PDF The New York Times Company 2017 Annual Report

The New York Times Company 2017 Annual Report

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TO OUR SHAREHOLDERS,

Two thousand and seventeen was another successful year for The New York Times Company, with every part of the organization contributing to that success.

Our newsroom and Opinion departments in particular had brilliant years with serious and probing coverage of the first year of the Trump administration. And, true to our mission to cover the world with breadth and depth, our biggest story this year wasn't even a conventional political one. Instead, it was about the explosive surge of revelations about sexual harassment that set off a national and global firestorm of reaction in every corner of the globe that continues to this day.

The Times remains unrivaled in our commitment to boots-on-the-ground, deeply reported and expert journalism. We've doubled down on our investment in that journalism. To that end, in 2017, The Times had 1,450 journalists, speaking 57 different languages, reporting from 160 countries.

We're very pleased that our mission to help people understand the world through the journalism we produce has propelled us toward our business goal of making The New York Times the most successful digital news subscription business in the world.

Our focus on growing deeply engaged audiences and converting those readers to subscribers has never been sharper. Today, we are clearly a subscription-first business and ended 2017 with more than $1 billion of subscription revenue.

As part of an effort to continue to iterate and improve our execution and coordination, we reorganized our digital operations and promoted Meredith Kopit Levien to the role of chief operating officer.

We also saw transition at the top of the company. At the year's end, Arthur O. Sulzberger Jr. retired as publisher, a position he held since 1992. He remains chairman of the company's board of directors.

In his 25 years as publisher, Mr. Sulzberger transformed The Times into an international, digital-first news organization with a global audience of more than 135 million people and 3.6 million paid subscriptions, by far the most in Times history. During his tenure, The Times won an astonishing 60 Pulitzer Prizes, nearly doubling the paper's Pulitzer count.

A. G. Sulzberger became publisher on Jan. 1, 2018. A proven leader and force for change in the organization, A. G. now serves as the principal steward of the editorial independence, excellence and long-term prosperity of The New York Times.

Last year The Times won three Pulitzer Prizes:

feature writing for a New York Times Magazine story about Sam Siatta, a Marine struggling to adjust to life after war;

international reporting for an investigative series on Russia's covert projection of power;

and breaking news photography of President Rodrigo Duterte's brutal campaign in the Philippines. (This is The Times's fifth photography Pulitzer Prize in four years.)

2017 Annual Report

One of the reasons millions of subscribers pay for Times journalism is its breadth. The New York Times has always offered comprehensive coverage of U.S. national and political news but The Times now offers much more. In February of last year, we introduced "The Daily," an audio news report that became the most downloaded new podcast on Apple for the year. New York magazine's Vulture called "The Daily" "a triumph, plain and simple." It reinvented the podcast news format and showcases the deep bench of New York Times talent. The Times also led the news industry in virtual reality and 360 video. Since November 2016, The Times produced a 360-degree video each day with more than 200 Times journalists filing these videos from 57 countries. Beyond our outstanding investigative coverage of the sexual harassment issue, this year our newsroom also mobilized to cover a number of large-scale global news stories, providing unrivaled coverage of the Las Vegas mass shooting, earthquakes in Mexico, and back-to-back hurricanes, while covering the rest of the world -- from the economy, to Washington, to the arts and more. We continue to follow the strategy we outlined in "Our Path Forward" and believe we are well on track to meet our goal of $800 million of annual digital revenue by 2020. We thank you for your continued support.

Mark Thompson President and C.E.O. February 27, 2018

2017 AnnuAl RepoRt

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended December 31, 2017

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

Name of each exchange on which registered

Class A Common Stock of $.10 par value

New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: Not Applicable

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer Non-accelerated filer

Accelerated filer Smaller reporting company Emerging growth company

If an emerging growth company, indicate by the check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No

The aggregate worldwide market value of Class A Common Stock held by non-affiliates, based on the closing price on June 25, 2017, the last business day of the registrant's most recently completed second quarter, as reported on the New York Stock Exchange, was approximately $2.7 billion. As of such date, non-affiliates held 66,205 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 23, 2018 (exclusive of treasury shares), was as follows: 164,017,902 shares of Class A Common Stock and 803,763 shares of Class B Common Stock.

Documents incorporated by reference

Portions of the Proxy Statement relating to the registrant's 2018 Annual Meeting of Stockholders, to be held on April 19, 2018, are incorporated by reference into Part III of this report.

INDEX TO THE NEW YORK TIMES COMPANY 2017 ANNUAL REPORT ON FORM 10-K

ITEM NO.

PART I

Forward-Looking Statements

1

1 Business

1

Overview

1

Products

2

Subscriptions and Audience

2

Advertising

3

Competition

4

Other Businesses

4

Print Production and Distribution

4

Raw Materials

5

Employees and Labor Relations

5

Available Information

5

1A Risk Factors

6

1B Unresolved Staff Comments

14

2 Properties

15

3 Legal Proceedings

15

4 Mine Safety Disclosures

15

Executive Officers of the Registrant

16

PART II 5 Market for the Registrant's Common Equity, Related Stockholder

17

Matters and Issuer Purchases of Equity Securities

6 Selected Financial Data

19

7 Management's Discussion and Analysis of

23

Financial Condition and Results of Operations

7A Quantitative and Qualitative Disclosures About Market Risk

47

8 Financial Statements and Supplementary Data

48

9 Changes in and Disagreements with Accountants on

106

Accounting and Financial Disclosure

9A Controls and Procedures

106

9B Other Information

106

PART III 10 Directors, Executive Officers and Corporate Governance

107

11 Executive Compensation

107

12 Security Ownership of Certain Beneficial Owners and

107

Management and Related Stockholder Matters

13 Certain Relationships and Related Transactions, and Director Independence

108

14 Principal Accountant Fees and Services

108

PART IV 15 Exhibits and Financial Statement Schedules

109

16 Form 10-K Summary

111

Signatures

112

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