a_anchorbancorpsc13g.htm

 

 

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

 

SCHEDULE 13G

 

     

 

Under the Securities Exchange Act of 1934

(Amendment No.    )*

 

 

Anchor Bancorp

(Name of Issuer)

Common Stock

(Title of Class of Securities)

032838104

(CUSIP Number)

December 31, 2011

(Date of Event Which Requires Filing of this Statement)

 

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

 

X

Rule 13d-1(b)

 

 

 

Rule 13d-1(c)

 

 

 

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

 

 

 

 

 

PAGE 1 OF 8 PAGES


 

 

 

CUSIP No. 032838104

 

 

 

1

NAME OF REPORTING PERSON

 

Manulife Financial Corporation

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                                                                                            (a)

                                                                                                                                                                                                               (b)

N/A

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Canada

 

 

 

 

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

5

SOLE VOTING POWER

 

-0-

6

SHARED VOTING POWER

 

-0-

7

SOLE DISPOSITIVE POWER

 

-0-

8

SHARED DISPOSITIVE POWER

 

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

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

10

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

 

N/A

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

See line 9 above.

12

TYPE OF REPORTING PERSON

 

HC

       

*SEE INSTRUCTIONS

 

 

PAGE 2 OF 8 PAGES


 

 

 

CUSIP No. 032838104

 

 

 

1

NAME OF REPORTING PERSON

 

Manulife Asset Management (US) LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                                                                                            (a)

                                                                                                                                                                                                               (b)

N/A

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

 

 

 

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

5

SOLE VOTING POWER

 

250,000

6

SHARED VOTING POWER

 

-0-

7

SOLE DISPOSITIVE POWER

 

250,000

8

SHARED DISPOSITIVE POWER

 

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

250,000

10

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

 

N/A

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

9.80%

12

TYPE OF REPORTING PERSON

 

IA

       

*SEE INSTRUCTIONS

 

PAGE 3 OF 8 PAGES


 

 

 

CUSIP No. 032838104

 

 

 

1

NAME OF REPORTING PERSON

 

John Hancock Regional Bank Fund

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                                                                                            (a)

                                                                                                                                                                                                               (b)

N/A

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Massachusetts

 

 

 

 

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

5

SOLE VOTING POWER

 

-0-

6

SHARED VOTING POWER

 

-0-

7

SOLE DISPOSITIVE POWER

 

-0-

8

SHARED DISPOSITIVE POWER

 

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

161,584 shares owned directly by the Fund. Manulife Asset Management (US) LLC has sole voting and dispositive power over these shares.

10

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

 

N/A

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.34%

12

TYPE OF REPORTING PERSON

 

IV

       

*SEE INSTRUCTIONS

 

PAGE 4 OF 8 PAGES


 

 

 

Item 1(a)       Name of Issuer:
Anchor Bancorp

 

Item 1(b)       Address of Issuer's Principal Executive Offices:
601 Woodland Square Loop, SE
Lacey, Washington  98503

 

Item 2(a)       Name of Person Filing:
This filing is made on behalf of Manulife Financial Corporation ("MFC") and MFC’s indirect, wholly-owned subsidiary, Manulife Asset Management (US) LLC ("MAM (US)"), and is also made on behalf of John Hancock Regional Bank Fund ("JH Regional Bank Fund").

 

Item 2(b)       Address of Principal Business Office:
The principal business office of MFC is located at 200 Bloor Street East, Toronto, Ontario, Canada, M4W 1E5.
The principal business office of MAM (US) is located at 101 Huntington Avenue, Boston, Massachusetts 02199.
The principal business office of JH Regional Bank Fund is located at 601 Congress Street, Boston, Massachusetts 02210.

 

Item 2(c)       Citizenship:
MFC is organized and exists under the laws of Canada.
MAM (US) is organized and exists under the laws of the State of Delaware.
JH Regional Bank Fund is organized and exists under the laws of the Commonwealth of Massachusetts.

 

Item 2(d)       Title of Class of Securities:
Common Stock

 

Item 2(e)       CUSIP Number:
032838104

 

Item 3            If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a

 

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

 

MAM (US):                                           (e) (X)     an investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E).

 

JH Regional Bank Fund:                   (d) (X)    an investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 

Item 4            Ownership

 

(a)  Amount Beneficially Owned:  MAM (US) has beneficial ownership of 250,000 shares of Common Stock, of which JH Regional Bank Fund owns directly 161,584 shares.  Through its parent-subsidiary relationship to MAM (US), MFC may be deemed to have beneficial ownership of these same shares.

 

(b)   Percent of Class:  Of the 2,550,000 shares outstanding as of February 6, 2012, according to the issuer's Quarterly Report filed on Form 10-Q for the quarterly period ended December 31, 2011, MAM (US) held 9.80%, of which JH Regional Bank Fund held 6.34%.

PAGE 5 OF 8 PAGES


 

 

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

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

 

(ii)           shared power to vote or to direct the vote:  -0-

 

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

 

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

 

Item 5            Ownership of Five Percent or Less of a Class:
Not applicable.

 

Item 6            Ownership of More than Five Percent on Behalf of Another Person:
Not applicable.

 

Item 7            Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
See Items 3 and 4 above.

 

Item 8            Identification and Classification of Members of the Group:
Not applicable.

 

Item 9            Notice of Dissolution of Group:
Not applicable.

 

Item 10          Certification:
By signing below the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

 

PAGE 6 OF 8 PAGES


 

 

 

SIGNATURE

 

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

 

Manulife Financial Corporation

 

By:         /s/ Kenneth G. Pogrin                                         

Name:    Kenneth G. Pogrin

Dated:  February 13, 2012                                  Title:       Attorney in Fact*

 

Manulife Asset Management (US) LLC

 

By:         /s/ William E. Corson                                         

Name:    William E. Corson

Dated:  February 13, 2012                                  Title:       Vice President and Chief Compliance Officer

 

John Hancock Regional Bank Fund

 

By:         /s/ Francis V. Knox Jr.                                       

Name:    Francis V. Knox Jr.

Dated:  February 13, 2012                                  Title:       Vice President and Chief Compliance Officer

 

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

 

 

 

 

PAGE 7 OF 8 PAGES


 

 

EXHIBIT A

JOINT FILING AGREEMENT

 

Manulife Financial Corporation, Manulife Asset Management (US) LLC and John Hancock Regional Bank Fund agree that the Schedule 13G to which this Agreement is attached, relating to the Common Stock of Anchor Bancorp, is filed on behalf of each of them.

 

 

Manulife Financial Corporation

 

By:         /s/ Kenneth G. Pogrin                                         

Name:    Kenneth G. Pogrin

Dated:  February 13, 2012                                  Title:       Attorney in Fact*

 

Manulife Asset Management (US) LLC

 

By:         /s/ William E. Corson                                         

Name:    William E. Corson

Dated:  February 13, 2012                                  Title:       Vice President and Chief Compliance Officer

 

John Hancock Regional Bank Fund

 

By:         /s/ Francis V. Knox Jr.                                       

Name:    Francis V. Knox Jr.

Dated:  February 13, 2012                                  Title:       Vice President and Chief Compliance Officer

 

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

 

 

 

 

 

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