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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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 24, 1997
_____ 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)
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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,
1997, and December 31, 1996.
Statement of changes in net assets available for plan benefits for each
of the years ending December 24, 1997, December 31, 1996 and December 31,
1995.
Notes to financial statements.
Schedule I--Supplemental schedule of investments as of December 24, 1997.
Schedule II--Supplemental schedule of reportable transactions for the
year ended December 24, 1997.
Schedule III--Supplemental schedule of changes in net assets by account
for the year ended December 24, 1997.
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 23, 1998
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MECHANICAL UNIONS SAVINGS TRUST
FINANCIAL STATEMENTS AS OF
DECEMBER 24, 1997
TOGETHER WITH AUDITOR'S REPORT
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TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
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<S> <C>
Accountant'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
Schedule III--Supplemental Schedule of Changes in Net Assets by Account................................... 10
</TABLE>
<PAGE>
JAMES J. GARRITY
CERTIFIED PUBLIC ACCOUNTANT
P.O. BOX 448
733 NEPONSET STREET
NORWOOD, MASSACHUSETTS 02062
(781) 769-5522 - (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 24,
1997 and 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 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, 1997, December 31, 1996 and 1995, 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, 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 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 22, 1998
1
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MECHANICAL UNIONS SAVINGS TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
<TABLE>
<CAPTION>
DECEMBER 24, DECEMBER 31, DECEMBER 31,
1997 1996 1995
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<S> <C> <C> <C>
ASSETS:
Investments, at contract or market value
Fixed Interest Fund............................................. $ 8,300,281 $ 9,378,965 $ 10,058,189
Growth Stock Fund............................................... 9,166,960 7,035,832 5,534,488
Diversified Bond Fund........................................... 507,662 426,626 338,356
Money Market Fund............................................... 1,089,059 928,250 855,036
Indexed Stock Fund.............................................. 4,838,198 3,181,655 2,096,844
Government Securities Fund...................................... 470,533 399,022 446,703
Balanced Fund................................................... 3,304,552 2,156,317 1,617,794
New York Times Stock Fund....................................... 731,062 447,300 456,763
Aggressive Growth Fund.......................................... 1,608,232 981,166 --
Select International Equity Fund................................ 652,442 350,675 --
Fidelity Advisor Equity Growth Fund............................. 2,599,553 1,300,954 --
Other Investment Funds.......................................... -- 800 1,581
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NET ASSETS AVAILABLE FOR PLAN BENEFITS.............................. $ 33,268,534 $ 26,587,562 $ 21,405,754
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</TABLE>
The accompanying notes are an integral part of these financial statements.
2
<PAGE>
MECHANICAL UNIONS SAVINGS TRUST
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE
FOR PLAN BENEFITS
FOR THE YEARS ENDED,
<TABLE>
<CAPTION>
DECEMBER 24, DECEMBER 31, DECEMBER 31,
1997 1996 1995
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<S> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS, beginning of year........... $ 26,587,562 $ 21,405,754 $ 15,944,068
ADD (DEDUCT):
Participant contributions, net of refunds........................... 3,689,188 3,601,500 3,448,650
Employer Contributions.............................................. 109,200 125,000 --
Employee rollovers, net............................................. 203,548 32,844 76,909
Investment income................................................... 461,363 647,920 636,920
Net realized/unrealized gains (losses).............................. 3,853,830 2,323,278 2,169,001
Contractual and professional fees................................... (43,673) (45,995) (43,561)
Benefits paid....................................................... (1,585,033) (1,302,307) (826,233)
Transfers........................................................... (7,451) (200,432) --
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NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year....................................................... $ 33,268,534 $ 26,587,562 $ 21,405,754
------------- ------------- -------------
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</TABLE>
The accompanying notes are an integral part of these financial statements.
3
<PAGE>
MECHANICAL UNIONS SAVINGS TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 24, 1997
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, 1997 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 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.
4
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MECHANICAL UNIONS SAVINGS TRUST
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 24, 1997
NOTE A--DESCRIPTION OF THE PLAN (CONTINUED)
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.
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 principle 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.
5
<PAGE>
MECHANICAL UNIONS SAVINGS TRUST
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 24, 1997
NOTE A--DESCRIPTION OF THE PLAN (CONTINUED)
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.
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.
PLAN AMENDMENT
Effective for the fiscal year beginning January 1, 1997 the trustees have
amended the plan by adopting a fiscal year ending December 24 and commencing
December 25.
6
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MECHANICAL UNIONS SAVINGS TRUST
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 24, 1997
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, 1997 and 1996 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--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.
NOTE D--EMPLOYER CONTRIBUTION
Beginning in fiscal year 1996 the employer has agreed to make annual minimum
contribution of $500 per participant to all participants eligible at the
commencement of each plan fiscal years. Contributions in the amount of $109,200
and $125,000 were made for the 1997 and 1996 plan years respectively.
7
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SCHEDULE I
MECHANICAL UNIONS SAVINGS TRUST
SUPPLEMENTAL SCHEDULE OF INVESTMENTS
AS OF DECEMBER 24, 1997
<TABLE>
<CAPTION>
CONTRACT/
MARKET
COST VALUE
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<S> <C> <C>
GUARANTEED ACCUMULATION FUNDS
Allmerica Financial:
Fixed Interest Fund-
#G01-007, 4.51%, due 12/31/97..................................................... $ 570,334 $ 570,334
#G05-001, 6.45%, due 06/30/98..................................................... 1,157,235 1,157,235
#G05-003, 7.65%, due 06/30/00..................................................... 1,371,093 1,371,093
#G05-004, 5.95%, due 06/30/99..................................................... 740,649 740,649
#G05-005, 5.35%, due 12/31/99..................................................... 785,765 785,765
#G05-006, 5.65%, due 06/30/99..................................................... 1,070,127 1,070,127
#G05-007, 5.05%, due 12/31/98..................................................... 1,146,874 1,146,874
#G05-008, 5.40%, due 12/31/00..................................................... 1,125,955 1,125,955
#G05-009, 5.55%, due 06/30/01..................................................... 332,249 332,249
------------ ------------
Total guaranteed accumulation funds............................................. $ 8,300,281 $ 8,300,281
------------ ------------
</TABLE>
<TABLE>
<CAPTION>
UNITS
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<S> <C> <C>
INVESTMENT ACCOUNTS
Allmerica Financial:
Growth Stock Fund..................................................................... 712,716 $ 9,166,960
Diversified Bond Fund................................................................. 59,045 507,662
Money Market Fund..................................................................... 313,703 1,089,059
Indexed Stock Fund.................................................................... 985,035 4,838,198
Government Securities Fund............................................................ 32,016 470,533
Balanced Fund......................................................................... 156,522 3,304,552
Aggressive Growth Fund................................................................ 94,184 1,608,232
Select International Equity Fund...................................................... 46,046 652,442
Fidelity Advisor Equity Growth Fund................................................... 146,039 2,599,553
New York Times Stock Fund............................................................. 18,266 731,062
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Total investment accounts......................................................... $ 24,968,253
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Total investments................................................................. $ 33,268,534
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</TABLE>
The accompanying notes are an integral part of these financial statements.
8
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SCHEDULE II
MECHANICAL UNIONS SAVINGS TRUST
SUPPLEMENTAL SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 24, 1997
<TABLE>
<CAPTION>
DESCRIPTION OF TOTAL COST TOTAL SALES
DESCRIPTION OF ASSETS TRANSACTIONS OF PURCHASES PROCEEDS
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<S> <C> <C> <C>
Fixed Interest Fund (1)
7.15%............................................................. 399 sales $ -- $ 1,690,145
9.00%............................................................. 400 sales -- 2,026,570
New York Times (2).................................................. 0 purchases $ --
9 sales of
797 units $ 22,615
</TABLE>
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(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
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MECHANICAL UNIONS SAVINGS TRUST
SUPPLEMENTAL SCHEDULE OF CHANGES IN NET ASSETS BY ACCOUNT
FOR THE YEAR ENDED DECEMBER 24, 1997
<TABLE>
<CAPTION>
GROWTH MONEY INDEXED AGRESSIVE INTERNATIONAL FIDELITY GOVERNMENT
STOCK DIVERSIFIED MARKET STOCK GROWTH EQUITY GROWTH SECURITIES
FUND BOND FUND FUND FUND FUND FUND FUND FUND
---------- ----------- ---------- ---------- ---------- ------------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
BALANCE,
beginning of
year............ $7,035,832 $426,626 $ 928,249 $3,181,655 $ 981,166 $350,675 $1,300,953 $399,022
ADD (DEDUCT):
Transfers......... 41,112 (32,334) 78,936 127,492 189,386 151,646 452,106 16,463
Participants
contributions... 928,832 73,398 100,942 607,975 319,637 155,619 564,712 38,532
Employer
contributions... 25,795 1,825 10,717 9,868 15,677 3,867 15,848 900
Rollovers......... 16,452 4,526 5,132 42,543 30,898 23,143 30,057 8,870
Participant
distributions... (342,838) (7,806) (89,378) (115,903) (22,142) (39,226) (74,735) (21,882)
Participant
earnings........ 1,472,402 41,978 55,620 989,106 96,311 7,487 313,637 29,151
Fees.............. (10,627) (550) (1,159) (4,539) (2,701) (767) (3,025) (523)
BALANCE, end of
year.............. $9,166,960 $507,662 $1,089,059 $4,838,198 $1,608,232 $652,442 $2,599,553 $470,533
---------- ----------- ---------- ---------- ---------- ------------- ---------- ----------
<CAPTION>
NY FIXED OTHER
BALANCED TIMES INCOME INVESTMENT
FUND FUND FUNDS FUNDS TOTAL
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<S> <C> <C> <C> <C> <C>
BALANCE,
beginning of
year............ $2,156,317 $447,300 $9,378,966 $ 800 $26,587,563
ADD (DEDUCT):
Transfers......... 375,998 (3,396) (1,404,060) (800) $ (7,452)
Participants
contributions... 305,316 594,228 $ 3,689,189
Employer
contributions... 8,167 16,537 $ 109,200
Rollovers......... 38,235 3,693 $ 203,548
Participant
distributions... (125,029) (18,713) (727,381) $(1,585,033)
Participant
earnings........ 548,379 306,359 454,762 $ 4,315,192
Fees.............. (2,831) (489) (16,463) $ (43,673)
BALANCE, end of
year.............. $3,304,552 $731,062 $8,300,281 $ 0 $33,268,534
---------- -------- ---------- ----------- -----------
</TABLE>
10
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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 22, 1998, on my audit of the
financial statements and supplemental schedules of the Mechanical Unions Savings
Trust as of December 24, 1997 and 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 23, 1998
