New York Times Company 8-K 2014
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 10, 2014
The New York Times Company
(Exact name of registrant as specified in its charter)
Registrants telephone number, including area code: (212) 556-1234
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
On December 10, 2014, The New York Times Company (the Company) filed a prospectus supplement under its effective Registration Statement on Form S-3 (Reg. No. 333-194161) (the Registration Statement) pursuant to Rule 424(b)(2) under the Securities Act of 1933, as amended. The prospectus supplement covers the offer and sale of up to 559 shares of Class A common stock, par value $0.10 per share (the Shares), issuable by the Company upon the exercise of 559 outstanding warrants (the Warrants). The Warrants were issued to certain holders of the Companys Class B common stock, par value $0.10 per share, in February 2009 pursuant to the preemptive right provisions contained in the Companys Certificate of Incorporation in connection with a private financing in which warrants with similar terms were issued to private investors.
Morgan, Lewis & Bockius LLP has provided to the Company a legal opinion respecting the validity of the Shares, which opinion is filed as Exhibit 5.1 to this Current Report on Form 8-K and incorporated by reference into the Registration Statement.
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 hereunto duly authorized.