N-CSR 1 a_jhfundsiii.htm JOHN HANCOCK FUNDS III a_jhfundsiii.htm
UNITED STATES 
SECURITIES AND EXCHANGE COMMISSION 
Washington, D.C. 20549 
 
FORM N-CSR 
 
CERTIFIED SHAREHOLDER REPORT OF REGISTERED 
 
MANAGEMENT INVESTMENT COMPANIES 
 
Investment Company Act file number 811-21777 
 
John Hancock Funds III 
(Exact name of registrant as specified in charter) 
 
601 Congress Street, Boston, Massachusetts 02210 
(Address of principal executive offices) (Zip code) 
 
Salvatore Schiavone
Treasurer
 
601 Congress Street 
 
Boston, Massachusetts 02210 
 
(Name and address of agent for service) 
 
Registrant's telephone number, including area code: 617-663-4497 
 
Date of fiscal year end:  March 31 
 
Date of reporting period:  March 31, 2013 

 

ITEM 1. REPORTS TO STOCKHOLDERS.





A look at performance

Total returns for the period ended March 31, 2013

  Average annual total returns (%)    Cumulative total returns (%)   
  with maximum sales charge    with maximum sales charge   

  1-year  5-year  10-year  1-year  5-year  10-year 

Class A1  1.16  2.02  7.72  1.16  10.50  110.38 

Class B1  0.58  1.87  7.14  0.58  9.70  99.29 

Class C1  4.58  2.23  7.13  4.58  11.65  99.20 

Class I1,2  6.81  3.46  8.64  6.81  18.55  129.04 

Class R11,2  5.99  2.62  7.56  5.99  13.82  107.16 

Class R21,2  6.23  1.79  6.74  6.23  9.25  92.03 

Class R31,2  6.09  2.74  7.67  6.09  14.45  109.34 

Class R41,2  6.50  3.05  8.00  6.50  16.24  115.81 

Class R51,2  6.74  3.35  8.31  6.74  17.93  122.25 

Class R61,2  6.86  3.49  8.69  6.86  18.71  130.04 

Class T1,2  1.05  1.67  7.16  1.05  8.64  99.66 

Class ADV1,2  6.59  3.21  8.37  6.59  17.09  123.42 

Class NAV1,2  6.94  3.54  8.73  6.94  18.98  131.02 

 

Performance figures assume all distributions have been reinvested. Figures reflect maximum sales charge on Class A and Class T shares of 5%, and the applicable contingent deferred sales charge (CDSC) on Class B and Class C shares. The Class B shares’ CDSC declines annually between years 1 to 6 according to the following schedule: 5, 4, 3, 3, 2, 1%. No sales charge will be assessed after the sixth year. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable to Class I, Class R1, Class R2, Class R3, Class R4, Class R5, Class R6, Class ADV and Class NAV shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from those disclosed in the Financial highlights tables in this report. The fee waivers and expense limitations are contractual until at least 6-30-14 for Class R1, Class R2, Class R3, Class R4, Class R5, Class R6 and Class ADV shares. Had the fee waivers and expense limitations not been in place, gross expenses would apply. For all other classes, the net expenses equal the gross expenses. The expense ratios are as follows:

  Class A  Class B  Class C  Class I  Class R1  Class R2*  Class R3  Class R4  Class R5  Class R6  Class T  Class ADV  Class NAV 
Net (%)  1.25  2.05  2.09  0.89  1.70  1.45  1.60  1.20  1.00  0.86  1.35  1.14  0.78 
Gross (%)  1.25  2.05  2.09  0.89  7.01  2.73  15.84  15.34  15.05  1.56  1.35  1.33  0.78 

 

* Expenses have been estimated for the Class’s first full year of operations.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For performance data current to the most recent month end, please call 1-800-225-5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The Fund’s performance results reflect any applicable fee waivers or expense reductions, without which the expenses would increase and results would have been less favorable.

See the following page for footnotes.

6  Rainier Growth Fund | Annual report 

 




    With maximum  Without     
  Start date  sales charge  sales charge  Index 1  Index 2 

Class B3  3-31-03  $19,929  $19,929  $22,678  $22,866 

Class C3  3-31-03  19,920  19,920  22,678  22,866 

Class I2  3-31-03  22,904  22,904  22,678  22,866 

Class R12  3-31-03  20,716  20,716  22,678  22,866 

Class R22  3-31-03  19,203  19,203  22,678  22,866 

Class R32  3-31-03  20,934  20,934  22,678  22,866 

Class R42  3-31-03  21,581  21,581  22,678  22,866 

Class R52  3-31-03  22,225  22,225  22,678  22,866 

Class R62  3-31-03  23,004  23,004  22,678  22,866 

Class T2  3-31-03  19,966  21,021  22,678  22,866 

Class ADV2  3-31-03  22,342  22,342  22,678  22,866 

Class NAV2  3-31-03  23,102  23,102  22,678  22,866 

 

S&P 500 Index is an unmanaged index that includes 500 widely traded common stocks.

Russell 1000 Growth Index is an unmanaged index containing those securities in the Russell 1000 Index with a greater-than-average growth orientation.

It is not possible to invest directly in an index. Index figures do not reflect expenses or sales charges, which would have resulted in lower values if they did.

Footnotes related to performance pages

1 On 4-25-08, through a reorganization, the Fund acquired all of the assets of Rainier Large Cap Growth Equity Portfolio (the Predecessor Fund). On that date, the Predecessor Fund’s Original class shares and Institutional class shares were exchanged for Class A and Class I shares, respectively, of John Hancock Rainier Growth Fund. Class A, Class B, Class C, Class I, Class R1, Class R3, Class R4, Class R5, Class ADV and Class NAV shares of John Hancock Rainier Growth Fund were first offered on 4-28-08; Class R2 shares were first offered on 3-1-12. The returns prior to these dates are those of the Predecessor fund’s Original shares that have been recalculated to reflect the gross fees and expenses of Class A, Class B, Class C, Class I, Class R1, Class R3, Class R4, Class R5, Class ADV, Class NAV and Class R2 shares, as applicable. Class T shares were first offered on 10-6-08. The returns prior to this date are those of Class A shares that have been recalculated to apply the gross fees and expenses of Class T shares. Class R6 shares were first offered on 9-1-11. The returns prior to this date are those of the Predecessor Funds Original class shares, first offered on 6-15-00, and the returns of the fund’s Class A shares (from inception, 4-28-08) which have been recalculated to apply the estimated fees and expenses of Class R6 shares.

2 For certain types of investors, as described in the Fund’s prospectuses.

3 The contingent deferred sales charge is not applicable.

Annual report | Rainier Growth Fund  7 

 



Management’s discussion of
Fund performance

From the Portfolio Management Team
Rainier Investment Management, Inc.

U.S. equities posted strong returns for the year ended March 31, 2013. Gains came in the third quarter of 2012 upon further intervention by central banks to help stimulate global economic growth, and again in early 2013, following a legislative agreement to stave off automatic federal tax increases and spending cuts in the U.S. Improving U.S. economic data, continued low interest rates and reasonable stock valuations also helped. The S&P 500 Index finished the 12-month period up 13.96%. For the 12 months ended March 31, 2013, John Hancock Rainier Growth Fund’s Class A shares returned 6.48%, excluding sales charges. Over the same period, the Fund’s benchmark, the Russell 1000 Growth Index, climbed 10.09%, and its peer group, the Morningstar, Inc. large growth funds category, advanced 8.43%.†

Security selection detracted versus the benchmark index, particularly in the information technology sector. Individual disappointments included social networking site Facebook, Inc., whose stock sank amid worries over a drop in user activity, and shares of data storage leader EMC Corp., which fell as corporate spending on technology slowed. An investment in wide area network optimization company Riverbed Technology, Inc. also detracted from performance due to an earnings miss and a large acquisition. We sold the position before period end. Stock picks in the consumer discretionary sector further hindered performance. By contrast, investments in financials and materials aided relative performance. Top individual contributors included biotechnology leader Gilead Sciences, Inc. within health care, whose shares rallied sharply thanks to positive test results for its new hepatitis C treatment. The stock of online retailer eBay, Inc. within consumer discretionary gained from shifting to a pay-it-now format and expanding its PayPal payment system.

This commentary reflects the views of the portfolio management team through the end of the period discussed in this report. The team’s statements reflect its own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

Growth stocks may be subject to greater price fluctuations because their prices tend to place more emphasis on earnings expectations. Foreign investing, especially in emerging markets, has additional risks, such as currency and market volatility and political and social instability. Large company stocks as a group could fall out of favor with the market, causing the Fund to underperform. Hedging and other strategic transactions may increase volatility of a fund and, if the transaction is not successful, could result in a significant loss. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Figures from Morningstar, Inc. include reinvested dividends and do not take into account sales charges. Actual load-adjusted performance is lower.

8  Rainier Growth Fund | Annual report 

 



Your expenses

These examples are intended to help you understand your ongoing operating expenses of investing in the Fund so you can compare these costs with the ongoing costs of investing in other mutual funds.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about the Fund’s actual ongoing operating expenses, and is based on the Fund’s actual return. It assumes an account value of $1,000.00 on October 1, 2012 with the same investment held until March 31, 2013.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,070.00  $6.40 

Class B  1,000.00  1,064.90  10.71 

Class C  1,000.00  1,064.90  10.71 

Class I  1,000.00  1,071.40  4.70 

Class R1  1,000.00  1,067.40  8.76 

Class R2  1,000.00  1,068.30  7.48 

Class R3  1,000.00  1,068.00  8.25 

Class R4  1,000.00  1,069.70  6.19 

Class R5  1,000.00  1,071.10  5.16 

Class R6  1,000.00  1,071.40  4.44 

Class T  1,000.00  1,069.10  6.91 

Class ADV  1,000.00  1,070.10  5.88 

Class NAV  1,000.00  1,072.10  4.08 

 

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at March 31, 2013, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

 

Annual report | Rainier Growth Fund  9 

 



Your expenses

Hypothetical example for comparison purposes

This table allows you to compare the Fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not the Fund’s actual return). It assumes an account value of $1,000.00 on October 1, 2012, with the same investment held until March 31, 2013. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses. Please remember that these hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,018.70  $6.24 

Class B  1,000.00  1,014.60  10.45 

Class C  1,000.00  1,014.60  10.45 

Class I  1,000.00  1,020.40  4.58 

Class R1  1,000.00  1,016.50  8.55 

Class R2  1,000.00  1,017.70  7.29 

Class R3  1,000.00  1,017.00  8.05 

Class R4  1,000.00  1,018.90  6.04 

Class R5  1,000.00  1,019.90  5.04 

Class R6  1,000.00  1,020.60  4.33 

Class T  1,000.00  1,018.20  6.74 

Class ADV  1,000.00  1,019.20  5.74 

Class NAV  1,000.00  1,021.00  3.98 

 

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

1 Expenses are equal to the Fund’s annualized expense ratio of 1.24%, 2.08%, 2.08%, 0.91%, 1.70%, 1.45%, 1.60%, 1.20%, 1.00% 0.86%, 1.34%, 1.14% and 0.79% for Class A, Class B, Class C, Class I, Class R1, Class R2, Class R3, Class R4, Class R5, Class R6, Class T, Class ADV and Class NAV shares, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

10  Rainier Growth Fund | Annual report 

 



Portfolio summary

Top 10 Holdings (27.5% of Net Assets on 3-31-13)1,2     

Google, Inc., Class A  4.4%  QUALCOMM, Inc.  2.5% 

 
Apple, Inc.  3.8%  Visa, Inc., Class A  2.3% 

 
Amazon.com, Inc.  2.8%  Accenture PLC, Class A  2.3% 

 
Gilead Sciences, Inc.  2.7%  Anheuser-Busch InBev NV, ADR  2.1% 

 
Comcast Corp., Class A  2.5%  The Walt Disney Company  2.1% 

 
 
Sector Composition1,3       

Information Technology  28.7%  Materials  5.6% 

 
Consumer Discretionary  20.3%  Financials  4.4% 

 
Health Care  13.7%  Energy  3.5% 

 
Industrials  11.5%  Telecommunication Services  2.5% 

 
Consumer Staples  9.5%  Short-Term Investments & Other  0.3% 

 

 

1 As a percentage of net assets on 3-31-13.

2 Cash and cash equivalents not included.

3 Growth stocks may be subject to greater price fluctuations because their prices tend to place more emphasis on earnings expectations. Foreign investing, especially in emerging markets, has additional risks, such as currency and market volatility and political and social instability. Large company stocks as a group could fall out of favor with the market, causing the Fund to underperform. Hedging and other strategic transactions may increase volatility of a fund and, if the transaction is not successful, could result in a significant loss. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Annual report | Rainier Growth Fund  11 

 



Fund’s investments

As of 3-31-13

  Shares  Value 
Common Stocks 99.7%  $1,063,697,410 

(Cost $868,440,998)     
 
Consumer Discretionary 20.3%    217,170,997 
 
Hotels, Restaurants & Leisure 0.6%     

Starwood Hotels & Resorts Worldwide, Inc.  100,180  6,384,470 
 
Internet & Catalog Retail 3.8%     

Amazon.com, Inc. (I)  110,570  29,465,799 

priceline.com, Inc. (I)  16,740  11,515,948 
 
Media 8.4%     

CBS Corp., Class B  444,280  20,743,433 

Comcast Corp., Class A  632,420  26,567,964 

Discovery Communications, Inc., Class A (I)  194,430  15,309,418 

Liberty Global, Inc., Class A (I)  72,370  5,311,958 

The Walt Disney Company  387,780  22,025,904 
 
Multiline Retail 0.9%     

Nordstrom, Inc.  181,740  10,037,500 
 
Specialty Retail 2.6%     

The Home Depot, Inc.  259,750  18,125,355 

Tractor Supply Company  90,960  9,471,665 
 
Textiles, Apparel & Luxury Goods 4.0%     

Michael Kors Holdings, Ltd. (I)  215,890  12,260,393 

NIKE, Inc., Class B  264,370  15,600,474 

Ralph Lauren Corp.  84,760  14,350,716 
 
Consumer Staples 9.5%    101,290,389 
 
Beverages 3.6%     

Anheuser-Busch InBev NV, ADR  222,210  22,121,006 

Diageo PLC, ADR  128,800  16,208,192 
 
Food & Staples Retailing 4.0%     

Costco Wholesale Corp.  159,940  16,971,233 

CVS Caremark Corp.  275,240  15,135,448 

Whole Foods Market, Inc.  126,690  10,990,358 
 
Household Products 0.2%     

Church & Dwight Company, Inc.  33,290  2,151,533 
 
Personal Products 1.7%     

The Estee Lauder Companies, Inc., Class A (L)  276,630  17,712,619 

 

12  Rainier Growth Fund | Annual report  See notes to financial statements 

 



  Shares  Value 
Energy 3.5%    $36,988,038 
 
Energy Equipment & Services 2.6%     

Cameron International Corp. (I)  157,920  10,296,384 

Schlumberger, Ltd.  226,410  16,955,845 
 
Oil, Gas & Consumable Fuels 0.9%     

Anadarko Petroleum Corp.  111,330  9,735,809 
 
Financials 4.4%    46,576,374 
 
Capital Markets 2.9%     

T. Rowe Price Group, Inc.  192,220  14,391,511 

The Goldman Sachs Group, Inc.  109,720  16,145,298 
 
Diversified Financial Services 1.5%     

IntercontinentalExchange, Inc. (I)(L)  98,360  16,039,565 
 
Health Care 13.7%    146,700,719 
 
Biotechnology 5.1%     

BioMarin Pharmaceutical, Inc. (I)  157,420  9,800,969 

Celgene Corp. (I)  140,720  16,310,855 

Gilead Sciences, Inc. (I)(L)  589,190  28,829,067 
 
Health Care Equipment & Supplies 0.9%     

Intuitive Surgical, Inc. (I)  19,400  9,529,086 
 
Health Care Providers & Services 1.3%     

Catamaran Corp. (I)  258,800  13,724,164 
 
Life Sciences Tools & Services 1.0%     

Illumina, Inc. (I)(L)  197,990  10,691,460 
 
Pharmaceuticals 5.4%     

Actavis, Inc. (I)  114,420  10,539,226 

Allergan, Inc. (L)  186,635  20,834,065 

Novo Nordisk A/S, ADR  120,660  19,486,590 

Shire PLC, ADR  76,130  6,955,237 
 
Industrials 11.5%    122,824,905 
 
Aerospace & Defense 3.6%     

Honeywell International, Inc.  229,730  17,310,156 

Precision Castparts Corp.  110,810  21,011,792 
 
Electrical Equipment 3.3%     

AMETEK, Inc.  452,035  19,600,238 

Eaton Corp. PLC  253,890  15,550,763 
 
Machinery 1.9%     

Cummins, Inc.  173,950  20,145,150 
 
Professional Services 1.1%     

Verisk Analytics, Inc., Class A (I)  185,760  11,448,389 
 
Road & Rail 1.6%     

Kansas City Southern  160,130  17,758,417 

 

See notes to financial statements  Annual report | Rainier Growth Fund  13 

 



    Shares  Value 
Information Technology 28.7%      $306,037,582 
 
Communications Equipment 2.5%       

BancTec, Inc. (I)(S)    197,026  321,152 

QUALCOMM, Inc.    394,700  26,425,165 
 
Computers & Peripherals 5.2%       

Apple, Inc.    91,500  40,500,645 

EMC Corp. (I)    650,755  15,546,537 
 
Electronic Equipment, Instruments & Components 0.7%     

Trimble Navigation, Ltd. (I)    250,720  7,511,571 
 
Internet Software & Services 6.7%       

eBay, Inc. (I)    225,090  12,204,380 

Facebook, Inc., Class A (I)    481,060  12,305,515 

Google, Inc., Class A (I)    59,110  46,935,113 
 
IT Services 7.6%       

Accenture PLC, Class A    328,620  24,965,261 

Mastercard, Inc., Class A (L)    40,040  21,666,845 

Teradata Corp. (I)(L)    154,540  9,042,135 

Visa, Inc., Class A (L)    147,255  25,009,789 
 
Software 6.0%       

Citrix Systems, Inc. (I)    146,850  10,596,696 

Intuit, Inc. (L)    173,550  11,393,558 

Red Hat, Inc. (I)    200,430  10,133,741 

Salesforce.com, Inc. (I)(L)    86,780  15,518,867 

SAP AG, ADR (L)    198,170  15,960,612 
 
Materials 5.6%      59,446,672 
 
Chemicals 4.7%       

Ecolab, Inc.    143,190  11,480,974 

LyondellBasell Industries NV, Class A    171,850  10,876,387 

Monsanto Company    183,000  19,330,290 

Praxair, Inc.    75,060  8,372,192 
 
Metals & Mining 0.9%       

Freeport-McMoRan Copper & Gold, Inc.    283,590  9,386,829 
 
Telecommunication Services 2.5%      26,661,734 
 
Diversified Telecommunication Services 1.1%       

American Tower Corp.    151,150  11,626,458 
 
Wireless Telecommunication Services 1.4%       

Crown Castle International Corp. (I)    215,900  15,035,276 
 
  Yield (%)  Shares  Value 
Securities Lending Collateral 12.3%      $131,096,084 

(Cost $131,083,568)       
 
John Hancock Collateral Investment Trust (W)  0.2481 (Y)  13,098,213  131,096,084 

 

14  Rainier Growth Fund | Annual report  See notes to financial statements 

 



  Yield (%)  Shares  Value 
Short-Term Investments 0.5%      $5,829,607 

(Cost $5,829,607)       
 
Money Market Funds 0.5%      5,829,607 
 
State Street Institutional US Government       
Money Market Fund  0.0241 (Y)  5,829,607  5,829,607 
 
Total investments (Cost $1,005,354,173)112.5%  $1,200,623,101 

 
Other assets and liabilities, net (12.5%)      ($133,162,578) 

 
Total net assets 100.0%    $1,067,460,523 

 

 

The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund.

ADR American Depositary Receipts

(I) Non-income producing security.

(L) A portion of this security is on loan as of 3-31-13.

(S) These securities are exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold, normally to qualified institutional buyers, in transactions exempt from registration.

(W) Investment is an affiliate of the Fund, the advisor and/or subadvisor. This investment represents collateral recieved for securities lending.

(Y) The rate shown is the annualized seven-day yield as of 3-31-13.

† At 3-31-13, the aggregate cost of investment securities for federal income tax purposes was $1,010,395,877. Net unrealized appreciation aggregated $190,227,224, of which $200,796,581 related to appreciated investment securities and $10,569,357 related to depreciated investment securities.

See notes to financial statements  Annual report | Rainier Growth Fund  15 

 



F I N A N C I A L   S T A T E M E N T S

Financial statements

Statement of assets and liabilities 3-31-13

This Statement of assets and liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum public offering price per share.

Assets   

Investments in unaffiliated issuers, at value (Cost $874,270,605) including   
$126,109,699 of securities loaned  $1,069,527,017 
Investments in affiliated issuers, at value (Cost $131,083,568)  131,096,084 
 
Total investments, at value (Cost $1,005,354,173)  1,200,623,101 
Receivable for investments sold  9,312,302 
Receivable for fund shares sold  841,937 
Dividends and interest receivable  778,539 
Receivable for securities lending income  14,334 
Receivable due from advisor  2,282 
Other receivables and prepaid expenses  160,493 
 
Total assets  1,211,732,988 
 
Liabilities   

Payable for investments purchased  11,987,538 
Payable for fund shares repurchased  858,592 
Payable upon return of securities loaned  131,088,795 
Payable to affiliates   
Accounting and legal services fees  20,509 
Transfer agent fees  80,015 
Trustees’ fees  52,449 
Other liabilities and accrued expenses  184,567 
 
Total liabilities  144,272,465 
 
Net assets  1,067,460,523 
 
Net assets consist of   

Paid-in capital  $905,704,568 
Undistributed net investment income  540,400 
Accumulated net realized gain (loss) on investments  (34,053,373) 
Net unrealized appreciation (depreciation) on investments  195,268,928 
 
Net assets  $1,067,460,523 

 

16  Rainier Growth Fund | Annual report  See notes to financial statements 

 



F I N A N C I A L   S T A T E M E N T S

Statement of assets and liabilities (continued)

Net asset value per share   

Based on net asset values and shares outstanding — the Fund has an   
unlimited number of shares authorized with no par value   
Class A ($355,873,849 ÷ 14,635,671 shares)1  $24.32 
Class B ($20,255,902 ÷ 863,384 shares)1  $23.46 
Class C ($17,372,688 ÷ 740,849 shares)1  $23.45 
Class I ($112,651,238 ÷ 4,542,364 shares)  $24.80 
Class R1 ($388,320 ÷ 16,249 shares)  $23.90 
Class R2 ($110,133 ÷ 4,454.34 shares)  $24.72 
Class R3 ($106,975 ÷ 4,452 shares)  $24.03 
Class R4 ($109,271 ÷ 4,478 shares)  $24.40 
Class R5 ($110,186 ÷ 4,460 shares)  $24.71 
Class R6 ($4,122,236 ÷ 165,927 shares)  $24.84 
Class T ($72,926,416 ÷ 3,021,867 shares)  $24.13 
Class ADV ($20,374,314 ÷ 829,382 shares)  $24.57 
Class NAV ($463,058,995 ÷ 18,625,094 shares)  $24.86 
 
Maximum offering price per share   

Class A (net asset value per share ÷ 95%)2  $25.60 
Class T (net asset value per share ÷ 95%)2  $25.40 

 

1 Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

2 On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

See notes to financial statements  Annual report | Rainier Growth Fund  17 

 



F I N A N C I A L   S T A T E M E N T S

Statement of operations For the year ended 3-31-13

This Statement of operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income   

Dividends  $13,208,382 
Securities lending  233,184 
Interest  1,247 
Less foreign taxes withheld  (75,267) 
 
Total investment income  13,367,546 
 
Expenses   

Investment management fees  8,250,073 
Distribution and service fees  1,531,734 
Accounting and legal services fees  222,673 
Transfer agent fees  1,085,704 
Trustees’ fees  73,155 
State registration fees  193,968 
Printing and postage  91,919 
Professional fees  102,553 
Custodian fees  130,899 
Registration and filing fees  58,988 
Other  49,534 
 
Total expenses  11,791,200 
Less expense reductions  (127,752) 
 
Net expenses  11,663,448 
 
Net investment income  1,704,098 
 
Realized and unrealized gain (loss)   

 
Net realized gain (loss) on   
Investments in unaffiliated issuers  157,793,592 
Investments in affiliated issuers  (3,963) 
 
  157,789,629 
Change in net unrealized appreciation (depreciation) of   
Investments in unaffiliated issuers  (99,636,272) 
Investments in affiliated issuers  (2,680) 
 
  (99,638,952) 
 
Net realized and unrealized gain  58,150,677 
 
Increase in net assets from operations  $59,854,775 

 

18  Rainier Growth Fund | Annual report  See notes to financial statements 

 



F I N A N C I A L   S T A T E M E N T S

Statements of changes in net assets

These Statements of changes in net assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

  Year  Year 
  ended  ended 
  3-31-13  3-31-12 
 
Increase (decrease) in net assets     

 
From operations     
Net investment income (loss)  $1,704,098  ($2,801,661) 
Net realized gain  157,789,629  120,269,463 
Change in net unrealized appreciation (depreciation)  (99,638,952)  (57,579,735) 
 
Increase in net assets resulting from operations  59,854,775  59,888,067 
 
Distributions to shareholders     
From net investment income     
Class I  (133,627)   
Class R5  (50)   
Class R6  (4,078)   
Class NAV  (612,300)   
 
Total distributions  (750,055)   
 
From Fund share transactions  (250,750,666)  (422,108,385) 
 
Total decrease  (191,645,946)  (362,220,318) 
 
Net assets     

Beginning of year  1,259,106,469  1,621,326,787 
 
End of year  $1,067,460,523  $1,259,106,469 
 
Undistributed (accumulated distributions in excess of) net     
investment income  $540,400  ($746,014) 

 

See notes to financial statements  Annual report | Rainier Growth Fund  19 

 



Financial highlights

The Financial highlights show how the Fund’s net asset value for a share has changed during the period.

CLASS A SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $22.84  $21.32  $18.31  $12.84  $20.91 
Net investment income (loss)2  (0.01)  (0.09)  (0.06)  (0.03)  (0.01) 
Net realized and unrealized gain (loss) on investments  1.49  1.61  3.07  5.50  (8.06) 
Total from investment operations  1.48  1.52  3.01  5.47  (8.07) 
Net asset value, end of period  $24.32  $22.84  $21.32  $18.31  $12.84 
Total return (%)3,4  6.48  7.13  16.44  42.60  (38.59) 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  $356  $369  $413  $384  $193 
Ratios (as a percentage of average net assets):           
Expenses before reductions  1.25  1.27  1.30  1.45  1.47 
Expenses net of fee waivers  1.25  1.27  1.30  1.38  1.18 
Expenses net of fee waivers and credits  1.25  1.27  1.30  1.34  1.18 
Net investment loss  (0.04)  (0.45)  (0.33)  (0.18)  (0.04) 
Portfolio turnover (%)  92  90  90  102  101 

 

1 After the close of business on 4-25-08, holders of Original Shares of the former Rainier Large Cap Growth Equity Portfolio (the Predecessor Fund) became owners of an equal number of full and fractional Class A shares of the John Hancock Rainier Growth Fund. These shares were first offered on 4-28-08. Additionally, the accounting and performance history of the Original Shares of the Predecessor Fund was redesignated as that of John Hancock Rainier Growth Fund Class A.
2 Based on the average daily shares outstanding.
3 Does not reflect the effect of sales charges, if any.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.

 

CLASS B SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $22.22  $20.90  $18.10  $12.79  $22.46 
Net investment loss2  (0.19)  (0.25)  (0.21)  (0.15)  (0.09) 
Net realized and unrealized gain (loss) on investments  1.43  1.57  3.01  5.46  (9.58) 
Total from investment operations  1.24  1.32  2.80  5.31  (9.67) 
Net asset value, end of period  $23.46  $22.22  $20.90  $18.10  $12.79 
Total return (%)3,4  5.58  6.32  15.47  41.52  (43.05)5 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  $20  $25  $31  $37  $27 
Ratios (as a percentage of average net assets):           
Expenses before reductions  2.06  2.07  2.13  2.45  2.826 
Expenses net of fee waivers  2.06  2.07  2.10  2.11  2.056 
Expenses net of fee waivers and credits  2.06  2.07  2.10  2.09  2.046 
Net investment loss  (0.86)  (1.24)  (1.13)  (0.94)  (0.75)6 
Portfolio turnover (%)  92  90  90  102  1017 

 

1 The inception date for Class B shares is 4-28-08.
2 Based on the average daily shares outstanding.
3 Does not reflect the effect of sales charges, if any.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.
7 Portfolio turnover is shown for the period from 4-1-08 to 3-31-09.

 

20  Rainier Growth Fund | Annual report  See notes to financial statements 

 



CLASS C SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $22.21  $20.90  $18.10  $12.79  $22.46 
Net investment loss2  (0.19)  (0.26)  (0.21)  (0.15)  (0.09) 
Net realized and unrealized gain (loss) on investments  1.43  1.57  3.01  5.46  (9.58) 
Total from investment operations  1.24  1.31  2.80  5.31  (9.67) 
Net asset value, end of period  $23.45  $22.21  $20.90  $18.10  $12.79 
Total return (%)3,4  5.58  6.27  15.47  41.52  (43.05)5 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  $17  $20  $22  $24  $15 
Ratios (as a percentage of average net assets):           
Expenses before reductions  2.07  2.11  2.16  2.34  2.826 
Expenses net of fee waivers  2.07  2.10  2.10  2.21  2.056 
Expenses net of fee waivers and credits  2.07  2.10  2.10  2.09  2.046 
Net investment loss  (0.88)  (1.27)  (1.13)  (0.93)  (0.77)6 
Portfolio turnover (%)  92  90  90  102  1017 

 

1 The inception date for Class C shares is 4-28-08.
2 Based on the average daily shares outstanding.
3 Does not reflect the effect of sales charges, if any.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.
7 Portfolio turnover is shown for the period from 4-1-08 to 3-31-09.

 

CLASS I SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $23.24  $21.61  $18.50  $12.92  $20.98 
Net investment income (loss)2  0.06  (0.02)  0.02  0.04  0.04 
Net realized and unrealized gain (loss) on investments  1.52  1.65  3.11  5.54  (8.09) 
Total from investment operations  1.58  1.63  3.13  5.58  (8.05) 
Less distributions           
From net investment income  (0.02)    (0.02)  3  (0.01) 
Net asset value, end of period  $24.80  $23.24  $21.61  $18.50  $12.92 
Total return (%)4  6.81  7.54  16.93  43.20  (38.36) 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  $113  $256  $237  $208  $133 
Ratios (as a percentage of average net assets):           
Expenses before reductions  0.91  0.91  0.86  0.90  0.86 
Expenses net of fee waivers and credits  0.91  0.91  0.86  0.90  0.86 
Net investment income (loss)  0.25  (0.08)  0.10  0.26  0.22 
Portfolio turnover (%)  92  90  90  102  101 

 

1 After the close of business on 4-25-08, holders of Institutional Shares of the former Rainier Large Cap Growth Equity Portfolio (the Predecessor Fund) became owners of an equal number of full and fractional Class I shares of the John Hancock Rainier Growth Fund. These shares were first offered on 4-28-08. Additionally, the accounting and performance history of the Institutional Shares of the Predecessor Fund was redesignated as that of John Hancock Rainier Growth Fund Class I.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.

 

See notes to financial statements  Annual report | Rainier Growth Fund  21 

 



CLASS R1 SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $22.55  $21.14  $18.23  $12.84  $22.46 
Net investment loss2  (0.11)  (0.17)  (0.14)  (0.11)  (0.08) 
Net realized and unrealized gain (loss) on investments  1.46  1.58  3.05  5.50  (9.54) 
Total from investment operations  1.35  1.41  2.91  5.39  (9.62) 
Net asset value, end of period  $23.90  $22.55  $21.14  $18.23  $12.84 
Total return (%)3  5.99  6.67  15.96  41.98  (42.83)4 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  5  5  5  5  5 
Ratios (as a percentage of average net assets):           
Expenses before reductions  5.79  7.03  8.39  13.91  8.706 
Expenses net of fee waivers and credits  1.70  1.70  1.72  1.78  1.646 
Net investment loss  (0.49)  (0.86)  (0.75)  (0.65)  (0.50)6 
Portfolio turnover (%)  92  90  90  102  1017 

 

1 The inception date for Class R1 shares is 4-28-08.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Less than $500,000.
6 Annualized.
7 Portfolio turnover is shown for the period from 4-1-08 to 3-31-09.

 

CLASS R2 SHARES Period ended  3-31-13  3-31-121 
 
Per share operating performance     

Net asset value, beginning of period  $23.27  $22.45 
Net investment income (loss)2  (0.06)  3 
Net realized and unrealized gain on investments  1.51  0.82 
Total from investment operations  1.45  0.82 
Net asset value, end of period  $24.72  $23.27 
Total return (%)4  6.23  3.655 
 
Ratios and supplemental data     

Net assets, end of period (in millions)  6  6 
Ratios (as a percentage of average net assets):     
Expenses before reductions  20.41  15.967 
Expenses net of fee waivers and credits  1.45  1.457 
Net investment loss  (0.24)  (0.12)7 
Portfolio turnover (%)  92  908 

 

1 The inception date for Class R2 shares is 3-1-12.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Less than $500,000.
7 Annualized.
8 Portfolio turnover is shown for the period from 4-1-11 to 3-31-12.

 

22  Rainier Growth Fund | Annual report  See notes to financial statements 

 



CLASS R3 SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $22.65  $21.21  $18.27  $12.85  $22.46 
Net investment loss2  (0.09)  (0.16)  (0.12)  (0.07)  (0.06) 
Net realized and unrealized gain (loss) on investments  1.47  1.60  3.06  5.49  (9.55) 
Total from investment operations  1.38  1.44  2.94  5.42  (9.61) 
Net asset value, end of period  $24.03  $22.65  $21.21  $18.27  $12.85 
Total return (%)3  6.09  6.79  16.09  42.18  (42.79)4 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  5  5  5  5  5 
Ratios (as a percentage of average net assets):           
Expenses before reductions  15.02  15.86  16.72  13.68  8.576 
Expenses net of fee waivers and credits  1.60  1.59  1.61  1.62  1.546 
Net investment loss  (0.39)  (0.76)  (0.64)  (0.46)  (0.40)6 
Portfolio turnover (%)  92  90  90  102  1017 

 

1 The inception date for Class R3 shares is 4-28-08.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Less than $500,000.
6 Annualized.
7 Portfolio turnover is shown for the period from 4-1-08 to 3-31-09.

 

CLASS R4 SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $22.91  $21.40  $18.38  $12.88  $22.46 
Net investment income (loss)2  3  (0.10)  (0.06)  (0.03)  (0.02) 
Net realized and unrealized gain (loss) on investments  1.49  1.61  3.08  5.53  (9.56) 
Total from investment operations  1.49  1.51  3.02  5.50  (9.58) 
Net asset value, end of period  $24.40  $22.91  $21.40  $18.38  $12.88 
Total return (%)4  6.50  7.06  16.43  42.70  (42.65)5 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  6  6  6  6  6 
Ratios (as a percentage of average net assets):           
Expenses before reductions  14.55  15.46  16.45  13.33  8.267 
Expenses net of fee waivers and credits  1.22  1.29  1.31  1.32  1.247 
Net investment income (loss)  0.01  (0.46)  (0.34)  (0.16)  (0.10)7 
Portfolio turnover (%)  92  90  90  102  1018 

 

1 The inception date for Class R4 shares is 4-28-08.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Less than $500,000.
7 Annualized.
8 Portfolio turnover is shown for the period from 4-1-08 to 3-31-09.

 

See notes to financial statements  Annual report | Rainier Growth Fund  23 

 



CLASS R5 SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $23.16  $21.56  $18.47  $12.91  $22.46 
Net investment income (loss)2  0.05  (0.03)  (0.02)  0.02  0.03 
Net realized and unrealized gain (loss) on investments  1.51  1.63  3.12  5.54  (9.57) 
Total from investment operations  1.56  1.60  3.10  5.56  (9.54) 
Less distributions           
From net investment income  (0.01)    (0.01)  3  (0.01) 
Net asset value, end of period  $24.71  $23.16  $21.56  $18.47  $12.91 
Total return (%)4  6.74  7.42  16.78  43.07  (42.48)5 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  6  6  6  6  6 
Ratios (as a percentage of average net assets):           
Expenses before reductions  14.16  15.07  16.17  12.97  7.957 
Expenses net of fee waivers and credits  1.00  0.99  1.01  1.02  0.947 
Net investment income  0.21  (0.16)  (0.03)  0.14  0.207 
Portfolio turnover (%)  92  90  90  102  1018 

 

1 The inception date for Class R5 shares is 4-28-08.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Less than $500,000.
7 Annualized.
8 Portfolio turnover is shown for the period from 4-1-08 to 3-31-09.

 

CLASS R6 SHARES Period ended  3-31-13  3-31-121 
 
Per share operating performance     

Net asset value, beginning of period  $23.27  $20.01 
Net investment income2  0.08  0.03 
Net realized and unrealized gain on investments  1.51  3.23 
Total from investment operations  1.59  3.26 
Less distributions     
From net investment income  (0.02)   
Net asset value, end of period  $24.84  $23.27 
Total return (%)3  6.86  16.294 
 
Ratios and supplemental data     

Net assets, end of period (in millions)  $4  $4 
Ratios (as a percentage of average net assets):     
Expenses before reductions  1.33  1.585 
Expenses net of fee waivers and credits  0.86  0.865 
Net investment income  0.34  0.205 
Portfolio turnover (%)  92  906 

 

1 The inception date for Class R6 shares is 9-1-11.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Annualized.
6 Portfolio turnover is shown for the period from 4-1-11 to 3-31-12.

 

24  Rainier Growth Fund | Annual report  See notes to financial statements 

 



CLASS T SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $22.69  $21.20  $18.24  $12.86  $16.59 
Net investment loss2  (0.03)  (0.11)  (0.09)  (0.11)  (0.05) 
Net realized and unrealized gain (loss) on investments  1.47  1.60  3.05  5.49  (3.68) 
Total from investment operations  1.44  1.49  2.96  5.38  (3.73) 
Net asset value, end of period  $24.13  $22.69  $21.20  $18.24  $12.86 
Total return (%)3,4  6.35  7.03  16.23  41.84  (22.48)5 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  $73  $77  $83  $83  $72 
Ratios (as a percentage of average net assets):           
Expenses before reductions  1.33  1.37  1.47  1.84  2.076 
Expenses net of fee waivers  1.33  1.37  1.47  1.84  1.996 
Expenses net of fee waivers and credits  1.33  1.37  1.47  1.84  1.986 
Net investment loss  (0.13)  (0.54)  (0.50)  (0.69)  (0.74)6 
Portfolio turnover (%)  92  90  90  102  1017 

 

1 The inception date for Class T shares is 10-6-08.
2 Based on the average daily shares outstanding.
3 Does not reflect the effect of sales charges, if any.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.
7 Portfolio turnover is shown for the period from 4-1-08 to 3-31-09.

 

CLASS ADV SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $23.05  $21.49  $18.43  $12.90  $22.46 
Net investment income (loss)2  0.02  (0.06)  (0.03)  3  (0.01) 
Net realized and unrealized gain (loss) on investments  1.50  1.62  3.09  5.53  (9.55) 
Total from investment operations  1.52  1.56  3.06  5.53  (9.56) 
Net asset value, end of period  $24.57  $23.05  $21.49  $18.43  $12.90 
Total return (%)4  6.59  7.26  16.60  42.87  (42.56)5 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  $20  $20  $22  $18  $17 
Ratios (as a percentage of average net assets):           
Expenses before reductions  1.33  1.35  1.37  1.25  1.146 
Expenses net of fee waivers and credits  1.14  1.14  1.14  1.14  1.146 
Net investment income (loss)  0.08  (0.31)  (0.17)  0.01  (0.04)6 
Portfolio turnover (%)  92  90  90  102  1017 

 

1 The inception date for Class ADV shares is 4-28-08.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.
7 Portfolio turnover is shown for the period from 4-1-08 to 3-31-09.

 

See notes to financial statements  Annual report | Rainier Growth Fund  25 

 



CLASS NAV SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $23.28  $21.63  $18.51  $12.91  $22.46 
Net investment income2  0.09  0.01  0.03  0.05  0.04 
Net realized and unrealized gain (loss) on investments  1.52  1.64  3.11  5.55  (9.57) 
Total from investment operations  1.61  1.65  3.14  5.60  (9.53) 
Less distributions           
From net investment income  (0.03)    (0.02)  3  (0.02) 
Net asset value, end of period  $24.86  $23.28  $21.63  $18.51  $12.91 
Total return (%)4  6.94  7.63  17.00  43.38  (42.44)5 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  $463  $487  $813  $708  $400 
Ratios (as a percentage of average net assets):           
Expenses before reductions  0.79  0.80  0.80  0.82  0.836 
Expenses net of fee waivers and credits  0.79  0.80  0.80  0.82  0.836 
Net investment income  0.39  0.05  0.16  0.33  0.266 
Portfolio turnover (%)  92  90  90  102  1017 

 

1 The inception date for Class NAV shares is 4-28-08.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.
7 Portfolio turnover is shown for the period from 4-1-08 to 3-31-09.

 

26  Rainier Growth Fund | Annual report  See notes to financial statements 

 



Notes to financial statements

Note 1 — Organization

John Hancock Rainier Growth Fund (the Fund) is a series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek to maximize long-term capital appreciation.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of assets and liabilities. Class A and Class C shares are offered to all investors. Class I shares are offered to institutions and certain investors. Class R1, Class R2, Class R3, Class R4 and Class R5 shares are available only to certain retirement plans. Class R6 shares are only available to certain retirement plans, institutions and other investors. Class B, Class T and Class ADV shares are closed to new investors. Class NAV shares are offered to John Hancock affiliated funds of funds and certain 529 plans. Shareholders of each class have exclusive voting rights to matters that affect that class. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees, if any, transfer agent fees, printing and postage and state registration fees for each class may differ.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates and those differences could be significant. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. In order to value the securities, the Fund uses the following valuation techniques: Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then the securities are valued using the last quoted bid or evaluated price. Investments by the Fund in open-end mutual funds, including John Hancock Collateral Investment Trust (JHCIT), are valued at their respective net asset values each business day. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rates supplied by an independent pricing service. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Other portfolio securities and assets, where reliable market quotations are not available, are valued at fair value as determined in good faith by the Fund’s Pricing Committee following procedures established by the Board of Trustees, which include price verification procedures. The frequency with which these fair valuation procedures are used cannot be predicted.

The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes securities valued using quoted prices in active markets for identical securities. Level 2 includes securities valued using other significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these inputs are received from independent pricing vendors and brokers and are based on an evaluation of

Annual report | Rainier Growth Fund  27 

 



the inputs described. Level 3 includes securities valued using significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. Factors used in determining value may include market or issuer specific events or trends, changes in interest rates and credit quality. The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy.

The following is a summary of the values by input classification of the Fund’s investments as of March 31, 2013, by major security category or type:

        LEVEL 3 
      LEVEL 2  SIGNIFICANT 
  TOTAL MARKET  LEVEL 1  SIGNIFICANT  UNOBSERVABLE 
  VALUE AT 3-31-13  QUOTED PRICE  OBSERVABLE INPUTS  INPUTS 

Common Stocks         
Consumer Discretionary  $217,170,997  $217,170,997     
Consumer Staples  101,290,389  101,290,389     
Energy  36,988,038  36,988,038     
Financials  46,576,374  46,576,374     
Health Care  146,700,719  146,700,719     
Industrials  122,824,905  122,824,905     
Information Technology  306,037,582  305,716,430    $321,152 
Materials  59,446,672  59,446,672     
Telecommunication         
Services  26,661,734  26,661,734     
Securities Lending         
Collateral  131,096,084  131,096,084     
Short-Term Investments  5,829,607  5,829,607     
 
Total Investments in         
Securities  $1,200,623,101  $1,200,301,949    $321,152 

 

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Dividend income is recorded on the ex-date, except for dividends of foreign securities where the dividend may not be known until after the ex-date. In those cases, dividend income, net of withholding taxes, is recorded when the Fund becomes aware of the dividends. Foreign taxes are provided for based on the Fund’s understanding of the tax rules and rates that exist in the foreign markets in which it invests. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation.

Securities lending. The Fund may lend its securities to earn additional income. It receives cash collateral from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its collateral in JHCIT, an affiliate of the Fund, which has a floating net asset value (NAV) and invests in short-term investments as part of the securities lending program, and as a result, the Fund will receive the benefit of any gains and bear any losses generated by JHCIT. Although risk of the loss of the securities lent is mitigated by holding the collateral and through securities lending provider indemnification, the Fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the securities or if collateral investments decline in value or possible loss of rights in the collateral should the borrower fail financially. The Fund may receive compensation for lending its securities by retaining a portion of the return on the investment of the collateral and compensation from fees earned from borrowers of the securities. Net income received from JHCIT is a component of securities lending income as recorded on the Statement of operations.

28  Rainier Growth Fund | Annual report 

 



Foreign taxes. The Fund may be subject to withholding tax on income or capital gains or repatriation taxes as imposed by certain countries in which the Fund invests. Taxes are accrued based upon investment income, realized gains or unrealized appreciation.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to the Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian may have a lien, security interest or security entitlement in any Fund property that is not otherwise segregated or pledged, to the maximum extent permitted by law, to the extent of any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with Citibank N.A. that enables them to participate in a $300 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis and is reflected in other expenses on the Statement of operations. Prior to March 27, 2013, the Fund participated in a $100 million unsecured line of credit, also with Citibank, with terms otherwise similar to the existing agreement. Commitment fees for the year ended March 31, 2013 were $2,289. For the year ended March 31, 2013, the Fund had no borrowings under the line of credit.

Expenses. Within the John Hancock Funds complex, expenses that are directly attributable to an individual fund are allocated to such fund. Expenses that are not readily attributable to a specific fund are allocated among all funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the fund’s relative net assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses and realized and unrealized gains (losses) are determined at the fund level and allocated daily to each class of shares based on the net assets of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, printing and postage and state registration fees, for all classes, are calculated daily at the class level based on the appropriate net assets of each class and the specific expense rates applicable to each class.

Federal income taxes. The Fund intends to continue to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law.

For federal income tax purposes, the Fund has a capital loss carryforward of $34,031,547 available to offset future net realized capital gains as of March 31, 2013. The following details the capital loss carryforward available as of March 31, 2013:

CAPITAL LOSS CARRYFORWARD EXPIRING AT MARCH 31   
2016  2017  2018 

$10,450,734  $8,874,309  $14,706,504 

 

Annual report | Rainier Growth Fund  29 

 



Availability of a certain amount of the loss carryforwards, which was acquired in a merger, may be limited in a given year.

As of March 31, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, derecognition or disclosure. The Fund’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-date. The Fund generally declares and pays dividends and capital gain distributions, if any, annually. The tax character of distributions for the years ended March 31, 2013 and March 31, 2012 was as follows:

  MARCH 31, 2013  MARCH 31, 2012 

Ordinary Income  $750,055   

 

Distributions paid by the Fund with respect to each class of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of class level expenses that may be applied differently to each class. As of March 31, 2013, the components of distributable earnings on a tax basis consisted of $591,111 and $5,019,878 of undistributed ordinary income and long-term capital gain, respectively.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences, if any, will reverse in a subsequent period. Book-tax differences are primarily attributable to wash sale loss deferrals and litigation proceeds.

Note 3 — Guarantees and indemnifications

Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust, including the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss from such claims is considered remote.

Note 4 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Advisor) serves as investment advisor for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Advisor, serves as principal underwriter of the Trust. The Advisor and the Distributor are indirect, wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management contract with the Advisor under which the Fund pays a daily management fee to the Advisor based on aggregate net assets of the Fund and John Hancock Growth Equity Trust (Growth Equity). Growth Equity is a series of John Hancock Variable Insurance Trust (JHVIT), an affiliate of the Fund, managed by the Advisor. The management fee is equivalent, on an annual basis, to the sum of: (a) 0.730% of the first $3,000,000,000 of the Funds’ aggregate net assets; (b) 0.725% of the next $3,000,000,000; and (c) 0.700% of the Funds’ aggregate net assets in excess of $6,000,000,000. The Advisor has a subadvisory agreement with Rainier Investment Management, Inc. The Fund is not responsible for payment of the subadvisory fees.

30  Rainier Growth Fund | Annual report 

 



The Advisor has agreed to reimburse or limit certain expenses for each share class of the Fund. This agreement excludes certain expenses such as taxes, brokerage commissions, interest expense, litigation and indemnification expenses and other extraordinary expenses, acquired fund fees and expenses paid indirectly and short dividend expense. The fee waivers and/or expense reimbursements are such that these expenses will not exceed 1.35%, 2.10%, 2.10%, 1.70%, 1.45%, 1.60%, 1.20%, 1.00%, 0.86%, 1.40% and 1.14% for Class A, Class B, Class C, Class R1, Class R2, Class R3, Class R4, Class R5, Class R6, Class T and Class ADV shares, respectively. The fee waivers and/or expense reimbursements will continue in effect until June 30, 2013 for Class A, Class B, Class C and Class T shares and June 30, 2014 for Class R1, Class R2, Class R3, Class R4, Class R5, Class R6 and Class ADV shares, unless renewed by mutual agreement of the Fund and the Advisor based upon a determination that this is appropriate under the circumstances at the time. Prior to July 1, 2012, the fee waivers and/or reimbursements were such that the above expenses would not exceed 1.04% and 1.30% for Class I and Class R4 shares, respectively.

For the year ended March 31, 2013, expense reductions amounted to the following:

  EXPENSE 
CLASS  REDUCTIONS 

Class A   
Class B   
Class C   
Class I   
Class R1  $12,665 
Class R2  19,348 
Class R3  13,313 
Class R4  13,359 
Class R5  13,407 
Class R6  18,671 
Class T   
Class ADV  36,905 
Class NAV   
Total  $127,668 

 

The investment management fees, including the impact of the waivers and expense reimbursements described above, incurred for the year ended March 31, 2013 were equivalent to a net annual effective rate of 0.72% of the Fund’s average daily net assets.

Accounting and legal services. Pursuant to a service agreement, the Fund reimburses the Advisor for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services to the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports, among other services. These expenses are allocated to each share class based on its relative net assets at the time the expense was incurred. These accounting and legal services fees incurred for the year ended March 31, 2013 amounted to an annual rate of 0.02% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B, Class C, Class R1, Class R2, Class R3, Class R4, Class R5, Class T and Class ADV shares pursuant to Rule 12b-1 under the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. In addition, under a service plan for Class R1 and Class R2 shares, the Fund pays for certain other services. The Fund pays the following contractual rates of distribution fees and may pay up to the following contractual rates of service fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares. Currently, only 0.25% is charged to Class A shares for Rule 12b-1 fees.

Annual report | Rainier Growth Fund  31 

 



CLASS  12b–1 FEES  SERVICE FEE 

Class A  0.30%   
Class B  1.00%   
Class C  1.00%   
Class R1  0.50%  0.25% 
Class R2  0.25%  0.25% 
Class R3  0.50%  0.15% 
Class R4  0.25%  0.10% 
Class R5    0.05% 
Class T  0.30%   
Class ADV  0.25%   

 

The Fund’s distributor has contractually agreed to waive 0.10% of Rule 12b-1 fees of Class R4 shares. This expense limitation agreement will remain in effect through June 30, 2014, unless renewed by mutual agreement of the Fund and the distributor based upon a determination that this is appropriate under the circumstances at the time. Reimbursements related to this contractual waiver amounted to $84 for the year ended March 31, 2013.

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $270,525 for the year ended March 31, 2013. Of this amount, $43,482 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $206,523 was paid as sales commissions to broker-dealers and $20,520 was paid as sales commissions to sales personnel of Signator Investors, Inc., a broker-dealer affiliate of the Advisor.

Class A, Class B and Class C shares may be subject to contingent deferred sales charges (CDSCs). Certain Class A shares that are acquired through purchases of $1 million or more and are redeemed within one year of purchase are subject to a 1.00% sales charge. Class B shares that are redeemed within six years of purchase are subject to CDSCs, at declining rates, beginning at 5.00%. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC. CDSCs are applied to the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended March 31, 2013, CDSCs received by the Distributor amounted to $3,513, $30,948 and $695 for Class A, Class B and Class C shares, respectively.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (Signature Services), an affiliate of the Advisor. The transfer agent fees paid to Signature Services are determined based on the cost to Signature Services (Signature Services Cost) of providing recordkeeping services. The Signature Services Cost includes a component of allocated John Hancock corporate overhead for providing transfer agent services to the Fund and to all other John Hancock affiliated funds. It also includes out-of-pocket expenses that are comprised of payments made to third-parties for recordkeeping services provided to their clients who invest in one or more John Hancock funds. In addition, Signature Services Cost may be reduced by certain fees that Signature Services receives in connection with retirement and small accounts. Signature Services Cost is calculated monthly and allocated, as applicable, to four categories of share classes: Institutional Share Classes, Retirement Share Classes, Municipal Bond Classes and all other Retail Share Classes. Within each of these categories, the applicable costs are allocated to the affected John Hancock affiliated funds and/or classes, based on the relative average daily net assets.

32  Rainier Growth Fund | Annual report 

 



Class level expenses. Class level expenses for the year ended March 31, 2013 were:

  DISTRIBUTION  TRANSFER  STATE  PRINTING AND 
CLASS  AND SERVICE FEES  AGENT FEES  REGISTRATION FEES  POSTAGE 

Class A  $870,452  $656,343  $23,481  $49,873 
Class B  218,485  41,236  14,441  2,360 
Class C  177,266  33,443  14,442  2,512 
Class I    182,203  17,296  9,297 
Class R1  1,772  89  13,441  182 
Class R2  255  29  19,528  208 
Class R3  496  28  13,491  100 
Class R4  252  29  13,491  101 
Class R5    29  13,491  101 
Class R6    1,135  19,660  637 
Class T  214,973  135,123  15,899  21,966 
Class ADV  47,783  36,017  15,307  4,582 
Total  $1,531,734  $1,085,704  $193,968  $91,919 

 

Trustee expenses. The Fund compensates each Trustee who is not an employee of the Advisor or its affiliates. Under the John Hancock Group of Funds Deferred Compensation Plan (the Plan) which was terminated in November 2012, certain Trustees could have elected, for tax purposes, to defer receipt of this compensation. Any deferred amounts were invested in various John Hancock funds. The investment of deferred amounts and the offsetting liability are included within Other receivables and prepaid expenses and Payable to affiliates — Trustees’ fees, respectively, in the accompanying Statement of assets and liabilities. Plan assets will be liquidated in accordance with the Plan documents.

Note 5 — Fund share transactions

Transactions in Fund shares for the years ended March 31, 2013 and March 31, 2012 were as follows:

    Year ended 3-31-13    Year ended 3-31-12 
  Shares  Amount  Shares  Amount 
Class A shares         

Sold  2,459,590  $55,505,262  2,982,111  $60,697,246 
Repurchased  (3,962,238)  (89,534,415)  (6,197,404)  (126,529,063) 
 
Net decrease  (1,502,648)  ($34,029,153)  (3,215,293)  ($65,831,817) 
 
Class B shares         

Sold  100,853  $2,195,177  155,579  $3,179,748 
Repurchased  (368,746)  (8,048,812)  (484,924)  (9,781,399) 
 
Net decrease  (267,893)  ($5,853,635)  (329,345)  ($6,601,651) 
 
Class C shares         

Sold  34,781  $764,812  48,801  $987,160 
Repurchased  (181,088)  (3,932,366)  (200,676)  (4,023,972) 
 
Net decrease  (146,307)  ($3,167,554)  (151,875)  ($3,036,812) 
 
Class I shares         

Sold  1,284,922  $29,260,470  3,692,205  $79,386,454 
Distributions reinvested  5,669  130,574     
Repurchased  (7,763,269)  (179,262,056)  (3,646,337)  (75,657,265) 
 
Net increase (decrease)  (6,472,678)  ($149,871,012)  45,868  $3,729,189 

 

Annual report | Rainier Growth Fund  33 

 



    Year ended 3-31-13    Year ended 3-31-12 
  Shares  Amount  Shares  Amount 
Class R1 shares         

Sold  4,312  $97,671  1,655  $34,233 
Repurchased  (479)  (11,060)  (120)  (2,418) 
 
Net increase  3,833  $86,611  1,535  $31,815 
 
Class R2 shares1         

Sold      4,454  $100,000 
 
Net increase      4,454  $100,000 
 
Class R4 shares         

Sold  26  $577     
 
Net increase  26  $577     
 
Class R5 shares         

Distributions reinvested  2  50     
 
Net increase  2  $50     
 
Class R6 shares2         

Sold  5,445  $124,800  201,117  $4,115,663 
Distributions reinvested  177  4,078     
Repurchased  (19,869)  (459,000)  (20,943)  (463,792) 
 
Net increase (decrease)  (14,247)  ($330,122)  180,174  $3,651,871 
 
Class T shares         

Sold  46,822  $1,041,302  59,064  $1,198,635 
Repurchased  (424,692)  (9,484,303)  (588,255)  (12,008,541) 
 
Net decrease  (377,870)  ($8,443,001)  (529,191)  ($10,809,906) 
 
Class ADV shares         

Sold  200,655  $4,623,049  307,836  $6,173,627 
Repurchased  (258,405)  (5,908,494)  (454,933)  (9,293,059) 
 
Net increase  (57,750)  ($1,285,445)  (147,097)  ($3,119,432) 
 
Class NAV shares         

Sold  4,043,108  $92,780,115  553,245  $11,322,437 
Distributions reinvested  26,529  612,300     
Repurchased  (6,377,748)  (141,250,397)  (17,225,950)  (351,544,079) 
 
Net decrease  (2,308,111)  ($47,857,982)  (16,672,705)  ($340,221,642) 
 
Net decrease  (11,143,643)  ($250,750,666)  (20,813,475)  ($422,108,385) 

 

1 The inception date for Class R2 shares is 3-1-12.

2 The inception date for Class R6 shares is 9-1-11.

There were no Fund share transactions for the years ended March 31, 2013 and March 31, 2012 for Class R3 shares.

Affiliates of the Fund owned 55%, 100%, 100%, 99%, 100% and 100% of shares of beneficial interest of Class R1, Class R2, Class R3, Class R4, Class R5 and Class NAV shares, respectively, on March 31, 2013.

Note 6 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities, aggregated $1,027,416,400 and $1,269,684,871, respectively, for the year ended March 31, 2013.

34  Rainier Growth Fund | Annual report 

 



Note 7 — Investment by affiliated funds

Certain investors in the Fund are affiliated funds and are managed by the Advisor and its affiliates. The affiliated funds do not invest in the Fund for the purpose of exercising management or control; however, this investment may represent a significant portion of the Fund’s net assets. For the year ended March 31, 2013, the following funds had an affiliate ownership of 5% or more of the Fund’s net assets:

  AFFILIATED 
FUND  CONCENTRATION 

John Hancock Lifestyle Aggressive Portfolio  7.0% 
John Hancock Lifestyle Balanced Portfolio  14.7% 
John Hancock Lifestyle Growth Portfolio  18.3% 

 

Annual report | Rainier Growth Fund  35 

 



Auditor’s report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock Rainier Growth Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock Rainier Growth Fund (the “Fund”) at March 31, 2013, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at March 31, 2013 by correspondence with the custodian, transfer agent and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
May 22, 2013

36  Rainier Growth Fund | Annual report 

 



Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended March 31, 2013.

The Fund reports the maximum amount allowable of its net taxable income as eligible for the corporate dividends-received deduction.

The Fund reports the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003.

Eligible shareholders will be mailed a 2013 Form 1099-DIV in early 2014. This will reflect the tax character of all distributions paid in calendar year 2013.

Please consult a tax advisor regarding the tax consequences of your investment in the Fund.

Annual report | Rainier Growth Fund  37 

 



Special Shareholder Meeting

On November 13, 2012, a Special Meeting of the Shareholders of John Hancock Funds III and each of its series, including John Hancock Rainier Growth Fund, was held at 601 Congress Street, Boston, Massachusetts, for the purpose of considering and voting on the following proposal:

Proposal: Election of thirteen (13) Trustees as members of the Board of Trustees of John Hancock Funds III.

  TOTAL VOTES  TOTAL VOTES WITHHELD 
  FOR THE NOMINEE  FROM THE NOMINEE 

Independent Trustees     
Charles L. Bardelis  657,515,396.49  7,284,346.35 
Peter S. Burgess  657,435,609.53  7,364,133.30 
William H. Cunningham  654,078,766.31  10,720,976.53 
Grace K. Fey  657,602,863.91  7,196,878.92 
Theron S. Hoffman  657,614,243.23  7,185,499.60 
Deborah C. Jackson  657,542,023.74  7,257,719.09 
Hassell H. McClellan  657,319,823.50  7,479,919.34 
James M. Oates  656,971,552.43  7,828,190.40 
Steven R. Pruchansky  657,559,900.72  7,239,842.11 
Gregory A. Russo  658,072,539.03  6,727,203.80 
Non-Independent Trustees     
James R. Boyle  657,895,765.77  6,903,977.06 
Craig Bromley  657,588,989.57  7,210,753.26 
Warren A. Thomson  657,817,862.75  6,981,880.08 

 

38  Rainier Growth Fund | Annual report 

 



Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund as of December 1, 2012. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees     
 
Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James M. Oates,2 Born: 1946  2012  234 

Managing Director, Wydown Group (financial consulting firm) (since 1994); Chairman and Director, 
Emerson Investment Management, Inc. (since 2000); Independent Chairman, Hudson Castle Group, Inc. 
(formerly IBEX Capital Markets, Inc.) (financial services company) (1997–2011); Director, Stifel Financial 
(since 1996); Director, Investor Financial Services Corporation (1995–2007); Director, Connecticut River 
Bancorp (since 1998); Director, Virtus Funds (formerly Phoenix Mutual Funds) (since 1988). Trustee 
and Chairperson of the Board, John Hancock retail funds (since 2012); Trustee (2005–2006 and since 
2012) and Chairperson of the Board (since 2012), John Hancock Funds III; Trustee (since 2004) and 
Chairperson of the Board (since 2005), John Hancock Variable Insurance Trust; Trustee and Chairperson 
of the Board (since 2005), John Hancock Funds II.     
 
Charles L. Bardelis,2,3 Born: 1941  2012  234 

Director, Island Commuter Corp. (marine transport). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust (since 1988); Trustee, John Hancock Funds II (since 2005).     
 
Peter S. Burgess,2,3 Born: 1942  2012  234 

Consultant (financial, accounting and auditing matters) (since 1999); Certified Public Accountant; 
Partner, Arthur Andersen (independent public accounting firm) (prior to 1999); Director, Lincoln 
Educational Services Corporation (since 2004); Director, Symetra Financial Corporation (since 2010); 
former Director, PMA Capital Corporation (2004–2010). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2005).     
 
William H. Cunningham, Born: 1944  2006  234 

Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas 
System and former President of the University of Texas, Austin, Texas; Director, LIN Television (since 
2009); Chairman (since 2009) and Director (since 2006), Lincoln National Corporation (insurance); 
Director, Resolute Energy Corporation (since 2009); Director, Southwest Airlines (since 2000); former 
Director, Introgen (manufacturer of biopharmaceuticals) (until 2008); former Director, Hicks Acquisition 
Company I, Inc. (until 2007); former Director, Texas Exchange Bank, SSB (formerly Bank of Crowley) 
(until 2009); former Advisory Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) 
(until 2009). Trustee, John Hancock retail funds (since 1986); Trustee, John Hancock Variable Insurance 
Trust (since 2012); Trustee, John Hancock Funds II (since 2012 and 2005–2006).   
 
Grace K. Fey,2 Born: 1946  2012  234 

Chief Executive Officer, Grace Fey Advisors (since 2007); Director and Executive Vice President, 
Frontier Capital Management Company (1988–2007); Director, Fiduciary Trust (since 2009). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2008).     

 

Annual report | Rainier Growth Fund  39 

 



Independent Trustees (continued)     
 
Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
Theron S. Hoffman,2,3 Born: 1947  2012  234 

Chief Executive Officer, T. Hoffman Associates, LLC (consulting firm) (since 2003); Director, The Todd 
Organization (consulting firm) (2003–2010); President, Westport Resources Management (investment 
management consulting firm) (2006–2008); Senior Managing Director, Partner and Operating Head, 
Putnam Investments (2000–2003); Executive Vice President, The Thomson Corp. (financial and 
legal information publishing) (1997–2000). Trustee, John Hancock retail funds (since 2012); Trustee, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2008).   
 
Deborah C. Jackson, Born: 1952  2008  234 

President, Cambridge College, Cambridge, Massachusetts (since 2011); Chief Executive Officer, 
American Red Cross of Massachusetts Bay (2002–2011); Board of Directors of Eastern Bank Corporation 
(since 2001); Board of Directors of Eastern Bank Charitable Foundation (since 2001); Board of Directors 
of American Student Assistance Corporation (1996–2009); Board of Directors of Boston Stock Exchange 
(2002–2008); Board of Directors of Harvard Pilgrim Healthcare (health benefits company) (2007–2011). 
Trustee, John Hancock retail funds (since 2008); Trustee of John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Hassell H. McClellan,2 Born: 1945  2012  234 

Associate Professor, The Wallace E. Carroll School of Management, Boston College (since 1984); 
Trustee, Virtus Variable Insurance Trust (formerly Phoenix Edge Series Funds) (since 2008); Director, 
The Barnes Group (since 2010). Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock 
Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance Trust and   
John Hancock Funds II (since 2005).     
 
Steven R. Pruchansky, Born: 1944  2006  234 

Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director 
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First 
American Bank (until 2010); Managing Director, Jon James, LLC (real estate) (since 2000); Director, 
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President, 
Maxwell Building Corp. (until 1991). Trustee (since 1992) and Chairperson of the Board (2011–2012), 
John Hancock retail funds; Trustee and Vice Chairperson of the Board, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2012).   
 
Gregory A. Russo, Born: 1949  2008  234 

Director and Audit Committee Chairman (since 2012) and Member, Audit Committee and Finance 
Committee (since 2011), NCH Healthcare System, Inc. (holding company for multi-entity healthcare 
system); Director and Member of Finance Committee, The Moorings, Inc. (nonprofit continuing care 
community) (since 2012); Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); 
Vice Chairman, Industrial Markets, KPMG (1998–2002); Chairman and Treasurer, Westchester 
County, New York, Chamber of Commerce (1986–1992); Director, Treasurer and Chairman of 
Audit and Finance Committees, Putnam Hospital Center (1989–1995); Director and Chairman of 
Fundraising Campaign, United Way of Westchester and Putnam Counties, New York (1990–1995). 
Trustee, John Hancock retail funds (since 2008); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     

 

40  Rainier Growth Fund | Annual report 

 



Non-Independent Trustees4     
 
Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James R. Boyle,2 Born: 1959  2012  234 

Senior Executive Vice President, John Hancock Financial Services (1999–2012, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Funds, LLC and John Hancock 
Investment Management Services, LLC (2005–2010). Trustee, John Hancock retail funds (since 2012 and 
2005–2010), Trustee, John Hancock Variable Insurance Trust and John Hancock Funds II (since 2005). 
 
Craig Bromley,2 Born: 1966  2012  234 

President, John Hancock Financial Services (since 2012); Senior Executive Vice President and General 
Manager, U.S. Division, John Hancock Financial Services (since 2012); President and Chief Executive 
Officer, Manulife Insurance Company (Manulife (Japan) (2005–2012), including prior positions). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Warren A. Thomson,2 Born: 1955  2012  234 

Senior Executive Vice President and Chief Investment Officer, Manulife Financial Corporation (since 
2001, including prior positions); Director, Manulife Trust Company and Manulife Bank of Canada 
(2001–2013, including prior positions); Director and Chairman, Manulife Asset Management (since 
2001, including prior positions). Trustee, John Hancock retail funds, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2012).     
 
Principal officers who are not Trustees     
 
Name, Year of Birth    Officer 
Position(s) held with Fund    of the 
Principal occupation(s) and other    Trust 
directorships during past 5 years    since 
 
Hugh McHaffie, Born: 1959    2012 

President     
Executive Vice President, John Hancock Financial Services (since 2006, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Investment Management Services, 
LLC and John Hancock Funds, LLC (since 2010); President, John Hancock Advisers, LLC (since 2012); 
President, John Hancock Investment Management Services, LLC (since 2010). President (since 2012) and 
former Trustee (2010–2012), John Hancock retail funds; President, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2009).     
 
Andrew G. Arnott, Born: 1971    2009 

Executive Vice President     
Senior Vice President, John Hancock Financial Services (since 2009); Executive Vice President, 
John Hancock Advisers, LLC (since 2005); Executive Vice President, John Hancock Investment 
Management Services, LLC (since 2006); President, John Hancock Funds, LLC (since 2004, including 
prior positions); Executive Vice President, John Hancock retail funds (since 2007, including prior 
positions); Executive Vice President, John Hancock Variable Insurance Trust and John Hancock Funds II 
(since 2007, including prior positions).     
 
Thomas M. Kinzler, Born: 1955    2006 

Secretary and Chief Legal Officer     
Vice President, John Hancock Financial Services (since 2006); Secretary and Chief Legal Counsel, 
John Hancock Funds, LLC (since 2007); Secretary and Chief Legal Officer, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2006).   

 

Annual report | Rainier Growth Fund  41 

 



Principal officers who are not Trustees (continued)   
 
Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Francis V. Knox, Jr., Born: 1947  2006 

Chief Compliance Officer   
Vice President, John Hancock Financial Services (since 2005); Chief Compliance Officer, John Hancock 
retail funds, John Hancock Variable Insurance Trust, John Hancock Funds II, John Hancock Advisers, 
LLC and John Hancock Investment Management Services, LLC (since 2005); Vice President and Chief 
Compliance Officer, John Hancock Asset Management a division of Manulife Asset Management (US) 
LLC (2005–2008).   
 
Charles A. Rizzo, Born: 1957  2007 

Chief Financial Officer   
Vice President, John Hancock Financial Services (since 2008); Senior Vice President, John Hancock   
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2008); Chief Financial 
Officer, John Hancock retail funds, John Hancock Variable Insurance Trust and John Hancock   
Funds II (since 2007).   
 
Salvatore Schiavone, Born: 1965  2010 

Treasurer   
Assistant Vice President, John Hancock Financial Services (since 2007); Vice President, John Hancock 
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2007); Treasurer,   
John Hancock retail funds (since 2007, including prior positions); Treasurer, John Hancock Variable   
Insurance Trust and John Hancock Funds II (since 2010 and 2007–2009, including prior positions).   

 

John Hancock retail funds is comprised of John Hancock Funds III and 33 other John Hancock funds consisting of 23 series of other John Hancock trusts and 10 closed-end funds.

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Trust and is available without charge, upon request, by calling 1-800-225-5291.

1 Each Trustee holds office until his or her successor is elected and qualified, or until the Trustee’s death, retirement, resignation or removal.

2 Became a Trustee of the Trust effective December 1, 2012.

3 Member of Audit Committee.

4 Because Messrs. Bromley and Thomson are senior executives or directors and Mr. Boyle held prior positions as a senior executive and director of the Advisor and/or its affiliates, each of them is considered an “interested person,” as defined in the Investment Company Act of 1940, of the Trust.

42  Rainier Growth Fund | Annual report 

 



More information

Trustees  Investment advisor 
James M. Oates, Chairman  John Hancock Investment Management 
Steven R. Pruchansky, Vice Chairman  Services, LLC 
Charles L. Bardelis*   
James R. Boyle  Subadvisor 
Craig Bromley  Rainier Investment Management, Inc. 
Peter S. Burgess* 
William H. Cunningham  Principal distributor 
Grace K. Fey  John Hancock Funds, LLC 
Theron S. Hoffman* 
Deborah C. Jackson  Custodian 
Hassell H. McClellan  State Street Bank and Trust Company 
Gregory A. Russo 
Warren A. Thomson  Transfer agent 
  John Hancock Signature Services, Inc. 
Officers 
Hugh McHaffie  Legal counsel 
President  K&L Gates LLP 
   
Andrew G. Arnott  Independent registered 
Executive Vice President  public accounting firm 
  PricewaterhouseCoopers LLP 
Thomas M. Kinzler   
Secretary and Chief Legal Officer   
 
Francis V. Knox, Jr.   
Chief Compliance Officer   
 
Charles A. Rizzo   
Chief Financial Officer   
 
Salvatore Schiavone   
Treasurer   
 
*Member of the Audit Committee   
†Non-Independent Trustee   

 

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site at www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:     
1-800-225-5291  Regular mail:  Express mail: 
jhfunds.com  John Hancock Signature Services, Inc.  John Hancock Signature Services, Inc. 
  P.O. Box 55913  Mutual Fund Image Operations 
  Boston, MA 02205-5913  30 Dan Road 
    Canton, MA 02021 

 

Annual report | Rainier Growth Fund  43 

 




1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com


www.jhfunds.com/edelivery

This report is for the information of the shareholders of John Hancock Rainier Growth Fund.   
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.  334A 3/13 
MF138243  5/13 

 





John Hancock Leveraged Companies Fund

Table of Contents

Management’s discussion of Fund performance  Page 3 
A look at performance  Page 4 
Your expenses  Page 6 
Portfolio summary  Page 7 
Fund’s investments  Page 8 
Financial statements  Page 12 
Financial highlights  Page 15 
Notes to financial statements  Page 19 
Special Shareholder Meeting  Page 27 
Trustees and Officers  Page 28 
More information  Page 32 

 



John Hancock Leveraged Companies Fund

Management’s Discussion of Fund Performance
By John Hancock Asset Management a division of Manulife Asset Management
(US) LLC

Risk assets such as stocks and credit-sensitive bonds enjoyed solid performance during the 12 months ended March 31, 2013, benefiting from the U.S. Federal Reserve’s current monetary policy and improving U.S. economic growth. The appeal of stocks and corporate bonds revolved around the health of corporate America, as well as yields and return potential that were attractive relative to those available on government-backed securities. U.S. equity indexes reached new record levels, topping the highs last seen prior to the 2008 financial crisis, while high-yield corporate bonds were the best performing broad segment of the taxable fixed-income universe.

For the 12 months ended March 31, 2013, John Hancock Leveraged Companies Fund’s Class A shares posted total returns of 25.30%, excluding sales charges. That significantly outperformed the 15.23% return of the Fund’s benchmark, the Credit Suisse Leveraged Equity Index, the 13.96% return of the broad S&P 500 Index, the 13.06% return of the Bank of America Merrill Lynch U.S. High Yield Master II Index and the 10.26% average return of the aggressive allocation funds tracked by Morningstar, Inc.

The Fund managed positive, double-digit gains thanks to significant contributions from a range of investments. The largest contributor was a stake in Sirius XM Radio, Inc., which is enjoying rapid subscriber growth, is profitable, has a large suite of exclusive content offerings and is demonstrating improving credit metrics. Other cable and media companies that made notable contributions included Sirius XM Canada Holdings, Inc., Cablevision Systems Corp., Charter Communications, Inc., Sinclair Broadcast Group, Inc. and DISH Network Corp. Air Canada also contributed, benefiting from the industry trend toward consolidation, rising fees and higher revenue per seat mile flown. We sold Charter Communications and Sinclair Broadcast Group during the period.

In a period of such solid results, few of the Fund’s holdings detracted meaningfully from performance. A leading detractor for the period was defense contractor Colt Defense LLC, which struggled with the prospect of shrinking federal expenditures. Stakes in auto parts manufacturer Federal-Mogul Corp. and packaging company Sealed Air Corp. both detracted modestly from performance. We sold Colt Defense and Sealed Air.

This commentary reflects the views of the portfolio management team through the end of the period discussed in this report. The team’s statements reflect its own opinions. As such, they are in no way guarantees of f uture events, and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Past performance is no guarantee of future results.

† Figures from Morningstar, Inc. include reinvested dividends and do not take into account sales ch arges. Actual load-adjusted performance is lower.

3 

 



A look at performance

Total returns for the period ended March 31, 2013

  Average annual total returns (%)  Cumulative total returns (%)   
  with maximum sales charge    with maximum sales charge   

  1-year  5-year  10-year 

Since
inception 1 

1-year  5-year  10-year  Since
 inception
1 

Class A  19.01      7.77  19.01      44.47 

Class B  19.41      7.85  19.41      45.00 

Class C  23.44      8.13  23.44      46.89 

Class I2  25.78      9.29  25.78      54.82 


Performance figures assume all distributions have been reinvested. Figures reflect maximum sales charges on Class A shares of 5%, and the applicable contingent deferred sales charge (CDSC) on Class B and Class C shares. The Class B shares’ CDSC declines annually between years 1 to 6 according to the following schedule: 5, 4, 3, 3, 2, 1%. No sales charge will be assessed after the sixth year. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable to Class I shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from those disclosed in the Financial highlights tables in this report. For all classes, the net expenses equal the gross expenses. The expense ratios are as follows:

  Class A  Class B  Class C  Class I 
Net/Gross (%)*  6.92  7.62  7.62  6.42 


*
Excludes voluntary fee waivers.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For current to the most recent month-end performance data, please call 1-800-225-5291.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The Fund’s performance results reflect any applicable fee waivers or expense reductions, without which the expenses increase and results would have been less favorable.

See the following page for footnotes.

Leveraged Companies Fund | Annual report 

 

4 

 




 
    With         
    maximum  Without       
  Start date  sales charge  sales charge  Index 1  Index 2  Index 3 

Class B  5-1-08  $14,500  $14,700  $10,716  $12,648  $16,408 

Class C3  5-1-08  14,689  14,689  10,716  12,648  16,408 

Class I2  5-1-08  15,482  15,482  10,716  12,648  16,408 


Credit Suisse Leveraged Equity Index
is an unmanaged market-weighted index designed to represent securities of the investable universe of the U.S. dollar denominated high-yield debt market.

S&P 500 Index is an unmanaged index that includes 500 widely traded common stocks.

Bank of America Merrill Lynch U.S. High Yield Master II Index is an unmanaged index composed of U.S. currency high-yield bonds issued by U.S. and non-U.S. issuers.

It is not possible to invest directly in an index. Index figures do not reflect expenses or sales charges, which would have resulted in lower values if they did.

Footnotes related to performance pages

1 From 5-1-08.
2 For certain types of investors, as described in the Fund’s prospectuses.
3 The contingent deferred sales charge is not applicable.

Annual report | Leveraged Companies Fund 

 

5 

 



Your expenses

These examples are intended to help you understand your ongoing operating expenses of investing in the Fund so you can compare these costs with the ongoing costs of investing in other mutual funds.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about the Fund’s actual ongoing operating expenses, and is based on the Fund’s actual return. It assumes an account value of $1,000.00 on October 1, 2012 with the same investment held until March 31, 2013.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,246.90  $7.62 

Class B  1,000.00  1,242.90  11.52 

Class C  1,000.00  1,241.90  11.51 

Class I  1,000.00  1,249.30  5.61 


Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at March 31, 2013 by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

Example

[ My account value $8,600.00 / $1,000.00 = 8.6 ] x $[ “expenses paid” from table ] = My actual expenses

Hypothetical example for comparison purposes

This table allows you to compare the Fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on the fund’s actual expense ratio and an assumed 5% annualized return before expenses (which is not your fund’s actual return). It assumes an account value of $1,000.00 on October 1, 2012 with the same investment held until March 31, 2013. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses. Please remember that these hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,018.20  $6.84 

Class B  1,000.00  1,014.70  10.35 

Class C  1,000.00  1,014.70  10.35 

Class I  1,000.00  1,019.90  5.04 


Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectuses for details regarding transaction costs.

1 Expenses are equal to the Fund's annualized expense ratio of 1.36%, 2.06%, 2.06% and 1.00% for Class A, Class B, Class C and Class I shares, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

6 

 



Portfolio Summary

Top 10 Holdings (40.8% of Net Assets on 3-31-13)1,2   
 
Greektown Superholdings, Inc., Series A (Preferred)  8.1% 
Air Canada, Class A  6.7% 
Cablevision Systems Corp., Class A  5.1% 
Sirius XM Radio, Inc.  3.9% 
General Motors Company  3.0% 
Thompson Creek Metals Company, Inc.  3.0% 
Rock-Tenn Company, Class A  3.0% 
TAL International Group, Inc.  2.9% 
Beazer Homes USA, Inc.  2.8% 
Lear Corp.  2.3% 
 
 
 
 
Sector Composition1,3   
Consumer Discretionary  45.5% 
Industrials  16.8% 
Materials  16.2% 
Energy  6.4% 
Financials  4.4% 
Consumer Staples  2.0% 
Information Technology  1.3% 
Utilities  0.5% 
Health Care  0.5% 
Short-Term Investments & Other  6.4% 
 
 
 
 
Portfolio Composition1   
Common Stocks  81.3% 
Preferred Securities  10.4% 
Convertible Bonds  1.4% 
Investment Companies  0.4% 
Warrants  0.1% 
Short-Term Investments & Other  6.4% 

 

1 As a percentage of net assets on 3-31-13.
2 Cash and cash equivalents not included.
3 Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors.

Annual Report | Leveraged Companies Fund 

 

7 

 



Fund’s investments
As of 3-31-13

  Shares  Value 
 
Common Stocks 81.3%    $1,412,721 

(Cost $1,066,897)     
 
Consumer Discretionary 34.1%    593,080 

 
Auto Components 8.0%     
Autoliv, Inc. (L)  150  10,371 
Cooper Tire & Rubber Company  700  17,962 
Dana Holding Corp.  765  13,640 
Exide Technologies (I)  4,570  12,339 
Federal-Mogul Corp. (I)(L)  800  4,824 
Lear Corp.  740  40,604 
TRW Automotive Holdings Corp. (I)  700  38,500 
 
Automobiles 3.0%     
General Motors Company (I)  1,900  52,854 
 
Hotels, Restaurants & Leisure 1.0%     
Greektown Superholdings, Inc. (I)  92  8,280 
The Wendy's Company (L)  1,485  8,420 
Trump Entertainment Resorts, Inc. (I)  260  1,040 
 
Household Durables 6.6%     
Beazer Homes USA, Inc. (I)(L)  3,065  48,550 
Lennar Corp., Class A (L)  900  37,332 
Standard Pacific Corp. (I)  3,300  28,512 
 
Internet & Catalog Retail 0.2%     
Liberty Interactive Corp., Series A (I)  135  2,886 
Liberty Ventures, Series A (I)  9  680 
 
Media 15.3%     
AMC Networks, Inc., Class A (I)  302  19,080 
Cablevision Systems Corp., Class A (L)  5,971  89,326 
CC Media Holdings, Inc., Class A (I)  6,250  19,375 
Cinemark Holdings, Inc.  100  2,944 
DISH Network Corp., Class A  513  19,443 
Liberty Media Corp. (I)  126  14,065 
Media General, Inc., Class A (I)  500  2,970 
Sirius XM Canada Holdings, Inc.  4,441  28,110 
Sirius XM Radio, Inc.  22,137  68,182 
Starz - Liberty Capital (I)  126  2,791 
 
Consumer Staples 2.0%    34,530 

 
Household Products 2.0%     
Harbinger Group, Inc. (I)  2,125  17,553 
Spectrum Brands Holdings, Inc.  300  16,977 
 
Energy 6.2%    107,530 

 
Energy Equipment & Services 1.4%     
Vantage Drilling Company (I)(L)  13,705  23,984 
 
Oil, Gas & Consumable Fuels 4.8%     
Arch Coal, Inc. (L)  6,470  35,132 
Chesapeake Energy Corp. (L)  1,930  39,391 
Peabody Energy Corp.  160  3,384 
SandRidge Energy, Inc. (I)  1,070  5,639 

 

See notes to financial statements  Annual Report | Leveraged Companies Fund 

 

8 

 



Fund’s investments
As of 3-31-13

  Shares  Value 
 
Financials 3.7%    $64,038 

 
Capital Markets 1.4%     
Solar Senior Capital, Ltd.  506  9,715 
Tetragon Financial Group, Ltd.  1,391  15,199 
 
Consumer Finance 0.6%     
Discover Financial Services  215  9,641 
 
Diversified Financial Services 0.2%     
Citigroup, Inc.  78  3,451 
 
Real Estate Management & Development 1.5%     
Realogy Holdings Corp. (I)  533  26,032 
 
Health Care 0.5%    8,680 

 
Health Care Equipment & Supplies 0.5%     
Alere, Inc. (I)  340  8,680 
 
Industrials 16.8%    292,168 

 
Aerospace & Defense 0.4%     
Kratos Defense & Security Solutions, Inc. (I)(L)  1,300  6,539 
 
Airlines 6.6%     
Air Canada, Class A (I)  38,922  115,710 
 
Building Products 3.1%     
Masco Corp.  1,060  21,465 
USG Corp. (I)  1,209  31,966 
 
Marine 0.6%     
DryShips, Inc. (I)(L)  5,600  11,424 
 
Road & Rail 2.7%     
CSX Corp.  1,517  37,364 
Union Pacific Corp.  65  9,257 
 
Trading Companies & Distributors 3.4%     
TAL International Group, Inc.  1,120  50,747 
United Rentals, Inc. (I)  140  7,696 
 
Information Technology 1.3%    22,443 

 
Computers & Peripherals 0.6%     
Seagate Technology PLC  300  10,968 
 
Semiconductors & Semiconductor Equipment 0.7%     
Advanced Micro Devices, Inc. (I)(L)  4,500  11,475 
 
Materials 16.2%    280,776 

 
Chemicals 4.0%     
American Pacific Corp. (I)  940  21,723 
CF Industries Holdings, Inc.  40  7,615 
Huntsman Corp.  525  9,760 
LyondellBasell Industries NV, Class A  475  30,063 
 
Construction Materials 0.6%     
Eagle Materials, Inc.  155  10,328 
 
Containers & Packaging 4.9%     
Ball Corp.  345  16,415 
Crown Holdings, Inc. (I)  400  16,644 
Rock-Tenn Company, Class A  568  52,705 

 

See notes to financial statements  Annual Report | Leveraged Companies Fund 
 
9

 



Fund’s investments
As of 3-31-13

      Shares  Value 
Materials (continued)         

Metals & Mining 3.8%         
Compass Minerals International, Inc.      170  $13,413 
Thompson Creek Metals Company, Inc. (I)(L)      17,580  52,740 
 
Paper & Forest Products 2.9%         
Domtar Corp. (L)      375  29,108 
Sappi, Ltd., ADR (I)      6,600  20,262 
 
Utilities 0.5%        9,476 

Independent Power Producers & Energy Traders 0.5%         
Calpine Corp. (I)      460  9,476 
 
Preferred Securities 10.4%        $180,935 

(Cost $195,931)         
 
Consumer Discretionary 10.0%        174,278 

Auto Components 0.3%         
The Goodyear Tire & Rubber Company, 5.875%      126  5,482 
 
Automobiles 1.6%         
General Motors Company, Series B, 4.750%      655  28,126 
 
Hotels, Restaurants & Leisure 8.1%         
Greektown Superholdings, Inc., Series A (I)      1,563  140,670 
 
Energy 0.2%        3,834 

Oil, Gas & Consumable Fuels 0.2%         
Penn Virginia Corp., 6.000%      41  3,834 
 
Financials 0.2%        2,823 

Diversified Financial Services 0.2%         
2010 Swift Mandatory Common Exchange Security Trust, 6.000% (S)    225  2,823 
 
    Maturity     
  Rate (%)  date  Par value  Value 
 
Corporate Bonds 0.0%        $63 

(Cost $28,494)         
 
Consumer Discretionary 0.0%        63 

Hotels, Restaurants & Leisure 0.0%         
Fontainebleau Las Vegas Holdings LLC (H)(S)  10.250  06/15/15  $100,000  63 
 
Convertible Bonds 1.4%        $24,780 

(Cost $12,637)         
 
Consumer Discretionary 1.4%        24,780 

Media 1.4%         
XM Satellite Radio, Inc. (S)  7.000  12/01/14  14,000  24,780 
 
      Shares  Value 
 
Investment Companies 0.4%        $6,156 

(Cost $4,481)         
 
AP Alternative Assets LP (I)      350  6,156 

 

See notes to financial statements    Annual Report | Leveraged Companies Fund 
 
10

 



Fund’s investments
As of 3-31-13

    Shares  Value 
 
Warrants 0.1%      $806 

(Cost $901)       
 
American International Group, Inc. (Expiration Date: 1-19-21; Strike Price: $45.00) (I)  53  806 
 
  Yield(%)  Shares  Value 
 
Securities Lending Collateral 21.5%      $373,025 

(Cost $373,020)       
 
John Hancock Collateral Investment Trust (W)  0.2481(Y)  37,270  373,025 
 
Total investments (Cost $1,682,361)† 115.1%      $1,998,486 

 
Other assets and liabilities, net (15.1%)      ($261,430) 

 
Total net assets 100.0%      $1,737,056 


The percentage shown for each investment category is the total value that the category as a percentage of the net assets of the Fund.

ADR American Depositary Receipts

(H) Non-income producing - Issuer is in default.

(I) Non-income producing security.

(L) A portion of this security is on loan as of 3-31-13.

(S) These securities are exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold, normally to qualified institutional buyers, in transactions exempt from registration.

(W) Investment is an affiliate of the Fund, the advisor and/or subadvisor. This investment represents collateral received for securities lending.

(Y) The rate shown is the annualized seven-day yield as of 3-31-13.

† At 3-31-13, the aggregate cost of investment securities for federal income tax purposes was $1,687,760. Net unrealized appreciation aggregated $310,726, of which $393,030 related to appreciated investment securities and $82,304 related to depreciated investment securities.

See notes to financial statements    Annual Report | Leveraged Companies Fund 
 
11

 



Financial Statements

Statement of Assets and Liabilities 3-31-13

Assets   

Investments in unaffiliated issuers, at value   
(Cost $1,309,341) including $353,353 of   
securities loaned  $1,625,461 
Investments in affiliated issuers, at value (Cost   
$373,020)  373,025 
 
Total investments, at value (Cost $1,682,361)  1,998,486 
 
Cash  155,335 
Foreign currency, at value (Cost $1,112)  1,127 
Dividends and interest receivable  1,590 
Receivable for securities lending income  200 
Other receivables and prepaid expenses  28 
Total assets  2,156,766 
 
 
Liabilities   

Payable upon return of securities loaned  372,975 
Payable to affiliates   
Accounting and legal services fees  44 
Transfer agent fees  211 
Trustees' fees  11 
Investment management fees  513 
Other liabilities and accrued expenses  45,956 
 
Total liabilities  419,710 
 
Net assets  1,737,056 
 
 
Net assets consist of   

Paid-in capital  $1,395,160 
Accumulated distributions in excess of net   
investment income  (377) 
Accumulated net realized gain (loss) on   
investments and foreign currency transactions  26,133 
Net unrealized appreciation (depreciation) on   
investments and translation of assets and   
liabilities in foreign currencies  316,140 
 
Net assets  $1,737,056 
 
 
Net asset value per share   

Based on net asset values and shares   
outstanding-the Fund has an unlimited number   
of shares authorized with no par value   
Class A ($380,213 ÷ 29,830 shares)1  $12.75 
Class B ($367,353 ÷ 28,959.6 shares)1  $12.69 
Class C ($367,333 ÷ 28,961 shares)1  $12.68 
Class I ($622,157 ÷ 48,674 shares)  $12.78 
 
Maximum offering price per share   
Class A (net asset value per share ÷ 95%)2  $13.42 


1
Redemption price is equal to net asset value less any applicable contingent deferred sales charge.
2 On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

 

 

See notes to financial statements.   
  12 

 



Statement of Operations — For the Year Ended 3-31-13

Investment income   

Dividends  $21,866 
Interest  2,114 
Securities lending  1,933 
Less foreign taxes withheld  (558) 
 
Total investment income  25,355 
 
Expenses   

Investment management fees  11,191 
Distribution and service fees  7,113 
Accounting and legal services fees  287 
Transfer agent fees  2,349 
Trustees' fees  95 
Professional fees  46,687 
Custodian fees  12,431 
Registration and filing fees  12,782 
Other  8,048 
 
Total expenses  100,983 
Less expense reductions  (78,421) 
 
Net expenses  22,562 
 
Net investment income  2,793 
 
 
Realized and unrealized gain (loss)   

Net realized gain (loss) on   
Investments in unaffiliated issuers  257,924 
Investments in affiliated issuers  18 
Foreign currency transactions  (62) 
  257,880 
 
Change in net unrealized appreciation   
(depreciation) of   
Investments in unaffiliated issuers  95,914 
Investments in affiliated issuers  (4) 
Translation of assets and liabilities in foreign   
currencies  15 
  95,925 
 
Net realized and unrealized gain  353,805 
 
Increase in net assets from operations  $356,598 

 

See notes to financial statements. 

 

13 

 



Statements of Changes in Net Assets

  Year ended  Year ended 
  3-31-13  3-31-12 
 
Increase (decrease) in net assets     

From operations     
Net investment income  $2,793  $8,436 
Net realized gain (loss)  257,880  (207,749) 
Change in net unrealized appreciation     
(depreciation)  95,925  (19,108) 
 
Increase (decrease) in net assets resulting     
from operations  356,598  (218,421) 
 
Distributions to shareholders     
From net investment income     
Class A  (1,139)  (3,546) 
Class B    (1,329) 
Class C    (1,329) 
Class I  (3,532)  (10,214) 
Total distributions  (4,671)  (16,418) 
 
From Fund share transactions  (61,065)  (84,123) 
 
Total increase (decrease)  290,862  (318,962) 
 
Net assets     

Beginning of year  1,446,194  1,765,156 
 
End of year  $1,737,056  $1,446,194 
 
Undistributed (accumulated distributions in     
excess of) net investment income  ($377)  $1,553 

 

See notes to financial statements 

 

14 

 



Financial Highlights

CLASS A SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 

 
Net asset value, beginning of period  $10.21  $11.68  $10.78  $4.19  $10.00 
Net investment income2  0.04  0.07  0.12  0.29  0.33 
Net realized and unrealized gain (loss) on           
investments  2.54  (1.42)  1.19  7.00  (5.83) 
 
Total from investment operations  2.58  (1.35)  1.31  7.29  (5.50) 
 
Less distributions           
From net investment income  (0.04)  (0.12)  (0.12)  (0.54)  (0.31) 
From net realized gain      (0.29)  (0.16)   
Total distributions  (0.04)  (0.12)  (0.41)  (0.70)  (0.31) 
 
Net asset value, end of period  $12.75  $10.21  $11.68  $10.78  $4.19 
 
Total return (%)3,4  25.30  (11.33)  12.09  177.42  (55.97)5 
 
Ratios and supplemental data           

Net assets, end of period (in thousands)  $380  $303  $342  $305  $110 
Ratios (as a percentage of average net           
assets):           
Expenses before reductions  6.60  6.92  7.43  10.56  13.916 
Expenses net of fee waivers  1.36  1.35  1.35  1.41  1.216 
Expenses net of fee waivers and credits  1.36  1.35  1.35  1.35  1.216 
Net investment income  0.34  0.66  1.07  3.63  4.876 
Portfolio turnover (%)  48  49  34  83  18 


1
The inception date for Class A shares is 5-1-08.
2 Based on the average daily shares outstanding.
3 Does not reflect the effect of sales charges, if any.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.

See notes to financial statements

15 

 



Financial Highlights

CLASS B SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
  

Net asset value, beginning of period  $10.20  $11.65  $10.76  $4.19  $10.00 
Net investment income (loss) 2  (0.04)  3  0.04  0.23  0.28 
Net realized and unrealized gain (loss) on           
investments  2.53  (1.40)  1.19  6.99  (5.82) 
 
Total from investment operations  2.49  (1.40)  1.23  7.22  (5.54) 
 
Less distributions           
From net investment income    (0.05)  (0.05)  (0.49)  (0.27) 
From net realized gain      (0.29)  (0.16)   
Total distributions    (0.05)  (0.34)  (0.65)  (0.27) 
 
Net asset value, end of period  $12.69  $10.20  $11.65  $10.76  $4.19 
 
Total return (%)4,5  24.41  (11.97)  11.33  175.60  (56.26)6 
 
Ratios and supplemental data           

Net assets, end of period (in thousands)  $367  $295  $335  $301  $109 
Ratios (as a percentage of average net           
assets):           
Expenses before reductions  7.30  7.62  8.13  11.27  14.587 
Expenses net of fee waivers  2.06  2.05  2.05  2.11  1.917 
Expenses net of fee waivers and credits  2.06  2.05  2.05  2.05  1.917 
Net investment income (loss)  (0.36)  (0.04)  0.37  2.93  4.167 
Portfolio turnover (%)  48  49  34  83  18 

 

1 The inception date for Class B shares is 5-1-08.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Does not reflect the effect of sales charges, if any.
5 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
6 Not annualized.
7 Annualized.

See notes to financial statements

16 

 



Financial Highlights

CLASS C SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
  

Net asset value, beginning of period  $10.19  $11.65  $10.76  $4.19  $10.00 
Net investment income (loss) 2  (0.04)  3  0.04  0.23  0.28 
Net realized and unrealized gain (loss) on           
investments  2.53  (1.41)  1.19  6.99  (5.82) 
 
Total from investment operations  2.49  (1.41)  1.23  7.22  (5.54) 
 
Less distributions           
From net investment income    (0.05)  (0.05)  (0.49)  (0.27) 
From net realized gain      (0.29)  (0.16)   
Total distributions    (0.05)  (0.34)  (0.65)  (0.27) 
 
Net asset value, end of period  $12.68  $10.19  $11.65  $10.76  $4.19 
 
Total return (%)4,5  24.44  (12.05)  11.33  175.60  (56.26)6 
 
Ratios and supplemental data           

Net assets, end of period (in thousands)  $367  $295  $335  $301  $109 
Ratios (as a percentage of average net           
assets):           
Expenses before reductions  7.30  7.62  8.13  11.27  14.597 
Expenses net of fee waivers  2.06  2.05  2.05  2.11  1.917 
Expenses net of fee waivers and credits  2.06  2.05  2.05  2.05  1.917 
Net investment income (loss)  (0.36)  (0.04)  0.37  2.93  4.167 
Portfolio turnover (%)  48  49  34  83  18 


1
The inception date for Class C shares is 5-1-08.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Does not reflect the effect of sales charges, if any.
6 Not annualized.
7 Annualized.

 

 

See notes to financial statements 

 

17 

 



Financial Highlights

CLASS I SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
  

Net asset value, beginning of period  $10.22  $11.71  $10.79  $4.19  $10.00 
Net investment income2  0.08  0.11  0.17  0.32  0.35 
Net realized and unrealized gain (loss) on           
investments  2.55  (1.44)  1.20  7.00  (5.83) 
 
Total from investment operations  2.63  (1.33)  1.37  7.32  (5.48) 
 
Less distributions           
From net investment income  (0.07)  (0.16)  (0.16)  (0.56)  (0.33) 
From net realized gain      (0.29)  (0.16)   
Total distributions  (0.07)  (0.16)  (0.45)  (0.72)  (0.33) 
 
Net asset value, end of period  $12.78  $10.22  $11.71  $10.79  $4.19 
 
Total return (%)3  25.78  (11.07)  12.66  178.23  (55.85)4 
 
Ratios and supplemental data           

Net assets, end of period (in thousands)  $622  $552  $752  $433  $111 
Ratios (as a percentage of average net           
assets):           
Expenses before reductions  6.28  6.42  7.03  9.14  13.625 
Expenses net of fee waivers  1.00  0.95  0.93  1.09  0.905 
Expenses net of fee waivers and credits  1.00  0.95  0.93  1.04  0.905 
Net investment income  0.71  1.09  1.48  4.01  5.185 
Portfolio turnover (%)  48  49  34  83  18 


1
The inception date for Class I shares is 5-1-08.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Annualized.

 

 

 

 

See notes to financial statements 

 

18 

 



Notes to financial statements

Note 1 - Organization

John Hancock Leveraged Companies Fund (the Fund) is a series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek capital appreciation.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of assets and liabilities. Class A and Class C shares are offered to all investors. Effective April 12, 2013, Class B shares are closed to new investors. Class I shares are offered to institutions and certain investors and certain 529 plans. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees, if any, transfer agent fees, printing and postage and state registration fees for each class may differ. Class B shares convert to Class A shares eight years after purchase.

Note 2 - Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates and those differences could be significant. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. In order to value the securities, the Fund uses the following valuation techniques: Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then securities are valued using the last quoted bid or evaluated price. Investments by the Fund in open-end mutual funds, including John Hancock Collateral Investment Trust (JHCIT), are valued at their respective net asset values each business day. Debt obligations are valued based on the evaluated prices provided by an independent pricing service, which utilizes both dealer-supplied and electronic data processing techniques, taking into account factors such as institutional-size trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics and other market data. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rates supplied by an independent pricing service. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost. Other portfolio securities and assets, where reliable market quotations are not available, are valued at fair value as determined in good faith by the Fund’s Pricing Committee following procedures established by the Board of Trustees, which include price verification procedures. The frequency with which these fair valuation procedures are used cannot be predicted.

The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes securities valued using quoted prices in active markets for identical securities. Level 2 includes securities valued using significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these inputs are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes securities valued using significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in

19 

 



determining the fair value of investments. Factors used in determining value may include market or issuer specific events or trends, changes in interest rates and credit quality. The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy.

The following is a summary of the values by input classification of the Fund’s investments as of March 31, 2013, by major security category or type:

      Level 2  Level 3 
  Total Market  Level 1  Significant  Significant 
  Value at  Quoted  Observable  Unobservable 
  3-31-13  Price  Inputs  Inputs 
Common Stocks  $1,412,721  $1,388,202  $24,519   
Preferred Securities  180,935  33,608  147,327   
Corporate Bonds  63    63   
Convertible Bonds  24,780    24,780   
Investment Companies  6,156    6,156   
Warrants  806  806     
Securities Lending Collateral  373,025  373,025     
 
Total Investments in Securities  $1,998,486  $1,795,641  $202,845   

 

The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value. Transfers into or out of Level 3 represent the beginning value of any security or instrument where a change in the level has occurred from the beginning to the end of the period. Securities with a market value of approximately $133,000 at the beginning of the year were transferred from Level 3 to Level 2 during the period because significant observable inputs for valuation became available.

Investment in Securities  Common Stocks  Preferred Securities  Total 

Balance as of 3-31-12  $5,120  $127,416  $132,536 
Realized gain (loss)       
Change in unrealized appreciation (depreciation)       
Purchases       
Sales       
Transfers into Level 3       
Transfers out of Level 3  (5,120)  (127,416)  (132,536) 
Balance as of 3-31-13       

 

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Interest income includes coupon interest and amortization/accretion of premiums/discounts on debt securities. Debt obligations may be placed in a non-accrual status and related interest income may be reduced by stopping current accruals and writing off interest receivable when the collection of all or a portion of interest has become doubtful. Dividend income is recorded on the ex-date, except for dividends of foreign securities where the dividend may not be known until after the ex-date. In those cases, dividend income, net of withholding taxes, is recorded when the Fund becomes aware of the dividends. Foreign taxes are provided for based on the Fund’s understanding of the tax rules and rates that exist in the foreign markets in which it invests. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation.

Securities lending. The Fund may lend its securities to earn additional income. It receives cash collateral from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its collateral in JHCIT, an affiliate of the Fund, which has a floating net asset

20 

 



value (NAV) and invests in short term investments as part of the securities lending program, and as a result, the Fund will receive the benefit of any gains and bear any losses generated by JHCIT. Although risk of the loss of the securities lent is mitigated by holding the collateral and through securities lending provider indemnification, the Fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the securities or if collateral investments decline in value or possible loss of rights in the collateral should the borrower fail financially. The Fund may receive compensation for lending its securities by retaining a portion of the return on the investment of the collateral and compensation from fees earned from borrowers of the securities. Net income received from JHCIT is a component of securities lending income as recorded on the Statement of operations.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to the Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian may have a lien, security interest or security entitlement in any Fund property that is not otherwise segregated or pledged, to the maximum extent permitted by law, to the extent of any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with Citibank N.A. which enables them to participate in a $300 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis and is reflected in other expenses on the Statement of operations. Prior to March 27, 2013, the Fund participated in a $100 million unsecured line of credit, also with Citibank, with terms otherwise similar to the existing agreement. Commitment fees for the year ended March 31, 2013 were $886. For the year ended March 31, 2013, the Fund had no borrowings under either line of credit.

Foreign taxes. The Fund may be subject to withholding tax on income or capital gains or repatriation taxes as imposed by certain countries in which it invests. Taxes are accrued based upon investment income, realized gains or unrealized appreciation.

Expenses. Within the John Hancock Funds complex, expenses that are directly attributable to an individual fund are allocated to such fund. Expenses that are not readily attributable to a specific fund are allocated among all funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the fund’s relative net assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses and realized and unrealized gains (losses) are determined at the fund level and allocated daily to each class of shares based on the net assets of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage, for all classes, are calculated daily at the class level based on the appropriate net assets of each class and the specific expense rates applicable to each class.

Federal income taxes. The Fund intends to continue to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

As of March 31, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, derecognition or disclosure. The Fund’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three years.

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Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-date. The Fund generally declares and pays dividends and capital gain distributions, if any, annually. The tax character of distributions for the years ended March 31, 2013 and March 31, 2012 was as follows:

  March 31, 2013  March 31, 2012 

Ordinary Income  $4,671  $16,418 


Distributions paid by the Fund with respect to each class of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of class level expenses that may be applied differently to each class. As of March 31, 2013, the components of distributable earnings on a tax basis consisted of $4,770 of undistributed ordinary income and $26,388 of undistributed long-term capital gains.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences, if any, will reverse in a subsequent period. Book-tax differences are primarily attributable to investments in partnerships and passive foreign investment companies.

Note 3 - Guarantees and indemnifications

Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust, including the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss from such claims is considered remote.

Note 4 - Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Advisor) serves as investment advisor for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Advisor, serves as principal underwriter of the Trust. The Advisor and the Distributor are indirect, wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management agreement with the Advisor under which the Fund pays a daily management fee to the Advisor equivalent, on an annual basis, to the sum of: (a) 0.750% of the first $500,000,000 of the Fund’s average daily net assets; (b) 0.725% of the next $500,000,000 of the Fund’s average daily net assets; and (c) 0.700% of the Fund’s average daily net assets in excess of $1,000,000,000. The Advisor has a subadvisory agreement with John Hancock Asset Management a division of Manulife Asset Management (US) LLC, an indirectly owned subsidiary of MFC and an affiliate of the Advisor. The Fund is not responsible for payment of the subadvisory fees.

The Advisor has voluntarily agreed to waive all or a portion of its management fee and reimburse or pay operating expenses of the Fund to the extent necessary to maintain the Fund’s total operating expenses at 1.35%, 2.05%, 2.05% and 0.99% for Class A, Class B, Class C and Class I shares, respectively, excluding certain expenses such as taxes, brokerage commissions, interest expense, litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of business, acquired fund fees and short dividend expense. This voluntary expense reimbursement can be terminated at any time by the Advisor on notice to the Trust. Accordingly, these expense reductions amounted to $16,649, $16,147, $16,147 and $29,478 for Class A, Class B, Class C and Class I shares, respectively, for the year ended March 31, 2013.

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The investment management fees, including the impact of the waivers and/or reimbursements described above, incurred for the year ended March 31, 2013 were equivalent to a net annual effective rate of 0.00% of the Fund’s average daily net assets.

Accounting and legal services. Pursuant to a service agreement, the Fund reimburses the Advisor for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services to the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports, among other services. These expenses are allocated to each share class based on its relative net assets at the time the expense was incurred. These accounting and legal services fees incurred for the year ended March 31, 2013 amounted to an annual rate of 0.02% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B and Class C shares pursuant to Rule 12b-1 under the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. The Fund pays the following contractual rates of distribution and service fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

CLASS  12b-1 FEES 

Class A  0.30% 

Class B  1.00% 

Class C  1.00% 

 

Sales charges. Class A shares are assessed up-front sales charges. For the year ended March 31, 2013, there were no up-front sales charges received by the Distributor with regard to sales of Class A shares.

Class A, Class B and Class C shares may be subject to contingent deferred sales charges (CDSCs). Certain Class A shares that are acquired through purchases of $1 million or more and are redeemed within one year of purchase are subject to a 1.00% sales charge. Class B shares that are redeemed within six years of purchase are subject to CDSCs, at declining rates, beginning at 5.00%. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC. CDSCs are applied to the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended March 31, 2013, there were no CDCSs received by the Distributor for Class A, Class B or Class C shares.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (Signature Services), an affiliate of the Advisor. The transfer agent fees paid to Signature Services are determined based on the cost to Signature Services (Signature Services Cost) of providing recordkeeping services. The Signature Services Cost includes a component of allocated John Hancock corporate overhead for providing transfer agent services to the Fund and to all other John Hancock affiliated funds. It also includes out-of-pocket expenses that are comprised of payments made to third-parties for recordkeeping services provided to their clients who invest in one or more John Hancock funds. In addition, Signature Services Cost may be reduced by certain fees that Signature Services receives in connection with retirement and small accounts. Signature Services Cost is calculated monthly and allocated, as applicable, to four categories of share classes: Institutional Share Classes, Retirement Share Classes, Municipal Bond Classes and all other Retail Share Classes. Within each of these categories, the applicable costs are allocated to the affected John Hancock affiliated funds and/or classes, based on the relative average daily net assets.

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Class level expenses. Class level expenses for the year ended March 31, 2013 were:

CLASS  DISTRIBUTION AND SERVICE FEES  TRANSFER AGENT FEES 

 
Class A  $953  $598 

Class B  3,080  579 

Class C  3,080  579 

Class I  -  593 

Total  $7,113  $2,349 


There were no class level expenses for state registration fees or printing and postage, for the year ended March 31, 2013.

Trustee expenses. The Fund compensates each Trustee who is not an employee of the Advisor or its affiliates. Under the John Hancock Group of Funds Deferred Compensation Plan (the Plan) which was terminated in November 2012, certain Trustees could have elected, for tax purposes, to defer receipt of this compensation. Any deferred amounts were invested in various John Hancock funds. The investment of deferred amounts and the offsetting liability are included within Other receivables and prepaid expenses and Payable to affiliates - Trustees' fees, respectively, in the accompanying Statement of assets and liabilities. Plan assets will be liquidated in accordance with the Plan documents.

Note 5 - Fund share transactions

Transactions in Fund shares for the years ended March 31, 2013 and 2012 were as follows:

  Year ended Year ended
  3-31-13 3-31-12
 
 
  Shares  Amount  Shares  Amount 
Class A shares         
Distributions reinvested  101  $1,139  422  $3,546 
 
Class B shares         
Distributions reinvested      158  $1,329 
 
Class C shares         
Distributions reinvested      158  $1,329 
 
Class I shares         
Distributions reinvested  310  $3,532  1,006  $8,453 
Repurchased  (5,642)  (65,736)  (11,221)  (98,780) 

 
 
 

 

 
Net decrease (5,332)  ($62,204)  (10,215)  ($90,327) 
 
 
 
 
 
 
 
Net decrease (5,231)  ($61,065)  (9,477)  ($84,123) 
 
 
 
 
 
 
 
 

 

Affiliates of the Fund owned 100%, 100%, 100% and 62% of shares of beneficial interest of Class A, Class B, Class C and Class I, respectively, on March 31, 2013.

Note 6 - Purchase and sale of securities

Purchases and sales of securities, other than short-term securities, aggregated $704,374 and $893,387, respectively, for the year ended March 31, 2013.

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Auditor’s report
Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of John Hancock Leveraged Companies Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock Leveraged Companies Fund (the “Fund”) at March 31, 2013, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at March 31, 2013 by correspondence with the custodian, transfer agent and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
May 22, 2013

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Tax Information  
Unaudited 

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended March 31, 2013. 

The Fund reports the maximum amount allowable of its net taxable income as eligible for the corporate dividends received deduction. 

The Fund reports the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003. 

Eligible  shareholders  will  be  mailed  a  2013  Form  1099 DIV  in  early  2014.  This  will  reflect  the  tax character of all distributions paid in calendar year 2013. 

Please consult a tax advisor regarding the tax consequences of your investment in the Fund. 

26 

 



Special Shareholder Meeting

On November 13, 2012, a Special Meeting of the Shareholders of John Hancock Funds III and each of its series, including John Hancock Leveraged Companies Fund, was held at 601 Congress Street, Boston, Massachusetts, for the purpose of considering and voting on the following proposal:

Proposal: Election of thirteen (13) Trustees as members of the Board of Trustees of John Hancock Funds III.

  TOTAL VOTES  TOTAL VOTES WITHHELD 
  FOR THE NOMINEE  FROM THE NOMINEE 

Independent Trustees     
Charles L. Bardelis  657,515,396.49  7,284,346.35 
Peter S. Burgess  657,435,609.53  7,364,133.30 
William H. Cunningham  654,078,766.31  10,720,976.53 
Grace K. Fey  657,602,863.91  7,196,878.92 
Theron S. Hoffman  657,614,243.23  7,185,499.60 
Deborah C. Jackson  657,542,023.74  7,257,719.09 
Hassell H. McClellan  657,319,823.50  7,479,919.34 
James M. Oates  656,971,552.43  7,828,190.40 
Steven R. Pruchansky  657,559,900.72  7,239,842.11 
Gregory A. Russo  658,072,539.03  6,727,203.80 
Non-Independent Trustees     
James R. Boyle  657,895,765.77  6,903,977.06 
Craig Bromley  657,588,989.57  7,210,753.26 
Warren A. Thomson  657,817,862.75  6,981,880.08 

 

27 

 



Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund as of December 1, 2012. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees

Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James M. Oates,2 Born: 1946  2012  234 

Managing Director, Wydown Group (financial consulting firm) (since 1994); Chairman and Director, 
Emerson Investment Management, Inc. (since 2000); Independent Chairman, Hudson Castle Group, Inc. 
(formerly IBEX Capital Markets, Inc.) (financial services company) (1997–2011); Director, Stifel Financial 
(since 1996); Director, Investor Financial Services Corporation (1995–2007); Director, Connecticut River 
Bancorp (since 1998); Director, Virtus Funds (formerly Phoenix Mutual Funds) (since 1988). Trustee 
and Chairperson of the Board, John Hancock retail funds (since 2012); Trustee (2005–2006 and since 
2012) and Chairperson of the Board (since 2012), John Hancock Funds III; Trustee (since 2004) and 
Chairperson of the Board (since 2005), John Hancock Variable Insurance Trust; Trustee and Chairperson 
of the Board (since 2005), John Hancock Funds II.     
 
Charles L. Bardelis,2,3 Born: 1941  2012  234 

Director, Island Commuter Corp. (marine transport). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust (since 1988); Trustee, John Hancock Funds II (since 2005).     
 
Peter S. Burgess,2,3 Born: 1942  2012  234 

Consultant (financial, accounting and auditing matters) (since 1999); Certified Public Accountant; 
Partner, Arthur Andersen (independent public accounting firm) (prior to 1999); Director, Lincoln 
Educational Services Corporation (since 2004); Director, Symetra Financial Corporation (since 2010); 
former Director, PMA Capital Corporation (2004–2010). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2005).     
 
William H. Cunningham, Born: 1944  2006  234 

Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas 
System and former President of the University of Texas, Austin, Texas; Director, LIN Television (since 
2009); Chairman (since 2009) and Director (since 2006), Lincoln National Corporation (insurance); 
Director, Resolute Energy Corporation (since 2009); Director, Southwest Airlines (since 2000); former 
Director, Introgen (manufacturer of biopharmaceuticals) (until 2008); former Director, Hicks Acquisition 
Company I, Inc. (until 2007); former Director, Texas Exchange Bank, SSB (formerly Bank of Crowley) 
(until 2009); former Advisory Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) 
(until 2009). Trustee, John Hancock retail funds (since 1986); Trustee, John Hancock Variable Insurance 
Trust (since 2012); Trustee, John Hancock Funds II (since 2012 and 2005–2006).   
 
Grace K. Fey,2 Born: 1946  2012  234 

Chief Executive Officer, Grace Fey Advisors (since 2007); Director and Executive Vice President, 
Frontier Capital Management Company (1988–2007); Director, Fiduciary Trust (since 2009). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2008).     

 

Leveraged Companies Fund | Annual report 

 

28 

 



Independent Trustees (continued)

Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
Theron S. Hoffman,2,3 Born: 1947  2012  234 

Chief Executive Officer, T. Hoffman Associates, LLC (consulting firm) (since 2003); Director, The Todd 
Organization (consulting firm) (2003–2010); President, Westport Resources Management (investment 
management consulting firm) (2006–2008); Senior Managing Director, Partner and Operating Head, 
Putnam Investments (2000–2003); Executive Vice President, The Thomson Corp. (financial and 
legal information publishing) (1997–2000). Trustee, John Hancock retail funds (since 2012); Trustee, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2008).   
 
Deborah C. Jackson, Born: 1952  2008  234 

President, Cambridge College, Cambridge, Massachusetts (since 2011); Chief Executive Officer, 
American Red Cross of Massachusetts Bay (2002–2011); Board of Directors of Eastern Bank Corporation 
(since 2001); Board of Directors of Eastern Bank Charitable Foundation (since 2001); Board of Directors 
of American Student Assistance Corporation (1996–2009); Board of Directors of Boston Stock Exchange 
(2002–2008); Board of Directors of Harvard Pilgrim Healthcare (health benefits company) (2007–2011). 
Trustee, John Hancock retail funds (since 2008); Trustee of John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Hassell H. McClellan,2 Born: 1945  2012  234 

Associate Professor, The Wallace E. Carroll School of Management, Boston College (since 1984); 
Trustee, Virtus Variable Insurance Trust (formerly Phoenix Edge Series Funds) (since 2008); Director, 
The Barnes Group (since 2010). Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock 
Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance Trust and   
John Hancock Funds II (since 2005).     
 
Steven R. Pruchansky, Born: 1944  2006  234 

Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director 
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First 
American Bank (until 2010); Managing Director, Jon James, LLC (real estate) (since 2000); Director, 
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President, 
Maxwell Building Corp. (until 1991). Trustee (since 1992) and Chairperson of the Board (2011–2012), 
John Hancock retail funds; Trustee and Vice Chairperson of the Board, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2012).   
 
Gregory A. Russo, Born: 1949  2008  234 

Director and Audit Committee Chairman (since 2012) and Member, Audit Committee and Finance 
Committee (since 2011), NCH Healthcare System, Inc. (holding company for multi-entity healthcare 
system); Director and Member of Finance Committee, The Moorings, Inc. (nonprofit continuing care 
community) (since 2012); Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); 
Vice Chairman, Industrial Markets, KPMG (1998–2002); Chairman and Treasurer, Westchester 
County, New York, Chamber of Commerce (1986–1992); Director, Treasurer and Chairman of 
Audit and Finance Committees, Putnam Hospital Center (1989–1995); Director and Chairman of 
Fundraising Campaign, United Way of Westchester and Putnam Counties, New York (1990–1995). 
Trustee, John Hancock retail funds (since 2008); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     

 

Annual report | Leveraged Companies Fund 

 

29 

 



Non-Independent Trustees4

Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James R. Boyle,2 Born: 1959  2012  234 

Senior Executive Vice President, John Hancock Financial Services (1999–2012, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Funds, LLC and John Hancock 
Investment Management Services, LLC (2005–2010). Trustee, John Hancock retail funds (since 2012 and 
2005–2010), Trustee, John Hancock Variable Insurance Trust and John Hancock Funds II (since 2005). 
 
Craig Bromley,2 Born: 1966  2012  234 

President, John Hancock Financial Services (since 2012); Senior Executive Vice President and General 
Manager, U.S. Division, John Hancock Financial Services (since 2012); President and Chief Executive 
Officer, Manulife Insurance Company (Manulife (Japan) (2005–2012), including prior positions). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Warren A. Thomson,2 Born: 1955  2012  234 

Senior Executive Vice President and Chief Investment Officer, Manulife Financial Corporation (since 
2001, including prior positions); Director, Manulife Trust Company and Manulife Bank of Canada 
(2001–2013, including prior positions); Director and Chairman, Manulife Asset Management (since 
2001, including prior positions). Trustee, John Hancock retail funds, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2012).     
 
Principal officers who are not Trustees     
 
Name, Year of Birth    Officer 
Position(s) held with Fund    of the 
Principal occupation(s) and other    Trust 
directorships during past 5 years    since 
 
Hugh McHaffie, Born: 1959    2012 

President     
Executive Vice President, John Hancock Financial Services (since 2006, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Investment Management Services, 
LLC and John Hancock Funds, LLC (since 2010); President, John Hancock Advisers, LLC (since 2012); 
President, John Hancock Investment Management Services, LLC (since 2010). President (since 2012) and 
former Trustee (2010–2012), John Hancock retail funds; President, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2009).     
 
Andrew G. Arnott, Born: 1971    2009 

Executive Vice President     
Senior Vice President, John Hancock Financial Services (since 2009); Executive Vice President, 
John Hancock Advisers, LLC (since 2005); Executive Vice President, John Hancock Investment 
Management Services, LLC (since 2006); President, John Hancock Funds, LLC (since 2004, including 
prior positions); Executive Vice President, John Hancock retail funds (since 2007, including prior 
positions); Executive Vice President, John Hancock Variable Insurance Trust and John Hancock Funds II 
(since 2007, including prior positions).     
 
Thomas M. Kinzler, Born: 1955    2006 

Secretary and Chief Legal Officer     
Vice President, John Hancock Financial Services (since 2006); Secretary and Chief Legal Counsel, 
John Hancock Funds, LLC (since 2007); Secretary and Chief Legal Officer, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2006).   

 

Leveraged Companies Fund | Annual report 

 

30 

 



Principal officers who are not Trustees (continued)

Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Francis V. Knox, Jr., Born: 1947  2006 

Chief Compliance Officer   
Vice President, John Hancock Financial Services (since 2005); Chief Compliance Officer, John Hancock 
retail funds, John Hancock Variable Insurance Trust, John Hancock Funds II, John Hancock Advisers, 
LLC and John Hancock Investment Management Services, LLC (since 2005); Vice President and Chief 
Compliance Officer, John Hancock Asset Management a division of Manulife Asset Management (US) 
LLC (2005–2008).   
 
Charles A. Rizzo, Born: 1957  2007 

Chief Financial Officer   
Vice President, John Hancock Financial Services (since 2008); Senior Vice President, John Hancock   
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2008); Chief Financial 
Officer, John Hancock retail funds, John Hancock Variable Insurance Trust and John Hancock   
Funds II (since 2007).   
 
Salvatore Schiavone, Born: 1965  2010 

Treasurer   
Assistant Vice President, John Hancock Financial Services (since 2007); Vice President, John Hancock 
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2007); Treasurer,   
John Hancock retail funds (since 2007, including prior positions); Treasurer, John Hancock Variable   
Insurance Trust and John Hancock Funds II (since 2010 and 2007–2009, including prior positions).   


John Hancock retail funds is comprised of John Hancock Funds III and 33 other John Hancock funds consisting of 23 series of other John Hancock trusts and 10 closed-end funds.

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Trust and is available without charge, upon request, by calling 1-800-225-5291.

1 Each Trustee holds office until his or her successor is elected and qualified, or until the Trustee’s death, retirement, resignation or removal.
2 Became a Trustee of the Trust effective December 1, 2012.
3 Member of Audit Committee.
4 Because Messrs. Bromley and Thomson are senior executives or directors and Mr. Boyle held prior positions as a senior executive and director of the Advisor and/or its affiliates, each of them is considered an “interested person,” as defined in the Investment Company Act of 1940, of the Trust.

Annual report | Leveraged Companies Fund 

 

31 

 



More information

Trustees  Investment adviser 
James M. Oates, Chairman  John Hancock Investment Management Services, LLC 
Steven R. Pruchansky, Vice Chairman   
Charles L. Bardelis*  Investment Subadviser 
James R. Boyle†  John Hancock Asset Management a division of Manulife Asset 
Craig Bromley†  Management (US) LLC 
Peter S. Burgess*   
William H. Cunningham  Principal distributor 
Grace K. Fey  John Hancock Funds, LLC 
Theron S. Hoffman*   
Deborah C Jackson  Custodian 
Hassell H. McClellan  State Street Bank and Trust Company 
Gregory A. Russo   
Warren A. Thomson†  Transfer agent 
  John Hancock Signature Services, Inc. 
Officers   
Hugh McHaffie  Legal counsel 
President  K&L Gates LLP 
Andrew G. Arnott   
Executive Vice President  Independent registered public 
Thomas M. Kinzler  accounting firm 
Secretary and Chief Legal Officer  PricewaterhouseCoopers LLP 
Francis V. Knox, Jr.   
Chief Compliance Officer   
Charles A. Rizzo   
Chief Financial Officer   
Salvatore Schiavone   
Treasurer   
 
*Member of the Audit Committee   
†Non-Independent Trustee   

 

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record, if any, for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-202-551-8090 to receive information on the operation of the SEC's Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:     
1-800-225-5291  Regular mail:  Express mail: 
www. jhfunds.com  John Hancock Signature Services, Inc.  John Hancock Signature Services, Inc. 
  P.O. Box 55913  Mutual Fund Image Operations 
  Boston, MA 02205-5913  30 Dan Road 
    Canton, MA 02021 

 

32 

 





John Hancock Small Cap Opportunities Fund

Table of Contents   
 
Management’s discussion of Fund performance  Page 3 
A look at performance  Page 4 
Your expenses  Page 6 
Portfolio summary  Page 7 
Fund’s investments  Page 8 
Financial statements  Page 11 
Financial highlights  Page 14 
Notes to financial statements  Page 17 
Special Shareholder Meeting  Page 25 
Trustees and Officers  Page 26 
More information  Page 30 

 



John Hancock Small Cap Opportunities Fund

Management’s Discussion of Fund Performance
By John Hancock Asset Management a division of Manulife Asset Management (US) LLC

The U.S. equity market posted double-digit gains for the year ended March 31, 2013. The bulk of the market rally occurred during the last half of the one-year period thanks to improving U.S. economic conditions and the resolution of several uncertainties that had contributed to meaningful market volatility during the first six months of the period. These included the U.S. presidential election, the fiscal cliff and additional economic stimulus measures from the U.S. Federal Reserve. For the full 12-month period, the S&P 500 Index gained 13.96%. Small-cap and mid-cap stocks outperformed their large-cap counterparts during the period, while value shares outpaced growth-oriented issues across all market capitalizations.

Fund performance

For the year ended March 31, 2013, John Hancock Small Cap Opportunities Fund’s Class A shares posted a total return of 5.87%, excluding sales charges, trailing both the 11.57% return of the average small growth fund, according to Morningstar, Inc., and the 14.52% return of the Fund’s benchmark, the Russell 2000 Growth Index.

The Fund’s underperformance of its benchmark index and peer group average for the one-year period was driven primarily by poor stock selection, which detracted in seven of 10 market sectors. Security selection in the materials and health care sectors had the biggest negative impact on relative results. Among individual holdings, the most notable detractors included specialty mattress maker Tempur-Pedic International, Inc., an out-of-index holding whose stock declined nearly 70% in the period; online liquidation auction company Liquidity Services, Inc.; and electronic payment services provider VeriFone Systems, Inc. We sold Tempur-Pedic and VeriFone during the year.

Although the Fund significantly lagged its benchmark, there were some positives, including stock selection in the information technology sector. The top individual performance contributors in this sector were industrial machinery maker 3D Systems Corp., which we sold, and online genealogy company Ancestry.com, Inc., which was acquired by a private equity firm.

This commentary reflects the views of the portfolio managers through the end of the period discussed in this report. The managers’ statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

Investments in smaller companies may involve greater risks than those in larger, more well-known companies. See the prospectus for the risks of investing in small-cap stocks. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors.

† Figures from Morningstar, Inc. include reinvested dividends and do not take into account sales charges. Actual load-adjusted performance is lower.

3 

 



A look at performance

Total returns for the period ended March 31, 2013

  Average annual total returns (%)  Cumulative total returns (%)   
  with maximum sales charge    with maximum sales charge   

Since Since
  1-year  5-year  10-year  inception 1 1-year  5-year  10-year  inception 1
Class A  0.57      19.09  0.57      110.03 

Class C  4.08      19.70  4.08      114.59 

Class I2  6.29      21.01  6.29      124.76 

Performance figures assume all distribtions have been reinvested. Figures reflect maximum sales charge on Class A shares of 5%, and the applicable contingent deferred sales charge (CDSC) on Class C shares. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable to Class I shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from those disclosed in the Financial highlights tables in this report. For all classes, the net expenses equal the gross expenses. The expense ratios are as follows:

  Class A  Class C  Class I 
Net/Gross (%)*  3.60  4.30  3.20 

* Excludes voluntary fee waivers.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For performance data current to the most recent month end, please call 1-800-225-5291.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The Fund’s performance results reflect any applicable fee waivers or expense reductions, without which the expenses would increase and results would have been less favorable.

See the following page for footnotes.

Small Cap Opportunities Fund | Annual report   
  4 

 




    With maximum  Without   
  Start date  sales charge  sales charge  Index 

Class C3  1-2-09  $21,459  $21,459  $21,863 

Class I2  1-2-09  22,476  22,476  21,863 

Russell 2000 Growth Index is an unmanaged index which measures the performance of the small-cap growth segment of the U.S. equity universe. It includes those Russell 2000 companies with higher price-to-book ratios and higher forecasted growth values.

It is not possible to invest directly in an index. Index figures do not reflect expenses or sales charges, which would have resulted in lower values if they did.

Footnotes related to performance pages

1 From 1-2-09.

2 For certain types of investors, as described in the Fund’s prospectuses.

3 The contingent deferred sales charge is not applicable.

  Annual report | Small Cap Opportunities Fund 
5   

 



Your expenses

These examples are intended to help you understand your ongoing operating expenses of investing in the Fund so you can compare these costs with the ongoing costs of investing in other mutual funds.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about your Fund’s actual ongoing operating expenses, and is based on the Fund’s actual return. It assumes an account value of $1,000.00 on October 1, 2012, with the same investment held until March 31, 2013.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,083.90  $8.31 

Class C  1,000.00  1,079.70  11.93 

Class I  1,000.00  1,086.30  6.45 

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at March 31, 2013, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

Example

[ My account value $8,600.00 / $1,000.00 = 8.6 ] x $[ “expenses paid” from table ] = My actual expenses

Hypothetical example for comparison purposes

This table allows you to compare your Fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not the Fund’s actual return). It assumes an account value of $1,000.00 on October 1, 2012, with the same investment held until March 31, 2013. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses. Please remember that these hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,017.00  $8.05 

Class C  1,000.00  1,013.50  11.55 

Class I  1,000.00  1,018.70  6.24 

Remember, these examples do not include any transaction costs; therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectuses for details regarding transaction costs.

1 Expenses are equal to the Fund's annualized expense ratio of 1.60%, 2.30% and 1.24% for Class A, Class C and Class I shares, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

6 

 



Portfolio Summary

Top 10 Holdings (31.6% of Total Investments on 3-31-2013)1,2
 
CoStar Group, Inc.  3.9% 
HomeAway, Inc.  3.4% 
Align Technology, Inc.  3.4% 
KVH Industries, Inc.  3.4% 
Acuity Brands, Inc.  3.3% 
Bottomline Technologies, Inc.  3.2% 
TreeHouse Foods, Inc.  3.0% 
Ultimate Software Group, Inc.  2.8% 
Clean Harbors, Inc.  2.7% 
Cepheid, Inc.  2.5% 
 
Sector Composition1,2,3   
Information Technology  29.2% 
Industrials  23.5% 
Health Care  22.0% 
Consumer Discretionary  12.2% 
Consumer Staples  6.4% 
Energy  4.8% 
Materials  1.0% 
Financials  0.9% 

1As a percentage of total investments on 3-31-13

2Cash and cash equivalents not included.

3 Investments in smaller companies may involve greater risks than those in larger, more well-known companies. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors.

  Annual Report | Small Cap Opportunities Fund 
7   

 



Fund’s investments
As of 3-31-13

  Shares  Value 
 
Common Stocks 102.3%    $3,376,764 

(Cost $2,693,200)     
 
Consumer Discretionary 12.5%    411,689 

 
Household Durables 0.9%     
iRobot Corp. (I)  1,085  27,841 
 
Internet & Catalog Retail 3.5%     
HomeAway, Inc. (I)  3,548  115,310 
 
Media 1.0%     
IMAX Corp. (I)  1,283  34,295 
 
Specialty Retail 4.1%     
Hibbett Sports, Inc. (I)  1,296  72,926 
Lumber Liquidators Holdings, Inc. (I)  257  18,047 
Restoration Hardware Holdings, Inc. (I)  583  20,405 
Tile Shop Holdings, Inc. (I)  1,172  24,624 
 
Textiles, Apparel & Luxury Goods 3.0%     
Fifth & Pacific Companies, Inc. (I)  1,751  33,059 
G-III Apparel Group, Ltd. (I)  665  26,673 
Tumi Holdings, Inc. (I)  1,839  38,509 
 
Consumer Staples 6.5%    215,951 

 
Food & Staples Retailing 2.7%     
Pricesmart, Inc.  359  27,941 
United Natural Foods, Inc. (I)  1,254  61,697 
 
Food Products 3.8%     
Annie's, Inc. (I)  691  26,438 
TreeHouse Foods, Inc. (I)  1,533  99,875 
 
Energy 4.9%    160,894 

 
Energy Equipment & Services 2.7%     
Dril-Quip, Inc. (I)  339  29,551 
Geospace Technologies Corp. (I)  230  24,822 
Lufkin Industries, Inc.  537  35,651 
 
Oil, Gas & Consumable Fuels 2.2%     
Americas Petrogas, Inc. (I)  27,604  52,444 
Ivanhoe Energy, Inc. (I)  28,347  18,426 
 
Financials 1.0%    33,312 

 
Capital Markets 1.0%     
Solar Senior Capital, Ltd.  1,735  33,312 
 
Health Care 22.5%    742,795 

 
Biotechnology 4.2%     
Alkermes PLC (I)  1,645  39,003 
Ariad Pharmaceuticals, Inc. (I)  788  14,255 
Cepheid, Inc. (I)  2,188  83,954 
 
Health Care Equipment & Supplies 8.6%     
Align Technology, Inc. (I)  3,408  114,202 
DexCom, Inc. (I)  2,292  38,322 
HeartWare International, Inc. (I)  382  33,780 
Neogen Corp. (I)  1,180  58,493 
Thoratec Corp. (I)  1,005  37,688 

 

See notes to Financial Statements  Annual Report | Small Cap Opportunities Fund 
8

 



Fund’s investments
As of 3-31-13

  Shares  Value 
 
Health Care (continued)     

 
Health Care Providers & Services 2.5%     
MEDNAX, Inc. (I)  935  $83,804 
 
Health Care Technology 6.3%     
athenahealth, Inc. (I)  524  50,849 
HealthStream, Inc. (I)  2,348  53,863 
HMS Holdings Corp. (I)  2,865  77,785 
Vocera Communications, Inc. (I)  1,161  26,703 
 
Pharmaceuticals 0.9%     
Salix Pharmaceuticals, Ltd. (I)  588  30,094 
 
Industrials 24.0%    791,981 

 
Aerospace & Defense 3.8%     
Hexcel Corp. (I)  1,668  48,389 
The KEYW Holding Corp. (I)  4,665  75,246 
 
Building Products 2.3%     
Quanex Building Products Corp.  2,147  34,567 
Simpson Manufacturing Company, Inc.  687  21,029 
Trex Company, Inc. (I)  425  20,902 
 
Commercial Services & Supplies 4.7%     
Clean Harbors, Inc. (I)  1,591  92,421 
Healthcare Services Group, Inc.  2,482  63,614 
 
Electrical Equipment 3.4%     
Acuity Brands, Inc.  1,617  112,139 
 
Machinery 3.9%     
Chart Industries, Inc. (I)  659  52,727 
CLARCOR, Inc.  505  26,452 
Proto Labs, Inc. (I)  503  24,697 
Westport Innovations, Inc. (I)  793  23,401 
 
Professional Services 2.4%     
The Advisory Board Company (I)  1,528  80,251 
 
Trading Companies & Distributors 3.5%     
DXP Enterprises, Inc. (I)  559  41,757 
MRC Global, Inc. (I)  2,259  74,389 
 
Information Technology 29.9%    986,044 

 
Communications Equipment 3.5%     
KVH Industries, Inc. (I)  8,403  114,029 
 
Internet Software & Services 7.7%     
CoStar Group, Inc. (I)  1,193  130,586 
Dealertrack Technologies, Inc. (I)  974  28,616 
Demandware, Inc. (I)  1,171  29,685 
Liquidity Services, Inc. (I)  2,147  64,002 
 
IT Services 3.2%     
Cardtronics, Inc. (I)  2,044  56,128 
WEX, Inc. (I)  642  50,397 
 
Semiconductors & Semiconductor Equipment 2.0%     
Cavium, Inc. (I)  893  34,657 
Veeco Instruments, Inc. (I)  826  31,661 
 
Software 13.5%     
Allot Communications, Ltd. (I)  1,123  13,409 

 

See notes to Financial Statements  Annual Report | Small Cap Opportunities Fund 
9

 



Fund’s investments
As of 3-31-13

  Shares  Value 
 
Information Technology (continued)     

Aspen Technology, Inc. (I)  1,113  $35,939 
Bottomline Technologies, Inc. (I)  3,824  109,022 
BroadSoft, Inc. (I)  918  24,299 
Concur Technologies, Inc. (I)  799  54,859 
Monotype Imaging Holdings, Inc.  1,735  41,206 
Synchronoss Technologies, Inc. (I)  1,061  32,923 
Tangoe, Inc. (I)  3,224  39,945 
Ultimate Software Group, Inc. (I)  909  94,681 
 
Materials 1.0%    34,098 

 
Metals & Mining 1.0%     
Pretium Resources, Inc. (I)  4,298  34,098 
 
Warrants 0.0%    $34 

(Cost $0)     
 
Focus Graphite, Inc. (Expiration Date: 5-13-13, Strike Price: CAD 1.25) (I)  6,951  34 
 
Total investments (Cost $2,693,200)† 102.3%    $3,376,798 

 
Other assets and liabilities, net (2.3%)    ($74,538) 

 
Total net assets 100.0%    $3,302,260 

The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund.

CAD Canadian Dollar

(I) Non-income producing security.

† At 3-31-13, the aggregate cost of investment securities for federal income tax purposes was $2,718,343. Net unrealized appreciation aggregated $658,455, of which $751,935 related to appreciated investment securities and $93,480 related to depreciated investment securities.

See notes to Financial Statements  Annual Report | Small Cap Opportunities Fund 
10

 



Financial Statements

Statement of Assets and Liabilities — 3-31-13

Assets     

Investments, at value (Cost $2,693,200)  $  3,376,798 
Foreign currency, at value (Cost $3,749)    3,751 
Receivable for investments sold    6,007 
Dividends receivable    407 
Other receivables and prepaid expenses    55 
 
Total assets    3,387,018 
 
 
Liabilities     

Due to custodian    40,920 
Payable to affiliates     
Accounting and legal services fees    90 
Transfer agent fees    531 
Trustees' fees    22 
Investment management fees    328 
Other liabilities and accrued expenses    42,867 
 
Total liabilities    84,758 
 
Net assets    3,302,260 
 
 
Net assets consist of     

Paid-in capital  $  2,464,629 
Accumulated net investment loss    (44,996) 
Accumulated net realized gain (loss) on     
investments and foreign currency transactions    199,027 
Net unrealized appreciation (depreciation) on     
investments and translation of assets and     
liabilities in foreign currencies    683,600 
 
Net assets  $  3,302,260 
 
 
Net asset value per share     

Based on net asset values and shares     
outstanding-the Fund has an unlimited number     
of shares authorized with no par value     
Class A ($1,105,583 ÷ 83,646 shares) 1  $  13.22 
Class C ($1,073,275 ÷ 83,047 shares)1  $  12.92 
Class I ($1,123,402 ÷ 83,991 shares)  $  13.38 
 
Maximum offering price per share     
Class A (net asset value per share ÷ 95%)2  $  13.92 

1 Redemption price is equal to net asset value less any applicable contingent deferred sales charge.

2 On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

See notes to financial statements.   
  11 

 



Statement of Operations — For the Year Ended 3-31-13

Investment income     

Dividends  $  16,334 
Interest    439 
Total investment income    16,773 
 
Expenses     

Investment management fees    35,686 
Distribution and service fees    22,434 
Accounting and legal services fees    704 
Transfer agent fees    6,632 
Trustees' fees    245 
Professional fees    38,729 
Custodian fees    26,233 
Registration and filing fees    11,920 
Other    7,997 
 
Total expenses    150,580 
 
Less expense reductions    (77,209) 
 
Net expenses    73,371 
 
Net investment loss    (56,598) 
 
 
Realized and unrealized gain (loss)     

Net realized gain (loss) on     
Investments in unaffiliated issuers    397,919 
Foreign currency transactions    (221) 
    397,698 
 
Change in net unrealized appreciation     
(depreciation) of     
Investments in unaffiliated issuers    (113,071) 
Translation of assets and liabilities in foreign     
currencies    14 
    (113,057) 
 
Net realized and unrealized gain    284,641 
 
Increase in net assets from operations  $  228,043 

 

See notes to financial statements.   
  12 

 



Statements of Changes in Net Assets

    Year ended    Year ended 
    3-31-13    3-31-12 
 
Increase (decrease) in net assets         

From operations         
Net investment loss  $  (56,598)  $  (59,241) 
Net realized gain    397,698    275,864 
Change in net unrealized appreciation         
(depreciation)    (113,057)    (263,183) 
Increase (decrease) in net assets resulting         
from operations    228,043    (46,560) 
 
 
Distributions to shareholders         
From net investment income         
Class A        (31,771) 
Class B        (24,616) 
Class C        (24,616) 
Class I        (35,481) 
From net realized gain         
Class A    (31,643)    (177,977) 
Class B    (31,396)    (177,486) 
Class C    (31,396)    (177,486) 
Class I    (31,785)    (178,309) 
Total distributions    (126,220)    (827,742) 
 
From Fund share transactions    (942,914)    827,742 
 
 
Total decrease    (841,091)    (46,560) 
 
Net assets         

Beginning of year    4,143,351    4,189,911 
End of year  $  3,302,260  $  4,143,351 
 
Accumulated net investment loss  $  (44,996)  $  (85,345) 

 

See notes to financial statements.   
  13 

 



Financial Highlights

CLASS A SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 

Net asset value, beginning of period  $12.90  $17.18  $14.49  $9.39  $10.00 
Net investment loss2  (0.14)  (0.19)  (0.16)  (0.14)  (0.03) 
Net realized and unrealized gain (loss) on           
investments  0.85  (0.67)  4.88  6.35  (0.58) 
Total from investment operations  0.71  (0.86)  4.72  6.21  (0.61) 
 
Less distributions           
From net investment income    (0.52)  (0.08)     
From net realized gain  (0.39)  (2.90)  (1.95)  (1.11)   
Total distributions  (0.39)  (3.42)  (2.03)  (1.11)   
 
Net asset value, end of period  $13.22  $12.90  $17.18  $14.49  $9.39 
 
Total return (%)3,4  5.87  (0.87)  34.27  67.14  (6.10)5 
 
Ratios and supplemental data           

Net assets, end of period (in thousands)  $1,106  $1,044  $1,053  $785  $470 
Ratios (as a percentage of average net           
assets):           
Expenses before reductions  3.54  3.60  3.71  4.03  12.346 
Expenses net of fee waivers and credits  1.60  1.61  1.59  1.36  1.656 
Net investment loss  (1.18)  (1.31)  (1.08)  (1.07)  (1.42)6 
Portfolio turnover (%)  87  89  105  101  27 

1 The inception date for Class A shares is 1-2-09.
2 Based on the average daily shares outstanding.
3 Does not reflect the effect of sales charges, if any.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.

See notes to financial statements    Small Cap Opportunities Fund 
  14   

 



Financial Highlights

CLASS C SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 

Net asset value, beginning of period  $12.71  $16.96  $14.36  $9.38  $10.00 
Net investment loss2  (0.23)  (0.28)  (0.26)  (0.23)  (0.05) 
Net realized and unrealized gain (loss) on           
investments  0.83  (0.67)  4.81  6.32  (0.57) 
Total from investment operations  0.60  (0.95)  4.55  6.09  (0.62) 
 
Less distributions           
From net investment income    (0.40)       
From net realized gain  (0.39)  (2.90)  (1.95)  (1.11)   
Total distributions  (0.39)  (3.30)  (1.95)  (1.11)   
 
Net asset value, end of period  $12.92  $12.71  $16.96  $14.36  $9.38 
 
Total return (%)3,4  5.08  (1.56)  33.31  65.91  (6.20)5 
 
Ratios and supplemental data           

Net assets, end of period (in thousands)  $1,073  $1,021  $1,037  $778  $469 
Ratios (as a percentage of average net           
assets):           
Expenses before reductions  4.24  4.30  4.41  4.73  13.046 
Expenses net of fee waivers and credits  2.30  2.31  2.29  2.06  2.356 
Net investment loss  (1.88)  (2.01)  (1.78)  (1.77)  (2.12)6 
Portfolio turnover (%)  87  89  105  101  27 

1 The inception date for Class C shares is 1-2-09.
2 Based on the average daily shares outstanding.
3 Does not reflect the effect of sales charges, if any.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.

See notes to financial statements    Small Cap Opportunities Fund 
  15   

 



Financial Highlights

CLASS I SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 

Net asset value, beginning of period  $13.00  $17.29  $14.56  $9.41  $10.00 
Net investment loss2  (0.10)  (0.13)  (0.10)  (0.10)  (0.02) 
Net realized and unrealized gain (loss) on           
investments  0.87  (0.68)  4.91  6.36  (0.57) 
Total from investment operations  0.77  (0.81)  4.81  6.26  (0.59) 
 
Less distributions           
From net investment income    (0.58)  (0.13)     
From net realized gain  (0.39)  (2.90)  (1.95)  (1.11)   
Total distributions  (0.39)  (3.48)  (2.08)  (1.11)   
 
Net asset value, end of period  $13.38  $13.00  $17.29  $14.56  $9.41 
 
Total return (%)3  6.29  (0.48)  34.77  67.54  (5.90)4 
 
Ratios and supplemental data           

Net assets, end of period (in thousands)  $1,123  $1,057  $1,062  $788  $470 
Ratios (as a percentage of average net           
assets):           
Expenses before reductions  3.16  3.20  3.30  3.72  12.045 
Expenses net of fee waivers and credits  1.24  1.22  1.17  1.06  1.105 
Net investment loss  (0.82)  (0.92)  (0.66)  (0.77)  (0.87)5 
Portfolio turnover (%)  87  89  105  101  27 

1 The inception date for Class I shares is 1-2-09.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Annualized.

See notes to financial statements    Small Cap Opportunities Fund 
  17   

 



Notes to financial statements

Note 1 Organization

John Hancock Small Cap Opportunities Fund (the Fund) is a series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek long-term capital appreciation.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of assets and liabilities. Class A and Class C shares are offered to all investors. Class I shares are offered to institutions and certain investors. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees, if any, transfer agent fees, printing and postage and state registration fees for each class may differ.

Effective March 27, 2013, Class B shares were liquidated.

Note 2 - Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates and those differences could be significant. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of regular trading on the New York Stock Exchange (NYSE), normally at 4:00 p.m., Eastern Time. In order to value the securities, the Fund uses the following valuation techniques: Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then the securities are valued using the last quoted bid or evaluated price. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rates supplied by an independent pricing service. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost. Other portfolio securities and assets, where reliable market quotations are not available, are valued at fair value as determined in good faith by the Fund’s Pricing Committee following procedures established by the Board of Trustees, which include price verification procedures. The frequency with which these fair valuation procedures are used cannot be predicted.

The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes securities valued using quoted prices in active markets for identical securities. Level 2 includes securities valued using other significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these inputs are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes securities valued using significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. Factors used in determining value may include market or issuer specific events or trends, changes in interest rates and credit quality. The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy.

As of March 31, 2013, all investments are categorized as Level 1 under the hierarchy described above.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned.

17 

 



Dividend income is recorded on the ex-date, except for dividends of foreign securities where the dividend may not be known until after the ex-date. In those cases, dividend income, net of withholding taxes, is recorded when the Fund becomes aware of the dividends. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation.

Foreign currency translation. Assets, including investments and liabilities denominated in foreign currencies, are translated into U.S. dollar values each day at the prevailing exchange rate. Purchases and sales of securities, income and expenses are translated into U.S. dollars at the prevailing exchange rate on the date of the transaction. The effect of changes in foreign currency exchange rates on the value of securities is reflected as a component of the realized and unrealized gains (losses) on investments.

Funds that invest internationally generally carry more risk than funds that invest strictly in U.S. securities. Risks can result from differences in economic and political conditions, regulations, market practices (including higher transaction costs), accounting standards and other factors. Foreign investments are also subject to a decline in the value of a foreign currency versus the U.S. dollar, which reduces the dollar value of securities denominated in that currency.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to the Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian may have a lien, security interest or security entitlement in any Fund property that is not otherwise segregated or pledged, to the maximum extent permitted by law, to the extent of any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with Citibank N.A. that enables them to participate in a $300 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis and is reflected in other expenses on the Statement of operations. Prior to March 27, 2013, the Fund participated in a $100 million unsecured line of credit, also with Citibank, with terms otherwise similar to the existing agreement. Commitment fees for the year ended March 31, 2013 were $889. For the year ended March 31, 2013, the Fund had no borrowings under either line of credit.

Expenses. Within the John Hancock Funds complex, expenses that are directly attributable to an individual fund are allocated to such fund. Expenses that are not readily attributable to a specific fund are allocated among all funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the fund’s relative net assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses and realized and unrealized gains (losses) are determined at the fund level and allocated daily to each class of shares based on the net assets of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage, for all classes, are calculated daily at the class level based on the appropriate net assets of each class and the specific expense rates applicable to each class.

Federal income taxes. The Fund intends to continue to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

Qualified late year ordinary losses of $38,324 are treated as occurring on April 1, 2013.

As of March 31, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, derecognition or disclosure. The Fund’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three years.

18 

 



Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-date. The Fund generally declares and pays dividends and capital gain distributions, if any, annually. The tax character of distributions for the years ended March 31, 2013 and March 31, 2012 was as follows:

  March 31, 2013  March 31, 2012 

Ordinary Income  -  $347,629 

Long-Term Capital Gain  $126,220  $480,113 

Distributions paid by the Fund with respect to each class of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of class level expenses that may be applied differently to each class. As of March 31, 2013, the components of distributable earnings on a tax basis consisted of $217,505 of undistributed long-term capital gains.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences, if any, will reverse in a subsequent period. Book-tax differences are primarily attributable to net operating losses, investments in passive foreign investment companies and wash sale loss deferrals.

Note 3 - Guarantees and indemnifications

Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust, including the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss from such claims is considered remote.

Note 4 Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Advisor) serves as investment advisor for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Advisor, serves as principal underwriter of the Trust. The Advisor and the Distributor are indirect, wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management contract with the Advisor under which the Fund pays a daily management fee to the Advisor equivalent, on an annual basis, to the sum of: (a) 0.90% of the first $1,000,000,000 of the Fund’s average daily net assets; and (b) 0.85% of the Fund’s average daily net assets in excess of $1,000,000,000. The Advisor has a subadvisory agreement with John Hancock Asset Management a division of Manulife Asset Management (US) LLC, an indirectly owned subsidiary of MFC and an affiliate of the Advisor. The Fund is not responsible for payment of the subadvisory fees.

Effective July 1, 2012, the Advisor voluntarily agreed to waive all or a portion of its management fee and reimburse or pay operating expenses of the Fund to the extent necessary to maintain the Fund’s total operating expenses at 1.60%, 2.30%, 2.30% and 1.24% for Class A, Class B, Class C and Class I shares, respectively, excluding certain expenses such as taxes, brokerage commissions, interest expense, acquired fund fees and expenses, short dividend expense, litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business.

19 

 



These expense limitations can be terminated at any time by the Advisor on notice to the Trust. The fee waivers and/or reimbursements were contractual prior to July 1, 2012.

In addition, the Advisor voluntarily agreed to waive fees and/or reimburse certain other expenses of the Fund excluding taxes, portfolio brokerage commissions, interest expense, advisory fees, Rule 12b-1 fees, transfer agent fees, services fees, blue sky fees, printing and postage, acquired fund fees and expenses, short dividend expense, litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business. This voluntary expense reimbursement will continue in effect until terminated at any time by the Advisor on notice to the Fund. The fee waivers and/or reimbursements are such that these expenses will not exceed 0.27% of average net assets. This fee waiver may be terminated or amended at any time by the Advisor.

Accordingly, these expense reductions amounted to $19,505, $19,143, $19,010 and $19,551 for Class A, Class B, Class C and Class I shares, respectively, for the year ended March 31, 2013.

The investment management fees, including the impact of the waivers and reimbursements described above, incurred for the year ended March 31, 2013 were equivalent to a net annual effective rate of 0.00% of the Fund’s average daily net assets.

Accounting and legal services. Pursuant to a service agreement, the Fund reimburses the Advisor for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services to the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports, among other services. These expenses are allocated to each share class based on its relative net assets at the time the expense was incurred. These accounting and legal services fees incurred for the year ended March 31, 2013 amounted to an annual rate of 0.02% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B and Class C shares pursuant to Rule 12b-1 under the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. The Fund pays the following contractual rates of distribution and service fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

Class  Rule 12b-1 Fee 

Class A  0.30% 

Class B  1.00% 

Class C  1.00% 

Sales charges. Class A shares are assessed up-front sales charges. For the year ended March 31, 2013, there were no up-front sales charges received by the Distributor with regard to sales of Class A shares.

Class A, Class B and Class C shares may be subject to contingent deferred sales charges (CDSCs). Certain Class A shares that are acquired through purchases of $1 million or more and are redeemed within one year of purchase are subject to a 1.00% sales charge. Class B shares that were redeemed within six years of purchase were subject to CDSCs, at declining rates, beginning at 5.00%. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC. CDSCs are applied to the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended March 31, 2013, there were no CDSCs received by the Distributor for Class A, Class B or Class C shares.

20 

 



Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (Signature Services), an affiliate of the Advisor. The transfer agent fees paid to Signature Services are determined based on the cost to Signature Services (Signature Services Cost) of providing recordkeeping services. The Signature Services Cost includes a component of allocated John Hancock corporate overhead for providing transfer agent services to the Fund and to all other John Hancock affiliated funds. It also includes out-of-pocket expenses that are comprised of payments made to third-parties for recordkeeping services provided to their clients who invest in one or more John Hancock funds. In addition, Signature Services Cost may be reduced by certain fees that Signature Services receives in connection with retirement and small accounts. Signature Services Cost is calculated monthly and allocated, as applicable, to four categories of share classes: Institutional Share Classes, Retirement Share Classes, Municipal Bond Classes and all other Retail Share Classes. Within each of these categories, the applicable costs are allocated to the affected John Hancock affiliated funds and/or classes, based on the relative average daily net assets.

Class level expenses. Class level expenses for the year ended March 31, 2013 were:

Class  Distribution and  Transfer agent fees 
  service fees   

Class A  $3,013  $1,891 

Class B  9,637  1,817 

Class C  9,784  1,843 

Class I  -  1,081 

Total  $22,434  $6,632 

For the year ended March 31, 2013 there were no printing and postage and state registration fees.

Trustee expenses. The Fund compensates each Trustee who is not an employee of the Advisor or its affiliates. Under the John Hancock Group of Funds Deferred Compensation Plan (the Plan) which was terminated in November 2012, certain Trustees could have elected, for tax purposes, to defer receipt of this compensation. Any deferred amounts were invested in various John Hancock funds. The investment of deferred amounts and the offsetting liability are included within Other receivables and prepaid expenses and Payable to affiliates - Trustees' fees, respectively, in the accompanying Statement of assets and liabilities. Plan assets will be liquidated in accordance with the Plan documents.

Note 5 - Fund share transactions

Transactions in Fund shares for the years ended March 31, 2013 and 2012 were as follows:

  Year ended  Year ended
  3/31/13 3/31/12


 
  Shares  Amount  Shares    Amount 
Class A shares           
Distributions reinvested  2,677  $  31,643    19,640  $  209,748 




Net increase  2,677  $  31,643    19,640  $  209,748 




Class B shares 
Distributions reinvested  2,711  $  31,396    19,174  $  202,102 
Repurchased  (83,046)  (1,069,134)       




 

21 

 



Net increase (decrease)  (80,335)  $  (1,037,738)    19,174  $  202,102 




Class C shares           
Distributions reinvested  2,712  $  31,396    19,174  $  202,102 




Net increase  2,712  $  31,396    19,174  $  202,102 




Class I shares           
Distributions reinvested  2,659  $  31,785    19,888  $  213,790 




Net increase  2,659  $  31,785    19,888  $  213,790 




Net increase (decrease)  (72,287)  $  (942,914)    77,876  $  827,742 




Affiliates of the Fund owned 100% of shares of beneficial interest of Class A, Class C and Class I on March 31, 2013.

Note 6 - Purchase and sale of securities

Purchases and sales of securities, other than short-term securities, aggregated $3,395,601 and $4,306,414, respectively, for the year ended March 31, 2013.

22 

 



Auditor’s Report
Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of John Hancock Small Cap Opportunities Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock Small Cap Opportunities Fund (the “Fund”) at March 31, 2013, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at March 31, 2013 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
May 22, 2013

23 

 



Tax Information
Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended March 31, 2013.

The Fund paid $126,220 in capital gain dividends.

Eligible shareholders will be mailed a 2013 Form 1099-DIV in early 2014. This will reflect the tax character of all distributions paid in calendar year 2013.

Please consult a tax advisor regarding the tax consequences of your investment in the Fund.

24 

 



Special Shareholder Meeting

On November 13, 2012, a Special Meeting of the Shareholders of John Hancock Funds III and each of its series, including John Hancock Small Cap Opportunities Fund, was held at 601 Congress Street, Boston, Massachusetts, for the purpose of considering and voting on the following proposal:

Proposal: Election of thirteen (13) Trustees as members of the Board of Trustees of John Hancock Funds III.

  TOTAL VOTES  TOTAL VOTES WITHHELD 
  FOR THE NOMINEE  FROM THE NOMINEE 

Independent Trustees     
Charles L. Bardelis  657,515,396.49  7,284,346.35 
Peter S. Burgess  657,435,609.53  7,364,133.30 
William H. Cunningham  654,078,766.31  10,720,976.53 
Grace K. Fey  657,602,863.91  7,196,878.92 
Theron S. Hoffman  657,614,243.23  7,185,499.60 
Deborah C. Jackson  657,542,023.74  7,257,719.09 
Hassell H. McClellan  657,319,823.50  7,479,919.34 
James M. Oates  656,971,552.43  7,828,190.40 
Steven R. Pruchansky  657,559,900.72  7,239,842.11 
Gregory A. Russo  658,072,539.03  6,727,203.80 
Non-Independent Trustees     
James R. Boyle  657,895,765.77  6,903,977.06 
Craig Bromley  657,588,989.57  7,210,753.26 
Warren A. Thomson  657,817,862.75  6,981,880.08 
      

 

25

 



Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund as of December 1, 2012. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees

Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James M. Oates,2 Born: 1946  2012  234 

Managing Director, Wydown Group (financial consulting firm) (since 1994); Chairman and Director, 
Emerson Investment Management, Inc. (since 2000); Independent Chairman, Hudson Castle Group, Inc. 
(formerly IBEX Capital Markets, Inc.) (financial services company) (1997–2011); Director, Stifel Financial 
(since 1996); Director, Investor Financial Services Corporation (1995–2007); Director, Connecticut River 
Bancorp (since 1998); Director, Virtus Funds (formerly Phoenix Mutual Funds) (since 1988). Trustee 
and Chairperson of the Board, John Hancock retail funds (since 2012); Trustee (2005–2006 and since 
2012) and Chairperson of the Board (since 2012), John Hancock Funds III; Trustee (since 2004) and 
Chairperson of the Board (since 2005), John Hancock Variable Insurance Trust; Trustee and Chairperson 
of the Board (since 2005), John Hancock Funds II.     
 
Charles L. Bardelis,2,3 Born: 1941  2012  234 

Director, Island Commuter Corp. (marine transport). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust (since 1988); Trustee, John Hancock Funds II (since 2005).     
 
Peter S. Burgess,2,3 Born: 1942  2012  234 

Consultant (financial, accounting and auditing matters) (since 1999); Certified Public Accountant; 
Partner, Arthur Andersen (independent public accounting firm) (prior to 1999); Director, Lincoln 
Educational Services Corporation (since 2004); Director, Symetra Financial Corporation (since 2010); 
former Director, PMA Capital Corporation (2004–2010). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2005).     
 
William H. Cunningham, Born: 1944  2006  234 

Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas 
System and former President of the University of Texas, Austin, Texas; Director, LIN Television (since 
2009); Chairman (since 2009) and Director (since 2006), Lincoln National Corporation (insurance); 
Director, Resolute Energy Corporation (since 2009); Director, Southwest Airlines (since 2000); former 
Director, Introgen (manufacturer of biopharmaceuticals) (until 2008); former Director, Hicks Acquisition 
Company I, Inc. (until 2007); former Director, Texas Exchange Bank, SSB (formerly Bank of Crowley) 
(until 2009); former Advisory Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) 
(until 2009). Trustee, John Hancock retail funds (since 1986); Trustee, John Hancock Variable Insurance 
Trust (since 2012); Trustee, John Hancock Funds II (since 2012 and 2005–2006).   
 
Grace K. Fey,2 Born: 1946  2012  234 

Chief Executive Officer, Grace Fey Advisors (since 2007); Director and Executive Vice President, 
Frontier Capital Management Company (1988–2007); Director, Fiduciary Trust (since 2009). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2008).     

 

Small Cap Opportunities Fund | Annual report   
  26 

 



Independent Trustees (continued)

Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
Theron S. Hoffman,2,3 Born: 1947  2012  234 

Chief Executive Officer, T. Hoffman Associates, LLC (consulting firm) (since 2003); Director, The Todd 
Organization (consulting firm) (2003–2010); President, Westport Resources Management (investment 
management consulting firm) (2006–2008); Senior Managing Director, Partner and Operating Head, 
Putnam Investments (2000–2003); Executive Vice President, The Thomson Corp. (financial and 
legal information publishing) (1997–2000). Trustee, John Hancock retail funds (since 2012); Trustee, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2008).   
 
Deborah C. Jackson, Born: 1952  2008  234 

President, Cambridge College, Cambridge, Massachusetts (since 2011); Chief Executive Officer, 
American Red Cross of Massachusetts Bay (2002–2011); Board of Directors of Eastern Bank Corporation 
(since 2001); Board of Directors of Eastern Bank Charitable Foundation (since 2001); Board of Directors 
of American Student Assistance Corporation (1996–2009); Board of Directors of Boston Stock Exchange 
(2002–2008); Board of Directors of Harvard Pilgrim Healthcare (health benefits company) (2007–2011). 
Trustee, John Hancock retail funds (since 2008); Trustee of John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Hassell H. McClellan,2 Born: 1945  2012  234 

Associate Professor, The Wallace E. Carroll School of Management, Boston College (since 1984); 
Trustee, Virtus Variable Insurance Trust (formerly Phoenix Edge Series Funds) (since 2008); Director, 
The Barnes Group (since 2010). Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock 
Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance Trust and   
John Hancock Funds II (since 2005).     
 
Steven R. Pruchansky, Born: 1944  2006  234 

Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director 
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First 
American Bank (until 2010); Managing Director, Jon James, LLC (real estate) (since 2000); Director, 
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President, 
Maxwell Building Corp. (until 1991). Trustee (since 1992) and Chairperson of the Board (2011–2012), 
John Hancock retail funds; Trustee and Vice Chairperson of the Board, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2012).   
 
Gregory A. Russo, Born: 1949  2008  234 

Director and Audit Committee Chairman (since 2012) and Member, Audit Committee and Finance 
Committee (since 2011), NCH Healthcare System, Inc. (holding company for multi-entity healthcare 
system); Director and Member of Finance Committee, The Moorings, Inc. (nonprofit continuing care 
community) (since 2012); Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); 
Vice Chairman, Industrial Markets, KPMG (1998–2002); Chairman and Treasurer, Westchester 
County, New York, Chamber of Commerce (1986–1992); Director, Treasurer and Chairman of 
Audit and Finance Committees, Putnam Hospital Center (1989–1995); Director and Chairman of 
Fundraising Campaign, United Way of Westchester and Putnam Counties, New York (1990–1995). 
Trustee, John Hancock retail funds (since 2008); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     

 

  Annual report | Small Cap Opportunities Fund 
27   

 



Non-Independent Trustees4

Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James R. Boyle,2 Born: 1959  2012  234 

Senior Executive Vice President, John Hancock Financial Services (1999–2012, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Funds, LLC and John Hancock 
Investment Management Services, LLC (2005–2010). Trustee, John Hancock retail funds (since 2012 and 
2005–2010), Trustee, John Hancock Variable Insurance Trust and John Hancock Funds II (since 2005). 
 
 
Craig Bromley,2 Born: 1966  2012  234 

President, John Hancock Financial Services (since 2012); Senior Executive Vice President and General 
Manager, U.S. Division, John Hancock Financial Services (since 2012); President and Chief Executive 
Officer, Manulife Insurance Company (Manulife (Japan) (2005–2012), including prior positions). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
 
Warren A. Thomson,2 Born: 1955  2012  234 

Senior Executive Vice President and Chief Investment Officer, Manulife Financial Corporation (since 
2001, including prior positions); Director, Manulife Trust Company and Manulife Bank of Canada 
(2001–2013, including prior positions); Director and Chairman, Manulife Asset Management (since 
2001, including prior positions). Trustee, John Hancock retail funds, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2012).     

Principal officers who are not Trustees

Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Hugh McHaffie, Born: 1959  2012 

President   
Executive Vice President, John Hancock Financial Services (since 2006, including prior positions);   
Chairman and Director, John Hancock Advisers, LLC, John Hancock Investment Management Services, 
LLC and John Hancock Funds, LLC (since 2010); President, John Hancock Advisers, LLC (since 2012); 
President, John Hancock Investment Management Services, LLC (since 2010). President (since 2012) and 
former Trustee (2010–2012), John Hancock retail funds; President, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2009).   
 
Andrew G. Arnott, Born: 1971  2009 

Executive Vice President   
Senior Vice President, John Hancock Financial Services (since 2009); Executive Vice President,   
John Hancock Advisers, LLC (since 2005); Executive Vice President, John Hancock Investment   
Management Services, LLC (since 2006); President, John Hancock Funds, LLC (since 2004, including 
prior positions); Executive Vice President, John Hancock retail funds (since 2007, including prior   
positions); Executive Vice President, John Hancock Variable Insurance Trust and John Hancock Funds II 
(since 2007, including prior positions).   
 
Thomas M. Kinzler, Born: 1955  2006 

Secretary and Chief Legal Officer   
Vice President, John Hancock Financial Services (since 2006); Secretary and Chief Legal Counsel,   
John Hancock Funds, LLC (since 2007); Secretary and Chief Legal Officer, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2006).   

 

Small Cap Opportunities Fund | Annual report   
  28 

 



Principal officers who are not Trustees (continued)

Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Francis V. Knox, Jr., Born: 1947  2006 

Chief Compliance Officer   
Vice President, John Hancock Financial Services (since 2005); Chief Compliance Officer, John Hancock 
retail funds, John Hancock Variable Insurance Trust, John Hancock Funds II, John Hancock Advisers, 
LLC and John Hancock Investment Management Services, LLC (since 2005); Vice President and Chief 
Compliance Officer, John Hancock Asset Management a division of Manulife Asset Management (US) 
LLC (2005–2008).   
 
Charles A. Rizzo, Born: 1957  2007 

Chief Financial Officer   
Vice President, John Hancock Financial Services (since 2008); Senior Vice President, John Hancock   
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2008); Chief Financial 
Officer, John Hancock retail funds, John Hancock Variable Insurance Trust and John Hancock   
Funds II (since 2007).   
 
Salvatore Schiavone, Born: 1965  2010 

Treasurer   
Assistant Vice President, John Hancock Financial Services (since 2007); Vice President, John Hancock 
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2007); Treasurer,   
John Hancock retail funds (since 2007, including prior positions); Treasurer, John Hancock Variable   
Insurance Trust and John Hancock Funds II (since 2010 and 2007–2009, including prior positions).   

John Hancock retail funds is comprised of John Hancock Funds III and 33 other John Hancock funds consisting of 23 series of other John Hancock trusts and 10 closed-end funds.

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Trust and is available without charge, upon request, by calling 1-800-225-5291.

1 Each Trustee holds office until his or her successor is elected and qualified, or until the Trustee’s death, retirement, resignation or removal.

2 Became a Trustee of the Trust effective December 1, 2012.

3 Member of Audit Committee.

4 Because Messrs. Bromley and Thomson are senior executives or directors and Mr. Boyle held prior positions as a senior executive and director of the Advisor and/or its affiliates, each of them is considered an “interested person,” as defined in the Investment Company Act of 1940, of the Trust.

  Annual report | Small Cap Opportunities Fund 
29   

 



More information

Trustees  Investment advisor 
James M. Oates, Chairperson  John Hancock Investment Management Services, LLC 
Steven R. Pruchansky, Vice Chairperson   
Charles L. Bardelis*  Investment subadvisor 
James R. Boyle†  John Hancock Asset Management a division of 
Craig Bromley†  Manulife Asset Management (US) LLC 
Peter S. Burgess*   
William H. Cunningham  Principal distributor 
Grace K. Fey  John Hancock Funds, LLC 
Theron S. Hoffman*   
Deborah C Jackson  Custodian 
Hassell H. McClellan  State Street Bank and Trust Company 
Gregory A. Russo   
Warren A. Thomson†  Transfer agent 
  John Hancock Signature Services, Inc. 
*Member of the Audit Committee   
†Non-Independent Trustee  Legal counsel 
  K&L Gates LLP 
Officers   
Hugh McHaffie  Independent registered public 
President  accounting firm 
Andrew G. Arnott  PricewaterhouseCoopers LLP 
Executive Vice President   
Thomas M. Kinzler   
Secretary and Chief Legal Officer   
Francis V. Knox, Jr.   
Chief Compliance Officer   
Charles A. Rizzo   
Chief Financial Officer   
Salvatore Schiavone   
Treasurer   

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record, if any, for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-202-551-8090 to receive information on the operation of the SEC's Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site at www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:     
1-800-225-5291  Regular mail:  Express mail: 
jhfunds.com  John Hancock Signature Services, Inc.  John Hancock Signature Services, Inc. 
  P.O. Box 55913  Mutual Fund Image Operations 
  Boston, MA 02205-5913  30 Dan Road 
    Canton, MA 02021 

 

30 

 





A look at performance

Total returns for the period ended March 31, 2013

  Average annual total returns (%)  Cumulative total returns (%)   
  with maximum sales charge    with maximum sales charge   

 
        Since        Since 
  1-year  5-year  10-year  inception  1-year  5-year  10-year  inception 

 
Class A1  10.24  6.28  9.40    10.24  35.60  145.66   

 
Class B1  10.09  6.09  8.90    10.09  34.42  134.64   

 
Class C1  14.19  6.44  8.92    14.19  36.63  135.01   

 
Class I1,2  16.40  7.73  10.35    16.40  45.09  167.85   

 
Class I21,2  16.51  7.71  10.19    16.51  44.99  163.96   

 
Class R11,2  15.63  6.97  9.56    15.63  40.04  149.17   

 
Class R21,2  15.90  7.12  9.73    15.90  41.02  153.04   

 
Class R31,2  15.75  7.08  9.67    15.75  40.77  151.71   

 
Class R41,2  16.19  7.42  10.01    16.19  43.01  159.57   

 
Class R51,2  16.55  7.75  10.34    16.55  45.24  167.58   

 
Class R61,2  16.60  7.76  10.40    16.60  45.30  168.90   

 
Class NAV2,3  16.66      17.84  16.66      87.86 

 

 

Performance figures assume all distributions have been reinvested. Figures reflect maximum sales charge on Class A shares of 5%, and the applicable contingent deferred sales charge (CDSC) on Class B and Class C shares. The Class B shares’ CDSC declines annually between years 1 to 6 according to the following schedule: 5, 4, 3, 3, 2, 1%. No sales charge will be assessed after the sixth year. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable to Class I, Class I2, Class R1, Class R2, Class R3, Class R4, Class R5, Class R6 and Class NAV shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectus for the Fund and may differ from those disclosed in the Financial highlights tables in this report. The fee waivers and expense limitations are contractual until at least 6-30-13 for Class R5 shares and 6-30-14 for Class B, Class I2, Class R1, Class R2, Class R3, Class R4 and Class R6 shares. Had the fee waivers and expense limitations not been in place, gross expenses would apply. For all other classes, the net expenses equal the gross expenses. The expense ratios are as follows:

  Class A  Class B  Class C  Class I  Class I2  Class R1  Class R2*  Class R3  Class R4  Class R5  Class R6  Class NAV 
Net (%)  1.24  2.05  2.02  0.88  0.85  1.57  1.32  1.47  1.07  0.87  0.82  0.77 
Gross (%)  1.24  2.14  2.02  0.88  0.93  2.16  1.43  11.16  2.25  0.90  2.32  0.77 

 

* Expenses have been estimated for the class’s first full year of operations.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For performance data current to the most recent month end, please call 1-800-225-5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The Fund’s performance results reflect any applicable fee waivers or expense reductions, without which the expenses would increase and results would have been less favorable.

See the following page for footnotes.

6  Disciplined Value Fund | Annual report 

 




    With maximum  Without     
  Start date  sales charge  sales charge  Index 1  Index 2 

Class B4  3-31-03  $23,464  $23,464  $22,678  $24,061 

Class C4  3-31-03  23,501  23,501  22,678  24,061 

Class I2  3-31-03  26,785  26,785  22,678  24,061 

Class I22  3-31-03  26,396  26,396  22,678  24,061 

Class R12  3-31-03  24,917  24,917  22,678  24,061 

Class R22  3-31-03  25,304  25,304  22,678  24,061 

Class R32  3-31-03  25,171  25,171  22,678  24,061 

Class R42  3-31-03  25,957  25,957  22,678  24,061 

Class R52  3-31-03  26,758  26,758  22,678  24,061 

Class R62  3-31-03  26,890  26,890  22,678  24,061 

Class NAV2  5-29-09  18,786  18,786  18,768  18,956 

 

S&P 500 Index is an unmanaged index that includes 500 widely traded common stocks.

Russell 1000 Value Index is an unmanaged index containing those securities in the Russell 1000 Index with a lower price-to-book ratio and less-than-average growth orientation.

It is not possible to invest directly in an index. Index figures do not reflect expenses or sales charges, which would have resulted in lower values if they did.

Footnotes related to performance pages

1 On 12-19-08, through a reorganization, the Fund acquired all of the assets of Robeco Boston Partners Large Cap Value Fund (the Predecessor Fund). On that date, the Predecessor Fund’s Investor share class shares were exchanged for Class A shares and its Institutional class shares were exchanged for Class I shares. Class A, Class B and Class C shares were first offered on 12-22-08. The returns prior to this date are those of the Predecessor fund’s Investor shares that have been recalculated to reflect the gross fees and expenses of Class A, Class B and Class C shares, as applicable. Class R3, Class R4 and Class R5 shares were first offered on 5-22-09; Class R1 shares were first offered on 7-13-09; Class R6 shares were first offered on 9-1-11; Class R2 shares were first offered on 3-1-12. The returns prior to these dates are those of Class A shares that have been recalculated to apply the gross fees and expenses of Class R3, Class R4, Class R5, Class R1, Class R6 and Class R2 shares, as applicable. The Predecessor Fund’s Institutional share class returns have been recalculated to reflect the gross fees and expenses of Class I shares. Class I2 shares were first offered on 12-22-08; returns prior to that date are those of Class I shares recalculated to apply the gross fees and expenses of Class I2 shares.

2 For certain types of investors, as described in the Fund’s prospectuses.

3 From 5-29-09.

4 The contingent deferred sales charge is not applicable.

Annual report | Disciplined Value Fund  7 

 



Management’s discussion of
Fund performance

By Robeco Boston Partners, a division of Robeco Investment Management, Inc.

The one-year period ended March 31, 2013 presented a fair amount of economic news about the frailty of the eurozone; weak growth in the United States hampered by federal government wrangling that resulted in fiscal cliff concerns; and budget sequestration. Yet despite that negative economic news, stocks performed quite well.

For the 12-month period ended March 31, 2013, John Hancock Disciplined Value Fund’s Class A shares had a total return of 16.04%, excluding sales charges, compared with the 14.92% return of the average large value fund, according to Morningstar, Inc.† The Fund’s results lagged the 18.77% return of the Fund’s benchmark, the Russell 1000 Value Index. The Fund’s shortfall compared to the benchmark index resulted from its relative underexposure to some defensive sectors of the market, which gained favor among investors at certain points during the period amid their concerns about global economic uncertainty. Also, stock-specific issues among several information technology holdings hurt the Fund. Specifically, the Fund was overweighted in software maker Microsoft Corp. and consumer electronics giant Apple, Inc., which performed poorly. The Fund also lacked positions in rallying computer manufacturers Hewlett-Packard Company and Dell Inc. Other notable detractors included energy and chemical producer Occidental Petroleum Corporation, managed health care company Humana Inc. and office supplies retailer Staples, Inc.

On the positive side, the Fund enjoyed good absolute results from a handful of stocks in the health care sector, including pharmaceutical-related companies Pfizer Inc., Johnson & Johnson and Amgen, Inc. Media companies Time Warner Inc., CBS Corp. and Comcast Corp. also boosted performance. In the financials sector, the Fund’s absolute performance was supported by two large providers of financial services, Wells Fargo & Company and Citigroup, Inc.

This commentary reflects the views of the portfolio managers through the end of the period discussed in this report. The managers’ statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

Value stocks may not increase in price as anticipated or may decline further in value. Foreign investing, especially in emerging markets, has additional risks, such as currency and market volatility and political and social instability. Large company stocks as a group could fall out of favor with the market, causing the Fund to underperform. If the Fund invests in illiquid securities, it may be difficult to sell them at a price approximating their value. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Figures from Morningstar, Inc. include reinvested dividends and do not take into account sales charges. Actual load-adjusted performance is lower.

8  Disciplined Value Fund | Annual report 

 



Your expenses

These examples are intended to help you understand your ongoing operating expenses of investing in the Fund so you can compare these costs with the ongoing costs of investing in other mutual funds.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about the Fund’s actual ongoing operating expenses, and is based on the Fund’s actual return. It assumes an account value of $1,000.00 on October 1, 2012 with the same investment held until March 31, 2013.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,122.00  $6.30 

Class B  1,000.00  1,116.80  10.82 

Class C  1,000.00  1,117.70  10.45 

Class I  1,000.00  1,123.90  4.55 

Class I2  1,000.00  1,124.10  4.50 

Class R1  1,000.00  1,119.50  8.30 

Class R2  1,000.00  1,121.40  6.98 

Class R3  1,000.00  1,120.60  7.77 

Class R4  1,000.00  1,122.60  5.66 

Class R5  1,000.00  1,124.50  4.08 

Class R6  1,000.00  1,124.10  4.29 

Class NAV  1,000.00  1,124.80  3.92 

 

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at March 31, 2013, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

 

Annual report | Disciplined Value Fund  9 

 



Your expenses

Hypothetical example for comparison purposes

This table allows you to compare the Fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not the Fund’s actual return). It assumes an account value of $1,000.00 on October 1, 2012, with the same investment held until March 31, 2013. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses. Please remember that these hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,019.00  $5.99 

Class B  1,000.00  1,014.70  10.30 

Class C  1,000.00  1,015.10  9.95 

Class I  1,000.00  1,020.60  4.33 

Class I2  1,000.00  1,020.70  4.28 

Class R1  1,000.00  1,017.10  7.90 

Class R2  1,000.00  1,018.30  6.64 

Class R3  1,000.00  1,017.60  7.39 

Class R4  1,000.00  1,019.60  5.39 

Class R5  1,000.00  1,021.10  3.88 

Class R6  1,000.00  1,020.90  4.08 

Class NAV  1,000.00  1,021.20  3.73 

 

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

1 Expenses are equal to the Fund’s annualized expense ratio of 1.19%, 2.05%, 1.98%, 0.86%, 0.85%, 1.57%, 1.32%, 1.47%, 1.07%, 0.77%, 0.81% and 0.74% for Class A, Class B, Class C, Class I, Class I2, Class R1, Class R2, Class R3, Class R4, Class R5, Class R6 and Class NAV shares, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

10  Disciplined Value Fund | Annual report 

 



Portfolio summary

Top 10 Holdings (32.2% of Net Assets on 3-31-13)1,2     

Wells Fargo & Company  4.0%  Citigroup, Inc.  3.2% 

 
Berkshire Hathaway, Inc., Class B  4.0%  JPMorgan Chase & Company  3.1% 

 
General Electric Company  3.7%  Johnson & Johnson  2.7% 

 
Pfizer, Inc.  3.6%  Occidental Petroleum Corp.  2.3% 

 
Exxon Mobil Corp.  3.5%  Comcast Corp., Class A  2.1% 

 
 
Sector Composition1,3       

Financials  29.3%  Industrials  8.2% 

 
Health Care  19.4%  Utilities  1.9% 

 
Energy  13.1%  Consumer Staples  1.6% 

 
Consumer Discretionary  12.1%  Materials  1.5% 

 
Information Technology  9.9%  Short-Term Investments & Other  3.0% 

 

 

1 As a percentage of net assets on 3-31-13.

2 Cash and cash equivalents not included.

3 Value stocks may not increase in price as anticipated or may decline further in value. Foreign investing, especially in emerging markets, has additional risks, such as currency and market volatility and political and social instability. Large company stocks as a group could fall out of favor with the market, causing the Fund to underperform. If the Fund invests in illiquid securities, it may be difficult to sell them at a price approximating their value. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Annual report | Disciplined Value Fund  11 

 



Fund’s investments

As of 3-31-13

  Shares  Value 
 
Common Stocks 97.0%  $4,211,896,993 

(Cost $3,541,273,440)     
 
Consumer Discretionary 12.1%    525,715,936 
 
Auto Components 1.0%     

Lear Corp.  802,331  44,023,902 
 
Media 8.5%     

CBS Corp., Class B  733,252  34,235,535 

Comcast Corp., Class A  2,144,548  90,092,461 

Gannett Company, Inc. (L)  1,232,780  26,960,899 

Liberty Global, Inc., Series C (I)(L)  342,040  23,474,205 

Liberty Media Corp. (I)  461,636  51,532,427 

Omnicom Group, Inc. (L)  822,822  48,464,216 

Time Warner Cable, Inc.  313,139  30,080,132 

Time Warner, Inc.  1,145,906  66,027,104 
 
Multiline Retail 1.5%     

Kohl’s Corp.  432,263  19,940,292 

Target Corp. (L)  653,443  44,728,173 
 
Specialty Retail 1.1%     

Bed Bath & Beyond, Inc. (I)(L)  502,945  32,399,717 

Staples, Inc. (L)  1,024,339  13,756,873 
 
Consumer Staples 1.6%    71,626,834 
 
Beverages 0.3%     

Constellation Brands, Inc., Class A (I)  285,470  13,599,791 
 
Food & Staples Retailing 1.3%     

CVS Caremark Corp.  1,055,229  58,027,043 
 
Energy 13.1%    567,164,521 
 
Energy Equipment & Services 3.1%     

Cameron International Corp. (I)  209,565  13,663,638 

Halliburton Company  1,555,295  62,849,471 

Schlumberger, Ltd.  445,790  33,385,213 

Weatherford International, Ltd. (I)  1,974,490  23,970,309 
 
Oil, Gas & Consumable Fuels 10.0%     

EOG Resources, Inc.  413,328  52,934,917 

Exxon Mobil Corp.  1,689,391  152,231,023 

Occidental Petroleum Corp.  1,259,416  98,700,432 

Phillips 66  631,935  44,216,492 

 

12  Disciplined Value Fund | Annual report  See notes to financial statements 

 



  Shares  Value 
 
Oil, Gas & Consumable Fuels (continued)     

Royal Dutch Shell PLC, ADR  925,139  $60,282,057 

SM Energy Company  420,989  24,930,969 
 
Financials 29.3%    1,272,917,254 
 
Capital Markets 2.8%     

State Street Corp.  691,415  40,855,712 

The Charles Schwab Corp. (L)  2,254,040  39,873,968 

The Goldman Sachs Group, Inc.  277,190  40,788,509 
 
Commercial Banks 7.9%     

BB&T Corp. (L)  1,415,475  44,431,760 

Fifth Third Bancorp (L)  3,206,270  52,294,264 

SunTrust Banks, Inc.  1,081,943  31,170,778 

U.S. Bancorp  1,187,053  40,276,708 

Wells Fargo & Company  4,737,199  175,228,991 
 
Consumer Finance 2.3%     

Capital One Financial Corp.  1,101,085  60,504,621 

Discover Financial Services  894,249  40,098,125 
 
Diversified Financial Services 8.0%     

Bank of America Corp.  6,109,445  74,413,040 

Citigroup, Inc.  3,155,057  139,579,722 

JPMorgan Chase & Company  2,812,471  133,479,874 
 
Insurance 8.3%     

ACE, Ltd.  534,985  47,597,615 

Axis Capital Holdings, Ltd.  431,685  17,966,730 

Berkshire Hathaway, Inc., Class B (I)  1,652,937  172,236,035 

Marsh & McLennan Companies, Inc.  526,515  19,991,775 

MetLife, Inc.  873,875  33,224,728 

Reinsurance Group of America, Inc.  308,423  18,403,600 

The Travelers Companies, Inc.  264,655  22,281,304 

Validus Holdings, Ltd.  755,135  28,219,395 
 
Health Care 19.4%    844,350,202 
 
Biotechnology 1.4%     

Amgen, Inc. (L)  596,158  61,112,157 
 
Health Care Equipment & Supplies 2.2%     

Abbott Laboratories  289,215  10,215,074 

CareFusion Corp. (I)  966,492  33,817,555 

Covidien PLC  742,749  50,388,092 
 
Health Care Providers & Services 7.8%     

AmerisourceBergen Corp.  426,403  21,938,434 

Cigna Corp.  869,794  54,249,052 

Express Scripts Holding Company (I)  793,200  45,727,980 

Humana, Inc.  476,504  32,931,191 

McKesson Corp.  749,350  80,899,826 

Omnicare, Inc. (L)  1,021,195  41,583,060 

UnitedHealth Group, Inc.  1,100,458  62,957,202 

 

See notes to financial statements  Annual report | Disciplined Value Fund  13 

 



  Shares  Value 
 
Pharmaceuticals 8.0%     

AbbVie, Inc.  616,830  $25,154,327 

Johnson & Johnson  1,425,976  116,259,823 

Pfizer, Inc.  5,415,181  156,282,124 

Sanofi, ADR  995,190  50,834,305 
 
Industrials 8.2%    354,385,227 
 
Aerospace & Defense 1.5%     

Honeywell International, Inc.  321,840  24,250,644 

Raytheon Company  655,741  38,551,013 
 
Air Freight & Logistics 0.4%     

United Parcel Service, Inc., Class B  214,033  18,385,435 
 
Commercial Services & Supplies 0.5%     

Tyco International, Ltd.  687,383  21,996,256 
 
Industrial Conglomerates 3.7%     

General Electric Company  7,003,056  161,910,655 
 
Machinery 2.1%     

AGCO Corp.  403,215  21,015,566 

Dover Corp.  520,330  37,921,650 

Parker Hannifin Corp.  331,448  30,354,008 
 
Information Technology 9.9%    428,221,386 
 
Communications Equipment 2.0%     

Cisco Systems, Inc.  4,221,585  88,273,342 
 
Computers & Peripherals 1.0%     

Apple, Inc.  38,150  16,886,335 

Seagate Technology PLC  669,803  24,487,998 
 
Electronic Equipment, Instruments & Components 0.6%     

TE Connectivity, Ltd.  616,493  25,849,551 
 
Internet Software & Services 1.6%     

eBay, Inc. (I)  598,693  32,461,134 

IAC/InterActiveCorp  820,485  36,659,270 
 
Semiconductors & Semiconductor Equipment 1.5%     

NVIDIA Corp. (L)  2,754,480  35,312,434 

ON Semiconductor Corp. (I)  3,730,805  30,891,065 
 
Software 3.2%     

Electronic Arts, Inc. (I)  544,295  9,634,022 

Microsoft Corp.  2,754,139  78,795,917 

Oracle Corp.  661,339  21,387,703 

Symantec Corp. (I)  1,117,610  27,582,615 
 
Materials 1.5%    65,415,856 
 
Containers & Packaging 0.8%     

Rock-Tenn Company, Class A  382,402  35,483,082 
 
Paper & Forest Products 0.7%     

International Paper Company  642,610  29,932,774 

 

14  Disciplined Value Fund | Annual report  See notes to financial statements 

 



    Shares  Value 
 
Utilities 1.9%      $82,099,777 
 
Electric Utilities 1.4%       

American Electric Power Company, Inc.    700,207  34,051,066 

Edison International    532,005  26,770,492 
 
Independent Power Producers & Energy Traders 0.5%       

AES Corp.    1,692,778  21,278,219 
 
  Yield (%)  Shares  Value 
 
Securities Lending Collateral 4.6%      $201,587,490 

(Cost $201,558,057)       
 
John Hancock Collateral Investment Trust (W)  0.2481 (Y)  20,141,226  201,587,490 
 
    Par value  Value 
 
Short-Term Investments 2.4%      $103,057,513 

(Cost $103,057,513)       
 
Money Market Funds 2.4%      103,057,513 
 
State Street Institutional US Government       
Money Market Fund  0.0241 (Y)  $103,057,513  103,057,513 
 
Total investments (Cost $3,845,889,010)104.0%  $4,516,541,996 

 
Other assets and liabilities, net (4.0%)      ($172,067,262) 

 
Total net assets 100.0%    $4,344,474,734 

 

The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund.

ADR American Depositary Receipts

(I) Non-income producing security.

(L) A portion of this security is on loan as of 3-31-13.

(W) Investment is an affiliate of the Fund, the advisor and/or subadvisor. This investment represents collateral recieved for securities lending.

(Y) The rate shown is the annualized seven-day yield as of 3-31-13.

† At 3-31-13, the aggregate cost of investment securities for federal income tax purposes was $3,851,906,749. Net unrealized appreciation aggregated $664,635,247, of which $684,843,895 related to appreciated investment securities and $20,208,648 related to depreciated investment securities.

See notes to financial statements  Annual report | Disciplined Value Fund  15 

 



FINANCIAL STATEMENTS

Financial statements

Statement of assets and liabilities 3-31-13

This Statement of assets and liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum offering price per share.

Assets   

Investments in unaffiliated issuers, at value (Cost $3,644,330,953)   
including $196,951,366 of securities loaned  $4,314,954,506 
Investments in affiliated issuers, at value (Cost $201,558,057)  201,587,490 
 
Total investments, at value (Cost $3,845,889,010)  4,516,541,996 
Cash  379,188 
Receivable for investments sold  14,189,452 
Receivable for fund shares sold  21,509,592 
Dividends and interest receivable  4,905,157 
Receivable for securities lending income  28,671 
Receivable due from advisor  1,580 
Other receivables and prepaid expenses  160,985 
 
Total assets  4,557,716,621 
 
Liabilities   

Payable for fund shares repurchased  10,746,259 
Payable upon return of securities loaned  201,581,811 
Payable to affiliates   
Accounting and legal services fees  122,780 
Transfer agent fees  363,493 
Trustees’ fees  6,359 
Other liabilities and accrued expenses  421,185 
 
Total liabilities  213,241,887 
 
Net assets  4,344,474,734 
 
Net assets consist of   

Paid-in capital  $3,636,012,580 
Undistributed net investment income  7,033,674 
Accumulated net realized gain (loss) on investments  30,775,494 
Net unrealized appreciation (depreciation) on investments  670,652,986 
 
Net assets  $4,344,474,734 

 

16  Disciplined Value Fund | Annual report  See notes to financial statements 

 



FINANCIAL STATEMENTS

Statement of assets and liabilities (continued)

Net asset value per share   

Based on net asset values and shares outstanding — the Fund has an   
unlimited number of shares authorized with no par value   
Class A ($1,481,471,445 ÷ 92,922,836 shares)1  $15.94 
Class B ($13,774,500 ÷ 903,573 shares)1  $15.24 
Class C ($58,736,512 ÷ 3,849,445 shares)1  $15.26 
Class I ($1,679,618,653 ÷ 108,051,705 shares)  $15.54 
Class I2 ($34,127,094 ÷ 2,194,284 shares)  $15.55 
Class R1 ($5,624,640 ÷ 361,886 shares)  $15.54 
Class R2 ($4,403,481 ÷ 283,188 shares)  $15.55 
Class R3 ($4,336,397 ÷ 279,014 shares)  $15.54 
Class R4 ($5,300,400 ÷ 340,986 shares)  $15.54 
Class R5 ($415,331,819 ÷ 26,669,320 shares)  $15.57 
Class R6 ($118,090,343 ÷ 7,585,903 shares)  $15.57 
Class NAV ($523,659,450 ÷ 33,640,751 shares)  $15.57 
 
Maximum offering price per share   

Class A (net asset value per share ÷ 95%)2  $16.78 

 

1 Redemption price is equal to net asset value less any applicable contingent deferred sales charge.

2 On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

See notes to financial statements  Annual report | Disciplined Value Fund  17 

 



FINANCIAL STATEMENTS

Statement of operations For the year ended 3-31-13

This Statement of operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income   

Dividends  $65,054,775 
Securities lending  709,300 
Interest  20,489 
Less foreign taxes withheld  (542,444) 
 
Total investment income  65,242,120 
 
Expenses   

Investment management fees  21,111,362 
Distribution and service fees  3,553,771 
Accounting and legal services fees  585,349 
Transfer agent fees  3,429,108 
Trustees’ fees  155,714 
State registration fees  300,142 
Printing and postage  229,559 
Professional fees  190,316 
Custodian fees  281,163 
Registration and filing fees  234,951 
Other  72,091 
 
Total expenses  30,143,526 
Less expense reductions  (74,486) 
 
Net expenses  30,069,040 
 
Net investment income  35,173,080 
 
Realized and unrealized gain (loss)   

 
Net realized gain (loss) on   
Investments in unaffiliated issuers  171,636,314 
Investments in affiliated issuers  (4,619) 
 
  171,631,695 
Change in net unrealized appreciation (depreciation) of   
Investments in unaffiliated issuers  335,339,356 
Investments in affiliated issuers  1,082 
 
  335,340,438 
 
Net realized and unrealized gain  506,972,133 
 
Increase in net assets from operations  $542,145,213 

 

18  Disciplined Value Fund | Annual report  See notes to financial statements 

 



FINANCIAL STATEMENTS

Statements of changes in net assets

These Statements of changes in net assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

  Year  Year 
  ended  ended 
  3-31-13  3-31-12 
 
Increase (decrease) in net assets     

 
From operations     
Net investment income  $35,173,080  $16,466,578 
Net realized gain  171,631,695  41,358,139 
Change in net unrealized appreciation (depreciation)  335,340,438  109,116,763 
 
Increase in net assets resulting from operations  542,145,213  166,941,480 
 
Distributions to shareholders     
From net investment income     
Class A  (9,945,154)  (3,573,341) 
Class B  (5,328)   
Class C  (35,133)   
Class I  (10,989,962)  (5,497,106) 
Class I2  (294,140)  (210,756) 
Class R1  (26,428)  (5,055) 
Class R2  (9,561)   
Class R3  (9,738)  (492) 
Class R4  (32,076)  (7,863) 
Class R5  (4,180,836)  (237,744) 
Class R6  (1,063,428)  (12,137) 
Class ADV    (310) 
Class NAV  (6,229,386)  (3,348,427) 
From net realized gain     
Class A  (41,946,165)  (14,867,447) 
Class B  (405,720)  (210,085) 
Class C  (1,659,469)  (847,810) 
Class I  (32,645,943)  (13,965,536) 
Class I2  (852,754)  (513,807) 
Class R1  (181,195)  (64,136) 
Class R2  (44,472)   
Class R3  (56,128)  (4,087) 
Class R4  (112,906)  (32,158) 
Class R5  (12,317,929)  (644,662) 
Class R6  (3,010,506)  (29,890) 
Class ADV    (890) 
Class NAV  (16,971,618)  (7,696,684) 
 
Total distributions  (143,025,975)  (51,770,423) 
 
From Fund share transactions  1,715,423,426  630,377,585 
 
Total increase  2,114,542,664  745,548,642 
 
Net assets     

Beginning of year  2,229,932,070  1,484,383,428 
 
End of year  $4,344,474,734  $2,229,932,070 
 
Undistributed net investment income  $7,033,674  $4,666,993 

 

See notes to financial statements  Annual report | Disciplined Value Fund  19 

 



Financial highlights

The Financial highlights show how the Fund’s net asset value for a share has changed during the period.

CLASS A SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091,2  8-31-083 
 
Per share operating performance             

Net asset value, beginning of period  $14.33  $13.83  $12.31  $8.09  $12.32  $15.62 
Net investment income4  0.14  0.11  0.05  0.08  0.08  0.15 
Net realized and unrealized gain (loss)             
on investments  2.09  0.77  1.57  4.18  (4.18)  (1.90) 
Total from investment operations  2.23  0.88  1.62  4.26  (4.10)  (1.75) 
Less distributions             
From net investment income  (0.12)  (0.07)  (0.03)  (0.04)  (0.13)  (0.15) 
From net realized gain  (0.50)  (0.31)  (0.07)      (1.40) 
Total distributions  (0.62)  (0.38)  (0.10)  (0.04)  (0.13)  (1.55) 
Net asset value, end of period  $15.94  $14.33  $13.83  $12.31  $8.09  $12.32 
Total return (%)5,6  16.04  6.91  13.20  52.68  (33.33)7  (12.29) 
 
Ratios and supplemental data             

Net assets, end of period (in millions)  $1,481  $1,068  $601  $162  $10  $16 
Ratios (as a percentage of average net assets):             
Expenses before reductions  1.20  1.24  1.24  1.26  1.768  1.39 
Expenses net of fee waivers  1.20  1.24  1.24  1.06  1.008  1.00 
Expenses net of fee waivers and credits  1.20  1.24  1.24  1.05  1.008  1.00 
Net investment income  0.95  0.82  0.38  0.74  1.458  1.10 
Portfolio turnover (%)  44  44  50  59  529  78 

 

1 For the seven-month period ended 3-31-09. The Fund changed its fiscal year end from August 31 to March 31.
2 After the close of business on 12-19-08, holders of Investor share class of the former Robeco Large Cap Value Fund (the Predecessor Fund) became owners of an equal number of full and fractional Class A shares of John Hancock Disciplined Value Fund. These shares were first offered on 12-22-08. Additionally, the accounting and performance history of the Investor share class of the Predecessor Fund was redesignated as that of John Hancock Disciplined Value Fund Class A.
3 Audited by previous independent registered public accounting firm.
4 Based on the average daily shares outstanding.
5 Does not reflect the effect of sales charges, if any.
6 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
7 Not annualized.
8 Annualized.
9 Portfolio turnover is shown for the period from 9-1-08 to 3-31-09.

 

20  Disciplined Value Fund | Annual report  See notes to financial statements 

 



CLASS B SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $13.73  $13.30  $11.91  $7.88  $8.82 
Net investment income (loss)2  0.01  3  (0.05)  (0.03)  0.02 
Net realized and unrealized gain (loss) on investments 2.01  0.74  1.51  4.06  (0.96) 
Total from investment operations  2.02  0.74  1.46  4.03  (0.94) 
Less distributions           
From net investment income  (0.01)         
From net realized gain  (0.50)  (0.31)  (0.07)     
Total distributions  (0.51)  (0.31)  (0.07)     
Net asset value, end of period  $15.24  $13.73  $13.30  $11.91  $7.88 
Total return (%)4,5  15.09  5.99  12.28  51.14  (10.66)6 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  $14  $10  $8  $5  7 
Ratios (as a percentage of average net assets):           
Expenses before reductions  2.08  2.14  2.27  2.58  4.248 
Expenses net of fee waivers  2.05  2.05  2.05  2.12  2.078 
Expenses net of fee waivers and credits  2.05  2.05  2.05  2.05  2.058 
Net investment income (loss)  0.10  0.01  (0.45)  (0.25)  1.188 
Portfolio turnover (%)  44  44  50  59  529 

 

1 The inception date for Class B shares is 12-22-08.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Does not reflect the effect of sales charges, if any.
5 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
6 Not annualized.
7 Less than $500,000.
8 Annualized.
9 Portfolio turnover is shown for the period from 9-1-08 to 3-31-09.

 

CLASS C SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $13.74  $13.30  $11.91  $7.87  $8.82 
Net investment income (loss)2  0.02  0.01  (0.05)  (0.03)  0.02 
Net realized and unrealized gain (loss) on investments 2.01  0.74  1.51  4.07  (0.97) 
Total from investment operations  2.03  0.75  1.46  4.04  (0.95) 
Less distributions           
From net investment income  (0.01)         
From net realized gain  (0.50)  (0.31)  (0.07)     
Total distributions  (0.51)  (0.31)  (0.07)     
Net asset value, end of period  $15.26  $13.74  $13.30  $11.91  $7.87 
Total return (%)3,4  15.19  6.07  12.28  51.33  (10.77)5 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  $59  $40  $30  $19  6 
Ratios (as a percentage of average net assets):           
Expenses before reductions  1.98  2.02  2.07  2.24  4.417 
Expenses net of fee waivers and credits  1.98  2.02  2.05  2.05  2.057 
Net investment income (loss)  0.17  0.04  (0.45)  (0.27)  1.267 
Portfolio turnover (%)  44  44  50  59  528 

 

1 The inception date for Class C shares is 12-22-08.
2 Based on the average daily shares outstanding.
3 Does not reflect the effect of sales charges, if any.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Less than $500,000.
7 Annualized.
8 Portfolio turnover is shown for the period from 9-1-08 to 3-31-09.

 

See notes to financial statements  Annual report | Disciplined Value Fund  21 

 



CLASS I SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091,2  8-31-083 
 
Per share operating performance             

Net asset value, beginning of period  $13.99  $13.52  $12.03  $7.90  $12.08  $15.34 
Net investment income4  0.18  0.15  0.09  0.11  0.09  0.18 
Net realized and unrealized gain (loss)             
on investments  2.04  0.75  1.54  4.08  (4.10)  (1.84) 
Total from investment operations  2.22  0.90  1.63  4.19  (4.01)  (1.66) 
Less distributions             
From net investment income  (0.17)  (0.12)  (0.07)  (0.06)  (0.17)  (0.20) 
From net realized gain  (0.50)  (0.31)  (0.07)      (1.40) 
Total distributions  (0.67)  (0.43)  (0.14)  (0.06)  (0.17)  (1.60) 
Net asset value, end of period  $15.54  $13.99  $13.52  $12.03  $7.90  $12.08 
Total return (%)5  16.40  7.27  13.66  53.14  (33.33)6  (11.99) 
 
Ratios and supplemental data             

Net assets, end of period (in millions)  $1,680  $711  $399  $158  $33  $44 
Ratios (as a percentage of average net assets):             
Expenses before reductions  0.87  0.88  0.86  0.88  1.377  1.14 
Expenses net of fee waivers and credits  0.87  0.88  0.86  0.80  0.757  0.75 
Net investment income  1.26  1.18  0.75  1.01  1.727  1.37 
Portfolio turnover (%)  44  44  50  59  528  78 

 

1 For the seven-month period ended 3-31-09. The Fund changed its fiscal year end from August 31 to March 31.
2 After the close of business on 12-19-08, holders of Institutional share class of the former Robeco Large Cap Value Fund (the Predecessor Fund) became owners of an equal number of full and fractional Class I shares of John Hancock Disciplined Value Fund. These shares were first offered on 12-22-08. Additionally, the accounting and performance history of the Institutional share class of the Predecessor Fund was redesignated as that of John Hancock Disciplined Value Fund Class I.
3 Audited by previous independent registered public accounting firm.
4 Based on the average daily shares outstanding.
5 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
6 Not annualized.
7 Annualized.
8 Portfolio turnover is shown for the period from 9-1-08 to 3-31-09.

 

CLASS I2 SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-10  3-31-091 
 
Per share operating performance           

Net asset value, beginning of period  $13.99  $13.53  $12.04  $7.90  $8.82 
Net investment income2  0.18  0.15  0.09  0.11  0.05 
Net realized and unrealized gain (loss) on investments 2.05  0.75  1.54  4.09  (0.97) 
Total from investment operations  2.23  0.90  1.63  4.20  (0.92) 
Less distributions           
From net investment income  (0.17)  (0.13)  (0.07)  (0.06)   
From net realized gain  (0.50)  (0.31)  (0.07)     
Total distributions  (0.67)  (0.44)  (0.14)  (0.06)   
Net asset value, end of period  $15.55  $13.99  $13.53  $12.04  $7.90 
Total return (%)3  16.51  7.24  13.65  53.27  (10.43)4 
 
Ratios and supplemental data           

Net assets, end of period (in millions)  $34  $25  $23  $19  5 
Ratios (as a percentage of average net assets):           
Expenses before reductions  0.92  0.93  0.92  1.13  5.086 
Expenses net of fee waivers and credits  0.85  0.85  0.85  0.75  0.756 
Net investment income  1.29  1.21  0.74  0.99  2.236 
Portfolio turnover (%)  44  44  50  59  527 

 

1 The inception date for Class I2 shares is 12-22-08.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Less than $500,000.
6 Annualized.
7 Portfolio turnover is shown for the period from 9-1-08 to 3-31-09.

 

22  Disciplined Value Fund | Annual report  See notes to financial statements 

 



CLASS R1 SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-101 
 
Per share operating performance         

Net asset value, beginning of period  $13.99  $13.52  $12.05  $9.01 
Net investment income2  0.08  0.06  3  0.02 
Net realized and unrealized gain on investments 2.04  0.74  1.54  3.02 
Total from investment operations  2.12  0.80  1.54  3.04 
Less distributions         
From net investment income  (0.07)  (0.02)     
From net realized gain  (0.50)  (0.31)  (0.07)   
Total distributions  (0.57)  (0.33)  (0.07)   
Net asset value, end of period  $15.54  $13.99  $13.52  $12.05 
Total return (%)4  15.63  6.41  12.80  33.745 
 
Ratios and supplemental data         

Net assets, end of period (in millions)  $6  $3  $1  6 
Ratios (as a percentage of average net assets):         
Expenses before reductions  1.85  2.16  3.21  2.967 
Expenses net of fee waivers and credits  1.58  1.65  1.61  1.507 
Net investment income  0.56  0.45  0.01  0.297 
Portfolio turnover (%)  44  44  50  598 

 

1 The inception date for Class R1 shares is 7-13-09.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Less than $500,000.
7 Annualized.
8 Portfolio turnover is shown for the period from 4-1-09 to 3-31-10.

 

CLASS R2 SHARES Period ended  3-31-13  3-31-121 
 
Per share operating performance     

Net asset value, beginning of period  $14.00  $13.49 
Net investment income2  0.12  3 
Net realized and unrealized gain on investments 2.04  0.51 
Total from investment operations  2.16  0.51 
Less distributions     
From net investment income  (0.11)   
From net realized gain  (0.50)   
Total distributions  (0.61)   
Net asset value, end of period  $15.55  $14.00 
Total return (%)4  15.90  3.785 
 
Ratios and supplemental data     

Net assets, end of period (in millions)  $4  6 
Ratios (as a percentage of average net assets):     
Expenses before reductions  3.02  15.967 
Expenses including reductions and amounts recaptured 1.32  1.407 
Net investment income  0.80  0.417 
Portfolio turnover (%)  44  448 

 

1 The inception date for Class R2 shares is 3-1-12.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Less than $500,000.
7 Annualized.
8 Portfolio turnover is shown for the period from 4-1-11 to 3-31-12.

 

See notes to financial statements  Annual report | Disciplined Value Fund  23 

 



CLASS R3 SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-101 
 
Per share operating performance         

Net asset value, beginning of period  $13.99  $13.52  $12.04  $8.98 
Net investment income2  0.10  0.07  0.01  0.04 
Net realized and unrealized gain on investments 2.04  0.75  1.54  3.02 
Total from investment operations  2.14  0.82  1.55  3.06 
Less distributions         
From net investment income  (0.09)  (0.04)  3   
From net realized gain  (0.50)  (0.31)  (0.07)   
Total distributions  (0.59)  (0.35)  (0.07)   
Net asset value, end of period  $15.54  $13.99  $13.52  $12.04 
Total return (%)4  15.75  6.52  12.93  34.085 
 
Ratios and supplemental data         

Net assets, end of period (in millions)  $4  6  6  6 
Ratios (as a percentage of average net assets):         
Expenses before reductions  2.33  11.16  20.34  10.237 
Expenses net of fee waivers and credits  1.48  1.55  1.52  1.407 
Net investment income  0.67  0.54  0.10  0.437 
Portfolio turnover (%)  44  44  50  598 

 

1 The inception date for Class R3 shares is 5-22-09.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Less than $500,000.
7 Annualized.
8 Portfolio turnover is shown for the period from 4-1-09 to 3-31-10.

 

CLASS R4 SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-101 
 
Per share operating performance         

Net asset value, beginning of period  $13.99  $13.52  $12.04  $8.98 
Net investment income2  0.16  0.11  0.05  0.07 
Net realized and unrealized gain on investments 2.03  0.75  1.54  3.02 
Total from investment operations  2.19  0.86  1.59  3.09 
Less distributions         
From net investment income  (0.14)  (0.08)  (0.04)  (0.03) 
From net realized gain  (0.50)  (0.31)  (0.07)   
Total distributions  (0.64)  (0.39)  (0.11)  (0.03) 
Net asset value, end of period  $15.54  $13.99  $13.52  $12.04 
Total return (%)3  16.19  6.86  13.25  34.424 
 
Ratios and supplemental data         

Net assets, end of period (in millions)  $5  $1  $1  $1 
Ratios (as a percentage of average net assets):         
Expenses before reductions  1.63  2.35  2.81  2.885 
Expenses net of fee waivers and credits  1.09  1.25  1.20  1.105 
Net investment income  1.09  0.85  0.40  0.755 
Portfolio turnover (%)  44  44  50  596 

 

1 The inception date for Class R4 shares is 5-22-09.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Annualized.
6 Portfolio turnover is shown for the period from 4-1-09 to 3-31-10.

 

24  Disciplined Value Fund | Annual report  See notes to financial statements 

 



CLASS R5 SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-101 
 
Per share operating performance         

Net asset value, beginning of period  $14.00  $13.53  $12.04  $8.98 
Net investment income2  0.20  0.15  0.08  0.10 
Net realized and unrealized gain on investments 2.04  0.74  1.55  3.02 
Total from investment operations  2.24  0.89  1.63  3.12 
Less distributions         
From net investment income  (0.17)  (0.11)  (0.07)  (0.06) 
From net realized gain  (0.50)  (0.31)  (0.07)   
Total distributions  (0.67)  (0.42)  (0.14)  (0.06) 
Net asset value, end of period  $15.57  $14.00  $13.53  $12.04 
Total return (%)3  16.55  7.20  13.61  34.774 
 
Ratios and supplemental data         

Net assets, end of period (in millions)  $415  $33  $15  5 
Ratios (as a percentage of average net assets):         
Expenses before reductions  0.78  0.90  1.23  9.546 
Expenses net of fee waivers and credits  0.78  0.90  0.94  0.806 
Net investment income  1.42  1.19  0.59  1.036 
Portfolio turnover (%)  44  44  50  597 

 

1 The inception date for Class R5 shares is 5-22-09.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Less than $500,000.
6 Annualized.
7 Portfolio turnover is shown for the period from 4-1-09 to 3-31-10.

 

CLASS R6 SHARES Period ended  3-31-13  3-31-121 
 
Per share operating performance     

Net asset value, beginning of period  $14.00  $12.19 
Net investment income2  0.19  0.10 
Net realized and unrealized gain on investments 2.06  2.15 
Total from investment operations  2.25  2.25 
Less distributions     
From net investment income  (0.18)  (0.13) 
From net realized gain  (0.50)  (0.31) 
Total distributions  (0.68)  (0.44) 
Net asset value, end of period  $15.57  $14.00 
Total return (%)3  16.60  19.094 
 
Ratios and supplemental data     

Net assets, end of period (in millions)  $118  $1 
Ratios (as a percentage of average net assets):     
Expenses before reductions  0.82  2.325 
Expenses including reductions and amounts recaptured 0.82  0.865 
Net investment income  1.28  1.315 
Portfolio turnover (%)  44  446 

 

1 The inception date for Class R6 shares is 9-1-11.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Annualized.
6 Portfolio turnover is shown for the period from 4-1-11 to 3-31-12.

 

See notes to financial statements  Annual report | Disciplined Value Fund  25 

 



CLASS NAV SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-101 
 
Per share operating performance         

Net asset value, beginning of period  $14.00  $13.53  $12.04  $9.18 
Net investment income2  0.20  0.16  0.10  0.10 
Net realized and unrealized gain on investments 2.05  0.75  1.54  2.82 
Total from investment operations  2.25  0.91  1.64  2.92 
Less distributions         
From net investment income  (0.18)  (0.13)  (0.08)  (0.06) 
From net realized gain  (0.50)  (0.31)  (0.07)   
Total distributions  (0.68)  (0.44)  (0.15)  (0.06) 
Net asset value, end of period  $15.57  $14.00  $13.53  $12.04 
Total return (%)3  16.66  7.38  13.71  31.894 
 
Ratios and supplemental data         

Net assets, end of period (in millions)  $524  $338  $405  $228 
Ratios (as a percentage of average net assets):         
Expenses before reductions  0.74  0.77  0.79  0.835 
Expenses including reductions and amounts recaptured 0.74  0.77  0.79  0.755 
Net investment income  1.40  1.28  0.82  1.055 
Portfolio turnover (%)  44  44  50  596 

 

1 The inception date for Class NAV shares is 5-29-09.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Annualized.
6 Portfolio turnover is shown for the period from 4-1-09 to 3-31-10.

 

26  Disciplined Value Fund | Annual report  See notes to financial statements 

 



Notes to financial statements

Note 1 — Organization

John Hancock Disciplined Value Fund (the Fund) is a series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to provide long-term growth of capital primarily through investments in equity securities. Current income is a secondary objective.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of assets and liabilities. Class A and Class C shares are offered to all investors. Effective April 12, 2013, Class B shares are closed to new investors. Class I shares are offered to institutions and certain investors. Class I2 shares are closed to new investors. Class R1, Class R2, Class R3, Class R4 and Class R5 shares are available only to certain retirement plans. Class R6 shares are available only to certain retirement plans, institutions and other investors. Class NAV shares are offered to John Hancock affiliated funds of funds and certain 529 plans. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees, if any, transfer agent fees, printing and postage and state registration fees for each class may differ. Class B shares convert to Class A shares eight years after purchase.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates and those differences could be significant. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. In order to value the securities, the Fund uses the following valuation techniques: Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then the securities are valued using the last quoted bid or evaluated price. Investments by the Fund in open-end mutual funds, including John Hancock Collateral Investment Trust (JHCIT), are valued at their respective net asset values each business day. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rates supplied by an independent pricing service. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Other portfolio securities and assets, where reliable market quotations are not available, are valued at fair value as determined in good faith by the Fund’s Pricing Committee following procedures established by the Board of Trustees, which include price verification procedures. The frequency with which these fair valuation procedures are used cannot be predicted.

The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes securities valued using quoted prices in active markets for identical securities. Level 2 includes securities valued using other significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these inputs

Annual report | Disciplined Value Fund  27 

 



are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes securities valued using significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. Factors used in determining value may include market or issuer specific events or trends, changes in interest rates and credit quality. The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy.

As of March 31, 2013, all investments are categorized as Level 1 under the hierarchy described above.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Dividend income is recorded on the ex-date, except for dividends of foreign securities where the dividend may not be known until after the ex-date. In those cases, dividend income, net of withholding taxes, is recorded when the Fund becomes aware of the dividends. Foreign taxes are provided for based on the Fund’s understanding of the tax rules and rates that exist in the foreign markets in which it invests. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation.

Securities lending. The Fund may lend its securities to earn additional income. It receives cash collateral from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its collateral in JHCIT, an affiliate of the Fund, which has a floating net asset value (NAV) and invests in short term investments as part of the securities lending program, and as a result, the Fund will receive the benefit of any gains and bear any losses generated by JHCIT. Although risk of the loss of the securities lent is mitigated by holding the collateral and through securities lending provider indemnification, the Fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the securities or if collateral investments decline in value or possible loss of rights in the collateral should the borrower fail financially. The Fund may receive compensation for lending its securities by retaining a portion of the return on the investment of the collateral and compensation from fees earned from borrowers of the securities. Net income received from JHCIT is a component of securities lending income as recorded on the Statement of operations.

Foreign taxes. The Fund may be subject to withholding tax on income or capital gains or repatriation taxes as imposed by certain countries in which the Fund invests. Taxes are accrued based upon investment income, realized gains or unrealized appreciation.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to the Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian may have a lien, security interest or security entitlement in any Fund property that is not otherwise segregated or pledged, to the maximum extent permitted by law, to the extent of any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with Citibank N.A. that enables them to participate in a $300 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis and is reflected in other expenses on the Statement of operations. Prior to March 27, 2013, the Fund participated in a $100 million unsecured line of credit, also with Citibank, with terms otherwise similar to the

28  Disciplined Value Fund | Annual report 

 



existing agreement. Commitment fees for the year ended March 31, 2013 were $4,562. For the year ended March 31, 2013, the Fund had no borrowings under either line of credit.

Expenses. Within the John Hancock Funds complex, expenses that are directly attributable to an individual fund are allocated to such fund. Expenses that are not readily attributable to a specific fund are allocated among all funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the fund’s relative net assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses and realized and unrealized gains (losses) are determined at the fund level and allocated daily to each class of shares based on the net assets of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage, for all classes, are calculated daily at the class level based on the appropriate net assets of each class and the specific expense rates applicable to each class.

Federal income taxes. The Fund intends to continue to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law.

For federal income tax purposes, the Fund has a capital loss carryforward of $56,032,717 available to offset future net realized capital gains as of March 31, 2013. The loss carryforward expires as follows: March 31, 2016 — $13,419,042 and March 31, 2017 — $42,613,675. It is estimated that $50,300,349 of the loss carryforward, which was acquired on July 10, 2009, in a merger with John Hancock Classic Value Fund II will likely expire unused because of limitations.

As of March 31, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, derecognition or disclosure. The Fund’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-date. The Fund generally declares and pays dividends and capital gain distributions, if any, annually. The tax character of distributions for the years ended March 31, 2013 and 2012 was as follows:

  MARCH 31, 2013  MARCH 31, 2012 

Ordinary Income  $41,435,621  $13,175,687 
Long-Term Capital Gain  $101,590,354  $38,594,736 

 

Distributions paid by the Fund with respect to each class of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of class level expenses that may be applied differently to each class. As of March 31, 2013, the components of distributable earnings on a tax basis consisted of $32,725,901 of undistributed ordinary income and $67,135,100 of long-term capital gains.

 

Annual report | Disciplined Value Fund  29 

 



Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences, if any, will reverse in a subsequent period. Book-tax differences are primarily attributable to wash sale loss deferrals and in-kind transactions.

Note 3 — Guarantees and indemnifications

Under the Fund’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust, including the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss from such claims is considered remote.

Note 4 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Advisor) serves as investment advisor for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Advisor, serves as principal underwriter of the Trust. The Advisor and the Distributor are indirect, wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management contract with the Advisor under which the Fund pays a daily management fee to the Advisor equivalent, on an annual basis, to the sum of: (a) 0.750% of the first $500,000,000 of the Fund’s average daily net assets; (b) 0.725% of the next $500,000,000 of the Fund’s average daily net assets; (c) 0.700% of the next $500,000,000 of the Fund’s average daily net assets; (d) 0.675% of the next $1,000,000,000 of the Fund’s average daily net assets; and (e) 0.650% of the Fund’s average daily net assets in excess of $2,500,000,000. The Advisor has a subadvisory agreement with Robeco Investment Management, Inc. The Fund is not responsible for payment of the subadvisory fees.

The Advisor has contractually agreed to reimburse or limit certain expenses for each share class of the Fund. This agreement excludes certain expenses such as taxes, portfolio brokerage commissions, interest expense, litigation and indemnification expenses, and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, acquired fund fees and expenses paid indirectly and short dividend expense. The reimbursements and limits are such that these expenses will not exceed 2.05%, 2.05%, 0.85%, 1.57%, 1.32%, 1.47%, 1.07%, 0.87% and 0.82% for Class B, Class C, Class I2, Class R1, Class R2, Class R3, Class R4, Class R5 and Class R6 shares, respectively. The fee waivers and/or expense reimbursements will continue in effect until June 30, 2013 for Class C and Class R5 shares and June 30, 2014 for Class B, Class I2, Class R1, Class R2, Class R3, Class R4 and Class R6 shares. From July 1, 2012 to September 10, 2012 the fee waivers and/or reimbursements for Class R1, Class R2, Class R3, Class R4, Class R5 and Class R6 shares were voluntary. Prior to June 5, 2012, the fee waivers and/or reimbursements were such that the above expenses would not exceed 1.25% for Class R4 shares. Prior to September 11, 2012, the fee waivers and/or reimbursements were such that the above expenses would not exceed 1.30%, 2.05%, 2.05%, 0.99%, 0.85%, 1.65%, 1.40%, 1.55%, 1.15%, 0.95% and 0.86% for Class A, Class B, Class C, Class I, Class I2, Class R1, Class R2, Class R3, Class R4, Class R5 and Class R6 shares.

30  Disciplined Value Fund | Annual report 

 



For the year ended March 31, 2013, the expense reductions amounted to the following:

  EXPENSE 
CLASS  REDUCTIONS 

Class A   
Class B  $3,687 
Class C   
Class I   
Class I2  16,379 
Class R1  12,177 
Class R2  15,109 
Class R3  12,583 
Class R4  12,108 
Class R5   
Class R6   
Class NAV   
Total  $72,043 

 

The investment management fees incurred for the year ended March 31, 2013 were equivalent to a net annual effective rate of 0.69% of the Fund’s average daily net assets.

Accounting and legal services. Pursuant to a service agreement, the Fund reimburses the Advisor for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services to the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports, among other services. These expenses are allocated to each share class based on its relative net assets at the time the expense was incurred. These accounting and legal services fees incurred for the year ended March 31, 2013 amounted to an annual rate of 0.02% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B, Class C, Class R1, Class R2, Class R3 and Class R4 shares pursuant to Rule 12b-1 under the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. In addition, under a service plan for Class R1, Class R2, Class R3, Class R4 and Class R5 shares, the Fund pays for certain other services. The Fund pays the following contractual rates of distribution and may pay up to the following contractual rates of service fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

CLASS  RULE 12b-1 FEE  SERVICE FEE 

Class A  0.30%   
Class B  1.00%   
Class C  1.00%   
Class R1  0.50%  0.25% 
Class R2  0.25%  0.25% 
Class R3  0.50%  0.15% 
Class R4  0.25%  0.10% 
Class R5    0.05% 

 

Currently, only 0.25% is charged to Class A shares for Rule 12b-1 fees.

The Fund‘s distributor has contractually agreed to waive 0.10% of Rule 12b-1 fees of Class R4 shares. This limitation agreement will remain in effect through June 30, 2014, unless renewed by mutual agreement of the Fund and the distributor based upon a determination that this is appropriate under the circumstances at the time. Reimbursements related to this contractual waiver amounted to $2,443 for the year ended March 31, 2013.

Annual report | Disciplined Value Fund  31 

 



Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $1,672,564 for the year ended March 31, 2013. Of this amount, $258,074 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $1,406,564 was paid as sales commissions to broker-dealers and $7,926 was paid as sales commissions to sales personnel of Signator Investors, Inc., a broker-dealer affiliate of the Advisor.

Class A, Class B and Class C shares may be subject to contingent deferred sales charges (CDSCs). Certain Class A shares that are acquired through purchase of $1 million or more and are redeemed within one year of purchase are subject to a 1.00% sales charge. Class B shares that are redeemed within six years of purchase are subject to CDSCs, at declining rates, beginning at 5.00%. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC. CDSCs are applied to the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended March 31, 2013, CDSCs received by the Distributor amounted to $1,369, $3,022 and $1,484 for Class A, Class B and Class C shares, respectively.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (Signature Services), an affiliate of the Advisor. The transfer agent fees paid to Signature Services are determined based on the cost to Signature Services (Signature Services Cost) of providing recordkeeping services. The Signature Services Cost includes a component of allocated John Hancock corporate overhead for providing transfer agent services to the Fund and to all other John Hancock affiliated funds. It also includes out-of-pocket expenses that are comprised of payments made to third-parties for recordkeeping services provided to their clients who invest in one or more John Hancock funds. In addition, Signature Services Cost may be reduced by certain fees that Signature Services receives in connection with retirement and small accounts. Signature Services Cost is calculated monthly and allocated, as applicable, to four categories of share classes: Institutional Share Classes, Retirement Share Classes, Municipal Bond Classes and all other Retail Share Classes. Within each of these categories, the applicable costs are allocated to the affected John Hancock affiliated funds and/or classes, based on the relative average daily net assets.

Class level expenses. Class level expenses for the year ended March 31, 2013 were:

  DISTRIBUTION  TRANSFER  STATE  PRINTING AND 
SHARE CLASS  AND SERVICE FEES  AGENT FEES  REGISTRATION FEES  POSTAGE 

Class A  $2,935,962  $2,207,519  $80,457  $128,299 
Class B  111,161  20,901  14,891  1,877 
Class C  446,077  83,821  16,204  4,478 
Class I    975,584  77,298  84,263 
Class I2    26,389  15,687  626 
Class R1  33,376  1,292  14,679  477 
Class R2  2,250  274  17,464  268 
Class R3  8,633  428  13,990  210 
Class R4  8,917  783  13,990  180 
Class R5  7,395  95,746  15,601  5,313 
Class R6    16,371  19,881  3,568 
Total  $3,553,771  $3,429,108  $300,142  $229,559 

 

Trustee expenses. The Fund compensates each Trustee who is not an employee of the Advisor or its affiliates. Under the John Hancock Group of Funds Deferred Compensation Plan (the Plan) which was terminated in November 2012, certain Trustees could have elected, for tax purposes, to defer receipt of this compensation. Any deferred amounts were invested in various John Hancock funds. The investment of deferred amounts and the offsetting liability are included within Other receivables and prepaid expenses and Payable to affiliates — Trustees’ fees, respectively, in the

 

32  Disciplined Value Fund | Annual report 

 



accompanying Statement of assets and liabilities. Plan assets will be liquidated in accordance with the Plan documents.

Note 5 — Fund share transactions

Transactions in Fund shares for the years ended March 31, 2013 and 2012 were as follows:

    Year ended 3-31-13    Year ended 3-31-12 
  Shares  Amount  Shares  Amount 
Class A shares         

Sold  36,888,832  $540,482,322  47,165,205  $613,909,671 
Distributions reinvested  3,578,949  51,429,497  1,509,990  18,225,580 
Repurchased  (22,072,197)  (320,089,687)  (17,591,855)  (227,625,452) 
 
Net increase  18,395,584  $271,822,132  31,083,340  $404,509,799 
 
Class B shares         

Sold  313,325  $4,378,530  294,727  $3,720,698 
Distributions reinvested  26,894  370,603  16,172  187,440 
Repurchased  (156,060)  (2,175,999)  (190,036)  (2,322,193) 
 
Net increase  184,159  $2,573,134  120,863  $1,585,945 
 
Class C shares         

Sold  1,551,485  $21,743,882  1,390,989  $17,717,572 
Distributions reinvested  106,836  1,473,263  60,818  705,490 
Repurchased  (704,556)  (9,662,876)  (843,283)  (10,209,275) 
 
Net increase  953,765  $13,554,269  608,524  $8,213,787 
 
Class I shares         

Sold  77,544,716  $1,126,556,218  31,759,192  $403,682,504 
Distributions reinvested  2,833,011  39,662,157  1,547,013  18,208,343 
Repurchased  (23,137,782)  (322,706,743)  (12,037,630)  (153,493,373) 
 
Net increase  57,239,945  $843,511,632  21,268,575  $268,397,474 
 
Class I2 shares         

Sold  514,968  $7,873,719  82,853  $1,075,000 
Distributions reinvested  81,680  1,144,331  61,419  722,904 
Repurchased  (169,614)  (2,416,300)  (84,676)  (1,095,000) 
 
Net increase  427,034  $6,601,750  59,596  $702,904 
 
Class R1 shares         

Sold  311,505  $4,411,938  150,887  $1,802,459 
Distributions reinvested  13,567  190,349  5,864  69,191 
Repurchased  (191,762)  (2,802,951)  (30,750)  (391,643) 
 
Net increase  133,310  $1,799,336  126,001  $1,480,007 
 
Class R2 shares1         

Sold  275,831  $4,062,117  7,413  $100,000 
Distributions reinvested  3,532  49,513     
Repurchased  (3,588)  (54,248)     
 
Net increase  275,775  $4,057,382  7,413  $100,000 
 
Class R3 shares         

Sold  282,399  $4,111,488  17,304  $218,440 
Distributions reinvested  4,698  65,866  388  4,579 
Repurchased  (26,086)  (369,596)  (7,449)  (84,238) 
 
Net increase  261,011  $3,807,758  10,243  $138,781 

 

Annual report | Disciplined Value Fund  33 

 



    Year ended 3-31-13    Year ended 3-31-12 
  Shares  Amount  Shares  Amount 
Class R4 shares         

Sold  291,031  $4,211,461  43,619  $550,529 
Distributions reinvested  10,348  144,982  3,397  40,021 
Repurchased  (61,859)  (895,035)  (22,892)  (291,837) 
 
Net increase  239,520  $3,461,408  24,124  $298,713 
 
Class R5 shares         

Sold  25,502,790  $352,551,353  1,721,488  $21,976,086 
Distributions reinvested  1,176,802  16,498,765  73,217  862,499 
Repurchased  (2,356,806)  (33,390,435)  (535,361)  (7,318,050) 
 
Net increase  24,322,786  $335,659,683  1,259,344  $15,520,535 
 
Class R6 shares2         

Sold  7,992,583  $112,118,701  105,937  $1,240,727 
Distributions reinvested  290,580  4,073,934  3,265  38,455 
Repurchased  (793,339)  (11,647,888)  (13,123)  (158,206) 
 
Net increase  7,489,824  $104,544,747  96,079  $1,120,976 
 
Class ADV shares         

Distributions reinvested      102  1,200 
Repurchased      (2,975)  (34,754) 
 
Net increase      (2,873)  ($33,554) 
 
Class NAV shares         

Sold  11,947,301  $160,226,538  884,501  $11,692,753 
Distributions reinvested  1,654,850  23,201,004  937,616  11,045,111 
Repurchased  (4,099,746)  (59,397,347)  (7,635,342)  (94,395,646) 
 
Net increase (decrease)  9,502,405  $124,030,195  (5,813,225)  ($71,657,782) 
 
Net increase  119,425,118  $1,715,423,426  48,848,004  $630,377,585 

 

1 The inception date for Class R2 shares is 3-1-12.
2 The inception date for Class R6 shares is 9-1-11

Affiliates of the Fund owned 3% and 100% of shares of beneficial interest of Class R2 and Class NAV, respectively, on March 31, 2013. During the year ended March 31, 2012, Class ADV shares were liquidated.

Note 6 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities, aggregated $2,871,433,229 and $1,323,728,054, respectively, for the year ended March 31, 2013.

Note 7 — Investment by affiliated funds

Certain investors in the Fund are affiliated funds and are managed by the Advisor and its affiliates. The affiliated funds do not invest in the Fund for the purpose of exercising management or control; however, this investment may represent a significant portion of the Fund’s net assets. At March 31, 2013, John Hancock Lifestyle Growth Portfolio had an affiliate ownership concentration of 5.01% of the Fund’s net assets.

34  Disciplined Value Fund | Annual report 

 



Auditor’s report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock Disciplined Value Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock Disciplined Value Fund (the “Fund”) at March 31, 2013, and the results of its operations for the year then ended, the changes in its net assets for each of the two years then ended and the financial highlights for each of the periods ending March 31, 2013, 2012, 2011, 2010 and 2009, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at March 31, 2013 by correspondence with the custodian and transfer agent, provide a reasonable basis for our opinion.

The financial highlights of the Fund for periods ending on and before August 31, 2008 were audited by another independent registered public accounting firm, whose report dated October 30, 2008 expressed an unqualified opinion thereon.

PricewaterhouseCoopers LLP
Boston, Massachusetts
May 22, 2013

Annual report | Disciplined Value Fund  35 

 



Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended March 31, 2013.

The Fund reports the maximum amount allowable of its net taxable income as eligible for the corporate dividends-received deduction.

The Fund reports the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003.

The Fund paid $101,590,354 in capital gain dividends.

Eligible shareholders will be mailed a 2013 Form 1099-DIV in early 2014. This will reflect the tax character of all distributions paid in calendar year 2013.

Please consult a tax advisor regarding the tax consequences of your investment in the Fund.

36  Disciplined Value Fund | Annual report 

 



Special Shareholder Meeting

On November 13, 2012, a Special Meeting of the Shareholders of John Hancock Funds III and each of its series, including John Hancock Disciplined Value Fund, was held at 601 Congress Street, Boston, Massachusetts, for the purpose of considering and voting on the following proposal:

Proposal: Election of thirteen (13) Trustees as members of the Board of Trustees of John Hancock Funds III.

  TOTAL VOTES  TOTAL VOTES WITHHELD 
  FOR THE NOMINEE  FROM THE NOMINEE 

Independent Trustees     
Charles L. Bardelis  657,515,396.49  7,284,346.35 
Peter S. Burgess  657,435,609.53  7,364,133.30 
William H. Cunningham  654,078,766.31  10,720,976.53 
Grace K. Fey  657,602,863.91  7,196,878.92 
Theron S. Hoffman  657,614,243.23  7,185,499.60 
Deborah C. Jackson  657,542,023.74  7,257,719.09 
Hassell H. McClellan  657,319,823.50  7,479,919.34 
James M. Oates  656,971,552.43  7,828,190.40 
Steven R. Pruchansky  657,559,900.72  7,239,842.11 
Gregory A. Russo  658,072,539.03  6,727,203.80 
Non-Independent Trustees     
James R. Boyle  657,895,765.77  6,903,977.06 
Craig Bromley  657,588,989.57  7,210,753.26 
Warren A. Thomson  657,817,862.75  6,981,880.08 

 

Annual report | Disciplined Value Fund  37 

 



Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund as of December 1, 2012. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees     
 
Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James M. Oates,2 Born: 1946  2012  234 

Managing Director, Wydown Group (financial consulting firm) (since 1994); Chairman and Director, 
Emerson Investment Management, Inc. (since 2000); Independent Chairman, Hudson Castle Group, Inc. 
(formerly IBEX Capital Markets, Inc.) (financial services company) (1997–2011); Director, Stifel Financial 
(since 1996); Director, Investor Financial Services Corporation (1995–2007); Director, Connecticut River 
Bancorp (since 1998); Director, Virtus Funds (formerly Phoenix Mutual Funds) (since 1988). Trustee 
and Chairperson of the Board, John Hancock retail funds (since 2012); Trustee (2005–2006 and since 
2012) and Chairperson of the Board (since 2012), John Hancock Funds III; Trustee (since 2004) and 
Chairperson of the Board (since 2005), John Hancock Variable Insurance Trust; Trustee and Chairperson 
of the Board (since 2005), John Hancock Funds II.     
 
Charles L. Bardelis,2,3 Born: 1941  2012  234 

Director, Island Commuter Corp. (marine transport). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust (since 1988); Trustee, John Hancock Funds II (since 2005).     
 
Peter S. Burgess,2,3 Born: 1942  2012  234 

Consultant (financial, accounting and auditing matters) (since 1999); Certified Public Accountant; 
Partner, Arthur Andersen (independent public accounting firm) (prior to 1999); Director, Lincoln 
Educational Services Corporation (since 2004); Director, Symetra Financial Corporation (since 2010); 
former Director, PMA Capital Corporation (2004–2010). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2005).     
 
William H. Cunningham, Born: 1944  2006  234 

Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas 
System and former President of the University of Texas, Austin, Texas; Director, LIN Television (since 
2009); Chairman (since 2009) and Director (since 2006), Lincoln National Corporation (insurance); 
Director, Resolute Energy Corporation (since 2009); Director, Southwest Airlines (since 2000); former 
Director, Introgen (manufacturer of biopharmaceuticals) (until 2008); former Director, Hicks Acquisition 
Company I, Inc. (until 2007); former Director, Texas Exchange Bank, SSB (formerly Bank of Crowley) 
(until 2009); former Advisory Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) 
(until 2009). Trustee, John Hancock retail funds (since 1986); Trustee, John Hancock Variable Insurance 
Trust (since 2012); Trustee, John Hancock Funds II (since 2012 and 2005–2006).   
 
Grace K. Fey,2 Born: 1946  2012  234 

Chief Executive Officer, Grace Fey Advisors (since 2007); Director and Executive Vice President, 
Frontier Capital Management Company (1988–2007); Director, Fiduciary Trust (since 2009). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2008).     

 

38  Disciplined Value Fund | Annual report 

 



Independent Trustees (continued)     
 
Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
Theron S. Hoffman,2,3 Born: 1947  2012  234 

Chief Executive Officer, T. Hoffman Associates, LLC (consulting firm) (since 2003); Director, The Todd 
Organization (consulting firm) (2003–2010); President, Westport Resources Management (investment 
management consulting firm) (2006–2008); Senior Managing Director, Partner and Operating Head, 
Putnam Investments (2000–2003); Executive Vice President, The Thomson Corp. (financial and 
legal information publishing) (1997–2000). Trustee, John Hancock retail funds (since 2012); Trustee, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2008).   
 
Deborah C. Jackson, Born: 1952  2008  234 

President, Cambridge College, Cambridge, Massachusetts (since 2011); Chief Executive Officer, 
American Red Cross of Massachusetts Bay (2002–2011); Board of Directors of Eastern Bank Corporation 
(since 2001); Board of Directors of Eastern Bank Charitable Foundation (since 2001); Board of Directors 
of American Student Assistance Corporation (1996–2009); Board of Directors of Boston Stock Exchange 
(2002–2008); Board of Directors of Harvard Pilgrim Healthcare (health benefits company) (2007–2011). 
Trustee, John Hancock retail funds (since 2008); Trustee of John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Hassell H. McClellan,2 Born: 1945  2012  234 

Associate Professor, The Wallace E. Carroll School of Management, Boston College (since 1984); 
Trustee, Virtus Variable Insurance Trust (formerly Phoenix Edge Series Funds) (since 2008); Director, 
The Barnes Group (since 2010). Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock 
Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance Trust and   
John Hancock Funds II (since 2005).     
 
Steven R. Pruchansky, Born: 1944  2006  234 

Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director 
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First 
American Bank (until 2010); Managing Director, Jon James, LLC (real estate) (since 2000); Director, 
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President, 
Maxwell Building Corp. (until 1991). Trustee (since 1992) and Chairperson of the Board (2011–2012), 
John Hancock retail funds; Trustee and Vice Chairperson of the Board, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2012).   
 
Gregory A. Russo, Born: 1949  2008  234 

Director and Audit Committee Chairman (since 2012) and Member, Audit Committee and Finance 
Committee (since 2011), NCH Healthcare System, Inc. (holding company for multi-entity healthcare 
system); Director and Member of Finance Committee, The Moorings, Inc. (nonprofit continuing care 
community) (since 2012); Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); 
Vice Chairman, Industrial Markets, KPMG (1998–2002); Chairman and Treasurer, Westchester 
County, New York, Chamber of Commerce (1986–1992); Director, Treasurer and Chairman of 
Audit and Finance Committees, Putnam Hospital Center (1989–1995); Director and Chairman of 
Fundraising Campaign, United Way of Westchester and Putnam Counties, New York (1990–1995). 
Trustee, John Hancock retail funds (since 2008); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     

 

Annual report | Disciplined Value Fund  39 

 



Non-Independent Trustees4     
 
Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James R. Boyle,2 Born: 1959  2012  234 

Senior Executive Vice President, John Hancock Financial Services (1999–2012, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Funds, LLC and John Hancock 
Investment Management Services, LLC (2005–2010). Trustee, John Hancock retail funds (since 2012 and 
2005–2010), Trustee, John Hancock Variable Insurance Trust and John Hancock Funds II (since 2005). 
 
Craig Bromley,2 Born: 1966  2012  234 

President, John Hancock Financial Services (since 2012); Senior Executive Vice President and General 
Manager, U.S. Division, John Hancock Financial Services (since 2012); President and Chief Executive 
Officer, Manulife Insurance Company (Manulife (Japan) (2005–2012), including prior positions). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Warren A. Thomson,2 Born: 1955  2012  234 

Senior Executive Vice President and Chief Investment Officer, Manulife Financial Corporation (since 
2001, including prior positions); Director, Manulife Trust Company and Manulife Bank of Canada 
(2001–2013, including prior positions); Director and Chairman, Manulife Asset Management (since 
2001, including prior positions). Trustee, John Hancock retail funds, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2012).     
 
Principal officers who are not Trustees     
 
Name, Year of Birth    Officer 
Position(s) held with Fund    of the 
Principal occupation(s) and other    Trust 
directorships during past 5 years    since 
 
Hugh McHaffie, Born: 1959    2012 

President     
Executive Vice President, John Hancock Financial Services (since 2006, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Investment Management Services, 
LLC and John Hancock Funds, LLC (since 2010); President, John Hancock Advisers, LLC (since 2012); 
President, John Hancock Investment Management Services, LLC (since 2010). President (since 2012) and 
former Trustee (2010–2012), John Hancock retail funds; President, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2009).     
 
Andrew G. Arnott, Born: 1971    2009 

Executive Vice President     
Senior Vice President, John Hancock Financial Services (since 2009); Executive Vice President, 
John Hancock Advisers, LLC (since 2005); Executive Vice President, John Hancock Investment 
Management Services, LLC (since 2006); President, John Hancock Funds, LLC (since 2004, including 
prior positions); Executive Vice President, John Hancock retail funds (since 2007, including prior 
positions); Executive Vice President, John Hancock Variable Insurance Trust and John Hancock Funds II 
(since 2007, including prior positions).     
 
Thomas M. Kinzler, Born: 1955    2006 

Secretary and Chief Legal Officer     
Vice President, John Hancock Financial Services (since 2006); Secretary and Chief Legal Counsel, 
John Hancock Funds, LLC (since 2007); Secretary and Chief Legal Officer, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2006).   

 

40  Disciplined Value Fund | Annual report 

 



Principal officers who are not Trustees (continued)   
 
Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Francis V. Knox, Jr., Born: 1947  2006 

Chief Compliance Officer   
Vice President, John Hancock Financial Services (since 2005); Chief Compliance Officer, John Hancock 
retail funds, John Hancock Variable Insurance Trust, John Hancock Funds II, John Hancock Advisers, 
LLC and John Hancock Investment Management Services, LLC (since 2005); Vice President and Chief 
Compliance Officer, John Hancock Asset Management a division of Manulife Asset Management (US) 
LLC (2005–2008).   
 
Charles A. Rizzo, Born: 1957  2007 

Chief Financial Officer   
Vice President, John Hancock Financial Services (since 2008); Senior Vice President, John Hancock   
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2008); Chief Financial 
Officer, John Hancock retail funds, John Hancock Variable Insurance Trust and John Hancock   
Funds II (since 2007).   
 
Salvatore Schiavone, Born: 1965  2010 

Treasurer   
Assistant Vice President, John Hancock Financial Services (since 2007); Vice President, John Hancock 
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2007); Treasurer,   
John Hancock retail funds (since 2007, including prior positions); Treasurer, John Hancock Variable   
Insurance Trust and John Hancock Funds II (since 2010 and 2007–2009, including prior positions).   

 

 

John Hancock retail funds is comprised of John Hancock Funds III and 33 other John Hancock funds consisting of 23 series of other John Hancock trusts and 10 closed-end funds.

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Trust and is available without charge, upon request, by calling 1-800-225-5291.

1 Each Trustee holds office until his or her successor is elected and qualified, or until the Trustee’s death, retirement, resignation or removal.

2 Became a Trustee of the Trust effective December 1, 2012.

3 Member of Audit Committee.

4 Because Messrs. Bromley and Thomson are senior executives or directors and Mr. Boyle held prior positions as a senior executive and director of the Advisor and/or its affiliates, each of them is considered an “interested person,” as defined in the Investment Company Act of 1940, of the Trust.

Annual report | Disciplined Value Fund  41 

 



More information

Trustees  Investment advisor 
James M. Oates, Chairman  John Hancock Investment Management 
Steven R. Pruchansky, Vice Chairman  Services, LLC 
Charles L. Bardelis*   
James R. Boyle  Subadvisor 
Craig Bromley  Robeco Investment Management, Inc. 
Peter S. Burgess*   
William H. Cunningham  Principal distributor 
Grace K. Fey  John Hancock Funds, LLC 
Theron S. Hoffman*   
Deborah C. Jackson  Custodian 
Hassell H. McClellan  State Street Bank and Trust Company 
Gregory A. Russo   
Warren A. Thomson  Transfer agent 
  John Hancock Signature Services, Inc. 
Officers   
Hugh McHaffie  Legal counsel 
President  K&L Gates LLP 
     
Andrew G. Arnott  Independent registered 
Executive Vice President  public accounting firm 
  PricewaterhouseCoopers LLP 
Thomas M. Kinzler   
Secretary and Chief Legal Officer   
 
Francis V. Knox, Jr.   
Chief Compliance Officer   
 
Charles A. Rizzo   
Chief Financial Officer   
 
Salvatore Schiavone   
Treasurer   
 
*Member of the Audit Committee   
†Non-Independent Trustee   

 

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site at www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:     
1-800-225-5291  Regular mail:  Express mail: 
jhfunds.com  John Hancock Signature Services, Inc.  John Hancock Signature Services, Inc. 
  P.O. Box 55913  Mutual Fund Image Operations 
  Boston, MA 02205-5913  30 Dan Road 
    Canton, MA 02021 

 

42  Disciplined Value Fund | Annual report 

 




1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com


This report is for the information of the shareholders of John Hancock Disciplined Value Fund.   
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.  340A 3/13 
MF138216  5/13 

 





A look at performance

Total returns for the period ended March 31, 2013

                  SEC 30-day  SEC 30-day 
  Average annual total returns (%)  Cumulative total returns (%)  yield (%)  yield (%) 
  with maximum sales charge    with maximum sales charge  subsidized  unsubsidized1 

Since        Since  as of  as of 
  1-year  5-year  10-year  inception 2  1-year  5-year  10-year  inception 2  3-31-13 3-31-13

Class A  7.49      17.09  7.49      85.60  5.46  5.46 

Class C3  10.14      16.93  10.14      84.64     

Class I4  12.90      18.83  12.90      96.67  6.04  5.98 

 

Performance figures assume all distributions have been reinvested. Figures reflect maximum sales charge on Class A shares of 4.5% and the applicable contingent deferred sales charge (CDSC) on Class C shares. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable to Class I shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from those disclosed in the Financial highlights tables in this report. The fee waivers and expense limitations are contractual until at least 6-30-14 for Class A, Class C and Class I shares. Had the fee waivers and expense limitations not been in place, gross expenses would apply. The expense ratios are as follows:

  Class A*  Class C**  Class I* 
Net (%)  1.18  1.93  0.87 
Gross (%)  1.81  2.51  63.17 

 

* Expenses have been restated to reflect estimated fees and expenses for the current fiscal year.

** Expenses have been estimated for the class’s first full year of operations.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For performance data current to the most recent month end, please call 1-800-225-5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The Fund’s performance results reflect any applicable fee waivers or expense reductions, without which the expenses would increase and results would have been less favorable.

See the following page for footnotes.

6  Core High Yield Fund | Annual report 

 




    With maximum  Without   
  Start date  sales charge  sales charge  Index 

Class C  4-30-09  $18,464  $18,464  $19,526 

Class I3  4-30-09  19,667  19,667  19,526 

 

Bank of America Merrill Lynch U.S. High Yield Master II Constrained Index is an unmanaged index composed of U.S. currency high-yield bonds issued by U.S. and foreign issuers.

It is not possible to invest directly in an index. Index figures do not reflect expenses or sales charges, which would have resulted in lower values if they did.

Footnotes related to performance pages

1 Unsubsidized yields reflect what the yield would have been without the effect of reimbursements and waivers.

2 From 4-30-09.

3 Class C shares were first offered on 3-27-13. Therefore, at period-end an SEC 30-day yield was not available. Returns prior to this date are those of Class A shares that have been recalculated to reflect the estimated gross fees and expenses of Class C shares.

4 For certain types of investors, as described in the Fund’s prospectuses.

Annual report | Core High Yield Fund  7 

 



Management’s discussion of
Fund performance

By John Hancock Asset Management
a division of Manulife Asset Management (North America) Limited

High-yield bonds enjoyed solid performance during the 12 months ended March 31, 2013. Corporate America saw profits and balance sheets improve, while U.S. Federal Reserve policy meant reduced interest rates on higher-quality fixed-income assets such as U.S. Treasuries. Surging demand for riskier assets enabled record new high-yield bond issuance in 2012, which continued to run at a heavy pace into the first quarter of 2013. For the 12 months ended March 31, 2013, John Hancock Core High Yield Fund’s Class A shares posted a total return of 12.59%, excluding sales charges. At the same time, the Bank of America Merrill Lynch U.S. High-Yield Master II Constrained Index, the Fund’s benchmark, returned 13.01%. The average return of the high-yield bond funds tracked by Morningstar, Inc. was 11.80%.† It hurt to hold bonds of the U.S.’s largest packaged ice company Reddy Ice Corp. Another notable detractor was a stake in Geokinetics Holdings, which provides seismic exploration services for use in identifying oil and natural gas deposits. We eliminated the position early in the fiscal year. Some of the leading contributions to Fund performance came from security selection decisions in the energy, industrials and utilities sectors, among others. Bonds issued by independent power producer RRI Energy made a key contribution for the year. Print media firm Postmedia Network, Inc. was another source of strength. A stake in energy services and equipment firm Heckmann Corp. helped Fund performance.

This commentary reflects the views of the portfolio managers through the end of the period discussed in this report. The managers’ statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

Investments in higher-yielding, lower-rated securities involve additional risks as these securities include a higher risk of default and loss of principal. Fixed-income investments are subject to interest rate and credit risk; their value will normally decline as interest rates rise or if the creditor is unable or unwilling to make principal or interest payments. The issuer or grantor of a security, or counterparty to a transaction, may be unable or unwilling to make principal, interest or settlement payments. Frequently trading securities may increase transaction costs (thus lowering performance) and taxable distributions. The use of hedging and derivatives transactions could produce disproportionate gains or losses and may increase volatility and costs. Foreign investing, especially in emerging markets, has additional risks such as currency and market volatility and political and social instability. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Figures from Morningstar, Inc. include reinvested dividends and do not take into account sales charges. Actual load-adjusted performance is lower.

8  Core High Yield Fund | Annual report 

 



Your expenses

These examples are intended to help you understand your ongoing operating expenses of investing in the Fund so you can compare these costs with the ongoing costs of investing in other mutual funds.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about the Fund’s actual ongoing operating expenses, and is based on the Fund’s actual return. It assumes an account value of $1,000.00 on October 1, 2012 with the same investment held until March 31, 2013.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,063.10  $6.07 

Class I  1,000.00  1,064.80  4.48 

 

For the class noted below, the example assumes an account value of $1,000.00 on March 27, 2013, with the same investment held until March 31, 2013.

 

  Account value  Ending value on  Expenses paid during 
  on 3-27-13  3-31-13  period ended 3-31-132 

Class C  $1,000.00  $1,000.90  $0.21 

 

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at March 31, 2013, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

 

Annual report | Core High Yield Fund  9 

 



Your expenses


Hypothetical example for comparison purposes

This table allows you to compare the Fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not the Fund’s actual return). It assumes an account value of $1,000.00 on October 1, 2012, with the same investment held until March 31, 2013. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses. Please remember that these hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-133 

Class A  $1,000.00  $1,019.00  $5.94 

Class C  1,000.00  1,015.30  9.70 

Class I  1,000.00  1,020.60  4.38 

 

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

1 Expenses are equal to the Fund’s annualized expense ratio of 1.18% and 0.87% for Class A and Class I shares, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

2 Expenses are equal to the Fund’s annualized expense ratio of 1.93% for Class C shares, multiplied by the average account value over the period, multiplied by 4/365 (to reflect the period).

3 Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

10  Core High Yield Fund | Annual report 

 



Portfolio summary

Top 10 Issuers (19.5% of Net Assets on 3-31-13)1,2     

Reddy Ice Corp.  2.4%  iPayment, Inc.  1.9% 

 
Thompson Creek Metals Company, Inc.  2.4%  SUPERVALU, Inc.  1.7% 

 
HD Supply, Inc.  2.2%  Norcraft Companies LP  1.7% 

 
National Mentor Holdings, Inc.  2.2%  Ferro Corp.  1.7% 

 
Permian Holdings, Inc.  2.0%  Legacy Reserves LP  1.7% 

 
 
 
Sector Composition1,3       

Energy  16.5%  Health Care  7.1% 

 
Materials  15.3%  Telecommunication Services  2.8% 

 
Consumer Discretionary  13.8%  Utilities  1.0% 

 
Industrials  10.8%  Information Technology  0.8% 

 
Financials  10.6%  Short-Term Investments & Other  11.5% 

 
Consumer Staples  9.8%     

 

 

Quality Composition1,4   

BBB  0.7% 

BB  2.9% 

B  46.8% 

CCC & Below  30.4% 

Not Rated  7.6% 

Equity  0.1% 

Short-Term Investments & Other  11.5% 

 


1 As a percentage of net assets on 3-31-13.

2 Cash and cash equivalents not included.

3 Investments in higher-yielding, lower-rated securities involve additional risks as these securities include a higher risk of default and loss of principal. Fixed-income investments are subject to interest rate and credit risk; their value will normally decline as interest rates rise or if the creditor is unable or unwilling to make principal or interest payments. The issuer or grantor of a security, or counterparty to a transaction, may be unable or unwilling to make principal, interest or settlement payments. Frequently trading securities may increase transaction costs (thus lowering performance) and taxable distributions. The use of hedging and derivatives transactions could produce disproportionate gains or losses and may increase volatility and costs. Foreign investing, especially in emerging markets, has additional risks such as currency and market volatility and political and social instability. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

4 Ratings are from Moody’s Investors Service. If not available, we have used ratings from Standard & Poor’s Ratings Services. In the absence of ratings from these agencies, we have used Fitch ratings. “Not Rated” securities are those with no ratings available from these agencies. All ratings are as of 3-31-13 and do not reflect subsequent downgrades or upgrades, if any.

Annual report | Core High Yield Fund  11 

 



Fund’s investments

As of 3-31-13

    Maturity     
  Rate (%)  date  Par value^  Value 
 
Corporate Bonds 79.7%      $197,876,175 

(Cost $190,994,623)         
 
Consumer Discretionary 10.1%        25,141,989 
 
Auto Components 0.1%         

UCI International, Inc.  8.625  02-15-19  250,000  258,750 
 
Diversified Consumer Services 1.1%         

Monitronics International, Inc.  9.125  04-01-20  250,000  264,375 

Speedy Cash Intermediate Holdings Corp. (S)  10.750  05-15-18  1,000,000  1,077,500 

Stonemor Operating LLC  10.250  12-01-17  1,350,000  1,431,000 
 
Hotels, Restaurants & Leisure 1.7%         

Boyd Gaming Corp.  7.125  02-01-16  1,000,000  1,006,250 

Caesars Entertainment Operating         
Company, Inc.  11.250  06-01-17  250,000  265,938 

Great Canadian Gaming Corp.  6.625  07-25-22  CAD 2,000,000  2,027,854 

Mandalay Resort Group  7.625  07-15-13  750,000  761,250 

Marina District Finance Company, Inc.  9.875  08-15-18  100,000  103,000 
 
Household Durables 2.2%         

Beazer Homes USA, Inc. (S)  7.250  02-01-23  200,000  204,000 

Norcraft Companies LP  10.500  12-15-15  4,000,000  4,190,000 

The Ryland Group, Inc.  5.375  10-01-22  1,000,000  1,022,500 
 
Media 2.5%         

American Media, Inc.  11.500  12-15-17  94,000  91,885 

Columbus International, Inc. (S)  11.500  11-20-14  750,000  836,250 

Postmedia Network, Inc.  12.500  07-15-18  2,000,000  2,260,000 

Quebecor Media, Inc. (S)  6.625  01-15-23  CAD 3,000,000  3,063,937 
 
Specialty Retail 2.5%         

Empire Today LLC (S)  11.375  02-01-17  3,000,000  3,123,750 

GRD Holdings III Corp. (S)  10.750  06-01-19  3,000,000  3,153,750 
 
Consumer Staples 9.8%        24,232,504 
 
Food & Staples Retailing 1.9%         

Rite Aid Corp.  9.500  06-15-17  500,000  524,375 

SUPERVALU, Inc.  7.500  11-15-14  4,175,000  4,190,698 
 
Food Products 4.1%         

Alliance Grain Traders, Inc. (S)  9.000  02-14-18  CAD 2,000,000  1,931,880 

Del Monte Corp.  7.625  02-15-19  1,250,000  1,296,875 

Reddy Ice Corp.  11.250  03-15-15  5,680,000  5,992,400 

Southern States Cooperative, Inc. (S)  11.250  05-15-15  750,000  791,250 

 

12  Core High Yield Fund | Annual report  See notes to financial statements 

 



    Maturity     
  Rate (%)  date  Par value^  Value 
 
Household Products 3.3%         

Harbinger Group, Inc. (S)  7.875  07-15-19  1,330,000  $1,403,150 

Reynolds Group Issuer, Inc.  9.000  04-15-19  3,000,000  3,172,500 

The Sun Products Corp. (S)  7.750  03-15-21  2,000,000  2,015,000 

YCC Holdings LLC, PIK  10.250  02-15-16  1,550,000  1,598,438 
 
Tobacco 0.5%         

Alliance One International, Inc.  10.000  07-15-16  750,000  792,188 

North Atlantic Trading Company, Inc. (S)  11.500  07-15-16  500,000  523,750 
 
Energy 16.5%        40,809,678 
 
Energy Equipment & Services 5.4%         

Bristow Group, Inc.  6.250  10-15-22  250,000  270,000 

Forbes Energy Services, Ltd.  9.000  06-15-19  3,750,000  3,637,500 

Heckmann Corp. (S)  9.875  04-15-18  2,000,000  2,122,500 

Heckmann Corp.  9.875  04-15-18  2,000,000  2,137,500 

Permian Holdings, Inc. (S)  10.500  01-15-18  4,770,000  4,913,100 

Pioneer Energy Services Corp.  9.875  03-15-18  250,000  273,750 
 
Oil, Gas & Consumable Fuels 11.1%         

Arch Coal, Inc.  8.750  08-01-16  2,000,000  2,080,000 

Bill Barrett Corp.  7.625  10-01-19  1,000,000  1,062,500 

BreitBurn Energy Partners LP  7.875  04-15-22  3,000,000  3,210,000 

Carrizo Oil & Gas, Inc.  7.500  09-15-20  2,750,000  2,935,625 

EPL Oil & Gas, Inc.  8.250  02-15-18  1,500,000  1,593,750 

Forest Oil Corp.  7.250  06-15-19  3,000,000  3,000,000 

Green Field Energy Services, Inc. (S)  13.250  11-15-16  256,000  263,680 

Halcon Resources Corp. (S)  8.875  05-15-21  400,000  431,000 

Legacy Reserves LP (S)  8.000  12-01-20  4,000,000  4,140,000 

Rex Energy Corp. (S)  8.875  12-01-20  340,000  360,400 

Sidewinder Drilling, Inc. (S)  9.750  11-15-19  2,500,000  2,512,500 

Southern Pacific Resource Corp. (S)  8.750  01-25-18  CAD 2,000,000  1,850,667 

Stone Energy Corp.  8.625  02-01-17  400,000  432,000 

Trilogy Energy Corp. (S)  7.250  12-13-19  CAD 3,500,000  3,583,206 
 
Financials 9.4%        23,425,852 
 
Capital Markets 0.8%         

GFI Group, Inc.  9.625  07-19-18  2,000,000  1,885,000 
 
Commercial Banks 0.3%         

CIT Group, Inc.  5.000  05-15-17  750,000  804,375 
 
Consumer Finance 0.3%         

TMX Finance LLC  13.250  07-15-15  750,000  821,250 
 
Diversified Financial Services 4.4%         

General Electric Capital Corp., (6.250%         
to 12-15-22, then 3 month LIBOR +         
4.704%) (Q)  6.250  12-15-22  1,500,000  1,647,632 

iPayment, Inc.  10.250  05-15-18  5,000,000  4,625,000 

Milestone Aviation Group LLC (S)  8.625  12-15-17  4,000,000  4,110,000 

Reliance Intermediate Holdings LP (S)  9.500  12-15-19  500,000  557,500 
 
Real Estate Investment Trusts 0.3%         

CNL Lifestyle Properties, Inc.  7.250  04-15-19  750,000  750,000 

 

See notes to financial statements  Annual report | Core High Yield Fund  13 

 



    Maturity     
  Rate (%)  date  Par value^  Value 
 
Real Estate Management & Development 3.3%       

Brookfield Residential Properties, Inc. (S)  6.500  12-15-20  1,340,000  $1,433,800 

Crescent Resources LLC (S)  10.250  08-15-17  3,000,000  3,285,000 

Kennedy-Wilson, Inc.  8.750  04-01-19  500,000  540,000 

Mattamy Group Corp. (S)  6.500  11-15-20  1,000,000  997,500 

Mattamy Group Corp. (S)  6.875  11-15-20  CAD 2,000,000  1,968,795 
 
Health Care 5.7%        14,184,250 
 
Health Care Equipment & Supplies 1.5%         

Alere, Inc. (S)  7.250  07-01-18  2,500,000  2,656,250 

Apria Healthcare Group, Inc.  12.375  11-01-14  1,000,000  1,020,000 
 
Health Care Providers & Services 4.2%         

BioScrip, Inc.  10.250  10-01-15  750,000  791,250 

National Mentor Holdings, Inc. (S)  12.500  02-15-18  5,000,000  5,400,000 

OnCure Holdings, Inc.  11.750  05-15-17  175,000  86,625 

Radiation Therapy Services, Inc.  9.875  04-15-17  150,000  93,000 

Radnet Management, Inc.  10.375  04-01-18  2,050,000  2,137,125 

Rotech Healthcare, Inc. (H)  10.750  10-15-15  2,000,000  2,000,000 
 
Industrials 8.8%        21,905,280 
 
Aerospace & Defense 0.7%         

GenCorp, Inc. (S)  7.125  03-15-21  175,000  184,625 

Kratos Defense & Security Solutions, Inc.  10.000  06-01-17  1,350,000  1,485,000 
 
Building Products 0.7%         

Gibraltar Industries, Inc. (S)  6.250  02-01-21  175,000  185,500 

Nortek, Inc. (S)  8.500  04-15-21  500,000  553,750 

Nortek, Inc.  8.500  04-15-21  500,000  555,000 

Ply Gem Industries, Inc.  9.375  04-15-17  500,000  550,000 
 
Commercial Services & Supplies 2.6%         

Casella Waste Systems, Inc.  7.750  02-15-19  2,600,000  2,476,500 

EnergySolutions, Inc.  10.750  08-15-18  1,935,000  2,017,238 

Garda World Security Corp. (S)  9.750  03-15-17  100,000  107,250 

RR Donnelley & Sons Company  8.250  03-15-19  1,250,000  1,350,000 

The Sheridan Group, Inc.  12.500  04-15-14  486,312  451,054 
 
Machinery 0.3%         

BC Mountain LLC (S)  7.000  02-01-21  200,000  212,000 

Milacron LLC (S)  7.750  02-15-21  460,000  473,800 
 
Marine 0.1%         

Commercial Barge Line Company  12.500  07-15-17  250,000  272,188 
 
Professional Services 0.1%         

TransUnion LLC  11.375  06-15-18  250,000  287,500 
 
Road & Rail 0.8%         

The Hertz Corp.  5.875  10-15-20  2,000,000  2,110,000 
 
Trading Companies & Distributors 2.2%         

HD Supply, Inc. (S)  7.500  07-15-20  5,000,000  5,262,500 

HD Supply, Inc.  10.500  01-15-21  175,000  182,000 
 
Transportation Infrastructure 1.3%         

CHC Helicopter SA  9.250  10-15-20  3,000,000  3,189,375 

 

14  Core High Yield Fund | Annual report  See notes to financial statements 

 



    Maturity     
  Rate (%)  date  Par value^  Value 
 
Information Technology 0.4%        $1,042,500 
 
Electronic Equipment, Instruments & Components 0.4%     

Kemet Corp.  10.500  05-01-18  1,000,000  1,042,500 
 
Materials 15.3%        37,859,372 
 
Chemicals 4.8%         

Ferro Corp.  7.875  08-15-18  4,000,000  4,150,000 

INEOS Group Holdings SA (S)  8.500  02-15-16  2,000,000  2,030,000 

Momentive Performance Materials, Inc.  8.875  10-15-20  2,000,000  2,060,000 

Rain CII Carbon LLC (S)  8.250  01-15-21  3,375,000  3,645,000 
 
Construction Materials 0.2%         

Summit Materials LLC (S)  10.500  01-31-20  250,000  281,875 

Weekley Homes LLC (S)  6.000  02-01-23  205,000  211,150 
 
Containers & Packaging 1.6%         

Ardagh Packaging Finance PLC (S)  7.000  11-15-20  770,000  791,175 

Pretium Packaging LLC  11.500  04-01-16  2,890,000  3,135,650 
 
Metals & Mining 7.1%         

AM Castle & Company  12.750  12-15-16  75,000  88,125 

Century Aluminum Company  8.000  05-15-14  1,000,000  1,005,000 

Edgen Murray Corp. (S)  8.750  11-01-20  3,000,000  3,120,000 

Essar Steel Algoma, Inc. (S)  9.375  03-15-15  2,000,000  1,920,000 

First Quantum Minerals, Ltd. (S)  7.250  10-15-19  2,000,000  2,000,000 

Novelis, Inc.  8.750  12-15-20  100,000  112,750 

Optima Specialty Steel, Inc. (S)  12.500  12-15-16  250,000  271,875 

Sherritt International Corp.  7.500  09-24-20  CAD 2,250,000  2,259,192 

Taseko Mines, Ltd.  7.750  04-15-19  750,000  755,625 

Thompson Creek Metals Company, Inc.  9.750  12-01-17  1,000,000  1,085,000 

Thompson Creek Metals Company, Inc.  12.500  05-01-19  5,000,000  4,887,500 
 
Paper & Forest Products 1.6%         

Mercer International, Inc.  9.500  12-01-17  1,670,000  1,824,475 

Tembec Industries, Inc.  11.250  12-15-18  1,476,000  1,630,980 

UPM-Kymmene OYJ (S)  7.450  11-26-27  600,000  594,000 
 
Telecommunication Services 2.8%        7,044,750 
 
Diversified Telecommunication Services 2.1%       

Cincinnati Bell, Inc.  8.375  10-15-20  1,000,000  1,040,000 

Frontier Communications Corp.  7.125  01-15-23  1,500,000  1,518,750 

Frontier Communications Corp.  8.500  04-15-20  1,000,000  1,132,500 

Satelites Mexicanos SA de CV  9.500  05-15-17  1,250,000  1,325,000 

Wind Acquisition Finance SA (S)  11.750  07-15-17  250,000  265,000 
 
Wireless Telecommunication Services 0.7%         

Goodman Networks, Inc. (S)  13.125  07-01-18  600,000  666,000 

Sprint Capital Corp.  6.900  05-01-19  1,000,000  1,097,500 
 
Utilities 0.9%        2,230,000 
 
Independent Power Producers & Energy Traders 0.9%       

GenOn Energy, Inc.  7.875  06-15-17  2,000,000  2,230,000 

 

See notes to financial statements  Annual report | Core High Yield Fund  15 

 



    Maturity     
  Rate (%)  date  Par value^  Value 
 
Convertible Bonds 0.6%        $1,560,938 

(Cost $1,250,000)         
 
Consumer Discretionary 0.6%        1,560,938 
 
Household Durables 0.6%         

M/I Homes, Inc.  3.250  09-15-17  1,250,000  1,560,938 
 
Term Loans (M) 8.1%        $20,091,884 

(Cost $19,687,397)         
 
Consumer Discretionary 3.1%        7,583,425 
 
Diversified Consumer Services 0.8%         

JG Wentworth, Inc.  9.000  02-18-19  2,000,000  1,990,000 
 
Media 1.1%         

ASP NEP  9.500  08-18-20  22,857  23,562 

SESAC, Inc.  6.000  02-08-19  1,995,000  2,019,938 

SESAC, Inc.  10.000  06-28-19  500,000  510,000 
 
Multiline Retail 1.2%         

Collective Brands, Inc.  7.250  10-09-19  2,995,000  3,039,925 
 
Financials 1.2%        3,008,690 
 
Capital Markets 1.2%         

Orbitz Worldwide, Inc. (T)  TBD  09-20-17  2,000,000  2,018,334 

Walter Investment Management Corp.  5.750  11-28-17  975,000  990,356 
 
Health Care 1.4%        3,491,019 
 
Health Care Equipment & Supplies 1.0%         

Physician Oncology Services LP  7.750  01-31-17  2,503,543  2,491,025 
 
Health Care Providers & Services 0.4%         

Premier Dental  8.250  11-01-18  997,500  999,994 
 
Industrials 2.0%        4,995,000 
 
Machinery 1.2%         

CPM Holdings, Inc.  10.250  02-28-18  3,000,000  3,015,000 
 
Transportation Infrastructure 0.8%         

Riverboat Corporation of Mississippi  10.000  11-29-16  2,000,000  1,980,000 
 
Information Technology 0.4%        1,013,750 
 
IT Services 0.4%         

Deltek, Inc.  10.000  10-10-19  1,000,000  1,013,750 
 
      Shares  Value 
 
Common Stocks 0.1%        $147,682 

(Cost $209,046)         
 
Utilities 0.1%        147,682 
 
Independent Power Producers & Energy Traders 0.1%       

Dynegy, Inc. (I)      6,156  147,682 

 

16  Core High Yield Fund | Annual report  See notes to financial statements 

 



    Maturity     
  Rate (%)  date  Par value^  Value 
 
Escrow Certificates 0.0%        $0 

(Cost $0)         
 
Utilities 0.0%        0 
 
Independent Power Producers & Energy Traders 0.0%       

Dynegy, Inc. (I)  8.375  05-01-16  250,000  0 
 
      Shares  Value 
 
Warrants 0.0%        $12,500 

(Cost $17,500)         
 
Green Field Energy Services, Inc. (Strike Price: $0.01,       
Expiration Date: 11-15-21) (I)(S)      250  12,500 
 
      Par value^  Value 
 
Short-Term Investments 13.2%        $32,698,000 

(Cost $32,698,000)         
 
Repurchase Agreement 13.2%        32,698,000 
 
Repurchase Agreement with State Street Corp. dated 3-28-13       
at 0.010% to be repurchased at $32,698,036 on 4-1-13,       
collateralized by $32,115,000 U.S. Treasury Notes, 1.500% due     
6-30-16 (valued at $33,354,800, including interest)    32,698,000  32,698,000 
 
Total investments (Cost $244,856,566)101.7%    $252,387,179 

 
Other assets and liabilities, net (1.7%)      ($4,160,468) 

 
Total net assets 100.0%      $248,226,711 

 

^ The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund. All par values are denominated in U.S. dollars unless otherwise indicated.

CAD Canadian Dollar

LIBOR London Interbank Offered Rate

PIK Paid In Kind

TBD To Be Determined

(H) Non-income producing — Issuer is in default.

(I) Non-income producing security.

(M) Term loans are variable rate obligations. The coupon rate shown represents the rate at period end.

(Q) Perpetual bonds have no stated maturity date. Date shown as maturity date is next call date.

(S) These securities are exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold, normally to qualified institutional buyers, in transactions exempt from registration. Rule 144A securities amounted to $81,498,115 or 32.8% of the Fund’s net assets as of 3-31-13.

(T) This position represents an unsettled loan commitment at period end. Certain details associated with this purchase are not known prior to the settlement date, including coupon rate.

† At 3-31-13, the aggregate cost of investment securities for federal income tax purposes was $244,957,854. Net unrealized appreciation aggregated $7,429,325, of which $8,227,756 related to appreciated investment securities and $798,431 related to depreciated investment securities.

The Fund had the following country concentration as a percentage of net assets on 3-31-13:

United States  82.6% 
Canada  13.5% 
Ireland  2.0% 
Luxembourg  0.9% 
Mexico  0.5% 
Barbados  0.3% 
Finland  0.2% 

 

See notes to financial statements  Annual report | Core High Yield Fund  17 

 



FINANCIAL STATEMENTS

Financial statements

Statement of assets and liabilities 3-31-13

This Statement of assets and liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum offering price per share.

Assets   

Investments, at value (Cost $212,158,566)  $219,689,179 
Repurchase agreements, at value (Cost $32,698,000)  32,698,000 
 
Total investments, at value (Cost $244,856,566)  252,387,179 
 
Cash  750,656 
Foreign currency, at value (Cost $203,918)  202,972 
Receivable for investments sold  20,000 
Receivable for fund shares sold  2,806,800 
Dividends and interest receivable  5,054,551 
Receivable due from advisor  370 
Other receivables and prepaid expenses  47,926 
 
Total assets  261,270,454 
 
Liabilities   

Payable for investments purchased  12,180,917 
Payable for fund shares repurchased  635,272 
Distributions payable  61,677 
Payable to affiliates   
Accounting and legal services fees  8,270 
Transfer agent fees  31,873 
Trustees’ fees  54 
Other liabilities and accrued expenses  125,680 
 
Total liabilities  13,043,743 
 
Net assets  248,226,711 
 
Net assets consist of   

Paid-in capital  $240,398,372 
Undistributed net investment income  140,962 
Accumulated net realized gain (loss) on investments and foreign   
currency transactions  159,775 
Net unrealized appreciation (depreciation) on investments and translation   
of assets and liabilities in foreign currencies  7,527,602 
 
Net assets  $248,226,711 

 

18  Core High Yield Fund | Annual report  See notes to financial statements 

 



FINANCIAL STATEMENTS

Statement of assets and liabilities (continued)

Net asset value per share   

Based on net asset values and shares outstanding — the Fund has an   
unlimited number of shares authorized with no par value   
Class A ($208,179,386 ÷ 18,899,164 shares)1  $11.02 
Class C ($100,054 ÷ 9,083 shares)1  $11.02 
Class I ($39,947,271 ÷ 3,625,734 shares)  $11.02 
 
Maximum offering price per share   

Class A (net asset value per share ÷ 95.5%)2  $11.54 

 

1 Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

2 On single retail sales of less than $100,000. On sales of $100,000 or more and on group sales the offering price is reduced.

See notes to financial statements  Annual report | Core High Yield Fund  19 

 



FINANCIAL STATEMENTS

Statement of operations For the year ended 3-31-13

This Statement of operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income   

Interest  $9,389,336 
 
Total investment income  9,389,336 
 
Expenses   

Investment management fees  763,068 
Distribution and service fees  246,045 
Accounting and legal services fees  24,956 
Transfer agent fees  203,056 
Trustees’ fees  4,918 
State registration fees  49,962 
Printing and postage  16,740 
Professional fees  80,321 
Custodian fees  27,911 
Registration and filing fees  61,181 
Other  8,442 
 
Total expenses  1,486,600 
Less expense reductions  (159,572) 
 
Net expenses  1,327,028 
 
Net investment income  8,062,308 
 
Realized and unrealized gain (loss)   

  
Net realized gain (loss) on   
Investments  278,932 
Foreign currency transactions  46,274 
 
  325,206 
Change in net unrealized appreciation (depreciation) of   
Investments  6,916,401 
Translation of assets and liabilities in foreign currencies  (3,011) 
 
  6,913,390 
 
Net realized and unrealized gain  7,238,596 
 
Increase in net assets from operations  $15,300,904 

 

20  Core High Yield Fund | Annual report  See notes to financial statements 

 



FINANCIAL STATEMENTS

Statements of changes in net assets

These Statements of changes in net assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

  Year  Year 
  ended  ended 
  3-31-13  3-31-12 
 
Increase (decrease) in net assets     

 
From operations     
Net investment income  $8,062,308  $1,598,150 
Net realized gain  325,206  738,397 
Change in net unrealized appreciation (depreciation)  6,913,390  (1,121,740) 
 
Increase in net assets resulting from operations  15,300,904  1,214,807 
 
Distributions to shareholders     
From net investment income     
Class A  (6,743,134)  (1,553,413) 
Class C  (62)   
Class I  (1,346,182)  (2,686) 
From net realized gain     
Class A  (143,623)  (910,315) 
Class I  (29,611)  (1,520) 
 
Total distributions  (8,262,612)  (2,467,934) 
 
From Fund share transactions  225,072,159  337,709 
 
Total increase (decrease)  232,110,451  (915,418) 
 
Net assets     

Beginning of year  16,116,260  17,031,678 
 
End of year  $248,226,711  $16,116,260 
 
Undistributed net investment income  $140,962  $4,269 

 

See notes to financial statements  Annual report | Core High Yield Fund  21 

 



Financial highlights

The Financial highlights show how the Fund’s net asset value for a share has changed during the period.

CLASS A SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-101 
 
Per share operating performance         

Net asset value, beginning of period  $10.52  $11.35  $11.59  $10.00 
Net investment income2  0.74  1.07  1.16  0.99 
Net realized and unrealized gain (loss) on investments 0.53  (0.25)  0.92  2.21 
Total from investment operations  1.27  0.82  2.08  3.20 
Less distributions         
From net investment income  (0.76)  (1.04)  (1.20)  (0.98) 
From net realized gain  (0.01)  (0.61)  (1.12)  (0.63) 
Total distributions  (0.77)  (1.65)  (2.32)  (1.61) 
Net asset value, end of period  $11.02  $10.52  $11.35  $11.59 
Total return (%)3,4  12.59  8.12  19.34  33.755 
 
Ratios and supplemental data         

Net assets, end of period (in millions)  $208  $16  $17  $17 
Ratios (as a percentage of average net assets):         
Expenses before reductions  1.30  1.68  1.55  1.366 
Expenses net of fee waivers  1.18  1.24  1.21  1.136 
Net investment income  6.83  9.82  9.99  9.826 
Portfolio turnover (%)  15  64  207  389 

 

1 Period from 4-30-09 (inception date) to 3-31-10.
2 Based on the average daily shares outstanding.
3 Does not reflect the effect of sales charges, if any.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.

 

CLASS C SHARES Period ended  3-31-131 
 
Per share operating performance   

Net asset value, beginning of period  $11.01 
Net investment income2  0.01 
Net realized and unrealized gain on investments 3 
Total from investment operations  0.01 
Net asset value, end of period  $11.02 
Total return (%)4,5  0.096 
 
Ratios and supplemental data   

Net assets, end of period (in millions)  7 
Ratios (as a percentage of average net assets):   
Expenses before reductions  16.988 
Expenses net of fee waivers  1.938 
Net investment income  5.548 
Portfolio turnover (%)  15 

 

1 Period from 3-27-13 (inception date) to 3-31-13.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Does not reflect the effect of sales charges, if any.
5 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
6 Not annualized.
7 Less than $500,000.
8 Annualized.

 

22  Core High Yield Fund | Annual report  See notes to financial statements 

 



CLASS I SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-101 
 
Per share operating performance         

Net asset value, beginning of period  $10.52  $11.36  $11.59  $10.00 
Net investment income2  0.77  1.10  1.21  1.02 
Net realized and unrealized gain (loss) on investments 0.53  (0.26)  0.92  2.20 
Total from investment operations  1.30  0.84  2.13  3.22 
Less distributions         
From net investment income  (0.79)  (1.07)  (1.24)  (1.00) 
From net realized gain  (0.01)  (0.61)  (1.12)  (0.63) 
Total distributions  (0.80)  (1.68)  (2.36)  (1.63) 
Net asset value, end of period  $11.02  $10.52  $11.36  $11.59 
Total return (%)3  12.90  8.39  19.87  34.084 
 
Ratios and supplemental data         

Net assets, end of period (in millions)  $40  5  5  5 
Ratios (as a percentage of average net assets):         
Expenses before reductions  1.07  4.23  1.35  3.526 
Expenses net of fee waivers  0.87  0.90  0.85  0.856 
Net investment income  7.06  10.17  10.35  10.106 
Portfolio turnover (%)  15  64  207  389 

 

1 Period from 4-30-09 (inception date) to 3-31-10.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Less than $500,000.
6 Annualized.

 

See notes to financial statements  Annual report | Core High Yield Fund  23 

 



Notes to financial statements

Note 1 — Organization

John Hancock Core High Yield Fund (the Fund) is a series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek total return, consisting of a high level of current income and capital appreciation.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of assets and liabilities. Class A and Class C shares are offered to all investors. Class I shares are offered to institutions and certain investors. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees, if any, and transfer agent fees for each class may differ.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates and those differences could be significant. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. In order to value the securities, the Fund uses the following valuation techniques: Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then the securities are valued using the last quoted bid or evaluated price. Debt obligations are valued based on the evaluated prices provided by an independent pricing service, which utilizes both dealer-supplied and electronic data processing techniques, taking into account factors such as institutional-size trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics and other market data. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rates supplied by an independent pricing service. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost.

Other portfolio securities and assets, where reliable market quotations are not available, are valued at fair value as determined in good faith by the Fund’s Pricing Committee following procedures established by the Board of Trustees, which include price verification procedures. The frequency with which these fair valuation procedures are used cannot be predicted. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of trading on the NYSE. Significant market events that affect the values of foreign securities may occur between the time when the valuation of the securities is generally determined and the close of the NYSE. During significant market events, these securities will be valued at fair value, as determined in good faith, following procedures established by the Board of Trustees. The Fund may use a fair valuation model to value foreign securities in order to adjust for events that may occur between the close of foreign exchanges and the close of the NYSE.

24  Core High Yield Fund | Annual report 

 



The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes securities valued using quoted prices in active markets for identical securities. Level 2 includes securities valued using other significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these inputs are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes securities valued using significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. Factors used in determining value may include market or issuer specific events or trends, changes in interest rates and credit quality. The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy.

The following is a summary of the values by input classification of the Fund’s investments as of March 31, 2013, by major security category or type:

        LEVEL 3 
      LEVEL 2  SIGNIFICANT 
  TOTAL MARKET  LEVEL 1  SIGNIFICANT  UNOBSERVABLE 
  VALUE AT 3-31-13  QUOTED PRICE  OBSERVABLE INPUTS  INPUTS 

Corporate Bonds         
Consumer Discretionary  $25,141,989    $25,141,989   
Consumer Staples  24,232,504    22,300,624  $1,931,880 
Energy  40,809,678    40,809,678   
Financials  23,425,852    23,425,852   
Health Care  14,184,250    14,184,250   
Industrials  21,905,280    21,905,280   
Information Technology  1,042,500    1,042,500   
Materials  37,859,372    37,859,372   
Telecommunication         
Services  7,044,750    7,044,750   
Utilities  2,230,000    2,230,000   
Convertible Bonds         
Consumer Discretionary  1,560,938    1,560,938   
Term Loans         
Consumer Discretionary  7,583,425    7,583,425   
Financials  3,008,690    3,008,690   
Health Care  3,491,019    3,491,019   
Industrials  4,995,000    4,995,000   
Information Technology  1,013,750    1,013,750   
Common Stocks         
Utilities  147,682  $147,682     
Warrants  12,500    12,500   
Short-Term Investments  32,698,000    32,698,000   
 
Total Investments in         
Securities  $252,387,179  $147,682  $250,307,617  $1,931,880 

 

The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value. Transfers into or out of Level 3 represent the beginning value of any security or instrument where a change in the level has occurred from the beginning to the end of the period.

 

Annual report | Core High Yield Fund  25 

 



  CORPORATE BONDS  CONVERTIBLE BONDS 

Balance as of 3-31-12    $267,000 
Realized gain (loss)    72,073 
Changed in unrealized appreciation (depreciation)  ($62,208)  29,927 
Purchases  1,994,088   
Sales    (369,000) 
Transfers into Level 3     
Transfers out of Level 3     
Balance as of 3-31-13  $1,931,880   
Change in unrealized at period end *  ($62,208)   

 

*Change in unrealized appreciation (depreciation) attributable to Level 3 securities held at the period end.

Repurchase agreements. The Fund may enter into repurchase agreements. When the Fund enters into a repurchase agreement, it receives collateral that is held in a segregated account by the Fund’s custodian. The collateral amount is marked-to-market and monitored on a daily basis to ensure that the collateral held is in an amount not less than the principal amount of the repurchase agreement plus any accrued interest. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the collateral value may decline.

Term loans (Floating rate loans). The Fund may invest in term loans, which often include debt securities that are rated below investment grade at the time of purchase. Term loans are generally subject to legal or contractual restrictions on resale. The liquidity of term loans, including the volume and frequency of secondary market trading in such loans, varies significantly over time and among individual loans. During periods of infrequent trading, valuing a term loan can be more difficult and buying and selling a term loan at an acceptable price can be more difficult and delayed, which could result in a loss.

The Fund’s ability to receive payments of principal, interest and other amounts in connection with term loans will depend primarily on the financial condition of the borrower. The Fund’s failure to receive scheduled payments on a term loan due to a default, bankruptcy or other reason, would adversely affect the Fund’s income and would likely reduce the value of its assets. Because many term loans are not rated by independent credit rating agencies, a decision to invest in a particular loan could depend exclusively on the subadvisor’s credit analysis of the borrower and/or term loan agents. The Fund may have limited rights to enforce the terms of an underlying loan.

At March 31, 2013, the Fund had $3,955,000 in unfunded loan commitments outstanding.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Interest income includes coupon interest and amortization/accretion of premiums/discounts on debt securities. Debt obligations may be placed in a non-accrual status and related interest income may be reduced by stopping current accruals and writing off interest receivable when the collection of all or a portion of interest has become doubtful. Dividend income is recorded on the ex-date, except for dividends of foreign securities where the dividend may not be known until after the ex-date. In those cases, dividend income, net of withholding taxes, is recorded when the Fund becomes aware of the dividends. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to the Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any

26  Core High Yield Fund | Annual report 

 



related costs or expenses. The custodian may have a lien, security interest or security entitlement in any Fund property that is not otherwise segregated or pledged, to the maximum extent permitted by law, to the extent of any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with Citibank N.A. that enables them to participate in a $300 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis and is reflected in other expenses on the Statement of operations. Prior to March 27, 2013, the Fund participated in a $100 million unsecured line of credit, also with Citibank, with terms otherwise similar to the existing agreement. Commitment fees for the year ended March 31, 2013 were $961. For the year ended March 31, 2013, the Fund had no borrowings under either line of credit.

Expenses. Within the John Hancock Funds complex, expenses that are directly attributable to an individual fund are allocated to such fund. Expenses that are not readily attributable to a specific fund are allocated among all funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the fund’s relative net assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses and realized and unrealized gains (losses) are determined at the fund level and allocated daily to each class of shares based on the net assets of the class. Class-specific expenses, such as distribution and service fees, if any, and transfer agent fees, are calculated daily for each class, based on the net asset value of the class and the applicable specific expense rates.

Federal income taxes. The Fund intends to continue to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

As of March 31, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, derecognition or disclosure. The Fund’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-date. The Fund generally declares dividends daily and pays them monthly. Capital gains distributions, if any, are paid annually. The tax character of distributions for the years ended March 31, 2013 and March 31, 2012 was as follows:

  MARCH 31, 2013  MARCH 31, 2012 

Ordinary Income  $8,178,836  $1,833,029 
Long-Term Capital Gain  $83,776  634,905 

 

Distributions paid by the Fund with respect to each class of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of class level expenses that may be applied differently to each class. As of March 31, 2013, the components of distributable earnings on a tax basis consisted of $429,182 and $34,531 of undistributed ordinary income and long-term capital gain, respectively.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Annual report | Core High Yield Fund  27 

 



Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences, if any, will reverse in a subsequent period. Book-tax differences are primarily attributable to amortization and accretion on debt securities.

Note 3 — Guarantees and indemnifications

Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust, including the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss from such claims is considered remote.

Note 4 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Advisor) serves as investment advisor for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Advisor, serves as principal underwriter of the Trust. The Advisor and the Distributor are indirect, wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management contract with the Advisor under which the Fund pays a daily management fee to the Advisor equivalent, on an annual basis, to the sum of: (a) 0.650% of the first $250,000,000 of the Fund’s average daily net assets; (b) 0.625% of the next $250,000,000 of the Fund’s average daily net assets; (c) 0.600% of the next $500,000,000; (d) 0.550% of the next $1,500,000,000; and (e) 0.525% of the Fund’s average daily net assets in excess of $2,500,000,000. The Advisor has a subadvisory agreement with John Hancock Asset Management a division of Manulife Asset Management (North America) Limited, an indirectly owned subsidiary of MFC and an affiliate of the Advisor. The Fund is not responsible for payment of the subadvisory fees.

The Advisor has contractually agreed to waive fees and/or reimburse certain expenses for each share class of the Fund. This agreement excludes certain expenses such as taxes, brokerage commissions, interest expense, litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course or business, acquired fund fees and expenses paid indirectly and short dividend expense. The fee waivers and/or reimbursements are such that these expenses will not exceed 1.18% for Class A shares, 1.93% for Class C shares and 0.87% for Class I shares. The fee waivers and/or reimbursements will continue in effect until June 30, 2014 unless renewed by mutual agreement of the Fund and the Advisor based upon a determination that this is appropriate under the circumstances at the time.

In addition, the Advisor has voluntarily agreed to waive fees and/or reimburse certain other expenses of the Fund excluding taxes, portfolio brokerage commissions, interest, acquired fund fees, short dividend expense, advisor fees, Rule 12b-1 fees, transfer agent fees, service fees, blue sky fees, printing and postage, litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of business. This voluntary expense reimbursement will continue in effect until terminated at any time by the Advisor on notice to the Fund. The fee waivers and/or reimbursements are such that these expenses will not exceed 0.19% of average net assets. This reimbursement may be amended or terminated at any time by the Advisor.

Accordingly, the expense reductions or reimbursements related to these agreements were $121,413, $165 and $37,994, for Class A, Class C and Class I shares, respectively, for the year ended March 31, 2013.

28  Core High Yield Fund | Annual report 

 



The investment management fees, including the impact of the waivers and reimbursements described above, incurred for the year ended March 31, 2013 were equivalent to a net annual effective rate of 0.51% of the Fund’s average daily net assets.

Accounting and legal services. Pursuant to a service agreement, the Fund reimburses the Advisor for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services to the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports, among other services. These expenses are allocated to each share class based on its relative net assets at the time the expense was incurred. These accounting and legal services fees incurred for the year ended March 31, 2013 amounted to an annual rate of 0.02% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A and Class C shares pursuant to Rule 12b-1 under the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. The Fund may pay up to an annual rate of 0.30% and 1.00% of average daily net assets for distribution and service fees of Class A and Class C shares, respectively. Currently, only 0.25% is charged to Class A shares for distribution and service fees.

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $2,780,299 for the year ended March 31, 2013. Of this amount, $340,194 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $2,404,954 was paid as sales commissions to broker-dealers and $35,151 was paid as sales commissions to sales personnel of Signator Investors, Inc., a broker-dealer affiliate of the Advisor.

Class A and Class C shares may be subject to contingent deferred sales charges (CDSCs). Certain Class A shares that are redeemed within one year of purchase are subject to a 1.00% sales charge. Class C shares that are acquired through purchases of $1 million or more and are redeemed within one year of purchase are subject to a 1.00% CDSC. CDSCs are applied to the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended March 31, 2013, CDSCs received by the Distributor amounted to $52 for Class A shares.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (Signature Services), an affiliate of the Advisor. The transfer agent fees paid to Signature Services are determined based on the cost to Signature Services (Signature Services Cost) of providing recordkeeping services. The Signature Services Cost includes a component of allocated John Hancock corporate overhead for providing transfer agent services to the Fund and to all other John Hancock affiliated funds. It also includes out-of-pocket expenses that are comprised of payments made to third-parties for recordkeeping services provided to their clients who invest in one or more John Hancock funds. In addition, Signature Services Cost may be reduced by certain fees that Signature Services receives in connection with retirement and small accounts. Signature Services Cost is calculated monthly and allocated, as applicable, to four categories of share classes: Institutional Share Classes, Retirement Share Classes, Municipal Bond Classes and all other Retail Share Classes. Within each of these categories, the applicable costs are allocated to the affected John Hancock affiliated funds and/or classes, based on the relative average daily net assets.

Annual report | Core High Yield Fund  29 

 



Class level expenses. Class level expenses for the year ended March 31, 2013 were:

  DISTRIBUTION AND  TRANSFER 
CLASS  SERVICE FEES  AGENT FEES 

Class A  $246,034  $183,014 
Class C  11  2 
Class I    20,040 
Total  $246,045  $203,056 

 

Trustee expenses. The Fund compensates each Trustee who is not an employee of the Advisor or its affiliates. Under the John Hancock Group of Funds Deferred Compensation Plan (the Plan) which was terminated in November 2012, certain Trustees could have elected, for tax purposes, to defer receipt of this compensation. Any deferred amounts were invested in various John Hancock funds. The investment of deferred amounts and the offsetting liability are included within Other receivables and prepaid expenses and Payable to affiliates — Trustees’ fees, respectively, in the accompanying Statement of assets and liabilities. Plan assets will be liquidated in accordance with the Plan documents.

Note 5 — Fund share transactions

Transactions in Fund shares for the years ended March 31, 2013 and March 31, 2012 were as follows:

    Year ended 3-31-13  Year ended 3-31-12 
  Shares  Amount  Shares  Amount 
Class A shares         

Sold  20,038,776  $214,735,204  22,608  $237,953 
Distributions reinvested  547,564  5,933,105  12  130 
Repurchased  (3,207,284)  (34,338,658)  (12)  (124) 
 
Net increase  17,379,056  $186,329,651  22,608  $237,959 
 
Class C shares1         

Sold  9,083  $100,000     
 
Net increase  9,083  $100,000     
 
Class I shares         

Sold  4,193,044  $44,904,753  9,482  $99,750 
Distributions reinvested  126,950  1,375,050     
Repurchased  (706,242)  (7,637,295)     
 
Net increase  3,613,752  $38,642,508  9,482  $99,750 
 
Net increase  21,001,891  $225,072,159  32,090  $337,709 

 

1 The inception date for Class C shares is 3-27-13.

Affiliates of the Fund owned 100% of shares of beneficial interest of Class C shares on March 31, 2013.

Note 6 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities, aggregated $212,615,037 and $15,758,398, respectively, for the year ended March 31, 2013.

30  Core High Yield Fund | Annual report 

 



Auditor’s report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock Core High Yield Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock Core High Yield Fund (the “Fund”) at March 31, 2013, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at March 31, 2013 by correspondence with the custodian and agent banks, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
May 22, 2013

Annual report | Core High Yield Fund  31 

 



Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended March 31, 2013.

The Fund reports the maximum amount allowable of its net taxable income as eligible for the corporate dividends-received deduction.

The Fund reports the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003.

The Fund paid $83,776 in capital gain dividends.

Eligible shareholders will be mailed a 2013 Form 1099-DIV in early 2014. This will reflect the tax character of all distributions paid in calendar year 2013.

Please consult a tax advisor regarding the tax consequences of your investment in the Fund.

32  Core High Yield Fund | Annual report 

 



Special Shareholder Meeting

On November 13, 2012, a Special Meeting of the Shareholders of John Hancock Funds III and each of its series, including John Hancock Core High Yield Fund, was held at 601 Congress Street, Boston, Massachusetts, for the purpose of considering and voting on the following proposal:

Proposal: Election of thirteen (13) Trustees as members of the Board of Trustees of John Hancock Funds III.

  TOTAL VOTES  TOTAL VOTES WITHHELD 
  FOR THE NOMINEE  FROM THE NOMINEE 

Independent Trustees     
Charles L. Bardelis  657,515,396.49  7,284,346.35 
Peter S. Burgess  657,435,609.53  7,364,133.30 
William H. Cunningham  654,078,766.31  10,720,976.53 
Grace K. Fey  657,602,863.91  7,196,878.92 
Theron S. Hoffman  657,614,243.23  7,185,499.60 
Deborah C. Jackson  657,542,023.74  7,257,719.09 
Hassell H. McClellan  657,319,823.50  7,479,919.34 
James M. Oates  656,971,552.43  7,828,190.40 
Steven R. Pruchansky  657,559,900.72  7,239,842.11 
Gregory A. Russo  658,072,539.03  6,727,203.80 
Non-Independent Trustees     
James R. Boyle  657,895,765.77  6,903,977.06 
Craig Bromley  657,588,989.57  7,210,753.26 
Warren A. Thomson  657,817,862.75  6,981,880.08 

 

Annual report | Core High Yield Fund  33 

 



Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund as of December 1, 2012. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees     
 
Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James M. Oates,2 Born: 1946  2012  234 

Managing Director, Wydown Group (financial consulting firm) (since 1994); Chairman and Director, 
Emerson Investment Management, Inc. (since 2000); Independent Chairman, Hudson Castle Group, Inc. 
(formerly IBEX Capital Markets, Inc.) (financial services company) (1997–2011); Director, Stifel Financial 
(since 1996); Director, Investor Financial Services Corporation (1995–2007); Director, Connecticut River 
Bancorp (since 1998); Director, Virtus Funds (formerly Phoenix Mutual Funds) (since 1988). Trustee 
and Chairperson of the Board, John Hancock retail funds (since 2012); Trustee (2005–2006 and since 
2012) and Chairperson of the Board (since 2012), John Hancock Funds III; Trustee (since 2004) and 
Chairperson of the Board (since 2005), John Hancock Variable Insurance Trust; Trustee and Chairperson 
of the Board (since 2005), John Hancock Funds II.     
 
 
Charles L. Bardelis,2,3 Born: 1941  2012  234 

Director, Island Commuter Corp. (marine transport). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust (since 1988); Trustee, John Hancock Funds II (since 2005).     
 
Peter S. Burgess,2,3 Born: 1942  2012  234 

Consultant (financial, accounting and auditing matters) (since 1999); Certified Public Accountant; 
Partner, Arthur Andersen (independent public accounting firm) (prior to 1999); Director, Lincoln 
Educational Services Corporation (since 2004); Director, Symetra Financial Corporation (since 2010); 
former Director, PMA Capital Corporation (2004–2010). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2005).     
 
William H. Cunningham, Born: 1944  2006  234 

Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas 
System and former President of the University of Texas, Austin, Texas; Director, LIN Television (since 
2009); Chairman (since 2009) and Director (since 2006), Lincoln National Corporation (insurance); 
Director, Resolute Energy Corporation (since 2009); Director, Southwest Airlines (since 2000); former 
Director, Introgen (manufacturer of biopharmaceuticals) (until 2008); former Director, Hicks Acquisition 
Company I, Inc. (until 2007); former Director, Texas Exchange Bank, SSB (formerly Bank of Crowley) 
(until 2009); former Advisory Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) 
(until 2009). Trustee, John Hancock retail funds (since 1986); Trustee, John Hancock Variable Insurance 
Trust (since 2012); Trustee, John Hancock Funds II (since 2012 and 2005–2006).   
 
Grace K. Fey,2 Born: 1946  2012  234 

Chief Executive Officer, Grace Fey Advisors (since 2007); Director and Executive Vice President, 
Frontier Capital Management Company (1988–2007); Director, Fiduciary Trust (since 2009). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2008).     

 

34  Core High Yield Fund | Annual report 

 



Independent Trustees (continued)     
 
Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
Theron S. Hoffman,2,3 Born: 1947  2012  234 

Chief Executive Officer, T. Hoffman Associates, LLC (consulting firm) (since 2003); Director, The Todd 
Organization (consulting firm) (2003–2010); President, Westport Resources Management (investment 
management consulting firm) (2006–2008); Senior Managing Director, Partner and Operating Head, 
Putnam Investments (2000–2003); Executive Vice President, The Thomson Corp. (financial and 
legal information publishing) (1997–2000). Trustee, John Hancock retail funds (since 2012); Trustee, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2008).   
 
Deborah C. Jackson, Born: 1952  2008  234 

President, Cambridge College, Cambridge, Massachusetts (since 2011); Chief Executive Officer, 
American Red Cross of Massachusetts Bay (2002–2011); Board of Directors of Eastern Bank Corporation 
(since 2001); Board of Directors of Eastern Bank Charitable Foundation (since 2001); Board of Directors 
of American Student Assistance Corporation (1996–2009); Board of Directors of Boston Stock Exchange 
(2002–2008); Board of Directors of Harvard Pilgrim Healthcare (health benefits company) (2007–2011). 
Trustee, John Hancock retail funds (since 2008); Trustee of John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Hassell H. McClellan,2 Born: 1945  2012  234 

Associate Professor, The Wallace E. Carroll School of Management, Boston College (since 1984); 
Trustee, Virtus Variable Insurance Trust (formerly Phoenix Edge Series Funds) (since 2008); Director, 
The Barnes Group (since 2010). Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock 
Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance Trust and   
John Hancock Funds II (since 2005).     
 
Steven R. Pruchansky, Born: 1944  2006  234 

Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director 
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First 
American Bank (until 2010); Managing Director, Jon James, LLC (real estate) (since 2000); Director, 
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President, 
Maxwell Building Corp. (until 1991). Trustee (since 1992) and Chairperson of the Board (2011–2012), 
John Hancock retail funds; Trustee and Vice Chairperson of the Board, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2012).   
 
Gregory A. Russo, Born: 1949  2008  234 

Director and Audit Committee Chairman (since 2012) and Member, Audit Committee and Finance 
Committee (since 2011), NCH Healthcare System, Inc. (holding company for multi-entity healthcare 
system); Director and Member of Finance Committee, The Moorings, Inc. (nonprofit continuing care 
community) (since 2012); Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); 
Vice Chairman, Industrial Markets, KPMG (1998–2002); Chairman and Treasurer, Westchester 
County, New York, Chamber of Commerce (1986–1992); Director, Treasurer and Chairman of 
Audit and Finance Committees, Putnam Hospital Center (1989–1995); Director and Chairman of 
Fundraising Campaign, United Way of Westchester and Putnam Counties, New York (1990–1995). 
Trustee, John Hancock retail funds (since 2008); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     

 

Annual report | Core High Yield Fund  35 

 



Non-Independent Trustees4     
 
Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James R. Boyle,2 Born: 1959  2012  234 

Senior Executive Vice President, John Hancock Financial Services (1999–2012, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Funds, LLC and John Hancock 
Investment Management Services, LLC (2005–2010). Trustee, John Hancock retail funds (since 2012 and 
2005–2010), Trustee, John Hancock Variable Insurance Trust and John Hancock Funds II (since 2005). 
 
Craig Bromley,2 Born: 1966  2012  234 

President, John Hancock Financial Services (since 2012); Senior Executive Vice President and General 
Manager, U.S. Division, John Hancock Financial Services (since 2012); President and Chief Executive 
Officer, Manulife Insurance Company (Manulife (Japan) (2005–2012), including prior positions). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Warren A. Thomson,2 Born: 1955  2012  234 

Senior Executive Vice President and Chief Investment Officer, Manulife Financial Corporation (since 
2001, including prior positions); Director, Manulife Trust Company and Manulife Bank of Canada 
(2001–2013, including prior positions); Director and Chairman, Manulife Asset Management (since 
2001, including prior positions). Trustee, John Hancock retail funds, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2012).     
 
Principal officers who are not Trustees     
 
Name, Year of Birth    Officer 
Position(s) held with Fund    of the 
Principal occupation(s) and other    Trust 
directorships during past 5 years    since 
 
Hugh McHaffie, Born: 1959    2012 

President     
Executive Vice President, John Hancock Financial Services (since 2006, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Investment Management Services, 
LLC and John Hancock Funds, LLC (since 2010); President, John Hancock Advisers, LLC (since 2012); 
President, John Hancock Investment Management Services, LLC (since 2010). President (since 2012) and 
former Trustee (2010–2012), John Hancock retail funds; President, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2009).     
 
Andrew G. Arnott, Born: 1971    2009 

Executive Vice President     
Senior Vice President, John Hancock Financial Services (since 2009); Executive Vice President, 
John Hancock Advisers, LLC (since 2005); Executive Vice President, John Hancock Investment 
Management Services, LLC (since 2006); President, John Hancock Funds, LLC (since 2004, including 
prior positions); Executive Vice President, John Hancock retail funds (since 2007, including prior 
positions); Executive Vice President, John Hancock Variable Insurance Trust and John Hancock Funds II 
(since 2007, including prior positions).     
 
Thomas M. Kinzler, Born: 1955    2006 

Secretary and Chief Legal Officer     
Vice President, John Hancock Financial Services (since 2006); Secretary and Chief Legal Counsel, 
John Hancock Funds, LLC (since 2007); Secretary and Chief Legal Officer, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2006).   

 

36  Core High Yield Fund | Annual report 

 



Principal officers who are not Trustees (continued)   
 
Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Francis V. Knox, Jr., Born: 1947  2006 

Chief Compliance Officer   
Vice President, John Hancock Financial Services (since 2005); Chief Compliance Officer, John Hancock 
retail funds, John Hancock Variable Insurance Trust, John Hancock Funds II, John Hancock Advisers, 
LLC and John Hancock Investment Management Services, LLC (since 2005); Vice President and Chief 
Compliance Officer, John Hancock Asset Management a division of Manulife Asset Management (US) 
LLC (2005–2008).   
 
Charles A. Rizzo, Born: 1957  2007 

Chief Financial Officer   
Vice President, John Hancock Financial Services (since 2008); Senior Vice President, John Hancock   
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2008); Chief Financial 
Officer, John Hancock retail funds, John Hancock Variable Insurance Trust and John Hancock   
Funds II (since 2007).   
 
Salvatore Schiavone, Born: 1965  2010 

Treasurer   
Assistant Vice President, John Hancock Financial Services (since 2007); Vice President, John Hancock 
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2007); Treasurer,   
John Hancock retail funds (since 2007, including prior positions); Treasurer, John Hancock Variable   
Insurance Trust and John Hancock Funds II (since 2010 and 2007–2009, including prior positions).   

 

John Hancock retail funds is comprised of John Hancock Funds III and 33 other John Hancock funds consisting of 23 series of other John Hancock trusts and 10 closed-end funds.

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Trust and is available without charge, upon request, by calling 1-800-225-5291.

1 Each Trustee holds office until his or her successor is elected and qualified, or until the Trustee’s death, retirement, resignation or removal.

2 Became a Trustee of the Trust effective December 1, 2012.

3 Member of Audit Committee.

4 Because Messrs. Bromley and Thomson are senior executives or directors and Mr. Boyle held prior positions as a senior executive and director of the Advisor and/or its affiliates, each of them is considered an “interested person,” as defined in the Investment Company Act of 1940, of the Trust.

Annual report | Core High Yield Fund  37 

 



More information

Trustees  Investment advisor 
James M. Oates, Chairman  John Hancock Investment Management 
Steven R. Pruchansky, Vice Chairman  Services, LLC 
Charles L. Bardelis*   
James R. Boyle  Subadvisor 
Craig Bromley  John Hancock Asset Management 
Peter S. Burgess*  a division of Manulife Asset Management 
William H. Cunningham  (North America) Limited 
Grace K. Fey   
Theron S. Hoffman*  Principal distributor 
Deborah C. Jackson  John Hancock Funds, LLC 
Hassell H. McClellan   
Gregory A. Russo  Custodian 
Warren A. Thomson  State Street Bank and Trust Company 
   
Officers  Transfer agent 
Hugh McHaffie  John Hancock Signature Services, Inc. 
President   
  Legal counsel 
Andrew G. Arnott  K&L Gates LLP 
Executive Vice President   
  Independent registered 
Thomas M. Kinzler  public accounting firm 
Secretary and Chief Legal Officer  PricewaterhouseCoopers LLP 
   
Francis V. Knox, Jr.   
Chief Compliance Officer   
 
Charles A. Rizzo   
Chief Financial Officer   
 
Salvatore Schiavone   
Treasurer   
 
*Member of the Audit Committee   
†Non-Independent Trustee   

 

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site at www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:     
1-800-225-5291  Regular mail:  Express mail: 
jhfunds.com  John Hancock Signature Services, Inc.  John Hancock Signature Services, Inc. 
  P.O. Box 55913  Mutual Fund Image Operations 
  Boston, MA 02205-5913  30 Dan Road 
    Canton, MA 02021 

 

38  Core High Yield Fund | Annual report 

 




1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com


This report is for the information of the shareholders of John Hancock Core High Yield Fund.   
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.  346A 3/13 
MF138239  5/13 

 





A look at performance

Total returns for the period ended March 31, 2013

  Average annual total returns (%)    Cumulative total returns (%)   
  with maximum sales charge    with maximum sales charge   

  1-year  5-year  10-year  1-year  5-year  10-year 

Class A1  9.74  6.26  10.02  9.74  35.50  159.92 

Class I1,2  16.03  7.73  10.99  16.03  45.12  183.76 

Class R11,2  15.26  6.95  10.14  15.26  39.91  162.78 

Class R21,2  15.51  6.06  9.10  15.51  34.22  138.92 

Class R31,2  15.32  7.05  10.25  15.32  40.61  165.41 

Class R41,2  15.81  7.39  10.59  15.81  42.85  173.68 

Class R51,2  16.03  7.70  10.91  16.03  44.88  181.74 

Class R61,2  16.07  7.79  11.03  16.07  45.48  184.61 

Class ADV1,2  15.76  7.35  10.48  15.76  42.60  170.90 

 

Performance figures assume all distributions have been reinvested. Figures reflect maximum sales charge on Class A shares of 5%. Sales charges are not applicable to Class I, Class R1, Class R2, Class R3, Class R4, Class R5, Class R6 and Class ADV shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from those disclosed in the Financial highlights tables in this report. The fee waivers and expense limitations are contractual until at least 6-30-14 for Class A, Class I, Class R1, Class R2, Class R3, Class R4, Class R5, Class R6 and Class ADV shares. Had the fee waivers and expense limitations not been in place, gross expenses would apply. The expense ratios are as follows:

  Class A  Class I  Class R1  Class R2*  Class R3  Class R4  Class R5  Class R6  Class ADV 
Net (%)  1.50  1.14  1.80  1.55  1.70  1.30  1.10  1.04  1.34 
Gross (%)  1.54  1.16  13.34  2.95  4.65  28.62  8.75  15.46  4.34 

 

* Expenses have been estimated for the class’s first full year of operations.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For performance data current to the most recent month end, please call 1-800-225-5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The Fund’s performance results reflect any applicable fee waivers or expense reductions, without which the expenses would increase and results would have been less favorable.

See the following page for footnotes.

6  Small Company Fund | Annual report 

 




    With maximum  Without   
  Start date  sales charge  sales charge  Index 

Class I2  3-31-03  $28,376  $28,376  $29,748 

Class R12  3-31-03  26,278  26,278  29,748 

Class R22  3-31-03  23,892  23,892  29,748 

Class R32  3-31-03  26,541  26,541  29,748 

Class R42  3-31-03  27,368  27,368  29,748 

Class R52  3-31-03  28,174  28,174  29,748 

Class R62  3-31-03  28,461  28,461  29,748 

Class ADV2  3-31-03  27,090  27,090  29,748 

 

Russell 2000 Index is an index that measures performance of the 2,000 smallest companies in the Russell 3000 Index, which represents approximately 8% of total market capitalization of the Russell 3000 Index.

It is not possible to invest directly in an index. Index figures do not reflect expenses or sales charges, which would have resulted in lower values if they did.

Footnotes related to performance pages

1 On 12-11-09, through a reorganization, the Fund acquired all of the assets of FMA Small Company Portfolio (the Predecessor Fund). On that date, the Predecessor Fund’s Investor class shares were exchanged for Class A shares and its Institutional class shares were exchanged for Class I shares. Class A, Class I and Class ADV shares were first offered on 12-14-09. The Class A and Class ADV returns prior to that date are those of the Predecessor Fund’s Investor shares that have been recalculated to apply the gross fees and expenses of Class A and Class ADV shares, as applicable. The Class I returns prior to 5-1-08 are those of the Predecessor Fund’s Investor shares that have been recalculated to apply the gross fees and expenses of Class I shares. Class R1, Class R3, Class R4 and Class R5 shares were first offered on 4-30-10; Class R6 and R2 shares were first offered on 9-1-11 and 3-1-12, respectively. Returns prior to these dates are those of Class A shares that have been recalculated to apply the gross fees and expenses of Class R1, Class R2, Class R3, Class R4, Class R5 and Class R6 shares, as applicable.

2 For certain types of investors, as described in the Fund’s prospectuses.

Annual report | Small Company Fund  7 

 



Management’s discussion of
Fund performance

By Fiduciary Management Associates, LLC

The 12-month period ended March 31, 2013 was a very good one for small-cap stocks, which benefited from a resurgence in U.S. economic activity. However, significant concerns during the reporting period included high U.S. unemployment and political discord in Washington, D.C., which ultimately led to budget sequestration. The European sovereign debt crisis persisted as well, with Cyprus becoming the latest nation to require a bailout. Nevertheless, stocks overcame these setbacks and finished the period on an upswing.

For the 12-month period ended March 31, 2013, John Hancock Small Company Fund’s Class A shares had a total return of 15.53%, excluding sales charges, trailing the 15.68% return of the average small blend fund, according to Morningstar, Inc.,† as well as the 16.30% return of the Fund’s benchmark, the Russell 2000 Index. Health care and industrials stocks generally helped performance during the period. In health care, clinical outsourcing provider Team Health Holdings, Inc. and Questcor Pharmaceuticals, Inc. supported returns. We sold Questcor. In the industrials sector, water heater manufacturer AO Smith Corp. performed well, as did Eagle Materials, Inc., a manufacturer of gypsum and wallboard products. We sold them both. Also adding value were technology holdings Stratasys, Ltd., a maker of 3-D printing equipment, which we sold, and Cirrus Logic, Inc., a producer of semiconductors for popular mobile devices. In contrast, the Fund’s modest underperformance relative to its benchmark resulted largely from unfavorable stock picking in the consumer discretionary sector. Apparel retailer Express, Inc. detracted the most, while SHFL Entertainment, Inc., a maker of gaming industry equipment, disappointed as well, leading us to sell both. Within the information technology sector, InvenSense, Inc., a maker of motion-control and proximity sensors for mobile communications devices, and Bankrate, Inc., an online financial advertiser that we sold, were two underperformers of note. The Fund’s cash stake, although only a modest 3%, had a negative impact on results as well in a rising market.

This commentary reflects the views of the portfolio managers through the end of the period discussed in this report. The managers’ statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

The prices of small company stocks can change more frequently and dramatically than those of large company stocks. Value stocks may not increase in price as anticipated or may decline further in value. Frequently trading securities may increase transaction costs (thus lowering performance) and taxable distributions. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Figures from Morningstar, Inc. include reinvested dividends and do not take into account sales charges. Actual load-adjusted performance is lower.

8  Small Company Fund | Annual report 

 



Your expenses

These examples are intended to help you understand your ongoing operating expenses of investing in the Fund so you can compare these costs with the ongoing costs of investing in other mutual funds.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about the Fund’s actual ongoing operating expenses, and is based on the Fund’s actual return. It assumes an account value of $1,000.00 on October 1, 2012 with the same investment held until March 31, 2013.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,152.60  $8.05 

Class I  1,000.00  1,154.80  6.12 

Class R1  1,000.00  1,150.90  9.65 

Class R2  1,000.00  1,152.30  8.32 

Class R3  1,000.00  1,151.50  9.12 

Class R4  1,000.00  1,154.30  6.98 

Class R5  1,000.00  1,155.30  5.91 

Class R6  1,000.00  1,155.20  5.59 

Class ADV  1,000.00  1,153.70  7.20 

 

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at March 31, 2013, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

 

Annual report | Small Company Fund  9 

 



Your expenses


Hypothetical example for comparison purposes

This table allows you to compare the Fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not the Fund’s actual return). It assumes an account value of $1,000.00 on October 1, 2012, with the same investment held until March 31, 2013. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses. Please remember that these hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,017.50  $7.54 

Class I  1,000.00  1,019.20  5.74 

Class R1  1,000.00  1,016.00  9.05 

Class R2  1,000.00  1,017.20  7.80 

Class R3  1,000.00  1,016.50  8.55 

Class R4  1,000.00  1,018.40  6.54 

Class R5  1,000.00  1,019.40  5.54 

Class R6  1,000.00  1,019.70  5.24 

Class ADV  1,000.00  1,018.20  6.74 

 

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

1 Expenses are equal to the Fund’s annualized expense ratio of 1.50%, 1.14%, 1.80%, 1.55%, 1.70%, 1.30%, 1.10%, 1.04% and 1.34% for Class A, Class I, Class R1, Class R2, Class R3, Class R4, Class R5, Class R6 and Class ADV shares, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

10  Small Company Fund | Annual report 

 



Portfolio summary

Top 10 Holdings (15.3% of Net Assets on 3-31-13)1,2     

Susquehanna Bancshares, Inc.  1.6%  Team Health Holdings, Inc.  1.5% 

 
FirstMerit Corp.  1.6%  Amtrust Financial Services, Inc.  1.5% 

 
Brandywine Realty Trust  1.6%  Lexington Realty Trust  1.5% 

 
Teledyne Technologies, Inc.  1.6%  Prosperity Bancshares, Inc.  1.5% 

 
Webster Financial Corp.  1.5%  UNS Energy Corp.  1.4% 

 
 
Sector Composition1,3       

Financials  27.4%  Energy  5.8% 

 
Industrials  18.9%  Materials  4.0% 

 
Information Technology  14.7%  Utilities  4.0% 

 
Consumer Discretionary  11.4%  Consumer Staples  3.2% 

 
Health Care  7.4%  Short-Term Investments & Other  3.2% 

 

 

1 As a percentage of net assets on 3-31-13.

2 Excludes cash and cash equivalents.

3 The prices of small company stocks can change more frequently and dramatically than those of large company stocks. Value stocks may not increase in price as anticipated or may decline further in value. Frequently trading securities may increase transaction costs (thus lowering performance) and taxable distributions. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Annual report | Small Company Fund  11 

 



Fund’s investments

As of 3-31-13

  Shares  Value 
 
Common Stocks 95.6%    $164,019,337 

(Cost $136,559,291)     
 
Consumer Discretionary 11.4%    19,579,973 
 
Auto Components 2.3%     

Drew Industries, Inc.  50,120  1,819,857 

Tenneco, Inc. (I)  53,650  2,108,982 
 
Hotels, Restaurants & Leisure 2.3%     

The Cheesecake Factory, Inc.  53,880  2,080,307 

Vail Resorts, Inc.  30,060  1,873,339 
 
Household Durables 1.4%     

The Ryland Group, Inc.  56,440  2,349,033 
 
Specialty Retail 2.0%     

Aaron’s, Inc.  58,670  1,682,656 

Pier 1 Imports, Inc.  74,510  1,713,730 
 
Textiles, Apparel & Luxury Goods 3.4%     

Movado Group, Inc.  53,020  1,777,230 

Oxford Industries, Inc.  39,260  2,084,706 

Steven Madden, Ltd. (I)  48,450  2,090,133 
 
Consumer Staples 3.2%    5,436,896 
 
Food Products 1.0%     

Snyders-Lance, Inc.  66,840  1,688,378 
 
Household Products 1.2%     

Spectrum Brands Holdings, Inc.  35,030  1,982,348 
 
Personal Products 1.0%     

Elizabeth Arden, Inc. (I)  43,880  1,766,170 
 
Energy 5.8%    9,938,818 
 
Energy Equipment & Services 3.6%     

Forum Energy Technologies, Inc. (I)  64,500  1,855,020 

Gulfmark Offshore, Inc., Class A  44,190  1,721,642 

Helix Energy Solutions Group, Inc. (I)  71,242  1,630,017 

Key Energy Services, Inc. (I)  117,890  952,551 
 
Oil, Gas & Consumable Fuels 2.2%     

Halcon Resources Corp. (I)  266,280  2,074,321 

Rosetta Resources, Inc. (I)  35,840  1,705,267 

 

12  Small Company Fund | Annual report  See notes to financial statements 

 



  Shares  Value 
 
Financials 26.2%    $44,905,059 
 
Capital Markets 1.1%     

Evercore Partners, Inc., Class A  47,490  1,975,584 
 
Commercial Banks 12.7%     

Bank of the Ozarks, Inc.  45,650  2,024,578 

BBCN Bancorp, Inc.  64,100  837,146 

Capital Bank Financial Corp., Class A (I)  50,990  874,988 

Columbia Banking System, Inc.  78,120  1,717,078 

FirstMerit Corp.  162,890  2,692,572 

Fulton Financial Corp.  187,540  2,194,218 

Popular, Inc. (I)  62,850  1,735,289 

Prosperity Bancshares, Inc.  52,680  2,496,505 

Susquehanna Bancshares, Inc.  219,940  2,733,854 

Texas Capital Bancshares, Inc. (I)  44,552  1,802,128 

Webster Financial Corp.  107,430  2,606,252 
 
Insurance 2.5%     

Amtrust Financial Services, Inc.  72,630  2,516,630 

Endurance Specialty Holdings, Ltd.  17,390  831,416 

The Hanover Insurance Group, Inc.  17,390  863,935 
 
Real Estate Investment Trusts 8.8%     

Associated Estates Realty Corp.  99,870  1,861,577 

Brandywine Realty Trust  180,200  2,675,970 

EastGroup Properties, Inc.  33,820  1,968,324 

EPR Properties  43,590  2,268,860 

Glimcher Realty Trust  184,960  2,145,536 

Lexington Realty Trust  212,640  2,509,152 

Medical Properties Trust, Inc.  107,060  1,717,242 
 
Thrifts & Mortgage Finance 1.1%     

Washington Federal, Inc.  106,070  1,856,225 
 
Health Care 7.4%    12,634,748 
 
Health Care Equipment & Supplies 2.8%     

Analogic Corp.  26,290  2,077,436 

Hill-Rom Holdings, Inc.  30,180  1,062,940 

Masimo Corp.  85,370  1,674,959 
 
Health Care Providers & Services 2.7%     

Amsurg Corp. (I)  57,849  1,946,040 

Team Health Holdings, Inc. (I)  71,450  2,599,351 
 
Life Sciences Tools & Services 1.0%     

Charles River Laboratories International, Inc. (I)  37,870  1,676,505 
 
Pharmaceuticals 0.9%     

Akorn, Inc. (I)  115,511  1,597,517 
 
Industrials 18.9%    32,511,829 
 
Aerospace & Defense 4.9%     

Curtiss-Wright Corp.  48,030  1,666,641 

Esterline Technologies Corp. (I)  29,560  2,237,692 

Orbital Sciences Corp. (I)  113,450  1,893,481 

Teledyne Technologies, Inc. (I)  33,990  2,666,176 

 

See notes to financial statements  Annual report | Small Company Fund  13 

 



  Shares  Value 
 
Building Products 1.1%     

Trex Company, Inc. (I)  38,180  $1,877,692 
 
Construction & Engineering 1.4%     

MasTec, Inc. (I)  81,310  2,370,187 
 
Electrical Equipment 1.6%     

Belden, Inc.  38,830  2,005,570 

Franklin Electric Company, Inc.  22,262  747,335 
 
Machinery 5.8%     

Actuant Corp., Class A  65,460  2,004,385 

Chart Industries, Inc. (I)  21,130  1,690,611 

CIRCOR International, Inc.  26,500  1,126,250 

Proto Labs, Inc. (I)  17,810  874,471 

The Manitowoc Company, Inc.  115,390  2,372,418 

Woodward, Inc.  46,154  1,835,083 
 
Road & Rail 0.9%     

Con-way, Inc.  46,120  1,623,885 
 
Trading Companies & Distributors 3.2%     

Air Lease Corp.  65,300  1,914,596 

Beacon Roofing Supply, Inc. (I)  53,830  2,081,068 

H&E Equipment Services, Inc.  74,720  1,524,288 
 
Information Technology 14.7%    25,283,413 
 
Communications Equipment 1.0%     

Ixia (I)  81,641  1,766,711 
 
Computers & Peripherals 0.5%     

Electronics for Imaging, Inc. (I)  31,490  798,586 
 
Electronic Equipment, Instruments & Components 3.0%     

FEI Company  29,280  1,890,024 

InvenSense, Inc. (I)  98,970  1,057,000 

OSI Systems, Inc. (I)  36,340  2,263,619 
 
IT Services 2.2%     

Cardtronics, Inc. (I)  63,090  1,732,451 

Heartland Payment Systems, Inc.  60,580  1,997,323 
 
Semiconductors & Semiconductor Equipment 3.4%     

Entegris, Inc. (I)  183,510  1,809,409 

Semtech Corp. (I)  58,770  2,079,870 

Silicon Laboratories, Inc. (I)  46,570  1,926,135 
 
Software 4.6%     

ACI Worldwide, Inc. (I)  41,230  2,014,498 

Manhattan Associates, Inc. (I)  32,790  2,435,969 

Take-Two Interactive Software, Inc. (I)  112,300  1,813,645 

Tangoe, Inc. (I)  137,060  1,698,173 
 
Materials 4.0%    6,924,139 
 
Chemicals 3.1%     

H.B. Fuller Company  49,800  1,946,184 

Minerals Technologies, Inc.  41,190  1,709,797 

PolyOne Corp.  71,460  1,744,339 

 

14  Small Company Fund | Annual report  See notes to financial statements 

 



    Shares  Value 
 
Metals & Mining 0.9%       

Commercial Metals Company    96,140  $1,523,819 
 
Utilities 4.0%      6,804,462 
 
Electric Utilities 4.0%       

ALLETE, Inc.    44,320  2,172,566 

UIL Holdings Corp.    54,570  2,160,426 

UNS Energy Corp.    50,500  2,471,470 
 
 
Exchange-Traded Funds 1.2%      $2,133,464 

(Cost $1,961,361)       
 
iShares Russell Microcap Index Fund    36,370  2,133,464 
 
  Yield (%)  Shares  Value 
 
Short-Term Investments 2.7%      $4,602,057 

(Cost $4,602,057)       
 
Money Market Funds 2.7%      4,602,057 
 
State Street Institutional Liquid Reserves Fund  0.1355 (Y)  4,602,057  4,602,057 
 
Total investments (Cost $143,122,709)99.5%      $170,754,858 

 
Other assets and liabilities, net 0.5%      $824,119 

 
Total net assets 100.0%      $171,578,977 

 

The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund.

(I) Non-income producing security.

(Y) The rate shown is the annualized seven-day yield as of 3-31-13.

† At 3-31-13, the aggregate cost of investment securities for federal income tax purposes was $144,471,732. Net unrealized appreciation aggregated $26,283,126, of which $27,892,703 related to appreciated investment securities and $1,609,577 related to depreciated investment securities.

See notes to financial statements  Annual report | Small Company Fund  15 

 



FINANCIAL STATEMENTS

Financial statements

Statement of assets and liabilities 3-31-13

This Statement of assets and liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum offering price per share.

Assets   

Investments, at value (Cost $143,122,709)  $170,754,858 
Cash  4,766 
Receivable for investments sold  3,179,668 
Receivable for fund shares sold  726,202 
Dividends and interest receivable  200,624 
Receivable due from advisor  4,558 
Other receivables and prepaid expenses  76,014 
 
Total assets  174,946,690 
 
Liabilities   

Payable for investments purchased  3,033,292 
Payable for fund shares repurchased  223,980 
Payable to affiliates   
Accounting and legal services fees  3,238 
Transfer agent fees  21,205 
Distribution and service fees  31 
Trustees’ fees  8,833 
Other liabilities and accrued expenses  77,134 
 
Total liabilities  3,367,713 
 
Net assets  171,578,977 
 
Net assets consist of   

Paid-in capital  $159,971,804 
Accumulated distributions in excess of net investment income  (8,270) 
Accumulated net realized gain (loss) on investments  (16,016,706) 
Net unrealized appreciation (depreciation) on investments  27,632,149 
 
Net assets  $171,578,977 

 

16  Small Company Fund | Annual report  See notes to financial statements 

 



FINANCIAL STATEMENTS

Statement of assets and liabilities (continued)

Net asset value per share   

Based on net asset values and shares outstanding — the Fund has an   
unlimited number of shares authorized with no par value   
Class A ($119,792,092 ÷ 4,969,786 shares)1  $24.10 
Class I ($49,336,734 ÷ 2,028,654 shares)  $24.32 
Class R1 ($934,002 ÷ 39,125 shares)  $23.87 
Class R2 ($117,754 ÷ 4,864 shares)  $24.21 
Class R3 ($446,641 ÷ 18,655 shares)  $23.94 
Class R4 ($84,634 ÷ 3,502 shares)  $24.17 
Class R5 ($254,027 ÷ 10,446 shares)  $24.32 
Class R6 ($134,965 ÷ 5,544 shares)  $24.34 
Class ADV ($478,128 ÷ 19,782 shares)  $24.17 
 
Maximum offering price per share   

Class A (net asset value per share ÷ 95%)2  $25.37 

 

1 Redemption price is equal to net asset value less any applicable contingent deferred sales charge.

2 On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

See notes to financial statements  Annual report | Small Company Fund  17 

 



FINANCIAL STATEMENTS

Statement of operations For the year ended 3-31-13

This Statement of operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income   

Dividends  $1,952,963 
Interest  9,197 
 
Total investment income  1,962,160 
 
Expenses   

Investment management fees  1,547,351 
Distribution and service fees  354,216 
Accounting and legal services fees  34,703 
Transfer agent fees  277,033 
Trustees’ fees  11,090 
State registration fees  148,327 
Printing and postage  34,845 
Professional fees  57,485 
Custodian fees  27,340 
Registration and filing fees  56,164 
Other  12,900 
 
Total expenses  2,561,454 
Less expense reductions  (194,437) 
 
Net expenses  2,367,017 
 
Net investment income  (404,857) 
 
Realized and unrealized gain (loss)   

 
Net realized gain (loss) on   
Investments in unaffiliated issuers  19,083,415 
 
Change in net unrealized appreciation (depreciation) of   
Investments in unaffiliated issuers  3,577,682 
 
Net realized and unrealized gain  22,661,097 
 
Increase in net assets from operations  $22,256,240 

 

18  Small Company Fund | Annual report  See notes to financial statements 

 



FINANCIAL STATEMENTS

Statements of changes in net assets

These Statements of changes in net assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

  Year  Year 
  ended  ended 
  3-31-13  3-31-12 
 
Increase (decrease) in net assets     

 
From operations     
Net investment income  ($404,857)  $140,260 
Net realized gain (loss)  19,083,415  (5,207,731) 
Change in net unrealized appreciation (depreciation)  3,577,682  (2,370,555) 
 
Increase (decrease) in net assets resulting from operations  22,256,240  (7,438,026) 
 
Distributions to shareholders     
From net investment income     
Class I    (138,917) 
Class R5    (281) 
Class R6    (220) 
 
Total distributions    (139,418) 
 
From Fund share transactions  (49,470,021)  50,599,884 
 
Total increase (decrease)  (27,213,781)  43,022,440 
 
Net assets     

Beginning of year  198,792,758  155,770,318 
 
End of year  $171,578,977  $198,792,758 
 
Accumulated distributions in excess of net investment income  ($8,270)  ($164,473) 

 

See notes to financial statements  Annual report | Small Company Fund  19 

 



Financial highlights

The Financial highlights show how the Fund’s net asset value for a share has changed during the period.

CLASS A SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-101,2  10-31-09  10-31-083 
 
Per share operating performance             

Net asset value, beginning of period  $20.86  $21.44  $17.82  $14.68  $13.83  $22.55 
Net investment income (loss)4  (0.07)  (0.01)  (0.03)  (0.02)  5  0.05 
Net realized and unrealized gain (loss)             
on investments  3.31  (0.57)  3.62  3.18  0.87  (6.01) 
Total from investment operations  3.24  (0.58)  3.59  3.16  0.87  (5.96) 
Less distributions             
From net investment income        (0.02)  (0.02)  (0.01) 
From net realized gain            (2.75) 
Total distributions        (0.02)  (0.02)  (2.76) 
Non-recurring reimbursement      0.036       
Net asset value, end of period  $24.10  $20.86  $21.44  $17.82  $14.68  $13.83 
Total return (%)7,8  15.53  (2.71)  20.31  21.519  6.34  (29.67) 
 
Ratios and supplemental data             

Net assets, end of period (in millions)  $120  $129  $88  $92  $87  $104 
Ratios (as a percentage of average net assets):             
Expenses before reductions  1.54  1.54  1.49  1.6610  1.42  1.37 
Expenses net of fee waivers  1.50  1.44  1.34  1.3910  1.39  1.31 
Net investment income (loss)  (0.36)  (0.07)  (0.17)  (0.23)10  (0.01)  0.27 
Portfolio turnover (%)  97  133  159  4211  155  177 

 

1 For the five month period ended 3-31-10. The Fund changed its fiscal year end from October 31 to March 31.
2 After the close of business on 12-11-09, holders of Investor Shares of the former FMA Small Company Portfolio (the Predecessor Fund) became owners of an equal number of full and fractional Class A shares of John Hancock Small Company Fund. These shares were first offered on 12-14-09. Additionally, the accounting and performance history of the Investor Shares of the Predecessor Fund was redesignated as that of John Hancock Small Company Fund Class A.
3 Prior to 5-1-08, Investor Shares were offered as Institutional Shares.
4 Based on the average daily shares outstanding.
5 Less than $0.005 per share.
6 Reflects a non-recurring reimbursement pursuant to a settlement between the SEC and Millennium Partners, L.P., Millennium Management, L.L.C., and Millennium International Management, L.L.C., which amounted to $0.03 per share.
7 Does not reflect the effect of sales charges, if any.
8 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
9 Not annualized.
10 Annualized.
11 Portfolio turnover is shown for the period from 11-1-09 to 3-31-10.

 

20  Small Company Fund | Annual report  See notes to financial statements 

 



CLASS I SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-101,2  10-31-09  10-31-083 
 
Per share operating performance             

Net asset value, beginning of period  $20.96  $21.51  $17.84  $14.71  $13.84  $17.99 
Net investment income4  5  0.07  0.02  5  0.03  0.04 
Net realized and unrealized gain (loss)             
on investments  3.36  (0.58)  3.62  3.18  0.87  (4.17) 
Total from investment operations  3.36  (0.51)  3.64  3.18  0.90  (4.13) 
Less distributions             
From net investment income    (0.04)    (0.05)  (0.03)  (0.02) 
Non-recurring reimbursement      0.036       
Net asset value, end of period  $24.32  $20.96  $21.51  $17.84  $14.71  $13.84 
Total return (%)7  16.03  (2.34)  20.57  21.678  6.56  (22.95)8 
 
Ratios and supplemental data             

Net assets, end of period (in millions)  $49  $69  $67  $36  $23  $27 
Ratios (as a percentage of average net assets):             
Expenses before reductions  1.18  1.16  1.12  1.189  1.17  1.189 
Expenses net of fee waivers  1.11  1.04  1.11  1.149  1.14  1.089 
Net investment income  0.02  0.34  0.09  0.019  0.24  0.559 
Portfolio turnover (%)  97  133  159  4210  155  177 

 

1 For the five month period ended 3-31-10. The Fund changed its fiscal year end from October 31 to March 31.
2 After the close of business on 12-11-09, holders of Institutional Shares of the former FMA Small Company Portfolio (the Predecessor Fund) became owners of an equal number of full and fractional Class I shares of John Hancock Small Company Fund. These shares were first offered on 12-14-09. Additionally, the accounting and performance history of the Institutional Shares of the Predecessor Fund was redesignated as that of John Hancock Small Company Fund Class I.
3 Commencement of operations 5-2-08.
4 Based on the average daily shares outstanding.
5 Less than $0.005 per share.
6 Reflects a non-recurring reimbursement pursuant to a settlement between the SEC and Millennium Partners, L.P., Millennium Management, L.L.C., and Millennium International Management, L.L.C., which amounted to $0.03 per share.
7 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
8 Not annualized.
9 Annualized.
10 Portfolio turnover is shown for the period from 11-1-09 to 3-31-10.

 

CLASS R1 SHARES Period ended  3-31-13  3-31-12  3-31-111 
 
Per share operating performance       

Net asset value, beginning of period  $20.71  $21.37  $19.38 
Net investment loss2  (0.13)  (0.08)  (0.07) 
Net realized and unrealized gain (loss) on investments 3.29  (0.58)  2.03 
Total from investment operations  3.16  (0.66)  1.96 
Non-recurring reimbursement      0.033 
Net asset value, end of period  $23.87  $20.71  $21.37 
Total return (%)4  15.26  (3.09)  10.275 
 
Ratios and supplemental data       

Net assets, end of period (in millions)  $1  6  6 
Ratios (as a percentage of average net assets):       
Expenses before reductions  4.37  13.34  7.227 
Expenses net of fee waivers  1.80  1.80  1.807 
Net investment loss  (0.60)  (0.40)  (0.42)7 
Portfolio turnover (%)  97  133  159 

 

1 Period from 4-30-10 (inception date) to 3-31-11.
2 Based on the average daily shares outstanding.
3 Reflects a non-recurring reimbursement pursuant to a settlement between the SEC and Millennium Partners, L.P., Millennium Management, L.L.C., and Millennium International Management, L.L.C., which amounted to $0.03 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Less than $500,000.
7 Annualized.

 

See notes to financial statements  Annual report | Small Company Fund  21 

 



CLASS R2 SHARES Period ended  3-31-13  3-31-121 
 
Per share operating performance     

Net asset value, beginning of period  $20.96  $20.56 
Net investment income (loss)2  (0.08)  0.02 
Net realized and unrealized gain on investments 3.33  0.38 
Total from investment operations  3.25  0.40 
Net asset value, end of period  $24.21  $20.96 
Total return (%)3  15.51  1.954 
 
Ratios and supplemental data     

Net assets, end of period (in millions)  5  5 
Ratios (as a percentage of average net assets):     
Expenses before reductions  20.22  16.316 
Expenses net of fee waivers  1.55  1.556 
Net investment income (loss)  (0.39)  1.316 
Portfolio turnover (%)  97  1337 

 

1 Period from 3-1-12 (inception date) to 3-31-12.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Less than $500,000.
6 Annualized.
7 Portfolio turnover is shown for the period from 4-1-11 to 3-31-12.

 

CLASS R3 SHARES Period ended  3-31-13  3-31-12  3-31-111 
 
Per share operating performance       

Net asset value, beginning of period  $20.76  $21.39  $19.38 
Net investment loss2  (0.12)  (0.06)  (0.10) 
Net realized and unrealized gain (loss) on investments 3.30  (0.57)  2.08 
Total from investment operations  3.18  (0.63)  1.98 
Non-recurring reimbursement      0.033 
Net asset value, end of period  $23.94  $20.76  $21.39 
Total return (%)4  15.32  (2.95)  10.375 
 
Ratios and supplemental data       

Net assets, end of period (in millions)  6  6  6 
Ratios (as a percentage of average net assets):       
Expenses before reductions  5.15  4.65  3.007 
Expenses net of fee waivers  1.70  1.70  1.707 
Net investment loss  (0.56)  (0.32)  (0.52)7 
Portfolio turnover (%)  97  133  159 

 

1 Period from 4-30-10 (inception date) to 3-31-11.
2 Based on the average daily shares outstanding.
3 Reflects a non-recurring reimbursement pursuant to a settlement between the SEC and Millennium Partners, L.P., Millennium Management, L.L.C., and Millennium International Management, L.L.C., which amounted to $0.03 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Less than $500,000.
7 Annualized.

 

22  Small Company Fund | Annual report  See notes to financial statements 

 



CLASS R4 SHARES Period ended  3-31-13  3-31-12  3-31-111 
 
Per share operating performance       

Net asset value, beginning of period  $20.87  $21.44  $19.38 
Net investment income (loss)2  (0.03)  (0.01)  (0.03) 
Net realized and unrealized gain (loss) on investments 3.33  (0.56)  2.06 
Total from investment operations  3.30  (0.57)  2.03 
Non-recurring reimbursement      0.033 
Net asset value, end of period  $24.17  $20.87  $21.44 
Total return (%)4  15.81  (2.66)  10.635 
 
Ratios and supplemental data       

Net assets, end of period (in millions)  6  6  6 
Ratios (as a percentage of average net assets):       
Expenses before reductions  18.82  28.72  7.407 
Expenses net of fee waivers  1.31  1.40  1.407 
Net investment income (loss)  (0.17)  (0.03)  (0.16)7 
Portfolio turnover (%)  97  133  159 

 

1 Period from 4-30-10 (inception date) to 3-31-11.
2 Based on the average daily shares outstanding.
3 Reflects a non-recurring reimbursement pursuant to a settlement between the SEC and Millennium Partners, L.P., Millennium Management, L.L.C., and Millennium International Management, L.L.C., which amounted to $0.03 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Less than $500,000.
7 Annualized.

 

CLASS R5 SHARES Period ended  3-31-13  3-31-12  3-31-111 
 
Per share operating performance       

Net asset value, beginning of period  $20.96  $21.50  $19.38 
Net investment income2  0.01  0.05  0.01 
Net realized and unrealized gain (loss) on investments 3.35  (0.56)  2.08 
Total from investment operations  3.36  (0.51)  2.09 
Less distributions       
From net investment income    (0.03)   
Non-recurring reimbursement      0.033 
Net asset value, end of period  $24.32  $20.96  $21.50 
Total return (%)4  16.03  (2.34)  10.945 
 
Ratios and supplemental data       

Net assets, end of period (in millions)  6  6  6 
Ratios (as a percentage of average net assets):       
Expenses before reductions  7.78  8.75  3.667 
Expenses net of fee waivers  1.10  1.10  1.107 
Net investment income  0.05  0.28  0.057 
Portfolio turnover (%)  97  133  159 

 

1 Period from 4-30-10 (inception date) to 3-31-11.
2 Based on the average daily shares outstanding.
3 Reflects a non-recurring reimbursement pursuant to a settlement between the SEC and Millennium Partners, L.P., Millennium Management, L.L.C., and Millennium International Management, L.L.C., which amounted to $0.03 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Less than $500,000.
7 Annualized.

 

See notes to financial statements  Annual report | Small Company Fund  23 

 



CLASS R6 SHARES Period ended  3-31-13  3-31-121 
 
Per share operating performance     

Net asset value, beginning of period  $20.97  $18.69 
Net investment income2  0.02  0.06 
Net realized and unrealized gain on investments 3.35  2.26 
Total from investment operations  3.37  2.32 
Less distributions     
From net investment income    (0.04) 
Net asset value, end of period  $24.34  $20.97 
Total return (%)3  16.07  12.454 
 
Ratios and supplemental data     

Net assets, end of period (in millions)  5  5 
Ratios (as a percentage of average net assets):     
Expenses before reductions  18.63  15.466 
Expenses net of fee waivers  1.04  1.046 
Net investment income  0.11  0.556 
Portfolio turnover (%)  97  1337 

 

1 Period from 9-1-11 (inception date) to 3-31-12.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Less than $500,000.
6 Annualized.
7 Portfolio turnover is shown for the period from 4-1-11 to 3-31-12.

 

CLASS ADV SHARES Period ended  3-31-13  3-31-12  3-31-11  3-31-101 
 
Per share operating performance         

Net asset value, beginning of period  $20.88  $21.44  $17.82  $15.71 
Net investment income (loss)2  (0.04)  0.01  (0.01)  (0.01) 
Net realized and unrealized gain (loss) on investments 3.33  (0.57)  3.60  2.12 
Total from investment operations  3.29  (0.56)  3.59  2.11 
Non-recurring reimbursement      0.033   
Net asset value, end of period  $24.17  $20.88  $21.44  $17.82 
Total return (%)4  15.76  (2.61)  20.31  13.435 
 
Ratios and supplemental data         

Net assets, end of period (in millions)  6  $1  $1  6 
Ratios (as a percentage of average net assets):         
Expenses before reductions  4.91  4.34  4.99  2.767 
Expenses net of fee waivers  1.34  1.34  1.34  1.337 
Net investment income (loss)  (0.20)  0.03  (0.07)  (0.17)7 
Portfolio turnover (%)  97  133  159  428 

 

1 Period from 12-14-09 (inception date) to 3-31-10.
2 Based on the average daily shares outstanding.
3 Reflects a non-recurring reimbursement pursuant to a settlement between the SEC and Millennium Partners, L.P., Millennium Management, L.L.C., and Millennium International Management, L.L.C., which amounted to $0.03 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Less than $500,000.
7 Annualized.
8 Portfolio turnover is shown for the period from 11-1-09 to 3-31-10.

 

24  Small Company Fund | Annual report  See notes to financial statements 

 



Notes to financial statements

Note 1 — Organization

John Hancock Small Company Fund (the Fund) is a series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek maximum long-term total return.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of assets and liabilities. Class A shares are offered to all investors. Class I shares are offered to institutions and certain investors. Class R1, Class R2, Class R3, Class R4 and Class R5 shares are available only to certain retirement plans. Class R6 shares are available only to certain retirement plans, institutions and other investors. Class ADV shares are available to investors who acquired Class A shares as a result of the reorganization of the FMA Small Company Portfolio into the Fund and are closed to new investors. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees, if any, transfer agent fees, printing and postage and state registration fees for each class may differ.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates and those differences could be significant. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. In order to value the securities, the Fund uses the following valuation techniques: Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then the securities are valued using the last quoted bid or evaluated price. Investments by the Fund in open-end mutual funds are valued at their respective net asset values each business day. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost. Other portfolio securities and assets, where reliable market quotations are not available, are valued at fair value as determined in good faith by the Fund’s Pricing Committee following procedures established by the Board of Trustees, which include price verification procedures. The frequency with which these fair valuation procedures are used cannot be predicted.

The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes securities valued using quoted prices in active markets for identical securities. Level 2 includes securities valued using other significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these inputs are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes securities valued using significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. Factors used in determining value may include

Annual report | Small Company Fund  25 

 



market or issuer specific events or trends, changes in interest rates and credit quality. The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy.

As of March 31, 2013, all investments are categorized as Level 1 under the hierarchy described above.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Dividend income is recorded on the ex-date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation.

Real estate investment trusts. The Fund may invest in real estate investment trusts (REITs) and, as a result, will estimate the components of distributions from these securities. Such estimates are revised when actual components of distributions are known. Distributions from REITs received in excess of income may be recorded as a reduction of cost of investments and/or as a realized gain.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to the Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian may have a lien, security interest or security entitlement in any fund property that is not otherwise segregated or pledged, to the maximum extent permitted by law, to the extent of any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with Citibank N.A. that enables them to participate in a $300 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis and is reflected in other expenses on the Statements of operations. Prior to March 27, 2013, the Fund participated in a $100 million unsecured line of credit, also with Citibank, with terms otherwise similar to the existing agreement. Commitment fees for the year ended March 31, 2013 were $1,099. For the year ended March 31, 2013, the Fund had no borrowings under either line of credit.

Expenses. Within the John Hancock Funds complex, expenses that are directly attributable to an individual fund are allocated to such fund. Expenses that are not readily attributable to a specific fund are allocated among all funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the fund’s relative net assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses and realized and unrealized gains (losses) are determined at the fund level and allocated daily to each class of shares based on the net assets of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage, for all classes, are calculated daily at the class level based on the appropriate net assets of each class and the specific expense rates applicable to each class.

Federal income taxes. The Fund intends to continue to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

26  Small Company Fund | Annual report 

 



Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law.

For federal income tax purposes, the Fund has a capital loss carryforward of $14,667,683 available to offset future net realized capital gains as of March 31, 2013, which expires as follows: March 31, 2016 — $3,030,785 and March 31, 2017 — $11,636,898.

As of March 31, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, derecognition or disclosure. The Fund’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three years.

Qualified late year ordinary losses of $2,688 are treated as occurring on April 1, 2013.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-date. The Fund generally declares and pays dividends and capital gain distributions, if any, annually. The tax character of distributions for the year ended March 31, 2013 was $0 and $139,418 for the year ended March 31, 2012 of ordinary income.

Distributions paid by the Fund with respect to each class of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of class level expenses that may be applied differently to each class. As of March 31, 2013, the Fund has no distributable earnings on a tax basis.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences, if any, will reverse in a subsequent period. Book-tax differences are primarily attributable to wash sale loss deferrals, net operating losses, litigation proceeds and real estate investment trusts.

Note 3 — Guarantees and indemnifications

Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust, including the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss from such claims is considered remote.

Annual report | Small Company Fund  27 

 



Note 4 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Advisor) serves as investment advisor for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Advisor, serves as principal underwriter of the Trust. The Advisor and the Distributor are indirect, wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management agreement with the Advisor under which the Fund pays a daily management fee to the Advisor equivalent, on an annual basis, to the sum of: (a) 0.90% of the first $500,000,000 of the Fund’s average daily net assets; (b) 0.85% of the next $500,000,000 of the Fund’s average daily net assets; and (c) 0.80% of the Fund’s average daily net assets in excess of $1,000,000,000. The Advisor has a subadvisory agreement with Fiduciary Management Associates, LLC. The Fund is not responsible for payment of the subadvisory fees.

The Advisor has contractually agreed to waive fees and/or reimburse certain expenses for each share class of the Fund. This agreement excludes taxes, brokerage commissions, interest expense, litigation and indemnification expenses and other extraordinary expenses, acquired fund fees and expenses paid indirectly and short dividend expense. The fee waivers and/or reimbursements are such that these expenses will not exceed 1.50%, 1.14%, 1.80%, 1.55%, 1.70%, 1.30%, 1.10%, 1.04% and 1.34% for Class A, Class I, Class R1, Class R2, Class R3, Class R4, Class R5, Class R6 and Class ADV shares, respectively. The fee waivers and/or reimbursements will continue in effect until June 30, 2014.

For the year ended March 31, 2013, the expense reductions amounted to the following:

  EXPENSE 
CLASS  REDUCTIONS 

Class A  $47,596 
Class I  36,140 
Class R1  13,392 
Class R2  19,195 
Class R3  13,894 
Class R4  13,749 
Class R5  13,753 
Class R6  20,449 
Class ADV  16,199 
Total  $194,367 

 

The investment management fees, including the impact of the waivers and/or reimbursements described above, incurred for the year ended March 31, 2013 were equivalent to a net annual effective rate of 0.79% of the Fund’s average daily net assets.

Accounting and legal services. Pursuant to a service agreement, the Fund reimburses the Advisor for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services to the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports, among other services. These expenses are allocated to each share class based on its relative net assets at the time the expense was incurred. These accounting and legal services fees incurred for the year ended March 31, 2013 amounted to an annual rate of 0.02% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class R1, Class R3, Class R4 and Class ADV shares pursuant to Rule 12b-1 under the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. In addition, under a service plan for Class R1, Class R3, Class R4 and Class R5 shares, the Fund pays for certain other services.

28  Small Company Fund | Annual report 

 



The Fund pays up to the following contractual rates of distribution and service fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

CLASS  12b–1 FEE  SERVICE FEE 

Class A  0.30%   
Class R1  0.50%  0.25% 
Class R2  0.25%  0.25% 
Class R3  0.50%  0.15% 
Class R4  0.25%  0.10% 
Class R5    0.05% 
Class ADV  0.25%   

 

Effective June 1, 2012, the Distributor contractually agreed to waive 0.10% of the Rule 12b-1 fees for Class R4 shares to limit the Rule 12b-1 fees on Class R4 shares to 0.15% of the average daily net assets of Class R4 shares, until at least June 30, 2014, unless renewed by mutual agreement of the Fund and the Distributor based upon a determination that this is appropriate under the circumstances at the time. Accordingly, the fee limitation amounted to $70 for Class R4 shares for the year ended March 31, 2013.

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $218,474 for the year ended March 31, 2013. Of this amount, $36,684 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $178,553 was paid as sales commissions to broker-dealers and $3,237 was paid as sales commissions to sales personnel of Signator Investors, Inc., a broker-dealer affiliate of the Advisor.

Class A shares may be subject to contingent deferred sales charges (CDSCs). Certain Class A shares that are acquired through purchases of $1 million or more and are redeemed within one year of purchase are subject to a 1.00% sales charge. CDSCs are applied to the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended March 31, 2013, CDSCs received by the Distributor amounted to $248 for Class A shares.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (Signature Services), an affiliate of the Advisor. The transfer agent fees paid to Signature Services are determined based on the cost to Signature Services (Signature Services Cost) of providing recordkeeping services. The Signature Services Cost includes a component of allocated John Hancock corporate overhead for providing transfer agent services to the Fund and to all other John Hancock affiliated funds. It also includes out-of-pocket expenses that are comprised of payments made to third-parties for recordkeeping services provided to their clients who invest in one or more John Hancock funds. In addition, Signature Services Cost may be reduced by certain fees that Signature Services receives in connection with retirement and small accounts. Signature Services Cost is calculated monthly and allocated, as applicable, to four categories of share classes: Institutional Share Classes, Retirement Share Classes, Municipal Bond Classes and all other Retail Share Classes. Within each of these categories, the applicable costs are allocated to the affected John Hancock affiliated funds and/or classes, based on the relative average daily net assets.

Annual report | Small Company Fund  29 

 



Class level expenses. Class level expenses for the year ended March 31, 2013 were:

  DISTRIBUTION  TRANSFER  STATE  PRINTING AND 
CLASS  AND SERVICE FEES  AGENT FEES  REGISTRATION FEES  POSTAGE 

Class A  $346,430  $217,778  $19,400  $22,131 
Class I    57,993  19,602  11,157 
Class R1  3,481  149  13,588  220 
Class R2  257  29  19,227  230 
Class R3  2,633  115  13,638  253 
Class R4  244  22  13,638  146 
Class R5  37  59  13,638  187 
Class R6    33  20,207  236 
Class ADV  1,134  855  15,389  285 
Total  $354,216  $277,033  $148,327  $34,845 

 

Trustee expenses. The Fund compensates each Trustee who is not an employee of the Advisor or its affiliates. Under the John Hancock Group of Funds Deferred Compensation Plan (the Plan) which was terminated in November 2012, certain Trustees could have elected, for tax purposes, to defer receipt of this compensation. Any deferred amounts were invested in various John Hancock funds. The investment of deferred amounts and the offsetting liability are included within Other receivables and prepaid expenses and Payable to affiliates — Trustees’ fees, respectively, in the accompanying Statement of assets and liabilities. Plan assets will be liquidated in accordance with the Plan documents.

Note 5 — Fund share transactions

Transactions in Fund shares for the years ended March 31, 2013 and 2012 were as follows:

  Year ended 3-31-13  Year ended 3-31-12 
  Shares  Amount  Shares  Amount 
Class A shares         

Sold  648,171  $13,996,105  699,031  $13,720,055 
Issued in reorganization (Note 7)      3,452,513  74,129,240 
Repurchased  (1,849,095)  (38,523,453)  (2,077,751)  (41,861,589) 
 
Net increase (decrease)  (1,200,924)  ($24,527,348)  2,073,793  $45,987,706 
 
Class I shares         

Sold  363,132  $7,645,212  931,738  $19,378,865 
Issued in reorganization (Note 7)      8,264  178,025 
Distributions reinvested      6,556  121,548 
Repurchased  (1,604,409)  (33,154,811)  (773,501)  (15,317,349) 
 
Net increase (decrease)  (1,241,277)  ($25,509,599)  173,057  $4,361,089 
 
Class R1 shares         

Sold  47,491  $991,428  4,195  $83,646 
Repurchased  (15,819)  (322,300)  (2,200)  (45,925) 
 
Net increase  31,672  $669,128  1,995  $37,721 
 
Class R2 shares1         

Sold      4,864  $100,000 
 
Net increase      4,864  $100,000 
 
Class R3 shares         

Sold  4,475  $92,681  5,491  $109,696 
Repurchased  (7,140)  (146,770)  (5,518)  (107,131) 
 
Net decrease  (2,665)  ($54,089)  (27)  $2,565 

 

30  Small Company Fund | Annual report 

 



  Year ended 3-31-13  Year ended 3-31-12 
  Shares  Amount  Shares  Amount 
Class R4 shares         

Sold  1,685  $34,269  683  $13,627 
Repurchased  (799)  (18,743)  (169)  (3,517) 
 
Net increase  886  $15,526  514  $10,110 
 
Class R5 shares         

Sold  2,226  $47,492  2,954  $57,579 
Distributions reinvested      15  281 
Repurchased  (871)  (18,207)  (1,520)  (29,369) 
 
Net increase  1,355  $29,285  1,449  $28,491 
 
Class R6 shares2         

Sold  99  $2,224  5,492  $102,944 
Repurchased  (46)  (919)     
 
Net increase  53  $1,305  5,492  $102,944 
 
Class ADV shares         

Sold  119  $2,527  113  $2,200 
Repurchased  (4,396)  (96,756)  (1,716)  (32,942) 
 
Net increase  (4,277)  ($94,229)  (1,603)  ($30,742) 
 
Net increase (decrease)  (2,415,177)  ($49,470,021)  2,259,534  $50,599,884 

 

1 Period from 3-1-12 (inception date) to 3-31-12.
2 Period from 9-1-11 (inception date) to 3-31-12.

Affiliates of the Fund owned 100%, 37% and 97% of shares of beneficial interest of Class R2, Class R4 and Class R6, respectively, on March 31, 2013.

Note 6 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities, aggregated $162,939,124 and $212,957,069, respectively, for the year ended March 31, 2013.

Note 7 — Reorganization

On March 23, 2011, the shareholders of John Hancock Growth Opportunities Fund (the Acquired Fund) voted to approve an Agreement and Plan of Reorganization (the Agreement) in exchange for a representative amount of shares of John Hancock Small Company Fund (the Acquiring Fund).

The Agreement provided for (a) the acquisition of all the assets, subject to all the liabilities, of the Acquired Fund in exchange for a representative amount of shares of the Acquiring Fund; (b) the liquidation of the Acquired Fund and (c) the distribution to the Acquired Fund’s shareholders of such Acquiring Fund’s shares. The reorganization consolidated the Acquired Fund with a fund with a similar objective to increase asset size and achieve economies of scale. As a result of the reorganization, the Acquiring Fund is the legal and accounting survivor.

Based on the opinion of tax counsel, the reorganization qualified as a tax-free reorganization for federal income tax purposes with no gain or loss recognized by the Acquired Fund or its shareholders. Thus, the investments were transferred to the Acquiring Fund at the Acquiring Fund’s identified cost. All distributable amounts of net income and realized gains from the Acquired Fund were distributed prior to the reorganization. In addition, the expenses of the reorganization were borne by the Acquired Fund. The effective time of the reorganization occurred immediately after the close of regularly scheduled trading on the New York Stock Exchange (NYSE) on April 8, 2011.

Annual report | Small Company Fund  31 

 



The following outlines the reorganization:

        SHARES  SHARES     
    ACQUIRED NET  APPRECIATION  REDEEMED  ISSUED  ACQUIRING  ACQUIRING 
    ASSET VALUE OF  OF ACQUIRED  BY THE  BY THE  FUND NET  FUND TOTAL NET 
ACQUIRING  ACQUIRED  THE ACQUIRED  FUND’S  ACQUIRED  ACQUIRING  ASSETS PRIOR TO  ASSETS AFTER 
FUND  FUND  FUND  INVESTMENTS  FUND  FUND  COMBINATION  COMBINATION 

Small  Growth  $74,307,265  $357,619  2,999,974  3,460,777  $156,083,429  $230,390,694 
Company  Opportunities             
Fund  Fund             

 

Because the combined Fund has been managed as a single integrated Fund since the reorganization was completed, it is not practicable to separate the amounts of net investment income and gains attributable to the Acquired Fund that have been included in the Acquiring Fund’s Statement of operations for the year ended March 31, 2012. See Note 5 for capital shares issued in connection with the above referenced reorganization.

 

32  Small Company Fund | Annual report 

 



Auditor’s report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock Small Company Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock Small Company Fund (the “Fund”) at March 31, 2013, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at March 31, 2013 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
May 22, 2013

Annual report | Small Company Fund  33 

 



Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended March 31, 2013.

Eligible shareholders will be mailed a 2013 Form 1099-DIV in early 2014. This will reflect the tax character of all distributions paid in calendar year 2013.

Please consult a tax advisor regarding the tax consequences of your investment in the Fund.

34  Small Company Fund | Annual report 

 



Special Shareholder Meeting

On November 13, 2012, a Special Meeting of the Shareholders of John Hancock Funds III and each of its series, including John Hancock Small Company Fund, was held at 601 Congress Street, Boston, Massachusetts, for the purpose of considering and voting on the following proposal:

Proposal: Election of thirteen (13) Trustees as members of the Board of Trustees of John Hancock Funds III.

  TOTAL VOTES  TOTAL VOTES WITHHELD 
  FOR THE NOMINEE  FROM THE NOMINEE 

Independent Trustees     
Charles L. Bardelis  657,515,396.49  7,284,346.35 
Peter S. Burgess  657,435,609.53  7,364,133.30 
William H. Cunningham  654,078,766.31  10,720,976.53 
Grace K. Fey  657,602,863.91  7,196,878.92 
Theron S. Hoffman  657,614,243.23  7,185,499.60 
Deborah C. Jackson  657,542,023.74  7,257,719.09 
Hassell H. McClellan  657,319,823.50  7,479,919.34 
James M. Oates  656,971,552.43  7,828,190.40 
Steven R. Pruchansky  657,559,900.72  7,239,842.11 
Gregory A. Russo  658,072,539.03  6,727,203.80 
Non-Independent Trustees     
James R. Boyle  657,895,765.77  6,903,977.06 
Craig Bromley  657,588,989.57  7,210,753.26 
Warren A. Thomson  657,817,862.75  6,981,880.08 

 

Annual report | Small Company Fund  35 

 



Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund as of December 1, 2012. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees     
 
Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James M. Oates,2 Born: 1946  2012  234 

Managing Director, Wydown Group (financial consulting firm) (since 1994); Chairman and Director, 
Emerson Investment Management, Inc. (since 2000); Independent Chairman, Hudson Castle Group, Inc. 
(formerly IBEX Capital Markets, Inc.) (financial services company) (1997–2011); Director, Stifel Financial 
(since 1996); Director, Investor Financial Services Corporation (1995–2007); Director, Connecticut River 
Bancorp (since 1998); Director, Virtus Funds (formerly Phoenix Mutual Funds) (since 1988). Trustee 
and Chairperson of the Board, John Hancock retail funds (since 2012); Trustee (2005–2006 and since 
2012) and Chairperson of the Board (since 2012), John Hancock Funds III; Trustee (since 2004) and 
Chairperson of the Board (since 2005), John Hancock Variable Insurance Trust; Trustee and Chairperson 
of the Board (since 2005), John Hancock Funds II.     
 
Charles L. Bardelis,2,3 Born: 1941  2012  234 

Director, Island Commuter Corp. (marine transport). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust (since 1988); Trustee, John Hancock Funds II (since 2005).     
 
Peter S. Burgess,2,3 Born: 1942  2012  234 

Consultant (financial, accounting and auditing matters) (since 1999); Certified Public Accountant; 
Partner, Arthur Andersen (independent public accounting firm) (prior to 1999); Director, Lincoln 
Educational Services Corporation (since 2004); Director, Symetra Financial Corporation (since 2010); 
former Director, PMA Capital Corporation (2004–2010). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2005).     
 
William H. Cunningham, Born: 1944  2006  234 

Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas 
System and former President of the University of Texas, Austin, Texas; Director, LIN Television (since 
2009); Chairman (since 2009) and Director (since 2006), Lincoln National Corporation (insurance); 
Director, Resolute Energy Corporation (since 2009); Director, Southwest Airlines (since 2000); former 
Director, Introgen (manufacturer of biopharmaceuticals) (until 2008); former Director, Hicks Acquisition 
Company I, Inc. (until 2007); former Director, Texas Exchange Bank, SSB (formerly Bank of Crowley) 
(until 2009); former Advisory Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) 
(until 2009). Trustee, John Hancock retail funds (since 1986); Trustee, John Hancock Variable Insurance 
Trust (since 2012); Trustee, John Hancock Funds II (since 2012 and 2005–2006).   
 
Grace K. Fey,2 Born: 1946  2012  234 

Chief Executive Officer, Grace Fey Advisors (since 2007); Director and Executive Vice President, 
Frontier Capital Management Company (1988–2007); Director, Fiduciary Trust (since 2009). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2008).     

 

36  Small Company Fund | Annual report 

 



Independent Trustees (continued)     
 
Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
Theron S. Hoffman,2,3 Born: 1947  2012  234 

Chief Executive Officer, T. Hoffman Associates, LLC (consulting firm) (since 2003); Director, The Todd 
Organization (consulting firm) (2003–2010); President, Westport Resources Management (investment 
management consulting firm) (2006–2008); Senior Managing Director, Partner and Operating Head, 
Putnam Investments (2000–2003); Executive Vice President, The Thomson Corp. (financial and 
legal information publishing) (1997–2000). Trustee, John Hancock retail funds (since 2012); Trustee, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2008).   
 
Deborah C. Jackson, Born: 1952  2008  234 

President, Cambridge College, Cambridge, Massachusetts (since 2011); Chief Executive Officer, 
American Red Cross of Massachusetts Bay (2002–2011); Board of Directors of Eastern Bank Corporation 
(since 2001); Board of Directors of Eastern Bank Charitable Foundation (since 2001); Board of Directors 
of American Student Assistance Corporation (1996–2009); Board of Directors of Boston Stock Exchange 
(2002–2008); Board of Directors of Harvard Pilgrim Healthcare (health benefits company) (2007–2011). 
Trustee, John Hancock retail funds (since 2008); Trustee of John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Hassell H. McClellan,2 Born: 1945  2012  234 

Associate Professor, The Wallace E. Carroll School of Management, Boston College (since 1984); 
Trustee, Virtus Variable Insurance Trust (formerly Phoenix Edge Series Funds) (since 2008); Director, 
The Barnes Group (since 2010). Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock 
Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance Trust and   
John Hancock Funds II (since 2005).     
 
Steven R. Pruchansky, Born: 1944  2006  234 

Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director 
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First 
American Bank (until 2010); Managing Director, Jon James, LLC (real estate) (since 2000); Director, 
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President, 
Maxwell Building Corp. (until 1991). Trustee (since 1992) and Chairperson of the Board (2011–2012), 
John Hancock retail funds; Trustee and Vice Chairperson of the Board, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2012).   
 
Gregory A. Russo, Born: 1949  2008  234 

Director and Audit Committee Chairman (since 2012) and Member, Audit Committee and Finance 
Committee (since 2011), NCH Healthcare System, Inc. (holding company for multi-entity healthcare 
system); Director and Member of Finance Committee, The Moorings, Inc. (nonprofit continuing care 
community) (since 2012); Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); 
Vice Chairman, Industrial Markets, KPMG (1998–2002); Chairman and Treasurer, Westchester 
County, New York, Chamber of Commerce (1986–1992); Director, Treasurer and Chairman of 
Audit and Finance Committees, Putnam Hospital Center (1989–1995); Director and Chairman of 
Fundraising Campaign, United Way of Westchester and Putnam Counties, New York (1990–1995). 
Trustee, John Hancock retail funds (since 2008); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     

 

Annual report | Small Company Fund  37 

 



Non-Independent Trustees4     
 
Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James R. Boyle,2 Born: 1959  2012  234 

Senior Executive Vice President, John Hancock Financial Services (1999–2012, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Funds, LLC and John Hancock 
Investment Management Services, LLC (2005–2010). Trustee, John Hancock retail funds (since 2012 and 
2005–2010), Trustee, John Hancock Variable Insurance Trust and John Hancock Funds II (since 2005). 
 
Craig Bromley,2 Born: 1966  2012  234 

President, John Hancock Financial Services (since 2012); Senior Executive Vice President and General 
Manager, U.S. Division, John Hancock Financial Services (since 2012); President and Chief Executive 
Officer, Manulife Insurance Company (Manulife (Japan) (2005–2012), including prior positions). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Warren A. Thomson,2 Born: 1955  2012  234 

Senior Executive Vice President and Chief Investment Officer, Manulife Financial Corporation (since 
2001, including prior positions); Director, Manulife Trust Company and Manulife Bank of Canada 
(2001–2013, including prior positions); Director and Chairman, Manulife Asset Management (since 
2001, including prior positions). Trustee, John Hancock retail funds, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2012).     
 
Principal officers who are not Trustees     
 
Name, Year of Birth    Officer 
Position(s) held with Fund    of the 
Principal occupation(s) and other    Trust 
directorships during past 5 years    since 
 
Hugh McHaffie, Born: 1959    2012 

President     
Executive Vice President, John Hancock Financial Services (since 2006, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Investment Management Services, 
LLC and John Hancock Funds, LLC (since 2010); President, John Hancock Advisers, LLC (since 2012); 
President, John Hancock Investment Management Services, LLC (since 2010). President (since 2012) and 
former Trustee (2010–2012), John Hancock retail funds; President, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2009).     
 
Andrew G. Arnott, Born: 1971    2009 

Executive Vice President     
Senior Vice President, John Hancock Financial Services (since 2009); Executive Vice President, 
John Hancock Advisers, LLC (since 2005); Executive Vice President, John Hancock Investment 
Management Services, LLC (since 2006); President, John Hancock Funds, LLC (since 2004, including 
prior positions); Executive Vice President, John Hancock retail funds (since 2007, including prior 
positions); Executive Vice President, John Hancock Variable Insurance Trust and John Hancock Funds II 
(since 2007, including prior positions).     
 
Thomas M. Kinzler, Born: 1955    2006 

Secretary and Chief Legal Officer     
Vice President, John Hancock Financial Services (since 2006); Secretary and Chief Legal Counsel, 
John Hancock Funds, LLC (since 2007); Secretary and Chief Legal Officer, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2006).   

 

38  Small Company Fund | Annual report 

 



Principal officers who are not Trustees (continued)   
 
Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Francis V. Knox, Jr., Born: 1947  2006 

Chief Compliance Officer   
Vice President, John Hancock Financial Services (since 2005); Chief Compliance Officer, John Hancock 
retail funds, John Hancock Variable Insurance Trust, John Hancock Funds II, John Hancock Advisers, 
LLC and John Hancock Investment Management Services, LLC (since 2005); Vice President and Chief 
Compliance Officer, John Hancock Asset Management a division of Manulife Asset Management (US) 
LLC (2005–2008).   
 
Charles A. Rizzo, Born: 1957  2007 

Chief Financial Officer   
Vice President, John Hancock Financial Services (since 2008); Senior Vice President, John Hancock   
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2008); Chief Financial 
Officer, John Hancock retail funds, John Hancock Variable Insurance Trust and John Hancock   
Funds II (since 2007).   
 
Salvatore Schiavone, Born: 1965  2010 

Treasurer   
Assistant Vice President, John Hancock Financial Services (since 2007); Vice President, John Hancock 
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2007); Treasurer,   
John Hancock retail funds (since 2007, including prior positions); Treasurer, John Hancock Variable   
Insurance Trust and John Hancock Funds II (since 2010 and 2007–2009, including prior positions).   

 

 

John Hancock retail funds is comprised of John Hancock Funds III and 33 other John Hancock funds consisting of 23 series of other John Hancock trusts and 10 closed-end funds.

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Trust and is available without charge, upon request, by calling 1-800-225-5291.

1 Each Trustee holds office until his or her successor is elected and qualified, or until the Trustee’s death, retirement, resignation or removal.

2 Became a Trustee of the Trust effective December 1, 2012.

3 Member of Audit Committee.

4 Because Messrs. Bromley and Thomson are senior executives or directors and Mr. Boyle held prior positions as a senior executive and director of the Advisor and/or its affiliates, each of them is considered an “interested person,” as defined in the Investment Company Act of 1940, of the Trust.

Annual report | Small Company Fund  39 

 



More information

Trustees  Investment advisor 
James M. Oates, Chairman  John Hancock Investment Management 
Steven R. Pruchansky, Vice Chairman  Services, LLC 
Charles L. Bardelis*   
James R. Boyle  Subadvisor 
Craig Bromley  Fiduciary Management Associates, LLC 
Peter S. Burgess*   
William H. Cunningham  Principal distributor 
Grace K. Fey  John Hancock Funds, LLC 
Theron S. Hoffman*   
Deborah C. Jackson  Custodian 
Hassell H. McClellan  State Street Bank and Trust Company 
Gregory A. Russo   
Warren A. Thomson  Transfer agent 
  John Hancock Signature Services, Inc. 
Officers   
Hugh McHaffie  Legal counsel 
President  K&L Gates LLP 
   
Andrew G. Arnott  Independent registered 
Executive Vice President  public accounting firm 
  PricewaterhouseCoopers LLP 
Thomas M. Kinzler   
Secretary and Chief Legal Officer   
   
Francis V. Knox, Jr.   
Chief Compliance Officer   
   
Charles A. Rizzo   
Chief Financial Officer   
   
Salvatore Schiavone   
Treasurer   
 
*Member of the Audit Committee   
†Non-Independent Trustee   

 

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site at www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:     
1-800-225-5291  Regular mail:  Express mail: 
jhfunds.com  John Hancock Signature Services, Inc.  John Hancock Signature Services, Inc. 
  P.O. Box 55913  Mutual Fund Image Operations 
  Boston, MA 02205-5913  30 Dan Road 
    Canton, MA 02021 

 

40  Small Company Fund | Annual report 

 




1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com


This report is for the information of the shareholders of John Hancock Small Company Fund.   
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.  348A 3/13 
MF138235  5/13 

 





A look at performance

Total returns for the period ended March 31, 2013

  Average annual total returns (%)    Cumulative total returns (%)   
  with maximum sales charge    with maximum sales charge   

  1-year  5-year  10-year  1-year  5-year  10-year 

 
Class A1  11.47  10.11  12.89  11.47  61.84  236.15 

 
Class C1  15.33  10.38  12.59  15.33  63.88  227.20 

 
Class I1,2  17.64  11.61  13.88  17.64  73.19  266.82 

 
Class R21,2  17.15  11.06  13.27  17.15  68.97  247.74 

 
Class R61,2  17.68  11.71  13.96  17.68  73.96  269.38 

 
Class ADV1,2  17.33  11.24  13.46  17.33  70.31  253.47 

  

Performance figures assume all distributions have been reinvested. Figures reflect maximum sales charges on Class A shares of 5% and the applicable contingent deferred sales charge (CDSC) on Class C shares. Class C shares held for less than one year are subject to a 1% CDSC. Sales charges are not applicable to Class I, Class R2, Class R6 and Class ADV shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectus for the Fund and may differ from those disclosed in the Financial highlights tables in this report. The fee waivers and expense limitations are contractual until at least 6-30-14 for Class R2 and Class ADV shares and 9-30-13 for Class R6 shares. Had the fee waivers and expense limitations not been in place, gross expenses would apply. For all other classes, the net expenses equal the gross expenses. The expense ratios are as follows:

  Class A  Class C  Class I  Class R2*   Class R6  Class ADV 
Net (%)  1.33  2.10  0.98  1.40  0.95  1.25 
Gross (%)  1.33  2.10  0.98  1.53  4.22  4.18 

* Expenses have been estimated for the class’s first full year of operations.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For current to the most recent month-end performance data, please call 1-800-225-5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The Fund’s performance results reflect any applicable fee waivers or expense reductions, without which the expenses increase and results would have been less favorable.

See the following page for footnotes.

6  Disciplined Value Mid Cap Fund | Annual report 

 




    With maximum  Without   
  Start date  sales charge  sales charge  Index 

Class C3  3-31-03  $32,720  $32,720  $32,690 

Class I2  3-31-03  36,682  36,682  32,690 

Class R22  3-31-03  34,774  34,774  32,690 

Class R62  3-31-03  36,938  36,938  32,690 

Class ADV2  3-31-03  35,347  35,347  32,690 

Russell Midcap Value Index is an unmanaged index that measures the performance of those Russell Midcap companies with lower price-to-book ratios and lower forecasted growth values.

It is not possible to invest directly in an index. Index figures do not reflect expenses or sales charges, which would have resulted in lower values if they did.

Footnotes related to performance pages

1 After the close of business on 7-9-10, holders of Investor Class Shares and Institutional Class Shares of Robeco Boston Partners Mid Cap Value Fund (the Predecessor Fund) became owners of an equal number of full and fractional Class A and Class I shares, respectively, of John Hancock Disciplined Value Mid Cap Fund. Class A, Class I and Class ADV shares were first offered on 7-12-10. The returns prior to this date for Class A and Class ADV shares are those of the Predecessor Fund’s Investor Class Shares recalculated to reflect the gross fees and expenses of the Fund’s Class A and Class ADV shares, as applicable. For Class I shares, the returns prior to this date are for the Predecessor Fund’s Institutional Class Shares recalculated to reflect the gross fees and expenses of the Fund’s Class I shares. Class C, Class R6 and Class R2 shares were first offered on 8-15-11, 9-1-11 and 3-1-12, respectively; the returns prior to these dates are those of Class A shares that have been recalculated to apply the gross fees and expenses of Class C, Class R6 and Class R2 shares, as applicable.

2 For certain types of investors, as described in the Fund’s prospectuses.

3 The contingent deferred sales charge is not applicable.

Annual report | Disciplined Value Mid Cap Fund  7 

 



Management’s discussion of
Fund performance

By Robeco Boston Partners, a division of Robeco Investment Management, Inc.

The 12-month period ended March 31, 2013 was a strong one for equity investors. The stock market continued to struggle with a high level of volatility, as many of the same concerns that had been weighing on investors’ minds in recent years — such as the ongoing sovereign debt crisis in Europe and seemingly endless fiscal battles in Washington — remained in place. But many of these concerns diminished over time and investors chose to focus on the positives in the stock market, which contributed to its upward trajectory.

For the 12-month period ended March 31, 2013, John Hancock Disciplined Value Mid Cap Fund’s Class A shares had a total return of 17.31%, excluding sales charges. That performance slightly outpaced the 17.18% return of the average mid-cap value fund, according to Morningstar, Inc.,† but trailed the 21.49% return of the Fund’s benchmark, the Russell Midcap Value Index. Although the Fund enjoyed attractive results in absolute terms, its underperformance relative to the benchmark was largely attributable to the Fund’s lack of exposure to thriving homebuilding industry stocks and its underweighting in successful oil and gas companies. Stock selection within the consumer discretionary sector was also disappointing. Detractors included positions in Gentex Corp., an auto-parts maker, which we sold; SM Energy Company, an independent energy producer; office supplies retailer Staples, Inc.; and money transfer business The Western Union Company, which we also sold prior to period end.

Stock picking in the materials sector was particularly helpful to the Fund, especially the Fund’s stake in PPG Industries Inc., a maker of industrial paints and coatings. From the health care sector, owning ICON PLC, an Ireland-based provider of outsourced development services, also contributed to the Fund’s performance. Among information technology holdings, two leading makers of hard disk drives, Ireland’s Seagate Technology PLC and California-based Western Digital Corp., did well for the Fund, while media company CBS Corp. also added to results.

This commentary reflects the views of the portfolio managers through the end of the period discussed in this report. The managers’ statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

The prices of medium and small company stocks can change more frequently and dramatically than those of large company stocks. Value stocks may not increase in price as anticipated or may decline further in value. Foreign investing, especially in emerging markets, has additional risks, such as currency and market volatility, and political and social instability. If the Fund invests in illiquid securities, it may be difficult to sell them at a price approximating their value. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Figures from Morningstar, Inc. include reinvested dividends and do not take into account sales charges. Actual load-adjusted performance is lower.

8  Disciplined Value Mid Cap Fund | Annual report 

 



Your expenses

These examples are intended to help you understand your ongoing operating expenses of investing in the Fund so you can compare these costs with the ongoing costs of investing in other mutual funds.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about the Fund’s actual ongoing operating expenses, and is based on the Fund’s actual return. It assumes an account value of $1,000.00 on October 1, 2012 with the same investment held until March 31, 2013.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,172.20  $6.82 

Class C  1,000.00  1,167.80  11.19 

Class I  1,000.00  1,173.70  5.04 

Class R2  1,000.00  1,171.50  7.58 

Class R6  1,000.00  1,174.00  4.77 

Class ADV  1,000.00  1,172.40  6.77 

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at March 31, 2013, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:


Annual report | Disciplined Value Mid Cap Fund  9 

 



Your expenses

Hypothetical example for comparison purposes

This table allows you to compare the Fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not the Fund’s actual return). It assumes an account value of $1,000.00 on October 1, 2012, with the same investment held until March 31, 2013. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses. Please remember that these hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,018.60  $6.34 

Class C  1,000.00  1,014.60  10.40 

Class I  1,000.00  1,020.30  4.68 

Class R2  1,000.00  1,018.00  7.04 

Class R6  1,000.00  1,020.50  4.43 

Class ADV  1,000.00  1,018.70  6.29 

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

1 Expenses are equal to the Fund’s annualized expense ratio of 1.26%, 2.07%, 0.93%, 1.40%, 0.88%, and 1.25% for Class A, Class C, Class I, Class R2, Class R6 and Class ADV shares, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

10  Disciplined Value Mid Cap Fund | Annual report 

 



Portfolio summary

Top 10 Holdings (14.7% of Net Assets on 3-31-13)1,2     

Robert Half International, Inc.  1.8%  McKesson Corp.  1.4% 


CBS Corp., Class B  1.5%  CareFusion Corp.  1.4% 


AmerisourceBergen Corp.  1.5%  Torchmark Corp.  1.4% 


Lear Corp.  1.5%  Omnicare, Inc.  1.4% 


Noble Energy, Inc.  1.5%  Crown Holdings, Inc.  1.3% 

 

 
 
Sector Composition1,3       

Financials  24.7%  Energy  7.8% 


Industrials  16.3%  Materials  6.2% 


Information Technology  11.9%  Utilities  5.5% 


Consumer Discretionary  10.5%  Consumer Staples  3.2% 


Health Care  9.4%  Short-Term Investments & Other  4.5% 


 

 

1 As a percentage of net assets on 3-31-13.

2 Cash and cash equivalents not included.

3 The prices of medium and small company stocks can change more frequently and dramatically than those of large company stocks. Value stocks may not increase in price as anticipated or may decline further in value. Foreign investing especially in emerging markets, has additional risks, such as currency and market volatility and political and social instability. If the Fund invests in illiquid securities, it may be difficult to sell them at a price approximating their value. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Annual report | Disciplined Value Mid Cap Fund  11 

 



Fund’s investments

As of 3-31-13

  Shares  Value 
Common Stocks 95.5%  $2,996,970,056 

(Cost $2,465,911,578)     
 
Consumer Discretionary 10.5%    330,384,705 
 
Auto Components 1.9%     

Lear Corp.  860,435  47,212,068 

TRW Automotive Holdings Corp. (I)  215,690  11,862,950 
 
Household Durables 1.3%     

Harman International Industries, Inc. (L)  242,180  10,808,493 

Newell Rubbermaid, Inc.  1,151,079  30,043,162 
 
Leisure Equipment & Products 1.0%     

Brunswick Corp. (L)  951,221  32,550,783 
 
Media 2.8%     

CBS Corp., Class B  1,037,065  48,420,565 

Omnicom Group, Inc. (L)  410,100  24,154,890 

The McGraw-Hill Companies, Inc.  283,024  14,739,890 
 
Multiline Retail 1.7%     

Macy’s, Inc.  868,200  36,325,488 

Nordstrom, Inc. (L)  311,610  17,210,220 
 
Specialty Retail 1.4%     

Foot Locker, Inc.  355,140  12,159,994 

Staples, Inc. (L)  1,339,910  17,994,991 

Williams-Sonoma, Inc. (L)  291,015  14,993,093 
 
Textiles, Apparel & Luxury Goods 0.4%     

Coach, Inc.  238,210  11,908,118 
 
Consumer Staples 3.2%    100,265,204 
 
Beverages 2.0%     

Coca-Cola Enterprises, Inc.  550,710  20,332,213 

Constellation Brands, Inc., Class A (I)  638,615  30,423,619 

Dr. Pepper Snapple Group, Inc.  236,255  11,092,172 
 
Food Products 0.5%     

Kellogg Company  269,680  17,375,482 
 
Tobacco 0.7%     

Lorillard, Inc.  521,480  21,041,718 

 

12  Disciplined Value Mid Cap Fund | Annual report  See notes to financial statements 

 



  Shares  Value 
Energy 7.8%    $244,009,059 
 
Energy Equipment & Services 1.9%     

Cameron International Corp. (I)  294,410  19,195,532 

Ensco PLC, Class A  514,170  30,850,200 

Weatherford International, Ltd. (I)  857,055  10,404,648 
 
Oil, Gas & Consumable Fuels 5.9%     

EQT Corp.  346,390  23,467,923 

Kosmos Energy, Ltd. (I)  1,049,293  11,857,011 

Noble Energy, Inc.  407,920  47,180,027 

Rosetta Resources, Inc. (I)(L)  207,778  9,886,077 

SM Energy Company  583,685  34,565,826 

Southwestern Energy Company (I)  532,525  19,841,882 

Tesoro Corp.  215,305  12,606,108 

Valero Energy Corp.  530,970  24,153,825 
 
Financials 24.7%    774,342,629 
 
Capital Markets 4.0%     

Raymond James Financial, Inc.  851,650  39,261,065 

SEI Investments Company  589,040  16,993,804 

State Street Corp.  202,415  11,960,702 

TD Ameritrade Holding Corp.  1,862,940  38,413,823 

The Charles Schwab Corp. (L)  1,031,865  18,253,692 
 
Commercial Banks 6.3%     

BB&T Corp.  1,190,430  37,367,598 

Comerica, Inc. (L)  747,755  26,881,792 

East West Bancorp, Inc.  1,318,460  33,844,868 

Fifth Third Bancorp  2,477,965  40,415,609 

Huntington Bancshares, Inc.  2,803,000  20,714,170 

M&T Bank Corp. (L)  134,435  13,868,315 

SunTrust Banks, Inc.  831,580  23,957,820 
 
Consumer Finance 1.8%     

Capital One Financial Corp.  218,215  11,990,914 

Discover Financial Services  642,980  28,831,223 

SLM Corp.  741,955  15,195,238 
 
Diversified Financial Services 0.5%     

Moody’s Corp. (L)  313,130  16,696,092 
 
Insurance 6.9%     

Alleghany Corp. (I)  77,880  30,834,250 

Arch Capital Group, Ltd. (I)(L)  381,220  20,040,735 

Axis Capital Holdings, Ltd.  588,590  24,497,116 

Loews Corp.  411,345  18,127,974 

Marsh & McLennan Companies, Inc.  989,130  37,557,266 

Reinsurance Group of America, Inc.  452,215  26,983,669 

Symetra Financial Corp.  1,116,860  14,977,093 

Torchmark Corp. (L)  741,060  44,315,388 
 
Real Estate Investment Trusts 5.2%     

American Assets Trust, Inc.  394,727  12,635,211 

BRE Properties, Inc.  311,360  15,157,005 

Equity Residential  435,810  23,995,699 

 

See notes to financial statements  Annual report | Disciplined Value Mid Cap Fund  13 

 



  Shares  Value 
Real Estate Investment Trusts (continued)     

Kimco Realty Corp. (L)  952,210  $21,329,504 

Regency Centers Corp.  443,635  23,472,728 

Taubman Centers, Inc.  317,285  24,640,353 

Ventas, Inc.  222,245  16,268,334 

Vornado Realty Trust  297,269  24,863,579 
 
Health Care 9.4%    294,675,321 
 
Health Care Equipment & Supplies 2.1%     

CareFusion Corp. (I)  1,269,835  44,431,527 

Hologic, Inc. (I)  950,610  21,483,786 
 
Health Care Providers & Services 6.8%     

AmerisourceBergen Corp. (L)  930,460  47,872,167 

Chemed Corp. (L)  150,891  12,068,262 

Cigna Corp.  482,860  30,115,978 

DaVita HealthCare Partners, Inc. (I)  83,250  9,872,618 

Humana, Inc.  180,045  12,442,910 

McKesson Corp.  420,890  45,439,284 

Omnicare, Inc. (L)  1,051,230  42,806,086 

Quest Diagnostics, Inc. (L)  226,630  12,793,264 
 
Life Sciences Tools & Services 0.5%     

ICON PLC (I)(L)  475,362  15,349,439 
 
Industrials 16.3%    512,378,320 
 
Aerospace & Defense 2.4%     

Curtiss-Wright Corp.  743,271  25,791,504 

Huntington Ingalls Industries, Inc.  481,970  25,703,460 

Textron, Inc. (L)  775,085  23,105,284 
 
Building Products 0.5%     

Masco Corp.  875,270  17,724,218 
 
Construction & Engineering 1.8%     

Fluor Corp.  503,765  33,414,732 

Foster Wheeler AG (I)  999,812  22,845,704 
 
Electrical Equipment 0.4%     

Hubbell, Inc., Class B  129,697  12,594,876 
 
Machinery 4.4%     

AGCO Corp.  295,955  15,425,175 

Dover Corp.  397,959  29,003,252 

Flowserve Corp.  244,415  40,990,840 

Parker Hannifin Corp. (L)  371,395  34,012,354 

Stanley Black & Decker, Inc. (L)  221,315  17,919,876 
 
Professional Services 5.5%     

Equifax, Inc.  359,100  20,680,569 

FTI Consulting, Inc. (I)(L)  840,813  31,665,018 

Manpower, Inc.  472,340  26,791,125 

Robert Half International, Inc.  1,484,575  55,716,100 

Towers Watson & Company, Class A  549,210  38,071,237 
 
Trading Companies & Distributors 1.3%     

WESCO International, Inc. (I)(L)  563,600  40,922,996 

 

14  Disciplined Value Mid Cap Fund | Annual report  See notes to financial statements 

 



  Shares  Value 
Information Technology 11.9%    $375,454,765 
 
Communications Equipment 0.4%     

Harris Corp. (L)  268,985  12,464,765 
 
Computers & Peripherals 2.2%     

Seagate Technology PLC  880,575  32,193,822 

Western Digital Corp.  726,770  36,541,996 
 
Electronic Equipment, Instruments & Components 3.2%     

Arrow Electronics, Inc. (I)  704,226  28,605,660 

Avnet, Inc. (I)  621,515  22,498,843 

Flextronics International, Ltd. (I)  3,609,830  24,402,451 

TE Connectivity, Ltd.  587,949  24,652,702 
 
Internet Software & Services 0.5%     

IAC/InterActiveCorp  367,434  16,416,951 
 
IT Services 1.2%     

Alliance Data Systems Corp. (I)(L)  66,750  10,806,158 

Amdocs, Ltd.  744,805  26,999,181 
 
Semiconductors & Semiconductor Equipment 2.2%     

Analog Devices, Inc.  669,635  31,131,331 

LSI Corp. (I)  3,248,110  22,022,186 

ON Semiconductor Corp. (I)  2,038,915  16,882,216 
 
Software 2.2%     

CA, Inc.  1,115,230  28,070,339 

Electronic Arts, Inc. (I)  452,708  8,012,932 

Symantec Corp. (I)  1,367,635  33,753,232 
 
Materials 6.2%    193,531,180 
 
Chemicals 1.5%     

H.B. Fuller Company  549,088  21,458,359 

Minerals Technologies, Inc.  284,053  11,791,040 

PPG Industries, Inc.  109,221  14,629,061 
 
Containers & Packaging 3.7%     

Ball Corp.  200,025  9,517,190 

Crown Holdings, Inc. (I)  1,007,880  41,937,887 

Graphic Packaging Holding Company (I)  4,147,759  31,066,715 

Owens-Illinois, Inc. (I)  665,235  17,728,513 

Rock-Tenn Company, Class A  154,960  14,378,738 
 
Paper & Forest Products 1.0%     

International Paper Company  666,030  31,023,677 
 
Utilities 5.5%    171,928,873 
 
Electric Utilities 3.7%     

American Electric Power Company, Inc.  502,775  24,449,941 

Edison International  686,335  34,536,377 

Great Plains Energy, Inc.  528,130  12,247,335 

NV Energy, Inc.  1,578,540  31,618,156 

Westar Energy, Inc.  430,765  14,292,783 
 
Independent Power Producers & Energy Traders 0.4%     

AES Corp.  905,005  11,375,913 

 

See notes to financial statements  Annual report | Disciplined Value Mid Cap Fund  15 

 



    Shares  Value 
Multi-Utilities 1.4%       

Alliant Energy Corp.    431,815  $21,668,477 

Ameren Corp.    620,785  21,739,891 
 
  Yield (%)  Shares  Value 
Securities Lending Collateral 4.7%      $147,920,204 

(Cost $147,875,708)       
John Hancock Collateral Investment Trust (W)  0.2481 (Y)  14,779,163  147,920,204 
 
Short-Term Investments 4.2%      $131,167,304 

(Cost $131,167,304)       
 
Money Market Funds 4.2%      131,167,304 
 
State Street Institutional US Government       
Money Market Fund  0.0241 (Y)  131,167,304  131,167,304 
 
Total investments (Cost $2,744,954,590)104.4%  $3,276,057,564 

 
Other assets and liabilities, net (4.4%)      ($139,029,888) 

 
Total net assets 100.0%    $3,137,027,676 

The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund.

(I) Non-income producing security.

(L) A portion of this security is on loan as of 3-31-13.

(W) Investment is an affiliate of the Fund, the advisor and/or subadvisor. This investment represents collateral received for securities lending.

(Y) The rate shown is the annualized seven-day yield as of 3-31-13.

† At 3-31-13, the aggregate cost of investment securities for federal income tax purposes was $2,757,499,792. Net unrealized appreciation aggregated $518,557,772, of which $524,519,780 related to appreciated investment securities and $5,962,008 related to depreciated investment securities.

16  Disciplined Value Mid Cap Fund | Annual report  See notes to financial statements 

 



F I N A N C I A L  S T A T E M E N T S

Financial statements

Statement of assets and liabilities 3-31-13

This Statement of assets and liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum offering price per share.

Assets   

Investments in unaffiliated issuers, at value (Cost $2,597,078,882)   
including $145,800,187 of securities loaned  $3,128,137,360 
Investments in affiliated issuers, at value (Cost $147,875,708)  147,920,204 
 
Total investments, at value (Cost $2,744,954,590)  3,276,057,564 
Cash  633,846 
Receivable for investments sold  51,437,510 
Receivable for fund shares sold  48,702,020 
Dividends and interest receivable  2,857,768 
Receivable for securities lending income  21,569 
Receivable due from advisor  230 
Other receivables and prepaid expenses  70,895 
 
Total assets  3,379,781,402 
 
Liabilities   

Payable for investments purchased  90,598,684 
Payable for fund shares repurchased  3,513,437 
Payable upon return of securities loaned  147,889,647 
Payable to affiliates   
Accounting and legal services fees  110,725 
Transfer agent fees  319,934 
Trustees’ fees  2,018 
Other liabilities and accrued expenses  319,281 
 
Total liabilities  242,753,726 
 
Net assets  3,137,027,676 
 
Net assets consist of   

Paid-in capital  $2,579,522,175 
Undistributed net investment income  2,833,411 
Accumulated net realized gain (loss) on investments  23,569,116 
Net unrealized appreciation (depreciation) on investments  531,102,974 
 
Net assets  $3,137,027,676 

 

See notes to financial statements  Annual report | Disciplined Value Mid Cap Fund  17 

 



F I N A N C I A L  S T A T E M E N T S

Statement of assets and liabilities (continued)

Net asset value per share   

Based on net asset values and shares outstanding — the Fund has an   
unlimited number of shares authorized with no par value   
Class A ($1,169,315,464 ÷ 80,599,488 shares)1  $14.51 
Class C ($89,705,113 ÷ 6,054,260 shares)1  $14.82 
Class I ($1,762,419,372 ÷ 117,868,026 shares)  $14.95 
Class R2 ($15,315,864 ÷ 1,025,200 shares)  $14.94 
Class R6 ($99,579,363 ÷ 6,659,477 shares)  $14.95 
Class ADV ($692,500 ÷ 47,790 shares)  $14.49 
 
Maximum offering price per share   

Class A (net asset value per share ÷ 95%)2  $15.27 

1 Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

2 On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

18  Disciplined Value Mid Cap Fund | Annual report  See notes to financial statements 

 



F I N A N C I A L  S T A T E M E N T S

Statement of operations For the year ended 3-31-13

This Statement of operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income   

Dividends  $32,856,380 
Securities lending  468,549 
Interest  18,467 
 
Total investment income  33,343,396 
 
Expenses   

Investment management fees  15,373,031 
Distribution and service fees  2,502,965 
Accounting and legal services fees  405,055 
Transfer agent fees  2,787,957 
Trustees’ fees  96,219 
State registration fees  216,258 
Printing and postage  179,029 
Professional fees  148,139 
Custodian fees  173,675 
Registration and filing fees  207,321 
Other  46,394 
 
Total expenses  22,136,043 
Less expense reductions  (35,872) 
 
Net expenses  22,100,171 
 
Net investment income  11,243,225 
 
Realized and unrealized gain (loss)   

 
Net realized gain (loss) on   
Investments in unaffiliated issuers  30,981,673 
Investments in affiliated issuers  3,722 
  30,985,395 
Change in net unrealized appreciation (depreciation) of   
Investments in unaffiliated issuers  384,304,380 
Investments in affiliated issuers  403 
  384,304,783 
Net realized and unrealized gain  415,290,178 
 
Increase in net assets from operations  $426,533,403 

 

See notes to financial statements  Annual report | Disciplined Value Mid Cap Fund  19 

 



F I N A N C I A L  S T A T E M E N T S

Statements of changes in net assets

These Statements of changes in net assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

  Year  Year 
  ended  ended 
  3-31-13  3-31-12 
 
Increase (decrease) in net assets     

From operations     
Net investment income  $11,243,225  $3,917,596 
Net realized gain (loss)  30,985,395  (6,954,233) 
Change in net unrealized appreciation (depreciation)  384,304,783  90,921,817 
 
Increase in net assets resulting from operations  426,533,403  87,885,180 
 
Distributions to shareholders     
From net investment income     
Class A  (2,921,623)   
Class I  (7,726,525)  (1,140,707) 
Class R2  (4,135)   
Class R6  (455,223)  (240) 
Class ADV  (2,703)  (117) 
From net realized gain     
Class A    (1,042,548) 
Class C    (12,538) 
Class I    (1,636,417) 
Class R6    (309) 
Class ADV    (2,537) 
 
Total distributions  (11,110,209)  (3,835,413) 
 
From Fund share transactions  1,233,265,665  979,510,224 
 
Total increase  1,648,688,859  1,063,559,991 
 
Net assets     

Beginning of year  1,488,338,817  424,778,826 
 
End of year  $3,137,027,676  $1,488,338,817 
 
Undistributed net investment income  $2,833,411  $2,194,707 

 

20  Disciplined Value Mid Cap Fund | Annual report  See notes to financial statements 

 



Financial highlights

The Financial highlights show how the Fund’s net asset value for a share has changed during the period.

CLASS A SHARES Period ended  3-31-13  3-31-12  3-31-111  8-31-102  8-31-093  8-31-083 
 
Per share operating performance             

Net asset value, beginning of period  $12.41  $11.98  $8.66  $8.10  $9.08  $11.16 
Net investment income4  0.05  0.04  0.01  0.015  0.07  0.06 
Net realized and unrealized gain (loss)             
on investments  2.09  0.42  3.32  0.60  (0.98)6  (0.74) 
Total from investment operations  2.14  0.46  3.33  0.61  (0.91)  (0.68) 
Less distributions             
From net investment income  (0.04)    (0.01)  (0.05)  (0.07)  (0.04) 
From net realized gain    (0.03)      7  (1.36) 
Total distributions  (0.04)  (0.03)  (0.01)  (0.05)  (0.07)  (1.40) 
Net asset value, end of period  $14.51  $12.41  $11.98  $8.66  $8.10  $9.08 
Total return (%)8,9  17.31  3.92  38.4710  7.54  (9.79)6  (6.62) 
 
Ratios and supplemental data             

Net assets, end of period (in millions)  $1,169  $517  $171  $75  $14  $17 
Ratios (as a percentage of average net assets):             
Expenses before reductions  1.27  1.33  1.3511  1.56  1.93  1.73 
Expenses net of fee waivers and credits  1.27  1.29  1.2511  1.25  1.25  1.25 
Net investment income  0.38  0.32  0.1011  0.09  1.09  0.55 
Portfolio turnover (%)  55  41  27  38  58  64 
 

1 For the seven month period ended 3-31-11. The Fund changed its fiscal year end from August 31 to March 31.
2 After the close of business on 7-9-10, holders of Investor Class Shares of the former Robeco Boston Partners Mid Cap Value Fund (the Predecessor Fund) became owners of an equal number of full and fractional Class A shares of the John Hancock Disciplined Value Mid Cap Fund. These shares were first offered on 7-12-10. Additionally, the accounting and performance history of the Investor Class Shares of the Predecessor Fund was redesignated as that of John Hancock Disciplined Value Mid Cap Fund Class A.
3 Audited by previous independent registered public accounting firm.
4 Based on the average daily shares outstanding.
5 The amount shown for a share outstanding may differ with the distributions from net investment income for the period due to the timing of distributions in relations to fluctuations of shares outstanding during the period.
6 In 2009, the investment advisor fully reimbursed the Fund for a loss on a transaction not meeting the Fund’s investment guidelines, which otherwise would have reduced total return by 0.11% and net realized and unrealized gain/(loss) on investment by $0.01 per share.
7 Less than $0.01 per share.
8 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
9 Does not reflect the effect of sales charges, if any.
10 Not annualized.
11 Annualized.

See notes to financial statements  Annual report | Disciplined Value Mid Cap Fund  21 

 



CLASS C SHARES Period ended  3-31-13  3-31-121 
 
Per share operating performance     

Net asset value, beginning of period  $12.74  $10.63 
Net investment loss2  (0.05)  (0.02) 
Net realized and unrealized gain on investments  2.13  2.16 
Total from investment operations  2.08  2.14 
Less distributions     
From net realized gain    (0.03) 
Net asset value, end of period  $14.82  $12.74 
Total return (%)3,4  16.33  20.225 
 
Ratios and supplemental data     

Net assets, end of period (in millions)  $90  $20 
Ratios (as a percentage of average net assets):     
Expenses before reductions  2.08  2.106 
Expenses net of fee waivers and credits  2.08  2.106 
Net investment loss  (0.39)  (0.26)6 
Portfolio turnover (%)  55  417 
 

1 The inception date for Class C shares is 8-15-11.
2 Based on the average daily shares outstanding.
3 Does not reflect the effect of sales charges, if any.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.
7 Portfolio turnover is shown for the period from 4-1-11 to 3-31-12.

CLASS I SHARES Period ended  3-31-13  3-31-12  3-31-111  8-31-102  8-31-093  8-31-083 
 
Per share operating performance             

Net asset value, beginning of period  $12.79  $12.33  $8.92  $8.34  $9.35  $11.45 
Net investment income4  0.09  0.07  0.03  0.045  0.09  0.08 
Net realized and unrealized gain (loss)             
on investments  2.15  0.45  3.41  0.61  (1.01)6  (0.76) 
Total from investment operations  2.24  0.52  3.44  0.65  (0.92)  (0.68) 
Less distributions             
From net investment income  (0.08)  (0.03)  (0.03)  (0.07)  (0.09)  (0.06) 
From net realized gain    (0.03)      7  (1.36) 
Total distributions  (0.08)  (0.06)  (0.03)  (0.07)  (0.09)  (1.42) 
Net asset value, end of period  $14.95  $12.79  $12.33  $8.92  $8.34  $9.35 
Total return (%)9  17.64  4.28  38.648  7.76  (9.50)6  (6.41) 
 
Ratios and supplemental data             

Net assets, end of period (in millions)  $1,762  $948  $254  $87  $33  $35 
Ratios (as a percentage of average net assets):             
Expenses before reductions  0.93  0.98  0.9910  1.28  1.69  1.48 
Expenses net of fee waivers and credits  0.93  0.98  0.9910  1.00  1.00  1.00 
Net investment income  0.71  0.63  0.3710  0.41  1.33  0.80 
Portfolio turnover (%)  55  41  27  38  58  64 
 

1 For the seven month period ended 3-31-11. The Fund changed its fiscal year end from August 31 to March 31.
2 After the close of business on 7-9-10, holders of Institutional Class Shares of the former Robeco Boston Partners Mid Cap Value Fund (the Predecessor Fund) became owners of an equal number of full and fractional Class I shares of the John Hancock Disciplined Value Mid Cap Fund. These shares were first offered on 7-12-10. Additionally, the accounting and performance history of the Institutional Class Shares of the Predecessor Fund was redesignated as that of John Hancock Disciplined Value Mid Cap Fund Class I.
3 Audited by previous independent registered public accounting firm.
4 Based on the average daily shares outstanding.
5 The amount shown for a share outstanding may differ with the distributions from net investment income for the period due to the timing of distributions in relations to fluctuations of shares outstanding during the period.
6 In 2009, the investment advisor fully reimbursed the Fund for a loss on a transaction not meeting the Fund’s investment guidelines, which otherwise would have reduced total return by 0.11% and net realized and unrealized gain/(loss) on investment by $0.01 per share.
7 Less than $0.01 per share.  
8 Not annualized.
9 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
10 Annualized.

22  Disciplined Value Mid Cap Fund | Annual report  See notes to financial statements 

 



CLASS R2 SHARES Period ended  3-31-13  3-31-121 
 
Per share operating performance     

Net asset value, beginning of period  $12.78  $12.43 
Net investment income2  0.05  0.01 
Net realized and unrealized gain on investments  2.14  0.34 
Total from investment operations  2.19  0.35 
Less distributions     
From net investment income  (0.03)   
Net asset value, end of period  $14.94  $12.78 
Total return (%)3  17.15  2.824 
 
Ratios and supplemental data     

Net assets, end of period (in millions)  $15  5 
Ratios (as a percentage of average net assets):     
Expenses before reductions  2.15  16.136 
Expenses net of fee waivers and credits  1.40  1.456 
Net investment income  0.33  1.006 
Portfolio turnover (%)  55  417 
 

1 The inception date for Class R2 shares is 3-1-12.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Less than $500,000.
6 Annualized.
7 Portfolio turnover is shown for the period from 4-1-11 to 3-31-12.

CLASS R6 SHARES Period ended  3-31-13  3-31-121 
 
Per share operating performance     

Net asset value, beginning of period  $12.79  $10.95 
Net investment income2  0.11  0.08 
Net realized and unrealized gain on investments  2.14  1.82 
Total from investment operations  2.25  1.90 
Less distributions     
From net investment income  (0.09)  (0.03) 
From net realized gain    (0.03) 
Total distributions  (0.09)  (0.06) 
Net asset value, end of period  $14.95  $12.79 
Total return (%)3  17.68  17.454 
 
Ratios and supplemental data     

Net assets, end of period (in millions)  $100  $2 
Ratios (as a percentage of average net assets):     
Expenses before reductions  0.89  4.225 
Expenses net of fee waivers and credits  0.89  0.995 
Net investment income  0.84  1.255 
Portfolio turnover (%)  55  416 
 

1 The inception date for Class R6 shares is 9-1-11.
2 Based on the average daily shares outstanding.
3 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
4 Not annualized.
5 Annualized.
6 Portfolio turnover is shown for the period from 4-1-11 to 3-31-12.

See notes to financial statements  Annual report | Disciplined Value Mid Cap Fund  23 

 



CLASS ADV SHARES Period ended  3-31-13  3-31-12  3-31-111  8-31-102 
 
Per share operating performance         
Net asset value, beginning of period  $12.40  $11.97  $8.65  $8.86 
Net investment income3  0.04  0.04  0.01  4 
Net realized and unrealized gain (loss) on investments  2.10  0.43  3.32  (0.21) 
Total from investment operations  2.14  0.47  3.33  (0.21) 
Less distributions         
From net investment income  (0.05)  (0.01)  (0.01)   
From net realized gain    (0.03)     
Total distributions  (0.05)  (0.04)  (0.01)   
Net asset value, end of period  $14.49  $12.40  $11.97  $8.65 
Total return (%)5  17.33  3.94  38.506  (2.37)6 
 
Ratios and supplemental data         

Net assets, end of period (in millions)  $1  $1  7  7 
Ratios (as a percentage of average net assets):         
Expenses before reductions  3.74  4.18  5.788  1.428 
Expenses net of fee waivers and credits  1.25  1.25  1.258  1.258 
Net investment income (loss)  0.35  0.37  0.158  (0.37)8 
Portfolio turnover (%)  55  41  27  389 
   

1 For the seven month period ended 3-31-11. The Fund changed its fiscal year end from August 31 to March 31.
2 The inception date for Class ADV shares is 7-12-10.
3 Based on the average daily shares outstanding.
4 Less than $0.005 per share.
5 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
6 Not annualized.
7 Less than $500,000.
8 Annualized.
9 Portfolio turnover is shown for the period from 9-1-09 to 8-31-10.

24  Disciplined Value Mid Cap Fund | Annual report  See notes to financial statements 

 



Notes to financial statements

Note 1 — Organization

John Hancock Disciplined Value Mid Cap Fund (the Fund) is a series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek long-term growth of capital with current income as a secondary objective.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of assets and liabilities. Class A and Class C shares are offered to all investors. Class I shares are offered to institutions and certain investors. Class R2 shares are available only to certain retirement plans. Class R6 shares are available only to certain retirement plans, institutions and other investors. Class ADV shares are available only to investors who acquired Class A shares as a result of the reorganization of Robeco Boston Partners Mid Cap Value Fund (the Predecessor Fund) into the Fund and are closed to new investors. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees, if any, transfer agent fees, printing and postage and state registration fees for each class may differ.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates and those differences could be significant. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. In order to value the securities, the Fund uses the following valuation techniques: Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then the securities are valued using the last quoted bid or evaluated price. Investments by the Fund in open-end mutual funds, including John Hancock Collateral Investment Trust (JHCIT), are valued at their respective net asset values each business day. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Other portfolio securities and assets, where reliable market quotations are not available, are valued at fair value as determined in good faith by the Fund’s Pricing Committee following procedures established by the Board of Trustees, which include price verification procedures. The frequency with which these fair valuation procedures are used cannot be predicted. Certain short-term securities are valued at amortized cost.

The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes securities valued using quoted prices in active markets for identical securities. Level 2 includes securities valued using other significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these inputs are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes securities valued using significant unobservable inputs

Annual report | Disciplined Value Mid Cap Fund  25 

 



when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. Factors used in determining value may include market or issuer specific events or trends, changes in interest rates and credit quality. The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy.

As of March 31, 2013, all investments are categorized as Level 1 under the hierarchy described above.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Dividend income is recorded on the ex-date, except for dividends of foreign securities where the dividend may not be known until after the ex-date. In those cases, dividend income, net of withholding taxes, is recorded when the Fund becomes aware of the dividends. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation.

Securities lending. The Fund may lend its securities to earn additional income. It receives cash collateral from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its collateral in JHCIT, an affiliate of the Fund, which has a floating net asset value (NAV) and invests in short term investments as part of the securities lending program, and as a result, the Fund will receive the benefit of any gains and bear any losses generated by JHCIT. Although risk of the loss of the securities lent is mitigated by holding the collateral and through securities lending provider indemnification, the Fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the securities or if collateral investments decline in value or possible loss of rights in the collateral should the borrower fail financially. The Fund may receive compensation for lending its securities by retaining a portion of the return on the investment of the collateral and compensation from fees earned from borrowers of the securities. Net income received from JHCIT is a component of securities lending income as recorded on the Statement of operations.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to the Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian may have a lien, security interest or security entitlement in any Fund property that is not otherwise segregated or pledged, to the maximum extent permitted by law, to the extent of any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with Citibank N.A. that enables them to participate in a $300 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis and is reflected in other expenses on the Statement of operations. Prior to March 27, 2013, the Fund participated in a $100 million unsecured line of credit, also with Citibank, with terms otherwise similar to the existing agreement. Commitment fees for the year ended March 31, 2013 were $3,229.

Expenses. Within the John Hancock Funds complex, expenses that are directly attributable to an individual fund are allocated to such fund. Expenses that are not readily attributable to a specific fund are allocated among all funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the fund’s relative net assets. Expense

26  Disciplined Value Mid Cap Fund | Annual report 

 



estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses and realized and unrealized gains (losses) are determined at the fund level and allocated daily to each class of shares based on the net assets of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage, for all classes, are calculated daily at the class level based on the appropriate net assets of each class and the specific expense rates applicable to each class.

Federal income taxes. The Fund intends to continue to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses for an unlimited period. Capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law.

As of March 31, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, derecognition or disclosure. The Fund’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-date. The Fund generally declares and pays dividends and capital gain distributions, if any, annually. The tax character of distributions for the years ended March 31, 2013 and 2012 was as follows:

  MARCH 31, 2013  MARCH 31, 2012 

Ordinary Income  $11,110,209  $2,066,615 
Long-Term Capital Gain    $1,768,798 

Distributions paid by the Fund with respect to each class of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of class level expenses that may be applied differently to each class. As of March 31, 2013, the components of distributable earnings on a tax basis consisted of $19,829,478 of undistributed ordinary income and $19,118,251 of long-term capital gains.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences, if any, will reverse in a subsequent period. Book-tax differences are primarily attributable to wash sale loss deferrals.

Note 3 — Guarantees and indemnifications

Under the Fund’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust, including the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss from such claims is considered remote.

Annual report | Disciplined Value Mid Cap Fund  27 

 



Note 4 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Advisor) serves as investment advisor for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Advisor, serves as principal underwriter of the Trust. The Advisor and the Distributor are indirect, wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management agreement with the Advisor under which the Fund pays a daily management fee to the Advisor equivalent, on an annual basis, to the sum of: (a) 0.800% of the first $500,000,000 of the Fund’s average daily net assets; (b) 0.775% of the next $500,000,000 of the Fund’s average daily net assets; (c) 0.750% of the next $500,000,000 of the Fund’s average daily net assets; (d) 0.725% of the next $1,000,000,000 of the Fund’s average daily net assets; and (e) 0.700% of the Fund’s average daily net assets in excess of $2,500,000,000. The Advisor has a subadvisory agreement with Robeco Investment Management, Inc. The Fund is not responsible for payment of the subadvisory fees.

The Advisor has contractually agreed to waive fees and/or reimburse certain expenses for each share class of the Fund. This agreement excludes certain expenses such as taxes, brokerage commissions, interest, litigation expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, acquired fund fees and expenses and short dividend expense. The reimbursements are such that these expenses will not exceed 1.35%, 2.10%, 1.04%, 1.40%, 0.95% and 1.25% for Class A, Class C, Class I, Class R2, Class R6 and Class ADV shares, respectively. The expense reimbursements will continue in effect until at least June 30, 2013 for Class A, Class C, Class I and Class R2 shares, June 30, 2014 for Class ADV shares and September 30, 2013 for Class R6 shares. Prior to July 1, 2012 for Class R2 and Class R6 shares and prior to July 10, 2012 for Class I shares, the fee waivers and/or reimbursements were such that these expenses would not exceed 1.45%, 0.99% and 1.00%, respectively. From July 1, 2012 to September 10, 2012 the fee waivers and/or reimbursements for Class R2 and Class R6 shares were voluntary.

For the year ended March 31, 2013, the expense reductions amounted to the following:

CLASS  EXPENSE REDUCTIONS 

Class A   
Class C   
Class I   
Class R2  $17,868 
Class R6   
Class ADV  18,004 
Total  $35,872 

The investment management fees incurred for the year ended March 31, 2013 were equivalent to a net annual effective rate of 0.76% of the Fund’s average daily net assets.

Accounting and legal services. Pursuant to a service agreement the Fund reimburses the Advisor for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services to the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports, among other services. These expenses are allocated to each share class based on its relative net assets at the time the expense was incurred. These accounting and legal services fees incurred for the year ended March 31, 2013 amounted to an annual rate of 0.02% of the Fund’s average daily net assets.

28  Disciplined Value Mid Cap Fund | Annual report 

 



Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class C, Class R2 and Class ADV shares pursuant to Rule 12b-1 under the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. In addition, under a service plan for Class R2 shares, the Fund pays for certain other services. The Fund pays the following contractual rates of distribution and may pay up to the following contractual rates of service fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

CLASS  RULE 12b–1 FEE  SERVICE FEE 

Class A  0.30%   
Class C  1.00%   
Class R2  0.25%  0.25% 
Class ADV  0.25%   

Currently, only 0.25% is charged to Class A shares for 12b-1 fees and 0.04% is charged to Class R2 shares for service fees.

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $1,918,836 for the year ended March 31, 2013. Of this amount, $282,737 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $1,629,327 was paid as sales commissions to broker-dealers and $6,772 was paid as sales commissions to sales personnel of Signator Investors, Inc., a broker-dealer affiliate of the Advisor.

Class A and Class C shares may be subject to contingent deferred sales charges (CDSCs). Certain Class A shares that are acquired through purchases of $1 million or more and are redeemed within one year of purchase are subject to a 1.00% sales charge. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC. CDSCs are applied to the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related in connection with the sale of these shares. During the year ended March 31, 2013, CDSCs received by the Distributor amounted to $1,282 and $14,273 for Class A and Class C shares, respectively.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (Signature Services), an affiliate of the Advisor. The transfer agent fees paid to Signature Services are determined based on the cost to Signature Services (Signature Services Cost) of providing recordkeeping services. The Signature Services Cost includes a component of allocated John Hancock corporate overhead for providing transfer agent services to the Fund and to all other John Hancock affiliated funds. It also includes out-of-pocket expenses that are comprised of payments made to third-parties for recordkeeping services provided to their clients who invest in one or more John Hancock funds. In addition, Signature Services Cost may be reduced by certain fees that Signature Services receives in connection with retirement and small accounts. Signature Services Cost is calculated monthly and allocated, as applicable, to four categories of share classes: Institutional Share Classes, Retirement Share Classes, Municipal Bond Classes and all other Retail Share Classes. Within each of these categories, the applicable costs are allocated to the affected John Hancock affiliated funds and/or classes, based on the relative average daily net assets.

Annual report | Disciplined Value Mid Cap Fund  29 

 



Class level expenses. Class level expenses for the year ended March 31, 2013 were:

  DISTRIBUTION  TRANSFER  STATE  PRINTING AND 
CLASS  AND SERVICE FEES  AGENT FEES  REGISTRATION FEES  POSTAGE 

Class A  $1,993,538  $1,494,341  $68,513  $82,251 
Class C  500,728  93,540  33,886  5,710 
Class I    1,182,123  52,070  84,642 
Class R2  6,893  726  23,227  694 
Class R6    15,865  21,040  5,256 
Class ADV  1,806  1,362  17,522  476 
Total  $2,502,965  $2,787,957  $216,258  $179,029 

Trustee expenses. The Fund compensates each Trustee who is not an employee of the Advisor or its affiliates. Under the John Hancock Group of Funds Deferred Compensation Plan (the Plan) which was terminated in November 2012, certain Trustees could have elected, for tax purposes, to defer receipt of this compensation. Any deferred amounts were invested in various John Hancock funds. The investment of deferred amounts and the offsetting liability are included within Other receivables and prepaid expenses and Payable to affiliates — Trustees’ fees, respectively, in the accompanying Statement of assets and liabilities. Plan assets will be liquidated in accordance with the Plan documents.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund(s), along with other funds advised by the Advisor, may participate in an interfund lending program This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund’s activity in this program during the period for which loans were outstanding was as follows:

    WEIGHTED   
  AVERAGE LOAN  AVERAGE   
BORROWER OR LENDER  BALANCE  INTEREST RATE  INTEREST 

Lender  $4,008,434  0.49%  $55 

Note 5 — Fund share transactions

Transactions in Fund shares for the years ended March 31, 2013 and 2012 were as follows:

    Year ended 3-31-13    Year ended 3-31-12 
  Shares  Amount  Shares  Amount 
Class A shares         

Sold  56,469,128  $711,395,855  40,929,038  $467,151,243 
Distributions reinvested  207,363  2,635,578  93,424  988,426 
Repurchased  (17,712,702)  (224,518,358)  (13,637,297)  (152,469,459) 
 
Net increase  38,963,789  $489,513,075  27,385,165  $315,670,210 
 
Class C shares1         

Sold  4,948,361  $64,502,527  1,637,864  $19,443,043 
Distributions reinvested      1,111  12,086 
Repurchased  (487,904)  (6,303,855)  (45,172)  (501,404) 
 
Net increase  4,460,457  $58,198,672  1,593,803  $18,953,725 
 
Class I shares         

Sold  78,343,767  $1,035,883,636  64,864,977  $773,298,013 
Distributions reinvested  397,873  5,208,153  77,502  843,998 
Repurchased  (35,018,145)  (451,367,677)  (11,396,628)  (132,055,818) 
 
Net increase  43,723,495  $589,724,112  53,545,851  $642,086,193 

 

30  Disciplined Value Mid Cap Fund | Annual report 

 



    Year ended 3-31-13    Year ended 3-31-12 
  Shares  Amount  Shares  Amount 
Class R2 shares2         

Sold  1,158,514  $16,418,697  8,045  $100,000 
Distributions reinvested  221  2,891     
Repurchased  (141,580)  (2,063,617)     
 
Net increase  1,017,155  $14,357,971  8,045  $100,000 
 
Class R6 shares3         

Sold  6,859,308  $86,493,579  175,316  $2,180,325 
Distributions reinvested  34,776  455,223     
Repurchased  (397,409)  (5,208,065)  (12,514)  (157,180) 
 
Net increase  6,496,675  $81,740,737  162,802  $2,023,145 
 
Class ADV shares         

Sold  797  $10,312  70,774  $770,849 
Distributions reinvested  213  2,703  241  2,554 
Repurchased  (22,653)  (281,917)  (8,512)  (96,452) 
 
Net increase  (21,643)  ($268,902)  62,503  $676,951 
 
Net increase  94,639,928  $1,233,265,665  82,758,169  $979,510,224 

1The inception date for Class C shares is 8-15-11.
2The inception date for Class R2 shares is 3-1-12.
3The inception date for Class R6 shares is 9-1-11.

Note 6 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities, aggregated $2,239,581,537 and $1,082,546,561, respectively, for the year ended March 31, 2013.

Annual report | Disciplined Value Mid Cap Fund  31 

 



Auditor’s report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock Disciplined Value Mid Cap Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock Disciplined Value Mid Cap Fund (the “Fund”) at March 31, 2013, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods ended August 31, 2010, March 31, 2013, 2012 and 2011, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at March 31, 2013 by correspondence with the custodian, transfer agent and brokers, provide a reasonable basis for our opinion.

The financial highlights of the Fund for periods ending on or before August 31, 2009 were audited by another independent registered public accounting firm, whose report dated October 27, 2009 expressed an unqualified opinion thereon.

PricewaterhouseCoopers LLP
Boston, Massachusetts
May 22, 2013

32  Disciplined Value Mid Cap Fund | Annual report 

 



Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended March 31, 2013.

The Fund reports the maximum amount allowable of its net taxable income as eligible for the corporate dividends-received deduction.

The Fund reports the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003.

Eligible shareholders will be mailed a 2013 Form 1099-DIV in early 2014. This will reflect the tax character of all distributions paid in calendar year 2013.

Please consult a tax advisor regarding the tax consequences of your investment in the Fund.

Annual report | Disciplined Value Mid Cap Fund  33 

 



Special Shareholder Meeting

On November 13, 2012, a Special Meeting of the Shareholders of John Hancock Funds III and each of its series, including John Hancock Disciplined Value Mid Cap Fund, was held at 601 Congress Street, Boston, Massachusetts, for the purpose of considering and voting on the following proposal:

Proposal: Election of thirteen (13) Trustees as members of the Board of Trustees of John Hancock Funds III.

  TOTAL VOTES  TOTAL VOTES WITHHELD 
  FOR THE NOMINEE  FROM THE NOMINEE 

Independent Trustees     
Charles L. Bardelis  657,515,396.49  7,284,346.35 
Peter S. Burgess  657,435,609.53  7,364,133.30 
William H. Cunningham  654,078,766.31  10,720,976.53 
Grace K. Fey  657,602,863.91  7,196,878.92 
Theron S. Hoffman  657,614,243.23  7,185,499.60 
Deborah C. Jackson  657,542,023.74  7,257,719.09 
Hassell H. McClellan  657,319,823.50  7,479,919.34 
James M. Oates  656,971,552.43  7,828,190.40 
Steven R. Pruchansky  657,559,900.72  7,239,842.11 
Gregory A. Russo  658,072,539.03  6,727,203.80 
Non-Independent Trustees     
James R. Boyle  657,895,765.77  6,903,977.06 
Craig Bromley  657,588,989.57  7,210,753.26 
Warren A. Thomson  657,817,862.75  6,981,880.08 

 

34  Disciplined Value Mid Cap Fund | Annual report 

 



Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund as of December 1, 2012. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees

Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James M. Oates,2 Born: 1946  2012  234 

Managing Director, Wydown Group (financial consulting firm) (since 1994); Chairman and Director, 
Emerson Investment Management, Inc. (since 2000); Independent Chairman, Hudson Castle Group, Inc. 
(formerly IBEX Capital Markets, Inc.) (financial services company) (1997–2011); Director, Stifel Financial 
(since 1996); Director, Investor Financial Services Corporation (1995–2007); Director, Connecticut River 
Bancorp (since 1998); Director, Virtus Funds (formerly Phoenix Mutual Funds) (since 1988). Trustee 
and Chairperson of the Board, John Hancock retail funds (since 2012); Trustee (2005–2006 and since 
2012) and Chairperson of the Board (since 2012), John Hancock Funds III; Trustee (since 2004) and 
Chairperson of the Board (since 2005), John Hancock Variable Insurance Trust; Trustee and Chairperson 
of the Board (since 2005), John Hancock Funds II.     
 
Charles L. Bardelis,2,3 Born: 1941  2012  234 

Director, Island Commuter Corp. (marine transport). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust (since 1988); Trustee, John Hancock Funds II (since 2005).     
 
Peter S. Burgess,2,3 Born: 1942  2012  234 

Consultant (financial, accounting and auditing matters) (since 1999); Certified Public Accountant; 
Partner, Arthur Andersen (independent public accounting firm) (prior to 1999); Director, Lincoln 
Educational Services Corporation (since 2004); Director, Symetra Financial Corporation (since 2010); 
former Director, PMA Capital Corporation (2004–2010). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2005).     
 
William H. Cunningham, Born: 1944  2006  234 

Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas 
System and former President of the University of Texas, Austin, Texas; Director, LIN Television (since 
2009); Chairman (since 2009) and Director (since 2006), Lincoln National Corporation (insurance); 
Director, Resolute Energy Corporation (since 2009); Director, Southwest Airlines (since 2000); former 
Director, Introgen (manufacturer of biopharmaceuticals) (until 2008); former Director, Hicks Acquisition 
Company I, Inc. (until 2007); former Director, Texas Exchange Bank, SSB (formerly Bank of Crowley) 
(until 2009); former Advisory Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) 
(until 2009). Trustee, John Hancock retail funds (since 1986); Trustee, John Hancock Variable Insurance 
Trust (since 2012); Trustee, John Hancock Funds II (since 2012 and 2005–2006).   
 
Grace K. Fey,2 Born: 1946  2012  234 

Chief Executive Officer, Grace Fey Advisors (since 2007); Director and Executive Vice President, 
Frontier Capital Management Company (1988–2007); Director, Fiduciary Trust (since 2009). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2008).     

 

Annual report | Disciplined Value Mid Cap Fund  35 

 



Independent Trustees (continued)

Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
Theron S. Hoffman,2,3 Born: 1947  2012  234 

Chief Executive Officer, T. Hoffman Associates, LLC (consulting firm) (since 2003); Director, The Todd 
Organization (consulting firm) (2003–2010); President, Westport Resources Management (investment 
management consulting firm) (2006–2008); Senior Managing Director, Partner and Operating Head, 
Putnam Investments (2000–2003); Executive Vice President, The Thomson Corp. (financial and 
legal information publishing) (1997–2000). Trustee, John Hancock retail funds (since 2012); Trustee, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2008).   
 
Deborah C. Jackson, Born: 1952  2008  234 

President, Cambridge College, Cambridge, Massachusetts (since 2011); Chief Executive Officer, 
American Red Cross of Massachusetts Bay (2002–2011); Board of Directors of Eastern Bank Corporation 
(since 2001); Board of Directors of Eastern Bank Charitable Foundation (since 2001); Board of Directors 
of American Student Assistance Corporation (1996–2009); Board of Directors of Boston Stock Exchange 
(2002–2008); Board of Directors of Harvard Pilgrim Healthcare (health benefits company) (2007–2011). 
Trustee, John Hancock retail funds (since 2008); Trustee of John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Hassell H. McClellan,2 Born: 1945  2012  234 

Associate Professor, The Wallace E. Carroll School of Management, Boston College (since 1984); 
Trustee, Virtus Variable Insurance Trust (formerly Phoenix Edge Series Funds) (since 2008); Director, 
The Barnes Group (since 2010). Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock 
Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance Trust and   
John Hancock Funds II (since 2005).     
 
Steven R. Pruchansky, Born: 1944  2006  234 

Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director 
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First 
American Bank (until 2010); Managing Director, Jon James, LLC (real estate) (since 2000); Director, 
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President, 
Maxwell Building Corp. (until 1991). Trustee (since 1992) and Chairperson of the Board (2011–2012), 
John Hancock retail funds; Trustee and Vice Chairperson of the Board, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2012).   
 
Gregory A. Russo, Born: 1949  2008  234 

Director and Audit Committee Chairman (since 2012) and Member, Audit Committee and Finance 
Committee (since 2011), NCH Healthcare System, Inc. (holding company for multi-entity healthcare 
system); Director and Member of Finance Committee, The Moorings, Inc. (nonprofit continuing care 
community) (since 2012); Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); 
Vice Chairman, Industrial Markets, KPMG (1998–2002); Chairman and Treasurer, Westchester 
County, New York, Chamber of Commerce (1986–1992); Director, Treasurer and Chairman of 
Audit and Finance Committees, Putnam Hospital Center (1989–1995); Director and Chairman of 
Fundraising Campaign, United Way of Westchester and Putnam Counties, New York (1990–1995). 
Trustee, John Hancock retail funds (since 2008); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     

 

36  Disciplined Value Mid Cap Fund | Annual report 

 



Non-Independent Trustees4

Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James R. Boyle,2 Born: 1959  2012  234 

Senior Executive Vice President, John Hancock Financial Services (1999–2012, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Funds, LLC and John Hancock 
Investment Management Services, LLC (2005–2010). Trustee, John Hancock retail funds (since 2012 and 
2005–2010), Trustee, John Hancock Variable Insurance Trust and John Hancock Funds II (since 2005). 
 
Craig Bromley,2 Born: 1966  2012  234 

President, John Hancock Financial Services (since 2012); Senior Executive Vice President and General 
Manager, U.S. Division, John Hancock Financial Services (since 2012); President and Chief Executive 
Officer, Manulife Insurance Company (Manulife (Japan) (2005–2012), including prior positions). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Warren A. Thomson,2 Born: 1955  2012  234 

Senior Executive Vice President and Chief Investment Officer, Manulife Financial Corporation (since 
2001, including prior positions); Director, Manulife Trust Company and Manulife Bank of Canada 
(2001–2013, including prior positions); Director and Chairman, Manulife Asset Management (since 
2001, including prior positions). Trustee, John Hancock retail funds, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2012).     

Principal officers who are not Trustees

Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Hugh McHaffie, Born: 1959  2012 

President   
Executive Vice President, John Hancock Financial Services (since 2006, including prior positions);   
Chairman and Director, John Hancock Advisers, LLC, John Hancock Investment Management Services, 
LLC and John Hancock Funds, LLC (since 2010); President, John Hancock Advisers, LLC (since 2012); 
President, John Hancock Investment Management Services, LLC (since 2010). President (since 2012) and 
former Trustee (2010–2012), John Hancock retail funds; President, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2009).   
 
Andrew G. Arnott, Born: 1971  2009 

Executive Vice President   
Senior Vice President, John Hancock Financial Services (since 2009); Executive Vice President,   
John Hancock Advisers, LLC (since 2005); Executive Vice President, John Hancock Investment   
Management Services, LLC (since 2006); President, John Hancock Funds, LLC (since 2004, including 
prior positions); Executive Vice President, John Hancock retail funds (since 2007, including prior   
positions); Executive Vice President, John Hancock Variable Insurance Trust and John Hancock Funds II 
(since 2007, including prior positions).   
 
Thomas M. Kinzler, Born: 1955  2006 

Secretary and Chief Legal Officer   
Vice President, John Hancock Financial Services (since 2006); Secretary and Chief Legal Counsel,   
John Hancock Funds, LLC (since 2007); Secretary and Chief Legal Officer, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2006).   

 

Annual report | Disciplined Value Mid Cap Fund  37 

 



Principal officers who are not Trustees (continued)

Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Francis V. Knox, Jr., Born: 1947  2006 

Chief Compliance Officer   
Vice President, John Hancock Financial Services (since 2005); Chief Compliance Officer, John Hancock 
retail funds, John Hancock Variable Insurance Trust, John Hancock Funds II, John Hancock Advisers, 
LLC and John Hancock Investment Management Services, LLC (since 2005); Vice President and Chief 
Compliance Officer, John Hancock Asset Management a division of Manulife Asset Management (US) 
LLC (2005–2008).   
 
Charles A. Rizzo, Born: 1957  2007 

Chief Financial Officer   
Vice President, John Hancock Financial Services (since 2008); Senior Vice President, John Hancock   
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2008); Chief Financial 
Officer, John Hancock retail funds, John Hancock Variable Insurance Trust and John Hancock   
Funds II (since 2007).   
 
Salvatore Schiavone, Born: 1965  2010 

Treasurer   
Assistant Vice President, John Hancock Financial Services (since 2007); Vice President, John Hancock 
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2007); Treasurer,   
John Hancock retail funds (since 2007, including prior positions); Treasurer, John Hancock Variable   
Insurance Trust and John Hancock Funds II (since 2010 and 2007–2009, including prior positions).   

John Hancock retail funds is comprised of John Hancock Funds III and 33 other John Hancock funds consisting of 23 series of other John Hancock trusts and 10 closed-end funds.

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Trust and is available without charge, upon request, by calling 1-800-225-5291.

1 Each Trustee holds office until his or her successor is elected and qualified, or until the Trustee’s death, retirement, resignation or removal.

2 Became a Trustee of the Trust effective December 1, 2012.

3 Member of Audit Committee.

4 Because Messrs. Bromley and Thomson are senior executives or directors and Mr. Boyle held prior positions as a senior executive and director of the Advisor and/or its affiliates, each of them is considered an “interested person,” as defined in the Investment Company Act of 1940, of the Trust.

38  Disciplined Value Mid Cap Fund | Annual report 

 



 
Trustees  Investment advisor 
James M. Oates, Chairman  John Hancock Investment Management 
Steven R. Pruchansky, Vice Chairman  Services, LLC 
Charles L. Bardelis*   
James R. Boyle  Subadvisor 
Craig Bromley  Robeco Investment Management, Inc. 
Peter S. Burgess* 
William H. Cunningham  Principal distributor 
Grace K. Fey  John Hancock Funds, LLC  
Theron S. Hoffman* 
Deborah C. Jackson  Custodian 
Hassell H. McClellan  State Street Bank and Trust Company 
Gregory A. Russo 
Warren A. Thomson  Transfer agent  
  John Hancock Signature Services, Inc. 
Officers 
Hugh McHaffie  Legal counsel  
President  K&L Gates LLP 
 
Andrew G. Arnott  Independent registered 
Executive Vice President  public accounting firm 
  PricewaterhouseCoopers LLP 
Thomas M. Kinzler   
Secretary and Chief Legal Officer   
 
Francis V. Knox, Jr.   
Chief Compliance Officer   
 
Charles A. Rizzo   
Chief Financial Officer   
 
Salvatore Schiavone   
Treasurer   

*Member of the Audit Committee
†Non-Independent Trustee

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site at www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:     
1-800-225-5291  Regular mail:  Express mail: 
jhfunds.com  John Hancock Signature Services, Inc.  John Hancock Signature Services, Inc. 
  P.O. Box 55913  Mutual Fund Image Operations 
  Boston, MA 02205-5913  30 Dan Road 
    Canton, MA 02021 

 

Annual report | Disciplined Value Mid Cap Fund  39 

 




1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com


This report is for the information of the shareholders of John Hancock Disciplined Value Mid Cap Fund.   
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.  363A 3/13 
MF138218  5/13 

 





A look at performance

Total returns for the period ended March 31, 2013

  Average annual total returns (%)    Cumulative total returns (%)   
  with maximum sales charge    with maximum sales charge   

  1-year  5-year  10-year  1-year  5-year  10-year 
Class A1,2  2.76  –0.84  8.83  2.76  –4.12  133.10 

Class i1,2,3  8.61  0.34  9.47  8.61  1.72  147.23 

Class NAV1,2,3  8.69  0.75  9.92  8.69  3.83  157.42 


Performance figures assume all distributions have been reinvested. Figures reflect maximum sales charge on Class A shares of 5%. Sales charges are not applicable to Class I or Class NAV shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from those disclosed in the Financial highlights tables in this report. The fee waivers and expense limitations are contractual until at least 6-30-14 for Class A shares and Class I shares. Had the fee waivers and expense limitations not been in place, gross expenses would apply. For all other classes, the net expenses equal the gross expenses. The expense ratios are as follows:

  Class A*  Class I*  Class NAV 
Net (%)  1.60  1.29  1.08 
Gross (%)  4.35  8.09  1.08 


*
Expenses have been restated to reflect estimated fees and expenses for the current fiscal year.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For performance data current to the most recent month end, please call 1-800-225-5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The Fund’s performance results reflect any applicable fee waivers or expense reductions, without which the expenses would increase and results would have been less favorable.

See the following page for footnotes.

6  International Value Equity Fund | Annual report 

 



 

 
    With maximum  Without     
  Start date  sales charge  sales charge  Index 1  Index 2 

Class I3  3-31-03  $24,723  $24,723  $27,055  $28,230 

Class NAV3  3-31-03  25,742  25,742  27,055  28,230 


MSCI World ex-USA Index
(gross of foreign withholding taxes on dividends) is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed markets, excluding the United States of America.

MSCI World ex-USA Value Index (gross of foreign withholding taxes on dividends) is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed markets, excluding the United States of America, that have higher than average value characteristics.

It is not possible to invest directly in an index. Index figures do not reflect expenses or sales charges, which would have resulted in lower values if they did.

Footnotes related to performance pages

1 After the close of business on 2-11-11, holders of Class A shares of Optique International Value Fund (the Predecessor Fund) became owners of an equal number of full and fractional Class A shares of John Hancock International Value Equity Fund. These shares were first offered on 2-14-11. Additionally, the accounting and performance history of the Class A shares of the Predecessor Fund was redesignated as that of John Hancock International Value Equity Fund Class A. Class I shares were first offered on 2-14-11 and Class NAV shares were first offered on 12-16-11. Returns prior to these dates are those of Class A shares that have been recalculated to reflect the gross fees and expenses of Class I and Class NAV shares, as applicable.
2 In October 2011, the advisor made a voluntary payment to the Fund of $6,950, or approximately $0.018 per share. Without this payment, performance would have been lower.
3 For certain types of investors, as described in the Fund’s prospectuses.

 

 

Annual report | International Value Equity Fund  7 

 



Management’s discussion of
Fund performance

By John Hancock Asset Management
a division of Manulife Asset Management (US) LLC

After early weakness reflecting renewed fears about the European sovereign debt crisis, international stocks rallied smartly to finish the 12 months ended March 31, 2013 with solid gains. Global equity markets responded positively to actions by several key central banks to keep interest rates low. Stocks also got a boost at the beginning of 2013, when the U.S. Congress took steps to avoid the worst of the fiscal cliff tax hikes. The rally stalled in February amid growing worries about parliamentary elections in Italy. In March, banks in Cyprus required a $10 billion bailout from the European Union and the International Monetary Fund. Among the benchmark’s major components, Switzerland and Australia did especially well. Japan’s market also posted a solid gain, despite extreme weakness in the yen.

For the 12 months ended March 31, 2013, John Hancock International Value Equity Fund’s Class A shares returned 8.16%, excluding sales charge, versus 11.01% for the Fund’s benchmark, the MSCI World ex-USA Index and 8.90% for the average foreign large-cap value fund monitored by Morningstar, Inc.† Stock picking in the financials sector detracted from performance, as the Fund was hurt by its generally lighter-than-benchmark exposure to European banks. Our picks in industrials, materials and telecommunications services also dampened performance. Geographically, the primary negative factor for the Fund was stock selection in Japan. In fact, six out of the Fund’s 10 biggest detractors were Japan-based companies. Modest out-of-benchmark exposure to Brazilian energy and mining companies also weighed on performance. At the stock level, a small position in Japanese electronics and entertainment conglomerate Sony Corp. fared poorly, and we sold it in the second quarter. Also detracting were Brazilian energy company Petroleo Brasileiro, SA, which we sold, and U.K.-headquartered miner Anglo American PLC. Offsetting these negatives to some extent was favorable positioning in the United Kingdom, Italy, the Netherlands and Norway. One significant contributor was German hospital management firm Rhoen-Klinikum AG, which we sold profitably last April soon after the company received a takeover bid from Fresenius SE & Co. We bought shares again in November.

This commentary reflects the views of the portfolio managers through the end of the period discussed in this report. The managers’ statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

Foreign investing, especially in emerging markets, has additional risks, such as currency and market volatility and political and social instability. Value stocks may not increase in price as anticipated or may decline further in value. Hedging and other strategic transactions may increase volatility of a fund and, if the transaction is not successful, could result in a significant loss. The prices of medium company stocks can change more frequently and dramatically than those of large company stocks. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Figures from Morningstar, Inc. include reinvested dividends and do not take into account sales charges. Actual load-adjusted performance is lower.

8  International Value Equity Fund | Annual report 

 



Your expenses

These examples are intended to help you understand your ongoing operating expenses of investing in the Fund so you can compare these costs with the ongoing costs of investing in other mutual funds.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

 Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about the Fund’s actual ongoing operating expenses, and is based on the Fund’s actual return. It assumes an account value of $1,000.00 on October 1, 2012 with the same investment held until March 31, 2013.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,086.90  $8.32 

Class I  1,000.00  1,088.80  6.72 

Class NAV  1,000.00  1,089.60  5.57 

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at March 31, 2013, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:


 
Annual report | International Value Equity Fund  9 

 



Your expenses

Hypothetical example for comparison purposes

This table allows you to compare the Fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not the Fund’s actual return). It assumes an account value of $1,000.00 on October 1, 2012, with the same investment held until March 31, 2013. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses. Please remember that these hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,017.00  $8.05 

Class I  1,000.00  1,018.50  6.49 

Class NAV  1,000.00  1,019.60  5.39 


Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

1 Expenses are equal to the Fund’s annualized expense ratio of 1.60%, 1.29% and 1.07% for Class A, Class I and Class NAV shares, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

10  International Value Equity Fund | Annual report 

 



Portfolio summary

Top Ten Holdings (11.6% of Net Assets on 3-31-13)1,2     

Nestle SA  1.5%  Reed Elsevier PLC  1.1% 


Novartis AG  1.3%  Barclays PLC  1.1% 


Heineken Holding NV  1.2%  Unilever PLC  1.1% 


HSBC Holdings PLC  1.2%  Koninklijke Philips Electronics NV  1.0% 


Westpac Banking Corp.  1.1%  Tsuruha Holdings, Inc.  1.0% 


 
 
Sector Composition1,3       

Financials  21.0%  Materials  7.9% 


Industrials  15.4%  Telecommunication Services  5.4% 


Health Care  10.6%  Utilities  4.2% 


Consumer Staples  9.8%  Information Technology  2.9% 


Energy  9.5%  Short-Term Investments & Other  5.0% 


Consumer Discretionary  8.3%     

 

 

1 As a percentage of net assets on 3-31-13.

2 Cash and cash equivalents not included.

3 Foreign investing, especially in emerging markets, has additional risks, such as currency and market volatility and political and social instability. Value stocks may not increase in price as anticipated or may decline further in value. Hedging and other strategic transactions may increase volatility of a fund and, if the transaction is not successful, could result in a significant loss. The prices of medium company stocks can change more frequently and dramatically than those of large company stocks. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Annual report | International Value Equity Fund  11 

 



Fund’s investments

As of 3-31-13

  Shares  Value 
Common Stocks 94.1%    $301,959,685 

(Cost $264,539,059)     
 
Australia 7.7%    24,800,201 
 
AGL Energy, Ltd.  139,581  2,309,358 

Amcor, Ltd.  283,351  2,751,407 

BHP Billiton, Ltd.  76,483  2,617,248 

Incitec Pivot, Ltd.  708,338  2,287,715 

National Australia Bank, Ltd.  99,939  3,217,389 

Newcrest Mining, Ltd.  111,951  2,339,476 

Santos, Ltd.  207,618  2,699,551 

Sonic Healthcare, Ltd.  204,587  2,985,476 

Westpac Banking Corp.  111,691  3,592,581 
 
Austria 1.4%    4,377,018 
 
OMV AG  65,326  2,780,314 

Telekom Austria AG  243,095  1,596,704 
 
Canada 7.7%    24,569,549 
 
Bank of Montreal  43,738  2,752,973 

Barrick Gold Corp.  104,708  3,075,736 

Bombardier, Inc.  694,361  2,754,614 

Husky Energy, Inc.  94,194  2,703,841 

Magna International, Inc. (L)  53,312  3,133,592 

Potash Corp. of Saskatchewan, Inc.  59,772  2,347,692 

Sun Life Financial, Inc.  97,986  2,673,792 

Suncor Energy, Inc.  86,324  2,586,703 

The Toronto-Dominion Bank  30,514  2,540,606 
 
Chile 0.8%    2,593,321 
 
Enersis SA, ADR (L)  134,788  2,593,321 
 
China 2.5%    7,977,854 
 
China Petroleum & Chemical Corp., H Shares  2,428,000  2,844,693 

CNOOC, Ltd.  1,279,000  2,448,119 

Industrial & Commercial Bank of China, Ltd., H Shares  3,821,000  2,685,042 
 
France 5.4%    17,161,859 
 
Cie de Saint-Gobain  61,693  2,289,657 

GDF Suez  93,315  1,798,564 

Sanofi  25,965  2,647,796 

Societe BIC SA  21,039  2,444,841 

Total SA  53,848  2,573,748 

 

12  International Value Equity Fund | Annual report  See notes to financial statements 

 



  Shares  Value 
France (continued)     
 
Vinci SA  62,569  $2,821,886 

Vivendi SA  124,830  2,585,367 
 
Germany 8.4%    27,088,861 
 
Allianz SE  23,362  3,174,356 

BASF SE  31,625  2,770,836 

Bayer AG  29,320  3,025,172 

Deutsche Bank AG  61,394  2,395,671 

Deutsche Boerse AG  42,689  2,585,264 

E.ON AG  105,655  1,845,520 

Muenchener Rueckversicherungs AG  16,648  3,114,788 

Rheinmetall AG  46,010  2,130,050 

Rhoen-Klinikum AG  151,018  3,206,903 

Siemens AG  26,365  2,840,301 
 
Hong Kong 4.8%    15,329,890 
 
China Mobile, Ltd.  218,000  2,308,178 

Guangdong Investment, Ltd.  2,874,000  2,526,493 

Hang Lung Group, Ltd.  436,000  2,457,406 

Johnson Electric Holdings, Ltd.  3,915,000  2,916,966 

Swire Pacific, Ltd., Class A  182,500  2,329,929 

Yue Yuen Industrial Holdings, Ltd.  854,000  2,790,918 
 
Israel 0.8%    2,639,710 
 
Teva Pharmaceutical Industries, Ltd.  66,413  2,639,710 
 
Japan 18.0%    57,754,526 
 
Aisin Seiki Company, Ltd.  87,100  3,209,194 

Asahi Glass Company, Ltd.  371,000  2,576,551 

Daiichi Sankyo Company, Ltd.  161,700  3,118,046 

East Japan Railway Company  34,200  2,815,091 

Fujitsu, Ltd.  619,000  2,584,428 

Honda Motor Company, Ltd.  69,300  2,670,368 

Inpex Corp.  515  2,768,032 

JGC Corp.  96,000  2,462,729 

Kobayashi Pharmaceutical Company, Ltd.  34,700  1,688,388 

Komatsu, Ltd.  99,800  2,381,853 

Kyocera Corp.  27,100  2,487,950 

Mitsubishi Corp.  130,400  2,449,816 

Mitsubishi UFJ Financial Group  518,800  3,127,225 

Nidec Corp. (L)  42,500  2,546,435 

Nippon Telegraph & Telephone Corp.  57,000  2,486,540 

Secom Company, Ltd.  45,900  2,371,636 

Sumitomo Chemical Company, Ltd.  795,000  2,498,310 

The Bank of Yokohama, Ltd.  329,000  1,908,373 

Tokyo Electron, Ltd.  53,000  2,259,859 

Toyo Suisan Kaisha, Ltd.  99,000  3,057,933 

Tsuruha Holdings, Inc.  34,100  3,331,599 

Yamada Denki Company, Ltd. (L)  64,400  2,954,170 

 

See notes to financial statements  Annual report | International Value Equity Fund  13 

 



  Shares  Value 
Netherlands 4.8%    $15,467,873 
 
Aegon NV  475,936  2,865,492 

Heineken Holding NV  60,367  3,870,223 

Koninklijke Philips Electronics NV  112,645  3,347,644 

Royal Dutch Shell PLC, A Shares  89,914  2,917,446 

TNT Express NV  335,369  2,467,068 
 
Norway 1.0%    3,090,861 
 
DNB ASA  210,022  3,090,861 
 
Singapore 2.4%    7,762,065 
 
DBS Group Holdings, Ltd.  217,500  2,813,734 

SembCorp Industries, Ltd.  537,000  2,250,168 

Singapore Telecommunications, Ltd.  933,000  2,698,163 
 
South Africa 0.5%    1,717,517 
 
Tiger Brands, Ltd.  53,719  1,717,517 
 
Spain 1.2%    3,942,489 
 
Banco Bilbao Vizcaya Argentaria SA  152,130  1,326,572 

Telefonica SA  193,529  2,615,917 
 
Sweden 2.6%    8,306,375 
 
Modern Times Group AB, B Shares  69,661  2,775,722 

Saab AB  133,369  2,890,137 

Securitas AB, Series B  280,164  2,640,516 
 
Switzerland 7.2%    23,053,013 
 
Aryzta AG (I)  54,384  3,213,369 

Credit Suisse Group AG (I)  117,297  3,095,638 

Lonza Group AG (I)  43,631  2,833,463 

Nestle SA  67,821  4,906,579 

Novartis AG  57,288  4,079,561 

STMicroelectronics NV  309,326  2,382,235 

Xstrata PLC (I)  155,964  2,542,168 
 
United Kingdom 16.9%    54,326,703 
 
Anglo American PLC  82,386  2,120,846 

AstraZeneca PLC  60,060  3,019,870 

Aviva PLC  600,135  2,704,009 

Barclays PLC  771,732  3,420,302 

BP PLC, ADR  443,885  3,117,274 

British Sky Broadcasting Group PLC  210,253  2,821,990 

Diageo PLC  103,197  3,249,565 

GlaxoSmithKline PLC  138,369  3,238,752 

HSBC Holdings PLC  352,060  3,747,992 

Imperial Tobacco Group PLC  81,944  2,869,109 

Kingfisher PLC  670,658  2,939,590 

National Grid PLC  201,629  2,348,024 

Reed Elsevier PLC  288,131  3,430,201 

RSA Insurance Group PLC  1,624,904  2,880,997 

Smith & Nephew PLC  270,706  3,131,746 

Standard Chartered PLC (I)  110,034  2,850,431 

Unilever PLC  79,785  3,385,061 

Vodafone Group PLC  1,074,901  3,050,944 

 

14  International Value Equity Fund | Annual report  See notes to financial statements 

 



    Shares  Value 
 
Preferred Securities 0.9%      $2,953,625 

(Cost $3,275,821)       
 
Brazil 0.9%      2,953,625 
 
Petroleo Brasileiro SA    324,730  2,953,625 
 
  Yield (%)  Shares  Value 
 
Securities Lending Collateral 2.6%      $8,289,625 

(Cost $8,289,429)       
 
John Hancock Collateral Investment Trust (W)  0.2481 (Y)  828,242  8,289,625 
 
    Par value  Value 
Short-Term Investments 4.8%      $15,197,000 

(Cost $15,197,000)       
 
Repurchase Agreement 4.8%      15,197,000 
 
Repurchase Agreement with State Street Corp. dated 3-28-13 at     
0.010% to be repurchased at $15,197,017 on 4-1-13, collateralized     
by $15,110,000 United States Treasury Notes, 1.875% due 4-30-14     
(valued at $15,501,470, including interest)    $15,197,000  15,197,000 
 
Total investments (Cost $291,301,309)102.4%    $328,399,935 

 
Other assets and liabilities, net (2.4%)      ($7,550,262) 

 
Total net assets 100.0%      $320,849,673 


The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund.

ADR American Depositary Receipts

(I) Non-income producing security.

(L) A portion of this security is on loan as of 3-31-13.

(W) Investment is an affiliate of the Fund, the advisor and/or subadvisor. This investment represents collateral recieved for securities lending.

(Y) The rate shown is the annualized seven-day yield as of 3-31-13.

† At 3-31-13, the aggregate cost of investment securities for federal income tax purposes was $291,349,910. Net unrealized appreciation aggregated $37,050,025, of which $44,301,262 related to appreciated investment securities and $7,251,237 related to depreciated investment securities.

The Fund had the following sector composition as a percentage of net assets on 3-31-13:

Sector Composition   
Financials  21.0% 
Industrials  15.4% 
Health Care  10.6% 
Consumer Staples  9.8% 
Energy  9.5% 
Consumer Discretionary  8.3% 
Materials  7.9% 
Telecommunication Services  5.4% 
Utilities  4.2% 
Information Technology  2.9% 
Short-Term Investments & Other  5.0% 

 

See notes to financial statements  Annual report | International Value Equity Fund  15 

 



F I N A N C I A L  S T A T E M E N T S

 

Financial statements

Statement of assets and liabilities 3-31-13

This Statement of assets and liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum offering price per share.

Assets   

Investments in unaffiliated issuers, at value (Cost $283,011,880) including   
$7,928,966 of securities loaned  $320,110,310 
Investments in affiliated issuers, at value (Cost $8,289,429)  8,289,625 
 
Total investments, at value (Cost $291,301,309)  328,399,935 
Cash  23,480 
Foreign currency, at value (Cost $803,659)  809,648 
Receivable for investments sold  5,443 
Receivable for fund shares sold  481,577 
Dividends and interest receivable  995,774 
Receivable for securities lending income  10,374 
Receivable due from advisor  767 
Other receivables and prepaid expenses  15,827 
 
Total assets  330,742,825 
 
Liabilities   

Payable for investments purchased  1,346,554 
Payable for fund shares repurchased  32,886 
Payable upon return of securities loaned  8,287,200 
Payable to affiliates   
Accounting and legal services fees  19,619 
Transfer agent fees  1,498 
Trustees’ fees  305 
Other liabilities and accrued expenses  205,090 
 
Total liabilities  9,893,152 
 
Net assets  320,849,673 
 
Net assets consist of   

Paid-in capital  $274,498,386 
Undistributed net investment income  796,020 
Accumulated net realized gain (loss) on investments and foreign   
currency transactions  8,449,924 
Net unrealized appreciation (depreciation) on investments and translation   
of assets and liabilities in foreign currencies  37,105,343 
 
Net assets  $320,849,673 

 

16  International Value Equity Fund | Annual report  See notes to financial statements 

 



F I N A N C I A L  S T A T E M E N T S

 

Statement of assets and liabilities (continued)

Net asset value per share   

Based on net asset values and shares outstanding — the Fund has an   
unlimited number of shares authorized with no par value   
Class A ($7,399,033 ÷ 854,796 shares)1  $8.66 
Class I ($6,068,644 ÷ 700,942 shares)  $8.66 
Class NAV ($307,381,996 ÷ 35,491,993 shares)  $8.66 
 
Maximum offering price per share   

Class A (net asset value per share ÷ 95%)2  $9.12 


1
Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.
2 On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

 

 

 

See notes to financial statements  Annual report | International Value Equity Fund  17 

 



F I N A N C I A L  S T A T E M E N T S

 

Statement of operations For the year ended 3-31-13

This Statement of operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income   

Dividends  $7,771,583 
Securities lending  285,205 
Interest  397 
Less foreign taxes withheld  (600,116) 
 
Total investment income  7,457,069 
 
Expenses   

Investment management fees  2,302,203 
Distribution and service fees  11,127 
Accounting and legal services fees  55,946 
Transfer agent fees  10,641 
Trustees’ fees  12,271 
State registration fees  34,930 
Printing and postage  4,429 
Professional fees  43,159 
Custodian fees  336,652 
Registration and filing fees  50,341 
Other  11,872 
 
Total expenses  2,873,571 
Less expense reductions  (34,605) 
 
Net expenses  2,838,966 
 
Net investment income  4,618,103 
 
Realized and unrealized gain (loss)   

 
Net realized gain (loss) on   
Investments in unaffiliated issuers  12,509,966 
Investments in affiliated issuers  2,277 
Foreign currency transactions  (245,391) 
  12,266,852 
Change in net unrealized appreciation (depreciation) of   
Investments in unaffiliated issuers  24,907,283 
Investments in affiliated issuers  (207) 
Translation of assets and liabilities in foreign currencies  6,612 
  24,913,688 
Net realized and unrealized gain  37,180,540 
 
Increase in net assets from operations  $41,798,643 

 

18  International Value Equity Fund | Annual report  See notes to financial statements 

 



F I N A N C I A L  S T A T E M E N T S

 

Statements of changes in net assets

These Statements of changes in net assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

  Year  Year 
  ended  ended 
  3-31-13  3-31-12 
 
Increase (decrease) in net assets     

From operations     
Net investment income  $4,618,103  $751,498 
Net realized gain  12,266,852  1,116,158 
Change in net unrealized appreciation (depreciation)  24,913,688  11,916,003 
 
Increase in net assets resulting from operations  41,798,643  13,783,659 
 
Distributions to shareholders     
From net investment income     
Class A  (47,358)  (19,630) 
Class I  (63,687)  (3,078) 
Class NAV  (4,286,345)  (34,119) 
From net realized gain     
Class A  (79,058)  (18,251) 
Class I  (82,016)  (1,758) 
Class NAV  (4,779,603)   
 
Total distributions  (9,338,067)  (76,836) 
 
Contribution from advisor1    6,950 
 
From Fund share transactions  170,679,513  100,946,197 
 
Total increase  203,140,089  114,659,970 
 
Net assets     

Beginning of year  117,709,584  3,049,614 
   
End of year  $320,849,673  $117,709,584 
 
Undistributed net investment income  $796,020  $820,698 


1
In October 2011, the advisor made a voluntary payment to the Fund.

 

 

See notes to financial statements  Annual report | International Value Equity Fund  19 

 



Financial highlights

The Financial highlights show how the Fund’s net asset value for a share has changed during the period.

CLASS A SHARES Period ended  3-31-13  3-31-12  3-31-111,2    10-31-103  10-31-093  10-31-083 
 
Per share operating performance             

Net asset value, beginning of period  $8.22  $9.09  $11.26  $9.90  $7.97  $18.21 
Net investment income4  0.12  0.14  0.02  0.03  0.07  0.28 
Net realized and unrealized gain (loss)             
on investments  0.54  (0.92)5  0.79  1.396  2.546  (7.82)6 
Total from investment operations  0.66  (0.78)  0.81  1.42  2.61  (7.54) 
Less distributions             
From net investment income  (0.08)  (0.06)  (0.28)  (0.06)  (0.68)  (0.25) 
From net realized gain  (0.14)  (0.05)  (2.70)      (2.45) 
Total distributions  (0.22)  (0.11)  (2.98)  (0.06)  (0.68)  (2.70) 
Contribution from advisor    0.027         
Net asset value, end of period  $8.66  $8.22  $9.09  $11.26  $9.90  $7.97 
Total return (%)8  8.16  (8.20)7  9.139  14.46  35.61  (48.17) 
 
Ratios and supplemental data             

Net assets, end of period (in millions)  $7  $3  $3  $3  $30  $24 
Ratios (as a percentage of average             
net assets):             
Expenses before reductions  1.99  3.73  16.0510  6.71  2.68  1.56 
Expenses net of fee waivers and credits  1.60  1.60  1.7710  1.85  1.85  1.56 
Net investment income  1.52  1.68  0.4810  0.33  0.88  2.09 
Portfolio turnover (%)  27  21  1211  80  123  13 
 


1
For the five month period ended 3-31-11. The fund changed its fiscal year end from October 31 to March 31.
2 After the close of business on 2-11-11, holders of Class A shares of the former Optique International Value Fund
(the Predecessor Fund) became owners of an equal number of full and fractional Class A shares of the John
Hancock International Value Equity Fund. These shares were first offered on 2-14-11. Additionally, the accounting
and performance history of the Class A shares of the Predecessor Fund was redesignated as that of John Hancock
International Value Equity Fund Class A.
3 Audited by previous independent registered public accounting firm.
4 Based on the average daily shares outstanding.
5 The amount shown for a share outstanding does not correspond with the aggregate gain (loss) on investments
for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the
investments of the Fund.
6 Includes redemption fees retained by the Fund. Such redemption fees represent less than $0.01 per share.
7 In October 2011, the advisor made a voluntary payment to the fund of $6,950. Without this payment, performance
would have been lower.
8 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
9 Not annualized.
10 Annualized.
11 Portfolio turnover is shown for the period from 11-1-10 to 3-31-11.

 

 

20  International Value Equity Fund | Annual report  See notes to financial statements 

 



CLASS I SHARES Period ended  3-31-13  3-31-12  3-31-111 
 
Per share operating performance       

Net asset value, beginning of period  $8.21  $9.09  $8.98 
Net investment income2  0.13  0.19  0.02 
Net realized and unrealized gain (loss) on investments  0.57  (0.95)3  0.09 
Total from investment operations  0.70  (0.76)  0.11 
Less distributions       
From net investment income  (0.11)  (0.09)   
From net realized gain  (0.14)  (0.05)   
Total distributions  (0.25)  (0.14)   
Contribution from advisor    0.024   
Net asset value, end of period  $8.66  $8.21  $9.09 
Total return (%)5  8.61  (7.87)4  1.226 
 
Ratios and supplemental data       

Net assets, end of period (in millions)  $6  $1  7 
Ratios (as a percentage of average net assets):       
Expenses before reductions  2.08  7.59  12.908 
Expenses net of fee waivers and credits  1.28  1.18  1.188 
Net investment income  1.52  2.36  1.898 
Portfolio turnover (%)  27  21  129 
 


1
The inception date for Class I shares is 2-14-11.
2 Based on the average daily shares outstanding.
3 The amount shown for a share outstanding does not correspond with the aggregate gain (loss) on investments
for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the
investments of the fund.
4 In October 2011, the advisor made a voluntary payment to the fund of $6,950. Without this payment, performance
would have been lower.
5 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
6 Not annualized.
7 Less than $500,000.
8 Annualized.
9 Portfolio turnover is shown for the period from 11-1-10 to 3-31-11.

 

 

 

 

CLASS NAV SHARES Period ended  3-31-13  3-31-121 
 
Per share operating performance     

Net asset value, beginning of period  $8.22  $7.21 
Net investment income2  0.15  0.05 
Net realized and unrealized gain on investments  0.55  0.96 
Total from investment operations  0.70  1.01 
Less distributions     
From net investment income  (0.12)  3 
From net realized gain  (0.14)   
Total distributions  (0.26)  3 
Net asset value, end of period  $8.66  $8.22 
Total return (%)4  8.69  14.055 
 
Ratios and supplemental data     

Net assets, end of period (in millions)  $307  $114 
Ratios (as a percentage of average net assets):     
Expenses before reductions  1.08  1.086 
Expenses including reductions and amounts recaptured 1.08  1.086 
Net investment income  1.78  2.216 
Portfolio turnover (%)  27  217 
 


1
The inception date for Class NAV shares is 12-16-11.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.
7 Portfolio turnover is shown for the period from 4-1-11 to 3-31-12.

 

 

 

See notes to financial statements  Annual report | International Value Equity Fund  21 

 



Notes to financial statements

Note 1 — Organization

John Hancock International Value Equity Fund (the Fund) is a series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek long-term capital appreciation.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of assets and liabilities. Class A shares are offered to all investors. Class I shares are offered to institutions and certain investors. Class NAV shares are offered to John Hancock affiliated funds of funds and certain 529 plans. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees, if any, and transfer agent fees, printing and postage and state registration fees for each class may differ.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates and those differences could be significant. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. In order to value the securities, the Fund uses the following valuation techniques: Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then the securities are valued using the last quoted bid or evaluated price. Investments by the Fund in open-end mutual funds, including John Hancock Collateral Investment Trust (JHCIT), are valued at their respective net asset values each business day. Foreign securities and currencies, are valued in U.S. dollars, based on foreign currency exchange rates supplied by an independent pricing service. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost.

Other portfolio securities and assets, where reliable market quotations are not available, are valued at fair value as determined in good faith by the Fund’s Pricing Committee following procedures established by the Board of Trustees, which include price verification procedures. The frequency with which these fair valuation procedures are used cannot be predicted. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of trading on the NYSE. Significant market events that affect the values of foreign securities may occur between the time when the valuation of the securities is generally determined and the close of the NYSE. During significant market events, these securities will be valued at fair value, as determined in good faith, following procedures established by the Board of Trustees. The Fund may use a fair valuation model to value foreign securities in order to adjust for events that may occur between the close of foreign exchanges and the close of the NYSE.

22  International Value Equity Fund | Annual report 

 



The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes securities valued using quoted prices in active markets for identical securities. Level 2 includes securities valued using other significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these inputs are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes securities valued using significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. Factors used in determining value may include market or issuer specific events or trends, changes in interest rates and credit quality. The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy.

The following is a summary of the values by input classification of the Fund’s investments as of March 31, 2013, by major security category or type:

        LEVEL 3 
      LEVEL 2  SIGNIFICANT 
  TOTAL MARKET  LEVEL 1  SIGNIFICANT  UNOBSERVABLE 
  VALUE AT 3-31-13  QUOTED PRICE  OBSERVABLE INPUTS  INPUTS 

Common Stocks         
Australia  $24,800,201    $24,800,201   
Austria  4,377,018    4,377,018   
Canada  24,569,549  $24,569,549     
Chile  2,593,321  2,593,321     
China  7,977,854    7,977,854   
France  17,161,859    17,161,859   
Germany  27,088,861    27,088,861   
Hong Kong  15,329,890    15,329,890   
Israel  2,639,710    2,639,710   
Japan  57,754,526    57,754,526   
Netherlands  15,467,873    15,467,873   
Norway  3,090,861    3,090,861   
Singapore  7,762,065    7,762,065   
South Africa  1,717,517    1,717,517   
Spain  3,942,489    3,942,489   
Sweden  8,306,375    8,306,375   
Switzerland  23,053,013    23,053,013   
United Kingdom  54,326,703    54,326,703   
Preferred Securities         
Brazil  2,953,625  2,953,625     
Securities Lending         
Collateral  8,289,625  8,289,625     
Short-Term Investments         
Repurchase Agreement  15,197,000    15,197,000   
Total investments in         
Securities  $328,399,935  $38,406,120  $289,993,815   

 

Repurchase agreements. The Fund may enter into repurchase agreements. When the Fund enters into a repurchase agreement, it receives collateral that is held in a segregated account by the Fund’s custodian. The collateral amount is marked-to-market and monitored on a daily basis to ensure that the collateral held is in an amount not less than the principal amount of the repurchase agreement plus any accrued interest. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the collateral value may decline.

Annual report | International Value Equity Fund  23 

 



Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Dividend income is recorded on the ex-date, except for dividends of foreign securities where the dividend may not be known until after the ex-date. In those cases, dividend income, net of withholding taxes, is recorded when the Fund becomes aware of the dividends. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation.

Securities lending. The Fund may lend its securities to earn additional income. It receives cash collateral from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its collateral in JHCIT, an affiliate of the Fund, which has a floating net asset value (NAV) and invests in short term investments as part of the securities lending program, and as a result, the Fund will receive the benefit of any gains and bear any losses generated by JHCIT. Although risk of the loss of the securities lent is mitigated by holding the collateral and through securities lending provider indemnification, the Fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the securities or if collateral investments decline in value or possible loss of rights in the collateral should the borrower fail financially. The Fund may receive compensation for lending its securities by retaining a portion of the return on the investment of the collateral and compensation from fees earned from borrowers of the securities. Net income received from JHCIT is a component of securities lending income as recorded on the Statement of operations.

Foreign currency translation. Assets, including investments and liabilities denominated in foreign currencies, are translated into U.S. dollar values each day at the prevailing exchange rate. Purchases and sales of securities, income and expenses are translated into U.S. dollars at the prevailing exchange rate on the date of the transaction. The effect of changes in foreign currency exchange rates on the value of securities is reflected as a component of the realized and unrealized gains (losses) on investments.

Funds that invest internationally generally carry more risk than funds that invest strictly in U.S. securities. Risks can result from differences in economic and political conditions, regulations, market practices (including higher transaction costs), accounting standards and other factors. Foreign investments are also subject to a decline in the value of a foreign currency versus the U.S. dollar, which reduces the dollar value of securities denominated in that currency.

Foreign taxes. The Fund may be subject to withholding tax on income or capital gains or repatriation taxes as imposed by certain countries in which it invests. Taxes are accrued based upon investment income, realized gains or unrealized appreciation.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to the Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian may have a lien, security interest or security entitlement in any Fund property that is not otherwise segregated or pledged, to the maximum extent permitted by law, to the extent of any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with Citibank N.A. that enables them to participate in a $300 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis and is reflected in other expenses on the Statement of operations. Prior to March 27, 2013, the Fund participated in a $100 million unsecured line of credit, also with Citibank, with terms otherwise similar to the

24  International Value Equity Fund | Annual report 

 



existing agreement. Commitment fees for the year ended March 31, 2013 were $1,222. For the year ended March 31, 2013, the Fund had no borrowings under either line of credit.

Expenses. Within the John Hancock Funds complex, expenses that are directly attributable to an individual fund are allocated to such fund. Expenses that are not readily attributable to a specific fund are allocated among all funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the fund’s relative net assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses and realized and unrealized gains (losses) are determined at the fund level and allocated daily to each class of shares based on the net assets of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage, for all classes, are calculated daily at the class level based on the appropriate net assets of each class and the specific expense rates applicable to each class.

Federal income taxes. The Fund intends to continue to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

As of March 31, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, derecognition or disclosure. The Fund’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-date. The Fund generally declares and pays dividends and capital gain distributions, if any, annually. The tax character of distributions for the years ended March 31, 2013 and March 31, 2012 was as follows:

  MARCH 31, 2013  MARCH 31, 2012 

Ordinary Income  $9,338,067  $76,836 


Distributions paid by the Fund with respect to each class of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of class level expenses that may be applied differently to each class. As of March 31, 2013, the components of distributable earnings on a tax basis consisted of $7,758,528 of undistributed ordinary income and $1,536,017 of long-term capital gains.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences, if any, will reverse in a subsequent period. Book-tax differences are primarily attributable to foreign currency transactions.

Note 3 — Guarantees and indemnifications

Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust, including the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these

Annual report | International Value Equity Fund  25 

 



arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss from such claims is considered remote.

Note 4 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Advisor) serves as investment advisor for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Advisor, serves as principal underwriter of the Trust. The Advisor and the Distributor are indirect, wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management agreement with the Advisor under which the Fund pays a daily management fee to the Advisor equivalent, on an annual basis, to the sum of: (a) 0.900% of the first $100,000,000 of the Fund’s average daily net assets; (b) 0.875% of the next $900,000,000 of the Fund’s average daily net assets; (c) 0.850% of the next $1,000,000,000 of the Fund’s average daily net assets; (d) 0.825% of the next $1,000,000,000 of the Fund’s average daily net assets; (e) 0.800% of the next $1,000,000,000 of the Fund’s average daily net assets and (f) 0.775% of the Fund’s average daily net assets in excess of $4,000,000,000. The Advisor has a subadvisory agreement with John Hancock Asset Management a division of Manulife Asset Management (US) LLC, an indirectly owned subsidiary of MFC and an affiliate of the Advisor. The Fund is not responsible for payment of the subadvisory fees.

The Advisor has contractually agreed to waive all or a portion of its management fee and reimburse or pay operating expenses of the Fund to the extent necessary to maintain the Fund’s total operating expenses at 1.60% and 1.29% for Class A and Class I shares, respectively. This agreement excludes certain expenses such as taxes, brokerage commissions, interest expense, litigation, and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Fund’s business, acquired fund fees and expenses paid indirectly and short dividend expense. These expense limitations shall remain in effect until June 30, 2014 for Class A shares and Class I shares and thereafter until terminated by the Advisor. Prior to July 1, 2012, the fee waivers and/or reimbursements were such that the expenses would not exceed 1.18% for Class I shares.

Accordingly, these expense reductions amounted to $17,155 and $17,450 for Class A and Class I shares, respectively, for the year ended March 31, 2013.

The investment management fees incurred for the year ended March 31, 2013 were equivalent to a net annual effective rate of 0.87% of the Fund’s average daily net assets.

Accounting and legal services. Pursuant to a service agreement, the Fund reimburses the Advisor for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services to the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports, among other services. These expenses are allocated to each share class based on its relative net assets at the time the expense was incurred. These accounting and legal services fees incurred for the year ended March 31, 2013 amounted to an annual rate of 0.02% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A shares pursuant to Rule 12b-1 under the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. The Fund pays up to 0.30% of distribution and service fees for Class A shares under these arrangements, expressed as an annual percentage of average daily net assets. Currently, only 0.25% is charged to Class A shares for 12b-1 fees.

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $38,207 for the year ended March 31, 2013. Of this amount, $6,523 was retained and used for printing prospectuses, advertising, sales literature and other purposes,

26  International Value Equity Fund | Annual report 

 



$31,630 was paid as sales commissions to broker-dealers and $54 was paid as sales commissions to sales personnel of Signator Investors, Inc., a broker-dealer affiliate of the Advisor.

Class A shares may be subject to contingent deferred sales charges (CDSCs). Certain Class A shares that are acquired through purchases of $1 million or more and are redeemed within one year of purchase are subject to a 1.00% sales charge. CDSCs are applied to the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended March 31, 2013, there were no CDSCs received by the Distributor for Class A shares.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (Signature Services), an affiliate of the Advisor. The transfer agent fees paid to Signature Services are determined based on the cost to Signature Services (Signature Services Cost) of providing recordkeeping services. The Signature Services Cost includes a component of allocated John Hancock corporate overhead for providing transfer agent services to the Fund and to all other John Hancock affiliated funds. It also includes out-of-pocket expenses that are comprised of payments made to third-parties for recordkeeping services provided to their clients who invest in one or more John Hancock funds. In addition, Signature Services Cost may be reduced by certain fees that Signature Services receives in connection with retirement and small accounts. Signature Services Cost is calculated monthly and allocated, as applicable, to four categories of share classes: Institutional Share Classes, Retirement Share Classes, Municipal Bond Classes and all other Retail Share Classes. Within each of these categories, the applicable costs are allocated to the affected John Hancock affiliated funds and/or classes, based on the relative average daily net assets.

Class level expenses. Class level expenses for the year ended March 31, 2013 were:

  DISTRIBUTION  TRANSFER  STATE  PRINTING AND 
CLASS  AND SERVICE FEES  AGENT FEES  REGISTRATION FEES  POSTAGE 

Class A  $11,127  $8,321  $17,458  $2,945 
Class I    2,320  17,472  1,484 
Total  $11,127  $10,641  $34,930  $4,429 


Trustee expenses.
The Fund compensates each Trustee who is not an employee of the Advisor or its affiliates. Under the John Hancock Group of Funds Deferred Compensation Plan (the Plan) which was terminated in November 2012, certain Trustees could have elected, for tax purposes, to defer receipt of this compensation. Any deferred amounts were invested in various John Hancock funds. The investment of deferred amounts and the offsetting liability are included within Other receivables and prepaid expenses and Payable to affiliates — Trustees’ fees, respectively, in the accompanying Statement of assets and liabilities. Plan assets will be liquidated in accordance with the Plan documents.

Note 5 — Fund share transactions

Transactions in Fund shares for the years ended March 31, 2013 and 2012 were as follows:

    Year ended 3-31-13    Year ended 3-31-12 
  Shares  Amount  Shares  Amount 
Class A shares         

Sold  681,430  $5,618,151  158,837  $1,310,773 
Distributions reinvested  14,621  122,084  4,909  35,460 
Repurchased  (197,404)  (1,628,179)  (131,564)  (1,084,001) 
 
Net increase  498,647  $4,112,056  32,182  $262,232 

 

Annual report | International Value Equity Fund  27 

 



    Year ended 3-31-13    Year ended 3-31-12 
  Shares  Amount  Shares  Amount 
Class I shares         

Sold  604,155  $5,156,332  81,569  $670,632 
Distributions reinvested  17,140  142,946  447  3,226 
Repurchased  (10,943)  (92,922)  (3,040)  (24,012) 
 
Net increase  610,352  $5,206,356  78,976  $649,846 
 
Class NAV shares         

Sold  21,601,965  $160,986,341  13,869,626  $100,000,000 
Distributions reinvested  1,087,044  9,065,948  4,642  34,119 
Repurchased  (1,071,284)  (8,691,188)     
 
Net increase  21,617,725  $161,361,101  13,874,268  $100,034,119 
 
Net increase  22,726,724  $170,679,513  13,985,426  $100,946,197 


Affiliates of the Fund owned 2% and 100% of shares of beneficial interest of Class I and Class NAV, respectively, on March 31, 2013.

Note 6 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities, aggregated $220,897,161 and $65,435,792, respectively, for the year ended March 31, 2013.

Note 7 — Investment by affiliated funds

Certain investors in the Fund are affiliated funds and are managed by the Advisor and its affiliates. The affiliated funds do not invest in the Fund for the purpose of exercising management or control; however, this investment may represent a significant portion of the Fund’s net assets. For the year ended March 31, 2013, the following funds had an affiliate ownership of 5% or more of the Fund’s net assets:

  AFFILIATED 
FUND  CONCENTRATION 

John Hancock Lifestyle Aggressive Portfolio  15.48% 
John Hancock Lifestyle Balanced Portfolio  29.75% 
John Hancock Lifestyle Growth Portfolio  36.35% 
John Hancock Lifestyle Moderate Portfolio  6.28% 

 

28  International Value Equity Fund | Annual report 

 



Auditor’s report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock International Value Equity Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock International Value Equity Fund (the “Fund”) at March 31, 2013, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for the periods ended March 31, 2013, 2012 and 2011, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at March 31, 2013 by correspondence with the custodian, transfer agent and brokers, provide a reasonable basis for our opinion.

The financial highlights of the Fund for periods on and before October 31, 2010 were audited by another independent registered public accounting firm, whose report dated December 21, 2010 expressed an unqualified opinion on those financial statements and included an explanatory paragraph relating to the Fund’s ability to continue as a going concern, which was further discussed in Note 12 to those financial statements.

PricewaterhouseCoopers LLP
Boston, Massachusetts
May 22, 2013

Annual report | International Value Equity Fund  29 

 



Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended March 31, 2013.

The Fund reports the maximum amount allowable of its net taxable income as eligible for the corporate dividends-received deduction.

The Fund reports the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003.

Income derived from foreign sources was $5,774,725. The fund intends to pass through foreign tax credits of $344,153.

Eligible shareholders will be mailed a 2013 Form 1099-DIV in early 2014. This will reflect the tax character of all distributions paid in calendar year 2013.

Please consult a tax advisor regarding the tax consequences of your investment in the Fund.

30  International Value Equity Fund | Annual report 

 



Special Shareholder Meeting

On November 13, 2012, a Special Meeting of the Shareholders of John Hancock Funds III and each of its series, including John Hancock International Value Equity Fund, was held at 601 Congress Street, Boston, Massachusetts, for the purpose of considering and voting on the following proposal:

Proposal: Election of thirteen (13) Trustees as members of the Board of Trustees of John Hancock Funds III.

  TOTAL VOTES   TOTAL VOTES WITHHELD
  FOR THE NOMINEE   FROM THE NOMINEE

Independent Trustees     
Charles L. Bardelis  657,515,396.49  7,284,346.35 
Peter S. Burgess  657,435,609.53  7,364,133.30 
William H. Cunningham  654,078,766.31  10,720,976.53 
Grace K. Fey  657,602,863.91  7,196,878.92 
Theron S. Hoffman  657,614,243.23  7,185,499.60 
Deborah C. Jackson  657,542,023.74  7,257,719.09 
Hassell H. McClellan  657,319,823.50  7,479,919.34 
James M. Oates  656,971,552.43  7,828,190.40 
Steven R. Pruchansky  657,559,900.72  7,239,842.11 
Gregory A. Russo  658,072,539.03  6,727,203.80 
Non-Independent Trustees     
James R. Boyle  657,895,765.77  6,903,977.06 
Craig Bromley  657,588,989.57  7,210,753.26 
Warren A. Thomson  657,817,862.75  6,981,880.08 

 

Annual report | International Value Equity Fund  31 

 



Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund as of December 1, 2012. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees

Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James M. Oates,2 Born: 1946  2012  234 

Managing Director, Wydown Group (financial consulting firm) (since 1994); Chairman and Director, 
Emerson Investment Management, Inc. (since 2000); Independent Chairman, Hudson Castle Group, Inc. 
(formerly IBEX Capital Markets, Inc.) (financial services company) (1997–2011); Director, Stifel Financial 
(since 1996); Director, Investor Financial Services Corporation (1995–2007); Director, Connecticut River 
Bancorp (since 1998); Director, Virtus Funds (formerly Phoenix Mutual Funds) (since 1988). Trustee 
and Chairperson of the Board, John Hancock retail funds (since 2012); Trustee (2005–2006 and since 
2012) and Chairperson of the Board (since 2012), John Hancock Funds III; Trustee (since 2004) and 
Chairperson of the Board (since 2005), John Hancock Variable Insurance Trust; Trustee and Chairperson 
of the Board (since 2005), John Hancock Funds II.     
 
Charles L. Bardelis,2,3 Born: 1941  2012  234 

Director, Island Commuter Corp. (marine transport). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust (since 1988); Trustee, John Hancock Funds II (since 2005).     
 
Peter S. Burgess,2,3 Born: 1942  2012  234 

Consultant (financial, accounting and auditing matters) (since 1999); Certified Public Accountant; 
Partner, Arthur Andersen (independent public accounting firm) (prior to 1999); Director, Lincoln 
Educational Services Corporation (since 2004); Director, Symetra Financial Corporation (since 2010); 
former Director, PMA Capital Corporation (2004–2010). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2005).     
 
William H. Cunningham, Born: 1944  2006  234 

Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas 
System and former President of the University of Texas, Austin, Texas; Director, LIN Television (since 
2009); Chairman (since 2009) and Director (since 2006), Lincoln National Corporation (insurance); 
Director, Resolute Energy Corporation (since 2009); Director, Southwest Airlines (since 2000); former 
Director, Introgen (manufacturer of biopharmaceuticals) (until 2008); former Director, Hicks Acquisition 
Company I, Inc. (until 2007); former Director, Texas Exchange Bank, SSB (formerly Bank of Crowley) 
(until 2009); former Advisory Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) 
(until 2009). Trustee, John Hancock retail funds (since 1986); Trustee, John Hancock Variable Insurance 
Trust (since 2012); Trustee, John Hancock Funds II (since 2012 and 2005–2006).   
 
Grace K. Fey,2 Born: 1946  2012  234 

Chief Executive Officer, Grace Fey Advisors (since 2007); Director and Executive Vice President, 
Frontier Capital Management Company (1988–2007); Director, Fiduciary Trust (since 2009). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2008).     

 

32  International Value Equity Fund | Annual report 

 



Independent Trustees (continued)

Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
Theron S. Hoffman,2,3 Born: 1947  2012  234 

Chief Executive Officer, T. Hoffman Associates, LLC (consulting firm) (since 2003); Director, The Todd 
Organization (consulting firm) (2003–2010); President, Westport Resources Management (investment 
management consulting firm) (2006–2008); Senior Managing Director, Partner and Operating Head, 
Putnam Investments (2000–2003); Executive Vice President, The Thomson Corp. (financial and 
legal information publishing) (1997–2000). Trustee, John Hancock retail funds (since 2012); Trustee, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2008).   
 
Deborah C. Jackson, Born: 1952  2008  234 

President, Cambridge College, Cambridge, Massachusetts (since 2011); Chief Executive Officer, 
American Red Cross of Massachusetts Bay (2002–2011); Board of Directors of Eastern Bank Corporation 
(since 2001); Board of Directors of Eastern Bank Charitable Foundation (since 2001); Board of Directors 
of American Student Assistance Corporation (1996–2009); Board of Directors of Boston Stock Exchange 
(2002–2008); Board of Directors of Harvard Pilgrim Healthcare (health benefits company) (2007–2011). 
Trustee, John Hancock retail funds (since 2008); Trustee of John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Hassell H. McClellan,2 Born: 1945  2012  234 

Associate Professor, The Wallace E. Carroll School of Management, Boston College (since 1984); 
Trustee, Virtus Variable Insurance Trust (formerly Phoenix Edge Series Funds) (since 2008); Director, 
The Barnes Group (since 2010). Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock 
Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance Trust and   
John Hancock Funds II (since 2005).     
 
Steven R. Pruchansky, Born: 1944  2006  234 

Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director 
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First 
American Bank (until 2010); Managing Director, Jon James, LLC (real estate) (since 2000); Director, 
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President, 
Maxwell Building Corp. (until 1991). Trustee (since 1992) and Chairperson of the Board (2011–2012), 
John Hancock retail funds; Trustee and Vice Chairperson of the Board, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2012).   
 
Gregory A. Russo, Born: 1949  2008  234 

Director and Audit Committee Chairman (since 2012) and Member, Audit Committee and Finance 
Committee (since 2011), NCH Healthcare System, Inc. (holding company for multi-entity healthcare 
system); Director and Member of Finance Committee, The Moorings, Inc. (nonprofit continuing care 
community) (since 2012); Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); 
Vice Chairman, Industrial Markets, KPMG (1998–2002); Chairman and Treasurer, Westchester 
County, New York, Chamber of Commerce (1986–1992); Director, Treasurer and Chairman of 
Audit and Finance Committees, Putnam Hospital Center (1989–1995); Director and Chairman of 
Fundraising Campaign, United Way of Westchester and Putnam Counties, New York (1990–1995). 
Trustee, John Hancock retail funds (since 2008); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     

 

Annual report | International Value Equity Fund  33 

 



Non-Independent Trustees4

Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James R. Boyle,2 Born: 1959  2012  234 

Senior Executive Vice President, John Hancock Financial Services (1999–2012, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Funds, LLC and John Hancock 
Investment Management Services, LLC (2005–2010). Trustee, John Hancock retail funds (since 2012 and 
2005–2010), Trustee, John Hancock Variable Insurance Trust and John Hancock Funds II (since 2005). 
 
Craig Bromley,2 Born: 1966  2012  234 

President, John Hancock Financial Services (since 2012); Senior Executive Vice President and General 
Manager, U.S. Division, John Hancock Financial Services (since 2012); President and Chief Executive 
Officer, Manulife Insurance Company (Manulife (Japan) (2005–2012), including prior positions). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Warren A. Thomson,2 Born: 1955  2012  234 

Senior Executive Vice President and Chief Investment Officer, Manulife Financial Corporation (since 
2001, including prior positions); Director, Manulife Trust Company and Manulife Bank of Canada 
(2001–2013, including prior positions); Director and Chairman, Manulife Asset Management (since 
2001, including prior positions). Trustee, John Hancock retail funds, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2012).     

 

Principal officers who are not Trustees

Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Hugh McHaffie, Born: 1959  2012 

President   
Executive Vice President, John Hancock Financial Services (since 2006, including prior positions);   
Chairman and Director, John Hancock Advisers, LLC, John Hancock Investment Management Services, 
LLC and John Hancock Funds, LLC (since 2010); President, John Hancock Advisers, LLC (since 2012); 
President, John Hancock Investment Management Services, LLC (since 2010). President (since 2012) and 
former Trustee (2010–2012), John Hancock retail funds; President, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2009).   
 
Andrew G. Arnott, Born: 1971  2009 

Executive Vice President   
Senior Vice President, John Hancock Financial Services (since 2009); Executive Vice President,   
John Hancock Advisers, LLC (since 2005); Executive Vice President, John Hancock Investment   
Management Services, LLC (since 2006); President, John Hancock Funds, LLC (since 2004, including 
prior positions); Executive Vice President, John Hancock retail funds (since 2007, including prior   
positions); Executive Vice President, John Hancock Variable Insurance Trust and John Hancock Funds II 
(since 2007, including prior positions).   
 
Thomas M. Kinzler, Born: 1955  2006 

Secretary and Chief Legal Officer   
Vice President, John Hancock Financial Services (since 2006); Secretary and Chief Legal Counsel,   
John Hancock Funds, LLC (since 2007); Secretary and Chief Legal Officer, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2006).   

 

34  International Value Equity Fund | Annual report 

 



Principal officers who are not Trustees (continued)

Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Francis V. Knox, Jr., Born: 1947  2006 

Chief Compliance Officer   
Vice President, John Hancock Financial Services (since 2005); Chief Compliance Officer, John Hancock 
retail funds, John Hancock Variable Insurance Trust, John Hancock Funds II, John Hancock Advisers, 
LLC and John Hancock Investment Management Services, LLC (since 2005); Vice President and Chief 
Compliance Officer, John Hancock Asset Management a division of Manulife Asset Management (US) 
LLC (2005–2008).   
 
Charles A. Rizzo, Born: 1957  2007 

Chief Financial Officer   
Vice President, John Hancock Financial Services (since 2008); Senior Vice President, John Hancock   
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2008); Chief Financial 
Officer, John Hancock retail funds, John Hancock Variable Insurance Trust and John Hancock   
Funds II (since 2007).   
 
Salvatore Schiavone, Born: 1965  2010 

Treasurer   
Assistant Vice President, John Hancock Financial Services (since 2007); Vice President, John Hancock 
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2007); Treasurer,   
John Hancock retail funds (since 2007, including prior positions); Treasurer, John Hancock Variable   
Insurance Trust and John Hancock Funds II (since 2010 and 2007–2009, including prior positions).   

 

John Hancock retail funds is comprised of John Hancock Funds III and 33 other John Hancock funds consisting of 23 series of other John Hancock trusts and 10 closed-end funds.

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Trust and is available without charge, upon request, by calling 1-800-225-5291.

1 Each Trustee holds office until his or her successor is elected and qualified, or until the Trustee’s death, retirement, resignation or removal.

2 Became a Trustee of the Trust effective December 1, 2012.

3 Member of Audit Committee.

4 Because Messrs. Bromley and Thomson are senior executives or directors and Mr. Boyle held prior positions as a senior executive and director of the Advisor and/or its affiliates, each of them is considered an “interested person,” as defined in the Investment Company Act of 1940, of the Trust.

Annual report | International Value Equity Fund  35 

 



More information

Trustees  Investment advisor 
James M. Oates, Chairman  John Hancock Investment Management 
Steven R. Pruchansky, Vice Chairman    Services, LLC 
Charles L. Bardelis*   
James R. Boyle  Subadvisor 
Craig Bromley  John Hancock Asset Management a division of 
Peter S. Burgess*    Manulife Asset Management (US) LLC 
William H. Cunningham  
Grace K. Fey Principal distributor 
Theron S. Hoffman* John Hancock Funds, LLC 
Deborah C. Jackson  
Hassell H. McClellan Custodian 
Gregory A. Russo State Street Bank and Trust Company 
Warren A. Thomson
  Transfer agent 
Officers John Hancock Signature Services, Inc. 
Hugh McHaffie    
President Legal counsel 
  K&L Gates LLP 
Andrew G. Arnott  
Executive Vice President Independent registered 
  public accounting firm 
Thomas M. Kinzler PricewaterhouseCoopers LLP 
Secretary and Chief Legal Officer  
   
Francis V. Knox, Jr.   
Chief Compliance Officer   
 
Charles A. Rizzo   
Chief Financial Officer   
 
Salvatore Schiavone   
Treasurer   
 
*Member of the Audit Committee   
†Non-Independent Trustee   

 

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-202-551-8090 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site at www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:     
1-800-225-5291  Regular mail:  Express mail: 
jhfunds.com  John Hancock Signature Services, Inc.  John Hancock Signature Services, Inc. 
  P.O. Box 55913  Mutual Fund Image Operations 
  Boston, MA 02205-5913  30 Dan Road 
    Canton, MA 02021 

 

36  International Value Equity Fund | Annual report 

 




1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com

 

 

 
 
 

 
This report is for the information of the shareholders of John Hancock International Value Equity Fund.   
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.  366A 3/13 
MF138214  5/13 

 





A look at performance

Total returns for the period ended March 31, 2013

  Average annual total returns (%)    Cumulative total returns (%)   
  with maximum sales charge    with maximum sales charge   

Since  Since 
  1-year  5-year  10-year  inception1  1-year  5-year  10-year  inception1 

Class A  –0.97      15.35  –0.97      20.24 

Class I2  4.62      20.53  4.62      27.25 

Class NAV2  4.80      20.69  4.80      27.47 

Performance figures assume all distributions have been reinvested. Figures reflect maximum sales charge on Class A shares of 5%. Sales charges are not applicable to Class I and Class NAV shares.

The expense ratios of the Fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectuses for the Fund and may differ from those disclosed in the Financial highlights tables in this report. The fee waivers and expense limitations are contractual until at least 6-30-14 for Class A and Class I shares. Had the fee waivers and expense limitations not been in place, gross expenses would apply. For Class NAV shares, the net expenses equal the gross expenses. The expense ratios are as follows:

  Class A  Class I  Class NAV 
Net (%)  1.30  0.94  0.85 
Gross (%)  2.05  11.44  0.85 

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the Fund’s current performance may be higher or lower than the performance shown. For performance data current to the most recent month end, please call 1-800-225-5291 or visit the Fund’s Web site at www.jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The Fund’s performance results reflect any applicable fee waivers or expense reductions, without which the expenses would increase and results would have been less favorable.

See the following page for footnotes.

6  Strategic Growth Fund | Annual report 

 




    With maximum  Without   
  Start date  sales charge  sales charge  Index 

Class I2  12-19-11  $12,725  $12,725  $12,957 

Class NAV2  12-19-11  12,747  12,747  12,957 

Russell 1000 Growth Index is an unmanaged index which measures the performance of the small-cap growth segment of the U.S. equity universe. It includes those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values.

It is not possible to invest directly in an index. Index figures do not reflect expenses or sales charges, which would have resulted in lower values if they did.

Footnotes related to performance pages
1 From 12-19-11.
2 For certain types of investors, as described in the Fund’s prospectuses.

Annual report | Strategic Growth Fund  7 

 



Management’s discussion of
Fund performance

By John Hancock Asset Management
a division of Manulife Asset Management (US) LLC

During the 12-month period ended March 31, 2013, stock prices moved upward as investors’ worst fears about global economic conditions failed to materialize and pessimism turned to cautious optimism.

For the 12 months ended March 31, 2013, John Hancock Strategic Growth Fund’s Class A shares had a total return of 4.25%, excluding sales charges, lagging the 10.09% return of the Fund’s benchmark, the Russell 1000 Growth Index, and the average 8.43% performance of the Fund’s Morningstar, Inc. large growth fund peer group.†

Relative to the Russell 1000 Growth Index, the Fund underperformed in part because some Fund holdings that had done very well in the months leading up to this reporting period gave back some of their gains during the past 12 months. In other cases, the Fund was hurt by disappointing stock selection, especially in consumer staples and consumer discretionary — areas of the market in which the performance environment was especially challenging. Among consumer staples stocks, the Fund’s biggest individual detractor was bottled drink-maker Monster Beverage Corp., which we sold. In the consumer discretionary sector, BorgWarner, Inc., a supplier of vehicle parts and systems, and pet-supplies retailer PetSmart, Inc. were notable detractors. Information technology stocks Apple, Inc., a maker of consumer electronic products and personal computers, and VeriFone Systems Inc., which makes “point of sale” electronic payment terminals, also hurt performance. We sold VeriFone from the Fund during this period.

Conversely, one of the Fund’s top performing position during the period was Gilead Sciences, Inc., a biotechnology firm.

This commentary reflects the views of the portfolio managers through the end of the period discussed in this report. The managers’ statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

Large company stocks as a group could fall out of favor with the market, causing the Fund to underperform. Growth stocks may be subject to greater price fluctuations because their prices tend to place greater emphasis on earning expectations. Foreign investing, especially in emerging markets, has additional risks such as currency and market volatility and political and social instability. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Figures from Morningstar, Inc. include reinvested dividends and do not take into account sales charges. Actual load-adjusted performance is lower.

8  Strategic Growth Fund | Annual report 

 



Your expenses

These examples are intended to help you understand your ongoing operating expenses of investing in the Fund so you can compare these costs with the ongoing costs of investing in other mutual funds.

Understanding fund expenses

As a shareholder of the Fund, you incur two types of costs:

Transaction costs which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

Ongoing operating expenses including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about the Fund’s actual ongoing operating expenses, and is based on the Fund’s actual return. It assumes an account value of $1,000.00 on October 1, 2012 with the same investment held until March 31, 2013.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,045.90  $6.63 

Class I  1,000.00  1,048.80  4.80 

Class NAV  1,000.00  1,048.80  4.04 

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at March 31, 2013, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:


Annual report | Strategic Growth Fund  9 

 



Your expenses

Hypothetical example for comparison purposes

This table allows you to compare the Fund’s ongoing operating expenses with those of any other fund. It provides an example of the Fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not the Fund’s actual return). It assumes an account value of $1,000.00 on October 1, 2012, with the same investment held until March 31, 2013. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses. Please remember that these hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

  Account value  Ending value  Expenses paid during 
  on 10-1-12  on 3-31-13  period ended 3-31-131 

Class A  $1,000.00  $1,018.40  $6.54 

Class I  1,000.00  1,020.20  4.73 

Class NAV  1,000.00  1,021.00  3.98 

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectuses for details regarding transaction costs.

1 Expenses are equal to the Fund’s annualized expense ratio of 1.30%, 0.94% and 0.79% for Class A, Class I and Class NAV shares, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

10  Strategic Growth Fund | Annual report 

 



Portfolio summary

Top 10 Holdings (32.9% of Net Assets on 3-31-13)1,2     

Apple, Inc.  6.3%  Gilead Sciences, Inc.  2.8% 


Google, Inc., Class A  4.2%  Amazon.com, Inc.  2.7% 


Philip Morris International, Inc.  3.5%  eBay, Inc.  2.6% 


QUALCOMM, Inc.  3.2%  Visa, Inc., Class A  2.6% 


United Technologies Corp.  2.8%  Express Scripts Holding Company  2.2% 


 
Sector Composition1,3       

Information Technology  30.4%  Financials  10.0% 


Consumer Discretionary  16.5%  Materials  3.8% 


Industrials  13.0%  Energy  3.7% 


Health Care  11.1%  Short-Term Investments & Other  1.0% 


Consumer Staples  10.5%     

 

 

1 As a percentage of net assets on 3-31-13.

2 Cash and cash equivalents not included.

3 Large company stocks as a group could fall out of favor with the market, causing the Fund to underperform. Growth stocks may be subject to greater price fluctuations because their prices tend to place greater emphasis on earning expectations. Foreign investing, especially in emerging markets, has additional risks such as currency and market volatility and political and social instability. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

Annual report | Strategic Growth Fund  11 

 



Fund’s investments

As of 3-31-13

  Shares  Value 
Common Stocks 99.0%  $1,009,240,252 

(Cost $897,962,205)     
 
Consumer Discretionary 16.5%    167,772,212 
 
Auto Components 0.3%     

BorgWarner, Inc. (I)  34,632  2,678,439 
 
Hotels, Restaurants & Leisure 5.8%     

Las Vegas Sands Corp.  180,969  10,197,603 

Panera Bread Company, Class A (I)  108,151  17,870,871 

Starbucks Corp.  360,880  20,555,725 

Yum! Brands, Inc.  146,161  10,514,822 
 
Internet & Catalog Retail 5.2%     

Amazon.com, Inc. (I)  104,627  27,882,049 

priceline.com, Inc. (I)  14,902  10,251,533 

TripAdvisor, Inc. (I)  284,490  14,941,415 
 
Specialty Retail 5.2%     

Dick’s Sporting Goods, Inc. (L)  129,448  6,122,890 

PetSmart, Inc.  255,011  15,836,183 

The Home Depot, Inc.  249,548  17,413,459 

Tractor Supply Company  129,715  13,507,223 
 
Consumer Staples 10.5%    106,888,648 
 
Beverages 0.9%     

PepsiCo, Inc.  121,838  9,638,604 
 
Food & Staples Retailing 3.0%     

Costco Wholesale Corp.  145,979  15,489,832 

Whole Foods Market, Inc.  174,623  15,148,545 
 
Food Products 1.2%     

B&G Foods, Inc.  131,972  4,023,826 

The Hain Celestial Group, Inc. (I)(L)  127,348  7,778,416 
 
Tobacco 5.4%     

Altria Group, Inc.  546,550  18,795,855 

Philip Morris International, Inc.  388,454  36,013,570 
 
Energy 3.7%    37,508,081 
 
Energy Equipment & Services 1.3%     

Schlumberger, Ltd.  176,493  13,217,561 
 
Oil, Gas & Consumable Fuels 2.4%     

Anadarko Petroleum Corp.  160,158  14,005,817 

Chevron Corp.  86,557  10,284,703 

 

12  Strategic Growth Fund | Annual report  See notes to financial statements 

 



  Shares  Value 
Financials 10.0%    $102,453,437 
 
Commercial Banks 5.5%     

KeyCorp  1,352,101  13,466,926 

Regions Financial Corp.  1,820,837  14,912,655 

SunTrust Banks, Inc.  416,157  11,989,483 

Wells Fargo & Company  426,662  15,782,227 
 
Consumer Finance 1.7%     

American Express Company  267,561  18,049,665 
 
Diversified Financial Services 2.8%     

Citigroup, Inc.  367,279  16,248,423 

JPMorgan Chase & Company  252,930  12,004,058 
 
Health Care 11.1%    113,492,344 
 
Biotechnology 6.2%     

Alexion Pharmaceuticals, Inc. (I)  219,248  20,201,511 

Biogen Idec, Inc. (I)  77,398  14,930,848 

Gilead Sciences, Inc. (I)  573,533  28,062,970 
 
Health Care Providers & Services 3.2%     

Express Scripts Holding Company (I)  387,273  22,326,288 

McKesson Corp.  93,158  10,057,338 
 
Pharmaceuticals 1.7%     

Perrigo Company  150,875  17,913,389 
 
Industrials 13.0%    132,329,419 
 
Aerospace & Defense 5.8%     

B/E Aerospace, Inc. (I)  87,779  5,292,196 

Honeywell International, Inc.  203,239  15,314,059 

Precision Castparts Corp.  52,414  9,938,743 

United Technologies Corp.  305,716  28,563,046 
 
Building Products 2.2%     

Fortune Brands Home & Security, Inc. (I)  461,666  17,280,158 

USG Corp. (I)  209,500  5,539,180 
 
Electrical Equipment 2.2%     

Eaton Corp. PLC  215,590  13,204,888 

Emerson Electric Company  156,897  8,765,835 
 
Industrial Conglomerates 1.4%     

General Electric Company  619,464  14,322,008 
 
Machinery 1.4%     

Terex Corp. (I)  122,239  4,207,466 

The Manitowoc Company, Inc.  481,607  9,901,840 
 
Information Technology 30.4%    309,593,519 
 
Communications Equipment 3.2%     

QUALCOMM, Inc.  483,450  32,366,978 
 
Computers & Peripherals 7.2%     

Apple, Inc.  146,157  64,693,473 

EMC Corp. (I)  389,021  9,293,712 

 

See notes to financial statements  Annual report | Strategic Growth Fund  13 

 



    Shares  Value 
Internet Software & Services 9.9%       

eBay, Inc. (I)    492,742  $26,716,471 

Equinix, Inc. (I)(L)    24,300  5,256,333 

Facebook, Inc., Class A (I)    630,818  16,136,324 

Google, Inc., Class A (I)    54,343  43,149,972 

LinkedIn Corp., Class A (I)    52,568  9,255,122 
 
IT Services 4.1%       

Alliance Data Systems Corp. (I)    92,819  15,026,468 

Visa, Inc., Class A    156,849  26,639,234 
 
Semiconductors & Semiconductor Equipment 1.7%       

Texas Instruments, Inc.    479,283  17,004,961 
 
Software 4.3%       

Guidewire Software, Inc. (I)    168,305  6,469,644 

Red Hat, Inc. (I)    219,001  11,072,691 

Salesforce.com, Inc. (I)(L)    93,345  16,692,886 

ServiceNow, Inc. (I)(L)    184,762  6,688,384 

Splunk, Inc. (I)    78,213  3,130,866 
 
Materials 3.8%      39,202,592 
 
Chemicals 2.0%       

Monsanto Company    190,828  20,157,162 
 
Metals & Mining 1.8%       

Freeport-McMoRan Copper & Gold, Inc.    424,317  14,044,893 

Nucor Corp.    108,354  5,000,537 
 
  Yield (%)  Shares  Value 
Securities Lending Collateral 0.9%      $9,002,394 

(Cost $9,000,670)       
 
John Hancock Collateral Investment Trust (W)  0.2481 (Y)  899,457  9,002,394 
 
    Par value  Value 
Short-Term Investments 2.4%      $24,467,000 

(Cost $24,467,000)       
 
Repurchase Agreement 2.4%      24,467,000 
Repurchase Agreement with State Street Corp.       
dated 3-28-13 at 0.010% to be repurchased       
at $24,467,027 on 4-1-13, collateralized by       
$24,990,000 Federal Home Loan Mortgage       
Corp., 1.600% due 1-9-20 (valued at       
$24,958,763, including interest)    $24,467,000  24,467,000 
 
Total investments (Cost $931,429,875)102.3%  $1,042,709,646 

 
Other assets and liabilities, net (2.3%)      ($23,796,802) 

 
Total net assets 100.0%    $1,018,912,844 

The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund.

14  Strategic Growth Fund | Annual report  See notes to financial statements 

 



Notes to Schedule of Investments

(I) Non-income producing security.

(L) A portion of this security is on loan as of 3-31-13.

(W) Investment is an affiliate of the Fund, the advisor and/or subadvisor. This investment represents collateral recieved for securities lending.

(Y) The rate shown is the annualized seven-day yield as of 3-31-13.

† At 3-31-13, the aggregate cost of investment securities for federal income tax purposes was $932,440,760. Net unrealized appreciation aggregated $110,268,886, of which $126,822,690 related to appreciated investment securities and $16,553,804 related to depreciated investment securities.

See notes to financial statements  Annual report | Strategic Growth Fund  15 

 



F I N A N C I A L  S T A T E M E N T S

Financial statements

Statement of assets and liabilities 3-31-13

This Statement of assets and liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value and the maximum offering price per share.

Assets   

Investments in unaffiliated issuers, at value (Cost $922,429,205) including   
$8,820,716 of securities loaned  $1,033,707,252 
Investments in affiliated issuers, at value (Cost $9,000,670)  9,002,394 
 
Total investments, at value (Cost $931,429,875)  1,042,709,646 
Cash  132,626 
Receivable for fund shares sold  3,300 
Dividends and interest receivable  804,897 
Receivable for securities lending income  2,593 
Receivable due from advisor  1,277 
Other receivables and prepaid expenses  22,652 
 
Total assets  1,043,676,991 
 
Liabilities   

Payable for investments purchased  15,005,361 
Payable for fund shares repurchased  513,080 
Payable upon return of securities loaned  9,004,725 
Payable to affiliates   
Accounting and legal services fees  46,648 
Transfer agent fees  765 
Trustees’ fees  800 
Other liabilities and accrued expenses  192,768 
 
Total liabilities  24,764,147 
 
Net assets  1,018,912,844 
 
Net assets consist of   

Paid-in capital  $911,369,707 
Undistributed net investment income  3,376,483 
Accumulated net realized gain (loss) on investments  (7,113,117) 
Net unrealized appreciation (depreciation) on investments  111,279,771 
 
Net assets  $1,018,912,844 
 
Net asset value per share   

Based on net asset values and shares outstanding — the Fund has an   
unlimited number of shares authorized with no par value   
Class A ($5,004,809 ÷ 396,531 shares)1  $12.62 
Class I ($796,425 ÷ 62,879 shares)  $12.67 
Class NAV ($1,013,111,610 ÷ 79,987,784 shares)  $12.67 
 
Maximum offering price per share   

Class A (net asset value per share ÷ 95%)2  $13.28 

1 Redemption price is equal to net asset value less any applicable contingent deferred sales charge.

2 On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales the offering price is reduced.

16  Strategic Growth Fund | Annual report  See notes to financial statements 

 



F I N A N C I A L  S T A T E M E N T S

Statement of operations For the year ended 3-31-13

This Statement of operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income   

Dividends  $12,798,225 
Securities lending  55,286 
Interest  5,487 
Less foreign taxes withheld  (8,060) 
 
Total investment income  12,850,938 
 
Expenses   

Investment management fees  6,146,495 
Distribution and service fees  11,953 
Accounting and legal services fees  179,693 
Transfer agent fees  8,068 
Trustees’ fees  36,069 
State registration fees  53,253 
Printing and postage  3,698 
Professional fees  81,795 
Custodian fees  95,058 
Registration and filing fees  176,028 
Other  15,793 
 
Total expenses  6,807,903 
Less expense reductions  (55,545) 
 
Net expenses  6,752,358 
 
Net investment income  6,098,580 
 
Realized and unrealized gain (loss)   

 
Net realized gain (loss) on   
Investments in unaffiliated issuers  (7,085,998) 
Investments in affiliated issuers  (4,055) 
  (7,090,053) 
Change in net unrealized appreciation (depreciation) of   
Investments in unaffiliated issuers  69,799,448 
Investments in affiliated issuers  1,724 
  69,801,172 
Net realized and unrealized gain  62,711,119 
 
Increase in net assets from operations  $68,809,699 

 

See notes to financial statements  Annual report | Strategic Growth Fund  17 

 



F I N A N C I A L  S T A T E M E N T S

Statements of changes in net assets

These Statements of changes in net assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

  Year  Period 
  ended  ended 
  3-31-13  3-31-121 
 
Increase (decrease) in net assets     

 
From operations     
Net investment income  $6,098,580  $96,757 
Net realized gain (loss)  (7,090,053)  2,600,980 
Change in net unrealized appreciation (depreciation)  69,801,172  41,478,599 
 
Increase in net assets resulting from operations  68,809,699  44,176,336 
 
Distributions to shareholders     
From net investment income     
Class A    (181) 
Class I  (687)  (25) 
Class NAV  (2,794,360)  (24,845) 
From net realized gain     
Class A  (11,944)   
Class I  (1,468)   
Class NAV  (2,610,928)   
 
Total distributions  (5,419,387)  (25,051) 
 
From Fund share transactions  616,312,525  295,058,722 
 
Total increase  679,702,837  339,210,007 
 
Net assets     

Beginning of year  339,210,007  2 
 
End of year  $1,018,912,844  $339,210,007 
 
Undistributed net investment income  $3,376,483  $73,246 

1 Period from 12-19-11 (commencement of operations) to 3-31-12.
2 Initial seed capital of $2,000,000 is included in Fund share transactions for the period ended 3-31-12.

18  Strategic Growth Fund | Annual report  See notes to financial statements 

 



Financial highlights

The Financial highlights show how the Fund’s net asset value for a share has changed during the period.

CLASS A SHARES Period ended  3-31-13  3-31-121 
 
Per share operating performance     

Net asset value, beginning of period  $12.14  $10.00 
Net investment income (loss)2  0.02  (0.01) 
Net realized and unrealized gain on investments  0.49  2.15 
Total from investment operations  0.51  2.14 
Less distributions     
From net investment income    3 
From net realized gain  (0.03)   
Total distributions  (0.03)  3 
Net asset value, end of period  $12.62  $12.14 
Total return (%)4,5  4.25  21.416 
 
Ratios and supplemental data     

Net assets, end of period (in millions)  $5  $3 
Ratios (as a percentage of average net assets):     
Expenses before reductions  2.01  2.057 
Expenses net of fee waivers  1.30  1.307 
Net investment income (loss)  0.18  (0.32)7 
Portfolio turnover (%)  100  26 
 

1 Period from 12-19-11 (commencement of operations) to 3-31-12.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Does not reflect the effect of sales charges, if any.
5 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
6 Not annualized.
7 Annualized.

See notes to financial statements  Annual report | Strategic Growth Fund  19 

 



CLASS I SHARES Period ended  3-31-13  3-31-121 
 
Per share operating performance     

Net asset value, beginning of period  $12.16  $10.00 
Net investment income2  0.06  3 
Net realized and unrealized gain on investments  0.50  2.16 
Total from investment operations  0.56  2.16 
Less distributions     
From net investment income  (0.02)  3 
From net realized gain  (0.03)   
Total distributions  (0.05)  3 
Net asset value, end of period  $12.67  $12.16 
Total return (%)4  4.62  21.635 
 
Ratios and supplemental data     

Net assets, end of period (in millions)  $1  6 
Ratios (as a percentage of average net assets):     
Expenses before reductions  5.88  11.447 
Expenses net of fee waivers  0.94  0.947 
Net investment income  0.51  0.147 
Portfolio turnover (%)  100  26 
 

1 Period from 12-19-11 (commencement of operations) to 3-31-12.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Less than $500,000.
7 Annualized.

CLASS NAV SHARES Period ended  3-31-13  3-31-121 
 
Per share operating performance     

Net asset value, beginning of period  $12.16  $10.00 
Net investment income2  0.08  3 
Net realized and unrealized gain on investments  0.50  2.16 
Total from investment operations  0.58  2.16 
Less distributions     
From net investment income  (0.04)  3 
From net realized gain  (0.03)   
Total distributions  (0.07)  3 
Net asset value, end of period  $12.67  $12.16 
Total return (%)4  4.80  21.635 
 
Ratios and supplemental data     

Net assets, end of period (in millions)  $1,013  $336 
Ratios (as a percentage of average net assets):     
Expenses before reductions  0.78  0.856 
Expenses net of fee waivers  0.78  0.856 
Net investment income  0.71  0.156 
Portfolio turnover (%)  100  26 
 

1 Period from 12-19-11 (commencement of operations) to 3-31-12.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.

20  Strategic Growth Fund | Annual report  See notes to financial statements 

 



Notes to financial statements

Note 1 — Organization

John Hancock Strategic Growth Fund (the Fund) is a series of John Hancock Funds III (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek long-term capital appreciation.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of assets and liabilities. Class A shares are offered to all investors. Class I shares are offered to institutions and certain investors. Class NAV shares are offered to John Hancock affiliated funds of funds and certain 529 plans. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees, if any, transfer agent fees, printing and postage and state registration fees for each class may differ.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates and those differences could be significant. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. In order to value the securities, the Fund uses the following valuation techniques: Equity securities held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then the securities are valued using the last quoted bid or evaluated price. Investments by the Fund in open-end mutual funds, including John Hancock Collateral Investment Trust (JHCIT), are valued at their respective net asset values each business day. Certain short-term securities are valued at amortized cost. Other portfolio securities and assets, where reliable market quotations are not available, are valued at fair value as determined in good faith by the Fund’s Pricing Committee following procedures established by the Board of Trustees, which include price verification procedures. The frequency with which these fair valuation procedures are used cannot be predicted.

The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes securities valued using quoted prices in active markets for identical securities. Level 2 includes securities valued using other significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these inputs are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes securities valued using significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. Factors used in determining value may include market or issuer specific events or trends, changes in interest rates and credit quality. The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy.

Annual report | Strategic Growth Fund  21 

 



As of March 31, 2013, all investments are categorized as Level 1 under the hierarchy described above except for repurchase agreements, which are categorized as Level 2.

Repurchase agreements. The Fund may enter into repurchase agreements. When the Fund enters into a repurchase agreement, it receives collateral that is held in a segregated account by the Fund’s custodian. The collateral amount is marked-to-market and monitored on a daily basis to ensure that the collateral held is in an amount not less than the principal amount of the repurchase agreement plus any accrued interest. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the collateral value may decline.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Dividend income is recorded on the ex-date, except for dividends of foreign securities where the dividend may not be known until after the ex-date. In those cases, dividend income, net of withholding taxes, is recorded when the Fund becomes aware of the dividends. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation.

Securities lending. The Fund may lend its securities to earn additional income. It receives cash collateral from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its collateral in JHCIT, an affiliate of the Fund, which has a floating net asset value (NAV) and invests in short term investments as part of the securities lending program, and as a result, the Fund will receive the benefit of any gains and bear any losses generated by JHCIT. Although risk of the loss of the securities lent is mitigated by holding the collateral, the Fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the securities or if collateral investments decline in value. The Fund may receive compensation for lending its securities by retaining a portion of the return on the investment of the collateral and compensation from fees earned from borrowers of the securities. Net income received from JHCIT is a component of securities lending income as recorded on the Statement of operations.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the custodian agreement, the custodian may loan money to the Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian may have a lien, security interest or security entitlement in any Fund property that is not otherwise segregated or pledged, to the maximum extent permitted by law, to the extent of any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with Citibank N.A. which enables them to participate in a $300 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis and is reflected in other expenses on the Statement of operations. Prior to March 27, 2013, the Fund participated in a $100 million unsecured line of credit, also with Citibank, with terms otherwise similar to the existing agreement. Commitment fees for the year ended March 31, 2013 were $2,135. For the year ended March 31, 2013, the Fund had no borrowings under either line of credit.

Expenses. Within the John Hancock Funds complex, expenses that are directly attributable to an individual fund are allocated to such fund. Expenses that are not readily attributable to a specific fund are allocated among all funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the fund’s relative net assets. Expense

22  Strategic Growth Fund | Annual report 

 



estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses and realized and unrealized gains (losses) are determined at the fund level and allocated daily to each class of shares based on the net assets of the class. Class-specific expenses, such as distribution and service fees, if any, transfer agent fees, state registration fees and printing and postage, for all classes, are calculated daily at the class level based on the appropriate net assets of each class and the specific expense rates applicable to each class.

Federal income taxes. The Fund intends to continue to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses for an unlimited period. Capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law.

For federal income tax purposes, as of March 31, 2013, the Fund has $6,102,232 of long-term capital loss carryforward available to offset future net realized capital gains, with no expiration.

As of March 31, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, derecognition or disclosure. The Fund’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-date. The Fund generally declares and pays dividends and capital gain distributions, if any, annually. The tax character of distributions for the year ended March 31, 2013 and the period ended March 31, 2012 was as follows:

  MARCH 31, 2013  MARCH 31, 2012 

Ordinary Income  $5,419,387  $25,051 

Distributions paid by the Fund with respect to each class of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of class level expenses that may be applied differently to each class. As of March 31, 2013, the components of distributable earnings on a tax basis consisted of $3,376,483 of undistributed ordinary income.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences, if any, will reverse in a subsequent period. Book-tax differences are primarily attributable to wash sale loss deferrals.

Note 3 — Guarantees and indemnifications

Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust, including the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these

Annual report | Strategic Growth Fund  23 

 



arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss from such claims is considered remote.

Note 4 — Fees and transactions with affiliates

John Hancock Investment Management Services, LLC (the Advisor) serves as investment advisor for the Trust. John Hancock Funds, LLC (the Distributor), an affiliate of the Advisor, serves as principal underwriter of the Trust. The Advisor and the Distributor are indirect, wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management agreement with the Advisor under which the Fund pays a daily management fee to the Advisor equivalent, on an annual basis, to the sum of: (a) 0.725% of the first $500,000,000 of the Fund’s average daily net assets; (b) 0.700% of the next $500,000,000; (c) 0.675% of the next $500,000,000; and (d) 0.650% of the Fund’s average daily net assets in excess of $1,500,000,000. The Advisor has a subadvisory agreement with John Hancock Asset Management, a division of Manulife Asset Management (US) LLC, an indirectly owned subsidiary of MFC and an affiliate of the Advisor. The Fund is not responsible for payment of subadvisory fees.

The Advisor has contractually agreed to waive all or a portion of its management fee and reimburse or pay operating expenses of the Fund to the extent necessary to maintain the Fund’s total operating expenses at 1.30% and 0.94% for Class A and Class I shares, respectively. This agreement excludes certain expenses such as taxes, brokerage commissions, interest expense, litigation and indemnification expenses and other extraordinary expenses, acquired fund fees and short dividend expense. For Class A and Class I shares, this expense limitation shall remain in effect through June 30, 2014, unless renewed by mutual agreement of the Fund and the Advisor based upon a determination that this is appropriate under the circumstances at the time.

Accordingly, these expense reductions amounted to $28,373 and $27,172 for Class A and Class I shares, respectively, for the year ended March 31, 2013.

The investment management fees, including the impact of the waivers and reimbursements described above, incurred for the year ended March 31, 2013 were equivalent to a net effective rate of 0.71% annualized of the Fund’s average daily net assets.

Accounting and legal services. Pursuant to a service agreement, the Fund reimburses the Advisor for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services to the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports, among other services. These expenses are allocated to each share class based on its relative net assets at the time the expense was incurred. These accounting and legal services fees incurred for the year ended March 31, 2013 amounted to an annual rate of 0.02% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A pursuant to Rule 12b-1 under the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. The Fund pays 0.30% for Class A of distribution and service fees under the arrangement, expressed as an annual percentage of average daily net assets.

Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $24,732 for the year ended March 31, 2013. Of this amount, $4,162 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $20,512 was paid as sales commissions to broker-dealers and $58 was paid as sales commissions to sales personnel of Signator Investors, Inc., a broker-dealer affiliate of the Advisor.

24  Strategic Growth Fund | Annual report 

 



Class A shares may be subject to contingent deferred sales charges (CDSCs). Certain Class A shares that are acquired through purchases of $1 million or more and are redeemed within one year of purchase are subject to a 1.00% sales charge. CDSCs are applied to the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended March 31, 2013, there were no CDSCs received by the Distributor for Class A shares.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (Signature Services), an affiliate of the Advisor. The transfer agent fees paid to Signature Services are determined based on the cost to Signature Services (Signature Services Cost) of providing recordkeeping services. The Signature Services Cost includes a component of allocated John Hancock corporate overhead for providing transfer agent services to the Fund and to all other John Hancock affiliated funds. It also includes out-of-pocket expenses that are comprised of payments made to third-parties for recordkeeping services provided to their clients who invest in one or more John Hancock funds. In addition, Signature Services Cost may be reduced by certain fees that Signature Services receives in connection with retirement and small accounts. Signature Services Cost is calculated monthly and allocated, as applicable, to four categories of share classes: Institutional Share Classes, Retirement Share Classes, Municipal Bond Classes and all other Retail Share Classes. Within each of these categories, the applicable costs are allocated to the affected John Hancock affiliated funds and/or classes, based on the relative average daily net assets.

Class level expenses. Class level expenses for the year ended March 31, 2013 were:

  DISTRIBUTION  TRANSFER  STATE  PRINTING AND 
CLASS  AND SERVICE FEES  AGENT FEES  REGISTRATION FEES  POSTAGE 

Class A  $11,953  $7,483  $26,648  $2,865 
Class I    585  26,605  833 
Total  $11,953  $8,068  $53,253  $3,698 

Trustee expenses. The Fund compensates each Trustee who is not an employee of the Advisor or its affiliates. Under the John Hancock Group of Funds Deferred Compensation Plan (the Plan) which was terminated in November 2012, certain Trustees could have elected, for tax purposes, to defer receipt of this compensation. Any deferred amounts were invested in various John Hancock funds. The investment of deferred amounts and the offsetting liability are included within Other receivables and prepaid expenses and Payable to affiliates — Trustees’ fees, respectively, in the accompanying Statement of assets and liabilities. Plan assets will be liquidated in accordance with the Plan documents.

Note 5 — Fund share transactions

Transactions in Fund’s shares for the year ended March 31, 2013 and for the period ended March 31, 2012 were as follows:

    Year ended 3-31-13  Period ended 3-31-121 
  Shares  Amount  Shares  Amount 

Class A shares         
Sold  202,152  $2,399,453  251,934  $2,626,907 
Distributions reinvested  478  5,596     
Repurchased  (56,936)  (671,858)  (1,097)  (12,000) 
 
Net increase  145,694  $1,733,191  250,837  $2,614,907 

 

Annual report | Strategic Growth Fund  25 

 



    Year ended 3-31-13  Period ended 3-31-121 
  Shares  Amount  Shares  Amount 
Class I shares         

Sold  38,731  $471,183  36,936  $425,659 
Distributions reinvested  142  1,672     
Repurchased  (12,930)  (148,049)     
 
Net increase  25,943  $324,806  36,936  $425,659 
 
Class NAV shares         

Sold  53,490,022  $627,632,168  27,607,188  $291,993,311 
Distributions reinvested  460,809  5,405,288  2,424  24,845 
Repurchased  (1,572,659)  (18,782,928)     
 
Net increase  52,378,172  $614,254,528  27,609,612  $292,018,156 
 
Net increase  52,549,809  $616,312,525  27,897,385  $295,058,722 

1 Period from 12-19-11 (commencement of operations) to 3-31-12.

Affiliates of the Trust owned 48%, 16% and 100% of shares of beneficial interest of Class A, Class I and Class NAV, respectively, on March 31, 2013.

Note 6 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities, aggregated $1,433,125,897 and $817,005,635, respectively, for the year ended March 31, 2013.

Note 7 — Investment by affiliated funds

Certain investors in the Fund are affiliated funds and are managed by the Advisor and its affiliates. The affiliated funds do not invest in the Fund for the purpose of exercising management or control; however, this investment may represent a significant portion of the Fund’s net assets. For the year ended March 31, 2013, the following funds had an affiliate ownership concentration of 5% or more of the Fund’s net assets:

  AFFILIATED 
FUND  CONCENTRATION 

John Hancock Lifestyle Aggressive Portfolio  14.1% 
John Hancock Lifestyle Balanced Portfolio  30.2% 
John Hancock Lifestyle Growth Portfolio  38.2% 
John Hancock Lifestyle Moderate Portfolio  6.9% 

 

26  Strategic Growth Fund | Annual report 

 



Auditor’s report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Funds III and Shareholders of
John Hancock Strategic Growth Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statement of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock Strategic Growth Fund (the “Fund”) at March 31, 2013, and the results of its operations for the year then ended, and the changes in its net assets and the financial highlights for the year then ended and for the period December 19, 2011 (commencement of operations) through March 31, 2012, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at March 31, 2013 by correspondence with the custodian, transfer agent and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
May 22, 2013

Annual report | Strategic Growth Fund  27 

 



Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended March 31, 2013.

The Fund reports the maximum amount allowable of its net taxable income as eligible for the corporate dividends-received deduction.

The Fund reports the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003.

Eligible shareholders will be mailed a 2013 Form 1099-DIV in early 2014. This will reflect the tax character of all distributions paid in calendar year 2013.

Please consult a tax advisor regarding the tax consequences of your investment in the Fund.

28  Strategic Growth Fund | Annual report 

 



Special Shareholder Meeting

On November 13, 2012, a Special Meeting of the Shareholders of John Hancock Funds III and each of its series, including John Hancock Strategic Growth Fund, was held at 601 Congress Street, Boston, Massachusetts, for the purpose of considering and voting on the following proposal:

Proposal: Election of thirteen (13) Trustees as members of the Board of Trustees of John Hancock Funds III.

  TOTAL VOTES  TOTAL VOTES WITHHELD 
  FOR THE NOMINEE  FROM THE NOMINEE 

Independent Trustees     
Charles L. Bardelis  657,515,396.49  7,284,346.35 
Peter S. Burgess  657,435,609.53  7,364,133.30 
William H. Cunningham  654,078,766.31  10,720,976.53 
Grace K. Fey  657,602,863.91  7,196,878.92 
Theron S. Hoffman  657,614,243.23  7,185,499.60 
Deborah C. Jackson  657,542,023.74  7,257,719.09 
Hassell H. McClellan  657,319,823.50  7,479,919.34 
James M. Oates  656,971,552.43  7,828,190.40 
Steven R. Pruchansky  657,559,900.72  7,239,842.11 
Gregory A. Russo  658,072,539.03  6,727,203.80 
Non-Independent Trustees     
James R. Boyle  657,895,765.77  6,903,977.06 
Craig Bromley  657,588,989.57  7,210,753.26 
Warren A. Thomson  657,817,862.75  6,981,880.08 

 

Annual report | Strategic Growth Fund  29 

 



Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund as of December 1, 2012. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees

Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James M. Oates,2 Born: 1946  2012  234 

Managing Director, Wydown Group (financial consulting firm) (since 1994); Chairman and Director, 
Emerson Investment Management, Inc. (since 2000); Independent Chairman, Hudson Castle Group, Inc. 
(formerly IBEX Capital Markets, Inc.) (financial services company) (1997–2011); Director, Stifel Financial 
(since 1996); Director, Investor Financial Services Corporation (1995–2007); Director, Connecticut River 
Bancorp (since 1998); Director, Virtus Funds (formerly Phoenix Mutual Funds) (since 1988). Trustee 
and Chairperson of the Board, John Hancock retail funds (since 2012); Trustee (2005–2006 and since 
2012) and Chairperson of the Board (since 2012), John Hancock Funds III; Trustee (since 2004) and 
Chairperson of the Board (since 2005), John Hancock Variable Insurance Trust; Trustee and Chairperson 
of the Board (since 2005), John Hancock Funds II.     
 
Charles L. Bardelis,2,3 Born: 1941  2012  234 

Director, Island Commuter Corp. (marine transport). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust (since 1988); Trustee, John Hancock Funds II (since 2005).     
 
Peter S. Burgess,2,3 Born: 1942  2012  234 

Consultant (financial, accounting and auditing matters) (since 1999); Certified Public Accountant; 
Partner, Arthur Andersen (independent public accounting firm) (prior to 1999); Director, Lincoln 
Educational Services Corporation (since 2004); Director, Symetra Financial Corporation (since 2010); 
former Director, PMA Capital Corporation (2004–2010). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2005).     
 
William H. Cunningham, Born: 1944  2006  234 

Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas 
System and former President of the University of Texas, Austin, Texas; Director, LIN Television (since 
2009); Chairman (since 2009) and Director (since 2006), Lincoln National Corporation (insurance); 
Director, Resolute Energy Corporation (since 2009); Director, Southwest Airlines (since 2000); former 
Director, Introgen (manufacturer of biopharmaceuticals) (until 2008); former Director, Hicks Acquisition 
Company I, Inc. (until 2007); former Director, Texas Exchange Bank, SSB (formerly Bank of Crowley) 
(until 2009); former Advisory Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) 
(until 2009). Trustee, John Hancock retail funds (since 1986); Trustee, John Hancock Variable Insurance 
Trust (since 2012); Trustee, John Hancock Funds II (since 2012 and 2005–2006).   
 
Grace K. Fey,2 Born: 1946  2012  234 

Chief Executive Officer, Grace Fey Advisors (since 2007); Director and Executive Vice President, 
Frontier Capital Management Company (1988–2007); Director, Fiduciary Trust (since 2009). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2008).     

 

30  Strategic Growth Fund | Annual report 

 



Independent Trustees (continued)

Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
Theron S. Hoffman,2,3 Born: 1947  2012  234 

Chief Executive Officer, T. Hoffman Associates, LLC (consulting firm) (since 2003); Director, The Todd 
Organization (consulting firm) (2003–2010); President, Westport Resources Management (investment 
management consulting firm) (2006–2008); Senior Managing Director, Partner and Operating Head, 
Putnam Investments (2000–2003); Executive Vice President, The Thomson Corp. (financial and 
legal information publishing) (1997–2000). Trustee, John Hancock retail funds (since 2012); Trustee, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2008).   
 
Deborah C. Jackson, Born: 1952  2008  234 

President, Cambridge College, Cambridge, Massachusetts (since 2011); Chief Executive Officer, 
American Red Cross of Massachusetts Bay (2002–2011); Board of Directors of Eastern Bank Corporation 
(since 2001); Board of Directors of Eastern Bank Charitable Foundation (since 2001); Board of Directors 
of American Student Assistance Corporation (1996–2009); Board of Directors of Boston Stock Exchange 
(2002–2008); Board of Directors of Harvard Pilgrim Healthcare (health benefits company) (2007–2011). 
Trustee, John Hancock retail funds (since 2008); Trustee of John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Hassell H. McClellan,2 Born: 1945  2012  234 

Associate Professor, The Wallace E. Carroll School of Management, Boston College (since 1984); 
Trustee, Virtus Variable Insurance Trust (formerly Phoenix Edge Series Funds) (since 2008); Director, 
The Barnes Group (since 2010). Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock 
Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance Trust and   
John Hancock Funds II (since 2005).     
 
Steven R. Pruchansky, Born: 1944  2006  234 

Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director 
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First 
American Bank (until 2010); Managing Director, Jon James, LLC (real estate) (since 2000); Director, 
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President, 
Maxwell Building Corp. (until 1991). Trustee (since 1992) and Chairperson of the Board (2011–2012), 
John Hancock retail funds; Trustee and Vice Chairperson of the Board, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2012).   
 
Gregory A. Russo, Born: 1949  2008  234 

Director and Audit Committee Chairman (since 2012) and Member, Audit Committee and Finance 
Committee (since 2011), NCH Healthcare System, Inc. (holding company for multi-entity healthcare 
system); Director and Member of Finance Committee, The Moorings, Inc. (nonprofit continuing care 
community) (since 2012); Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); 
Vice Chairman, Industrial Markets, KPMG (1998–2002); Chairman and Treasurer, Westchester 
County, New York, Chamber of Commerce (1986–1992); Director, Treasurer and Chairman of 
Audit and Finance Committees, Putnam Hospital Center (1989–1995); Director and Chairman of 
Fundraising Campaign, United Way of Westchester and Putnam Counties, New York (1990–1995). 
Trustee, John Hancock retail funds (since 2008); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     

 

Annual report | Strategic Growth Fund  31 

 



Non-Independent Trustees4

Name, Year of Birth  Trustee  Number of 
Position(s) held with Fund  of the  John Hancock 
Principal occupation(s) and other  Trust  funds overseen 
directorships during past 5 years  since1  by Trustee 
 
James R. Boyle,2 Born: 1959  2012  234 

Senior Executive Vice President, John Hancock Financial Services (1999–2012, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Funds, LLC and John Hancock 
Investment Management Services, LLC (2005–2010). Trustee, John Hancock retail funds (since 2012 and 
2005–2010), Trustee, John Hancock Variable Insurance Trust and John Hancock Funds II (since 2005). 
 
Craig Bromley,2 Born: 1966  2012  234 

President, John Hancock Financial Services (since 2012); Senior Executive Vice President and General 
Manager, U.S. Division, John Hancock Financial Services (since 2012); President and Chief Executive 
Officer, Manulife Insurance Company (Manulife (Japan) (2005–2012), including prior positions). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Warren A. Thomson,2 Born: 1955  2012  234 

Senior Executive Vice President and Chief Investment Officer, Manulife Financial Corporation (since 
2001, including prior positions); Director, Manulife Trust Company and Manulife Bank of Canada 
(2001–2013, including prior positions); Director and Chairman, Manulife Asset Management (since 
2001, including prior positions). Trustee, John Hancock retail funds, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2012).     

Principal officers who are not Trustees

Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Hugh McHaffie, Born: 1959  2012 

President   
Executive Vice President, John Hancock Financial Services (since 2006, including prior positions);   
Chairman and Director, John Hancock Advisers, LLC, John Hancock Investment Management Services, 
LLC and John Hancock Funds, LLC (since 2010); President, John Hancock Advisers, LLC (since 2012); 
President, John Hancock Investment Management Services, LLC (since 2010). President (since 2012) and 
former Trustee (2010–2012), John Hancock retail funds; President, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2009).   
 
Andrew G. Arnott, Born: 1971  2009 

Executive Vice President   
Senior Vice President, John Hancock Financial Services (since 2009); Executive Vice President,   
John Hancock Advisers, LLC (since 2005); Executive Vice President, John Hancock Investment   
Management Services, LLC (since 2006); President, John Hancock Funds, LLC (since 2004, including 
prior positions); Executive Vice President, John Hancock retail funds (since 2007, including prior   
positions); Executive Vice President, John Hancock Variable Insurance Trust and John Hancock Funds II 
(since 2007, including prior positions).   
 
Thomas M. Kinzler, Born: 1955  2006 

Secretary and Chief Legal Officer   
Vice President, John Hancock Financial Services (since 2006); Secretary and Chief Legal Counsel,   
John Hancock Funds, LLC (since 2007); Secretary and Chief Legal Officer, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2006).   

 

32  Strategic Growth Fund | Annual report 

 



Principal officers who are not Trustees (continued)

Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Francis V. Knox, Jr., Born: 1947  2006 

Chief Compliance Officer   
Vice President, John Hancock Financial Services (since 2005); Chief Compliance Officer, John Hancock 
retail funds, John Hancock Variable Insurance Trust, John Hancock Funds II, John Hancock Advisers, 
LLC and John Hancock Investment Management Services, LLC (since 2005); Vice President and Chief 
Compliance Officer, John Hancock Asset Management a division of Manulife Asset Management (US) 
LLC (2005–2008).   
 
Charles A. Rizzo, Born: 1957  2007 

Chief Financial Officer   
Vice President, John Hancock Financial Services (since 2008); Senior Vice President, John Hancock   
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2008); Chief Financial 
Officer, John Hancock retail funds, John Hancock Variable Insurance Trust and John Hancock   
Funds II (since 2007).   
 
Salvatore Schiavone, Born: 1965  2010 

Treasurer   
Assistant Vice President, John Hancock Financial Services (since 2007); Vice President, John Hancock 
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2007); Treasurer,   
John Hancock retail funds (since 2007, including prior positions); Treasurer, John Hancock Variable   
Insurance Trust and John Hancock Funds II (since 2010 and 2007–2009, including prior positions).   

John Hancock retail funds is comprised of John Hancock Funds III and 33 other John Hancock funds consisting of 23 series of other John Hancock trusts and 10 closed-end funds.

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Trust and is available without charge, upon request, by calling 1-800-225-5291.

1 Each Trustee holds office until his or her successor is elected and qualified, or until the Trustee’s death, retirement, resignation or removal.

2 Became a Trustee of the Trust effective December 1, 2012.

3 Member of Audit Committee.

4 Because Messrs. Bromley and Thomson are senior executives or directors and Mr. Boyle held prior positions as a senior executive and director of the Advisor and/or its affiliates, each of them is considered an “interested person,” as defined in the Investment Company Act of 1940, of the Trust.

Annual report | Strategic Growth Fund  33 

 



More information

Trustees  Investment advisor 
James M. Oates, Chairman  John Hancock Investment Management 
Steven R. Pruchansky, Vice Chairman  Services, LLC 
Charles L. Bardelis*   
James R. Boyle  Subadvisor 
Craig Bromley  John Hancock Asset Management a division of 
Peter S. Burgess*  Manulife Asset Management (US) LLC 
William H. Cunningham   
Grace K. Fey  Principal distributor 
Theron S. Hoffman*  John Hancock Funds, LLC  
Deborah C. Jackson   
Hassell H. McClellan  Custodian 
Gregory A. Russo  State Street Bank and Trust Company 
Warren A. Thomson   
  Transfer agent  
Officers  John Hancock Signature Services, Inc. 
Hugh McHaffie   
President  Legal counsel  
  K&L Gates LLP 
Andrew G. Arnott   
Executive Vice President   Independent registered 
  public accounting firm 
Thomas M. Kinzler  PricewaterhouseCoopers LLP  
Secretary and Chief Legal Officer   
 
Francis V. Knox, Jr.   
Chief Compliance Officer   
 
Charles A. Rizzo   
Chief Financial Officer   
 
Salvatore Schiavone   
Treasurer   

*Member of the Audit Committee

†Non-Independent Trustee

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site at www.jhfunds.com or by calling 1-800-225-5291.

You can also contact us:     
1-800-225-5291  Regular mail:  Express mail: 
jhfunds.com  John Hancock Signature Services, Inc.  John Hancock Signature Services, Inc. 
  P.O. Box 55913  Mutual Fund Image Operations 
  Boston, MA 02205-5913  30 Dan Road 
    Canton, MA 02021 

 

34  Strategic Growth Fund | Annual report 

 




1-800-225-5291
1-800-554-6713 TDD
1-800-338-8080 EASI-Line
www.jhfunds.com


This report is for the information of the shareholders of John Hancock Strategic Growth Fund.   
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.  393A 3/13 
MF138238  5/13 

 


ITEM 2. CODE OF ETHICS.

As of the end of the year, March 31, 2013, the registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its Chief Executive Officer, Chief Financial Officer and Treasurer (respectively, the principal executive officer, the principal financial officer and the principal accounting officer, the “Covered Officers”). A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Peter S. Burgess is the audit committee financial expert and is “independent”, pursuant to general instructions on Form N-CSR Item 3.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

(a) Audit Fees

The aggregate fees billed for professional services rendered by the principal accountant for the audits of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements amounted to the following for the fiscal years ended March 31, 2013 and 2012. These fees were billed to the registrant and were approved by the registrant’s audit committee.

Fund    March 31, 2013    March 31, 2012 

Core High Yield Fund  $  57,334  $  55,320 

Disciplined Value Fund    32,825    32,818 

Disciplined Value Mid Cap Fund    34,515    31,069 

International Value Equity Fund    33,759    31,237 

Leveraged Companies Fund    39,887    37,389 

Rainier Growth Fund    37,444    35,621 

Small Cap Opportunities Fund    31,439    30,667 

Small Company Fund    40,511    41,255 

Strategic Growth Fund    29,518    28,900 

Total  $  337,232  $  324,276 

 

(b) Audit-Related Services

Audit-related fees for assurance and related services by the principal accountant are billed to the registrant or to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser ("control affiliates") that provides ongoing services to the registrant. The nature of the services provided was affiliated service provider internal controls reviews. Amounts billed to the registrant were as follows:

Fund    March 31, 2013    March 31, 2012 

Core High Yield Fund  $  738  $  746 

Disciplined Value Fund    738    746 

Disciplined Value Mid Cap Fund    738    746 

International Value Equity Fund    738    746 

Leveraged Companies Fund    738    746 

Rainier Growth Fund    738    746 

Small Cap Opportunities Fund    738    746 

Small Company Fund    738    746 

 



Strategic Growth Fund    738    746 

Total  $  6,642  $  6,714 

 

Amounts billed to control affiliates were $99,637 and $96,255 for the fiscal years ended March 31, 2013 and 2012, respectively.

(c) Tax Fees

The aggregate fees billed for professional services rendered by the principal accountant for tax compliance, tax advice and tax planning (“tax fees”) amounted to the following for the fiscal years ended March 31, 2013 and 2012. The nature of the services comprising the tax fees was the review of the registrant’s tax returns and tax distribution requirements. These fees were billed to the registrant and were approved by the registrant’s audit committee.

Fund    March 31, 2013    March 31, 2012 

Core High Yield Fund  $  4,300  $  4,175 

Disciplined Value Fund    2,380    2,310 

Disciplined Value Mid Cap Fund    2,675    2,597 

International Value Equity Fund    4,018    3,901 

Leveraged Companies Fund    1,138    1,105 

Rainier Growth Fund    1,879    1,824 

Small Cap Opportunities Fund    2,590    2,514 

Small Company Fund    2,590    2,514 

Strategic Growth Fund    3,502    3,400 

Total  $  25,072  $  24,340 

 

(d) All Other Fees

Other fees billed for professional services rendered by the principal accountant to the registrant or to the control affiliates amounted to the following:

Fund    March 31, 2013    March 31, 2012 

Core High Yield Fund  $  414  $  246 

Disciplined Value Fund    167    393 

Disciplined Value Mid Cap Fund    167    393 

International Value Equity Fund    414    1,505 

Leveraged Companies Fund    271    3,247 

Rainier Growth Fund    167    394 

Small Cap Opportunities Fund    271    247 

Small Company Fund    167    394 

Strategic Growth Fund    167    395 

Total  $  2,205  $  7,214 

 

(e)(1) Audit Committee Pre-Approval Policies and Procedures:

The trust’s Audit Committee must pre-approve all audit and non-audit services provided by the independent registered public accounting firm (the “Auditor”) relating to the operations or financial reporting of the funds. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.

The trust’s Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee’s consideration of audit-related and non-audit services by



the Auditor. The policies and procedures require that any audit-related and non-audit service provided by the Auditor and any non-audit service provided by the Auditor to a fund service provider that relates directly to the operations and financial reporting of a fund are subject to approval by the Audit Committee before such service is provided. Audit-related services provided by the Auditor that are expected to exceed $25,000 per year/per fund are subject to specific pre-approval by the Audit Committee. Tax services provided by the Auditor that are expected to exceed $30,000 per year/per fund are subject to specific pre-approval by the Audit Committee.

All audit services, as well as the audit-related and non-audit services that are expected to exceed the amounts stated above, must be approved in advance of provision of the service by formal resolution of the Audit Committee. At the regularly scheduled Audit Committee meetings, the Committee reviews a report summarizing the services, including fees, provided by the Auditor.

(e)(2) Services approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X:

Audit-Related Fees, Tax Fees and All Other Fees:

There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception under Rule 2-01 of Regulation S-X.

(f) According to the registrant’s principal accountant for the fiscal year ended March 31, 2013, the percentage of hours spent on the audit of the registrant's financial statements for the most recent fiscal year that were attributed to work performed by persons who were not full-time, permanent employees of principal accountant was less than 50%.

(g) The aggregate non-audit fees billed by the registrant’s principal accountant for non-audit services rendered to the registrant and rendered to the registrant's control affiliates were $2,730,499 for the fiscal year ended March 31, 2013 and $3,129,868 for the fiscal year ended March 31, 2012.

(h) The audit committee of the registrant has considered the non-audit services provided by the registrant’s principal accountant to the control affiliates and has determined that the services that were not pre-approved are compatible with maintaining the principal accountant’s independence.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

The registrant has a separately-designated standing audit committee comprised of independent trustees. The members of the audit committee are as follows:

Peter S. Burgess
Charles L. Bardelis
Theron S. Hoffman

ITEM 6. SCHEDULE OF INVESTMENTS.

(a) Not applicable.
(b) Not applicable.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.



ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The registrant has adopted procedures by which shareholders may recommend nominees to the registrant's Board of Trustees. A copy of the procedures is filed as an exhibit to this Form N-CSR. See attached “John Hancock Funds – Nominating, Governance and Administration Committee Charter”.

ITEM 11. CONTROLS AND PROCEDURES.

(a) Based upon their evaluation of the registrant's disclosure controls and procedures as conducted within 90 days of the filing date of this Form N-CSR, the registrant's principal executive officer and principal financial officer have concluded that those disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.

(b) There were no changes in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting.

ITEM 12. EXHIBITS.

(a)(1) Code of Ethics for Covered Officers is attached.

(a)(2) Separate certifications for the registrant's principal executive officer and principal financial officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and Rule 30a-2(a) under the Investment Company Act of 1940, are attached.

(b)(1) Separate certifications for the registrant's principal executive officer and principal financial officer, as required by 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and Rule 30a-2(b) under the Investment Company Act of 1940, are attached. The certifications furnished pursuant to this paragraph are not deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section. Such certifications are not deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent that the Registrant specifically incorporates them by reference.

(c)(1) Submission of Matters to a Vote of Security Holders is attached. See attached “John Hancock Funds – Nominating, Governance and Administration Committee Charter”.

(c)(2) Contact person at the registrant.



SIGNATURES 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

John Hancock Funds III 
 
 
By:  /s/ Hugh McHaffie 
  ------------------------------ 
Hugh McHaffie 
  President 
 
 
Date:  May 22, 2013 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By:  /s/ Hugh McHaffie 
  ------------------------------- 
Hugh McHaffie 
  President 
 
 
Date:  May 22, 2013 
 
 
 
By:  /s/ Charles A. Rizzo 
  -------------------------------- 
Charles A. Rizzo 
  Chief Financial Officer 
 
 
Date:  May 22, 2013