triggering event for purposes of Section 4062(e). Additionally, with respect to The
New York Times Companies Pension Plan, we believe that the 20% threshold was not met.
If a triggering event under Section 4062(e) with respect to either or both of these plans is determined to have
occurred, the Company would be required to place funds into an escrow account or to post a surety bond, with the
escrowed funds or the bond proceeds available to the applicable plan if it were to terminate in a distress or
involuntary termination within five years of the date of the New England Media Group sale. We do not expect such a
termination for either of these plans. If the applicable plan did not so terminate within the five-year period, any
escrowed funds for that plan would be returned to the Company or the bond for that plan would be cancelled. The
amount of any required escrow or bond would be based on a percentage of the applicable plan’s unfunded benefit
liabilities, computed under Section 4062(e) on a “termination basis,” which would be higher than that computed
under GAAP. In lieu of establishing an escrow account with the PBGC or posting a bond, the Company and the PBGC
can negotiate an alternate resolution of the liability, which could include making cash contributions to these plans in
excess of minimum requirements.
At this time, we cannot predict the ultimate outcome of this matter, but we do not expect that the resolution of
this matter will have a material adverse effect on our earnings or financial condition.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
THE NEW YORK TIMES COMPANY – P. 13
EXECUTIVE OFFICERS OF THE REGISTRANT
Name
Arthur Sulzberger, Jr.
Mark Thompson
Michael Golden
James M. Follo
R. Anthony Benten
Kenneth A. Richieri
Age
62
56
64
54
50
62
Employed By
Registrant Since
1978
2012
1984
2007
1989
1983
Recent Position(s) Held as of February 26, 2014
Chairman (since 1997) and Publisher of The Times (since
1992); Chief Executive Officer (2011 to 2012)
President and Chief Executive Officer (since 2012); Director-
General, British Broadcasting Corporation (“BBC”) (2004 to
2012); Chief Executive, Channel 4 Television Corporation
(2002 to 2004); and various positions of increasing
responsibility at the BBC (1979 to 2001)
Vice Chairman (since 1997); President and Chief Operating
Officer, Regional Media Group (2009 to 2012); Publisher of
the International Herald Tribune (2003 to 2008); Senior Vice
President (1997 to 2004)
Executive Vice President (since March 2013) and Chief
Financial Officer (since 2007); Senior Vice President (2007 to
March 2013); Chief Financial and Administrative Officer,
Martha Stewart Living Omnimedia, Inc. (2001 to 2006)
Senior Vice President, Finance (since 2008) and Corporate
Controller (since 2007); Vice President (2003 to 2008);
Treasurer (2001 to 2007)
Executive Vice President (since March 2013) and General
Counsel (since 2006); Senior Vice President (2007 to March
2013); Secretary (2008 to 2011); Vice President (2002 to 2007);
Deputy General Counsel (2001 to 2005); Vice President and
General Counsel, New York Times Digital (1999 to 2003)
P. 14 – THE NEW YORK TIMES COMPANY
PART II
ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER
MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
MARKET INFORMATION
The Class A Common Stock is listed on the New York Stock Exchange. The Class B Common Stock is unlisted
and is not actively traded.
The number of security holders of record as of February 21, 2014, was as follows: Class A Common Stock: 6,969;
Class B Common Stock: 27.
In September 2013, we announced the initiation of a quarterly dividend in which both classes of our common
stock participate equally. A dividend of $.04 per share was paid on the Class A and Class B Common Stock in October
2013, and an additional dividend of $.04 per share of Class A and Class B Common Stock was declared in December
2013 and paid in January 2014. No dividends were declared or paid in 2012. We currently expect to continue to pay
comparable cash dividends in the future, although changes in our dividend program will be considered by our Board
of Directors in light of our earnings, capital requirements, financial condition and other factors considered relevant. In
addition, our Board of Directors will consider restrictions in any existing indebtedness, such as the terms of our
6.625% senior unsecured notes due 2016, which restrict our ability to pay dividends. See also “Item 7 —
Management’s Discussion and Analysis of Financial Condition and Results of Operations — Executive Overview —
Our Strategy” and “— Liquidity and Capital Resources — Third-Party Financing.”
The following table sets forth, for the periods indicated, the high and low closing sales prices for the Class A
Common Stock as reported on the New York Stock Exchange.
Quarters
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
ISSUER PURCHASES OF EQUITY SECURITIES(1)
2013
2012
High
Low
High
$
10.13
$
8.18
$
8.08
$
11.06
12.66
15.47
8.73
11.06
11.94
7.04
9.80
10.88
Low
6.50
5.98
6.66
7.86
Period
September 30, 2013 - November 3, 2013
November 4, 2013 - December 1, 2013
December 2, 2013 - December 29, 2013
Total for the fourth quarter of 2013
Total number of
shares of Class A
Common Stock
purchased
(a)
Average
price paid
per share of
Class A
Common Stock
(b)
—
—
—
—
—
—
—
—
Maximum
number (or
approximate
dollar value)
of shares of
Class A
Common
Stock that may
yet be
purchased
under the plans
or programs
(d)
Total number of
shares of Class A
Common Stock
purchased
as part of
publicly
announced plans
or programs
(c)
—
—
—
—
$
$
$
$
91,386,000
91,386,000
91,386,000
91,386,000
(1) On April 13, 2004, our Board of Directors authorized repurchases in an amount up to $400 million. During the fourth quarter of 2013, we did not
purchase any shares of Class A Common Stock pursuant to our publicly announced share repurchase program. As of February 21, 2014, we
had authorization from our Board of Directors to repurchase an amount of up to approximately $91 million of our Class A Common Stock. Our
Board of Directors has authorized us to purchase shares from time to time as market conditions permit. There is no expiration date with
respect to this authorization.
THE NEW YORK TIMES COMPANY – P. 15
Table of Contents
PERFORMANCE PRESENTATION
The following graph shows the annual cumulative total stockholder return for the five fiscal years ending
December 29, 2013, on an assumed investment of $100 on December 28, 2008, in the Company, the Standard & Poor’s
S&P 400 MidCap Stock Index, the Standard & Poor’s S&P 1500 Publishing and Printing Index and an index of peer
group media companies. The peer group returns are weighted by market capitalization at the beginning of each year.
Stockholder return is measured by dividing (a) the sum of (i) the cumulative amount of dividends declared for the
measurement period, assuming reinvestment of dividends, and (ii) the difference between the issuer’s share price at
the end and the beginning of the measurement period, by (b) the share price at the beginning of the measurement
period. As a result, stockholder return includes both dividends and stock appreciation.
For the fiscal year ended December 30, 2012, the Company used a peer group (the “Peer Group”), comprising
the Company, Gannett Co., Inc., Media General, Inc., The McClatchy Company and Graham Holdings Company
(formerly The Washington Post Company), that includes certain companies that no longer publish newspapers.
Accordingly, the Company has selected for the comparison herein the S&P 1500 Publishing and Printing Index, which
includes newspaper companies, as well as publishing and general media companies, and which we believe provides a
more meaningful comparison. The S&P 1500 Publishing and Printing Index, also weighted by market capitalization,
comprises the Company and the following companies: E.W. Scripps Company, Gannett Co., John Wiley & Sons, Inc.,
Meredith Corporation, News Corporation, Scholastic Corporation and Valassis Communications, Inc. In future filings,
the Company will no longer compare its stock performance against the Peer Group.
Stock Performance Comparison Between the S&P 400 Midcap Index, S&P 1500 Publishing & Printing Index,
The New York Times Company’s Class A Common Stock and Peer Group Common Stock
350
300
250
200
150
NYT
Peer Group
S&P 400 Midcap Index
S&P 1500 Publishing & Printing Index
$159
$159
$174
$146
$183
$167
$154
$142
$180
$179
$133
$111
$215
$207
$156
$118
$343
$282
$280
$221
100
12/28/08
12/27/09
12/26/10
12/25/11
12/30/12
12/29/13
P. 16 – THE NEW YORK TIMES COMPANY
ITEM 6. SELECTED FINANCIAL DATA
The Selected Financial Data should be read in conjunction with “Item 7 — Management’s Discussion and
Analysis of Financial Condition and Results of Operations” and the Consolidated Financial Statements and the
related Notes in Item 8. The results of operations for the New England Media Group, as well as for the Regional
Media Group and the About Group that we sold in 2012, have been presented as discontinued operations and certain
assets and liabilities are classified as held for sale for all periods presented (see Note 15 of the Notes to the
Consolidated Financial Statements). The results of operations for WQXR-FM, a New York City classical radio station
that we sold in 2009, have also been presented as discontinued operations. The pages following the table show certain
items included in Selected Financial Data. All per share amounts on those pages are on a diluted basis. Fiscal year
2012 comprises 53 weeks and all other fiscal years presented in the table below comprise 52 weeks.
(In thousands)
Statement of Operations Data
Revenues
Operating costs
Pension settlement expense
Multiemployer pension plan withdrawal
expense
Net pension curtailment gain
Other expenses
Impairment of assets
Operating profit
Gain on sale of investments
Impairment of investments
(Loss)/income from joint ventures
Premium on debt redemption
Interest expense, net
Income/(loss) from continuing
operations before income taxes
Income/(loss) from continuing
operations, net of income taxes
Income/(loss) from discontinued
operations, net of income taxes
As of and for the Years Ended
December 29,
2013
December 30,
2012
December 25,
2011
December 26,
2010
December 27,
2009
(52 Weeks)
(53 Weeks)
(52 Weeks)
(52 Weeks)
(52 Weeks)
$
1,577,230
$
1,595,341
$
1,554,574
$
1,556,839
$
1,581,860
1,411,744
1,441,410
1,411,652
1,422,173
1,521,190
3,228
6,171
—
—
—
156,087
—
—
(3,215)
—
58,073
94,799
56,907
7,949
47,657
—
—
2,620
—
103,654
220,275
5,500
2,936
—
62,808
258,557
163,940
—
4,228
—
4,500
7,458
126,736
71,171
—
(270)
46,381
85,243
66,013
44,596
(27,927)
(82,799)
—
6,268
—
—
—
128,398
9,128
—
18,652
—
85,052
71,126
51,745
58,909
—
78,931
56,671
34,633
1,216
2,561
—
—
20,796
9,250
81,702
(67,595)
(30,499)
53,515
Net income/(loss) attributable to The
New York Times Company common
stockholders
Balance Sheet Data
Cash, cash equivalents and marketable
securities
Property, plant and equipment, net
$
$
Total assets
Total debt and capital lease obligations
Total New York Times Company
stockholders’ equity
65,105
$
135,847
$
(37,648) $
109,640
$
23,006
1,023,780
$
959,754
$
279,997
$
399,642
$
713,356
2,572,552
684,163
773,469
2,807,470
696,875
837,595
2,887,367
773,120
891,470
3,297,401
996,384
36,520
970,357
3,109,789
769,117
842,910
662,325
533,678
680,360
622,527
THE NEW YORK TIMES COMPANY – P. 17
(In thousands, except ratios, per share
and employee data)
December 29,
2013
December 30,
2012
December 25,
2011
December 26,
2010
December 27,
2009
(52 Weeks)
(53 Weeks)
(52 Weeks)
(52 Weeks)
(52 Weeks)
As of and for the Years Ended
Per Share of Common Stock
Basic earnings/(loss) per share attributable to The New York Times Company common stockholders:
Income/(loss) from continuing operations
Income/(loss) from discontinued operations,
net of income taxes
Net income/(loss)
$
$
0.38
$
1.11
$
0.31
0.05
0.43
(0.19)
$
0.92
$
(0.57)
(0.26)
Diluted earnings/(loss) per share attributable to The New York Times Company common stockholders:
$
$
$
$
0.36
$
1.07
$
0.30
0.05
0.41
0.08
5.34
$
$
$
(0.18)
0.89
$
— $
4.34
$
149,755
157,774
148,147
152,693
(0.55)
(0.25)
—
3.51
147,190
152,007
$
$
$
$
$
$
0.35
$
(0.21)
0.40
0.75
0.33
0.39
0.72
$
$
$
— $
4.46
$
0.37
0.16
(0.21)
0.37
0.16
—
4.25
145,636
152,600
144,188
146,367
10%
9%
2%
45%
3.36
2.58
3,529
6%
23%
5%
51%
3.30
4.94
5,363
8%
(6)%
(1)%
59%
2.67
1.76
7,273
8%
17%
3%
59%
3.35
1.65
7,414
—%
4%
1%
55%
2.70
0.02
7,665
Income/(loss) from continuing operations
Income/(loss) from discontinued operations,
net of income taxes
Net income/(loss)
Dividends declared per share
Stockholders’ equity per share
Average basic shares outstanding
Average diluted shares outstanding
Key Ratios
Operating profit/(loss) to revenues
Return on average common stockholders’
equity
Return on average total assets
Total debt and capital lease obligations to total
capitalization
Current assets to current liabilities
Ratio of earnings to fixed charges
Full-Time Equivalent Employees
The items below are included in the Selected Financial Data.
2013
The items below had a net unfavorable effect on our results from continuing operations of $12.9 million, or $.08
per share:
• a $12.4 million pre-tax charge ($7.3 million after tax, or $.05 per share) for severance costs.
• a $6.2 million pre-tax charge ($3.7 million after tax, or $.02 per share) for a partial withdrawal obligation
under a multiemployer pension plan.
• a $3.2 million pre-tax charge ($1.9 million after tax, or $.01 per share) for the settlement of pension obligations
under an immediate pension benefit offer to certain former employees.
2012 (53-week fiscal year)
The items below had a net favorable effect on our results from continuing operations of $95.1 million, or $.62
per share:
• a $220.3 million pre-tax gain ($134.7 million after tax, or $.87 per share) on the sales of our ownership interest
in Indeed.com and our remaining units in Fenway Sports Group.
• a $47.7 million pre-tax charge ($27.7 million after tax, or $.18 per share) for the settlement of pension
obligations in connection with lump-sum payments made under an immediate pension benefit offer to certain
former employees.
P. 18 – THE NEW YORK TIMES COMPANY
• a $12.3 million pre-tax charge ($7.2 million after tax, or $.04 per share) for severance costs.
• a $5.5 million pre-tax, non-cash charge ($3.2 million after tax, or $.02 per share) for the impairment of certain
investments, primarily related to our investment in Ongo Inc., a consumer service for reading and sharing
digital news and information from multiple publishers.
• a $2.6 million pre-tax charge ($1.5 million after tax, or $.01 per share) in connection with a legal settlement.
2011
The items below had a net unfavorable effect on our results from continuing operations of $2.1 million, or $.02
per share:
• a $71.2 million pre-tax gain ($41.4 million after tax, or $.27 per share) from the sales of 390 of our units in
Fenway Sports Group and a portion of our interest in Indeed.com.
• a $46.4 million pre-tax charge ($27.6 million after tax, or $.18 per share) in connection with the prepayment of
all $250.0 million aggregate principal amount of our 14.053% senior unsecured notes.
• a $10.0 million pre-tax charge ($5.9 million after tax, or $.04 per share) for severance costs.
• a $7.5 million pre-tax charge ($4.7 million after tax, or $.03 per share) for the impairment of assets related to
certain assets held for sale, primarily of Baseline, Inc. (“Baseline”), an online subscription database and
research service for information on the film and television industries and a provider of premium film and
television data to websites.
• a $4.5 million pre-tax charge ($2.6 million after tax, or $.02 per share) for a retirement and consulting
agreement in connection with the retirement of our former chief executive officer.
• a $4.2 million estimated pre-tax charge ($2.7 million after tax, or $.02 per share) for a pension withdrawal
obligation under a multiemployer pension plan at the Globe.
2010
The items below had a net unfavorable effect on our results from continuing operations of $4.8 million, or $.02
per share:
• a $12.7 million pre-tax gain from the sale of an asset at one of the paper mills in which we have an investment.
Our share of the pre-tax gain, after eliminating the noncontrolling interest portion, was $10.2 million ($6.5
million after tax, or $.04 per share).
• an $11.4 million charge ($.07 per share) for the reduction in future tax benefits for retiree health benefits
resulting from the federal health-care legislation enacted in 2010.
• a $9.1 million pre-tax gain ($5.4 million after tax, or $.04 per share) from the sale of 50 of our units in Fenway
Sports Group.
• a $6.3 million pre-tax charge ($3.7 million after tax, or $.02 per share) for an adjustment to estimated pension
withdrawal obligations under several multiemployer pension plans at the Globe.
• a $2.7 million pre-tax charge ($1.6 million after tax, or $.01 per share) for severance costs.
2009
The items below had a net unfavorable effect on our results from continuing operations of $55.6 million, or $.38
per share:
• a $78.9 million pre-tax charge ($45.8 million after tax, or $.31 per share) for a pension withdrawal obligation
under certain multiemployer pension plans primarily at the Globe.
• a $56.7 million pre-tax net pension curtailment gain ($32.9 million after tax, or $.22 per share) resulting from
freezing of benefits under various Company-sponsored qualified and non-qualified pension plans.
• a $34.6 million pre-tax charge ($20.1 million after tax, or $.14 per share) for a loss on leases ($31.1 million) and
a fee ($3.5 million) for the early termination of a third-party printing contract. The lease charge included a
THE NEW YORK TIMES COMPANY – P. 19
$22.8 million charge for a loss on leases associated with the closure of City & Suburban, our retail and
newsstand distribution subsidiary, and $8.3 million for office space in New York.
• a $28.5 million pre-tax charge ($16.5 million after tax, or $.11 per share) for severance costs.
• a $9.3 million pre-tax charge ($5.4 million after tax, or $.04 per share) for a premium on the redemption of
$250.0 million principal amount of our 4.5% notes, which was completed in April 2009.
• a $1.2 million pre-tax charge ($0.7 million after tax, or $.00 per share) for the impairment of assets due to the
reduced scope of a systems project.
P. 20 – THE NEW YORK TIMES COMPANY
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following discussion and analysis provides information that management believes is relevant to an
assessment and understanding of our consolidated financial condition as of December 29, 2013, and results of
operations for the three years ended December 29, 2013. This item should be read in conjunction with our
Consolidated Financial Statements and the related Notes included in this Annual Report.
EXECUTIVE OVERVIEW
We are a global media organization that includes newspapers, digital businesses and investments in paper
mills. We currently have one reportable segment comprising businesses that include The Times, the International New
York Times, NYTimes.com, international.nytimes.com and related businesses.
Our revenues were $1.6 billion in 2013. We generate revenues principally from circulation and advertising.
Other revenues primarily consist of revenues from news services/syndication, digital archives, rental income and
conferences/events. Our main operating costs are employee-related costs and raw materials, primarily newsprint.
Joint Ventures
Our investments accounted for under the equity method are primarily as follows:
• a 49% interest in a Canadian newsprint company, Malbaie; and
• a 40% interest in a partnership, Madison, operating a supercalendered paper mill in Maine.
Discontinued Operations
On October 24, 2013, we completed the sale of substantially all of the assets and operating liabilities of the New
England Media Group, consisting of the Globe, BostonGlobe.com, Boston.com, the T&G, Telegram.com and related
properties, for approximately $70 million in cash, subject to customary adjustments. As part of the transaction, we
also sold our 49% equity interest in Metro Boston. The net after-tax proceeds from the sale, including a tax benefit,
were approximately $74 million.
As a result of the New England Media Group meeting the criteria of being held for sale in the third quarter of
2013, we recorded an impairment charge of $34.3 million reflecting the difference between the expected sales price
and the New England Media Group’s net assets at such time. In the fourth quarter of 2013, when the sale was
completed, we recognized a pre-tax gain of $47.6 million ($28.1 million after-tax), which was almost entirely
comprised of a curtailment gain. This curtailment gain is primarily related to an acceleration of prior service credits
from plan amendments announced in prior years, and is due to a reduction in the expected years of future Company
service for employees at the New England Media Group.
Results of operations for the New England Media Group, as well as for the About Group and the Regional
Media Group that were sold in 2012, have been treated as discontinued operations for all periods presented in this
report. For further information regarding our discontinued operations, see “— Discontinued Operations” and Note 15
of the Notes to the Consolidated Financial Statements.
Business Environment
We believe that a number of factors and industry trends have had, and will continue to have, an adverse effect
on our business and prospects. These include the following:
Secular shift to digital media choices
The competition for advertising revenues in various markets has intensified as a result of the continued
development of digital media technologies and platforms.
We have expanded and will continue to expand our digital offerings; however, the largest portion of our
revenues are currently from traditional print products where advertising revenues have been declining. We believe
that the shift from traditional media formats to a growing number of digital media choices and changing consumer
behavior have contributed to, and are likely to continue to contribute to, a decline in print advertising.
The digital advertising marketplace has become increasingly complex and fragmented, particularly as digital
advertising networks and exchanges, real-time bidding and other programmatic-buying channels that allow
THE NEW YORK TIMES COMPANY – P. 21
advertisers to buy audience at scale play a more significant role. Competition from a wide variety of digital media
and services and a significant increase in inventory in the digital marketplace have affected, and we expect will
continue to affect, our ability to attract and retain advertisers and to maintain or increase our advertising rates. In
addition, advances in technology have led to an increasing popularity in the distribution of news and other content
through mobile phones, tablets and other mobile devices, reshaping consumer behavior and expectations for
consuming news and information. The digital advertising model is still evolving to address these rapid technological
changes. Furthermore, as the advertising environment remains challenged, media companies have increasingly re-
evaluated business models that have been largely dependent on advertising, with increasing numbers shifting their
focus toward various forms of digital subscription models.
Circulation
Circulation is a significant source of revenue for us and an increasingly important driver as the overall
composition of our revenues has shifted, and we expect will continue to shift, in response to the transformations in
our industry. In recent years, our newspaper properties, and the newspaper industry as a whole, have experienced
declining print circulation volume. This is due to, among other factors, increased competition from digital platforms
and sources other than traditional newspapers (often free to users), changes in discretionary spending by consumers
affected by economic conditions, higher subscription and single-copy rates and a growing preference among some
consumers for receiving their news from a variety of sources.
Our paid digital subscription model has created a meaningful revenue stream. Our ability to retain and
continue to build on our digital subscription base and audience for our digital products depends on continued market
acceptance of our evolving digital subscription model, consumer habits, pricing, available alternatives from current
and new competitors, delivery of high-quality journalism and content that is interesting and relevant to users, an
adequate and adaptable digital infrastructure, access to delivery platforms on acceptable terms and other factors.
Economic conditions
Advertising spending, which drives a significant portion of our revenues, is sensitive to economic conditions.
Global, national and local economic conditions affect the levels of our advertising revenues. The level of advertising
sales in any period may be affected by advertisers’ decisions to increase or decrease their advertising expenditures in
response to anticipated consumer demand and general economic conditions. Changes in spending patterns and
priorities, including shifts in marketing strategies and budget cuts of key advertisers, in response to economic
conditions, have depressed and may continue to depress our advertising revenues.
Costs
A significant portion of our costs are fixed, and therefore we are limited in our ability to reduce these costs in
the short term. Our most significant costs are employee-related costs and raw materials, which together accounted for
approximately 50% of our total operating costs in 2013. Changes in employee-related costs and the price and
availability of newsprint can materially affect our operating results.
For a discussion of these and other factors that could affect our business, results of operations and financial
condition, see “Forward-Looking Statements” and “Item 1A — Risk Factors.”
Our Strategy
Our business is operating during a period of transformation for our industry and amidst uneven economic
conditions. We anticipate that the challenges we currently face will continue, and we believe that the following
elements are key to our efforts to address them.
Focusing on our core business by strengthening and extending The New York Times brand and our digital
offerings
The sale of the New England Media Group in the fourth quarter of 2013 allows us to focus on The Times brand
and on further developing and growing our core business, as well as investing in our transformation to a more
digitally-focused multimedia news and information company. Our priority is to better position our streamlined
organization for innovation and growth, while maintaining a robust news-gathering operation capable of continuing
to provide the high-quality news and information that sets our Company apart.
As we continue to face a challenging advertising environment, we are focused on building consumer revenues.
The growth in our digital subscriber base in 2013, more than two years into the implementation of our paid digital
P. 22 – THE NEW YORK TIMES COMPANY
subscription model, underscores the willingness of our readers and users to pay for the high-quality journalism we
provide across multiple platforms. The Times’s paid digital subscription model has created a meaningful revenue
stream that has partially offset the softness in our advertising and print circulation businesses.
We aim to continue to build our digital subscriber base by increasing engagement and subscription
opportunities. As part of our efforts to expand digital subscription sales outside the United States, in the fourth
quarter of 2013, we rebranded the International Herald Tribune as the International New York Times to create a single
global media brand, and we are focused on further scaling this international opportunity in 2014. In addition, we
believe there are consumers who are interested in both lower-priced and premium versions of The Times’s current
digital products, and we plan to begin to introduce new options to the market in the first half of 2014.
We believe we have a very powerful and trusted brand that, because of the quality of our journalism, attracts
educated, affluent and influential audiences. We are continuing to focus on leveraging our brand and developing and
innovating our digital advertising offerings to restore digital advertising revenues to growth. We will also continue to
build on the strength of The New York Times brand to expand our presence into new products, markets and
endeavors, such as expanding our conference and events business and developing our e-commerce business and
games.
As we continue to look for ways to optimize and monetize our products and services, we remain committed to
creating quality content and a quality user experience, regardless of the distribution model of news and information.
Managing our expenses
Over the past few years, we have focused on realigning our cost base to ensure that we are operating our
businesses efficiently, while maintaining our commitment to investing in high-quality content and achieving our long-
term strategy. Our operating costs decreased in 2013, mainly due to lower pension expense, raw materials expense,
and salaries and wage expense. We remained disciplined in our approach toward costs in 2013 and focused on
realigning our work force, finding efficiencies in our production and distribution operations and further leveraging
our centralized processes and resources.
We will endeavor to be diligent in reducing expenses and managing legacy costs going forward, but will also
remain prepared to invest where appropriate. We expect to continue to invest in growing our business digitally and
globally. Managing expenses will remain a priority and our focus will be on identifying operational efficiencies across
our organization.
Strengthening our liquidity
We have continued to strengthen our liquidity position and we remain focused on further de-leveraging and
de-risking our balance sheet.
As of December 29, 2013, we had cash, cash equivalents and marketable securities of approximately $1 billion
and total debt and capital lease obligations of approximately $684 million. Accordingly, our cash, cash equivalents
and marketable securities exceeded total debt and capital lease obligations by over $300 million. Our cash position
improved in 2013, primarily due to cash flows from operations and the proceeds from the sale of the New England
Media Group and our ownership interest in Metro Boston, offset by contributions totaling approximately $74 million
during 2013 to certain qualified pension plans. We believe our cash balance and cash provided by operations, in
combination with other sources of cash, will be sufficient to meet our financing needs over the next 12 months.
In September 2013, we announced the initiation of a quarterly dividend. A dividend of $0.04 per share was paid
on our Class A and Class B Common Stock in October 2013, and an additional dividend of $0.04 per share of Class A
and Class B Common Stock was declared in December 2013 and paid in January 2014. We believe this quarterly
dividend allows us to return capital to our stockholders while also maintaining the financial flexibility necessary to
continue to invest in our transformation and growth initiatives. Given current conditions and continued volatility in
advertising revenues, as well as the early stage of our growth strategy, we believe it is in the best interests of the
Company to maintain a conservative balance sheet and a prudent view of our cash flow going forward.
Managing our retirement-related costs
We remain focused on managing the underfunded status of our pension plans and adjusting the size of our
pension obligations relative to the size of our Company. Our qualified pension plans were underfunded (meaning the
present value of future obligations exceeded the fair value of plan assets) as of December 29, 2013, by approximately
THE NEW YORK TIMES COMPANY – P. 23
$80 million, compared with approximately $350 million as of December 30, 2012. The improvement in the funded
status of these pension plans reflects the increase in interest rates in 2013, solid returns on pension assets,
contributions we made in early 2013 and the elimination of obligations resulting from the acceptance by certain
former employees of a one-time lump-sum payment offer in 2012. We made contributions of approximately $74
million to certain qualified pension plans in 2013 compared with approximately $144 million in 2012. We expect
contributions to total approximately $16 million to satisfy minimum funding requirements in 2014.
We have taken other steps over the last few years as part of our ongoing strategy to address our pension
obligations, including freezing accruals under the qualified defined benefit pension plans that cover both our non-
union employees and those covered by collective bargaining agreements. In November 2012, in connection with
ratified amendments to a collective bargaining agreement covering employees in The New York Times Newspaper
Guild, we froze benefit accruals under the existing defined benefit pension plan, a step that will significantly limit
future funding volatility for that plan and, accordingly, volatility of the Company’s overall financial condition. As part
of such amendments, we adopted a new, low volatility, defined benefit pension plan, subject to the approval of the
Internal Revenue Service. We have also offered one-time lump-sum payments to certain former employees and we
will continue to look for ways to reduce the size of our pension obligations.
While we have made significant progress in our liability-driven investment strategy to reduce the funding
volatility of our qualified pension plans, the size of our pension plan obligations relative to the size of our current
operations will continue to have a significant impact on our reported financial results. We expect to continue to
experience significant volatility in 2014 in our retirement-related costs, including pension, multiemployer pension and
retiree medical costs. In 2013, our retirement-related costs declined by approximately $27 million to $18 million
(excluding a $6.2 million multiemployer pension plan withdrawal expense in 2013), as pension interest costs were
significantly lower and expected earnings on plan assets were significantly higher in 2013 than in 2012. In 2014, we
expect that retirement-related costs will increase approximately $19 million to $37 million, due principally to a lower
expected return on pension plan assets due to a shift in asset mix from equity to bonds, higher interest costs, the
impact of the acceleration of prior service costs due to the sale of the New England Media Group on retiree medical
costs, and higher expenses associated with our multiemployer pension plan withdrawal obligations.
Our retirement plan obligations have not declined proportionately with the relative size of our business over
the years, since we have largely retained all pension liabilities following the sales of the New England and Regional
Media Groups. As a result, volatility resulting from changes in what we refer to as our “non-operating retirement
costs” may obscure trends in the financial performance of our operating business. Non-operating retirement costs
include interest cost, expected return on plan assets and amortization of actuarial gains and loss components of
pension expense; interest cost and amortization of actuarial gains and loss components of retiree medical expense;
and all expenses associated with multiemployer pension plan withdrawal obligations. These non-operating
retirement costs are primarily tied to financial market performance and amortization of changes in market interest
rates and investment performance. Non-operating retirement costs do not include service costs and amortization of
prior service costs for pension and retiree medical benefits, which we believe reflect the ongoing service-related costs
of providing pension benefits to our employees. We consider non-operating retirement costs to be outside the
performance of the business and we believe presenting operating results excluding non-operating retirement costs, in
addition to our GAAP operating results, will provide increased transparency and a better understanding of the
underlying trends in our operating business performance. Beginning in 2014, we will provide supplemental non-
GAAP information on adjusted operating costs and adjusted operating profit, in each case adjusted to exclude non-
operating retirement costs. We believe that this supplemental information will help clarify how the employee benefit
costs of our principal plans affect our financial position and how they may affect future operating performance,
allowing for a better long-term view of the business.
Outlook
We remain in a challenging business environment, reflecting an increasingly competitive and fragmented
landscape, and visibility remains limited.
Total circulation revenues are projected to increase in the low-single digits in the first quarter of 2014 compared
with the first quarter of 2013, as we expect to benefit from our digital subscription initiatives, as well as from the print
home-delivery price increase implemented in the first quarter of 2014.
We expect total advertising revenue trends for the first quarter of 2014 to be similar to the trends experienced in
the fourth quarter of 2013 based on a 13-week comparison.
P. 24 – THE NEW YORK TIMES COMPANY
We expect operating costs in the first quarter of 2014 to increase in the low- to mid-single digits compared with
the first quarter of 2013 as investments around the Company’s strategic growth initiatives accelerate. In addition to
higher retirement-related costs described above, we expect that costs related to our growth initiatives will increase by
approximately $25 to $30 million in 2014 compared with 2013. We expect that operating profit will be negatively
affected by these growth initiatives for the full year 2014, with potential positive contributions to profitability
beginning late in 2014.
In addition, we expect the following on a pre-tax basis in 2014:
• Results from joint ventures: $0 to a loss of $1 million,
• Depreciation and amortization: $75 to $85 million,
•
Interest expense, net: $55 to $60 million, and
• Capital expenditures: $35 to $45 million.
THE NEW YORK TIMES COMPANY – P. 25
RESULTS OF OPERATIONS
Overview
Fiscal years 2013 and 2011 each comprise 52 weeks and fiscal year 2012 comprises 53 weeks. The effect of the
53rd week (“additional week”) on revenues and operating costs is discussed below. The following table presents our
consolidated financial results:
(In thousands)
Revenues
Circulation
Advertising
Other
Total revenues
Operating costs
Production costs:
Raw materials
Wages and benefits
Other
Total production costs
Selling, general and administrative costs
Depreciation and amortization
Total operating costs
Pension settlement expense
Multiemployer pension plan withdrawal expense
Other expense
Impairment of assets
Operating profit
Gain on sale of investments
Impairment of investments
(Loss)/income from joint ventures
Premium on debt redemption
Interest expense, net
Income from continuing operations before income taxes
Income tax expense
Income from continuing operations
Discontinued operations:
(Loss) from discontinued operations, net of income taxes
Gain on sale, net of income taxes
Income/(loss) from discontinued operations, net of income taxes
Net income/(loss)
Net loss/(income) attributable to the noncontrolling interest
Net income/(loss) attributable to The New York Times Company
common stockholders
$
* Represents an increase or decrease in excess of 100%.
P. 26 – THE NEW YORK TIMES COMPANY
3,228
6,171
—
—
156,087
—
—
(3,215)
—
58,073
94,799
37,892
56,907
(20,413)
28,362
7,949
64,856
249
Years Ended
% Change
December 29,
2013
December 30,
2012
December 25,
2011
13-12
12-11
(52 weeks)
(53 weeks)
(52 weeks)
$
824,277
$
795,037
$
705,163
666,687
86,266
711,829
88,475
756,148
93,263
1,577,230
1,595,341
1,554,574
3.7
(6.3)
(2.5)
(1.1)
12.7
(5.9)
(5.1)
2.6
(1.7)
4.9
(1.1)
1.7
3.4
(5.8)
2.1
N/A
*
(41.8)
*
(18.2)
*
N/A
*
*
(26.3)
*
*
*
92,886
332,085
201,942
626,913
706,354
78,477
106,381
331,321
213,616
651,318
711,112
78,980
108,267
(12.7)
315,900
216,094
640,261
687,558
83,833
0.2
(5.5)
(3.7)
(0.7)
(0.6)
(2.1)
1,411,744
1,441,410
1,411,652
47,657
—
2,620
—
103,654
220,275
5,500
2,936
—
62,808
258,557
94,617
163,940
—
(93.2)
4,228
4,500
7,458
126,736
71,171
—
(270)
46,381
85,243
66,013
21,417
44,596
N/A
*
N/A
50.6
*
*
*
N/A
(7.5)
(63.3)
(60.0)
(65.3)
(113,447)
(82,799)
(82.0)
(66.8)
37.0
N/A
—
85,520
(27,927)
136,013
(166)
(82,799)
*
(66.3)
(38,203)
(52.3)
555
*
*
*
*
65,105
$
135,847
$
(37,648)
(52.1)
Revenues
Circulation, advertising and other revenues were as follows:
(In thousands)
Circulation
Advertising
Other
Total
Circulation Revenues
Years Ended
% Change
December 29,
2013
December 30,
2012
December 25,
2011
13-12
12-11
(52 weeks)
(53 weeks)
(52 weeks)
$
824,277
$
795,037
$
705,163
666,687
86,266
711,829
88,475
756,148
93,263
$
1,577,230
$
1,595,341
$
1,554,574
3.7
(6.3)
(2.5)
(1.1)
12.7
(5.9)
(5.1)
2.6
Circulation revenues are based on the number of copies of the printed newspaper (through home-delivery
subscriptions and single-copy and bulk sales) and digital subscriptions sold and the rates charged to the respective
customers. Total circulation revenues consist of revenues from our print and digital products, including our digital-
only subscription packages, e-readers and replica editions.
Circulation revenues increased in 2013 compared with 2012 primarily due to growth in our digital subscription
base and the increase in print home-delivery prices at The Times, offset by a decline resulting from fewer print copies
sold and the effect of the additional week in 2012. Revenues from our digital-only subscription packages, e-readers
and replica editions were $149.1 million in 2013 compared with $111.7 million in 2012, an increase of 33.5%.
Circulation revenues increased in 2012 compared with 2011 mainly as growth in our digital subscription base,
the increase in print home-delivery prices in the first half of 2012 at The Times and the effect of the additional week in
2012 offset a decline resulting from fewer print copies sold. Revenues from our digital-only subscription packages, e-
readers and replica editions were $111.7 million in 2012 compared with $44.3 million in 2011. In addition, as home-
delivery subscribers receive all digital access for free, we saw benefits to The Times’s home-delivery circulation with
slight growth in Sunday home-delivery circulation volume in 2012 compared with 2011.
Advertising Revenues
Advertising revenues (print and digital) by category were as follows:
(In thousands)
National
Retail
Classified
Other
Total
Years Ended
% Change
December 29,
2013
December 30,
2012
December 25,
2011
13-12
12-11
(52 weeks)
(53 weeks)
(52 weeks)
$
522,085
$
545,888
$
579,695
82,614
57,069
4,919
95,709
64,575
5,657
95,301
74,084
7,068
$
666,687
$
711,829
$
756,148
(4.4)
(13.7)
(11.6)
(13.0)
(6.3)
Below is a percentage breakdown of 2013 and 2012 advertising revenues (print and digital):
National
78%
77%
2013
2012
Retail
and
Preprint
12%
13%
Classified
Help
Wanted
Real
Estate
Auto
Other
Total
Classified
Other
Advertising
Revenues
2%
2%
4%
4%
—%
1%
3%
2%
9%
9%
1%
1%
Advertising revenues are primarily determined by the volume, rate and mix of advertisements. Advertising
spending, which drives a significant portion of revenues, is sensitive to economic conditions and affected by the
THE NEW YORK TIMES COMPANY – P. 27
(5.8)
0.4
(12.8)
(20.0)
(5.9)
Total
100%
100%
continuing transformation of our industry. During 2013, advertising revenues remained under pressure due to
ongoing secular trends and economic factors. Changes in the spending patterns and marketing strategies of our
advertisers in response to such conditions and an increasingly complex and fragmented digital advertising
marketplace contributed to declines in advertising revenues during 2013. The market for standard web-based digital
display advertising continues to experience challenges, due to an abundance of available advertising inventory and a
shift toward automation, including digital advertising networks and exchanges, real-time bidding and other
programmatic-buying channels that allow advertisers to buy audience at scale, which has led to downward pricing
pressure.
In 2013, total advertising revenues decreased primarily due to lower print advertising revenues across all
advertising categories and the effect of the additional week in 2012. Print advertising revenues, which represented
approximately 76% of total advertising revenues, declined 7.0% in 2013 compared with 2012, due to weakness in
national, retail and classified advertising. Digital advertising revenues declined 4.3% in 2013 compared with 2012 due
to declines in national and classified advertising revenues, driven in part by the effect of the additional week in 2012,
partially offset by an increase in retail advertising revenues.
By category, total advertising revenues declined in 2013 compared with 2012 mainly due to lower retail and
classified advertising revenues, partially driven by the effect of the additional week in 2012. Total retail advertising
revenues declined as advertisers reduced spending in the face of uneven economic conditions, primarily in the
department stores, fashion jewelry and mass market categories. The uncertain economic environment, coupled with
secular changes in our industry, contributed to declines in total classified advertising revenues, primarily in the real
estate, automotive and help wanted categories. Total national advertising revenues decreased mainly in the financial
services, entertainment, department store and hotel categories, partially offset by growth in the telecommunications
and corporate categories.
In 2012, total advertising revenues decreased compared with 2011 due to lower print and digital advertising
revenues, partially offset by the effect of the additional week in 2012. Print advertising revenues were affected by
declines in advertiser spending in most advertising categories, reflecting the continued uneven U.S. economic
environment, uncertain global conditions and the secular transformation of our industry. Print advertising revenues,
which represented approximately 76% of total advertising revenues in 2012, declined 7.4% in 2012 compared with
2011, due to weakness in national, retail and classified advertising. Market factors, including an increasingly
competitive landscape, also contributed to reduced spending on digital platforms and pricing pressure in digital
advertising. Digital advertising revenues in 2012 decreased slightly compared with 2011 primarily due to declines in
the real estate classified advertising category, partially offset by improvement in the national and retail display
advertising categories, which benefited in part from the additional week in 2012.
By category, total advertising revenues declined in 2012 compared with 2011 mainly due to lower national and
classified advertising revenues. Total national advertising revenues decreased reflecting the uncertain economic
environment, which led to declines mainly in the financial services, studio entertainment, corporate and technology
categories, partially offset by growth in the luxury category. The soft economic environment, coupled with secular
changes in our industry, contributed to declines in total classified advertising revenues, primarily in the real estate
and automotive categories.
Other Revenues
Other revenues consist primarily of revenues from news services/syndication, digital archives, rental income
and conferences/events.
Other revenues decreased in 2013 compared with 2012, mainly due to our exit from the education business at
the end of 2012.
Other revenues decreased in 2012 compared with 2011, mainly due to the sale of Baseline and our exit from the
education business at the end of 2012.
P. 28 – THE NEW YORK TIMES COMPANY
Operating Costs
Operating costs were as follows:
(In thousands)
Production costs:
Raw materials
Wages and benefits
Other
Total production costs
Selling, general and administrative costs
Depreciation and amortization
Total operating costs
Years Ended
% Change
December 29,
2013
December 30,
2012
December 25,
2011
13-12
12-11
(52 weeks)
(53 weeks)
(52 weeks)
$
92,886
$
106,381
$
332,085
201,942
626,913
706,354
78,477
331,321
213,616
651,318
711,112
78,980
108,267
315,900
216,094
640,261
687,558
83,833
$
1,411,744
$
1,441,410
$
1,411,652
(12.7)
0.2
(5.5)
(3.7)
(0.7)
(0.6)
(2.1)
(1.7)
4.9
(1.1)
1.7
3.4
(5.8)
2.1
The components of operating costs as a percentage of total operating costs were as follows:
Components of operating costs as a percentage of total operating costs
Wages and benefits
Raw materials
Other operating costs
Depreciation and amortization
Total
Years Ended
December 29,
2013
December 30,
2012
December 25,
2011
(52 weeks)
(53 weeks)
(52 weeks)
40%
7%
47%
6%
40%
7%
47%
6%
40%
7%
47%
6%
100%
100%
100%
The components of operating costs as a percentage of total revenues were as follows:
Components of operating costs as a percentage of total revenues
Wages and benefits
Raw materials
Other operating costs
Depreciation and amortization
Total
Production Costs
Years Ended
December 29,
2013
December 30,
2012
December 25,
2011
(52 weeks)
(53 weeks)
(52 weeks)
36%
6%
43%
5%
90%
36%
7%
42%
5%
90%
36%
7%
43%
5%
91%
Production costs decreased in 2013 compared with 2012 primarily due to lower raw materials expense
(approximately $13 million), mainly newsprint, outside printing costs (approximately $9 million) and pension
expense (approximately $3 million), offset in part by higher compensation costs (approximately $4 million).
Newsprint expense declined 16.2% in 2013, with 9.8% from lower consumption and 6.4% from lower pricing. Cost
savings from contract negotiations mainly contributed to lower outside printing costs. Compensation costs increased
THE NEW YORK TIMES COMPANY – P. 29
mainly due to new hires related to our digital initiatives and lower capitalized salary costs, offset by the additional
week in 2012.
Production costs increased in 2012 compared with 2011 primarily due to higher compensation costs
(approximately $16 million) and various other costs, offset in part by lower outside printing costs (approximately $6
million) and raw materials expense (approximately $2 million), mainly newsprint. Compensation costs increased
mainly due to new hires for our digital initiatives, the effect of the additional week in 2012 and annual salary
increases. Cost savings from the expiration of certain contractual commitments and contract negotiations mainly
contributed to lower outside printing costs. Newsprint expense declined 1.2% in 2012, with 3.4% from lower
consumption offset in part by 2.2% from higher pricing.
Selling, General and Administrative Costs
Selling, general and administrative costs decreased in 2013 compared with 2012 primarily due to lower pension
expense (approximately $18 million) and salaries and wage expenses (approximately $10 million) offset by higher
other compensation costs (approximately $13 million). Compensation costs increased primarily due to new hires
related to digital initiatives and annual salary merit increases.
Selling, general and administrative costs increased in 2012 compared with 2011 primarily due to higher costs
associated with promotion (approximately $4 million), severance (approximately $2 million) and various other costs
and the effect of the additional week in 2012, offset in part by lower professional fees (approximately $7 million).
Promotion costs were higher mainly due to our digital initiatives and print circulation marketing at The Times.
Severance costs were higher due to the level of workforce reduction programs year-over-year. Professional fees were
lower due to the level of consulting services.
Other Items
Pension Settlement Expense
As part of our strategy to reduce our pension obligations and the resulting volatility of our overall financial
condition, during 2013 and 2012, we offered one-time lump-sum payments to certain former employees. The lump-
sum payment offers each resulted in settlement charges due to the acceleration of the recognition of the accumulated
unrecognized actuarial loss.
2013
In the fourth quarter of 2013, we recorded a $3.2 million non-cash settlement charge in connection with one-
time lump-sum payments made to certain former employees who participated in a non-qualified pension plan. Total
lump-sum payments made in the fourth quarter of 2013 were approximately $11 million and were paid out of
Company cash.
2012
In 2012, we offered certain former employees who participated in The New York Times Companies Pension
Plan the option to receive a one-time lump-sum payment equal to the present value of the participant’s pension
benefit (payable in cash or rolled over into a qualified retirement plan or IRA) or to commence an immediate monthly
annuity. Approximately 2,600 eligible terminated vested participants in The New York Times Companies Pension Plan
accepted the offer. We recorded a non-cash settlement charge of $47.7 million in connection with the lump-sum
payments made in the fourth quarter of 2012, which totaled approximately $112 million. These lump-sum payments
were made out of existing assets of The New York Times Companies Pension Plan and not with Company cash. The
lump-sum payments resulted in an actuarial gain of approximately $30 million as of December 30, 2012, thereby
improving the underfunded status of The New York Times Companies Pension Plan. The actuarial gain was due to a
higher discount rate used to value the lump-sum payments than was used to value the plan’s liabilities as of
December 30, 2012.
Multiemployer Pension Plan Withdrawal Expense
Over the past few years, certain events, such as amendments to various collective bargaining agreements and
the sales of the New England Media Group and the Regional Media Group, resulted in withdrawals from
multiemployer pension plans. These actions, along with a reduction in covered employees, have resulted in us
estimating withdrawal liabilities to the respective plans for our proportionate share of any unfunded vested benefits.
P. 30 – THE NEW YORK TIMES COMPANY
Our multiemployer pension plan withdrawal liability was approximately $119 million as of December 29, 2013
and $109 million as of December 30, 2012. This liability represents the present value of the obligations related to
complete and partial withdrawals from certain plans, as well as an estimate of future partial withdrawals that we
considered probable and reasonably estimable. For the plans that have yet to provide us with a demand letter, the
actual liability will not be fully known until those plans complete a final assessment of the withdrawal liability and
issue a demand to us. Therefore, the estimate of our multiemployer pension plan liability will be adjusted as more
information becomes available that allows us to refine our estimates.
2013
In the third quarter of 2013, we recorded an estimated charge of $6.2 million related to a partial withdrawal
obligation under a multiemployer pension plan.
2012
There were nominal charges in 2012 for withdrawal obligations related to our multiemployer pension plans.
2011
In 2011, we recorded an estimated charge of $4.2 million for multiemployer pension plan withdrawal
obligations.
Other Expense
2012
In 2012, we recorded a $2.6 million charge in connection with a legal settlement.
2011
In 2011, we recorded a $4.5 million charge for a retirement and consulting agreement in connection with the
retirement of our former chief executive officer at the end of 2011.
Impairment of Assets
2011
In the second quarter of 2011, we classified certain assets as held for sale, primarily of Baseline. The carrying
value of these assets was greater than their fair value, less cost to sell, resulting in an impairment of certain intangible
assets and property totaling $7.5 million. The impairment charge reduced the carrying value of intangible assets to
zero and the property to a nominal value. The fair value for these assets was determined by estimating the most likely
sale price with a third-party buyer based on market data. In October 2011, we completed the sale of Baseline, which
resulted in a nominal gain.
NON-OPERATING ITEMS
Gain on Sale of Investments
2012
In the fourth quarter of 2012, Indeed.com, a search engine for jobs in which we had an ownership interest, was
sold. The proceeds from the sale of our interest were approximately $167 million and we recognized a pre-tax gain of
$164.6 million.
In the first quarter of 2012, we sold 100 of our units in Fenway Sports Group for an aggregate price of $30.0
million, resulting in a pre-tax gain of $17.8 million, and in the second quarter of 2012, we sold our remaining 210 units
for an aggregate price of $63.0 million, resulting in a pre-tax gain of $37.8 million.
2011
In the third quarter of 2011, we sold 390 of our units in Fenway Sports Group, resulting in a pre-tax gain of $65.3
million.
In the first quarter of 2011, we sold a minor portion of our interest in Indeed.com, resulting in a pre-tax gain of
$5.9 million.
THE NEW YORK TIMES COMPANY – P. 31
Impairment of Investments
In 2012, we recorded non-cash impairment charges of $5.5 million to reduce the carrying value of certain
investments to fair value. The impairment charges were primarily related to our investment in Ongo Inc., a consumer
service for reading and sharing digital news and information from multiple publishers.
(Loss)/Income from Joint Ventures
As of December 29, 2013, we had investments in paper mills that were accounted for under the equity method
(Malbaie and Madison). Our proportionate share of the operating results of these investments is recorded in “(Loss)/
income from joint ventures” in our Consolidated Statements of Operations. See Note 7 of the Notes to the
Consolidated Financial Statements for additional information regarding these investments.
In the fourth quarter of 2013, as part of the sale of the New England Media Group, we sold our 49% equity
interest in Metro Boston, and classified the results as discontinued operations for all periods presented. See Note 15 of
the Notes to the Consolidated Financial Statements for additional information.
In 2013, we had loss from joint ventures of $3.2 million compared with income of $2.9 million in 2012. Joint
venture results in 2013 were primarily due to lower results for the paper mills in which we have an investment.
In 2012, we had income from joint ventures of $2.9 million compared with a loss of $0.3 million in 2011. Joint
venture results in 2012 were primarily impacted by improved results from the paper mills and the sale of our
ownership interest in Fenway Sports Group. We changed the accounting for our ownership interest in Fenway Sports
Group from the equity method to the cost method after the sale of a portion of our ownership interest in February
2012 reduced our influence on the operations of Fenway Sports Group. Therefore, starting in February 2012, we no
longer recognized our proportionate share of the operating results of Fenway Sports Group in joint venture results in
our Consolidated Statements of Operations.
Premium on Debt Redemption
On August 15, 2011, we prepaid in full all $250.0 million outstanding aggregate principal amount of our
14.053% senior unsecured notes due January 15, 2015 (“14.053% Notes”). The prepayment totaled approximately $280
million, comprising (1) the $250.0 million aggregate principal amount of the 14.053% Notes, (2) approximately $3
million representing all interest that was accrued and unpaid on the 14.053% Notes, and (3) a make-whole premium
amount of approximately $27 million due in connection with the prepayment. We funded the prepayment from
available cash. As a result of this prepayment, we recorded a $46.4 million pre-tax charge in the third quarter of 2011
and saved, and expect to save, in excess of $39 million annually in interest expense through January 15, 2015, the
original maturity date.
Interest Expense, Net
Interest expense, net, was as follows:
(In thousands)
Cash interest expense
Non-cash amortization of discount on debt
Capitalized interest
Interest income
Total interest expense, net
Years Ended
December 29,
2013
December 30,
2012
December 25,
2011
$
$
54,811
$
58,719
$
4,777
—
(1,515)
4,516
(17)
(410)
79,187
6,933
(427)
(450)
58,073
$
62,808
$
85,243
Interest expense, net decreased in 2013 compared with 2012 due to a lower level of debt outstanding as a result
of repurchases and, in the fourth quarter of 2012, a charge associated with the termination of our $125.0 million
revolving credit facility.
Interest expense, net decreased in 2012 compared with 2011 mainly due to the prepayment in August 2011 of the
14.053% Notes and our payment at maturity in September 2012 of all $75.0 million outstanding aggregate principal
amount of our 4.610% senior notes (“4.610% Notes”), offset in part by a charge related to the termination of our
revolving credit facility in 2012.
P. 32 – THE NEW YORK TIMES COMPANY
Income Taxes
We had income tax expense of $37.9 million on pre-tax income of $94.8 million in 2013. Our effective tax rate
was 40.0% in 2013. The effective tax rate for 2013 was favorably affected by strong returns on corporate-owned life
insurance investments and approximately $1.8 million for the reversal of reserves for uncertain tax positions due to
the lapse of applicable statutes of limitations.
We had income tax expense of $94.6 million on pre-tax income of $258.6 million in 2012. Our effective tax rate
was 36.6% in 2012. The effective tax rate for 2012 was favorably affected by a lower income tax rate on the sale of our
ownership interest in Indeed.com.
We had income tax expense of $21.4 million on pre-tax income of $66.0 million in 2011. Our effective tax rate
was 32.4% in 2011. The effective tax rate for 2011 was favorably affected by approximately $12 million for the reversal
of reserves for uncertain tax positions, primarily due to the lapse of applicable statutes of limitations.
Discontinued Operations
New England Media Group
In the fourth quarter of 2013, we completed the sale of substantially all of the assets and operating liabilities of
the New England Media Group, consisting of the Globe, BostonGlobe.com, Boston.com, the T&G, Telegram.com and
related properties, and our 49% equity interest in Metro Boston, for approximately $70 million in cash, subject to
customary adjustments. The net after-tax proceeds from the sale, including a tax benefit, were approximately $74
million.
As a result of the New England Media Group meeting the criteria of being held for sale in the third quarter of
2013, we recorded an impairment charge of $34.3 million reflecting the difference between the expected sales price
and the New England Media Group’s net assets at such time. In the fourth quarter of 2013, when the sale was
completed, we recognized a pre-tax gain of $47.6 million on the sale ($28.1 million after tax), which was almost
entirely comprised of a curtailment gain. This curtailment gain is primarily related to an acceleration of prior service
credits from plan amendments announced in prior years, and is due to a reduction in the expected years of future
Company service for employees at the New England Media Group.
The results of operations of the New England Media Group have been classified as discontinued operations for
all periods presented and certain assets and liabilities are classified as held for sale for all periods presented.
About Group
In the fourth quarter of 2012, we completed the sale of the About Group, consisting of About.com,
ConsumerSearch.com, CalorieCount.com and related businesses, to IAC/InterActiveCorp. for $300.0 million in cash,
plus a net working capital adjustment of approximately $17 million. In 2012, the sale resulted in a pre-tax gain of $96.7
million ($61.9 million after tax). The net after-tax proceeds from the sale were approximately $291 million. The results
of operations of the About Group, which had previously been presented as a reportable segment, have been classified
as discontinued operations for all periods presented and certain assets are classified as held for sale as of December
30, 2012 and December 25, 2011.
Regional Media Group
In the first quarter of 2012, we completed the sale of the Regional Media Group, consisting of 16 regional
newspapers, other print publications and related businesses, to Halifax Media Holdings LLC for approximately $140
million in cash. The net after-tax proceeds from the sale, including a tax benefit, were approximately $150 million. The
sale resulted in an after-tax gain of $23.6 million (including post-closing adjustments recorded in the second and
fourth quarters of 2012 totaling $6.6 million). The results of operations for the Regional Media Group have been
classified as discontinued operations for all periods presented and certain assets and liabilities are classified as held
for sale as of December 25, 2011.
THE NEW YORK TIMES COMPANY – P. 33
Discontinued operations are summarized in the following charts:
(In thousands)
Revenues
Total operating costs
Multiemployer pension plan withdrawal expense(1)
Impairment of assets(2)
Loss from joint ventures
Interest expense, net
Pre-tax loss
Income tax benefit(3)
(Loss)/income from discontinued operations, net of
income taxes
Gain/(loss) on sale, net of income taxes:
Gain on sale(4)
Income tax expense
Gain on sale, net of income taxes
Income from discontinued operations, net of income
taxes
$
Year Ended December 29, 2013
New England
Media Group
About Group
Regional Media
Group
Total
$
287,677
$
— $
— $
281,414
7,997
34,300
(240)
9
(36,283)
(13,373)
(22,910)
47,561
19,457
28,104
—
—
—
—
—
—
(2,497)
2,497
419
161
258
—
—
—
—
—
—
—
—
—
—
—
5,194
$
2,755
$
— $
287,677
281,414
7,997
34,300
(240)
9
(36,283)
(15,870)
(20,413)
47,980
19,618
28,362
7,949
Year Ended December 30, 2012
New England
Media Group
About Group
Regional Media
Group
Total
(In thousands)
Revenues
Total operating costs
Impairment of assets(2)
Income from joint ventures
Interest expense, net
Pre-tax income/(loss)
Income tax expense/(benefit)
$
394,739
$
74,970
$
385,527
—
68
7
9,273
10,717
51,140
194,732
—
—
(170,902)
(60,065)
Loss from discontinued operations, net of income
taxes
(1,444)
(110,837)
Gain/(loss) on sale, net of income taxes:
Gain/(loss) on sale
Income tax expense/(benefit)(5)
Gain on sale, net of income taxes
—
—
—
96,675
34,785
61,890
6,115
$
8,017
—
—
—
(1,902)
(736)
(1,166)
(5,441)
(29,071)
23,630
475,824
444,684
194,732
68
7
(163,531)
(50,084)
(113,447)
91,234
5,714
85,520
(Loss)/income from discontinued operations, net of
income taxes
$
(1,444) $
(48,947) $
22,464
$
(27,927)
P. 34 – THE NEW YORK TIMES COMPANY
(In thousands)
Revenues
Total operating costs
Impairment of assets(2)
Income from joint ventures
Pre-tax income/(loss)
Income tax expense/(benefit)(6)
Year Ended December 25, 2011
New England
Media Group
About Group
Regional Media
Group
Total
$
398,056
$
110,826
$
259,945
$
376,474
1,767
298
20,113
11,393
67,475
3,116
—
40,235
15,453
235,032
152,093
—
(127,180)
(10,879)
768,827
678,981
156,976
298
(66,832)
15,967
Income/(loss) from discontinued operations, net of
income taxes
$
8,720
$
24,782
$
(116,301) $
(82,799)
(1) The multiemployer pension plan withdrawal expense in 2013 is related to estimated charges for complete or partial withdrawal
obligations under multiemployer pension plans triggered by the sale of the New England Media Group.
(2)
Included the impairment of fixed assets related to the New England Media Group in 2013; impairment of goodwill related to the About
Group in 2012; impairment of intangible assets related to the About Group and impairment of goodwill related to Regional Media
Group in 2011.
(3) The income tax benefit for the About Group in 2013 is related to a change in prior period estimated tax expense.
(4)
Included in the gain on sale in 2013 is a $49.1 million post-retirement curtailment gain related to the New England Media Group.
(5) The income tax benefit for the Regional Media Group in 2012 included a tax deduction for goodwill, which was previously non-
deductible, triggered upon the sale of the Regional Media Group.
(6) The income tax benefit for the Regional Media Group in 2011 was unfavorably impacted because a portion of the goodwill impairment
charge was non-deductible.
Impairment of Assets
2013
New England Media Group
The impairment of assets in 2013 reflects the impairment of fixed assets held for sale that related to the
New England Media Group. During the third quarter of 2013, we estimated the fair value less cost to sell of the
group held for sale, using unobservable inputs. We recorded a $34.3 million non-cash charge in the third quarter
of 2013 for fixed assets at the New England Media Group to reduce the carrying value of fixed assets to their
fair value less cost to sell.
2012
About Group
Our policy is to perform our annual goodwill impairment test in the fourth quarter of our fiscal year. However,
due to certain impairment indicators at the About Group, we performed an interim impairment test as of June 24,
2012. The interim impairment test resulted in a $194.7 million non-cash charge in the second quarter of 2012 for the
impairment of goodwill at the About Group. Our expectations for future operating results and cash flows at the
About Group in the long term were lower than our previous estimates, primarily driven by a reassessment of the
sustainability of our estimated long-term growth rate for display advertising. The reduction in our estimated long-
term growth rate resulted in the carrying value of the net assets being greater than their fair value, and therefore a
write-down of goodwill to its fair value was required.
2011
About Group
Our 2011 annual impairment test, which was completed in the fourth quarter, resulted in a non-cash
impairment charge of $3.1 million relating to the write-down of an intangible asset at ConsumerSearch, Inc., which
was part of the About Group. The impairment was driven by lower cost-per-click advertising revenues. This
impairment charge reduced the carrying value of the ConsumerSearch trade name to approximately $3 million. The
fair value of the trade name was calculated using a relief-from-royalty method.
THE NEW YORK TIMES COMPANY – P. 35
Regional Media Group
Due to certain impairment indicators at the Regional Media Group, including lower-than-expected operating
results, we performed an interim impairment test of goodwill as of June 26, 2011. The interim test resulted in an
impairment of goodwill of $152.1 million mainly from lower projected long-term operating results and cash flows of
the Regional Media Group, primarily due to the continued decline in print advertising revenues. These factors
resulted in the carrying value of the net assets being greater than their fair value, and therefore a write-down to fair
value was required. The impairment charge reduced the carrying value of goodwill at the Regional Media Group to
zero.
In determining the fair value of the Regional Media Group, we made significant judgments and estimates
regarding the expected severity and duration of the uneven economic environment and the secular changes affecting
the newspaper industry in the Regional Media Group markets. The effect of these assumptions on projected long-
term revenues, along with the continued benefits from reductions to the group’s cost structure, played a significant
role in calculating the fair value of the Regional Media Group.
LIQUIDITY AND CAPITAL RESOURCES
Overview
The following table presents information about our financial position.
Financial Position Summary
(In thousands, except ratios)
Cash and cash equivalents
Marketable securities
Current portion of long-term debt and capital lease obligations
Long-term debt and capital lease obligations
Total New York Times Company stockholders’ equity
Ratios:
Total debt to total capitalization
Current assets to current liabilities
* Represents an increase in excess of 100%.
December 29,
2013
December 30,
2012
$
482,745
$
541,035
21
684,142
842,910
820,490
139,264
123
696,752
662,325
% Change
13-12
(41.2)
*
(82.9)
(1.8)
27.3
45%
3.36
51%
3.30
Our primary sources of cash inflows from operations are circulation and advertising sales. Circulation and
advertising provided about 52% and 42%, respectively, of total revenues in 2013. The remaining cash inflows from
operations are from other revenue sources such as news services/syndication, digital archives, rental income and
conferences/events. Our primary source of cash outflows are for employee compensation, pension and other benefits,
raw materials, services and supplies, interest and income taxes. Contributions to our qualified pension plans can have
a significant impact on cash flows. See “— Pensions and Other Postretirement Benefits” for additional information
regarding our pension plans. We believe our cash balance and cash provided by operations, in combination with other
sources of cash, will be sufficient to meet our financing needs over the next 12 months.
We have continued to strengthen our liquidity position and our debt profile. As of December 29, 2013, we had
cash, cash equivalents and marketable securities of approximately $1 billion and total debt and capital lease
obligations of approximately $684 million. Accordingly, our cash, cash equivalents and marketable securities
exceeded total debt and capital lease obligations by over $300 million. Our cash position improved in 2013, primarily
due to cash flows from operations and the proceeds from the sale of the New England Media Group and our
ownership interest in Metro Boston, offset by contributions totaling approximately $74 million during 2013 to certain
qualified pension plans.
In September 2013, we announced the initiation of a quarterly dividend. A dividend of $0.04 per share was paid
on our Class A and Class B Common Stock in October 2013, and an additional dividend of $0.04 per share of Class A
and Class B Common Stock was declared in December 2013 and paid in January 2014. We paid dividends of
approximately $6 million in 2013. No dividends were declared or paid in 2012 or 2011.
P. 36 – THE NEW YORK TIMES COMPANY
We remain focused on managing the underfunded status of our pension plans and adjusting the size of our
pension obligations relative to the size of our Company. Our qualified pension plans were underfunded (meaning the
present value of future obligations exceeded the fair value of plan assets) as of December 29, 2013, by approximately
$80 million, compared with approximately $350 million as of December 30, 2012. The improvement in the funded
status of these pension plans reflects the increase in interest rates in 2013, solid returns on pension assets,
contributions we made in early 2013 and the elimination of obligations relating to certain former employees who
accepted a one-time lump-sum payment offer in 2012. We made contributions of approximately $74 million to certain
qualified pension plans in 2013. We expect contributions to total approximately $16 million to satisfy minimum
funding requirements in 2014. In addition, see “Legal Proceedings” regarding current matters relating to the Pension
Benefit Guaranty Corporation.
Capital Resources
Sources and Uses of Cash
Cash flows provided by/(used in) by category were as follows:
Years Ended
% Change
(In thousands)
Operating activities
Investing activities
Financing activities
* Represents an increase or decrease in excess of 100%.
Operating Activities
$
$
$
December 29,
2013
December 30,
2012
December 25,
2011
34,855
$
79,310
(353,657) $
646,813
$
$
73,927
(18,254)
13-12
(56.1)
*
12-11
7.3
*
(19,259) $
(80,854) $
(250,226)
(76.2)
(67.7)
Operating cash inflows include cash receipts from circulation and advertising sales and other revenue
transactions. Operating cash outflows include payments for employee compensation, pension and other benefits, raw
materials, services and supplies, interest and income taxes.
Net cash provided by operating activities in 2013 decreased compared with 2012 primarily due to cash flows
related to the About Group prior to its disposition in 2012 and higher income tax payments in 2013, offset in part by
lower pension contributions in 2013. We made contributions to certain qualified pension plans of approximately $74
million in 2013 compared with approximately $144 million in 2012. We also made income tax payments of
approximately $53 million in 2013 compared with approximately $7 million in 2012.
Net cash provided by operating activities in 2012 increased compared with 2011 primarily due to lower interest
mainly associated with the prepayment of the 14.053% Notes in August 2011, offset in part by higher income taxes
primarily for the sales of our ownership interests in Indeed.com and Fenway Sports Group, as well as lower income
tax refunds.
Investing Activities
Cash from investing activities generally includes proceeds from marketable securities that have matured and
the sale of assets, investments or a business. Cash used in investing activities generally includes purchases of
marketable securities, payments for capital projects, restricted cash primarily subject to collateral requirements for
obligations under our workers’ compensation programs, acquisitions of new businesses and investments.
Net cash used in investing activities in 2013 was primarily due to net purchases of marketable securities and
payments for capital expenditures, offset by proceeds from the sale of the New England Media Group and our
ownership interest in Metro Boston.
Net cash provided by investing activities in 2012 was primarily due to proceeds from the sales of the About and
Regional Media Groups and our ownership interests in Indeed.com and Fenway Sports Group, offset in part by net
purchases of marketable securities and payments for capital expenditures.
Net cash used in investing activities in 2011 was mainly due to net purchases of marketable securities, capital
expenditures and changes in restricted cash, offset in part by proceeds from the sales of a portion of our interests in
THE NEW YORK TIMES COMPANY – P. 37
Fenway Sports Group and Indeed.com, as well as proceeds primarily from the sales of UCompareHealthCare.com
and Baseline in 2011.
Capital expenditures were $16.9 million in 2013, $34.9 million in 2012 and $44.9 million in 2011.
Financing Activities
Cash from financing activities generally includes borrowings under third-party financing arrangements, the
issuance of long-term debt and funds from stock option exercises. Cash used in financing activities generally includes
the repayment of amounts outstanding under third-party financing arrangements, the payment of dividends, long-
term debt and capital lease obligations.
Net cash used in financing activities in 2013 was primarily due to the repurchase of $17.4 million principal
amount of our 6.625% Notes in addition to dividends paid in the fourth quarter of 2013, offset by funds from stock
option exercises.
Net cash used in financing activities in 2012 was primarily for the repayment at maturity in September 2012 of
all $75.0 million outstanding aggregate principal amount of the 4.610% Notes and the repurchase of $5.9 million
principal amount of the 5.0% senior unsecured notes due March 15, 2015.
Net cash used in financing activities in 2011 was primarily for the prepayment of our 14.053% Notes.
See “— Third-Party Financing” below and our Consolidated Statements of Cash Flows for additional
information on our sources and uses of cash.
Restricted Cash
We were required to maintain $28.1 million of restricted cash as of December 29, 2013, primarily related to
certain collateral requirements for obligations under our workers’ compensation programs.
Third-Party Financing
Our total debt and capital lease obligations consisted of the following:
(In thousands, except percentages)
Coupon Rate
December 29,
2013
December 30,
2012
Senior notes due in 2015, net of unamortized debt costs of $43 in 2013 and $78 in 2012
5.0%
244,057
244,022
Senior notes due in 2016, net of unamortized debt costs of $2,484 in 2013 and $3,477 in
2012
6.625%
205,111
221,523
Option to repurchase ownership interest in headquarters building in 2019, net of
unamortized debt costs of $21,741 in 2013 and $25,490 in 2012
Total debt
Short-term capital lease obligations(1)
Long-term capital lease obligations
Total capital lease obligations
Total debt and capital lease obligations
228,259
677,427
21
6,715
6,736
224,510
690,055
123
6,697
6,820
$
684,163
$
696,875
(1)
Included in “Accrued expenses and other” in our Consolidated Balance Sheets.
Based on borrowing rates currently available for debt with similar terms and average maturities, the fair value
of our long-term debt was approximately $819 million as of December 29, 2013, and $840 million as of December 30,
2012. We were in compliance with our covenants under our third-party financing arrangements as of December 29,
2013.
4.610% Notes
On September 26, 2012, we repaid in full all $75.0 million aggregate principal amount of the 4.610% Notes. The
4.610% Notes were reclassified to “Current portion of long-term debt and capital lease obligations” in our
Consolidated Balance Sheet in the fourth quarter of 2011.
5.0% Notes
In 2005, we issued $250.0 million aggregate principal amount of 5.0% senior unsecured notes due March 15,
2015 (“5.0% Notes”). During 2012, we repurchased $5.9 million principal amount of our 5.0% Notes and recorded a
P. 38 – THE NEW YORK TIMES COMPANY
$0.4 million pre-tax charge in connection with the repurchase. This charge is included in “Interest expense, net” in our
Consolidated Statements of Operations.
The 5.0% Notes may be redeemed, in whole or in part, at any time, at a price equal to 100% of the principal
amount of the notes redeemed, plus accrued and unpaid interest to the redemption date plus a “make-whole”
premium. The 5.0% Notes are not otherwise callable.
The 5.0% Notes are subject to certain covenants that, among other things, limit (subject to customary
exceptions) our ability and the ability of certain material subsidiaries to:
•
create liens on certain assets to secure debt; and
• enter into certain sale-leaseback transactions.
14.053% Notes
In January 2009, pursuant to a securities purchase agreement with Inmobiliaria Carso, S.A. de C.V. and Banco
Inbursa S.A., Institución de Banca Múltiple, Grupo Financiero Inbursa (each an “Investor” and collectively the
“Investors”), we issued, for an aggregate purchase price of $250.0 million, (1) $250.0 million aggregate principal
amount of the 14.053% Notes, and (2) detachable warrants to purchase 15.9 million shares of our Class A Common
Stock at a price of $6.3572 per share. The warrants are exercisable at the holder’s option at any time and from time to
time, in whole or in part, until January 15, 2015. Each Investor is an affiliate of Carlos Slim Helú, the beneficial owner
of approximately 8% of our Class A Common Stock (excluding the warrants). Each Investor purchased an equal
number of 14.053% Notes and warrants.
On August 15, 2011, we prepaid in full all $250.0 million outstanding aggregate principal amount of the 14.053%
Notes. The prepayment totaled approximately $280 million, comprising (1) the $250.0 million aggregate principal
amount of the 14.053% Notes; (2) approximately $3 million representing all interest that was accrued and unpaid on
the 14.053% Notes; and (3) a make-whole premium amount of approximately $27 million due in connection with the
prepayment. We funded the prepayment from available cash. As a result of this prepayment, we recorded a $46.4
million pre-tax charge in the third quarter of 2011. This charge is included in “Premium on debt redemption” in our
Consolidated Statements of Operations. We saved, and expect to save, in excess of $39 million annually in interest
expense through January 15, 2015, the original maturity date.
6.625% Notes
In November 2010, we issued $225.0 million aggregate principal amount of the 6.625% Notes. During 2013, we
repurchased $17.4 million principal amount of our 6.625% Notes and recorded a $2.1 million pre-tax charge in
connection with the repurchases.
We have the option to redeem all or a portion of the 6.625% Notes, at any time, at a price equal to 100% of the
principal amount of the notes redeemed plus accrued and unpaid interest to the redemption date plus a “make-
whole” premium. The 6.625% Notes are not otherwise callable.
The 6.625% Notes are subject to certain covenants that, among other things, limit (subject to customary
exceptions) our ability and the ability of our subsidiaries to:
•
incur additional indebtedness and issue preferred stock;
• pay dividends or make other equity distributions;
• agree to any restrictions on the ability of our restricted subsidiaries to make payments to us;
•
create liens on certain assets to secure debt;
• make certain investments;
• merge or consolidate with other companies or transfer all or substantially all of our assets; and
• engage in sale-leaseback transactions.
Sale-Leaseback Financing
In March 2009, we entered into an agreement to sell and simultaneously lease back a portion of our leasehold
condominium interest in our Company’s headquarters building located at 620 Eighth Avenue in New York City (the
THE NEW YORK TIMES COMPANY – P. 39
“Condo Interest”). The sale price for the Condo Interest was $225.0 million. We have an option, exercisable in 2019, to
repurchase the Condo Interest for $250.0 million. The lease term is 15 years, and we have three renewal options that
could extend the term for an additional 20 years.
The transaction is accounted for as a financing transaction. As such, we have continued to depreciate the Condo
Interest and account for the rental payments as interest expense. The difference between the purchase option price of
$250.0 million and the net sale proceeds of approximately $211 million, or approximately $39 million, is being
amortized over a 10-year period through interest expense. The effective interest rate on this transaction was
approximately 13%.
Revolving Credit Facility
In November 2012, we terminated our $125.0 million asset-backed five-year revolving credit facility and
recorded a pre-tax charge of $1.4 million in connection with the early termination, which is included in “Interest
expense, net” in our Consolidated Statements of Operations.
Contractual Obligations
The information provided is based on management’s best estimate and assumptions of our contractual
obligations as of December 29, 2013. Actual payments in future periods may vary from those reflected in the
table.
(In thousands)
Long-term debt(1)
Capital leases(2)
Operating leases(2)
Benefit plans(3)
Total
Payment due in
Total
2014
2015-2016
2017-2018
Later Years
$
899,792
$
51,951
$
538,464
$
54,768
$
254,609
10,026
52,275
1,376,991
573
12,472
130,271
1,104
17,922
1,104
10,998
7,245
10,883
265,010
271,156
710,554
$
2,339,084
$
195,267
$
822,500
$
338,026
$
983,291
(1)
Includes estimated interest payments on long-term debt. See Note 8 of the Notes to the Consolidated Financial Statements for additional
information related to our long-term debt.
(2) See Note 20 of the Notes to the Consolidated Financial Statements for additional information related to our capital and operating leases.
(3)
Includes estimated benefit payments under our Company-sponsored pension and other postretirement benefit plans. Payments for these
plans have been estimated over a 10-year period; therefore, the amounts included in the “Later Years” column only include payments for the
period of 2019-2023. While benefit payments under these plans are expected to continue beyond 2023, we believe that an estimate beyond
this period is impracticable. Payments under our Company-sponsored qualified pension plans will be made out of existing assets of the
pension plans and not with Company cash. Benefit plans in the table above also include estimated payments for multiemployer pension plan
withdrawal liabilities. See Notes 11 and 12 of the Notes to the Consolidated Financial Statements for additional information related to our
pension and other postretirement benefits plans.
“Other Liabilities–Other” in our Consolidated Balance Sheets include liabilities related to (1) deferred
compensation, primarily consisting of our deferred executive compensation plan (the “DEC plan”), (2) our liability for
uncertain tax positions and (3) various other liabilities. These liabilities are not included in the table above primarily
because the future payments are not determinable.
The DEC plan enables certain eligible executives to elect to defer a portion of their compensation on a pre-tax
basis. While the initial deferral period is for a minimum of two years up to a maximum of 15 years (after which time
taxable distributions must begin), the executive has the option to extend the deferral period. Therefore, the future
payments under the DEC plan are not determinable. See Note 13 of the Notes to the Consolidated Financial
Statements for additional information on “Other Liabilities–Other.”
Our tax liability for uncertain tax positions was approximately $64 million, including approximately $18 million
of accrued interest and penalties as of December 29, 2013. Until formal resolutions are reached between us and the tax
authorities, the timing and amount of a possible audit settlement for uncertain tax benefits is not practicable.
Therefore, we do not include this obligation in the table of contractual obligations. See Note 14 of the Notes to the
Consolidated Financial Statements for additional information on “Income Taxes.”
We have a contract with a major paper supplier to purchase newsprint. The contract requires us to purchase
annually the lesser of a fixed number of tons or a percentage of our total newsprint requirement at market rate in an
P. 40 – THE NEW YORK TIMES COMPANY
arm’s length transaction. Since the quantities of newsprint purchased annually under this contract are based on our
total newsprint requirement, the amount of the related payments for these purchases is excluded from the table
above.
Off-Balance Sheet Arrangements
We did not have any material off-balance sheet arrangements as of December 29, 2013.
CRITICAL ACCOUNTING POLICIES
Our Consolidated Financial Statements are prepared in accordance with GAAP. The preparation of these
financial statements requires management to make estimates and assumptions that affect the amounts reported in the
Consolidated Financial Statements for the periods presented.
We continually evaluate the policies and estimates we use to prepare our Consolidated Financial Statements. In
general, management’s estimates are based on historical experience, information from third-party professionals and
various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results may
differ from those estimates made by management.
We believe our critical accounting policies include our accounting for long-lived assets, retirement benefits,
income taxes, self-insurance liabilities and accounts receivable allowances. Specific risks related to our critical
accounting policies are discussed below.
Long-Lived Assets
We evaluate whether there has been an impairment of goodwill on an annual basis or in an interim period if
certain circumstances indicate that a possible impairment may exist. All other long-lived assets are tested for
impairment if certain circumstances indicate that a possible impairment exists.
(In thousands)
Goodwill
Property, plant and equipment, net
Long-lived assets
Total assets
Percentage of long-lived assets to total assets
December 29,
2013
December 30,
2012
$
$
$
125,871
713,356
839,227
2,572,552
$
$
$
122,691
773,469
896,160
2,815,609
33%
32%
The impairment analysis is considered critical because of the significance of long-lived assets to our
Consolidated Balance Sheets.
We test for goodwill impairment at the reporting unit level, which is our operating segment. We first perform a
qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less
than its carrying value. The qualitative assessment includes, but is not limited to, the results of our most recent
quantitative impairment test, consideration of industry, market and macroeconomic conditions, cost factors, cash
flows, changes in key management personnel and our share price. The result of this assessment determines whether it
is necessary to perform the goodwill impairment two-step test. For the 2013 annual impairment testing, based on our
qualitative assessment, we concluded that it is more likely than not that goodwill is not impaired.
If we determine that it is more likely than not that the fair value of our reporting unit is less than its carrying
value, in the first step we compare the fair value of the reporting unit with its carrying amount, including goodwill.
Fair value is calculated by a combination of a discounted cash flow model and a market approach model. In
calculating fair value for each reporting unit, we generally weigh the results of the discounted cash flow model more
heavily than the market approach because the discounted cash flow model is specific to our business and long-term
projections. If the fair value exceeds the carrying amount, goodwill is not considered impaired. If the carrying amount
exceeds the fair value, the second step must be performed to measure the amount of the impairment loss, if any. In the
second step, we compare the implied fair value of the reporting unit’s goodwill with the carrying amount of that
goodwill. An impairment loss would be recognized in an amount equal to the excess of the carrying amount of the
goodwill over the implied fair value of the goodwill.
THE NEW YORK TIMES COMPANY – P. 41
The discounted cash flow analysis requires us to make various judgments, estimates and assumptions, many of
which are interdependent, about future revenues, operating margins, growth rates, capital expenditures, working
capital and discount rates. The starting point for the assumptions used in our discounted cash flow analysis is the
annual long-range financial forecast. The annual planning process that we undertake to prepare the long-range
financial forecast takes into consideration a multitude of factors, including historical growth rates and operating
performance, related industry trends, macroeconomic conditions, and marketplace data, among others. Assumptions
are also made for perpetual growth rates for periods beyond the long-range financial forecast period. Our estimates of
fair value are sensitive to changes in all of these variables, certain of which relate to broader macroeconomic
conditions outside our control.
The market approach analysis includes applying a multiple, based on comparable market transactions, to
certain operating metrics of the reporting unit.
The significant estimates and assumptions used by management in assessing the recoverability of goodwill and
other long-lived assets are estimated future cash flows, discount rates, growth rates, as well as other factors. Any
changes in these estimates or assumptions could result in an impairment charge. The estimates, based on reasonable
and supportable assumptions and projections, require management’s subjective judgment. Depending on the
assumptions and estimates used, the estimated results of the impairment tests can vary within a range of outcomes.
In addition to annual testing, management uses certain indicators to evaluate whether the carrying values of its
long-lived assets may not be recoverable and an interim impairment test may be required. These indicators include:
(1) current-period operating or cash flow declines combined with a history of operating or cash flow declines or a
projection/forecast that demonstrates continuing declines in the cash flow or the inability to improve our operations
to forecasted levels, (2) a significant adverse change in the business climate, whether structural or technological and
(3) a decline in our stock price and market capitalization.
Management has applied what it believes to be the most appropriate valuation methodology for its impairment
testing. Additionally, management believes that the likelihood of an impairment of goodwill is remote due to the
excess market capitalization relative to its net book value. See Notes 6 and 15 of the Notes to the Consolidated
Financial Statements.
Retirement Benefits
Our single-employer pension and other postretirement benefit costs are accounted for using actuarial
valuations. We recognize the funded status of these plans – measured as the difference between plan assets, if funded,
and the benefit obligation – on the balance sheet and recognize changes in the funded status that arise during the
period but are not recognized as components of net periodic pension cost, within other comprehensive income/(loss),
net of tax. The assets related to our funded pension plans are measured at fair value.
We also recognize the present value of pension liabilities associated with the withdrawal from multiemployer
pension plans.
We consider accounting for retirement plans critical to our operations because management is required to make
significant subjective judgments about a number of actuarial assumptions, which include discount rates, health-care
cost trend rates, long-term return on plan assets and mortality rates. These assumptions may have an effect on the
amount and timing of future contributions. Depending on the assumptions and estimates used, the impact from our
pension and other postretirement benefits could vary within a range of outcomes and could have a material effect on
our Consolidated Financial Statements.
See “— Pensions and Other Postretirement Benefits” below for more information on our retirement benefits.
Income Taxes
We consider accounting for income taxes critical to our operating results because management is required to
make significant subjective judgments in developing our provision for income taxes, including the determination of
deferred tax assets and liabilities, and any valuation allowances that may be required against deferred tax assets.
Income taxes are recognized for the following: (1) amount of taxes payable for the current year and (2) deferred
tax assets and liabilities for the future tax consequence of events that have been recognized differently in the financial
statements than for tax purposes. Deferred tax assets and liabilities are established using statutory tax rates and are
adjusted for tax rate changes in the period of enactment.
P. 42 – THE NEW YORK TIMES COMPANY
We assess whether our deferred tax assets shall be reduced by a valuation allowance if it is more likely than not
that some portion or all of the deferred tax assets will not be realized. Our process includes collecting positive (e.g.,
sources of taxable income) and negative (e.g., recent historical losses) evidence and assessing, based on the evidence,
whether it is more likely than not that the deferred tax assets will not be realized.
We recognize in our financial statements the impact of a tax position if that tax position is more likely than not
of being sustained on audit, based on the technical merits of the tax position. This involves the identification of
potential uncertain tax positions, the evaluation of tax law and an assessment of whether a liability for uncertain tax
positions is necessary. Different conclusions reached in this assessment can have a material impact on the
Consolidated Financial Statements.
We operate within multiple taxing jurisdictions and are subject to audit in these jurisdictions. These audits can
involve complex issues, which could require an extended period of time to resolve. Until formal resolutions are
reached between us and the tax authorities, the timing and amount of a possible audit settlement for uncertain tax
benefits is difficult to predict.
Self-Insurance
We self-insure for workers’ compensation costs, automobile and general liability claims, up to certain
deductible limits, as well as for certain employee medical and disability benefits. The recorded liabilities for self-
insured risks are primarily calculated using actuarial methods. The liabilities include amounts for actual claims, claim
growth and claims incurred but not yet reported. Actual experience, including claim frequency and severity as well as
health-care inflation, could result in different liabilities than the amounts currently recorded. The recorded liabilities
for self-insured risks were approximately $43 million as of December 29, 2013 and $42 million as of December 30,
2012.
Accounts Receivable Allowances
Credit is extended to our advertisers and subscribers based upon an evaluation of the customers’ financial
condition, and collateral is not required from such customers. We use prior credit losses as a percentage of credit sales,
the aging of accounts receivable and specific identification of potential losses to establish reserves for credit losses on
accounts receivable. In addition, we establish reserves for estimated rebates, returns, rate adjustments and discounts
based on historical experience.
(In thousands)
Accounts receivable, net
Accounts receivable allowances
Accounts receivable - gross
Total current assets
Percentage of accounts receivable allowances to gross accounts receivable
Percentage of net accounts receivable to current assets
$
$
$
December 29,
2013
December 30,
2012
202,303
14,252
216,555
1,172,267
$
$
$
7%
17%
197,589
15,452
213,041
1,397,568
7%
14%
We consider accounting for accounts receivable allowances critical to our operations because of the significance
of accounts receivable to our current assets and operating cash flows. If the financial condition of our customers were
to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required,
which could have a material effect on our Consolidated Financial Statements.
PENSIONS AND OTHER POSTRETIREMENT BENEFITS
We sponsor several single-employer defined benefit pension plans, the majority of which have been frozen;
participate in joint Company and Guild-sponsored plans, The New York Times Newspaper Guild pension plan,
which has been frozen, and a new defined benefit plan, subject to the approval of the Internal Revenue Service; and
make contributions to several multiemployer pension plans in connection with collective bargaining agreements.
These plans cover the majority of our employees. The table below includes the liability for all of these plans.
THE NEW YORK TIMES COMPANY – P. 43
(In thousands)
Pension and other postretirement liabilities
Total liabilities
December 29,
2013
December 30,
2012
$
$
563,162
1,726,018
$
$
878,242
2,149,973
Percentage of pension and other postretirement liabilities to total liabilities
33%
41%
Pension Benefits
Our Company-sponsored defined benefit pension plans include qualified plans (funded) as well as non-
qualified plans (unfunded). These plans provide participating employees with retirement benefits in accordance with
benefit formulas detailed in each plan. All of our non-qualified plans, which provide enhanced retirement benefits to
select employees, are currently frozen, except for a foreign-based pension plan discussed below. The New York Times
Newspaper Guild pension plan is a qualified plan and is also included in the table below.
We also have a foreign-based pension plan for certain non-U.S. employees (the “foreign plan”). The information
for the foreign plan is combined with the information for U.S. non-qualified plans. The benefit obligation of the
foreign plan is immaterial to our total benefit obligation.
The funded status of our qualified and non-qualified pension plans as of December 29, 2013 is as follows:
(In thousands)
Pension obligation
Fair value of plan assets
Pension underfunded/unfunded obligation
December 29, 2013
Qualified
Plans
Non-Qualified
Plans
All Plans
$
$
1,778,647
$
262,501
$
2,041,148
1,698,091
—
1,698,091
80,556
$
262,501
$
343,057
We made contributions of approximately $74 million to certain qualified pension plans in 2013. In January 2013,
we made a contribution of approximately $57 million to The New York Times Newspaper Guild pension plan, of
which $20 million was estimated to be necessary to satisfy minimum funding requirements in 2013. We expect
contributions to total approximately $16 million to satisfy minimum funding requirements in 2014.
Pension expense is calculated using a number of actuarial assumptions, including an expected long-term rate of
return on assets (for qualified plans) and a discount rate. Our methodology in selecting these actuarial assumptions is
discussed below.
In determining the expected long-term rate of return on assets, we evaluated input from our investment
consultants, actuaries and investment management firms, including our review of asset class return expectations, as
well as long-term historical asset class returns. Projected returns by such consultants and economists are based on
broad equity and bond indices. Our objective is to select an average rate of earnings expected on existing plan assets
and expected contributions to the plan during the year. The expected long-term rate of return determined on this
basis was 7.85% at the beginning of 2013. Our plan assets had a rate of return of approximately 7% in 2013 and an
average annual return of approximately 8% over the three-year period 2011-2013. We regularly review our actual asset
allocation and periodically rebalance our investments to meet our investment strategy.
The value (“market-related value”) of plan assets is multiplied by the expected long-term rate of return on
assets to compute the expected return on plan assets, a component of net periodic pension cost. The market-related
value of plan assets is a calculated value that recognizes changes in fair value over three years.
Based on the composition of our assets at the end of the year, we estimated our 2014 expected long-term rate of
return to be 7.00%, a decline from 7.85% in 2013. If we had decreased our expected long-term rate of return on our
plan assets by 50 basis points to 7.35% in 2013, pension expense would have increased by approximately $8 million in
2013 for our qualified pension plans. Our funding requirements would not have been materially affected.
We determined our discount rate using a Ryan ALM, Inc. Curve (the “Ryan Curve”). The Ryan Curve provides
the bonds included in the curve and allows adjustments for certain outliers (e.g., bonds on “watch”). We believe the
Ryan Curve allows us to calculate an appropriate discount rate.
P. 44 – THE NEW YORK TIMES COMPANY
To determine our discount rate, we project a cash flow based on annual accrued benefits. For active
participants, the benefits under the respective pension plans are projected to the date of termination. The projected
plan cash flow is discounted to the measurement date, which is the last day of our fiscal year, using the annual spot
rates provided in the Ryan Curve. A single discount rate is then computed so that the present value of the benefit cash
flow equals the present value computed using the Ryan Curve rates.
The weighted average discount rate determined on this basis was 4.90% for our qualified plans and 4.60% for
our non-qualified plans as of December 29, 2013.
If we had decreased the expected discount rate by 50 basis points for our qualified plans and our non-qualified
plans in 2013, pension expense would have increased by approximately $1 million as of December 29, 2013 and our
pension obligation would have increased by approximately $122 million.
We will continue to evaluate all of our actuarial assumptions, generally on an annual basis, and will adjust as
necessary. Actual pension expense will depend on future investment performance, changes in future discount rates,
the level of contributions we make and various other factors.
We also recognize the present value of pension liabilities associated with the withdrawal from multiemployer
pension plans. Our multiemployer pension plan withdrawal liability was approximately $119 million as of December
29, 2013. This liability represents the present value of the obligations related to complete and partial withdrawals from
certain plans as well as an estimate of future partial withdrawals that we considered probable and reasonably
estimable. For the plans that have yet to provide us with a demand letter, the actual liability will not be known until
those plans complete a final assessment of the withdrawal liability and issue a demand to us. Therefore, the estimate
of our multiemployer pension plan liability will be adjusted as more information becomes available that allows us to
refine our estimates.
See Note 11 of the Notes to the Consolidated Financial Statements for additional information regarding our
pension plans.
Other Postretirement Benefits
We provide health benefits to retired employees (and their eligible dependents) who meet the definition of an
eligible participant and certain age and service requirements, as outlined in the plan document. While we offer pre-
age 65 retiree medical coverage to employees who meet certain retiree medical eligibility requirements, we no longer
provide post-age 65 retiree medical benefits for employees who retired on or after March 1, 2009. We also contribute to
a postretirement plan under the provisions of a collective bargaining agreement. We accrue the costs of postretirement
benefits during the employees’ active years of service and our policy is to pay our portion of insurance premiums and
claims from our assets.
The annual postretirement expense was calculated using a number of actuarial assumptions, including a health-
care cost trend rate and a discount rate. The health-care cost trend rate remained flat at 8.00% as of December 29, 2013.
A one-percentage point change in the assumed health-care cost trend rate would result in an increase of $0.1 million
or a decrease of $0.1 million in our 2013 service and interest costs, respectively, two factors included in the calculation
of postretirement expense. A one-percentage point change in the assumed health-care cost trend rate would result in
an increase or decrease of approximately $2 million in our accumulated benefit obligation as of December 29, 2013.
Our discount rate assumption for postretirement benefits is consistent with that used in the calculation of pension
benefits. See “— Pension Benefits” above for information on our discount rate assumption.
See Note 12 of the Notes to the Consolidated Financial Statements for additional information.
RECENT ACCOUNTING PRONOUNCEMENTS
In July 2013, the Financial Accounting Standards Board (“FASB”) issued ASU 2013-11, “Presentation of an
Unrecognized Tax Benefit when a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward
Exists,” which prescribes that a liability related to an unrecognized tax benefit to be offset against a deferred tax asset
for a net operating loss carryforward, a similar tax loss or a tax credit carryforward if such settlement is required or
expected in the event the uncertain tax position is disallowed. In situations in which a net operating loss
carryforward, a similar tax loss or a tax credit carryforward is not available at the reporting date under the tax law of
a jurisdiction or the tax law of a jurisdiction does not require it, and we do not intend to use the deferred tax asset for
such purpose, the unrecognized tax benefit should be presented in the financial statement as a liability and should not
be combined with deferred tax assets. This guidance becomes effective for the Company for fiscal years beginning
THE NEW YORK TIMES COMPANY – P. 45
after December 15, 2013, and will be applied on a prospective basis. We do not anticipate the adoption of this
guidance will have a material impact on our financial statements.
In February 2013, the Financial Accounting Standards Board (“FASB”) amended its presentation guidance on
comprehensive income to improve the reporting of reclassifications out of accumulated other comprehensive income
(“AOCI”). The new accounting guidance requires entities to provide information about the amounts reclassified out
of AOCI by component. In addition, entities are required to present, either on the face of the financial statements or in
the notes, significant amounts reclassified out of AOCI by the respective line items of net income, but only if the
amount reclassified is required to be reclassified in its entirety in the same reporting period. For amounts that are not
required to be reclassified in their entirety to net income, entities are required to cross-reference to other disclosures
that provide additional details about those amounts. The amended guidance is effective prospectively for reporting
periods beginning after December 15, 2012. We adopted the new guidance and present the reclassifications in the
notes to the financial statements.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Our market risk is principally associated with the following:
• We do not have interest rate risk related to our debt because, as of December 29, 2013, our portfolio does not
include variable-rate debt.
• Newsprint is a commodity subject to supply and demand market conditions. We have equity investments in
two paper mills, which provide a substantial hedge against price volatility. The cost of raw materials, of
which newsprint expense is a major component, represented approximately 7% of our total operating costs in
2013 and 2012, respectively. Based on the number of newsprint tons consumed in 2013 and 2012, a $10 per ton
increase in newsprint prices would have resulted in additional newsprint expense of $1.2 million (pre-tax) in
2013 and $1.3 million (pre-tax) in 2012, but would also result in improved performance in our joint ventures.
• The discount rate used to measure the benefit obligations for our qualified pension plans is determined by
using the Ryan ACM Curve, which provides rates for the bonds included in the curve and allows adjustments
for certain outliers (e.g., bonds on “watch”). Broad equity and bond indices are used in the determination of
the expected long term rate of return on pension plan assets. Therefore, interest rate fluctuations and volatility
of the debt and equity markets can have a significant impact on asset values, the funded status of our pension
plans and future anticipated contributions. See “Item 7 – Management’s Discussion and Analysis of Financial
Condition and Results of Operations – Pensions and Other Postretirement Benefits.”
• A significant portion of our employees are unionized and our results could be adversely affected if future
labor negotiations or contracts were to further restrict our ability to maximize the efficiency of our operations.
In addition, if we were to experience labor unrest or other business interruptions in connection with labor
negotiations or otherwise, or if we are unable to negotiate labor contracts on reasonable terms, our ability to
produce and deliver our products could be impaired.
See Notes 7, 8, 11 and 20 of the Notes to the Consolidated Financial Statements.
P. 46 – THE NEW YORK TIMES COMPANY
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
THE NEW YORK TIMES COMPANY 2013 FINANCIAL REPORT
INDEX
Management’s Responsibilities Report
Management’s Report on Internal Control Over Financial Reporting
Report of Independent Registered Public Accounting Firm on Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm on Internal Control Over Financial
Reporting
Consolidated Balance Sheets as of December 29, 2013 and December 30, 2012
Consolidated Statements of Operations for the years ended December 29, 2013, December 30, 2012
and December 25, 2011
Consolidated Statements of Comprehensive Income/(Loss) for the years ended December 29, 2013,
December 30, 2012 and December 25, 2011
Consolidated Statements of Changes in Stockholders’ Equity for the years ended December 29,
2013, December 30, 2012 and December 25, 2011
Consolidated Statements of Cash Flows for the years ended December 29, 2013, December 30, 2012
and December 25, 2011
Notes to the Consolidated Financial Statements
1. Basis of Presentation
2. Summary of Significant Accounting Policies
3. Prior Period Adjustments
4. Marketable Securities
5. Impairment of Assets
6. Goodwill
7. Investments
8. Debt Obligations
9. Other
10. Fair Value Measurements
11. Pension Benefits
12. Other Postretirement Benefits
13. Other Liabilities
14. Income Taxes
15. Discontinued Operations
16. Earnings/(Loss) Per Share
17. Stock-Based Awards
18. Stockholders’ Equity
19. Segment Information
20. Commitments and Contingent Liabilities
21. Subsequent Event
Schedule II – Valuation and Qualifying Accounts for the three years ended December 29, 2013
Quarterly Information (Unaudited)
PAGE
48
49
50
51
52
54
56
57
58
60
60
60
65
73
74
74
74
76
78
78
81
91
93
94
96
99
100
103
105
105
106
107
108
THE NEW YORK TIMES COMPANY – P. 47
MANAGEMENT’S RESPONSIBILITIES REPORT
The Company’s consolidated financial statements were prepared by management, who is responsible for their
integrity and objectivity. The consolidated financial statements have been prepared in accordance with accounting
principles generally accepted in the United States of America (“GAAP”) and, as such, include amounts based on
management’s best estimates and judgments.
Management is further responsible for establishing and maintaining adequate internal control over financial
reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. The Company’s
internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP. The
Company follows and continuously monitors its policies and procedures for internal control over financial reporting
to ensure that this objective is met (see “Management’s Report on Internal Control Over Financial Reporting” below).
The consolidated financial statements were audited by Ernst & Young LLP, an independent registered public
accounting firm, in 2013, 2012 and 2011. Its audits were conducted in accordance with the standards of the Public
Company Accounting Oversight Board (United States) and its report is shown on Page 50.
The Audit Committee of the Board of Directors, which is composed solely of independent directors, meets
regularly with the independent registered public accounting firm, internal auditors and management to discuss
specific accounting, financial reporting and internal control matters. Both the independent registered public
accounting firm and the internal auditors have full and free access to the Audit Committee. Each year the Audit
Committee selects, subject to ratification by stockholders, the firm which is to perform audit and other related work
for the Company.
THE NEW YORK TIMES COMPANY
THE NEW YORK TIMES COMPANY
BY: /s/ MARK THOMPSON
Mark Thompson
BY: /s/ JAMES M. FOLLO
James M. Follo
President and Chief Executive Officer
Executive Vice President and Chief Financial Officer
February 26, 2014
February 26, 2014
P. 48 – THE NEW YORK TIMES COMPANY
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
Management of the Company is responsible for establishing and maintaining adequate internal control over
financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. The
Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance
with GAAP. The Company’s internal control over financial reporting includes those policies and procedures that:
• pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions
and dispositions of the assets of the Company;
• provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with GAAP, and that receipts and expenditures of the Company are being made
only in accordance with authorizations of management and directors of the Company; and
• provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or
disposition of the Company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies
or procedures may deteriorate.
Management assessed the effectiveness of the Company’s internal control over financial reporting as of
December 29, 2013. In making this assessment, management used the criteria set forth by the Committee of
Sponsoring Organizations of the Treadway Commission in Internal Control — Integrated Framework (1992
framework). Based on its assessment, management concluded that the Company’s internal control over financial
reporting was effective as of December 29, 2013.
The Company’s independent registered public accounting firm, Ernst & Young LLP, that audited the
consolidated financial statements of the Company included in this Annual Report on Form 10-K, has issued an
attestation report on the Company’s internal control over financial reporting as of December 29, 2013, which is
included on Page 51 in this Annual Report on Form 10-K.
THE NEW YORK TIMES COMPANY – P. 49
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
ON CONSOLIDATED FINANCIAL STATEMENTS
To the Board of Directors and Stockholders of
The New York Times Company
New York, NY
We have audited the accompanying consolidated balance sheets of The New York Times Company as of
December 29, 2013 and December 30, 2012, and the related consolidated statements of operations, comprehensive
income/(loss), changes in stockholders’ equity, and cash flows for each of the three fiscal years in the period ended
December 29, 2013. Our audits also included the financial statement schedule listed at Item 15(A)(2) of The New York
Times Company’s 2013 Annual Report on Form 10-K. These financial statements and schedule are the responsibility
of The New York Times Company’s management. Our responsibility is to express an opinion on these financial
statements and schedule based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board
(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated
financial position of The New York Times Company at December 29, 2013 and December 30, 2012, and the
consolidated results of its operations and its cash flows for each of the three fiscal years in the period ended
December 29, 2013, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related
financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents
fairly in all material respects, the information set forth therein.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board
(United States), The New York Times Company’s internal control over financial reporting as of December 29, 2013,
based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (1992 framework), and our report dated February 26, 2014 expressed an
unqualified opinion thereon.
/s/ Ernst & Young LLP
New York, New York
February 26, 2014
P. 50 – THE NEW YORK TIMES COMPANY
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
ON INTERNAL CONTROL OVER FINANCIAL REPORTING
To the Board of Directors and Stockholders of
The New York Times Company
New York, NY
We have audited The New York Times Company’s internal control over financial reporting as of December 29,
2013, based on criteria established in Internal Control — Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission (1992 framework) (the COSO criteria). The New York Times
Company’s management is responsible for maintaining effective internal control over financial reporting, and for its
assessment of the effectiveness of internal control over financial reporting included in the accompanying
Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on
The New York Times Company’s internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board
(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether effective internal control over financial reporting was maintained in all material respects. Our audit included
obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness
exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and
performing such other procedures as we considered necessary in the circumstances. We believe that our audit
provides a reasonable basis for our opinion.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. A company’s internal control over financial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with
generally accepted accounting principles, and that receipts and expenditures of the company are being made only in
accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance
regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that
could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies
or procedures may deteriorate.
In our opinion, The New York Times Company maintained, in all material respects, effective internal control
over financial reporting as of December 29, 2013 based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board
(United States), the consolidated balance sheets of The New York Times Company as of December 29, 2013 and
December 30, 2012, and the related consolidated statements of operations, comprehensive income/(loss), changes in
stockholders’ equity, and cash flows for each of the three fiscal years in the period ended December 29, 2013 and our
report dated February 26, 2014 expressed an unqualified opinion thereon.
/s/ Ernst & Young LLP
New York, New York
February 26, 2014
THE NEW YORK TIMES COMPANY – P. 51
CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)
Assets
Current assets
Cash and cash equivalents
Short-term marketable securities
Accounts receivable (net of allowances: 2013 – $14,252; 2012 – $15,452)
Deferred income taxes
Prepaid assets
Other current assets
Assets held for sale
Total current assets
Long-term marketable securities
Investments in joint ventures
Property, plant and equipment:
Equipment
Buildings, building equipment and improvements
Software
Land
Assets in progress
Total, at cost
Less: accumulated depreciation and amortization
Property, plant and equipment, net
Goodwill
Deferred income taxes
Miscellaneous assets
Total assets
See Notes to the Consolidated Financial Statements.
December 29,
2013
December 30,
2012
$
482,745
$
364,880
202,303
65,859
20,250
36,230
—
1,172,267
176,155
40,213
623,249
650,293
189,684
105,710
15,402
1,584,338
(870,982)
713,356
125,871
179,989
164,701
820,490
134,820
197,589
58,214
23,085
26,320
137,050
1,397,568
4,444
40,872
624,793
651,113
190,320
105,692
9,527
1,581,445
(807,976)
773,469
122,691
302,212
166,214
$
2,572,552
$
2,807,470
P. 52 – THE NEW YORK TIMES COMPANY
CONSOLIDATED BALANCE SHEETS — continued
(In thousands, except share and per share data)
Liabilities and stockholders’ equity
Current liabilities
Accounts payable
Accrued payroll and other related liabilities
Unexpired subscriptions
Accrued expenses
Accrued income taxes
Liabilities held for sale
Total current liabilities
Other liabilities
Long-term debt and capital lease obligations
Pension benefits obligation
Postretirement benefits obligation
Other
Total other liabilities
Stockholders’ equity
December 29,
2013
December 30,
2012
$
90,982
$
91,629
58,007
107,755
138
—
348,511
684,142
444,328
90,602
158,435
88,990
86,772
57,336
118,753
38,932
32,373
423,156
696,752
737,889
110,347
173,690
1,377,507
1,718,678
Serial preferred stock of $1 par value – authorized 200,000 shares – none issued
—
—
Common stock of $.10 par value:
Class A – authorized: 300,000,000 shares; issued: 2013 – 151,289,625; 2012 – 150,270,975
(including treasury shares: 2013 – 2,180,471; 2012 – 2,483,537)
Class B – convertible – authorized and issued shares: 2013 – 818,061; 2012 – 818,385 (including
treasury shares: 2013 – none; 2012 – none)
Additional paid-in capital
Retained earnings
Common stock held in treasury, at cost
Accumulated other comprehensive loss, net of income taxes:
Foreign currency translation adjustments-gain
Unrealized loss on available-for-sale security
Funded status of benefit plans
Total accumulated other comprehensive loss, net of income taxes
Total New York Times Company stockholders’ equity
Noncontrolling interest
Total stockholders’ equity
15,129
82
33,045
15,027
82
25,610
1,283,518
1,230,450
(86,253)
(96,278)
12,674
—
(415,285)
(402,611)
842,910
3,624
846,534
11,327
(431)
(523,462)
(512,566)
662,325
3,311
665,636
Total liabilities and stockholders’ equity
$
2,572,552
$
2,807,470
See Notes to the Consolidated Financial Statements.
THE NEW YORK TIMES COMPANY – P. 53
Years Ended
December 29,
2013
December 30,
2012
December 25,
2011
(52 weeks)
(53 weeks)
(52 weeks)
$
824,277
$
795,037
$
666,687
86,266
1,577,230
92,886
332,085
201,942
626,913
706,354
78,477
1,411,744
3,228
6,171
—
—
156,087
—
—
(3,215)
—
58,073
94,799
37,892
56,907
(20,413)
28,362
7,949
64,856
249
711,829
88,475
1,595,341
106,381
331,321
213,616
651,318
711,112
78,980
1,441,410
47,657
—
2,620
—
103,654
220,275
5,500
2,936
—
62,808
258,557
94,617
163,940
(113,447)
85,520
(27,927)
136,013
(166)
705,163
756,148
93,263
1,554,574
108,267
315,900
216,094
640,261
687,558
83,833
1,411,652
—
4,228
4,500
7,458
126,736
71,171
—
(270)
46,381
85,243
66,013
21,417
44,596
(82,799)
—
(82,799)
(38,203)
555
65,105
$
135,847
$
(37,648)
57,156
$
163,774
$
7,949
(27,927)
65,105
$
135,847
$
45,151
(82,799)
(37,648)
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands)
Revenues
Circulation
Advertising
Other
Total revenues
Operating costs
Production costs:
Raw materials
Wages and benefits
Other
Total production costs
Selling, general and administrative costs
Depreciation and amortization
Total operating costs
Pension settlement expense
Multiemployer pension plan withdrawal expense
Other expense
Impairment of assets
Operating profit
Gain on sale of investments
Impairment of investments
(Loss)/income from joint ventures
Premium on debt redemption
Interest expense, net
Income from continuing operations before income taxes
Income tax expense
Income from continuing operations
Discontinued operations:
(Loss) from discontinued operations, net of income taxes
Gain on sale, net of income taxes
Income/(loss) from discontinued operations, net of income taxes
Net income/(loss)
Net loss/(income) attributable to the noncontrolling interest
Net income/(loss) attributable to The New York Times Company common
stockholders
Amounts attributable to The New York Times Company common stockholders:
Income from continuing operations
Income/(loss) from discontinued operations, net of income taxes
Net income/(loss)
$
$
$
See Notes to the Consolidated Financial Statements.
P. 54 – THE NEW YORK TIMES COMPANY
CONSOLIDATED STATEMENTS OF OPERATIONS — continued
(In thousands, except per share data)
Average number of common shares outstanding:
Basic
Diluted
Basic earnings/(loss) per share attributable to The New York Times Company
common stockholders:
Income from continuing operations
Income/(loss) from discontinued operations, net of income taxes
Net income/(loss)
Diluted earnings/(loss) per share attributable to The New York Times Company
common stockholders:
Income from continuing operations
Income/(loss) from discontinued operations, net of income taxes
Net income/(loss)
Dividends declared per share
See Notes to the Consolidated Financial Statements.
Years Ended
December 29,
2013
December 30,
2012
December 25,
2011
(52 weeks)
(53 weeks)
(52 weeks)
149,755
157,774
148,147
152,693
147,190
152,007
$
$
$
$
$
0.38
0.05
0.43
0.36
0.05
0.41
0.08
$
$
$
$
$
1.11
$
(0.19)
0.92
$
1.07
$
(0.18)
0.89
0.00
$
$
0.31
(0.57)
(0.26)
0.30
(0.55)
(0.25)
0.00
THE NEW YORK TIMES COMPANY – P. 55
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS)
(In thousands)
Net income/(loss)
Other comprehensive income/(loss), before tax:
Foreign currency translation adjustments-gain/(loss)
Unrealized derivative gain/(loss) on cash-flow hedge of equity method
investment
Unrealized gain/(loss) on available-for-sale security
Pension and postretirement benefits obligation
Other comprehensive (loss)/income, before tax
Income tax benefit
Other comprehensive (loss)/income, net of tax
Comprehensive income/(loss)
Comprehensive loss/(income) attributable to the noncontrolling interest
Comprehensive income/(loss) attributable to The New York Times
Company common stockholders
See Notes to the Consolidated Financial Statements.
Years Ended
December 29,
2013
December 30,
2012
December 25,
2011
(52 weeks)
(53 weeks)
(52 weeks)
$
64,856
$
136,013
$
(38,203)
2,613
—
729
180,340
183,682
(73,165)
110,517
175,373
(313)
536
1,143
(729)
(27,222)
(26,272)
10,760
(15,512)
120,501
(162)
(523)
839
—
(211,289)
(210,973)
86,065
(124,908)
(163,111)
1,000
$
175,060
$
120,339
$
(162,111)
P. 56 – THE NEW YORK TIMES COMPANY
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(In thousands,
except share and
per share data)
Capital
Stock
Class A
and
Class B
Common
Additional
Paid-in
Capital
Retained
Earnings
Common
Stock
Held in
Treasury,
at Cost
Accumulated
Other
Compre-
hensive
Loss, Net of
Income
Taxes
Total
New York
Times
Company
Stock-
holders’
Equity
Non-
controlling
Interest
Total
Stock-
holders’
Equity
Balance, December 26, 2010, as reported $ 15,012 $
40,155 $1,126,294 $(134,463) $
(387,071) $
659,927 $
4,149 $ 664,076
Cumulative prior period adjustment
—
—
5,957
—
14,476
20,433
— 20,433
Balance, December 26, 2010
15,012
40,155
1,132,251
(134,463)
(372,595)
680,360
4,149
684,509
Net loss
Other comprehensive loss
Issuance of shares:
Employee stock purchase plan –
603,114 Class A shares
Stock options – 100,200 Class A
shares
Stock conversions – 240 Class B
shares to Class A shares
Restricted stock units vested –
210,769 Class A shares
401(k) Company stock match –
781,088 Class A shares
Stock-based compensation
Income tax shortfall related to share-
based payments
—
—
60
11
—
—
—
—
—
—
—
4,258
353
—
(6,250)
(11,800)
9,410
(4,102)
(37,648)
—
—
—
—
—
—
—
—
—
—
—
—
—
4,965
18,524
—
—
Net income
Other comprehensive loss
Issuance of shares:
Stock options – 176,400 Class A
shares
Stock conversions – 500 Class B
shares to Class A shares
Restricted stock units vested – 92,847
Class A shares
401(k) Company stock match –
490,031 Class A shares
Stock-based compensation
Income tax shortfall related to share-
based payments
—
—
18
—
8
—
—
—
—
—
712
—
(656)
(10,785)
5,329
(1,014)
135,847
—
—
—
—
—
—
—
—
—
—
—
147
14,549
—
—
—
(37,648)
(555)
(38,203)
(124,463)
(124,463)
(445)
(124,908)
—
—
—
—
—
—
—
—
4,318
364
—
(1,285)
6,724
9,410
(4,102)
533,678
135,847
—
—
—
—
—
—
—
4,318
364
—
(1,285)
6,724
9,410
(4,102)
3,149
536,827
166
136,013
(15,508)
(15,508)
(4)
(15,512)
—
—
—
—
—
—
730
—
(501)
3,764
5,329
(1,014)
—
—
—
—
—
—
730
—
(501)
3,764
5,329
(1,014)
Balance, December 25, 2011
15,083
32,024
1,094,603
(110,974)
(497,058)
Balance, December 30, 2012
15,109
25,610
1,230,450
(96,278)
(512,566)
662,325
3,311
665,636
Net income/(loss)
Dividends
Other comprehensive income
Issuance of shares:
Stock options – 914,272 Class A
shares
Stock conversions – 324 Class B
shares to Class A shares
Restricted stock units vested –
104,054 Class A shares
401(k) Company stock match –
303,066 Class A shares
Stock-based compensation
Income tax benefit related to share-based
payments
—
—
—
92
—
10
—
—
—
—
—
—
4,994
—
(756)
(6,571)
6,813
2,955
65,105
(12,037)
—
—
—
—
—
—
—
—
—
—
—
—
—
10,025
—
—
—
—
65,105
(12,037)
(249)
64,856
— (12,037)
109,955
109,955
562
110,517
—
—
—
—
—
—
5,086
—
(746)
3,454
6,813
2,955
—
—
—
—
—
—
5,086
—
(746)
3,454
6,813
2,955
Balance, December 29, 2013
$ 15,211 $
33,045 $1,283,518 $ (86,253) $
(402,611) $
842,910 $
3,624 $ 846,534
See Notes to the Consolidated Financial Statements.
THE NEW YORK TIMES COMPANY – P. 57
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
Cash flows from operating activities
Net income/(loss)
Adjustments to reconcile net income/(loss) to net cash provided by operating activities:
Years Ended
December 29,
2013
December 30,
2012
December 25,
2011
$
64,856 $
136,013 $
(38,203)
Impairment of assets
Pension settlement expense
Multiemployer pension withdrawal expense
Other expense
Gain on sale of investments
Impairment on investments
Premium on debt redemption
Gain on sale of New England Media Group & About Group
Loss on sale of Regional Media Group
Depreciation and amortization
Stock-based compensation expense
Undistributed loss on equity method investments
Deferred income taxes
Long-term retirement benefit obligations
Other – net
Changes in operating assets and liabilities:
Accounts receivable – net
Inventories
Other current assets
Accounts payable and other liabilities
Unexpired subscriptions
Net cash provided by operating activities
Cash flows from investing activities
Purchases of marketable securities
Maturities of marketable securities
Proceeds from sale of business
Proceeds from investments – net of purchases
Capital expenditures
Change in restricted cash
Proceeds from the sale of assets
Net cash (used in)/provided by investing activities
Cash flows from financing activities
Long-term obligations:
Repayments
Redemption of long-term debt
Dividends paid
Capital shares:
Issuances
Income tax benefit related to share-based payments
Net cash used in financing activities
Net (decrease)/increase in cash and cash equivalents
Effect of exchange rate changes on cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of the year
See Notes to the Consolidated Financial Statements.
P. 58 – THE NEW YORK TIMES COMPANY
34,300
3,228
14,168
—
—
—
—
(47,561)
—
85,477
8,741
3,619
44,102
(112,133)
12,928
3,148
176
1,675
(83,072)
1,203
34,855
(860,848)
447,350
68,585
12,004
(16,942)
(3,806)
—
194,732
47,657
—
2,620
(220,275)
5,500
—
(96,675)
5,441
103,775
4,693
2,586
1,380
164,434
—
4,228
4,500
(71,171)
—
46,381
—
—
116,454
8,497
3,435
65,045
(143,724)
(144,613)
9,737
(462)
5,130
6,806
(8,477)
18,429
3,962
79,310
(439,700)
409,726
456,158
250,918
(34,888)
3,287
1,312
12,603
(4,955)
1,820
(97,007)
2,941
73,927
(279,721)
204,849
—
117,966
(44,887)
(27,628)
11,167
(18,254)
(590)
(250,000)
—
364
—
(250,226)
(194,553)
36
369,668
175,151
(353,657)
646,813
(19,959)
—
(6,040)
5,086
1,654
(19,259)
(338,061)
316
820,490
(81,584)
—
—
730
—
(80,854)
645,269
70
175,151
$
482,745 $
820,490 $
SUPPLEMENTAL DISCLOSURES TO CONSOLIDATED STATEMENTS OF CASH FLOWS
Cash Flow Information
(In thousands)
Cash payments
Interest, net of capitalized interest
Income tax payment/(refunds) – net
See Notes to the Consolidated Financial Statements.
Non-Cash Investing Activities
Years Ended
December 29,
2013
December 30,
2012
December 25,
2011
$
$
54,821 $
42,792 $
60,005 $
98,336
(6,627) $
(22,757)
Non-cash investing activities in 2012 included approximately $14 million for amounts held in escrow to satisfy
certain indemnification provisions related to the sale of our ownership interest in Indeed.com in 2012. During 2013,
we received approximately $7 million of the total amount held in escrow. We expect the remaining amount held in
escrow to be released over the next year. See Note 7 for additional information regarding the sale.
THE NEW YORK TIMES COMPANY – P. 59
Table of Contents
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation
Nature of Operations
The New York Times Company is a global media organization that includes newspapers, digital businesses,
investments in paper mills and other investments (see Note 7). The New York Times Company and its consolidated
subsidiaries are referred to collectively as the “Company,” “we,” “our” and “us.” Our major sources of revenue are
circulation and advertising.
Principles of Consolidation
The accompanying Consolidated Financial Statements have been prepared in accordance with generally
accepted accounting principles in the United States of America (“GAAP”) and include the accounts of our Company
and our wholly and majority-owned subsidiaries after elimination of all significant intercompany transactions.
The portion of the net income or loss and equity of a subsidiary attributable to the owners of a subsidiary other
than the Company (a noncontrolling interest) is included as a component of consolidated stockholders‘ equity in our
Consolidated Balance Sheets, within net income or loss in our Consolidated Statements of Operations, within
comprehensive income or loss in our Consolidated Statements of Comprehensive Income/(Loss) and as a component
of consolidated stockholders’ equity in our Consolidated Statements of Changes in Stockholders’ Equity.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and
assumptions that affect the amounts reported in our Consolidated Financial Statements. Actual results could differ
from these estimates.
Fiscal Year
Our fiscal year end is the last Sunday in December. Fiscal years 2013 and 2011 each comprise 52 weeks and
fiscal year 2012 comprises 53 weeks. Our fiscal years ended as of December 29, 2013, December 30, 2012, and
December 25, 2011.
Reclassifications
For comparability, certain prior-year amounts have been reclassified to conform with the 2013 presentation.
2. Summary of Significant Accounting Policies
Cash and Cash Equivalents
We consider all highly liquid debt instruments with original maturities of 3 months or less to be cash
equivalents.
Marketable Securities
We have investments in marketable debt and equity securities. We determine the appropriate classification of
our investments at the date of purchase and reevaluate the classifications at the balance sheet date. Marketable debt
securities with maturities of 12 months or less are classified as short-term. Marketable debt securities with maturities
greater than 12 months are classified as long-term. We have the intent and ability to hold our marketable debt
securities until maturity; therefore, they are accounted for as held-to-maturity and stated at amortized cost. We had a
marketable equity security which was accounted for as available-for-sale and stated at fair value until the sale of the
investment in the fourth quarter of 2013 (see Note 4). Changes in the fair value of our available-for-sale security were
recognized as unrealized gains or losses, net of taxes, as a component of accumulated other comprehensive income/
(loss) (“AOCI”).
Concentration of Risk
Financial instruments, which potentially subject us to concentration of risk, are cash and cash equivalents and
investments. Cash and cash equivalents are placed with major financial institutions. As of December 29, 2013, we had
cash balances at financial institutions in excess of federal insurance limits. We periodically evaluate the credit
standing of these financial institutions as part of our ongoing investment strategy.
P. 60 – THE NEW YORK TIMES COMPANY
Our investment portfolio consists of investment-grade securities diversified among security types, issuers and
industries. Our cash and investments are primarily managed by third-party investment managers who are required to
adhere to investment policies approved by our Board of Directors designed to mitigate risk.
Accounts Receivable
Credit is extended to our advertisers and our subscribers based upon an evaluation of the customer’s financial
condition, and collateral is not required from such customers. Allowances for estimated credit losses, rebates, returns,
rate adjustments and discounts are generally established based on historical experience.
Inventories
Inventories are stated at the lower of cost or current market value. Inventory cost is generally based on the last-
in, first-out (“LIFO”) method for newsprint and the first-in, first-out (“FIFO”) method for other inventories.
Investments
Investments in which we have at least a 20%, but not more than a 50%, interest are generally accounted for
under the equity method. Investment interests below 20% are generally accounted for under the cost method, except
if we could exercise significant influence, the investment would be accounted for under the equity method. We had an
investment interest below 20% in Fenway Sports Group, which was accounted for under the equity method until the
sale of a portion of our investment interest in the first quarter of 2012 (see Note 7).
Property, Plant and Equipment
Property, plant and equipment are stated at cost. Depreciation is computed by the straight-line method over the
shorter of estimated asset service lives or lease terms as follows: buildings, building equipment and improvements –
10 to 40 years; equipment – 3 to 30 years; and software – 2 to 5 years. We capitalize interest costs and certain staffing
costs as part of the cost of major projects.
We evaluate whether there has been an impairment of long-lived assets, primarily property, plant and
equipment, if certain circumstances indicate that a possible impairment may exist. These assets are tested for
impairment at the asset group level associated with the lowest level of cash flows. An impairment exists if the
carrying value of the asset (1) is not recoverable (the carrying value of the asset is greater than the sum of
undiscounted cash flows) and (2) is greater than its fair value.
Goodwill
Goodwill is the excess of cost over the fair value of tangible and other intangible net assets acquired. Goodwill
is not amortized but tested for impairment annually or in an interim period if certain circumstances indicate a
possible impairment may exist. Our annual impairment testing date is the first day of our fiscal fourth quarter.
We test for goodwill impairment at the reporting unit level, which is our single operating segment. We first
perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit
is less than its carrying value. The qualitative assessment includes, but is not limited to, the results of our most recent
quantitative impairment test, consideration of industry, market and macroeconomic conditions, cost factors, cash
flows, changes in key management personnel and our share price. The result of this assessment determines whether it
is necessary to perform the goodwill impairment two-step test. For the 2013 annual impairment testing, based on our
qualitative assessment, we concluded that it is more likely than not that goodwill is not impaired.
If we determine that it is more likely than not that the fair value of a reporting unit is less than its carrying
value, in the first step, we compare the fair value of the reporting unit with its carrying amount, including goodwill.
Fair value is calculated by a combination of a discounted cash flow model and a market approach model. In
calculating fair value for our reporting unit, we generally weigh the results of the discounted cash flow model more
heavily than the market approach because the discounted cash flow model is specific to our business and long-term
projections. If the fair value exceeds the carrying amount, goodwill is not considered impaired. If the carrying amount
exceeds the fair value, the second step must be performed to measure the amount of the impairment loss, if any. In the
second step, we compare the implied fair value of the reporting unit’s goodwill with the carrying amount of that
goodwill. An impairment loss would be recognized in an amount equal to the excess of the carrying amount of the
goodwill over the implied fair value of the goodwill.
THE NEW YORK TIMES COMPANY – P. 61
The discounted cash flow analysis requires us to make various judgments, estimates and assumptions, many of
which are interdependent, about future revenues, operating margins, growth rates, capital expenditures, working
capital and discount rates. The starting point for the assumptions used in our discounted cash flow analysis is the
annual long-range financial forecast. The annual planning process that we undertake to prepare the long-range
financial forecast takes into consideration a multitude of factors, including historical growth rates and operating
performance, related industry trends, macroeconomic conditions, and marketplace data, among others. Assumptions
are also made for perpetual growth rates for periods beyond the long-range financial forecast period. Our estimates of
fair value are sensitive to changes in all of these variables, certain of which relate to broader macroeconomic
conditions outside our control.
The market approach analysis includes applying a multiple, based on comparable market transactions, to
certain operating metrics of the reporting unit.
All other long-lived assets, were tested for impairment at the asset group level associated with the lowest level
of cash flows. An impairment exists if the carrying value of the asset (1) was not recoverable (the carrying value of the
asset was greater than the sum of undiscounted cash flows) and (2) was greater than its fair value.
The significant estimates and assumptions used by management in assessing the recoverability of goodwill
acquired and other long-lived assets are estimated future cash flows, discount rates, growth rates, as well as other
factors. Any changes in these estimates or assumptions could result in an impairment charge. The estimates, based on
reasonable and supportable assumptions and projections, require management’s subjective judgment. Depending on
the assumptions and estimates used, the estimated results of the impairment tests can vary within a range of
outcomes.
In addition to annual testing, management uses certain indicators to evaluate whether an interim impairment
test may be required. These indicators include: (1) current-period operating or cash flow declines combined with a
history of operating or cash flow declines or a projection/forecast that demonstrates continuing declines in the cash
flow or the inability to improve our operations to forecasted levels, (2) a significant adverse change in the business
climate, whether structural or technological and (3) a decline in our stock price and market capitalization.
Management has applied what it believes to be the most appropriate valuation methodology for its impairment
testing. See Note 15 for goodwill impairments recorded within discontinued operations.
Self-Insurance
We self-insure for workers’ compensation costs, automobile and general liability claims, up to certain
deductible limits, as well as for certain employee medical and disability benefits. The recorded liabilities for self-
insured risks are primarily calculated using actuarial methods. The liabilities include amounts for actual claims, claim
growth and claims incurred but not yet reported. The recorded liabilities for self-insured risks were approximately
$43 million as of December 29, 2013 and $42 million as of December 30, 2012.
Pension and Other Postretirement Benefits
Our single-employer pension and other postretirement benefit costs are accounted for using actuarial
valuations. We recognize the funded status of these plans – measured as the difference between plan assets, if funded,
and the benefit obligation – on the balance sheet and recognize changes in the funded status that arise during the
period but are not recognized as components of net periodic pension cost, within other comprehensive income/(loss),
net of income taxes. The assets related to our funded pension plans are measured at fair value.
We make significant subjective judgments about a number of actuarial assumptions, which include discount
rates, health-care cost trend rates, long-term return on plan assets and mortality rates. Depending on the assumptions
and estimates used, the impact from our pension and other postretirement benefits could vary within a range of
outcomes and could have a material effect on our Consolidated Financial Statements.
We also recognize the present value of pension liabilities associated with the withdrawal from multiemployer
pension plans. We assess a liability, for obligations related to complete and partial withdrawals from multiemployer
pension plans, as well as estimate obligations for future partial withdrawals that we consider probable and
reasonably estimable. The actual liability is not known until each plan completes a final assessment of the withdrawal
liability and issues a demand to us. Therefore, we adjust the estimate of our multiemployer pension plan liability as
more information becomes available that allows us to refine our estimates.
P. 62 – THE NEW YORK TIMES COMPANY
See Notes 11 and 12 for additional information regarding pension and other postretirement benefits.
Revenue Recognition
Circulation revenues include single-copy and subscription revenues. Circulation revenues are based on the
number of copies of the printed newspaper (through home-delivery subscriptions and single-copy sales) and digital
subscriptions sold and the rates charged to the respective customers. Single-copy revenue is recognized based on date
of publication, net of provisions for related returns. Proceeds from subscription revenues are deferred at the time of
sale and are recognized in earnings on a pro rata basis over the terms of the subscriptions. When our digital
subscriptions are sold through third parties, we are a principal in the transaction and, therefore, revenues and related
costs to third parties for these sales are reported on a gross basis. Several factors are considered to determine whether
we are a principal, most notably whether we are the primary obligor to the customer and have determined the selling
price and product specifications.
Advertising revenues are recognized when advertisements are published in newspapers or placed on digital
platforms or, with respect to certain digital advertising, each time a user clicks on certain advertisements, net of
provisions for estimated rebates, rate adjustments and discounts.
We recognize a rebate obligation as a reduction of revenues, based on the amount of estimated rebates that will
be earned and claimed, related to the underlying revenue transactions during the period. Measurement of the rebate
obligation is estimated based on the historical experience of the number of customers that ultimately earn and use the
rebate.
Rate adjustments primarily represent credits given to customers related to billing or production errors and
discounts represent credits given to customers who pay an invoice prior to its due date. Rate adjustments and
discounts are accounted for as a reduction of revenues, based on the amount of estimated rate adjustments or
discounts related to the underlying revenues during the period. Measurement of rate adjustments and discount
obligations are estimated based on historical experience of credits actually issued.
Other revenues are recognized when the related service or product has been delivered.
Income Taxes
Income taxes are recognized for the following: (1) amount of taxes payable for the current year and (2) deferred
tax assets and liabilities for the future tax consequence of events that have been recognized differently in the financial
statements than for tax purposes. Deferred tax assets and liabilities are established using statutory tax rates and are
adjusted for tax rate changes in the period of enactment.
We assess whether our deferred tax assets should be reduced by a valuation allowance if it is more likely than
not that some portion or all of the deferred tax assets will not be realized. Our process includes collecting positive
(e.g., sources of taxable income) and negative (e.g., recent historical losses) evidence and assessing, based on the
evidence, whether it is more likely than not that the deferred tax assets will not be realized.
We recognize in our financial statements the impact of a tax position if that tax position is more likely than not
of being sustained on audit, based on the technical merits of the tax position. This involves the identification of
potential uncertain tax positions, the evaluation of tax law and an assessment of whether a liability for uncertain tax
positions is necessary. Different conclusions reached in this assessment can have a material impact on our
Consolidated Financial Statements.
We operate within multiple taxing jurisdictions and are subject to audit in these jurisdictions. These audits can
involve complex issues, which could require an extended period of time to resolve. Until formal resolutions are
reached between us and the tax authorities, the timing and amount of a possible audit settlement for uncertain tax
benefits is difficult to predict.
Stock-Based Compensation
We establish fair value for our stock-based awards to determine our cost and recognize the related expense over
the appropriate vesting period. We recognize compensation expense for outstanding stock-settled restricted stock
units, stock options, stock appreciation rights, cash-settled restricted stock units, long-term incentive plan (“LTIP”)
awards and Common Stock under our Employee Stock Purchase Plan (“ESPP”). See Note 17 for additional
information related to stock-based compensation expense.
THE NEW YORK TIMES COMPANY – P. 63
Earnings/(Loss) Per Share
Basic earnings/(loss) per share is calculated by dividing net earnings/(loss) available to common stockholders
by the weighted-average common stock outstanding. Diluted earnings/(loss) per share is calculated similarly, except
that it includes the dilutive effect of the assumed exercise of securities, including outstanding warrants and the effect
of shares issuable under our Company’s stock-based incentive plans if such effect is dilutive.
The two-class method is an earnings allocation method for computing earnings/(loss) per share when a
company’s capital structure includes either two or more classes of common stock or common stock and participating
securities. This method determines earnings/(loss) per share based on dividends declared on common stock and
participating securities (i.e., distributed earnings), as well as participation rights of participating securities in any
undistributed earnings.
Foreign Currency Translation
The assets and liabilities of foreign companies are translated at year-end exchange rates. Results of operations
are translated at average rates of exchange in effect during the year. The resulting translation adjustment is included
as a separate component in the Stockholders’ Equity section of our Consolidated Balance Sheets, in the caption
“Accumulated other comprehensive loss, net of income taxes.”
Recent Accounting Pronouncements
In July 2013, the Financial Accounting Standards Board (“FASB”) issued ASU 2013-11, “Presentation of an
Unrecognized Tax Benefit when a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward
Exists,” which prescribes that a liability related to an unrecognized tax benefit to be offset against a deferred tax asset
for a net operating loss carryforward, a similar tax loss or a tax credit carryforward if such settlement is required or
expected in the event the uncertain tax position is disallowed. In situations in which a net operating loss
carryforward, a similar tax loss or a tax credit carryforward is not available at the reporting date under the tax law of
a jurisdiction or the tax law of a jurisdiction does not require it, and we do not intend to use the deferred tax asset for
such purpose, the unrecognized tax benefit should be presented in the financial statement as a liability and should not
be combined with deferred tax assets. This guidance becomes effective for the Company for fiscal years beginning
after December 15, 2013, and will be applied on a prospective basis. We do not anticipate the adoption of this
guidance will have a material impact on our financial statements.
In February 2013, the Financial Accounting Standards Board (“FASB”) amended its presentation guidance on
comprehensive income to improve the reporting of reclassifications out of accumulated other comprehensive income
(“AOCI”). The new accounting guidance requires entities to provide information about the amounts reclassified out
of AOCI by component. In addition, entities are required to present, either on the face of the financial statements or in
the notes, significant amounts reclassified out of AOCI by the respective line items of net income, but only if the
amount reclassified is required to be reclassified in its entirety in the same reporting period. For amounts that are not
required to be reclassified in their entirety to net income, entities are required to cross-reference to other disclosures
that provide additional details about those amounts. We adopted the new guidance and present the reclassifications
in the notes to the financial statements. See Note 18 for additional information regarding amounts reclassified from
AOCI.
P. 64 – THE NEW YORK TIMES COMPANY
3. Prior Period Adjustments
During the second quarter of 2013, we determined that due to an error in the actuarial valuation of accrued benefits
for approximately 800 participants primarily in The New York Times Companies Pension Plan, our pension benefit
obligation was overstated by approximately $50.4 million as of December 31, 2012 and $50.9 million as of March 31, 2013.
The New York Times Companies Pension Plan (which was frozen as of December 31, 2009) provides for certain offsetting
credits for plan participants who are also entitled to benefits under another qualified pension plan to which we contribute,
primarily from The New York Times Newspaper Guild Pension Plan or the Boston Globe Retirement Plan for employees
represented by the Boston Newspaper Guild. We determined that those offsetting credits were not properly recorded in
prior interim and annual periods, on our balance sheet from December 30, 2007 through March 31, 2013 and on our
income statement from the fiscal year ended December 28, 2008 through the quarter ended March 31, 2013.
In accordance with the provisions of SEC Staff Accounting Bulletin No. 108, we assessed the impact of these
adjustments on prior period financial statements and concluded that these errors were not material individually or in
the aggregate to any of the prior reporting periods from an income statement and balance sheet perspective. However,
the correction of the error in the second quarter of 2013 would have been considered material and would impact
comparisons to prior periods.
Accordingly, we have adjusted our consolidated financial statements for the periods ended December 25, 2011
through March 31, 2013 to correct the errors and will make adjustments for future Form 10-Q filings that include financial
statements for the periods affected. The adjustment primarily resulted in a reduction in pension expense, other
comprehensive income and pension liability in each of the periods presented.
The cumulative effect, net of tax, on the opening retained earnings and opening accumulated comprehensive
income as of December 27, 2010 were $6.0 million and $14.5 million, respectively. There was no impact on cash flows for
the periods indicated. The following tables show the adjusted financial statements for those periods indicated:
THE NEW YORK TIMES COMPANY – P. 65
(In thousands)
As previously reported:
Condensed Consolidated Balance Sheets
Assets
Current assets
Cash and cash equivalents
Short-term marketable securities
Accounts receivable (net of allowances)
Inventories:
Newsprint and magazine paper
Other inventory
Total inventories
Deferred income taxes
Other current assets
Assets held for sale
Total current assets
Other assets
Long-term marketable securities
Investments in joint ventures
Property, plant and equipment (less accumulated depreciation
and amortization)
Goodwill (less accumulated impairment losses)
Deferred income taxes
Miscellaneous assets
Total assets
Liabilities and stockholders’ equity
Current liabilities
Accounts payable
Accrued payroll and other related liabilities
Unexpired subscriptions
Accrued expenses and other
Accrued income taxes
Liabilities held for sale
Total current liabilities
Other liabilities
Long-term debt and capital lease obligations
Pension benefits obligation
Postretirement benefits obligation
Other
Total other liabilities
Stockholders’ equity
Common stock of $.10 par value:
Class A
Class B
Additional paid-in capital
Retained earnings
Common stock held in treasury, at cost
Accumulated other comprehensive loss, net of income taxes:
March 31,
2013
December 30,
2012
September 23,
2012
June 24,
2012
March 25,
2012
2012 by quarter
$
308,014 $
366,805
159,344
820,490 $
134,820
197,589
334,374 $
279,740
160,998
290,292 $
279,858
170,904
206,468
224,878
180,406
6,952
1,697
8,649
58,214
49,824
127,529
1,078,379
190,841
38,409
757,507
120,275
322,222
165,202
5,608
1,729
7,337
58,214
42,068
137,050
1,397,568
4,444
40,872
773,469
122,691
322,767
166,214
9,857
1,689
11,546
73,055
45,491
356,030
1,261,234
—
41,401
789,147
121,251
365,666
168,470
9,695
1,954
11,649
73,055
42,886
361,358
1,230,002
—
41,809
804,189
118,825
369,439
173,880
12,129
2,076
14,205
73,055
59,404
550,836
1,309,252
—
43,420
819,586
123,061
316,446
227,088
$ 2,672,835 $
2,828,025 $
2,747,169 $ 2,738,144 $ 2,838,853
$
80,687 $
52,288
59,549
112,316
—
33,302
338,142
88,990 $
86,772
57,336
118,753
38,932
32,373
423,156
86,104 $
87,753
57,050
197,934
—
34,611
463,452
80,754 $
72,641
55,725
198,719
—
36,479
444,318
83,192
66,826
57,870
198,809
—
41,407
448,104
697,920
714,505
109,500
166,434
1,688,359
696,752
788,268
110,347
173,690
1,769,057
701,518
830,868
100,248
175,949
1,808,583
700,614
848,669
101,397
176,305
1,826,985
699,349
860,836
102,689
171,944
1,834,818
15,045
82
27,656
1,222,936
(93,506)
15,027
82
25,610
1,219,798
(96,278)
15,023
82
31,181
1,042,888
(102,690)
15,009
82
34,278
1,040,606
(107,572)
15,005
82
35,820
1,128,755
(110,827)
Foreign currency translation adjustments
Unrealized (loss)/gain on available-for-sale security
9,858
(1,242)
11,327
(431)
10,418
732
8,286
2,102
12,382
4,109
Funded status of benefit plans
(537,557)
(542,634)
(525,548)
(529,019)
(532,491)
Total accumulated other comprehensive loss, net of
income taxes
Total New York Times Company stockholders’
equity
Noncontrolling interest
Total stockholders’ equity
Total liabilities and stockholders’ equity
(528,941)
(531,738)
(514,398)
(518,631)
(516,000)
643,272
632,501
472,086
463,772
552,835
3,062
646,334
$ 2,672,835 $
3,311
635,812
2,828,025 $
3,048
475,134
3,096
3,069
555,931
466,841
2,747,169 $ 2,738,144 $ 2,838,853
P. 66 – THE NEW YORK TIMES COMPANY
(In thousands)
Adjustments:
Condensed Consolidated Balance Sheets
Assets
Current assets
Cash and cash equivalents
Short-term marketable securities
Accounts receivable (net of allowances)
Inventories:
Newsprint and magazine paper
Other inventory
Total inventories
Deferred income taxes
Other current assets
Assets held for sale
Total current assets
Other assets
Long-term marketable securities
Investments in joint ventures
Property, plant and equipment (less accumulated depreciation
and amortization)
Goodwill (less accumulated impairment losses)
Deferred income taxes
Miscellaneous assets
Total assets
Liabilities and stockholders’ equity
Current liabilities
Accounts payable
Accrued payroll and other related liabilities
Unexpired subscriptions
Accrued expenses and other
Accrued income taxes
Liabilities held for sale
Total current liabilities
Other liabilities
Long-term debt and capital lease obligations
Pension benefits obligation
Postretirement benefits obligation
Other
Total other liabilities
Stockholders’ equity
Common stock of $.10 par value:
Class A
Class B
Additional paid-in capital
Retained earnings
Common stock held in treasury, at cost
Accumulated other comprehensive gain, net of income taxes:
Foreign currency translation adjustments
Unrealized (loss)/gain on available-for-sale security
March 31,
2013
December 30,
2012
September 23,
2012
June 24,
2012
March 25,
2012
2012 by quarter
$
$
$
— $
—
—
— $
—
—
— $
—
—
— $
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
(20,438)
—
—
(20,555)
—
—
(19,862)
—
—
(19,493)
—
(20,438) $
(20,555) $
(19,862) $
(19,493) $
—
(19,185)
—
(19,185)
— $
—
—
—
360
—
360
—
(50,888)
—
—
(50,888)
—
—
—
11,087
—
—
—
— $
—
—
—
—
—
—
—
(50,379)
—
—
(50,379)
—
—
—
10,652
—
—
—
— $
—
—
—
—
—
—
— $
—
—
—
—
—
—
—
—
—
—
—
—
—
—
(48,515)
—
—
(48,515)
—
(47,723)
—
—
(47,723)
—
(46,931)
—
—
(46,931)
—
—
—
9,439
—
—
—
—
—
—
8,974
—
—
—
—
—
—
8,448
—
—
—
Funded status of benefit plans
19,003
19,172
19,214
19,256
19,298
Total accumulated other comprehensive gain, net of
income taxes
Total New York Times Company stockholders’
equity
Noncontrolling interest
Total stockholders’ equity
Total liabilities and stockholders’ equity
19,003
30,090
—
30,090
(20,438) $
$
19,172
29,824
—
29,824
(20,555) $
19,214
19,256
19,298
28,653
28,230
—
28,653
(19,862) $
—
28,230
(19,493) $
27,746
—
27,746
(19,185)
THE NEW YORK TIMES COMPANY – P. 67
(In thousands)
As adjusted:
Condensed Consolidated Balance Sheets
Assets
Current assets
Cash and cash equivalents
Short-term marketable securities
Accounts receivable (net of allowances)
Inventories:
Newsprint and magazine paper
Other inventory
Total inventories
Deferred income taxes
Other current assets
Assets held for sale
Total current assets
Other assets
Long-term marketable securities
Investments in joint ventures
Property, plant and equipment (less accumulated depreciation
and amortization)
Goodwill (less accumulated impairment losses)
Deferred income taxes
Miscellaneous assets
Total assets
Liabilities and stockholders’ equity
Current liabilities
Accounts payable
Accrued payroll and other related liabilities
Unexpired subscriptions
Accrued expenses and other
Accrued income taxes
Liabilities held for sale
Total current liabilities
Other liabilities
Long-term debt and capital lease obligations
Pension benefits obligation
Postretirement benefits obligation
Other
Total other liabilities
Stockholders’ equity
Common stock of $.10 par value:
Class A
Class B
Additional paid-in capital
Retained earnings
Common stock held in treasury, at cost
Accumulated other comprehensive loss, net of income taxes:
March 31,
2013
December 30,
2012
September 23,
2012
June 24,
2012
March 25,
2012
2012 by quarter
$
308,014 $
366,805
159,344
820,490 $
134,820
197,589
334,374 $
279,740
160,998
290,292 $
279,858
170,904
206,468
224,878
180,406
6,952
1,697
8,649
58,214
49,824
127,529
1,078,379
190,841
38,409
5,608
1,729
7,337
58,214
42,068
137,050
1,397,568
4,444
40,872
9,857
1,689
11,546
73,055
45,491
356,030
1,261,234
9,695
1,954
11,649
73,055
42,886
361,358
1,230,002
12,129
2,076
14,205
73,055
59,404
550,836
1,309,252
—
41,401
—
41,809
—
43,420
757,507
773,469
789,147
804,189
819,586
120,275
301,784
165,202
$ 2,652,397 $
122,691
302,212
166,214
2,807,470 $
121,251
345,804
168,470
123,061
118,825
297,261
349,946
227,088
173,880
2,727,307 $ 2,718,651 $ 2,819,668
$
80,687 $
52,288
59,549
112,316
360
33,302
338,502
88,990 $
86,772
57,336
118,753
38,932
32,373
423,156
86,104 $
87,753
57,050
197,934
—
34,611
463,452
80,754 $
72,641
55,725
198,719
—
36,479
444,318
83,192
66,826
57,870
198,809
—
41,407
448,104
697,920
663,617
109,500
166,434
1,637,471
696,752
737,889
110,347
173,690
1,718,678
701,518
782,353
100,248
175,949
1,760,068
700,614
800,946
101,397
176,305
1,779,262
699,349
813,905
102,689
171,944
1,787,887
15,045
82
27,656
1,234,023
(93,506)
15,027
82
25,610
1,230,450
(96,278)
15,023
82
31,181
1,052,327
(102,690)
15,009
82
34,278
1,049,580
(107,572)
15,005
82
35,820
1,137,203
(110,827)
Foreign currency translation adjustments
Unrealized (loss)/gain on available-for-sale security
9,858
(1,242)
11,327
(431)
10,418
732
8,286
2,102
12,382
4,109
Funded status of benefit plans
(518,554)
(523,462)
(506,334)
(509,763)
(513,193)
Total accumulated other comprehensive loss, net of
income taxes
Total New York Times Company stockholders’
equity
Noncontrolling interest
Total stockholders’ equity
Total liabilities and stockholders’ equity
(509,938)
(512,566)
(495,184)
(499,375)
(496,702)
673,362
662,325
500,739
492,002
580,581
3,062
676,424
$ 2,652,397 $
3,311
665,636
2,807,470 $
3,048
503,787
3,096
3,069
583,677
495,071
2,727,307 $ 2,718,651 $ 2,819,668
P. 68 – THE NEW YORK TIMES COMPANY
(In thousands, except per share data)
2012 by quarter
As previously reported:
March 31,
2013
Full Year
2012
December 30,
2012
September 23,
2012
June 24,
2012
March 25,
2012
Full Year
2011
Condensed Consolidated Statements of Operations
Revenues
Operating costs
Production costs
Selling, general and administrative costs
Depreciation and amortization
$
Total operating costs
Pension settlement expense
Other expense
Impairment of assets
Pension withdrawal expense
Operating profit
Gain on sale of investment
Impairment of investments
(Loss)/income from joint ventures
Premium on debt redemption
Interest expense, net
Income/(loss) from continuing operations
before income taxes
Income tax expense/(benefit)
Income/(loss) from continuing operations
(Loss)/income from discontinued
operations, net of income taxes
Net income/(loss)
Net loss/(income) attributable to the
noncontrolling interest
Net income/(loss) attributable to The New
York Times Company common
stockholders
Amounts attributable to The New York
Times Company common stockholders:
Income/(loss) from continuing
operations
(Loss)/income from discontinued
operations, net of income taxes
Net income/(loss)
Average number of common shares
outstanding:
Basic
Diluted
Basic earnings per share attributable to
The New York Times Company common
stockholders:
Income/(loss) from continuing
operations
(Loss)/income from discontinued
operations, net of income taxes
Net income/(loss)
Diluted earnings per share attributable to
The New York Times Company common
stockholders:
Income/(loss) from continuing
operations
(Loss)/income from discontinued
operations, net of income taxes
Net income/(loss)
$
$
$
$
$
$
$
380,675 $ 1,595,341 $
468,114 $
355,337 $
387,841 $
384,049 $ 1,554,574
157,341
177,060
18,938
353,339
—
—
—
—
27,336
—
—
(2,870)
—
14,071
10,395
4,721
5,674
653,883
712,001
78,980
1,444,864
48,729
2,620
—
—
99,128
220,275
5,500
2,936
—
62,808
254,031
92,765
161,266
(2,785)
(27,927)
2,889
133,339
178,116
186,686
18,492
383,294
48,729
2,620
—
—
33,471
164,630
—
847
—
16,402
182,546
65,449
117,097
60,080
177,177
249
(166)
(267)
158,003
169,689
19,594
347,286
—
—
—
—
8,051
—
600
1,010
—
15,490
(7,029)
(3,587)
(3,442)
5,703
2,261
21
158,802
173,057
20,212
352,071
—
—
—
—
35,770
37,797
—
1,064
—
15,464
59,167
25,443
33,724
(121,900)
(88,176)
158,962
182,569
20,682
362,213
—
—
—
—
21,836
17,848
4,900
15
—
15,452
19,347
5,460
13,887
28,190
42,077
642,374
688,344
83,833
1,414,551
—
4,500
7,458
4,228
123,837
71,171
—
(270)
46,381
85,243
63,114
20,539
42,575
(82,799)
(40,224)
27
53
555
3,138 $
133,173 $
176,910 $
2,282 $
(88,149) $
42,130 $
(39,669)
5,923 $
161,100 $
116,830 $
(3,421) $
33,751 $
13,940 $
43,130
(2,785)
(27,927)
60,080
5,703
(121,900)
28,190
(82,799)
3,138 $
133,173 $
176,910 $
2,282 $
(88,149) $
42,130 $
(39,669)
148,710
155,270
148,147
152,693
148,461
154,685
148,254
148,254
148,005
149,799
147,867
151,468
147,190
152,007
0.04 $
1.09 $
0.79 $
(0.02) $
0.22 $
0.09 $
0.29
(0.02)
(0.19)
0.02 $
0.90 $
0.40
1.19 $
0.04
(0.82)
0.19
0.02 $
(0.60) $
0.28 $
(0.56)
(0.27)
0.04 $
1.05 $
0.76 $
(0.02) $
0.23 $
0.09 $
0.28
(0.02)
(0.18)
0.02 $
0.87 $
0.39
1.15 $
0.04
(0.81)
0.19
0.02 $
(0.58) $
0.28 $
(0.54)
(0.26)
THE NEW YORK TIMES COMPANY – P. 69
(In thousands, except per share data)
2012 by quarter
Adjustments:
March 31,
2013
Full Year
2012
December 30,
2012
September 23,
2012
June 24,
2012
March 25,
2012
Full Year
2011
Condensed Consolidated Statements of Operations
Revenues
Operating costs
Production costs
Selling, general and administrative costs
Depreciation and amortization
$
— $
— $
— $
— $
— $
— $
—
(2,565)
(889)
—
(3,454)
(1,072)
—
—
—
4,526
—
—
—
—
4,526
1,852
2,674
—
2,674
—
(676)
(185)
—
(861)
(1,072)
—
—
—
1,933
—
—
—
—
—
1,933
722
1,211
—
1,211
—
(633)
(230)
—
(863)
—
—
—
—
863
—
—
—
—
—
863
400
463
—
463
—
(628)
(237)
—
(865)
—
—
—
—
865
—
—
—
—
—
865
338
527
—
527
—
(628)
(237)
—
(865)
—
—
—
—
865
—
—
—
—
—
865
392
473
—
473
—
(2,113)
(786)
—
(2,899)
—
—
—
—
2,899
—
—
—
—
—
2,899
878
2,021
—
2,021
—
(607)
(188)
—
(795)
—
—
—
—
795
—
—
—
—
—
795
361
434
—
434
—
434 $
2,674 $
1,211 $
463 $
527 $
473 $
2,021
434 $
2,674 $
1,211 $
463 $
527 $
473 $
2,021
—
—
—
—
—
—
—
434 $
2,674 $
1,211 $
463 $
527 $
473 $
2,021
148,710
155,270
148,147
152,693
148,461
154,685
148,254
148,254
148,005
149,799
147,867
151,468
147,190
152,007
— $
0.02 $
0.01 $
— $
0.01 $
—
— $
—
—
0.02 $
0.01 $
—
— $
—
0.01 $
— $
—
— $
0.02 $
—
0.02 $
— $
—
— $
— $
—
— $
— $
—
— $
— $
—
— $
— $
—
— $
0.01
—
0.01
0.01
—
0.01
Total operating costs
Pension settlement expense
Other expense
Impairment of assets
Pension withdrawal expense
Operating profit
Gain on sale of investment
Impairment of investments
(Loss)/income from joint ventures
Premium on debt redemption
Interest expense, net
Income from continuing operations before
income taxes
Income tax expense
Income from continuing operations
(Loss)/income from discontinued
operations, net of income taxes
Net income
Net loss/(income) attributable to the
noncontrolling interest
Net income attributable to The New York
Times Company common stockholders
Amounts attributable to The New York
Times Company common stockholders:
Income from continuing operations
(Loss)/income from discontinued
operations, net of income taxes
Net income
Average number of common shares
outstanding:
Basic
Diluted
Basic earnings per share attributable to
The New York Times Company common
stockholders:
Income from continuing operations
(Loss)/income from discontinued
operations, net of income taxes
Net income
Diluted earnings per share attributable to
The New York Times Company common
stockholders:
Income from continuing operations
(Loss)/income from discontinued
operations, net of income taxes
Net income
$
$
$
$
$
$
$
P. 70 – THE NEW YORK TIMES COMPANY
(In thousands, except per share data)
2012 by quarter
As adjusted:
March 31,
2013
Full Year
2012
December 30,
2012
September 23,
2012
June 24,
2012
March 25,
2012
Full Year
2011
Condensed Consolidated Statements of Operations
Revenues
Operating costs
Production costs
Selling, general and administrative costs
Depreciation and amortization
$
Total operating costs
Pension settlement expense
Other expense
Impairment of assets
Pension withdrawal expense
Operating profit
Gain on sale of investment
Impairment of investments
(Loss)/income from joint ventures
Premium on debt redemption
Interest expense, net
Income/(loss) from continuing operations
before income taxes
Income tax expense/(benefit)
Income/(loss) from continuing operations
(Loss)/income from discontinued
operations, net of income taxes
Net income/(loss)
Net loss/(income) attributable to the
noncontrolling interest
Net income/(loss) attributable to The New
York Times Company common
stockholders
Amounts attributable to The New York
Times Company common stockholders:
Income/(loss) from continuing
operations
(Loss)/income from discontinued
operations, net of income taxes
Net income/(loss)
Average number of common shares
outstanding:
Basic
Diluted
Basic earnings per share attributable to
The New York Times Company common
stockholders:
Income/(loss) from continuing
operations
(Loss)/income from discontinued
operations, net of income taxes
Net income/(loss)
Diluted earnings per share attributable to
The New York Times Company common
stockholders:
Income/(loss) from continuing
operations
(Loss)/income from discontinued
operations, net of income taxes
Net income/(loss)
$
$
$
$
$
$
$
380,675 $ 1,595,341 $
468,114 $
355,337 $
387,841 $
384,049 $ 1,554,574
156,734
176,872
18,938
352,544
—
—
—
—
28,131
—
—
(2,870)
—
14,071
11,190
5,082
6,108
651,318
711,112
78,980
1,441,410
47,657
2,620
—
—
103,654
220,275
5,500
2,936
—
62,808
258,557
94,617
163,940
(2,785)
(27,927)
3,323
136,013
177,440
186,501
18,492
382,433
47,657
2,620
—
—
35,404
164,630
—
847
—
16,402
184,479
66,171
118,308
60,080
178,388
249
(166)
(267)
157,370
169,459
19,594
346,423
—
—
—
—
8,914
—
600
1,010
—
15,490
(6,166)
(3,187)
(2,979)
5,703
2,724
21
158,174
172,820
20,212
351,206
—
—
—
—
36,635
37,797
—
1,064
—
15,464
60,032
25,781
34,251
(121,900)
(87,649)
158,334
182,332
20,682
361,348
—
—
—
—
22,701
17,848
4,900
15
—
15,452
20,212
5,852
14,360
28,190
42,550
640,261
687,558
83,833
1,411,652
—
4,500
7,458
4,228
126,736
71,171
—
(270)
46,381
85,243
66,013
21,417
44,596
(82,799)
(38,203)
27
53
555
3,572 $
135,847 $
178,121 $
2,745 $
(87,622) $
42,603 $
(37,648)
6,357 $
163,774 $
118,041 $
(2,958) $
34,278 $
14,413 $
45,151
(2,785)
(27,927)
60,080
5,703
(121,900)
28,190
(82,799)
3,572 $
135,847 $
178,121 $
2,745 $
(87,622) $
42,603 $
(37,648)
148,710
155,270
148,147
152,693
148,461
154,685
148,254
148,254
148,005
149,799
147,867
151,468
147,190
152,007
0.04 $
1.11 $
0.80 $
(0.02) $
0.23 $
0.10 $
0.31
(0.02)
(0.19)
0.02 $
0.92 $
0.40
1.20 $
0.04
(0.82)
0.19
0.02 $
(0.59) $
0.29 $
(0.57)
(0.26)
0.04 $
1.07 $
0.76 $
(0.02) $
0.23 $
0.10 $
0.30
(0.02)
(0.18)
0.02 $
0.89 $
0.39
1.15 $
0.04
(0.81)
0.18
0.02 $
(0.58) $
0.28 $
(0.55)
(0.25)
THE NEW YORK TIMES COMPANY – P. 71
(In thousands)
As previously reported:
March 31,
2013
Full Year
2012
December 30,
2012
September 23,
2012
June 24,
2012
March 25,
2012
Full Year
2011
2012 by quarter
$
Condensed Consolidated Statements of Comprehensive Income/(Loss)
Net income/(loss)
2,889 $ 133,339 $
Other comprehensive income/(loss), before tax:
Foreign currency translation adjustments
Unrealized derivative gain on cash-flow
hedge of equity method investment
Unrealized (loss)/gain on available-for-sale
security
Pension and postretirement benefits
obligation
(26,938)
(1,374)
(2,477)
8,546
1,143
(729)
536
—
177,177 $
2,261 $ (88,176) $
42,077 $ (40,224)
1,684
—
3,251
(6,712)
—
—
2,313
1,143
(1,980)
(2,338)
(3,425)
7,014
(523)
839
—
Other comprehensive income/(loss),
before tax
Income tax expense/(benefit)
Other comprehensive income/(loss), net
of tax
Comprehensive income/(loss)
Comprehensive loss/(income) attributable to
the noncontrolling interest
Comprehensive income/(loss) attributable to
The New York Times Company common
stockholders
(28,507)
(28,803)
(11,458)
(17,345)
159,832
(25,988)
(10,643)
(15,345)
117,994
4,695
1,897
2,798
5,687
249
(162)
(263)
5,888
6,801
2,568
4,233
6,494
21
5,888
(10,207)
(219,590)
(4,249)
(1,618)
(2,631)
263
(219,274)
(135)
(89,502)
398
(129,772)
(90,807)
42,475
(169,996)
27
53
1,000
$
5,936 $ 117,832 $
159,569 $
6,515 $ (90,780) $
42,528 $ (168,996)
(In thousands)
Adjustments:
March 31,
2013
Full Year
2012
December 30,
2012
September 23,
2012
June 24,
2012
March 25,
2012
Full Year
2011
2012 by quarter
Condensed Consolidated Statements of Comprehensive Income/(Loss)
Net income
2,674 $
Other comprehensive income, before tax:
434 $
$
1,211 $
463 $
527 $
473 $
2,021
Foreign currency translation adjustments
Unrealized derivative gain on cash-flow
hedge of equity method investment
Unrealized (loss)/gain on available-for-sale
security
Pension and postretirement benefits
obligation
Other comprehensive (loss)/income,
before tax
Income tax expense/(benefit)
Other comprehensive (loss)/income, net
of tax
Comprehensive income
Comprehensive loss/(income) attributable to
the noncontrolling interest
Comprehensive income attributable to The
New York Times Company common
stockholders
—
—
—
(287)
(287)
(117)
(170)
264
—
—
—
—
(284)
(284)
(117)
(167)
2,507
—
—
—
—
(71)
(71)
(34)
(37)
1,174
—
—
—
—
(71)
(71)
(29)
(42)
421
—
—
—
—
(71)
(71)
(29)
(42)
485
—
—
—
—
(71)
(71)
(25)
(46)
427
—
—
—
—
8,301
8,301
3,437
4,864
6,885
—
$
264 $
2,507 $
1,174 $
421 $
485 $
427 $
6,885
P. 72 – THE NEW YORK TIMES COMPANY
(In thousands)
As adjusted:
March 31,
2013
Full Year
2012
December 30,
2012
September 23,
2012
June 24,
2012
March 25,
2012
Full Year
2011
2012 by quarter
Condensed Consolidated Statements of Comprehensive Income/(Loss)
Net income/(loss)
Other comprehensive income/(loss), before
tax:
Foreign currency translation adjustments
Unrealized derivative gain on cash-flow
hedge of equity method investment
Unrealized (loss)/gain on available-for-sale
security
Pension and postretirement benefits
obligation
Other comprehensive income/(loss),
before tax
Income tax expense/(benefit)
Other comprehensive income/(loss), net
of tax
Comprehensive income/(loss)
Comprehensive loss/(income) attributable to
the noncontrolling interest
Comprehensive income/(loss) attributable to
The New York Times Company common
stockholders
4. Marketable Securities
$
3,323 $ 136,013 $
178,388 $
2,724 $ (87,649) $
42,550 $ (38,203)
(2,477)
536
—
1,143
1,684
—
3,251
(6,712)
—
—
2,313
1,143
(1,374)
(729)
(1,980)
(2,338)
(3,425)
7,014
(523)
839
—
8,259
(27,222)
(28,578)
4,408
1,780
2,628
5,951
249
(26,272)
(10,760)
(15,512)
120,501
(28,874)
(11,492)
(17,382)
161,006
(162)
(263)
5,817
6,730
2,539
4,191
6,915
21
5,817
(10,278)
(211,289)
(4,320)
(1,647)
(2,673)
192
(210,973)
(160)
(86,065)
352
(124,908)
(90,322)
42,902
(163,111)
27
53
1,000
$
6,200 $ 120,339 $
160,743 $
6,936 $ (90,295) $
42,955 $ (162,111)
Our marketable debt and equity securities consisted of the following:
(In thousands)
Short-term marketable securities
Marketable debt securities
U.S Treasury securities
Corporate debt securities
U.S. agency securities
Municipal securities
Certificates of deposit
Commercial paper
Total short-term marketable securities
Long-term marketable securities
Marketable debt securities
Corporate debt securities
U.S. agency securities
Municipal securities
Total
Marketable equity security
Available-for-sale security
December 29,
2013
December 30,
2012
$
143,510
$
124,831
78,991
31,518
48,035
31,949
30,877
—
—
—
—
9,989
364,880
$
134,820
$
$
98,979
$
73,697
3,479
176,155
—
—
—
—
—
4,444
4,444
Total long-term marketable securities
$
176,155
$
Marketable debt securities
As of December 29, 2013, our marketable securities had remaining maturities of 1 month to 36 months.
THE NEW YORK TIMES COMPANY – P. 73
Marketable equity security
Our investment in the common stock of Brightcove, Inc. was accounted for as available-for-sale and stated at
fair value. Changes in the fair value of our available-for-sale security were recognized as unrealized gains or losses
within “Long-term marketable securities” and “Accumulated other comprehensive loss, net of income taxes” in our
Condensed Consolidated Balance Sheets and “Unrealized gain/(loss) on available-for-sale security” in our
Condensed Consolidated Statements of Comprehensive Income/(Loss).
During the fourth quarter of 2013, we sold our remaining investment in the common stock of Brightcove, Inc.
We received cash proceeds of $5.5 million and recognized a gain of $1.1 million, ($0.7 million, net of tax). Upon sale,
net realized gains were transferred from accumulated other comprehensive income into the Condensed Consolidated
Statement of Income.
See Note 10 for additional information regarding the fair value of our marketable securities.
5. Impairment of Assets
2011
In the second quarter of 2011, we classified certain assets as held for sale, primarily of Baseline, Inc. (“Baseline”),
an online subscription database and research service for information on the film and television industries and a
provider of premium film and television data to websites. The carrying value of these assets was greater than their
fair value, less cost to sell, resulting in an impairment of certain intangible assets and property totaling $7.5 million.
The impairment charge reduced the carrying value of intangible assets to $0 and the property to a nominal value. The
fair value for these assets was determined by estimating the most likely sale price with a third-party buyer based on
market data. In October 2011, we sold Baseline, which resulted in a nominal gain.
6. Goodwill
The changes in the carrying amount of goodwill in 2013 and 2012 were as follows:
(In thousands)
Balance as of December 25, 2011
Goodwill
Accumulated impairment losses
Balance as of December 30, 2012
Goodwill transferred to held for sale (1)
Foreign currency translation
Balance as of December 29, 2013
Total Company
$
927,909
(805,218)
122,691
—
3,180
125,871
(1) See Note 15 for additional information regarding the assets and liabilities held for sale for the New England Media Group.
The foreign currency translation line item reflects changes in goodwill resulting from fluctuating exchange rates
related to the consolidation of the International Herald Tribune.
7. Investments
Equity Method Investments
As of December 29, 2013, our investments in joint ventures consisted of equity ownership interests in the
following entities:
Company
Donohue Malbaie Inc. (“Malbaie”)
Madison Paper Industries (“Madison”)
Approximate %
Ownership
49%
40%
Our investments above are accounted for under the equity method, and are recorded in “Investments in joint
ventures” in our Consolidated Balance Sheets. Our proportionate shares of the operating results of our investments
are recorded in “Income from joint ventures” in our Consolidated Statements of Operations and in “Investments in
joint ventures” in our Consolidated Balance Sheets.
P. 74 – THE NEW YORK TIMES COMPANY
In the first quarter of 2013, we recorded a nominal charge for the impairment of our investment in
quandrantONE LLC as a result of its February 2013 announcement of the wind down of its operations.
In the fourth quarter of 2013, we completed the sale of the New England Media Group and our 49% equity
interest in Metro Boston, and classified the results as discontinued operations for all periods presented. See Note 15
for additional information.
Malbaie & Madison
We also have investments in a Canadian newsprint company, Malbaie, and a partnership operating a
supercalendered paper mill in Maine, Madison (together, the “Paper Mills”).
Our Company and UPM-Kymmene Corporation, a Finnish paper manufacturing company, are partners
through subsidiary companies in Madison. Our Company’s percentage ownership of Madison, which represents 40%,
is through an 80%-owned consolidated subsidiary. UPM-Kymmene owns a 10% interest in Madison through a 20%
noncontrolling interest in the consolidated subsidiary of our Company.
We received distributions from Malbaie of $1.4 million in 2013, $7.3 million in 2012 and $0 million in 2011.
We received distributions from Madison of $0 million in 2013, $2.0 million in 2012 and $0 million in 2011.
We purchased newsprint and supercalendered paper from the Paper Mills at competitive prices. Such
purchases aggregated approximately $21 million in 2013, $26 million in 2012 and $34 million in 2011.
Cost Method Investments
Gain on Sale of Investments
We recorded a gain on sale of investments totaling $220.3 million in 2012 and $71.2 million in 2011.
Fenway Sports Group
In the first quarter of 2012, we sold 100 of our units in Fenway Sports Group for an aggregate price of $30.0
million (pre-tax gain of $17.8 million) and in the second quarter of 2012, we sold our remaining 210 units for an
aggregate price of $63.0 million (pre-tax gain of $37.8 million). Effective with the first quarter of 2012 sale, given our
reduced ownership level and lack of influence on the operations of Fenway Sports Group, we changed the accounting
for this investment from the equity method to the cost method in the first quarter of 2012. Therefore, starting in the
first quarter of 2012, we no longer recognized our proportionate share of the operating results of Fenway Sports
Group in joint venture results in our Consolidated Statements of Operations.
In the third quarter of 2011, we sold 390 of our units in Fenway Sports Group for $117.0 million, which resulted
in a pre-tax gain of $65.3 million.
Indeed.com
In the fourth quarter of 2012, Indeed.com, a search engine for jobs in which we had an ownership interest, was
sold. We recorded a pre-tax gain of $164.6 million. The pre-tax proceeds from the sale of our interest were
approximately $167 million.
In the first quarter of 2011, we sold a minor portion of our interest in Indeed.com, resulting in a pre-tax gain of
$5.9 million.
Impairment of Investments
In 2012, we recorded non-cash impairment charges of $5.5 million to reduce the carrying value of certain
investments to fair value. The impairment charges were primarily related to our investment in Ongo Inc., a consumer
service for reading and sharing digital news and information from multiple publishers. See Note 10 for additional
information regarding the fair value of these investments.
THE NEW YORK TIMES COMPANY – P. 75
8. Debt Obligations
Our total debt and capital lease obligations consisted of the following:
(In thousands, except percentages)
Coupon Rate
December 29,
2013
December 30,
2012
Senior notes due in 2015, net of unamortized debt costs of $43 in 2013 and $78 in 2012
5.0%
244,057
244,022
Senior notes due in 2016, net of unamortized debt costs of $2,484 in 2013 and $3,477 in
2012
6.625%
205,111
221,523
Option to repurchase ownership interest in headquarters building in 2019, net of
unamortized debt costs of $21,741 in 2013 and $25,490 in 2012
Total debt
Short-term capital lease obligations(1)
Long-term capital lease obligations
Total capital lease obligations
Total debt and capital lease obligations
228,259
677,427
21
6,715
6,736
224,510
690,055
123
6,697
6,820
$
684,163
$
696,875
(1)
Included in “Accrued expenses and other” in our Condensed Consolidated Balance Sheets.
See Note 10 for information regarding the fair value of our long-term debt.
The aggregate face amount of maturities of debt over the next five years and thereafter is as follows:
(In thousands)
2014
2015
2016
2017
2018
Thereafter
Total face amount of maturities
Less: Unamortized debt costs
Carrying value of debt
Amount
$
—
244,100
207,595
—
—
250,000
701,695
(24,268)
$
677,427
Interest expense, net, as shown in the accompanying Consolidated Statements of Operations was as follows:
(In thousands)
Cash interest expense
Non-cash amortization of discount on debt
Capitalized interest
Interest income
Total interest expense, net
4.610% Notes
December 29,
2013
December 30,
2012
December 25,
2011
$
$
54,811
$
58,719
$
4,777
—
(1,515)
4,516
(17)
(410)
79,187
6,933
(427)
(450)
58,073
$
62,808
$
85,243
On September 26, 2012, we repaid in full all $75.0 million aggregate principal amount of 4.610% senior notes
due on that date (the “4.610% Notes”).
5.0% Notes
In 2005, we issued $250.0 million aggregate principal amount of 5.0% senior unsecured notes due March 15,
2015 (the “5.0% Notes”). During 2012, we repurchased $5.9 million principal amount of our 5.0% Notes and recorded
a $0.4 million pre-tax charge in connection with the repurchase. This charge is included in “Interest expense, net” in
our Consolidated Statements of Operations.
P. 76 – THE NEW YORK TIMES COMPANY
The 5.0% Notes may be redeemed, in whole or in part, at any time, at a price equal to 100% of the principal
amount of the notes redeemed, plus accrued and unpaid interest to the repurchase date plus a “make-whole”
premium. The 5.0% Notes are not otherwise callable.
The 5.0% Notes are subject to certain covenants that, among other things, limit (subject to customary
exceptions) our ability and the ability of certain material subsidiaries to:
•
create liens on certain assets to secure debt; and
• enter into certain sale-leaseback transactions.
14.053% Notes
In January 2009, pursuant to a securities purchase agreement with Inmobiliaria Carso, S.A. de C.V. and Banco
Inbursa S.A., Institución de Banca Múltiple, Grupo Financiero Inbursa (each an “Investor” and collectively the
“Investors”), we issued, for an aggregate purchase price of $250.0 million, (1) $250.0 million aggregate principal
amount of 14.053% senior unsecured notes due January 15, 2015 (the “14.053% Notes”), and (2) detachable warrants to
purchase 15.9 million shares of our Class A Common Stock at a price of $6.3572 per share. The warrants are
exercisable at the holder’s option at any time and from time to time, in whole or in part, until January 15, 2015. Each
Investor is an affiliate of Carlos Slim Helú, the beneficial owner of approximately 8% of our Class A Common Stock
(excluding the warrants). Each Investor purchased an equal number of 14.053% Notes and warrants.
On August 15, 2011, we prepaid in full all $250.0 million outstanding aggregate principal amount of the 14.053%
Notes. The prepayment totaled approximately $280 million, comprising (1) the $250.0 million aggregate principal
amount of the 14.053% Notes; (2) approximately $3 million representing all interest that was accrued and unpaid on
the 14.053% Notes; and (3) a make-whole premium amount of approximately $27 million due in connection with the
prepayment. We funded the prepayment from available cash. As a result of this prepayment, we recorded a $46.4
million pre-tax charge in the third quarter of 2011. This charge is included in “Premium on debt redemption” in our
Consolidated Statements of Operations.
6.625% Notes
In November 2010, we issued $225.0 million aggregate principal amount of 6.625% senior unsecured notes due
December 15, 2016 (“6.625% Notes”). During 2013, we repurchased $17.4 million principal amount of our 6.625%
Notes and recorded a $2.1 million pre-tax charge in connection with the repurchases.
We have the option to redeem all or a portion of the 6.625% Notes, at any time, at a price equal to 100% of the
principal amount of the notes redeemed plus accrued and unpaid interest to the redemption date plus a “make-
whole” premium. The 6.625% Notes are not otherwise callable.
The 6.625% Notes are subject to certain covenants that, among other things, limit (subject to customary
exceptions) our ability and the ability of our subsidiaries to:
•
incur additional indebtedness and issue preferred stock;
• pay dividends or make other equity distributions;
• agree to any restrictions on the ability of our restricted subsidiaries to make payments to us;
•
create liens on certain assets to secure debt;
• make certain investments;
• merge or consolidate with other companies or transfer all or substantially all of our assets; and
• engage in sale-leaseback transactions.
Sale-Leaseback Financing
In March 2009, we entered into an agreement to sell and simultaneously lease back a portion of our leasehold
condominium interest in our Company’s headquarters building located at 620 Eighth Avenue in New York City (the
“Condo Interest”). The sale price for the Condo Interest was $225.0 million. We have an option, exercisable in 2019, to
repurchase the Condo Interest for $250.0 million. The lease term is 15 years, and we have three renewal options that
could extend the term for an additional 20 years.
THE NEW YORK TIMES COMPANY – P. 77
The transaction is accounted for as a financing transaction. As such, we have continued to depreciate the Condo
Interest and account for the rental payments as interest expense. The difference between the purchase option price of
$250.0 million and the net sale proceeds of approximately $211 million, or approximately $39 million, is being
amortized over a 10-year period through interest expense. The effective interest rate on this transaction was
approximately 13%.
Revolving Credit Facility
In November 2012, we terminated our $125.0 million asset-backed five-year revolving credit facility and
recorded a pre-tax charge of $1.4 million in connection with the early termination, which is included in “Interest
expense, net” in our Consolidated Statements of Operations.
9. Other
Severance Costs
We recognized severance costs of $12.4 million in 2013, $12.3 million in 2012 and $10.0 million in 2011. In 2013,
2012 and 2011, these costs were primarily recorded in “Selling, general and administrative costs” in our Consolidated
Statements of Operations. We had a severance liability of $10.3 million and $15.9 million included in “Accrued
expenses” in our Consolidated Balance Sheets as of December 29, 2013 and December 30, 2012, respectively, of which
the majority of the December 29, 2013 balance will be paid in 2014.
Other Expense
In 2012, we recorded a $2.6 million charge in connection with a legal settlement.
In 2011, we recorded a $4.5 million charge for a retirement and consulting agreement in connection with the
retirement of our former chief executive officer at the end of 2011.
10. Fair Value Measurements
Fair value is the price that would be received upon the sale of an asset or paid upon transfer of a liability in an
orderly transaction between market participants at the measurement date. The transaction would be in the principal
or most advantageous market for the asset or liability, based on assumptions that a market participant would use in
pricing the asset or liability.
The fair value hierarchy consists of three levels:
Level 1 – quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability
to access at the measurement date;
Level 2 – inputs other than quoted prices included within Level 1 that are observable for the asset or liability,
either directly or indirectly; and
Level 3 – unobservable inputs for the asset or liability.
Assets/Liabilities Measured and Recorded at Fair Value on a Recurring Basis
As of December 29, 2013 and December 30, 2012, we had assets related to our qualified pension plans measured
at fair value. The required disclosures regarding such assets are presented in Note 12.
The following table summarizes our financial assets measured at fair value on a recurring basis as of
December 29, 2013:
(In thousands)
Total
December 29, 2013
Level 2
Level 1
Level 3
Total
December 30, 2012
Level 2
Level 1
Level 3
Available-for-sale security
$
— $
— $
— $
— $
4,444
$
4,444
$
— $
—
Certain financial assets are valued using market prices on the active markets. Level 1 instrument valuations are
obtained from real-time quotes for transactions in active exchange markets involving identical assets. In the first
quarter of 2012, the common stock of Brightcove, Inc. (available-for-sale security) began to trade on an active market
(see Note 4).
P. 78 – THE NEW YORK TIMES COMPANY
The following table summarizes our financial liabilities measured at fair value on a recurring basis as of
December 29, 2013 and December 30, 2012:
(In thousands)
Total
December 29, 2013
Level 2
Level 1
Level 3
Total
December 30, 2012
Level 2
Level 1
Level 3
Deferred compensation
$ 51,660
$ 51,660
$
— $
— $ 52,882
$ 52,882
$
— $
—
Certain financial liabilities are valued using market prices on the active markets. The deferred compensation
liability consists of deferrals under our deferred executive compensation plan, which enables certain eligible
executives to elect to defer a portion of their compensation on a pre-tax basis (see Note 13). The deferred amounts are
invested at the executives‘ option in various mutual funds. The fair value of deferred compensation is determined
based on the fair value of the investments elected by the executives.
Assets Measured and Recorded at Fair Value on a Non-Recurring Basis
Certain non-financial assets – such as goodwill, other intangible assets, which were part of operations that have
been classified as discontinued operations (see Note 15), property, plant and equipment and certain investments, –
are only recorded at fair value if an impairment charge is recognized. We classified all of these measurements as Level
3, as we used unobservable inputs within the valuation methodologies that were significant to the fair value
measurements, and the valuations required management‘s judgment due to the absence of quoted market prices. The
following tables present non-financial assets that were measured and recorded at fair value on a non-recurring basis
and the total impairment losses recorded during 2013, 2012 and 2011 on those assets.
2013
(In thousands)
Net Carrying
Value as of
Fair Value Measured and Recorded Using
Impairment Losses for
the Year Ended
December 29, 2013
Level 1
Level 2
Level 3
December 29, 2013
Property, plant and equipment
$
— $
— $
— $
— $
34,300 (1)
(1)
Impairment losses related to the New England Media Group and are included within “(Loss)/income from discontinued operations, net of
income taxes” for the year ended December 30, 2013. We sold the New England Media Group in the fourth quarter of 2013. See Note 15 for
additional information.
The impairment of assets in 2013 reflects the impairment of fixed assets held for sale that related to the New
England Media Group. During the third quarter of 2013, we estimated the fair value less cost to sell of the group held
for sale, using unobservable inputs (Level 3). We recorded a $34.3 million non-cash charge in the third quarter of 2013
for fixed assets at the New England Media Group to reduce the carrying value of fixed assets to their fair value less
costs to sell.
2012
(In thousands)
Goodwill
Cost method investments
Net Carrying
Value as of
Fair Value Measured and Recorded Using
Impairment Losses for
the Year Ended
December 30, 2012
Level 1
Level 2
Level 3
December 30, 2012
$
— $
—
— $
—
— $
—
— $
—
194,732 (1)
5,500
(1)
Impairment losses related to the About Group and are included within “(Loss)/income from discontinued operations, net of income taxes” for
the year ended December 25, 2012. We sold the About Group in September 2012. See Note 15 for additional information.
The impairment charge totaling $194.7 million in the preceding table was related to goodwill at the About
Group in the second quarter of 2012, which reduced the carrying value to its fair value. Goodwill is not amortized but
tested for impairment annually or in an interim period if certain circumstances indicate a possible impairment may
exist. Our policy is to perform our annual goodwill impairment test in the fourth quarter of our fiscal year. However,
due to certain impairment indicators at the About Group, we performed an interim impairment test as of June 24,
2012.
Our expectations for future operating results and cash flows at the About Group in the long-term were lower
than our previous estimates, primarily driven by a reassessment of the sustainability of our estimated long-term
THE NEW YORK TIMES COMPANY – P. 79
growth rate for display advertising. The reduction in our estimated long-term growth rate resulted in the carrying
value of the net assets being greater than their fair value, and therefore a write-down of goodwill to its fair value was
required. The fair value of the About Group’s goodwill was the residual fair value after allocating the total fair value
of the About Group to its other assets, net of liabilities.
The total fair value of the About Group was determined using a discounted cash flow model (present value of
future cash flows). We estimated a 3.5% annual growth rate to arrive at a residual year representing the perpetual
cash flows of the About Group. The residual year cash flow was capitalized to arrive at the terminal value of the
About Group. Utilizing a discount rate of 15.0%, the present value of the cash flows during the projection period and
terminal value were aggregated to estimate the fair value of the About Group. In our 2011 annual impairment test, we
had assumed a 5.0% annual growth rate and a 13.8% discount rate. In determining the appropriate discount rate, we
considered the weighted-average cost of capital for comparable companies.
The impairment charge totaling $5.5 million in the preceding table for the cost method investments in 2012,
which was primarily related to our investment in Ongo Inc., was due to events surrounding ceasing the operations of
our investments (see Note 7). We determined the fair value of these investments using the market and income
approaches. The market approach includes the use of financial metrics and ratios of comparable companies. The
income approach includes the use of a discounted cash flow model.
2011
(In thousands)
Goodwill
Net Carrying
Value as of
Fair Value Measured and Recorded Using
Impairment Losses for
the Year Ended
December 25, 2011
Level 1
Level 2
Level 3
December 25, 2011
$
— $
— $
— $
— $
152,093 (1)
Other intangible assets
Property, plant and equipment, net
2,864
—
—
—
—
—
2,864
—
10,574
1,767
(1)
Impairment losses relate to the Regional Media Group and are included within “(Loss)/income from discontinued operations, net of income
taxes” for the year ended December 25, 2011. We sold the Regional Media Group in January 2012. See Note 15 for additional information.
The impairment charge totaling $152.1 million in the preceding table was related to goodwill at the Regional
Media Group, which reduced the carrying value of goodwill to $0. Due to certain impairment indicators at the
Regional Media Group, including lower-than-expected operating results, we performed an interim impairment test of
goodwill as of June 26, 2011.
The interim test resulted in an impairment of goodwill mainly from lower projected long-term operating results
and cash flows of the Regional Media Group, primarily due to the continued decline in print advertising revenues.
These factors resulted in the carrying value of the net assets being greater than their fair value, and therefore a write-
down to fair value was required.
In determining the fair value of the Regional Media Group, we made significant judgments and estimates
regarding the expected severity and duration of the uneven economic environment and the secular changes affecting
the newspaper industry in the Regional Media Group markets. The effect of these assumptions on projected long-
term revenues, along with the continued benefits from reductions to the group’s cost structure, played a significant
role in calculating the fair value of the Regional Media Group.
The fair value of the Regional Media Group’s goodwill was the residual fair value after allocating the total fair
value of the Regional Media Group to its other assets, net of liabilities. The total fair value of the Regional Media
Group was determined using a combination of a discounted cash flow model (present value of future cash flows) and
a market approach model based on comparable businesses. We estimated a flat annual growth rate to arrive at a
residual year representing the perpetual cash flows of the Regional Media Group. The residual year cash flow was
capitalized to arrive at the terminal value of the Regional Media Group. Utilizing a discount rate of 10.7%, the present
value of the cash flows during the projection period and terminal value were aggregated to estimate the fair value of
the Regional Media Group. In our 2010 annual impairment test, we assumed a 2.0% annual growth rate and a
discount rate of 10.5%. In determining the appropriate discount rate, we considered the weighted-average cost of
capital for comparable companies.
The impairment charges for other intangible assets and property were primarily related to Baseline (see Note 5)
and ConsumerSearch, Inc., which was part of the About Group (see Note 15). The impairment charge related to
P. 80 – THE NEW YORK TIMES COMPANY
Baseline reduced the carrying value of intangible assets to $0 and the property to a nominal value. The fair value of
the other intangible assets and property of Baseline was determined by estimating the most likely sale price with a
third-party buyer based on market data. We completed the sale of Baseline in October 2011. The impairment charge
for ConsumerSearch, Inc. reduced the carrying value of the ConsumerSearch trade name to approximately $3 million.
The fair value of the trade name was calculated using a relief-from-royalty method.
Financial Instruments Disclosed, But Not Reported, at Fair Value
Our marketable securities, which include U.S. Treasury securities, corporate debt securities, U.S. government
agency securities, municipal securities, certificates of deposit and commercial paper, are recorded at amortized cost
(see Note 4). As of December 29, 2013 and December 30, 2012, the amortized cost approximated fair value because of
the short-term maturity and highly liquid nature of these investments. We classified these investments as Level 2
since the fair value estimates are based on market observable inputs for investments with similar terms and
maturities.
The carrying value of our long-term debt was approximately $677 million as of December 29, 2013 and $690
million as of December 30, 2012. The fair value of our long-term debt was approximately $819 million as of
December 29, 2013 and $840 million as of December 30, 2012. We estimate the fair value of our debt utilizing market
quotations for debt that have quoted prices in active markets. Since our debt does not trade on a daily basis in an
active market, the fair value estimates are based on market observable inputs based on borrowing rates currently
available for debt with similar terms and average maturities (Level 2).
11. Pension Benefits
We sponsor several single-employer defined benefit pension plans, the majority of which have been frozen;
participate in joint Company and Guild-sponsored plans, The New York Times Newspaper Guild pension plan,
which has been frozen, and a new defined benefit plan, subject to the approval of the Internal Revenue Service; and
make contributions to several multiemployer pension plans in connection with collective bargaining agreements.
These plans cover the majority of our employees.
Single-Employer Plans
Our Company-sponsored defined benefit pension plans include qualified plans (funded) as well as non-
qualified plans (unfunded). These plans provide participating employees with retirement benefits in accordance with
benefit formulas detailed in each plan. All of our non-qualified plans, which provide enhanced retirement benefits to
select employees, are currently frozen, except for a foreign-based pension plan discussed below. The New York Times
Newspaper Guild pension plan is a qualified plan and is included in the tables below.
We also have a foreign-based pension plan for certain employees (the “foreign plan”). The information for the
foreign plan is combined with the information for U.S. non-qualified plans. The benefit obligation of the foreign plan
is immaterial to our total benefit obligation.
THE NEW YORK TIMES COMPANY – P. 81
Net Periodic Pension Cost
The components of net periodic pension cost were as follows:
(In thousands)
December 29, 2013
December 30, 2012
December 25, 2011
Qualified
Plans
Non-
Qualified
Plans
All
Plans
Qualified
Plans
Non-
Qualified
Plans
All
Plans
Qualified
Plans
Non-
Qualified
Plans
All
Plans
Components of net periodic pension cost
Service cost
Interest cost
$ 11,225 $
1,162 $ 12,387
$ 11,903 $
1,656 $ 13,559
$ 12,079 $
1,660 $ 13,739
77,136
10,681
87,817
94,113
12,635
106,748
98,206
13,112
111,318
Expected return on plan assets
(124,250)
— (124,250)
(118,551)
— (118,551)
(111,813)
— (111,813)
Recognized actuarial loss
33,770
5,247
39,017
33,323
4,489
37,812
25,007
3,053
28,060
Amortization of prior service
(credit)/cost
Effect of settlement
Effect of special termination
benefits
Effect of sale of Regional Media
Group
(1,945)
—
(1,945)
574
—
—
—
3,228
3,228
47,657
314
—
314
—
—
(5,097)
—
—
—
—
574
803
47,657
—
(5,097)
—
—
—
—
—
—
—
803
—
—
—
Net periodic pension cost
$
(4,064) $ 20,632 $ 16,568
$ 63,922 $ 18,780 $ 82,702
$ 24,282 $ 17,825 $ 42,107
As part of our strategy to reduce the pension obligations and the resulting volatility of our overall financial
condition, during 2013 and 2012, we offered one-time lump-sum payments to certain former employees. The lump-
sum payment offers each resulted in settlement charges due to the acceleration of the recognition of the accumulated
unrecognized actuarial loss. Therefore, we recorded non-cash settlement charges of $3.2 million and $47.7 million in
connection with lump-sum payments made in the fourth quarters of 2013 and 2012, respectively. Total lump-sum
payments were approximately $11 million and $112 million in 2013 and 2012, respectively. The 2012 lump-sum
payments were made out of the existing assets of The New York Times Companies Pension Plan and the 2013
payments were made out of Company cash.
Following ratification of an amendment to a collective bargaining agreement covering the employees in The
New York Times Newspaper Guild, in the fourth quarter of 2012, we amended The New York Times Newspaper
Guild pension plan to freeze benefit accruals for participating employees. We adopted a new defined benefit pension
plan for these employees, subject to Internal Revenue Service approval. The amendment to The New York Times
Newspaper Guild pension plan resulted in a reduction of the projected benefit obligation and underfunded status of
the plan by approximately $32 million. This amount is recognized within “Accumulated other comprehensive loss” in
our Consolidated Balance Sheet as of December 30, 2012.
Other changes in plan assets and benefit obligations recognized in other comprehensive income/loss were as
follows:
(In thousands)
Net actuarial (gain)/loss
Prior service credit
Amortization of loss
Amortization of prior service cost
Effect of settlement
Total recognized in other comprehensive (income)/loss
Net periodic pension cost
December 29,
2013
December 30,
2012
December 25,
2011
$
(178,088) $
96,551
$
246,672
—
(39,017)
1,945
(3,358)
(218,518)
16,568
(31,839)
(37,813)
(574)
(47,657)
(21,332)
82,702
—
(28,060)
(803)
—
217,809
42,107
Total recognized in net periodic benefit cost and other comprehensive
loss
$
(201,950) $
61,370
$
259,916
P. 82 – THE NEW YORK TIMES COMPANY
The estimated actuarial loss and prior service credit that will be amortized from accumulated other
comprehensive loss into net periodic pension cost over the next fiscal year is approximately $31 million and $2
million, respectively.
The amount of cost recognized for defined contribution benefit plans was approximately $18 million for 2013
and 2012 and $23 million for 2011.
Benefit Obligation and Plan Assets
The changes in the benefit obligation and plan assets and other amounts recognized in other comprehensive
income/(loss) were as follows:
(In thousands)
Change in benefit obligation
December 29, 2013
December 30, 2012
Qualified
Plans
Non-
Qualified
Plans
All Plans
Qualified
Plans
Non-
Qualified
Plans
All Plans
Benefit obligation at beginning of year
$ 1,965,406
$
299,265
$ 2,264,671
$ 1,943,882
$
273,542
$ 2,217,424
Service cost
Interest cost
Plan participants’ contributions
Amendments
Actuarial (gain)/loss
Lump-sum settlement paid
Benefits paid
11,225
77,136
26
—
1,162
10,681
—
—
12,387
87,817
26
—
11,903
94,113
32
(31,839)
1,656
13,559
12,635
106,748
—
—
32
(31,839)
(161,348)
(18,960)
(180,308)
162,569
32,803
195,372
—
(10,667)
(10,667)
(112,404)
—
(112,404)
(113,798)
(19,149)
(132,947)
(89,340)
(21,412)
(110,752)
Effect of sale of Regional Media Group
Effects of change in currency conversion
—
—
—
169
—
169
(13,510)
—
—
41
(13,510)
41
Benefit obligation at end of year
1,778,647
262,501
2,041,148
1,965,406
299,265
2,264,671
Change in plan assets
Fair value of plan assets at beginning of year
Actual return on plan assets
Employer contributions
Plan participants’ contributions
Lump-sum settlement paid
Benefits paid
1,615,723
122,030
—
—
1,615,723
1,464,729
122,030
217,371
—
—
1,464,729
217,371
74,110
29,999
104,109
143,748
21,412
165,160
26
—
—
26
32
(10,667)
(10,667)
(112,404)
—
—
32
(112,404)
(113,798)
(19,149)
(132,947)
(89,340)
(21,412)
(110,752)
Effect of sale of Regional Media Group
Effect of change in currency conversion
—
—
—
(183)
—
(183)
(8,413)
—
Fair value of plan assets at end of year
1,698,091
—
1,698,091
1,615,723
—
—
—
(8,413)
—
1,615,723
Net amount recognized
$
(80,556) $ (262,501) $ (343,057) $ (349,683) $ (299,265) $ (648,948)
Amount recognized in the Consolidated Balance Sheets
Current liabilities
Noncurrent liabilities
Net amount recognized
$
$
— $
(17,903) $
(17,903) $
— $
(19,586) $
(19,586)
(80,556)
(244,598)
(325,154)
(349,683)
(279,679)
(629,362)
(80,556) $ (262,501) $ (343,057) $ (349,683) $ (299,265) $ (648,948)
Amount recognized in accumulated other comprehensive loss
Actuarial loss
Prior service (credit)/cost
Total
$
662,293
$
97,436
$
759,729
$
855,191
$
125,002
$
980,193
(28,510)
—
(28,510)
(30,454)
—
(30,454)
$
633,783
$
97,436
$
731,219
$
824,737
$
125,002
$
949,739
THE NEW YORK TIMES COMPANY – P. 83
The accumulated benefit obligation for all pension plans was $2.03 billion and $2.26 billion as of December 29,
2013 and December 30, 2012, respectively.
Information for pension plans with an accumulated benefit obligation in excess of plan assets was as follows:
(In thousands)
Projected benefit obligation
Accumulated benefit obligation
Fair value of plan assets
Assumptions
December 29,
2013
December 30,
2012
$
$
$
2,041,148
2,034,145
1,698,091
$
$
$
2,264,671
2,255,135
1,615,723
Weighted-average assumptions used in the actuarial computations to determine benefit obligations for
qualified pension plans were as follows:
(Percent)
Discount rate
Rate of increase in compensation levels
December 29,
2013
December 30,
2012
4.90%
2.55%
4.00%
3.00%
The rate of increase in compensation levels is applicable only for qualified pension plans that have not been
frozen.
Weighted-average assumptions used in the actuarial computations to determine net periodic pension cost for
qualified plans were as follows:
(Percent)
Discount rate
Rate of increase in compensation levels
Expected long-term rate of return on assets
December 29,
2013
December 30,
2012
December 25,
2011
4.00%
3.50%
7.85%
5.05%
3.00%
8.00%
5.60%
4.00%
8.25%
Weighted-average assumptions used in the actuarial computations to determine benefit obligations for non-
qualified plans were as follows:
(Percent)
Discount rate
Rate of increase in compensation levels
December 29,
2013
December 30,
2012
4.60%
2.50%
3.70%
3.50%
The rate of increase in compensation levels is applicable only for the non-qualified pension plans that have not
been frozen.
Weighted-average assumptions used in the actuarial computations to determine net periodic pension cost for
non-qualified plans were as follows:
(Percent)
Discount rate
Rate of increase in compensation levels
December 29,
2013
December 30,
2012
December 25,
2011
3.70%
3.00%
4.80%
3.50%
5.45%
3.50%
We determined our discount rate using a Ryan ALM, Inc. Curve (the “Ryan Curve”). The Ryan Curve provides
the bonds included in the curve and allows adjustments for certain outliers (e.g., bonds on “watch”). We believe the
Ryan Curve allows us to calculate an appropriate discount rate.
To determine our discount rate, we project a cash flow based on annual accrued benefits. For active
participants, the benefits under the respective pension plans are projected to the date of termination. The
projected plan cash flow is discounted to the measurement date, which is the last day of our fiscal year, using the
P. 84 – THE NEW YORK TIMES COMPANY
annual spot rates provided in the Ryan Curve. A single discount rate is then computed so that the present value of the
benefit cash flow equals the present value computed using the Ryan Curve rates.
In determining the expected long-term rate of return on assets, we evaluated input from our investment
consultants, actuaries and investment management firms, including our review of asset class return expectations, as
well as long-term historical asset class returns. Projected returns by such consultants and economists are based on
broad equity and bond indices. Our objective is to select an average rate of earnings expected on existing plan assets
and expected contributions to the plan during the year.
The value (“market-related value”) of plan assets is multiplied by the expected long-term rate of return on
assets to compute the expected return on plan assets, a component of net periodic pension cost. The market-related
value of plan assets is a calculated value that recognizes changes in fair value over three years.
Plan Assets
Company-Sponsored Pension Plans
The assets underlying the Company-sponsored qualified pension plans are managed by professional
investment managers. These investment managers are selected and monitored by the pension investment committee,
composed of certain senior executives, who are appointed by the Finance Committee of the Board of Directors of the
Company. The Finance Committee is responsible for adopting our investment policy, which includes rules regarding
the selection and retention of qualified advisors and investment managers. The pension investment committee is
responsible for implementing and monitoring compliance with our investment policy, selecting and monitoring
investment managers and communicating the investment guidelines and performance objectives to the investment
managers.
Our contributions are made on a basis determined by the actuaries in accordance with the funding
requirements and limitations of the Employee Retirement Income Security Act (“ERISA”) and the Internal Revenue
Code.
Investment Policy and Strategy
The primary long-term investment objective is to allocate assets in a manner that produces a total rate of return
that meets or exceeds the growth of our pension liabilities. Our plan objective is to transition the asset mix to hedge
liabilities and minimize volatility in the funded status of the plans.
Asset Allocation Guidelines
In accordance with our asset allocation strategy, for substantially all of our Company-sponsored pension plan
assets, investments are categorized into long duration fixed income investments whose value is highly correlated to
that of the pension plan obligations (“Long Duration Assets”) or other investments, such as equities and high-yield
fixed income securities, whose return over time is expected to exceed the rate of growth in our pension plan
obligations (“Return-Seeking Assets”).
The proportional allocation of assets between Long Duration Assets and Return-Seeking Assets is dependent on
the funded status of each pension plan. Under our policy, for example, a funded status of 95% to 97.5% requires an
allocation of total assets of 62% to 72% to Long Duration Assets and 28% to 38% to Return-Seeking Assets. As our
funded status increases, the allocation to Long Duration Assets will increase and the allocation to Return-Seeking
Assets will decrease.
The following asset allocation guidelines apply to the Return-Seeking Assets:
Asset Category
Public Equity
Growth Fixed Income
Alternatives
Cash
Percentage Range
70%
0%
0%
0%
-
-
-
-
90%
15%
15%
10%
THE NEW YORK TIMES COMPANY – P. 85
The asset allocations of our Company-sponsored pension plans by asset category for both Long Duration and
Return-Seeking Assets, as of December 29, 2013, were as follows:
Asset Category
Public Equity
Fixed Income
Alternatives
Cash
Percentage
27%
69%
4%
—%
The specified target allocation of assets and ranges set forth above are maintained and reviewed on a periodic
basis by the pension investment committee. The pension investment committee may direct the transfer of assets
between investment managers in order to rebalance the portfolio in accordance with approved asset allocation ranges
to accomplish the investment objectives for the pension plan assets.
Fair Value of Plan Assets
The fair value of the assets underlying our Company-sponsored qualified pension plans and The New York
Times Newspaper Guild pension plan by asset category are as follows:
(In thousands)
Asset Category
Equity Securities:
U.S. Equities
International Equities
Common/Collective Funds(1)
Fixed Income Securities:
Corporate Bonds
U.S. Treasury and Other Government Securities
Group Annuity Contract
Municipal and Provincial Bonds
Government Sponsored Enterprises(2)
Other
Cash and Cash Equivalents
Private Equity
Hedge Fund
Assets at Fair Value
Other Assets
Total
Fair Value Measurement at December 29, 2013
Quoted Prices
Markets for
Identical Assets
Significant
Observable
Inputs
Significant
Unobservable
Inputs
(Level 1)
(Level 2)
(Level 3)
Total
$
36,920
$
75,606
— $
—
—
—
—
—
—
—
—
—
—
581,553
594,667
183,700
72,663
41,729
4,738
29,115
6,538
—
—
— $
—
—
—
—
—
—
—
—
—
40,537
30,325
36,920
75,606
581,553
594,667
183,700
72,663
41,729
4,738
29,115
6,538
40,537
30,325
$
112,526
$
1,514,703
$
70,862
$ 1,698,091
—
$ 1,698,091
(1) The underlying assets of the common/collective funds are primarily comprised of equity and fixed income securities. The fair value in the
above table represents our ownership share of the net asset value of the underlying funds.
(2) Represents investments that are not backed by the full faith and credit of the United States government.
P. 86 – THE NEW YORK TIMES COMPANY
(In thousands)
Asset Category
Equity Securities:
U.S. Equities
International Equities
Common/Collective Funds(1)
Fixed Income Securities:
Corporate Bonds
U.S. Treasury and Other Government Securities
Insurance Contracts
Municipal and Provincial Bonds
Government Sponsored Enterprises(2)
Other
Cash and Cash Equivalents
Private Equity
Hedge Fund
Assets at Fair Value
Other Assets
Total
Fair Value Measurement at December 30, 2012
Quoted Prices
Markets for
Identical Assets
Significant
Observable
Inputs
Significant
Unobservable
Inputs
(Level 1)
(Level 2)
(Level 3)
Total
$
193,489
$
87,273
— $
—
—
—
—
—
—
—
—
—
—
—
678,449
383,483
91,122
44,511
22,192
19,115
10,847
16,427
—
—
— $
193,489
—
—
—
—
—
—
—
—
—
36,011
26,370
87,273
678,449
383,483
91,122
44,511
22,192
19,115
10,847
16,427
36,011
26,370
$
280,762
$
1,266,146
$
62,381
$ 1,609,289
6,434
$ 1,615,723
(1) The underlying assets of the common/collective funds are primarily comprised of equity and fixed income securities. The fair value in the
above table represents our ownership share of the net asset value of the underlying funds.
(2) Represents investments that are not backed by the full faith and credit of the United States government.
Level 1 and Level 2 Investments
Where quoted prices are available in an active market for identical assets, such as equity securities traded on an
exchange, transactions for the asset occur with such frequency that the pricing information is available on an
ongoing/daily basis. We, therefore, classify these types of investments as Level 1 where the fair value represents the
closing/last trade price for these particular securities.
For our investments where pricing data may not be readily available, fair values are estimated by using quoted
prices for similar assets, in both active and not active markets, and observable inputs, other than quoted prices, such
as interest rates and credit risk. We classify these types of investments as Level 2 because we are able to reasonably
estimate the fair value through inputs that are observable, either directly or indirectly. There are no restrictions on our
ability to sell any of our Level 1 and Level 2 investments.
Level 3 Investments
We have investments in private equity funds and a hedge fund as of December 29, 2013 and December 30, 2012
and a hedge fund of funds as of December 30, 2012 that have been determined to be Level 3 investments, within the
fair value hierarchy, because the inputs to determine fair value are considered unobservable.
The general valuation methodology used for the private equity and hedge fund of funds is the market
approach. The market approach utilizes prices and other relevant information such as similar market transactions,
type of security, size of the position, degree of liquidity, restrictions on the disposition, latest round of financing data,
current financial position and operating results, among other factors.
As a result of the inherent limitations related to the valuations of the Level 3 investments, due to the
unobservable inputs of the underlying funds, the estimated fair value may differ significantly from the values that
would have been used had a market for those investments existed.
THE NEW YORK TIMES COMPANY – P. 87
The reconciliation of the beginning and ending balances of the fair value measurements using significant
unobservable inputs (Level 3) as of December 29, 2013 is as follows:
(In thousands)
Balance at beginning of year
Actual gain/(loss) on plan assets:
Relating to assets still held
Capital contribution
Return of Capital
Balance at end of year
Fair Value Measurements Using Significant
Unobservable Inputs (Level 3)
Hedge Fund
Private Equity
Total
$
26,370
$
36,011
$
62,381
3,955
—
—
6,169
3,018
(4,661)
10,124
3,018
(4,661)
$
30,325
$
40,537
$
70,862
The reconciliation of the beginning and ending balances of the fair value measurements using significant
unobservable inputs (Level 3) as of December 30, 2012 is as follows:
(In thousands)
Balance at beginning of year
Actual gain on plan assets:
Relating to assets still held
Capital contribution
Return of Capital
Balance at end of year
Cash Flows
Fair Value Measurements Using Significant
Unobservable Inputs (Level 3)
Real Estate
Private Equity
Total
$
— $
37,393
$
37,393
1,370
25,000
—
(1,736)
3,737
(3,383)
(366)
28,737
(3,383)
$
26,370
$
36,011
$
62,381
We made contributions of approximately $144 million to certain qualified pension plans in 2012. The majority of
these contributions were discretionary. In January 2013, we made a contribution of approximately $57 million to the
New York Times Newspaper Guild pension plan, of which $20 million was estimated to be necessary to satisfy
minimum funding requirements in 2013. Mandatory contributions to other qualified pension plans increased our total
contributions to approximately $74 million for the full year of 2013. We expect contributions to total approximately
$16 million to satisfy minimum funding requirements in 2014.
The following benefit payments under our pension plans, which reflect expected future services for plans that
have not been frozen, are expected to be paid:
(In thousands)
2014
2015
2016
2017
2018
2019-2023
Plans
Qualified
Non-
Qualified
Total
$
99,747
$
18,271
$
101,704
103,648
106,149
108,206
578,124
18,315
18,743
18,646
18,795
92,828
118,018
120,019
122,391
124,795
127,001
670,952
P. 88 – THE NEW YORK TIMES COMPANY
Multiemployer Plans
We contribute to a number of multiemployer defined benefit pension plans under the terms of various
collective bargaining agreements that cover our union-represented employees. Over the past few years, certain
events, such as amendments to various collective bargaining agreements and the sales of the New England Media
Group and the Regional Media Group, resulted in withdrawals from multiemployer pension plans. These actions,
along with a reduction in covered employees, have resulted in us estimating withdrawal liabilities to the respective
plans for our proportionate share of any unfunded vested benefits. We recorded an estimated charge for
multiemployer pension plan withdrawal obligations of $14.2 million in 2013, which includes $8.0 million directly
related to the sale of the New England Media Group, and $4.2 million in 2011. There were nominal charges in 2012 for
withdrawal obligations related to our multiemployer pension plans. Our multiemployer pension plan withdrawal
liability was approximately $119 million as of December 29, 2013 and approximately $109 million as of December 30,
2012. This liability represents the present value of the obligations related to complete and partial withdrawals from
certain plans as well as an estimate of future partial withdrawals that we considered probable and reasonably
estimable. For the plans that have yet to provide us with a demand letter, the actual liability will not be fully known
until those plans complete a final assessment of the withdrawal liability and issue a demand to us. Therefore, the
estimate of our multiemployer pension plan liability will be adjusted as more information becomes available that
allows us to refine our estimates.
The risks of participating in multiemployer plans are different from single-employer plans in the following
aspects:
• Assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees
of other participating employers.
•
•
If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne
by the remaining participating employers.
If we choose to stop participating in some multiemployer pension plans, we may be required to pay those
plans an amount based on the underfunded status of the plan (a withdrawal liability).
Our participation in significant plans for the fiscal period ended December 29, 2013, is outlined in the table
below. The “EIN/Pension Plan Number” column provides the Employer Identification Number (“EIN”) and the
three-digit plan number. The zone status is based on the latest information that we received from the plan and is
certified by the plan’s actuary. Among other factors, plans in the red zone are generally less than 65% funded, plans in
the yellow zone are less than 80% funded, and plans in the green zone are at least 80% funded. The “FIP/RP Status
Pending/Implemented” column indicates plans for which a financial improvement plan (“FIP”) or a rehabilitation
plan (“RP”) is either pending or has been implemented. The “Surcharge Imposed” column includes plans in a red
zone status that are required to pay a surcharge in excess of regular contributions. The last column lists the expiration
date(s) of the collective bargaining agreement(s) to which the plans are subject.
THE NEW YORK TIMES COMPANY – P. 89
Pension Protection
Act Zone Status
Pension Fund
CWA/ITU Negotiated
Pension Plan
Newspaper and Mail
Deliverers’-Publishers’
Pension Fund
GCIU-Employer
Retirement Benefit Plan
Pressmen’s Publishers’
Pension Fund
Paper-Handlers’-
Publishers’ Pension
Fund
EIN/Pension
Plan Number
13-6212879-001
2013
2012
Red as of
1/01/13
Red as of
1/01/12
13-6122251-001
91-6024903-001
13-6121627-001
Yellow as
of 6/01/13
Yellow as
of 6/01/12
Red as of
1/01/13
Green as
of 4/01/13
Red as of
1/01/12
Green as
of 4/01/12
13-6104795-001
Green as
of 4/01/13
Green as
of 4/01/12
Contributions for individually significant plans
Contributions to other multiemployer plans
Total Contributions
(In thousands)
Contributions of the
Company
2013
2012
2011
Surcharge
Imposed
Collective
Bargaining
Agreement
Expiration
Date
FIP/RP
Status
Pending/
Implemented
Implemented $ 663 $ 646 $ 776
Yes
3/30/2016
(1)
Implemented
1,217
1,101
1,298
No
3/30/2020
(2)
Implemented
124
114
116
Yes
3/30/2017
(3)
N/A
1,016
1,037
1,113
No
3/30/2017
(4)
N/A
114
121
153
No
3/30/2014
(5)
$ 3,134 $ 3,019 $ 3,456
945
2,503
2,296
$ 4,079 $ 5,522 $ 5,752
(1) There are two collective bargaining agreements (Mailers and Typographers) requiring contributions to this plan, which both expire March 30,
2016.
(2) Elections under the Preservation of Access to Care for Medicare Beneficiaries and Pension Relief Act of 2010: Extended Amortization of Net
Investment Losses (IRS Section 431(b)(8)(A)) and the Expanded Smoothing Period (IRS Section 431(b)(8)(B)).
(3) We previously had two collective bargaining agreements requiring contributions to this plan. With the sale of the New England Media Group
only one collective bargaining agreement remains for the Stereotypers, which expires March 30, 2017. The method for calculating actuarial
value of assets was changed retroactive to January 1, 2009, as elected by the Board of Trustees and as permitted by IRS Notice 2010-83. This
election includes smoothing 2008 investment losses over ten years and widening the asset corridor to 130% of market value of assets for
2009 and 2010.
(4) The Plan sponsor elected two provisions of funding relief under the Preservation of Access to Care for Medicare Beneficiaries and Pension
Relief Act of 2010 (PRA 2010) to more slowly absorb the 2008 plan year investment loss, retroactively effective as of April 1, 2009. These
included extended amortization under the prospective method and 10-year smoothing of the asset loss for the plan year beginning April 1,
2008.
(5) Board of Trustees elected funding relief. This election includes smoothing the March 31, 2009 investment losses over 10 years and widening
the asset corridor to 130% of market value of assets for April 1, 2009 and April 1, 2010.
The rehabilitation plan for the GCIU-Employer Retirement Benefit Plan includes minimum annual
contributions no less than the total annual contribution made by us from September 1, 2008 through August 31, 2009.
The Company was listed in the plans’ respective Forms 5500 as providing more than 5% of the total
contributions for the following plans and plan years:
Pension Fund
CWA/ITU Negotiated Pension Plan
Newspaper and Mail Deliverers’-Publishers’ Pension Fund
Pressmen’s Publisher’s Pension Fund
Paper-Handlers’-Publishers’ Pension Fund
Year Contributions to Plan Exceeded
More Than 5 Percent of Total
Contributions (as of Plan’s Year-End)
12/31/2012 & 12/31/2011
5/31/2012 & 5/31/2011
3/31/2013 & 3/31/2012
3/31/2013 & 3/31/2012
(1)
(1)
(1) Form 5500 for the plan year 12/31/13 and 5/31/13 was not available as of the date we filed our financial statements.
The number of our employees covered by multiemployer plans decreased from 2012 to 2013, affecting period-
to-period comparability, as a result of the sale of the New England Media Group.
The Company received a notice and demand for payment of withdrawal liability from the Newspaper and Mail
Deliverers’-Publishers’ Pension Fund on September 13, 2013 associated with an alleged partial withdrawal. See Note
20 for further information.
P. 90 – THE NEW YORK TIMES COMPANY
12. Other Postretirement Benefits
We provide health benefits to retired employees (and their eligible dependents) who meet the definition of an
eligible participant and certain age and service requirements, as outlined in the plan document. While we offer pre-
age 65 retiree medical coverage to employees who meet certain retiree medical eligibility requirements, we no longer
provide post-age 65 retiree medical benefits for employees who retired on or after March 1, 2009. We also contribute to
a postretirement plan for Guild employees of New York Times Newspaper under the provisions of a collective
bargaining agreement. We accrue the costs of postretirement benefits during the employees’ active years of service
and our policy is to pay our portion of insurance premiums and claims from our assets.
In the fourth quarter of 2013, we completed the sale of the New England Media Group, consisting of The Boston
Globe, BostonGlobe.com, Boston.com, the Worcester Telegram & Gazette (“T&G”), Telegram.com and related
properties. As a result of the sale, the Company recorded a $49.1 million post-retirement curtailment gain in 2013,
which is included in the gain on sale within “(Loss)/income from discontinued operations, net of income taxes” in the
Consolidated Statement of Operations. This gain is primarily related to an acceleration of prior service credits from
plan amendments announced in prior years, and is due to a reduction in the expected years of future Company
service for employees at the New England Media Group.
In the first quarter of 2012, we sold the Regional Media Group. The sale significantly reduced the expected
years of future service for current employees, resulting in a remeasurement and curtailment of a postretirement
benefit plan. We recognized a curtailment gain of $27.2 million in the first quarter of 2012, which is included in the
gain on the sale within “(Loss)/income from discontinued operations, net of income taxes” in the Consolidated
Statement of Operations.
In October 2011, we amended our retiree medical plan by, among other things, placing a cap (effective January
1, 2012) on our contributions for certain retiree groups. In connection with this plan amendment, we remeasured our
postretirement obligation as of the plan amendment date. The plan amendment and remeasurement resulted in a
decrease in the postretirement liability and an increase in other comprehensive income (before taxes) of
approximately $20.0 million in October 2011.
The components of net periodic postretirement benefit income were as follows:
(In thousands)
Service cost
Interest cost
Recognized actuarial loss
Amortization of prior service credit
Effect of curtailment
Net periodic postretirement benefit income
December 29,
2013
December 30,
2012
December 25,
2011
$
$
1,089
$
957
$
4,101
4,440
(13,051)
(49,122)
4,985
3,328
(15,112)
(27,213)
(52,543) $
(33,055) $
1,143
6,891
2,289
(16,593)
—
(6,270)
The changes in the benefit obligations recognized in other comprehensive loss were as follows:
(In thousands)
Net actuarial loss/(gain)
Prior service credit
Amortization of loss
Amortization of prior service credit
Recognition of prior service credit due to curtailment
Total recognized in other comprehensive loss/(income)
Net periodic postretirement benefit income
December 29,
2013
December 30,
2012
December 25,
2011
$
(13,500) $
11,562
$
(1,690)
(4,440)
13,051
49,122
42,543
(52,543)
—
(3,328)
15,112
27,213
50,559
(33,055)
13,436
(35,712)
(2,289)
16,593
—
(7,972)
(6,270)
Total recognized in net periodic postretirement benefit income and other
comprehensive loss
$
(10,000) $
17,504
$
(14,242)
THE NEW YORK TIMES COMPANY – P. 91
The estimated actuarial loss and prior service credit that will be amortized from accumulated other
comprehensive loss into net periodic benefit cost over the next fiscal year is approximately $5 million and $6 million,
respectively.
In connection with collective bargaining agreements, we contribute to several multiemployer welfare plans.
These plans provide medical benefits to active and retired employees covered under the respective collective
bargaining agreement. Contributions are made in accordance with the formula in the relevant agreement.
Postretirement costs related to these plans are not reflected above and were approximately $20.0 million in 2013, $18
million in 2012 and $16 million in 2011.
The changes in the benefit obligation and plan assets and other amounts recognized in other comprehensive
income/loss were as follows:
(In thousands)
Change in benefit obligation
Benefit obligation at beginning of year
Service cost
Interest cost
Plan participants’ contributions
Actuarial (gain)/loss
Plan amendments
Benefits paid
Medicare subsidies received
Benefit obligation at the end of year
Change in plan assets
Fair value of plan assets at beginning of year
Employer contributions
Plan participants’ contributions
Benefits paid
Medicare subsidies received
Fair value of plan assets at end of year
Net amount recognized
Amount recognized in the Consolidated Balance Sheets
Current liabilities
Noncurrent liabilities
Net amount recognized
Amount recognized in accumulated other comprehensive loss
Actuarial loss
Prior service credit
Total
December 29,
2013
December 30,
2012
$
120,767
$
113,803
1,089
4,101
4,861
(13,501)
(1,690)
(14,695)
—
100,932
—
9,834
4,861
957
4,985
4,383
11,562
—
(15,881)
958
120,767
—
10,540
4,383
(14,695)
(15,881)
—
—
958
—
(100,932) $
(120,767)
(10,329) $
(90,603)
(100,932) $
33,406
$
(33,660)
(254) $
(10,420)
(110,347)
(120,767)
51,346
(94,143)
(42,797)
$
$
$
$
$
Weighted-average assumptions used in the actuarial computations to determine the postretirement benefit
obligations were as follows:
Discount rate
Estimated increase in compensation level
P. 92 – THE NEW YORK TIMES COMPANY
December 29,
2013
December 30,
2012
4.22%
3.50%
3.49%
3.50%
Weighted-average assumptions used in the actuarial computations to determine net periodic postretirement
cost were as follows:
Discount rate
Estimated increase in compensation level
The assumed health-care cost trend rates were as follows:
December 29,
2013
December 30,
2012
December 25,
2011
3.70%
3.50%
4.66%
3.50%
5.14%
3.50%
Health-care cost trend rate assumed next year
Rate to which the cost trend rate is assumed to decline (ultimate trend rate)
Year that the rate reaches the ultimate trend rate
December 29,
2013
December 30,
2012
8.00%
5.00%
2023
8.00%
5.00%
2023
Because our health-care plans are capped for most participants, the assumed health-care cost trend rates do not
have a significant effect on the amounts reported for the health-care plans. A one-percentage point change in assumed
health-care cost trend rates would have the following effects:
(In thousands)
Effect on total service and interest cost for 2013
Effect on accumulated postretirement benefit obligation as of December 30, 2013
One-Percentage Point
Increase
Decrease
$
$
87
2,057
$
$
(82)
(1,952)
The following benefit payments (net of plan participant contributions) under our Company’s postretirement
plans, which reflect expected future services, are expected to be paid:
(In thousands)
2014
2015
2016
2017
2018
2019-2023
Amount
$
10,596
10,175
9,769
9,356
8,938
36,937
We accrue the cost of certain benefits provided to former or inactive employees after employment, but before
retirement. The cost is recognized only when it is probable and can be estimated. Benefits include life insurance,
disability benefits and health-care continuation coverage. The accrued cost of these benefits amounted to $16.2 million
as of December 29, 2013 and $19.9 million as of December 30, 2012.
13. Other Liabilities
The components of the “Other Liabilities — Other” balance in our Consolidated Balance Sheets were as follows:
(In thousands)
Deferred compensation
Other liabilities
Total
December 29,
2013
December 30,
2012
$
$
51,660
$
106,775
158,435
$
52,882
120,808
173,690
Deferred compensation consists primarily of deferrals under our deferred executive compensation plan (the
“DEC Plan”). The DEC Plan enables certain eligible executives to elect to defer a portion of their compensation on a
pre-tax basis. While the initial deferral period is for a minimum of 2 years up to a maximum of 15 years (after which
time taxable distributions must begin), the executive has the option to extend the deferral period. Employees’
contributions earn income based on the performance of investment funds they select.
THE NEW YORK TIMES COMPANY – P. 93
We invest deferred compensation in life insurance products designed to closely mirror the performance of the
investment funds that the participants select. Our investments in life insurance products are included in
“Miscellaneous assets” in our Consolidated Balance Sheets, and were $68.6 million as of December 29, 2013 and $58.1
million as of December 30, 2012.
Other liabilities in the preceding table primarily included our contingent tax liability for uncertain tax positions
as of December 29, 2013 and December 30, 2012.
14. Income Taxes
Reconciliations between the effective tax rate on income/(loss) from continuing operations before income taxes
and the federal statutory rate are presented below.
(In thousands)
Tax at federal statutory rate
State and local taxes, net
Effect of enacted changes in tax laws
Reduction in uncertain tax positions
(Gain)/loss on Company-owned life insurance
Other, net
Income tax expense
December 29, 2013
December 30, 2012
December 25, 2011
Amount
% of
Pre-tax
Amount
% of
Pre-tax
Amount
% of
Pre-tax
$
33,180
35.0% $
90,494
35.0% $
23,104
35.0%
8,312
—
(1,803)
(3,673)
1,876
8.8
—
(1.9)
(3.9)
2.0
11,507
—
(6,721)
(2,690)
2,027
4.4
—
(2.6)
(1.0)
0.8
10,446
(1,520)
(12,105)
36
1,456
$
37,892
40.0
$
94,617
36.6
$
21,417
15.8
(2.3)
(18.3)
—
2.2
32.4
The components of income tax expense as shown in our Consolidated Statements of Operations were as
follows:
(In thousands)
Current tax expense/(benefit)
Federal
Foreign
State and local
Total current tax expense/(benefit)
Deferred tax expense
Federal
Foreign
State and local
Total deferred tax expense
Income tax expense
December 29,
2013
December 30,
2012
December 25,
2011
$
18,903
$
51,836
$
681
8,371
27,955
5,426
—
4,511
9,937
1,154
(6,680)
46,310
38,845
—
9,462
48,307
$
37,892
$
94,617
$
(13,571)
1,110
(14,345)
(26,806)
542
37,471
10,210
48,223
21,417
As of December 29, 2013, we have a federal net operating loss of $6.9 million.
State tax operating loss carryforwards totaled $9.3 million as of December 29, 2013 and $10.5 million as of
December 30, 2012. Such loss carryforwards expire in accordance with provisions of applicable tax laws and have
remaining lives generally ranging from 1 to 20 years.
P. 94 – THE NEW YORK TIMES COMPANY
The components of the net deferred tax assets and liabilities recognized in our Consolidated Balance Sheets
were as follows:
(In thousands)
Deferred tax assets
December 29,
2013
December 30,
2012
Retirement, postemployment and deferred compensation plans
$
251,082
$
387,202
Accruals for other employee benefits, compensation, insurance and other
Accounts receivable allowances
Net operating losses
Other
Gross deferred tax assets
Valuation allowance
Net deferred tax assets
Deferred tax liabilities
Property, plant and equipment
Intangible assets
Investments in joint ventures
Other
Gross deferred tax liabilities
Net deferred tax asset
Amounts recognized in the Consolidated Balance Sheets
Deferred tax asset – current
Deferred tax asset – long-term
Net deferred tax asset
35,596
1,478
57,885
63,821
409,862
(42,295)
367,567
$
36,959
6,111
49,476
64,884
544,632
(42,138)
502,494
75,661
$
108,763
11,902
19,625
14,531
121,719
245,848
$
65,859
$
179,989
245,848
$
—
13,430
19,875
142,068
360,426
58,214
302,212
360,426
$
$
$
$
$
The previous presentation of deferred taxes as of December 30, 2012 has been corrected in this 2013 annual
report on Form 10-K to present the federal tax benefit on uncertain state tax positions on a gross basis and to correct
the classification of certain other deferred taxes.
We assess whether a valuation allowance should be established against deferred tax assets based on the
consideration of both positive and negative evidence using a “more likely than not” standard. In making such
judgments, significant weight is given to evidence that can be objectively verified. We evaluated our deferred tax
assets for recoverability using a consistent approach that considers our three-year historical cumulative income/
(loss), including an assessment of the degree to which any such losses were due to items that are unusual in nature
(e.g., impairments of non-deductible goodwill and intangible assets).
We had a valuation allowance totaling $42.3 million as of December 29, 2013 and $42.1 million as of
December 30, 2012 for deferred tax assets primarily associated with net operating losses of non-U.S. operations, as we
determined these assets were not realizable on a more-likely-than-not basis. The valuation allowance was allocated in
proportion to the related current and noncurrent gross deferred tax asset balances.
Income tax benefits related to the exercise or vesting of equity awards reduced current taxes payable by $3.4
million in 2013, $2.4 million in 2012 and $1.6 million in 2011.
As of December 29, 2013 and December 30, 2012, “Accumulated other comprehensive loss, net of income taxes”
in our Consolidated Balance Sheets and for the years then ended in our Consolidated Statements of Changes in
Stockholders’ Equity was net of deferred tax assets of approximately $283 million and $363 million, respectively.
THE NEW YORK TIMES COMPANY – P. 95
A reconciliation of unrecognized tax benefits is as follows:
(In thousands)
Balance at beginning of year
Gross additions to tax positions taken during the current year
Gross additions to tax positions taken during the prior year
Gross reductions to tax positions taken during the prior year
Reductions from settlements with taxing authorities
Reductions from lapse of applicable statutes of limitations
December 29,
2013
December 30,
2012
December 25,
2011
$
45,308
$
47,971
$
2,249
127
(833)
—
(793)
5,241
258
(922)
—
(7,240)
55,636
4,094
460
(970)
(1,941)
(9,308)
47,971
Balance at end of year
$
46,058
$
45,308
$
The total amount of unrecognized tax benefits that would, if recognized, affect the effective income tax rate was
approximately $30 million as of December 29, 2013 and as of December 30, 2012.
We also recognize accrued interest expense and penalties related to the unrecognized tax benefits within income
tax expense or benefit. The total amount of accrued interest and penalties was approximately $18 million as of
December 29, 2013 and $16 million December 30, 2012. The total amount of accrued interest and penalties was a net
detriment of $1.7 million in 2013 and a net benefit of $0.3 million in 2012 and $1.4 million in 2011.
With few exceptions, we are no longer subject to U.S. federal, state and local, or non-U.S. income tax
examinations by tax authorities for years prior to 2004. Management believes that our accrual for tax liabilities is
adequate for all open audit years. This assessment relies on estimates and assumptions and may involve a series of
complex judgments about future events.
It is reasonably possible that certain income tax examinations may be concluded, or statutes of limitation may
lapse, during the next 12 months, which could result in a decrease in unrecognized tax benefits of $27.8 million that
would, if recognized, impact the effective tax rate.
15. Discontinued Operations
New England Media Group
In the fourth quarter of 2013, we completed the sale of substantially all of the assets and operating liabilities of
the New England Media Group — consisting of The Boston Globe, BostonGlobe.com, Boston.com, the T&G,
Telegram.com and related properties — and our 49% equity interest in Metro Boston, for approximately $70 million in
cash, subject to customary adjustments. The net after-tax proceeds from the sale, including a tax benefit, were
approximately $74 million.
As a result of the New England Media Group meeting the criteria of being held for sale in the third quarter of
2013, we recorded an impairment charge of $34.3 million reflecting the difference between the expected sales price
and the New England Media Group’s net assets at such time. In the fourth quarter of 2013, when the sale was
completed, we recognized a pre-tax gain of $47.6 million on the sale ($28.1 million after tax), which was almost
entirely comprised of a curtailment gain. This curtailment gain is primarily related to an acceleration of prior service
credits from plan amendments announced in prior years, and is due to a reduction in the expected years of future
Company service for employees at the New England Media Group.
The results of operations of the New England Media Group have been classified as discontinued operations for
all periods presented and certain assets and liabilities are classified as held for sale for all periods presented.
About Group
In the fourth quarter of 2012, we completed the sale of the About Group, consisting of About.com,
ConsumerSearch.com, CalorieCount.com and related businesses, to IAC/InterActiveCorp. for $300.0 million in cash,
plus a net working capital adjustment of approximately $17 million. In 2012, the sale resulted in a pre-tax gain of $96.7
million ($61.9 million after tax). The net after-tax proceeds from the sale were approximately $291 million. The results
of operations of the About Group, which had previously been presented as a reportable segment, have been classified
as discontinued operations for all periods presented and certain assets are classified as held for sale as of
December 30, 2012 and December 25, 2011.
P. 96 – THE NEW YORK TIMES COMPANY
Regional Media Group
In the first quarter of 2012, we completed the sale of the Regional Media Group, consisting of 16 regional
newspapers, other print publications and related businesses, to Halifax Media Holdings LLC for approximately $140
million in cash. The net after-tax proceeds from the sale, including a tax benefit, were approximately $150 million. The
sale resulted in an after-tax gain of $23.6 million (including post-closing adjustments recorded in the second and
fourth quarters of 2012 totaling $6.6 million). The results of operations for the Regional Media Group have been
classified as discontinued operations for all periods presented and certain assets and liabilities are classified as held
for sale as of December 25, 2011.
The results of operations for the New England Media Group, About Group and the Regional Media Group
presented as discontinued operations are summarized below for 2013.
(In thousands)
Revenues
Total operating costs
Multiemployer pension plan withdrawal expense(1)
Impairment of assets(2)
Loss from joint ventures
Interest expense, net
Pre-tax loss
Income tax benefit(3)
(Loss)/income from discontinued operations, net of
income taxes
Gain/(loss) on sale, net of income taxes:
Gain on sale(4)
Income tax expense
Gain on sale, net of income taxes
Income from discontinued operations, net of
income taxes
Year Ended December 29, 2013
New England
Media Group
About Group
Regional Media
Group
Total
$
287,677 $
— $
— $
281,414
7,997
34,300
(240)
9
(36,283)
(13,373)
(22,910)
47,561
19,457
28,104
—
—
—
—
—
—
(2,497)
2,497
419
161
258
—
—
—
—
—
—
—
—
—
—
—
$
5,194 $
2,755 $
— $
287,677
281,414
7,997
34,300
(240)
9
(36,283)
(15,870)
(20,413)
47,980
19,618
28,362
7,949
(1) The multiemployer pension plan withdrawal expense in 2013 is related to estimated charges for complete or partial withdrawal obligations
under multiemployer pension plans triggered by the sale of the New England Media Group.
(2)
Included in impairment of assets in 2013 is the impairment of fixed assets related to the New England Media Group.
(3) The income tax benefit for the About Group in 2013 is related to a change in prior period estimated tax expense.
(4)
Included in the gain on sale in 2013 is a $49.1 million post-retirement curtailment gain related to the New England Media Group.
Included in impairment of assets in 2013 is the impairment of fixed assets held for sale that related to the
New England Media Group. During the third quarter of 2013, we estimated the fair value less cost to sell of the
group held for sale, using unobservable inputs (Level 3). We recorded a $34.3 million non-cash charge in the
third quarter of 2013 for fixed assets at the New England Media Group to reduce the carrying value of fixed
assets to their fair value less cost to sell.
The results of operations for the New England Media Group, About Group and the Regional Media Group
presented as discontinued operations are summarized below for 2012.
THE NEW YORK TIMES COMPANY – P. 97
Year Ended December 30, 2012
New England
Media Group
About Group
Regional Media
Group
Total
(In thousands)
Revenues
Total operating costs
Impairment of assets (1)
Income from joint ventures
Interest expense, net
Pre-tax income/(loss)
Income tax expense/(benefit)
$
394,739 $
74,970 $
385,527
—
68
7
9,273
10,717
51,140
194,732
—
—
(170,902)
(60,065)
Loss from discontinued operations, net of income
taxes
(1,444)
(110,837)
Gain/(loss) on sale, net of income taxes:
Gain/(loss) on sale
Income tax expense/(benefit)(2)
Gain on sale, net of income taxes
—
—
—
96,675
34,785
61,890
6,115 $
8,017
—
—
—
(1,902)
(736)
(1,166)
(5,441)
(29,071)
23,630
475,824
444,684
194,732
68
7
(163,531)
(50,084)
(113,447)
91,234
5,714
85,520
(Loss)/income from discontinued operations, net
of income taxes
$
(1,444) $
(48,947) $
22,464 $
(27,927)
(1)
Included in impairment of assets in 2012 is the impairment of goodwill related to the About Group.
(2) The income tax benefit for the Regional Media Group in 2012 included a tax deduction for goodwill, which was previously non-deductible,
triggered upon the sale of the Regional Media Group.
Goodwill is not amortized but tested for impairment annually or in an interim period if certain circumstances
indicate a possible impairment may exist. Our policy is to perform our annual goodwill impairment test in the fourth
quarter of our fiscal year. However, due to certain impairment indicators at the About Group, we performed an
interim impairment test as of June 24, 2012. The interim impairment test resulted in a $194.7 million non-cash charge
in the second quarter of 2012 for the impairment of goodwill at the About Group. The impairment charge reduced the
carrying value of goodwill to its fair value. See Note 10 for information regarding the fair value of goodwill and the
related impairment charge.
The results of operations for the New England Media Group, About Group and the Regional Media Group
presented as discontinued operations are summarized below for 2011.
(In thousands)
Revenues
Total operating costs
Impairment of assets
Income from joint ventures
Pre-tax income/(loss)
Income tax expense/(benefit)(1)
Year Ended December 25, 2011
New England
Media Group
About Group
Regional Media
Group
Total
$
398,056 $
110,826 $
259,945 $
376,474
1,767
298
20,113
11,393
67,475
3,116
—
40,235
15,453
235,032
152,093
—
(127,180)
(10,879)
768,827
678,981
156,976
298
(66,832)
15,967
Income/(loss) from discontinued operations, net of
income taxes
$
8,720 $
24,782 $
(116,301) $
(82,799)
(1) The income tax benefit for the Regional Media Group in 2011 was unfavorably impacted because a portion of the goodwill impairment charge
was non-deductible.
Due to certain impairment indicators at the Regional Media Group, including lower-than-expected operating
results, we performed an interim impairment test of goodwill as of June 26, 2011. The interim test resulted in an
impairment of goodwill of $152.1 million mainly from lower projected long-term operating results and cash flows of
the Regional Media Group, primarily due to the continued decline in print advertising revenues. These factors
P. 98 – THE NEW YORK TIMES COMPANY
resulted in the carrying value of the net assets being greater than their fair value, and therefore a write-down to fair
value was required. The impairment charge reduced the carrying value of goodwill at the Regional Media Group to
$0. See Note 10 for information regarding the fair value of goodwill and the related impairment charge.
Our 2011 annual impairment test, which was completed in the fourth quarter, resulted in a non-cash
impairment charge of $3.1 million relating to the write-down of an intangible asset at ConsumerSearch, Inc., which
was part of the About Group. The impairment was driven by lower cost-per-click advertising revenues. The
impairment charge reduced the carrying value of the ConsumerSearch trade name to its fair value of approximately
$3 million. See Note 10 for information regarding the fair value of the ConsumerSearch trade name and the related
impairment charge.
The assets and liabilities classified as held for sale for the New England Media Group, About Group and the
Regional Media Group are summarized below.
(In thousands)
New England
Media Group
About Group
Regional Media
Group
Total
December 30, 2012
Accounts receivable, net
$
40,343
$
— $
— $
Inventories
Property, plant and equipment, net
Other assets
Total assets
Total liabilities
Net assets
16. Earnings/(Loss) Per Share
3,078
86,917
6,712
137,050
32,373
—
—
—
—
—
—
—
—
$
104,677
$
— $
— $
40,343
3,078
86,917
6,712
137,050
32,373
104,677
Basic earnings/(loss) per share is calculated by dividing net earnings/(loss) available to common stockholders
by the weighted-average common stock outstanding. Diluted earnings/(loss) per share is calculated similarly, except
that it includes the dilutive effect of the assumed exercise of securities, including outstanding warrants and the effect
of shares issuable under our Company’s stock-based incentive plans if such effect is dilutive.
The two-class method is an earnings allocation method for computing earnings/(loss) per share when a
company’s capital structure includes either two or more classes of common stock or common stock and participating
securities. This method determines earnings/(loss) per share based on dividends declared on common stock and
participating securities (i.e., distributed earnings), as well as participation rights of participating securities in any
undistributed earnings.
THE NEW YORK TIMES COMPANY – P. 99
Basic and diluted earnings/(loss) per share were as follows:
(In thousands, except per share data)
Amounts attributable to The New York Times Company common stockholders:
Income from continuing operations
Income/(loss) from discontinued operations, net of income taxes
Net income/(loss)
Average number of common shares outstanding – Basic
Incremental shares for assumed exercise of securities
Average number of common shares outstanding – Diluted
Basic earnings/(loss) per share attributable to The New York Times Company
common stockholders:
Income from continuing operations
Income/(loss) from discontinued operations, net of income taxes
Net income/(loss) – Basic
Diluted earnings/(loss) per share attributable to The New York Times Company
common stockholders:
Income from continuing operations
Income/(loss) from discontinued operations, net of income taxes
Net income/(loss) – Diluted
$
$
$
$
$
$
December 29,
2013
(52 weeks)
Years Ended
December 30,
2012
(53 weeks)
December 25,
2011
(52 weeks)
57,156
$
163,774
$
7,949
(27,927)
65,105
$
135,847
$
149,755
8,019
157,774
148,147
4,546
152,693
0.38
0.05
0.43
0.36
0.05
0.41
$
$
$
$
1.11
$
(0.19)
0.92
$
1.07
$
(0.18)
0.89
$
45,151
(82,799)
(37,648)
147,190
4,817
152,007
0.31
(0.57)
(0.26)
0.30
(0.55)
(0.25)
The difference between basic and diluted shares is that diluted shares include the dilutive effect of the assumed
exercise of outstanding securities. Our restricted stock units, stock options and warrants could have the most
significant impact on diluted shares.
Securities that could potentially be dilutive are excluded from the computation of diluted earnings per share
when a loss from continuing operations exists or when the exercise price exceeds the market value of our Class A
Common Stock, because their inclusion would result in an anti-dilutive effect on per share amounts.
The number of stock options that was excluded from the computation of diluted earnings per share because
they were anti-dilutive was approximately 10 million in 2013, 15 million in 2012 and 20 million in 2011, respectively.
17. Stock-Based Awards
As of December 29, 2013, the Company had two plans under which it was authorized to grant stock-based
compensation: the 2010 Incentive Compensation Plan (the “2010 Incentive Plan”), which became effective April 27,
2010, and replaced the 1991 Executive Stock Incentive Plan (the “1991 Incentive Plan”), and the 2004 Non-Employee
Directors’ Stock Incentive Plan (the “2004 Directors’ Plan”).
In 2013, the Company redesigned its long-term incentive compensation program, eliminating annual grants of
stock options and restricted stock units and long-term performance awards payable solely in in cash for executives. In
their place, executives have the opportunity to earn cash and shares of Class A Common Stock at the end of three-year
cycles based on the achievement of financial goals tied to an adjusted EBITDA metric and stock price performance
relative to companies in the Standard & Poor’s 500 Stock Index, with the majority of the target award to be settled in
the Company’s Class A Common Stock.
We recognize stock-based compensation expense for these stock-settled long-term performance awards, stock-
settled and cash-settled restricted stock units, stock options, stock appreciation rights, as well as Class A Common
Stock issued under our ESPP (together, “Stock-Based Awards”). Stock-based compensation expense was $8.8 million
in 2013, $4.5 million in 2012 and $7.6 million in 2011.
Stock-based compensation expense is recognized over the period from the date of grant to the date when the
award is no longer contingent on the employee providing additional service. Awards under the 1991 Incentive Plan,
2010 Incentive Plan and 2004 Directors’ Plan generally vest over a stated vesting period or upon the retirement of an
employee or director, as the case may be.
P. 100 – THE NEW YORK TIMES COMPANY
The 2004 Director’s Plan provides for the issuance of up to 500,000 shares of Class A Common Stock in the form
of stock options or restricted stock awards. Restricted stock has never been awarded under the 2004 Directors’ Plan.
Prior to 2012, under our 2004 Directors’ Plan, each non-employee director of our Company received annual grants of
non-qualified stock options with 10-year terms to purchase 4,000 shares of Class A Common Stock from our Company
at the average market price of such shares on the date of grants. These annual grants were replaced with annual
grants of cash-settled phantom stock units in 2012, and, accordingly, no grants of stock options were made under this
plan in 2012 or 2013. Under its terms, the 2014 Directors’ Plan terminates as of April 30, 2014.
Our pool of excess tax benefits (“APIC Pool”) available to absorb tax deficiencies was approximately $27.7
million as of December 29, 2013.
Stock Options
The 1991 Incentive Plan provided, and the 2010 Incentive Plan provides, for grants of both incentive and non-
qualified stock options at an exercise price equal to the market value of our Class A Common Stock on the date of
grant. Stock options have generally been granted with a 3-year vesting period and a 10-year term and vest in equal
annual installments. Due to a change in the Company’s long-term incentive compensation, no grants of stock options
were made in 2013.
Our 2004 Directors’ Plan provides for grants of stock options to non-employee directors at an exercise price
equal to the market value of our Class A Common Stock on the date of grant. Prior to 2012, stock options were
granted with a 1-year vesting period and a 10-year term. No grants of stock options were made in 2012 or 2013. Our
Company’s directors are considered employees for purposes of stock-based compensation.
Changes in our Company’s stock options in 2013 were as follows:
(Shares in thousands)
Options outstanding at beginning of year
Granted
Exercised
Forfeited/Expired
Options outstanding at end of period
Options expected to vest at end of period
Options exercisable at end of period
December 29, 2013
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Term
(Years)
24
—
6
44
20
20
21
Aggregate
Intrinsic
Value
$(000s)
4
$
7,124
4
4
4
$
$
$
23,273
23,273
17,803
Options
13,582
$
—
(914)
(2,919)
9,749
9,678
8,994
$
$
$
The total intrinsic value for stock options exercised was $5.3 million in 2013, $0.9 million in 2012 and $0.6
million in 2011.
The fair value of the stock options granted was estimated on the date of grant using a Black-Scholes valuation
model that uses the assumptions noted in the following table. The risk-free rate is based on the U.S. Treasury yield
curve in effect at the time of grant. The expected life (estimated period of time outstanding) of stock options granted
was determined using the average of the vesting period and term. Expected volatility was based on historical
volatility for a period equal to the stock option’s expected life, ending on the date of grant, and calculated on a
monthly basis. The fair value for stock options granted with different vesting periods and on different dates are
calculated separately. There were no stock option grants in 2013.
THE NEW YORK TIMES COMPANY – P. 101
Term (In years)
Vesting (In years)
Risk-free interest rate
Expected life (In years)
Expected volatility
Expected dividend yield
December 30, 2012
December 25, 2011
10
3
10
3 (1)
10
3
10
1
1.39%
0.98%
2.90%
2.25%
6
6
6
5
47.67%
49.35%
43.79%
47.93%
0%
0%
0%
0%
Weighted-average fair value
$
3.35
$
3.89
$
4.81
$
3.78
(1) Stock options granted to Mark Thompson, our President and Chief Executive Officer, in November 2012 under the terms of his employment
agreement.
Restricted Stock Units
The 1991 Incentive Plan provided, and the 2010 Incentive Plan provides, for grants of other stock-based awards,
including restricted stock units.
In 2013, 2012 and 2011, we granted stock-settled restricted stock units with a 3-year vesting period. Each
restricted stock unit represents our obligation to deliver to the holder one share of Class A Common Stock upon
vesting. The fair value of stock-settled restricted stock units is the average market price on the grant date. Changes in
our Company’s stock-settled restricted stock units in 2013 were as follows:
(Shares in thousands)
Unvested stock-settled restricted stock units at beginning of period
Granted
Vested
Forfeited
Unvested stock-settled restricted stock units at end of period
Unvested stock-settled restricted stock units expected to vest at end of period
December 29, 2013
Restricted
Stock
Units
Weighted
Average
Grant-Date
Fair Value
1,011
$
544
(169)
(193)
1,193
1,107
$
$
9
9
9
9
9
9
The intrinsic value of stock-settled restricted stock units vested was $1.9 million in 2013, $1.2 million in 2012
and $3.3 million in 2011.
In 2010, we granted cash-settled restricted stock units with a 3-year vesting period that vested in February 2013.
The fair value of cash-settled restricted stock units was the average market price on the grant date. Cash-settled
restricted stock units were classified as liability awards because we incurred a liability, payable in cash, based on our
stock price. The cash-settled restricted stock unit was measured at its fair value at the end of each reporting period
and, therefore, fluctuated based on the fluctuations in our stock price.
The intrinsic value of cash-settled restricted stock units vested was $1.5 million in 2013, $3.7 million in 2012 and
$80,000 in 2011.
Long-Term Incentive Compensation
The 1991 Incentive Plan provided, and the 2010 Incentive Plan provides, for grants of cash and stock-settled
awards to key executives payable at the end of a multi-year performance period. There were payments of
approximately $9 million in 2013, $12 million in 2012 and $4 million in 2011.
Awards granted for the three-year performance periods beginning in 2011 and 2012 are based on the
achievement of specified goals under two financial performance measures. These awards were classified as liability
awards because we incurred a liability payable in cash.
Awards granted for the cycle beginning in 2013 are based on relative Total Shareholder Return (“TSR”), which
is calculated at stock appreciation plus reinvested dividends, payable in Class A Common Stock and another
P. 102 – THE NEW YORK TIMES COMPANY
performance measure, payable in Class A Common Stock and cash. Awards payable in stock are classified within
equity; awards payable in cash are classified as a liability. The fair value of TSR awards is determined at the date of
grant using a market calculation simulation.
Unrecognized Compensation Expense
As of December 29, 2013, unrecognized compensation expense related to the unvested portion of our Stock-
Based Awards was approximately $3 million and is expected to be recognized over a weighted-average period of 1.5
years.
Reserved Shares
We generally issue shares for the exercise of stock options and stock-settled restricted stock units from unissued
reserved shares.
Shares of Class A Common Stock reserved for issuance were as follows:
(In thousands)
Stock options, stock–settled restricted stock units and stock-settled performance
awards
Stock options and stock-settled restricted stock units
Stock-settled performance awards(1)
Outstanding
Available
Employee Stock Purchase Plan(2)
Available
401(k) Company stock match(3)
Available
Total Outstanding
Total Available
December 29,
2013
December 30,
2012
10,965
1,908
12,873
3,161
14,593
362
14,955
4,938
6,410
6,410
3,045
12,873
12,616
3,348
14,955
14,696
(1) The number of shares actually earned at the end of the multi-year performance period will vary, based on actual performance,
from 0% to 200% of the target number of performance awards granted. The maximum number of shares that would be issued
is included in the table above.
(2) We have not had an offering under the ESPP since 2010.
(3) Effective 2014, we no longer offer a Company stock match under the Company’s 401(k) plan.
18. Stockholders’ Equity
Shares of our Company’s Class A and Class B Common Stock are entitled to equal participation in the event of
liquidation and in dividend declarations. The Class B Common Stock is convertible at the holders’ option on a share-
for-share basis into Class A Common Stock. Upon conversion, the previously outstanding shares of Class B Common
Stock are automatically and immediately retired, resulting in a reduction of authorized Class B Common Stock. As
provided for in our Company’s Certificate of Incorporation, the Class A Common Stock has limited voting rights,
including the right to elect 30% of the Board of Directors, and the Class A and Class B Common Stock have the right
to vote together on the reservation of our Company shares for stock options and other stock-based plans, on the
ratification of the selection of a registered public accounting firm and, in certain circumstances, on acquisitions of the
stock or assets of other companies. Otherwise, except as provided by the laws of the State of New York, all voting
power is vested solely and exclusively in the holders of the Class B Common Stock.
There were 818,061 shares as of December 29, 2013 and 818,385 shares as of December 30, 2012 of Class B
Common Stock available for conversion into shares of Class A Common Stock.
The Adolph Ochs family trust holds approximately 90% of the Class B Common Stock and, as a result, has the
ability to elect 70% of the Board of Directors and to direct the outcome of any matter that does not require a vote of
the Class A Common Stock.
THE NEW YORK TIMES COMPANY – P. 103
In January 2009, pursuant to a securities purchase agreement, we issued unsecured notes and detachable
warrants to purchase 15.9 million shares of our Class A Common Stock at a price of $6.3572 per share. The warrants
are exercisable at the holder’s option at any time and from time to time, in whole or in part, until January 15, 2015. See
Note 8 for additional information regarding our debt obligations.
We can repurchase Class A Common Stock under our stock repurchase program from time to time either in the
open market or through private transactions. These repurchases may be suspended from time to time or
discontinued. In 2013 and 2012, we did not repurchase any shares of Class A Common Stock pursuant to our stock
repurchase program.
We may issue preferred stock in one or more series. The Board of Directors is authorized to set the
distinguishing characteristics of each series of preferred stock prior to issuance, including the granting of limited or
full voting rights; however, the consideration received must be at least $100 per share. No shares of preferred stock
were issued or outstanding as of December 29, 2013.
The following table summarizes the changes in AOCI by component as of December 29, 2013:
(In thousands)
Balance, December 30, 2012
Foreign
Currency
Translation
Adjustments
Unrealized
Loss on
Available-For-
Sale Security
Funded
Status of
Benefit Plans
Total
Accumulated
Other
Comprehensive
Loss
$
11,327
$
(431) $
(523,462) $
(512,566)
Other comprehensive income before reclassifications, before tax(1)
Amounts reclassified from accumulated other comprehensive loss,
before tax(1)
Income tax expense(1)
Net current-period other comprehensive income, net of tax
2,613
—
1,266
1,347
—
729
298
431
197,081
199,694
(17,303)
71,601
108,177
(16,574)
73,165
109,955
Balance, December 29, 2013
$
12,674
$
— $
(415,285) $
(402,611)
(1) All amounts are shown net of noncontrolling interest.
The following table summarizes the reclassifications from AOCI for the periods ended December 29, 2013:
Detail about accumulated other comprehensive loss
components
Amounts reclassified
from accumulated
other comprehensive
loss
Affect line item in the statement where net
income is presented
Funded status of benefit plans:
Amortization of prior service credit(1)
Recognized actuarial loss(1)
Curtailment
Settlement
Total reclassification, before tax(2)
Income tax expense
Total reclassification, net of tax
Unrealized gains and losses on available for sale securities
Realized gain on sale of securities, before tax
Tax expense
Net of tax
$
$
$
$
(14,996) Selling, general & administrative costs
43,457 Selling, general & administrative costs
(49,122) Discontinued operations: gain on sale, net of tax
3,358 Pension settlement expense
(17,303)
(7,091) Tax expense
(10,212)
729 Selling, general & administrative costs
298 Tax expense
431
(1) These accumulated other comprehensive income components are included in the computation of net periodic benefit cost for pension and
other retirement benefits. See Note 11 and 12 for additional information.
(2) There were no reclassifications relating to noncontrolling interest for the year ended December 29, 2013.
P. 104 – THE NEW YORK TIMES COMPANY
19. Segment Information
We have one reportable segment that includes The Times, the International New York Times, NYTimes.com,
international.nytimes.com and related businesses. Therefore, all required segment information can be found in the
consolidated financial statements.
On August 3, 2013, we entered into an agreement to sell substantially all of the assets and operating liabilities
of the New England Media Group. The New England Media Group, which includes the Globe, BostonGlobe.com,
Boston.com, the T&G, Telegram.com and related businesses, has been classified as a discontinued operation for all
periods presented. See Note 15 for further information on the sale of the New England Media Group.
Our operating segment generated revenues principally from circulation and advertising. Other revenues
consist primarily of revenues from news services/syndication, digital archives, rental income and conferences/
events.
20. Commitments and Contingent Liabilities
Operating Leases
Operating lease commitments are primarily for office space and equipment. Certain office space leases provide
for rent adjustments relating to changes in real estate taxes and other operating costs.
Rental expense amounted to approximately $16 million in 2013, $18 million in 2012 and $17 million in 2011. The
approximate minimum rental commitments under noncancelable leases, net of subleases, as of December 29, 2013
were as follows:
(In thousands)
2014
2015
2016
2017
2018
Later years
Total minimum lease payments
Less: noncancelable subleases
Amount
$
12,472
10,503
7,419
6,976
4,022
10,883
52,275
(8,680)
Total minimum lease payments, net of noncancelable subleases
$
43,595
Capital Leases
Future minimum lease payments for all capital leases, and the present value of the minimum lease payments as
of December 29, 2013, were as follows:
(In thousands)
2014
2015
2016
2017
2018
Later years
Total minimum lease payments
Less: imputed interest
Present value of net minimum lease payments including current maturities
Restricted Cash
$
Amount
573
552
552
552
552
7,245
10,026
(3,290)
$
6,736
We were required to maintain $28.1 million of restricted cash as of December 29, 2013 and $24.3 million as of
December 30, 2012, primarily related to certain collateral requirements, for obligations under our workers’
compensation programs. These collateral requirements were previously supported by letters of credit under a
THE NEW YORK TIMES COMPANY – P. 105
revolving credit facility that was replaced in June 2011. Restricted cash is included in “Miscellaneous assets” in our
Consolidated Balance Sheets.
Other
We are involved in various legal actions incidental to our business that are now pending against us. These
actions are generally for amounts greatly in excess of the payments, if any, that may be required to be made. It is the
opinion of management after reviewing these actions with our legal counsel that the ultimate liability that might
result from these actions would not have a material adverse effect on our Consolidated Financial Statements.
In September 2013, we received a notice and demand for payment in the amount of approximately $26 million
from the Newspaper and Mail Deliverers - Publishers’ Pension Fund. We participate in the fund, which covers drivers
employed by the New York Times. City & Suburban, a retail and newsstand distribution subsidiary and the largest
contributor to the fund, ceased operations in 2009. The fund claims that The New York Times Company partially
withdrew from the fund in the plan years ending May 31, 2013 and 2012, as a result of a more than 70% decline in
contribution base units. We disagree with the plan determination and are disputing the claim vigorously. We do not
believe that a loss is probable on this matter and have not recorded a loss contingency for the period ended December
29, 2013.
21. Subsequent Event
One-Time Lump-Sum Payment Offer
In February 2014, we announced that we plan to offer certain former employees who participate in certain non-
qualified pension plans the option to receive a one-time lump-sum payment equal to the present value of the
participant’s pension benefit.
If an individual elects to receive a lump sum, the pension obligation to the individual will be settled. While it is
too early to estimate the participation rate, assuming an acceptance rate of 50% of the pension obligations associated
with the offer, we would make settlement distributions of approximately $40 million paid out of Company cash and
we would record a non-cash settlement charge of approximately $13.5 million in the second quarter of 2014. The
actual amount of the charge will largely depend upon the number of participants electing the offer and the associated
pension benefit of those electing participants, as well as interest rates and asset performance. When the election
period closes, the actual amount of the settlement will be actuarially determined and the associated charge will
recognize the acceleration of the accumulated unrecognized actuarial loss.
Pension Benefit Guaranty Corporation
In February 2014, the Pension Benefit Guaranty Corporation (“PBGC”) notified us that it believes that the
Company has had a triggering event under Section 4062(e) of the Employee Retirement Income Security Act of 1974,
as amended (“ERISA”), with respect to The Boston Globe Retirement Plan for Employees Represented by the Boston
Newspaper Guild and The New York Times Companies Pension Plan on account of the Company’s sale of the New
England Media Group. Under Section 4062(e), the PBGC may be entitled to protection if, as a result of a cessation of
operations at a facility, more than 20% of the active participants in a plan are separated from employment. The
Company, which retained all pension assets and liabilities related to New England Media Group employees,
maintains that an asset sale is not a triggering event for purposes of Section 4062(e). Additionally, with respect to The
New York Times Companies Pension Plan, we believe that the 20% threshold was not met.
If a triggering event under Section 4062(e) with respect to either or both of these plans is determined to have
occurred, the Company would be required to place funds into an escrow account or to post a surety bond, with the
escrowed funds or the bond proceeds available to the applicable plan if it were to terminate in a distress or
involuntary termination within five years of the date of the New England Media Group sale. We do not expect such a
termination for either of these plans. If the applicable plan did not so terminate within the five-year period, any
escrowed funds for that plan would be returned to the Company or the bond for that plan would be cancelled. The
amount of any required escrow or bond would be based on a percentage of the applicable plan’s unfunded benefit
liabilities, computed under Section 4062(e) on a “termination basis,” which would be higher than that computed
under GAAP. In lieu of establishing an escrow account with the PBGC or posting a bond, the Company and the PBGC
can negotiate an alternate resolution of the liability, which could include making cash contributions to these plans in
excess of minimum requirements.
P. 106 – THE NEW YORK TIMES COMPANY
At this time, we cannot predict the ultimate outcome of this matter, but we do not expect that the resolution of
this matter will have a material adverse effect on our earnings or financial condition.
SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS
For the Three Years Ended December 29, 2013
(In thousands)
Description
Accounts receivable allowances:
Year ended December 29, 2013
Year ended December 30, 2012
Year ended December 25, 2011
Valuation allowance for deferred tax assets:
Year ended December 29, 2013
Year ended December 30, 2012
Year ended December 25, 2011
(1)
Includes write-offs, net of recoveries.
Balance at
beginning
of period
Additions
charged to
operating
costs and other
Deductions(1)
Balance at
end of period
$
$
$
$
$
$
15,452
13,065
18,088
42,138
39,824
$
$
$
$
$
— $
9,377
11,623
8,015
2,432
2,314
39,824
$
$
$
$
$
$
10,577
9,236
13,038
$
$
$
2,275
$
— $
— $
14,252
15,452
13,065
42,295
42,138
39,824
THE NEW YORK TIMES COMPANY – P. 107
QUARTERLY INFORMATION (UNAUDITED)
The New England Media Group, About Group and the Regional Media Group’s results of operations have been
presented as discontinued operations for all periods presented. See Note 15 of the Notes to the Consolidated Financial
Statements for additional information regarding these discontinued operations.
(In thousands, except per share data)
Revenues
Operating costs
Pension settlement expense(1)
Multiemployer pension plan withdrawal expense(2)
Operating profit
(Loss)/income from joint ventures
Interest expense, net
Income/(loss) from continuing operations before income taxes
Income tax expense/(benefit)
Income/(loss) from continuing operations
Income/(loss) from discontinued operations, net of income
taxes
Net income/(loss)
Net loss/(income) attributable to the noncontrolling interest
Net income/(loss) attributable to The New York Times Company
common stockholders
$
Amounts attributable to The New York Times Company
common stockholders:
Income/(loss) from continuing operations
Income/(loss) from discontinued operations, net of income
taxes
Net income/(loss)
Average number of common shares outstanding:
Basic
Diluted
Basic earnings/(loss) per share attributable to The New York
Times Company common stockholders:
Income/(loss) from continuing operations
Income/(loss) from discontinued operations, net of income
taxes
Net income/(loss)
Diluted earnings/(loss) per share attributable to The New York
Times Company common stockholders:
Income/(loss) from continuing operations
Income/(loss) from discontinued operations, net of income
taxes
Net income/(loss)
$
$
$
$
$
$
2013 Quarters
March 31,
2013
June 30,
2013
September 29,
2013
December 29,
2013
(13 weeks)
(13 weeks)
(13 weeks)
(13 weeks)
$
380,675 $
390,957 $
361,738 $
443,860 $
Full Year
(52 weeks)
1,577,230
352,544
344,733
342,712
371,755
1,411,744
—
28,131
(2,870)
14,071
11,190
5,082
6,108
(2,785)
3,323
249
—
46,224
(405)
14,644
31,175
13,813
17,362
2,776
20,138
(6)
6,171
12,855
(123)
15,454
(2,722)
2,578
(5,300)
(18,987)
(24,287)
61
3,228
—
68,877
183
13,904
55,156
16,419
38,737
26,944
65,681
(55)
3,228
6,171
156,087
(3,215)
58,073
94,799
37,892
56,907
7,949
64,856
249
3,572 $
20,132 $
(24,226) $
65,626 $
65,105
6,357 $
17,356 $
(5,239) $
38,682 $
57,156
(2,785)
2,776
(18,987)
26,944
3,572 $
20,132 $
(24,226) $
65,626 $
7,949
65,105
148,710
155,270
148,797
156,511
150,033
150,033
150,162
160,013
149,755
157,774
0.04 $
0.12 $
(0.03) $
0.26 $
(0.02)
0.02 $
0.02
0.14 $
(0.13)
(0.16) $
0.18
0.44 $
0.04 $
0.11 $
(0.03) $
0.24 $
(0.02)
0.02 $
0.02
0.13 $
(0.13)
(0.16) $
0.17
0.41 $
0.38
0.05
0.43
0.36
0.05
0.41
(1) We recorded a non-cash settlement charge related to a one-time lump sum payment offer to certain former employees who participated in a
non-qualified pension plan.
(2) We recorded an estimated charge related to a partial withdrawal obligation under a multiemployer pension plan.
P. 108 – THE NEW YORK TIMES COMPANY
(In thousands, except per share data)
Revenues
Operating costs
Pension settlement expense(1)
Other expense(2)
Operating profit
Gain on sale of investment(3)
Impairment of investments(4)
(Loss)/income from joint ventures
Interest expense, net
(Loss)/income from continuing operations before income taxes
Income tax (benefit)/expense
(Loss)/income from continuing operations
Income/(loss) from discontinued operations, net of income
taxes
Net income/(loss)
Net loss attributable to the noncontrolling interest
Net income/(loss) attributable to The New York Times Company
common stockholders
$
Amounts attributable to The New York Times Company
common stockholders:
(Loss)/income from continuing operations
Income/(loss) from discontinued operations, net of income
taxes
Net income/(loss)
Average number of common shares outstanding:
Basic
Diluted
Basic earnings/(loss) per share attributable to The New York
Times Company common stockholders:
(Loss)/income from continuing operations
Income/(loss) from discontinued operations, net of income
taxes
Net income/(loss)
Diluted earnings/(loss) per share attributable to The New York
Times Company common stockholders:
(Loss)/income from continuing operations
Income/(loss) from discontinued operations, net of income
taxes
Net income/(loss)
$
$
$
$
$
$
2012 Quarters
March 25,
2012
June 24,
2012
September 23,
2012
December 30,
2012
(13 weeks)
(13 weeks)
(13 weeks)
(14 weeks)
$
384,049 $
387,841 $
355,337 $
468,114 $
Full Year
(53 weeks)
1,595,341
361,348
351,206
346,423
382,433
1,441,410
—
—
22,701
17,848
4,900
15
15,452
20,212
5,852
14,360
28,190
42,550
53
—
—
36,635
37,797
—
1,064
15,464
60,032
25,781
34,251
(121,900)
(87,649)
27
—
—
8,914
—
600
1,010
15,490
(6,166)
(3,187)
(2,979)
5,703
2,724
21
47,657
2,620
35,404
164,630
—
847
16,402
184,479
66,171
118,308
60,080
178,388
(267)
47,657
2,620
103,654
220,275
5,500
2,936
62,808
258,557
94,617
163,940
(27,927)
136,013
(166)
42,603 $
(87,622) $
2,745 $
178,121 $
135,847
14,413 $
34,278 $
(2,958) $
118,041 $
163,774
28,190
(121,900)
5,703
60,080
(27,927)
42,603 $
(87,622) $
2,745 $
178,121 $
135,847
147,867
151,468
148,005
149,799
148,254
148,254
148,461
154,685
148,147
152,693
0.10 $
0.23 $
(0.02) $
0.80 $
1.11
0.19
0.29 $
(0.82)
(0.59) $
0.04
0.02 $
0.40
1.20 $
(0.19)
0.92
0.10 $
0.23 $
(0.02) $
0.76 $
1.07
0.18
0.28 $
(0.81)
(0.58) $
0.04
0.02 $
0.39
1.15 $
(0.18)
0.89
(1)
In the fourth quarter of 2012, we recorded a $47.7 million non-cash pension settlement charge in connection with the immediate pension
benefit offer to certain former employees who participate in The New York Times Companies Pension Plan.
(2)
In the fourth quarter of 2012, we recorded a $2.6 million charge in connection with a legal settlement.
(3)
In the first quarter of 2012, we recorded a $17.8 million gain on the sale of 100 of our units in Fenway Sports Group. In the second quarter of
2012, we recorded a $37.8 million gain on the sale of our remaining 210 units in Fenway Sports Group. In the fourth quarter of 2012, we
recorded a $164.6 million gain on the sale of our ownership interest in Indeed.com.
(4)
In the first and third quarters of 2012, we recorded a $4.9 million and $0.6 million non-cash charge, respectively, for the impairment of certain
investments.
Earnings/(loss) per share amounts for the quarters do not necessarily equal the respective year-end amounts
for earnings or loss per share due to the weighted-average number of shares outstanding used in the computations for
THE NEW YORK TIMES COMPANY – P. 109
the respective periods. Earnings/(loss) per share amounts for the respective quarters and years have been computed
using the average number of common shares outstanding.
One of our largest sources of revenue is advertising. Our business has historically experienced higher
advertising volume in the fourth quarter than the remaining quarters because of holiday advertising.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
Not applicable.
ITEM 9A. CONTROLS AND PROCEDURES
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
Our management, with the participation of our principal executive officer and our principal financial officer,
evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of
the Securities Exchange Act of 1934) as of December 29, 2013. Based upon such evaluation, our principal executive
officer and principal financial officer concluded that our disclosure controls and procedures were effective to ensure
that the information required to be disclosed by us in the reports that we file or submit under the Securities Exchange
Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and
forms, and is accumulated and communicated to our management, including our principal executive officer and
principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
Management’s report on internal control over financial reporting and the attestation report of our independent
registered public accounting firm on our internal control over financial reporting are set forth in Item 8 of this Annual
Report on Form 10-K and are incorporated by reference herein.
CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING
There were no changes in our internal control over financial reporting during the quarter ended December 29,
2013, that have materially affected, or are reasonably likely to materially affect, our internal control over financial
reporting.
ITEM 9B. OTHER INFORMATION
Not applicable.
P. 110 – THE NEW YORK TIMES COMPANY
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
In addition to the information set forth under the caption “Executive Officers of the Registrant” in Part I of this
Annual Report on Form 10-K, the information required by this item is incorporated by reference to the sections titled
“Section 16(a) Beneficial Ownership Reporting Compliance,” “Proposal Number 1 – Election of Directors,” “Interests
of Related Persons in Certain Transactions of the Company,” “Board of Directors and Corporate Governance,”
beginning with the section titled “Independent Directors,” but only up to and including the section titled “Audit
Committee Financial Experts,” and “Board Committees” of our Proxy Statement for the 2014 Annual Meeting of
Stockholders.
The Board has adopted a code of ethics that applies not only to the chief executive officer and senior financial
officers, as required by the SEC, but also to our Chairman and Vice Chairman. The current version of such code of
ethics can be found on the Corporate Governance section of our website at http://investors.nytco.com/investors/
corporate-governance.
ITEM 11. EXECUTIVE COMPENSATION
The information required by this item is incorporated by reference to the sections titled “Compensation
Committee,” “Directors’ Compensation,” “Directors’ and Officers’ Liability Insurance” and “Compensation of
Executive Officers” of our Proxy Statement for the 2014 Annual Meeting of Stockholders.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS
The information required by this item is incorporated by reference to the sections titled “Compensation of
Executive Officers – Equity Compensation Plan Information,” “Principal Holders of Common Stock,” “Security
Ownership of Management and Directors” and “The 1997 Trust” of our Proxy Statement for the 2014 Annual Meeting
of Stockholders.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE
The information required by this item is incorporated by reference to the sections titled “Interests of Related
Persons in Certain Transactions of the Company,” “Board of Directors and Corporate Governance – Independent
Directors,” “Board of Directors and Corporate Governance – Board Committees” and “Board of Directors and
Corporate Governance – Policy on Transactions with Related Persons” of our Proxy Statement for the 2014 Annual
Meeting of Stockholders.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information required by this item is incorporated by reference to the section titled “Proposal Number 4 –
Selection of Auditors,” beginning with the section titled “Audit Committee’s Pre-Approval Policies and Procedures,”
but only up to and not including the section titled “Recommendation and Vote Required” of our Proxy Statement for
the 2014 Annual Meeting of Stockholders.
THE NEW YORK TIMES COMPANY – P. 111
Table of Contents
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(A) DOCUMENTS FILED AS PART OF THIS REPORT
(1) Financial Statements
As listed in the index to financial information in “Item 8 — Financial Statements and Supplementary Data.”
(2) Supplemental Schedules
The following additional consolidated financial information is filed as part of this Annual Report on Form 10-K
and should be read in conjunction with the Consolidated Financial Statements set forth in “Item 8 — Financial
Statements and Supplementary Data.” Schedules not included with this additional consolidated financial information
have been omitted either because they are not applicable or because the required information is shown in the
Consolidated Financial Statements.
Consolidated Schedule for the Three Years Ended December 29, 2013
II – Valuation and Qualifying Accounts
Page
107
Separate financial statements and supplemental schedules of associated companies accounted for by the equity
method are omitted in accordance with the provisions of Rule 3-09 of Regulation S-X.
(3) Exhibits
An exhibit index has been filed as part of this Annual Report on Form 10-K and is incorporated herein by
reference.
P. 112 – THE NEW YORK TIMES COMPANY
Table of Contents
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: February 26, 2014
THE NEW YORK TIMES COMPANY
(Registrant)
BY: /s/ KENNETH A. RICHIERI
Kenneth A. Richieri
Executive Vice President and General Counsel
We, the undersigned directors and officers of The New York Times Company, hereby severally constitute Kenneth A.
Richieri and James M. Follo, and each of them singly, our true and lawful attorneys with full power to them and each
of them to sign for us, in our names in the capacities indicated below, any and all amendments to this Annual Report
on Form 10-K filed with the Securities and Exchange Commission.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the dates indicated.
Signature
Title
/s/ Arthur Sulzberger, Jr.
Chairman and Director
/s/ Mark Thompson
Chief Executive Officer, President and Director
(principal executive officer)
/s/ Michael Golden
Vice Chairman and Director
/s/ James M. Follo
Executive Vice President and Chief Financial Officer
(principal financial officer)
/s/ R. Anthony Benten
Senior Vice President, Finance and Corporate Controller
(principal accounting officer)
/s/ Raul E. Cesan
/s/ Robert E. Denham
/s/ Steven B. Green
Director
Director
Director
/s/ Carolyn D. Greenspon Director
/s/ Joichi Ito
/s/ James A. Kohlberg
/s/ David E. Liddle
/s/ Ellen R. Marram
/s/ Brian P. McAndrews
/s/ Thomas Middelhoff
/s/ Doreen A. Toben
Director
Director
Director
Director
Director
Director
Director
Date
February 26, 2014
February 26, 2014
February 26, 2014
February 26, 2014
February 26, 2014
February 26, 2014
February 26, 2014
February 26, 2014
February 26, 2014
February 26, 2014
February 26, 2014
February 26, 2014
February 26, 2014
February 26, 2014
February 26, 2014
February 26, 2014
THE NEW YORK TIMES COMPANY – P. 113
INDEX TO EXHIBITS
Exhibit numbers 10.16 through 10.33 are management contracts or compensatory plans or arrangements.
Exhibit
Number
(2.1)
(2.2)
(3.1)
(3.2)
(4)
(4.1)
(4.2)
(4.3)
(4.4)
(4.5)
(4.6)
(4.7)
(4.8)
(10.1)
(10.2)
(10.3)
(10.4)
(10.5)
Description of Exhibit
Asset Purchase Agreement, dated as of December 27, 2011, by and among NYT Holdings, Inc., The Houma
Courier Newspaper Corporation, Lakeland Ledger Publishing Corporation, The Spartanburg Herald-Journal,
Inc., Hendersonville Newspaper Corporation, The Dispatch Publishing Company, Inc., NYT Management
Services, Inc., The New York Times Company and Halifax Media Holdings LLC (filed as an Exhibit to the
Company’s Form 8-K dated December 27, 2011, and incorporated by reference herein).
Stock Purchase Agreement, dated as of August 26, 2012, between the Company and IAC/InterActiveCorp (filed as
an Exhibit to the Company’s Form 8-K dated August 29, 2012, and incorporated by reference herein).
Certificate of Incorporation as amended and restated to reflect amendments effective July 1, 2007 (filed as an Exhibit
to the Company’s Form 10-Q dated August 9, 2007, and incorporated by reference herein).
By-laws as amended through November 19, 2009 (filed as an Exhibit to the Company’s Form 8-K dated November
20, 2009, and incorporated by reference herein).
The Company agrees to furnish to the Commission upon request a copy of any instrument with respect to long-term
debt of the Company and any subsidiary for which consolidated or unconsolidated financial statements are required
to be filed, and for which the amount of securities authorized thereunder does not exceed 10% of the total assets of
the Company and its subsidiaries on a consolidated basis.
Indenture, dated March 29, 1995, between the Company and The Bank of New York Mellon (as successor to Chemical
Bank), as trustee (filed as an Exhibit to the Company’s registration statement on Form S-3 File No. 33-57403, and
incorporated by reference herein).
First Supplemental Indenture, dated August 21, 1998, between the Company and The Bank of New York Mellon (as
successor to The Chase Manhattan Bank (formerly known as Chemical Bank)), as trustee (filed as an Exhibit to the
Company’s registration statement on Form S-3 File No. 333-62023, and incorporated by reference herein).
Second Supplemental Indenture, dated July 26, 2002, between the Company and The Bank of New York Mellon (as
successor to JPMorgan Chase Bank, N.A. (formerly known as Chemical Bank and The Chase Manhattan Bank)), as
trustee (filed as an Exhibit to the Company’s registration statement on Form S-3 File No. 333-97199, and incorporated
by reference herein).
Securities Purchase Agreement, dated January 19, 2009, among the Company, Inmobiliaria Carso, S.A. de C.V. and
Banco Inbursa S.A., Institución de Banca Múltiple, Grupo Financiero Inbursa (including forms of notes, warrants
and registration rights agreement) (filed as an Exhibit to the Company’s Form 8-K dated January 21, 2009, and
incorporated by reference herein).
Form of Preemptive Rights Certificate (filed as an Exhibit to the Company’s Form 8-K dated January 21, 2009, and
incorporated by reference herein).
Form of Preemptive Rights Warrant Agreement between the Company and Mellon Investor Services LLC (filed as
an Exhibit to the Company’s Form 8-K dated January 21, 2009, and incorporated by reference herein).
Indenture, dated as of November 4, 2010, by and between the Company and Wells Fargo Bank, National Association,
as trustee (filed as an Exhibit to the Company’s Form 8-K dated November 4, 2010, and incorporated by reference
herein).
Form of 6.625% Senior Notes due 2016 (included as an Exhibit to Exhibit 4.7 above).
Agreement of Lease, dated as of December 15, 1993, between The City of New York, as landlord, and the Company,
as tenant (as successor to New York City Economic Development Corporation (the “EDC”), pursuant to an
Assignment and Assumption of Lease With Consent, made as of December 15, 1993, between the EDC, as Assignor,
to the Company, as Assignee) (filed as an Exhibit to the Company’s Form 10-K dated March 21, 1994, and incorporated
by reference herein).
Funding Agreement #4, dated as of December 15, 1993, between the EDC and the Company (filed as an Exhibit to
the Company’s Form 10-K dated March 21, 1994, and incorporated by reference herein).
New York City Public Utility Service Power Service Agreement, dated as of May 3, 1993, between The City of New
York, acting by and through its Public Utility Service, and The New York Times Newspaper Division of the Company
(filed as an Exhibit to the Company’s Form 10-K dated March 21, 1994, and incorporated by reference herein).
Letter Agreement, dated as of April 8, 2004, amending Agreement of Lease, between the 42nd St. Development
Project, Inc., as landlord, and The New York Times Building LLC, as tenant (filed as an Exhibit to the Company’s
Form 10-Q dated November 3, 2006, and incorporated by reference herein).
Agreement of Sublease, dated as of December 12, 2001, between The New York Times Building LLC, as landlord,
and NYT Real Estate Company LLC, as tenant (filed as an Exhibit to the Company’s Form 10-Q dated November 3,
2006, and incorporated by reference herein).
P. 114 – THE NEW YORK TIMES COMPANY
Exhibit
Number
(10.6)
(10.7)
(10.8)
(10.9)
(10.10)
(10.11)
(10.12)
(10.13)
(10.14)
(10.15)
(10.16)
(10.17)
(10.18)
(10.19)
(10.20)
(10.21)
(10.22)
(10.23)
(10.24)
(10.25)
(10.26)
(10.27)
Description of Exhibit
First Amendment to Agreement of Sublease, dated as of August 15, 2006, between 42nd St. Development Project,
Inc., as landlord, and NYT Real Estate Company LLC, as tenant (filed as an Exhibit to the Company’s Form 10-Q
dated November 3, 2006, and incorporated by reference herein).
Second Amendment to Agreement of Sublease, dated as of January 29, 2007, between 42nd St. Development Project,
Inc., as landlord, and NYT Real Estate Company LLC, as tenant (filed as an Exhibit to the Company’s Form 8-K dated
February 1, 2007, and incorporated by reference herein).
Third Amendment to Agreement of Sublease (NYT), dated as of March 6, 2009, between 42nd St. Development
Project, Inc., as landlord, and NYT Real Estate Company LLC, as tenant (filed as an Exhibit to the Company’s Form
8-K dated March 9, 2009, and incorporated by reference herein).
Fourth Amendment to Agreement of Sublease (NYT), dated as of March 6, 2009, between 42nd St. Development
Project, Inc., as landlord, and 620 Eighth NYT (NY) Limited Partnership, as tenant (filed as an Exhibit to the
Company’s Form 8-K dated March 9, 2009, and incorporated by reference herein).
Fifth Amendment to Agreement of Sublease (NYT), dated as of August 31, 2009, between 42nd St. Development
Project, Inc., as landlord, and 620 Eighth NYT (NY) Limited Partnership, as tenant (filed as an Exhibit to the Company’s
Form 10-Q dated November 4, 2009, and incorporated by reference herein).
Agreement of Sublease (NYT-2), dated as of March 6, 2009, between 42nd St. Development Project, Inc., as landlord,
and NYT Real Estate Company LLC, as tenant (filed as an Exhibit to the Company’s Form 8-K dated March 9, 2009,
and incorporated by reference herein).
First Amendment to Agreement of Sublease (NYT-2), dated as of March 6, 2009, between 42nd St. Development
Project, Inc., as landlord, and NYT Building Leasing Company LLC, as tenant (filed as an Exhibit to the Company’s
Form 8-K dated March 9, 2009, and incorporated by reference herein).
Agreement of Purchase and Sale, dated as of March 6, 2009, between NYT Real Estate Company LLC, as seller, and
620 Eighth NYT (NY) Limited Partnership, as buyer (filed as an Exhibit to the Company’s Form 8-K dated March 9,
2009, and incorporated by reference herein).
Lease Agreement, dated as of March 6, 2009, between 620 Eighth NYT (NY) Limited Partnership, as landlord, and
NYT Real Estate Company LLC, as tenant (filed as an Exhibit to the Company’s Form 8-K dated March 9, 2009, and
incorporated by reference herein).
First Amendment to Lease Agreement, dated as of August 31, 2009, 620 Eighth NYT (NY) Limited Partnership, as
landlord, and NYT Real Estate Company LLC, as tenant (filed as an Exhibit to the Company’s Form 10-Q dated
November 4, 2009, and incorporated by reference herein).
The Company’s 2010 Incentive Compensation Plan (filed as an exhibit to the Company’s Form 8-K dated April 28,
2010, and incorporated by reference herein).
The Company’s 1991 Executive Stock Incentive Plan, as amended and restated through October 11, 2007 (filed as an
Exhibit to the Company’s Form 8-K dated October 12, 2007, and incorporated by reference herein).
The Company’s 1991 Executive Cash Bonus Plan, as amended and restated through October 11, 2007 (filed as an
Exhibit to the Company’s Form 8-K dated October 12, 2007, and incorporated by reference herein).
The Company’s Supplemental Executive Retirement Plan, amended and restated effective December 31, 2009 (filed
as an Exhibit to the Company’s Form 8-K dated November 12, 2009, and incorporated by reference herein).
Amendment to the Company’s Supplemental Executive Retirement Plan, amended effective April 27, 2010 (filed as
an Exhibit to the Company’s Form 10-Q dated August 5, 2010, and incorporated by reference herein).
The Company’s Deferred Executive Compensation Plan, as amended and restated effective January 1, 2012 (filed as
an Exhibit to the Company’s Form 10-K dated February 23, 2012, and incorporated by reference herein).
The Company’s Non-Employee Directors’ Stock Option Plan, as amended through September 21, 2000 (filed as an
Exhibit to the Company’s Form 10-Q dated November 8, 2000, and incorporated by reference herein).
The Company’s 2004 Non-Employee Directors’ Stock Incentive Plan, effective April 13, 2004 (filed as an Exhibit to
the Company’s Form 10-Q dated May 5, 2004, and incorporated by reference herein).
The Company’s Non-Employee Directors Deferral Plan, as amended through October 11, 2007 (filed as an Exhibit
to the Company’s Form 8-K dated October 12, 2007, and incorporated by reference herein).
The Company’s Savings Restoration Plan, amended and restated effective January 1, 2014 (filed as an Exhibit to the
Company’s Form 8-K filed December 13, 2013, and incorporated by reference herein).
The Company’s Supplemental Executive Savings Plan, amended and restated effective December 31, 2013 (filed as
an Exhibit to the Company’s Form 8-K filed December 13, 2013, and incorporated by reference herein).
The New York Times Companies Supplemental Retirement and Investment Plan, amended and restated effective
January 1, 2011 (filed as an Exhibit to the Company’s Form 10-Q dated November 3, 2011, and incorporated by
reference herein).
THE NEW YORK TIMES COMPANY – P. 115
Exhibit
Number
(10.28)
(10.29)
(10.30)
(10.31)
(10.32)
(10.33)
(12)
(21)
(23.1)
(24)
(31.1)
(31.2)
(32.1)
(32.2)
Description of Exhibit
Amendment No. 1, effective January 1, 2012, and Amendment No. 2, effective November 1, 2012, to The New York
Times Companies Supplemental Retirement and Investment Plan (filed as an Exhibit to the Company’s Form 10-Q
dated August 8, 2013, and incorporated by reference herein).
Amendment No. 3 to The New York Times Companies Supplemental Retirement and Investment Plan, amended
effective January 1, 2014.
Stock Appreciation Rights Agreement, dated as of September 17, 2009, between the Company and Arthur Sulzberger,
Jr. (filed as an Exhibit to the Company’s Form 8-K dated September 18, 2009, and incorporated by reference herein).
Letter Agreement, dated as of August 14, 2012, between the Company and Mark Thompson (filed as an Exhibit to
the Company’s Form 8-K dated August 17, 2012, and incorporated by reference herein).
Form of Separation Agreement and General Release, between the Company and Scott Heekin-Canedy (filed as an
Exhibit to the Company’s Form 8-K dated November 6, 2012, and incorporated by reference herein).
Letter Agreement between the Company and Christopher Mayer (filed as an Exhibit to the Company’s Form 10-Q
dated August 8, 2013, and incorporated by reference herein.)
Ratio of Earnings to Fixed Charges.
Subsidiaries of the Company.
Consent of Ernst & Young LLP.
Power of Attorney (included as part of signature page).
Rule 13a-14(a)/15d-14(a) Certification.
Rule 13a-14(a)/15d-14(a) Certification.
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
(101.INS)
XBRL Instance Document.
(101.SCH)
XBRL Taxonomy Extension Schema Document.
(101.CAL)
XBRL Taxonomy Extension Calculation Linkbase Document.
(101.DEF)
XBRL Taxonomy Extension Definition Linkbase Document.
(101.LAB)
XBRL Taxonomy Extension Label Linkbase Document.
(101.PRE)
XBRL Taxonomy Extension Presentation Linkbase Document.
P. 116 – THE NEW YORK TIMES COMPANY
EXHIBIT 12
The New York Times Company Ratio of Earnings to Fixed Charges (Unaudited)
(In thousands, except ratio)
Earnings/(loss) from continuing operations
before fixed charges
Earnings/(loss) from continuing operations before income
taxes, noncontrolling interest and income/(loss) from joint
ventures
Distributed earning from less than fifty-percent owned
affiliates
Adjusted pre-tax earnings/(loss) from continuing
operations
Fixed charges less capitalized interest
Earnings/(loss) from continuing operations before fixed
charges
Fixed charges
Interest expense, net of capitalized
interest(1)
Capitalized interest
Portion of rentals representative of interest factor
Total fixed charges
December 29,
2013
December 30,
2012
December 25,
2011
December 26,
2010
December 27,
2009
$
98,014
$
255,621
$
66,283
$
52,474
$
(88,392)
1,400
99,414
63,032
9,251
264,872
67,243
3,463
69,746
90,252
8,325
60,799
92,143
2,775
(85,617)
87,475
162,446
$
332,115
$
159,998
$
152,942
$
1,858
59,588
$
63,218
$
85,693
$
86,291
$
83,118
—
3,444
17
4,025
427
4,559
299
5,852
1,566
4,357
63,032
$
67,260
$
90,679
$
92,442
$
89,041
$
$
$
Ratio of earnings to fixed charges
2.58
4.94
1.76
1.65
0.02
Note:
The Ratio of Earnings to Fixed Charges should be read in conjunction with the Consolidated Financial Statements and Management’s
Discussion and Analysis of Financial Condition and Results of Operations in this Annual Report on Form 10-K for the fiscal year ended
December 29, 2013.
(1)
The Company’s policy is to classify interest expense recognized on uncertain tax positions as income tax expense. The Company has
excluded interest expense recognized on uncertain tax positions from the Ratio of Earnings to Fixed Charges.
EXHIBIT 21
Our Subsidiaries*
Name of Subsidiary
The New York Times Company
IHT, LLC
International Herald Tribune S.A.S.
IHT Kathimerini S.A. (50%)
International Business Development (IBD)
International Herald Tribune (Hong Kong) LTD.
Beijing Shixun Zhihua Consulting Co. LTD.
International Herald Tribune (Singapore) Pte LTD.
International Herald Tribune (Thailand) LTD.
IHT (Malaysia) Sdn Bhd
International Herald Tribune B.V.
IHT Publishing (India) Private Limited
International Herald Tribune GMBH
International Herald Tribune (Zurich) GmbH
International Herald Tribune Japan GK
International Herald Tribune Ltd. (U.K.)
International Herald Tribune U.S. Inc.
The Herald Tribune - Ha’aretz Partnership (50%)
London Bureau Limited
Madison Paper Industries (partnership) (40%)
Media Consortium, LLC (20%)
New York Times Digital, LLC
Northern SC Paper Corporation (80%)
NYT Administradora de Bens e Servicos Ltda.
NYT Building Leasing Company LLC
NYT Group Services, LLC
NYT News Bureau (India) Private Limited
NYT Real Estate Company LLC
The New York Times Building LLC (58%)
Rome Bureau S.r.l.
NYT Capital, LLC
Donohue Malbaie Inc. (49%)
Midtown Insurance Company
NYT Management Services, Inc.
NYT Shared Service Center, Inc.
International Media Concepts, Inc.
The New York Times Distribution Corporation
The New York Times Sales Company
The New York Times Syndication Sales Corporation
NEMG T&G, Inc.
* 100% owned unless otherwise indicated.
Jurisdiction of
Incorporation or
Organization
New York
Delaware
France
Greece
France
Hong Kong
People’s Republic of China
Singapore
Thailand
Malaysia
Netherlands
India
Germany
Switzerland
Japan
UK
New York
Israel
United Kingdom
Maine
Delaware
Delaware
Delaware
Brazil
New York
Delaware
India
New York
New York
Italy
Delaware
Canada
New York
Delaware
Delaware
Delaware
Delaware
Massachusetts
Delaware
Massachusetts
EXHIBIT 23.1
Consent of Independent Registered Public Accounting Firm
We consent to the incorporation by reference in Registration Statements No. 333-43369, No. 333-43371,
No. 333-37331, No. 333-09447, No. 33-31538, No. 33-43210, No. 33-43211, No. 33-50465, No. 33-50467, No. 33-56219,
No. 333-49722, No. 333-70280, No. 333-102041, No. 333-114767, No. 333-156475 and No. 333-166426 on Form S-8,
Registration Statements No. 333-156477 and No. 333-172389 and Amendment No. 1 to Registration Statement
No. 333-123012 on Form S-3, and Registration Statement No. 333-172390 on Form S-4 of The New York Times
Company of our reports dated February 26, 2014 with respect to the consolidated financial statements and schedule of
The New York Times Company and the effectiveness of internal control over financial reporting of The New York
Times Company, included in this Annual Report (Form 10-K) for the fiscal year ended December 29, 2013.
/s/ Ernst & Young LLP
New York, New York
February 26, 2014
EXHIBIT 31.1
Rule 13a-14(a)/15d-14(a) Certification
I, Mark Thompson, certify that:
1.
I have reviewed this Annual Report on Form 10-K of The New York Times Company;
2. 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, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly
present in all material respects the financial condition, results of operations and cash flows of the registrant as of,
and for, the periods presented in this report;
4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be
designed under our supervision, to ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those entities, particularly during the
period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this
report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred
during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an
annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s
internal control over financial reporting; and
5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal
control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of
directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over
financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process,
summarize and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant
role in the registrant’s internal control over financial reporting.
Date: February 26, 2014
/s/ MARK THOMPSON
Mark Thompson
Chief Executive Officer
EXHIBIT 31.2
Rule 13a-14(a)/15d-14(a) Certification
I, James M. Follo, certify that:
1.
I have reviewed this Annual Report on Form 10-K of The New York Times Company;
2. 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, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly
present in all material respects the financial condition, results of operations and cash flows of the registrant as of,
and for, the periods presented in this report;
4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be
designed under our supervision, to ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those entities, particularly during the
period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this
report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred
during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an
annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s
internal control over financial reporting; and
5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal
control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of
directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over
financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process,
summarize and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant
role in the registrant’s internal control over financial reporting.
Date: February 26, 2014
/s/ JAMES M. FOLLO
James M. Follo
Chief Financial Officer
EXHIBIT 32.1
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
In connection with the Annual Report on Form 10-K of The New York Times Company (the “Company”) for the
fiscal year ended December 29, 2013, as filed with the Securities and Exchange Commission on the date hereof (the
“Report”), I, Mark Thompson, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, based on my knowledge:
(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934;
and
(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results
of operations of the Company.
February 26, 2014
/s/ MARK THOMPSON
Mark Thompson
Chief Executive Officer
EXHIBIT 32.2
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
In connection with the Annual Report on Form 10-K of The New York Times Company (the “Company”) for the
fiscal year ended December 29, 2013, as filed with the Securities and Exchange Commission on the date hereof (the
“Report”), I, James M. Follo, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, based on my knowledge:
(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934;
and
(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results
of operations of the Company.
February 26, 2014
/s/ JAMES M. FOLLO
James M. Follo
Chief Financial Officer
Shareholder Information Online
Career Opportunities
investors.nytco.com
Visit our website for Corporate Governance information about the
Company, including the Code of Ethics for our chairman, CEO, vice
chairman and senior financial officers and our Business Ethics Policy.
Employment applicants should apply online at jobs.nytco.com. The
Company is committed to a policy of providing equal employment
opportunities without regard to race, color, religion, national origin,
ancestry, gender, age, marital status, sexual orientation, disability, military
or veteran status or any other characteristic covered by law.
Office of the Secretary
(212) 556-5995
Corporate Communications & Investor Relations
(212) 556-4317
Stock Listing
The Company’s Class A Common Stock is listed on the New York
Stock Exchange. Ticker symbol: NYT
Registrar & Transfer Agent
If you are a registered shareholder and have a question about your
account, or would like to report a change in your name or address,
please contact:
Computershare
P.O. Box 30170
College Station, TX 77842-3170
Overnight correspondence should be mailed to:
Computershare
211 Quality Circle, Suite 210
College Station, TX 77845
Shareholder Website
www.computershare.com/investor
Shareholder online inquiries
https://www-us.computershare.com/investor/contact
Domestic: (800) 240-0345; TDD Line: (800) 231-5469
Foreign: (201) 680-6578; TDD Line: (201) 680-6610
Annual Meeting
Wednesday, April 30, 2014, at 10 a.m.
TheTimesCenter
242 West 41st Street
New York, NY 10018
Auditors
Ernst & Young LLP
5 Times Square
New York, NY 10036
Forward-Looking Statements
Except for the historical information, the matters discussed in this Annual
Report are forward-looking statements that involve risks and uncertainties
that could cause actual results to differ materially from those predicted by
such forward-looking statements. These risks and uncertainties include
national and local conditions, as well as competition, that could influence
the levels (rate and volume) of circulation and advertising generated by the
Company’s various markets and the development of the Company’s digital
businesses. They also include other risks detailed from time to time in the
Company’s publicly filed documents, including its Annual Report on Form
10-K for the fiscal year ended December 29, 2013. The Company undertakes
no obligation to publicly update any forward-looking statement, whether
as a result of new information, future events or otherwise.
Copyright 2014
The New York Times Company
All rights reserved.
620 Eighth Avenue
New York, NY 10018
tel 212-556-1234