0000903423-15-000017.txt : 20150116 0000903423-15-000017.hdr.sgml : 20150116 20150116183650 ACCESSION NUMBER: 0000903423-15-000017 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150114 FILED AS OF DATE: 20150116 DATE AS OF CHANGE: 20150116 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NEW YORK TIMES CO CENTRAL INDEX KEY: 0000071691 STANDARD INDUSTRIAL CLASSIFICATION: NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING [2711] IRS NUMBER: 131102020 STATE OF INCORPORATION: NY FISCAL YEAR END: 1228 BUSINESS ADDRESS: STREET 1: 620 EIGHTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 2125561234 MAIL ADDRESS: STREET 1: 620 EIGHTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10018 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: INMOBILIARIA CARSO S A DE C V CENTRAL INDEX KEY: 0001273693 STATE OF INCORPORATION: O5 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05837 FILM NUMBER: 15533629 BUSINESS ADDRESS: STREET 1: INSURGENTES SUR #3500, PB STREET 2: COL. PENA POBRE, DELEGACION TLALPAN, CP CITY: MEXICO D.F. STATE: O5 ZIP: 14060 BUSINESS PHONE: 52 55 5625 4961 MAIL ADDRESS: STREET 1: INSURGENTES SUR #3500, PB STREET 2: COL. PENA POBRE, DELEGACION TLALPAN, CP CITY: MEXICO D.F. STATE: O5 ZIP: 14060 4 1 imsocarsonyt-f4_0116.xml OWNERSHIP DOCUMENT X0306 4 2015-01-14 0 0000071691 NEW YORK TIMES CO NYT 0001273693 INMOBILIARIA CARSO S A DE C V PASEO DE LAS PALMAS 750, PISO 7 LOMAS DE CHAPULTEPEC DISTRITO FEDERAL, O5 11000 MEXICO 0 0 1 1 Affiliates - see Exhibit 99-1. Class A Common Shares (as defined in Exhibit 99.1 hereto) 2015-01-14 4 X 0 7950000 6.3572 A 19853000 D Warrants 6.3572 2015-01-14 4 X 0 7950000 0 D 2009-01-21 2015-01-15 Class A Common Shares 7950000 0 D See attached Exhibit 99-1 to Form 4, which is hereby incorporated herein by reference. /s/ Javier Foncerrada Izquierdo, Attorney-in-Fact* 2014-01-16 EX-99.1 2 imnocarsonyt-f4ex991_0116.htm NAME AND ADDRESS OF ADDITIONAL REPORTING PERSONS :

Exhibit 99.1

 

Name and Address of Additional Reporting Persons:

 

Mr. Carlos Slim Helú, Mr. Carlos Slim Domit, Mr. Marco Antonio Slim Domit, Mr. Patrick Slim Domit, Ms. María Soumaya Slim Domit, Ms. Vanessa Paola Slim Domit and Ms. Johanna Monique Slim Domit (collectively, the “Slim Family”), each with the following address:

 

Paseo de Las Palmas #736

Colonia Lomas de Chapultepec

11000 México D.F., México

 

Explanation of Responses:

 

Beneficial Ownership of Inmobiliaria

 

As of January 14, 2015, Inmobiliaria Carso, S.A. de C.V. (“Inmobiliaria”) beneficially owns directly 19,853,000 shares of Class A Common Stock, par value $0.10 per share (“Class A Common Shares”), following the exercise of warrants to purchase 7,950,000 Class A Common Shares on January 14, 2015, exercised at $6.3572 per Class A Common Share (the “Inmobiliaria Warrants”). Class A Common Shares reported as beneficially owned by Inmobiliaria include Class A Common Shares owned directly by Control Empresarial de Capitales, S.A. de C.V., a wholly-owned subsidiary of Inmobiliaria.

 

Because the members of the Slim Family are beneficiaries of a Mexican trust (the “Slim Family Trust”) which in turn owns substantially all of the issued and outstanding voting securities of Inmobiliaria, each member of the Slim Family may be deemed to have indirect beneficial ownership of the 19,853,000 Class A Common Shares beneficially owned directly by Inmobiliaria.

 

Beneficial Ownership of GFI

 

As detailed in Amendment No. 2 to the Schedule 13G filed by the members of the Slim Family with the U.S. Securities and Exchange Commission on February 12, 2010, in respect of their ownership of Class A Common Shares, the Slim Family Trust also owns a majority of the outstanding voting equity securities of Grupo Financiero Inbursa, S.A.B. de C.V (“GFI”) and a subsidiary of GFI, Banco Inbursa S.A., Institucion de Banca Multiple, Grupo Financiero Inbursa, beneficially owned directly warrants to purchase 7,950,000 Class A Common Shares, which were also exercised on January 14, 2015 at $6.3572 per Class A Common Share (the “GFI Warrants” and together with the Inmobiliaria Warrants, the “Warrants”). Because the Slim Family Trust owns a majority of the outstanding voting equity securities of GFI, each member of the Slim Family may be deemed to beneficially own indirectly the Class A Common Shares obtained and beneficially owned by GFI following the exercise of the GFI Warrants.

 

Summary of Class A Common Shares that may be deemed to be Beneficially Owned by each Member of the Slim Family

 

Following the acquisitions described in this filing and for the reasons described above, as of January 14, 2015, 27,803,000 Class A Common Shares may be deemed to be beneficially owned by each member of the Slim Family. As of January 14, 2015, 27,803,000 Class A Common Shares would constitute approximately 16.8% of the sum of (i) the 149,490,001 issued and outstanding Class A Common Shares, as reported in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on November 5, 2014, and (ii) the 15,900,000 Class A Common Shares obtained and beneficially owned following the exercise of the Warrants by Inmobiliaria and GFI.

 

 

 

 
 

Signature Page

   
   
                                                     
Carlos Slim Helú  
                                                     
Carlos Slim Domit By: /s/ Javier Foncerrada Izquierdo 
                                                    Javier Foncerrada Izquierdo
Marco Antonio Slim Domit Attorney-in-Fact*
                                                    January 16, 2015
Patrick Slim Domit  
                                                     
María Soumaya Slim Domit  
                                                     
Vanessa Paola Slim Domit  
                                                    
Johanna Monique Slim Domit  
   
INMOBILIARIA CARSO, S.A. DE C.V.  
                                                     

By: Armando Ibáñez Vázquez

Title: Attorney-in-Fact

 

* See See the Powers of Attorney for the members of the Slim Family and Inmobiliaria, which are filed as exhibits to the Schedule 13G filed by the Slim Family and Inmobiliaria with the Commission on February 14, 2014 in respect of their ownership in equity shares of YPF Sociedad Anónima and the Joint Filing Agreement among the Slim Family and Inmobiliaria, filed by the Slim Family and Inmobiliaria with the U.S. Securities and Exchange Commission on September 10, 2008 as an exhibit to the initial Schedule 13G in respect of its ownership of the New York Times Company, which are hereby incorporated herein by reference.