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 [NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1996]
For the fiscal year ended December 31, 1996
_______ 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)
<PAGE>
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
31, 1996, and December 31, 1995.
Statement of changes in net assets available for plan benefits for
each of the years ending December 31, 1996, and 1995.
Notes to financial statements.
Schedule I - Supplemental schedule of investments as of December 31,
1996.
Schedule II - Supplemental schedule of reportable transactions for
the year ended December 31, 1996.
Schedule III - Supplemental schedule of changes in net assets by
account for the year ended December 31, 1996.
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/ Marilyn A. Kelly
------------------------
Marilyn A. Kelly
Administrative Trustee
Dated: June 25, 1997
<PAGE>
MECHANICAL UNIONS SAVINGS TRUST
FINANCIAL STATEMENTS AS OF
DECEMBER 31, 1996 AND 1995
TOGETHER WITH AUDITOR'S REPORT
<PAGE>
TABLE OF CONTENTS
Accountant's Report ..................................................... Page 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
Schedule III - Supplemental Schedule of Changes in Net
Assets by Account ..................................................... 10
<PAGE>
JAMES J. GARRITY
CERTIFIED PUBLIC ACCOUNTANT
P.O. BOX 448
733 NEPONSET STREET
NORWOOD, MASSACHUSETTS 02062
(617) 769-5522 o (FAX) 769-4061
REPORT OF INDEPENDENT PUBLIC ACCOUNTANT
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 31,
1996 and 1995, 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 1996 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, 1996, and the changes in net assets available for plan
benefits for the year 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,
reportable transactions and changes in net assets by account, as listed in the
accompanying index, are presented for the purpose of additional analysis and are
not a
<PAGE>
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 23, 1997
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<PAGE>
MECHANICAL UNIONS SAVINGS TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
December 31, 1996 and 1995
1996 1995
---- ----
ASSETS:
Investments, at contract or market
value
Fixed Interest Fund $ 9,378,965 $10,058,189
Growth Stock Fund 7,035,832 5,534,488
Diversified Bond Fund 426,626 338,356
Money Market Fund 928,250 855,036
Indexed Stock Fund 3,181,655 2,096,844
Government Securities Fund 399,022 446,703
Balanced Fund 2,156,317 1,617,794
New York Times Stock Fund 447,300 456,763
Aggressive Growth Fund 981,166 --
Select International Equity Fund 350,675 --
Fidelity Advisor Equity Growth Fund 1,300,954 --
Other Investment Funds 800 1,581
----------- -----------
NET ASSETS AVAILABLE FOR PLAN
BENEFITS $26,587,562 $21,405,754
=========== ===========
The accompanying notes are an integral
part of these financial statements.
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<PAGE>
MECHANICAL UNIONS SAVINGS TRUST
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE
FOR PLAN BENEFITS
For the years ended December 31,
1996 1995
---- ----
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year $ 21,405,754 $ 15,944,068
ADD (DEDUCT):
Participant contributions, net of refunds 3,601,500 3,448,650
Employer Contributions 125,000 --
Employee rollovers, net 32,844 76,909
Investment income 647,920 636,920
Net realized/unrealized gains (losses) 2,323,278 2,169,001
Contractual and professional fees ( 45,995) ( 43,561)
Benefits paid ( 704,077) ( 364,061)
In-service withdrawal ( 290,844) ( 246,925)
Hardship withdrawal ( 307,386) ( 215,247)
Transfers ( 200,432) --
------------ ------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $ 26,587,562 $ 21,405,754
============ ============
The accompanying notes are an integral
part of these financial statements.
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<PAGE>
MECHANICAL UNIONS SAVINGS TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 1996
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 October
1, 1993 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 Allmerica Financial and are invested under a group
annuity contract.
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.
Investments
Plan participants may direct the investment of their account balances in any of
the following eleven investment options:
1. Fixed Interest Fund
This fund invests primarily in investment grade fixed-income securities
with emphasis on public bonds, private placements and commercial
mortgages. It is managed by Allmerica Asset Management, Inc. The fund's
primary objective is to guarantee a specific rate of interest while also
guaranteeing contributions against investment loss. Amounts invested in
this fund are allocated to First Allmerica's General Account. The
General Account is an investment
-4-
<PAGE>
MECHANICAL UNIONS SAVINGS TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 1996
NOTE A - DESCRIPTION OF THE PLAN - (Continued)
1. Fixed Interest Fund (Continued)
account established and maintained for all assets of First Allmerica
Financial Life Insurance Company not specifically directed to other
investment funds, and, as such, is subject to the general creditors of
First Allmerica Financial Life Insurance Company.
2. Growth Stock Fund
This fund invests primarily in common stocks and other equity-type
investments, and is managed by Miller, Anderson & Sherrerd. The fund's
primary objective is to produce above-average performance results relative
to the broad stock market averages. Neither the principal nor investment
earnings are guaranteed under this fund.
3. Diversified Bond Fund
This fund invests primarily in publicly traded, fixed-income securities
such as bonds, notes and debentures. It is managed by Allmerica Asset
Management, Inc. The fund's primary objective is to maximize total return.
Neither the principal nor investment earnings are guaranteed under this
fund.
4. Money Market Fund
This fund invests primarily in money market instruments that mature in
less than one year, including but not limited to government securities,
certificates of deposit, bankers acceptances and commercial paper. It is
managed by Allmerica Asset Management, Inc. The fund's primary objective
is to obtain the most current income possible while preserving principal
and allowing you access to funds. Neither the principal nor investment
earnings are guaranteed under this fund.
5. Indexed Stock Fund
This fund's primary objective is to match the total return of the Standard
& Poor's 500 Composite Stock Price Index as closely as possible by
investing in more than three-quarters of the Index's stocks. (The
"Standard and Poor's 500 Composite Stock Price Index" is a registered
trademark of Standard & Poor's Corporation, which neither sponsors nor is
affiliated with this fund.) This fund is managed by Allmerica Asset
Management, Inc. Neither the principal nor investment earnings are
guaranteed under this fund.
6. Government Securities Fund
This fund invests primarily in debt securities issued or guaranteed by the
U.S. government or its agencies, and is managed by Allmerica Asset
Management, Inc. The fund's primary objective is to maximize income.
Neither the principal nor investment earnings are guaranteed under this
fund.
-5-
<PAGE>
MECHANICAL UNIONS SAVINGS TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 1996
NOTE A - DESCRIPTION OF THE PLAN - (Continued)
7. Balanced Fund
This fund invests primarily in traditional stocks, bonds and cash
equivalents, and is managed by Standish, Ayer & Wood. The fund's primary
objective is to provide a balanced investment comprised of
well-diversified portfolio of stocks and bonds that will produce both
capital growth and current income. Neither the principal nor investment
earnings are guaranteed under this fund.
8. New York Times Stock Fund
Under this option, your account is invested in common stock of the New
York Times Company, as offered in Allmerica's Separate Investment
Accounts. Minimum share blocks of 100 are purchased by the Account for
their fair market value with any other amounts invested in cash or cash
equivalents. As a stockholder, you are investing in the Company. Neither
the principal nor any investment earnings are guaranteed under this
option. This investment account accepted no new contributions after
October 1, 1993.
9. Aggressive Growth Fund
This fund invests primarily in common stock and other equity-type
investments, and is managed by Nicholas-Applegate Capital Management. The
fund's primary objective is to provide strong investment returns by
investing in small to medium-sized emerging growth companies. Neither the
principal nor investment earnings are guaranteed under this fund.
10. Select International Equity Fund
This fund invests primarily in common stocks and other equity-type
investments of established non-U.S. companies, and is managed by Bank of
Ireland Asset Management. The fund's objective is to seek strong returns
in companies expected to benefit from global economic trends. Neither the
principal nor investment earnings are guaranteed under this fund.
11. Fidelity Advisor Equity Growth Fund
This fund invests primarily in common stocks and other equity-type
investments of companies with above average growth characteristics, and is
managed by Fidelity Investments. The fund's objective is to seek companies
with above average growth characteristics such as sales and earnings.
Neither the principal nor investment earnings are guaranteed under this
fund.
-6-
<PAGE>
MECHANICAL UNIONS SAVINGS TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 1996
NOTE A - DESCRIPTION OF THE PLAN - (Continued)
Vesting
Participants are 100% vested in their contributions and any earnings on their
investment account balances.
In-Service Withdrawals
A participant may withdraw his contributions prior to age 59-1/2 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 59 1/2, 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.
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 31, 1996 and 1995 approximates market value.
Federal Income Taxes
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.
-7-
<PAGE>
MECHANICAL UNIONS SAVINGS TRUST
SUPPLEMENTAL SCHEDULE OF INVESTMENTS
as of December 31, 1996
GUARANTEED ACCUMULATION FUNDS
Contract/
Market
Cost Value
---------- ----------
Allmerica Financial:
Fixed Interest Fund-
#G01-004, 7.15%, due 12/31/96 $1,690,145 $1,690,145
#G01-007, 4.51%, due 12/31/97 636,475 636,475
#G02-001, 9.00%, due 12/31/96 2,026,570 2,026,570
#G05-001, 6.45%, due 6/30/98 1,222,753 1,222,753
#G05-003, 7.65%, due 6/30/00 1,427,593 1,427,593
#G05-004, 5.95%, due 6/30/99 795,856 795,856
#G05-005, 5.35%, due 12/31/99 849,643 849,643
#G05-006, 5.65%, due 06/30/99 729,930 729,930
---------- ----------
Total guaranteed accumulation
funds $9,378,965 $9,378,965
---------- ----------
INVESTMENT ACCOUNTS
Units
-----
Allmerica Financial:
Growth Stock Fund 6,560 $7,035,832
Diversified Bond Fund 540 426,626
Money Market Fund 2,812 928,250
Indexed Stock Fund 8,240 3,181,655
Government Securities Fund 2,899 399,022
Balanced Fund 12,388 2,156,317
Aggressive Growth Fund 6,327 981,166
Select International Equity Fund 2,519 350,675
Fidelity Advisor Equity Growth Fund 8,614 1,300,954
Other Investment Funds 28 800
New York Times Stock Fund 19,063 447,300
-----------
Total investment accounts $17,208,597
-----------
Total investments $26,587,562
===========
The accompanying notes are an integral
part of these financial statements.
-8-
<PAGE>
SCHEDULE II
MECHANICAL UNIONS SAVINGS TRUST
SUPPLEMENTAL SCHEDULE OF REPORTABLE TRANSACTIONS
For the year ended December 31, 1996
Description of Total Cost Total Sales
Description of Assets Transactions of Purchases Proceeds
- --------------------- -------------- ------------ ----------
Fixed Interest Fund (1)
Various: 3.89% - 9.0% 789 purchases $ 8,104,175
1,489 sales $ 8,945,577
Growth Stock Fund (1) 232 purchases of
153,739 units $ 1,493,001
53 sales of
32,202 units $ 317,567
Indexed Stock Fund 236 purchases of
331,007 units $ 1,148,441
22 sales of
26,295 units $ 89,387
Aggressive Growth Fund 346 purchases of
83,262 units $ 1,229,206
23 sales of
18,455 units $ 274,136
Fidelity Advisor Equity
Fund 410 purchases of
92,902 units $ 1,279,321
12 sales of
2,895 units $ 41,834
New York Times (2) 0 purchases $ --
36 sales of
6,039 units $ 110,882
(1) Represents transactions or a series of transactions in securities of the
same issue in excess of 5% of the current value of plan assets at the
beginning of the year.
(2) Represents transactions with a party in interest.
-9-
<PAGE>
MECHANICAL UNIONS SAVINGS TRUST
SUPPLEMENTAL SCHEDULE OF CHANGES IN NET ASSETS BY ACCOUNT
For the year ended December 31, 1996
<TABLE>
<CAPTION>
Fixed Growth Money Indexed Agressive International
Interest Stock Diversified Market Stock Growth Equity
Fund Fund Bond Fund Fund Fund Fund Fund
---- ---- --------- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C>
BALANCE,
beginning of year $10,058,189 $5,534,488 $338,356 $855,036 $2,096,844 $430 $305
ADD (DEDUCT):
Transfers, net (1,235,284) (303,789) 448 (123,270) 56,770 740,399 185,485
Participants contributions 683,335 966,178 83,651 111,256 555,375 209,051 123,683
Employer contributions 0 0 0 125,000 0 0 0
Employee rollovers, net 10,000 10,540 0 0 9,731 1,286 1,286
Investment income 647,340 238 13 28 105 35 11
Net realized/unrealized gain 0 1,115,007 11,674 40,168 520,219 49,582 40,371
Contractual and professional fees (18,978) (12,620) (827) (1,352) (4,331) (1,232) (394)
Benefits paid (444,001) (121,320) 0 (61,726) (29,838) 0 0
In-service withdrawal (257,520) (8,410) (854) (10,289) (367) 0 0
Hardship withdrawal (64,116) (144,480) (5,835) (6,601) (22,853) (18,385) (72)
----------- ---------- -------- -------- ---------- -------- --------
BALANCE, end of year $ 9,378,965 $7,035,832 $426,626 $928,250 $3,181,655 $981,166 $350,675
=========== ========== ======== ======== ========== ======== ========
</TABLE>
<TABLE>
<CAPTION>
Fidelity Government Other New York
Growth Securities Balanced Investment Times
Fund Fund Fund Funds Fund Total
---- ---- ---- ----- ---- -----
<S> <C> <C> <C> <C> <C> <C>
BALANCE,
beginning of year $90 $446,703 $1,617,794 $756 $456,763 $21,405,754
ADD (DEDUCT):
Transfers, net 741,027 (136,863) (12,950) (898) (111,506) ($200,431)
Participants contributions 464,956 91,485 311,730 800 0 $3,601,500
Employer contributions 0 0 0 0 0 $125,000
Employee rollovers, net 0 0 0 0 0 $32,843
Investment income 42 14 73 6 15 $647,920
Net realized/unrealized gain 117,083 11,330 312,953 136 104,755 $2,323,278
Contractual and professional fees (1,789) (723) (3,124) 0 (625) ($45,995)
Benefits paid (7,656) (6,829) (32,426) 0 (281) ($704,077)
In-service withdrawal 0 0 (13,404) 0 0 ($290,844)
Hardship withdrawal (12,799) (6,095) (24,329) 0 (1,821) ($307,386)
---------- -------- ---------- ---- -------- -----------
BALANCE, end of year $1,300,954 $399,022 $2,156,317 $800 $447,300 $26,587,562
========== ======== ========== ==== ======== ===========
</TABLE>
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<PAGE>
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANT
THE NEW YORK TIMES COMPANY:
I consent to the incorporation by reference in Registration Statement No.
33-50459 on Form S-8 of my report dated June 23, 1997, on my audit of the
financial statements and supplemental schedules of the Mechanical Unions Savings
Trust as of December 31, 1996 and 1995 and for years then ended, which report is
included in this Annual Report on Form 11-K.
/s/ James J. Garrity CPA
- ------------------------
JAMES J. GARRITY, CPA
Norwood, Massachusetts
June 24, 1997
