UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 24, 201727, 2020
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___ to ___
Commission file number 1-5837
THE NEW YORK TIMES COMPANY
(Exact name of registrant as specified in its charter)
 
NEW YORKNew York13-1102020
(State or other jurisdiction of

incorporation or organization)
(I.R.S. Employer

Identification No.)
620 EIGHTH AVENUE, NEW YORK, NEW YORKEighth Avenue, New York, New York 10018
(Address and zip code of principal executive offices)
10018
(Zip Code)
Registrant’s telephone number, including area code 212-556-1234
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A Common StockNYTNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x      No   o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes   x     No  o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerx
Accelerated filero
Non-accelerated filero
Smaller reporting companyo
Emerging growth companyo
IfIf an emerging growth company, indicate by the check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes   o     No  x
Number of shares of each class of the registrant’s common stock outstanding as of October 27, 201730, 2020 (exclusive of treasury shares):  
Class A Common Stock161,394,059166,435,299 
shares
Class B Common Stock808,763781,724 
shares





THE NEW YORK TIMES COMPANY
INDEX

  
PART IFinancial Information
Item1Financial Statements
Condensed Consolidated Balance Sheets as of September 27, 2020 (unaudited) and December 29, 2019
Condensed Consolidated Statements of Operations (unaudited) for the quarters and nine months ended September 27, 2020 and September 29, 2019
Condensed Consolidated Statements of Comprehensive Income (unaudited) for the quarters and nine months ended September 27, 2020 and September 29, 2019
Condensed Consolidated Statements of Changes In Stockholders’ Equity (unaudited) for the quarters and nine months ended September 27, 2020 and September 29, 2019
Condensed Consolidated Statements of Cash Flows (unaudited) for the nine months ended September 27, 2020 and September 29, 2019
Notes to the Condensed Consolidated Financial Statements
Item2Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item3Quantitative and Qualitative Disclosures about Market Risk
Item4Controls and Procedures
PART IIOther Information
Item1Legal Proceedings
Item1ARisk Factors
Item2Unregistered Sales of Equity Securities and Use of Proceeds
Item6Exhibits




  ITEM NO.  
PART I   Financial Information 
Item1 Financial Statements 
   
Condensed Consolidated Balance Sheets as September 24, 2017 
(unaudited) and December 25, 2016
 
   Condensed Consolidated Statements of Operations (unaudited) for the quarters and nine months ended September 24, 2017 and September 25, 2016 
   Condensed Consolidated Statements of Comprehensive Income (unaudited) for the quarters and nine months ended September 24, 2017 and September 25, 2016 
   Condensed Consolidated Statements of Cash Flows (unaudited) for the nine months ended September 24, 2017 and September 25, 2016 
   Notes to the Condensed Consolidated Financial Statements 
Item2 Management’s Discussion and Analysis of Financial Condition and Results of Operations 
Item3 Quantitative and Qualitative Disclosures about Market Risk 
Item4 Controls and Procedures 
  
PART II   Other Information 
Item1 Legal Proceedings 
Item1A Risk Factors 
Item2 Unregistered Sales of Equity Securities and Use of Proceeds 
Item6 Exhibits 






PART I. FINANCIAL INFORMATION
Item 1. Financial Statements

THE NEW YORK TIMES COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)
 September 24, 2017
December 25, 2016September 27, 2020December 29, 2019
 (Unaudited)  (Unaudited)
Assets    Assets
Current assets    Current assets
Cash and cash equivalents $244,667
 $100,692
Cash and cash equivalents$215,763 $230,431 
Short-term marketable securities 336,442
 449,535
Short-term marketable securities308,734 201,785 
Accounts receivable (net of allowances of $13,838 in 2017 and $16,815 in 2016) 142,323
 197,355
Accounts receivable (net of allowances of $14,153 in 2020 and $14,358 in 2019)Accounts receivable (net of allowances of $14,153 in 2020 and $14,358 in 2019)125,337 213,402 
Prepaid expenses 17,869
 15,948
Prepaid expenses32,087 29,089 
Other current assets 26,462
 32,648
Other current assets39,063 42,124 
Total current assets 767,763
 796,178
Total current assets720,984 716,831 
Other assets    Other assets
Long-term marketable securities 241,782
 187,299
Long-term marketable securities275,649 251,696 
Investments in joint ventures 20,472
 15,614
Property, plant and equipment (less accumulated depreciation and amortization of $945,416 in 2017 and $903,736 in 2016) 618,835
 596,743
Property, plant and equipment (less accumulated depreciation and amortization of $916,109 in 2020 and $950,881 in 2019)Property, plant and equipment (less accumulated depreciation and amortization of $916,109 in 2020 and $950,881 in 2019)604,283 627,121 
Goodwill 143,171
 134,517
Goodwill168,700 138,674 
Deferred income taxes 290,473
 301,342
Deferred income taxes109,197 115,229 
Miscellaneous assets 156,462
 153,702
Miscellaneous assets260,728 239,587 
Total assets $2,238,958
 $2,185,395
Total assets$2,139,541 $2,089,138 
 See Notes to Condensed Consolidated Financial Statements.

1




THE NEW YORK TIMES COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS-(Continued)
(In thousands, except share and per share data)
 September 24, 2017 December 25, 2016September 27, 2020December 29, 2019
 (Unaudited)  (Unaudited)
Liabilities and stockholders’ equity    Liabilities and stockholders’ equity
Current liabilities    Current liabilities
Accounts payable $116,724
 $104,463
Accounts payable$97,749 $116,571 
Accrued payroll and other related liabilities 90,651
 96,463
Accrued payroll and other related liabilities94,101 108,865 
Unexpired subscriptions 76,886
 66,686
Unexpired subscriptions revenueUnexpired subscriptions revenue100,149 88,419 
Accrued expenses and other 134,411
 131,125
Accrued expenses and other133,929 123,840 
Total current liabilities 418,672
 398,737
Total current liabilities425,928 437,695 
Other liabilities    Other liabilities
Long-term debt and capital lease obligations 249,375
 246,978
Pension benefits obligation 518,395
 558,790
Pension benefits obligation286,355 313,655 
Postretirement benefits obligation 55,107
 57,999
Postretirement benefits obligation34,455 37,688 
Other 78,735
 78,647
Other135,549 126,237 
Total other liabilities 901,612
 942,414
Total other liabilities456,359 477,580 
Stockholders’ equity    Stockholders’ equity
Common stock of $.10 par value:    Common stock of $.10 par value:
Class A – authorized: 300,000,000 shares; issued: 2017 – 170,220,136; 2016 – 169,206,879 (including treasury shares: 2017 – 8,870,801; 2016 – 8,870,801) 17,022
 16,921
Class B – convertible – authorized and issued shares: 2017 – 810,933; 2016 – 816,632 (including treasury shares: 2017 – none; 2016 – none)
 81
 82
Class A – authorized: 300,000,000 shares; issued: 2020 – 175,215,600; 2019 – 174,242,668 (including treasury shares: 2020 – 8,870,801; 2019 – 8,870,801)Class A – authorized: 300,000,000 shares; issued: 2020 – 175,215,600; 2019 – 174,242,668 (including treasury shares: 2020 – 8,870,801; 2019 – 8,870,801)17,521 17,424 
Class B – convertible – authorized and issued shares: 2020 – 781,724; 2019 – 803,404Class B – convertible – authorized and issued shares: 2020 – 781,724; 2019 – 803,40478 80 
Additional paid-in capital 159,830
 149,928
Additional paid-in capital212,291 208,028 
Retained earnings 1,373,478
 1,331,911
Retained earnings1,672,633 1,612,658 
Common stock held in treasury, at cost (171,211) (171,211)Common stock held in treasury, at cost(171,211)(171,211)
Accumulated other comprehensive loss, net of income taxes:    Accumulated other comprehensive loss, net of income taxes:
Foreign currency translation adjustments 5,571
 (1,822)Foreign currency translation adjustments5,710 3,438 
Funded status of benefit plans (465,440) (477,994)Funded status of benefit plans(485,087)(498,986)
Net unrealized loss on available-for-sale securities (653) 
Net unrealized gain on available-for-sale securitiesNet unrealized gain on available-for-sale securities3,459 572 
Total accumulated other comprehensive loss, net of income taxes (460,522) (479,816)Total accumulated other comprehensive loss, net of income taxes(475,918)(494,976)
Total New York Times Company stockholders’ equity 918,678
 847,815
Total New York Times Company stockholders’ equity1,255,394 1,172,003 
Noncontrolling interest (4) (3,571)Noncontrolling interest1,860 1,860 
Total stockholders’ equity 918,674
 844,244
Total stockholders’ equity1,257,254 1,173,863 
Total liabilities and stockholders’ equity $2,238,958
 $2,185,395
Total liabilities and stockholders’ equity$2,139,541 $2,089,138 
 See Notes to Condensed Consolidated Financial Statements.



2




THE NEW YORK TIMES COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per share data)
 For the Quarters EndedFor the Nine Months Ended
September 27, 2020September 29, 2019September 27, 2020September 29, 2019
(13 weeks)(39 weeks)
Revenues
Subscription$300,950 $267,302 $879,573 $808,568 
Advertising79,253 113,531 253,150 359,380 
Other46,692 47,668 141,558 135,873 
Total revenues426,895 428,501 1,274,281 1,303,821 
Operating costs
Cost of revenue (excluding depreciation and amortization)235,900 245,100 709,719 729,654 
Sales and marketing50,627 64,218 164,040 201,327 
Product development34,102 26,669 95,641 75,658 
General and administrative51,118 50,015 162,791 152,054 
Depreciation and amortization15,552 15,450 46,368 45,548 
Total operating costs387,299 401,452 1,178,559 1,204,241 
Restructuring charge4,008 4,008 
Gain from pension liability adjustment(2,045)(2,045)
Operating profit39,596 25,086 95,722 97,617 
Other components of net periodic benefit costs2,272 1,834 6,735 5,502 
Interest income/(expense) and other, net3,537 (755)20,177 (3,572)
Income from continuing operations before income taxes40,861 22,497 109,164 88,543 
Income tax expense7,283 6,070 19,070 16,789 
Net income33,578 16,427 90,094 71,754 
Net income attributable to The New York Times Company common stockholders$33,578 $16,427 $90,094 $71,754 
Average number of common shares outstanding:
Basic167,075 166,148 166,842 165,976 
Diluted168,059 167,555 167,943 167,384 
Basic earnings per share attributable to The New York Times Company common stockholders$0.20 $0.10 $0.54 $0.43 
Diluted earnings per share attributable to The New York Times Company common stockholders$0.20 $0.10 $0.54 $0.43 
Dividends declared per share$0.12 $0.05 $0.18 $0.15 
  For the Quarters Ended For the Nine Months Ended
  September 24, 2017

September 25, 2016
 September 24, 2017
 September 25, 2016
  (13 weeks) (39 weeks)
Revenues        
Subscription $246,638
 $217,099
 $739,050
 $654,573
Advertising 113,633
 124,898
 375,895
 395,733
Other 25,364
 21,550
 76,568
 65,386
Total revenues 385,635
 363,547
 1,191,513
 1,115,692
Operating costs        
Production costs:        
Wages and benefits 89,866
 91,041
 269,209
 274,142
Raw materials 15,718
 18,228
 48,461
 53,115
Other 44,336
 47,347
 134,771
 139,938
Total production costs 149,920
 156,616
 452,441
 467,195
Selling, general and administrative costs 184,483
 184,596
 595,491
 534,911
Depreciation and amortization 15,677
 15,384
 46,961
 46,003
Total operating costs 350,080
 356,596
 1,094,893
 1,048,109
Headquarters redesign and consolidation 2,542
 
 6,929
 
Restructuring charge 
 2,949
 
 14,804
Multiemployer pension plan withdrawal expense 
 (4,971) 
 6,730
Operating profit 33,013
 8,973
 89,691
 46,049
Gain/(loss) from joint ventures 31,557
 463
 31,464
 (41,845)
Interest expense, net 4,660
 9,032
 15,118
 26,955
Income/(loss) from continuing operations before income taxes 59,910
 404
 106,037
 (22,751)
Income tax expense/(benefit) 23,420
 121
 40,873
 (8,956)
Income/(loss) from continuing operations 36,490
 283
 65,164
 (13,795)
Loss from discontinued operations, net of income taxes 488
 
 488
 
Net income/(loss) 36,002
 283
 64,676
 (13,795)
Net (income)/loss attributable to the noncontrolling interest (3,673) 123
 (3,567) 5,719
Net income/(loss) attributable to The New York Times Company common stockholders $32,329
 $406
 $61,109
 $(8,076)
Average number of common shares outstanding:        
Basic 162,173
 161,185
 161,798
 161,092
Diluted 164,405
 162,945
 164,005
 161,092
Basic earnings/(loss) per share attributable to The New York Times Company common stockholders:        
Income/(loss) from continuing operations $0.20
 $
 $0.38
 $(0.05)
Loss from discontinued operations, net of income taxes 
 
 
 
Net income/(loss) $0.20
 $
 $0.38
 $(0.05)
See Notes to Condensed Consolidated Financial Statements.




3




THE NEW YORK TIMES COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per share data)

  For the Quarters Ended For the Nine Months Ended
  September 24, 2017
 September 25, 2016
 September 24, 2017
 September 25, 2016
  (13 weeks) (39 weeks)
Diluted earnings/(loss) per share attributable to The New York Times Company common stockholders:        
Income/(loss) from continuing operations $0.20
 $
 $0.37
 $(0.05)
Loss from discontinued operations, net of income taxes 
 
 
 
Net income/(loss) $0.20
 $
 $0.37
 $(0.05)
Dividends declared per share $0.08
 $0.08
 $0.12
 $0.12
 See Notes to Condensed Consolidated Financial Statements.

4



THE NEW YORK TIMES COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
(In thousands)
For the Quarters EndedFor the Nine Months Ended
 For the Quarters Ended For the Nine Months EndedSeptember 27, 2020September 29, 2019September 27, 2020September 29, 2019
 September 24, 2017
 September 25, 2016
 September 24, 2017
 September 25, 2016
(13 weeks)(39 weeks)
 (13 weeks) (39 weeks)
Net income/(loss) $36,002
 $283
 $64,676
 $(13,795)
Net incomeNet income$33,578 $16,427 $90,094 $71,754 
Other comprehensive income, before tax:        Other comprehensive income, before tax:
Income on foreign currency translation adjustments 6,099
 604
 11,170
 2,110
Income/(loss) on foreign currency translation adjustmentsIncome/(loss) on foreign currency translation adjustments2,730 (3,159)3,095 (3,286)
Pension and postretirement benefits obligation 6,921
 6,552
 20,762
 19,655
Pension and postretirement benefits obligation6,354 4,893 18,982 14,685 
Net unrealized loss on available-for-sale securities (1,081) 
 (1,081) 
Net unrealized (loss)/gain on available-for-sale securitiesNet unrealized (loss)/gain on available-for-sale securities(854)284 3,936 3,773 
Other comprehensive income, before tax 11,939
 7,156
 30,851
 21,765
Other comprehensive income, before tax8,230 2,018 26,013 15,172 
Income tax expense 4,200
 2,912
 11,557
 8,492
Income tax expense2,192 489 6,955 3,903 
Other comprehensive income, net of tax 7,739
 4,244
 19,294
 13,273
Other comprehensive income, net of tax6,038 1,529 19,058 11,269 
Comprehensive income/(loss) 43,741
 4,527
 83,970
 (522)
Comprehensive (income)/loss attributable to the noncontrolling interest (3,673) 123
 (3,567) 5,719
Comprehensive income attributable to The New York Times Company common stockholders $40,068
 $4,650
 $80,403
 $5,197
Comprehensive income attributable to The New York Times Company common stockholders$39,616 $17,956 $109,152 $83,023 
 See Notes to Condensed Consolidated Financial Statements.

4


THE NEW YORK TIMES COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
For the Quarters Ended September 27, 2020 and September 29, 2019
(Unaudited)
(In thousands, except share data)

Capital Stock -
Class A
and
Class B Common
Additional
Paid-in
Capital
Retained
Earnings
Common
Stock
Held in
Treasury,
at Cost
Accumulated
Other
Comprehensive
Loss, Net of
Income
Taxes
Total
New York
Times
Company
Stockholders’
Equity
Non-
controlling
Interest
Total
Stock-
holders’
Equity
Balance, June 30, 2019$17,488 $200,356 $1,544,694 $(171,211)$(507,984)$1,083,343 $1,860 $1,085,203 
Net income— — 16,427 — — 16,427 — 16,427 
Dividends— — (8,333)— — (8,333)— (8,333)
Other comprehensive income— — — — 1,529 1,529 — 1,529 
Issuance of shares:
Stock options – 3,000 Class A shares— 33 — — — 33 — 33 
Restricted stock units vested – 25,512 Class A shares(3)— — — — — — 
Stock-based compensation— 2,907 — — — 2,907 — 2,907 
Balance, September 29, 2019$17,491 $203,293 $1,552,788 $(171,211)$(506,455)$1,095,906 $1,860 $1,097,766 
Balance, June 28, 2020$17,562 $205,618 $1,659,158 $(171,211)$(481,956)$1,229,171 $1,860 $1,231,031 
Net income— — 33,578 — — 33,578 — 33,578 
Dividends— — (20,103)— — (20,103)— (20,103)
Other comprehensive income— — — — 6,038 6,038 — 6,038 
Issuance of shares:
Stock options – 372,508 Class A shares37 3,397 — — — 3,434 — 3,434 
Restricted stock units vested – 635 Class A shares— (16)— — — (16)— (16)
Stock-based compensation— 3,292 — — — 3,292 — 3,292 
Balance, September 27, 2020$17,599 $212,291 $1,672,633 $(171,211)$(475,918)$1,255,394 $1,860 $1,257,254 









5




THE NEW YORK TIMES COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
For the Nine Months Ended September 27, 2020 and September 29, 2019
(Unaudited)
(In thousands, except share data)
Capital Stock -
Class A
and
Class B Common
Additional
Paid-in
Capital
Retained
Earnings
Common
Stock
Held in
Treasury,
at Cost
Accumulated
Other
Comprehensive
Loss, Net of
Income
Taxes
Total
New York
Times
Company
Stockholders’
Equity
Non-
controlling
Interest
Total
Stock-
holders’
Equity
Balance, December 30, 2018$17,396 $206,316 $1,506,004 $(171,211)$(517,724)$1,040,781 $1,860 $1,042,641 
Net income— — 71,754 — — 71,754 — 71,754 
Dividends— — (24,970)— — (24,970)— (24,970)
Other comprehensive income— — — — 11,269 11,269 — 11,269 
Issuance of shares:
Stock options – 282,510 Class A shares28 2,970 — — — 2,998 — 2,998 
Restricted stock units vested – 246,599 Class A shares25 (3,750)— — — (3,725)— (3,725)
Performance-based awards – 418,491 Class A shares42 (11,966)— — — (11,924)— (11,924)
Stock-based compensation— 9,723 — — — 9,723 — 9,723 
Balance, September 29, 2019$17,491 $203,293 $1,552,788 $(171,211)$(506,455)$1,095,906 $1,860 $1,097,766 
Balance, December 29, 2019$17,504 $208,028 $1,612,658 $(171,211)$(494,976)$1,172,003 $1,860 $1,173,863 
Net income— — 90,094 — — 90,094 — 90,094 
Dividends— — (30,119)— — (30,119)— (30,119)
Other comprehensive income— — — — 19,058 19,058 — 19,058 
Issuance of shares:
Stock options – 552,018 Class A shares55 5,252 — — — 5,307 — 5,307 
Restricted stock units vested – 142,136 Class A shares14 (3,913)— — — (3,899)— (3,899)
Performance-based awards – 257,098 Class A shares26 (7,850)— — — (7,824)— (7,824)
Stock-based compensation— 10,774 — — — 10,774 — 10,774 
Balance, September 27, 2020$17,599 $212,291 $1,672,633 $(171,211)$(475,918)$1,255,394 $1,860 $1,257,254 











6


THE NEW YORK TIMES COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)
 For the Nine Months EndedFor the Nine Months Ended
 September 24, 2017
 September 25, 2016
September 27, 2020September 29, 2019
 (39 weeks)(39 weeks)
Cash flows from operating activities    Cash flows from operating activities
Net income/(loss) $64,676
 $(13,795)
Net incomeNet income$90,094 $71,754 
Adjustments to reconcile net income to net cash provided by operating activities:    Adjustments to reconcile net income to net cash provided by operating activities:
Restructuring charge 
 14,804
Multiemployer pension plan charges 
 11,701
Depreciation and amortization 46,961
 46,003
Depreciation and amortization46,368 45,548 
Amortization of right of use assetAmortization of right of use asset6,446 5,462 
Stock-based compensation expense 10,927
 8,561
Stock-based compensation expense10,744 9,723 
Undistributed (gain)/loss of joint ventures (31,464) 41,845
Deferred income taxesDeferred income taxes(1,209)
Gain on non-marketable equity investmentGain on non-marketable equity investment(10,074)(1,886)
Long-term retirement benefit obligations (21,897) (22,366)Long-term retirement benefit obligations(11,635)(17,648)
Uncertain tax positions 139
 53
Fair market value adjustment on life insurance productsFair market value adjustment on life insurance products(638)(2,215)
Other-net 2,609
 8,257
Other-net(3,658)(6,926)
Changes in operating assets and liabilities:    Changes in operating assets and liabilities:
Accounts receivable-net 55,032
 54,591
Accounts receivable-net88,065 55,383 
Other assets (1,761) (21,926)Other assets3,816 (17,401)
Accounts payable, accrued payroll and other liabilities 12,473
 (45,546)Accounts payable, accrued payroll and other liabilities(23,366)(22,898)
Unexpired subscriptions 10,200
 3,461
Unexpired subscriptions11,730 2,704 
Net cash provided by operating activities 147,895
 85,643
Net cash provided by operating activities206,683 121,600 
Cash flows from investing activities    Cash flows from investing activities
Purchases of marketable securities (398,246) (514,809)Purchases of marketable securities(460,117)(466,108)
Maturities of marketable securities 454,022
 522,655
Maturities of marketable securities331,786 458,810 
Cash distribution from corporate-owned life insurance 
 38,000
Business acquisitions 
 (15,410)Business acquisitions(33,085)
Purchase of investments – net of proceeds (422) (1,840)
Change in restricted cash 7,014
 3,816
Proceeds from sale of investments – netProceeds from sale of investments – net1,000 103 
Capital expenditures (47,831) (21,820)Capital expenditures(29,236)(33,101)
Other-net 1,070
 (380)Other-net2,388 3,038 
Net cash provided by investing activities 15,607
 10,212
Net cash used in investing activitiesNet cash used in investing activities(187,264)(37,258)
Cash flows from financing activities    Cash flows from financing activities
Long-term obligations:    Long-term obligations:
Repayment of debt and capital lease obligations (414) (460)
Repayment of debt and finance lease obligationsRepayment of debt and finance lease obligations(7,220)
Dividends paid (19,483) (19,416)Dividends paid(28,393)(23,269)
Payment of contingent considerationPayment of contingent consideration(862)
Capital shares:    Capital shares:
Stock issuances 4,142
 273
Repurchases 
 (15,684)
Proceeds from stock option exercisesProceeds from stock option exercises5,307 2,998 
Share-based compensation tax withholding (3,984) (9,572)Share-based compensation tax withholding(11,723)(15,648)
Net cash used in financing activities (19,739) (44,859)Net cash used in financing activities(35,671)(43,139)
Net increase in cash and cash equivalents 143,763
 50,996
Net (decrease)/increase in cash, cash equivalents and restricted cashNet (decrease)/increase in cash, cash equivalents and restricted cash(16,252)41,203 
Effect of exchange rate changes on cash 212
 166
Effect of exchange rate changes on cash349 (202)
Cash and cash equivalents at the beginning of the period 100,692
 105,776
Cash and cash equivalents at the end of the period $244,667
 $156,938
Cash, cash equivalents and restricted cash at the beginning of the periodCash, cash equivalents and restricted cash at the beginning of the period247,518 259,799 
Cash, cash equivalents and restricted cash at the end of the periodCash, cash equivalents and restricted cash at the end of the period$231,615 $300,800 

 See Notes to Condensed Consolidated Financial Statements.



6
7


THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



NOTE 1. BASIS OF PRESENTATION
In the opinion of management of The New York Times Company (the “Company”), the Condensed Consolidated Financial Statements present fairly the financial position of the Company as of September 24, 201727, 2020 and December 25, 2016,29, 2019, and the results of operations, changes in stockholders’ equity and cash flows of the Company for the periods ended September 24, 201727, 2020, and September 25, 2016.29, 2019. The Company and its consolidated subsidiaries are referred to collectively as “we,” “us” or “our.” All adjustments necessary for a fair presentation have been included and are of a normal and recurring nature. All significant intercompany accounts and transactions have been eliminated in consolidation. The financial statements were prepared in accordance with the requirements of the Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain notes or other financial information that are normally required by accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted from these interim financial statements. These financial statements, therefore, should be read in conjunction with the Consolidated Financial Statements and related Notes included in our Annual Report on Form 10-K for the year ended December 25, 2016.29, 2019. Due to the seasonal nature of our business, operating results for the interim periods are not necessarily indicative of a full year’s operations. The fiscal periods included herein comprise 13 weeks and 39 weeks for the third quarter.quarter and nine months, respectively.
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in our Condensed Consolidated Financial Statements. Actual results could differ from these estimates.
Reclassification
The Company changed the expense captions on its Condensed Consolidated Statement of Operations effective for the quarter ended March 29, 2020. These changes were made in order to reflect how the Company manages its business and to communicate where the Company is investing resources and how this aligns with the Company’s strategy. The Company reclassified expenses for the prior period in order to present comparable financial results. There was no change to consolidated operating income, operating expense, net income or cash flows as a result of this change in classification. See Note 15 for more detail.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Except as described herein, as of September 24, 2017,27, 2020, our significant accounting policies, which are detailed in our Annual Report on Form 10-K for the year ended December 25, 2016,29, 2019, have not changed:
Marketable Securities
We have investments in marketable debt securities. We determine the appropriate classification of our investments at the date of purchase and reevaluate the classifications at the balance sheet date. Marketable debt securities with maturities of 12 months or less are classified as short-term. Marketable debt securities with maturities greater than 12 months are classified as long-term. Historically, we have accounted for all marketable securities as held-to-maturity (“HTM”) and stated at amortized cost as we had the intent and ability to hold our marketable debt securities until maturity. However, on June 29, 2017, our Board of Directors approved a change to the Company’s cash reserve investment policy to allow the Company to sell marketable securities prior to maturity. Beginning in the third quarter of 2017, the Company reclassified all marketable securities from HTM to available-for-sale (“AFS”).
Securities that we might not hold until maturity are classified as AFS securities and reported at fair value. Unrealized gains and losses, after applicable income taxes, are reported in accumulated other comprehensive income/(loss).
We conduct an other-than-temporary impairment (“OTTI”) analysis on a quarterly basis or more often if a potential loss-triggering event occurs. We consider factors such as the duration, severity and the reason for the decline in value, the potential recovery period and whether we intend to sell. For AFS securities, we also consider whether (i) it is more likely than not that we will be required to sell the debt securities before recovery of their amortized cost basis and (ii) the amortized cost basis cannot be recovered as a result of credit losses.
Other
As of the second quarter of 2017, the Company has renamed “circulation revenues” as “subscription revenues.” Subscription revenues consist of revenues from subscriptions to our print and digital products (including our news product, as well as Crossword and Cooking products), as well as single-copy sales of our print products (which comprise approximately 10% of these revenues). These revenues are based on both the number of copies of the printed newspaper sold and digital-only subscriptions, and the rates charged to the respective customers.
Recently Adopted Accounting Pronouncements
In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-09, “Compensation-Stock Compensation,” which provides guidance on accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This guidance became effective for the Company for fiscal years beginning after December 25, 2016.
As a result of the adoption of ASU 2016-09 in the first quarter of 2017, we recognized excess tax windfalls in income tax expense rather than additional paid-in capital of $0.1 million and $0.2 million for the quarter and nine months ended

changed materially.
7
8


THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

Recently Adopted Accounting Pronouncements
September 24, 2017, respectively. Excess tax shortfalls and/or windfalls for share-based payments are now included in net cash from operating activities rather than net cash from financing activities. The changes have been applied prospectively in accordance with the ASU and prior periods have not been adjusted. Additionally, the presentation of employee taxes paid to taxing authorities for share-based transactions are now included in net cash from financing activities rather than net cash from operating activities. This change was applied retrospectively and as a result, we reclassified $9.6 million for the nine months ended September 25, 2016 in our Condensed Statement of Cash Flows from operating activities to financing activities. No other material changes resulted from the adoption of this standard.
Accounting Standard Update(s)TopicEffective PeriodSummary
2018-15Intangibles—Goodwill and Other—Internal-Use SoftwareFiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted.
Clarifies the accounting for implementation costs in cloud computing arrangements. The standard provides that implementation costs be evaluated for capitalization using the same criteria as that used for internal-use software development costs, with amortization expense being recorded in the same income statement expense line as the hosted service costs and over the expected term of the hosting arrangement. The Company adopted this ASU prospectively on December 30, 2019 and will include capitalized implementation costs in Miscellaneous assets in the Company’s Condensed Consolidated Balance Sheet and within Total operating costs in the Condensed Consolidated Statement of Operations. The adoption did not have a material impact on the Company’s consolidated financial statements.
2018-13Fair Value Measurement (Topic 820) Disclosure FrameworkFiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted.Modifies the disclosure requirements on fair value measurements. The amendments of disclosures related to changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The Company adopted this ASU on December 30, 2019. The adoption did not have a material impact on the Company’s disclosures.
2016-13
2018-19
2019-04
Financial Instruments—Credit LossesFiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years.Amends guidance on reporting credit losses for assets, including trade receivables, available-for-sale marketable securities and any other financial assets not excluded from the scope that have the contractual right to receive cash. For trade receivables, ASU 2016-13 eliminates the probable initial recognition threshold in current generally accepted accounting standards, and, instead, requires an entity to reflect its current estimate of all expected credit losses. For available-for-sale marketable securities, credit losses should be measured in a manner similar to current generally accepted accounting standards; however, ASU 2016-13 will require that credit losses be presented as an allowance rather than as a write-down. The Company adopted this ASU on December 30, 2019 using a modified retrospective approach. The adoption did not have a material impact on the Company’s consolidated financial statements.
Recently Issued Accounting Pronouncements
In March 2017, the FASBThe Financial Accounting Standards Board (the “FASB”) issued ASU 2017-07, “Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.” The new guidance requires the service cost component to be presented separately from the other components of net benefit costs. Service cost will be presented with other employee compensation cost within operations. The other components of net benefit cost, such as interest cost, amortization of prior service cost and gains or losses are required to be presented outside of operations. The new guidance is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. The guidance should be applied retrospectively for the presentation of the service cost component in the income statement and allows a practical expedient for the estimation basis for applying the retrospective presentation requirements.
Since the changes required in ASU 2017-07 only change the Condensed Consolidated Statements of Operations classification of the components of net periodic benefit cost, no changes are expected to net income. Upon adoption of the ASU during the first quarter of 2018, the Company will separately present the components of net periodic benefit cost or income, excluding the service cost component, in non-operating expenses on a retrospective basis. The historical components of net periodic benefit cost are disclosed in the Company’s previously filed Quarterly Reports on Form 10-Q and its 2016 Annual Report on Form 10-K.
In June 2016, FASB issued ASU 2016-13, “Financial Instruments - Credit Losses.” The new guidance introduces an approach based on expected losses to estimate credit losses on certain types of financial instruments. It also modifies the impairment model for available-for-sale (AFS) debt securities and provides for a simplified accounting model for purchased financial assets with credit deterioration since their origination. The new guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. We are currently in the process of evaluating the impact of thisauthoritative guidance on our consolidated financial statements.
In February 2016, the FASB issued ASU 2016-02, “Leases,” which provides guidance on accounting for leases and disclosure of key information about leasing arrangements. The guidance requires lessees to recognize the following for all operating and finance leases at the commencement date: (1) a lease liability, which is the obligation to make lease payments arising from a lease, measured on a discounted basis and (2) a right-of-use asset representing the lessee’s right to use, or control the use of, the underlying asset for the lease term. A lessee is permitted to make an accounting policy election not to recognize lease assets and lease liabilities for short-term leases with a term of 12 months or less. The guidance does not fundamentally change lessor accounting; however, some changes have been made to align that guidance with the lessee guidance and other areas within GAAP. This guidance becomes effective for the Company for fiscal years beginning after December 30, 2018. Early application is permitted. This guidance will be applied on a modified retrospective basis for leases existing at, or entered into after, the earliest period presented in the financial statements. We are currently in the process of evaluating the impact of the new leasing guidance and expect that most of our operating lease commitments will be subject to the new standard. The adoption of the standard will require us to add right-of-use assets and lease liabilities onto our balance sheet. Based upon our initial evaluation, we do not expect the adoption of the standard to have a material effect on our results of operations and liquidity.topics:
In January 2016, the FASB issued ASU 2016-01, “Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities” which addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments including requirements to measure most equity investments at fair value with changes in fair value recognized in net income, to perform a qualitative assessment of equity investments without readily determinable fair values, and to separately present financial assets and liabilities by measurement category and by type of financial asset on the balance sheet or the accompanying notes to the financial statements. The new guidance is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. We are currently in the process of evaluating the impact of this guidance on our consolidated financial statements.
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers,” which prescribes a single comprehensive model for entities to use in the accounting for revenue arising from contracts with customers. The new guidance

Accounting Standard Update(s)TopicEffective PeriodSummary
2019-12Simplifying the Accounting for Income Taxes (Topic 740)Fiscal years, and interim periods within those fiscal years, beginning after December 15, 2021. Early adoption is permitted.
Simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in Accounting Standards Codification (“ASC”) 740 related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The standard also simplifies aspects of the accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. We do not expect this guidance to have a material impact on our consolidated financial statements.
2018-14Compensation—Retirement Benefits—Defined Benefit Plans—GeneralFiscal years ending after December 15, 2020. Early adoption is permitted.Modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement benefit plans. The guidance removes disclosures, clarifies the specific requirements of disclosures and adds disclosure requirements identified as relevant. We do not expect this guidance to have a material impact on our consolidated financial statements.
8
9


THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

will supersede virtually all existing revenue guidance under GAAP and International Financial Reporting Standards and is effective for fiscal years beginning after December 31, 2017. There are two transition options available to entities: the full retrospective approach or the modified retrospective approach. Under the full retrospective approach, the Company would restate prior periods in compliance with Accounting Standards Codification 250, “Accounting Changes and Error Corrections.” Alternatively, the Company may elect the modified retrospective approach, which allows for the new revenue standard to be applied to existing contracts as of the effective date with a cumulative catch-up adjustment recorded to retained earnings. We currently anticipate adopting the new standard using the modified retrospective method beginning January 1, 2018.
Subsequently, in March 2016, the FASB issued ASU 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net),” which clarifies the implementation guidance on principal versus agent considerations in ASU 2014-09. In April 2016, the FASB also issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing,” to reduce the cost and complexity of applying the guidance on identifying promised goods or services when identifying a performance obligation and improve the operability and understandability of the licensing implementation guidance. In May 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers (Topic 606): Narrow Scope Improvements and Practical Expedients,” to reduce the cost and complexity of applying the guidance to address certain issues on assessing collectability, presentation of sales taxes, noncash consideration, and completed contracts and contract modifications at transition. The amendments in ASU 2014-09, 2016-10, and 2016-12 do not change the core principle of ASU 2014-09.
Based upon our initial evaluation, we do not expect the adoption of ASU 2014-09 to have a material effect on our financial condition or results of operations. While we continue to evaluate the impact of the new revenue guidance, we currently believe that the most significant changes will be primarily related to how we account for certain licensing arrangements in the other revenue category.
The Company considers the applicability and impact of all recently issued accounting pronouncements. Recent accounting pronouncements not specifically identified in our disclosures are either not applicable to the Company or are not expected to have a material effect on our financial condition or results of operations.
NOTE 3. REVENUE
We generate revenues principally from subscriptions and advertising. Subscription revenues consist of revenues from subscriptions to our digital and print products (which include our news product, as well as our Games (previously Crossword), Cooking and audio products) and single-copy and bulk sales of our print products. Subscription revenues are based on both the number of copies of the printed newspaper sold and digital-only subscriptions, and the rates charged to the respective customers.
Advertising revenue is principally from advertisers promoting products, services or brands on digital platforms in the form of banners and video, and in print, in the form of column-inch ads. Advertising revenue is primarily derived from offerings sold directly to marketers by our advertising sales teams. A smaller proportion of our total advertising revenues is generated through programmatic auctions run by third-party ad exchanges and from creative services fees, including those associated with our branded content studio. Digital advertising revenues also include creative services fees and advertising revenue generated by Wirecutter, our product review and recommendation website. Print advertising includes revenue from column-inch ads and classified advertising, including line-ads as well as preprinted advertising, also known as freestanding inserts.
Other revenues primarily consist of revenues from licensing, affiliate referrals from Wirecutter, the leasing of floors in the New York headquarters building located at 620 Eighth Avenue, New York, New York (the “Company Headquarters”), commercial printing, television and film, retail commerce and NYT Live (our live events business).
Subscription, advertising and other revenues were as follows:
For the Quarters EndedFor the Nine Months Ended
(In thousands)September 27, 2020As % of totalSeptember 29, 2019As % of totalSeptember 27, 2020As % of totalSeptember 29, 2019As % of total
Subscription$300,950 70.5 %$267,302 62.4 %$879,573 69.0 %$808,568 62.0 %
Advertising79,253 18.6 %113,531 26.5 %253,150 19.9 %359,380 27.6 %
Other (1)
46,692 10.9 %47,668 11.1 %141,558 11.1 %135,873 10.4 %
Total$426,895 100.0 %$428,501 100.0 %$1,274,281 100.0 %$1,303,821 100.0 %
(1) Other revenue includes building rental revenue, which is not under the scope of Revenue from Contracts with Customers (Topic 606). Building rental revenue was approximately $7 million and $8 million for the third quarters of 2020 and 2019, respectively, and approximately $22 million and $23 million for the first nine months of 2020 and 2019, respectively.

10

THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following table summarizes digital and print subscription revenues, which are components of subscription revenues above, for the third quarters and first nine months ended September 27, 2020, and September 29, 2019:
For the Quarters EndedFor the Nine Months Ended
(In thousands)September 27, 2020September 29, 2019September 27, 2020September 29, 2019
Digital-only subscription revenues:
News product subscription revenues(1)
$140,740 $107,009 $392,620 $313,785 
Other product subscription revenues(2)
14,546 8,855 38,660 24,573 
 Subtotal digital-only subscriptions155,286 115,864 431,280 338,358 
Print subscription revenues:
Domestic home delivery subscription revenues(3)
129,912 126,769 396,620 395,011 
Single-copy, NYT International and other subscription revenues(4)
15,752 24,669 51,673 75,199 
   Subtotal print subscription revenues145,664 151,438 448,293 470,210 
Total subscription revenues$300,950 $267,302 $879,573 $808,568 
(1) Includes revenues from subscriptions to the Company’s news product. News product subscription packages that include access to the Company’s Games and Cooking products are also included in this category.
(2) Includes revenues from standalone subscriptions to the Company’s Games, Cooking and audio products.
(3) Includes free access to some or all of the Company’s digital products.
(4) NYT International is the international edition of our print newspaper.
The following table summarizes digital and print advertising revenues for the third quarters and first nine months of 2020 and 2019:
For the Quarters EndedFor the Nine Months Ended
(In thousands)September 27, 2020September 29, 2019September 27, 2020September 29, 2019
Advertising revenues:
Digital$47,763 $54,653 $138,452 $168,222 
Print31,490 58,878 114,698 191,158 
Total advertising$79,253 $113,531 $253,150 $359,380 
Performance Obligations
We have remaining performance obligations related to digital archive and other licensing and certain advertising contracts. As of September 27, 2020, the aggregate amount of transaction price allocated to the remaining performance obligations for contracts with a duration greater than one year was approximately $153 million. The Company will recognize this revenue as performance obligations are satisfied. We expect that approximately $16 million, $60 million and $77 million will be recognized in the remainder of 2020, 2021 and thereafter, respectively.
Contract Assets
As of September 27, 2020, and December 29, 2019, the Company had $2.2 million and $3.4 million, respectively, in contract assets recorded in the Condensed Consolidated Balance Sheets related to digital archiving licensing revenue. The contract asset is reclassified to Accounts receivable when the customer is invoiced based on the contractual billing schedule. The decrease in the contract assets balance of $1.2 million for the nine months ended September 27, 2020, is due to consideration that was reclassified to Accounts receivable when invoiced based on the contractual billing schedules for the period ended September 27, 2020.
NOTE 3.4. MARKETABLE SECURITIES
As noted in Note 2, theThe Company reclassified allaccounts for its marketable securities from HTM to AFS in the third quarteras available for sale (“AFS”). The Company recorded $4.7 million and $0.8 million of 2017, following a change to the Company’s cash reserve investment policy that allows the Company to sell marketable securities prior to maturity. This change resulted in the recording of a $1.1 million net unrealized lossgains inAccumulated other comprehensive income. The reclassification of the investment portfolio to AFS was made to provide increased flexibility in the use of our investments to support current operations.
The following table presents the amortized cost, gross unrealized gains and losses, and fair market value of our AFS securitiesincome (“AOCI”) as of September 24, 2017:27, 2020, and December 29, 2019, respectively.
11
  September 24, 2017
(In thousands) Amortized Cost Gross unrealized gains Gross unrealized losses Fair Value
Short-term AFS securities        
U.S Treasury securities $73,220
 $
 $(45) $73,175
Corporate debt securities 156,683
 35
 (79) 156,639
U.S. governmental agency securities 53,842
 1
 (89) 53,754
Certificates of deposit 20,403
 
 
 20,403
Commercial paper 32,471
 
 
 32,471
Total short-term AFS securities $336,619
 $36
 $(213) $336,442
Long-term AFS securities       
U.S. governmental agency securities $97,431
 $2
 $(616) 96,817
Corporate debt securities 97,583
 21
 (259) 97,345
U.S Treasury securities 47,672
 
 (52) 47,620
Total long-term AFS securities $242,686
 $23
 $(927) $241,782



9


THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

The following tables present the amortized cost, gross unrealized gains and losses, and fair market value of our AFS debt securities as of September 27, 2020, and December 29, 2019:
September 27, 2020
(In thousands)Amortized CostGross unrealized gainsGross unrealized lossesFair Value
Short-term AFS securities
Corporate debt securities$119,042 $561 $(17)$119,586 
U.S. Treasury securities97,712 94 (4)97,802 
U.S. governmental agency securities47,759 68 (4)47,823 
Commercial paper43,523 43,523 
Total short-term AFS securities$308,036 $723 $(25)$308,734 
Long-term AFS securities
Corporate debt securities$118,690 $1,713 $(22)$120,381 
U.S. Treasury securities88,059 2,343 90,402 
U.S. governmental agency securities64,881 89 (104)64,866 
Total long-term AFS securities$271,630 $4,145 $(126)$275,649 
December 29, 2019
(In thousands)Amortized CostGross unrealized gainsGross unrealized lossesFair Value
Short-term AFS securities
Corporate debt securities$98,864 $271 $(9)$99,126 
U.S. Treasury securities43,098 (11)43,095 
U.S. governmental agency securities37,471 35 (4)37,502 
Commercial paper12,561 12,561 
Certificates of deposit9,501 9,501 
Total short-term AFS securities$201,495 $314 $(24)$201,785 
Long-term AFS securities
Corporate debt securities$103,149 $617 $(29)$103,737 
U.S. Treasury securities101,457 84 (103)101,438 
U.S. governmental agency securities46,600 (84)46,521 
Total long-term AFS securities$251,206 $706 $(216)$251,696 
12

THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following table representstables represent the AFS securities as of September 24, 201727, 2020, and December 29, 2019, that were in an unrealized loss position for which an allowance for credit losses has not been recorded, aggregated by investment category and the length of time that individual securities have been in a continuous unrealized loss position:
September 27, 2020
Less than 12 Months12 Months or GreaterTotal
(In thousands)Fair ValueGross unrealized lossesFair ValueGross unrealized lossesFair ValueGross unrealized losses
Short-term AFS securities
Corporate debt securities$22,174 $(17)$$$22,174 $(17)
U.S. Treasury securities43,982 (4)43,982 (4)
U.S. governmental agency securities4,999 (2)8,748 (2)13,747 (4)
Total short-term AFS securities$71,155 $(23)$8,748 $(2)$79,903 $(25)
Long-term AFS securities
Corporate debt securities$10,466 $(22)$$$10,466 $(22)
U.S. governmental agency securities22,146 (104)22,146 (104)
Total long-term AFS securities$32,612 $(126)$$$32,612 $(126)
 September 24, 2017December 29, 2019
 Less than 12 Months 12 Months or Greater TotalLess than 12 Months12 Months or GreaterTotal
(In thousands)

 Fair Value Gross unrealized losses Fair Value Gross unrealized losses Fair Value Gross unrealized losses(In thousands)Fair ValueGross unrealized lossesFair ValueGross unrealized lossesFair ValueGross unrealized losses
Short-term AFS securities            Short-term AFS securities
U.S Treasury securities $73,175
 $(45) $
 $
 $73,175
 $(45)
Corporate debt securities 101,648
 (77) 2,500
 (2) 104,148
 (79)Corporate debt securities$20,975 $(6)$8,251 $(3)$29,226 $(9)
U.S. Treasury securitiesU.S. Treasury securities13,296 (3)11,147 (8)24,443 (11)
U.S. governmental agency securities 42,490
 (53) 8,964
 (36) 51,454
 (89)U.S. governmental agency securities15,000 (4)15,000 (4)
Total short-term AFS securities $217,313
 $(175) $11,464
 $(38) $228,777
 $(213)Total short-term AFS securities$34,271 $(9)$34,398 $(15)$68,669 $(24)
Long-term AFS securities            Long-term AFS securities
Corporate debt securitiesCorporate debt securities$35,891 $(25)$4,502 $(4)$40,393 $(29)
U.S. Treasury securitiesU.S. Treasury securities60,935 (103)60,935 (103)
U.S. governmental agency securities $47,620
 $(312) $
 (304) $47,620
 $(616)U.S. governmental agency securities34,167 (84)34,167 (84)
Corporate debt securities 66,428
 (196) 8,918
 (63) 75,346
 (259)
U.S Treasury securities 53,142
 (52) 39,697
 
 92,839
 (52)
Total long-term AFS securities $167,190
 $(560) $48,615
 $(367) $215,805
 $(927)Total long-term AFS securities$130,993 $(212)$4,502 $(4)$135,495 $(216)
We periodically review ourassess AFS securities for OTTI. See Note 2 for factorson a quarterly basis or more often if a potential loss-triggering event occurs. For AFS securities in an unrealized loss position, we first assess whether we intend to sell, or if it is more likely than not that we will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For AFS securities that do not meet the aforementioned criteria, we evaluate whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, we consider when assessing AFS securitiesthe extent to which fair value is less than amortized cost, creditworthiness of the security, and adverse conditions specifically related to the security. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security is compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for OTTI. credit losses
13

THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
is recorded, limited by the amount that the fair value is less than the amortized cost basis. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income.
As of September 24, 2017,27, 2020, we did not intend to sell and it was not likely that we would be required to sell these investments before recovery of their amortized cost basis, which may be at maturity. UnrealizedAs of September 27, 2020, we have recognized 0 losses or allowance for credit losses related to these investments are primarily due to interest rate fluctuations as opposed to changes in credit quality. Therefore, as of September 24, 2017, we have recognized no OTTI loss.
The following table presents the amortized cost of our HTM securities as of December 25, 2016:
  December 25, 2016
(In thousands)

 Amortized Cost
Short-term HTM securities (1)
  
U.S Treasury securities $150,623
Corporate debt securities 150,599
U.S. governmental agency securities 64,135
Commercial paper 84,178
Total short-term HTM securities $449,535
Long-term HTM securities (1)
 
U.S. governmental agency securities $110,732
Corporate debt securities 61,775
U.S Treasury securities 14,792
Total long-term HTM securities $187,299
(1) All HTM securities were recorded at amortized cost and not adjusted to fair value in accordance with the HTM accounting treatment. As of December 25, 2016, the amortized cost approximated fair value because of the short-term maturity and highly liquid nature of these investments.AFS securities.
As of September 24, 2017,27, 2020, our short-term and long-term marketable securities had remaining maturities of less than 1 month to 12 months and 13 months to 3436 months, respectively. See Note 8 for additionalmore information regarding the fair value of our marketable securities.


10


THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

NOTE 4.5. GOODWILL AND INTANGIBLES
In 2016,    During the first quarter of 2020, the Company acquired two digital marketing agencies, HelloSociety, LLC and Fake Love, LLC for an aggregate of $15.4 millionListen In Audio, Inc., a company that transforms journalism articles into audio that is made available in separate all-cash transactions. Also in 2016, the Company acquired Submarine Leisure Club, Inc., which owned thea subscription-based product review and recommendation websites The Wirecutter and The Sweethome,named “Audm,” in an all-cash transaction. We paid $25.0$8.6 million including a(comprised of $8.0 million cash payment made for a non-compete agreement, and also$0.6 million note receivable previously issued by the Company, which was canceled at the close of the transaction) and entered into a consulting agreement and retention agreements that will likely require retention payments over the three years following the acquisition.
The Company allocated the purchase pricesprice for these acquisitionsthis acquisition based on the final valuation of assets acquired and liabilities assumed, resulting in allocations primarily to goodwill of $5.8 million and intangibles property, plant and equipment and other miscellaneous assets.
of $2.7 million in the second quarter of 2020. The aggregate carrying amount of the intangible assets of $8.6 millionasset related to these acquisitionsthis acquisition has been included in “Miscellaneous Assets”Miscellaneous assets in our Condensed Consolidated Balance Sheets. The estimated useful liveslife for these assets range from 3 to 7this asset is 8 years and areit is amortized on a straight-line basis.
During the third quarter of 2020, the Company acquired substantially all the assets and certain liabilities of Serial Productions, LLC (“Serial”). The purchase price includes approximately $25.0 million in cash that was paid at closing on July 29, 2020, and $9.3 million of contingent consideration. The contingent consideration is related to contingent payments based on the achievement of certain operational targets, as defined in the acquisition agreement, over the five years following the acquisition. The Company estimated the fair value of the contingent consideration liability using a probability-weighted discounted cash flow model. The fair value is based on significant unobservable inputs and therefore represents a Level 3 measurement as defined in Note 8.
The Company allocated the purchase price for this acquisition based on the valuation of assets acquired and liabilities assumed, resulting in allocations primarily to goodwill of $21.5 million and intangibles of $12.9 million as of the date of acquisition. The carrying amount of the intangible assets related to this acquisition has been included in Miscellaneous assets in our Condensed Consolidated Balance Sheets and include an indefinite-lived intangible of $9.0 million. The estimated useful life for the finite asset is 6 years and it is amortized on a straight-line basis.
The changes in the carrying amount of goodwill as of September 24, 2017,27, 2020, and since December 25, 2016,29, 2019, were as follows:
(In thousands) Total Company
Balance as of December 25, 2016 $134,517
Measurement period adjustment (1)
 (198)
Foreign currency translation 8,852
Balance as of September 24, 2017 $143,171
(1)Includes measurement period adjustment in connection with the Submarine Leisure Club, Inc. acquisition.
(In thousands)Total Company
Balance as of December 29, 2019$138,674 
Business acquisitions27,269 
Foreign currency translation2,757 
Balance as of September 27, 2020$168,700 
The foreign currency translation line item reflects changes in goodwill resulting from fluctuating exchange rates related to the consolidation of certain international subsidiaries.
The aggregate carrying amount of intangible assets of $17.0 million is included in Miscellaneous assets in our Condensed Consolidated Balance Sheets as of September 27, 2020.
NOTE 5.6. INVESTMENTS
Non-Marketable Equity Method InvestmentsSecurities
Our non-marketable equity securities are investments in privately held companies/funds without readily determinable market values. Gains and losses on non-marketable securities sold or impaired are recognized in Interest income/(expense) and other, net.
As of September 24, 2017,27, 2020, and December 29, 2019, non-marketable equity securities included in Miscellaneous assets in our investments in joint ventures totaled $20.5Condensed Consolidated Balance Sheets had a carrying value of $21.8 million and we had equity ownership interests in the following entities:
Company
Approximate %
Ownership
Donohue Malbaie Inc.49%
Madison Paper Industries40%
We have investments in Donohue Malbaie Inc. (“Malbaie”), a Canadian newsprint company, and Madison Paper Industries (“Madison”), a partnership that previously operated a supercalendered paper mill in Maine. In the third quarter of 2017, we sold our 30% ownership in Women in the World Media, LLC, a live event conference business, for a nominal amount.
The Company and UPM-Kymmene Corporation (“UPM”), a Finnish paper manufacturing company, are partners through subsidiary companies in Madison. The Company’s 40% ownership of Madison is through an 80%-owned consolidated subsidiary which owns 50% of Madison. UPM owns 60% of Madison, including a 10% interest through a 20% noncontrolling interest in the consolidated subsidiary of the Company. The paper mill was closed in May 2016.$13.4 million, respectively. During the first quarter of 2016,2020, we recognizedrecorded a $41.4$10.1 million loss from joint venturesgain related to a non-marketable equity investment transaction. The gain is comprised of $2.5 million realized gain due to the closure. The Company’s proportionate sharepartial sale of the loss was $20.1investment and a $7.6 million after tax and net of noncontrolling interest. As a result of the mill closure, we wrote our investment down to zero.
The Company’s joint venture in Madison is currently being liquidated. In the fourth quarter of 2016, Madison sold certain assets at the mill site and we recognized aunrealized gain of $3.9 million relateddue to the sale. In the third quarter of 2017, Madison sold the remaining assets at the mill site (which primarily consisted of hydro power assets), and the Company recognized a gain of $30.1 million related to this sale. The Company’s proportionate share of the gain was $16.1 million after tax and net of noncontrolling interest.

11
14


THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

The following table presents summarized income statement information for Madison, which follows a calendar year:
  For the Quarters Ended For the Nine Months Ended
(In thousands) September 30, 2017
 September 30, 2016
 September 30, 2017
 September 30, 2016
Revenues $
 $
 $
 $40,523
Expenses:        
Cost of sales (105) (1,450) (1,277) (68,039)
General and administrative income/(expense) and other 60,216
 (566) 59,662
 (66,056)
Total costs and expenses 60,111
 (2,016) 58,385
 (134,095)
Operating income/(loss) 60,111
 (2,016) 58,385
 (93,572)
Other (expense)/income (1) 2
 (7) 4
Net income/(loss) $60,110
 $(2,014) $58,378
 $(93,568)
We received no distributions from our equity method investments duringmark to market of the quartersremaining investment, and nine months ended September 24, 2017 and September 25, 2016.
We purchase newsprint from Malbaie, and previously purchased supercalendered paper from Madison, at competitive prices. These purchases totaled $2.3 million and $3.7 million for the third quarters ended September 24, 2017, and September 25, 2016, respectively, and $7.7 million and $10.3 million for the nine-month periods ended September 24, 2017, and September 25, 2016, respectively.
Cost Method Investments
The aggregate carrying amounts of cost method investmentsis included in “Miscellaneous assets’’Interest income/(expense) and other, net in our Condensed Consolidated Balance SheetsStatements of Operations.
NOTE 7. OTHER
Capitalized Computer Software Costs
Amortization of capitalized computer software costs included in Depreciation and amortization in our Condensed Consolidated Statements of Operations were $14.0$3.9 million and $13.6$4.4 million for September 24, 2017in the third quarters of 2020 and December 25, 2016, respectively.2019, respectively, and $11.6 million and $13.1 million in the first nine months of 2020 and 2019, respectively,
Interest income/(expense) and other, net
NOTE 6. DEBT OBLIGATIONS
Our indebtedness consisted of the repurchase option related to a sale-leaseback of a portion of our New York headquarters. Our total debtInterest income/(expense) and capital lease obligations consisted of the following:
(In thousands) September 24, 2017
 December 25, 2016
Option to repurchase ownership interest in headquarters building in 2019:    
Principal amount $250,000
 $250,000
Less unamortized discount based on imputed interest rate of 13.0% 7,423
 9,801
Total option to repurchase ownership interest in headquarters building in 2019 242,577
 240,199
Capital lease obligations 6,798
 6,779
Total long-term debt and capital lease obligations $249,375
 $246,978
See Note 8 for additional information regarding the fair value of our long-term debt.
“Interest expense,other, net, as shown in the accompanying Condensed Consolidated Statements of Operations was as follows:
For the Quarters EndedFor the Nine Months Ended
(In thousands)September 27, 2020September 29, 2019September 27, 2020September 29, 2019
Interest income and other expense, net (1)
$3,720 $5,078 $20,724 $17,093 
Interest expense(188)(7,118)(569)(21,314)
Amortization of debt costs and discount on debt1,278 590 
Capitalized interest22 59 
Total interest income/(expense) and other, net$3,537 $(755)$20,177 $(3,572)
(1) The nine months ended September 27, 2020, include a $10.1 million gain related to a non-marketable equity investment transaction. The nine months ended September 29, 2019, include a fair value adjustment of $1.9 million related to the sale of a non-marketable equity security.
Restricted Cash
A reconciliation of cash, cash equivalents and restricted cash as of September 27, 2020, and December 29, 2019, from the Condensed Consolidated Balance Sheets to the Condensed Consolidated Statements of Cash Flows is as follows:
(In thousands)September 27, 2020December 29, 2019
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents$215,763 $230,431 
Restricted cash included within other current assets550 528 
Restricted cash included within miscellaneous assets15,302 16,559 
Total cash, cash equivalents and restricted cash shown in the Condensed Consolidated Statements of Cash Flows$231,615 $247,518 
Substantially all of the amount included in restricted cash is set aside to collateralize workers’ compensation obligations.
Revolving Credit Facility
In September 2019, the Company entered into a $250.0 million five-year unsecured revolving credit facility (the “Credit Facility”). Certain of the Company’s domestic subsidiaries have guaranteed the Company’s obligations under the Credit Facility. Borrowings under the Credit Facility bear interest at specified rates based on our utilization and consolidated leverage ratio. The Credit Facility contains various customary affirmative and negative covenants. In addition, the Company is obligated to pay a quarterly unused commitment fee of 0.20%.
As of September 27, 2020, there were no outstanding borrowings under the Credit Facility and the Company was in compliance with the financial covenants contained in the documents governing the Credit Facility.
Severance Costs
We recognized 0 severance costs in the third quarter of 2020 and $0.3 million in severance costs in the third quarter of 2019, and $6.7 million and $2.4 million in the first nine months of 2020 and 2019, respectively. Severance costs recognized in 2020 were largely related to workforce reductions primarily affecting our advertising department. These costs are recorded in General and administrative costs in our Condensed Consolidated Statements of Operations.
15
  For the Quarters Ended For the Nine Months Ended
(In thousands) September 24, 2017
 September 25, 2016
 September 24, 2017
 September 25, 2016
Interest expense $6,956
 $10,022
 $20,775
 $29,964
Amortization of debt costs and discount on debt 801
 1,226
 2,379
 3,670
Capitalized interest (345) (131) (852) (412)
Interest income (2,752) (2,085) (7,184) (6,267)
Total interest expense, net $4,660
 $9,032
 $15,118
 $26,955

12


THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

NOTE 7. OTHER
Advertising Expenses
Advertising expenses incurred to promote our brand, subscription products and marketing services were $26.6 million and $22.3 million in the third quarters of 2017 and 2016, respectively, and $86.0 million and $63.6 million in the first nine months of 2017 and 2016, respectively.
Capitalized Computer Software Costs
Amortization of capitalized computer software costs included in “Depreciation and amortization” in our Condensed Consolidated Statements of Operations were $4.0 million and $2.8 million in the third quarters of 2017 and 2016, respectively, and $9.7 million and $8.5 million in the first nine months of 2017 and 2016, respectively.
Headquarters Redesign and Consolidation
In December 2016, we announced plans to redesign our headquarters building, consolidate our space within a smaller number of floors and lease the additional floors to third parties. These changes are expected to generate additional rental income and result in a more collaborative workspace. We incurred $2.5 million and $6.9 million of total costs related to these measures in the third quarter and first nine months of 2017, respectively. The capital expenditures related to these measures were approximately $26 million and $37 million in the third quarter and the first nine months of 2017, respectively.
Severance Costs
On May 31, 2017, we announced certain measures in our newsroom designed to streamline our editing process and allow us to make further investments in the newsroom. These measures resulted in a workforce reduction primarily affecting our newsroom. We recognized severance costs of $2.1 million in the third quarter of 2017 and $23.0 million in the first nine months of 2017, substantially all of which were related to this workforce reduction. We recognized severance costs of $13.0 million in the third quarter of 2016 and $18.3 million in the first nine months of 2016. These costs are recorded in “Selling, general and administrative costs” in our Condensed Consolidated Statements of Operations.
Additionally, during the second quarter of 2016, we announced certain measures to streamline our international print operations and support future growth efforts. These measures included a redesign of our international print newspaper and the relocation of certain editing and production operations conducted in Paris to our locations in Hong Kong and New York. During the third and second quarters of 2016, we incurred $2.9 million and $11.9 million, respectively, of total costs related to the measures, primarily related to relocation and severance charges. These costs were recorded in “Restructuring charge” in our Condensed Consolidated Statements of Operations.
We had a severance liability of $25.2$10.2 million and $23.2$8.4 million included in “AccruedAccrued expenses and other”other in our Condensed Consolidated Balance Sheets as of September 24, 2017,27, 2020, and December 25, 2016,29, 2019, respectively. We anticipate most of the expenditurespayments will be recognizedmade within the next twelve months.
NOTE 8. FAIR VALUE MEASUREMENTS
Fair value is the price that would be received upon the sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date. The transaction would be in the principal or most advantageous market for the asset or liability, based on assumptions that a market participant would use in pricing the asset or liability. The fair value hierarchy consists of three levels:
Level 1–quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date;
Level 2–inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and
Level 3–unobservable inputs for the asset or liability.

13


THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

Assets/Liabilities Measured and Recorded at Fair Value on a Recurring Basis
The following table summarizes our financial assets and liabilities measured at fair value on a recurring basis as of September 24, 2017,27, 2020, and December 25, 2016:29, 2019:
(In thousands)September 27, 2020December 29, 2019
TotalLevel 1Level 2Level 3TotalLevel 1Level 2Level 3
Assets:
Short-term AFS securities (1)
Corporate debt securities$119,586 $$119,586 $$99,126 $$99,126 $
U.S. Treasury securities97,802 97,802 43,095 43,095 
U.S. governmental agency securities47,823 47,823 37,502 37,502 
Commercial paper43,523 43,523 12,561 12,561 
Certificates of deposit9,501 9,501 
Total short-term AFS securities$308,734 $$308,734 $$201,785 $$201,785 $
Long-term AFS securities (1)
Corporate debt securities$120,381 $$120,381 $$103,737 $$103,737 $
U.S. Treasury securities90,402 90,402 101,438 101,438 
U.S. governmental agency securities64,866 64,866 46,521 46,521 
Total long-term AFS securities$275,649 $$275,649 $$251,696 $$251,696 $
Liabilities:
Deferred compensation (2)(3)
$19,797 $19,797 $$$23,702 $23,702 $$
Contingent consideration(4)
$8,431 $$$8,431 $$$$
(In thousands) September 24, 2017 
December 25, 2016 (3)
 Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3
Assets:                
Short-term AFS securities (1)
                
U.S Treasury securities $73,175
 $
 $73,175
 $
 $
 $
 $
 $
Corporate debt securities 156,639
 
 156,639
 
 
 
 
 
U.S. governmental agency securities 53,754
 
 53,754
 
 
 
 
 
Certificates of deposit 20,403
 
 20,403
 
 
 
 
 
Commercial paper 32,471
 
 32,471
 
 
 
 
 
Total short-term AFS securities $336,442
 $
 $336,442
 $
 $
 $
 $
 $
Long-term AFS securities (1)
 
 
 
 
 
 
 
 
U.S. governmental agency securities $96,817
 $
 $96,817
 $
 $
 $
 $
 $
Corporate debt securities 97,345
 
 97,345
 
 
 
 
 
U.S Treasury securities 47,620
 
 47,620
 
 
 
 
 
Total long-term AFS securities $241,782
 $
 $241,782
 $
 $
 $
 $
 $
Liabilities:                
Deferred compensation (2)
 $28,354
 $28,354
 $
 $
 $31,006
 $31,006
 $
 $
(1)Our marketable securities, which include U.S. Treasury securities, corporate debt securities, U.S. government agency securities, municipal securities, certificates of deposit and commercial paper, are recorded at fair value (see Note 3). We classified these investments as Level 2 since the fair value is based on market observable inputs for investments with similar terms and maturities.
(2)The deferred compensation liability, included in “OtherOther liabilities—Other”other in our Condensed Consolidated Balance Sheets, consists of deferrals under The New York Times Company Deferred Executive Compensation Plan (the “DEC”), which enablespreviously enabled certain eligible executives to elect to defer a portion of their compensation on a pre-tax basis. The deferred amounts are invested at the executives’ option in various mutual funds. The fair value of deferred compensation is based on the mutual fund investments elected by the executives and on quoted prices in active markets for identical assets. Participation in the DEC was frozen effective December 31, 2015.
(3)As noted in Note 2, inThe Company invests the third quarter of 2017, we reclassified our marketable securities from HTM to AFS. Prior to being classified as AFS, the securities were recorded at amortized cost and not adjusted to fair value in accordanceassets associated with the HTM accounting treatment.
Financial Instruments Disclosed, But Not Reported, at Fair Value
The carrying value ofdeferred compensation liability in life insurance products. Our investments in life insurance products are included in Miscellaneous assets in our long-term debt was approximately $243Condensed Consolidated Balance Sheets, and were $46.8 million as of September 24, 201727, 2020, and approximately $240$46.0 million as of December 25, 2016.29, 2019. The fair value of our long-term debt was approximately $281 millionthese assets is measured using the net asset value per share (or its equivalent) and $298 million as of September 24, 2017 and December 25, 2016, respectively. We estimatehas not been classified in the fair value hierarchy.
16

THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(4) The contingent consideration represents contingent payments in connection with the Serial acquisition. The Company estimated the fair value of our debt utilizing market quotations for debt that have quoted prices in active markets. Since our debt does not trade onthe contingent consideration liability using a daily basis in an active market,probability-weighted discounted cash flow model. The estimate of the fair value estimates are based on market observable inputs based on borrowing rates currently availableof contingent consideration requires subjective assumptions to be made regarding probabilities assigned to operational targets and the discount rate. During the three months ended September 27, 2020, the Company made payments of $0.9 million related to the contingent consideration. The remaining balance of $8.4 million is included in Accrued expenses and other, for debt with similar termsthe current portion of the liability, and average maturities (Level 2).Other non-current liabilities, for the long-term portion of the liability, in our Condensed Consolidated Balance Sheets. See Note 5 for more information.
NOTE 9. PENSION AND OTHER POSTRETIREMENT BENEFITS
Pension
Single-Employer Plans
We sponsor severalmaintain The New York Times Companies Pension Plan (the “Pension Plan”), a frozen single-employer defined benefit pension plans,plan. The Company also jointly sponsors a defined benefit plan with The NewsGuild of New York known as the majority of which have been frozen.Guild-Times Adjustable Pension Plan (the “APP”) that continues to accrue active benefits.
    We also participatehave a foreign-based pension plan for certain employees (the “foreign plan”). The information for the foreign plan is combined with the information for U.S. non-qualified plans. The benefit obligation of the foreign plan is immaterial to our total benefit obligation.
    The components of net periodic pension cost/(income) were as follows:
For the Quarters Ended
 September 27, 2020September 29, 2019
(In thousands)Qualified
Plans
Non-
Qualified
Plans
All
Plans
Qualified
Plans
Non-
Qualified
Plans
All
Plans
Service cost$2,608 $$2,608 $1,278 $$1,278 
Interest cost11,742 1,648 13,390 14,708 2,089 16,797 
Expected return on plan assets(17,741)(17,741)(20,258)(20,258)
Amortization of actuarial loss5,655 1,521 7,176 4,635 1,094 5,729 
Amortization of prior service credit(486)(486)(487)(487)
Net periodic pension cost/(income) (1)
$1,778 $3,169 $4,947 $(124)$3,183 $3,059 
For the Nine Months Ended
 September 27, 2020September 29, 2019
(In thousands)Qualified
Plans
Non-
Qualified
Plans
All
Plans
Qualified
Plans
Non-
Qualified
Plans
All
Plans
Service cost$7,822 $$7,822 $3,835 $$3,835 
Interest cost35,226 4,945 40,171 44,125 6,265 50,390 
Expected return on plan assets(53,222)(53,222)(60,775)(60,775)
Amortization of actuarial loss16,966 4,564 21,530 13,905 3,282 17,187 
Amortization of prior service credit(1,459)(1,459)(1,459)(1,459)
Net periodic pension cost/(income) (1)
$5,333 $9,509 $14,842 $(369)$9,547 $9,178 
(1) The service cost component of net periodic pension cost is recognized in two joint CompanyTotal operating costs, while the other components are included in Other components of net periodic benefit costs in our Condensed Consolidated Statements of Operations, below Operating profit.
During the first nine months of 2020 and Guild-sponsored defined benefit2019, we made pension plans covering employees who are memberscontributions of $6.9 million and $6.3 million, respectively, to the APP. We expect contributions in 2020 to total approximately $9 million to satisfy funding requirements.

As part of our continued effort to reduce the size and volatility of our pension plan obligations, and the administrative costs related thereto, in October 2020 we entered into an agreement with an insurance company to transfer approximately $235 million in pension obligations under the Pension Plan. See Note 16 for more information.
14
17


THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

The NewsGuild of New York, including The Newspaper Guild of New York - The New York Times Pension Fund, which was frozen in 2012 and replaced by a successor plan, The Guild-Times Adjustable Pension Plan.
The components of net periodic pension cost were as follows:
  For the Quarters Ended
  September 24, 2017 September 25, 2016
(In thousands) Qualified
Plans
 Non-
Qualified
Plans
 All
Plans
 Qualified
Plans
 Non-
Qualified
Plans
 All
Plans
Service cost $2,423
 $
 $2,423
 $2,248
 $
 $2,248
Interest cost 15,596
 1,956
 17,552
 16,573
 2,034
 18,607
Expected return on plan assets (26,136) 
 (26,136) (27,790) 
 (27,790)
Amortization of actuarial loss 7,351
 1,088
 8,439
 7,069
 1,054
 8,123
Amortization of prior service credit (486) 
 (486) (487) 
 (487)
Net periodic pension (income)/cost $(1,252) $3,044
 $1,792
 $(2,387) $3,088
 $701
  For the Nine Months Ended
  September 24, 2017 September 25, 2016
(In thousands) Qualified
Plans
 Non-
Qualified
Plans
 All
Plans
 Qualified
Plans
 Non-
Qualified
Plans
 All
Plans
Service cost $7,269
 $
 $7,269
 $6,743
 $
 $6,743
Interest cost 46,784
 5,868
 52,652
 49,720
 6,102
 55,822
Expected return on plan assets (78,408) 
 (78,408) (83,369) 
 (83,369)
Amortization of actuarial loss 22,057
 3,264
 25,321
 21,206
 3,160
 24,366
Amortization of prior service credit (1,458) 
 (1,458) (1,459) 
 (1,459)
Net periodic pension (income)/cost $(3,756) $9,132
 $5,376
 $(7,159) $9,262
 $2,103
During the first nine months of 2017 and 2016, we made pension contributions of $5.9 million and $6.0 million, respectively, to certain qualified pension plans.
As part of our continued effort to reduce the size and volatility of our pension obligations, in October 2017, the Company entered into agreements with an insurance company to transfer future benefit obligations and annuity administration for certain retirees (or their beneficiaries) in two of the Company’s qualified pension plans. Additionally, as part of our management of the funded status of our qualified pension plans, in October 2017, the Company made a $100 million aggregate contribution to these pension plans, which was funded by cash on hand. See Note 15 for additional information.
Multiemployer Plans
During the third quarter of 2016,2019 we received $5.0recorded a gain of $2.0 million in connection with an arbitration matter related tofrom a multiemployer pension plan. In the second quarterliability adjustment, which was recorded in Gain from pension liability adjustment in our Condensed Consolidated Statements of 2016, we recorded a charge of $11.7 million related to partial withdrawal obligation under a multiemployer pension plan in connection with the same arbitration matter. See Note 14 for additional information with respect to the arbitration.Operations.

15


THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


Other Postretirement Benefits
The components of net periodic postretirement benefit income(income)/cost were as follows:
For the Quarters EndedFor the Nine Months Ended
(In thousands)September 27, 2020September 29, 2019September 27, 2020September 29, 2019
Service cost$$$21 $20 
Interest cost257 402 770 1,202 
Amortization of actuarial loss763 843 2,289 2,531 
Amortization of prior service credit(1,099)(1,192)(3,378)(3,574)
Net periodic postretirement benefit (income)/cost (1)
$(72)$59 $(298)$179 
  For the Quarters Ended For the Nine Months Ended
(In thousands) September 24, 2017
 September 25, 2016
 September 24, 2017
 September 25, 2016
Service cost $92
 $104
 $276
 $313
Interest cost 470
 495
 1,410
 1,485
Amortization of actuarial loss 905
 1,026
 2,715
 3,078
Amortization of prior service credit (1,939) (2,110) (5,816) (6,330)
Net periodic postretirement benefit income $(472) $(485) $(1,415) $(1,454)
(1) The service cost component of net periodic postretirement benefit cost is recognized in Total operating costs, while the other components are included in Other components of net periodic benefit costs in our Condensed Consolidated Statements of Operations, below Operating profit.
NOTE 10. INCOME TAXES
The Company had income tax expense of $23.4$7.3 million and $40.9$19.1 million in the third quarter and first nine months of 2017,2020, respectively. The Company had income tax expense of $0.1$6.1 million in the third quarter of 2016 and an income tax benefit of $9.0$16.8 million in the first nine months of 2016. The increase in income tax expense was primarily due to higher income from continuing operations in the third quarter and first nine months of 2017.
The Company’s effective tax rates from continuing operations were 39.1% and 38.5% for the third quarter and first nine months of 2017,2019, respectively. The Company’s effective tax rates from continuing operations were 30.0%17.8% and 39.4%17.5% for the third quarter and first nine months of 2016,2020, respectively. The higherCompany’s effective tax raterates from continuing operations were 27.0% and 19.0% for the third quarter and first nine months of 2019, respectively. The Company received a tax benefit in the first and third quarters of 2020 and in the first quarter of 2019 from stock price appreciation on stock-based awards that settled in the quarters, resulting in lower than statutory tax rates in the third quarter of 20172020 and in the first nine months of 2020 and 2019.
On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act") was primarily duesigned into law. We do not expect the tax provisions in the CARES Act to higher income from continuing operations compared withhave a material impact on the same period prior year.Company’s consolidated financial statements.

NOTE 11. EARNINGS/(LOSS)EARNINGS PER SHARE
We compute earnings/(loss)earnings per share using a two-class method, which is an earnings allocation method used when a company’s capital structure includes either two or more classes of common stock or common stock and participating securities. This method determines earnings/(loss)earnings per share based on dividends declared on common stock and participating securities (i.e., distributed earnings), as well as participation rights of participating securities in any undistributed earnings.
Earnings/(loss)Earnings per share is computed using both basic shares and diluted shares. The difference between basic and diluted shares is that diluted shares include the dilutive effect of the assumed exercise of outstanding securities. Our stock options, stock-settled long-term performance awards and restricted stock units could have a significant impact on diluted shares. The difference between basic and diluted shares of approximately 1.0 million and 1.1 million in the third quarter and first nine months of 2020, respectively and 1.4 million in the third quarter and first nine months of 2019, resulted primarily from the dilutive effect of certain stock options, performance awards and restricted stock units.
Securities that could potentially be dilutive are excluded from the computation of diluted earnings per share when a loss from continuing operations exists or when the exercise price exceeds the market value of our Class A Common Stock, because their inclusion would result in an anti-dilutive effect on per share amounts.
The number ofThere were 0 anti-dilutive stock options, excluded from the computation of diluted earnings per share because they were anti-dilutive was approximately 2 million in the third quarter and first nine months of 2017, respectively, and approximately 5 million and 6 million in the third quarter and first nine months of 2016, respectively.
There were no anti-dilutive stock-settled long-term performance awards andor restricted stock units excluded from the computation of diluted earnings per share in the third quarter of 2017 orquarters and first nine months of 20172020 and 2016. The number of stock-settled long-term performance awards and restricted stock units excluded from the computation of diluted earnings per share because they were anti-dilutive was approximately 2 million in the third quarter of 2016.2019, respectively.

16


THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

NOTE 12. SUPPLEMENTAL STOCKHOLDERS’ EQUITY INFORMATION
Stockholders’ equity is summarized as follows:
(In thousands) Total New York Times Company Stockholders’ Equity Noncontrolling Interest Total Stockholders’ Equity
Balance as of December 25, 2016 $847,815
 $(3,571) $844,244
Net income 61,109
 3,567
 64,676
Other comprehensive income, net of tax 19,294
 
 19,294
Effect of issuance of shares 158
 
 158
Dividends declared (19,543) 
 (19,543)
Stock-based compensation 9,845
 
 9,845
Balance as of September 24, 2017 $918,678
 $(4) $918,674
(In thousands) Total New York Times Company Stockholders’ Equity Noncontrolling Interest Total Stockholders’ Equity
Balance as of December 27, 2015 $826,751
 $1,704
 $828,455
Net loss (8,076) (5,719) (13,795)
Other comprehensive income, net of tax 13,273
 
 13,273
Effect of issuance of shares (9,298) 
 (9,298)
Share repurchases (15,056) 
 (15,056)
Dividends declared (19,414) 
 (19,414)
Stock-based compensation 9,006
 
 9,006
Balance as of September 25, 2016 $797,186
 $(4,015) $793,171
On January 14,In 2015, the Board of Directors approved an authorization ofauthorized up to $101.1 million to repurchaseof repurchases of shares of the Company’s Class A Common Stock. As of September 27, 2020, repurchases under this authorization totaled $84.9 million (excluding commissions)
18

THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
and $16.2 million remained under this authorization. The Company did not repurchase any shares during the third quarterfirst nine months of 2017. As of September 24, 2017, the Company had repurchased 6,690,905 Class A shares under this authorization for a cost of $84.9 million (excluding commissions) and $16.2 million remained.2020. All purchases were made pursuant to our publicly announced share repurchase program. Our Board of Directors has authorized us to purchase shares under this authorization from time to time, subject to market conditions and other factors. There is no expiration date with respect to this authorization.
The following table summarizes the changes in accumulated other comprehensive income (“AOCI”)AOCI by component as of September 24, 2017:27, 2020:
(In thousands) Foreign Currency Translation Adjustments Funded Status of Benefit Plans Net unrealized Loss on available-for-sale Securities Total Accumulated Other Comprehensive Loss
Balance as of December 25, 2016 $(1,822) $(477,994) 
 $(479,816)
Other comprehensive income (loss) before reclassifications, before tax(1)
 11,170
 
 (1,081) 10,089
Amounts reclassified from accumulated other comprehensive loss, before tax(1)
 
 20,762
 
 20,762
Income tax expense (benefit) (1)
 3,777
 8,208
 (428) 11,557
Net current-period other comprehensive income, net of tax 7,393
 12,554
 (653) 19,294
Balance as of September 24, 2017 $5,571
 $(465,440) (653) $(460,522)
(1)All amounts are shown net of noncontrolling interest.

17


THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

(In thousands)Foreign Currency Translation AdjustmentsFunded Status of Benefit PlansNet Unrealized Gain on Available-For-Sale SecuritiesTotal Accumulated Other Comprehensive Loss
Balance as of December 29, 2019$3,438 $(498,986)$572 $(494,976)
Other comprehensive income before reclassifications, before tax3,095 3,936 7,031 
Amounts reclassified from accumulated other comprehensive loss, before tax18,982 18,982 
Income tax expense823 5,083 1,049 6,955 
Net current-period other comprehensive income, net of tax2,272 13,899 2,887 19,058 
Balance as of September 27, 2020$5,710 $(485,087)$3,459 $(475,918)
The following table summarizes the reclassifications from AOCI for the nine months ended September 24, 2017:27, 2020:
(In thousands)    
Detail about accumulated other comprehensive loss components  Amounts reclassified from accumulated other comprehensive loss Affects line item in the statement where net income is presented
Funded status of benefit plans:    
Amortization of prior service credit(1)
 $(7,274) Selling, general & administrative costs
Amortization of actuarial loss(1)
 28,036
 Selling, general & administrative costs
Total reclassification, before tax(2)
 20,762
  
Income tax expense 8,208
 Income tax expense
Total reclassification, net of tax $12,554
  
(1)These
(In thousands)

Detail about accumulated other comprehensive incomeloss components are included
 Amounts reclassified from accumulated other comprehensive lossAffects line item in the computationstatement where net income is presented
Funded status of benefit plans:
Amortization of prior service credit(1)
$(4,837)Other components of net periodic benefit cost for pension and other retirement benefits. See Note 9 for additional information.costs
Amortization of actuarial loss(1)
23,819 Other components of net periodic benefit costs
Total reclassification, before tax(2)
There were no reclassifications relating to noncontrolling interest for the nine months ended September 24, 2017.18,982 
Income tax expense5,083 Income tax expense
Total reclassification, net of tax$13,899 
(1) These AOCI components are included in the computation of net periodic benefit cost for pension and other postretirement benefits. See Note 9 for more information.
(2) There were no reclassifications relating to noncontrolling interest for the nine months ended September 27, 2020.
NOTE 13. SEGMENT INFORMATION
We have oneThe Company identifies a business as an operating segment if: (i) it engages in business activities from which it may earn revenues and incur expenses; (ii) its operating results are regularly reviewed by the Chief Operating Decision Maker (who is the Company’s President and Chief Executive Officer) to make decisions about resources to be allocated to the segment and assess its performance; and (iii) it has available discrete financial information. The Company has determined that it has 1 reportable segment that includes The New York Times, NYTimes.com and related businesses.segment. Therefore, all required segment information can be found in the Condensed Consolidated Financial Statements.
Our operating segment generated revenues principally from subscriptions and advertising. Other revenues consist primarily of revenues from news services/syndication, digital archives, building rental income, NYT Live (our live events business), e-commerce and affiliate referrals.
NOTE 14. CONTINGENT LIABILITIES
Restricted Cash
We were required to maintain $17.9 million and $24.9 million of restricted cash as of September 24, 2017 and December 25, 2016, respectively, the majority of which is set aside to collateralize workers’ compensation obligations. The decrease reflects the settlement of certain litigation described below.
Newspaper and Mail Deliverers–Publishers’ Pension Fund
In September 2013, the Newspaper and Mail Deliverers-Publishers’ Pension Fund (the “NMDU Fund”) assessed a partial withdrawal liability against the Company in the amount of approximately $26 million for the plan years ending May 31, 2012 and 2013 (the “Initial Assessment”), an amount that was increased to approximately $34 million in December 2014, when the NMDU Fund issued a revised partial withdrawal liability assessment for the plan year ending May 31, 2013 (the “Revised Assessment”). The NMDU Fund claimed that when City & Suburban Delivery Systems, Inc., a retail and newsstand distribution subsidiary of the Company and the largest contributor to the NMDU Fund, ceased operations in 2009, it triggered a decline of more than 70% in contribution base units in each of these two plan years.
The Company disagreed with both the NMDU Fund’s determination that a partial withdrawal occurred and the methodology by which it calculated the withdrawal liability, and the parties engaged in arbitration proceedings to resolve the matter. In June 2016, the arbitrator issued an interim award and opinion that supported the NMDU Fund’s determination that a partial withdrawal had occurred, and concluded that the methodology used to calculate the Initial Assessment was correct. However, the arbitrator also concluded that the NMDU Fund’s calculation of the Revised Assessment was incorrect. In July 2017, the arbitrator issued a final award and opinion reflecting the same conclusions, which the Company has appealed.
Due to requirements of the Employee Retirement Income Security Act of 1974 that sponsors make payments demanded by plans during arbitration and any resultant appeals, the Company had been making payments to the NMDU fund since September 2013 relating to the Initial Assessment and February 2015 relating to the Revised Assessment based on the NMDU Fund’s demand. As a result, as of September 24, 2017, we have paid $14.4 million relating to the Initial Assessment since the receipt of the initial demand letter. We also paid $5.0 million related to the Revised Assessment, which was refunded in July 2016 based on the arbitrator’s ruling. The Company recognized $0.1 million and $0.3 million of expense for the third quarter and nine months ended September 24, 2017, respectively. The Company recognized $4.5 million income (inclusive of a special item of $5.0 million) and $10.6 million of expense (inclusive of a special item of $6.7 million) for the third quarter and nine months ended September 25, 2016, respectively.

18


THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

The Company had a liability of $7.3 million as of September 24, 2017, related to this matter. Management believes it is reasonably possible that the total loss in this matter could exceed the liability established by a range of zero to approximately $10 million.
NEMG T&G, Inc. 
The Company was involved in class action litigation brought on behalf of individuals who, from 2006 to 2011, delivered newspapers at NEMG T&G, Inc., a subsidiary of the Company (“T&G”). T&G was a part of the New England Media Group, which the Company sold in 2013. The plaintiffs asserted several claims against T&G, including a challenge to their classification as independent contractors, and sought unspecified damages. In December 2016, the Company reached a settlement with respect to the claims, which was approved by the court in May 2017. As a result of the settlement, the Company recorded charges of $3.7 million ($2.3 million after tax) in the fourth quarter of 2016 and $0.8 million ($0.5 million after tax) in the third quarter of 2017 within discontinued operations.
OtherLegal Proceedings
We are involved in various legal actions incidental to our business that are now pending against us. These actions are generally for amounts greatly in excess of the payments, if any, that may be required to be made. Although the Company cannot predict the outcome of these matters, it is possible that an unfavorable outcome in one or more matters could be material to the Company’s consolidated results of operations or cash flows for an individual reporting period. However, based on currently available information, management does not believe that the ultimate resolution of these matters, individually or in the aggregate, is likely to have a material effect on the Company’s financial position.
19

THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 15. RECLASSIFICATION
The Company changed the expense captions on its Condensed Consolidated Statement of Operations effective for the quarter ended March 29, 2020. These changes were made in order to reflect how the Company manages its business and to communicate where the Company is investing resources and how this aligns with the Company’s strategy. The Company reclassified expenses for the prior period in order to present comparable financial results. There was no change to consolidated operating income, operating expense, net income or cash flows as a result of this change in classification. A summary of changes is as follows:
“Production costs” has become “Cost of revenue”:
Cost of revenue contains all costs related to content creation, subscriber and advertiser servicing, and print production and distribution costs as well as infrastructure costs related to delivering digital content, which include all cloud and cloud related costs as well as compensation for employees that enhance and maintain our platforms. This represents a change from previously disclosed production costs, which did not include distribution or subscriber servicing costs. In addition, certain product development costs previously included in production costs have been reclassified to product development.
“Selling, general and administrative” hasbeen split into three lines:
Sales and marketing represents all costs related to the Company’s marketing efforts as well as advertising sales costs.
Product development represents the Company’s investment into developing and enhancing new and existing product technology including engineering, product development, and data insights.
General and administrative includes general management, corporate enterprise technology, building operations, unallocated overhead costs, severance and multiemployer pension plan withdrawal costs.
In addition, incentive compensation, which was previously wholly included in selling, general and administrative, was reclassified to align with the classification of the related wages across each of the expense captions.



20

THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
A reconciliation of the expenses as previously disclosed to the recast presentation for the quarter and nine months ended September 29, 2019, is as follows:


As Reported for the Quarter Ended September 29, 2019ReclassificationRecast for the Quarter
Ended
September 29, 2019
Operating costs
Production costs:
Wages and benefits$106,377 $(106,377)(1)(2)$
Raw materials18,531 (18,531)(1)
Other production costs53,868 (53,868)(1)(2)
Total production costs178,776 (178,776)(1)(2)
Cost of revenue (excluding depreciation and amortization)245,100 (1)(3)(4)245,100 
Selling, general and administrative costs207,226 (207,226)(3)(4)(5)
Sales and marketing64,218 (4)(5)64,218 
Product development26,669 (2)(4)(5)26,669 
General and administrative50,015 (4)(5)50,015 
Depreciation and amortization15,450 15,450 
Total operating costs$401,452 $$401,452 




As Reported for the Nine Months Ended September 29, 2019ReclassificationRecast for the Nine Months Ended
September 29, 2019
Operating costs
Production costs:
Wages and benefits$313,244 $(313,244)(1)(2)$
Raw materials57,527 (57,527)(1)
Other production costs149,102 (149,102)(1)(2)
Total production costs519,873 (519,873)(1)(2)
Cost of revenue (excluding depreciation and amortization)729,654 (1)(3)(4)729,654 
Selling, general and administrative costs638,820 (638,820)(3)(4)(5)
Sales and marketing201,327 (4)(5)201,327 
Product development75,658 (2)(4)(5)75,658 
General and administrative152,054 (4)(5)152,054 
Depreciation and amortization45,548 45,548 
Total operating costs$1,204,241 $$1,204,241 
(1) In the first quarter of 2020, the Company discontinued the use of the production cost caption. These costs, with the exception of product engineering and product design costs, which were reclassified to product development, were reclassified to cost of revenue.
(2) Costs related to developing and enhancing new and existing product technology previously included in production costs were reclassified to product development.
(3) Distribution and fulfillment costs and subscriber and advertising servicing related costs previously included in selling, general and administrative were reclassified to cost of revenue.
(4) Incentive Compensation previously included in selling, general and administrative was reclassified to align with the related salaries in each caption.
(5) In the first quarter of 2020, the Company discontinued the use of the selling, general and administrative cost caption. These costs, with the exception of those related to distribution and fulfillment, subscriber and advertising servicing and incentive compensation related to cost of revenue, were reclassified to the new captions: sales and marketing, product development and general and administrative.
21

THE NEW YORK TIMES COMPANY
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

NOTE 15.16. SUBSEQUENT EVENTSEVENT
Transfer of Certain Pension Obligations

On October 18, 2017,9, 2020, the Company entered into agreementsan agreement with Massachusetts Mutual Life Insurance Company (“MassMutual”) relating tounder which approximately $235 million in pension obligations under The New York Times Companies Pension Plan and The Retirement Annuity Plan for Craft Employees of The New York Times Company (collectively, the “Pension Plans”). will be transferred to MassMutual.
Under the agreements,agreement, the Company will purchase from MassMutual a group annuity contracts with respectcontract for approximately 1,850 retirees (and beneficiaries) that will provide for an irrevocable commitment by MassMutual to make annuity payments to the Pension Plansaffected retirees. As a result, the payment obligation and transfer to MassMutualadministration thereof for the future benefit obligations and annuity administration for approximately 3,800affected retirees (or their beneficiaries). The pension benefit obligations and annuity administration for these transferredparticipants will be transferred from the Pension Plan to MassMutual and MassMutualMassMutual. The transfer will irrevocably guaranteenot change the amount of the monthly pension benefits for these participants.received by the affected retirees.

This arrangement is part of the Company’s continued effort to reduce the overall size and volatility of our pension plan obligations, as well asand the premiums and other administrative costs related thereto. By transferring these obligations to MassMutual, the Company expects to reduce its qualified pension plan obligations by approximately $225 million. The purchase of the group annuity contracts is beingcontract will be funded through existing assets of the Pension Plans’ respective trusts.Plan assets. As a result of this arrangement,the transaction, the Company expects to recognize a non-cash pension settlement charge of approximately $95$80-85 millionbefore tax in the fourth quarter of 2017.2020. This charge represents the acceleration of deferred charges currently accrued in AOCI.


Discretionary Pension Contribution

On October 20, 2017, the Company made a $100 million aggregate discretionary contribution to the Pension Plans as part of the Company’s management of the funded status of these plans.







19
22




Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
EXECUTIVE OVERVIEW
We are a global media organization that includes printour newspaper, digital and digitalprint products and investments.related businesses. We have one reportable segment with businesses that include our newspaper, websites, mobile applications and related businesses.segment.
We generate revenues principally from subscriptions and advertising. Other revenues primarily consist of revenues from news services/syndication, digital archives,licensing, affiliate referrals from Wirecutter, the leasing of floors in our New York headquarters building rental income,located at 620 Eighth Avenue, New York, New York (the “Company Headquarters”), commercial printing, television and film, retail commerce and NYT Live (our live events business), e-commerce and affiliate referrals. .
Our main operating costs are employee-related costs.
In the accompanying analysis of financial information, we present certain information derived from consolidated financial information but not presented in our financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). TheseWe are presenting in this report supplemental non-GAAP financial performance measures that exclude depreciation, amortization, severance, non-operating retirement costs or multiemployer pension plan withdrawal costs, and certain identified special items, as applicable. These non-GAAP financial measures should not be considered in isolation from or as a substitute for the related GAAP measures, and should be read in conjunction with financial information presented on a GAAP basis. For further information and reconciliations of these non-GAAP measures to the most directly comparable GAAP measures, see “—Results of Operations—“Non-Operating Items—Non-GAAP Financial Measures.Measurements.
The Company changed the expense captions on its Condensed Consolidated Statement of Operations effective for the quarter ended March 29, 2020. These changes were made in order to reflect how the Company manages its business and to communicate where the Company is investing resources and how this aligns with the Company’s strategy. The Company reclassified expenses for the prior period in order to present comparable financial results. There was no change to consolidated operating income, operating expense, net income or cash flows as a result of this change in classification. See Note 15 of the Notes to the Condensed Consolidated Financial Statements for more detail.
Financial Highlights
For the third quarter of 2017, dilutedDiluted earnings per share from continuing operations were $0.20 compared with $0.00and $0.10 for the third quarterquarters of 2016.2020 and 2019, respectively. Diluted earnings per share from continuing operations excluding severance, non-operating retirement costs and special items discussed below (or “adjusted diluted earnings per share,” a non-GAAP measure) were $0.13$0.22 and $0.06$0.12 for the third quarters of 20172020 and 2016,2019, respectively.
The Company had an operating profit of $33.0$39.6 million in the third quarter of 2017,2020, compared with $9.0$25.1 million in the third quarter of 2016.2019. The increase was largely due toprincipally driven by higher digitaldigital-only subscription revenues and lower severance costs, which more than offset lower print advertising revenues. Operating profit before depreciation, amortization, severance, non-operating retirementmultiemployer pension plan withdrawal costs and special items discussed below (or “adjusted operating profit,” a non-GAAP measure) wasincreased to $56.5 million and $39.2 million for the third quarters of 2017 and 2016, respectively.
Total revenues increased 6.1% to $385.6 million in the third quarter of 20172020 from $363.5$44.1 million in the third quarter of 2016,2019, primarily driven by increases in digital and print subscription revenue, as well as digital advertising revenue, partially offset by a decrease in print advertising revenue.result of the factors identified above.
SubscriptionTotal revenues increased 13.6%decreased 0.4% to $426.9 million in the third quarter of 2017 compared with the third quarter of 2016, primarily due to significant growth in recent quarters in the number of subscriptions to the Company’s digital subscription products, as well as the 2017 increase in home-delivery prices for The New York Times newspaper, which more than offset a decline in print copies sold. Revenue2020 from our digital-only subscription products (which include our news product, as well as our Crossword and Cooking products) increased 46.3%$428.5 million in the third quarter of 2017 compared with the third quarter of 2016. Our Cooking product first launched as2019, primarily driven by a paid digital product earlier in the third quarter of 2017.
Paid digital-only subscriptions totaled approximately 2,487,000 at the end of the third quarter of 2017, a 59.1% increase compared with the end of the third quarter of 2016. News product subscriptions totaled approximately 2,132,000 at the end of the third quarter of 2017, a 59.3% increase compared with the end of the third quarter of 2016. Other product subscriptions totaled approximately 355,000 at the end of the third quarter of 2017, a 57.8% increase compared with the end of the third quarter of 2016.
Total advertising revenues decreased 9.0% in the third quarter of 2017 compared with the third quarter of 2016, reflecting a 20.1% decrease in print advertising revenues,revenue and other revenue. These declines were partially offset by an 11.0% increase in digital advertisinghigher subscription revenues. The decrease in print advertising revenues resulted from a decline in display advertising, primarily in the luxury, travel, real estate, media, technology, and telecommunications categories. The increase in digital advertising revenues primarily reflected increases in revenue from our smartphone platform, programmatic channels and branded content, partially offset by a continued decrease in traditional website display advertising. We expect advertising revenues to remain under pressure in the fourth quarter of 2017, with digital advertising revenues expected to be flat or slightly lower compared with the same prior year period.
Other revenues increased 17.7% in the third quarter of 2017 compared with the third quarter of 2016, largely due to affiliate referral revenue associated with the product review and recommendation websites, The Wirecutter and The Sweethome, which the Company acquired in October 2016. The two websites were subsequently combined and re-branded as “Wirecutter.”

20



Operating costs decreased in the third quarter of 20172020 to $350.1$387.3 million from $356.6$401.5 million in the third quarter of 2016,2019, largely due to lower severance,media expenses and lower advertising sales costs, as well as lower print production and distribution costs, and savings in international operations, whichadvertising servicing costs. These were partially offset by higher digital content delivery and journalism costs, followingincluding growth in the acquisitionsnumber of Wirecutter and digital marketing agency, Fake Love, and higher marketing costs.product development employees in connection with digital subscription strategic initiatives. Operating costs before depreciation, amortization, severance and non-operating retirementmultiemployer pension plan withdrawal costs (or “adjusted operating costs,” a non-GAAP measure) increaseddecreased in the third quarter of 20172020 to $329.2$370.4 million from $324.4$384.4 million in the third quarter of 2016.2019, primarily as a result of the factors identified above.
Non-operating retirement costs decreasedImpact of COVID-19 Pandemic
The global coronavirus (COVID-19) pandemic, and attempts to $3.1 million duringcontain it, have continued to result in significant economic disruption, market volatility and uncertainty. These conditions have affected our business and could continue to do so for the foreseeable future.
Unlike many media companies, which are primarily dependent on advertising, we derive substantial revenue from subscriptions (approximately 60% of total revenues in 2019 and 69% in the first three quarters of 2020). Although moderating from the early months of the pandemic, we have experienced significant growth in the number of subscriptions to our digital
23


news and other products, which is attributable in part to an increase in traffic given the news environment. However, revenues from the single-copy and bulk sales of our print newspaper (which include our international edition and collectively represent less than 10% of our total subscription revenues) have been, and we expect will continue to be, adversely affected as a result of widespread business closures, increased remote working and reductions in travel.
The worldwide economic slowdown caused by the pandemic also led to a significant decline in our advertising revenues, beginning in the first quarter of 2020 and continuing through the third quarter of 2017 from $3.82020, and to the extent conditions persist, we expect that our advertising revenues will continue to be adversely affected.
However, our strong balance sheet has enabled us to continue to operate without the liquidity issues experienced by many other companies. As of September 27, 2020, we had cash, cash equivalents and short- and long-term marketable securities of $800.1 million, and we were debt-free. We believe our cash balance and cash provided by operations, in combination with other sources of cash, will be sufficient to meet our financing needs over the third quarternext twelve months, enabling us to continue hiring in our newsroom, and in product and technology, and continue investment in important growth areas.
We have incurred and expect to continue to incur some additional costs in response to the pandemic, including certain enhanced employee benefits. These costs have not been significant to date, but we may incur significant additional costs as we continue to implement operational changes in response to the pandemic.
At this time, the complete impact that the COVID-19 pandemic, and the associated economic downturn, will have on our business is uncertain. While we remain confident in our prospects over the longer term, the extent to which the pandemic impacts us will depend on numerous evolving factors and future developments, including the severity and duration of 2016 primarily duethe outbreak, and any resurgence thereof; the impact of the pandemic on economic activity and the companies with which we do business; governmental, business and other actions; travel restrictions; and social distancing measures, among many other factors. We will continue to lower multiemployer pension plan withdrawal expense.actively monitor the situation and may take further actions that alter our business operations as may be required by federal, state, local or foreign authorities, or that we determine are appropriate. Please see “Part II—Item 1A—Risk Factors” for more information.


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RESULTS OF OPERATIONS
The following table presents our consolidated financial results:
 For the Quarters EndedFor the Nine Months Ended
(In thousands)September 27, 2020September 29, 2019% ChangeSeptember 27, 2020September 29, 2019% Change
Revenues
Subscription$300,950 $267,302 12.6 %$879,573 $808,568 8.8 %
Advertising79,253 113,531 (30.2)%253,150 359,380 (29.6)%
Other46,692 47,668 (2.0)%141,558 135,873 4.2 %
Total revenues426,895 428,501 (0.4)%1,274,281 1,303,821 (2.3)%
Operating costs
Cost of revenue (excluding depreciation and amortization)235,900 245,100 (3.8)%709,719 729,654 (2.7)%
Sales and marketing50,62764,218(21.2)%164,040201,327 (18.5)%
Product development34,102 26,669 27.9 %95,641 75,658 26.4 %
General and administrative51,118 50,015 2.2 %162,791 152,054 7.1 %
Depreciation and amortization15,552 15,450 0.7 %46,368 45,548 1.8 %
Total operating costs387,299 401,452 (3.5)%1,178,559 1,204,241 (2.1)%
Restructuring charge4,008*4,008 *
Gain from pension liability adjustment— (2,045)*— (2,045)*
Operating profit39,596 25,086 57.8 %95,722 97,617 (1.9)%
Other components of net periodic benefit costs2,272 1,834 23.9 %6,735 5,502 22.4 %
Interest income/(expense) and other, net3,537 (755)*20,177 (3,572)*
Income from continuing operations before income taxes40,861 22,497 81.6 %109,164 88,543 23.3 %
Income tax expense7,283 6,070 20.0 %19,070 16,789 13.6 %
Net income33,578 16,427 *90,094 71,754 25.6 %
Net income attributable to The New York Times Company common stockholders$33,578 $16,427 *$90,094 $71,754 25.6 %
  For the Quarters Ended   For the Nine Months Ended  
(In thousands) September 24, 2017
 September 25, 2016
 % Change
 September 24, 2017
 September 25, 2016
 % Change
Revenues     
      
Subscription $246,638
 $217,099
 13.6 % $739,050
 $654,573
 12.9 %
Advertising 113,633
 124,898
 (9.0)% 375,895
 395,733
 (5.0)%
Other 25,364
 21,550
 17.7 % 76,568
 65,386
 17.1 %
Total revenues 385,635
 363,547
 6.1 % 1,191,513
 1,115,692
 6.8 %
Operating costs            
Production costs:     
      
Wages and benefits 89,866
 91,041
 (1.3)% 269,209
 274,142
 (1.8)%
Raw materials 15,718
 18,228
 (13.8)% 48,461
 53,115
 (8.8)%
Other 44,336
 47,347
 (6.4)% 134,771
 139,938
 (3.7)%
Total production costs 149,920
 156,616
 (4.3)% 452,441
 467,195
 (3.2)%
Selling, general and administrative costs 184,483
 184,596
 (0.1)% 595,491
 534,911
 11.3 %
Depreciation and amortization 15,677
 15,384
 1.9 % 46,961
 46,003
 2.1 %
Total operating costs 350,080
 356,596
 (1.8)% 1,094,893
 1,048,109
 4.5 %
Headquarters redesign and consolidation 2,542
 
 *
 6,929
 
 *
Restructuring charge 
 2,949
 *
 
 14,804
 *
Multiemployer pension plan withdrawal expense 
 (4,971) *
 
 6,730
 *
Operating profit 33,013
 8,973
 *
 89,691
 46,049
 94.8 %
Gain/(loss) from joint ventures 31,557
 463
 *
 31,464
 (41,845) *
Interest expense, net 4,660
 9,032
 (48.4)% 15,118
 26,955
 (43.9)%
Income/(loss) from continuing operations before income taxes 59,910
 404
 *
 106,037
 (22,751) *
Income tax expense/(benefit) 23,420
 121
 *
 40,873
 (8,956) *
Income/(loss) from continuing operations 36,490
 283
 *
 65,164
 (13,795) *
Loss from discontinued operations, net of income taxes 488
 
 *
 488
 
 *
Net income/(loss) 36,002
 283
 *
 64,676
 (13,795) *
Net (income)/loss attributable to the noncontrolling interest (3,673) 123
 *
 (3,567) 5,719
 *
Net income/(loss) attributable to The New York Times Company common stockholders $32,329
 $406
 *
 $61,109
 $(8,076) *
* Represents a change equal to or in excess of 100% or not meaningful
*Represents a change equal to or in excess of 100% or not meaningful.


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Revenues
Subscription Revenues
As of the second quarter of 2017, the Company has renamed “circulation revenues” as “subscription revenues.” Subscription revenues consist of revenues from subscriptions to our printdigital and digitalprint products (which include our news product, as well as our CrosswordGames (previously Crossword), Cooking and Cookingaudio products), as well asand single-copy and bulk sales of our print products (which comprise approximatelyrepresent less than 10% of these revenues). Our Cooking product first launched as a paid digital product earlier in the third quarter of 2017. TheseSubscription revenues are based on both the number of copies of the printed newspaper sold and digital-only subscriptions, and the rates charged to the respective customers.
Subscription revenues increased 13.6%12.6% in the third quarter and 12.9%8.8% in the first nine months of 20172020 compared with the same prior-year periods, primarily due to significantyear-over-year growth in recent quartersof 49.6% in the number of subscriptions to the Company’s digital subscription products as well as the 2017continued focus on our digital pricing strategy which included price increases in 2020 for our most tenured subscribers. The increases in both periods were partially offset by a decrease in print subscription revenue attributable to lower single-copy and bulk sales, primarily as a result of the COVID-19 pandemic, as well as fewer subscriptions, partially offset by an increase in home-delivery prices forhome delivery prices. The New York Times newspaper,third quarter was the first full quarter in which more than offset a decline indigital-only subscription revenue exceeded print copies sold. Revenues from oursubscription revenue.
Paid digital-only news subscriptions (including e-readers and replica editions) were $82.1 million intotaled approximately 6,063,000 at the end of the third quarter of 20172020, a net increase of 393,000 subscriptions compared with the end of the second quarter of 2020 and $234.2 milliona net increase of 2,010,000 compared with the end of the third quarter of 2019. The significant rate of year-over-year growth in our digital subscriptions that continued, although moderated, from the first nineearly months of 2017,the COVID-19 pandemic is attributable in part to an increase in traffic given the news environment, as well as a change made to the digital access model last year, which requires users to register and log in to access most of our content.
Digital-only news product subscriptions totaled approximately 4,665,000 at the end of the third quarter of 2020, a 275,000 net increase compared with the end of the second quarter of 2020 and a 1,468,000 increase compared with the end of the third quarter of 2019. Other product subscriptions (which include our Games, Cooking and audio products) totaled approximately 1,398,000 at the end of the third quarter of 2020, an increase of 46.2%118,000 subscriptions compared with the end of the second quarter of 2020 and 44.3% froman increase of 542,000 subscriptions compared with the end of the third quarter of 2019.
Print domestic home delivery subscriptions totaled approximately 831,000 at the end of the third quarter of 2020, relatively flat compared with the end of the second quarter of 2020 and first nine monthsa net decrease of 2016, respectively.34,000 compared with the end of the third quarter of 2019. The year-over-year decrease is a result of secular declines.
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The following table summarizes digital-onlydigital and print subscription revenues for the third quarters and first nine months of 20172020 and 2016:2019:
For the Quarters EndedFor the Nine Months Ended
(In thousands)September 27, 2020September 29, 2019% ChangeSeptember 27, 2020September 29, 2019% Change
Digital-only subscription revenues:
News product subscription revenues(1)
$140,740 $107,009 31.5 %$392,620 $313,785 25.1 %
Other product subscription revenues(2)
14,546 8,855 64.3 %38,660 24,573 57.3 %
   Subtotal digital-only subscription revenues155,286 115,864 34.0 %431,280 338,358 27.5 %
Print subscription revenues:
Domestic home delivery subscription revenues(3)
129,912 126,769 2.5 %396,620 395,011 0.4 %
Single-copy, NYT International and other subscription revenues(4)
15,752 24,669 (36.1)%51,673 75,199 (31.3)%
   Subtotal print subscription revenues145,664 151,438 (3.8)%448,293 470,210 (4.7)%
Total subscription revenues$300,950 $267,302 12.6 %$879,573 $808,568 8.8 %
(1) Includes revenues from subscriptions to the Company’s news product. News product subscription packages that include access to the Company’s Games and Cooking products are also included in this category.
(2) Includes revenues from standalone subscriptions to the Company’s Games, Cooking and audio products.
(3) Includes free access to some or all of the Company’s digital products.
(4) NYT International is the international edition of our print newspaper.
  For the Quarters Ended   For the Nine Months Ended  
(In thousands) September 24, 2017
 September 25, 2016
 % Change September 24, 2017
 September 25, 2016
 % Change
Digital-only subscription revenues:            
News product subscription revenues(1)
 $82,073
 $56,144
 46.2% $234,234
 $162,344
 44.3%
Other product subscription revenues(2)
 3,610
 2,408
 49.9% 9,810
 6,778
 44.7%
Total digital-only subscription revenues $85,683
 $58,552
 46.3% $244,044
 $169,122
 44.3%
(1) Includes revenues from subscriptions to the Company’s news product. News product subscription packages that include access to the Company’s Crossword and Cooking products are also included in this category.
(2) Includes revenues from standalone subscriptions to the Company’s Crossword and Cooking products.
The following table summarizes digital-onlydigital and print subscriptions as of the end of the third quarters of 20172020 and 2016:        
2019:
  For the Quarters Ended  
(In thousands) September 24, 2017
 September 25, 2016
 % Change
Digital-only subscriptions(1):
      
News product subscriptions(2)
 2,132
 1,338
 59.3%
Other product subscriptions(3)
 355
 225
 57.8%
Total digital-only subscriptions 2,487
 1,563
 59.1%
(1) Reflects certain immaterial prior-period corrections.
      
(2) Includes subscriptions to the Company’s news product. News product subscription packages that include access to the Company’s Crossword and Cooking products are also included in this category.
(3) Includes standalone subscriptions to the Company’s Crossword and Cooking products.

For the Quarters Ended
(In thousands)September 27, 2020September 29, 2019% Change
Digital-only subscriptions:
News product subscriptions(1)
4,665 3,197 45.9 %
Other product subscriptions(2)
1,398 856 63.3 %
   Subtotal digital-only subscriptions6,063 4,053 49.6 %
Print subscriptions831 865 (3.9)%
Total subscriptions6,894 4,918 40.2 %
(1) Includes subscriptions to the Company’s news product. News product subscription packages that include access to the Company’s Games and Cooking products are also included in this category.
(2) Includes standalone subscriptions to the Company’s Games, Cooking and audio products. During the first quarter of 2020, the Company acquired a subscription-based audio product. Approximately 20,000 of the audio product’s subscriptions were included in the Company’s digital-only other product subscriptions at the time of acquisition.
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27




    We believe that the significant growth over the last several years in subscriptions to our products demonstrates the success of our “subscription-first” strategy and the willingness of our readers to pay for high-quality journalism. The following charts illustrate the acceleration in net digital-only subscription additions and corresponding subscription revenues as well as the relative stability of our print domestic home delivery subscription products since the launch of the digital pay model in 2011.   
nyt-20200927_g1.jpg

nyt-20200927_g2.jpg
(1) Amounts may not add due to rounding.
(2) Print domestic home delivery subscriptions include free access to some or all of our digital products.
(3) Print Other includes single-copy, NYT International and other subscription revenues.
Note: Revenues for 2012 and 2017 include the impact of an additional week.
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Advertising Revenues
Advertising revenues are derived from the sale of our advertising products and services on our print, web and mobile platforms. These revenues are primarily determined by the volume, rate and mix of advertisements. Display advertising revenue is principally from advertisers promoting products, services or brands on digital platforms in the form of banners and video, and in print, in the form of column-inch ads,ads. Advertising revenue is primarily derived from offerings sold directly to marketers by our advertising sales teams. A smaller proportion of our total advertising revenues is generated through programmatic auctions run by third-party ad exchanges and from creative service fees, including those associated with our branded content studio.
Advertising revenues are primarily determined by the volume (e.g., impressions), rate and mix of advertisements. Digital advertising includes our core digital advertising business and other digital advertising. Our core digital advertising business includes advertising on our webwebsites, mobile applications, podcasts, emails and videos. Direct-sold display advertising, a component of core digital advertising, includes offerings on websites and mobile platforms in the form of banners, video, rich media and other interactive ads. Displayapplications sold directly to marketers by our advertising alsosales teams. Other digital advertising includes branded content on The Times’s platforms. Classifiedopen market programmatic advertising, revenue includes line-ads sold in the major categories of real estate, help wanted, automotive and other. Other advertising revenue primarily includes creative services fees associated with, among other things,and advertising revenue generated by Wirecutter, our branded content studio;product review and recommendation website. Print advertising includes revenue from column-inch ads and classified advertising, including line-ads as well as preprinted advertising, also known as free-standing inserts;freestanding inserts.
The following table summarizes digital and print advertising revenues for the third quarters and first nine months of 2020 and 2019:
For the Quarters EndedFor the Nine Months Ended
(In thousands)September 27, 2020September 29, 2019% ChangeSeptember 27, 2020September 29, 2019% Change
Advertising revenues:
Digital$47,763 $54,653 (12.6)%$138,452 $168,222 (17.7)%
Print31,490 58,878 (46.5)%114,698 191,158 (40.0)%
Total advertising$79,253 $113,531 (30.2)%$253,150 $359,380 (29.6)%
Digital advertising revenues, which represented 60.3% of total advertising revenues in the third quarter of 2020, declined $6.9 million or 12.6%, to $47.8 million compared with $54.7 million in the same prior-year period primarily driven by a decrease in creative service fees. Core digital advertising revenue generated from branded bagsincreased $0.4 million due to growth in podcast and email advertising revenue, which was partially offset by a decrease in revenues attributed to direct-sold display. Direct-sold display impressions declined 23%, while the average rate grew 18%. Other digital advertising revenue decreased $7.3 million as a result of the discontinuation of our newspapers are delivered.HelloSociety and Fake Love creative services businesses, as well as lower creative services demand due to the COVID-19 pandemic. Open market programmatic advertising revenue was flat, as impressions increased by 25%, while the average rate decreased 17%. Overall display advertising impressions increased 71% as a result of an increase in traffic to our products, which were primarily filled by programmatic impressions.
AdvertisingDigital advertising revenues, (printwhich represented 54.7% of total advertising revenues in the first nine months of 2020, declined $29.8 million or 17.7% to $138.5 million, compared with $168.2 million in the same prior-year period primarily driven by a decrease in creative services and digital)direct-sold display. Core digital advertising revenue decreased $10.2 million primarily due to a 19% decline in direct-sold display advertising revenue partially offset by categorya 19% increase in podcast revenues. Direct-sold display impressions declined 15%, while average rate grew 5%. Other digital advertising declined $19.6 million as a result of the discontinuation of HelloSociety and Fake Love creative services business, as well as lower demand for creative services due to the COVID-19 pandemic. This decline was partially offset by growth in open market programmatic advertising, as impressions increased by 51%, while the average rate decreased 30%. Overall display advertising impressions increased 103% as a result of an increase in traffic to our products, which were as follows:
  For the Quarters Ended      
  September 24, 2017 September 25, 2016 % Change
(In thousands) Print Digital Total Print Digital Total Print Digital Total
Display $56,710
 $41,547
 $98,257
 $72,442
 $38,447
 $110,889
 (21.7)% 8.1% (11.4)%
Classified and Other 7,679
 7,697
 15,376
 8,102
 5,907
 14,009
 (5.2)% 30.3% 9.8 %
Total advertising $64,389
 $49,244
 $113,633
 $80,544
 $44,354
 $124,898
 (20.1)% 11.0% (9.0)%
  For the Nine Months Ended      
  September 24, 2017 September 25, 2016 % Change
(In thousands) Print Digital Total Print Digital Total Print Digital Total
Display $196,836
 $129,008
 $325,844
 $238,399
 $114,957
 $353,356
 (17.4)% 12.2% (7.8)%
Classified and Other 24,966
 25,085
 50,051
 26,156
 16,221
 42,377
 (4.5)% 54.6% 18.1 %
Total advertising $221,802
 $154,093
 $375,895
 $264,555
 $131,178
 $395,733
 (16.2)% 17.5% (5.0)%
primarily filled by programmatic impressions.
Print advertising revenues, which represented 56.7%39.7% of total advertising revenues for the third quarter of 2017 and 59.0% of total advertising revenues for the first nine months of 2017, declined 20.1% to $64.4 million in the third quarter of 2017 and 16.2%2020, declined $27.4 million or 46.5% to $221.8$31.5 million compared with $58.9 million in the same prior-year period. Print advertising revenues, which represented 45.3% of total advertising revenues in the first nine months of 2017,2020, declined $76.5 million or 40.0% to $114.7 million compared with $80.5$191.2 million and $264.6 million, respectively, in the same prior-year periods.prior year period. The decreasedecline in both periods was driven by alower demand as the COVID-19 pandemic further accelerated secular trends. The decline in displayprint advertising primarily in the luxury, travel, real estate, media, technology and telecommunications categories.
Digital advertising revenues, which represented 43.3% of total advertising revenues for the third quarter of 2017 and 41.0% of total advertising revenues for the first nine months of 2017, increased 11.0% to $49.2 millionrevenue in the third quarter of 20172020 was primarily in the luxury, entertainment, media and 17.5% to $154.1 millionhome furnishings categories. The decline in print advertising revenue in the first nine months of 2017, respectively, compared with $44.4 million and $131.2 million, respectively,2020 was primarily in the same prior-year periods. The increase in both periods primarily reflected increases in revenue from our smartphone platform, programmatic channelsentertainment, luxury, media and branded content, partially offset by a continued decrease in traditional website display advertising.
Classified and Other advertising revenues increased 9.8% in the third quarter of 2017 and 18.1% in the first nine months of 2017, compared with the same prior-year periods, due to an increase in digital creative services fees.home furnishings categories.
Other Revenues
Other revenues primarily consist of revenues from news services/syndication, digital archives, building rental income, ourlicensing, affiliate referrals from Wirecutter, the leasing of floors in the Company Headquarters, commercial printing, television and film, retail commerce and NYT Live business, e-commerce (our live events business). Building rental revenue consists of revenue from the lease of floors in our Company Headquarters, which totaled $7.1 million
29


and affiliate referrals.
Other revenues increased 17.7%$7.9 million in the third quarterquarters of 20172020 and 17.1%2019, respectively, and $22.3 million and $23.0 million in the first nine months of 2017,2020 and 2019, respectively.
Other revenues decreased 2.0% in the third quarter of 2020 and increased 4.2% in the first nine months of 2020, compared with the same prior-year periods, largely dueperiods. The decrease in the third quarter of 2020 was primarily a result of fewer television episodes as well as lower revenues from commercial printing and live events. These declines were partially offset by higher licensing revenue related to Facebook News and affiliate referral revenue associated withrelated to Wirecutter. The increase in other revenues for the first nine months of 2020 primarily resulted from higher licensing revenue related to Facebook News and affiliate referral revenue related to Wirecutter, which the Company acquiredpartially offset by a decline in October 2016.

24



revenues from commercial printing and live events.
Operating Costs
As noted above, effective with the quarter ended March 29, 2020, the Company changed the Operating costs captions on its Condensed Consolidated Statement of Operations. See Note 15 of the Notes to the Condensed Consolidated Financial Statements for more detail.
Operating costs were as follows:
  For the Quarters Ended   For the Nine Months Ended  
(In thousands) September 24, 2017
 September 25, 2016
 % Change
 September 24, 2017
 September 25, 2016
 % Change
Production costs:            
Wages and benefits $89,866
 $91,041
 (1.3)% $269,209
 $274,142
 (1.8)%
Raw materials 15,718
 18,228
 (13.8)% 48,461
 53,115
 (8.8)%
Other 44,336
 47,347
 (6.4)% 134,771
 139,938
 (3.7)%
Total production costs 149,920
 156,616
 (4.3)% 452,441
 467,195
 (3.2)%
Selling, general and administrative costs 184,483
 184,596
 (0.1)% 595,491
 534,911
 11.3 %
Depreciation and amortization 15,677
 15,384
 1.9 % 46,961
 46,003
 2.1 %
Total operating costs $350,080
 $356,596
 (1.8)% $1,094,893
 $1,048,109
 4.5 %
For the Quarters EndedFor the Nine Months Ended
(In thousands)September 27, 2020September 29, 2019% ChangeSeptember 27, 2020September 29, 2019% Change
Operating costs:
Cost of revenue (excluding depreciation and amortization)$235,900 $245,100 (3.8)%$709,719 $729,654 (2.7)%
Sales and marketing50,627 64,218 (21.2)%164,040 201,327 (18.5)%
Product development34,102 26,669 27.9 %95,641 75,658 26.4 %
General and administrative51,118 50,015 2.2 %162,791 152,054 7.1 %
Depreciation and amortization15,552 15,450 0.7 %46,368 45,548 1.8 %
Total operating costs$387,299 $401,452 (3.5)%$1,178,559 $1,204,241 (2.1)%
Production CostsCost of Revenue (excluding depreciation and amortization)
ProductionCost of revenue includes all costs include items such as labor costs, raw materials, and machinery and equipment expenses related to news-gatheringcontent creation, subscriber and advertiser servicing, and print production activity,and distribution as well as infrastructure costs related to producing branded content.delivering digital content, which include all cloud and cloud-related costs as well as compensation for employees that enhance and maintain our platforms.
Production costsCost of revenue decreased in the third quarter of 20172020 by $9.2 million compared with the third quarter of 2016, driven2019, largely due to lower print production and distribution costs of $13.5 million and lower advertising servicing costs of $7.9 million, which were partially offset by ahigher digital content delivery costs of $5.1 million, higher journalism costs of $4.1 million and higher subscriber servicing costs of $3.0 million. The decrease in other expenses ($3.0 million), raw materials ($2.5 million)print production and wage and benefits ($1.2 million). Other expenses decreased primarily as a result of lower outside printing expenses anddistribution costs related to coverage of the 2016 presidential election that did not recur in 2017. Raw materials expense decreasedwas largely due to lower newsprint consumption and magazine consumption. Wagepricing, as well as lower outside printing and benefits expensedistribution costs. The decrease in advertising servicing costs was due to lower creative services revenues, as well as lower volume of campaigns and live events. Higher digital content delivery costs were due to a growth in the number of employees to support cloud related operations, content creation and delivery systems and higher cloud storage costs. The increase in journalism costs was largely driven by an increase in the number of newsroom employees, partially offset by lower costs related to our television series. The increase in subscriber servicing costs was primarily due to higher credit card processing fees and third-party commissions due to increased subscriptions.
Cost of revenue decreased in the first nine months of 2020 by $19.9 million compared with the first nine months of 2019, largely due to lower print production and distribution costs of $41.9 million and lower advertising servicing costs of $17.4 million, which were partially offset by higher journalism costs of $19.8 million, higher digital content delivery costs of $12.4 million and higher subscriber servicing costs of $7.2 million. The decreases in print production and distribution costs and in advertising servicing costs were largely due to the streamliningfactors identified above. The increase in journalism costs was largely driven by an increase in the number of our international operationsnewsroom employees. Higher digital content delivery and subscriber servicing costs were largely due to the factors identified above.
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Sales and Marketing
Sales and marketing includes costs related to the Company’s marketing efforts as well as advertising sales costs.
Sales and marketing costs in 2016.the third quarter of 2020 decreased by $13.6 million compared with the third quarter of 2019, due primarily to lower media expenses and advertising sales costs.
ProductionSales and marketing costs decreased in the first nine months of 20172020 by $37.3 million compared with the first nine months of 2016, driven by a decrease in other expenses ($5.2 million), wage and benefits ($4.9 million), and raw materials ($4.7 million). Other expenses decreased2019, primarily as a result of lower outside printing expenses. Wagethe factors identified above.
Media expenses, a component of sales and benefits expensemarketing costs that represents the cost to promote our subscription business, decreased primarily due to $27.3 million in the streamliningthird quarter of our international operations2020 from $35.9 million in 2016. Raw materials expensethe third quarter of 2019 and decreased due to lower newsprint and magazine paper consumption, partially offset by higher newsprint pricing.$89.2 million in the first nine months of 2020 from $114.6 million in the first nine months of 2019 as the Company reduced its marketing spend during the COVID-19 pandemic.
Selling, General and Administrative CostsProduct Development
Selling, general and administrative costs includeProduct development includes costs associated with the selling, marketingCompany’s investment into developing and distributionenhancing new and existing product technology including engineering, product development, and data insights.
Product development costs in the third quarter of products2020 increased by $7.4 million compared with the third quarter of 2019, largely due to growth in the number of digital product development employees in connection with digital subscription strategic initiatives.
Product development costs in the first nine months of 2020 increased by $20.0 million compared with the first nine months of 2019, primarily as well asa result of the factors identified above.
General and Administrative Costs
General and administrative expenses.costs includes general management, corporate enterprise technology, building operations, unallocated overhead costs, severance and multiemployer pension plan withdrawal costs.
Selling, generalGeneral and administrative costs in the third quarter of 2017 were flat2020 increased by $1.1 million compared with the third quarter of 20162019, primarily as lower severance costs ($10.9 million) were primarily offset by an increasea result of growth in compensation costs ($4.8 million), promotion and marketing costs ($3.4 million) and other operating costs ($3.4 million).the number of employees, as well as higher outside services costs.
Selling, generalGeneral and administrative costs increased in the first nine months of 20172020 increased by $10.7 million compared with the first nine months of 2016, primarily due to an increase in compensation costs ($25.6 million), promotion and marketing costs ($22.2 million) and severance costs ($4.7 million). Compensation costs increased2019, primarily as a result of an increase in variable compensation expenses and increased hiring to support digitalseverance, growth initiatives. Promotion and marketing costs increased due to increased spending to promote our brand and subscription business. Severance costs increased due to a workforce reduction announced in the second quarternumber of 2017 primarily affecting our newsroom.employees, as well as higher outside services costs.
Depreciation and Amortization
Depreciation and amortization costs increased in the third quarter and the first nine months of 20172020 remained relatively flat compared with the same prior-year period, primarily due to the Company’s acquisition of The Wirecutter.periods.
Other Items
See Note 7 of the Notes to the Condensed Consolidated Financial Statements for additional information regarding other items, including costs related to the redesign of our headquarters building.items.

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NON-OPERATING ITEMS
Joint VenturesOther Components of Net Periodic Benefit Costs
See Note 59 of the Notes to the Condensed Consolidated Financial Statements for information regarding our joint venture investments.other components of net periodic benefit costs.
Interest Expense, NetIncome/(expense) and other, net
See Note 67 of the Notes to the Condensed Consolidated Financial Statements for information regarding interest expense.income/(expense) and other, net.
Income Taxes
See Note 10 of the Notes to the Condensed Consolidated Financial Statements for information regarding income taxes.
Non-GAAP Financial Measures
We have included in this report certain supplemental financial information derived from consolidated financial information but not presented in our financial statements prepared in accordance with GAAP. Specifically, we have referred to the following non-GAAP financial measures in this report:
diluted earnings per share from continuing operations excluding severance, non-operating retirement costs and the impact of special items (or adjusted diluted earnings per share from continuing operations);
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operating profit before depreciation, amortization, severance, non-operating retirementmultiemployer pension plan withdrawal costs and special items (or adjusted operating profit); and
operating costs before depreciation, amortization, severance and non-operating retirementmultiemployer pension plan withdrawal costs (or adjusted operating costs).
The special item in 2020 consisted of:
a $10.1 million gain ($7.4 million after tax or $.04 per share) related to a non-marketable equity investment transaction. The gain is comprised of $2.5 million realized gain due to the partial sale of the investment and an $7.6 million unrealized gain due to the mark to market of the remaining investment, and is included in Interest income/(expense) and other, net in our Condensed Consolidated Statements of Operations.
The special items in 20172019 consisted of:
a $30.1$4.0 million gaincharge ($16.13.0 million after tax and net of noncontrolling interest or $.10$.02 per share) fromrelated to restructuring charges, including impairment and severance charges related to the saleclosure of the remaining assets at our digital marketing agency, HelloSociety, LLC; and
a paper mill previously operated by Madison Paper Industries (“Madison”), in which the Company has an investment through a subsidiary, in the third quarter; and
expenses of $2.5$2.0 million gain ($1.5 million after tax or $.01 per share), $2.0 million ($1.2 million after tax or $.01 per share) and $2.4 million ($1.4 million after tax or $.01 per share) related to the ongoing redesign and consolidation of space in our headquarters building in the third, second and first quarters, respectively.
The special items in 2016 consisted of:
charges of $2.9 million ($1.8 million after tax or $.01 per share) and $11.9 million ($7.1 million after tax or $.04 per share) in connection with the streamlining of the Company’s international print operations (primarily consisting of severance costs) in the third and second quarters, respectively;
an $11.7 million charge ($7.0 million after tax or $.04 per share) for a partial withdrawal obligation under from a multiemployer pension plan following an unfavorable arbitration decision in the second quarter, $5.0 million ($3.0 million after tax or $.02 per share) of which was reimbursed to the Company in the third quarter; and
a $41.4 million loss ($20.1 million after tax and net of the noncontrolling interest or $0.13 per share) from joint ventures in the first quarter related to the announced closure of a paper mill operated by Madison.liability adjustment.
We have included these non-GAAP financial measures because management reviews them on a regular basis and uses them to evaluate and manage the performance of our operations. We believe that, for the reasons outlined below, these non-GAAP financial measures provide useful information to investors as a supplement to reported diluted earnings/(loss) per share from continuing operations, operating profit/(loss) and operating costs. However, these measures should be evaluated only in conjunction with the comparable GAAP financial measures and should not be viewed as alternative or superior measures of GAAP results.
Adjusted diluted earnings per share provides useful information in evaluating ourthe Company’s period-to-period performance because it eliminates items that we dothe Company does not consider to be indicative of earnings from ongoing operating activities. Adjusted operating profit is useful in evaluating the ongoing performance of ourthe Company’s businesses as it excludes the significant non-cash impact of depreciation and amortization as well as items not indicative of ongoing operating activities. Total operating costs include depreciation, amortization, severance and non-operating retirementmultiemployer pension plan withdrawal costs. AdjustedTotal operating costs, which excludeexcluding these items, provide investors with helpful supplemental information on ourthe Company’s underlying operating costs that is used by management in its financial and operational decision-making.

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Management considers special items, which may include impairment charges, pension settlement charges and other items that arise from time to time, to be outside the ordinary course of our operations. Management believes that excluding these items provides a better understanding of the underlying trends in the Company’s operating performance and allows more accurate comparisons of the Company’s operating results to historical performance. In addition, management excludes severance costs, which may fluctuate significantly from quarter to quarter, because it believes these costs do not necessarily reflect expected future operating costs and do not contribute to a meaningful comparison of the Company’s operating results to historical performance.
Non-operatingIncluded in our non-GAAP financial measures are non-operating retirement costs include:
interest cost, expected return on plan assets and amortization of actuarial gain and loss components of pension expense;
interest cost and amortization of actuarial gain and loss components of retiree medical expense; and
all expenses associated with multiemployer pension plan withdrawal obligations, not otherwise included as special items.
These non-operating retirement costswhich are primarily tied to financial market performance and changes in market interest rates and investment performance. Non-operating retirement costs do not include service costs and amortization of prior service costs for pension and retiree medical benefits, which we believe reflect the ongoing operating costs of providing pension and retiree medical benefits to our employees. We considerManagement considers non-operating retirement costs to be outside the performance of our ongoing corethe business operations and believebelieves that presenting operating resultsadjusted diluted earnings per share from continuing operations excluding non-operating retirement costs and presenting adjusted operating results excluding multiemployer pension plan withdrawal costs, in addition to ourthe Company’s GAAP diluted earnings per share from continuing operations and GAAP operating results, providesprovide increased transparency and a better understanding of the underlying trends in ourthe Company’s operating business performance.
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Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures are set out in the tables below.
Reconciliation of diluted earnings per share from continuing operations excluding severance, non-operating retirement costs and special items (or adjusted diluted earnings per share from continuing operations)
  For the Quarters Ended   For the Nine Months Ended  
  September 24, 2017
 September 25, 2016
 % Change September 24, 2017
 September 25, 2016
 % Change
Diluted earnings/(loss) per share from continuing operations $0.20
 $
 *
 $0.37
 $(0.05) *
Add:            
Severance 0.01
 0.08
 (87.5)% 0.14
 0.11
 27.3%
Non-operating retirement costs 0.02
 0.02
 *
 0.06
 0.08
 (25.0)%
Special items:            
Headquarters redesign and consolidation 0.02
 
 *
 0.04
 
 *
Restructuring charge 
 0.02
 *
 
 0.09
 *
Multiemployer pension plan withdrawal (income)/expense 
 (0.03) *
 
 0.04
 *
(Gain)/loss from joint ventures, net of noncontrolling interest (0.16) 
 *
 (0.16) 0.21
 *
Income tax expense/(benefit) of adjustments 0.04
 (0.04) *
 (0.03) (0.21) (85.7)%
Adjusted diluted earnings per share from continuing operations (1)
 $0.13
 $0.06
 *
 $0.42
 $0.27
 55.6%
Reconciliation of diluted earnings per share from continuing operations excluding severance, non-operating retirement costs and special items (or adjusted diluted earnings per share from continuing operations)
For the Quarters EndedFor the Nine Months Ended
September 27,
2020
September 29,
2019
% ChangeSeptember 27,
2020
September 29,
2019
% Change
Diluted earnings per share from continuing operations$0.20 $0.10 *$0.54 $0.43 25.6 %
Add:
Severance— — — 0.04 0.01 *
Non-operating retirement costs:
Multiemployer pension plan withdrawal costs0.01 0.01 — 0.02 0.03 (33.3)%
Other components of net periodic benefit costs0.01 0.01 — 0.04 0.03 33.3 %
Special item:
Restructuring charge— 0.02 *— 0.02 *
Gain from non-
marketable equity
security
— — — (0.06)— *
Gain from pension liability adjustment— (0.01)*— (0.01)*
Income tax expense of adjustments(0.01)(0.01)— (0.01)(0.02)(50.0)%
Adjusted diluted earnings per share from continuing operations(1)
$0.22 $0.12 83.3 %$0.57 $0.49 16.3 %
(1)Amounts may not add due to rounding.
*
* Represents a change equal to or in excess of 100% or not meaningful
Reconciliation of operating profit before depreciation & amortization, severance, multiemployer pension plan withdrawal costs and special items (or adjusted operating profit)
For the Quarters EndedFor the Nine Months Ended
(In thousands)September 27, 2020September 29, 2019% ChangeSeptember 27, 2020September 29, 2019% Change
Operating profit$39,596 $25,086 57.8 %$95,722 $97,617 (1.9)%
Add:
Depreciation & amortization15,552 15,450 0.7 %46,368 45,548 1.8 %
Severance— 367 *6,675 2,441 *
Multiemployer pension plan withdrawal costs1,376 1,204 14.3 %4,198 4,454 (5.7)%
Special items:
Restructuring charge— 4,008 *— 4,008 *
Gain from pension liability adjustment— (2,045)*— (2,045)*
Adjusted operating profit$56,524 $44,070 28.3 %$152,963 $152,023 0.6 %
* Represents a change equal to or in excess of 100% or not meaningful

27
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Reconciliation of operating costs before depreciation & amortization, severance and multiemployer pension plan withdrawal costs (or adjusted operating costs)
For the Quarters EndedFor the Nine Months Ended
(In thousands)September 27, 2020September 29, 2019% ChangeSeptember 27, 2020September 29, 2019% Change
Operating costs$387,299 $401,452 (3.5)%$1,178,559 $1,204,241 (2.1)%
Less:
Depreciation & amortization15,552 15,450 0.7 %46,368 45,548 1.8 %
Severance— 367 *6,675 2,441 *
Multiemployer pension plan withdrawal costs1,376 1,204 14.3 %4,198 4,454 (5.7)%
Adjusted operating costs$370,371 $384,431 (3.7)%$1,121,318 $1,151,798 (2.6)%
* Represents a change equal to or in excess of 100% or not meaningful

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Reconciliation of operating profit before depreciation & amortization, severance, non-operating retirement costs and special items (or adjusted operating profit)
  For the Quarters Ended   For the Nine Months Ended  
(In thousands) September 24, 2017
 September 25, 2016
 % Change
 September 24, 2017
 September 25, 2016
 % Change
Operating profit $33,013
 $8,973
 *
 $89,691
 $46,049
 94.8 %
Add:            
Depreciation & amortization 15,677
 15,384
 1.9 % 46,961
 46,003
 2.1 %
Severance 2,123
 13,006
 (83.7)% 22,977
 18,262
 25.8 %
Non-operating retirement costs 3,100
 3,845
 (19.4)% 9,642
 13,349
 (27.8)%
Special items:            
Headquarters redesign and consolidation 2,542
 
 *
 6,929
 
 *
Restructuring charge 
 2,949
 *
 
 14,804
 *
Multiemployer pension plan withdrawal (income)/expense 
 (4,971) *
 
 6,730
 *
Adjusted operating profit $56,455
 $39,186
 44.1 % $176,200
 $145,197
 21.4 %
*Represents a change equal to or in excess of 100% or not meaningful
Reconciliation of operating costs before depreciation & amortization, severance and non-operating retirement costs (or adjusted operating costs)
  For the Quarters Ended   For the Nine Months Ended  
(In thousands) September 24, 2017
 September 25, 2016
 % Change
 September 24, 2017
 September 25, 2016
 % Change
Operating costs $350,080
 $356,596
 (1.8)% $1,094,893
 $1,048,109
 4.5 %
Less:            
Depreciation & amortization 15,677
 15,384
 1.9 % 46,961
 46,003
 2.1 %
Severance 2,123
 13,006
 (83.7)% 22,977
 18,262
 25.8 %
Non-operating retirement costs 3,100
 3,845
 (19.4)% 9,642
 13,349
 (27.8)%
Adjusted operating costs $329,180
 $324,361
 1.5 % $1,015,313
 $970,495
 4.6 %
*Represents a change equal to or in excess of 100% or not meaningful

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LIQUIDITY AND CAPITAL RESOURCES
We believe our cash balance and cash provided by operations, in combination with other sources of cash, will be sufficient to meet our financing needs over the next twelve months. Although there is uncertainty related to the anticipated continued effect of the COVID-19 pandemic on our business (see “—Executive Overview— Impact of COVID-19 Pandemic” and “Part II—Item 1A—Risk Factors”), given the strength of our balance sheet, we do not expect the pandemic to materially impact our liquidity position. As of September 24, 2017,27, 2020, we had cash, cash equivalents and short- and long-term marketable securities of $822.9 million and total debt and capital lease obligations of $249.4 million. Accordingly, our cash, cash equivalents and marketable securities exceeded total debt and capital lease obligations by $573.5$800.1 million. Our cash and investmentmarketable securities balances have increased sincebetween the end of 2016,2019 and September 27, 2020, increased, primarily due to higher cash proceeds from operating activities and proceeds from sale of investments, partially offset by cashconsideration paid for acquisitions, capital expenditures, of $47.8 million.dividend payments, and share-based compensation tax withholding.
We have paid quarterly dividends on the Class A and Class B Common Stock each quarter since late 2013. In February 2020, the Board of $.04Directors approved an increase in the quarterly dividend to $0.06 per share, which was paid in April 2020. In June and September 2020, the Board of Directors declared a quarterly dividend of $0.06 per share on the Class A and Class B Common Stock, since late 2013.which was paid in July and October 2020. We currently expect to continue to pay comparable cash dividends in the future, although changes in our dividend programdividends will be considered by our Board of Directors in light of our earnings, capital requirements, financial condition and other factors considered relevant.
The Company and UPM-Kymmene Corporation (“UPM”), a Finnish paper manufacturing company, are partners through subsidiary companies in Madison, which previously operated a supercalendered paper mill in Maine. The Company’s 40% ownership of Madison is through an 80%-owned consolidated subsidiary that owns 50% of Madison. UPM owns 60% of Madison, including a 10% interest through a 20% noncontrolling interest in the consolidated subsidiary of the Company. The paper mill was closed in May 2016. The Company’s joint venture in Madison is currently being liquidated. In the fourth quarter of 2016, Madison sold certain assets at the mill site and we recognized a gain of $3.9 million related to the sale. During the third quarter of 2017, the Company recognized a $30.1 million gain related to the sale of the remaining assets (which primarily consisted of hydro power assets). The Company’s proportionate share of the gain was $16.1 million after tax and net of noncontrolling interest. See Note 5 of the Notes to the Condensed Consolidated Financial Statements for more information on the Company’s investment in Madison.
As part of our continued effort to reduce the size and volatility of our pension obligations, in October 2017, the Company entered into agreements with an insurance company to transfer future benefit obligations and annuity administration of certain retirees in two of the Company’s qualified pension plans. Additionally, as part of our management of the funded status of our qualified pension plans, in October 2017, the Company made a $100 million aggregate contribution to these pension plans, which was funded by cash on hand. See Note 15 of the Notes to the Condensed Consolidated Financial Statements for additional information.
Capital Resources
Sources and Uses of Cash
Cash flows provided by/(used in) by category were as follows:
 For the Nine Months Ended  For the Nine Months Ended
(In thousands) September 24, 2017
 September 25, 2016
 % Change
(In thousands)September 27, 2020September 29, 2019% Change
Operating activities $147,895
 $85,643
 72.7 %Operating activities$206,683 $121,600 70.0 %
Investing activities $15,607
 $10,212
 52.8 %Investing activities$(187,264)$(37,258)*
Financing activities $(19,739) $(44,859) (56.0)%Financing activities$(35,671)$(43,139)(17.3)%
* Represents a change equal to or in excess of 100% or not meaningful
Operating Activities
Cash from operating activities is generated by cash receipts from subscriptions, advertising sales and other revenue transactions.revenue. Operating cash outflows include payments for employee compensation, pensioncontributions to retirement funds and other benefits,benefit payments, raw materials, marketing expenses, interest and income taxes.
Net cash provided by operating activities increased in the first nine months of 20172020 compared with the same prior-year period primarily due to higher subscription revenue, lowercash collections from accounts receivable, higher income taxand higher cash payments received from prepaid subscriptions, partially offset by higher cash payments made to settle accounts payable, accrued payroll and a higher balance of unexpired subscriptions (or subscription revenue that has not yet been recognized).other liabilities.
Investing Activities
Cash from investing activities generally includes proceeds from marketable securities that have matured and the sale of assets, investments or a business. Cash used in investing activities generally includes purchases of marketable securities, payments for capital projects restricted cash,and acquisitions of new businesses and investments.

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Net cash provided byused in investing activities in the first nine months of 20172020 was primarily related to maturities of marketable securities, partially offset by$128.3 million in net purchases of marketable securities, consideration paid for acquisitions of $33.1 million, and $29.2 million in capital expenditures.expenditures payments.
Financing Activities
Cash from financing activities generally includes borrowings under third-party financing arrangements, the issuance of long-term debt and funds from stock option exercises. Cash used in financing activities generally includes the repayment of amounts outstanding under third-party financing arrangements, the payment of dividends, the payment of long-term debt and capitalfinance lease obligations and share-based compensation tax withholding.
Net cash used in financing activities in the first nine months of 20172020 was primarily related to dividend payments of $19.5$28.4 million and share-based compensation tax withholding payments of $11.7 million.
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Restricted Cash
We were required to maintain $17.9$15.9 million of restricted cash as of September 24, 201727, 2020, and $24.9$17.1 million as of December 25, 2016, the majority29, 2019, substantially all of which is set aside to collateralize workers’ compensation obligations.
Capital Expenditures
Capital expenditures totaled approximately $67$25 million and $17$33 million in the first nine months of 20172020 and 2016,2019, respectively. The decrease in capital expenditures was primarily driven by lower expenditures related to the build-out of additional office space in Long Island City, N.Y. and lower expenditures related to improvements at our College Point, N.Y. printing and distribution facility. The cash payments related to the capital expenditures totaled approximately $48$29 million and $22$33 million in the first nine months of 20172020 and 2016,2019, respectively. The increase in both periods was primarily driven by the ongoing redesign and consolidation of space in our headquarters building and certain improvements at our printing and distribution facility in College Point, New York.
Third-Party Financing
In September 2019, we entered into a $250 million five-year unsecured credit facility (the “Credit Facility”). Certain of our domestic subsidiaries have guaranteed our obligations under the Credit Facility. As of September 24, 2017, our current indebtedness consisted of27, 2020, there were no outstanding borrowings under the repurchase option related to a sale-leaseback of a portion of our New York headquarters. See Note 6 ofCredit Facility and the Notes toCompany was in compliance with the Condensed Consolidated Financial Statements for information regarding our total debt and capital lease obligations. See Note 8 offinancial covenants contained in the Notes to the Condensed Consolidated Financial Statements for information regarding the fair value of our long-term debt.Credit Facility.
CRITICAL ACCOUNTING POLICIES
Our critical accounting policies are detailed in our Annual Report on Form 10-K for the year ended December 25, 2016.29, 2019. Other than as described in Note 2 of the Notes to the Condensed Consolidated Financial Statements, as of September 24, 2017,27, 2020, our critical accounting policies have not changed from December 25, 2016.29, 2019.
CONTRACTUAL OBLIGATIONS & OFF-BALANCE SHEET ARRANGEMENTS
Our contractual obligations and off-balance sheet arrangements are detailed in our Annual Report on Form 10-K for the year ended December 25, 2016.29, 2019. As of September 24, 2017,27, 2020, our contractual obligations and off-balance sheet arrangements have not changed materially from December 25, 2016.29, 2019.
FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q, including the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains forward-looking statements that relate to future events or our future financial performance. We may also make written and oral forward-looking statements in our Securities and Exchange Commission (“SEC”) filings and otherwise. We have tried, where possible, to identify such statements by using words such as “believe,” “expect,” “intend,” “estimate,” “anticipate,” “will,” “could,” “project,” “plan” and similar expressions in connection with any discussion of future operating or financial performance. Any forward-looking statements are and will be based upon our then-current expectations, estimates and assumptions regarding future events and are applicable only as of the dates of such statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
By their nature, forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those anticipated in any such statements. You should bear this in mind as you consider forward-looking statements. Factors that we think could, individually or in the aggregate, cause our actual results to differ materially from expected and historical results include those described under the heading “Part II-Item 1A-Risk Factors” in this report, in our Annual Report on Form 10-K for the year ended December 25, 2016,29, 2019, as well as other risks and factors identified from time to time in our SEC filings.    
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Our Annual Report on Form 10-K for the year ended December 25, 2016,29, 2019, details our disclosures about market risk. As of September 24, 2017,27, 2020, there were no material changes in our market risks from December 25, 2016.

29, 2019.
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Item 4. Controls and Procedures
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
Our management, with the participation of our principal executive officer and our principal financial officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934) as of September 24, 2017.27, 2020. Based upon such evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective to ensure that the information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING
There were no changes in our internal control over financial reporting during the quarter ended September 24, 2017,27, 2020, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

We have not experienced a material impact to our internal control over financial reporting despite the fact that most of our employees are working remotely due to the COVID-19 pandemic. We are continuing to monitor and evaluate the situation to minimize any impact of the pandemic on the design and operating effectiveness of our internal control over financial reporting.
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37




PART II. OTHER INFORMATION
Item 1. Legal Proceedings
We are involved in various legal actions incidental to our business that are now pending against us. These actions are generally for amounts greatly in excess of the payments, if any, that may be required to be made. See Note 14 of the Notes to the Consolidated Financial Statements for a description of certain matters, which is incorporated herein by reference. Although the Company cannot predict the outcome of these matters, it is possible that an unfavorable outcome in one or more matters could be material to the Company’s consolidated results of operations or cash flows for an individual reporting period. However, based on currently available information, management does not believe that the ultimate resolution of these matters, individually or in the aggregate, is likely to have a material effect on the Company’s financial position.
Item 1A. Risk Factors
There have been no material changes to ourThe following risk factor supplements the risk factors as set forth in “Item 1A—Risk Factors” in our Annual Report on Form 10-K for the year ended December 25, 2016.29, 2019.
The global coronavirus (COVID-19) pandemic will continue to affect our industry, business and results of operations.
The global coronavirus (COVID-19) pandemic and attempts to contain it have continued to result in significant economic disruption, market volatility and uncertainty. As with many companies, the pandemic has disrupted our business and could continue to do so for the foreseeable future.
We derive substantial revenues from the sale of advertising (approximately 29% of our total revenues in 2019). Advertising spending is sensitive to overall economic conditions, and our advertising revenues are adversely affected if advertisers respond to weak and uneven economic conditions by reducing their budgets or shifting spending patterns or priorities, or if they are forced to consolidate or cease operations. The worldwide economic slowdown caused by the outbreak and spread of COVID-19 has materially adversely affected our advertising revenues, and our advertising revenues will likely continue to be adversely affected while these conditions persist. Likewise, the pandemic and attempts to contain it have resulted in the postponement and cancellation of live events, which has adversely affected our revenues from live events and related services, and will continue to adversely affect these revenues to the extent these conditions persist. It is possible that these revenues will not return to pre-pandemic levels once economic conditions improve.
We derive the majority of our revenues from the sale of subscriptions (approximately 60% of our total revenues in 2019). Although we have experienced significant growth in the number of subscriptions to our digital news and other products in the first nine months of 2020, this growth rate has been driven in part by an increase in traffic given the news environment, and may not be sustainable or indicative of results for future periods. In addition, the recent growth may reflect in part the shifting forward of growth that we would have otherwise seen in subsequent periods. Accordingly, the rate of growth in our digital subscriptions, which has moderated since the early months of the pandemic, may continue to moderate due to slower acquisition and/or higher cancellations as and when the pandemic subsides. Furthermore, to the extent that a prolonged weakening of global economic conditions leads consumers to reduce spending on discretionary activities, subscribers may increasingly shift to lower-priced subscription options or may forgo subscriptions altogether. In light of these factors, our ability to obtain new subscribers or to retain subscribers at their current or higher pricing levels could be hindered, reducing our subscription revenue. In addition, revenues from the single-copy and bulk sales of our print newspaper (which include our international edition and collectively represent less than 10% of our total subscription revenues) have been, and we expect will continue to be, adversely affected as a result of widespread business closures, increased remote working and reductions in travel.
In response to public health recommendations, government mandates and other concerns, we have altered certain aspects of our operations, including having the vast majority of our workforce work remotely since March 2020, and remote work arrangements are expected to continue for the majority of our workforce at least through early July 2021. An extended period of remote work arrangements could introduce operational risk (including cybersecurity risk), result in a decline in productivity or otherwise negatively affect our ability to manage the business. In addition, if a significant portion of our workforce is unable to work, including because of illness, travel or government restrictions in connection with COVID-19 or shortages of necessary personal protective equipment, our operations may be negatively impacted. We will continue to actively monitor the issues raised by the COVID-19 pandemic and may take further actions that alter our business operations as may be required or that we determine are appropriate. We have incurred and expect to continue to incur some additional costs in response to the pandemic, including certain enhanced employee benefits. These costs have not been significant to date, but we may incur significant additional costs as we continue to implement operational changes in response to the pandemic. It is not clear what the potential effects any such alterations or modifications may have on our business, including the effects on our financial results.
The Times is printed at our production and distribution facility in College Point, N.Y., as well as under contract at remote print sites across the United States and throughout the world. If a significant percentage of our College Point employees were unable to work as a result of the pandemic, our ability to print and distribute the newspaper and other commercial print
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products in the New York area could be negatively affected. To the extent our newsprint suppliers or print and distribution partners are affected by government “stay-at-home” mandates or recommendations, financial pressures, labor shortages or other circumstances relating to COVID-19 that lead to reduced operations or consolidations or closures of print sites and/or distribution routes, this could lead to an increase in costs to print and distribute our newspapers and/or a decrease in revenues if printing and distribution are disrupted. Some of our print and distribution partners have taken steps to reduce the frequency with which newspapers are printed and distributed, and additional partners may take similar steps. Significant disruptions to operations at our College Point production and distribution facility or at our newsprint suppliers or print and distribution partners could adversely affect our operating results.
It is also possible that the COVID-19 pandemic may accelerate or worsen the other risks discussed in “Item 1A. Risk Factors” in our Annual Report on Form 10-K. The extent to which the COVID-19 pandemic impacts us will depend on numerous evolving factors and future developments that we are not able to predict, including the severity and duration of the outbreak, and any resurgence thereof; the impact of the pandemic on economic activity and the companies with which we do business; governmental, business and other actions; travel restrictions and social distancing measures, among many other factors.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
(a) Unregistered Sales of Equity Securities
On July 28, 2017,17, 2020, August 17, 2020, and September 18, 2020, we issued 241,520, 13,440 and 6,720 shares, respectively, of Class A Common Stock to holders of Class B Common Stock upon the conversion of such Class B shares into Class A shares. The conversion,conversions, which waswere in accordance with our Certificate of Incorporation, did not involve a public offering and waswere exempt from registration pursuant to Section 3(a)(9) of the Securities Act of 1933, as amended.
(c) Issuer Purchases of Equity Securities
On January 14,In 2015, the Board of Directors approved an authorization of $101.1 million to repurchase shares of the Company’s Class A Common Stock. As of September 27, 2020, repurchases under this authorization totaled $84.9 million (excluding commissions), and $16.2 million remained under this authorization. The Company did not repurchase any shares during the third quarterfirst nine months of 2017. As of September 24, 2017, the Company had repurchased 6,690,905 Class A shares under this authorization for a cost of $84.9 million (excluding commissions) and $16.2 million remained under this authorization.2020. All purchases were made pursuant to our publicly announced share repurchase program. Our Board of Directors has authorized us to purchase shares from time to time, subject to market conditions and other factors. There is no expiration date with respect to this authorization.

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Item 6. Exhibits
Exhibit No.
Exhibit No.31.1
10.1
12
31.1
31.2
32.1
32.2
32.2101.INSinstance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.INS101.SCHXBRL Instance Document.
101.SCHInline XBRL Taxonomy Extension Schema Document.
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
THE NEW YORK TIMES COMPANY
(Registrant)
Date:November 5, 2020THE NEW YORK TIMES COMPANY/s/ Roland A. Caputo
(Registrant)
Date:November 1, 2017/s/ JAMES M. FOLLO
James M. Follo
Roland A. Caputo
Executive Vice President and

Chief Financial Officer

(Principal Financial Officer)



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