a_preferredincomeiii.htm
UNITED STATES 
SECURITIES AND EXCHANGE COMMISSION 
Washington, D.C. 20549 
 
FORM N-CSR 
 
CERTIFIED SHAREHOLDER REPORT OF REGISTERED 
 
MANAGEMENT INVESTMENT COMPANIES 
 
Investment Company Act file number 811- 21287 
 
John Hancock Preferred Income Fund III 
(Exact name of registrant as specified in charter) 
 
601 Congress Street, Boston, Massachusetts 02210 
(Address of principal executive offices) (Zip code) 
 
Salvatore Schiavone
Treasurer
 
601 Congress Street 
 
Boston, Massachusetts 02210 
 
(Name and address of agent for service) 
 
Registrant's telephone number, including area code: 617-663-4497 
 
Date of fiscal year end:  July 31 
 
Date of reporting period:  January 31, 2012 

 

ITEM 1. SCHEDULE OF INVESTMENTS





Portfolio summary

Top 10 Issuers (33.9% of Net Assets on 1-31-12) 1,2     

Nexen, Inc.  4.8%  MetLife, Inc.  3.0% 

 
Entergy Corp.  4.2%  JPMorgan Chase  2.8% 

 
Merrill Lynch Preferred Capital Trusts  3.9%  Qwest Corp.  2.8% 

 
ING Groep NV  3.5%  The Goldman Sachs Group, Inc.  2.8% 

 
Morgan Stanley Capital Trusts  3.4%  Telephone & Data Systems, Inc.  2.7% 

 
 
Sector Composition1,3       

Financials  56.4%  Energy  7.3% 

 
Utilities  24.9%  Consumer Discretionary  2.1% 

 
Telecommunication Services  7.9%  Consumer Staples  1.4% 

 
 
Country Composition1,3       

United States  83.8%  Switzerland  1.4% 

 
United Kingdom  5.0%  Bermuda  0.4% 

 
Canada  4.7%  France  0.1% 

 
Netherlands  4.6%     

 

 


1 As a percentage of the Fund’s total investments on 1-31-12.

2 Cash and cash equivalents not included.

3 Investments focused in one sector may fluctuate more widely than investments diversified across sectors. Because the Fund may focus on particular sectors, its performance may depend on the performance of those sectors. The Fund’s investments in non-U.S. issuers involves special risks such as political, economic and currency risks and differences in accounting standards and financial reporting.

6  Preferred Income Fund III | Semiannual report 

 



Fund’s investments

As of 1-31-12 (unaudited)

  Shares  Value 
 
Preferred Securities (a) 141.89% (94.43% of Total Investments)  $804,481,193 

(Cost $828,821,515)     
 
Consumer Discretionary 3.19%    18,109,380 
 
Media 3.19%     

Comcast Corp., 6.625% (Z)  130,000  3,303,300 

Comcast Corp., Series B, 7.000% (L)(Z)  582,000  14,806,080 
 
Consumer Staples 2.12%    12,019,226 
 
Food & Staples Retailing 2.12%     

Ocean Spray Cranberries, Inc., Series A,     
6.250% (S)(Z)  135,000  12,019,226 
 
Energy 8.74%    49,554,265 
 
Oil, Gas & Consumable Fuels 8.74%     

Apache Corp., Series D, 6.000%  158,500  9,102,655 

Nexen, Inc., 7.350% (Z)  1,590,079  40,451,610 
 
Financials 83.63%    474,191,809 
 
Capital Markets 11.31%     

Credit Suisse Guernsey, 7.900% (L)(Z)  452,000  11,869,520 

Lehman Brothers Holdings Capital Trust III,     
Series K, 6.375% (I)  808,400  68,714 

Lehman Brothers Holdings, Inc., Depositary     
Shares, Series D, 5.670% (I)  142,601  1,854 

Morgan Stanley Capital Trust III, 6.250%  174,000  4,090,740 

Morgan Stanley Capital Trust IV, 6.250% (L)(Z)  850,000  19,958,000 

Morgan Stanley Capital Trust V, 5.750%  158,000  3,665,600 

Morgan Stanley Capital Trust VII, 6.600%  33,100  805,985 

The Goldman Sachs Group, Inc., 6.125% (Z)  875,500  21,975,050 

The Goldman Sachs Group, Inc., Series B, 6.200%  69,500  1,693,020 
 
Commercial Banks 19.74%     

Barclays Bank PLC, Series 3, 7.100% (L)(Z)  382,000  8,961,720 

Barclays Bank PLC, Series 5, 8.125% (L)(Z)  515,000  12,952,250 

HSBC Holdings PLC, 8.000% (Z)  60,900  1,645,518 

HSBC USA, Inc., 6.500%  130,000  3,194,100 

Royal Bank of Scotland Group PLC, Series L,     
5.750% (L)(Z)  955,000  15,977,150 

Santander Finance Preferred SA Unipersonal,     
Series 10, 10.500%  313,500  8,552,280 

Santander Holdings USA, Inc., Series C,     
7.300% (Z)  501,380  12,554,555 

 

See notes to financial statements  Semiannual report | Preferred Income Fund III  7 

 



  Shares  Value 
 
Commercial Banks (continued)     

US Bancorp (6.500% to 1-15-22, then 3 month     
LIBOR + 4.468%)  884,000  $22,542,000 

USB Capital VIII, Series 1, 6.350% (L)(Z)  475,000  11,970,000 

USB Capital XI, 6.600% (Z)  107,000  2,716,730 

Wells Fargo & Company, 8.000% (L)(Z)  371,900  10,852,042 
 
Consumer Finance 1.95%     

HSBC Finance Corp., Depositary Shares,     
Series B, 6.360% (Z)  335,000  7,839,000 

SLM Corp., 6.000% (Z)  57,100  1,225,366 

SLM Corp., Series A, 6.970% (Z)  44,899  1,964,331 
 
Diversified Financial Services 26.78%     

BAC Capital Trust II, 7.000% (Z)  94,600  2,245,804 

Bank of America Corp., Series MER, 8.625%  24,100  605,874 

Citigroup Capital X, 6.100% (L)(Z)  744,700  17,336,616 

Citigroup Capital XIII (7.875% to 10-30-15,     
then 3 month LIBOR + 6.370%)  24,600  662,724 

Deutsche Bank Capital Funding Trust VIII, 6.375% (Z)  40,000  852,000 

Deutsche Bank Capital Funding Trust X, 7.350% (Z)  248,300  5,944,302 

Deutsche Bank Contingent Capital Trust II, 6.550% (Z)  396,500  8,841,950 

Deutsche Bank Contingent Capital Trust III, 7.600% (Z)  311,000  7,697,250 

General Electric Capital Corp., 6.000% (Z)  110,000  2,836,900 

General Electric Capital Corp., 6.050% (Z)  75,000  1,950,750 

General Electric Capital Corp., 6.100%  20,000  523,000 

General Electric Capital Corp., 6.625%  43,000  1,145,950 

ING Groep NV, 7.050% (L)(Z)  598,970  12,805,979 

ING Groep NV, 7.200% (L)(Z)  765,000  16,631,100 

JPMorgan Chase & Company, 8.625% (Z)  395,000  10,744,000 

JPMorgan Chase Capital XXIX, 6.700% (Z)  521,238  13,406,241 

Merrill Lynch Preferred Capital Trust III, 7.000% (L)(Z)  541,000  12,670,220 

Merrill Lynch Preferred Capital Trust IV, 7.120%  422,848  10,127,210 

Merrill Lynch Preferred Capital Trust V, 7.280% (L)(Z)  435,000  10,426,950 

RBS Capital Funding Trust V, 5.900%  742,366  9,888,315 

RBS Capital Funding Trust VI, 6.250%  340,000  4,515,200 
 
Insurance 14.30%     

Aegon NV, 6.375% (L)(Z)  245,000  5,294,450 

Aegon NV, 6.500% (Z)  215,000  4,648,300 

American Financial Group, Inc., 7.000% (L)(Z)  482,750  12,479,088 

MetLife, Inc., Series B, 6.500% (L)(Z)  1,002,000  25,591,080 

Phoenix Companies, Inc., 7.450% (Z)  600,549  13,416,265 

PLC Capital Trust IV, 7.250% (Z)  337,035  8,506,763 

PLC Capital Trust V, 6.125% (Z)  192,279  4,766,596 

Prudential PLC, 6.500% (Z)  129,638  3,320,029 

RenaissanceRe Holdings Ltd., Series C, 6.080% (Z)  122,300  3,066,061 
 
Real Estate Investment Trusts 9.53%     

Duke Realty Corp., Depositary Shares, Series J,     
6.625% (L)(Z)  638,100  16,080,120 

Duke Realty Corp., Depositary Shares, Series K,     
6.500% (Z)  151,600  3,788,484 

 

8  Preferred Income Fund III | Semiannual report  See notes to financial statements 

 



  Shares  Value 
 
Real Estate Investment Trusts (continued)     

Duke Realty Corp., Depositary Shares, Series L,     
6.600% (Z)  118,500  $2,970,795 

Public Storage, Inc., 6.350%  199,000  5,297,380 

Public Storage, Inc., Depositary Shares,     
Series Q, 6.500%  121,700  3,339,448 

Public Storage, Inc., Series P, 6.500% (Z)  123,000  3,300,090 

Wachovia Preferred Funding Corp., Series A,     
7.250% (L)(Z)  740,000  19,277,000 
 
Thrifts & Mortgage Finance 0.02%     

Federal National Mortgage Association,     
Series S (I)  80,000  116,000 
 
Telecommunication Services 11.80%    66,870,610 
 
Diversified Telecommunication Services 4.20%     

Qwest Corp., 7.375% (L)(Z)  732,000  19,346,760 

Qwest Corp., 7.500%  169,000  4,475,120 
 
Wireless Telecommunication Services 7.60%     

Telephone & Data Systems, Inc., 6.875% (L)(Z)  468,000  12,303,720 

Telephone & Data Systems, Inc., 7.000% (Z)  415,000  11,059,750 

United States Cellular Corp., 6.950%  742,000  19,685,260 
 
Utilities 32.41%    183,735,903 
 
Electric Utilities 20.43%     

Alabama Power Company, 5.200%  416,133  10,757,038 

Entergy Arkansas, Inc., 5.750%  105,100  2,856,618 

Entergy Louisiana LLC, 5.875%  312,625  8,553,420 

Entergy Louisiana LLC, 6.000%  240,600  6,705,522 

Entergy Mississippi, Inc., 6.000%  108,194  3,137,626 

Entergy Mississippi, Inc., 6.200%  148,000  4,164,720 

Entergy Texas, Inc., 7.875%  71,986  2,081,835 

FPC Capital I, Series A, 7.100% (L)(Z)  810,000  20,768,400 

FPL Group Capital Trust I, 5.875% (Z)  301,000  7,853,090 

Gulf Power Co., 5.750%  157,500  4,646,250 

HECO Capital Trust III, 6.500% (Z)  228,100  5,805,145 

NextEra Energy Capital Holdings, Inc.,     
7.450% (Z)  20,000  533,800 

PPL Corp., 9.500%  305,000  16,531,000 

PPL Electric Utilities Corp., Depositary Shares,     
6.250% (Z)  257,725  6,520,443 

Southern California Edison Company,     
6.125% (Z)  20,000  1,998,126 

Southern California Edison Company, Series C,     
6.000% (Z)  90,285  8,912,827 

Westar Energy, Inc., 6.100% (Z)  154,500  4,020,090 
 
Independent Power Producers & Energy Traders 0.79%     

Constellation Energy Group, Inc., Series A, 8.625%  164,000  4,439,480 
 
Multi-Utilities 11.19%     

BGE Capital Trust II, 6.200% (L)(Z)  720,000  18,338,400 

Consolidated Edison Company of New York, Inc.,     
Series A, 5.000% (Z)  21,100  2,169,290 

 

See notes to financial statements  Semiannual report | Preferred Income Fund III  9 

 



      Shares  Value 
 
Multi-Utilities (continued)         

Dominion Resources, Inc., Series A, 8.375% (Z)      249,900  $7,297,080 

DTE Energy Company, 6.500%      255,000  6,877,044 

Interstate Power & Light Company, Series B,         
8.375% (Z)      237,290  6,905,139 

SCANA Corp., 7.700%      756,000  21,863,520 
 
    Maturity     
  Rate (%)  date  Par value  Value 
 
Capital Preferred Securities (b) 2.23% (1.49% of Total Investments)  $12,649,479 

(Cost $16,469,832)         
 
Financials 1.08%        6,133,500 
 
Commercial Banks 1.08%         

CA Preferred Funding Trust  7.000  01-29-49  $9,000,000  6,133,500 
 
Utilities 1.15%        6,515,979 
 
Multi-Utilities 1.15%         

Dominion Resources Capital Trust I (L)(Z)  7.830  12-01-27  6,364,000  6,515,979 
 
      Shares  Value 
 
Common Stocks 2.38% (1.58% of Total Investments)    $13,497,250 

(Cost $12,463,872)         
 
Energy 0.09%        529,700 
 
Oil, Gas & Consumable Fuels 0.09%         

Total SA, ADR      10,000  529,700 
 
Telecommunication Services 0.09%        499,970 
 
Diversified Telecommunication Services 0.09%       

AT&T, Inc.      17,000  499,970 
 
Utilities 2.20%        12,467,580 
 
Electric Utilities 2.20%         

Entergy Corp.      120,000  8,325,600 

FirstEnergy Corp.      85,000  3,588,700 

UIL Holdings Corp.      16,000  553,280 
 
    Maturity     
  Rate (%)  date  Par value  Value 
 
Corporate Bonds 3.73% (2.48% of Total Investments)    $21,155,884 

(Cost $21,031,654)         
 
Energy 2.17%        12,287,250 
 
Oil, Gas & Consumable Fuels 2.17%         

Southern Union Company (P)  3.564  11-01-66  $12,900,000  12,287,250 
 
Utilities 1.56%        8,868,634 
 
Electric Utilities 1.56%         

Kentucky Power Company, Series D (L)(Z)  5.625  12-01-32  3,565,000  3,775,734 

Southern California Edison Company         
(6.25% to 2-1-22, then 3 month LIBOR +         
4.199%) (Q)  6.250  02-01-22  5,000,000  5,092,900 

 

10  Preferred Income Fund III | Semiannual report  See notes to financial statements 

 



  Par value  Value 
 
Short-Term Investments 0.02% (0.02% of Total Investments)  $138,000 

(Cost $138,000)     
 
Repurchase Agreement 0.02%    138,000 
Repurchase Agreement with State Street Corp. dated 1-31-12 at   
0.010% to be repurchased at $138,000 on 2-1-12, collateralized   
by $130,000 U.S. Treasury Notes, 2.625% due 11-15-20 (valued at   
$141,264, including interest)  $138,000  138,000 
 
Total investments (Cost $878,924,873)150.25%  $851,921,806 

 
Other assets and liabilities, net (50.25%)  ($284,937,506) 

 
Total net assets 100.00%    $566,984,300 

 

The percentage shown for each investment category is the total value of that category as a percentage of the net assets of the Fund.

ADR American Depositary Receipts

LIBOR London Interbank Offered Rate

(a) Includes preferred stocks and hybrid securities with characteristics of both equity and debt that pay dividends on a periodic basis.

(b) Includes hybrid securities with characteristics of both equity and debt that trade with, and pay, interest income.

(I) Non-income producing security.

(L) A portion of this security is a Lent Security as of 1-31-12, and is part of segregated collateral pursuant to the Committed Facility Agreement. Total value of Lent Securities at 1-31-12 was $241,957,793.

(P) Variable rate obligation. The coupon rate shown represents the rate at period end.

(Q) Perpetual bonds have no stated maturity date. Date shown is next call date.

(S) This security is exempt from registration under Rule 144A of the Securities Act of 1933. Such a security may be resold, normally to qualified institutional buyers, in transactions exempt from registration.

(Z) A portion of this security is segregated as collateral pursuant to the Committed Facility Agreement. Total collateral value at 1-31-12 was $514,272,259.

† At 1-31-12, the aggregate cost of investment securities for federal income tax purposes was $879,047,445. Net unrealized depreciation aggregated $27,125,639, of which $42,078,333 related to appreciated investment securities and $69,203,972 related to depreciated investment securities.

The Fund had the following country concentration as a percentage of total investments on 1-31-12:

United States  83.8% 
United Kingdom  5.0% 
Canada  4.7% 
Netherlands  4.6% 
Switzerland  1.4% 
Bermuda  0.4% 
France  0.1% 

 

See notes to financial statements  Semiannual report | Preferred Income Fund III  11 

 



F I N A N C I A L   S T A T E M E N T S

Financial statements

Statement of assets and liabilities 1-31-12 (unaudited)

This Statement of assets and liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value for each common share.

Assets   

Investments, at value (Cost $878,924,873)  $851,921,806 
Cash  104,354 
Cash segregated at custodian for swap contracts  1,710,000 
Receivable for investments sold  951,891 
Dividends and interest receivable  2,163,412 
Other receivables and prepaid expenses  349,874 
 
Total assets  857,201,337 
 
Liabilities   

Committed facility agreement payable (Note 7)  287,400,000 
Payable for investments purchased  336,519 
Swap contracts, at value (Note 3)  2,312,629 
Interest payable (Note 7)  15,645 
Payable to affiliates   
Accounting and legal services fees  8,370 
Trustees’ fees  36,133 
Other liabilities and accrued expenses  107,741 
 
Total liabilities  290,217,037 
 
Net assets   

Paid-in capital  $738,533,108 
Undistributed net investment income  4,214,054 
Accumulated net realized loss on investments and swap agreements  (146,447,166) 
Net unrealized appreciation (depreciation) on investments and   
swap agreements  (29,315,696) 
 
Net assets  $566,984,300 
 
Net asset value per share   

Based on 31,482,579 shares of beneficial interest outstanding — unlimited   
number of shares authorized with no par value  $18.01 

 

12  Preferred Income Fund III | Semiannual report  See notes to financial statements 

 



F I N A N C I A L   S T A T E M E N T S

Statement of operations For the six-month period ended 1-31-12
(unaudited)

This Statement of operations summarizes the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated.

Investment income   

Dividends  $27,631,186 
Interest  1,119,425 
Less foreign taxes withheld  (1,106) 
 
Total investment income  28,749,505 
 
Expenses   

Investment management fees (Note 5)  3,116,666 
Accounting and legal services fees (Note 5)  42,943 
Transfer agent fees  20,007 
Trustees’ fees (Note 5)  31,999 
Printing and postage  69,238 
Professional fees  46,900 
Custodian fees  11,349 
Interest expense (Note 7)  1,417,523 
Stock exchange listing fees  14,168 
Other  23,944 
 
Total expenses  4,794,737 
 
Net investment income  23,954,768 
 
Realized and unrealized gain (loss)   

 
Net realized gain on   
Investments  1,105,567 
Swap contracts (Note 3)  49,977 
 
  1,155,544 
Change in net unrealized appreciation (depreciation) of   
Investments  6,442,652 
Swap contracts (Note 3)  (2,312,629) 
 
  4,130,023 
 
Net realized and unrealized gain  5,285,567 
 
Increase in net assets from operations  $29,240,335 

 

See notes to financial statements  Semiannual report | Preferred Income Fund III  13 

 



F I N A N C I A L   S T A T E M E N T S

Statements of changes in net assets

These Statements of changes in net assets show how the value of the Fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.

  Six months   
  ended  Year 
  1-31-12  ended 
  (unaudited)  7-31-11 
 
Increase (decrease) in net assets     

 
From operations     
Net investment income  $23,954,768  $46,679,028 
Net realized gain (loss)  1,155,544  (2,243,309) 
Change in net unrealized appreciation (depreciation)  4,130,023  25,959,911 
 
Increase in net assets resulting from operations  29,240,335  70,395,630 
 
Distributions to shareholders     
From net investment income  (21,176,934)  (42,346,912) 
 
From Fund share transactions     
Issued pursuant to Dividend Reinvestment Plan  534,334   
 
Total increase  8,597,735  28,048,718 
 
Net assets     

Beginning of period  558,386,565  530,337,847 
 
End of period  $566,984,300  $558,386,565 
 
Undistributed net investment income  $4,214,054  $1,436,220 
 
Shares outstanding     
Beginning of period  31,451,955  31,451,955 
Issued pursuant to Dividend Reinvestment Plan  30,624   
 
End of period  31,482,579  31,451,955 

 

14  Preferred Income Fund III | Semiannual report  See notes to financial statements 

 



F I N A N C I A L   S T A T E M E N T S

Statement of cash flows

This Statement of cash flows shows cash flow from operating and financing activities for the period stated.

  For the 
  six-month 
  period ended 
  1-31-12 
  (unaudited) 
Cash flows from operating activities   

Net increase in net assets from operations  $29,240,335 
Adjustments to reconcile net increase in net assets from operations to net   
cash used in operating activities:   
Long-term investments purchased  (76,823,811) 
Long-term investments sold  46,647,282 
Decrease in short term investments  633,000 
Net amortization of premium (discount)  6,355 
Decrease in dividends and interest receivable  788,329 
Decrease in payable for investments purchased  (5,802,786) 
Increase in receivable for investments sold  (951,891) 
Increase in cash segregated at custodian for swap contracts  (1,710,000) 
Increase in other receivables and prepaid expenses  (289,952) 
Increase in unrealized depreciation of swap contracts  2,312,629 
Decrease in payable to affiliates  (7,396) 
Decrease in interest payable  (13,231) 
Decrease in other liabilities and accrued expenses  (19,433) 
Net change in unrealized (appreciation) depreciation on investments  (6,442,652) 
Net realized gain on investments  (1,105,567) 
Net cash used in operating activities  ($13,538,789) 

 
Cash flows from financing activities   
Reinvestment of common shares pursuant to Dividend Reinvestment Plan  534,334 
Distributions to shareholders  (21,176,934) 
 
Net cash used in financing activities  ($20,642,600) 
 
Net decrease in cash  ($34,181,389) 
 
Cash at beginning of period  $34,285,743 
 
Cash at end of period  $104,354 
 
Supplemental disclosure of cash flow information   

Cash paid for interest  $1,430,754 

 

See notes to financial statements  Semiannual report | Preferred Income Fund III  15 

 



Financial highlights

The Financial highlights show how the Fund’s net asset value for a share has changed since the end of the previous period.

COMMON SHARES               
Period ended  1-31-121  7-31-11  7-31-10  7-31-09  7-31-082  5-31-08  5-31-07 
 
Per share operating performance             

Net asset value, beginning               
of period  $17.75  $16.86  $14.05  $17.29  $19.75  $23.39  $22.17 
Net investment income3  0.76  1.48  1.49  1.46  0.27  2.06  2.07 
Net realized and unrealized               
gain (loss) on investments  0.17  0.76  2.67  (3.21)  (2.47)  (3.39)  1.36 
Distributions to Auction               
Preferred Shares (APS)            (0.53)  (0.56) 
Total from               
investment operations  0.93  2.24  4.16  (1.75)  (2.20)  (1.86)  2.87 
Less distributions to               
common shareholders               
From net investment income  (0.67)  (1.35)  (1.22)  (1.44)  (0.26)  (1.58)  (1.58) 
From net realized gain            (0.20)  (0.07) 
From tax return of capital      (0.13)  (0.05)       
Total distributions  (0.67)  (1.35)  (1.35)  (1.49)  (0.26)  (1.78)  (1.65) 
Net asset value,               
end of period  $18.01  $17.75  $16.86  $14.05  $17.29  $19.75  $23.39 
Per share market value,               
end of period  $18.11  $16.54  $16.89  $13.18  $16.10  $18.82  $22.64 
Total return at               
net asset value (%)4  5.885  13.946  31.266  (7.30)6  (11.04)5,6  (7.52)6  13.656 
Total return at               
market value (%)4  14.265  5.99  40.17  (6.62)  (13.07)5  (8.96)  23.79 
 
Ratios and supplemental data               

Net assets applicable to               
common shares, end of               
period (in millions)  $567  $558  $530  $442  $541  $618  $732 
Ratios (as a percentage of               
average net assets):               
Expenses before reductions               
(excluding interest expense)  1.257  1.368  1.28  1.36  1.367  1.41  1.34 
Interest expense (Note 7)  0.527  0.55  0.64  1.24  1.737  0.04   
Expenses before reductions               
(including interest expense)  1.777  1.918  1.92  2.60  3.097  1.459  1.349 
Expenses net of reductions               
(excluding interest expense)  1.257  1.178  1.14  1.14  1.117  1.10  1.05 
Expenses net of reductions               
(including interest expense)  1.777  1.728  1.78  2.38  2.847  1.1010  1.0510 
Net investment income  8.847  8.398  9.70  12.52  9.367  9.9811  8.9111 
Portfolio turnover (%)  6  19  14  18  2  9  14 

 

16  Preferred Income Fund III | Semiannual report  See notes to financial statements 

 



COMMON SHARES               
Period ended  1-31-121  7-31-11  7-31-10  7-31-09  7-31-082  5-31-08  5-31-07 
 
Senior securities               

Total value of APS outstanding               
(in millions)            12  $350 
Involuntary liquidation               
preference per unit               
(in thousands)              $25 
Average market value per unit               
(in thousands)              $25 
Asset coverage per unit13              $76,917 
Total debt outstanding end of               
period (in millions) (Note 7)  $287  $287  $263  $214  $253  $296   
Asset coverage per $1,000               
of APS14              $3,090 
Asset coverage per $1,000               
of debt15  $2,973  $2,943  $3,019  $3,068  $3,138  $3,087   

 

1 Semiannual period from 8-1-11 to 1-31-12. Unaudited.
2 For the two month period ended 7-31-08.
3 Based on the average daily shares outstanding.
4 Total return based on net asset value reflects changes in the Fund’s net asset value during each period. Total return based on market value reflects changes in market value. Each figure assumes that dividend and capital gain distributions, if any, were reinvested. These figures will differ depending upon the level of any discount from or premium to net asset value at which the Fund’s shares traded during the period.
5 Not annualized.
6 Total returns would have been lower had certain expenses not been reduced during the periods shown.
7 Annualized.
8 Includes non-recurring litigation fees which represent 0.13% of average net assets. After insurance recovery, impact to net expenses and net investment income ratios was less than 0.01%.
9 Ratios calculated on the basis of gross expenses relative to the average net assets of common shares that do not take into consideration expense reductions during the periods shown. Without the exclusion of preferred shares, the annualized ratios of expenses would have been 0.94% and 0.91% for the years ended 5-31-08 and 5-31-07, respectively.
10 Ratios calculated on the basis of net expenses relative to the average net assets of common shares. Without the exclusion of preferred shares, the annualized ratios of expenses would have been 0.74% and 0.71% for the years ended 5-31-08 and 5-31-07, respectively.
11 Ratios calculated on the basis of net investment income relative to the average net assets of common shares. Without the exclusion of preferred shares, the annualized ratio of net investment income would have been 6.44% and 6.49% for the years ended 5-31-08 and 5-31-07, respectively.
12 In May 2008, the Fund entered into a Committed Facility Agreement with a third-party financial institution in order to redeem the APS. The redemption of all APS was completed on 5-28-08.
13 Calculated by subtracting the Fund’s total liabilities from the Fund’s total assets and dividing that amount by the number of APS outstanding, as of the applicable 1940 Act Evaluation Date, which may differ from the financial reporting date.
14 Asset coverage equals the total net assets plus APS divided by the APS of the Fund outstanding at period end.
15 Asset coverage equals the total net assets plus borrowings divided by the borrowings of the Fund outstanding at period end (Note 7). As borrowings outstanding change, the level of invested assets will change accordingly. Asset coverage ratio provides a measure of leverage as of the dates shown.

 

See notes to financial statements  Semiannual report | Preferred Income Fund III  17 

 



Notes to financial statements
(unaudited)

Note 1 — Organization

John Hancock Preferred Income Fund III (the Fund) is a closed-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act).

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes securities valued using quoted prices in active markets for identical securities. Level 2 includes securities valued using significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these inputs are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes securities valued using significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. Factors used in determining value may include market or issuer specific events, changes in interest rates and credit quality. The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities.

18  Preferred Income Fund III | Semiannual report 

 



The following is a summary of the values by input classification of the Fund’s investments as of January 31, 2012, by major security category or type:

        LEVEL 3 
      LEVEL 2  SIGNIFICANT 
  TOTAL MARKET  LEVEL 1  SIGNIFICANT  UNOBSERVABLE 
  VALUE AT 1-31-12  QUOTED PRICE  OBSERVABLE INPUTS  INPUTS 

Preferred Securities         
Consumer Discretionary  $18,109,380  $18,109,380     
Consumer Staples  12,019,226    $12,019,226   
Energy  49,554,265  49,554,265     
Financials  474,191,809  474,191,809     
Telecommunication         
Services  66,870,610  66,870,610     
Utilities  183,735,903  165,947,906  17,787,997   
Capital Preferred         
Securities         
Financials  6,133,500    6,133,500   
Utilities  6,515,979    6,515,979   
Common Stocks         
Energy  529,700  529,700     
Telecommunication         
Services  499,970  499,970     
Utilities  12,467,580  12,467,580     
Corporate Bonds         
Energy  12,287,250    12,287,250   
Utilities  8,868,634    8,868,634   
Short-Term Investments  138,000    138,000   

 
Total Investments in         
Securities  $851,921,806  $788,171,220  $63,750,586   
Other Financial         
Instruments         
Interest Rate Swaps  ($2,312,629)    ($2,312,629)   

 

Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy. During the six months ended January 31, 2012, there were no significant transfers into or out of Level 1, Level 2 or Level 3.

In order to value the securities, the Fund uses the following valuation techniques. Equity securities, including exchange-traded funds, held by the Fund are valued at the last sale price or official closing price on the principal securities exchange on which they trade. In the event there were no sales during the day or closing prices are not available, then securities are valued using the last quoted bid or evaluated price. Debt obligations are valued based on the evaluated prices provided by an independent pricing service, which utilizes both dealer-supplied and electronic data processing techniques, taking into account factors such as institutional-size trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics and other market data. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rates supplied by an independent pricing service. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost.

Semiannual report | Preferred Income Fund III  19 

 



Other portfolio securities and assets, where market quotations are not readily available, are valued at fair value, as determined in good faith by the Fund’s Pricing Committee, following procedures established by the Board of Trustees. Generally, trading in non-U.S. securities is substantially completed each day at various times prior to the close of trading on the NYSE. Significant market events that affect the values of non-U.S. securities may occur between the time when the valuation of the securities is generally determined and the close of the NYSE. During significant market events, these securities will be valued at fair value, as determined in good faith, following procedures established by the Board of Trustees. The Fund may use a fair valuation model to value non-U.S. securities in order to adjust for events which may occur between the close of foreign exchanges and the close of the NYSE.

Repurchase agreements. The Fund may enter into repurchase agreements. When the Fund enters into a repurchase agreement, it receives collateral which is held in a segregated account by the Fund’s custodian. The collateral amount is marked-to-market and monitored on a daily basis to ensure that the collateral held is in an amount not less than the principal amount of the repurchase agreement plus any accrued interest. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the collateral value may decline.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Interest income includes coupon interest and amortization/accretion of premiums/discounts on debt securities. Debt obligations may be placed in a non-accrual status and related interest income may be reduced by stopping current accruals and writing off interest receivable when the collection of all or a portion of interest has become doubtful. Dividend income is recorded on the ex-date, except for dividends of foreign securities where the dividend may not be known until after the ex-date. In those cases, dividend income is recorded when the Fund becomes aware of the dividends. Foreign taxes are provided for based on the Fund’s understanding of the tax rules and rates that exist in the foreign markets in which it invests. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation.

Overdrafts. Pursuant to the custodian agreement, the Fund’s custodian may, in its discretion, advance funds to the Fund to make properly authorized payments. When such payments result in an overdraft, the Fund is obligated to repay the custodian for any overdraft, including any costs or expenses associated with the overdraft. The custodian may have a lien, security interest or security entitlement in any Fund property that is not otherwise segregated or pledged, to the maximum extent permitted by law, to the extent of any overdraft.

Expenses. Expenses that are directly attributable to an individual fund are allocated to the Fund. Expenses that are not readily attributable to a specific fund are allocated among all funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the fund’s relative net assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Federal income taxes. The Fund intends to continue to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

20  Preferred Income Fund III | Semiannual report 

 



For federal income tax purposes, the Fund has a capital loss carryforward of $147,490,173 available to offset future net realized capital gains as of July 31, 2011. The following table details the capital loss carryforward available as of July 31, 2011:

CAPITAL LOSS CARRYFORWARD EXPIRING AT JULY 31     
2015  2016  2017  2018  2019 

$1,316,265  $33,029,968  $41,629,449  $64,817,054  $6,697,437 

 

Under the Regulated Investment Company Modernization Act of 2010, the Fund will be permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law.

As of July 31, 2011, the Fund had no uncertain tax positions that would require financial statement recognition, derecognition or disclosure. The Fund’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-date. The Fund generally declares and pays dividends monthly and capital gain distributions, if any, annually.

Such distributions, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences, if any, will reverse in a subsequent period. Book-tax differences are primarily attributable to derivative transactions and investments in real estate investment trusts.

Statement of cash flows. Information on financial transactions that have been settled through the receipt and disbursement of cash is presented in the Statement of cash flows. The cash amount shown in the Statement of cash flows is the amount included in the Fund’s Statement of assets and liabilities and represents the cash on hand at its custodian and does not include any short-term investments.

New accounting pronouncements. In May 2011, Accounting Standards Update 2011-04 (ASU 2011-04), Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs, was issued and is effective during interim and annual periods beginning after December 15, 2011. ASU 2011-04 amends Financial Accounting Standards Board (FASB) Topic 820, Fair Value Measurement. The amendments are the result of the work by the FASB and the International Accounting Standards Board to develop common requirements for measuring fair value and for disclosing information about fair value measurements in accordance with GAAP. The update may require additional disclosures related to transfers between Levels 1, 2, and 3. Also, the update requires additional disclosures related to quantitative and qualitative information regarding unobservable inputs and valuation techniques utilized in the valuation process. Management is currently evaluating the application of ASU 2011-04 and its impact, if any, on the Fund’s financial statement disclosure.

In December 2011, the Financial Accounting Standards Board issued Accounting Standards Update No. 2011-11, Disclosures about Offsetting Assets and Liabilities. The update creates new disclosure requirements requiring entities to disclose both gross and net information for derivatives and other financial instruments that are either offset in the Statement of assets and liabilities or subject to an

Semiannual report | Preferred Income Fund III  21 

 



enforceable master netting arrangement or similar agreement. The disclosure requirements are effective for annual reporting periods beginning on or after January 1, 2013 and interim periods within those annual periods. Management is currently evaluating the impact, if any, on the Fund’s financial statement disclosures.

Note 3 — Derivative instruments

The Fund may invest in derivatives in order to meet its investment objectives. The use of derivatives may involve risks different from, or potentially greater than, the risks associated with investing directly in securities. Specifically, the Fund is exposed to the risk that the counterparty to an over-the-counter (OTC) derivatives contract will be unable or unwilling to make timely settlement payments or otherwise honor its obligations. OTC derivatives transactions typically can only be closed out with the other party to the transaction. If the counterparty defaults, the Fund will have contractual remedies, but there is no assurance that the counterparty will meet its contractual obligations or that the Fund will succeed in enforcing them.

The Fund has entered into collateral agreements with certain counterparties to mitigate counterparty risk on the over-the-counter derivatives. Subject to established minimum levels, collateral is generally determined based on the net aggregate unrealized gain or loss on contracts with a particular counterparty. Collateral pledged to the Fund is held by the custodian bank for the benefit of the Fund and can be in the form of cash or debt securities issued by the U.S. government or related agencies; collateral posted by the Fund is held in a segregated account at the Fund’s custodian and is noted in the accompanying portfolio of investments, or if cash is posted, on the Statement of assets and liabilities. As of January 31, 2012, $1,710,000 was posted by the Fund for the benefit of counterparties.

Interest rate swaps. Interest rate swaps represent an agreement between a Fund and counterparty to exchange cash flows based on the difference between two interest rates applied to a notional amount. The payment flows are usually netted against each other, with the difference being paid by one party to the other. The Fund settles accrued net interest receivable or payable under the swap contracts at specified, future intervals. Upfront payments made/received by the Fund are amortized/accreted for financial reporting purposes, with the unamortized/unaccreted portion included in the Statement of assets and liabilities. Swaps are marked-to-market daily based upon values from third party vendors or broker quotations, and the change in value is recorded as unrealized appreciation/depreciation of swap contracts. A termination payment by the counterparty or the Fund is recorded as realized gain or loss, as well as the net periodic payments received or paid by the Fund.

Entering into swap agreements involves, to varying degrees, elements of credit, market and documentation risk that may amount to values that are in excess of the amounts recognized on the Statement of assets and liabilities. Such risks involve the possibility that there will be no liquid market for the swap, or that a counterparty may default on its obligation or delay payment under the swap terms. The counterparty may disagree or contest the terms of the swap. Market risks may also accompany the swap, including interest rate risk. The Fund may also suffer losses if it is unable to terminate or assign outstanding swaps or reduce its exposure through offsetting transactions.

During the six months ended January 31, 2012, the Fund used interest rate swaps in anticipation of rising interest rates. The following table summarizes the interest rate swap contracts held as of January 31, 2012.

  USD  PAYMENTS  PAYMENTS     
  NOTIONAL  MADE  RECEIVED  MATURITY   
COUNTERPARTY  AMOUNT  BY FUND  BY FUND  DATE  MARKET VALUE 

Morgan Stanley Capital Services  $72,000,000  1.4625%  3-month LIBOR(a)  Aug 2016  ($2,312,629) 

 

(a) At 1-31-12, the 3-month LIBOR rate was 0.54235%

 

22  Preferred Income Fund III | Semiannual report 

 



Interest rate swap positions at January 31, 2012 were entered into on August 5, 2011. No other interest rate swap activity occurred during the six months ended January 31, 2012.

Fair value of derivative instruments by risk category

The table below summarizes the fair value of derivatives held by the Fund at January 31, 2012 by risk category:

    FINANCIAL  ASSET  LIABILITY 
  STATEMENT OF ASSETS AND  INSTRUMENTS  DERIVATIVES  DERIVATIVES 
RISK  LIABILITIES LOCATION  LOCATION  FAIR VALUE  FAIR VALUE 

Interest rate contracts  Unrealized depreciation of  Interest rate    ($2,312,629) 
  swap contracts  swaps     

 

Effect of derivative instruments on the Statement of operations

The table below summarizes the net realized gain (loss) included in the net increase (decrease) in net assets from operations, classified by derivative instrument and risk category, for the six months ended January 31, 2012:

  STATEMENT OF OPERATIONS  SWAP 
RISK  LOCATION  CONTRACTS 

Interest rate contracts  Net realized gain  $49,977 

 

The table below summarizes the net change in unrealized appreciation (depreciation) included in the net increase (decrease) in net assets from operations, classified by derivative instrument and risk category, for the six months ended January 31, 2012:

 

  STATEMENT OF OPERATIONS  SWAP 
RISK  LOCATION  CONTRACTS 

Interest rate contracts  Change in unrealized  ($2,312,629) 
  appreciation (depreciation)   

 

Note 4 — Guarantees and indemnifications

Under the Fund’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss from such claims is considered remote.

Note 5 — Fees and transactions with affiliates

John Hancock Advisers, LLC (the Adviser) serves as investment adviser for the Fund. The Adviser is an indirect, wholly owned subsidiary of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management agreement with the Adviser under which the Fund pays a daily management fee to the Adviser equivalent, on an annual basis, to 0.75% of the Fund’s average daily managed assets including any assets attributable to the Committed Facility Agreement (see Note 7) (collectively, managed assets). The Adviser has a subadvisory agreement with John Hancock Asset Management a division of Manulife Asset Management (US) LLC, an indirectly owned subsidiary of MFC and an affiliate of the Adviser. The Fund is not responsible for payment of the subadvisory fees.

Accounting and legal services. Pursuant to a service agreement, the Fund reimburses the Adviser for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services to the Fund, including the preparation of all tax returns, periodic reports to

Semiannual report | Preferred Income Fund III  23 

 



shareholders and regulatory reports, among other services. These accounting and legal services fees incurred for the six months ended January 31, 2012 amounted to an annual rate of 0.01% of the Fund’s average daily managed assets.

Trustee expenses. The Fund compensates each Trustee who is not an employee of the Adviser or its affiliates. These Trustees may, for tax purposes, elect to defer receipt of this compensation under the John Hancock Group of Funds Deferred Compensation Plan (the Plan). Deferred amounts are invested in various John Hancock funds and remain in the funds until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting liability are included within Other receivables and prepaid expenses and Payable to affiliates — Trustees’ fees, respectively, in the accompanying Statement of assets and liabilities.

Note 6 — Leverage risk

The Fund utilizes a Committed Facility Agreement (CFA) to increase its assets available for investment. When the Fund leverages its assets, common shareholders bear the fees associated with the facility and have the potential to benefit or be disadvantaged from the use of leverage. The Adviser’s fee is also increased in dollar terms from the use of leverage. Consequently, the Fund and the Adviser may have differing interests in determining whether to leverage the Fund’s assets. Leverage creates risks that may adversely affect the return for the holders of common shares including:

• the likelihood of greater volatility of net asset value and market price of common shares

• fluctuations in the interest rate paid for the use of the credit facility

• increased operating costs, which may reduce the Fund’s total return

• the potential for a decline in the value of an investment acquired through leverage, while the Fund’s obligations under such leverage remains fixed

• the Fund is more likely to have to sell securities in a volatile market in order to meet asset coverage or other debt compliance requirements

To the extent the income or capital appreciation derived from securities purchased with funds received from leverage exceeds the cost of leverage, the Fund’s return will be greater than if leverage had not been used, conversely, returns would be lower if the cost of the leverage exceeds the income or capital appreciation derived.

In addition to the risks created by the Fund’s use of leverage, the Fund is subject to the risk that it would be unable to timely, or at all, obtain replacement financing if the CFA is terminated. Were this to happen, the Fund would be required to de-leverage, selling securities at a potentially inopportune time and incurring tax consequences. Further, the Fund’s ability to generate income from the use of leverage would be adversely affected.

Note 7 — Committed facility agreement

The Fund has entered into the CFA with a subsidiary of BNP Paribas (BNP) that allows it to borrow up to $294 million and to invest the borrowings in accordance with its investment practices.

The Fund pledges a portion of its assets as collateral to secure borrowings under the CFA. Such pledged assets are held in a special custody account with the Fund’s custodian. The amount of assets required to be pledged by the Fund is determined in accordance with the CFA. The Fund retains the benefits of ownership of assets pledged to secure borrowings under the CFA. Interest charged is at the rate of one month LIBOR plus 0.70% and is payable monthly. The Fund also pays a commitment fee of 0.60% per annum on the unused portion of the facility. The commitment fee for the six months ended January 31, 2012 totaled $20,240 and is included in Interest expense in

24  Preferred Income Fund III | Semiannual report 

 



the Statement of operations. As of January 31, 2012, the Fund had borrowings of $287,400,000 at an interest rate of 0.96%, which are reflected in the CFA payable on the Statement of assets and liabilities. During the six months ended January 31, 2012, the average borrowing under the CFA and the effective average interest rate were $287,400,000 and 0.98%, respectively.

The Fund may terminate the CFA with 30 days’ notice. If certain asset coverage and collateral requirements, minimum net assets or other covenants are not met, the CFA could be deemed in default and result in termination. Absent a default or facility termination event, BNP is required to provide the Fund with 360 days’ notice prior to terminating or amending the CFA.

The Fund has an agreement with BNP that allows BNP to borrow a portion of the pledged collateral (Lent Securities) in an amount not to exceed the lesser of: (i) outstanding borrowings owed by the Fund to BNP and (ii) thirty-three and one-third percent of the Fund’s total assets. The Fund can designate any security within the pledged collateral as ineligible to be a Lent Security and can recall the Lent Securities. The Fund also has the right to apply and set-off an amount equal to one-hundred percent (100%) of the then-current fair market value of such Lent Securities against the current borrowings under the CFA in the event that BNP fails to timely return the Lent Securities and in certain other circumstances. In such circumstances, however, the Fund may not be able to obtain replacement financing required to purchase replacement securities and, consequently, the Fund’s income generating potential may decrease. Even if the Fund is able to obtain replacement financing, it might not be able to purchase replacement securities at favorable prices. Income earned from Lent Securities is recorded as a component of interest income on the Statement of operations. During the six months ended January 31, 2012, the Fund recorded $103,350 in income on Lent Securities.

Note 8 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities, aggregated $76,823,811 and $46,647,282, respectively, for the six months ended January 31, 2012.

Semiannual report | Preferred Income Fund III  25 

 



Additional information

Unaudited

Investment objective and policy

The Fund’s primary investment objective is to provide a high level of current income, consistent with preservation of capital. The Fund’s secondary investment objective is to provide growth of capital to the extent consistent with its primary investment objective. The Fund seeks to achieve its objectives by investing in securities that, in the opinion of the Adviser, may be undervalued relative to similar securities in the marketplace. Under normal market conditions, the Fund invests at least 80% of its assets (net assets plus borrowings for investment purposes) in preferred stocks and other preferred securities, including convertible preferred securities. In addition, the Fund will invest 25% or more of its total assets in the industries comprising the utilities sector, and at least 80% of its total assets in preferred securities and other fixed-income securities which are rated investment grade or higher by Moody’s or Standard & Poor’s at the time of investment or in unrated securities determined by the Adviser to be of comparable credit quality.

Dividends and distributions

During the six-month period ended January 31, 2012, dividends from net investment income totaling $0.6732 per share were paid to shareholders. The dates of payments and amounts per share are as follows:

  INCOME 
PAYMENT DATE  DIVIDEND 

August 31, 2011  $0.1122 
September 30, 2011  0.1122 
October 31, 2011  0.1122 
November 30, 2011  0.1122 
December 19, 2011  0.1122 
January 31, 2012  0.1122 
Total  $0.6732 

 

Dividend reinvestment plan

Pursuant to the Fund’s Dividend Reinvestment Plan (the Plan), distributions of dividends and capital gains are automatically reinvested in common shares of the Fund by Computershare Trust Company, N.A. (formerly known as The Bank of New York Mellon) (the Plan Agent). Every shareholder holding at least one full share of the Fund is entitled to participate in the Plan. In addition, every shareholder who became a shareholder of the Fund after June 30, 2011 and holds at least one full share of the Fund will be automatically enrolled in the Plan. Shareholders who do not participate in the Plan will receive all distributions in cash.

If the Fund declares a dividend or distribution payable either in cash or in common shares of the Fund and the market price of shares on the payment date for the distribution or dividend equals or exceeds the Fund’s net asset value per share (NAV), the Fund will issue common shares to participants at a value equal to the higher of NAV or 95% of the market price. The number of additional shares to be credited to each participant’s account will be determined by dividing the dollar amount of the distribution or dividend by the higher of NAV or 95% of the market price. If the market price is lower than NAV, or if dividends or distributions are payable only in cash, then participants will receive shares purchased by the Plan Agent on participants’ behalf on the New York Stock Exchange (the NYSE) or otherwise on the open market. If the market price exceeds NAV before the Plan Agent has completed its purchases, the average per share purchase price may exceed NAV, resulting in fewer shares being acquired than if the Fund had issued new shares.

26  Preferred Income Fund III | Semiannual report 

 



There are no brokerage charges with respect to common shares issued directly by the Fund. However, whenever shares are purchased or sold on the NYSE or otherwise on the open market, each participant will pay a pro rata portion of brokerage trading fees, currently $0.05 per share purchased or sold. Brokerage trading fees will be deducted from amounts to be invested.

The reinvestment of dividends and net capital gains distributions does not relieve participants of any income tax that may be payable on such dividends or distributions.

Shareholders participating in the Plan may buy additional shares of the Fund through the Plan at any time in amounts of at least $50 per investment, up to a maximum of $10,000, with a total calendar year limit of $100,000. Shareholders will be charged a $5 transaction fee plus $0.05 per share brokerage trading fee for each order. Purchases of additional shares of the Fund will be made on the open market. Shareholders who elect to utilize monthly electronic fund transfers to buy additional shares of the Fund will be charged a $2 transaction fee plus $0.05 per share brokerage trading fee for each automatic purchase. Shareholders can also sell Fund shares held in the Plan account at any time by contacting the Plan Agent by telephone, in writing or by visiting the Plan Agent’s Web site at www.computershare.com. Click on EquityAccess & More. The Plan Agent will mail a check to you (less applicable brokerage trading fees) on settlement date, which is three business days after your shares have been sold. If you choose to sell your shares through your stockbroker, you will need to request that the Plan Agent electronically transfer your shares to your stockbroker through the Direct Registration System.

Shareholders participating in the Plan may withdraw from the Plan at any time by contacting the Plan Agent by telephone, in writing or by visiting the Plan Agent’s Web site at www.computershare.com. Click on EquityAccess & More. Such termination will be effective immediately if the notice is received by the Plan Agent prior to any dividend or distribution record date; otherwise, such termination will be effective on the first trading day after the payment date for such dividend or distribution, with respect to any subsequent dividend or distribution. If you withdraw, your shares will be credited to your account; or, if you wish, the Plan Agent will sell your full and fractional shares and send you the proceeds, less a transaction fee of $5.00 and less brokerage trading fees of $0.05 per share. If a shareholder does not maintain at least one whole share of common stock in the Plan account, the Plan Agent may terminate such shareholder’s participation in the Plan after written notice. Upon termination, shareholders will be sent a check for the cash value of any fractional share in the Plan account, less any applicable broker commissions and taxes.

Shareholders who hold at least one full share of the Fund may join the Plan by notifying the Plan Agent by telephone, in writing or by visiting the Plan Agent’s Web site at www.computershare.com. Click on EquityAccess & More. If received in proper form by the Plan Agent before the record date of a dividend, the election will be effective with respect to all dividends paid after such record date. If you wish to participate in the Plan and your shares are held in the name of a brokerage firm, bank or other nominee, please contact your nominee to see if it will participate in the Plan for you. If you wish to participate in the Plan, but your brokerage firm, bank or other nominee is unable to participate on your behalf, you will need to request that your shares be re-registered in your own name, or you will not be able to participate. The Plan Agent will administer the Plan on the basis of the number of shares certified from time to time by you as representing the total amount registered in your name and held for your account by your nominee.

Experience under the Plan may indicate that changes are desirable. Accordingly, the Fund and the Plan Agent reserve the right to amend or terminate the Plan. Participants generally will receive written notice at least 90 days before the effective date of any amendment. In the case of termination, participants will receive written notice at least 90 days before the record date for the payment of any dividend or distribution by the Fund.

Semiannual report | Preferred Income Fund III  27 

 



All correspondence or additional information about the Plan should be directed to Computershare Trust Company, N.A., at the address stated below or by calling 1-800-852-0218, 1-201-680-6578 (For International Telephone Inquiries), and 1-201-680-6610 (For the Hearing Impaired (TDD)).

Shareholder communication and assistance

If you have any questions concerning the Fund, we will be pleased to assist you. If you hold shares in your own name and not with a brokerage firm, please address all notices, correspondence, questions or other communications regarding the Fund to the transfer agent at:

Computershare Trust Company, N.A.
Newport Office Center VII
480 Washington Boulevard
Jersey City, NJ 07310–1900
Telephone: 1-800-852-0218

If your shares are held with a brokerage firm, you should contact that firm, bank or other nominee for assistance.

Shareholder meeting

The Fund held its Annual Meeting of Shareholders on January 20, 2012. The following action was taken by the shareholders:

Proposal: Election of three (3) Trustees to serve for a three-year term ending at the Annual Meeting of Shareholders in 2015, or such earlier date as required by the By-laws of the Fund. Each nominee was reelected by the Fund’s shareholders and the votes cast with respect to each Trustee are set forth below.

  TOTAL VOTES  TOTAL VOTES WITHHELD 
  FOR THE NOMINEE  FROM THE NOMINEE 

Stanley Martin  27,552,068  667,505 
John A. Moore  27,487,788  731,785 
John G. Vrysen  27,560,946  658,627 

 

The terms of office of the following seven Trustees of the Fund had not ended and they remained in office as of the Annual Meeting date: James F. Carlin, William H. Cunningham, Deborah C. Jackson, Hugh McHaffie, Patti McGill Peterson, Steven R. Pruchansky and Gregory A. Russo. Subsequent to the Annual Meeting date, Mr. Carlin resigned from the Board.

 

28  Preferred Income Fund III | Semiannual report 

 



More information

Trustees  Officers  Investment adviser 
Steven R. Pruchansky  Keith F. Hartstein  John Hancock Advisers, LLC 
Chairman  President and   
William H. Cunningham  Chief Executive Officer  Subadviser 
Deborah C. Jackson    John Hancock Asset 
Stanley Martin*  Andrew G. Arnott  Management a division of 
Hugh McHaffie  Senior Vice President and Chief  Manulife Asset Management 
Dr. John A. Moore*  Operating Officer  (US) LLC 
Vice Chairman^     
Patti McGill Peterson*  Thomas M. Kinzler  Custodian 
Gregory A. Russo  Secretary and Chief Legal Officer  State Street Bank and 
John G. Vrysen    Trust Company 
  Francis V. Knox, Jr.   
*Member of the  Chief Compliance Officer  Transfer agent 
 Audit Committee    Computershare Shareowner 
†Non-Independent Trustee  Charles A. Rizzo  Services, LLC 
^Effective 1-1-12  Chief Financial Officer   
    Legal counsel 
  Salvatore Schiavone  K&L Gates LLP 
  Treasurer   
    Stock symbol 
    Listed New York Stock 
    Exchange: HPS 

 

For shareholder assistance refer to page 28

You can also contact us:   
1-800-852-0218  Regular mail: 
jhfunds.com  Computershare Shareowner Services, LLC 
  Newport Office Center VII 
  480 Washington Boulevard 
  Jersey City, NJ 07310-1900 

 

The Fund’s proxy voting policies and procedures, as well as the Fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) Web site at www.sec.gov or on our Web site.

The Fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The Fund’s Form N-Q is available on our Web site and the SEC’s Web site, www.sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 1-800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our Web site at www.jhfunds.com or by calling 1-800-852-0218.


The report is certified under the Sarbanes-Oxley Act, which requires closed-end funds and other public companies to affirm that, to the best of their knowledge, the information in their financial reports is fairly and accurately stated in all material respects.

Semiannual report | Preferred Income Fund III  29 

 




1-800-852-0218
1-800-231-5469 TDD
1-800-843-0090 EASI-Line
www.jhfunds.com

PRESORTED 
STANDARD
U.S. POSTAGE 
PAID
MIS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

P12SA 1/12 
3/12 

 


ITEM 2. CODE OF ETHICS.

Not applicable at this time.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable at this time.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable at this time.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable at this time.

ITEM 6. SCHEDULE OF INVESTMENTS.

(a) Not applicable.

(b) Not applicable.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There were no material changes to previously disclosed John Hancock Funds - Administration Committee Charter and John Hancock Funds – Governance Committee Charter.

ITEM 11. CONTROLS AND PROCEDURES.

(a) Based upon their evaluation of the registrant's disclosure controls and procedures as conducted within 90 days of the filing date of this Form N-CSR, the registrant's principal executive officer and principal financial officer have concluded that those disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.

(b) There were no changes in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting.

ITEM 12. EXHIBITS.



(a) Separate certifications for the registrant's principal executive officer and principal financial officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and Rule 30a-2(a) under the Investment Company Act of 1940, are attached.

(b) Separate certifications for the registrant's principal executive officer and principal financial officer, as required by 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and Rule 30a-2(b) under the Investment Company Act of 1940, are attached. The certifications furnished pursuant to this paragraph are not deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section. Such certifications are not deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent that the Registrant specifically incorporates them by reference.

(c)(1) Submission of Matters to a Vote of Security Holders is attached. See attached “John Hancock Funds – Governance Committee Charter”.

(c)(2) Contact person at the registrant.



SIGNATURES 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

John Hancock Preferred Income Fund III

By: /s/ Keith F. Hartstein 
------------------------------ 
Keith F. Hartstein 
President and
Chief Executive Officer 
 
 
Date: March 26, 2012 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By: /s/ Keith F. Hartstein 
------------------------------- 
Keith F. Hartstein
Chief Executive Officer 
 
 
Date: March 26, 2012 
 
 
 
 
By: /s/ Charles A Rizzo 
-------------------------------- 
Charles A Rizzo
Chief Financial Officer 
 
 
Date: March 26, 2012