Good day, and welcome to The New York Times Company Second Quarter 2011 Earnings Conference Call. Today's call is being recorded. [Operator Instructions] For opening remarks and introductions, I'd like to turn the call over to Ms. Paula Schwartz, Director of Investor Relations. Please go ahead.

Thank you, and good morning, everyone. Welcome to our second quarter 2011 earnings conference call. We have several members of our senior management team here to discuss the results with you, including Janet Robinson, President and CEO; Jim Follo, Senior Vice President and Chief Financial Officer; Martin Nisenholtz, Senior Vice President of Digital Operations; Denise Warren, Senior Vice President and Chief Advertising Officer of The New York Times Media Group and General Manager of nytimes.com; and Roland Caputo, Senior Vice President and Chief Financial Officer of The New York Times Media Group. All of the comparisons on this conference call will be for the second quarter of 2011 to the second quarter of 2010 unless otherwise stated. Our discussion will include forward-looking statements, and our actual results may differ from those predicted. Some of the factors that may cause them to differ are included in our 2010 10-K. Our presentation also includes non-GAAP financial measures, and we have provided reconciliations to the most comparable GAAP measures in our earnings press release, which is available on our corporate website at www.nytco.com. Now I'll turn the call over to Janet Robinson.

Thank you, Paula, and good morning, everyone. The second quarter was a historic one for our company as we successfully managed the launch of The New York Times digital subscriptions and began to see the early effects on our overall financial performance. The positive consumer response to the subscription packages is a strong indication of the value users place on our world-class news analysis and commentary. And it reflects our growing ability to capitalize on secular trends that show consumer willingness to pay for content across multiple digital platforms. We are pleased with how this initiative is rolling out, and in particular, performance of key metrics including the volume of paid digital subscriptions, overall traffic rates and digital advertising revenue. In the second quarter, we also continued to post solid year-over-year gains in digital advertising revenues at the News Media Group. In addition, the rate of home delivery circulation declines moderated due to an uptick in new home delivery orders and a decline in attrition since the launch. With the challenges presented by the economy and our industry still front and center, success is certainly not guaranteed with this transition added to the mix. But significantly, we rolled out these highly anticipated changes with minimal disruption. This is a long-term effort and the full potential of our new digital model will become more evident as the year progresses, providing us with the significant new revenue stream in the second half of the year. As we continue to position ourselves to capitalize on the digitization of our content across multiple business units, we are confident that the path we have been pursuing to transform our company is the right one. In the second quarter, we continued our focus on strategic initiatives including advancing the monetization of our digital offering with the…

Thanks, Janet. Our continued focus on expense control is critical to our overall strategy, and we remain diligent pursuing opportunities to aggressively reduce costs and to further improve our financial flexibility. This was highlighted with the recent announcement of our intention to prepay in full our $250 million 14% notes, 5 months before we have previously indicated, as we feel that utilizing the make-whole provision of that agreement is advantageous to us at this time. Our significant cash position, enhanced by the recent sale of 390 units of Fenway Sports Group for a $64 million pretax gain, and our November debt offering of $225 million at 6 5/8% provides us with substantial liquidity to support an earlier prepayment. Given the high rate of interest, eliminating this debt from our balance sheet at the earliest possible date will ultimately provide a financial benefit in the form of interest expense savings that will exceed $39 million annually through January 2015. The estimated prepayment on August 15 will total approximately $279 million, which include the $250 million principal amount of the notes, $3 million of accrued interest through the prepayment date and $26 million make-whole premium. The total prepayment amount is substantially the same as would have been in due if we have prepaid on the January 15, 2012 call date. We will incur a $46 million loss on the prepayment in the third quarter, which represents accelerated noncash interest expense that would have been recognized over the remaining maturity period and the make-whole premium, although we expect the estimated charge will be approximately $27 million after factoring in a cash benefit. Immobiliaria Carso and Banco Inbursa continue to hold warrants to purchase 15.9 million shares of our Class A stock. These warrants expire on January 15, 2015. In the second quarter, operating…

[Operator Instructions] We'll take our first question from Alexia Quadrani with JPMorgan. Alexia Quadrani - JP Morgan Chase & Co: A couple questions, the first one on the paywall. Could you give us a sense of what the average rate has been for the paywall? I know you disclosed what the rack rate is but I assume there's some early promotions for signing up. I'm trying to get a sense of sort of what its average in the quarter. And then staying on the paywall, could you give a sense how the rate of subscription growth sort of is generally trending? I mean I assume you haven't -- when you initially launched it, there's probably a big sign-up period and it's probably moderated a bit, if you can give us some color on that.

Sure. I'm going to have Denise and Martin give you an overview in regard to those questions.

Alexia, just on the average rate question, we're not disclosing that. But what I can tell you is that the bundle that is the web and smart phone bundle, as you would imagine is the bundle that is more significant in terms of purchasing than the other 2. So that should help you a little bit in trying to calculate your estimates. As you would imagine, the rate of sub growth does slow in the quarter, but that's because we had such an outstanding launch in the beginning. I also want to say that this is a brand-new initiative for us. It's 3 months old. And as Janet indicated in her remarks, we're very, very, very pleased with our performance to date. And we still have yet to launch many initiatives to support this going forward, both on the marketing and the product front, that we know will absolutely have an impact, a positive impact on our results going forward. Just to give you a bit more color on that, things like gift subscriptions, things like corporate and group accounts, we are planning to launch those, but we have yet to launch them. So we do believe that there's a lot of opportunity to grow this moving forward. Alexia Quadrani - JP Morgan Chase & Co: Just staying on the rate question for a minute. I can completely understand why you can't disclose it for competitive reasons and such. But could you -- is it possible to sort of give us a sense if there were some promotions involved? Were they yearly? Were they monthly? I mean I'm just trying to get a better sense on when may might see an impact on sort of the pricing in trying to figure out your circulation revenue.

Sure. The promotion that we launched with that was most stuff, it was a $0.99 offer for 4 weeks. We're very pleased with the conversion rate as people roll off that promotion, so that should also give you a sense.

And we also plan to offer that. It would just be -- as we build the subscriber file, the impact of that would move pretty rapidly. And so, as we go into the second half of the year, you will see a pretty significant growth in what we're getting for subscriber. Alexia Quadrani - JP Morgan Chase & Co: Okay. And then just last question on the circulation side, you touched on obviously the print circulation declines being a bit moderated a bit hopefully related to -- somewhat related to The New York Times paywall launch. But also one of your peers noted earlier this week that -- it has nothing to do with the paywall launch, obviously, they're also seeing moderation in print declines in terms of volume across their papers. Are you seeing any moderation I guess outside of New York Times in terms of your circulation volumes?

I think some, I think that the ABC comes out as you well know in September. We're seeing some moderation in some areas. But I think the larger area of moderation that we've seen is predominately at The New York Times.

We'll take our next question from Doug Arthur with Evercore.

Just so on the paywall subs, any color on geographic mix at this point, i.e., what kind of success have you had from international? Obviously, you have a large international following in your unique visitors. So any color there will be helpful. And then, Jim, can you give any specifics on headcount for the company, sort of where it is now and what it is year-over-year?

Where it is now? It's about 7,200, that data [ph] about 2% year-over-year.

Doug, it's Denise Warren. On the geographic question, approximately 88% of our orders are from the U.S. and 12% are from the international marketplace. That will probably change as we noted in Janet's script that we launched the IHT subscription model in the third quarter.

We'll take our next question from Craig Huber with Access 3:42.

My first question, please, can you talk a little further about cost? I guess why you're saying that the cost of the fourth quarter will be down year-over-year more than in the third quarter, first question.

Well, there's 2 principal sort of larger things and just a bunch of smaller things. As I said in my remarks, newsprint prices we'd now cycle for the last increase. And our cost items that we gave for the second half of the year does assume that we have a stable news -- essentially we assume, we have stable newsprint prices, and that's been a negative headwind throughout the year. And we also have spent meaningful amounts during the launch on promotion. Now, we'll continue to spend on promoting, and we will continue to be adaptable and adjust our planning. But as of right now, we think that we will have had more spending in the initial 3 possible launch relative to what we'll see in the third and the fourth quarter. Those are some meaningful [ph], I think that contributes to that.

And then, Janet, can you speak a little bit further about what you're seeing in the month of July so far in the newspaper and digital ad revenue front?

As we noted, we're seeing similar performance as we saw in the second quarter. That was in the release, and in my remarks as well. I think it's very early in the quarter to predict how the quarter will certainly roll out. But that's what we're seeing 2 weeks into it.

And then a little further on About.com, I think this is really the first time you guys have called out one of the reasons that revenue is down so significantly, in the teens here, due to competition. What are you seeing differently this quarter that you've seen in recent quarters? And I know the change -- you talked about the change with the display placement from a year ago from Google.

Yes. I'm going to have Martin walk you through because there's been a lot of activity at About, and I think a very clear understanding of what's going on there is important.

Yes, it's important to have the full background on About to understand what the business is and where it might be going. During the third quarter of last year, we implemented, I think Janet noted this in her remarks, a mandated design change by Google to the way we display their AdSense product. And that had an immediate negative impact on our CPC business beginning in August 2010. In addition, during the back half of last year, algorithmic modifications at Google further negatively affected our CPC business. In the display area, where we grew 39% in Q2 of 2010, we began to see pressure in Q4 of last year as more money flowed to social media and exchange-traded buying in the middle part of the market. So as we entered 2011, this created a kind of perfect storm as 2 major algorithmic changes at Google, they refer to as Panda, Panda 1 and Panda 2, in Q1, significantly impacted our traffic. And the display trends toward social media and exchange-traded buying intensified again in the middle part of the market. So during the second quarter, these display trends were magnified at About as a very, very hot market for digital sales talent created volatility in the sales force. So during this past quarter, we made a management change at the top at About and have been working very hard, as Janet said, to put a new growth plan in place, a revitalized management team and a new sales force. And we are very pleased with the progress that we've made in just a couple of months. So we're now on the process of rolling out a much more disciplined sales plan. We're increasing the number of guides and growing our content corpus. We've hired a number of new sales people. We've created a Hispanic channel, and we will be adding to that over the coming months. We're more than doubling the number of videos in the corpus. And we have a significant initiative underway in both the social media and mobile app arenas.

Are you expecting though -- and tell us, if obviously, if its annualized now, but for the third quarter here, are you expecting the About.com's revenue performance in the third quarter to be similar to what you saw in the second quarter? I guess the concern here is if this continues a lot longer, it's gone a long way to offset the great gains you guys do on the paywall on the share front. Is it always -- if it continues to be like this?

We expect to have continued volatility into the third quarter. Some of these things will begin to cycle through. And Janet mentioned the improvement on the design change, so there should be some improvement in the third quarter on CPC. But the business will remain volatile through the third quarter. And as we get into next year and implement this changes, we expect to see improved results obviously, just based in some part on cycles. So that's the short answer.

We'll take our next question from William Bird with Lazard Capital.

I was wondering if you could just talk about the impact the iTunes store launches had on digital subscription sales. And also if you could just discuss how you think about capital returns after the Carlos Slim debt repayment.

I'll start on the capital sub question. We've obviously made great progress over the last several years, and clearly putting 14% debt behind us is another pretty big step for us. We're still -- so I think on the pure kind of net debt side of the balance sheet, you're getting into pretty comfortable territory there. But we still have pension funding issues that we're addressing. But we're certainly clearly getting closer to the point where we can consider those things. And part of that we'll consider -- continue to work at how we find growth and enhance growth in the acquisition area. So we put all those things together, I think we're in a way better position. But right now, I think our priority still has to be getting some of the pension funding behind us, and once we do that, I think we'll be in a better position.

On the iTunes launch, as you know, this actually did not launch in the second quarter, it launched July 1. It was a very smooth launch. We're tracking it closely, but at this point, we're not disclosing results or the impact of the launch.

And could you talk about kind of initiatives to kind of increment subscriber growth? You've had some success with the Lincoln initiative. Is it likely you'll do more things like that?

Yes, we absolutely will plan to do things like that. As you can imagine the advertising community, just on that particular one, took great notice of the Lincoln sponsorship and there are active conversations with the advertising community about sponsorships around the digital subscription plan. As I mentioned in an earlier answer, there are a number of initiatives planned both on a product and marketing front, as well as investing in our capabilities. We're making an investment in our analytics capabilities, for example, to give us a better predictive modeling capability. As I mentioned, we will be launching both group and corporate accounts, as well as gift subscriptions, which should also help to increment the subscriptions. Next year, and again I know this is a little far forward looking, but the Lincoln promotion, as you know, goes through this year so we do believe we have a great opportunity when those engaged users go through the sponsorship phase to increment them to paying subscribers.

I would just add, also, I guess I would call it phase two of the launch that included the additional member of the household as part of your subscription. And Kindle and Barnes & Noble Nook being added, that's comparatively new, Bill. So I think that there is a real opportunity there primarily because the timing has been just recent of those additions.

And have you seen any change in conversion rates on the subs that you have promoting to?

We're very -- as I said earlier, we're extremely happy with the conversion rates, and we're really just rolling into the first 90-day analysis because this is only 3 months old. But we are very, very pleased with what we are seeing to date.

We'll take our next question from John Janedis with UBS.

Can you give us, if possible, just a little more granularity on circulation, meaning how different was churn in the second quarter relative to the first quarter? Have you seen a shift in subscriptions from the weekdays to the weekends? And what was the actual total change in print copies for the quarter?

Yes. Since launch, we've seen a change in the rate of subscription orders, that's improved. We've also seen a change -- a positive change in the rate of cancellations, that's slowed noticeably. When we take those 2 effects, what we see is a moderation in the overall copy loss in Q2. The print portion year-over-year for Sunday in Q2 was a decrease of 2.3%. That's an improvement of 1.5 points over the drop we saw in Q1. And the daily in Q2 was down 4.5%. That's an improvement of 1 percentage point over what we saw in Q1. We actually have more subscribers now, absolute number of subscribers than we did at year-end 2010, which gets a bit to your mix question. So we're seeing increased orders across all of our offerings, 7-day, 5-day, the weekend and Sunday but the increase is skewing more towards the weekend and Sunday.

I'm sorry just to kick in, it's Martin. Going back to the About question. Craig, I think you mentioned a thought that the About declines would offset the upside on the paywall. Our analysis is that the About declines don't nearly offset the paywall upside. So I think you're on a wrong track there.

Martin, while I got you, I know you talked a lot about About over the past year or so, and I'm wondering given the ongoing changes from Google, could that lead to a continuation of pressure there on revenue that really more than offsets the investment you're making to block that impact?

Well I mean, what I didn't get a chance to say at the end of my comment on Craig's question was that the purpose of Google's algorithmic changes are to increase the quality of the content returns, and we support that. And their algorithmic changes have often benefited us in the past. These 2 changes that were made at the beginning of the year were, in my view, very, very extreme. And I obviously can't tell you what additional changes will happen in the future. But I can say that in the past, changes have benefited us. Changes have sometimes affected us negatively. We've always been able to respond to them, and we believe we can do that in the future. The purpose of Google's change is not some abstraction, it's to improve quality. And we believe that the quality of our content on About is very, very high. Moreover, we're not doing any scraping, anything like that, that would bother somebody who was creating a search engine. We don't do that. It's not what we do. So, any of the things that we believe they are trying to address in their changes are things that we support. So I think over time, this is going to have a positive impact on us. But I think obviously, for the short term, I used the word volatility in the third quarter, that's where we are. We're working our way through it. The improvements in the content, we're addressing. We've said that. And I think over the long term, you're going to see that our methodology with the guides is the right one. So that's a long winded answer to your question, but I think that's how we feel.

May I ask one last question on advertising? What are you seeing -- maybe a 2 part, what are you seeing in some legal and other category within classified? Has there been a change in foreclosures or other notices in terms of whether being advertised? And then secondly, I think the movie category looks a little bit soft at the start of the third quarter, is it a function of more sequels advertising less? And can you also talk about what you're seeing in the financials and autos?

As far as the legal, we aren't seeing major changes now in the way they've advertised on foreclosures, no.

In terms of what we're seeing so far in July, let me just start by saying, as you all know, the economic uncertainty is significant and continue to impact our advertisers' commitment, which of course makes it difficult for us to project forward what spending is going to look like. And so whatever I say about July, and I'll give you a little bit of color on the categories that you asked for, may not be indicative of what happens in the quarter. Specifically on your question about the studio business, you are correct. There are several sequels, and they tend not to be supported the same way as new genres, which were very well supported in Q2. So that is what we're seeing in the entertainment sector. As far as financial is concerned, we are seeing a quiet retail banking sector due mostly to the poor results that they've mostly just announced lack of product and the uncertainty regarding pending legislation. And I'm sorry, did you ask about one more category? I can't remember.

Yes, auto.

Yes, automotive. So that sector is definitely seeing a weakness due to the deeper impact of the earthquake and the resulting supply-chain impact. However, we do believe that based upon conversations we're hearing from advertisers that this is likely to be a timing issue as they are still talking about many product launches later this year and early next year.

And we'll take our next question from Leo Kulp with Citigroup.

Two quick questions, if I may. First, can you talk about the change in digital ad revenues at The New York Times specifically? And did you sort of see a slowdown like Yahoo! and WebMD did? And then second, can you remind us when you anniversary-ed the BP image campaign and what the impact of that was on results?

So let me take the digital question first. As we reported in the script, the News Media Group saw a 16% growth in digital advertising revenues in the quarter. So I think we had a very, very, very strong month and we're very pleased with that performance. We did see in the quarter, our digital advertising revenue again, this is just at the News Media Group, improved. So we think that's a very good trend. We did not experience what Yahoo! experienced. As a matter of fact, if I recall from reading the Yahoo! transcript, they had made mention of the fact that they were not able to sell as successfully their direct premium advertising and therefore, they were selling more remnant, which is much lower rate. That is not the case at The New York Times. When you look at all of our premium units, we either had the same sell-through or a better sell-through than we had last year. So we're very pleased with the digital performances this past quarter.

On BP, the heaviest spending actually will take place on a comp basis in the third quarter. And Janet's remarks suggested that about 1.5 of the print decline in the second quarter, which leads us to -- the math on that would be about $3.5 million of national advertising. And similar in that range, as far as the impact on the third quarter, you would expect as well, and the number becomes quite modest, almost nothing on the fourth quarter.

We'll take our next question from Edward Atorino with Benchmark.

I got a couple of questions. On the -- any extent that there was a sort of a cannibalization or a shift of some of the print advertising to online, in any way to comment on that, number one. Number two, could the strength in circulation be due to your very effective promotional campaign and nothing regarding any relationship to the paid model?

The strength in circulation is a little bit of both. I think that the moderating that Roland outlined in regard to attrition is something that should be taken into consideration. But also, the fact that we have seen an increase in home delivery orders due to the paid model and their desire to receive all digital access.

Ed, it's Denise. I don't know that we've seen any change in terms of your first question. I mean for the past year, the metrics that we look at in terms of cross-platform sales has continued to hold. So over the past year, about 80% of our print advertisers are running digitally. So I think that gives you a good sense as to how advertisers are looking at us. We have a very strong cross-platform story, and it's very well received in the advertising community.

Is there a pacing comment you can make regarding the online numbers both in terms of circulation and advertising? So the July numbers, August numbers.

No, I think it's too early for us to predict how the quarter will roll out. I think what we've said about July, it being so early in July, we've noted that we think that it will look like second quarter in regard to the ad revenues, I think that's as far as we can go right now at.

A question for Jim, on the charge for the debt reduction, is that going to be in the third quarter?

Yes.

What was it $20 million, $26 million.

No, the losses I believe is $46 million.

$40 million something?

$46 million.

$46 million. And that's in the third quarter?

That's in the third quarter.

And in terms of year-to-year cost decline, it's going to be sort of back loaded on the fourth quarter?

Yes.

For 2012, any early comment on cost plans?

Too early to comment on that.

Finally, I wouldn't think Google is out to help anybody, Martin. I think they are out to get everybody.

Well it's our job to be able to make sure that our content is of the quality that we want it to be, and we've always wanted to be at. That's our job.

It's not about Google, it's about the quality of our content.

Yes, okay. I thought you were looking for help from Google.

No, not at all. We're not naive about Google.

Let's take a follow-up question from Craig Huber with Access 3:42.

Yes. Could you give us a little more specifics, if you would, about the number of paying digital subs by the 3 tiers you have there? You mentioned briefly, but could you give us a little more help on that, how it breaks down. The 220,000 number?

What's that?

That 220,000 number, how it sort of breaks down between the 3 tiers.

Yes. As I said, earlier, we're not disclosing that number. But a bigger percentage is weighted towards the web and smartphone bundle, as you would imagine.

Which is the $15 offer. As you know, there's $15, $20, $35.

And then my other question, off topic here, [indiscernible] question, online help wanted, what was the percent change there for your company in the second quarter?

Online help wanted, down 7.1% [indiscernible] wide.

Did it stay [ph] somewhere at your flagship paper?

Yes, it was.

And it appears there are no further questions at this time. I'd like to turn the conference back over to today's presenters for any additional or closing remarks.

Thank you for joining us today. If you have any more questions, please give us a call.

And that concludes today's conference. Thank you for your participation.