1、?The New York TimesCompanyTO OURSHAREHOLDERSIn 2011,The New York Times Company maintained its steadfast focus on high-quality journalism and content across all of our properties,and took a major step in building our future with the launch of digital subscription models at The New York Times and The
2、Boston Globe.These introductions created a robust new revenue stream that contributed to the Companys circulation revenue growth.As of year-end,the Times Company had 406,000 paying subscribers to all of the Companys digital products,underscoring the willingness of our readers and users to pay for th
3、e high-quality journalism our news properties provide.Since the launch of its digital subscription plan,The Times has also seen an increase in new home delivery orders and improved retention compared with the period before the launch of the plan.At the Globe the approach to the digital subscription
4、model was a bit different,introducing a completely new site BostonG to complement the very successful B,and it will take time to build that audience and to grow its digital subscriber base.The Companys 2011 total revenues declined 3 percent,due largely to the decline of total Company advertising rev
5、enues as we continued to confront a challenging business environment characterized by an evolving media landscape and uneven economic conditions.We recognize that these uncertainties,as well as changing consumer behavior,will continue to affect our businesses and we will continue to adapt.Despite th
6、ese challenges,our management team remains committed to maximizing shareholder value and running the Company in a highly disciplined manner.We have focused heavily on our cost control efforts over the past several years and in 2011 we further reduced operating costs 2 percent.The Companys management
7、 team also significantly improved the Companys financial position,in terms of both liquidity and flexibility.In 2011 our strong cash position,bolstered by the proceeds from the sale of approximately half of our interest in Fenway Sports Group and a$225 million private debt offering in November 2010,
8、allowed us to prepay our higher interest debt three years early and to make meaningful contributions to various pension plans.We will remain disciplined in our approach to capital allocation and will do so in a way to maximize shareholder returns.The proceeds from the sales of the Companys Regional
9、Media Group and an additional portion of our interest in Fenway Sports Group,both of which closed in early 2012,further strengthen our financial position and enable the Company to continue our transformation to a digitally focused,multiplatform media company.Our Companys evolution continues while we
10、 maintain the highest standards of journalism,which was highlighted last year by the announcement that each of our three news groups,The New York Times Media Group,the New England Media Group and the Regional Media Group,earned our industrys most coveted award the Pulitzer Prize.Regardless of the di
11、stribution model of our news and information,our journalism will always serve as the base of our brand reputation and remains our utmost priority.Looking ahead we will continue to enhance our content,tools and apps to increase the engagement of our users.This also includes actively leveraging social
12、 media networks to encourage conversations and debates while engaging with our journalism and content.As an illustration of that relevance,The New York Timess main Facebook page now has 2 million fans,and The Timess main Twitter page has 4 million followers.2011?During the year,the About Group faced
13、 a variety of challenges including increased competition from other content sites,the effects of the algorithm changes Google implemented in the first quarter of 2011,as well as economic conditions.In the face of these headwinds,About developed a multifaceted plan to grow its content and traffic and
14、 improve its display business.We have put in place a new management team,which has begun to make progress in implementing this plan.At year-end we saw the retirement of two of our senior executives,Janet Robinson and Martin Nisenholtz.Janet served as our president and CEO since 2004.On behalf of our
15、 Board of Directors,her management colleagues,as well as myself,I thank Janet for her dedicated commitment to the Times Company during her 28 years of service,her courage and leadership during the challenges of the past several years,and for the significant accomplishments during her tenure.We also
16、thank Martin for his guidance and innovative thinking,both of which were critical for the Company as it transformed into the preeminent multiplatform news and information organization that it is today.The CEO search is in its early stages as our Board seeks to find the appropriate executive with dig
17、ital and brand-building experience to help guide our Company and its long-term growth strategy.In the interim,we are fortunate to be able to rely on a very strong,deep and extremely talented management team that remains focused on maximizing shareholder value.We will continue to execute our strategy
18、 to transform and rebalance our business through a combination of prudent fiscal management,a strong focus on diversifying our revenue streams and strengthening our digital businesses,and the pursuit of new opportunities for growth.As you know,we suspended the Company dividend in 2009.This was one o
19、f many difficult decisions made in response to a challenging business environment that continues to be characterized by uncertainty.As we have noted,any decision to reinstate the dividend at some level will be considered on an ongoing basis by our Board of Directors.2011 was another year of shared s
20、acrifices at our Company,both for employees and shareholders.Given that,my cousin and our vice chairman,Michael Golden,and I jointly requested that the Board limit our 2011 compensation to that of the prior year.The money that was saved has reduced Company expenses.Together,we should all look forwar
21、d to a 2012 where The New York Times Company will continue to innovate and evolve,while providing the unique insights on a global,national and local level that only it can deliver.Arthur Sulzberger,Jr.Chairman and Chief Executive OfficerFebruary 23,2012 2011?UNITED STATES SECURITIES AND EXCHANGE COM
22、MISSIONWASHINGTON,D.C.20549FORM 10-KAnnual Report pursuant to Section 13 or 15(d)of the Securities Exchange Act of 1934For the fiscal year ended December 25,2011Commission file number 1-5837 THE NEW YORK TIMES COMPANY(Exact name of registrant as specified in its charter)New York(State or other juris
23、diction ofincorporation or organization)620 Eighth Avenue,New York,N.Y.(Address of principal executive offices)13-1102020(I.R.S.EmployerIdentification No.)10018(Zip code)Registrants telephone number,including area code:(212)556-1234Securities registered pursuant to Section 12(b)of the Act:Title of e
24、ach classClass A Common Stock of$.10 par valueName of each exchange on which registeredNew York Stock ExchangeSecurities registered pursuant to Section 12(g)of the Act:Not ApplicableIndicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.
25、Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)of the Exchange Act.Yes No Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 du
26、ring the preceding 12 months(or for such shorter period that the registrant was required to file such reports),and(2)has been subject to such filing requirements for the past 90 days.Yes No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web sit
27、e,if any,every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months(or for such shorter period that the registrant was required to submit and post such files).Yes No Indicate by check mark if disclosure of delinquent filers p
28、ursuant to Item 405 of Regulation S-K is not contained herein,and will not be contained,to the best of registrants knowledge,in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.Indicate by check mark whether the reg
29、istrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,or a smaller reporting company.See the definitions of“large accelerated filer,”“accelerated filer”and“smaller reporting company”in Rule 12b-2 of the Exchange Act.(Check one):Large accelerated filer Non-accelerated file
30、r Accelerated filerSmaller reporting company Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Exchange Act).Yes No The aggregate worldwide market value of Class A Common Stock held by non-affiliates,based on the closing price on June 24,2011,the last b
31、usiness day of the registrants most recently completed second quarter,as reported on the New York Stock Exchange,was approximately$1.1 billion.As of such date,non-affiliates held 71,859 shares of Class B Common Stock.There is no active market for such stock.The number of outstanding shares of each c
32、lass of the registrants common stock as of February 17,2012(exclusive of treasury shares),was as follows:147,047,756 shares of Class A Common Stock and 818,885 shares of Class B Common Stock.Documents incorporated by referencePortions of the Proxy Statement relating to the registrants 2012 Annual Me
33、eting of Stockholders,to be held on April 25,2012,are incorporated by reference into Part III of this report.INDEX TO THE NEW YORK TIMES COMPANY 2011 ANNUAL REPORT ON FORM 10-K PART IPART IIPART IIIPART IV ITEM NO.11A1B234Executive Officers of the Registrant5677A899A9B101112131415Forward-Looking Sta
34、tementsBusinessIntroductionNews Media GroupThe New York Times Media GroupNew England Media GroupRegional Media GroupAbout GroupForest Products Investments and Other Joint VenturesRaw MaterialsCompetitionEmployeesLabor RelationsRisk FactorsUnresolved Staff CommentsPropertiesLegal ProceedingsMine Safe
35、ty DisclosuresMarket for the Registrants Common Equity,Related StockholderMatters and Issuer Purchases of Equity SecuritiesSelected Financial DataManagements Discussion and Analysis ofFinancial Condition and Results of OperationsQuantitative and Qualitative Disclosures About Market RiskFinancial Sta
36、tements and Supplementary DataChanges in and Disagreements with Accountants onAccounting and Financial DisclosureControls and ProceduresOther InformationDirectors,Executive Officers and Corporate GovernanceExecutive CompensationSecurity Ownership of Certain Beneficial Owners andManagement and Relate
37、d Stockholder MattersCertain Relationships and Related Transactions,and Director IndependencePrincipal Accountant Fees and ServicesExhibits and Financial Statement Schedules 1112245556778915151515161720245455115115115116116116116116117THE NEW YORK TIMES COMPANY P.1 PART I FORWARD-LOOKING STATEMENTST
38、his Annual Report on Form 10-K,including the sections titled“Item 1A Risk Factors”and“Item 7 Managements Discussion and Analysis of Financial Condition and Results of Operations,”contains forward-looking statements that relate to future events or our future financial performance.We may also make wri
39、tten and oral forward-looking statements in our Securities and Exchange Commission(“SEC”)filings and otherwise.We have tried,where possible,to identify such statements by using words such as“believe,”“expect,”“intend,”“estimate,”“anticipate,”“will,”“project,”“plan”and similar expressions in connecti
40、on with any discussion of future operating or financial performance.Any forward-looking statements are and will be based upon our then-current expectations,estimates and assumptions regarding future events and are applicable only as of the dates of such statements.We undertake no obligation to updat
41、e or revise any forward-looking statements,whether as a result of new information,future events or otherwise.By their nature,forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those anticipated in any such statements.You should
42、 bear this in mind as you consider forward-looking statements.Factors that we think could,individually or in the aggregate,cause our actual results to differ materially from expected and historical results include those described in“Item 1A Risk Factors”below as well as other risks and factors ident
43、ified from time to time in our SEC filings.ITEM 1.BUSINESSINTRODUCTIONThe New York Times Company(the“Company”)was incorporated on August 26,1896,under the laws of the State of New York.The Company is a leading global,multimedia news and information company that currently includes newspapers,digital
44、businesses,investments in paper mills and other investments.The Company and its consolidated subsidiaries are referred to collectively in this Annual Report on Form 10-K as“we,”“our”and“us.”We classify our businesses based on our operating strategies into two reportable segments,the News Media Group
45、 and the About Group.Financial information about our segments can be found in“Item 7 Managements Discussion and Analysis of Financial Condition and Results of Operations”and in Note 19 of the Notes to the Consolidated Financial Statements.The News Media Group consists of the following:The New York T
46、imes Media Group,which includes The New York Times(“The Times”),the International Herald Tribune(the“IHT”),NYT and related businesses;the New England Media Group,which includes The Boston Globe(the“Globe”),BostonG,B,the Worcester Telegram&Gazette(the“T&G”),T and related businesses;and the Regional M
47、edia Group,which included 16 regional newspapers,other print publications and related businesses in Alabama,California,Florida,Louisiana,North Carolina and South Carolina.On January 6,2012,we completed the sale of the Regional Media Group to Halifax Media Holdings LLC for$143.0 million in cash,subje
48、ct to certain adjustments.The About Group consists of the Web sites of A,ConsumerS,CalorieC and related businesses.Additionally,we own equity interests in a Canadian newsprint company;a supercalendered paper manufacturing partnership in Maine;Metro Boston LLC(“Metro Boston”),which publishes a free d
49、aily newspaper in the greater Boston area;and quadrantONE LLC(“quadrantONE”),which is an online advertising network that sells bundled premium,targeted display advertising onto local newspaper and other Web sites.We also own a 4.97%interest in Fenway Sports Group,which owns the Boston Red Sox baseba
50、ll club;Liverpool Football Club(a soccer team in the English Premier League);approximately 80%of New England Sports Network(a regional cable sports network that televises the Red Sox and Boston Bruins hockey games);and 50%of Roush Fenway Racing(a leading NASCAR team).We sold 390 units in Fenway Spor
51、ts Group in July 2011 and 100 units in February 2012.We continue to explore the sale of our remaining 210 units in Fenway Sports Group,in whole or in parts.P.2 THE NEW YORK TIMES COMPANYRevenues,operating profit and identifiable assets of foreign operations are not significant.Our businesses are aff
52、ected in part by seasonal patterns in advertising,with generally higher advertising volume in the fourth quarter due to holiday advertising.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 An
53、nual Meeting of Stockholders are made available,free of charge,on our Web site http:/,as soon as reasonably practicable after such reports have been filed with or furnished to the SEC.NEWS MEDIA GROUPThe News Media Group reportable segment consists of The New York Times Media Group,the New England M
54、edia Group and,through January 6,2012,the Regional Media Group.The News Media Group generates revenues principally from advertising and circulation.Advertising is sold in our newspapers and other publications,on our Web sites and across other digital platforms.We divide advertising into three main c
55、ategories:national,retail and classified.Advertising revenue also includes preprints,which are advertising supplements.Our digital advertising offerings include mainly display advertising(such as banners,large-format units,half-page units and interactive multimedia),classified advertising and contex
56、tual advertising(links supplied by Google).Circulation revenue is from amounts charged to readers or distributors for products in print,online or through other digital platforms.Charges vary by property and by city and depend on the type of sale(i.e.,subscription or single copy)and distribution arra
57、ngements.Advertising and circulation revenue information for the News Media Group appears under“Item 7 Managements Discussion and Analysis of Financial Condition and Results of Operations.”The New York Times Media GroupThe New York Times Media Group comprises The Times,the IHT,NYT and related busine
58、sses.The Times,a daily(Monday through Saturday)and Sunday newspaper,commenced publication in 1851.The IHT,a daily newspaper,commenced publishing in Paris in 1887 and serves as the global edition of The Times.NYT was launched in 1996.In March 2011,The Times began charging consumers for content provid
59、ed on NYT and other digital platforms,in addition to its other paid subscription offerings on several e-reader devices.The Times implemented a metered model that offers users free access to a set number of articles per month and then charges users who are not print home-delivery subscribers once the
60、y exceed that number.All print home-delivery subscribers receive free digital access.In October 2011,the IHT launched digital subscription packages for full access to its news apps on the iPhone and iPad and on NYT.These digital packages are free to IHT home-delivery subscribers who subscribe for a
61、minimum of five days per week.AudienceThe Times and the IHT reach a broad audience in print,online at NYT and (formerly )and on other digital platforms.The Times and the IHT have also expanded their reach and deepened engagement with readers and users by delivering content online and across other di
62、gital platforms,including mobile and e-reader applications and social networking sites.According to reports filed with the Audit Bureau of Circulations(“ABC”),an independent agency that audits the circulation of most U.S.newspapers and magazines,for the six-month period ended September 30,2011,The T
63、imes had the largest daily and Sunday circulation of all seven-day newspapers in the United States.For the year ended December 25,2011,The Timess average circulation,which includes paid and verified circulation of the newspaper in print,online and on other digital platforms,was 1,317,100 for weekday
64、(Mon.-Fri.)and 1,781,100 for Sunday.Under ABCs reporting guidance,verified circulation represents copies available for individual consumers that are either non-paid or paid by someone other than the individual,such as copies served to schools and colleges and copies purchased by businesses for free
65、distribution.The Timess average circulation for 2011 captures for the first time paid subscribers to its digital subscription packages since The Times began offering them in March 2011.In 2011,THE NEW YORK TIMES COMPANY P.3approximately 75%of the weekday and 81%of the Sunday circulation was sold thr
66、ough print or digital subscriptions;the remainder was sold primarily on newsstands.Approximately 40%of the weekday and Sunday average circulation,in print and on digital platforms,is in the 31 counties that make up the greater New York City area,which includes New York City,Westchester,Long Island,a
67、nd parts of upstate New York,Connecticut,New Jersey and Pennsylvania;approximately 60%is elsewhere.The IHTs average circulation,which includes newspapers sold in print and electronic replica editions,for the years ended December 25,2011,and December 26,2010,was 226,207(estimated)and 217,700,respecti
68、vely.These figures follow the guidance of Office de Justification de la Diffusion,an agency based in Paris and a member of the International Federation of Audit Bureaux of Circulations that audits the circulation of most of Frances newspapers and magazines.The final 2011 figure will not be available
69、 until April 2012.According to comScore Media Metrix,an online audience measurement service,in 2011 NYT had a monthly average of approximately 33 million unique visitors in the United States and approximately 48 million unique visitors worldwide.Paid subscribers to digital subscription packages,e-re
70、aders and replica editions of The Times and the IHT totaled approximately 390,000 as of our fiscal year ended December 25,2011.AdvertisingAccording to data compiled by Kantar Media,an independent agency that measures advertising sales volume and estimates advertising revenue,The Times had the larges
71、t market share in 2011 in print advertising revenues among a national newspaper set that consists of USA Today,The Wall Street Journal and The Times.Approximately three-quarters of The New York Times Media Groups total advertising revenues in 2011 came from national advertisers.Based on recent data
72、provided by Kantar Media,we believe The Times ranks first by a substantial margin in print advertising revenues in the general weekday and Sunday newspaper field in the New York metropolitan area.Production and DistributionThe Times is currently printed at our production and distribution facility in
73、 College Point,N.Y.,as well as under contract at 26 remote print sites across the United States.The Times is delivered to newsstands and retail outlets in the New York metropolitan area through a combination of third-party wholesalers and our own drivers.In other markets in the United States and Can
74、ada,The Times is delivered through agreements with other newspapers and third-party delivery agents.The IHT is printed under contract at 40 sites throughout the world and is sold in more than 160 countries and territories.Other BusinessesThe New York Times Media Groups other businesses include:The N
75、ew York Times Index,which produces and licenses The New York Times Index,a print publication;Digital Archive Distribution,which licenses electronic archive databases to resellers of that information in the business,professional and library markets;and The New York Times News Services Division,which
76、is made up of Syndication Sales and Business Development.Syndication Sales transmits articles,graphics and photographs from The Times,the Globe and other publications to over 1,400 newspapers,magazines and Web sites in nearly 100 countries and territories worldwide.Business Development principally c
77、omprises photo archives,The New York Times store,book development and rights and permissions.We also have a 57%ownership interest in Epsilen,LLC,an online education business,and its operating results are consolidated in the results of The New York Times Media Group.In October 2011,we sold Baseline,a
78、 leading online subscription database and research service for information on the film and television industries and a provider of premium film and television data to Web sites.P.4 THE NEW YORK TIMES COMPANYNew England Media GroupThe New England Media Group comprises the Globe,BostonG,B,the T&G,T an
79、d related businesses.The Globe is a daily and Sunday newspaper that commenced publication in 1872.The T&G is a daily and Sunday newspaper that began publishing in 1866.In 2011,the Globe developed two distinct online brands to better serve a wide array of consumers and advertisers.In September 2011,t
80、he Globe launched a new paid subscription Web site,BostonG,which offers exclusive access to the full range and depth of content produced by the newspapers journalists,in a format optimized for reading on a tablet,smartphone,laptop and desktop.The Globe began charging for content provided on BostonG
81、in October 2011 and all print home-delivery subscribers receive free digital access.This new site complements B,a Web site that previously included all Globe content and has now been refocused and enhanced as a community portal for the greater Boston area.B remains free to consumers and continues to
82、 offer,among other things,breaking news and sports coverage,community conversations,blogs,daily deals,entertainment listings and classifieds,along with a wide array of new content and select offerings from the Globe.AudienceThe Globe reaches a broad audience in print,online and other digital platfor
83、ms.The Globe is distributed in print throughout New England,although its circulation is concentrated in the Boston metropolitan area.The Globe has expanded its reach and deepened engagement with readers and users by delivering content online and across other digital platforms,including mobile and e-
84、reader applications and social networking sites.According to reports filed with ABC,for the six-month period ended September 30,2011,the Globe ranked first in New England for both daily and Sunday circulation.For the year ended December 25,2011,the Globes average circulation,which includes paid and
85、verified circulation of the newspaper in print,online and other digital platforms,was 206,900 for weekday(Mon.-Fri.)and 354,800 for Sunday.The Globes average circulation for 2011 captures for the first time paid subscribers to the BostonG pay site since its launch in the fall of 2011.Approximately 7
86、4%of the Globes weekday and 72%of its Sunday circulation was sold through print and digital subscriptions in 2011;the remainder was sold primarily on newsstands.B,New Englands largest regional news and information Web site,in 2011 had a monthly average of approximately 6 million unique visitors in t
87、he United States,according to comScore Media Metrix.In December 2011,the new paid subscription Web site BostonG had over 1 million unique visitors in the United States,according to comScore Media Metrix.Paid digital subscribers to BostonG,e-readers and replica editions totaled approximately 16,000 a
88、s of our fiscal year end December 25,2011.The T&G and several Company-owned non-daily newspapers some published under the name of Coulter Press circulate throughout Worcester County and northeastern Connecticut.According to reports filed with ABC,for the six-month period ended September 30,2011,the
89、T&G ranked seventh in New England in daily and Sunday circulation volume.T began offering paid digital subscriptions in August 2010,implementing a metered model that offers users free access to a set number of local news articles per month and then charges users who are not print home-delivery subsc
90、ribers once they exceed that number for full access to articles produced by its staff on T.All print home-delivery subscribers receive free digital access.For the year ended December 25,2011,the T&Gs average circulation,which includes paid and verified circulation of the newspaper in print and onlin
91、e,was 74,100 for weekday(Mon.-Fri.)and 83,000 for Sunday.AdvertisingThe sales forces of the New England Media Group sell retail,national and classified advertising across multiple channels,including print,digital,direct marketing,niche magazines and events,capitalizing on opportunities to deliver to
92、 national and local advertisers a broad audience in the New England region.Nearly one-third of the New England Media Groups advertising revenues in 2011 came from national advertisers.Production and DistributionThe Globe is currently printed at its facility in Boston,Mass.The T&G is currently printe
93、d at its facility in Millbury,Mass.,and,beginning in the second quarter of 2012,will be printed at the Globes facility in Boston,Mass.All of the Globes and T&Gs print subscription circulation was delivered by a third-party service in 2011.THE NEW YORK TIMES COMPANY P.5Regional Media GroupOn January
94、6,2012,we completed the sale of the Regional Media Group,consisting of 16 regional newspapers,other print publications and related businesses,to Halifax Media Holdings LLC for$143.0 million in cash,subject to certain adjustments.The Regional Media Group comprised the following publications:Sarasota
95、Herald-Tribune in Sarasota,Fla.;The Press Democrat in Santa Rosa,Calif.;The Ledger in Lakeland,Fla.;Star-News in Wilmington,N.C.;Herald-Journal in Spartanburg,S.C.;Star-Banner in Ocala,Fla.;The Gainesville Sun in Gainesville,Fla.;The Tuscaloosa News in Tuscaloosa,Ala.;The Gadsden Times in Gadsden,Al
96、a.;The Courier in Houma,La.;Times-News in Hendersonville,N.C.;Daily Comet in Thibodaux,La.;The Dispatch in Lexington,N.C.;Petaluma Argus-Courier in Petaluma,Calif.;News Chief in Winter Haven,Fla.;and North Bay Business Journal in Santa Rosa,Calif.ABOUT GROUPThe About Group includes the Web sites of
97、A,ConsumerS,CalorieC and related businesses.A focuses on delivering at scale high-quality,expert content on everyday topics that is personally relevant to its users.The topic sites on the A platform are supported by independent,freelance subject-matter experts,or Guides,who create and publish origin
98、al content across a variety of subject matters.At the end of 2011,A had more than 900 topic sites supported by independent Guides across more than 115,000 topics,in over 3 million articles.The A platform has expanded its reach and deepened engagement with users by delivering content across other dig
99、ital platforms,including mobile applications and social networking sites,launching a Spanish-language channel in 2011 and increasing the number of how-to and do-it-yourself videos across its 24 channels with more than 10,000 videos at the end of 2011.According to comScore Media Metrix,in December 20
100、11 A had approximately 60 million unique visitors in the United States and 108 million unique visitors worldwide.ConsumerS analyzes expert and user-generated consumer product reviews and recommends the best products to purchase based on the findings.CalorieC is an online resource that offers weight
101、management tools,nutritional information and social support that is personally relevant to its users.In February 2011,we sold UCompareHealthC,which provides dynamic Web-based interactive tools that enable users to measure the quality of certain healthcare services.The About Group generates revenues
102、through cost-per-click advertising(sponsored links for which the About Group is paid when a user clicks on the ad),display advertising and e-commerce(including sales lead generation).Almost all of its revenues(95%in 2011)are derived from the sale of cost-per-click advertising and display advertising
103、.Cost-per-click advertising,which in 2011 represented 56%of the About Groups total advertising revenues,is principally derived from an arrangement with Google under which third-party advertising is placed on the About Groups Web sites.FOREST PRODUCTS INVESTMENTS AND OTHER JOINT VENTURESWe have owner
104、ship interests in one newsprint mill and one mill producing supercalendered paper,a polished paper used in some magazines,catalogs and preprinted inserts,which is a higher-value grade than newsprint(the“Forest Products Investments”),as well as in Fenway Sports Group,Metro Boston and quadrantONE.Thes
105、e investments were accounted for under the equity method and reported in“Investments in joint ventures”in our Consolidated Balance Sheets as of December 25,2011.For additional information on our investments,see“Item 7 Managements Discussion and Analysis of Financial Condition and Results of Operatio
106、ns”and Note 7 of the Notes to P.6 THE NEW YORK TIMES COMPANYthe Consolidated Financial Statements.Forest Products InvestmentsWe have a 49%equity interest in a Canadian newsprint company,Donohue Malbaie Inc.(“Malbaie”).The other 51%is owned by AbiBow Canada Inc.,a subsidiary of AbitibiBowater Inc.,cu
107、rrently doing business as Resolute Forest Products(“Resolute”),a large global manufacturer of paper,market pulp and wood products.Malbaie manufactures newsprint on the paper machine it owns within Resolutes paper mill in Clermont,Quebec.Malbaie is wholly dependent upon Resolute for its pulp,which is
108、 purchased by Malbaie from Resolutes paper mill in Clermont,Quebec.In 2011,Malbaie produced approximately 205,000 metric tons of newsprint,of which approximately 17%was sold to us,with the balance sold to Resolute for resale.We have a 40%equity interest in Madison Paper Industries(“Madison”),a partn
109、ership operating a supercalendered paper mill in Madison,Maine.Madison purchases the majority of its wood from local suppliers,mostly under long-term contracts.In 2011,Madison produced approximately 195,000 metric tons,of which approximately 6%was sold to us.Malbaie and Madison are subject to compre
110、hensive environmental protection laws,regulations and orders of provincial,federal,state and local authorities of Canada or the United States(the“Environmental Laws”).The Environmental Laws impose effluent and emission limitations and require Malbaie and Madison to obtain,and operate in compliance w
111、ith the conditions of,permits and other governmental authorizations(“Governmental Authorizations”).Malbaie and Madison follow policies and operate monitoring programs designed to ensure compliance with applicable Environmental Laws and Governmental Authorizations and to minimize exposure to environm
112、ental liabilities.Various regulatory authorities periodically review the status of the operations of Malbaie and Madison.Based on the foregoing,we believe that Malbaie and Madison are in substantial compliance with such Environmental Laws and Governmental Authorizations.Other Joint VenturesWe own a
113、4.97%interest in Fenway Sports Group,which owns the Boston Red Sox baseball club;Liverpool Football Club(a soccer team in the English Premier League);approximately 80%of New England Sports Network(a regional cable sports network);and 50%of Roush Fenway Racing(a leading NASCAR team).We sold 390 of ou
114、r units in Fenway Sports Group in July 2011 and 100 units in February 2012.We continue to explore the sale of our remaining 210 units in Fenway Sports Group,in whole or in parts.We own a 49%interest in Metro Boston,which publishes a free daily newspaper in the greater Boston area.We also own a 25%in
115、terest in quadrantONE,which is an online advertising network that sells bundled premium,targeted display advertising onto local newspaper and other Web sites.The Web sites of the New England Media Group currently participate in this network.RAW MATERIALSThe primary raw materials we use are newsprint
116、 and supercalendered paper.We purchase newsprint from a number of North American producers.In 2011,the paper used by The New York Times,New England and Regional Media Groups was purchased from unrelated suppliers and related suppliers in which we hold equity interests(see“Forest Products Investments
117、”).A significant portion of newsprint is purchased from Resolute.In 2011 and 2010,we used the following types and quantities of paper:(In metric tons)The New York Times Media Group(1)New England Media Group(1)Regional Media GroupTotalNewsprint2011138,00041,00036,000215,0002010145,00045,00038,000228,
118、000Coated,Supercalenderedand Other Paper201115,3001,60016,900201014,9001,80016,700(1)The Times and the Globe use coated,supercalendered or other paper for The New York Times Magazine,T:The New York Times Style Magazine and the Globes Sunday Magazine.THE NEW YORK TIMES COMPANY P.7COMPETITIONOur media
119、 properties and investments compete for advertising and consumers with other media in their respective markets,including paid and free newspapers,Web sites,digital platforms and applications,social media,broadcast,satellite and cable television,broadcast and satellite radio,magazines,other forms of
120、media and direct marketing.Competition for advertising is generally based upon audience levels and demographics,price,service,targeting capabilities and advertising results,while competition for circulation and readership is generally based upon platform,format,content,quality,service,timeliness and
121、 price.The Times competes for advertising and circulation primarily with national newspapers such as The Wall Street Journal and USA Today;newspapers of general circulation in New York City and its suburbs;other daily and weekly newspapers and television stations and networks in markets in which The
122、 Times circulates;and some national news and lifestyle magazines.The IHTs key competitors include all international sources of English-language news,including The Wall Street Journals European and Asian Editions,the Financial Times,Time,Newsweek International and The Economist;and news channels CNN,
123、CNNi,Sky News International,CNBC and BBC.The Globe competes primarily for advertising and circulation with other newspapers and television stations in Boston,its neighboring suburbs and the greater New England region,including,among others,The Boston Herald(daily and Sunday).In addition,as a result
124、of the secular shift from print to digital media,all of our newspapers increasingly face competition for audience and advertising from a wide variety of digital alternatives,including news and other Web sites,news aggregation sites,social media sites,online advertising networks and exchanges,online
125、classified services and other new media formats.NYT,B and BostonG primarily compete for advertising and traffic with other advertising-supported news and information Web sites,such as Google News,Yahoo!News,MSNBC and CNN.com,online advertising networks and exchanges and classified advertising portal
126、s.Internationally, competes against international online sources of English language news,such as bbc.co.uk,guardian.co.uk and .A competes for advertising and traffic with large-scale portals,such as AOL,MSN and Yahoo!,and across a broad array of digital advertising media,including advertising netwo
127、rks and exchanges.A also competes with other content providers,such as Demand Media and Associated Content,as well as targeted Web sites,such as WebMD,CNET and iVillage,whose content overlaps with that of As individual topics.EMPLOYEESWe had approximately 7,273 full-time equivalent employees as of D
128、ecember 25,2011.The New York Times Media GroupNew England Media GroupRegional Media Group(1)About GroupCorporateTotal CompanyEmployees3,0561,9091,6892144057,273(1)On January 6,2012,we sold the Regional Media Group.P.8 THE NEW YORK TIMES COMPANYLabor RelationsAs of December 25,2011,more than half of
129、the full-time equivalent employees of The Times and NYT were represented by nine unions with 10 labor agreements.As indicated below,certain collective bargaining agreements have expired and negotiations for new contracts are ongoing.We cannot predict the timing or the outcome of these negotiations.T
130、he Times andNYT Employee CategoryMailersNew York Newspaper GuildElectriciansMachinistsPaperhandlersTypographersPressmenStereotypersDrivers Expiration DateMarch 30,2011(expired)March 30,2011(expired)March 30,2012March 30,2012March 30,2014March 30,2016March 30,2017March 30,2017March 30,2020More than h
131、alf of the full-time equivalent employees of the IHT are located in France,whose terms and conditions of employment are established by a combination of French national labor law,industry-wide collective agreements and Company-specific agreements.More than half of the full-time equivalent employees o
132、f the Globe and B were represented by 10 unions with 12 labor agreements.As indicated below,certain collective bargaining agreements have expired and negotiations for new contracts are ongoing.We cannot predict the timing or the outcome of these negotiations.The Globe andB Employee CategoryDriversPa
133、perhandlersBoston Newspaper GuildEngraversBoston Mailers UnionPressmenTechnical services groupElectriciansTypographersGarage mechanicsMachinistsWarehouse employees Expiration DateDecember 31,2010(expired)December 31,2010(expired)December 31,2012December 31,2012December 31,2012December 31,2012Decembe
134、r 31,2012December 31,2012December 31,2013December 31,2013December 31,2013December 31,2015As part of various cost-cutting measures in 2009 that resulted in amendments to certain collective bargaining agreements,the Globe agreed to a profit-sharing plan based on the performance of the Globe and B in 2
135、011 and 2012.Pursuant to these collective bargaining agreements,the Globe expects to make profit-sharing payments in 2012 to eligible full-time union employees based on a formula tied to the 2011 operating profit of the Globe and B,calculated in accordance with accounting principles generally accept
136、ed in the United States of America(“GAAP”).Such payments will reflect the lowest threshold at which payments are required to be made.Approximately one-third of the full-time equivalent employees of the T&G are represented by four unions.Labor agreements with production unions expired or will expire
137、on August 31,2011,October 8,2011 and November 30,2016.The labor agreements with the Providence Newspaper Guild,representing newsroom and circulation employees,expire on June 14,2012.THE NEW YORK TIMES COMPANY P.9ITEM 1A.RISK FACTORSYou should carefully consider the risk factors described below,as we
138、ll as the other information included in this Annual Report on Form 10-K.Our business,financial condition or results of operations could be materially adversely affected by any or all of these risks,or by other risks or uncertainties not presently known or currently deemed immaterial,that may adverse
139、ly affect us in the future.Economic weakness and uncertainty in the United States,in the regions in which we operate and in key advertising categories have adversely affected and may continue to adversely affect our advertising revenues.Advertising spending,which drives a significant portion of our
140、revenues,is sensitive to economic conditions.National and local economic conditions,particularly in the New York City and Boston metropolitan regions,affect the levels of our national,retail and classified advertising revenues.Economic factors that have adversely affected advertising revenues includ
141、e lower consumer and business spending,high unemployment,depressed home sales and other challenges affecting the economy.Our advertising revenues are particularly adversely affected if advertisers respond to weak and uneven economic conditions by reducing their budgets or shifting spending patterns
142、or priorities,or if they are forced to consolidate or cease operations.Continuing weak and uncertain economic conditions and outlook would adversely affect our level of advertising revenues and our business,financial condition and results of operations.Our businesses face substantial competition for
143、 advertisers.We face substantial competition for advertising revenues in our various markets from free and paid newspapers,magazines,Web sites,digital platforms and applications,television,radio,other forms of media,direct marketing and digital advertising networks and exchanges.Competition for adve
144、rtising is generally based on audience levels and demographics,price,service and advertising results.It has intensified as a result of both the continued development and fragmentation of digital media and adverse economic conditions.Competition from all of these media and services affects our abilit
145、y to attract and retain advertisers and consumers and to maintain or increase our advertising rates.The increasing popularity of digital media and the shift in consumer habits and advertising expenditures from traditional to digital media has adversely affected and may continue to adversely affect o
146、ur print advertising revenues.Web sites,applications for mobile devices,social networking tools and other digital platforms distributing news and other content continue to gain popularity.This migration to digital technologies among both providers and consumers of content is likely to continue with
147、companies seeking greater efficiencies and consumers seeking more value,convenience and timeliness of digital technologies.As a result,print subscriptions may decline and advertising spending may continue to shift from traditional media forms to digital media.We expect that advertisers will continue
148、 to allocate increasing portions of their budgets to digital media,which through pay-for-performance and keyword-targeted advertising can offer more measurable returns than traditional print media.This secular shift has intensified competition for advertising in traditional media and has contributed
149、 to and is likely to continue to contribute to a decline in print advertising revenue.We may not achieve sufficient subscribers or audience levels to make our digital pay models financially attractive.During 2011,we launched digital subscriptions at The Times,the IHT and the Globe,with the intention
150、 of developing a new consumer revenue stream while preserving our digital advertising business.Our ability to build a subscriber base on our digital platforms depends on market acceptance,consumer habits,pricing,an adequate online infrastructure,terms of delivery platforms and other factors.Traffic
151、levels may stagnate or decline as a result of the implementation of a pay model,which may adversely affect our advertiser base and advertising rates and result in a decline in digital revenues.If we are unable to convert and retain a sufficient number of digital users to a paid status or maintain ou
152、r digital audience for advertising sales,our business,financial condition and prospects may be adversely affected.If we are unable to retain and grow our digital audience,our digital businesses will be adversely affected.The increasing number of digital media options available on the Internet,throug
153、h social networking tools and through mobile and other devices distributing news and other content,is expanding consumer choice significantly.Faced with a multitude of media choices and a dramatic increase in accessible information,consumers may place greater value on when,where,how and at what pric
154、e they consume digital content than they do on the source or P.10 THE NEW YORK TIMES COMPANYreliability of such content.News aggregation Web sites and customized news feeds(often free to users)may reduce our traffic levels by creating a disincentive for the audience to visit our Web sites or use our
155、 digital applications.In addition,the undifferentiated presentation of some of our content in aggregation with other content may lead audiences to fail to distinguish our content from the content of other providers.Our reputation for quality journalism and content is important in competing for reven
156、ues in this environment and is based on consumer and advertiser perceptions.If consumers fail to differentiate our content from other content providers in digital media,or if the quality of our journalism or content is perceived as less reliable,we may not be able to increase our online traffic suff
157、iciently or retain a base of frequent visitors to our digital platforms.Online traffic is also driven by Internet search results,including search results provided by Google,the primary search engine directing traffic to the Web sites of the About Group and many of our other sites.Search engines freq
158、uently update and change the methods for directing search queries to Web pages or change methodologies and metrics for valuing the quality and performance of Internet traffic on delivering cost-per-click advertisements.Any such changes could decrease the amount of revenue that we generate from onlin
159、e advertisements.The failure to successfully manage search engine optimization efforts across our businesses could result in a significant decrease in traffic to our various Web sites,which could result in substantial decreases in conversion rates and repeat business,as well as increased costs if we
160、 were to replace free traffic with paid traffic,any or all of which would adversely affect our business,financial condition and results of operations.If traffic levels stagnate or decline,we may not be able to create sufficient advertiser interest in our digital businesses or to maintain or increase
161、 the advertising rates of the inventory on our digital platforms.Even if we maintain traffic levels,the market position of our brands may not be enough to counteract a significant downward pressure on advertising rates as a result of a significant increase in inventory.The About Group depends upon a
162、rrangements with Google,and any changes in this relationship or Googles practices could adversely affect its business,financial condition and results of operations.Cost-per-click revenue of the About Group is principally derived from an arrangement with Google.If the About Group is unable to continu
163、e the existing agreement with Google on favorable terms and conditions or if Googles position in the marketplace wanes,the About Groups business,financial condition and results of operations would be adversely affected.In addition,the amount of revenue we receive from Google depends upon a number of
164、 factors outside of our control,including the efficiency of Googles system in attracting advertisers and serving up paid listings on our content pages and judgments made by Google about the relative attractiveness(to the advertiser)of clicks on paid listings on our Web pages.Changes to Googles paid
165、listings network efficiency or its judgment about the relative attractiveness of clicks on paid listings on our Web pages has had and may continue to have an adverse effect on the About Groups business,financial condition and results of operations.To remain competitive,we must be able to respond to
166、and capitalize on changes in technology,services and standards and changes in consumer behavior,and significant capital investments may be required.Technological developments in the media industry continue to evolve rapidly.Advances in technology have led to an increasing number of methods for the d
167、elivery of news and other content and have driven consumer demand and expectations in unanticipated directions.If we are unable to exploit new and existing technologies to distinguish our products and services from those of our competitors or adapt to new distribution methods that provide optimal us
168、er experiences,our business,financial condition and prospects may be adversely affected.Technological developments also pose other challenges that could adversely affect our revenues and competitive position.New delivery platforms may lead to pricing restrictions,the loss of distribution control and
169、 the loss of a direct relationship with consumers.We may also be adversely affected if the use of technology developed to block the display of advertising on Web sites proliferates.Technological developments and any changes we make to our business model may require significant capital investments.We
170、 may be limited in our ability to invest funds and resources in digital products,services or opportunities and we may incur costs of research and development in building and maintaining the necessary and continually evolving technology infrastructure.It may also be difficult to attract and retain ta
171、lent for critical positions.Some of our existing competitors and new entrants may have greater operational,financial and other resources or may otherwise be better positioned to compete for opportunities and as a result,our digital businesses may be less successful.THE NEW YORK TIMES COMPANY P.11Dec
172、reases in print circulation volume adversely affect our circulation and advertising revenues.Advertising and circulation revenues are affected by circulation and readership levels of our newspaper properties.Competition for circulation and readership is generally based upon format,content,quality,se
173、rvice,timeliness and price.In recent years,our newspaper properties,and the newspaper industry as a whole,have experienced declining print circulation volume.This is due to,among other factors,increased competition from digital media formats and sources other than traditional newspapers(often free t
174、o users),declining discretionary spending by consumers affected by weak economic conditions,high subscription and single-copy rates,and a growing preference among some consumers to receive all or a portion of their news other than from a newspaper.We have also experienced volume declines as a result
175、 of our strategy to implement circulation price increases at many of our newspaper properties and to focus on individually paid circulation that is preferred by advertisers.If these or other factors result in a continued decline in circulation volume,the rate and volume of advertising revenues may b
176、e adversely affected(as rates reflect circulation and readership,among other factors).These factors could also affect our ability to institute circulation price increases for our products at a rate sufficient to offset circulation volume declines.We may also incur increased spending on marketing des
177、igned to attract and retain subscribers or drive traffic to our digital products,and we may not be able to recover these costs through circulation and advertising revenues.If we are unable to execute cost-control measures successfully,our total operating costs may be greater than expected,which may
178、adversely affect our profitability.We have significantly reduced operating costs by reducing staff and employee benefits and implementing general cost-control measures across the Company,and expect to continue these cost management efforts.If we do not achieve expected savings or our operating costs
179、 increase as a result of our strategic initiatives,our total operating costs may be greater than anticipated.In addition,if our cost-control strategy is not managed properly,such efforts may affect the quality of our products and our ability to generate future revenue.Reductions in staff and employe
180、e compensation and benefits could also adversely affect our ability to attract and retain key employees.Significant portions of our expenses are fixed costs that neither increase nor decrease proportionately with revenues.If we are not able to implement further cost control efforts or reduce our fix
181、ed costs sufficiently in response to a decline in our revenues,we may experience a higher percentage decline in our income from continuing operations.A significant increase in the price of newsprint,or limited availability of newsprint supply,would have an adverse effect on our operating results.The
182、 cost of raw materials,of which newsprint is the major component,represented approximately 8%of our total operating costs in 2011.The price of newsprint has historically been volatile and may increase as a result of various factors,including:a reduction in the number of suppliers as a result of rest
183、ructurings and consolidations in the North American newsprint industry;declining newsprint supply as a result of paper mill closures and conversions to other grades of paper;and other factors that adversely impact supplier profitability,including increases in operating expenses caused by raw materia
184、l and energy costs,and a rise in the value of the Canadian dollar,which adversely affects Canadian suppliers whose costs are incurred in Canadian dollars but whose newsprint sales are priced in U.S.dollars.In addition,we rely on our suppliers for deliveries of newsprint.The availability of our newsp
185、rint supply may be affected by various factors,including strikes and other disruptions that may affect deliveries of newsprint.If newsprint prices increase significantly or we experience significant disruptions in the availability of our newsprint supply in the future,our operating results will be a
186、dversely affected.The underfunded status of our pension plans may adversely affect our operations,financial condition and liquidity.We sponsor several qualified defined benefit pension plans.We are required to make contributions to our qualified defined benefit pension plans to comply with minimum f
187、unding requirements imposed by laws governing these employee benefit plans.The difference between the obligations and assets of the qualified defined benefit plans,or the funded status of the qualified defined benefit plans,is a significant factor in determining pension expense and the ongoing fundi
188、ng requirements to those plans.Our qualified defined benefit pension plans were underfunded as P.12 THE NEW YORK TIMES COMPANYof the January 1,2012,valuation date and we expect to make substantial contributions in the future to fund this deficiency.In addition,while we sold the Regional Media Group
189、in January 2012,we retained pension assets and liabilities and postretirement obligations related to employees of that business.Future volatility and disruption in the stock and bond markets could cause declines in the asset values of our qualified defined benefit pension plans.In addition,a decreas
190、e in the discount rate used to determine the liabilities for pension obligations will result in increased liabilities.If investment returns on plan assets are below expectations or interest rates decrease or remain very low,our contributions may be higher than currently anticipated.As a result,we ma
191、y have less cash available for working capital and other corporate uses,which may have an adverse impact on our operations,financial condition and liquidity.Due to our participation in multiemployer pension plans,we have exposures under those plans that may extend beyond what our obligations would b
192、e with respect to our employees.We participate in,and make periodic contributions to,various multiemployer pension plans that cover many of our union employees.Our required contributions to these plans could increase because of a shrinking contribution base as a result of the insolvency or withdrawa
193、l of other companies that currently contribute to these plans,inability or failure of withdrawing companies to pay their withdrawal liability,low interest rates,lower than expected returns on pension fund assets or other funding deficiencies.We have incurred significant withdrawal liabilities to the
194、 multiemployer pension plans in which we participate,such as the liability assessed against us in 2009 in connection with amendments to various collective bargaining agreements affecting certain multiemployer pension plans.We may be required to make additional contributions under applicable law with
195、 respect to those plans or other multiemployer pension plans from which we may withdraw or partially withdraw.Our withdrawal liability for any multiemployer pension plan will depend on the extent of that plans funding of vested benefits.If a multiemployer pension plan in which we participate has sig
196、nificant underfunded liabilities,such underfunding will increase the size of our potential withdrawal liability.A significant number of our employees are unionized,and our business and results of operations could be adversely affected if labor negotiations or contracts were to further restrict our a
197、bility to maximize the efficiency of our operations.Approximately half of our full-time equivalent work force are unionized.As a result,we are required to negotiate the wages,salaries,benefits,staffing levels and other terms with many of our employees collectively.Our results could be adversely affe
198、cted if future labor negotiations or contracts were to further restrict our ability to maximize the efficiency of our operations.If we were to experience labor unrest,strikes or other business interruptions in connection with labor negotiations or otherwise,or if we are unable to negotiate labor con
199、tracts on reasonable terms,our ability to produce and deliver our most significant products could be impaired.In addition,our ability to make short-term adjustments to control compensation and benefits costs,rebalance our portfolio of businesses or otherwise adapt to changing business needs may be l
200、imited by the terms and duration of our collective bargaining agreements.We may buy or sell different properties as a result of our evaluation of our portfolio of businesses.Such acquisitions or divestitures would affect our costs,revenues,profitability and financial position.From time to time,we ev
201、aluate the various components of our portfolio of businesses and may,as a result,buy or sell different properties.These acquisitions or divestitures affect our costs,revenues,profitability and financial position.We may also consider the acquisition of specific properties or businesses that fall outs
202、ide our traditional lines of business if we deem such properties sufficiently attractive.Divestitures have inherent risks,including possible delays in closing transactions(including potential difficulties in obtaining regulatory approvals),the risk of lower-than-expected sales proceeds for the dives
203、ted businesses,unexpected costs associated with the separation of the business to be sold from our integrated information technology systems and other operating systems,and potential post-closing claims for indemnification.In addition,adverse economic or market conditions may result in fewer potenti
204、al bidders and unsuccessful sales efforts.Expected cost savings,which are offset by revenue losses from divested businesses,may also be difficult to achieve or maximize due to our fixed cost structure,and we may experience varying success in reducing fixed costs or transferring liabilities previousl
205、y associated with the divested businesses.Acquisitions also involve risks,including difficulties in integrating acquired operations,diversions of management resources,debt incurred in financing these acquisitions(including the related possible reduction in our credit ratings and increase in our cost
206、 of borrowing),differing levels of management and internal control effectiveness THE NEW YORK TIMES COMPANY P.13at the acquired entities and other unanticipated problems and liabilities.Competition for certain types of acquisitions,particularly digital properties,is significant.Even if successfully
207、negotiated,closed and integrated,certain acquisitions or investments may prove not to advance our business strategy and may fall short of expected return on investment targets.From time to time,we make noncontrolling minority investments in private entities and these investments may be subject to ca
208、pital calls.We may have limited voting rights or an inability to influence the direction of such entities,although income from such investments may represent a significant portion of our income.Therefore,the success of these ventures may be dependent upon the efforts of our partners,fellow investors
209、 and licensees.These investments are generally illiquid,and the absence of a market inhibits our ability to dispose of them.This inhibition as well as an inability to control the timing or process relating to a disposition could adversely affect our liquidity and the value we may ultimately attain o
210、n a disposition.If the value of the companies in which we invest declines,we may be required to record a charge to earnings.Our debt agreements contain restrictions that limit our flexibility in operating our business.Our debt agreements contain various covenants that limit our ability to engage in
211、specified types of transactions.For example,these covenants,among other things,restrict,subject to certain exceptions,our ability and the ability of our subsidiaries to:incur or guarantee additional debt or issue certain preferred equity;pay dividends on or make distributions to holders of our commo
212、n stock or make other restricted payments;create or incur liens on certain assets to secure debt;make certain investments,acquisitions or dispositions;consolidate,merge,sell or otherwise dispose of all or substantially all of our assets;prepay debt;or enter into certain transactions with affiliates.
213、In addition,our credit facility has a springing financial covenant that requires us to satisfy a minimum fixed charge coverage ratio when availability under the credit facility falls below the greater of$16.7 million or 15%of the commitment for three consecutive business days.These restrictions limi
214、t our flexibility in operating our business and responding to opportunities.Changes in our credit ratings or macroeconomic conditions may affect our liquidity,increasing borrowing costs and limiting our financing options.Our long-term debt is currently rated below investment grade by Standard&Poors
215、and Moodys Investors Service.If our credit ratings remain below investment grade or are lowered further,borrowing costs for future long-term debt or short-term borrowing facilities may increase and our financing options,including our access to the unsecured borrowing market,would be more limited.We
216、may also be subject to additional restrictive covenants that would reduce our flexibility.In addition,macroeconomic conditions,such as continued or increased volatility or disruption in the credit markets,would adversely affect our ability to refinance existing debt or obtain additional financing to
217、 support operations or to fund new acquisitions or capital-intensive internal initiatives.We may be required to record non-cash impairment charges with respect to certain of our assets.Each year,we evaluate the various components of our portfolio in connection with annual impairment testing.We also
218、continually evaluate whether current factors or indicators require the performance of an interim impairment assessment of those assets,as well as other investments and other long-lived assets.We may be required to record a non-cash charge if the financial statement carrying value of an asset is in e
219、xcess of its estimated fair value.Fair value could be adversely affected by weak economic or market conditions within our industry that may have an adverse impact on our projected future cash flows or our stock price.An impairment charge would adversely affect our reported earnings.We may not be abl
220、e to protect intellectual property rights upon which our business relies,and if we lose intellectual property protection,our assets may lose value.Our business depends on our intellectual property,including our valuable brands,content,services and P.14 THE NEW YORK TIMES COMPANYinternally developed
221、technology.We believe our proprietary trademarks and other intellectual property rights are important to our continued success and our competitive position.Unauthorized parties may attempt to copy or otherwise obtain and use our content,services,technology and other intellectual property,and we cann
222、ot be certain that the steps we have taken to protect our proprietary rights will prevent any misappropriation or confusion among consumers and merchants,or unauthorized use of these rights.Advancements in technology have exacerbated the risk by making it easier to duplicate and disseminate content.
223、In addition,as our business and the risk of misappropriation of our intellectual property rights have become more global in scope,we may not be able to protect our proprietary rights in a cost effective manner in a multitude of jurisdictions with varying laws.If we are unable to procure,protect and
224、enforce our intellectual property rights,we may not realize the full value of these assets,and our business may suffer.If we must litigate in the United States or elsewhere to enforce our intellectual property rights or determine the validity and scope of the proprietary rights of others,such litiga
225、tion may be costly and divert the attention of our management.Our Class B Common Stock is principally held by descendants of Adolph S.Ochs,through a family trust,and this control could create conflicts of interest or inhibit potential changes of control.We have two classes of stock:Class A Common St
226、ock and Class B Common Stock.Holders of Class A Common Stock are entitled to elect 30%of the Board of Directors and to vote,with holders of Class B Common Stock,on the reservation of shares for equity grants,certain material acquisitions and the ratification of the selection of our auditors.Holders
227、of Class B Common Stock are entitled to elect the remainder of the Board and to vote on all other matters.Our Class B Common Stock is principally held by descendants of Adolph S.Ochs,who purchased The Times in 1896.A family trust holds approximately 90%of the Class B Common Stock.As a result,the tru
228、st has the ability to elect 70%of the Board of Directors and to direct the outcome of any matter that does not require a vote of the Class A Common Stock.Under the terms of the trust agreement,the trustees are directed to retain the Class B Common Stock held in trust and to vote such stock against a
229、ny merger,sale of assets or other transaction pursuant to which control of The Times passes from the trustees,unless they determine that the primary objective of the trust can be achieved better by the implementation of such transaction.Because this concentrated control could discourage others from
230、initiating any potential merger,takeover or other change of control transaction that may otherwise be beneficial to our businesses,the market price of our Class A Common Stock could be adversely affected.Legislative and regulatory developments may result in increased costs and lower advertising reve
231、nues from our digital businesses.All of our operations are subject to government regulation in the jurisdictions in which they operate.Due to the wide geographic scope of its operations,the IHT is subject to regulation by political entities throughout the world.In addition,our Web sites are availabl
232、e worldwide and are subject to laws regulating the Internet both within and outside the United States.We may incur increased costs necessary to comply with existing and newly adopted laws and regulations or penalties for any failure to comply.Advertising revenues from our digital businesses could be
233、 adversely affected,directly or indirectly,by existing or future laws and regulations relating to the use of consumer data in digital media.THE NEW YORK TIMES COMPANY P.15ITEM 1B.UNRESOLVED STAFF COMMENTSNone.ITEM 2.PROPERTIESOur principal executive offices are located in our New York headquarters b
234、uilding in the Times Square area.The building was completed in 2007 and consists of approximately 1.54 million gross square feet,of which approximately 828,000 gross square feet of space have been allocated to us.We owned a leasehold condominium interest representing approximately 58%of the New York
235、 headquarters building until March 6,2009,when one of our affiliates entered into an agreement to sell and simultaneously lease back a portion of our leasehold condominium interest(the“Condo Interest”).The sale-leaseback transaction encompassed 21 floors,or approximately 750,000 rentable square feet
236、,currently occupied by us.The sale price for the Condo Interest was$225 million.We have an option exercisable in 2019 to repurchase the Condo Interest for$250 million.The lease term is 15 years,and we have three renewal options that could extend the term for an additional 20 years.We continue to own
237、 a leasehold condominium interest in seven floors in our New York headquarters building,totaling approximately 216,000 rentable square feet,that were not included in the sale-leaseback transaction,of which six floors are leased to a third party.In addition,we built a printing and distribution facili
238、ty with 570,000 gross square feet located in College Point,N.Y.,on a 31-acre site for which we have a ground lease.We have an option to purchase the property at any time before the lease ends in 2019.We own a facility in Boston,Mass.,of 703,000 gross square feet that includes printing operations and
239、 offices.We also currently own properties with an aggregate of approximately 192,000 gross square feet and lease properties with an aggregate of approximately 398,000 rentable square feet in various locations,which does not include properties formerly used by the Regional Media Group,which was sold
240、on January 6,2012.These properties,our New York headquarters and the College Point and Boston properties are used by our News Media Group.Properties leased by the About Group total approximately 52,000 rentable square feet.ITEM 3.LEGAL PROCEEDINGSThere are various legal actions that have arisen in t
241、he ordinary course of business and are now pending against us.Such actions are usually for amounts greatly in excess of the payments,if any,that may be required to be made.It is the opinion of management after reviewing such actions with our legal counsel that the ultimate liability that might resul
242、t from such actions will not have a material adverse effect on our consolidated financial statements.ITEM 4.MINE SAFETY DISCLOSURESNot applicable.P.16 THE NEW YORK TIMES COMPANYEXECUTIVE OFFICERS OF THE REGISTRANTNameCorporate OfficersArthur Sulzberger,Jr.Michael GoldenJames M.FolloR.Anthony BentenT
243、odd C.McCartyKenneth A.RichieriOperating Unit ExecutivesScott H.Heekin-CanedyDarline JeanChristopher M.MayerAge606252484660604450Employed ByRegistrant Since1978198420071989200919831987(1)20051984 Recent Position(s)Held as of February 23,2012(except as noted)Chairman(since 1997);Chief Executive Offic
244、er(sinceDecember 2011);Publisher of The Times(since 1992)Vice Chairman(since 1997);President and Chief OperatingOfficer,Regional Media Group(2009 to January 2012);Publisher of the IHT(2003 to 2008);Senior Vice President(1997 to 2004)Senior Vice President and Chief Financial Officer(since 2007);Chief
245、 Financial and Administrative Officer,Martha StewartLiving Omnimedia,Inc.(2001 to 2006)Senior Vice President,Finance(since 2008);CorporateController(since 2007);Vice President(2003 to 2008);Treasurer(2001 to 2007)Senior Vice President,Human Resources(since 2009);SeniorVice President,Global Human Res
246、ources,The ReadersDigest Association(2008 to 2009);Senior Vice President,Human Resources,Rite Aid Corporation(2005 to 2008);Senior Vice President,North American Human Resources,Starwood Hotels&Resorts Worldwide,Inc.(2000 to 2005)Senior Vice President(since 2007),General Counsel(since2006)and Secreta
247、ry(from 2008 to February 2011);VicePresident(2002 to 2007);Deputy General Counsel(2001 to2005);Vice President and General Counsel,New York TimesDigital(1999 to 2003)President and General Manager of The Times(since 2004);Senior Vice President,Circulation of The Times(1999 to 2004)President and Chief
248、Executive Officer(since September 2011),Senior Vice President(2010 to September 2011),ChiefFinancial Officer(2006 to September 2011)and VicePresident,Finance(2004 to 2006)of the About Group;ChiefOperating Officer of A(2010 to September 2011)Publisher of the Globe and President of the New EnglandMedi
249、a Group(since 2010);Senior Vice President,Circulationand Operations,of the Globe(2008 to 2009);ChiefInformation Officer and Senior Vice President of the Globe(2005 to 2008);Vice President,Circulation Sales,of the Globe(2002 to 2005)(1)Mr.Heekin-Canedy left the Company in 1989 and returned in 1992.TH
250、E NEW YORK TIMES COMPANY P.17PART II ITEM 5.MARKET FOR THE REGISTRANTS COMMON EQUITY,RELATED STOCKHOLDERMATTERS AND ISSUER PURCHASES OF EQUITY SECURITIESMARKET INFORMATIONThe Class A Common Stock is listed on the New York Stock Exchange.The Class B Common Stock is unlisted and is not actively traded
251、.The number of security holders of record as of February 17,2012,was as follows:Class A Common Stock:6,738;Class B Common Stock:28.No dividends have been declared or paid on our Class A or Class B Common Stock since the fourth quarter of 2008.The decision to pay a dividend in future periods and the
252、appropriate level of dividends will be considered by our Board of Directors on an ongoing basis in light of our earnings,capital requirements,financial condition and other factors considered relevant.In addition,our Board of Directors will consider restrictions in any existing indebtedness,such as t
253、he terms of our 6.625%senior unsecured notes due 2016,which restrict our ability to pay dividends.See“Item 7 Managements Discussion and Analysis of Financial Condition and Results of Operations Third-Party Financing.”The following table sets forth,for the periods indicated,the high and low closing s
254、ales prices for the Class A Common Stock as reported on the New York Stock Exchange.QuartersFirst QuarterSecond QuarterThird QuarterFourth Quarter2011High$10.909.679.217.97Low$8.867.195.765.652010High$14.6712.809.7610.00Low$10.628.357.187.60ISSUER PURCHASES OF EQUITY SECURITIES(1)PeriodSeptember 26,
255、2011-October 30,2011October 31,2011-November 27,2011November 28,2011-December 25,2011Total for the fourth quarter of 2011Total Number ofShares of Class ACommon StockPurchased(a)AveragePrice PaidPer Share ofClass ACommon Stock(b)$Total Number ofShares of Class ACommon Stock Purchased as Part of Publi
256、clyAnnounced Plansor Programs(c)Maximum Number(or ApproximateDollar Value)of Shares ofClass A CommonStock that MayYet Be PurchasedUnder the Plansor Programs(d)$91,386,000$91,386,000$91,386,000$91,386,000(1)On April 13,2004,our Board of Directors authorized repurchases in an amount up to$400 million.
257、During the fourth quarter of 2011,we did not purchase any shares of Class A Common Stock pursuant to our publicly announced share repurchase program.As of February 17,2012,we had authorization from our Board of Directors to repurchase an amount of up to approximately$91 million of our Class A Common
258、 Stock.Our Board of Directors has authorized us to purchase shares from time to time as market conditions permit.There is no expiration date with respect to this authorization.P.18 THE NEW YORK TIMES COMPANYEQUITY COMPENSATION PLAN INFORMATIONThe following table presents information regarding our ex
259、isting equity compensation plans as of December 25,2011.Plan categoryEquity compensation plans approvedby security holdersStock options and stock-basedawardsEmployee Stock Purchase PlanTotalEquity compensation plans notapproved by security holdersNumber of securities tobe issued uponexercise of outs
260、tandingoptions,warrantsand rights(a)18,166,00018,166,000None(1)Weighted averageexercise price ofoutstanding options,warrants and rights(b)$30NoneNumber of securities remainingavailable for future issuanceunder equity compensationplans(excluding securitiesreflected in column(a)(c)6,771,0006,410,00013
261、,181,000None(2)(3)(1)Includes shares of Class A Common Stock to be issued upon exercise of outstanding stock options granted under the Companys 1991 Executive Stock Incentive Plan(the“1991 Incentive Plan”)and the Companys 2010 Incentive Compensation Plan(the“2010 Incentive Plan”),as well as its Non-
262、Employee Directors Stock Option Plan or Non-Employee Directors Stock Incentive Plan(together,the“Directors Plans”).Includes shares of Class A Common Stock to be issued upon conversion of stock-settled restricted stock units under the 1991 Incentive Plan and 2010 Incentive Plan.(2)Includes shares of
263、Class A Common Stock available for future stock options to be granted under the 2010 Incentive Plan and the Directors Plans.As of December 25,2011,the 2010 Incentive Plan had 6,539,000 shares remaining for issuance upon the grant,exercise or other settlement of share-based awards.The Directors Plans
264、 provide for the issuance of up to 496,000 shares of Class A Common Stock in the form of stock options or restricted stock units.The amount reported for stock options includes the aggregate number of securities remaining(approximately 232,000 as of December 25,2011)for future issuances under those p
265、lans.Stock options granted under the 1991 Incentive Plan,2010 Incentive Plan and the Directors Plans must provide for an exercise price of 100%of the fair market value on the date of grant and,except in the case of the 2010 Incentive Plan(which does not specify a maximum term),a maximum term of 10 y
266、ears.(3)Includes shares of Class A Common Stock available for future issuance under the Companys Employee Stock Purchase Plan(“ESPP”).We have not had an offering under the ESPP since 2010.THE NEW YORK TIMES COMPANY P.19PERFORMANCE PRESENTATIONThe following graph shows the annual cumulative total sto
267、ckholder return for the five years ending December 30,2011,on an assumed investment of$100 on December 29,2006,in the Company,the Standard&Poors S&P 500 Stock Index and S&P MidCap 400 Stock Index and an index of peer group media companies.In December 2010,the Company was moved from the S&P 500 Stock
268、 Index to the S&P MidCap 400 Stock Index,and we believe the latter index now provides a more meaningful comparison.The peer group returns are weighted by market capitalization at the beginning of each year.The peer group is comprised of the Company and the following media companies:Gannett Co.,Inc.,
269、Media General,Inc.,The McClatchy Company and The Washington Post Company.Stockholder return is measured by dividing(a)the sum of(i)the cumulative amount of dividends declared for the measurement period,assuming monthly reinvestment of dividends,and(ii)the difference between the issuers share price a
270、t the end and the beginning of the measurement period by(b)the share price at the beginning of the measurement period.As a result,stockholder return includes both dividends and stock appreciation.$75$56$44$35$73$105$66$84$97$99$108$69$95$120$118 6080100120140Stock Performance Comparison Between the
271、S&P Midcap 400 Index,S&P 500 Index,The New York Times Company s Class A Common Stock and Peer Group Common Stock$33$25$38$37$32 0204012/29/0612/31/0712/31/0812/31/0912/31/1012/30/11NYTPeer Group S&P 500 Index S&P Midcap 400 Index P.20 THE NEW YORK TIMES COMPANYITEM 6.SELECTED FINANCIAL DATAThe Selec
272、ted Financial Data should be read in conjunction with“Item 7 Managements Discussion and Analysis of Financial Condition and Results of Operations”and the Consolidated Financial Statements and the related Notes in Item 8.The results of operations for WQXR-FM and WQEW-AM,previously included in The New
273、 York Times Media Group,which is part of the News Media Group,have been presented as discontinued operations for all periods presented before the sale of WQXR-FM in 2009.The Broadcast Media Groups results of operations have been presented as discontinued operations in 2007.The pages following the ta
274、ble show certain items included in Selected Financial Data.All per share amounts on those pages are on a diluted basis.All fiscal years presented in the table below comprise 52 weeks.(In thousands)Statement of Operations DataRevenuesOperating costsImpairment of assetsPension withdrawal expenseLoss o
275、n leases and other expensesNet pension curtailment gainGain/(loss)on sale of assetsOperating profit/(loss)Income/(loss)from joint venturesGain on sale of investmentsInterest expense,netPremium on debt redemptions(Loss)/income from continuingoperations before income taxes(Loss)/income from continuing
276、operationsDiscontinued operations,net of incometaxesNet(loss)/income attributable to TheNew York Times Company commonstockholdersBalance Sheet DataProperty,plant and equipment,netCash and cash equivalents and short-term investmentsTotal assetsTotal debt and capital lease obligationsTotal New York Ti
277、mes Companystockholders equityAs of and for the Years EndedDecember 25,2011$2,323,4012,093,532164,4344,2284,50056,7072871,17185,24346,381(3,718)(40,224)$(39,669)$1,085,190279,9972,883,450773,140506,360December 26,2010$2,393,4632,136,92716,1486,268234,12019,0359,12885,062177,221108,70513$107,704$1,15
278、6,786399,6423,285,741996,443659,927December 27,2009$2,440,4392,307,8004,17978,93134,63353,9655,19874,05920,66781,7019,2503,7751,56918,332$19,891$1,250,02136,5203,088,557769,217604,042December 28,2008$2,939,7642,783,076197,879(41,191)17,06247,790(71,919)(65,940)8,602$(57,839)$1,353,61956,7843,401,680
279、1,059,375503,963December 30,2007$3,184,7572,919,03111,000(68,156)186,570(2,618)39,842144,11086,960121,637$208,704$1,468,01351,5323,473,0921,034,979978,200THE NEW YORK TIMES COMPANY P.21(In thousands,except ratios,per shareand employee data)Per Share of Common StockBasic(loss)/earnings per share attr
280、ibutable to The New York Times Company common stockholders:(Loss)/income from continuing operationsDiscontinued operations,net of income taxesNet(loss)/incomeDiluted(loss)/earnings per share attributable to The New York Times Company common stockholders:(Loss)/income from continuing operationsDiscon
281、tinued operations,net of income taxesNet(loss)/incomeDividends per shareStockholders equity per shareAverage basic shares outstandingAverage diluted shares outstandingKey RatiosOperating profit/(loss)to revenuesReturn on average common stockholdersequityReturn on average total assetsTotal debt and c
282、apital lease obligations to totalcapitalizationCurrent assets to current liabilitiesRatio of earnings to fixed charges(1)Full-Time Equivalent Employees As of and for the Years EndedDecember 25,2011$(0.27)0.00$(0.27)$(0.27)0.00$(0.27)$3.44147,190147,1902%(7)%(1)%60%1.467,273December 26,2010$0.740.00$
283、0.74$0.710.00$0.71$4.32145,636152,60010%17%3%60%1.702.787,414December 27,2009$0.010.13$0.14$0.010.13$0.14$4.13144,188146,3673%4%1%56%1.007,665December 28,2008$(0.46)0.06$(0.40)$(0.46)0.06$(0.40)$0.750$3.51143,777143,777(1)%(8)%(2)%68%0.609,346December 30,2007$0.610.84$1.45$0.610.84$1.45$0.865$6.7914
284、3,889144,1586%23%6%51%0.683.1410,231(1)In 2011,2009 and 2008,earnings were inadequate to cover fixed charges by approximately$1 million,$16 million and$56 million,respectively,due to certain charges in each year.P.22 THE NEW YORK TIMES COMPANYThe items below are included in the Selected Financial Da
285、ta.2011 The items below had an unfavorable effect on our results of$161.9 million,or$.94 per share:a$164.4 million pre-tax charge($139.1 million after tax,or$.94 per share)for the impairment of assets,consisting of$152.1 million related to goodwill at the Regional Media Group,$9.2 million related to
286、 certain assets held for sale,primarily of Baseline,and$3.1 million related to an intangible asset at ConsumerSearch,Inc.,which is part of the About Group.a$71.2 million pre-tax gain($41.4 million after tax,or$.28 per share)from the sales of 390 of our units in Fenway Sports Group and a portion of o
287、ur interest in I,a job listing aggregator.a$46.4 million pre-tax charge($27.6 million after tax,or$.19 per share)in connection with the prepayment of our$250.0 million 14.053%Notes.a$13.6 million pre-tax charge($8.0 million after tax,or$.05 per share)for severance costs.a$4.5 million pre-tax charge(
288、$2.6 million after tax,or$.02 per share)for a retirement and consulting agreement in connection with the retirement of our chief executive officer.a$4.2 million estimated pre-tax charge($2.7 million after tax,or$.02 per share)for a pension withdrawal obligation under a multiemployer pension plan at
289、the Globe,whose results are included in the New England Media Group.2010 The items below had an unfavorable effect on our results of$17.8 million,or$.13 per share:a$16.1 million pre-tax charge($10.1 million after tax,or$.07 per share)for the impairment of assets at the Globes printing facility in Bi
290、llerica,Mass.a$12.7 million pre-tax gain from the sale of an asset at one of the paper mills in which we have an investment.Our share of the pre-tax gain,after eliminating the noncontrolling interest portion,is$10.2 million($6.4 million after tax,or$.04 per share).an$11.4 million tax charge($.07 per
291、 share)for the reduction in future tax benefits for retiree health benefits resulting from the federal health-care legislation enacted in 2010.a$9.1 million pre-tax gain($5.3 million after tax,or$.03 per share)from the sale of 50 of our units in Fenway Sports Group.a$6.8 million pre-tax charge($4.1
292、million after tax,or$.03 per share)for severance costs.a$6.3 million pre-tax charge($3.9 million after tax,or$.03 per share)for an adjustment to estimated pension withdrawal obligations under several multiemployer pension plans at the Globe.2009 The items below had an unfavorable effect on our resul
293、ts of$56.3 million,or$.38 per share:a$78.9 million pre-tax charge($49.5 million after tax,or$.34 per share)for a pension withdrawal obligation under certain multiemployer pension plans primarily at the Globe.a$54.0 million pre-tax net pension curtailment gain($30.7 million after tax,or$.21 per share
294、)resulting from freezing of benefits under various Company-sponsored qualified and non-qualified pension plans.a$53.9 million pre-tax charge($32.3 million after tax,or$.22 per share)for severance costs.a$34.9 million pre-tax gain($19.5 million after tax,or$.13 per share)from the sale of WQXR-FM.a$34
295、.6 million pre-tax charge($20.0 million after tax,or$.13 per share)for a loss on leases($31.1 million)and a fee($3.5 million)for the early termination of a third-party printing contract.The lease charge included a$22.8 million charge for a loss on leases associated with the closure of City&Suburban,
296、our retail and newsstand distribution subsidiary,and$8.3 million for office space at The New York Times Media Group.THE NEW YORK TIMES COMPANY P.23 a$9.3 million pre-tax charge($5.3 million after tax,or$.04 per share)for a premium on the redemption of$250.0 million principal amount of our 4.5%notes,
297、which was completed in April 2009.a$5.2 million pre-tax gain($3.2 million after tax,or$.02 per share)on the sale of surplus real estate assets at the Regional Media Group.a$4.2 million pre-tax charge($2.6 million after tax,or$.01 per share)for the impairment of assets due to the reduced scope of a s
298、ystems project.2008 The items below had an unfavorable effect on our results of$180.1 million,or$1.24 per share:a$160.4 million pre-tax,non-cash charge($109.3 million after tax,or$.76 per share)for the impairment of property,plant and equipment,intangible assets and goodwill at the New England Media
299、 Group.an$81.0 million pre-tax charge($46.2 million after tax,or$.32 per share)for severance costs.a$19.2 million pre-tax,non-cash charge($10.7 million after tax,or$.07 per share)for the impairment of an intangible asset at the IHT,whose results are included in The New York Times Media Group.an$18.3
300、 million pre-tax,non-cash charge($10.4 million after tax,or$.07 per share)for the impairment of assets for a systems project.a$5.6 million pre-tax,non-cash charge($3.5 million after tax,or$.02 per share)for the impairment of our 49%ownership interest in Metro Boston.2007 The items below increased ne
301、t income by$18.8 million,or$.13 per share:a$190.0 million pre-tax gain($94.0 million after tax,or$.65 per share)from the sale of the Broadcast Media Group.a$68.2 million net pre-tax loss($41.3 million after tax,or$.29 per share)from the sale of assets,mainly our Edison,N.J.,facility,which we closed
302、in March 2008.a$42.6 million pre-tax charge($24.4 million after tax,or$.17 per share)for accelerated depreciation of certain assets at the Edison,N.J.,facility.a$39.6 million pre-tax gain($21.2 million after tax,or$.15 per share)from the sale of WQEW-AM.a$35.4 million pre-tax charge($20.2 million af
303、ter tax,or$.14 per share)for severance costs.an$11.0 million pre-tax,non-cash charge($6.4 million after tax,or$.04 per share)for the impairment of an intangible asset at the T&G,whose results are included in the New England Media Group.a$7.1 million pre-tax,non-cash charge($4.1 million after tax,or$
304、.03 per share)for the impairment of our 49%ownership interest in Metro Boston.P.24 THE NEW YORK TIMES COMPANYITEM 7.MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION ANDRESULTS OF OPERATIONSThe following discussion and analysis provides information that management believes is relevant to an
305、 assessment and understanding of our consolidated financial condition as of December 25,2011,and results of operations for the three years ended December 25,2011.This item should be read in conjunction with our Consolidated Financial Statements and the related Notes included in this Annual Report.EX
306、ECUTIVE OVERVIEWWe are a leading global,multimedia news and information company that currently includes newspapers,digital businesses,investments in paper mills and other investments.We classify our businesses based on our operating strategies into two reportable segments,the News Media Group and th
307、e About Group.The News Media Group consists of the following divisions:The New York Times Media Group,which includes The Times,the IHT,NYT and related businesses;the New England Media Group,which includes the Globe,BostonG,B,the T&G,T and related businesses;and the Regional Media Group,which include
308、d 16 regional newspapers,other print publications and related businesses in Alabama,California,Florida,Louisiana,North Carolina and South Carolina.On January 6,2012,we completed the sale of the Regional Media Group to Halifax Media Holdings LLC for$143.0 million in cash,subject to certain adjustment
309、s.The About Group consists of A,ConsumerS and CalorieC and related businesses.In February 2011,we sold UCompareHealthC.Our revenues were$2.3 billion in 2011.The percentage of revenues contributed by division is below.News Media GroupThe News Media Group generates revenues principally from advertisin
310、g and circulation.Other revenues primarily consist of revenues from news services/syndication,commercial printing,rental income,digital archives and direct mail advertising services.The News Media Groups main operating costs are employee-related costs and raw materials,primarily newsprint.News Media
311、 Group revenues in 2011 by category and percentage share are below.17%New England Media Group11%Regional Media Group5%About Group67%The New York TimesMedia Group50%Advertising Revenues43%Circulation Revenues7%Other RevenuesTHE NEW YORK TIMES COMPANY P.25About GroupThe About Group generates revenues
312、through cost-per-click advertising(sponsored links for which the About Group is paid when a user clicks on the ad),display advertising and e-commerce(including sales lead generation).Almost all of its revenues(95%in 2011)are derived from the sale of cost-per-click and display advertising.Cost-per-cl
313、ick advertising accounted for 56%of the About Groups total advertising revenues in 2011.The About Groups main operating costs are employee-related costs and content and hosting costs.Joint VenturesOur investments accounted for under the equity method are as follows:a 49%interest in Metro Boston,whic
314、h publishes a free daily newspaper in the greater Boston area;a 49%interest in a Canadian newsprint company,Malbaie;a 40%interest in a partnership,Madison,operating a supercalendered paper mill in Maine;a 25%interest in quadrantONE,an online advertising network that sells bundled premium,targeted di
315、splay advertising onto local newspaper and other Web sites;and a 4.97%interest in Fenway Sports Group,which owns the Boston Red Sox baseball club;Liverpool Football Club(a soccer team in the English Premier League);approximately 80%of New England Sports Network(a regional cable sports network);and 5
316、0%of Roush Fenway Racing(a leading NASCAR team).We sold 390 of our units in Fenway Sports Group in July 2011 and 100 units in February 2012.We continue to explore the sale of our remaining 210 units in Fenway Sports Group,in whole or in parts.Business EnvironmentWe believe that a number of factors a
317、nd industry trends have had,and will continue to have,an adverse effect on our business and prospects.These include the following:Economic conditionsThe business environment in 2011 remained challenging due in large part to the slow economic recovery in the United States and uncertain global conditi
318、ons.Advertising spending,which drives a significant portion of our revenues,is susceptible to economic conditions.The level of advertising sales in any period may be affected by advertisers decisions to increase or decrease their advertising expenditures in response to anticipated consumer demand an
319、d general economic conditions.In 2011,advertisers continued to exercise caution in response to uneven economic conditions and lingering uncertainty about the economic outlook.The challenging advertising marketplace contributed to declines in print advertising revenues and moderating growth trends in
320、 digital advertising revenues at the News Media Group in 2011 compared with 2010.Weak national and local economic conditions,particularly in the New York City and Boston metropolitan regions,affect the levels of our national,classified and retail advertising revenues.Changes in spending patterns and
321、 priorities,including shifts in marketing strategies and budget cuts of key advertisers,in response to weak and uneven economic conditions,have depressed and may continue to depress our advertising revenues.Secular shift to digital media choicesThe competition for advertising revenues in various mar
322、kets has intensified as a result of the continued development of digital media technologies.We expect that technological developments will continue to favor digital media choices,adding to the challenges posed by audience fragmentation.We have expanded and will continue to expand our digital offerin
323、gs;however,a significant portion of our revenues are currently from traditional print products where advertising revenues are declining.We believe that the shift from traditional media forms to a growing number of digital media choices and changing consumer behavior have contributed to,and is likely
324、 to continue to contribute to,a decline in print advertising.The digital advertising marketplace has experienced significant downward pressure on advertising rates as a result of significant increases in inventory.In addition,search technology has continued to improve the organization of and access
325、to a broad range of Web sites and online information,reshaping consumer behavior and expectations for consuming news and information.As economic conditions and the advertising environment remain challenged,media companies have been re-evaluating their business models,with some moving toward various
326、forms of digital pay models that will depend on greater market acceptance and a shift in consumer attitudes.P.26 THE NEW YORK TIMES COMPANYCirculationCirculation is another significant source of revenue for us and an increasingly important driver as the overall composition of our revenues is shiftin
327、g in response to the transformations in our industry.Circulation revenues are affected by circulation and readership levels.In recent years,our newspaper properties,and the newspaper industry as a whole,have experienced declining print circulation volume.This is due to,among other factors,increased
328、competition from digital platforms and sources other than traditional newspapers(often free to users),declining discretionary spending by consumers,higher subscription and single-copy rates and a growing preference among some consumers for receiving their news from a variety of sources.CostsA signif
329、icant portion of our costs are fixed,and therefore we are limited in our ability to reduce them in the short term.Our most significant costs are employee-related costs and raw materials,which together accounted for approximately 50%of our total operating costs in 2011.Changes in employee-related cos
330、ts and the price and availability of newsprint can materially affect our operating results.For a discussion of these and other factors that could affect our results of operations and financial condition,see“Forward-Looking Statements”and“Item 1A Risk Factors.”Our StrategyOur results in 2011 reflect
331、our ability to manage the business during a period of transformation for our industry and amidst weak and uneven economic conditions.We anticipate that the challenges we currently face will continue,and we believe that the following elements are key to our efforts to address them.Diversifying our re
332、venue streams and strengthening our digital businessesAs the advertising marketplace has changed,we have focused on diversifying our revenue streams and strengthening our digital businesses to make us less susceptible to the inevitable economic cycles and to respond to the secular changes in our ind
333、ustry.Our digital businesses provide meaningful diversification during our transition to becoming an increasingly multiplatform company.Our goal is to grow our digital businesses by broadening our audiences,deepening engagement and further monetizing the usage of our Web sites and across other digital platforms.We are pursuing a multiplatform strategy across our Company with new digital products a
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