-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, ZkNj6Qm3XLMHReYNU/7OmQbAiMUWDhPedi6CXkrqr8UavMZaWWKTq8ltpQGw7Wb9 De9Bu301p4P1Fp6zcRxhuw== 0000950112-94-001794.txt : 19940712 0000950112-94-001794.hdr.sgml : 19940712 ACCESSION NUMBER: 0000950112-94-001794 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEW YORK TIMES CO CENTRAL INDEX KEY: 0000071691 STANDARD INDUSTRIAL CLASSIFICATION: 2711 IRS NUMBER: 131102020 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05837 FILM NUMBER: 94536397 BUSINESS ADDRESS: STREET 1: 229 W 43RD ST CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2125561234 MAIL ADDRESS: STREET 1: 229 W 43RD STREET CITY: NEW YORK STATE: NY ZIP: 10036 11-K 1 BGEA/BOSTON GLOBE EMPLOYEE SAVINGS PLAN SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 11-K X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the fiscal year ended December 31, 1993 OR _______ 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 BGEA/BOSTON GLOBE EMPLOYEE SAVINGS PLAN (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 43d Street New York, New York 10036 (Address of issuer's principal executive office) Page 1 of 11 The following financial statements are included in this Report: Report of independent public accounts, including: A statement of net assets available for plan benefits as of the end of December 31, 1993 and December 31, 1992. A statement of changes in net assets available for plan benefits for each of the years ending December 31, 1993, 1992 and 1991. Accompanying notes for the financial statements. Signatures The Plan: Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees of the Plan have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. THE BOSTON GLOBE EMPLOYEE SAVINGS PLAN Dated: June 29, 1994 By Cathryn Lewis ---------------------------- Cathryn Lewis, Administrative Trustee Page 2 of 11 BGEA/BOSTON GLOBE EMPLOYEE SAVINGS PLAN FINANCIAL STATEMENTS FOR THE PERIODS ENDED DECEMBER 31, 1993, 1992, AND 1991 Page 3 of 11 John M. Hoffman & Associates Certified Public Accountants 264 Beacon Street, Boston, MA 02116 Phone: (617) 536-5600 . Fax: (617) 536-8578 INDEPENDENT AUDITOR'S REPORT To the Board of Trustees of the BGEA/Boston Globe Employee Savings Plan: We have audited the accompanying statements of net assets available for plan benefits of the BGEA/Boston Globe Employee Savings Plan as of December 31, 1993 and 1992, and the related statement of changes in net assets available for plan benefits for the years ended December 31, 1993, 1992, and 1991. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we 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 management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our 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 31, 1993 and 1992 and changes in net assets available for plan benefits for the years ended December 31, 1993, 1992, and 1991 in conformity with generally accepted accounting principles. John M. Hoffman --------------------------------- John M. Hoffman & Associates CPAs Boston, Massachusetts May 26, 1994 Page 4 of 11 BGEA/BOSTON GLOBE EMPLOYEE SAVINGS PLAN STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS FOR THE YEARS ENDED DECEMBER 31, 1993 AND 1992 ASSETS 1993 1992 INVESTMENTS AT FAIR MARKET VALUE (notes B and C) Mutual Funds: Money Market 278,071 236,802 U.S. Government 634,291 457,520 Common Stock 1,510,720 1,905,217 Common Stock Sector 2,866,195 620,647 Equity securities 1,226,193 1,069,936 _________ _________ Total Investments $6,515,470 $4,290,122 RECEIVABLES Accrued interest -0- -0- Participant loans - Note F 135,898 106,743 _________ _________ 135,898 106,743 Cash and equivalents -0- 1,211 _________ _________ Total assets 6,651,368 4,398,076 PAYABLES Administrative Expenses 3,980 4,486 _________ _________ 3,980 4,486 _________ _________ Net assets available for plan benefits $6,647,388 $4,393,590 ========= ========= The accompanying notes are an integral part of these financial statements. Page 5 of 11 BGEA/BOSTON GLOBE EMPLOYEE SAVINGS PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS FOR THE YEARS ENDED DECEMBER 31, 1993, 1992 AND 1991 1993 1992 1991 ---- ---- ---- ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment Income Realized gains/(losses) $176,370 $ 139,135 $ (4,358) Change in net unrealized appreciation/depreciation in assets 362,844 185,382 165,418 Dividends 267,666 203,170 75,451 Interest 7,496 20,894 74,158 ________ ________ _________ 814,376 548,581 310,669 Employee contributions 1,563,649 1,418,795 987,204 _________ _________ _________ Total Additions 2,378,025 1,967,376 1,297,873 DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: Benefits paid to participants 104,651 452,984 149,006 Administrative 19,576 25,655 22,068 _________ ________ _________ Total Deductions 124,227 478,639 171,074 _________ ________ _________ NET INCREASE 2,253,798 1,488,737 1,126,799 NET ASSETS AVAILABLE FOR PLAN BENEFITS BEGINNING OF YEAR 4,393,590 2,904,853 1,778,054 _________ _________ _________ END OF YEAR $6,647,388 $4,393,590 $2,904,853 ========= ========= ========= The accompanying notes are an integral part of these financial statements. Page 6 of 11 BGEA/BOSTON GLOBE EMPLOYEE SAVINGS PLAN ACCOMPANYING NOTES FOR THE FINANCIAL STATEMENTS A. DESCRIPTION OF THE PLAN: The following description of the Boston Globe Employee Savings Plan provides only general information. Participants should refer to the Plan Agreement for a more complete description of the Plan's provisions. 1. GENERAL. The Plan is a defined contribution plan covering all employees of the Company, who are members of a collective bargaining group which has agreed to adopt the plan, and who have been credited with 1,000 or more hours of service during a 12 month period and are twenty-one years of age or older. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). 2. CONTRIBUTIONS. Participants enter into a salary reduction agreement with the Employer, subject to statutory limitations, and the Employer contributes to the plan on the employees behalf. Participants may make qualified rollover contributions to the plan. Participants' contributions shall be invested in the Fund in accordance with the participants' investment elections. 3. PARTICIPANT ACCOUNTS. Each participant's account is credited with the participant's contribution and (a) an allocation of fund earnings of each fund in which the participant elects contributions, and (b) Administrative expenses. Allocations are based on participant account balances. The benefit to which a participant is entitled is the benefit that can be provided from the participant's account balance. The Plan's trustees selected a new plan administrator and plan custodian on April 1, 1992, Putnam Investments. Participant accounts will consist of investments, at the direction of the participant, in the following funds. Subsequent to April 1, 1992: FUND A - Affiliated Publications, Inc. Stock Fund FUND B - Putnam Health Sciences Trust FUND C - Putnam Voyager Fund FUND D - Putnam Vista Fund (available 7/1/93) FUND E - The George Putnam Fund of Boston FUND F - Putnam U.S. Government Income Trust FUND G - Putnam Daily Dividend Trust LOAN FUND - Participant Loans Fund Page 7 of 11 BGEA/BOSTON GLOBE EMPLOYEE SAVINGS PLAN ACCOMPANYING NOTES FOR THE FINANCIAL STATEMENTS A. DESCRIPTION OF THE PLAN (Cont.) Prior to April 1, 1992: FUND A - Guaranteed Rate Fund FUND B - Merrill Lynch Capital Fund FUND C - Merrill Lynch Basic Value Fund FUND D - Affiliated Publications, Inc. Stock Fund LOAN FUND - Participant Loans Fund 4. VESTING. A participant shall at all times be 100% vested in all amounts allocated to his or her total account. 5. PAYMENTS OF BENEFITS. Upon termination of service or retirement, a participant is entitled to a lump sum distribution equal to the value of his or her account. B. SUMMARY OF ACCOUNTING POLICIES 1. VALUATION OF INVESTMENTS. Investments are valued at fair market value as of year end. Quoted market prices are used to value investments. Such investments are valued at the closing price on the statement date. C. INVESTMENTS: The Plan's investments are held by a broker-administered trust fund. Investment transactions that represent 5 percent or more of the Plan's net assets are separately identified. Fair Value of Investments December 31, 1993 ----------------- # of Shares Fair Value ----------- ---------- Mutual Funds: Money Market 278,071 278,071 U.S. Government 47,159 634,291 Common Stock 122,213 1,510,720 Common Stock Sector 204,296 2,866,195 Equity securities: New York Times Co. 44,049 1,156,282 McCaw Cellular Comm Inc. 1,381 69,911 __________ Total Investments at Fair Value $6,515,470 ========== BGEA/BOSTON GLOBE EMPLOYEE SAVINGS PLAN ACCOMPANYING NOTES FOR THE FINANCIAL STATEMENTS C. INVESTMENTS: (Cont.) Net Change in Fair Value Year Ended ---------- December 31, 1993 ----------------- Mutual Funds: U.S. Government (12,489) Common Stock (3,151) Common Stock Sector 200,376 Equity securities 178,108 -------- Net change in Fair Value $362,844 ======== D. PLAN TERMINATION: Although it has not expressed any intent to do so, the Employer reserves the right under the Plan to terminate the Plan, in whole or in part, whenever there is a collective bargaining agreement between the Employer and the Boston Globe Employees Association that fails to provide for the continuation of the plan or the plan participants area no longer represented by this bargaining unit. E. PARTICIPANT LOANS: Participant loans are available to participants who meet the eligibility requirements as defined by the administrative trustees. The loans have repayment periods ranging from six months to five years and bear interest at the prime rate plus one half of one percent. The total outstanding balances on participant loans was $135,898 and $106,743 as of December 31, 1993 and 1992, respectively. F. PLAN TAX STATUS: The Plan as written is qualified under the Internal Revenue Code as being exempt from federal income taxes. A favorable determination letter has been received from the Internal Revenue Service. Page 9 of 11 BGEA/BOSTON GLOBE EMPLOYEE SAVINGS PLAN ACCOMPANYING NOTES FOR THE FINANCIAL STATEMENTS G. FORM 5500 RECONCILIATION: December 31, 1993 1992 ---- ---- Net Assets per Form 5500 $ 6,651,369 $ 4,398,076 Expenses Payable (3,981) (4,486) ------------ ----------- Net Assets $ 6,647,388 $ 4,393,590 =========== =========== H. SIGNIFICANT EVENTS: During 1993, Affiliated Publications, Inc. was acquired by the New York Times Co. the acquisition was consummated with Stockholders' of Affiliated Publications, Inc. receiving cash or New York Times Co. stock equivalent to $15.00 per share. Page 10 of 11 BGEA/BOSTON GLOBE EMPLOYEE SAVINGS PLAN NOTES TO THE FINANCIAL STATEMENTS REPORTABLE TRANSACTIONS FOR THE YEAR ENDED 12/31/92 DESCRIPTION TYPE SHARES COST/PROCEEDS ML Basic Value Fund Sale -26,220 -519,479 ML Capital Fund Sale -28,739 -773,795 CMA Money Fund Purchase 2,900,245 2,900,245 CMA Money Fund Sale -2,773,062 -2,773,062 ML Ready Asset Trust Sale -544,215 -544,215 CMA Money Fund Purchase 865,097 865,097 CMA Money Fund Sale -878,240 -878,240 Putnam Health Sciences Purchase 17,744 479,453 Putnam Voyager Purchase 81,534 747,666 George Putnam Fund Purchase 39,949 546,503 Page 11 of 11 -----END PRIVACY-ENHANCED MESSAGE-----