0001145443-14-000029.txt : 20140110 0001145443-14-000029.hdr.sgml : 20140110 20140110141408 ACCESSION NUMBER: 0001145443-14-000029 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140110 DATE AS OF CHANGE: 20140110 GROUP MEMBERS: MANULIFE ASSET MANAGEMENT (US) LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Avalon Rare Metals Inc. CENTRAL INDEX KEY: 0001362898 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-87270 FILM NUMBER: 14521378 BUSINESS ADDRESS: STREET 1: SUITE 1901 - 130 ADELAIDE STREET WEST CITY: TORONTO STATE: A6 ZIP: M5H 3P5 BUSINESS PHONE: 416-364-4938 MAIL ADDRESS: STREET 1: SUITE 1901 - 130 ADELAIDE STREET WEST CITY: TORONTO STATE: A6 ZIP: M5H 3P5 FORMER COMPANY: FORMER CONFORMED NAME: Avalon Ventures Ltd DATE OF NAME CHANGE: 20060516 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MANULIFE FINANCIAL CORP CENTRAL INDEX KEY: 0001086888 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 200 BLOOR ST EAST CITY: TORONTO STATE: A6 ZIP: M4W1E5 BUSINESS PHONE: 416-926-3000 MAIL ADDRESS: STREET 1: 200 BLOOR ST EAST CITY: TORONTO STATE: A6 ZIP: M4W1E5 SC 13G/A 1 d31048.htm SC 13G/A Sched 13G JHA.dot  (SCHED1~1.DOT;1)



SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



SCHEDULE 13G



Under the Securities Exchange Act of 1934

(Amendment No.  1)*



Avalon Rare Metals Inc.

(Name of Issuer)


Common Stock

(Title of Class of Securities)


053470100

(CUSIP Number)


December 31, 2013

(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:


X

    Rule 13d-1(b)

 

 

 

    Rule 13d-1(c)

 

 

 

    Rule 13d-1(d)


*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 the disclosures provided in a prior cover page.


The information required in 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).




PAGE 1 OF 7 PAGES



CUSIP No.   053470100

 

 


1

NAME OF REPORTING PERSON


Manulife Financial Corporation

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  o

(b)  o

N/A

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION


Canada




Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

5

SOLE VOTING POWER


-0-

6

SHARED VOTING POWER


-0-

7

SOLE DISPOSITIVE POWER


-0-

8

SHARED DISPOSITIVE POWER


-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON


None, except through its indirect, wholly-owned subsidiary, Manulife Asset Management (US) LLC

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*


N/A

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9


See line 9 above.

12

TYPE OF REPORTING PERSON*


HC

*SEE INSTRUCTIONS




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CUSIP No.   053470100

 

 


1

NAME OF REPORTING PERSON


Manulife Asset Management (US) LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  o

(b)  o

N/A

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION


Delaware




Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

5

SOLE VOTING POWER


451,700

6

SHARED VOTING POWER


-0-

7

SOLE DISPOSITIVE POWER


451,700

8

SHARED DISPOSITIVE POWER


-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON


451,700

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*


N/A

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9


0.44%

12

TYPE OF REPORTING PERSON*


IA

*SEE INSTRUCTIONS





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Item 1(a)

Name of Issuer:
Avalon Rare Metals Inc.


Item 1(b)

Address of Issuer's Principal Executive Offices:
130 Adelaide Street West, Suite 1901
Toronto, Ontario  M5H 3P5
Canada


Item 2(a)

Name of Person Filing:
This filing is made on behalf of Manulife Financial Corporation ("MFC") and MFC’s indirect, wholly-owned subsidiary, Manulife Asset Management (US) LLC ("MAM (US)").


Item 2(b)

Address of Principal Business Office:
The principal business office of MFC is located at 200 Bloor Street East, Toronto, Ontario, Canada, M4W 1E5.
The principal business office of MAM (US) is located at 101 Huntington Avenue, Boston, Massachusetts 02199.


Item 2(c)

Citizenship:
MFC is organized and exists under the laws of Canada.
MAM (US) is organized and exists under the laws of the State of Delaware.


Item 2(d)

Title of Class of Securities:
Common Stock


Item 2(e)

CUSIP Number:
053470100


Item 3

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:


MFC:

(g) (X)

a parent holding company or control person in
accordance with §240.13d-1(b)(1)(ii)(G).


MAM (US):

(e) (X)

an investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E).


Item 4

Ownership:


(a)  Amount Beneficially Owned:  MAM (US) has beneficial ownership of 451,700 shares of Common Stock.  Through its parent-subsidiary relationship to MAM (US), MFC may be deemed to have beneficial ownership of these same shares.


(b)

Percent of Class:  Of the 103,796,986 shares outstanding as of August 31, 2013, according to the issuer's Registration Statement filed on Form 40-F with the SEC on December 2, 2013, MAM (US) held 0.44%.


(c)  Number of shares as to which the person has:


(i)

sole power to vote or to direct the vote:
MAM (US) has sole power to vote or to direct the voting of the shares of Common Stock it beneficially owns.


(ii)

shared power to vote or to direct the vote:  -0-



PAGE 4 OF 7 PAGES



(iii)

sole power to dispose or to direct the disposition of:
MAM (US) has sole power to dispose or to direct the disposition of the shares of Common Stock it beneficially owns.


(iv)

shared power to dispose or to direct the disposition of:  -0-


Item 5

Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].



Item 6

Ownership of More than Five Percent on Behalf of Another Person:
Not applicable.


Item 7

Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
See Items 3 and 4 above.


Item 8

Identification and Classification of Members of the Group:
Not applicable.


Item 9

Notice of Dissolution of Group:
Not applicable.


Item 10

Certification:
By signing below the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.










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SIGNATURE


After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.


Manulife Financial Corporation


By:

/s/ Kenneth G. Pogrin

Name:

Kenneth G. Pogrin

Dated:  January 10, 2014

Title:

Attorney in Fact*


Manulife Asset Management (US) LLC


By:

/s/ William E. Corson

Name:

William E. Corson

Dated:  January 10, 2014

Title:

Vice President and Chief Compliance Officer


* Signed pursuant to a Power of Attorney dated January 17, 2008 included as an Exhibit to Schedule 13G filed with the Securities and Exchange Commission by Manulife Financial Corporation on January 24, 2008.







PAGE 6 OF 7 PAGES



EXHIBIT A

JOINT FILING AGREEMENT


Manulife Financial Corporation and Manulife Asset Management (US) LLC agree that the Schedule 13G  (Amendment No. 1) to which this Agreement is attached, relating to the Common Stock of Avalon Rare Metals Inc., is filed on behalf of each of them.



Manulife Financial Corporation


By:

/s/ Kenneth G. Pogrin

Name:

Kenneth G. Pogrin

Dated:  January 10, 2014

Title:

Attorney in Fact*


Manulife Asset Management (US) LLC


By:

/s/ William E. Corson

Name:

William E. Corson

Dated:  January 10, 2014

Title:

Vice President and Chief Compliance Officer



* Signed pursuant to a Power of Attorney dated January 17, 2008 included as an Exhibit to Schedule 13G filed with the Securities and Exchange Commission by Manulife Financial Corporation on January 24, 2008.








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