-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Kti4QX822UNW9lIGzYEub1rSPHLIifFoCiSgZQR4CFHjYmg8er39hj0cFjDQjHNj OA6k6H1mx33JolCYJAFaxw== 0000914760-05-000074.txt : 20050310 0000914760-05-000074.hdr.sgml : 20050310 20050310165129 ACCESSION NUMBER: 0000914760-05-000074 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050310 DATE AS OF CHANGE: 20050310 EFFECTIVENESS DATE: 20050310 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HANCOCK JOHN FINANCIAL SERVICES INC CENTRAL INDEX KEY: 0000736260 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 043483032 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 333-61206 FILM NUMBER: 05672934 BUSINESS ADDRESS: STREET 1: LAW DIVISION STREET 2: PO BOX 111 CITY: BOSTON STATE: MA ZIP: 02117 MAIL ADDRESS: STREET 1: LAW DIVISION STREET 2: PO BOX 111 CITY: BOSTON STATE: MA ZIP: 02117 S-8 POS 1 j39190_s8posno3.txt POST-EFFECTIVE AMENDMENT NO. 1 As filed with the Securities and Exchange Commission on March 10, 2005 Registration No. 333-61206 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ---------------- JOHN HANCOCK FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) DELAWARE 04-3483032 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) JOHN HANCOCK PLACE BOSTON, MASSACHUSETTS 02117 (Address of Principal Executive Offices including Zip Code) 1999 LONG-TERM STOCK INCENTIVE PLAN NON-EMPLOYEE DIRECTORS' LONG-TERM STOCK INCENTIVE PLAN (Full title of the Plans) JONATHAN CHIEL, ESQ. SENIOR EXECUTIVE VICE PRESIDENT AND GENERAL COUNSEL JOHN HANCOCK FINANCIAL SERVICES, INC. JOHN HANCOCK PLACE BOSTON, MASSACHUSETTS 02117 (617) 572-6000 (Name, address and telephone number of agent for service) COPIES TO: DAVID A. CIFRINO, ESQ. MCDERMOTT WILL & EMERY LLP 28 STATE STREET BOSTON, MASSACHUSETTS 02109-1775 617-535-4034 DEREGISTRATION OF UNSOLD SECURITIES This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-8 (File No. 333-61206) (the "Registration Statement") of John Hancock Financial Services, Inc. (the "Company") pertaining to 25,156,403 shares of the Company's common stock, par value $.01 per share ("Common Stock"), which was filed with the Securities and Exchange Commission and became effective on May 18, 2001. The Registration Statement registered the shares of Common Stock for issuance pursuant to the 1999 Long-Term Stock Incentive Plan and the Non-Employee Directors' Long-Term Stock Incentive Plan (collectively, the "Plans"). On September 28, 2003, the Company entered into an Agreement and Plan of Merger (the "Merger Agreement") by and among the Company, Manulife Financial Corporation ("Parent"), and Jupiter Merger Corporation, a direct wholly-owned subsidiary of Parent ("Merger Co."). Under the terms of the Merger Agreement, Merger Co. would merge with and into the Company, with the Company surviving as a direct wholly-owned subsidiary of Parent (the "Merger"). The Merger became effective on April 28, 2004. Pursuant to the Merger Agreement, shares of Common Stock ceased to exist and the offerings pursuant to the Registration Statement have been terminated. In accordance with an undertaking made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities that remain unsold at the termination of the offering, the Company hereby removes from registration the securities of the Company that are registered but unsold under the Registration Statement. [Signature Pages Follow] SIGNATURES Pursuant to the requirements of the Securities Act of 1933, John Hancock Financial Services, Inc. has duly caused this Post-Effective Amendment No. 1 to Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Boston, Commonwealth of Massachusetts on March 10, 2005. John Hancock Financial Services, Inc. By: /s/ John D. DesPrez, III John D. DesPrez, III President and Chief Executive Officer POWER OF ATTORNEY Each person whose signature appears below constitutes and appoints each of John D. DesPrez, III, Steven Finch and Jonathan Chiel his/her true and lawful attorney-in-fact and agent with full power of substitution and resubstitution, for him/her and in his/her name, place and stead, in and all capacities, to sign any or all Amendments (including post-effective Amendments) to this Registration Statement, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he/she might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or his substitute, may lawfully do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to Registration Statement has been signed by the following persons in the capacities indicated on March 10, 2005. Signature Title /s/ John D. DesPrez, III President and Chief Executive Officer John D. DesPrez, III (Principal Executive Officer) and Director /s/ Marc Costantini Senior Vice President Marc Costantini (Principal Financial Officer) /s/ Patrick J. Gill Senior Vice President and Controller Patrick J. Gill (Principal Accounting Officer) /s/ Dominic D'Alessandro Chairman of the Board of Directors Dominic D'Alessandro /s/ James M. Benson Director James M. Benson /s/ Jonathan Chiel Director Jonathan Chiel /s/ Donald Guloien Director Donald Guloien /s/ Peter H. Rubenovitch Director Peter H. Rubenovitch -----END PRIVACY-ENHANCED MESSAGE-----