sc13da11_nyt.htm

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13D
(Rule 13d-101)
 
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS
THERETO FILED PURSUANT TO RULE 13-d2(a)
(Amendment No. 11)*
 
THE NEW YORK TIMES COMPANY
(Name of Issuer)
 
Class A Common Stock (par value $0.10 per share)
(Title of Class of Securities)
 
650111107
(CUSIP Number)
 
Philip Falcone
450 Park Avenue
30th Floor
New York, New York 10022
(212) 339-5100
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 
APRIL 20, 2010
(Date of Event which Requires Filing of this Statement)
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.
  
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
 
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
 
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 

 
 
 


CUSIP No. 650111107
Page 2 of 9
SCHEDULE 13D/A
 
 
 
1
NAME OF REPORTING PERSONS
 
Harbinger Capital Partners Master Fund I, Ltd.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)    o
(b)    x
3
SEC USE ONLY
 
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
 
        o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Cayman Islands
 
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
-0-
 
8
SHARED VOTING POWER
13,636,799
 
9
SOLE DISPOSITIVE POWER
-0-
 
10
SHARED DISPOSITIVE POWER
13,636,799
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
13,636,799
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see Instructions)
 
 
        o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
9.43%
14
TYPE OF REPORTING PERSON
 
CO
         

 
 
 


CUSIP No. 650111107
Page 3 of 9
SCHEDULE 13D/A
 
 
1
NAME OF REPORTING PERSONS
 
Harbinger Capital Partners LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)    o
(b)    x
3
SEC USE ONLY
 
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
 
        o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
-0-
 
8
SHARED VOTING POWER
13,636,799
 
9
SOLE DISPOSITIVE POWER
-0-
 
10
SHARED DISPOSITIVE POWER
13,636,799
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
13,636,799
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see Instructions)
 
 
        o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
9.43%
14
TYPE OF REPORTING PERSON
 
CO
         
 

 
 
 


CUSIP No. 650111107
Page 4 of 9
SCHEDULE 13D/A
 
 
1
NAME OF REPORTING PERSONS
 
Harbinger Holdings, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)    o
(b)    x
3
SEC USE ONLY
 
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
 
        o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
-0-
 
8
SHARED VOTING POWER
13,636,799
 
9
SOLE DISPOSITIVE POWER
-0-
 
10
SHARED DISPOSITIVE POWER
13,636,799
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
13,636,799
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see Instructions)
 
 
        o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
9.43%
14
TYPE OF REPORTING PERSON
 
CO
         
  

 
 
 


CUSIP No. 650111107
Page 5 of 9
SCHEDULE 13D/A
 
 
1
NAME OF REPORTING PERSONS
 
Philip Falcone
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)    o
(b)    x
3
SEC USE ONLY
 
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
 
        o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
U.S.A.
 
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
-0-
 
8
SHARED VOTING POWER
13,636,799
 
9
SOLE DISPOSITIVE POWER
-0-
 
10
SHARED DISPOSITIVE POWER
13,636,799
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
13,636,799
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see Instructions)
 
 
        o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
9.43%
14
TYPE OF REPORTING PERSON
 
IN
         
 

 
 
 


CUSIP No. 650111107
Page 6 of 9
SCHEDULE 13D/A
 
 
Item 1
Security and Issuer
 
This Amendment No. 11 to Schedule 13D (“Amendment No. 11”) is being filed by the undersigned to amend the Schedule 13D filed by the Reporting Persons on February 11, 2008 (the “Schedule 13D”), as amended by Amendment No. 1 filed on February 19, 2008, Amendment No. 2 filed on February 21, 2008, Amendment No. 3 filed on February 25, 2008, Amendment No. 4 filed on March 17, 2008, Amendment No. 5 filed on November 17, 2008, Amendment No. 6 filed on March 6, 2009, Amendment No. 7 filed on September 21, 2009, Amendment No. 8 filed on November 19, 2009, Amendment No. 9 filed on December 3, 2009, and Amendment No. 10 filed on March 30, 2010, with respect to the Class A Common Stock, $0.01 par value per share (the “Shares”), of The New York Times Company, a New York corporation (the “Issuer”). The address of the Issuer is 620 Eighth Avenue, New York, NY 10018.
 
Item 2
Identity and Background.
 
No material change.
 
Item 3.
Source and Amount of Funds or Other Consideration.
 
Item 3 of the Schedule 13D is hereby amended and restated in its entirety as follows:
 
“As of the date hereof the Master Fund may be deemed to beneficially own 13,636,799 Shares.
 
As of the date hereof Harbinger LLC may be deemed to beneficially own 13,636,799 Shares.
 
As of the date hereof Harbinger Holdings may be deemed to beneficially own 13,636,799 Shares.
 
As of the date hereof Philip Falcone may be deemed to beneficially own 13,636,799 Shares.
 
No borrowed funds were used to purchase the Shares, other than any borrowed funds used for working capital purposes in the ordinary course of business.”
 
 
Item 4.
Purpose of Transaction.
 
No material change.
 
 
 

 
 
 


CUSIP No. 650111107
Page 7 of 9
SCHEDULE 13D/A
 
 
Item 5.
Interest in Securities of the Issuer.
 
Item 5 of the Schedule 13D is hereby amended by deleting paragraphs (a), (b) and (c) thereof and replacing such items with the following:
 
“References to percentage ownerships of Shares in this Schedule 13D are based upon the 144,600,676 Shares stated to be outstanding as of February 17, 2010  by the Issuer in the Issuer's Annual Report on Form 10-K for the fiscal year ended December 27, 2009.
 
(a, b) As of the date hereof, the Master Fund may be deemed to be the beneficial owner of 13,636,799 Shares, constituting 9.43% of the Shares outstanding of the Issuer.
 
The Master Fund has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 13,636,799 Shares; has sole power to dispose or direct the disposition of 0 Shares; and has shared power to dispose or direct the disposition of 13,636,799 Shares.
 
The Master Fund specifically disclaims beneficial ownership in the Shares reported herein except to the extent it actually exercises voting or dispositive power with respect to such Shares.
 
(a, b) As of the date hereof, Harbinger LLC may be deemed to be the beneficial owner of 13,636,799 Shares, constituting 9.43% of the Shares outstanding of the Issuer.
 
Harbinger LLC has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 13,636,799 Shares; has sole power to dispose or direct the disposition of 0 Shares; and has shared power to dispose or direct the disposition of 13,636,799 Shares.
 
Harbinger LLC specifically disclaims beneficial ownership in the Shares reported herein except to the extent it actually exercises voting or dispositive power with respect to such Shares.
 
(a, b) As of the date hereof, Harbinger Holdings may be deemed to be the beneficial owner of 13,636,799 Shares, constituting 9.43% of the Shares outstanding of the Issuer.
 
Harbinger Holdings has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 13,636,799 Shares; has sole power to dispose or direct the disposition of 0 Shares; and has shared power to dispose or direct the disposition of 13,636,799 Shares.
 
Harbinger Holdings specifically disclaims beneficial ownership in the Shares reported herein except to the extent it actually exercises voting or dispositive power with respect to such Shares.
 
 

 
 
 


CUSIP No. 650111107
Page 8 of 9
SCHEDULE 13D/A
 
                                (a, b)  As of the date hereof, Philip Falcone may be deemed to be the beneficial owner of 13,636,799 Shares, constituting 9.43% of the Shares outstanding of the Issuer.
 
Mr. Falcone has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 13,636,799 Shares; has sole power to dispose or direct the disposition of 0 Shares; and has shared power to dispose or direct the disposition of 13,636,799 Shares.
 
Mr. Falcone specifically disclaims beneficial ownership in the Shares reported herein except to the extent it actually exercises voting or dispositive power with respect to such Shares.
 
(c)  On April 20, 2010 and April 21, 2010, the Master Fund sold 1,500,000 Shares at a price of $12.30 per Share and 1,750,000 Shares at a price of $12.55 per Share, respectively.”
 
Item 6.
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
 
No material change.
 
Item 7.
Material to be Filed as Exhibits.
 
 
Exhibit T:
Joint Filing Agreement
 
 




 
 
 


CUSIP No. 650111107
Page 9 of 9
SCHEDULE 13D/A
 
 
SIGNATURE
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
   
HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD.
   
 
By:
 
Harbinger Capital Partners LLC
   
 
By:
 
Harbinger Holdings, LLC,
Manager
   
By: 
 
 
/s/ Philip Falcone
     
Name: Philip Falcone
Title:   Managing Member
 
 
   
HARBINGER CAPITAL PARTNERS LLC
   
 
By:
 
Harbinger Holdings, LLC,
Manager
   
By: 
 
 
/s/ Philip Falcone
     
Name: Philip Falcone
Title:   Managing Member

 
   
HARBINGER HOLDINGS, LLC
   
By: 
 
 
/s/ Philip Falcone
     
Name: Philip Falcone
Title:   Managing Member
 
 
     
 
/s/ Philip Falcone
     
Philip Falcone
 
April 22, 2010
 
Attention: Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001)

 
 
 


EXHIBIT T
JOINT FILING AGREEMENT
 
The undersigned agree that this Amendment No. 11 relating to the Class A Common Stock ($0.10 par value per share) of The New York Times Company shall be filed on the date hereof on behalf of the undersigned.
 
   
HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD.
   
 
By:
 
Harbinger Capital Partners LLC
   
 
By:
 
Harbinger Holdings, LLC,
Manager
   
By: 
 
 
/s/ Philip Falcone
     
Name: Philip Falcone
Title:   Managing Member
 
 
   
HARBINGER CAPITAL PARTNERS LLC
   
 
By:
 
Harbinger Holdings, LLC,
Manager
   
By: 
 
 
/s/ Philip Falcone
     
Name: Philip Falcone
Title:   Managing Member
 
 
   
HARBINGER HOLDINGS, LLC
   
By: 
 
 
/s/ Philip Falcone
     
Name: Philip Falcone
Title:   Managing Member
 
 
     
 
/s/ Philip Falcone
     
Philip Falcone
  
April 22, 2010
 
Attention: Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001)