10-K 1 a08-3879_210k.htm 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 30, 2007   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)
    13-1102020
(I.R.S. Employer
Identification No.)
   
620 Eighth Avenue, New York, N.Y.
(Address of principal executive offices)
    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 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 supporting 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   Accelerated filer  
Non-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 July 1, 2007, the last business day of the registrant's most recently completed second quarter, as reported on the New York Stock Exchange, was approximately $3.4 billion. As of such date, non-affiliates held 84,084 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 22, 2008, was as follows: 142,951,301 shares of Class A Common Stock and 825,634 shares of Class B Common Stock.

Documents incorporated by reference

Portions of the definitive Proxy Statement relating to the registrant's 2008 Annual Meeting of Stockholders, to be held on April 22, 2008, are incorporated by reference into Part III of this report.  

 




INDEX TO THE NEW YORK TIMES COMPANY 2007 ANNUAL REPORT ON FORM 10-K

    ITEM NO.      
PART I           Forward-Looking Statements     1    
      1     Business     1    
            Introduction     1    
            News Media Group     2    
            Advertising Revenue     2    
            The New York Times Media Group     2    
            New England Media Group     4    
            Regional Media Group     5    
            About Group     5    
            Forest Products Investments and Other Joint Ventures     6    
            Raw Materials     7    
            Competition     7    
            Employees     8    
            Labor Relations     8    
      1 A   Risk Factors     9    
      1 B   Unresolved Staff Comments     13    
      2     Properties     14    
      3     Legal Proceedings     14    
      4     Submission of Matters to a Vote of Security Holders
Executive Officers of the Registrant
    15
15
   
PART II     5     Market for the Registrant's Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities
    17    
      6     Selected Financial Data     20    
      7     Management's Discussion and Analysis of
Financial Condition and Results of Operations
    23    
      7 A   Quantitative and Qualitative Disclosures About Market Risk     47    
      8     Financial Statements and Supplementary Data     48    
      9     Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure
    95    
      9 A   Controls and Procedures     95    
      9 B   Other Information     95    
PART III     10     Directors, Executive Officers and Corporate Governance     96    
      11     Executive Compensation     96    
      12     Security Ownership of Certain Beneficial Owners and
Management and Related Stockholder Matters
    96    
      13     Certain Relationships and Related Transactions, and Director Independence     96    
      14     Principal Accounting Fees and Services     96    
PART IV     15     Exhibits and Financial Statement Schedules     97    

 




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," "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 forward-looking statements. You should bear this in mind as you consider forward-looking statements. Factors that, individually or in the aggregate, we think could 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

INTRODUCTION

The New York Times Company (the "Company") was incorporated on August 26, 1896, under the laws of the State of New York. The Company is a diversified media company that currently includes newspapers, Internet businesses, a radio station, investments in paper mills and other investments. Financial information about our segments can be found in "Item 7 – Management's Discussion and Analysis of Financial Condition and Results of Operations" and in Note 17 of the Notes to the Consolidated Financial Statements. The Company and its consolidated subsidiaries are referred to collectively in this Annual Report on Form 10-K as "we," "our" and "us."

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 Web site http://www.nytco.com, as soon as reasonably practicable after such reports have been filed with or furnished to the SEC.

We classify our businesses based on our operating strategies into two segments, the News Media Group and the About Group.

The News Media Group consists of the following:

  The New York Times Media Group, which includes The New York Times ("The Times"), NYTimes.com, the International Herald Tribune (the "IHT"), IHT.com, our New York City radio station, WQXR-FM and related businesses;

  the New England Media Group, which includes The Boston Globe (the "Globe"), Boston.com, the Worcester Telegram & Gazette, in Worcester, Massachusetts (the "T&G"), the T&G's Web site, Telegram.com and related businesses; and

  the Regional Media Group, which includes 14 daily newspapers in Alabama, California, Florida, Louisiana, North Carolina and South Carolina and related businesses.

The About Group consists of the Web sites of About.com, ConsumerSearch.com, UCompareHealthCare.com and Calorie-Count.com. Calorie-Count.com, acquired on September 14, 2006, offers weight loss tools and nutritional information. UCompareHealthCare.com, acquired on March 27, 2007, provides dynamic Web-based interactive tools to enable users to measure the quality of certain healthcare services. ConsumerSearch.com, acquired on May 4, 2007, is a leading online aggregator and publisher of reviews of consumer products.

Additionally, we own equity interests in a Canadian newsprint company and a supercalendered paper manufacturing partnership in Maine; approximately 17.5% in New England Sports Ventures, LLC ("NESV"), which owns the Boston Red Sox, Fenway Park and adjacent real estate, approximately 80% of New England Sports Network (the regional cable sports network that televises the Red Sox games) and 50% of Roush Fenway Racing, a leading NASCAR team; and 49% of Metro Boston LLC ("Metro Boston"), which publishes a free daily newspaper catering to young professionals and students in the Greater Boston area.

On May 7, 2007, we sold our Broadcast Media Group, consisting of nine network-affiliated

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television stations, their related Web sites and the digital operating center, to Oak Hill Capital Partners, for approximately $575 million. The Broadcast Media Group is no longer included as a separate reportable segment of the Company and, in accordance with Statement of Financial Accounting Standards ("FAS") No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets, the Broadcast Media Group's results of operations are presented as discontinued operations and certain assets and liabilities are classified as held for sale for all periods presented before the Group's sale (see Note 4 of the Notes to the Consolidated Financial Statements). For purposes of comparability, certain prior year information has been reclassified to conform with this presentation.

On April 26, 2007, we sold a radio station, WQEW-AM, to Radio Disney, LLC for $40 million. Radio Disney had been providing substantially all of the station's programming through a time brokerage agreement since December 1998.

In October 2006, we sold our 50% ownership interest in Discovery Times Channel, a digital cable television channel, to Discovery Communications, Inc., for $100 million.

Revenue from individual customers and revenues, operating profit and identifiable assets of foreign operations are not significant.

Seasonal variations in advertising revenues cause our quarterly results to fluctuate. Second- and fourth-quarter advertising volume is typically higher than first- and third-quarter volume because economic activity tends to be lower during the winter and summer.

NEWS MEDIA GROUP

The News Media Group segment consists of The New York Times Media Group, the New England Media Group and the Regional Media Group.

Advertising Revenue

The majority of the News Media Group's revenue is derived from advertising sold in its newspapers and other publications and on its Web sites, as discussed below. We divide such advertising into three basic categories: national, retail and classified. Advertising revenue also includes preprints, which are advertising supplements. Advertising revenue and print volume information for the News Media Group appears under "Item 7 – Management's Discussion and Analysis of Financial Condition and Results of Operations."

Below is a percentage breakdown of 2007 advertising revenue by division:

        Classified      
    National   Retail
and
Preprint
  Help
Wanted
  Real
Estate
  Auto   Other   Total
Classified
  Other
Advertising
Revenue
  Total  
The New York Times
Media Group
    67 %     13 %     5 %     8 %     2 %     3 %     18 %     2 %     100 %  
New England Media Group     28       31       11       11       8       5       35       6       100    
Regional Media Group     3       51       10       14       9       6       39       7       100    
Total News Media Group     49       23       7       10       4       4       25       3       100    

 

The New York Times Media Group

The New York Times

The Times, a daily (Monday through Saturday) and Sunday newspaper, commenced publication in 1851.

Circulation

The Times is circulated in each of the 50 states, the District of Columbia and worldwide. Approximately 47% of the weekday (Monday through Friday) circulation is sold in the 31 counties that make up the greater New York City area, which includes New York City, Westchester, Long Island, and parts of upstate New York, Connecticut, New Jersey and Pennsylvania; 53% is sold elsewhere. On Sundays, approximately 42% of the circulation is sold in the greater New York City area and 58% elsewhere. According to reports filed with the Audit Bureau of Circulations ("ABC"), an independent agency that audits the circulation of most U.S. newspapers and magazines, for the six-month period ended September 30, 2007, The Times had the largest daily and Sunday circulation of all seven-day newspapers in the United States.

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The Times's average net paid weekday and Sunday circulation for the years ended December 30, 2007, and December 31, 2006, are shown below:

(Thousands of copies)   Weekday (Mon. - Fri.)   Sunday  
2007     1,066.6       1,529.7    
2006     1,103.6       1,637.7    
Change     (37.0 )     (108.0 )  

 

The decreases in weekday and Sunday copies sold in 2007 compared with 2006 were due to declines in home-delivery subscriptions, single copy sales and sponsored third-party sales due in part to our circulation strategy.

Approximately 62% of the weekday and 71% of the Sunday circulation was sold through home-delivery in 2007; the remainder was sold primarily on newsstands.

According to Mediamark Research & Intelligence, a provider of magazine audience and multi-media research data, and Nielsen Online, an Internet traffic measurement service, The Times reached approximately 19.1 million unduplicated readers in the United States in December 2007 via the weekday and Sunday newspaper, and NYTimes.com.

Advertising

According to data compiled by TNS Media Intelligence, an independent agency that measures advertising sales volume and estimates advertising revenue, The Times had a 50% market share in 2007 in advertising revenue among a national newspaper set that includes USA Today, The Wall Street Journal and The New York Times. Based on recent data provided by TNS Media Intelligence, The Times believes that it ranks first by a substantial margin in advertising revenue in the general weekday and Sunday newspaper field in the New York City metropolitan area.

Production and Distribution

The Times is currently printed at its production and distribution facilities in Edison, N.J., and College Point, N.Y., as well as under contract at 21 remote print sites across the United States and one in Toronto, Canada. The Times intends to add an additional print site under contract in 2008.

We are consolidating our New York metro area printing into our newer facility in College Point, N.Y., and closing our older Edison, N.J., facility. As part of the consolidation, we purchased the Edison, N.J., facility and then sold it, with two adjacent properties we already owned, to a third party. The purchase and sale of the Edison, N.J., facility closed in the second quarter of 2007, relieving us of rental terms that were above market as well as certain restoration obligations under the original lease. The plant consolidation is expected to be completed in the first quarter of 2008.

Our subsidiary, City & Suburban Delivery Systems, Inc. ("City & Suburban"), operates a wholesale newspaper distribution business that distributes The Times and other newspapers and periodicals in New York City, Long Island (N.Y.), New Jersey and the counties of Westchester (N.Y.) and Fairfield (Conn.). In other markets in the United States and Canada, The Times is delivered through various newspapers and third-party delivery agents.

NYTimes.com

The Times's Web site, NYTimes.com, reaches wide audiences across the New York metropolitan region, the nation and around the world. According to Nielsen Online, average monthly unique visitors in the United States viewing NYTimes.com reached 14.7 million in 2007 compared with 12.4 million in 2006.

NYTimes.com derives its revenue primarily from the sale of advertising. Advertising is sold to both national and local customers and includes online display advertising (banners, half-page units, interactive multi-media), classified advertising (help-wanted, real estate, automobiles) and contextual advertising (links supplied by Google). In 2007, The Times discontinued TimesSelect, a product offering subscribers exclusive online access to columnists of The Times and the IHT and to The Times's archives.

On August 28, 2006, we acquired Baseline StudioSystems ("Baseline"), a leading online subscription database and research service for information on the film and television industries. Baseline's financial results are part of NYTimes.com.

International Herald Tribune

The IHT, a daily (Monday through Saturday) newspaper, commenced publishing in Paris in 1887, is printed at 35 sites throughout the world and is sold in more than 180 countries. The IHT's average circulation for the years ended December 30, 2007, and December 31, 2006, were 241,852 (estimated) and 242,073. These figures follow the guidance of Diffusion Controle, an agency based in Paris and a member of the International Federation of Audit Bureaux of Circulations that audits the circulation of most of France's newspapers and magazines. The final 2007 figure will not be available until April 2008. In 2007, 60% of the circulation was sold in Europe, the Middle East and Africa, 38% was sold in the Asia Pacific region and 2% was sold in the Americas.

The IHT's Web site, IHT.com, reaches wide audiences around the world. According to IHT's

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internal reports, average unique visitors to IHT.com reached 4.6 million per month in 2007 compared with 3.1 million per month in 2006.

Other Businesses

The New York Times Media Group's other businesses include:

  The New York Times Index, which produces and licenses The New York Times Index, a print publication,

  Digital Archive Distribution, which licenses electronic archive databases to resellers of that information in the business, professional and library markets, and

  The New York Times News Services Division. The New York Times News Services Division is made up of Syndication Sales, which transmits articles, graphics and photographs from The Times, the Globe and other publications to over 1,000 newspapers and magazines in the United States and in more than 80 countries worldwide; Business Development, which comprises Photo Archives, Book Development, Rights & Permissions, licensing and a small publication unit; and New York Times Radio, which includes our New York City classical music radio station, WQXR-FM, and New York Times Radio News, which creates Times-branded content for a variety of audio platforms, including newscasts, features and podcasts. Our radio station is operated under a license from the FCC and is subject to FCC regulation. Radio license renewals are typically granted for terms of eight years. The license renewal application for WQXR was granted for an eight-year term expiring June 1, 2014.

On April 26, 2007, we completed the sale of a radio station, WQEW-AM, which was part of The New York Times Media Group, to Radio Disney, LLC for $40 million. Radio Disney had been providing substantially all of WQEW's programming through a time brokerage agreement since December 1998.

New England Media Group

The Globe, Boston.com, the T&G, and Telegram.com constitute our New England Media Group. The Globe is a daily (Monday through Saturday) and Sunday newspaper, which commenced publication in 1872. The T&G is a daily (Monday through Saturday) newspaper, which began publishing in 1866. Its Sunday companion, the Sunday Telegram, began in 1884.

Circulation

The Globe is distributed throughout New England, although its circulation is concentrated in the Boston metropolitan area. According to ABC, for the six-month period ended September 30, 2007, the Globe ranked first in New England for both daily and Sunday circulation volume.

The Globe's average net paid weekday and Sunday circulation for the years ended December 30, 2007, and December 31, 2006, are shown below:

(Thousands of copies)   Weekday (Mon. - Fri.)   Sunday  
2007     365.6       546.6    
2006     387.4       585.0    
Change     (21.8 )     (38.4 )  

 

The decreases in weekday and Sunday copies sold in 2007 compared with 2006 were due in part to a directed effort to improve circulation profitability by reducing steep discounts on home-delivery copies and by decreasing the Globe's less profitable other-paid circulation (primarily hotel and third-party copies sponsored by advertisers). Third-party copies are less desired by advertisers than those bought by individuals on the newsstand or through subscription.

Approximately 74% of the Globe's weekday circulation and 72% of its Sunday circulation was sold through home-delivery in 2007; the remainder was sold primarily on newsstands.

According to Scarborough Research, the average unduplicated readers of the Globe, via the weekday and Sunday newspaper, and visitors of Boston.com reached approximately 2.3 million per month in the Boston local market in 2007.

The T&G, the Sunday Telegram and several Company-owned non-daily newspapers – some published under the name of Coulter Press – circulate throughout Worcester County and northeastern Connecticut. The T&G's average net paid weekday and Sunday circulation, for the years ended December 30, 2007, and December 31, 2006, are shown below:

(Thousands of copies)   Weekday (Mon. - Fri.)   Sunday  
2007     84.9       99.8    
2006     89.8       105.5    
Change     (4.9 )     (5.7 )  

 

Advertising

Based on information supplied by major daily newspapers published in New England and assembled by the New England Newspaper Association, Inc. for the year ended December 30, 2007, the Globe ranked first and the T&G ranked seventh in advertising inches among all daily newspapers in New England.

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Production and Distribution

All editions of the Globe are printed and prepared for delivery at its main Boston plant or its Billerica, Mass. satellite plant. Virtually all of the Globe's home-delivered circulation was delivered in 2007 by a third-party service provider.

Boston.com

The Globe's Web site, Boston.com, reaches wide audiences in the New England region, the nation and around the world. In the United States, according to Nielsen Online, average unique visitors to Boston.com reached 4.3 million per month in 2007 compared with 4.0 million per month in 2006.

Boston.com primarily derives its revenue from the sale of advertising. Advertising is sold to both national and local customers and includes Web site display advertising, classified advertising and contextual advertising.

Regional Media Group

The Regional Media Group includes 14 daily newspapers, of which 12 publish on Sunday, one paid weekly newspaper, related print and digital businesses, free weekly newspapers, and the North Bay Business Journal, a weekly publication targeting business leaders in California's Sonoma, Napa and Marin counties.

The average weekday and Sunday circulation for the year ended December 30, 2007, for each of the daily newspapers are shown below:

    Circulation       Circulation  
Daily Newspapers   Daily   Sunday   Daily Newspapers   Daily   Sunday  
The Gadsden Times (Ala.)     19,388       20,572     The Ledger (Lakeland, Fla.)     65,362       81,611    
The Tuscaloosa News (Ala.)     32,744       34,646     The Courier (Houma, La.)     17,884       19,207    
TimesDaily (Florence, Ala.)     28,938       30,540     Daily Comet (Thibodaux, La.)     10,630       N/A    
The Press Democrat (Santa Rosa, Calif.)     81,071       81,583     The Dispatch (Lexington, N.C.)     10,709       N/A    
Sarasota Herald-Tribune (Fla.)     103,126       117,674     Times-News (Hendersonville, N.C.)     17,289       17,846    
Star-Banner (Ocala, Fla.)     45,982       49,949     Wilmington Star-News (N.C.)     48,733       56,026    
The Gainesville Sun (Fla.)     46,085       49,773     Herald-Journal (Spartanburg, S.C.)     43,717       51,411    

 

The Petaluma Argus-Courier, in Petaluma, Calif., our only paid subscription weekly newspaper, had an average weekly circulation for the year ended December 30, 2007, of 7,321 copies. The North Bay Business Journal, a weekly business-to-business publication, had an average weekly circulation for the year ended December 30, 2007, of 5,232 copies.

ABOUT GROUP

The About Group includes the Web sites of About.com, ConsumerSearch.com, UCompareHealthCare.com and Calorie-Count.com. About.com is one of the Web's leading producers of online content, providing users with information and advice on thousands of topics. One of the top 15 most visited Web sites in 2007, About.com has 36 million average monthly unique visitors in the United States (per Nielsen Online) and 53 million average monthly unique visitors worldwide (per About.com's internal metrics). Over 650 topical advisors or "Guides" write about more than 57,000 topics and have generated nearly 1.9 million pieces of original content. About.com does not charge a subscription fee for access to its Web site. It generates revenues through display advertising relevant to the adjacent content, cost-per-click advertising (sponsored links for which About.com is paid when a user clicks on the ad) and e-commerce (including sales lead generation).

On September 14, 2006, we acquired Calorie-Count.com, a site that offers weight loss tools and nutritional information.

On March 27, 2007, we acquired UCompareHealthCare.com, a site that provides dynamic Web-based interactive tools to enable users to measure the quality of certain healthcare services. On May 4, 2007, we acquired ConsumerSearch.com, a leading online aggregator and publisher of reviews of consumer products.

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How About.com Generates Revenues

FOREST PRODUCTS INVESTMENTS AND OTHER JOINT VENTURES

We have ownership interests in one newsprint mill and one mill producing supercalendered paper, a high finish paper used in some magazines and preprinted inserts, which is a higher-value grade than newsprint (the "Forest Products Investments"), as well as in NESV and Metro Boston. These investments are accounted for under the equity method and reported in "Investments in Joint Ventures" in our Consolidated Balance Sheets. For additional information on our investments, see Note 6 of the Notes to the Consolidated Financial Statements.

Forest Products Investments

We have a 49% equity interest in a Canadian newsprint company, Donohue Malbaie Inc. ("Malbaie"). The other 51% is owned by AbitibiBowater Inc. ("AbitibiBowater"), a global manufacturer of paper, market pulp and wood products. Malbaie manufactures newsprint on the paper machine it owns within AbitibiBowater's paper mill in Clermont, Quebec. Malbaie is wholly dependent upon AbitibiBowater for its pulp, which is purchased by Malbaie from AbitibiBowater's paper mill in Clermont, Quebec. In 2007, Malbaie produced 212,000 metric tons of newsprint, of which approximately 44% was sold to us, with the balance sold to AbitibiBowater for resale.

We have a 40% equity interest in a partnership operating a supercalendered paper mill in Madison, Maine, Madison Paper Industries ("Madison"). Madison purchases the majority of its wood from local suppliers, mostly under long-term contracts. In 2007, Madison produced 200,000 metric tons, of which approximately 8% 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 or the United States (the

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"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.

Other Joint Ventures

We own an interest of approximately 17.5% in NESV, which owns the Boston Red Sox, Fenway Park and adjacent real estate, approximately 80% of New England Sports Network, a regional cable sports network, and 50% of Roush Fenway Racing, a leading NASCAR team.

We own a 49% interest in Metro Boston, which publishes a free daily newspaper catering to young professionals and students in the Greater Boston area.

RAW MATERIALS

The primary raw materials we use are newsprint and supercalendered paper. We purchase newsprint from a number of North American producers. A significant portion of such newsprint is purchased from AbitibiBowater, which was formed by the October 2007 merger of Abitibi-Consolidated Inc. and Bowater Incorporated and is one of the largest publicly traded pulp and paper manufacturers in the world.

In 2007 and 2006, we used the following types and quantities of paper (all amounts in metric tons):

    Newsprint   Coated,
Supercalendered
and Other Paper
 
    2007(3)   2006   2007(3)   2006  
The New York Times Media Group(1,2)     226,000       257,000       30,400       32,600    
New England Media Group(1)     85,000       97,000       3,700       4,300    
Regional Media Group     70,000       80,000                
Total     381,000       434,000       34,100       36,900    

 

(1)  The Times and the Globe use coated, supercalendered or other paper for The New York Times Magazine, T: The New York Times Style Magazine and the Globe's Sunday Magazine.

(2)  In the third quarter of 2007, The Times decreased the size of its printed page from 13.5 by 22 inches to 12 by 22 inches.

(3)  2007 usages included 52 weeks compared with 53 weeks in 2006 because of our fiscal calendar.

The paper used by The New York Times Media Group, the New England Media Group and the Regional Media Group was purchased from unrelated suppliers and related suppliers in which we hold equity interests (see "Forest Products Investments").

As part of our efforts to reduce our newsprint consumption, we reduced the size of all editions of The Times, with the printed page decreasing from 13.5 by 22 inches to 12 by 22 inches. We also reduced the size of all editions of the Globe from 12.5 by 22 inches to 12 by 22 inches, which was completed at the end of 2007.

COMPETITION

Our media properties and investments compete for advertising and consumers with other media in their respective markets, including paid and free newspapers, Web sites, broadcast, satellite and cable television, broadcast and satellite radio, magazines, direct marketing and the Yellow Pages.

The Times competes for 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 IHT's and IHT.com's key competitors include all international sources of English language news, including The Wall Street Journal's European and Asian Editions, the Financial Times, Time, Newsweek International and The Economist, satellite news channels CNN, CNNi, Sky News and BBC, and various Web sites.

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The Globe competes primarily for advertising and circulation with other newspapers and television stations in Boston, its neighboring suburbs and the greater New England region, including, among others, The Boston Herald (daily and Sunday).

Our other newspapers compete for advertising and circulation with a variety of newspapers and other media in their markets.

NYTimes.com and Boston.com primarily compete with other advertising-supported news and information Web sites, such as Yahoo! News and CNN.com, and classified advertising portals.

WQXR-FM competes for listeners and advertising in the New York metropolitan area primarily with two all-news commercial radio stations and with WNYC-FM, a non-commercial station, which features both news and classical music. It competes for advertising revenues with many adult-audience commercial radio stations and other media in New York City and surrounding suburbs.

About.com competes with large-scale portals, such as AOL, MSN, and Yahoo!. About.com also competes with smaller targeted Web sites whose content overlaps with that of its individual channels, such as WebMD, CNET, Wikipedia and iVillage.

NESV competes in the Boston (and through its interest in Roush Fenway Racing, in the national) consumer entertainment market, primarily with other professional sports teams and other forms of live, film and broadcast entertainment.

Baseline competes with other online database and research services that provide information on the film and television industries, such as IMDb.com, TV.com and HollywoodReporter.com.

EMPLOYEES

As of December 30, 2007, we had approximately 10,231 full-time equivalent employees.

    Employees  
The New York Times Media Group     4,408    
New England Media Group     2,656    
Regional Media Group     2,557    
The About Group     199    
Corporate/Shared Services     411    
Total Company     10,231    

 

Labor Relations

Approximately 2,700 full-time equivalent employees of The Times and City & Suburban are represented by 11 unions with 12 labor agreements. Approximately 1,520 full-time equivalent employees of the Globe are represented by 10 unions with 12 labor agreements. Collective bargaining agreements, covering the following categories of employees, with the expiration dates noted below, are either in effect or have expired, and negotiations for new contracts are ongoing. We cannot predict the timing or the outcome of the various negotiations described below.

  Employee Category   Expiration Date  
The Times   Mailers   March 30, 2006 (expired)  
    Stereotypers   March 30, 2007 (expired)  
    New Jersey operating engineers   Upon closing of the Edison, N.J., facility in 2008  
    Machinists   March 30, 2009  
    Electricians   March 30, 2009  
    New York Newspaper Guild   March 30, 2011  
    Paperhandlers   March 30, 2014  
    Typographers   March 30, 2016  
    Pressmen   March 30, 2017  
    Drivers   March 30, 2020  
City & Suburban   Building maintenance employees   May 31, 2009  
    Drivers   March 30, 2020  
The Globe   Garage mechanics   December 31, 2004 (expired)  
    Machinists   December 31, 2004 (expired) (interest arbitration)  
    Paperhandlers   December 31, 2004 (expired)  
    Engravers   December 31, 2007 (expired)  
    Warehouse employees   December 31, 2007 (expired)  
    Drivers   December 31, 2008  
    Technical services group   December 31, 2009  
    Boston Newspaper Guild (representing non-production employees)   December 31, 2009  
    Typographers   December 31, 2010  
    Pressmen   December 31, 2010  
    Boston Mailers Union   December 31, 2010  
    Electricians   December 31, 2012  

 

P.8 2007 ANNUAL REPORT – Part I



The IHT has approximately 328 employees worldwide, including approximately 215 located in France, whose terms and conditions of employment are established by a combination of French National Labor Law, industry wide collective agreements and company-specific agreements.

NYTimes.com and New York Times Radio also have unions representing some of their employees.

Approximately one-third of the 641 employees of the T&G are represented by four unions. Labor agreements with three production unions expire on August 31, 2008, October 8, 2008 and November 30, 2016. The labor agreements with the Providence Newspaper Guild, representing newsroom and circulation employees, expired on August 31, 2007.

Of the 246 full-time employees at The Press Democrat, 96 are represented by three unions. The labor agreement with the Pressmen expires in December 2008. The labor agreement with the Newspaper Guild expires in December 2011 and the labor agreement with the Teamsters, which represents certain employees in the circulation department, expires in June 2011. There is no longer a labor agreement with the Typographical Union as the last bargaining unit member retired in 2006.

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 that we currently cannot identify.

All of our businesses face substantial competition for advertisers.

Most of our revenues are from advertising. We face formidable competition for advertising revenue in our various markets from free and paid newspapers, magazines, Web sites, television and radio, other forms of media, direct marketing and the Yellow Pages. Competition from these media and services affects our ability to attract and retain advertisers and consumers and to maintain or increase our advertising rates.

This competition has intensified as a result of digital media technologies. Distribution of news, entertainment and other information over the Internet, as well as through mobile phones and other devices, continues to increase in popularity. These technological developments are increasing the number of media choices available to advertisers and audiences. As media audiences fragment, we expect advertisers to allocate larger portions of their advertising budgets to digital media, such as Web sites and search engines, which can offer more measurable returns than traditional print media through pay-for-performance and keyword-targeted advertising.

In recent years, Web sites that feature help wanted, real estate and/or automobile advertising have become competitors of our newspapers and Web sites for classified advertising, contributing to significant declines in print advertising. We may experience greater competition from specialized Web sites in other areas, such as travel and entertainment advertising. Some of these competitors may have more expertise in a particular advertising category, and within such category, larger advertiser or user bases, and more brand recognition or technological features than we offer.

We are aggressively developing online offerings, both through internal growth and acquisitions. However, while the amount of advertising on our Web sites has continued to increase, we will experience a decline in advertising revenues if we are unable to attract advertising to our Web sites in volumes sufficient to offset declines in print advertising, for which rates are generally higher than for Internet advertising.

We have placed emphasis on building our digital businesses. Failure to fulfill this undertaking would adversely affect our brands and businesses prospects.

Our growth depends to a significant degree upon the development of our digital businesses. In order for our digital businesses to grow and succeed over the long-term, we must, among other things:

  significantly increase our online traffic and revenue;

  attract and retain a base of frequent visitors to our Web sites;

  expand the content, products and tools we offer in our Web sites;

  respond to competitive developments while maintaining a distinct brand identity;

  attract and retain talent for critical positions;

  maintain and form relationships with strategic partners to attract more consumers;

  continue to develop and upgrade our technologies; and

  bring new product features to market in a timely manner.

We cannot assure that we will be successful in achieving these and other necessary objectives. If we are not successful in achieving these objectives, our business, financial condition and prospects could be adversely affected.

Part I – THE NEW YORK TIMES COMPANY P.9



Our Internet advertising revenues depend in part on our ability to generate traffic.

Our ability to attract advertisers to our Web sites depends partly on our ability to generate traffic to our Web sites, especially in categories of information being particularly sought by Internet advertisers, and partly on the rate at which users click through on advertisements. Advertising revenues from our Web sites may be negatively affected by fluctuations or decreases in our traffic levels.

The Web sites of the About Group, including About.com, ConsumerSearch.com, UCompareHealthCare.com and Calorie-Count.com, rely on search engines for a substantial amount of their traffic. For example, we estimate that approximately 70% of About.com's traffic is generated through search engines, while an estimated 25% of its users enter through its home and channel pages and 5% come from links from other Web sites and blogs. Our other Web sites also rely on search engines for traffic, although to a lesser degree than the Web sites of the About Group. Search engines (including Google, the primary search engine directing traffic to the Web sites of the About Group and many of our other sites) may, at any time, decide to change the algorithms responsible for directing search queries to Web pages. Such changes could lead to a significant decrease in traffic and, in turn, Internet advertising revenues.

New technologies could block our advertisements, which could adversely affect our operating results.

New technologies have been developed, and are likely to continue to be developed, that can block the display of our advertisements. Most of our Internet advertising revenues are derived from fees paid to us by advertisers in connection with the display of advertisements. As a result, advertisement-blocking technology could in the future adversely affect our operating results.

Decreases, or slow growth, in circulation adversely affect our circulation and advertising revenues.

Advertising and circulation revenues are affected by circulation and readership levels. Our newspaper properties, and the newspaper industry as a whole, are experiencing difficulty maintaining and increasing print circulation and related revenues. This is due to, among other factors, increased competition from new media formats and sources other than traditional newspapers (often free to users), and shifting preferences among some consumers to receive all or a portion of their news other than from a newspaper. These factors could affect our ability to institute circulation price increases for our print products.

A prolonged decline in circulation copies would have a material effect on the rate and volume of advertising revenues (as rates reflect circulation and readership, among other factors). To maintain our circulation base, we may incur additional costs, and we may not be able to recover these costs through circulation and advertising revenues. We have sought to reduce our other-paid circulation and to focus promotional spending on individually paid circulation, which is generally more valued by advertisers. If those promotional efforts are unsuccessful, we may see further declines.

Difficult economic conditions in the United States, the regions in which we operate or specific economic sectors could adversely affect the profitability of our businesses.

National and local economic conditions, particularly in the New York City and Boston metropolitan regions, as well as in Florida and California, affect the levels of our retail, national and classified advertising revenue. Negative economic conditions in these and other markets could adversely affect our level of advertising revenues and an unanticipated downturn or a failure of market conditions to improve, such as in Florida and California as a result of the recent downturn in the housing markets, could adversely affect our performance.

Our advertising revenues are affected by economic and competitive changes in significant advertising categories. These revenues may be adversely affected if key advertisers change their advertising practices, as a result of shifts in spending patterns or priorities, structural changes, such as consolidations, or the cessation of operations. Help wanted, real estate and automotive classified listings, which are important categories at all of our newspaper properties, have declined as less expensive or free online alternatives have proliferated and as a result of economic changes, such as the recent local and nationwide downturn in the housing markets.

The success of our business depends substantially on our reputation as a provider of quality journalism and content.

We believe that our products have excellent reputations for quality journalism and content. These reputations are based in part on consumer perceptions and could be damaged by incidents that erode consumer trust. To the extent consumers perceive the

P. 10 2007 ANNUAL REPORT – Part I



quality of our content to be less reliable, our ability to attract readers and advertisers may be hindered.

The proliferation of consumer digital media, mostly available at no cost, challenges the traditional media model, in which quality journalism has primarily been supported by print advertising revenues. If consumers fail to differentiate our content from other content providers, on the Internet or otherwise, we may experience a decline in revenues.

Seasonal variations cause our quarterly advertising revenues to fluctuate.

Advertising spending, which principally drives our revenue, is generally higher in the second and fourth quarters and lower in the first and third fiscal quarters as consumer activity slows during those periods. If a short-term negative impact on our business were to occur during a time of high seasonal demand, there could be a disproportionate effect on the operating results of that business for the year.

Our potential inability to execute cost-control measures successfully could result in total operating costs that are greater than expected.

We have taken steps to lower our costs by reducing staff and employee benefits and implementing general cost-control measures, and we expect to continue cost-control efforts. If we do not achieve expected savings as a result or if our operating costs increase as a result of our growth strategy, our total operating costs may be greater than anticipated. Although we believe that appropriate steps have been and are being taken to implement cost-control efforts, if not managed properly, such efforts may affect the quality of our products and our ability to generate future revenue. In addition, reductions in staff and employee benefits could adversely affect our ability to attract and retain key employees.

The price of newsprint has historically been volatile, and a significant increase would have an adverse effect on our operating results.

The cost of raw materials, of which newsprint is the major component, represented 9% of our total costs in 2007. The price of newsprint has historically been volatile and may increase as a result of various factors, including:

  consolidation in the North American newsprint industry, which has reduced the number of suppliers;

  declining newsprint supply as a result of paper mill closures and conversions to other grades of paper; and

  a strengthening Canadian dollar, which has adversely affected Canadian suppliers, whose costs are incurred in Canadian dollars but whose newsprint sales are priced in U.S. dollars.

Our operating results would be adversely affected if newsprint prices increased significantly in the future.

A significant number of our employees are unionized, and our results could be adversely affected if labor negotiations or contracts were to further restrict our ability to maximize the efficiency of our operations.

Approximately 47% of our full-time 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. Although we have in place long-term contracts for a substantial portion of our unionized work force, 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, strikes 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 most significant products could be impaired. In addition, our ability to make short-term adjustments to control compensation and benefits costs is limited by the terms of our collective bargaining agreements.

There can be no assurance of the success of our efforts to develop new products and services for evolving markets due to a number of factors, some of which are beyond our control.

There are substantial uncertainties associated with our efforts to develop new products and services for evolving markets, and substantial investments may be required. These efforts are to a large extent dependent on our ability to acquire, develop, adopt and exploit new and existing technologies to distinguish our products and services from those of our competitors. The success of these ventures will be determined by our efforts, and in some cases by those of our partners, fellow investors and licensees. Initial timetables for the introduction and development of new products or services may not be achieved, and price and profitability targets may not prove feasible. External factors, such as the development of competitive alternatives, rapid technological change, regulatory changes and shifting market preferences, may cause new markets to move in unanticipated directions. Some of our existing competitors and

Part I – THE NEW YORK TIMES COMPANY P.11



possible additional entrants may also have greater operational, financial, strategic, technological, personnel or other resources than we do. If our competitors are more successful than we are in developing compelling products or attracting and retaining users or advertisers, then our revenues could decline.

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.

We own valuable brands and content, which we attempt to protect through a combination of copyright, trade secret, patent and trademark law and contractual restrictions, such as confidentiality agreements. We believe our proprietary trademarks and other intellectual property rights are important to our continued success and our competitive position.

Despite our efforts to protect our proprietary rights, unauthorized parties may attempt to copy or otherwise obtain and use our services, technology and other intellectual property, and we cannot be certain that the steps we have taken will prevent any misappropriation or confusion among consumers and merchants, or unauthorized use of these rights. In addition, laws may vary from country to country and it may be more difficult to protect and enforce our intellectual property rights in some foreign jurisdictions or in a cost-effective manner. If we are unable to procure, protect and enforce our intellectual property rights, then we may not realize the full value of these assets, and our business may suffer.

We may buy or sell different properties as a result of our evaluation of our portfolio of businesses. Such acquisitions or divestitures would affect our costs, revenues, profitability and financial position.

From time to time, we evaluate the various components of our portfolio of businesses and may, as a result, buy or sell different properties. These acquisitions or divestitures affect our costs, revenues, profitability and financial position. We may also consider the acquisition of specific properties or businesses that fall outside our traditional lines of business if we deem such properties sufficiently attractive.

Each year, we evaluate the various components of our portfolio in connection with annual impairment testing, and we may record a non-cash charge if the financial statement carrying value of an asset is in excess of its estimated fair value. Fair value could be adversely affected by changing market conditions within our industry.

Acquisitions involve risks, including difficulties in integrating acquired operations, diversions 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 Internet 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.

Divestitures also have inherent risks, including possible delays in closing transactions (including potential difficulties in obtaining regulatory approvals), the risk of lower-than-expected sales proceeds for the divested businesses, and potential post-closing claims for indemnification.

From time to time, we make non-controlling minority investments in private entities. We may have limited voting rights and an inability to influence the direction of such entities. Therefore, the success of these ventures may be dependent upon the efforts of our partners, fellow investors and licensees. These investments are generally illiquid, and the absence of a market inhibits our ability to dispose of them. If the value of the companies in which we invest declines, we may be required to take a charge to earnings.

Changes in our credit ratings and macroeconomic conditions may affect our borrowing costs.

Our short- and long-term debt is rated investment grade by the major rating agencies. These investment-grade credit ratings afford us lower borrowing rates in the commercial paper markets, revolving credit agreements and in connection with senior debt offerings. To maintain our investment-grade ratings, the credit rating agencies require us to meet certain financial performance ratios. Increased debt levels and/or decreased earnings could result in downgrades in our credit ratings, which, in turn, could impede access to the debt markets, reduce the total amount of commercial paper we could issue, raise our commercial paper borrowing costs and/or raise our long-term debt borrowing rates, including under our revolving credit agreements, which bear interest at specified margins based on our credit ratings. Our ability to use debt to fund major new acquisitions or capital intensive internal initiatives will also be limited to the extent we seek to maintain investment-grade credit ratings for our

P. 12 2007 ANNUAL REPORT – Part I



debt. In addition, changes in the financial and equity markets, including market disruptions and significant interest rate fluctuations, may make it more difficult for us to obtain financing for our operations or investments or it may increase the cost of obtaining financing.

Sustained increases in costs of providing pension and employee health and welfare benefits may reduce our profitability.

Employee benefits, including pension expense, account for approximately 9% of our total operating costs. As a result, our profitability is substantially affected by costs of pension benefits and other employee benefits. We have funded, qualified non-contributory defined benefit retirement plans that cover substantially all employees, and non-contributory unfunded supplemental executive retirement plans that supplement the coverage available to certain executives. Two significant elements in determining pension income or pension expense are the expected return on plan assets and the discount rate used in projecting benefit obligations. Large declines in the stock or bond markets would lower our rates of return and could increase our pension expense and cause additional cash contributions to the pension plans. In addition, a lower discount rate driven by lower interest rates would increase our pension expense by increasing the calculated value of our liabilities.

Our Class B 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 Class B common stockholders, 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 88% 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, 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.

Regulatory developments may result in increased costs.

All of our operations are subject to government regulation in the jurisdictions in which they operate. Due to the wide geographic scope of its operations, the IHT is subject to regulation by political entities throughout the world. In addition, our Web sites are available worldwide and are subject to laws regulating the Internet both within and outside the United States. We may incur increased costs necessary to comply with existing and newly adopted laws and regulations or penalties for any failure to comply.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

Part I – THE NEW YORK TIMES COMPANY P.13



ITEM 2. PROPERTIES

The general character, location, terms of occupancy and approximate size of our principal plants and other materially important properties as of December 30, 2007, are listed below.

General Character of Property   Approximate Area in
Square Feet (Owned)
  Approximate Area in
Square Feet (Leased)
 
News Media Group  
Printing plants, business and editorial offices, garages and warehouse space located in:  
New York, N.Y.     825,000 (1)      148,822    
College Point, N.Y.           515,000 (2)   
Edison, N.J.           1,300,000 (3)   
Boston, Mass.     703,217       24,474    
Billerica, Mass.     290,000          
Other locations     1,457,482       716,353    
About Group           52,260    
Total     3,275,699       2,756,909    

 

(1)  The 825,000 square feet owned consists of space we own in our new headquarters.

(2)  We are leasing a 31-acre site in College Point, N.Y., where our printing and distribution plant is located, and have the option to purchase the property at any time prior to the end of the lease in 2019.

(3)  We are in the process of consolidating the printing operations of a facility we lease in Edison, N.J., into our newer facility in College Point, N.Y. After evaluating the options with respect to the original lease, we decided it was financially prudent to purchase the Edison, N.J., facility and sell it, with two adjacent properties we already owned, to a third party. The purchase and sale of the Edison, N.J., facility closed in the second quarter of 2007, relieving us of rental terms that were above market as well as certain restoration obligations under the original lease. We expect to complete the plant consolidation in the first quarter of 2008.

Our new headquarters, which is located in the Times Square area, contains approximately 1.54 million gross square feet of space, of which 825,000 gross square feet is owned by us. We have leased five floors, totaling approximately 155,000 square feet. For additional information on the new headquarters, see Note 18 of the Notes to the Consolidated Financial Statements.

ITEM 3. LEGAL PROCEEDINGS

There are various legal actions that have arisen in the ordinary course of business and are now pending against us. Such actions are usually 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 such actions with our legal counsel that the ultimate liability that might result from such actions will not have a material adverse effect on our consolidated financial statements.

P.14 2007 ANNUAL REPORT – Part I



ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not applicable.

EXECUTIVE OFFICERS OF THE REGISTRANT

Name   Age   Employed By
Registrant Since
  Recent Position(s) Held as of February 26, 2008  
Corporate Officers  
Arthur Sulzberger, Jr.     56       1978     Chairman (since 1997) and Publisher of The Times (since 1992)  
Janet L. Robinson     57       1983     President and Chief Executive Officer (since 2005); Executive Vice President and Chief Operating Officer (2004); Senior Vice President, Newspaper Operations (2001 to 2004); President and General Manager of The Times (1996 to 2004)  
Michael Golden     58       1984     Vice Chairman (since 1997); Publisher of the IHT (2003 to January 2008); Senior Vice President (1997 to 2004)  
James M. Follo     48       2007     Senior Vice President and Chief Financial Officer (since 2007); Chief Financial and Administrative Officer, Martha Stewart Living Omnimedia, Inc. (2001 to 2006)  
Martin A. Nisenholtz     52       1995     Senior Vice President, Digital Operations (since 2005); Chief Executive Officer, New York Times Digital (1999 to 2005)  
David K. Norton     52       2006     Senior Vice President, Human Resources (since 2006); Vice President, Human Resources, Starwood Hotels & Resorts, and Executive Vice President, Starwood Hotels & Resorts Worldwide, Inc. (2000 to 2006)  
R. Anthony Benten     44       1989     Vice President (since 2003); Corporate Controller (since 2007); Treasurer (2001 to 2007)  
Kenneth A. Richieri     56       1983     Senior Vice President (since December 2007) and General Counsel (since 2006); Vice President (2002 to December 2007); Deputy General Counsel (2001 to 2005); Vice President and General Counsel, New York Times Digital (1999 to 2003)  

 

Part I – THE NEW YORK TIMES COMPANY P.15



Name   Age   Employed By
Registrant Since
  Recent Position(s) Held as of February 26, 2008  
Operating Unit Executives  
P. Steven Ainsley     55       1982     Publisher of The Globe (since 2006); President and Chief Operating Officer, Regional Media Group (2003 to 2006)  
Scott H. Heekin-Canedy     56       1987 (1)    President and General Manager of The Times (since 2004); Senior Vice President, Circulation of The Times (1999 to 2004)  
Mary Jacobus     51       2005     President and Chief Operating Officer, Regional Media Group (since 2006); President and General Manager, The Globe (2005 to 2006); President and Chief Executive Officer, Fort Wayne Newspapers and Publisher, News Sentinel (2002 to 2005)  

 

(1)  Mr. Heekin-Canedy left the Company in 1989 and returned in 1992.

P.16 2007 ANNUAL REPORT – Part I




PART II

ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

(a) 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 22, 2008, was as follows: Class A Common Stock: 7,994; Class B Common Stock: 30.

Both classes of our common stock participate equally in our quarterly dividends. In 2007, dividends were paid in the amount of $.175 in March and in the amount of $.23 per share in June, September and December. In 2006, dividends were paid in the amount of $.165 per share in March and in the amount of $.175 per share in June, September and December. We currently expect to continue to pay comparable cash dividends in the future, although changes in our dividend program will depend on our earnings, capital requirements, financial condition, restrictions in any existing indebtedness and other factors considered relevant by our Board of Directors.

The following table sets forth, for the periods indicated, the closing high and low sales prices for the Class A Common Stock as reported on the New York Stock Exchange.

Quarters   2007   2006  
    High   Low   High   Low  
First Quarter   $ 26.40     $ 22.90     $ 28.90     $ 25.30    
Second Quarter     26.55       23.40       25.70       22.88    
Third Quarter     24.83       19.22       24.54       21.58    
Fourth Quarter     20.65       16.45       24.87       22.29    

 

EQUITY COMPENSATION PLAN INFORMATION

Plan category   Number of securities
to be issued upon
exercise of outstanding
options, warrants
and rights
(a)
  Weighted average
exercise price of
outstanding options,
warrants and rights
(b)
  Number of securities remaining
available for future issuance
under equity compensation
plans (excluding securities
reflected in column (a))
(c)
 
Equity compensation
plans approved by
security holders
 
Stock options     29,599,000 (1)    $ 40       6,644,000 (2)   
Employee Stock Purchase
Plan
                7,924,000 (3)   
Stock awards     688,000 (4)            508,000 (5)   
Total     30,287,000             15,076,000    
Equity compensation
plans not approved
by security holders
    None       None       None    

 

(1)  Includes shares of Class A stock to be issued upon exercise of stock options granted under our 1991 Executive Stock Incentive Plan (the "NYT Stock Plan"), our Non-Employee Directors' Stock Option Plan and our 2004 Non-Employee Directors' Stock Incentive Plan (the "2004 Directors' Plan").

(2)  Includes shares of Class A stock available for future stock options to be granted under the NYT Stock Plan and the 2004 Directors' Plan. The 2004 Directors' Plan provides for the issuance of up to 500,000 shares of Class A stock in the form of stock options or restricted stock awards. The amount reported for stock options includes the aggregate number of securities remaining (approximately 328,000 as of December 30, 2007) for future issuances under that plan.

(3)  Includes shares of Class A stock available for future issuance under our Employee Stock Purchase Plan.

(4)  Includes shares of Class A stock to be issued upon conversion of restricted stock units and retirement units under the NYT Stock Plan.

(5)  Includes shares of Class A stock available for stock awards under the NYT Stock Plan.

Part II – THE NEW YORK TIMES COMPANY P.17



PERFORMANCE PRESENTATION

The following graph shows the annual cumulative total stockholder return for the five years ending December 30, 2007, on an assumed investment of $100 on December 29, 2002, in the Company, the Standard & Poor's S&P 500 Stock Index and an index of peer group communications companies. The peer group returns are weighted by market capitalization at the beginning of each year. The peer group is comprised of the Company and the following other communications companies: Gannett Co., Inc., Media General, Inc., The McClatchy Company and The Washington Post Company. The five-year cumulative total stockholder return graph excludes Dow Jones & Company, Inc. and Tribune Company, which were previously included, as they were each acquired in 2007. Stockholder return is measured by dividing (a) the sum of (i) the cumulative amount of dividends declared for the measurement period, assuming monthly 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.

Stock Performance Comparison Between S&P 500, The New York Times
Company's Class A Common Stock and Peer Group Common Stock

UNREGISTERED SALES OF EQUITY SECURITIES

During the fourth quarter of 2007, we issued 6,938 shares of Class A Common Stock to holders of Class B Common Stock upon the conversion of such Class B shares into Class A shares. The conversion, which was in accordance with our Certificate of Incorporation, did not involve a public offering and was exempt from registration pursuant to Section 3(a)(9) of the Securities Act of 1933, as amended.

P. 18 2007 ANNUAL REPORT – Part II



(c) ISSUER PURCHASES OF EQUITY SECURITIES(1)

Period   Total Number of
Shares of Class A
Common Stock
Purchased
(a)
  Average
Price Paid
Per Share of
Class A
Common Stock
(b)
  Total Number of
Shares of Class A
Common Stock
Purchased
as Part of Publicly
Announced Plans
or Programs
(c)
  Maximum Number
(or Approximate
Dollar Value)
of Shares of
Class A Common
Stock that May
Yet Be Purchased
Under the Plans
or Programs
(d)
 
October 1, 2007-
November 4, 2007
    110     $ 20.54           $ 91,762,000    
November 5, 2007-
December 2, 2007
    20,044     $ 18.82       20,000     $ 91,386,000    
December 3, 2007-
December 30, 2007
    125,883     $ 16.67           $ 91,386,000    
Total for the fourth quarter of 2007     146,037 (2)    $ 16.97       20,000     $ 91,386,000    

 

(1)  Except as otherwise noted, all purchases were made pursuant to our publicly announced share repurchase program. On April 13, 2004, our Board of Directors (the "Board") authorized repurchases in an amount up to $400 million. As of February 22, 2008, we had authorization from the Board to repurchase an amount of up to approximately $91 million of our Class A Common Stock. The Board has authorized us to purchase shares from time to time as market conditions permit. There is no expiration date with respect to this authorization.

(2)  Includes 126,037 shares withheld from employees to satisfy tax withholding obligations upon the vesting of restricted shares awarded under the NYT Stock Plan. The shares were repurchased by us pursuant to the terms of the plan and not pursuant to our publicly announced share repurchase program.

Part II – THE NEW YORK TIMES COMPANY P.19




ITEM 6. SELECTED FINANCIAL DATA

The Selected Financial Data should be read in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations" and the Consolidated Financial Statements and the related Notes. The Broadcast Media Group's results of operations have been presented as discontinued operations, and certain assets and liabilities are classified as held for sale for all periods presented before the Group's sale in 2007 (see Note 4 of the Notes to the Consolidated Financial Statements). The page following the table shows certain items included in Selected Financial Data. All per share amounts on that page are on a diluted basis. All fiscal years presented in the table below comprise 52 weeks, except 2006, which comprises 53 weeks.

    As of and for the Years Ended  
(In thousands)   December 30,
2007
  December 31,
2006
  December 25,
2005
  December 26,
2004
  December 28,
2003
 
Statement of Operations Data  
Revenues   $ 3,195,077     $ 3,289,903     $ 3,231,128     $ 3,159,412     $ 3,091,546    
Total operating costs     2,928,070       2,996,081       2,911,578       2,696,799       2,595,215    
Net loss on sale of assets     68,156                            
Gain on sale of WQEW-AM     39,578                            
Impairment of intangible assets     11,000       814,433                      
Gain on sale of assets                 122,946                
Operating profit/(loss)     227,429       (520,611 )     442,496       462,613       496,331    
Interest expense, net     39,842       50,651       49,168       41,760       44,757    
Income/(loss) from continuing
operations before income taxes
and minority interest
    184,969       (551,922 )     407,546       429,305       456,628    
Income/(loss) from continuing
operations
    108,939       (568,171 )     243,313       264,985       277,731    
Discontinued operations,
net of income taxes –
Broadcast Media Group
    99,765       24,728       15,687       22,646       16,916    
Cumulative effect of a change
in accounting principle,
net of income taxes
                (5,527 )              
Net income/(loss)   $ 208,704     $ (543,443 )   $ 253,473     $ 287,631     $ 294,647    
Balance Sheet Data  
Property, plant and equipment – net   $ 1,468,013     $ 1,375,365     $ 1,401,368     $ 1,308,903     $ 1,215,265    
Total assets     3,473,092       3,855,928       4,564,078       3,994,555       3,854,659    
Total debt, including
commercial paper, borrowings
under revolving credit
agreements, capital lease
obligations and construction loan
    1,034,979       1,445,928       1,396,380       1,058,847       955,302    
Stockholders' equity     978,200       819,842       1,450,826       1,354,361       1,353,585    

 

P.20 2007 ANNUAL REPORT – Selected Financial Data



    As of and for the Years Ended  
(In thousands, except ratios and
per share and employee data)
  December 30,
2007
  December 31,
2006
  December 25,
2005
  December 26,
2004
  December 28,
2003
 
Per Share of Common Stock  
Basic earnings/(loss) per share  
Income/(loss) from continuing
operations
  $ 0.76     $ (3.93 )   $ 1.67     $ 1.80     $ 1.85    
Discontinued operations,
net of income taxes –  
Broadcast Media Group
    0.69       0.17       0.11       0.15       0.11    
Cumulative effect of a change
in accounting principle,  
net of income taxes
                (0.04 )              
Net income/(loss)   $ 1.45     $ (3.76 )   $ 1.74     $ 1.95     $ 1.96    
Diluted earnings/(loss) per share  
Income/(loss) from continuing
operations
  $ 0.76     $ (3.93 )   $ 1.67     $ 1.78     $ 1.82    
Discontinued operations,
net of income taxes – 
Broadcast Media Group
    0.69       0.17       0.11       0.15       0.11    
Cumulative effect of a change
in accounting principle,  
net of income taxes
                (0.04 )              
Net income/(loss)   $ 1.45     $ (3.76 )   $ 1.74     $ 1.93     $ 1.93    
Dividends per share   $ .865     $ .690     $ .650     $ .610     $ .570    
Stockholders' equity per share   $ 6.79     $ 5.67     $ 9.95     $ 9.07     $ 8.86    
Average basic shares outstanding     143,889       144,579       145,440       147,567       150,285    
Average diluted shares outstanding     144,158       144,579       145,877       149,357       152,840    
Key Ratios  
Operating profit/(loss) to revenues     7 %     –16 %     14 %     15 %     16 %  
Return on average common
stockholders' equity
    23 %     –48 %     18 %     21 %     23 %  
Return on average total assets     6 %     –13 %     6 %     7 %     8 %  
Total debt to total capitalization     51 %     64 %     49 %     44 %     41 %  
Current assets to current liabilities(1)     .68       .91       .95       .84       1.23    
Ratio of earnings to fixed charges     3.75       (2)      6.22       8.11       8.65    
Full-Time Equivalent Employees     10,231       11,585       11,965       12,300       12,400    

 

(1)  The current assets to current liabilities ratio is higher in years prior to 2007 because of the inclusion of the Broadcast Media Group's assets as assets held for sale in current assets.

(2)  Earnings were inadequate to cover fixed charges by $573 million for the year ended December 31, 2006, as a result of a non-cash impairment charge of $814.4 million ($735.9 million after tax).

Selected Financial Data – THE NEW YORK TIMES COMPANY P.21



The items below are included in the Selected Financial Data.

2007

The items below increased net income by $18.8 million or $.13 per share:

  a $190.0 million pre-tax gain ($94.0 million after tax, or $.65 per share) from the sale of the Broadcast Media Group.

  a $68.2 million net pre-tax loss ($41.3 million after tax, or $.29 per share) from the sale of assets, mainly our Edison, N.J., facility.

  a $42.6 million pre-tax charge ($24.4 million after tax, or $.17 per share) for accelerated depreciation of certain assets at the Edison, N.J., facility, which we are in the process of closing.

  a $39.6 million pre-tax gain ($21.2 million after tax, or $.15 per share) from the sale of WQEW-AM.

  a $35.4 million pre-tax charge ($20.2 million after tax, or $.14 per share) for staff reductions.

  an $11.0 million pre-tax, non-cash charge ($6.4 million after tax, or $.04 per share) for the impairment of an intangible asset at the T&G, whose results are included in the New England Media Group.

  a $7.1 million pre-tax, non-cash charge ($4.1 million after tax, or $.03 per share) for the impairment of our 49% ownership interest in Metro Boston.

2006

The items below had an unfavorable effect on our results of $763.0 million or $5.28 per share:

  an $814.4 million pre-tax, non-cash charge ($735.9 million after tax, or $5.09 per share) for the impairment of goodwill and other intangible assets at the New England Media Group.

  a $34.3 million pre-tax charge ($19.6 million after tax, or $.14 per share) for staff reductions.

  a $20.8 million pre-tax charge ($11.5 million after tax, or $.08 per share) for accelerated depreciation of certain assets at the Edison, N.J., facility.

   a $14.3 million increase in pre-tax income ($8.3 million after tax, or $.06 per share) related to the additional week in our 2006 fiscal calendar.

  a $7.8 million pre-tax loss ($4.3 million after tax, or $.03 per share) from the sale of our 50% ownership interest in Discovery Times Channel.

2005

The items below increased net income by $5.6 million or $.04 per share:

  a $122.9 million pre-tax gain resulting from the sales of our previous headquarters ($63.3 million after tax, or $.43 per share) as well as property in Florida ($5.0 million after tax, or $.03 per share).

  a $57.8 million pre-tax charge ($35.3 million after tax, or $.23 per share) for staff reductions.

  a $32.2 million pre-tax charge ($21.9 million after tax, or $.15 per share) related to stock-based compensation expense. The expense in 2005 was significantly higher than in prior years due to our adoption of Financial Accounting Standards Board ("FASB") Statement of Financial Accounting Standards No. 123 (revised 2004), Share-Based Payment ("FAS 123-R"), in 2005.

  a $9.9 million pre-tax charge ($5.5 million after tax, or $.04 per share) for costs associated with the cumulative effect of a change in accounting principle related to the adoption of FASB Interpretation No. 47, Accounting for Conditional Asset Retirement Obligations – an interpretation of FASB Statement No. 143. A portion of the charge has been reclassified to conform to the presentation of the Broadcast Media Group as a discontinued operation.

2004

There were no items of the type discussed here in 2004.

2003

The item below increased net income by $8.5 million, or $.06 per share:

  a $14.1 million pre-tax gain related to a reimbursement of remediation expenses at one of our printing plants.

P. 22 2007 ANNUAL REPORT – Selected Financial Data



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 30, 2007 and results of operations for the three years ended December 30, 2007. 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 leading media and news organization serving our audiences through print, online, mobile and radio technology. Our segments and divisions are:

Our revenues were $3.2 billion in 2007. The percentage of revenues contributed by division is below.

News Media Group

The News Media Group generates revenues principally from print, online and radio advertising and through circulation. Other revenues, which make up the remainder of its revenues, primarily consist of revenues from wholesale delivery operations, news services/syndication, commercial printing, advertising service revenue, digital archives, TimesSelect (for periods before October 2007), Baseline and rental income. The News Media Group's main operating costs are employee-related costs and raw materials, primarily newsprint.

Executive Overview – THE NEW YORK TIMES COMPANY P.23



News Media Group revenues in 2007 by category and percentage share are below.

About Group

The About Group principally generates revenues from display advertising that is relevant to its adjacent content, cost-per-click advertising (sponsored links for which the About Group is paid when a user clicks on the ad), and e-commerce (including sales lead generation). Almost all of its revenues (95% in 2007) are derived from the sale of advertisements (display and cost-per-click advertising). Display advertising accounted for 51% of the About Group's total advertising revenues. The About Group's main operating costs are employee-related costs and content and hosting costs.

Joint Ventures

Our investments accounted for under the equity method are as follows:

  a 49% interest in Metro Boston, which publishes a free daily newspaper in the Greater Boston area,

  a 49% interest in a Canadian newsprint company, Malbaie,

  a 40% interest in a partnership, Madison, operating a supercalendered paper mill in Maine, and

  an approximately 17.5% interest in NESV, which owns the Boston Red Sox, Fenway Park and adjacent real estate, approximately 80% of the New England Sports Network, a regional cable sports network, and 50% of Roush Fenway Racing, a leading NASCAR team.

Broadcast Media Group

On May 7, 2007, we sold the Broadcast Media Group, consisting of nine network-affiliated television stations, their related Web sites and the digital operating center, for approximately $575 million. This decision was a result of our ongoing analysis of our business portfolio and has allowed us to place an even greater emphasis on developing and integrating our print and growing digital businesses. We recognized a pre-tax gain on the sale of $190.0 million ($94.0 million after tax, or $.65 per share) in 2007, and we used the cash proceeds from the sale to repay our outstanding commercial paper obligation. The Broadcast Media Group is no longer included as a separate reportable segment of the Company. In accordance with FAS 144, the Broadcast Media Group's results of operations are presented as discontinued operations and certain assets and liabilities are classified as held for sale for all periods presented before the Group's sale.

Business Environment

We operate in the highly competitive media industry. We believe that a number of factors and industry trends have had, and will continue to have, a fundamental effect on our business and prospects. These include:

Increasing competition

Competition for advertising revenue that our businesses face affects our ability both to attract and retain advertisers and consumers and to maintain or increase our advertising rates. We expect technological developments will continue to favor digital media choices, intensifying the challenges posed by audience fragmentation.

We have expanded and will continue to expand our digital offerings; however, most of our revenues are currently from traditional print products. Our print advertising revenues have declined. We believe that this decline, particularly in classified advertising, is due to a shift to digital media or to other forms of media and marketing.

Economic conditions

Our advertising revenues, which account for approximately 63% of our News Media Group revenues, are susceptible to economic swings. National and local economic conditions, particularly in the New York City and Boston metropolitan regions, as well as in Florida and California, affect the levels of our national, classified and retail advertising revenue.

In addition, a significant portion of our advertising revenues comes from studio entertainment, financial services, telecommunications, real estate and department store advertising. Real estate advertising, our largest classified category, was affected, and continues to be affected, by the nationwide slowdown in the housing market. Consolidation among key advertisers and changes in spending practices or priorities has depressed, and may continue to depress, our advertising revenue. We believe that categories that have historically generated significant amounts of advertising revenues for our businesses are likely to continue to be challenged in 2008. These include telecommunications and real estate advertising.

P. 24 2007 ANNUAL REPORT – Executive Overview



Circulation

Circulation is another significant source of revenue for us. In recent years, we, along with the newspaper industry as a whole, have experienced difficulty increasing circulation volume. This is due to, among other factors, increased competition from new media formats and sources, and shifting preferences among some consumers to receive all or a portion of their news from sources other than a newspaper.

Costs

Our most significant costs are employee-related costs and raw materials, which together account for approximately 50% of total costs. Changes in the price of newsprint or in employee-related costs can materially affect our operating results.

For a discussion of these and other factors that could affect our results of operations and financial condition, see "Forward-Looking Statements" and "Item 1A – Risk Factors."

Our Strategy

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.

New products and services

We are addressing the increasingly fragmented media landscape by building on the strength of our brands, particularly of The New York Times. Because of our high-quality content, we have very powerful and trusted brands that attract educated, affluent and influential audiences. To further leverage these brands, we have introduced and will continue to introduce a number of new products and services in print and online. We want to offer our customers news, information and entertainment wherever and whenever our audience want it and even in some ways they may not have envisioned in print or online, wireless or mobile, in text, graphics, audio, radio, video or even live events.

In 2007, our new products and services included new specialty magazines and print publications in New York, Boston and at the IHT, new print ad formats, and the expansion of the "T" magazine franchise in print, online and internationally.

Growth in Digital Operations

Online, our goal is to grow our digital businesses by broadening our audiences, deepening engagement and monetizing the usage of our sites. We have a more diversified revenue base mainly because NYTimes.com attracts a diverse base of national advertisers and About.com generates most of its revenues from display and cost-per-click advertising. Our goal for NYTimes.com is to build a fully interactive, news and information platform, achieving sustainable leadership positions in our most profitable content areas or verticals. We have made and plan to continue to make investments to grow our Web sites that have the highest advertiser demand.

In 2007, we concentrated on building out NYTimes.com's verticals in health, business and technology. We also strengthened our verticals at the About Group with acquisitions, particularly in health and increased editorial content by adding guides. We redesigned Boston.com and formed a strategic alliance with Monster Worldwide, Inc. to further build our online recruitment product offerings and enabled our online advertisers to buy across all our Web sites. In 2007, we acquired UCompareHealthCare.com, a site that provides consumers with access to quality ratings and related information on hospitals, nursing homes and doctors; and ConsumerSearch.com, a leading online aggregator and publisher of reviews of consumer products. All of these acquisitions leverage the About Group's audience scale by delivering traffic and more advertising opportunities to these sites.

Research and development capabilities

We are also trying to capitalize on the capabilities of our research and development team. This group stimulates innovation and cultural change as we rebalance our businesses for a more digital world. It anticipates consumer preferences and devises ways to satisfy them. Our R&D team has helped to: create new products and improve our brands, such as NYTimes.com's launch of a new product that allows readers to send and receive real estate listings on their mobile devices; develop new capabilities such as data mining and Web analytics; and pursue new relationships with leading Web entities, which should contribute to more cost-per-click advertising, increased presence on the Web and search services channeling traffic to our Web sites.

Rebalanced portfolio

We continually evaluate our businesses to determine whether they are meeting our targets for financial performance, growth and return on investment and whether they remain relevant to our strategy.

As a result of this analysis, in April 2007, we sold a radio station WQEW-AM and in May 2007 we sold our Broadcast Media Group in order to allow us to focus on developing our print and digital businesses.

We have made selective acquisitions and investments in 2007, such as the acquisitions of ConsumerSearch.com and UCompareHealthCare.com, consistent with our commitment to developing our digital businesses.

Executive Overview – THE NEW YORK TIMES COMPANY P.25



Cost management

Managing costs is a key component of our strategy. We continuously review our cost structure to ensure that we are operating our businesses efficiently. Our focus is on streamlining our operations and achieving cost benefits from productivity gains.

To reduce distribution costs and expand national circulation we added another print site for The New York Times in Salt Lake City in 2007, and a site in Dallas in January 2008, with an additional site scheduled to open later in 2008.

As part of our efforts to reduce costs, we are in the process of consolidating our New York metro area printing into our newer facility in College Point, N.Y., and closing our older Edison, N.J., facility. We expect to complete the plant consolidation in the first quarter of 2008. With the plant consolidation, we expect to save $30 million in lower operating costs annually and to avoid the need for approximately $50 million in capital investment at the Edison, N.J., facility over the next 10 years. We expect to make capital expenditures in the aggregate of $150 million to $160 million related to the plant consolidation project.

As part of the plant consolidation, we estimate costs to close the Edison, N.J., facility in the range of $87 million to $95 million, principally consisting of accelerated depreciation charges ($66 to $69 million), as well as staff reduction charges ($16 to $20 million) and plant restoration costs ($5 to $6 million). The majority of these costs have been recognized as of December 30, 2007, with the remaining amount to be recognized in the first quarter of 2008.

We reduced the size of all editions of The Times, the Globe, the T&G and four of our Regional Media Group papers. With the web-width reductions, we expect to save approximately $12 million annually from decreased newsprint consumption.

We have shifted away from less profitable circulation by reducing promotion, production, distribution and other related costs.

The majority of savings are expected to come from newly identified initiatives that will involve standardizing, streamlining, and consolidating processes and shifting staff to lower cost locations. The areas that present the greatest opportunity are general and administrative, production, technology, distribution and circulation sales.

2008 Expectations

The key expectations for 2008 are in the table below.

Item   2008 Expectation  
Depreciation & amortization   $160 to $170 million(1)  
Net income from joint ventures   $12 to $16 million  
Interest expense   $50 to $60 million  
Capital expenditures   $150 to $175 million(2)  
Income tax rate   Approximately 41 percent  

 

(1)  Includes approximately $5 million of accelerated depreciation expense in the first quarter of 2008 associated with the New York area plant consolidation project. Depreciation for the new headquarters building is expected to be $8 million per quarter.

(2)  Aside from significant projects, other capital spending is projected to be $65 to $75 million.

We believe we can achieve a reduction in cost from our year-end 2007 cash cost base of a total of approximately $230 million in 2008 and 2009, excluding the effects of inflation, staff reduction costs and one-time costs. About $130 million of these savings are expected in 2008.

P.26 2007 ANNUAL REPORT – Executive Overview



RESULTS OF OPERATIONS

Overview

Fiscal year 2007 and 2005 each comprise 52 weeks and fiscal year 2006 comprises 53 weeks. The effect of the 53rd week ("additional week") on the results of operations is discussed below.

    December 30,   December 31,   December 25,   % Change  
  2007   2006   2005   07-06   06-05  
(In thousands)   (52 weeks)   (53 weeks)   (52 weeks)      
Revenues  
Advertising   $ 2,047,468     $ 2,153,936     $ 2,139,486       (4.9 )     0.7    
Circulation     889,882       889,722       873,975       0.0       1.8    
Other     257,727       246,245       217,667       4.7       13.1    
Total revenues     3,195,077       3,289,903       3,231,128       (2.9 )     1.8    
Operating costs  
Production costs:  
Raw materials     259,977       330,833       321,084       (21.4 )     3.0    
Wages and benefits     646,824       665,304       652,216       (2.8 )     2.0    
Other     434,295       439,319       423,847       (1.1 )     3.7    
Total production costs     1,341,096       1,435,456       1,397,147       (6.6 )     2.7    
Selling, general and
administrative costs
    1,397,413       1,398,294       1,378,951       (0.1 )     1.4    
Depreciation and amortization     189,561       162,331       135,480       16.8       19.8    
Total operating costs     2,928,070       2,996,081       2,911,578       (2.3 )     2.9    
Net loss on sale of assets     68,156                   N/A       N/A    
Gain on sale of WQEW-AM     39,578                   N/A       N/A    
Impairment of intangible assets     11,000       814,433             (98.6 )     N/A    
Gain on sale of assets                 122,946       N/A       N/A    
Operating profit/(loss)     227,429       (520,611 )     442,496       *       *    
Net (loss)/income from joint
ventures
    (2,618 )     19,340       10,051       *       92.4    
Interest expense, net     39,842       50,651       49,168       (21.3 )     3.0    
Other income                 4,167       N/A       N/A    
Income/(loss) from continuing
operations before income
taxes and minority interest
    184,969       (551,922 )     407,546       *       *    
Income tax expense     76,137       16,608       163,976       *       (89.9 )  
Minority interest in net loss/
(income) of subsidiaries
    107       359       (257 )     (70.2 )     *    
Income/(loss) from continuing
operations
    108,939       (568,171 )     243,313       *       *    
Discontinued operations,
Broadcast Media Group:
 
Income from discontinued
operations, net of
income taxes
    5,753       24,728       15,687       (76.7 )     57.6    
Gain on sale, net of
income taxes
    94,012                   N/A       N/A    
Discontinued operations, net
of income taxes
    99,765       24,728       15,687       *       57.6    
Cumulative effect of a change in
accounting principle, net of
income taxes
                (5,527 )     N/A       N/A    
Net income/(loss)   $ 208,704     $ (543,443 )   $ 253,473       *       *    

 

*  Represents an increase or decrease in excess of 100%.

Results of Operations – THE NEW YORK TIMES COMPANY P.27



Revenues

Revenues by reportable segment and for the Company as a whole were as follows:

    December 30,   December 31,   December 25,   % Change  
    2007   2006   2005   07-06   06-05  
(In millions)   (52 weeks)   (53 weeks)   (52 weeks)      
Revenues  
News Media Group   $ 3,092.4     $ 3,209.7     $ 3,187.2       (3.7 )     0.7    
About Group     102.7       80.2       43.9       28.0       82.5    
Total   $ 3,195.1     $ 3,289.9     $ 3,231.1       (2.9 )     1.8    

 

News Media Group

Advertising, circulation and other revenues by division of the News Media Group and for the Group as a whole were as follows:

    December 30,   December 31,   December 25,   % Change  
    2007   2006   2005   07-06   06-05  
(In millions)   (52 weeks)   (53 weeks)   (52 weeks)      
The New York Times Media Group  
Advertising   $ 1,222.8     $ 1,268.6     $ 1,262.2       (3.6 )     0.5    
Circulation     646.0       637.1       615.5       1.4       3.5    
Other     183.1       171.6       157.0       6.7       9.3    
Total   $ 2,051.9     $ 2,077.3     $ 2,034.7       (1.2 )     2.1    
New England Media Group  
Advertising   $ 389.2     $ 425.7     $ 467.6       (8.6 )     (9.0 )  
Circulation     156.6       163.0       170.7       (4.0 )     (4.5 )  
Other     46.4       46.6       37.0       (0.3 )     25.9    
Total   $ 592.2     $ 635.3     $ 675.3       (6.8 )     (5.9 )  
Regional Media Group  
Advertising   $ 338.0     $ 383.2     $ 367.5       (11.8 )     4.3    
Circulation     87.3       89.6       87.8       (2.5 )     2.1    
Other     23.0       24.3       21.9       (5.7 )     11.1    
Total   $ 448.3     $ 497.1     $ 477.2       (9.8 )     4.2    
Total News Media Group  
Advertising   $ 1,950.0     $ 2,077.5     $ 2,097.3       (6.1 )     (0.9 )  
Circulation     889.9       889.7       874.0       0.0       1.8    
Other     252.5       242.5       215.9       4.1       12.3    
Total   $ 3,092.4     $ 3,209.7     $ 3,187.2       (3.7 )     0.7    

 

Advertising Revenue

Advertising revenue is primarily determined by the volume, rate and mix of advertisements. In 2007, News Media Group advertising revenues decreased primarily due to lower print volume and the additional week in fiscal 2006, partially offset by higher rates and higher online advertising revenues. Print advertising revenues declined 8.1% while online advertising revenues increased 18.4%.

In 2006, News Media Group advertising revenues decreased compared to 2005 primarily due to lower print volume, which were partially offset by the effect of the additional week in fiscal 2006 as well as higher rates and higher online advertising revenues. Print advertising revenues declined 2.7% while online advertising revenues increased 27.1%.

P.28 2007 ANNUAL REPORT – Results of Operations



During the last few years, our results have been adversely affected by a weak print advertising environment. Print advertising volume for the News Media Group was as follows:

    December 30,   December 31,   December 25,   % Change  
(Inches in thousands, preprints   2007   2006   2005   07-06   06-05  
in thousands of copies)   (52 weeks)   (53 weeks)   (52 weeks)      
News Media Group  
National     2,200.5       2,399.5       2,468.4       (8.3 )     (2.8 )  
Retail     5,772.5       6,396.3       6,511.7       (9.8 )     (1.8 )  
Classified     7,735.3       9,509.4       9,532.2       (18.7 )     (0.2 )  
Part Run/Zoned     1,670.1       1,989.8       2,087.3       (16.1 )     (4.7 )  
Total     17,378.4       20,295.0       20,599.6       (14.4 )     (1.5 )  
Preprints     2,829,002       2,963,946       2,979,723       (4.6 )     (0.5 )  

 

Advertising revenues (print and online) by category for the News Media Group were as follows:

    December 30,   December 31,   December 25,   % Change  
    2007   2006   2005   07-06   06-05  
(In millions)   (52 weeks)   (53 weeks)   (52 weeks)      
News Media Group  
National   $ 945.5     $ 938.2     $ 948.4       0.8       (1.1 )  
Retail     451.6       495.4       499.8       (8.8 )     (0.9 )  
Classified     489.2       578.7       590.5       (15.5 )     (2.0 )  
Other     63.7       65.2       58.6       (2.4 )     11.4    
Total   $ 1,950.0     $ 2,077.5     $ 2,097.3       (6.1 )     (0.9 )  

 

The New York Times Media Group

The New York Times Media Group's advertising revenue in 2007 is comprised of 67% from the national category, 18% from the classified category, 13% from the retail category and 2% from other advertising categories. The year-over-year comparisons were affected by an additional week in 2006 due to our fiscal calendar. The effect of the additional week is estimated to be approximately $14 million for the national category, $3 million for the retail category and $1 million for the classified category.

Total advertising revenues declined in 2007 primarily due to lower print advertising. While online advertising revenues grew, they were more than offset by the decline in print advertising revenues.

National advertising revenues increased in 2007 compared with 2006 primarily due to growth in online advertising. Online advertising grew primarily as a result of increased volume. Excluding the additional week, national print advertising revenues showed a slight increase in 2007 compared with 2006.

Classified advertising declined in 2007 compared with 2006 due to lower print revenues. The decline in all three print categories (real estate, help-wanted and automotive) more than offset higher online classified revenues. The majority of the decline was in the real estate category driven by the slowdown in the local and national housing markets. In addition, all three print categories were negatively affected due to shifts in advertising to online alternatives.

Retail advertising in 2007 declined compared with 2006 mainly because of lower volume in various categories. Shifts in marketing strategies and budgets of major advertisers have negatively affected retail advertising.

Total advertising revenues increased in 2006 compared with 2005 due to higher online advertising. Online advertising revenues growth was partially offset by lower print advertising revenues. The additional week included an estimated $18 million in revenues.

National advertising revenues increased slightly in 2006 compared with 2005 due to higher online advertising primarily as a result of increased volume. Excluding the additional week, national advertising revenues declined in 2006 compared with 2005 due to the decline in print advertising revenues from lower volume.

Classified advertising in 2006 was on a par with 2005 as weakness in help-wanted and automotive advertising offset strong gains in real estate advertising. Real estate advertising grew in 2006 as a result of a strong housing market. All print classified categories were negatively affected by shifts in advertising to online alternatives.

Results of Operations – THE NEW YORK TIMES COMPANY P.29



Retail advertising in 2006 was on a par with the prior year as higher online revenues offset lower print revenues.

New England Media Group

The New England Media Group's advertising revenue in 2007 is made up of 35% from the classified category, 31% from the retail category, 28% from the national category and 6% from other advertising categories. The year-over-year comparisons were affected by an additional week in 2006 due to our fiscal calendar. The effect of the additional week is estimated to be approximately $2 million for each of the classified, retail and national category.

Total advertising revenues declined in 2007 primarily due to lower print advertising. While online advertising revenues grew, they were more than offset by the decline in print advertising revenues.

Classified advertising declined in 2007 compared to the prior year due to lower print revenues. There were declines in all print categories (real estate, help-wanted and automotive). The majority of the decline was in the real estate category driven by the slowdown in the local and national housing markets. In addition, the declines in all three categories for print advertising were due to shifts in advertising to online alternatives.

Retail advertising in 2007 declined compared with 2006 primarily due to decreases in print advertising. The consolidation of two large retailers and reductions in advertising at a major advertiser contributed to the decline.

National advertising declined in 2007 compared with 2006 mainly due to lower volume in print advertising, partially offset by growth in online advertising.

Total advertising revenues declined in 2006 compared with 2005 due to lower print advertising. While online advertising revenues grew, they were more than offset by the decline in print advertising revenues.

Classified advertising decreased in 2006 compared with 2005 primarily due to lower print revenues in all categories (automotive, real estate and help-wanted) as a result of a shift in advertising to online alternatives.

Retail advertising declined in 2006 compared with 2005 primarily due to a decrease in department store advertising as a result of the consolidation of two large retailers.

National advertising declined mainly because of lower volume in various print categories.

Regional Media Group

The Regional Media Group's advertising revenue in 2007 is made up of 51% from the retail category, 39% from the classified category and 10% from the national and other categories. The year-over-year comparisons were affected by an additional week in 2006 due to our fiscal calendar. The effect of the additional week is estimated to be approximately $4 million for the retail category and $2 million for the classified category.

Total advertising revenues declined in 2007 primarily due to lower print advertising. While online advertising revenues grew, they were more than offset by the decline in print advertising revenues.

Retail advertising decreased in 2007 compared with 2006 mainly due to reduced spending in various categories as a result of a loss in consumer confidence resulting from the problems in the real estate market.

Classified advertising declined in 2007 compared with 2006 due to lower volume across all print categories. The downturn in the Florida and California housing markets resulted in reduced spending, which affected not only real estate but help-wanted advertising as well.

Total advertising revenues increased in 2006 compared with 2005 due to higher print and online advertising revenues. The increase was primarily driven by higher classified advertising revenues as a result of increased spending in the real estate category due to the strong housing market in 2006, which offset weakness in automotive and help-wanted advertising.

Circulation Revenue

Circulation revenue is based on the number of copies sold and the subscription and single copy rates charged to customers. At The New York Times and our other newspapers, our strategy is to focus promotional spending on individually paid circulation, which is generally more valued by advertisers. While we expect this strategy to result in copy declines, we believe it will result in reduced costs and improved circulation profitability.

Circulation revenues in 2007 were on par with 2006. The effect of the additional week in fiscal 2006 and volume declines offset the higher prices for The New York Times. In the fourth quarter of 2006, The New York Times raised the newsstand price of the Northeast edition of the Sunday Times and increased home-delivery prices. In the third quarter of 2007, The New York Times raised the newsstand price of the Sunday Times in the greater New York metropolitan area and the daily newsstand price nationwide and increased home-delivery prices. At the New England and Regional Media Groups, circulation revenues declined primarily due to lower volume.

P.30 2007 ANNUAL REPORT – Results of Operations



Circulation revenues increased in 2006 primarily as a result of the increase in home-delivery rates at The New York Times and the effect of the additional week in fiscal 2006, partially offset by fewer copies sold. At the New England Media Group, circulation revenues decreased primarily due to lower volume and at the Regional Media Group, circulation revenues increased primarily due to the effect of the additional week.

Other Revenues

Other revenues increased in 2007 principally due to increased subscription revenues from Baseline, which we acquired in August 2006, and rental income from our lease of five floors in our new headquarters, partially offset by a decrease in subscription revenues from TimesSelect, a fee-based online product offering that charged non-print subscribers for access to our columnists and archives, which was discontinued in September 2007.

Other revenues increased in 2006 primarily due to the introduction of TimesSelect, increased revenues from wholesale delivery operations and revenues from Baseline, which we acquired in August 2006.

About Group

In 2007, revenues for the About Group increased 28.0% primarily due to increased display and cost-per-click advertising. In addition, revenues increased due to the acquisition of ConsumerSearch, Inc. ConsumerSearch, Inc., which was acquired in May 2007, is a leading online aggregator and publisher of reviews of consumer products.

In 2006, its first full year under our ownership, revenues increased 82.5% from 2005, which reflected revenues from the acquisition date (March 18, 2005). The increase was due to the inclusion of a full year of revenues as well as an increase in display, cost-per-click advertising revenues and other revenues.

Operating Costs

Below are charts of our consolidated operating costs.

Components of Consolidated
Operating Costs
  Consolidated Operating Costs
as a Percentage of Revenues
 

 

  

Operating costs were as follows:

    December 30,   December 31,   December 25,   % Change  
    2007   2006   2005   07-06   06-05  
(In millions)   (52 weeks)   (53 weeks)   (52 weeks)      
Operating costs  
Production costs:  
Raw materials   $ 260.0     $ 330.8     $ 321.1       (21.4 )     3.0    
Wages and benefits     646.8       665.3       652.2       (2.8 )     2.0    
Other     434.3       439.4       423.8       (1.1 )     3.7    
Total production costs     1,341.1       1,435.5       1,397.1       (6.6 )     2.7    
Selling, general and
administrative costs
    1,397.4       1,398.3       1,379.0       (0.1 )     1.4    
Depreciation and amortization     189.6       162.3       135.5       16.8       19.8    
Total operating costs   $ 2,928.1     $ 2,996.1     $ 2,911.6       (2.3 )     2.9    

 

Results of Operations – THE NEW YORK TIMES COMPANY P.31



Production Costs

Total production costs in 2007 decreased $94.4 million compared with 2006 primarily due to lower raw materials expense ($70.8 million), mainly newsprint costs, and compensation-related costs ($17.3 million). The additional week in 2006 contributed approximately $31.7 million in production costs, including $5.5 million of newsprint expense and $9.6 million of compensation-related costs. These decreases were partially offset by higher content costs ($4.8 million) primarily at the About Group. Newsprint expense declined 21.2%, with 10.9% resulting from lower consumption and 10.3% resulting from lower newsprint prices.

Total production costs in 2006 increased $38.4 million compared with 2005 primarily due to higher compensation-related costs ($13.1 million), editorial and outside printing costs ($11.7 million) and raw materials expense ($9.7 million). Increases in editorial and outside printing costs and newsprint expense were primarily due to the effect of the additional week in our fiscal year 2006. Newsprint expense rose 2.2% in 2006 compared with 2005 due to an 8.9% increase from higher prices partially offset by a 6.7% decrease from lower consumption.

Selling, General and Administrative Costs

Total selling, general and administrative ("SGA") costs decreased $0.9 million in 2007 mainly because of lower promotion costs ($13.1 million) and outside printing and distribution costs ($10.7 million) as a result of cost-saving initiatives. These decreases were partially offset by increased professional fees ($19.6 million) associated with our new headquarters ($13.0 million) and cost-saving initiatives ($3.5 million), as well as increased staff reduction costs ($2.3 million) resulting from our strategic focus to increase our operational efficiency and reduce costs. The additional week in 2006 contributed approximately $5.1 million in additional SGA costs.

In 2006, total SGA increased $19.3 million primarily due to increased compensation-related costs ($19.8 million), distribution and promotion costs ($15.8 million), partially offset by lower staff reduction costs ($25.0 million). Increases in compensation-related costs were primarily due to higher incentive and benefit costs partially offset by savings due to staff reductions.

Depreciation and Amortization

Consolidated depreciation and amortization by reportable segment, Corporate and the Company as a whole, were as follows:

    December 30,   December 31,   December 25,   % Change  
    2007   2006   2005   07-06   06-05  
(In millions)   (52 weeks)   (53 weeks)   (52 weeks)      
Depreciation and Amortization  
News Media Group   $ 168.1     $ 143.7     $ 119.3       17.0       20.4    
About Group     14.4       11.9       9.2       20.6       30.1    
Corporate     7.1       6.7       7.0       5.0       (4.0 )  
Total   $ 189.6     $ 162.3     $ 135.5       16.8       19.8    

 

In 2007, depreciation and amortization increased primarily because we recognized an additional $21.8 million in accelerated depreciation expense for assets at the Edison, N.J., facility, which we are closing, as well as $15.1 million for depreciation expense of our new headquarters. These increases were partially offset by lower amortization expense ($10.9 million) at the New England Media Group for a fully amortized asset and the write-down of certain intangible assets in the fourth quarter of 2006.

The About Group's depreciation and amortization increased in 2007 primarily due to the amortization of certain intangible assets as a result of the ConsumerSearch, Inc. acquisition.

In 2006, depreciation and amortization increased compared with 2005 primarily due to the accelerated depreciation for certain assets at our Edison, N.J., facility.

P.32 2007 ANNUAL REPORT – Results of Operations



The following table sets forth consolidated costs by reportable segment, Corporate and the Company as a whole.

    December 30,   December 31,   December 25,   % Change  
    2007   2006   2005   07-06   06-05  
(In millions)   (52 weeks)   (53 weeks)   (52 weeks)      
Operating costs  
News Media Group   $ 2,804.3     $ 2,892.5     $ 2,826.5       (3.1 )     2.3    
About Group     68.0       49.4       32.3       37.7       53.1    
Corporate     55.8       54.2       52.8       3.1       2.6    
Total   $ 2,928.1     $ 2,996.1     $ 2,911.6       (2.3 )     2.9    

 

News Media Group

In 2007, operating costs for the News Media Group decreased $88.2 million compared with 2006 primarily due to lower raw materials expense ($70.8 million), mainly newsprint costs, and lower compensation-related costs ($45.6 million). The additional week in 2006 contributed a total of approximately $36.2 million in operating costs, including $5.5 million of newsprint expense and $14.3 million of compensation-related costs. These decreases were partially offset by higher depreciation and amortization expense ($24.4 million) and higher professional fees ($17.3 million).

Depreciation expense increased primarily from additional accelerated depreciation of assets at the Edison, N.J., facility ($21.8 million) and depreciation expense for our new headquarters ($15.1 million). These increases were partially offset by lower amortization expense ($10.9 million) at the New England Media Group for a fully amortized asset and the write-down of certain intangible assets in the fourth quarter of 2006.

In 2006, operating costs for the News Media Group increased $66.0 million compared to 2005 primarily due to increased compensation-related costs ($29.3 million), depreciation and amortization expense ($24.4 million), and outside printing and distribution costs ($20.4 million), which were partially offset by lower staff reduction costs ($22.9 million). Increases in compensation-related costs were primarily due to higher incentive and benefit costs partially offset by savings due to staff reductions. Depreciation expense increased primarily due to the accelerated depreciation of certain assets at our Edison, N.J., facility, which we are in the process of closing ($20.8 million).

About Group

Operating costs for the About Group increased $18.6 million primarily due to higher compensation-related costs ($7.6 million), content costs ($4.4 million) and higher amortization expense ($2.1 million). These increases were primarily due to investments in new initiatives and costs associated with the acquisition of ConsumerSearch, Inc., which was acquired in May 2007.

In 2006, About Group operating costs increased $17.1 million primarily due to higher compensation-related costs ($5.2 million), and content costs ($4.3 million). Additionally, 2006 reflected costs for the entire year, while 2005 only included costs from the date of our acquisition of About.com.

Corporate

Operating costs for Corporate increased in 2007 compared with 2006 primarily due to increased professional fees associated with our cost-saving efforts.

Operating costs for Corporate increased in 2006 compared with 2005 primarily due to increased compensation-related costs partially offset by decreases in professional fees.

Results of Operations – THE NEW YORK TIMES COMPANY P.33



Impairment of Intangible Assets

Our annual impairment tests resulted in non-cash impairment charges of $11.0 million in 2007 and $814.4 million in 2006 related to write-downs of intangible assets at the New England Media Group. The New England Media Group, which includes the Globe, Boston.com and the T&G, is part of our News Media Group reportable segment. The majority of the 2006 charge is not tax deductible because the 1993 acquisition of the Globe was structured as a tax-free stock transaction. The impairment charges, which are included in the line item "Impairment of intangible assets" in our 2007 and 2006 Consolidated Statement of Operations, are presented below by intangible asset:

    December 30, 2007   December 31, 2006  
(In millions)   Pre-tax   Tax   After-tax   Pre-tax   Tax   After-tax  
Goodwill   $     $     $     $ 782.3     $ 65.0     $ 717.3    
Customer list                       25.6       10.8       14.8    
Newspaper masthead     11.0       4.6       6.4       6.5       2.7       3.8    
Total   $ 11.0     $ 4.6     $ 6.4     $ 814.4     $ 78.5     $ 735.9    

 

The impairment of the intangible assets mainly resulted from declines in current and projected operating results and cash flows of the New England Media Group due to, among other factors, unfavorable economic conditions, advertiser consolidations in the New England area and increased competition with online media. These factors resulted in the carrying value of the intangible assets being greater than their fair value, and therefore a write-down to fair value was required.

The fair value of goodwill is the residual fair value after allocating the total fair value of the New England Media Group to its other assets, net of liabilities. The total fair value of the New England Media Group was estimated using a combination of a discounted cash flow model (present value of future cash flows) and two market approach models (a multiple of various metrics based on comparable businesses and market transactions).

The fair value of the customer lists and mastheads were calculated by estimating the present value of future cash flows associated with each asset.

Net Loss On Sale of Assets

In 2006, we announced plans to consolidate the printing operations of a facility we leased in Edison, N.J., into our newer facility in College Point, N.Y. As part of the consolidation, we purchased the Edison, N.J., facility and then sold it, with two adjacent properties we already owned, to a third party. The purchase and sale of the Edison, N.J., facility closed in the second quarter of 2007, relieving us of rental terms that were above market as well as certain restoration obligations under the original lease. As a result of the purchase and sale, we recognized a net pre-tax loss of $68.2 million ($41.3 million after tax) in the second quarter of 2007.

Gain on Sale of WQEW-AM

On April 26, 2007, we sold WQEW-AM to Radio Disney, LLC (which had been providing substantially all of WQEW-AM's programming through a time brokerage agreement) for $40 million. We recognized a pre-tax gain of $39.6 million ($21.2 million after tax) in the second quarter of 2007.

Gain on Sale of Assets

In the first quarter of 2005, we recognized a pre-tax gain of $122.9 million from the sale of our previous New York City headquarters as well as property in Florida.

Operating Profit (Loss)

Consolidated operating profit (loss) by reportable segment, Corporate and the Company as a whole, were as follows:

    December 30,   December 31,   December 25,   % Change  
    2007   2006   2005   07-06   06-05  
(In millions)   (52 weeks)   (53 weeks)   (52 weeks)      
Operating Profit (Loss)  
News Media Group   $ 248.5     $ (497.2 )   $ 483.5       *       *    
About Group     34.7       30.8       11.7       12.6       *    
Corporate     (55.8 )     (54.2 )     (52.7 )     3.1       2.6    
Total   $ 227.4     $ (520.6 )   $ 442.5       *       *    

 

*  Represents an increase or decrease in excess of 100%.

P.34 2007 ANNUAL REPORT – Results of Operations



We discuss the reasons for the year-to-year changes in each segment's and Corporate's operating profit in the "Revenues," "Operating Costs," "Impairment of Intangible Assets," "Net Loss On Sale of Assets," "Gain on Sale of WQEW-AM" and "Gain on Sale of Assets" sections above.

NON-OPERATING ITEMS

Net (Loss)/Income from Joint Ventures

We have investments in Metro Boston, two paper mills (Malbaie and Madison) and NESV, which are accounted for under the equity method. Our proportionate share of these investments is recorded in "Net (loss)/income from joint ventures" in our Consolidated Statements of Operations. See Note 6 of the Notes to the Consolidated Financial Statements for additional information regarding these investments.

In 2007, we had a net loss from joint ventures of $2.6 million compared to net income of $19.3 million in 2006. The net loss in 2007 was due to lower market prices for newsprint and supercalendered paper at the paper mills as well as the $7.1 million non-cash impairment of our 49% ownership interest in Metro Boston. In October 2006, we sold our 50% ownership interest in Discovery Times Channel, a digital cable channel, for $100 million, resulting in a pre-tax loss of $7.8 million.

Net income from joint ventures increased in 2006 to $19.3 million from $10.1 million in 2005. While 2006 included a loss of $7.8 million from the sale of our interest in Discovery Times Channel, it was more than offset by higher operating results from all of our equity investments.

Interest Expense, Net

Interest expense, net, was as follows:

(In millions)   December 30,
2007
(52 weeks)
  December 31,
2006
(53 weeks)
  December 25,
2005
(52 weeks)
 
Interest expense, net  
Interest expense   $ 59.0     $ 73.5     $ 60.0    
Loss from extinguishment of debt                 4.8    
Interest income     (3.4 )     (7.9 )     (4.4 )  
Capitalized interest     (15.8 )     (14.9 )     (11.2 )  
Total   $ 39.8     $ 50.7     $ 49.2    

 

"Interest expense, net" decreased in 2007 compared with 2006 primarily due to the lower levels of debt outstanding. In addition, interest expense was lower due to the termination of the Edison lease and lower interest income from funds advanced on behalf of our development partner for the construction of our new headquarters. The cash proceeds from the sales of the Broadcast Media Group and WQEW-AM were used to reduce debt levels.

"Interest expense, net" increased in 2006 compared with 2005 due to higher levels of debt outstanding and higher short-term interest rates. The increases were partially offset by higher levels of capitalized interest related to our new headquarters as well as higher interest income. Interest income was primarily related to funds we advanced on behalf of our development partner for the construction of our new headquarters.

Income Taxes

The effective income tax rate was 41.2% in 2007. In 2006, the effective income tax rate was 3.0% because the majority of the non-cash impairment charge of $814.4 million at the New England Media Group was non-deductible for tax purposes and, therefore, decreased the effective tax rate, by approximately 39%. The effective income tax rate was 40.2% in 2005. The low effective income tax rate in 2006 compared to 2007 and 2005 was primarily due to non-taxable income related to our retiree drug subsidy and higher non-taxable income from our corporate-owned life insurance plan in 2006.

Discontinued Operations

On May 7, 2007, we sold the Broadcast Media Group, consisting of nine network-affiliated television stations, their related Web sites and the digital operating center, for approximately $575 million. This decision was a result of our ongoing analysis of our business portfolio and will allow us to place an even greater emphasis on developing and integrating our print and growing digital businesses. The Broadcast Media Group is no longer included as a separate reportable segment of the Company and, in accordance with FAS 144, the Broadcast Media Group's results of operations are presented as discontinued operations and

Results of Operations – THE NEW YORK TIMES COMPANY P.35



certain assets and liabilities are classified as held for sale for all periods presented before the Group's sale.

See Note 4 of the Notes to the Consolidated Financial Statements for additional information regarding discontinued operations.

The Broadcast Media Group's results of operations presented as discontinued operations through May 7, 2007 are summarized below.

(In millions)   December 30,
2007
(52 weeks)
  December 31,
2006
(53 weeks)
  December 25,
2005
(52 weeks)
 
Revenues   $ 46.7     $ 156.8     $ 139.0    
Total operating costs     36.9       115.4       111.9    
Pre-tax income     9.8       41.4       27.1    
Income tax expense     4.0       16.7       11.1    
Income from discontinued operations, net of income taxes     5.8       24.7       16.0    
Gain on sale, net of income taxes of $96.0 million for 2007     94.0                
Cumulative effect of a change in accounting principle, net of
income taxes
                (0.3 )  
Discontinued operations, net of income taxes   $ 99.8     $ 24.7     $ 15.7    

 

Cumulative Effect of a Change in Accounting Principle

In March 2005, the FASB issued FASB Interpretation No. ("FIN") 47, Accounting for Conditional Asset Retirement Obligations – an Interpretation of FASB Statement No. 143 ("FIN 47"). FIN 47 requires an entity to recognize a liability for the fair value of a conditional asset retirement obligation if the fair value can be reasonably estimated. FIN 47 was effective no later than the end of fiscal year ending after December 15, 2005. We adopted FIN 47 effective December 2005 and accordingly recorded an after tax charge of $5.5 million or $.04 per diluted share ($9.9 million pre-tax) as a cumulative effect of a change in accounting principle in our Consolidated Statement of Operations. A portion of the 2005 charge has been reclassified to conform to the presentation of the Broadcast Media Group as a discontinued operation.

See Note 7 of the Notes to the Consolidated Financial Statements for additional information regarding the cumulative effect of this accounting change.

LIQUIDITY AND CAPITAL RESOURCES

Overview

The following table presents information about our financial position.

Financial Position Summary

(In millions, except ratios)   December 30,
2007
  December 31,
2006
  % Change
07-06
 
Cash and cash equivalents   $ 51.5     $ 72.4       (28.8 )  
Short-term debt(1)     356.3       650.9       (45.3 )  
Long-term debt(1)     678.7       795.0       (14.6 )  
Stockholders' equity     978.2       819.8       19.3    
Ratios:  
Total debt to total capitalization     51 %     64 %     (20.3 )  
Current ratio     .68       .91       (25.3 )  

 

(1)  In 2007, short-term debt includes the current portion of long-term debt, commercial paper outstanding, current portion of capital lease obligations and borrowings under revolving credit agreements. In 2006, short-term debt includes the current portion of long-term debt, commercial paper, current portion of capital lease obligation and a construction loan discussed below. Long-term debt also includes the long-term portion of capital lease obligations in both years.

P.36 2007 ANNUAL REPORT – Liquidity and Capital Resources



In 2008 we expect our cash balance, cash provided from operations, and available third-party financing, described below, to be sufficient to meet our normal operating commitments and debt service requirements, to fund planned capital expenditures, to pay dividends to our stockholders and to make any required contributions to our pension plans.

For the June 2007 dividend, the Board of Directors authorized a $.055 per share increase in the quarterly dividend on our Class A and Class B Common Stock to $.23 per share from $.175 per share. Subsequent quarterly dividend payments in September and December 2007 were also made at this rate. We paid dividends of approximately $125 million in 2007, $100 million in 2006 and $95 million in 2005.

In 2007 and 2006 we made contributions of $11.9 million and $15.3 million, respectively, to our qualified pension plans.

We 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 2007 we repurchased 0.1 million shares of Class A Common Stock at a cost of approximately $2.3 million, and in 2006 we repurchased 2.2 million shares of Class A Common Stock at a cost of approximately $51 million. As of December 30, 2007, approximately $91 million of Class A Common Stock remained from our current share repurchase authorization.

New Headquarters Building

We recently relocated into our new headquarters building in New York City (the "Building"). In December 2001, one of our wholly owned subsidiaries ("NYT") and FC Lion LLC (a partnership between an affiliate of the Forest City Ratner Companies and an affiliate of ING Real Estate) became the sole members of The New York Times Building LLC (the "Building Partnership"), an entity established for the purpose of constructing the Building. In August 2006, the Building was converted to a leasehold condominium, and NYT and FC Lion LLC each acquired ownership of their respective leasehold condominium units. See Note 18 of the Notes to the Consolidated Financial Statements for additional information regarding the Building.

Our actual and anticipated capital expenditures in connection with the Building, net of proceeds from the sale of our previous headquarters, including core and shell and interior construction costs, are detailed in the following table.

Capital Expenditures

(In millions)   NYT  
2001-2007   $ 600    
2008(1)   $ 12-$16    
Total(2)   $ 612-$616    
Less: net sale proceeds(3)   $ 106    
Total, net of sale proceeds(2)   $ 506-$510    

 

(1)  Excludes additional excess site acquisition costs ("ESAC") that we expect to pay in 2008 or subsequently in connection with ongoing condemnation proceedings, the outcomes of which are not currently determinable. We will receive credits, totaling the amount of ESAC payments, against future payments to be made in lieu of real estate taxes.

(2)  Includes capitalized interest and salaries of approximately $48 million.

(3)  Represents cash proceeds from the sale of our previous headquarters in 2005, net of income taxes and transaction costs.

During the first quarter of 2007, we leased five floors in our portion of the Building under a 15-year non-cancelable agreement. Revenue from this lease is included in "Other revenues" beginning in the second quarter of 2007. We continue to consider various financing arrangements for our condominium interest. The decision of whether or not to enter into such arrangements will depend upon our capital requirements, market conditions and other factors.

Capital Resources

Sources and Uses of Cash

Cash flows by category were as follows:

    December 30,   December 31,   December 25,   % Change  
(In millions)   2007   2006   2005   07-06   06-05  
Operating activities   $ 110.7     $ 422.3     $ 294.3       (73.8 )     43.5    
Investing activities   $ 148.3     $ (288.7 )   $ (495.5 )     *       (41.7 )  
Financing activities   $ (280.5 )   $ (106.2 )   $ 204.4       *       *    

 

*  Represents an increase or decrease in excess of 100%.

Liquidity and Capital Resources – THE NEW YORK TIMES COMPANY P.37



Our current priorities for use of cash are:

  investing in high-return capital projects that will improve operations, increase revenues and reduce costs;

  making acquisitions and investments that are both financially and strategically attractive;

  reducing our debt to allow for financing flexibility in the future;

  providing our shareholders with a competitive dividend; and

  regularly evaluating repurchase of our stock.

Operating Activities

The primary source of our liquidity is cash flows from operating activities. The key component of operating cash flow is cash receipts from advertising customers. Advertising has provided approximately 64% to 66% of total revenues over the past three years. Operating cash inflows also include cash receipts from circulation sales and other revenue transactions such as wholesale delivery operations, news services/syndication, commercial printing, advertising service revenue, digital archives, TimesSelect (for periods before October 2007), Baseline and rental income. Operating cash outflows include payments to vendors for raw materials, services and supplies, payments to employees, and payments of interest and income taxes.

Net cash provided by operating activities decreased approximately $312 million in 2007 compared with 2006. Operating cash flows decreased due to higher working capital requirements primarily driven by income taxes paid on the gains on the sales of the Broadcast Media Group and WQEW-AM and lower earnings.

Net cash provided by operating activities increased approximately $128 million in 2006 compared with 2005. In 2006, accounts receivable collections were higher than in 2005 due to the additional week in our 2006 fiscal year, which resulted in increased collections from our customers. In 2005, we paid higher income taxes related to the gain on the sale of our previous headquarters and made higher pension contributions to our qualified pension plans. Our contributions to our qualified pension plans decreased in 2006 primarily due to an increase in interest rates and better performance of our pension assets.

Investing Activities

Cash from investing activities generally includes proceeds from the sale of assets or a business. Cash used in investment activities generally includes payments for the acquisition of new businesses, equity investments and capital expenditures, including property, plant and equipment.

Net cash provided by investing activities in 2007 was due to proceeds from the sales of the Broadcast Media Group, WQEW-AM and the Edison, N.J., assets, partially offset by capital expenditures primarily related to the construction of the Building and the consolidation of our New York metro area print operations, and payments to acquire the Edison, N.J., facility.

Net cash used in investing activities decreased in 2006 compared with 2005, primarily due to lower acquisition activity. In 2006 we acquired Baseline and Calorie-Count.com for a total of approximately $35 million and in 2005 we acquired About.com, KAUT-TV and North Bay Business Journal for approximately $438 million. In 2006, we received $100 million from the sale of our 50% ownership interest in Discovery Times Channel, and we had additional capital expenditures primarily related to the construction of the Building. In 2005, we also received proceeds of approximately $183 million from the sale of our previous New York headquarters and property in Sarasota, Fla.

Capital expenditures (on an accrual basis) were $375.4 million in 2007, $358.4 million in 2006 and $229.5 million in 2005. The 2007, 2006 and 2005 amounts include costs related to the Building of approximately $166 million, $192 million and $87 million, respectively, as well as our development partner's costs of $55 million in 2007 and $54 million in 2006 and 2005, respectively. See Note 18 of the Notes to the Consolidated Financial Statements for additional information regarding the Building.

Financing Activities

Cash from financing activities generally includes borrowings under our commercial paper program and revolving credit agreements, the issuance of long-term debt and funds from stock option exercises. Cash used in financing activities generally includes the repayment of commercial paper, amounts outstanding under our revolving credit agreements and long-term debt; the payment of dividends; and the repurchase of our Class A Common Stock.

Net cash used in financing activities increased in 2007 compared with 2006 primarily due to the repayment of our commercial paper and medium-term notes, partially offset by borrowings under our revolving credit agreements.

Net cash used in financing activities in 2006 was primarily for the payment of dividends ($100.1 million), the repayment of commercial paper borrowings ($74.4 million) and stock repurchases ($52.3 million), which were partially offset by borrowings under a construction loan, attributable to our development partner, in connection with the construction

P.38 2007 ANNUAL REPORT – Liquidity and Capital Resources



of the Building. See Note 18 of the Notes to the Consolidated Financial Statements.

Net cash provided by financing activities in 2005 was primarily from the issuance of commercial paper and long-term debt ($658.6 million) to finance the acquisition of About.com, partially offset by the repayment of long-term debt ($323.5 million), the payment of dividends ($94.5 million) and stock repurchases ($57.4 million).

See our Consolidated Statements of Cash Flows for additional information on our sources and uses of cash.

Third-Party Financing

We have the following financing sources available to supplement cash flows from operations:

  a commercial paper facility,

  revolving credit agreements and

  medium-term notes.

Total unused borrowing capacity under all financing arrangements was $693.5 million as of December 2007.

Our total debt, including commercial paper, revolving credit agreements and capital lease obligations, was $1.0 billion as of December 30, 2007. As of December 31, 2006, our total debt, including commercial paper, capital lease obligations and a construction loan (see below), was $1.4 billion. See Note 8 of the Notes to the Consolidated Financial Statements for additional information.

Our short- and long-term debt is rated investment grade by the major rating agencies. In August 2007, Moody's affirmed its rating on our long-term debt of Baa1 and on our short-term debt of P2, but changed its outlook to negative from stable. In July 2007, Standard and Poor's lowered its investment rating on our long-term debt to BBB from A– and lowered its rating on our short-term debt to A-3 from A-2. We have no liabilities subject to accelerated payment upon a ratings downgrade and do not expect the downgrades of our long-term and short-term debt ratings to have a material impact on our ability to borrow. However, as a result of these downgrades, we may incur higher borrowing costs for any future long-term and short-term issuances or borrowings under our revolving credit agreements. We do not currently expect these additional costs to be significant.

Commercial Paper

The amount available under our commercial paper program, which is supported by the revolving credit agreements described below, is $725.0 million. Our commercial paper is unsecured and can have maturities of up to 270 days, but generally mature within 90 days.

We had $111.7 million in commercial paper outstanding as of December 30, 2007, with a weighted- average interest rate of 5.5% per annum and an average of 10 days to maturity from original issuance. We used the proceeds from the sales of the Broadcast Media Group and WQEW-AM to repay commercial paper outstanding. We had $422.0 million in commercial paper outstanding as of December 31, 2006, with a weighted-average interest rate of 5.5% per annum and an average of 63 days to maturity from original issuance.

Revolving Credit Agreements

Our $800.0 million revolving credit agreements ($400.0 million credit agreement maturing in May 2009 and $400.0 million credit agreement maturing in June 2011) support our commercial paper program and may also be used for general corporate purposes. In addition, these revolving credit agreements provide a facility for the issuance of letters of credit. Of the total $800.0 million available under the two revolving credit agreements, we have issued letters of credit of approximately $25 million. During the third quarter of 2007, we began borrowing under our revolving credit agreements, in addition to issuing commercial paper, due to higher interest rates in the commercial paper markets. As of December 30, 2007, we had $195.0 million outstanding under our revolving credit agreements, with a weighted-average interest rate of 5.3%. The remaining balance of approximately $580 million supports our commercial paper program discussed above. Any borrowings under the revolving credit agreements bear interest at specified margins based on our credit rating, over various floating rates selected by us. There were no borrowings outstanding under the revolving credit agreements as of December 31, 2006.

The revolving credit agreements contain a covenant that requires specified levels of stockholders' equity (as defined in the agreements). The amount of stockholders' equity in excess of the required levels was approximately $632 million as of December 30, 2007.

Medium-Term Notes

Our liquidity requirements may also be funded through the public offer and sale of notes under our $300.0 million medium-term note program. As of December 30, 2007, we had issued $75.0 million of medium-term notes under this program. Under our current effective shelf registration, $225.0 million of medium-term notes may be issued from time to time.

Our five-year 5.350% Series I medium-term notes aggregating $50.0 million matured on April 16, 2007, and our five-year 4.625% Series I medium-term

Liquidity and Capital Resources – THE NEW YORK TIMES COMPANY P.39



notes aggregating $52.0 million matured on June 25, 2007. In the second quarter of 2007, we made principal repayments totaling $102.0 million. As of December 31, 2006, these notes were recorded in "Current portion of long-term debt and capital lease obligations."

Construction Loan

Until January 2007, we were a co-borrower under a $320 million non-recourse construction loan in connection with the construction of our new headquarters. We did not draw down on the construction loan, which was used by our development partner. However, as a co-borrower, we were required to record the amount outstanding of the construction loan on our financial statements. We also recorded a receivable, due from our development partner, for the same amount outstanding under the construction loan. As of December 31, 2006, approximately $125 million was outstanding under the construction loan and recorded as a receivable included in "Other current assets" in the Consolidated Balance Sheet. In January 2007, we were released as a co-borrower and, as a result, the receivable and the construction loan were reversed and were not included in our Consolidated Balance Sheet as of December 30, 2007. See Note 18 of the Notes to the Consolidated Financial Statements for additional information related to our new headquarters.

Contractual Obligations

The information provided is based on management's best estimate and assumptions as of December 30, 2007. Actual payments in future periods may vary from those reflected in the table.

    Payment due in  
(In millions)   Total   2008   2009-2010   2011-2012   Later Years  
Long-term debt(1)   $ 882.3     $ 87.3     $ 406.4     $ 107.3     $ 281.3    
Capital leases(2)     13.4       0.6       1.2       1.1       10.5    
Operating leases(2)     100.7       22.8       28.2       20.4       29.3    
Benefit plans(3)     1,065.2       88.1       181.4       195.2       600.5    
Total   $ 2,061.6     $ 198.8     $ 617.2     $ 324.0     $ 921.6    

 

(1)  Includes estimated interest payments on long-term debt. Excludes commercial paper of approximately $112 million and borrowings under revolving credit facilities of approximately $195 million as of December 30, 2007. These amounts will be paid in 2008. See Note 8 of the Notes to the Consolidated Financial Statements for additional information related to our commercial paper program, borrowings under revolving credit facilities and long-term debt.

(2)  See Note 18 of the Notes to the Consolidated Financial Statements for additional information related to our capital and operating leases.

(3)  Includes estimated benefit payments, net of plan participant contributions, under our sponsored pension and postretirement plans. The liabilities related to both plans are included in "Pension benefits obligation" and "Postretirement benefits obligation" in our Consolidated Balance Sheets. Payments included in the table above have been estimated over a ten-year period; therefore the amounts included in the "Later Years" column include payments for the period of 2013-2017. While benefit payments under these plans are expected to continue beyond 2017, we believe that an estimate beyond this period is unreasonable. See Notes 11 and 12 of the Notes to the Consolidated Financial Statements for additional information related to our pension and postretirement plans.

In addition to the pension and postretirement liabilities included in the table above, "Other Liabilities – Other" in our Consolidated Balance Sheets include liabilities related to i) deferred compensation, primarily consisting of our deferred executive compensation plan (the "DEC plan"), ii) uncertain tax positions under FIN No. 48, Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109 ("FIN 48") and iii) 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 deferrals are initially for a period of a minimum of two 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."

With the adoption of FIN 48, our liability for unrecognized tax benefits was approximately $152 million, including approximately $34 million of accrued interest and penalties. 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 10 of the Notes to the Consolidated Financial Statements for additional information on "Income Taxes".

P. 40 2007 ANNUAL REPORT – Liquidity and Capital Resources



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 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 are excluded from the table above.

Off-Balance Sheet Arrangements

We have outstanding guarantees on behalf of a third party that provides circulation customer service, telemarketing and home-delivery services for The Times and the Globe and on behalf of third parties that provide printing and distribution services for The Times's National Edition. As of December 30, 2007, the aggregate potential liability under these guarantees was approximately $27 million. See Note 18 of the Notes to the Consolidated Financial Statements for additional information regarding our guarantees as well as our commitments and contingent liabilities.

CRITICAL ACCOUNTING POLICIES

Our Consolidated Financial Statements are prepared in accordance with accounting principles generally accepted in the United States of America ("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, stock-based compensation, income taxes, self-insurance liabilities and accounts receivable allowances. Additional information about these policies can be found in Note 1 of the Notes to the Consolidated Financial Statements. Specific risks related to our critical accounting policies are discussed below.

Long-Lived Assets

Goodwill and other intangible assets not amortized are tested for impairment in accordance with FAS No. 142, Goodwill and Other Intangible Assets ("FAS 142"), and all other long-lived assets are tested for impairment in accordance with FAS 144.

Long-Lived Assets

(In millions)   December 30,
2007
  December 31,
2006
 
Long-lived assets   $ 2,280     $ 2,160    
Total assets   $ 3,473     $ 3,856    
Percentage of long-lived
assets to total assets
    66 %     56 %  

 

The impairment analysis is considered critical to our segments because of the significance of long-lived assets to our Consolidated Balance Sheets.

We evaluate whether there has been an impairment of goodwill or intangible assets not amortized on an annual basis or 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. We test for goodwill impairment at the reporting unit level as defined in FAS 142. This test is a two-step process. The first step of the goodwill impairment test, used to identify potential impairment, compares the fair value of the reporting unit with its carrying amount, including goodwill. If the fair value, which is based on future cash flows, 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. The second step compares the 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 fair value of the goodwill. In the fourth quarter of each year, we evaluate goodwill on a separate reporting unit basis to assess recoverability, and impairments, if any, are recognized in earnings.

Intangible assets that are not amortized (e.g., mastheads and trade names) are tested for impairment at the asset level by comparing the fair value of the asset with its carrying amount. If the fair value, which is based on future cash flows, exceeds the carrying amount, the asset is not considered impaired. If the carrying amount exceeds the fair value, an impairment loss would be recognized in an amount equal to the excess of the carrying amount of the asset over the fair value of the asset.

All other long-lived assets (intangible assets that are amortized, such as a subscriber list, and property, plant and equipment) are tested for impairment at the asset level associated with the lowest level of cash flows. An impairment exists if the carrying value

Critical Accounting Policies – THE NEW YORK TIMES COMPANY P.41



of the asset is i) not recoverable (the carrying value of the asset is greater than the sum of undiscounted cash flows) and ii) is greater than its fair value.

The significant estimates and assumptions used by management in assessing the recoverability of long-lived assets are estimated future cash flows, present value discount rate, as well as other factors. Any changes in these estimates or assumptions could result in an impairment charge. The estimates of future cash flows, based on reasonable and supportable assumptions and projections, require management's subjective judgment. Depending on the assumptions and estimates used, the estimated future cash flows projected in the evaluations of long-lived assets can vary within a range of outcomes.

In addition to the testing above, which is done on an annual basis, management uses certain indicators to evaluate whether the carrying value of its long-lived assets may not be recoverable, such as i) 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 of an entity or inability of an entity to improve its operations to forecasted levels and ii) a significant adverse change in the business climate, whether structural or technological, that could affect the value of an entity.

Management has applied what it believes to be the most appropriate valuation methodology for each of its reporting units. Our testing has resulted in impairment charges in 2007 and 2006. See Note 3 of the Notes to the Consolidated Financial Statements.

Retirement Benefits

Our pension plans and postretirement benefit plans are accounted for using actuarial valuations required by FAS No. 87, Employers' Accounting for Pensions ("FAS 87"), FAS No. 106, Employers' Accounting for Postretirement Benefits Other Than Pensions ("FAS 106"), and FAS No. 158, Employers' Accounting for Defined Benefit Pension and Other Postretirement Plans – an amendment of FASB Statements No. 87, 88, 106, and 132(R) ("FAS 158").

We adopted FAS 158 as of December 31, 2006. FAS 158 requires an entity to recognize the funded status of its defined benefit plans - measured as the difference between plan assets at fair value and the benefit obligation – on the balance sheet and to recognize changes in the funded status, that arise during the period but are not recognized as components of net periodic benefit cost, within other comprehensive income, net of income taxes.

As of December 30, 2007, our pension obligation was approximately $276 million (net of a pension asset of approximately $19 million), including approximately $48 million, representing the underfunded status of our qualified pension plans, and approximately $228 million, representing the unfunded status of our non-qualified pension plans. Of the total net pension obligation, approximately $182 million is recorded through accumulated other comprehensive loss, of which approximately $172 million represents unrecognized actuarial losses and approximately $10 million represents unrecognized prior service costs.

As of December 30, 2007, our postretirement obligation was approximately $229 million, representing the unfunded status of our postretirement plans. Approximately $40 million of income is recorded through accumulated other comprehensive loss, of which approximately $110 million represents unrecognized prior service credits, partially offset by approximately $70 million of unrecognized actuarial losses.

The amounts recorded within accumulated other comprehensive loss will be recognized through pension or postretirement expense in future periods. See Notes 11 and 12 of the Notes to the Consolidated Financial Statements for additional information.

Pension & Postretirement Liabilities

(In millions)   December 30,
2007
  December 31,
2006
 
Pension & postretirement
liabilities
  $ 524     $ 668    
Total liabilities   $ 2,489     $ 3,030    
Percentage of pension &
postretirement liabilities
to total liabilities
    21 %     22 %  

 

We consider accounting for retirement plans critical to all of our operating segments because management is required to make significant subjective judgments about a number of actuarial assumptions, which include discount rates, health-care cost trend rates, salary growth, long-term return on plan assets and mortality rates.

Depending on the assumptions and estimates used, the pension and postretirement benefit expense could vary within a range of outcomes and could have a material effect on our Consolidated Financial Statements.

Our key retirement benefit assumptions are discussed in further detail under " – Pension and Postretirement Benefits" below.

P.42 2007 ANNUAL REPORT – Critical Accounting Policies



Stock-Based Compensation

We account for stock-based compensation in accordance with the fair value recognition provisions of FAS 123-R. Under the fair value recognition provisions of FAS 123-R, stock-based compensation cost is measured at the grant date based on the value of the award and is recognized as expense over the appropriate vesting period. Determining the fair value of stock-based awards at the grant date requires judgment, including estimating the expected term of stock options, the expected volatility of our stock and expected dividends. In addition, judgment is required in estimating the amount of stock-based awards that are expected to be forfeited. If actual results differ significantly from these estimates or different key assumptions were used, it could have a material effect on our Consolidated Financial Statements. See Note 15 of the Notes to the Consolidated Financial Statements for additional information regarding stock-based compensation expense.

Income Taxes

Income taxes are accounted for in accordance with FAS No. 109, Accounting for Income Taxes ("FAS 109"). Under FAS 109, income taxes are recognized for the following: i) amount of taxes payable for the current year and ii) 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. FAS 109 also requires that deferred tax assets 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.

We consider accounting for income taxes critical to our operations 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.

We adopted FIN 48, which clarifies the accounting for uncertainty in income tax positions ("tax positions") on January 1, 2007. FIN 48 required us to 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. See Note 10 for additional information related to the adoption of FIN 48.

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, certain employee medical and disability benefits, and automobile and general liability claims. 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 $67 million as of December 30, 2007 and $71 million as of December 31, 2006.

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.

Critical Accounting Policies – THE NEW YORK TIMES COMPANY P.43



Accounts Receivable Allowances

(In millions)   December 30,
2007
  December 31,
2006
 
Accounts receivable
allowances
  $ 38     $ 36    
Accounts receivable-net     438       403    
Accounts receivable-gross   $ 476     $ 439    
Total current assets   $ 664     $ 1,185    
Percentage of accounts
receivable allowances
to gross accounts
receivable
    8 %     8 %  
Percentage of net accounts
receivable to current assets
    66 %     34 %  

 

We consider accounting for accounts receivable allowances critical to all of our operating segments 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 might be required, which could have a material effect on our Consolidated Financial Statements.

The percentage of net accounts receivable to current assets is higher in 2007 compared with 2006 because of the inclusion, in 2006, of Broadcast Media Group's assets as assets held for sale in current assets.

PENSION AND POSTRETIREMENT BENEFITS

Pension Benefits

We sponsor several pension plans, and make contributions to several others that are considered multi-employer pension plans, in connection with collective bargaining agreements. These plans cover substantially all employees.

Our company-sponsored plans include qualified (funded) plans as well as non-qualified (unfunded) plans. These plans provide participating employees with retirement benefits in accordance with benefit provision formulas detailed in each plan. Our non-qualified plans provide retirement benefits only to certain highly compensated employees.

We also have a foreign-based pension plan for certain IHT 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.

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.

Long-Term Rate of Return on Assets

In determining the expected long-term rate of return on assets, we evaluated input from our investment consultants, actuaries and investment management firms, including their 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. Additionally, we considered our historical 10-year and 15-year compounded returns, which have been in excess of our forward-looking return expectations.

The expected long-term rate of return determined on this basis was 8.75% in 2007. We anticipate that our pension assets will generate long-term returns on assets of at least 8.75%. The expected long-term rate of return on plan assets is based on an asset allocation assumption of 65% to 75% with equity managers, with an expected long-term rate of return on assets of 10%, and 25% to 35% with fixed income/real estate managers, with an expected long-term rate of return on assets of 6%.

Our actual asset allocation as of December 30, 2007 was in line with our expectations. We regularly review our actual asset allocation and periodically rebalance our investments to our targeted allocation when considered appropriate.

We believe that 8.75% is a reasonable expected long-term rate of return on assets. Our plan assets had a rate of return of approximately 11% for 2007 and an average annual rate of return of approximately 12% for the three years ended December 30, 2007.

Our determination of pension expense or income is based on a market-related valuation of assets, which reduces year-to-year volatility. This market-related valuation of assets recognizes investment gains or losses over a three-year period from the year in which they occur. Investment gains or losses for this purpose are the difference between the expected return calculated using the market-related value of assets and the actual return based on the market-related value of assets. Since the market-related value of assets recognizes gains or losses over a three-year period, the future value of assets will be affected as previously deferred gains or losses are recorded.

If we had decreased our expected long-term rate of return on our plan assets by 0.5% in 2007, pension expense would have increased by approximately $7 million in 2007 for our qualified pension plans. Our funding requirements would not have been materially affected.

P.44 2007 ANNUAL REPORT – Pension and Postretirement Benefits



See Note 11 of the Notes to the Consolidated Financial Statements for additional information regarding our pension plans.

Discount Rate

We select a discount rate utilizing a methodology that equates the plans' projected benefit obligations to a present value calculated using the Citigroup Pension Discount Curve.

The methodology described above includes producing a cash flow of annual accrued benefits as defined under the Projected Unit Cost Method as provided by FAS 87. For active participants, service is projected to the end of the current measurement date and benefit earnings are projected to the date of termination. The projected plan cash flow is discounted to the measurement date using the Annual Spot Rates provided in the Citigroup Pension Discount Curve. A single discount rate is then computed so that the present value of the benefit cash flow (on a projected benefit obligation basis as described above) equals the present value computed using the Citigroup annual rates. The discount rate determined on this basis increased to 6.45% as of December 30, 2007 from 6.00% as of December 31, 2006 for our qualified plans. The discount rate determined on this basis increased to 6.35% as of December 30, 2007 from 6.00% as of December 31, 2006 for our non-qualified plans.

If we had decreased the expected discount rate by 0.5% in 2007, pension expense would have increased by approximately $15 million for our qualified pension plans and $1 million for our non-qualified pension plans. Our funding requirements would not have been materially affected.

We will continue to evaluate all of our actuarial assumptions, generally on an annual basis, including the expected long-term rate of return on assets and discount rate, 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 related to the populations participating in the pension plans.

Postretirement Benefits

We provide health and life insurance benefits to retired employees (and their eligible dependents) who are not covered by any collective bargaining agreements, if the employees meet specified age and service requirements. In addition, we contribute to a postretirement plan under the provisions of a collective bargaining agreement. Our policy is to pay our portion of insurance premiums and claims from our assets.

In accordance with FAS 106, we accrue the costs of postretirement benefits during the employees' active years of service.

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 range increased to 5% to 11% as of December 30, 2007 from 5% to 10.5% as of December 31, 2006. A 1% increase/decrease in the health-care cost trend rates range would result in an increase of approximately $3 million or a decrease of approximately $2 million in our 2007 service and interest costs, respectively, two factors included in the calculation of postretirement expense. A 1% increase/decrease in the health-care cost trend rates would result in an increase of approximately $17 million or a decrease of approximately $14 million, in our accumulated benefit obligation as of December 30, 2007. Our discount rate assumption for postretirement benefits is consistent with that used in the calculation of pension benefits. See " - Pension Benefits" above for a discussion about our discount rate assumption.

See Note 12 of the Notes to the Consolidated Financial Statements for additional information regarding our postretirement plans.

Pension and Postretirement Benefits – THE NEW YORK TIMES COMPANY P.45



RECENT ACCOUNTING PRONOUNCEMENTS

In December 2007, the FASB issued FAS No. 141(R), Business Combinations ("FAS 141(R)") and FAS No. 160, Accounting and Reporting of Noncontrolling Interests in Consolidated Financial Statements, an amendment of Accounting Research Bulletin No. 51 ("FAS 160"). Changes for business combination transactions pursuant to FAS 141(R) include, among others, expensing acquisition-related transaction costs as incurred, the recognition of contingent consideration arrangements at their acquisition date fair value and capitalization of in-process research and development assets acquired at their acquisition date fair value. Changes in accounting for noncontrolling (minority) interests pursuant to FAS 160 include, among others, the classification of noncontrolling interest as a component of consolidated shareholders equity and the elimination of "minority interest" accounting in results of operations. FAS 141(R) and FAS 160 are required to be adopted simultaneously and are effective for fiscal years beginning on or after December 15, 2008. The adoption of FAS 141(R) will impact the accounting for our future acquisitions. We are currently evaluating the impact of adopting FAS 160 on our financial statements.

In February 2007, FASB issued FAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities – Including an Amendment of FASB Statement No. 115 ("FAS 159"). FAS 159 permits entities to choose to measure many financial instruments and certain other items at fair value. FAS 159 is effective for fiscal years beginning after November 15, 2007. We are currently evaluating the impact of adopting FAS 159 on our financial statements.

In September 2006, FASB issued FAS No. 157, Fair Value Measurements ("FAS 157"). FAS 157 establishes a common definition for fair value under GAAP, establishes a framework for measuring fair value and expands disclosure requirements about such fair value measurements. FAS 157 is effective for fiscal years beginning after November 15, 2007. We are currently evaluating the impact of adopting FAS 157 on our financial statements.

In September 2006, FASB ratified the Emerging Issues Task Force ("EITF") conclusion under EITF No. 06-4, Accounting for Deferred Compensation and Postretirement Benefit Aspects of Endorsement Split-Dollar Life Insurance Arrangements ("EITF 06-4"). Diversity in practice exists in accounting for the deferred compensation and postretirement aspects of endorsement split-dollar life insurance arrangements. EITF 06-4 was issued to clarify the accounting and requires employers to recognize a liability for future benefits in accordance with FAS 106 (if, in substance, a postretirement benefit plan exists), or Accounting Principles Board Opinion No. 12, Omnibus Opinion – 1967 (if the arrangement is, in substance, an individual deferred compensation contract) based on the substantive agreement with the employee.

EITF 06-4 is effective for fiscal years beginning after December 15, 2007, with earlier application permitted. The effects of adopting EITF 06-4 can be recorded either as (i) a change in accounting principle through a cumulative-effect adjustment to retained earnings or to other components of equity as of the beginning of the year of adoption, or (ii) a change in accounting principle through retrospective application to all prior periods. We will record a liability for our endorsement split-dollar life insurance arrangement of approximately $9 million through a cumulative-effect adjustment to retained earnings as of December 31, 2007 (our adoption date). The ongoing expense related to this liability is immaterial.

P. 46 2007 ANNUAL REPORT – Recent Accounting Pronouncements



ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our market risk is principally associated with the following:

  Interest rate fluctuations related to our debt obligations are managed by balancing the mix of variable- versus fixed-rate borrowings. Based on the variable-rate debt included in our debt portfolio, a 75 basis point increase in interest rates would have resulted in additional interest expense of $2.7 million (pre-tax) in 2007 and $3.4 million (pre-tax) in 2006.

  Newsprint is a commodity subject to supply and demand market conditions. We have equity investments in two paper mills, which provide a partial hedge against price volatility. The cost of raw materials, of which newsprint expense is a major component, represented 9% of our total operating costs in 2007 and 11% in 2006. Based on the number of newsprint tons consumed in 2007 and 2006, a $10 per ton increase in newsprint prices would have resulted in additional newsprint expense of approximately $4 million (pre-tax) in 2007 and in 2006.

  A significant portion of our employees are unionized and our results could be adversely affected if labor negotiations were to restrict our ability to maximize the efficiency of our operations. In addition, if we experienced labor unrest, our ability to produce and deliver our most significant products could be impaired.

See Notes 6, 8 and 18 of the Notes to the Consolidated Financial Statements.

THE NEW YORK TIMES COMPANY P.47




ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

THE NEW YORK TIMES COMPANY 2007 FINANCIAL REPORT

INDEX   PAGE  
Management's Responsibilities Report     49    
Management's Report on Internal Control Over Financial Reporting     50    
Report of Independent Registered Public Accounting Firm on Consolidated
Financial Statements as of and for the year ended December 30, 2007
    51    
Report of Independent Registered Public Accounting Firm on Consolidated Financial
Statements as of and for the years ended December 31, 2006 and December 25, 2005
    52    
Report of Independent Registered Public Accounting Firm on Internal Control Over
Financial Reporting
    53    
Consolidated Statements of Operations for the fiscal years ended December 30, 2007,
December 31, 2006 and December 25, 2005
    54    
Consolidated Balance Sheets as of December 30, 2007 and December 31, 2006     55    
Consolidated Statements of Cash Flows for the fiscal years ended December 30, 2007,
December 31, 2006 and December 25, 2005
    57    
Consolidated Statements of Changes in Stockholders' Equity for the fiscal years ended
December 30, 2007, December 31, 2006 and December 25, 2005
    59    
Notes to the Consolidated Financial Statements     62    
  1.     Summary of Significant Accounting Policies     62    
  2.     Acquisitions and Dispositions     65    
  3.     Goodwill and Other Intangible Assets     66    
  4.     Discontinued Operations     68    
  5.     Inventories     69    
  6.     Investments in Joint Ventures     69    
  7.     Other     69    
  8.     Debt     71    
  9.     Derivative Instruments     72    
  10.     Income Taxes     73    
  11.     Pension Benefits     74    
  12.     Postretirement and Postemployment Benefits     78    
  13.     Other Liabilities     81    
  14.     Earnings Per Share     81    
  15.     Stock-Based Awards     82    
  16.     Stockholders' Equity     85    
  17.     Segment Information     86    
  18.     Commitments and Contingent Liabilities     89    
Quarterly Information (unaudited)     92    
Schedule II – Valuation and Qualifying Accounts for the fiscal years ended December 30, 2007,
December 31, 2006 and December 25, 2005
    94    

 

P.48 2007 ANNUAL REPORT



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 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" in this "Item 8 – Financial Statements and Supplementary Data").

The consolidated financial statements were audited by Ernst & Young LLP in 2007 and by Deloitte & Touche LLP for 2006 and 2005, both of which are an independent registered public accounting firm. Their audits were conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and each report is shown on pages 51 and 52.

The Audit Committee of the Board of Directors, which is composed solely of independent directors, meets regularly with the current independent registered public accounting firm, internal auditors and management to discuss specific accounting, financial reporting and internal control matters. Both the current 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: JANET L. ROBINSON
President and Chief Executive Officer
February 26, 2008
  BY: JAMES M. FOLLO
Senior Vice President and Chief Financial Officer
February 26, 2008
 

 

Management's Responsibilities Report – THE NEW YORK TIMES COMPANY P.49



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 30, 2007. 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. Based on its assessment, management concluded that the Company's internal control over financial reporting was effective as of December 30, 2007.

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 30, 2007, which is included on page 53 in this Annual Report on Form 10-K.

P.50 2007 ANNUAL REPORT – Management's Report on Internal Control Over Financial Reporting



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 sheet of The New York Times Company as of December 30, 2007, and the related consolidated statements of operations, changes in stockholders' equity, and cash flows for the fiscal year then ended. Our audit also included the financial statement schedule listed at Item 15(A)(2) of the Company's 2007 Annual Report on Form 10-K. These financial statements and schedule are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and schedule 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 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 audit provides 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 30, 2007, and the consolidated results of its operations and its cash flows for the fiscal year then ended, 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.

As discussed in Note 1 to the financial statements, in 2007 the Company adopted Financial Accounting Standards Board Interpretation No. 48, "Accounting for Uncertainty in Income Taxes, an Interpretation of FASB Statement No. 109."

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 30, 2007, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 26, 2008 expressed an unqualified opinion thereon.

New York, New York
February 26, 2008

Report of Independent Registered Public Accounting Firm – THE NEW YORK TIMES COMPANY P.51



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 sheet of The New York Times Company (the "Company") as of December 31, 2006 and the related consolidated statements of operations, stockholders' equity, and cash flows for each of the two years in the period ended December 31, 2006. Our audits also included the financial statement schedule listed at Item 15(A)(2) of the Company's 2007 Annual Report on Form 10-K for the years ended December 31, 2006 and December 25, 2005. These financial statements and the financial statement schedule are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and financial statement 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, such consolidated financial statements present fairly, in all material respects, the financial position of The New York Times Company as of December 31, 2006 and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2006, in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, such financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.

As discussed in Note 1 to the consolidated financial statements, in 2005 the Company adopted Statement of Financial Accounting Standards No. 123(R), "Share-Based Payment," as revised, effective December 27, 2004. Also, as discussed in Note 7 to the consolidated financial statements, in 2005 the Company adopted FASB Interpretation No. 47, "Accounting for Conditional Asset Retirement Obligations – an interpretation of FASB Statement No. 143," effective December 25, 2005. Also, as discussed in Note 1 to the consolidated financial statements, in 2006 the Company adopted Statement of Financial Accounting Standards No. 158, "Employers' Accounting for Defined Benefit Pension and Other Postretirement Plans," relating to the recognition and related disclosure provisions, effective December 31, 2006.

New York, NY
March 1, 2007

P. 52 2007 ANNUAL REPORT – Report of Independent Registered Public Accounting Firm



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 30, 2007, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (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 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 30, 2007 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 sheet of The New York Times Company as of December 30, 2007, and the related consolidated statements of operations, changes in stockholders' equity, and cash flows for the fiscal year then ended and our report dated February 26, 2008 expressed an unqualified opinion thereon.

New York, New York
February 26, 2008

Report of Independent Registered Public Accounting Firm – THE NEW YORK TIMES COMPANY P.53



CONSOLIDATED STATEMENTS OF OPERATIONS

    Years Ended  
(In thousands, except per share data)   December 30,
2007
  December 31,
2006
  December 25,
2005
 
Revenues  
Advertising   $ 2,047,468     $ 2,153,936     $ 2,139,486    
Circulation     889,882       889,722       873,975    
Other     257,727       246,245       217,667    
Total     3,195,077       3,289,903       3,231,128    
Operating Costs  
Production costs  
Raw materials     259,977       330,833       321,084    
Wages and benefits     646,824       665,304       652,216    
Other     434,295       439,319       423,847    
Total production costs     1,341,096       1,435,456       1,397,147    
Selling, general and administrative costs     1,397,413       1,398,294       1,378,951    
Depreciation and amortization     189,561       162,331       135,480    
Total operating costs     2,928,070       2,996,081       2,911,578    
Net loss on sale of assets     68,156                
Gain on sale of WQEW-AM     39,578                
Impairment of intangible assets     11,000       814,433          
Gain on sale of assets                 122,946    
Operating Profit/(Loss)     227,429       (520,611 )     442,496    
Net (loss)/income from joint ventures     (2,618 )     19,340       10,051    
Interest expense, net     39,842       50,651       49,168    
Other income                 4,167    
Income/(loss) from continuing operations before income
taxes and minority interest
    184,969       (551,922 )     407,546    
Income tax expense     76,137       16,608       163,976    
Minority interest in net loss/(income) of subsidiaries     107       359       (257 )  
Income/(loss) from continuing operations     108,939       (568,171 )     243,313    
Discontinued operations, Broadcast Media Group:
Income from discontinued operations, net of income taxes
    5,753       24,728       15,687    
Gain on sale, net of income taxes     94,012                
Discontinued operations, net of income taxes     99,765       24,728       15,687    
Cumulative effect of a change in accounting principle,
net of income taxes
                (5,527 )  
Net income/(loss)   $ 208,704     $ (543,443 )   $ 253,473    
Average number of common shares outstanding  
Basic     143,889       144,579       145,440    
Diluted     144,158       144,579       145,877    
Basic earnings/(loss) per share:  
Income/(loss) from continuing operations   $ 0.76     $ (3.93 )   $ 1.67    
Discontinued operations, net of income taxes – Broadcast Media Group     0.69       0.17       0.11    
Cumulative effect of a change in accounting principle,
net of income taxes
                (0.04 )  
Net income/(loss)   $ 1.45     $ (3.76 )   $ 1.74    
Diluted earnings/(loss) per share:  
Income/(loss) from continuing operations   $ 0.76     $ (3.93 )   $ 1.67    
Discontinued operations, net of income taxes – Broadcast Media Group     0.69       0.17       0.11    
Cumulative effect of a change in accounting principle,
net of income taxes
                (0.04 )  
Net income/(loss)   $ 1.45     $ (3.76 )   $ 1.74    
Dividends per share   $ .865     $ .690     $ .650    

 

See Notes to the Consolidated Financial Statements

P.54 2007 ANNUAL REPORT – Consolidated Statements of Operations



CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)   December 30,
2007
  December 31,
2006
 
Assets  
Current Assets  
Cash and cash equivalents   $ 51,532     $ 72,360    
Accounts receivable (net of allowances: 2007 – $38,405; 2006 – $35,840)     437,882       402,639    
Inventories     26,895       36,696    
Deferred income taxes     92,335       73,729    
Assets held for sale           357,028    
Other current assets     55,801       242,591    
Total current assets     664,445       1,185,043    
Investments in Joint Ventures     137,831       145,125    
Property, Plant and Equipment  
Land     120,675       65,808    
Buildings, building equipment and improvements     859,948       718,061    
Equipment     1,383,650       1,359,496    
Construction and equipment installations in progress     242,577       529,546    
Total – at cost     2,606,850       2,672,911    
Less: accumulated depreciation and amortization     (1,138,837 )     (1,297,546 )  
Property, plant and equipment – net     1,468,013       1,375,365    
Intangible Assets Acquired  
Goodwill     683,440       650,920    
Other intangible assets acquired (less accumulated amortization of $232,771 in
2007 and $217,972 in 2006)
    128,461       133,448    
Total Intangible Assets Acquired     811,901       784,368    
Deferred income taxes     112,379       125,681    
Miscellaneous Assets     278,523       240,346    
Total Assets   $ 3,473,092     $ 3,855,928    
Liabilities and Stockholders' Equity  
Current Liabilities  
Commercial paper outstanding   $ 111,741     $ 422,025    
Borrowings under revolving credit agreements     195,000          
Accounts payable     202,923       242,528    
Accrued payroll and other related liabilities     142,201       121,240    
Accrued expenses     193,222       200,030    
Unexpired subscriptions     81,110       83,298    
Current portion of long-term debt and capital lease obligations     49,539       104,168    
Construction loan           124,705    
Total current liabilities     975,736       1,297,994    
Other Liabilities  
Long-term debt     672,005       720,790    
Capital lease obligations     6,694       74,240    
Pension benefits obligation     281,517       384,277    
Postretirement benefits obligation     213,500       256,740    
Other     339,533       296,078    
Total other liabilities     1,513,249       1,732,125    
Minority Interest     5,907       5,967    

 

See Notes to the Consolidated Financial Statements

Consolidated Balance Sheets – THE NEW YORK TIMES COMPANY P.55



CONSOLIDATED BALANCE SHEETS – continued

(In thousands, except share and per share data)   December 30,
2007
  December 31,
2006
 
Stockholders' Equity  
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: 2007 – 148,057,158; 2006 –
148,026,952 (including treasury shares: 2007 – 5,154,989; 2006 – 5,000,000)
    14,806       14,804    
Class B – convertible – authorized 825,634 shares; issued: 2007 – 825,634 and 2006 –
832,592 (including treasury shares: 2007 – none and 2006 – none)
    83       82    
Additional paid-in capital     9,869          
Retained earnings     1,170,288       1,111,006    
Common stock held in treasury, at cost     (161,395 )     (158,886 )  
Accumulated other comprehensive loss net of income taxes:  
Foreign currency translation adjustments     19,660       20,984    
Funded status of benefit plans     (75,111 )     (168,148 )  
Total accumulated other comprehensive loss, net of income taxes     (55,451 )     (147,164 )  
Total stockholders' equity     978,200       819,842    
Total Liabilities and Stockholders' Equity   $ 3,473,092     $ 3,855,928    

 

See Notes to the Consolidated Financial Statements

P. 56 2007 ANNUAL REPORT – Consolidated Balance Sheets



CONSOLIDATED STATEMENTS OF CASH FLOWS

    Years Ended  
(In thousands)   December 30,
2007
  December 31,
2006
  December 25,
2005
 
Cash Flows from Operating Activities  
Net income (loss)   $ 208,704     $ (543,443 )   $ 253,473    
Adjustments to reconcile net income/(loss) to net cash provided by
operating activities:
 
Impairment of intangible assets     11,000       814,433          
Depreciation     170,061       140,667       113,480    
Amortization     19,500       29,186       30,289    
Stock-based compensation     13,356       22,658       34,563    
Cumulative effect of a change in accounting principle                 5,852    
Excess distributed earnings/(undistributed earnings) of affiliates     10,597       (5,965 )     (919 )  
Minority interest in net (loss)/income of subsidiaries     (107 )     (359 )     257    
Deferred income taxes     (11,550 )     (139,904 )     (34,772 )  
Long-term retirement benefit obligations     10,817       39,057       12,136    
Gain on sale of Broadcast Media Group     (190,007 )              
Loss/(gain) on sale of assets     68,156             (122,946 )  
Gain on sale of WQEW-AM     (39,578 )              
Excess tax benefits from stock-based awards           (1,938 )     (5,991 )  
Other – net     (15,419 )     9,499       2,572    
Changes in operating assets and liabilities, net of
acquisitions/dispositions:
 
Accounts receivable – net     (62,782 )     37,486       (35,088 )  
Inventories     9,801       (7,592 )     554    
Other current assets     (3,890 )     (1,085 )     29,743    
Accounts payable     (18,417 )     23,272       (3,870 )  
Accrued payroll and accrued expenses     28,541       (9,900 )     20,713    
Accrued income taxes     (95,925 )     14,828       (9,934 )  
Unexpired subscriptions     (2,188 )     1,428       4,199    
Net cash provided by operating activities     110,670       422,328       294,311    
Cash Flows from Investing Activities  
Proceeds from the sale of the Broadcast Media Group     575,427                
Proceeds from the sale of WQEW-AM     40,000                
Proceeds from the sale of Edison, N.J., assets     90,819                
Capital expenditures     (380,298 )     (332,305 )     (221,344 )  
Payment for purchase of Edison, N.J., facility     (139,979 )              
Acquisitions, net of cash acquired of $1,190 in 2007     (34,091 )     (35,752 )     (437,516 )  
Investments sold/(made)           100,000       (19,220 )  
Proceeds on sale of assets                 183,173    
Other investing payments     (3,626 )     (20,605 )     (604 )  
Net cash provided by/(used in) investing activities     148,252       (288,662 )     (495,511 )  
Cash Flows from Financing Activities  
Commercial paper borrowings – net     (310,284 )     (74,425 )     161,100    
Borrowings under revolving credit agreements – net     195,000                
Construction loan           61,120          
Long-term obligations:  
Increase                 497,543    
Reduction     (102,437 )     (1,640 )     (323,490 )  
Capital shares:  
Issuance     530       15,988       14,348    
Repurchases     (4,517 )     (52,267 )     (57,363 )  
Dividends paid to stockholders     (125,063 )     (100,104 )     (94,535 )  
Excess tax benefits from stock-based awards           1,938       5,991    
Other financing proceeds – net     66,260       43,198       811    
Net cash (used in)/provided by financing activities     (280,511 )     (106,192 )     204,405    
Net (decrease)/increase in cash and cash equivalents     (21,589 )     27,474       3,205    
Effect of exchange rate changes on cash and cash equivalents     761       (41 )     (667 )  
Cash and cash equivalents at the beginning of the year     72,360       44,927       42,389    
Cash and cash equivalents at the end of the year   $ 51,532     $ 72,360     $ 44,927    

 

See Notes to the Consolidated Financial Statements

Consolidated Statements of Cash Flows – THE NEW YORK TIMES COMPANY P.57



SUPPLEMENTAL DISCLOSURES TO CONSOLIDATED STATEMENTS OF CASH FLOWS

Cash Flow Information

    Years Ended  
(In thousands)   December 30,
2007
  December 31,
2006
  December 25,
2005
 
SUPPLEMENTAL DATA  
Cash payments  
– Interest   $ 61,451     $ 71,812     $ 46,149    
– Income taxes, net of refunds   $ 283,773     $ 152,178     $ 231,521    

 

Acquisitions and Investments

  See Note 2 of the Notes to the Consolidated Financial Statements.

Other

  In August 2006, the Company's new headquarters building was converted to a leasehold condominium, with the Company and its development partner acquiring ownership of their respective leasehold condominium units (see Note 18). The Company's capital expenditures include those of its development partner through August 2006. Cash capital expenditures attributable to the Company's development partner's interest in the Company's new headquarters were approximately $55 million in 2006 and $49 million in 2005.

  Investing activities—Other investing payments include cash payments by our development partner for deferred expenses related to its leasehold condominium units of approximately $20 million in 2006.

  Financing activities—Other financing proceeds-net include cash received from the development partner for the repayment of the Company's loan receivable of approximately $66 million in 2007, $43 million in 2006.

Non-Cash

  As part of the purchase and sale of the Company's Edison, N.J., facility (see Note 7), the Company terminated its existing capital lease agreement. This resulted in the reversal of the related assets (approximately $86 million) and capital lease obligation (approximately $69 million).

  In August 2006, in connection with the conversion of the Company's new headquarters to a leasehold condominium, the Company made a non-cash distribution of its development partner's net assets of approximately $260 million. Beginning in September 2006, the Company recorded a non-cash receivable and loan payable for the amount that the Company's development partner drew down on the construction loan (see Note 18). As of December 31, 2006, approximately $125 million was outstanding under the Company's real estate development partner's construction loan. In January 2007, the Company was released as a co-borrower, and therefore the receivable and the construction loan were reversed and are not included in the Company's Consolidated Balance Sheet as of December 30, 2007. See Note 18 for additional information regarding the Company's new headquarters.

  Accrued capital expenditures were approximately $46 million in 2007, $51 million in 2006 and $25 million in 2005.

See Notes to the Consolidated Financial Statements

P.58 2007 ANNUAL REPORT – Supplemental Disclosures to Consolidated Statements of Cash Flows



CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

    Capital Stock