10-Q/A 1 d02-1045.txt JOHN HANCOCK FINANCIAL SERVICES, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A |X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2002 Commission File Number: 1-15607 JOHN HANCOCK FINANCIAL SERVICES, INC. Exact name of registrant as specified in charter DELAWARE 04-3483032 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) John Hancock Place Boston, Massachusetts 02117 (Address of principal executive offices) (617) 572-6000 (Registrant's telephone number, including area code) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes |X| No |_| Number of shares outstanding of our only class of common stock as of August 9, 2002: 290,305,166 JOHN HANCOCK FINANCIAL SERVICES, INC. EXPLANATORY NOTE This Form 10-Q/A is being filed to include in the Form 10-Q filed as of August 14, 2002, the exhibits, specified in Item 6 below, which were inadvertently omitted. ITEM 6. EXHIBITS and REPORTS on FORM 8-K (a) Exhibits Exhibit Number Description ------ ----------- 4.1 Amended and Restated Rights Agreement, dated as of June 21, 2002, between John Hancock Financial Services, Inc., a Delaware corporation, and EquiServe Trust Company, N.A., a national banking association. (+) 10.12. Form of Promissory Note for stock ownership loan program (*)(@) 10.13. Form of Capitalized Interest Note for stock ownership loan program (*)(@) 10.16 Second Amendment dated as of July 26, 2002 to the $1,000,000,000 Credit Agreement dated as of August 3, 2000, as amended, among John Hancock Financial Services, Inc., John Hancock Life Insurance Company, The Banks listed therein, Fleet National Bank, as Co-Administrative Agent, JPMorgan Chase, as Co-Administrative Agent, Citicorp USA, Inc., as Syndication Agent, The Bank of New York, as Co-Documentation Agent (364-Day Revolver) and The Bank of Nova Scotia, as Co-Documentation Agent (364-Day Revolver)and Fleet Securities, Inc., and J.P. Morgan Securities, Inc., as Joint Bookrunners and Joint Lead Arrangers. (*) ---------------- (+) Previously filed as Exhibit 8 to the John Hancock Financial Services, Inc.'s Form 8-A/A-1 Registration Statement (file number 333-87271), and incorporated herein by reference. (*) Filed herewith. (@) Management contract or compensatory plan or arrangement. (b) Reports on Form 8-K. On May 3, 2002, the Company filed a Current Report on Form 8-K, dated May 2, 2002, reporting under Item 5 thereof the Company's operating results for the quarter ended March, 31, 2002. 2 JOHN HANCOCK FINANCIAL SERVICES, INC. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Form 10-Q/A to be signed on its behalf by the undersigned, thereunto duly authorized. JOHN HANCOCK FINANCIAL SERVICES, INC. Date: August 14, 2002 By: /s/ Thomas E. Moloney --------------------- Thomas E. Moloney Senior Executive Vice President and Chief Financial Officer 3