a_senecafoodscorpsc13ga.htm

 

 

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

 

SCHEDULE 13G

 

     

 

Under the Securities Exchange Act of 1934

(Amendment No. 4)*

 

 

Seneca Foods Corporation

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

817070501

(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 7 PAGES


 

 

 

CUSIP No. 817070501

 

 

 

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, John Hancock Life Insurance Company (U.S.A.)

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 7 PAGES


 

 

CUSIP No. 817070501

 

 

 

1

NAME OF REPORTING PERSON

 

John Hancock Life Insurance Company (U.S.A.)

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

 

Michigan

 

 

 

 

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

5

SOLE VOTING POWER

 

866,434

6

SHARED VOTING POWER

 

-0-

7

SOLE DISPOSITIVE POWER

 

866,434

8

SHARED DISPOSITIVE POWER

 

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

866,434

10

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

 

N/A

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

9.03%

12

TYPE OF REPORTING PERSON

 

IC

       

*SEE INSTRUCTIONS

PAGE 3 OF 7 PAGES


 

 

 

Item 1(a)       Name of Issuer:
Seneca Foods Corporation

 

Item 1(b)       Address of Issuer's Principal Executive Offices:
3736 South Main Street
Marion, New York  14505

 

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, John Hancock Life Insurance Company (U.S.A.) ("JHUSA").

 

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 JHUSA is located at 601 Congress Street, Boston, Massachusetts 02110-2805.

Item 2(c)       Citizenship:
MFC is organized and exists under the laws of Canada.
JHUSA is organized and exists under the laws of the State of Michigan.

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

 

Item 2(e)       CUSIP Number:
817070501

 

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).

 

JHUSA:                                                 (c) (X)     an insurance company as defined in section 3(a)(19)
of the Act (15 U.S.C. 78c).

Item 4            Ownership

 

(a)  Amount Beneficially Owned:  JHUSA has beneficial ownership of 866,434 shares of Class A Common Stock.  Through its parent-subsidiary relationship to JHUSA, MFC may be deemed to have beneficial ownership of these same shares.

 

(b)   Percent of Class:  Of the 9,594,533 shares of Class A Common Stock outstanding as of January 20, 2012, according to the issuer's Quarterly Report filed on Form 10-Q for the quarterly period ended December 31, 2011, JHUSA held 9.03%.

 

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

(i)            sole power to vote or to direct the vote:
JHUSA has sole power to vote or to direct the voting of shares of Class A 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:
JHUSA has sole power to dispose or to direct the disposition of shares of Class A Common Stock it beneficially owns.

 

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(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 5 OF 7 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*

 

John Hancock Life Insurance Company (U.S.A.)

 

By:         /s/ Maureen M. Milet                                         

Name:    Maureen M. Milet

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

 

 

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

 

 

 

 

 

PAGE 6 OF 7 PAGES


 

 

EXHIBIT A

JOINT FILING AGREEMENT

 

Manulife Financial Corporation and John Hancock Life Insurance Company (U.S.A.) agree that the Schedule 13G (Amendment No. 4) to which this Agreement is attached, relating to the Class A Common Stock of Seneca Foods Corporation, 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*

 

John Hancock Life Insurance Company (U.S.A.)

 

By:         /s/ Maureen M. Milet                                         

Name:    Maureen M. Milet

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

 

 

* 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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