UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended June 29, 2008

 

Commission file number 1-5837

 

THE NEW YORK TIMES COMPANY

(Exact name of registrant as specified in its charter)

 

NEW YORK

 

13-1102020

(State or other jurisdiction of

 

(I.R.S. Employer

incorporation or organization)

 

Identification No.)

 

620 EIGHTH AVENUE, NEW YORK, NEW YORK

(Address of principal executive offices)

 

10018

(Zip Code)

 

Registrant’s telephone number, including area code  212-556-1234

 

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

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer   x   Accelerated filer   o   Non-accelerated filer   o   Smaller reporting company   o.

 

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

 

Number of shares of each class of the registrant’s common stock outstanding as of August 1, 2008 (exclusive of treasury shares):

 

Class A Common Stock

142,955,214 shares

 

Class B Common Stock

825,634 shares

 

 

 

 



 

PART I. FINANCIAL INFORMATION

 

Item 1. Financial Statements

THE NEW YORK TIMES COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands, except per share data)

 

 

 

For the Quarters Ended

 

For the Six Months Ended

 

 

 

June 29, 2008

 

July 1, 2007

 

June 29, 2008

 

July 1, 2007

 

 

 

(13 weeks)

 

(26 weeks)

 

Revenues

 

 

 

 

 

 

 

 

 

Advertising

 

$

454,377

 

$

508,467

 

$

912,716

 

$

1,013,382

 

Circulation

 

224,168

 

218,664

 

450,797

 

441,118

 

Other

 

63,360

 

61,812

 

126,247

 

120,463

 

Total revenues

 

741,905

 

788,943

 

1,489,760

 

1,574,963

 

 

 

 

 

 

 

 

 

 

 

Operating costs

 

 

 

 

 

 

 

 

 

Production costs:

 

 

 

 

 

 

 

 

 

Raw materials

 

60,285

 

63,139

 

119,361

 

138,035

 

Wages and benefits

 

155,605

 

158,883

 

325,512

 

324,443

 

Other

 

108,509

 

103,900

 

220,090

 

208,469

 

Total production costs

 

324,399

 

325,922

 

664,963

 

670,947

 

Selling, general and administrative costs

 

344,609

 

344,481

 

685,463

 

686,542

 

Depreciation and amortization

 

32,642

 

46,645

 

74,573

 

91,082

 

Total operating costs

 

701,650

 

717,048

 

1,424,999

 

1,448,571

 

 

 

 

 

 

 

 

 

 

 

Impairment of assets

 

 

 

18,291

 

 

Net loss on sale of assets

 

 

68,156

 

 

68,156

 

Gain on sale of WQEW-AM

 

 

39,578

 

 

39,578

 

Operating profit

 

40,255

 

43,317

 

46,470

 

97,814

 

 

 

 

 

 

 

 

 

 

 

Net income from joint ventures

 

10,165

 

4,745

 

8,372

 

2,592

 

Interest expense, net

 

12,104

 

7,126

 

23,849

 

18,454

 

Income from continuing operations before income taxes and minority interest

 

38,316

 

40,936

 

30,993

 

81,952

 

Income tax expense

 

17,251

 

18,851

 

9,559

 

39,750

 

Minority interest in net income of subsidiaries

 

(213

)

(24

)

(317

)

(15

)

Income from continuing operations

 

20,852

 

22,061

 

21,117

 

42,187

 

 

 

 

 

 

 

 

 

 

 

Discontinued operations, Broadcast Media Group:

 

 

 

 

 

 

 

 

 

Income from discontinued operations, net of income taxes

 

 

1,977

 

 

5,753

 

Gain/(loss) on sale, net of income taxes

 

289

 

94,330

 

(311

)

94,330

 

Discontinued operations, net of income taxes

 

289

 

96,307

 

(311

)

100,083

 

Net income

 

$

21,141

 

$

118,368

 

$

20,806

 

$

142,270

 

 

 

 

 

 

 

 

 

 

 

Average number of common shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

143,776

 

143,906

 

143,768

 

143,901

 

Diluted

 

144,037

 

144,114

 

144,051

 

144,114

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share:

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.15

 

$

0.15

 

$

0.15

 

$

0.29

 

Discontinued operations, net of income taxes

 

 

0.67

 

 

0.70

 

Net income

 

$

0.15

 

$

0.82

 

$

0.15

 

$

0.99

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share:

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.15

 

$

0.15

 

$

0.15

 

$

0.29

 

Discontinued operations, net of income taxes

 

 

0.67

 

 

0.70

 

Net income

 

$

0.15

 

$

0.82

 

$

0.15

 

$

0.99

 

 

 

 

 

 

 

 

 

 

 

Dividends per share

 

$

0.230

 

$

0.230

 

$

0.460

 

$

0.405

 

 

See Notes to Condensed Consolidated Financial Statements.

 

2



 

THE NEW YORK TIMES COMPANY

 

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

 

 

 

June 29, 2008

 

December 30, 2007

 

 

 

(Unaudited)

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

41,699

 

$

51,532

 

Accounts receivable-net

 

368,877

 

437,882

 

Inventories:

 

 

 

 

 

Newsprint and magazine paper

 

23,933

 

21,929

 

Other inventory

 

5,256

 

4,966

 

Total inventories

 

29,189

 

26,895

 

 

 

 

 

 

 

Deferred income taxes

 

80,617

 

92,335

 

Other current assets

 

61,997

 

55,801

 

 

 

 

 

 

 

Total current assets

 

582,379

 

664,445

 

 

 

 

 

 

 

Other Assets

 

 

 

 

 

 

 

 

 

 

 

Investments in joint ventures

 

142,630

 

137,831

 

Property, plant and equipment (less accumulated depreciation and amortization of $1,020,620 in 2008 and $1,138,837 in 2007)

 

1,450,298

 

1,468,013

 

Intangible assets acquired:

 

 

 

 

 

Goodwill

 

694,360

 

683,440

 

Other intangible assets acquired

 

123,950

 

128,461

 

Total intangible assets acquired

 

818,310

 

811,901

 

 

 

 

 

 

 

Deferred income taxes

 

97,970

 

112,379

 

Miscellaneous assets

 

266,703

 

278,523

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

3,358,290

 

$

3,473,092

 

 

See Notes to Condensed Consolidated Financial Statements.

 

3



 

THE NEW YORK TIMES COMPANY

 

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)

 

 

 

June 29, 2008

 

December 30, 2007

 

 

 

(Unaudited)

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

 

 

 

 

 

Commercial paper outstanding

 

$

3,500

 

$

111,741

 

Borrowings under revolving credit agreements

 

370,000

 

195,000

 

Accounts payable

 

197,736

 

202,923

 

Accrued payroll and other related liabilities

 

94,893

 

142,201

 

Accrued expenses

 

161,079

 

193,222

 

Unexpired subscriptions

 

81,861

 

81,110

 

Current portion of long-term debt and capital lease obligations

 

49,548

 

49,539

 

 

 

 

 

 

 

Total current liabilities

 

958,617

 

975,736

 

 

 

 

 

 

 

Other Liabilities

 

 

 

 

 

 

 

 

 

 

 

Long-term debt

 

672,338

 

672,005

 

Capital lease obligations

 

6,655

 

6,694

 

Pension benefits obligation

 

282,731

 

281,517

 

Postretirement benefits obligation

 

214,110

 

213,500

 

Other

 

309,318

 

339,533

 

 

 

 

 

 

 

Total other liabilities

 

1,485,152

 

1,513,249

 

 

 

 

 

 

 

Minority Interest

 

7,271

 

5,907

 

 

 

 

 

 

 

Stockholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

Common stock of $.10 par value:

 

 

 

 

 

Class A – authorized 300,000,000 shares; issued: 2008 – 148,057,158; 2007 –148,057,158 (including treasury shares: 2008 – 5,102,842; 2007 – 5,154,989)

 

14,806

 

14,806

 

Class B – convertible – authorized and issued shares: 2008 – 825,634; 2007 – 825,634

 

83

 

83

 

Additional paid-in capital

 

20,560

 

9,869

 

Retained earnings

 

1,082,496

 

1,170,288

 

Common stock held in treasury, at cost

 

(160,411

)

(161,395

)

Accumulated other comprehensive loss, net of income taxes:

 

 

 

 

 

Foreign currency translation adjustments

 

24,385

 

19,660

 

Funded status of benefit plans

 

(74,669

)

(75,111

)

Total accumulated other comprehensive loss, net of income taxes

 

(50,284

)

(55,451

)

 

 

 

 

 

 

Total stockholders’ equity

 

907,250

 

978,200

 

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

3,358,290

 

$

3,473,092

 

 

See Notes to Condensed Consolidated Financial Statements.

 

4



 

THE NEW YORK TIMES COMPANY

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

 

 

 

Six Months Ended

 

 

 

June 29, 2008

 

July 1, 2007

 

 

 

(26 weeks)

 

OPERATING ACTIVITIES

 

 

 

 

 

Net cash provided by/(used in) operating activities

 

$

99,959

 

$

(11,745

)

 

 

 

 

 

 

INVESTING ACTIVITIES

 

 

 

 

 

Capital expenditures

 

(103,917

)

(225,652

)

Proceeds from sale of the Broadcast Media Group

 

 

575,288

 

Proceeds from sale of WQEW-AM

 

 

40,000

 

Proceeds from sale of Edison, N.J., assets

 

 

90,819

 

Payment for purchase of Edison, N.J., printing facility

 

 

(139,961

)

Acquisitions, net of cash acquired of $2,353 in 2008 and $1,190 in 2007

 

(5,197

)

(27,632

)

Other investing payments–net

 

(2,159

)

(7,453

)

 

 

 

 

 

 

Net cash (used in)/provided by investing activities

 

(111,273

)

305,409

 

 

 

 

 

 

 

FINANCING ACTIVITIES

 

 

 

 

 

Commercial paper repayments-net

 

(108,241

)

(184,525

)

Borrowings under revolving credit agreements-net

 

175,000

 

 

Long-term obligations:

 

 

 

 

 

Reductions

 

(30

)

(102,412

)

Capital shares:

 

 

 

 

 

Issuances

 

 

529

 

Repurchases

 

(17

)

(816

)

Excess tax benefits from stock-based awards

 

 

43

 

Dividends paid to stockholders

 

(66,573

)

(58,574

)

Other financing proceeds–net

 

 

37,221

 

 

 

 

 

 

 

Net cash provided by/(used in) financing activities

 

139

 

(308,534

)

 

 

 

 

 

 

Decrease in cash and cash equivalents

 

(11,175

)

(14,870

)

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

1,342

 

154

 

 

 

 

 

 

 

Cash and cash equivalents at the beginning of the year

 

51,532

 

72,360

 

Cash and cash equivalents at the end of the quarter

 

$

41,699

 

$

57,644

 

 

SUPPLEMENTAL DATA

 

Acquisitions

·                  In March 2008, the Company acquired certain assets of the Winter Haven News Chief for $2.5 million and purchased additional Class A units of BehNeem, LLC, increasing its total investment to $4.3 million for a 53% ownership interest.  In the first quarter of 2008, the Company also paid the remaining $0.5 million for UCompareHealthCare.com, which was acquired in March 2007, for a total of $2.3 million.

 

Other

·                  Financing activities – Other financing proceeds in 2007 include cash received from the Company’s real estate development partner for repayment of the Company’s loan receivable in connection with the construction of the Company’s new headquarters.

 

See Notes to Condensed Consolidated Financial Statements.

 

5



 

THE NEW YORK TIMES COMPANY

 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 1.                         GENERAL AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

In the opinion of The New York Times Company’s (the “Company”) management, the Condensed Consolidated Financial Statements present fairly the financial position of the Company as of June 29, 2008, and December 30, 2007, and the results of operations and cash flows of the Company for the periods ended June 29, 2008, and July 1, 2007.  All adjustments necessary for a fair presentation have been included and are of a normal and recurring nature.  All significant intercompany accounts and transactions have been eliminated in consolidation.  The financial statements were prepared in accordance with the requirements of the Securities and Exchange Commission for interim reporting.  As permitted under those rules, certain notes or other financial information that are normally required by accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted from these interim financial statements. These statements, therefore, should be read in conjunction with the Consolidated Financial Statements and related Notes included in the Company’s Annual Report on Form 10-K for the year ended December 30, 2007.  Due to the seasonal nature of the Company’s business, operating results for the interim periods are not necessarily indicative of a full year’s operations.  The fiscal periods included herein comprise 13 weeks for the second-quarter periods and 26 weeks for the six-month periods.

 

As of June 29, 2008, the Company’s significant accounting policies, which are detailed in the Company’s Annual Report on Form 10-K for the year ended December 30, 2007, have not changed materially.

 

The Company adopted Emerging Issues Task Force (“EITF”) No. 06-4, Accounting for Deferred Compensation and Postretirement Benefit Aspects of Endorsement Split-Dollar Life Insurance Arrangements (“EITF 06-4”), on December 31, 2007 (the first day of the Company’s 2008 fiscal year).  EITF 06-4 was issued to clarify the accounting for the deferred compensation and postretirement aspects of endorsement split-dollar life insurance arrangements.  It required the Company to recognize a liability for future benefits in accordance with Statement of Financial Accounting Standards (“FAS”) No. 106, Employers’ Accounting for Postretirement Benefits Other Than Pensions (“FAS 106”).  Accordingly, the Company recorded a liability, which is included in “Other Liabilities – Other” in the Company’s Condensed Consolidated Balance Sheet, for its endorsement split-dollar life insurance arrangement of approximately $9 million through a cumulative-effect adjustment to retained earnings on December 31, 2007.

 

In September 2006, the Financial Accounting Standards Board (“FASB”) issued FAS No. 157, Fair Value Measurements (“FAS 157”), which establishes a common definition for fair value in accordance with GAAP, and establishes a framework for measuring fair value and expands disclosure requirements about such fair value measurements.

 

In February 2008, the FASB issued FASB Staff Position (“FSP”) FAS 157-2, Effective Date of FASB Statement No. 157 (“FSP 157-2”).  FSP 157-2 delayed the effective date of FAS 157 to fiscal years beginning after

 

6



 

November 15, 2008, for nonfinancial assets and nonfinancial liabilities, except for items that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually).  The partial delay is intended to provide all relevant parties more time to consider the effect of various implementation issues that have arisen, or that may arise, from the application of FAS 157.

 

In accordance with FSP 157-2, the Company partially adopted FAS 157 in the first quarter of 2008.  Therefore, in 2008, the Company’s financial statements will reflect the requirements of FAS 157 for any financial assets and liabilities and for any nonfinancial assets and liabilities recognized or disclosed at fair value in the financial statements on a recurring basis.  As of June 29, 2008, the Company does not have any material nonfinancial assets or liabilities for which the requirements under FAS 157 were not applied because of the partial delay under FSP 157-2.

 

As of June 29, 2008, the Company does not have any assets measured at fair value that fall within the scope of FAS 157 and FSP 157-2.  The Company does have a liability for a Company-sponsored deferred executive compensation plan (the “DEC plan”) that falls within the scope of FAS 157 and FSP 157-2, as of June 29, 2008.  The DEC plan enables certain eligible executives to defer a portion of their compensation on a pre-tax basis.  Employees’ contributions earn income based on the performance of investment funds they select.  The DEC plan liability is the amount due to the respective executives and is recorded at fair value on a recurring basis utilizing observable market data (Level 2 under FAS 157).  The fair value of the liability, which is included in “Other Liabilities – Other” in the Company’s Condensed Consolidated Balance Sheet, was approximately $129 million as of June 29, 2008.

 

In February 2007, the FASB issued FAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities – Including an Amendment of FASB Statement No. 115 (“FAS 159”), which is effective in fiscal 2008 and permits entities to choose to measure many financial instruments and certain other items at fair value.  The Company did not elect the fair value option for any items under FAS 159.

 

Recent Accounting Pronouncements

 

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

 

7



 

NOTE 2.                         DISCONTINUED OPERATIONS

 

On May 7, 2007, the Company sold its Broadcast Media Group, which consisted of nine network-affiliated television stations, their related Web sites and digital operating center, for approximately $575 million.  In 2007, the Company recognized a pre-tax gain on the sale of $190.0 million ($94.0 million after tax).  In accordance with FAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets, the Broadcast Media Group’s results of operations and the gain on sale are presented as discontinued operations.  In 2008, the gain/(loss) on sale included post-closing adjustments. The results of operations presented as discontinued operations are summarized below.

 

 

 

For the Quarters Ended

 

For the Six Months Ended

 

(In thousands)

 

June 29, 2008

 

July 1, 2007

 

June 29, 2008

 

July 1, 2007

 

Revenues

 

$

 

$

13,798

 

$

 

$

46,702

 

Operating costs

 

 

10,451

 

 

36,854

 

Pre-tax income

 

 

3,347

 

 

9,848

 

Income tax expense

 

 

1,370

 

 

4,095

 

Income from discontinued operations, net of income taxes

 

 

1,977

 

 

5,753

 

Gain/(loss) on sale, net of income tax expense of $211 in the second quarter of 2008, income tax benefit of $228 in the first six months of 2008, and income tax expense of $96,911 in the second quarter and first six months of 2007

 

289

 

94,330

 

(311

)

94,330

 

Discontinued operations, net of income taxes

 

$

289

 

$

96,307

 

$

(311

)

$

100,083

 

 

NOTE 3.                         GOODWILL AND OTHER INTANGIBLE ASSETS

 

Goodwill is the excess of cost over the fair market value of tangible and other intangible assets acquired.  Goodwill is not amortized but tested for impairment annually or if certain circumstances indicate a possible impairment may exist, in accordance with FAS No. 142, Goodwill and Other Intangible Assets.

 

Other intangible assets acquired consist primarily of mastheads on various acquired properties, customer lists, trade names, as well as other assets.  Other intangible assets acquired that have indefinite lives (mastheads and trade names) are not amortized but tested for impairment annually or if certain circumstances indicate a possible impairment may exist.  Certain other intangible assets acquired (customer lists and other assets) are amortized over their estimated useful lives.

 

The Company performs its annual impairment testing in the fourth quarter of its fiscal year.

 

The changes in the carrying amount of goodwill were as follows:

 

(In thousands)

 

News Media
Group

 

About
Group

 

Total

 

Balance as of December 30, 2007

 

$

313,459

 

$

369,981

 

$

683,440

 

Goodwill acquired during year

 

4,415

 

 

4,415

 

Goodwill adjusted during the year

 

 

(3

)

(3

)

Foreign currency translation adjustments

 

6,508

 

 

6,508

 

Balance as of June 29, 2008

 

$

324,382

 

$

369,978

 

$

694,360

 

 

8



 

In March 2008, the Company acquired certain assets of the Winter Haven News Chief (“News Chief”), a regional newspaper in Winter Haven, Fla., for $2.5 million.  Also in March 2008, the Company purchased additional Class A units of BehNeem, LLC (“BehNeem”), increasing its total investment to $4.3 million for a 53% ownership interest.  BehNeem licenses the Epsilen Environment, an integrated online course content, portfolio and communications tool for the education community.  The operating results of the News Chief are included in the results of the Regional Media Group and the operating results of BehNeem are included in the results of The New York Times Media Group, both of which are part of the News Media Group.

 

Based on preliminary valuations of the News Chief and BehNeem, the Company has allocated the excess of the respective purchase prices over the carrying value of the net assets acquired of $1.3 million to goodwill and $0.6 million to other intangible assets (primarily customer lists) for the News Chief, and $3.1 million to goodwill for BehNeem.

 

Other intangible assets acquired were as follows:

 

 

 

June 29, 2008

 

December 30, 2007

 

(In thousands)

 

Gross Carrying
Amount

 

Accumulated
Amortization

 

Net

 

Gross Carrying
Amount

 

Accumulated
Amortization

 

Net

 

Amortized other intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

Customer lists

 

$

222,763

 

$

(201,825

)

$

20,938

 

$

222,267

 

$

(199,930

)

$

22,337

 

Other

 

67,620

 

(37,684

)

29,936

 

67,254

 

(32,841

)

34,413

 

Total

 

290,383

 

(239,509

)

50,874

 

289,521

 

(232,771

)

56,750

 

Unamortized other intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

Newspaper mastheads

 

58,994

 

 

58,994

 

57,638

 

 

57,638

 

Trade names

 

14,082

 

 

14,082

 

14,073

 

 

14,073

 

Total

 

73,076

 

 

73,076

 

71,711

 

 

71,711

 

Total other intangible assets acquired

 

$

363,459

 

$

(239,509

)

$

123,950

 

$

361,232

 

$

(232,771

)

$

128,461

 

 

As of June 29, 2008, the remaining weighted-average amortization period was seven years for customer lists and six years for other amortizable intangible assets acquired included in the table above.

 

Amortization expense related to other intangible assets acquired that are subject to amortization was approximately $7 million in the first six months of 2008, and is expected to be approximately $12 million for the fiscal year 2008.  Estimated annual amortization expense for the next five years related to these intangible assets is expected to be as follows:

 

(In thousands)

 

 

 

Year

 

Amount

 

2009

 

$

9,900

 

2010

 

9,400

 

2011

 

8,900

 

2012

 

6,700

 

2013

 

3,400

 

 

9



 

NOTE 4.                         DEBT OBLIGATIONS

 

The Company’s total debt, including commercial paper, borrowings under revolving credit agreements and capital lease obligations, was $1.1 billion as of June 29, 2008, and $1.0 billion as of December 30, 2007.

 

The Company’s $800.0 million revolving credit agreements ($400.0 million credit agreement maturing in May 2009 and $400.0 million credit agreement maturing in June 2011) are used for general corporate purposes and may be used to support its commercial paper program.  In addition, these revolving credit agreements provide a facility for the issuance of letters of credit.  Of the total $800.0 million available under the two revolving credit agreements, the Company has issued letters of credit of approximately $30 million as of June 29, 2008.  The Company had $370.0 million outstanding under its revolving credit agreements, with a weighted-average interest rate of 2.9%, as of June 29, 2008.  As of December 30, 2007, the Company had $195.0 million outstanding under its revolving credit agreements, with a weighted-average interest rate of 5.3%.  Any borrowings under the revolving credit agreements bear interest at specified margins based on the Company’s credit rating, over various floating rates selected by the Company.

 

The revolving credit agreements each contain a covenant that requires a specified level of stockholders’ equity (as defined in the agreements).  As of June 29, 2008, the amount of stockholders’ equity in excess of the required levels was approximately $556 million.

 

The Company’s $725.0 million commercial paper program is supported by the revolving credit agreements.  Commercial paper issued by the Company is unsecured and can have maturities of up to 270 days, but generally matures within 90 days.  The Company had $3.5 million in commercial paper outstanding as of June 29, 2008, with an annual weighted-average interest rate of 3.5% and an average of three days to maturity from original issuance.  The Company had $111.7 million outstanding as of December 30, 2007, with an annual weighted-average interest rate of 5.5% and an average of 10 days to maturity from original issuance.

 

“Interest expense, net” in the Company’s Condensed Consolidated Statements of Operations was as follows:

 

 

 

For the Quarters Ended

 

For the Six Months Ended

 

(In thousands)

 

June 29, 2008

 

July 1, 2007

 

June 29, 2008

 

July 1, 2007

 

Interest expense

 

$

12,568

 

$

14,005

 

$

25,409

 

$

32,309

 

Capitalized interest

 

(406

)

(6,201

)

(1,462

)

(12,123

)

Interest income

 

(58

)

(678

)

(98

)

(1,732

)

Interest expense, net

 

$

12,104

 

$

7,126

 

$

23,849

 

$

18,454

 

 

10



 

NOTE 5.                         INCOME TAXES

 

The Company’s effective income tax rate was 45.0% in the second quarter and 30.8% in the first six months of 2008 compared with 46.0% in the second quarter and 48.5% in the first six months of 2007.

 

In the first quarter of 2008, the Company recognized a $4.6 million adjustment to reduce the Company’s reserve for uncertain tax positions.  This adjustment reduced the effective income tax rate for the first six months of 2008.  In 2007, the effective income tax rates were affected by the asset sales in the second quarter of 2007 (see Notes 2 and 8) and an unfavorable tax adjustment of $4.5 million for a change in New York State tax law (effective January 1, 2007) that required a revaluation of existing deferred tax balances in the first quarter of 2007.

 

NOTE 6.                         COMMON STOCK

 

On June 19, 2008, the Board declared a dividend of $.23 per share on the Company’s Class A and B Common Stock.  The dividend is payable on September 15, 2008, to shareholders of record on September 2, 2008.  The estimated dividend payable of approximately $33 million is included in “Accounts payable” in the Company’s Condensed Consolidated Balance Sheet as of June 29, 2008.

 

NOTE 7.                         PENSION AND POSTRETIREMENT BENEFITS

 

Pension

 

The Company sponsors several pension plans and makes contributions to several others, in connection with collective bargaining agreements, that are considered multi-employer pension plans.  These plans cover substantially all employees.

 

The Company-sponsored plans include qualified (funded) plans as well as non-qualified (unfunded) plans. These plans provide participating employees with retirement benefits in accordance with benefit formulas detailed in each plan.  The Company’s non-qualified plans provide retirement benefits only to certain highly compensated employees of the Company.

 

The Company also has a foreign-based pension plan for certain International Herald Tribune (“IHT”) employees (the “Foreign plan”).  The information for the Foreign plan is combined with the information for U.S. non-qualified plans.  The benefit obligation of the Foreign plan is immaterial to the Company’s total benefit obligation.

 

11



 

The components of net periodic pension cost of all Company-sponsored pension plans were as follows:

 

 

 

For the Quarters Ended

 

 

 

June 29, 2008

 

July 1, 2007

 

(In thousands)

 

Qualified
Plans

 

Non-
Qualified
Plans

 

All Plans

 

Qualified
Plans

 

Non-
Qualified
Plans

 

All Plans

 

Service cost

 

$

10,110

 

$

710

 

$

10,820

 

$

10,899

 

$

519

 

$

11,418

 

Interest cost

 

25,078

 

3,463

 

28,541

 

23,515

 

3,574

 

27,089

 

Expected return on plan assets

 

(31,915

)

 

(31,915

)

(30,712

)

 

(30,712

)

Amortization of prior service cost

 

362

 

17

 

379

 

363

 

18

 

381

 

Recognized actuarial loss

 

729

 

1,238

 

1,967

 

1,070

 

1,983

 

3,053

 

Effect of curtailment

 

 

 

 

15

 

 

15

 

Special termination benefits

 

 

 

 

 

908

 

908

 

Net periodic pension cost

 

$

4,364

 

$

5,428

 

$

9,792

 

$

5,150

 

$

7,002

 

$

12,152

 

 

 

 

For the Six Months Ended

 

 

 

June 29, 2008

 

July 1, 2007

 

(In thousands)

 

Qualified
Plans

 

Non-
Qualified
Plans

 

All Plans

 

Qualified
Plans

 

Non-
Qualified
Plans

 

All Plans

 

Service cost

 

$

20,220

 

$

1,420

 

$

21,640

 

$

22,807

 

$

1,038

 

$

23,845

 

Interest cost

 

50,156

 

6,926

 

57,082

 

47,001

 

7,148

 

54,149

 

Expected return on plan assets

 

(63,830

)

 

(63,830

)

(60,671

)

 

(60,671

)

Amortization of prior service cost

 

724

 

34

 

758

 

722

 

35

 

757

 

Recognized actuarial loss

 

1,458

 

2,476

 

3,934

 

3,144

 

3,965

 

7,109

 

Effect of curtailment

 

 

 

 

15

 

 

15

 

Special termination benefits

 

 

 

 

 

908

 

908

 

Net periodic pension cost

 

$

8,728

 

$

10,856

 

$

19,584

 

$

13,018

 

$

13,094

 

$

26,112

 

 

Although the Company does not have any quarterly funding requirements in 2008 (under the Employee Retirement Income Security Act of 1974, as amended, and Internal Revenue Code requirements), the Company will make contractual funding contributions of approximately $18 million (approximately $6 million was made in the first six months of 2008) for The New York Times Newspaper Guild pension plan.  The Company does not expect to make additional contributions to its other pension plans in 2008.

 

Postretirement Benefits

 

The Company provides health and life insurance benefits to retired employees and their eligible dependents, who are not covered by any collective bargaining agreements, if the employees meet specified age and service requirements.  In addition, the Company contributes to a postretirement plan under the provisions of a collective bargaining agreement.  The Company’s policy is to pay its portion of insurance premiums and claims from Company assets.

 

In accordance with FAS 106, the Company accrues the costs of postretirement benefits during the employees’ active years of service.

 

12



 

The components of net periodic postretirement benefit cost were as follows:

 

 

 

For the Quarters Ended

 

For the Six Months Ended

 

(In thousands)

 

June 29, 2008

 

July 1, 2007

 

June 29, 2008

 

July 1, 2007

 

Service cost

 

$

881

 

$

1,853

 

$

1,762

 

$

4,044

 

Interest cost

 

3,514

 

3,547

 

7,028

 

7,498

 

Amortization of prior service credit

 

(2,908

)

(1,892

)

(5,816

)

(3,966

)

Recognized actuarial loss

 

1,041

 

674

 

2,082

 

1,569

 

Effect of curtailment

 

 

(4,717

)

 

(4,717

)

Special termination benefits

 

 

703

 

 

703

 

Net periodic postretirement cost

 

$

2,528

 

$

168

 

$

5,056

 

$

5,131

 

 

NOTE 8.                         OTHER

 

Severance Charges

 

The Company recognized severance charges of $27.6 million in the second quarter of 2008 and $38.8 million in the first six months of 2008.  In the second quarter and first six months of 2007, the Company recognized severance charges of $5.0 million and $12.8 million, respectively.  Most of the charges in these periods were recognized at the News Media Group.  These charges are primarily recorded in “Selling, general and administrative costs” in the Company’s Condensed Consolidated Statements of Operations.  As of June 29, 2008, the Company had a severance liability of approximately $25 million included in “Accrued expenses” in the Company’s Condensed Consolidated Balance Sheet.

 

Impairment of Assets

 

In the first quarter of 2008, the Company recorded a non-cash charge of $18.3 million for the write-down of assets for a systems project at the News Media Group.  The Company reduced the scope of a major advertising and circulation project to decrease capital spending, which resulted in the write-down of previously capitalized costs.

 

Plant Consolidation

 

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

 

The Edison facility was closed in March 2008.  The costs to close the Edison facility are estimated to be $90 to $94 million, principally consisting of accelerated depreciation charges ($68.5 million), severance costs ($16 to $20 million) and plant restoration costs ($5.3 million).   The majority of these costs, approximately $87 million (approximately $7 million in the first six months of 2008), have been recognized as of June 29, 2008.

 

13



 

Sale of WQEW-AM

 

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

 

NOTE 9.                         EARNINGS PER SHARE

 

Basic and diluted earnings per share have been computed as follows:

 

 

 

For the Quarters Ended

 

For the Six Months Ended

 

(In thousands, except per share data)

 

June 29, 2008

 

July 1, 2007

 

June 29, 2008

 

July 1, 2007

 

Basic earnings per share computation:

 

 

 

 

 

 

 

 

 

Numerator

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

20,852

 

$

22,061

 

$

21,117

 

$

42,187

 

Discontinued operations, net of income taxes – Broadcast Media Group

 

289

 

96,307

 

(311

)

100,083

 

Net income

 

$

21,141

 

$

118,368

 

$

20,806

 

$

142,270

 

Denominator

 

 

 

 

 

 

 

 

 

Average number of common shares outstanding

 

143,776

 

143,906

 

143,768

 

143,901

 

Income from continuing operations

 

$

0.15

 

$

0.15

 

$

0.15

 

$

0.29

 

Discontinued operations, net of income taxes – Broadcast Media Group

 

 

0.67

 

 

0.70

 

Basic earnings per share

 

$

0.15

 

$

0.82

 

$

0.15

 

$

0.99

 

Diluted earnings per share computation:

 

 

 

 

 

 

 

 

 

Numerator

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

20,852

 

$

22,061

 

$

21,117

 

$

42,187

 

Discontinued operations, net of income taxes – Broadcast Media Group

 

289

 

96,307

 

(311

)

100,083

 

Net income

 

$

21,141

 

$

118,368

 

$

20,806

 

$

142,270

 

Denominator

 

 

 

 

 

 

 

 

 

Average number of common shares outstanding

 

143,776

 

143,906

 

143,768

 

143,901

 

Incremental shares for assumed exercise of securities

 

261

 

208

 

283

 

213

 

Total shares

 

144,037

 

144,114

 

144,051

 

144,114

 

Income from continuing operations

 

$

0.15

 

$

0.15

 

$

0.15

 

$

0.29

 

Discontinued operations, net of income taxes – Broadcast Media Group

 

 

0.67

 

 

0.70

 

Diluted earnings per share

 

$

0.15

 

$

0.82

 

$

0.15

 

$

0.99

 

 

The difference between basic and diluted shares is generally due to the assumed exercise of stock options and the assumed vesting of restricted stock units included in the diluted earnings per share computation.

 

Stock options with exercise prices that exceeded the average fair market value of the Company’s Common Stock had an antidilutive effect and, therefore, were excluded from the computation of diluted earnings per share.  Approximately 32 million stock options and approximately 31 million stock options with exercise prices ranging from $19.88 to $48.54 were excluded from the computation in the second quarter and first six months of 2008.  Approximately 32 million stock options with exercise prices ranging from $23.83 to $48.54 were excluded from the computation in the second quarter and first six months of 2007.

 

14



 

NOTE 10.                  COMPREHENSIVE INCOME

 

Comprehensive income was as follows:

 

 

 

For the Quarters Ended

 

For the Six Months Ended

 

(In thousands)

 

June 29, 2008

 

July 1, 2007

 

June 29, 2008

 

July 1, 2007

 

Net income

 

$

21,141

 

$

118,368

 

$

20,806

 

$

142,270

 

Foreign currency translation adjustments

 

206

 

2,719

 

8,667

 

3,602

 

Adjustments to pension and postretirement benefits obligations

 

 

56,711

 

 

56,711

 

Amortization of unrecognized amounts included in pension and postretirement benefits obligations

 

479

 

(2,486

)

958

 

767

 

Income tax charge

 

(279

)

(34,493

)

(4,456

)

(39,143

)

Comprehensive income

 

$

21,547

 

$

140,819

 

$

25,975

 

$

164,207

 

 

The “Accumulated other comprehensive loss, net of income taxes” in the Company’s Condensed Consolidated Balance Sheets was net of a deferred income tax benefit of approximately $48 million as of June 29, 2008, and approximately $53 million as of December 30, 2007.

 

NOTE 11.                  SEGMENT INFORMATION

 

The Company’s reportable segments consist of the News Media Group and the About Group.  These segments are evaluated regularly by management in assessing performance and allocating resources.

 

Below is a description of the Company’s reportable segments:

 

News Media Group (consisting of The New York Times Media Group, which principally includes The New York Times (“The Times”), NYTimes.com, the IHT and WQXR-FM; the New England Media Group, which principally includes The Boston Globe (the “Globe”), Boston.com and the Worcester Telegram & Gazette; and the Regional Media Group, which includes 15 daily newspapers, other print publications and their related digital operations); and

 

About Group (consisting of the Web sites of About.com, ConsumerSearch.com, UCompareHealthCare.com and Calorie-Count.com).

 

The Broadcast Media Group, which was sold on May 7, 2007, is classified as a discontinued operation and is no longer included as a reportable segment (see Note 2).

 

15



 

 

 

For the Quarters Ended

 

For the Six Months Ended

 

(In thousands)

 

June 29, 2008

 

July 1, 2007

 

June 29, 2008

 

July 1, 2007

 

 

 

 

 

 

 

 

 

 

 

REVENUES

 

 

 

 

 

 

 

 

 

News Media Group

 

$

713,293

 

$

764,238

 

$

1,432,978

 

$

1,527,715

 

About Group

 

28,612

 

24,705

 

56,782

 

47,248

 

Total

 

$

741,905

 

$

788,943

 

$

1,489,760

 

$

1,574,963

 

 

 

 

 

 

 

 

 

 

 

OPERATING PROFIT (LOSS)

 

 

 

 

 

 

 

 

 

News Media Group (1)

 

$

44,472

 

$

46,653

 

$

57,757

 

$

106,282

 

About Group

 

9,116

 

8,511

 

18,637

 

16,841

 

Corporate

 

(13,333

)

(11,847

)

(29,924

)

(25,309

)

Total

 

$

40,255

 

$

43,317

 

$

46,470

 

$

97,814

 

Net income from joint ventures

 

10,165

 

4,745

 

8,372

 

2,592

 

Interest expense, net

 

12,104

 

7,126

 

23,849

 

18,454

 

Income from continuing operations before income taxes and minority interest

 

38,316

 

40,936

 

30,993

 

81,952

 

Income tax expense

 

17,251

 

18,851

 

9,559

 

39,750

 

Minority interest in net income of subsidiaries

 

(213

)

(24

)

(317

)

(15

)

Income from continuing operations

 

20,852

 

22,061

 

21,117

 

42,187

 

Discontinued operations, Broadcast Media Group:

 

 

 

 

 

 

 

 

 

Income from discontinued operations, net of income taxes

 

 

1,977

 

 

5,753

 

Gain/(loss) on sale, net of income taxes

 

289

 

94,330

 

(311

)

94,330

 

Discontinued operations, net of income taxes

 

289

 

96,307

 

(311

)

100,083

 

Net income

 

$

21,141

 

$

118,368

 

$

20,806

 

$

142,270

 

 


(1)                               In the first quarter of 2008, a non-cash charge of $18.3 million was recorded for the write-down of assets for a systems project at the News Media Group.  Operating profit for the second quarter and first six months of 2007 included a $68.2 million net loss from the sale of assets and $39.6 million gain from the sale of WQEW-AM.

 

NOTE 12.                  CONTINGENT LIABILITIES

 

Third-Party Guarantees

 

The Company has outstanding guarantees on behalf of a third party that provides circulation customer service, telemarketing and home-delivery services for The Times and the Globe, and on behalf of two third parties that provide printing and distribution services for The Times’s National Edition.  The guarantees are for payments under a credit facility and property and equipment leases, and for certain debt and costs related to any default.  The total amount of the guarantees was approximately $26 million as of June 29, 2008.  In accordance with GAAP, the contingent obligations related to these guarantees are not reflected in the Company’s Condensed Consolidated Balance Sheets as of June 29, 2008 and December 30, 2007.

 

Other

 

The Company also has letters of credit of approximately $30 million as of June 29, 2008, which are primarily to satisfy requirements by insurance companies, to provide support for the Company’s workers’ compensation liability.  The workers’ compensation liability (approximately $52 million) is included in the Company’s Condensed Consolidated Balance Sheet as of June 29, 2008.

 

There are various legal actions that have arisen in the ordinary course of business and are now pending against the Company.  These actions are generally for amounts greatly in excess of the payments, if any, that may be required to be made.  It is the opinion of management after reviewing these actions with legal counsel to the Company that the ultimate liability that might result from these actions would not have a material adverse effect on the Company’s Condensed Consolidated Financial Statements.

 

16



 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

We are a leading media and news organization serving our audiences through print, online, mobile and radio technology.  Our segments and divisions are:

 

News Media Group (consisting of The New York Times Media Group, which principally includes The New York Times (“The Times”), NYTimes.com, the International Herald Tribune and WQXR-FM; the New England Media Group, which principally includes The Boston Globe (the “Globe”), Boston.com and the Worcester Telegram & Gazette; and the Regional Media Group, which includes 15 daily newspapers, other print publications and their related digital operations).  The News Media Group generates revenues principally from print, online and radio advertising and through circulation.  Other revenues, which make up the remainder of revenues, primarily consist of revenues from wholesale delivery operations, news services/syndication, commercial printing, digital archives, direct mail advertising services and rental income.  The News Media Group’s main operating costs are employee-related costs and raw materials, primarily newsprint.

 

About Group (consisting of the Web sites of About.com, ConsumerSearch.com, UCompareHealthCare.com and Calorie-Count.com).  The About Group principally generates revenues from cost-per-click advertising (sponsored links for which the About Group is paid when a user clicks on the ad), display advertising that is relevant to its adjacent content, and e-commerce (including sales lead generation).  Almost all of its revenues (93% in the first six months of 2008) are derived from the sale of advertisements (cost-per-click and display advertising).  Cost-per-click advertising accounts for 57% of the About Group’s total advertising revenues.  The About Group’s main operating costs are employee-related costs and content and hosting costs.

 

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

 

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

 

·                  a 49% interest in a Canadian newsprint company, Donohue Malbaie Inc.,

 

·                  a 40% interest in a partnership, Madison Paper Industries, operating a supercalendered paper mill in Maine,

 

·                  a 25% interest (acquired in 2008 for a nominal amount) in quadrantONE LLC, a consortium online advertising network that sells bundled premium, targeted display advertising from local newspaper Web sites and other affiliates, and

 

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

 

17



 

RECENT DEVELOPMENTS

 

Severance Charges

 

We recognized severance charges of $27.6 million in the second quarter of 2008 and $38.8 million in the first six months of 2008.  In the second quarter and first six months of 2007, we recognized severance charges of $5.0 million and $12.8 million, respectively.  Most of the charges in these periods were recognized at the News Media Group.  These charges are primarily recorded in “Selling, general and administrative costs” in our Condensed Consolidated Statements of Operations.

 

Acquisitions

 

In March 2008, we acquired certain assets of the Winter Haven News Chief (“News Chief”), a regional newspaper in Winter Haven, Fla., for $2.5 million.  Also in March 2008, we purchased additional Class A units of BehNeem, LLC (“BehNeem”), increasing our total investment to $4.3 million for a 53% ownership interest. BehNeem licenses the Epsilen Environment, an integrated online course content, portfolio and communications tool for the education community.  The operating results of the News Chief are included in the results of the Regional Media Group and the operating results of BehNeem are included in the results of The New York Times Media Group, both of which are part of the News Media Group.

 

See Note 3 of the Notes to the Condensed Consolidated Financial Statements.

 

Impairment of Assets

 

In the first quarter of 2008, we recorded a non-cash charge of $18.3 million for the write-down of assets for a systems project at the News Media Group.  We reduced the scope of a major advertising and circulation project to decrease capital spending, which resulted in the write-down of previously capitalized costs.

 

Plant Consolidation

 

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

 

The Edison facility was closed in March 2008. The costs to close the Edison facility are estimated to be $90 to $94 million, principally consisting of accelerated depreciation charges ($68.5 million), severance costs ($16 to $20 million) and plant restoration costs ($5.3 million). The majority of these costs, approximately $87 million (approximately $7 million in the first six months of 2008), have been recognized as of June 29, 2008.

 

18



 

2008 EXPECTATIONS

 

Expectations regarding key financial measures for 2008 are in the table below.

 

Item

 

2008 Expectations

Depreciation & amortization

 

$145 to $155 million(1)

Income from joint ventures

 

$20 to $25 million

Interest expense

 

$49 to $53 million

Income tax rate

 

40% to 43%(2)

Capital expenditures

 

$150 to $165 million(3)

Severance charges

 

$40 to $50 million

 


(1)               Includes approximately $5 million of accelerated depreciation expense in the first quarter of 2008 associated with the New York area plant consolidation project.  Depreciation for our new headquarters building is expected to be approximately $7 million per quarter.

 

(2)               There are many factors that can result in significant volatility quarter to quarter.

 

(3)               Includes approximately $35 million for the consolidation of our New York area plants and about $22 million for our new headquarters.

 

In addition, we believe that we can achieve a reduction in costs from our year-end 2007 cash cost base of a total of more than $230 million in 2008 and 2009, excluding the effects of inflation, severance costs and one-time costs.  More than $130 million of these savings are expected in 2008.

 

19



 

RESULTS OF OPERATIONS

 

The following table presents our consolidated financial results.

 

 

 

For the Quarters Ended

 

For the Six Months Ended

 

(In thousands)

 

June 29, 2008

 

July 1, 2007

 

% Change

 

June 29, 2008

 

July 1, 2007

 

% Change

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

Advertising

 

$

454,377

 

$

508,467

 

(10.6

)

$

912,716

 

$

1,013,382

 

(9.9

)

Circulation

 

224,168

 

218,664

 

2.5

 

450,797

 

441,118

 

2.2

 

Other

 

63,360

 

61,812

 

2.5

 

126,247

 

120,463

 

4.8

 

Total revenues

 

741,905

 

788,943

 

(6.0

)

1,489,760

 

1,574,963

 

(5.4

)

Operating costs

 

 

 

 

 

 

 

 

 

 

 

 

 

Production costs:

 

 

 

 

 

 

 

 

 

 

 

 

 

Raw materials

 

60,285

 

63,139

 

(4.5

)

119,361

 

138,035

 

(13.5

)

Wages and benefits

 

155,605

 

158,883

 

(2.1

)

325,512

 

324,443

 

0.3

 

Other

 

108,509

 

103,900

 

4.4

 

220,090

 

208,469

 

5.6

 

Total production costs

 

324,399

 

325,922

 

(0.5

)

664,963

 

670,947

 

(0.9

)

Selling, general and administrative costs

 

344,609

 

344,481

 

0.0

 

685,463

 

686,542

 

(0.2

)

Depreciation and amortization

 

32,642

 

46,645

 

(30.0

)

74,573

 

91,082

 

(18.1

)

Total operating costs

 

701,650

 

717,048

 

(2.1

)

1,424,999

 

1,448,571

 

(1.6

)

Impairment of assets

 

 

 

N/A

 

18,291

 

 

N/A

 

Net loss on sale of assets

 

 

68,156

 

N/A

 

 

68,156

 

N/A

 

Gain on sale of WQEW-AM

 

 

39,578

 

N/A

 

 

39,578

 

N/A

 

Operating profit

 

40,255

 

43,317

 

(7.1

)

46,470

 

97,814

 

(52.5

)

Net income from joint ventures

 

10,165

 

4,745

 

*

 

8,372

 

2,592

 

*

 

Interest expense, net

 

12,104

 

7,126

 

69.9

 

23,849

 

18,454

 

29.2

 

Income from continuing operations before income taxes and minority interest

 

38,316

 

40,936

 

(6.4

)

30,993

 

81,952

 

(62.2

)

Income tax expense

 

17,251

 

18,851

 

(8.5

)

9,559

 

39,750

 

(76.0

)

Minority interest in net income of subsidiaries

 

(213

)

(24

)

*

 

(317

)

(15

)

*

 

Income from continuing operations

 

20,852

 

22,061

 

(5.5

)

21,117

 

42,187

 

(49.9

)

Discontinued operations, Broadcast Media Group:

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from discontinued operations, net of income taxes

 

 

1,977

 

N/A

 

 

5,753

 

N/A

 

Gain/(loss) on sale, net of income taxes

 

289

 

94,330

 

(99.7

)

(311

)

94,330

 

*

 

Discontinued operations, net of income taxes – Broadcast Media Group

 

289

 

96,307

 

(99.7

)

(311

)

100,083

 

*

 

Net income

 

$

21,141

 

$

118,368

 

(82.1

)

$

20,806

 

$

142,270

 

(85.4

)

 


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

 

Revenues

 

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

 

 

 

For the Quarters Ended

 

For the Six Months Ended

 

(In thousands)

 

June 29, 2008

 

July 1, 2007

 

% Change

 

June 29, 2008

 

July 1, 2007

 

% Change

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

News Media Group

 

$

713,293

 

$

764,238

 

(6.7

)

$

1,432,978

 

$

1,527,715

 

(6.2

)

About Group

 

28,612

 

24,705

 

15.8

 

56,782

 

47,248

 

20.2

 

Total revenues

 

$

741,905

 

$

788,943

 

(6.0

)

$

1,489,760

 

$

1,574,963

 

(5.4

)

 

20



 

News Media Group

 

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

 

 

 

For the Quarters Ended

 

For the Six Months Ended

 

(In thousands)

 

June 29, 2008

 

July 1, 2007

 

% Change

 

June 29, 2008

 

July 1, 2007

 

% Change

 

The New York Times Media Group

 

 

 

 

 

 

 

 

 

 

 

 

 

Advertising

 

$

270,906

 

$

299,394

 

(9.5

)

$

547,606

 

$

596,540

 

(8.2

)

Circulation

 

165,088

 

157,888

 

4.6

 

330,873

 

318,550

 

3.9

 

Other

 

43,506

 

44,143

 

(1.4

)

86,787

 

86,219

 

0.7

 

Total

 

$

479,500

 

$

501,425

 

(4.4

)

$

965,266

 

$

1,001,309

 

(3.6

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

New England Media Group

 

 

 

 

 

 

 

 

 

 

 

 

 

Advertising

 

$

85,153

 

$

100,334

 

(15.1

)

$

166,531

 

$

197,576

 

(15.7

)

Circulation

 

37,588

 

39,297

 

(4.3

)

75,263

 

77,782

 

(3.2

)

Other

 

12,752

 

10,657

 

19.7

 

25,346

 

20,050

 

26.4

 

Total

 

$

135,493

 

$

150,288

 

(9.8

)

$

267,140

 

$

295,408

 

(9.6

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Regional Media Group

 

 

 

 

 

 

 

 

 

 

 

 

 

Advertising

 

$

71,584

 

$

85,205

 

(16.0

)

$

145,665

 

$

174,411

 

(16.5

)

Circulation

 

21,492

 

21,479

 

0.1

 

44,661

 

44,786

 

(0.3

)

Other

 

5,224

 

5,841

 

(10.6

)

10,246

 

11,801

 

(13.2

)

Total

 

$

98,300

 

$

112,525

 

(12.6

)

$

200,572

 

$

230,998

 

(13.2

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total News Media Group

 

 

 

 

 

 

 

 

 

 

 

 

 

Advertising

 

$

427,643

 

$

484,933

 

(11.8

)

$

859,802

 

$

968,527

 

(11.2

)

Circulation

 

224,168

 

218,664

 

2.5

 

450,797

 

441,118

 

2.2

 

Other

 

61,482

 

60,641

 

1.4

 

122,379

 

118,070

 

3.6

 

Total

 

$

713,293

 

$

764,238

 

(6.7

)

$

1,432,978

 

$

1,527,715

 

(6.2

)

 

Advertising Revenues

 

Advertising revenue is primarily determined by the volume, rate and mix of advertisements.  Total News Media Group advertising revenues decreased in the second quarter and first six months of 2008 primarily due to lower print volume.  Print advertising revenues declined 15.1% and 13.9% in the second quarter and first six months of 2008, respectively, while online advertising revenues increased 20.8% and 16.8% in the same periods.  Difficult national and local economic conditions and a secular shift of print advertising to online alternatives have continued to negatively affect national, classified and retail advertising at the News Media Group.

 

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

 

 

 

For the Quarters Ended

 

For the Six Months Ended

 

(In thousands)

 

June 29, 2008

 

July 1, 2007

 

% Change

 

June 29, 2008

 

July 1, 2007

 

% Change

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

National

 

$

211,368

 

$

224,244

 

(5.7

)

$

427,809

 

$

449,146

 

(4.8

)

Retail

 

99,254

 

109,640

 

(9.5

)

194,681

 

216,989

 

(10.3

)

Classified

 

101,633

 

134,471

 

(24.4

)

206,952

 

270,578

 

(23.5

)

Other

 

15,388

 

16,578

 

(7.2

)

30,360

 

31,814

 

(4.6

)

Total

 

$

427,643

 

$

484,933

 

(11.8

)

$

859,802

 

$

968,527