New York Times (NYT) 2022年年度報告「NYSE」.pdf

《New York Times (NYT) 2022年年度報告「NYSE」.pdf》由會員分享，可在線閱讀，更多相關《New York Times (NYT) 2022年年度報告「NYSE」.pdf（137頁珍藏版）》請在三個皮匠報告上搜索。

1、4b100m145mCooking published more than 700 recipes,and more than 100 million readers visited the site.In 2022,we averaged a 145-million global monthly audience for .2mWe averaged 18,000 daily views for the Old-Fashioned Beef Stew recipe.More than two million digital-only bundle and multiproduct subsc

2、ribers.The Athletic has more than 450 full-time writers,editors and producers,and covers more than 200 clubs and teams around the globe.Games was played almost 4 billion times in 2022 including The Mini Crossword,which was played more than 500 million times.Spelling Bee users reached Genius more tha

3、n 77 million times.Wordle was played more than 2 billion times in 2022.The New York Times Company 2022 Annual ReportTo Our Shareholders,New York Times journalists covered a deluge of consequential stories in the past year,helping our readers understand an increasingly complex and uncertain world.We

4、reported on the war in Ukraine and a strained global order.Documented the midterm elections and increasing polarization in the United States.Tracked a shaky global economy and surging inflation.Exposed the escalating impact of climate change and outlined the search for solutions.The value of New Yor

5、k Times journalism,along with everything else we provide best-in-class offerings for culture,wellness,cooking,puzzles,shopping and sports showed in our strong business results.Despite adverse market conditions,it was our second-best year ever for adding subscribers,with just over a million net digit

6、al subscriber additions.We now have 9.6 million subscribers across our digital and print products,advancing toward our goal of 15 million subscribers by year-end 2027.Early last year,we put into motion our strategy to become the essential subscription for every curious,English-speaking person seekin

7、g to understand and engage with the world.And we made impressive progress on all three of its pillars:building on our lead as the worlds best news destination;becoming more valuable to more people by helping them make the most of their lives and passions;and putting these two ideas together in a mor

8、e expansive and connected bundle that makes The Times indispensable to the lives of tens of millions of people.We saw increasing evidence of just how compelling this is for consumers,with strong demand for our All Access bundle,which includes News,plus Games,Cooking,Wirecutter and The Athletic.By th

9、e end of the year,more than 30 percent of new subscribers were choosing our All Access bundle,roughly six times higher than in 2021.More than two million now subscribe to the bundle or to more than one of our digital products.Two important and strategic acquisitions,Wordle and The Athletic,helped dr

10、ive this success.Wordle delights tens of millions of people daily,driving engagement and opportunities to introduce new audiences to other Times products.With The Athletic,our ambition is to become a global leader in sports journalism.Advertising,the second largest in our multi-revenue stream model,

11、grew more slowly than it did in 2021,but performed relatively well in a tough market.Overall,were pleased with our financial performance in 2022,which included a consolidated operating profit of$202 million.Beyond our financial performance,were committed to giving the people who work for The Times a

12、 workplace that feels inclusive and rewarding to all.Were also focused on identifying opportunities to improve the sustainability of our business operations and,earlier this month,we announced our goal to achieve net zero emissions(Scopes 1 and 2)across our operations by 2030.We know that 2023 will

13、not be without its challenges,but were optimistic about our future and confident in what The Times provides readers and the world.Our journalism powers our business,and our business,in turn,powers our journalism,creating a virtuous cycle that we expect to propel our growth for years to come.2022 ann

14、ual reportThis has never been more true than now,when misinformation,propaganda,punditry and clickbait make it harder than ever to sort fact from fiction,and when fewer institutions are searching for the truth with an open mind and a commitment to independence,fairness and accuracy.We are eager to c

15、ontinue with this important work.Thank you for helping us make our work and mission possible.Meredith Kopit LevienPresident and C.E.O.A.G.SulzbergerChairman and PublisherMarch 10,20232022annual report UNITED STATES SECURITIES AND EXCHANGE COMMISSIONWASHINGTON,D.C.20549FORM 10-K Annual Report pursuan

16、t to Section 13 or 15(d)of the Securities Exchange Act of 1934For the fiscal year ended December 31,2022 Transition Report pursuant to Section 13 or 15(d)of the Securities Exchange Act of 1934For the transition period from _ to _Commission file number 1-5837THE NEW YORK TIMES COMPANY(Exact name of r

17、egistrant as specified in its charter)New York13-1102020(State or other jurisdiction ofincorporation or organization)(I.R.S.EmployerIdentification No.)620 Eighth Avenue,New York,New York 10018(Address and zip code of principal executive offices)Registrants telephone number,including area code:(212)5

18、56-1234 Securities registered pursuant to Section 12(b)of the Act:Title of each classTrading Symbol(s)Name of each exchange on which registeredClass A Common Stock of$.10 par valueNYTNew York Stock ExchangeSecurities registered pursuant to Section 12(g)of the Act:Not ApplicableIndicate by check mark

19、 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

20、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 ch

21、eck mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).Yes No Indicate by check mark whet

22、her 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 Excha

23、nge Act.(Check one):Large Accelerated Filer Accelerated filerNon-accelerated filer Smaller reporting companyEmerging 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 f

24、inancial accounting standards provided pursuant to section 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its managements assessment of the effectiveness of its internal control over financial reporting under Section 404(b)of the Sarba

25、nes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issued its audit report.If securities are registered pursuant to Section 12(b)of the Act,indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of

26、an error to previously issued financial statements.Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrants executive officers during the relevant recovery period pursuant to 24

27、0.10D-1(b).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 24,2022,the last business day of the registrants mos

28、t recently completed second quarter,as reported on the New York Stock Exchange,was approximately$4.8 billion.As of such date,non-affiliates held 37,758 shares of Class B Common Stock.There is no active market for such stock.The number of outstanding shares of each class of the registrants common sto

29、ck as of February 21,2023(exclusive of treasury shares)was as follows:163,690,331 shares of Class A Common Stock and 780,724 shares of Class B Common Stock.Documents incorporated by referencePortions of the Proxy Statement relating to the registrants 2023 Annual Meeting of Stockholders,to be held on

30、 April 26,2023,are incorporated by reference into Part III of this report.INDEX TO THE NEW YORK TIMES COMPANY 2022 ANNUAL REPORT ON FORM 10-K ITEM NO.PARTIForward-Looking Statements11Business1Overview1Our Strategy2Products4Subscribers,Subscriptions and Audience4Advertising5Competition5Other Business

31、es6Print Production and Distribution6Raw Materials6Human Capital7Available Information91ARisk Factors101BUnresolved Staff Comments242Properties243Legal Proceedings244Mine Safety Disclosures24Executive Officers of the Registrant25PARTII5Market for the Registrants Common Equity,Related StockholderMatt

32、ers and Issuer Purchases of Equity Securities266Reserved 277Managements Discussion and Analysis ofFinancial Condition and Results of Operations287AQuantitative and Qualitative Disclosures About Market Risk588Financial Statements and Supplementary Data599Changes in and Disagreements with Accountants

33、onAccounting and Financial Disclosure1199AControls and Procedures1199BOther Information1199CDisclosures Regarding Foreign Jurisdictions that Prevent Inspections119PARTIII10Directors,Executive Officers and Corporate Governance12011Executive Compensation12012Security Ownership of Certain Beneficial Ow

34、ners andManagement and Related Stockholder Matters12013Certain Relationships and Related Transactions,and Director Independence12014Principal Accountant Fees and Services120PARTIV15Exhibits and Financial Statement Schedules12116Form 10-K Summary124Signatures125PARTIFORWARD-LOOKINGSTATEMENTSThis Annu

35、al Report on Form 10-K,including the sections titled“Item 1 Business,”“Item 1A Risk Factors”and“Item 7 Managements Discussion and Analysis of Financial Condition and Results of Operations,”contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933,as amended,

36、and Section 21E of the Securities Exchange Act of 1934,as amended.Terms such as“aim,”“anticipate,”“believe,”“confidence,”“contemplate,”“continue,”“conviction,”“could,”“drive,”“estimate,”“expect,”“forecast,”“future,”“goal,”“guidance,”“intend,”“likely,”“may,”“might,”“objective,”“opportunity,”“optimist

37、ic,”“outlook,”“plan,”“position,”“potential,”“predict,”“project,”“seek,”“should,”“strategy,”“target,”“will,”“would”or similar statements or variations of such words and other similar expressions are intended to identify forward-looking statements,although not all forward-looking statements contain su

38、ch terms.Forward-looking statements are based upon our current expectations,estimates and assumptions and involve risks and uncertainties that change over time;actual results could differ materially from those predicted by such forward-looking statements.Factors that we think could,individually or i

39、n the aggregate,cause our actual results to differ materially from expected and historical results include those described in“Item 1A Risk Factors”below,as well as other risks and factors identified from time to time in our Securities and Exchange Commission(“SEC”)filings.You are cautioned not to pl

40、ace undue reliance on any such forward-looking statements,which speak only as of the date they are made.We undertake no obligation to publicly update or revise any forward-looking statement,whether as a result of new information,future events or otherwise.ITEM1.BUSINESSOVERVIEWThe New York Times Com

41、pany and,unless the context otherwise requires,its consolidated subsidiaries are referred to collectively in this Annual Report on Form 10-K as the“Company,”“we,”“our”and“us.”We are a global media organization focused on creating,collecting and distributing high-quality news and information that hel

42、ps our audience understand and engage with the world,and this mission has contributed to our success.We believe that The Timess original,independent and high-quality reporting,storytelling and journalistic excellence set us apart from other news organizations and are at the heart of what makes our j

43、ournalism worth paying for.The quality of our coverage has been widely recognized with many industry and peer accolades,including more Pulitzer Prizes and citations than any other news organization.The Company includes our digital and print products and related businesses,including:our core news pro

44、duct,The New York Times(“The Times”),which is available on our mobile applications,on our website(NYT)and as a printed newspaper,and associated content such as our podcasts;our other interest-specific products,including The Athletic(our sports media product acquired on February 1,2022),Cooking(our r

45、ecipes product),Games(our puzzle games product)and Audm(our read-aloud audio service),which are available on mobile applications and websites and Wirecutter(our review and recommendation product);andour related businesses,such as our licensing operations;our commercial printing operations;our live e

46、vents business;and other products and services under The Times brand.As of December 31,2022,approximately 9.55 million subscribers had purchased approximately 10.98 million paid subscriptions across our products,more than at any point in our history.We generate revenues principally from the sale of

47、subscriptions and advertising.Subscription revenues consist of revenues from standalone and multi-product bundle subscriptions to our digital products and subscriptions to and single-copy and bulk sales of our print products.Advertising revenue is derived from the sale of our advertising products an

48、d services.Revenue information for the Company appears under“Item 7 Managements Discussion and Analysis of Financial Condition and Results of Operations.”The Company was incorporated on August 26,1896,under the laws of the State of New York.THE NEW YORK TIMES COMPANY P.1OUR STRATEGY Our strategy is

49、to be the essential digital subscription for every curious,English-speaking person seeking to understand and engage with the world,which includes:being the worlds best general interest news destination;becoming more valuable to more people by helping them make the most of their lives and engage with

50、 their passions;andcreating a more expansive and connected product experience that makes our products indispensable.Our latest audience research suggests that there are at least 135 million adults worldwide who are willing to pay for one or more subscriptions to English-language news,sports coverage

51、,puzzles,recipes,expert shopping advice or audio journalism.Our current aim is to reach 15 million total subscribers by year-end 2027,up from approximately 9.55 million at the end of 2022.We believe that focusing on the following priorities will enable us to become an essential subscription for our

52、addressable market and drive long-term,profitable growth for the Company and our stockholders.Producing the best journalismWe believe that our original,independent and high-quality reporting,storytelling and journalistic excellence across topics and formats set us apart from others and are at the he

53、art of what makes our journalism worth paying for.The impact of our journalism and its breadth were evident as we continued to break stories,produce investigative reports and help our audience understand a wide range of topics in 2022,including the ongoing Covid-19 pandemic and its many reverberatio

54、ns,Russias war against Ukraine and the U.S.midterm elections.Producing the best journalism also makes us a more attractive destination for the talented individuals who are vital to the continued success of our business.We will seek to extend our leadership in news by continuing to focus on four majo

55、r areas providing expert beat reporting on a broad array of important subjects,covering breaking news,producing signature journalism projects and excelling at ideas-based commentary and criticism.While general-interest news is and will remain our primary value proposition,we are building leadership

56、positions in a handful of areas that occupy a prominent place in global culture alongside general-interest news including sports,cooking guidance,puzzle gaming and expert shopping recommendations.Our 2022 acquisitions of The Athletic and Wordle(a daily digital word game)were two investments toward e

57、xpanding our offerings to build that leadership.In 2023,we plan to continue investing in our journalism and remain committed to providing a multimedia report of deep breadth,authority,creativity and excellence,produced with a focus on independence and integrity.Growing audience and engagement with o

58、ur productsOur ability to attract,retain and grow our digital subscriber base depends on the size of our audience and its sustained engagement directly with our products.We will continue to focus on reaching a large non-paying audience while also creating a subscription experience aimed at building

59、valuable daily habits that draw people into lifelong relationships worth paying for.Central to our strategy is a high-value subscription package or bundle of interconnected digital products that helps subscribers engage with everything we offer and provides multiple reasons to engage with our produc

60、ts each day.Across all of our products,we have invested in bringing readers back to our content,exposing them to more of our offerings and providing an integrated product experience.Within news,for example,our live briefings keep users up to date on the latest developments across important storyline

61、s.Our suite of email newsletters reaches the inboxes of millions of global users and plays a central role in engaging potential subscribers.Our news mobile applications help surface and provide users with a seamless way to experience a variety of our games,including our word puzzles(Wordle,Spelling

62、Bee and the Crossword)and other games.We plan to continue to invest in engaging content and product features across our news,Cooking,Games and Wirecutter products;to help The Athletic reach more sports fans;and to develop new audio programming and experiment in audio product.We see all of these prod

63、ucts and investments as increasing the value of our bundle and contributing to our essential subscription strategy.P.2 THE NEW YORK TIMES COMPANYGrowing subscribers,revenue and profitWe believe we are still in the early days of penetrating a large and growing global subscription journalism market an

64、d our ambition is to be the leader in that market.In this context,we view a large and growing subscriber base as our best lever for long-term value creation because it generates recurring consumer revenue;has the potential to generate more advertising,commerce and other future revenue opportunities;

65、and contributes to higher marketing efficiency.We plan to continue our emphasis on growing total subscribers through our focus on promoting our digital bundle of interconnected products,which we believe provides the most value to our users and represents the best opportunity to monetize our digital

66、products.While we aim to expose more of our subscribers to everything that we offer through the bundle,we continue to offer subscriptions to each of our products on a standalone basis as well to attract the widest number of subscribers.High-value digital advertising revenue remains an important part

67、 of our business.We believe our journalism attracts valuable audiences and that we provide a trusted platform for advertisers brands.We continue to innovate advertising offerings that integrate well with the user experience,including solutions that use proprietary first-party data to help inform our

68、 clients advertising strategies.We believe we can apply disciplined cost-management while continuing to invest in journalism and product development in support of long-term profitable growth.Given that our investments in our journalism and digital product experience have yielded strong organic subsc

69、riber growth,we expect that well be able to maintain the improved efficiency of our marketing spend for our core products that we demonstrated in the second half of 2022.We also aim to continue to maximize the efficiency and profitability of our print products and services,which remain a significant

70、 part of our business.Using technology and data to propel our growth Achieving our ambition will require products and technology that match the quality of our journalism.Over the past several years,we have invested substantially in the back-end technology and underlying capabilities that enrich the

71、digital experience for users and empower our journalists and business operators.In 2023,we plan to continue prioritizing these areas,with a focus on strengthening our data management infrastructure,enhancing the platforms that power our multi-product digital bundle,and advancing machine-learning app

72、lications across our business.We have already seen and expect to see further benefits from these investments as they help us better engage,habituate,convert and retain more subscribers.THE NEW YORK TIMES COMPANY P.3PRODUCTSThe Companys principal business consists of distributing content through our

73、digital and print platforms.In addition,we distribute selected content on third-party platforms.We offer a digital bundle subscription package that includes access to our digital news product(which includes our news website,NYT,and mobile applications),The Athletic,and our Cooking,Games and Wirecutt

74、er products,as well as standalone digital subscriptions to each of those products and to Audm.Digital subscriptions can be purchased by individual consumers or as part of group education or group corporate subscriptions.Our access model for our news,Cooking,Games and Wirecutter products and The Athl

75、etic generally offers users who have registered free access to a limited number of articles or pieces of content before requiring users to subscribe for access to additional content.We make the choice at times to suspend limits on registered users free access to particularly important news coverage.

76、We also make some of our content free as a way to generate large audiences that we monetize through advertising or by eventually converting them into subscribers;this includes Wordle(a daily digital word game)and our podcasts(which are distributed both on our digital platforms and on third-party pla

77、tforms).The Timess print newspaper,which commenced publication in 1851,is published seven days a week in the United States.The Times also has an international edition of our print newspaper that is tailored for global audiences and is the successor to the International Herald Tribune,which commenced

78、 publication in Paris in 1887.Our print newspapers are sold in the United States and around the world through individual home-delivery subscriptions,bulk subscriptions(primarily by schools and hotels)and single-copy sales.Print home-delivery subscribers are entitled to receive free access to our dig

79、ital news product,The Athletic,and our Cooking,Games and Wirecutter products.SUBSCRIBERS,SUBSCRIPTIONS AND AUDIENCEOur content reaches a broad audience through both digital and print platforms.As of December 31,2022,approximately 9.55 million subscribers across 235 countries and territories had purc

80、hased approximately 10.98 million paid subscriptions to our digital and print products.Paid digital-only subscribers totaled approximately 8.83 million as of December 31,2022.This includes subscribers with paid digital-only subscriptions to one or more of our news product,The Athletic,or our Cooking

81、,Games and Wirecutter products.The international portion of subscribers with a paid digital-only subscription that includes the ability to access the Companys digital news product represented approximately 19%as of December 31,2022.The number of paid digital-only subscribers also includes estimated

82、group corporate and group education subscriptions(which collectively represented approximately 5%of total paid digital subscribers as of December 31,2022).The numbers of paid group subscribers and subscriptions are derived using the value of the relevant contract and a discounted subscription rate.T

83、he actual number of users who have access to our products through group sales is substantially higher.According to comScore Media Metrix,an online audience-measurement service,in 2022,NYT had a monthly average of approximately 99 million unique visitors in the United States on either desktop/laptop

84、computers or mobile devices.Globally,including the United States,NYT had a monthly average of approximately 145 million unique visitors on either desktop/laptop computers or mobile devices,according to internal data estimates.In the United States,The Times had the largest daily and Sunday print circ

85、ulation of all seven-day newspapers for the six-month period ended September 25,2022,according to data collected by the Alliance for Audited Media(“AAM”),an independent agency that audits circulation of most U.S.newspapers and magazines.For the fiscal year ended December 31,2022,The Timess average c

86、irculation(which includes paid and qualified circulation of the newspaper in print)was approximately 310,000 for weekday(Monday to Friday)and 745,000 for Sunday.(Under AAMs reporting guidance,qualified circulation represents copies available for individual consumers that are either non-paid or paid

87、by someone other than the individual,such as copies delivered to schools and colleges and copies purchased by businesses for free distribution.)THE NEW YORK TIMES COMPANY P.4ADVERTISING We offer a comprehensive portfolio of advertising products and services principally to advertisers(such as technol

88、ogy,luxury goods and financial companies)promoting products,services or brands on digital platforms in the form of display ads,audio and video,and in print,in the form of column-inch ads.The majority of our advertising revenue is derived from offerings sold directly to marketers by our advertising s

89、ales teams.A smaller proportion of our total advertising revenues is generated through programmatic auctions run by third-party advertising exchanges.Digital advertising includes our core digital advertising business and other digital advertising.Our core digital advertising includes direct-sold web

90、site,mobile application,podcast,email and video advertisements.Our digital advertising offerings include solutions that use proprietary first-party data to generate predictive insights and help inform our clients advertising strategies while leveraging our audiences in privacy-forward ways.Other dig

91、ital advertising includes advertising revenues generated by open-market programmatic advertising,creative services associated with branded content,advertisements appearing on our Wirecutter product and classified advertising.In 2022,digital advertising represented approximately 61%of our advertising

92、 revenues.At the time of its acquisition,The Athletic had a limited advertising business,consisting primarily of podcast advertising.We are developing a broader set of advertising products and services for the site over time.Print advertising for The Times includes revenue from column-inch ads and c

93、lassified advertising,including line-ads as well as preprinted advertising,also known as freestanding inserts.Column-inch ads are priced according to established rates,with premiums for color and positioning,and classified advertising is paid for on a per-line basis.The Times newspaper had the large

94、st market share in 2022 in print advertising among a national newspaper set that consists of USA Today,The Wall Street Journal and The Times,according to MediaRadar,an independent agency that measures advertising sales volume.In 2022,print advertising represented approximately 39%of our advertising

95、revenues.Our business is affected in part by seasonal patterns in advertising,with generally higher advertising volume in the fourth quarter due to holiday advertising.COMPETITIONWe operate in a highly competitive environment that is subject to rapid change and face significant competition in all as

96、pects of our business.We compete for audience,subscribers and advertising against a wide variety of digital and print media companies,including digital and traditional print content providers,news aggregators,search engines,social media platforms and streaming services,any of which might attract aud

97、iences and/or advertisers to their platforms and away from ours.Our news product most directly competes for audience,subscriptions and advertising with other U.S.and global news and information digital and print products,including The Washington Post,The Wall Street Journal,CNN,BBC News,Vox,The Guar

98、dian and Financial Times.Our digital news product also competes with customized news feeds,news aggregators and social media products of companies such as Apple,Alphabet,Meta Platforms and Twitter.Our other digital products compete with comparable content providers,as well as other digital media of

99、general interest.In addition,we compete for advertising on digital advertising networks and exchanges with real-time bidding and other programmatic buying channels.Competition for subscription revenue and audience is generally based upon content breadth,depth,originality,quality and timeliness;produ

100、ct experience;format;our products pricing and subscription plans and access models;visibility on search engines and social media platforms and in mobile application stores;and service.Competition for advertising revenue is generally based upon the content and format of our products,audience levels a

101、nd demographics,advertising rates,service,targeting capabilities,results observed by advertisers and perceived effectiveness of advertising offerings.We believe that our original,independent and high-quality reporting,storytelling and journalistic excellence across topics and formats set us apart fr

102、om others and is at the heart of what makes our journalism worth paying for,and we believe our journalism attracts valuable audiences and provides a safe and trusted platform for advertisers brands.THE NEW YORK TIMES COMPANY P.5OTHER BUSINESSESWe also derive revenue from other businesses,which prima

103、rily include:The Companys licensing of our intellectual property.We license content to digital aggregators in the business,professional,academic and library markets in addition to licensing select content to third-party digital platforms for access by their users.As part of our news and syndication

104、services,we license articles,graphics and photographs to over 1,500 clients,including newspapers,magazines and websites in over 85 countries and territories worldwide.We also license content for use in television,films and books;provide rights to reprint articles;and create and sell news digests bas

105、ed on our content;Our Wirecutter product,which generates affiliate referral revenue(revenue generated by offering direct links to merchants in exchange for a portion of the sale price upon completion of a transaction)in addition to advertising and subscription revenue;The Companys commercial printin

106、g operations,which utilize excess capacity at our facility in College Point,N.Y.,to print and distribute products for third parties;andThe Companys live events business,which hosts events to connect audiences with our journalists and outside thought leaders,and is monetized through sponsorship and a

107、dvertising.PRINT PRODUCTION AND DISTRIBUTIONThe Times is currently printed at our production and distribution facility in College Point,N.Y.,as well as under contract at 24 remote print sites across the United States.We also utilize excess capacity at our College Point facility for commercial printi

108、ng and distribution for third parties.The Times is delivered in the New York metropolitan area through a combination of our own drivers and agreements with other newspapers and third-party delivery agents.In other markets in the United States and Canada,The Times is delivered through agreements with

109、 other newspapers and third-party delivery agents.The international edition of The Times is printed under contract at 28 sites throughout the world and is sold in approximately 80 countries and territories.It is distributed through agreements with other newspapers and third-party delivery agents.RAW

110、 MATERIALSThe primary raw materials we use are newsprint and coated paper,which we purchase from a number of North American and European producers.A significant portion of our newsprint is purchased from Resolute FP US Inc.,a subsidiary of Resolute Forest Products Inc.,a large global manufacturer of

111、 paper,market pulp and wood products.In 2022 and 2021,we used the following types and quantities of paper:(In metric tons)20222021Newsprint(1)65,000 63,600 Coated and Supercalendered Paper(2)9,700 9,800(1)Newsprint usage includes paper used for commercial printing.(2)We use a mix of coated and super

112、calendered paper for The New York Times Magazine,and coated paper for T:The New YorkTimes Style Magazine.P.6 THE NEW YORK TIMES COMPANYHUMAN CAPITALBy acting in accordance with our mission and our values independence,integrity,curiosity,respect,collaboration and excellence we serve our readers and s

113、ociety,ensure the continued strength of our journalism and business,and foster a healthy and vibrant Times culture.The employees who make up our workplace are vital to the continued success of our mission and business and central to our long-term strategy.In order to attract,develop,retain and maxim

114、ize the contributions of world-class talent,we work to create an engaging and rewarding employee experience in a variety of ways,including building a more diverse,equitable and inclusive workplace;developing and promoting talent;providing equitable and competitive compensation and benefits(total rew

115、ards);and supporting employees health,safety and well-being.As of December 31,2022,we had approximately 5,800 full-time equivalent employees,which includes more than 2,600 involved in our journalism operation.While we have employees located throughout the world,our employees are primarily located in

116、 the United States.Building a more diverse,equitable and inclusive workplaceEach year,we prepare an in-depth report on diversity and inclusion to promote accountability over time.Steps to advance our diversity,equity and inclusion goals include:Investing in dedicated resources.We have a dedicated te

117、am to lead and support our diversity,equity and inclusion initiatives.Promoting an equitable and respectful workplace culture.This includes a rigorous and transparent process for investigating workplace complaints and concerns,as well as expectations for our employees on how to approach their work a

118、nd engage with,manage and lead each other.Focusing on pay equity.Every two years,including in 2021,we conduct a pay-equity study,an in-depth review of our compensation practices conducted with an outside expert to identify,assess and rectify any inconsistencies in pay.We analyze average differences

119、across race and gender of people performing similar work,taking into account factors that explain legitimate differences in pay,such as tenure and performance,and also perform a thorough analysis of individual pay.Investing in diversifying the employee pipeline.We seek to continuously improve our ta

120、lent attraction programs and practices,including by building diverse candidate pools and pipelines,using inclusive and accessible job descriptions and promoting equitable recruitment and hiring practices.We invest in programs like The New York Times Fellowship Program(a one-year work program for up-

121、and-coming journalists),The New York Times Corps(a talent-pipeline and career-mentorship program for college students)and the Editing Residency Program(a two-year training program for editors)and support many outside organizations dedicated to increasing diversity in journalism,technology and media.

122、Evolving opportunities for identity-based connection.We currently have 13 active employee resource groups,which help create a more inclusive environment for all employees;allow space to connect on shared experiences;serve as another channel for communication with leadership;and provide mentoring,car

123、eer development and volunteering opportunities.Our annual diversity reports,and more information on our approach to diversity,can be found at contents of our diversity reports are not incorporated by reference into this Annual Report on Form 10-K or in any other report or document we file with the S

124、EC.Developing talentWe recognize the importance of creating opportunities for employees to develop and succeed at every level.Identifying and putting in place effective executive leadership is critically important to our success.Our Board of Directors works with senior management to ensure that plan

125、s are in place for both short-and long-term executive succession.The Board conducts an annual detailed review of the Companys leadership pipeline and succession plans for key senior leadership roles.We value ongoing development and continuous learning throughout the organization.We strive to support

126、 and provide enriching opportunities to our employees,including through a range of training,talks,professional THE NEW YORK TIMES COMPANY P.7development resources,and programs such as our employee mentorship program.We also continue to work to further elevate how we lead,manage and promote people,in

127、cluding bolstering feedback,support and performance enablement systems.Providing equitable and competitive total rewardsWe offer comprehensive total rewards,which are designed to meet the needs of our current and future employees;support the Companys strategic goals,mission and values;drive a high-p

128、erformance culture;and offer competitive and equitable pay.In line with our business goals,our total rewards philosophy links compensation to performance.Along with the compensation and benefits we provide,our reputation,workplace culture,and focus on equity and inclusion are all factors that help u

129、s attract and retain highly skilled people of diverse backgrounds.Supporting employees health,safety and well-beingOur employees well-being is vital to our success,and their physical,mental and financial health are a top priority.We have invested in a variety of programs based on region that help su

130、pport their day-to-day wellness needs and goals,including,but not limited to,health benefits,access to licensed professional counselors,health coaching and advocacy services,fitness resources,child and elder care help,financial wellness programs and more.During the Covid-19 pandemic,we transitioned

131、to having the vast majority of our employees work remotely.We more recently transitioned to a hybrid work environment,with many of our employees expected to work both from the office and remotely.To prepare for hybrid work,we invested in our offices as well as in technological tools,and we continue

132、to focus on building workplace experience capabilities to support a variety of work styles where individuals,teams and our business can be successful.We have also continued to evolve our remote and distributed work policies and practices and to adapt to evolving workplace and workforce dynamics.Labo

133、r RelationsApproximately 42%of our full-time equivalent employees were represented by unions as of December 31,2022,including certain of our technology employees who formed a union in 2022.The following is a list of collective bargaining agreements covering various categories of the Companys employe

134、es and their corresponding expiration dates.As indicated below,one of our collective bargaining agreements with the NewsGuild of New York,under which approximately 22%of our full-time equivalent employees are covered,has expired and negotiations for a new contract are ongoing.Additionally,as indicat

135、ed below,two collective bargaining agreements,under which approximately 3%of our full-time equivalent employees are covered,will expire within one year and negotiations for new contracts are either ongoing or expected to begin in the near future.In addition,we are in the process of negotiating an in

136、itial collective bargaining agreement with certain of our technology employees.We cannot predict the timing or the outcome of these negotiations.Employee CategoryExpiration DateNewsGuild of New York(The New York Times)March 30,2021MailersMarch 30,2023Voice ActorsOctober 31,2023NewsGuild of New York(

137、Wirecutter)February 28,2024TypographersMarch 30,2025DriversMarch 30,2026MachinistsMarch 30,2026PaperhandlersMarch 30,2026StereotypersMarch 30,2026PressmenMarch 30,2027P.8 THE NEW YORK TIMES COMPANYAVAILABLE INFORMATIONWe maintain a corporate website at http:/,and we encourage investors and other int

138、erested persons to use it as a way of easily finding information about 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

139、this website as soon as reasonably practicable after such reports have been filed with or furnished to the SEC.In addition,we may periodically make announcements or disclose important information for investors on this website,including press releases or news regarding our financial performance and o

140、ther items that may be material or of interest to our investors.Therefore,we encourage investors,the media,and others interested in our Company to review the information we post on this website.We have included our website addresses throughout this report as inactive textual references only.The info

141、rmation contained on the websites referenced herein is not incorporated into this filing.THE NEW YORK TIMES COMPANY P.9ITEM1A.RISKFACTORSThis section highlights specific risks that could affect us and our businesses.You should carefully consider each of the following risks,as well as the other infor

142、mation included in this Annual Report on Form 10-K.Our business,financial condition,results of operations and/or the price of our publicly traded securities could be materially adversely affected by any or all of these risks,or by other risks or uncertainties not presently known or currently deemed

143、immaterial,that may adversely affect us in the future.Risks Related to Our Business and IndustryWe face significant competition in all aspects of our business.We operate in a highly competitive environment that is subject to rapid change.We compete for audience share and subscribers,as well as subsc

144、ription,advertising and other revenues such as licensing and affiliate referral revenues.Our competitors include content providers and distributors,as well as news aggregators,search engines and social media platforms.Competition among these companies is robust,and new competitors can quickly emerge

145、.Our ability to compete effectively depends on many factors both within and beyond our control,including among others:our ability to continue delivering a breadth of high-quality journalism and content that is interesting and relevant to our audience;our reputation and brand strength relative to tho

146、se of our competitors;the popularity,usefulness,ease of use,format,performance,reliability and value of our digital products,compared with those of our competitors;the sustained engagement of our audience directly with our products;our ability to reach new users in the United States and abroad;our a

147、bility to develop,maintain and monetize our products;our products pricing and subscription plans and our content access models;our visibility on search engines and social media platforms and in mobile app stores,compared with the visibility of our competitors;our marketing and selling efforts,includ

148、ing our ability to differentiate our products and services from those of our competitors;our ability to attract,retain,and motivate talented employees,including journalists and people working in digital product development disciplines,among others,who are in high demand;our ability to provide advert

149、isers with a compelling return on their investments;and our ability to manage and grow our business in a cost-effective manner.Some of our current and potential competitors provide free and/or lower-priced alternatives to our products,and/or have greater resources than we do,which may allow them to

150、compete more effectively than us.In addition,several companies with competing news destinations,subscriptions and other products,such as Apple and Alphabet,control how our content is discovered,displayed and monetized in some of the primary environments in which we develop relationships with users,a

151、nd therefore can affect our ability to compete effectively.Some of these companies encourage their large audiences to consume our content within their products,impacting our ability to attract,engage and monetize users directly.Our ability to grow the size and profitability of our subscriber base de

152、pends on many factors,both within and beyond our control,and a failure to do so could adversely affect our results of operations and business.Revenue from subscriptions to our digital and print products makes up a majority of our total revenue.Our future growth and profitability depend upon our abil

153、ity to retain,grow and effectively monetize our audience and subscriber base in the United States and abroad.We have invested and will continue to invest significant resources in our efforts to do so,including our acquisition of The Athletic and our investments in cross-product integrations such P.1

154、0 THE NEW YORK TIMES COMPANYas our multi-product digital bundle subscription package,but there is no assurance that we will be able to successfully grow our subscriber base in line with our expectations,or that we will be able to do so without taking steps such as adjusting our pricing or incurring

155、subscription acquisition costs that could adversely affect our subscription revenues,margin and/or profitability.Our ability to attract and grow our digital subscriber base depends on the size of our audience and its sustained engagement directly with our products,including the breadth,depth and fre

156、quency of use.The size and engagement of our audience depends on many factors both within and beyond our control,including significant news,sports and other events;user sentiment about the quality of our content and products;the free access we provide to our content;the format and breadth of our off

157、erings;varied and changing consumer expectations and behaviors(including consumers interest in news content);and our ability to successfully manage changes implemented by search engines and social media platforms or potential changes in the search ecosystem that affect or could affect the visibility

158、 of our content,among other factors.Consumers willingness to subscribe to our products may depend on a variety of factors,including their engagement,our subscription plans and pricing,the perceived differentiated value of being a subscriber,our ability to adapt to changes in technology,consumers dis

159、cretionary spending habits,and our marketing expenditures and effectiveness,as well as other factors within and outside our control.Our ability to attract subscribers also depends on the size and speed of development of the markets for high-quality,English-language news,sports information,puzzles,re

160、cipes,shopping advice and/or audio journalism,which are uncertain.We may also face additional challenges in expanding our subscriber bases to new audiences,which is part of our strategy,and the growth of our business could be harmed if our expansion efforts do not succeed.For example,we could be at

161、a disadvantage compared with local and multinational competitors who may devote more resources to local or regional coverage than we do.Our continued expansion will depend on our ability to adapt,on a cost-effective basis,our content,products,pricing,marketing and payment processing systems for new

162、audiences.As we increase the size of our subscriber base,we expect it will become increasingly difficult to maintain our rate of growth.We must also manage the rate at which subscriptions to our products are canceled what we refer to as our“churn.”Subscriptions are canceled for a variety of reasons,

163、including the factors referenced above that impact consumers willingness to subscribe to our products as well as subscribers perception that they do not engage with our content sufficiently,the end of promotional pricing or other adjustments in our subscription pricing,changes in the payment industr

164、y(including changes in payment regulations,standards or policies),and the expiration of subscribers credit cards.New subscriber cohorts may not retain at the same rate as prior cohorts of subscribers,particularly as we endeavor to encourage users who may spend less time with our products to subscrib

165、e.The future growth of our business and profitability also depends on our ability to successfully monetize our subscriber relationships.We are investing in efforts to encourage subscribers to use and pay for multiple products,primarily through our multi-product digital bundle and the integration of

166、our digital products,but there can be no assurance that such efforts will be successful in attracting,retaining and monetizing subscribers.We have also invested in efforts to align our pricing model with users willingness to pay,and may continue to implement changes in our pricing,subscription plans

167、 or pricing model that could have an adverse impact on our ability to attract,engage and retain subscribers.The number of print subscribers continues to decline as the media industry has transitioned from being primarily print-focused to digital and we do not expect this trend to reverse.We will be

168、limited in our ability to offset the resulting print revenue declines with revenue from home-delivery price increases,particularly as our print product becomes more expensive relative to other media alternatives,including our digital products.If we are unable to offset and ultimately replace continu

169、ed print subscription revenue declines with other sources of revenue,such as digital subscriptions,our operating results will be adversely affected.Our user and other metrics are subject to inherent challenges in measurement,and real or perceived inaccuracies in those metrics may harm our reputation

170、 and our business.We track certain metrics,such as subscribers,average revenue per subscriber and registered users,which are used to measure our performance and which we use to evaluate growth trends and make strategic decisions.These metrics are calculated using internal company data as well as inf

171、ormation we receive from third parties and are subject to inherent challenges in measurement.For example,there may be individuals who have multiple Times subscriptions or registrations,which we treat as multiple subscribers or registrations,as well as single subscriptions and registrations that are

172、used by more than one person.In addition,we rely on estimates in calculating subscriber THE NEW YORK TIMES COMPANY P.11and subscription metrics in connection with group corporate and educational subscriptions.The complex systems,processes and methodologies used to measure these metrics require signi

173、ficant effort,judgment and design inputs,and are susceptible to human error,technical errors and other vulnerabilities,including those in hardware devices,operating systems and other third-party products or services on which we rely.We also depend on accurate reporting by third parties such as Apple

174、 and Alphabet,as some of our subscribers purchase their subscriptions through these intermediaries,and our control over the information available to us from these third parties is limited.Accordingly,our metrics may not reflect the actual number of people using our products.Inaccuracies or limitatio

175、ns in these metrics may affect our understanding of certain details of our business,which could result in suboptimal business decisions and/or affect our longer-term strategies.In addition,we are continually seeking to improve our estimates of these metrics,which requires continued investment,and as

176、 our tools and methodologies for measuring these metrics evolve,there may be unexpected changes to our metrics.Real or perceived inaccuracies in our reported metrics could harm our reputation and/or subject us to legal or regulatory actions and/or adversely affect our operating and financial results

177、.Our advertising revenues are affected by numerous factors,including market dynamics,evolving digital advertising trends and the evolution of our strategy.We derive substantial revenues from the sale of advertising in our products.As the digital advertising market continues to evolve,our ability to

178、compete successfully for advertising budgets will depend on,among other things,our ability to engage and grow digital audiences,collect and leverage data,and demonstrate the value of our advertising and the effectiveness of our products to advertisers.In determining whether to buy advertising with u

179、s,advertisers consider the demand for and content and format of our products,demographics of our audience,advertising rates,targeting capabilities,results observed by advertisers,and perceived effectiveness of advertising offerings and alternative advertising options.Companies with large digital pla

180、tforms,such as Meta Platforms,Alphabet and Amazon,which have greater audience reach,audience data and targeting capabilities than we do,command a large share of the digital advertising market,and we anticipate that this will continue.In addition,there is continued increasing demand for digital adver

181、tising in formats that are dominated by these platforms,particularly vertical short-form video and streaming,and we may not be able to compete effectively in these formats.The remaining market is subject to significant competition among publishers and other content providers,and audience fragmentati

182、on.These dynamics have affected,and will likely continue to affect,our ability to attract and retain advertisers and to maintain or increase our advertising rates.Digital advertising networks and exchanges with real-time bidding and other programmatic buying channels that allow advertisers to buy au

183、diences at scale also play a significant role in the marketplace and represent another source of competition.They have caused and may continue to cause further downward pricing pressure and the loss of a direct relationship with marketers,especially during periods of economic downturn.The evolving s

184、tandards for delivery of digital advertising,as well as the development and implementation of technology,regulations,policies,practices and consumer expectations that adversely affect our ability to deliver,target or measure the effectiveness of advertising(including blocking the display of advertis

185、ing,the phase-out of browser support for third-party cookies and of mobile operating systems for advertising identifiers,and new privacy regulations providing for additional consumer rights),may also adversely affect our advertising revenues if we are unable to develop effective solutions to mitigat

186、e their impact.Our digital advertising offerings include products that use proprietary first-party data to generate predictive insights and help inform our clients advertising strategies.Our ability to quickly and effectively evolve these products;the volume,quality,and price of competitive products

187、;and continued changes to industry regulation all have the potential to impact the success of this strategy.Our digital advertising operations also rely on technologies(particularly Alphabets ad manager)that,if interrupted or meaningfully changed,or if the providers leverage their power to alter the

188、 economic structure,could have an adverse impact on our advertising revenues,operating costs and/or operating results.Although print advertising revenue represents a significant portion of our total advertising revenue,our revenues from print advertising continue to decline over time,and we do not e

189、xpect this trend to reverse.P.12 THE NEW YORK TIMES COMPANYOur business and financial results may be adversely impacted by economic,market,public health and geopolitical conditions or other events causing significant disruption.We and the companies with which we do business are subject to risks and

190、uncertainties caused by factors beyond our control,including economic,public health and geopolitical conditions.These include economic weakness,uncertainty and volatility,including the potential for a recession;a competitive labor market and evolving workforce expectations(including for unionized em

191、ployees);inflation;supply chain disruptions;rising interest rates;the continued effects of the Covid-19 pandemic;and political and sociopolitical uncertainties and conflicts(including the war in Ukraine).These factors may result in declines and/or volatility in our results.For example,advertising sp

192、ending is sensitive to economic,public health and geopolitical conditions,and our advertising revenues have been and could be further adversely affected as advertisers respond to such conditions by reducing their budgets or shifting spending patterns or priorities,or if they are forced to consolidat

193、e or cease operations.Some of our traditional print advertisers may be particularly susceptible to such impacts,and these factors may further accelerate the decline of our print advertising revenues over time.In addition,economic,public health and geopolitical conditions may lead to fluctuations in

194、the size and engagement of our audience,which can impact our ability to attract,engage and retain audience and subscribers.To the extent economic conditions lead consumers to reduce spending on discretionary activities,subscribers may increasingly shift to lower-priced subscription options and/or ou

195、r ability to retain current and obtain new subscribers or implement price increases could be hindered,which would adversely impact our subscription revenue.Public health conditions have also resulted and may in the future result in the postponement and cancellation of live events,adversely affecting

196、 our revenues from live events and related services and potentially the performance of some of our products such as The Athletic.Our costs may also be adversely affected by economic,public health and/or geopolitical conditions.For example,if inflation remains at current levels,or increases,for an ex

197、tended period,our employee-related costs are likely to increase.Our printing and distribution costs have been impacted and may be further impacted by inflation and higher costs,including those associated with raw materials,delivery costs and/or utilities.Increased inflation and market volatility,inc

198、luding as a result of geopolitical conditions,may also adversely impact our investment portfolio and our pension plan obligations.Any events causing significant disruption or distraction to the public or to our workforce,or impacting overall macroeconomic conditions,such as a resurgence of the Covid

199、-19 pandemic or other public health crises,supply chain disruptions,political instability or crises,war,social unrest,terrorist attacks,natural disasters and other adverse weather and climate conditions,or other unexpected events,could also disrupt our operations or the operations of one or more of

200、the third parties on which we rely.If a significant portion of our workforce or the workforces of the third parties with which we do business(including our advertisers,newsprint suppliers or print and distribution partners)is unable to work due to illness,power outages,connectivity issues or other c

201、auses that impact individuals ability to work,our operations and financial performance may be negatively impacted.The future impact that economic,public health and geopolitical conditions will have on our business,operations and financial results is uncertain and will depend on numerous evolving fac

202、tors and developments that we are not able to reliably predict or mitigate.It is also possible that these conditions may accelerate or worsen the other risks discussed in this section.Our brand and reputation are key assets of the Company.Negative perceptions or publicity could adversely affect our

203、business,financial condition and results of operations.We believe The New York Times brand is a powerful and trusted brand with an excellent reputation for high-quality independent journalism and content,and this brand is a key element of our business.Our brand,and the sub-brands it encompasses(incl

204、uding The Athletic,Cooking,Games and Wirecutter),might be damaged by incidents that erode consumer trust(such as negative publicity),a perception that our journalism is unreliable or a decline in the perceived value of independent journalism or general trust in the media,which may be in part as a re

205、sult of changing political and cultural environments in the United States and abroad or active campaigns by domestic and international political and commercial actors.We may introduce new products or services that are not well received and that may negatively affect our brand.Our brand and reputatio

206、n could also be adversely impacted by negative claims or publicity regarding the Company or its operations,products,employees,practices(including social and environmental practices)or business affiliates(including advertisers),as well as our potential inability to adequately respond to such negative

207、 claims or publicity,even if such claims are untrue.Our brand and reputation could also be THE NEW YORK TIMES COMPANY P.13damaged if we fail to provide adequate customer service,or by failures of third-party vendors we rely on in many contexts.We invest in defining and enhancing our brand and sub-br

208、ands.These investments are considerable and may not be successful.To the extent our brand and reputation are damaged,our ability to attract and retain readers,subscribers,advertisers and/or employees could be adversely affected,which could in turn have an adverse impact on our business,revenues and

209、operating results.Significant disruptions in our newsprint supply chain or newspaper printing and distribution channels,or a significant increase in the costs to print and distribute our newspaper,would have an adverse effect on our operating results.The Times newspaper,as well as other commercial p

210、rint products,are printed at our production and distribution facility in College Point,N.Y.Outside of the New York area,The Times is printed and distributed under contracts with print and distribution partners across the United States and internationally.Our production and distribution facility and

211、our print partners rely on suppliers for deliveries of newsprint.The price of newsprint has historically been volatile,and its availability may be affected by various factors,including supply chain disruptions,transportation issues,labor shortages or unrest,conversion to paper grades other than news

212、print and other disruptions that may affect production or deliveries of newsprint.A significant increase in the price of newsprint,or a significant disruption in our or our partners newsprint supply chain,would adversely affect our operating results.To the extent that financial pressures,newspaper i

213、ndustry trends or economics,labor shortages or unrest,or other circumstances affect our print and distribution partners and/or lead to reduced operations or consolidations or closures of print sites and/or distribution routes,this can increase the cost of printing and distributing our newspapers,dec

214、rease our revenues if printing and distribution are disrupted and/or impact the quality of our printing and distribution.Some of our print and distribution partners have taken steps to reduce their geographic scope and/or the frequency with which newspapers are printed and distributed,and additional

215、 partners may take similar steps.The geographic scope and frequency with which newspapers are printed and distributed by our partners at times affects our ability to print and distribute our newspaper and can adversely affect our operating results.If we experience significant disruptions in our news

216、print supply chain or newspaper printing and distribution channels,or a significant increase in the costs to print and distribute our newspaper,our reputation and/or operating results may be adversely affected.Furthermore,as subscriptions to our and other companies print products continue to decline

217、,our and our vendors fixed costs to print and deliver paper products are spread over fewer paper copies.We may be unable to offset these increasing per-unit costs,alongside decreasing print subscriptions,with revenue from price increases,and our operating results may be adversely affected.The intern

218、ational scope of our business exposes us to risks inherent in foreign operations.We have news bureaus and other offices around the world,and our digital and print products are generally offered globally.We are focused on further expanding the international scope of our business and face the inherent

219、 risks associated with doing business abroad,including:government policies and regulations that restrict our products and operations,including restrictions on access to our content and products,the expulsion of journalists or other employees or other restrictive or retaliatory actions or behavior;ef

220、fectively staffing and managing foreign operations;providing for the health and safety of our journalists and other employees and affiliates around the world;potential legal,political or social uncertainty and volatility or catastrophic events that could restrict our journalists travel or otherwise

221、adversely impact our operations and business and/or those of the companies with which we do business;navigating local customs and practices;protecting and enforcing our intellectual property and other rights under varying legal regimes;complying with applicable laws and regulations,including those g

222、overning intellectual property;defamation;publishing certain types of information;labor,employment and immigration;tax;payment processing;the P.14 THE NEW YORK TIMES COMPANYprocessing(including the collection,use,retention and sharing),privacy and security of consumer and staff data;and U.S.and fore

223、ign anti-corruption laws and economic sanctions;restrictions on the ability of U.S.companies to do business in foreign countries,including restrictions on foreign ownership,foreign investment or repatriation of funds;higher-than-anticipated costs of entry;andcurrency exchange rate fluctuations.Adver

224、se developments in any of these areas could have an adverse impact on our business,financial condition and results of operations.For example,we may incur increased costs necessary to comply with existing and newly adopted laws and regulations or penalties for any failure to comply.Environmental,soci

225、al and governance matters and any related reporting obligations may impact our businesses.U.S.and international regulators,investors and other stakeholders are increasingly focused on environmental,social and governance,or ESG,matters.New domestic and international laws and regulations relating to E

226、SG matters,including human capital,diversity,sustainability,climate change,privacy and cybersecurity,are under consideration or being adopted.These laws and regulations may include specific,target-driven disclosure requirements or obligations.Our response to such requirements or obligations,as well

227、as our ESG initiatives,may require additional investments,increased attention from management and the implementation of new practices and reporting processes,and involve additional compliance risk.Perceptions of our initiatives may differ widely and present risks to our brand and reputation.In addit

228、ion,our ability to implement some initiatives is dependent on external factors.For example,our ability to carry out our sustainability initiatives may depend in part on third-party collaboration,mitigation innovations and/or the availability of economically feasible solutions at scale.Any failure,or

229、 perceived failure,by us to comply with complex,technical,and rapidly evolving ESG-related laws and regulations may negatively impact our reputation and result in penalties or fines.Adverse results from litigation or governmental investigations can impact our business practices and operating results

230、.From time to time,we are party to litigation,including matters relating to alleged defamation,consumer class actions and employment-related matters,as well as regulatory,environmental and other proceedings with governmental authorities and administrative agencies.Adverse outcomes in lawsuits or inv

231、estigations could result in significant monetary damages or injunctive relief that could adversely affect our results of operations or financial condition as well as our ability to conduct our business as it is presently being conducted.In addition,regardless of merit or outcome,such proceedings can

232、 have an adverse impact on the Company as a result of legal costs,diversion of the attention of management and other personnel,harm to our reputation,and other factors.Risks Related to Acquisitions,Divestitures and InvestmentsAcquisitions,divestitures,investments and other transactions could adverse

233、ly affect our costs,revenues,profitability and financial position.In order to position our business to take advantage of growth opportunities,we intend to continue to engage in discussions,evaluate opportunities and enter into agreements for possible additional acquisitions,divestitures,investments

234、and other transactions.We may also consider the acquisition of,or investment in,specific properties,businesses or technologies that fall outside our traditional lines of business and diversify our portfolio,including those that may operate in new and developing industries,if we deem such properties

235、sufficiently attractive.Acquisitions may involve significant risks and uncertainties,including:difficulties in integrating acquired businesses(including cultural challenges associated with transitioning employees from the acquired company into our organization);failure to correctly anticipate liabil

236、ities,deficiencies,or other claims and/or other costs;diversion of management attention from other business concerns or resources;use of resources that are needed in other parts of our business;possible dilution of our brand or harm to our reputation;THE NEW YORK TIMES COMPANY P.15the potential loss

237、 of key employees;risks associated with strategic relationships;risks associated with integrating operations and systems,such as financial reporting,internal control,compliance and information technology(including cybersecurity and data privacy controls)systems,in an efficient and effective manner;a

238、ndother unanticipated problems and liabilities.Competition for certain types of acquisitions is significant.We may not be able to find suitable acquisition candidates,and we may not be able to complete acquisitions or other strategic transactions on favorable terms,or at all.Even if successfully neg

239、otiated,closed and integrated,certain acquisitions or investments may prove not to sufficiently advance our business strategy or provide the anticipated benefits,may cause us to incur unanticipated costs or liabilities,may result in write-offs of impaired assets,and may fall short of expected return

240、 on investment targets,which could adversely affect our business,results of operations and financial condition.We completed our acquisition of The Athletic Media Company on February 1,2022.We have invested and intend to invest additional amounts in an effort to scale The Athletics subscriptions busi

241、ness,build its advertising business and make The Athletic,which operated at a loss prior to the acquisition,accretive to our overall profitability.The success of the acquisition will depend,in part,on our ability to successfully apply our journalistic,subscription,advertising,marketing and operation

242、al expertise,and to create a seamless journalistic,product and commercial experience and value proposition for our users and advertisers,to help grow The Athletic in an effective,efficient and profitable manner.We may not be able to achieve our intended strategy or manage The Athletic successfully,o

243、r doing so may be costlier than we anticipate,and we may experience difficulty in realizing the expected benefits of this acquisition.In addition,we have divested and may in the future divest certain assets or businesses that no longer fit within our strategic direction or growth targets.Divestiture

244、s involve significant risks and uncertainties that could adversely affect our business,results of operations and financial condition.These include,among others,the inability to find potential buyers on favorable terms,disruption to our business and/or diversion of management attention from other bus

245、iness concerns,loss of key employees and possible retention of certain liabilities related to the divested business.Finally,we have made minority investments in companies,and we may make similar investments in the future.Such investments subject us to the operating and financial risks of these busin

246、esses and to the risk that we do not have sole control over the operations of these businesses.Our investments are generally illiquid and the absence of a market may inhibit our ability to dispose of them.In addition,if the book value of an investment were to exceed its fair value,we would be requir

247、ed to recognize an impairment charge related to the investment.Investments we make in new and existing products and services expose us to risks and challenges that could adversely affect our operations and profitability.We have invested and expect to continue to invest significant resources to enhan

248、ce and expand our existing products and services and to acquire and develop new products and services.These investments have included,among others:improvements to our digital news product,The Athletic and our other products,including the enhancement of our users experiences of our products and the i

249、ntegration of our products into our multi-product digital bundle subscription package;various audio and film and television initiatives;and investments in our commercial printing and other ancillary operations.These efforts present numerous risks and challenges,including the need for us to appeal to

250、 new audiences,develop additional expertise in certain areas,overcome technological and operational challenges and effectively allocate capital resources;new and/or increased costs(including marketing and compliance costs and costs to recruit,integrate and retain talented employees);risks associated

251、 with strategic relationships such as content licensing;new competitors(some of which may have more resources and experience in certain areas);and additional legal and regulatory risks from expansion into new areas.As a result of these and other risks and challenges,growth into new areas may divert

252、internal resources and the attention of our management and other personnel,including journalists and product and technology specialists.Although we believe we have a strong and well-established reputation as a global media company,our ability to market our products effectively,and to gain and mainta

253、in an audience,particularly for some of our newer digital products,is not certain,and if they are not favorably received,our brand may be adversely affected.Even if our new products and services,or enhancements to existing products and services,are favorably received,they may not P.16 THE NEW YORK T

254、IMES COMPANYadvance our business strategy as expected,may result in unanticipated costs or liabilities and may fall short of expected return on investment targets or fail to generate sufficient revenue to justify our investments,which could result in write-offs of impaired assets and/or adversely af

255、fect our business,results of operations and financial condition.Risks Related to Our Employees and Pension ObligationsAttracting and maintaining a talented and diverse workforce,which is vital to our success,is increasingly challenging and costly;failure to do so could have a negative impact on our

256、competitive position,reputation,business,financial condition and results of operations.Our ability to attract,develop,retain and maximize the contributions of world-class talent from diverse backgrounds,and to create the conditions for our people to do their best work,is vital to the continued succe

257、ss of our business and central to our long-term strategy.Our employees and the individuals we seek to hire(particularly journalists,people working in digital product development disciplines and talent from diverse backgrounds)are highly sought after by our competitors and other companies,some of whi

258、ch have greater resources than we have and may offer compensation and benefits packages that are perceived to be better than ours.As a result,we may incur significant costs to attract them and/or may not be able to retain our existing employees or hire new employees quickly enough to meet our needs.

259、Our continued ability to attract and retain highly skilled talent from diverse backgrounds for all areas of our organization depends on many factors,including the compensation and benefits we provide;our reputation;workplace culture;and progress with respect to diversity,equity and inclusion efforts

260、.Our employee-related costs have grown in recent years,and they may further increase,including as a result of a competitive labor market and evolving workforce expectations(including for unionized employees).In addition,stock-based compensation is an increasing component of our overall compensation,

261、and if the perceived value of our equity awards relative to those of our competitors declines,including as a result of declines in the market price of our Class A common stock or changes in perception about our future prospects,that may adversely affect our ability to recruit and retain talent.We mu

262、st also continue to adapt to ever-changing workplace and workforce dynamics and other changes in the business and cultural landscape.For example,we have transitioned to hybrid work with many of our employees expected to work both from the office and remotely,which may make us undesirable to talent t

263、hat prefers different working arrangements or locations.Failing to adapt effectively to these changes or to otherwise meet workforce expectations could impact our ability to compete effectively(including for talent)or have an adverse impact on our corporate culture or operations.If we were unable to

264、 attract and retain a talented and diverse workforce,it would disrupt our operations and our ability to complete ongoing projects;would impact our competitive position and reputation;and could adversely affect our business,financial condition or results of operations.Effective succession planning is

265、 also important to our long-term success,and a failure to effectively ensure the transfer of knowledge and train and integrate new employees could hinder our strategic planning and execution.A significant number of our employees are unionized,and our business and results of operations could be adver

266、sely affected if labor agreements were to increase our costs or further restrict our ability to maximize the efficiency of our operations.Approximately 42%of our full-time equivalent employees were represented by unions as of December 31,2022,including the technology employees who are members of a u

267、nion that was certified in 2022.As a result,we are required to negotiate the wages,benefits and other terms and conditions of employment with many of our employees collectively.We are in the process of negotiating a renewal of our collective bargaining agreement involving employees in our newsroom,a

268、nd a new collective bargaining agreement involving technology employees.Labor unrest or campaigns by labor organizations have resulted in and may continue to result in negative publicity,which can adversely impact our reputation,our workplace culture and our ability to recruit,retain and motivate ta

269、lent,as well as divert managements attention,any of which could adversely impact our business.We may experience significant labor unrest if negotiations to renew expiring collective bargaining agreements,or enter into new agreements,are not successful or become unproductive,or for other reasons.Our

270、employees have taken and could take further actions such as strikes,work slowdowns or work stoppages.Such actions could impair our ability to produce and deliver our products or cause other business interruptions,which may adversely affect our business,financial results and/or our reputation.We coul

271、d also incur higher costs from such actions,and/or enter into new THE NEW YORK TIMES COMPANY P.17collective bargaining agreements or renew collective bargaining agreements on unfavorable terms.If more of our employees were to unionize,or if future labor agreements were to increase our costs or furth

272、er restrict our ability to change our strategy,maximize the efficiency of our operations(including our ability to make adjustments to control compensation and benefits costs)or otherwise adapt to changing business needs,our business and results could be adversely affected.The nature of significant p

273、ortions of our expenses may limit our operating flexibility and could adversely affect our results of operations.Our main operating costs are employee-related costs,which have been increasing in recent years.Employee-related costs generally do not decrease proportionately with revenues,and our abili

274、ty to make short-term adjustments to manage our costs or to make changes to our business strategy is limited by certain of our collective bargaining agreements.Furthermore,as print-related revenues decline,we cannot always make proportional reductions in the costs associated with the printing and di

275、stribution of our newspaper and our commercial printing business.If we were unable to implement cost-control efforts or reduce our operating costs sufficiently in response to a decline in our revenues,our profitability will be adversely affected.The size and volatility of our pension plan obligation

276、s may adversely affect our operations,financial condition and liquidity.We sponsor a frozen single-employer defined benefit pension plan.Although we have frozen participation and benefits under this plan and have taken other steps to reduce the size and volatility of our pension plan obligations,our

277、 results of operations will be affected by the amount of income or expense we record for,and the contributions we are required to make to,this plan.In addition,the Company and the NewsGuild of New York jointly sponsor a defined benefit plan that continues to accrue active benefits for employees repr

278、esented by the NewsGuild.We are required to make contributions to our plans to comply with minimum funding requirements imposed by laws governing those plans.Although as of December 31,2022,our qualified defined benefit pension plans had plan assets that were approximately$70 million above the prese

279、nt value of future benefit obligations,our obligation to make additional contributions to our plans,and the timing of any such contributions,depends on a number of factors,many of which are beyond our control.These include legislative changes;demographic changes and assumptions about mortality;and e

280、conomic conditions,including a low interest rate environment or sustained volatility and disruption in the stock and debt markets,which impact discount rates and returns on plan assets.As a result of required contributions to our qualified pension plans,we may have less cash available for working ca

281、pital and other corporate uses,which may have an adverse impact on our results of operations,financial condition and liquidity.In addition,the Company sponsors several non-qualified pension plans,with unfunded obligations totaling approximately$180 million as of December 31,2022.Although we have fro

282、zen participation and benefits under all but one of these plans and have taken other steps to reduce the size and volatility of our obligations under these plans,a number of factors,including changes in discount rates or mortality tables,may have an adverse impact on our results of operations and fi

283、nancial condition.Our participation in multiemployer pension plans may subject us to liabilities that could materially adversely affect our results of operations,financial condition and cash flows.We participate in,and make periodic contributions to,various multiemployer pension plans that cover man

284、y of our current and former production and delivery employees and a small number of voice actors who work on Audm.Our required contributions to certain plans have been impacted and may be further impacted by changes in our commercial printing operations.The risks of participating in multiemployer pl

285、ans are different from single-employer plans in that assets contributed are pooled and may be used to provide benefits to employees of other participating employers.If a participating employer withdraws from or otherwise ceases to contribute to the plan,the unfunded obligations of the plan may be bo

286、rne by the remaining participating employers.Our required contributions to these plans could increase because of a shrinking contribution base as a result of the insolvency or withdrawal of other companies that currently contribute to these plans,the inability or failure of withdrawing companies to

287、pay their withdrawal liability,low interest rates,lower than expected returns on pension fund assets,other funding deficiencies,or potential P.18 THE NEW YORK TIMES COMPANYlegislative action.Our withdrawal liability for any multiemployer pension plan will depend on the nature and timing of any trigg

288、ering event and the extent of that plans funding of vested benefits.If a multiemployer pension plan in which we participate has significant underfunded liabilities,such underfunding will increase the size of our potential withdrawal liability.In addition,under federal pension law,special funding rul

289、es apply to multiemployer pension plans that are classified as“endangered,”“critical”or“critical and declining.”When a multiemployer pension plan in which we participate enters“endangered,”“critical”or“critical and declining”status,we can be required to make additional contributions and/or benefit r

290、eductions may apply.Currently,three of the significant multiemployer plans in which we participate are classified as“critical and declining.”We have recorded significant withdrawal liabilities with respect to multiemployer pension plans in which we formerly participated and may record additional lia

291、bilities in the future,including as a result of a mass withdrawal declaration by trustees in response to a withdrawal by all or a significant percentage of participating employers in a plan.Until demand letters from some of the multiemployer pension funds are received,the exact amount of the withdra

292、wal liability will not be fully known.In addition,due to declines in our contributions,we have recorded withdrawal liabilities for actual partial withdrawals from several plans in which we continue to participate.Additional liabilities in excess of the amounts we have recorded could have an adverse

293、effect on our results of operations,financial condition and cash flows.All of the significant multiemployer plans in which we participate are specific to the newspaper and broader printing and publishing industries,which continue to undergo significant pressure.If,in the future,we elect to withdraw

294、from the plans in which we participate or if we trigger a partial withdrawal due to declines in contribution base units or a partial cessation of our obligation to contribute,additional liabilities would need to be recorded that could have an adverse effect on our business,results of operations,fina

295、ncial condition or cash flows.Legislative changes could also affect our funding obligations or the amount of withdrawal liability we incur if a withdrawal were to occur.Risks Related to Information Systems and Other TechnologyOur success depends on our ability to effectively improve and scale our te

296、chnical and data infrastructure.Our ability to attract and retain our users is dependent upon the reliable performance and increasing capabilities and integration of our products and our underlying technical and data infrastructure.As our business grows in size,scope and complexity(including as a re

297、sult of our acquisition of The Athletic and the growth of our international users),and as legal requirements and consumer expectations continue to evolve,we must continue to invest significant resources to maintain,integrate,improve,upgrade,scale and protect our products and technical and data infra

298、structure,including some legacy systems.Our failure to do so quickly and effectively,or any significant disruption in our service,could damage our reputation,result in a potential loss of users or ineffective monetization of products or other missed opportunities,subject us to fines and civil liabil

299、ity and/or adversely affect our financial results.We implemented a new financial system at the beginning of 2023 and migrated our general ledger,consolidation and planning processes onto the new system.As we periodically augment and enhance our financial systems,we may experience disruptions or diff

300、iculties that could adversely affect our operations,the management of our finances and the effectiveness of our internal control over financial reporting,which in turn may negatively impact our ability to manage our business and to accurately forecast and report our results,which could harm our busi

301、ness.Security incidents and other network and information systems disruptions could affect our ability to conduct our business effectively and damage our reputation.Our systems store and process confidential subscriber,user,employee and other sensitive personal and Company data,and therefore maintai

302、ning our network security is of critical importance.In addition,we rely on the technology and systems provided by third-party vendors(including cloud-based service providers)for a variety of operations,including encryption and authentication technology,employee email,domain name registration,content

303、 delivery,administrative functions(including payroll processing and certain finance and accounting functions)and other operations.THE NEW YORK TIMES COMPANY P.19We regularly face attempts by malicious actors to breach our security and compromise our information technology systems.These attackers may

304、 use a blend of technology and social engineering techniques(including denial of service attacks,phishing or business email compromise attempts intended to induce our employees,business affiliates and users to disclose information or unwittingly provide access to systems or data,ransomware,and other

305、 techniques)to disrupt service or exfiltrate data.Information security threats are constantly evolving in sophistication and volume,increasing the difficulty of detecting and successfully defending against them.We and the third parties with which we work may be more vulnerable to the risk from activ

306、ities of this nature as a result of operational changes such as significant increases in remote and hybrid working.To date,no incidents have had,either individually or in the aggregate,a material adverse effect on our business,financial condition or results of operations.In addition,our systems,and

307、those of the third parties with which we work and on which we rely,may be vulnerable to interruption or damage that can result from the effects of power,systems or internet outages;natural disasters(including increased storm severity and flooding),which may occur more frequently or with more severit

308、y as a result of climate change;fires;rogue employees;public health conditions;acts of terrorism;or other similar events.We have implemented controls and taken other preventative measures designed to strengthen our systems and business against such incidents and attacks,including measures designed t

309、o reduce the impact of a security incident at our third-party vendors.Efforts to prevent hackers from disrupting our service or otherwise accessing our systems are expensive to develop,implement and maintain.These efforts require ongoing monitoring and updating as technologies change and efforts to

310、overcome security measures become more sophisticated,and may limit the functionality of or otherwise negatively impact our products,services and systems.Although the costs of the controls and other measures we have taken to date have not had a material effect on our financial condition,results of op

311、erations or liquidity,the costs and effort to respond to a security incident and/or to mitigate any security vulnerabilities that may be identified in the future could be significant.There can also be no assurance that the actions,measures and controls we have implemented will be effective against f

312、uture attacks or be sufficient to prevent a future security incident or other disruption to our network or information systems,or those of our third-party providers,and our disaster recovery planning cannot account for all eventualities.Such an event could result in a disruption of our services,unau

313、thorized access to or improper disclosure of personal data or other confidential information,or theft or misuse of our intellectual property,all of which could harm our reputation,require us to expend resources to remedy such a security incident or defend against further attacks,divert managements a

314、ttention or subject us to liability,or otherwise adversely affect our business.While we maintain cyber risk insurance,the costs relating to certain kinds of security incidents could be substantial,and our insurance may not be sufficient to cover all losses related to any future incidents involving o

315、ur systems.Failure to comply with laws and regulations with respect to privacy,data protection and consumer marketing practices could adversely affect our business.Our business is subject to various laws and regulations of local and foreign jurisdictions with respect to the processing,privacy and se

316、curity of personal data,as well as laws and regulations with respect to consumer marketing practices.Various federal and state laws and regulations,as well as the laws of foreign jurisdictions,govern the processing,privacy and security of the data we receive from and about individuals,including the

317、European General Data Protection Regulation and ePrivacy Directive;Californias Consumer Privacy Act and Consumer Privacy Rights Act;new privacy laws in several states;and others.Failure to protect personal data,provide individuals with adequate notice of our privacy policies,respond to consumer-righ

318、ts related requests or obtain required valid consent where applicable,for example,could subject us to liabilities imposed by these jurisdictions.There has been increased focus on privacy-related laws and regulations,which continue to evolve and be subject to potentially differing interpretations,and

319、 various federal and state legislative and regulatory bodies,as well as foreign legislative and regulatory bodies,may expand current laws or enact new laws regarding privacy and data protection.In addition,various federal and state laws and regulations,as well as the laws of foreign jurisdictions,go

320、vern the manner in which we market our subscription products,including with respect to subscriptions,billing,automatic-renewal and cancellation.These laws and regulations differ across jurisdictions and continue to evolve.These laws,as P.20 THE NEW YORK TIMES COMPANYwell as any changes in these laws

321、 or how they are interpreted,could adversely affect our ability to attract and retain subscribers.Existing and newly adopted laws and regulations with respect to the processing,privacy and security of personal data,and consumer marketing practices(or new interpretations of existing laws and regulati

322、ons)have imposed and may continue to impose obligations that affect our business,place increasing demands on our technical infrastructure and resources,require us to incur increased compliance costs and cause us to further adjust our advertising,marketing,security or other business practices.Any fai

323、lure,or perceived failure,by us or the third parties upon which we rely to comply with laws and regulations that govern our business operations,as well as any failure,or perceived failure,by us or the third parties upon which we rely to comply with our own posted policies,could expose us to penaltie

324、s and/or civil or criminal liability and result in claims against us by governmental entities,classes of litigants or others,regulatory inquiries,negative publicity and a loss of confidence in us by our users and advertisers.Each of these consequences could adversely affect our business and results

325、of operations.From time to time,we are party to litigation relating to these laws.We are subject to payment processing risk.We accept payments through third parties using a variety of different payment methods,including credit and debit cards and direct debit.We rely on third parties and our own int

326、ernal systems to process payments.Acceptance and processing of these payment methods are subject to differing domestic and foreign certifications,rules,regulations,industry standards(including credit card and banking policies),and laws concerning subscriptions,billing and automatic-renewals,which co

327、ntinue to evolve.To the extent there are disruptions in our or third-party payment processing systems;errors in charges made to subscribers;material changes in the payment ecosystem such as large reissuances of payment cards by credit card issuers;or significant changes to certifications,rules,regul

328、ations,industry standards or laws concerning payment processing,our ability to accept payments could be hindered,we could experience increased costs and/or be subject to fines and/or civil liability,which could harm our reputation and adversely impact our revenues,operating expenses and/or results o

329、f operations.In addition,we have experienced,and from time to time may continue to experience,fraudulent use of payment methods for subscriptions to our digital products.If we are unable to adequately control and manage this practice,it could result in inaccurately inflated subscriber figures used f

330、or internal planning purposes and public reporting,which could adversely affect our ability to manage our business and harm our reputation.If we are unable to maintain our fraud and chargeback rate at acceptable levels,our card approval rate may be impacted,and card networks could impose fines and a

331、dditional card authentication requirements or terminate our ability to process payments,which would impact our business and results of operations as well as result in negative consumer perceptions of our brand.We have taken measures to detect and reduce fraud,but these measures may not be or remain

332、effective and may need to be continually improved as fraudulent schemes become more sophisticated.These measures may add friction to our subscription processes,which could adversely affect our ability to add new subscribers.The termination of our ability to accept payments on any major payment metho

333、d would significantly impair our ability to operate our business,including our ability to add and retain subscribers and collect subscription and advertising revenues,and would adversely affect our results of operations.Defects,delays or interruptions in the cloud-based hosting services we utilize could adversely affect our reputation and operating results.We currently utilize third-party subscrip