MANULIFE FINANCIAL CORP

Major Shareholding Notification • Feb 12, 2015

SC 13G/A 1 manulife_sc13ga.htm AMENDMENT TO SCHEDULE FILED TO REPORT ACQUISITION OF BENEFICIAL OWNERSHIP

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934 (Amendment No. 2)*

| Bio-Reference Laboratories,
Inc. |
| --- |
| (Name of Issuer) |
| Common Stock |
| (Title of Class of Securities) |
| 09057G602 |
| (CUSIP Number) |
| December 31,
2014 |
| (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(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).

CUSIP No. 09057G602

| 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 subsidiaries, Manulife Asset Management (US) LLC, Manulife
Asset Management (North America) Limited and Manulife Asset Management
Limited | |
| 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 | | |

CUSIP No. 09057G602

| 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 |
| | | 8,770 |
| | 6 | SHARED VOTING
POWER |
| | | -0- |
| | 7 | SOLE DISPOSITIVE
POWER |
| | | 8,770 |
| | 8 | SHARED DISPOSITIVE
POWER |
| | | -0- |
| 9 | AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| | 8,770 | |
| 10 | CHECK IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * | |
| | N/A | |
| 11 | PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 | |
| | 0.03% | |
| 12 | TYPE OF
REPORTING PERSON * | |
| | IA | |
| SEE INSTRUCTIONS | | |

CUSIP No. 09057G602

| 1 | NAME OF REPORTING PERSON Manulife Asset Management (North
America) Limited | |
| --- | --- | --- |
| 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 |
| | | 7,084 |
| | 6 | SHARED VOTING
POWER |
| | | -0- |
| | 7 | SOLE DISPOSITIVE
POWER |
| | | 7,084 |
| | 8 | SHARED DISPOSITIVE
POWER |
| | | -0- |
| 9 | AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| | 7,084 | |
| 10 | CHECK IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * | |
| | N/A | |
| 11 | PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 | |
| | 0.03% | |
| 12 | TYPE OF
REPORTING PERSON * | |
| | IA | |
| SEE INSTRUCTIONS | | |

CUSIP No. 09057G602

| 1 | NAME OF REPORTING PERSON Manulife Asset Management
Limited | |
| --- | --- | --- |
| 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 Ontario | |
| 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 | |
| | 0 | |
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES * | |
| | N/A | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN
ROW 9 | |
| | 0.00% | |
| 12 | TYPE OF REPORTING PERSON * | |
| | FI | |
| SEE
INSTRUCTIONS | | |

CUSIP No. 09057G602

Item 1(a)	Name of Issuer :
	Bio-Reference Laboratories,
Inc.
Item 1(b)	Address of Issuer's Principal Executive
Offices :
	481 Edward H. Ross Drive
	Elmwood Park, New Jersey 07407
Item 2(a)	Name of Person Filing :
	This filing is made on behalf of Manulife
Financial Corporation ("MFC") and MFC’s indirect, wholly-owned
subsidiaries, Manulife Asset Management (US) LLC ("MAM (US)"), Manulife
Asset Management (North America) Limited ("MAM (NA)") and Manulife Asset
Management Limited ("MAML").
Item 2(b)	Address of Principal Business
Office :
	The principal business offices of MFC, MAM
(NA), MAML are located at 200 Bloor Street East, Toronto, Ontario, Canada,
M4W 1E5.
	The principal business office of MAM (US) is
located at 197 Clarendon Street, Boston, Massachusetts
	02116.
Item 2(c)	Citizenship :
	MFC and MAM (NA) are organized and exist
under the laws of Canada.
	MAM (US) is organized and exists under the
laws of the State of Delaware.
	MAML is organized and exists under the laws
of Ontario.
Item 2(d)	Title of Class of Securities :
	Common Stock
Item 2(e)	CUSIP Number :
	09057G602
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).
	MAM (NA):	(e) (X)	an investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E).
	MAML:	(j) (X)	a non-U.S. institution in accordance with
§240.13d-1(b)(1)(ii)(J).

| Item 4 |
| --- |
| (a) Amount
Beneficially Owned : MAM
(US) has beneficial ownership of 8,770 shares of Common Stock, MAM (NA)
has beneficial ownership of 7,084 shares of Common Stock and MAML has
beneficial ownership of 0 shares of Common Stock. Through its
parent-subsidiary relationship to MAM (US), MAM (NA) and MAML, MFC may be
deemed to have beneficial ownership of these same shares. |
| (b) Percent of Class : Of
the 27,749,644 shares of Common Stock outstanding as of January 9, 2015,
according to the Form 10-K filed by the issuer with the Securities and
Exchange Commission on January 13, 2015, MAM (US) held 0.03%, MAM (NA)
held 0.03% and MAML held 0.00%. |
| (c) Number of shares as to which the person has : |

(i)	sole power to vote or to direct the vote:
	MAM (US), MAM (NA) and MAML each has sole power to vote or to
direct the voting of the shares of Common Stock beneficially owned by each
of them.
(ii)	shared power to vote or to direct the vote: -0-
(iii)	sole power to dispose or to direct the disposition of:
	MAM (US), MAM (NA) and MAML each has sole power to dispose or to
direct the disposition of the shares of Common Stock beneficially owned by
each of them.
(iv)	shared power to dispose or to direct the disposition of:
-0-

| Item 5 | Ownership of Five Percent or Less of a
Class : |
| --- | --- |
| | If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner of
more than five percent of the class of securities, check the following
[X]. |
| 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, (i) 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, and (ii) the foreign
regulatory scheme applicable to MAML, is substantially comparable to the
regulatory scheme applicable to the functionally equivalent U.S.
institution. The undersigned also undertakes to furnish to the Commission
staff, upon request, information that would otherwise be disclosed in a
Schedule 13D. |

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/ Graham A. Miller |
| --- | --- | --- |
| | Name: | Graham A. Miller |
| Dated: February 11, 2015 | Title: | Agent* |
| | Manulife Asset Management (North America)
Limited | |
| | By: | /s/ Warren Rudick |
| | Name: | Warren Rudick |
| Dated: February 11, 2015 | Title: | Associate General Counsel and Assistant Secretary |
| | Manulife Asset Management
Limited | |
| | By: | /s/ Warren Rudick |
| | Name: | Warren Rudick |
| Dated: February 11, 2015 | Title: | General Counsel and Secretary |
| | Manulife Asset Management (US)
LLC | |
| | By: | /s/ William E. Corson |
| | Name: | William E. Corson |
| Dated: February 11, 2015 | Title: | Vice
President and Chief Compliance Officer |

• Signed pursuant to a Power of Attorney dated June 10, 2014 included as Exhibit A to Schedule 13F-NT filed with the Securities and Exchange Commission by Manulife Financial Corporation on August 27, 2014.

EXHIBIT A

JOINT FILING AGREEMENT

Manulife Financial Corporation, Manulife Asset Management (US) LLC, Manulife Asset Management (North America) Limited, and Manulife Asset Management Limited agree that the Schedule 13G (Amendment No. 2) to which this Agreement is attached, relating to the Common Stock of Bio-Reference Laboratories, Inc., is filed on behalf of each of them.

| | Manulife Financial
Corporation — By: | /s/ Graham A. Miller |
| --- | --- | --- |
| | Name: | Graham A. Miller |
| Dated: February 11, 2015 | Title: | Agent* |
| | Manulife Asset Management (North America)
Limited | |
| | By: | /s/ Warren Rudick |
| | Name: | Warren Rudick |
| Dated: February 11, 2015 | Title: | Associate General Counsel and Assistant Secretary |
| | Manulife Asset Management
Limited | |
| | By: | /s/ Warren Rudick |
| | Name: | Warren Rudick |
| Dated: February 11, 2015 | Title: | General Counsel and Secretary |
| | Manulife Asset Management (US)
LLC | |
| | By: | /s/ William E. Corson |
| | Name: | William E. Corson |
| Dated: February 11, 2015 | Title: | Vice
President and Chief Compliance Officer |

• Signed pursuant to a Power of Attorney dated June 10, 2014 included as Exhibit A to Schedule 13F-NT filed with the Securities and Exchange Commission by Manulife Financial Corporation on August 27, 2014.