11-K 1 a2083009z11-k.htm FORM 11-K
QuickLinks -- Click here to rapidly navigate through this document

SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549


FORM 11-K


ý

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1996]

For the fiscal year ended December 24, 2001

o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the transition period from                              to                             .

Commission file number: 1-5837


THE MECHANICAL UNIONS SAVINGS TRUST
(Exact name of plan)

135 Morrissey Boulevard
P.O. Box 2378 Boston
MA 02107-2378
(Address of plan)

THE NEW YORK TIMES COMPANY
(Exact name of issuer)

229 West 43rd Street
New York, NY 10036
(Address of issuer's principal executive office)




The following financial statements are included in this Report:

Report of independent public accountants, including:

    A statement of net assets available for plan benefits as of December 24, 2001, December 24, 2000 and December 24, 1999.

    Statement of changes in net assets available for plan benefits for each of the years ending December 24, 2001, December 24, 2000 and December 24, 1999.

    Notes to financial statements.

    Schedule I—Supplemental schedule of investments as of December 24, 2001.

    Schedule II—Supplemental schedule of reportable transactions for the year ended December 24, 2001.

Signatures

The Plan: Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

    MECHANICAL UNIONS SAVINGS TRUST

 

 

By:

 

/s/  
RICHARD FORD      
Richard Ford
Administrative Trustee

Dated: June 24, 2002




MECHANICAL UNIONS SAVINGS TRUST

FINANCIAL STATEMENTS AS OF
DECEMBER 24, 2001
TOGETHER WITH AUDITOR'S REPORT



TABLE OF CONTENTS

 
  Page
Independent Auditor's Report   1

Statements of Net Assets Available for Plan Benefits

 

2

Statements of Changes in Net Assets Available for Plan Benefits

 

3

Notes to Financial Statements

 

4 - 7

Schedule I—Supplemental Schedule of Investments

 

8

Schedule II—Supplemental Schedule of Reportable Transactions

 

9

JAMES J. GARRITY
CERTIFIED PUBLIC ACCOUNTANT
P.O. BOX 448
733 NEPONSET STREET
NORWOOD, MASSACHUSETTS 02062
(781) 769-5522    •    (FAX) 769-4061


INDEPENDENT AUDITOR'S REPORT

To the Administrative Trustees of the
Mechanical Unions Savings Trust:

        I have audited the accompanying Statements of Net Assets Available for Plan Benefits of the Mechanical Unions Savings Trust (the Plan) as of December 24, 2001 and 2000 and 1999, and the related Statements of Changes in Net Assets Available for Plan Benefits for the years then ended. These financial statements and the schedules referred to below are the responsibility of the Plan's trustees. My responsibility is to express an opinion on these financial statements and schedules based on my audits.

        I conducted my audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the trustees, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion.

        In my opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Plan as of December 24, 2001 and 2000 and 1999, and the changes in net assets available for plan benefits for the years then ended, in conformity with generally accepted accounting principles.

        My audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of investments, and reportable transactions, as listed in the accompanying index, are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedules have been subjected to the auditing procedures applied in my audits of the basic financial statements and, in my opinion, are fairly stated, in all material respects, in relation to the basic financial statements taken as a whole.

/s/ James J. Garrity, CPA

Norwood, Massachusetts
June 17, 2002

1



MECHANICAL UNIONS SAVINGS TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS

 
  December 24,
2001

  December 24,
2000

  December 24,
1999

ASSETS:                  
Investments, at contract or market value                  
  Putnam Investments                  
    Asset allocation—Balanced Fund   $ 2,297,013   $ 2,546,380    
    OTC Emerging Growth Fund-Y     1,105,365     1,696,596    
    International Growth Fund-Y     1,046,605     1,151,380    
    Investment Fund-Y     3,884,804     5,412,209    
    Growth Income Fund-Y     11,028,678     11,647,999    
    Stable Value Fund     8,444,577     4,883,981    
    S&P 500 Index Fund     5,628,230     6,308,404    
  Janus Aggressive Growth Fund     417,355     370,028    
  PIMCO Total Return Fund     1,879,126     1,289,150    
  T. Rowe Price Mid Cap Fund     666,638     201,453    
  MAS Small Cap Fund     156,627     51,984    
  Allmerica Financial                  
    Fixed Interest Fund     804,368     3,386,690   $ 5,262,415
    Growth Stock Fund             13,956,020
    Diversified Bond Fund             803,563
    Money Market Fund             4,364,385
    Indexed Stock Fund                 8,115,439
    Government Securities Fund             464,021
    Balanced Fund             2,897,194
    New York Times Stock Fund     552,771     601,342     873,052
    Aggressive Growth Fund             3,284,622
    Select International Equity Fund             1,277,143
    Fidelity Advisor Equity Growth Fund             7,619,357
   
 
 
NET ASSETS AVAILABLE FOR PLAN BENEFITS   $ 37,912,157   $ 39,547,596   $ 48,917,211
   
 
 

The accompanying notes are an integral part of these financial statements.

2



MECHANICAL UNIONS SAVINGS TRUST

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE
FOR PLAN BENEFITS

 
  For the years ended,
 
  December 24,
2001

  December 24,
2000

  December 24,
1999

ADDITIONS TO NET ASSETS                  
Investment income                  
  Net realized/unrealized gains (losses)   $ (3,370,069 ) $ (1,878,733 ) $ 7,726,555
  Interest/dividend income     90,051     231,193     347,349
   
 
 
      (3,280,018 )   (1,647,540 )   8,073,904
   
 
 
Contributions                  
  Employer     263,000     62,990     227,825
  Employee     3,046,414     3,599,475     3,989,417
   
 
 
      3,309,414     3,662,465     4,217,242
   
 
 
  Total Additions to Net Assets     29,396     2,014,925     12,291,146
   
 
 
DEDUCTIONS FROM NET ASSETS                  
Participants distributions     1,648,707     3,125,288     4,443,586
Contractual and professional fees     16,128     34,566     53,543
Transfers to other plans         8,224,686    
   
 
 
  Total Deductions from Net Assets     1,664,835     11,384,540     4,497,129
    Net Increase (decrease)   $ (1,635,439 ) $ (9,369,615 ) $ 7,794,017
   
 
 
NET ASSETS AVAILABLE FOR PLAN BENEFIT                  
  Beginning of year     39,547,596     48,917,211     41,123,194
   
 
 
  End of year   $ 37,912,157   $ 39,547,596   $ 48,917,211
   
 
 

The accompanying notes are an integral part of these financial statements.

3



MECHANICAL UNIONS SAVINGS TRUST

NOTES TO FINANCIAL STATEMENTS

December 24, 2001

NOTE A—DESCRIPTION OF THE PLAN

        The Mechanical Unions Savings Trust (the Plan) is a defined contribution plan established under the collective bargaining agreement between the Globe Newspaper Company, Wilson Tisdale Company (the Company) and nine Mechanical Unions. The Plan became effective on January 1, 1989, was last amended December 12, 1998 and is available to all employees of the participating unions who meet the eligibility requirements. It is intended that the Plan qualify under Section 401(k) of the Internal Revenue Code.

        The pension committee, comprised of the plan trustees, serves as the plan administrator. Three union representatives and three representatives of the Company make up the plan trustees.

        The Plan's assets are held by Putnam Investments at December 24, 2001 and 2000 and by Allmerica Financial at December 24,1999.

        All expenses incurred in the administration of the Plan are paid by the participants.

Eligibility

        To be eligible to participate in the Plan, an employee must be at least 21 years of age and a member of one of the nine Mechanical Unions participating in the Plan, and must have worked at least 1,000 hours during the previous 12-month period.

Contributions

        Participants may elect to contribute up to 20% of their total compensation per plan year. Employee contributions under the Plan are tax-deferred and subject to certain limitations, as defined under the plan agreement.

Participant Accounts

        Each participant's account is credited with the participant's contribution and allocations of (a) the Company's contribution and, (b) Plan earnings, and charged with an allocation of administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account.

Investments

        The Plan's investments are stated at fair value as determined by quoted market prices except for its guaranteed investment contracts with Allmerica Financial which are stated at contract value.

        Plan participants may direct the investment of their account balances in any of the following twelve investment options:

1.   Putnam OTC & Emerging Growth Fund
    Seeks capital appreciation by investing mainly in stocks of small to midsize emerging growth companies traded on the over-the- counter market and on national exchanges.

2.

 

Janus Aspen Aggressive Growth Fund
    Seeks long-term growth of capital. The fund pursues its objective by investing primarily in common stocks selected for their growth potential and normally invests at least 50% of its equity assets in midsize companies.

4



3.

 

Small Cap Value Fund
    Seeks above-average total return over a market cycle of three to five years by investing primarily in common stocks and other equity securities with equity capitalizations in the range of companies included in the Russell 2001 Index.

4.

 

Putnam International Growth Fund
    Seeks capital appreciation by investing in a diversified portfolio of stocks of companies located mainly outside the United States.

5.

 

Putnam Investors Fund
    Seeks long-term growth of capital by investing mainly in blue-chip stocks—those large, well-established companies—selected from a broad range of industries. The fund targets companies that are enjoying rising sales and profits and that have dominant positions within their industries.

6.

 

T. Rowe Price Mid-Cap Value Fund
    Seeks long-term growth of capital by investing primarily in the common stocks of midsize companies believed to be undervalued. The fund's focus on mid-cap companies makes it potentially less risky than funds investing in faster growing small company stocks, but more risky than large company stock funds. However, the value approach to stock selection may help reduce overall volatility. The fund is intended for long-term investors who can accept the price fluctuations inherent in common stock investing.

7.

 

Putnam S&P 500 Index Fund
    Seeks a return, before the assessment of fees, that closely approximates the return of the S&P 500 Index, which is an indicator of U.S. stock market performance.

8.

 

The Putnam Fund for Growth and Income
    Seeks capital growth and current income by investing mainly in attractively priced stocks of mature companies that offer long-term growth potential while also providing income.

9.

 

Putnam Asset Allocation: Balanced Portfolio
    Seeks total return. The fund is designed for investors who want an investment with moderate risk and the potential for moderate growth. The balance between the relative stability of bonds and the fluctuation of stocks is designed to reduce overall risk.

10.

 

PIMCO Total Return Fund
    Seeks maximum total return that is consistent with preservation of capital and prudent investment management. The fund invests in a diversified portfolio of fixed-income instruments with an average duration that varies between three and six years.

11.

 

MUST Stable Value Fund
    Seeks stability of principal by investing mainly in investment contracts or similar investments issued by insurance companies, banks, and similar financial institutions. To provide liquidity, a portion of the fund's assets is invested in high-quality money market instruments.

12.

 

New York Times Stock Fund
    Under this option, your account seeks capital appreciation by investing in common stock of the New York Times. This investment account accepted no new contributions after October 1, 1993.

Vesting

        Participants are 100% vested in their contributions and any earnings on their investment account balances.

5



In-Service Withdrawals

        A participant may withdraw his contributions prior to age 591/2 solely in the event of financial hardship. Determinations of financial hardship shall be made by the plan administrator based on the criteria listed in the plan agreement (conforming with Internal Revenue Service regulations). If a hardship withdrawal is taken the participant will be suspended from making salary savings contributions to this or any other plan maintained by his employer for one year. After age 591/2, even if still employed, a participant may request a withdrawal for any reason. Contributions to the plan are not required to be suspended in this situation.

Termination of Employment

        If a participant terminates employment due to death, disability or retirement (as defined in the plan agreement), the account becomes 100% distributable. Distribution is made in a lump-sum payment equal to the value of the participant's account.

Plan Amendment

        Effective for the fiscal year beginning January 1, 1998 the trustees have amended the plan by adopting a fiscal year ending December 24 and commencing December 25.

NOTE B—SUMMARY OF SIGNIFICANT ACCOUNTING ISSUES

Classification Change

        A participant may transfer his account balance to another plan sponsored by the Company if, upon a job classification change, the participant is no longer an eligible employee of the plan.

Basis of Accounting

        The accompanying financial statements are prepared using the accrual basis of accounting. All investments are stated at market value or cost plus carrying value (contract value) for the Guaranteed Investment Account. Contract value at December 24, 2001 and 2000 and 1999 approximates market value.

Use of Estimates

        The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

NOTE C—PLAN TERMINATION

        Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA.

NOTE D—TAX STATUS

        The Plan obtained its latest determination letter on January 8, 1993, in which the Internal Revenue Service stated that the Plan was in compliance with the applicable requirements of the Internal Revenue Code, and is, therefore, exempt from federal income taxes.

6



NOTE E—EMPLOYER CONTRIBUTION

        Beginning in fiscal year 1997 the employer has agreed to make annual minimum contributions per participant to all participants eligible at the commencement of each plan fiscal years. Contributions in the amount of $263,000, $62,990 and $227,825 were made for the 2001-2000-1999 plan years respectively.

NOTE F—CHANGE OF INVESTMENT CUSTODIAN

        On July 7, 2001, the Trustees transferred all investments to Putnam Investments. Investment alternatives and characterizations are substantially identical to the Allmerica Financial Group Annuity contract. Contemporaneously, certain participants (foremen) were transferred to another Company sponsored Plan. Total assets for these participants amounted to $8,224,686 at the date of transfer.

7



SCHEDULE I
04-1371160


MECHANICAL UNION SAVINGS TRUST

SCHEDULE H LINE 4(i)

SCHEDULE OF ASSETS HELD AT END OF YEAR

AS OF DECEMBER 24, 2001

(a)

(b)

  (c)

  (d)

  (e)

 
Identity of issue, borrower, lessor, or similar party
  Description of investment including maturity date, rate of interest, collateral, par or maturity value
  Cost
  Current Value
  Janus Aggressive Growth Fund   Mutual Fund   $ 417,355   $ 417,355
  PIMCO Total Return Fund   Mutual Fund     1,879,126     1,879,126
  T Rowe Price Mid Cap Fund   Mutual Fund     666,638     666,638
  MAS Small Cap Value Fund   Mutual Fund     156,627     156,627
  Putnam Asset Allocation—Balanced Portfolio   Mutual Fund     2,297,013     2,297,013
  Putnam OTC & Emerging Growth Fund   Mutual Fund     1,105,365     1,105,365
  Putnam Int'l Growth Fund   Mutual Fund     1,046,605     1,046,605
  Putnam Investors Fund   Mutual Fund     3,884,804     3,884,804
  Putnam Fund for Growth and Income   Mutual Fund     11,028,678     11,028,678
  MUST Stable Value Fund   Common Collective Trust     8,444,577     8,444,577
  First Allmerica financial Life   Insurance Contracts     804,368     804,368
  Putnam S&P 500 Index Fund   Common Collective Trust     5,628,230     5,628,230
  New York Times Stock   Equity Securities     552,771     552,771
         
 
                          TOTAL   $ 37,912,157   $ 37,912,157
         
 

The accompanying notes are an integral part of these financial statements.

8


SCHEDULE II
04-1371160


MECHANICAL UNION SAVINGS TRUST

SCHEDULE H LINE 4(j)

SCHEDULE OF REPORTABLE TRANSACTIONS

FOR THE YEAR ENDED DECEMBER 24, 2001

(a)

  (b)

  (c)

  (d)

  (e)

  (f)

  (g)

  (h)

  (i)

Identity
of party
involved

  Description of asset
(include interest rate and
maturity in case of a loan)

  Purchase
Price

  Selling Price
  Lease
rental

  Expense
incurred
with
trans-
action

  Cost of
asset

  Current
value of
asset on
transaction
date

  Current
value of
asset

    Putnam Stable Value Fund   $ 2,377,881             $ 2,377,881
       
                     

The accompanying notes are an integral part of these financial statements.

9




QuickLinks

MECHANICAL UNIONS SAVINGS TRUST FINANCIAL STATEMENTS AS OF DECEMBER 24, 2001 TOGETHER WITH AUDITOR'S REPORT
TABLE OF CONTENTS
INDEPENDENT AUDITOR'S REPORT
MECHANICAL UNIONS SAVINGS TRUST STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
MECHANICAL UNIONS SAVINGS TRUST STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
MECHANICAL UNIONS SAVINGS TRUST NOTES TO FINANCIAL STATEMENTS December 24, 2001
MECHANICAL UNION SAVINGS TRUST SCHEDULE H LINE 4(i) SCHEDULE OF ASSETS HELD AT END OF YEAR AS OF DECEMBER 24, 2001
MECHANICAL UNION SAVINGS TRUST SCHEDULE H LINE 4(j) SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 24, 2001