As filed with the Securities and Exchange Commission on November 2, 2021
File No. 333-258202
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-14
| REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 | ||
| ☐ | PRE-EFFECTIVE AMENDMENT NO. | |
| ☒ | POST-EFFECTIVE AMENDMENT NO. 1 | |
JOHN HANCOCK INVESTMENT TRUST
(Exact Name of Registrant as Specified in Charter)
200 Berkeley Street
Boston, Massachusetts 02116
(Address of Principal Executive Offices)
800-225-5291
(Registrant’s Area Code and Telephone Number)
Christopher Sechler, Esq.
200 Berkeley Street
Boston, Massachusetts 02116
(Name and Address of Agent for Service)
Copies to:
Mark P. Goshko, Esq.
K&L Gates LLP
One Lincoln Street
Boston, Massachusetts 02111
JOHN HANCOCK INVESTMENT TRUST
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement contains the following papers and documents:
Cover Sheet
Contents of Registration Statement
Part A — Proxy Statement and Prospectus - Incorporated herein by reference to the definitive form of Proxy Statement/Prospectus filed pursuant to Rule 497 under the Securities Act of 1933, as amended (“Securities Act”), on August 30, 2021, SEC accession number 0001133228-21-004613.
Part B — Statement of Additional Information - Incorporated herein by reference to the definitive form of Statement of Additional Information filed pursuant to Rule 497 under the Securities Act, on August 30, 2021, SEC accession number 0001133228-21-004613.
Part C — Other Information
Signature Pages
Exhibits - The sole purpose of this filing is to file as exhibits, with respect to the reorganization described in the Registrant’s Registration Statement on Form N-14, filed on July 27, 2021: (i) the executed Agreement and Plan of Reorganization, as required by Item 16(4) of Form N-14; (ii) the opinion of counsel supporting the tax matters and consequences to shareholders of the reorganization, as required by Item 16(12) of Form N-14; and (iii) the consent of counsel with respect to the filing of such tax opinion.
John Hancock Investment Trust
PART C
OTHER INFORMATION
Item 15. Indemnification
No change from the information set forth in Item 30 of the most recently filed amendment to the Registration Statement of John Hancock Investment Trust (“Registrant”) on Form N-1A under the 1933 Act and the 1940 Act (File Nos. 002-10156 and 811-00560) as filed with the Securities and Exchange Commission (the “SEC”) on October 20, 2021 (accession number 0001133228-21-005360), which information is incorporated herein by reference.
Item 16. Exhibits
| 1 |
| 6(a)(2) | Sub-Advisory Agreement dated December 18, 2013 between John Hancock Investment Management LLC and Wellington Management Company, LLP (“Wellington Sub-Advisory Agreement”). – previously filed as exhibit 99.(d).7 to post-effective amendment no. 124 filed on December 19, 2013, accession number 0001133228-13-005026. |
| 6(a)(3) | Amendment dated July 1, 2021 to the Wellington Sub-Advisory Agreement relating to John Hancock Mid Cap Growth Fund – previously filed as exhibit 99.(d).24 to post-effective amendment no. 213 filed on July 9, 2021 accession number No. 0001133228-21-003827. |
| 7(a) | Amended and Restated Distribution Agreement dated June 30, 2020 between the Registrant and John Hancock Investment Management Distributors LLC (the “Distributor”). – previously filed as exhibit 99.(e) to post-effective amendment no. 205 filed on July 27, 2020 accession number No. 0001133228-20-004475. |
| 8 | Not applicable. |
| 9(a) | Master Custodian Agreement dated September 10, 2008 among John Hancock Mutual Funds and State Street Bank and Trust Company. – previously filed as exhibit 99.(g).1 to post-effective amendment no. 111 filed on February 27, 2009, accession number 0000950135-09-001332. |
| 9(a)(1) | Amendment dated October 1, 2015 to Master Custodian Agreement dated September 26, 2008 between John Hancock Mutual Funds and State Street Bank and Trust Company. – previously filed as exhibit 99.(g).3 to post-effective amendment no. 150 filed on December 24, 2015, accession number 0001133228-15-006566. |
| 10(a) | Amended and Restated Multiple Class Plan pursuant to Rule 18f-3 dated December 17, 2014, as amended June 22, 2017 (“18f-3 Plan”), for certain John Hancock Mutual Funds advised by John Hancock Investment Management LLC. – previously filed as exhibit 99.(n) to post-effective amendment no. 179 filed on February 28, 2018, accession number 0001133228-18-001177. |
| 10(a)(1) | Amended and Restated Plan of Distribution pursuant to Rule 12b-1 dated June 30, 2020 relating to Class A Shares. – previously filed as exhibit 99.( m) to post-effective amendment no. 205 filed on July 27, 2020 accession number No. 0001133228-20-004475. |
| 10(a)(2) | Amendment to Distribution Plan Pursuant to Rule 12b-1 dated June 28, 2021 relating to Class A Shares - previously filed as exhibit 99.(m).2 to post-effective amendment no. 213 filed on July 9, 2021 accession number No. 0001133228-21-003827. |
| 10(a)(3) | Amended and Restated Plan of Distribution pursuant to Rule 12b-1 dated June 30, 2020 relating to Class C Shares. – previously filed as exhibit 99.(m).4 to post-effective amendment no. 205 filed on July 27, 2020 accession number No. 0001133228-20-004475. |
| 10(a)(4) | Amendment to Distribution Plan Pursuant to Rule 12b-1 dated June 28, 2021 relating to Class C Shares - previously filed as exhibit 99.(m).6 to post-effective amendment no. 213 filed on July 9, 2021 accession number No. 0001133228-21-003827. |
| 11 | Opinion and Consent of K&L Gates LLP regarding legality of issuance of shares and other matters. – previously filed as exhibit 11 to the registration statement on Form N-14 filed on July 27, 2021, accession number 0001133228-21-004082. |
| 12(a) | Opinion of K&L Gates LLP on tax matters. – FILED HEREWITH |
| 12(a)(1) | Consent of K&L Gates LLP. – FILED HEREWITH |
| 2 |
Item 17. Undertakings
| (1) | The undersigned Registrant agrees that prior to any public reoffering of the securities registered through the use of a prospectus which is a part of this Registration Statement by any person or party who is deemed to be an underwriter within the meaning of Rule 145(c) of the Securities Act of 1933, the reoffering prospectus will contain the information called for by the applicable registration form for reofferings by persons who may be deemed underwriters, in addition to the information called for by the other items of the applicable form. |
| (2) | The undersigned Registrant agrees that every prospectus that is filed under paragraph (1) above will be filed as part of an amendment to the Registration Statement and will not be used until the amendment is effective, and that, in determining any liability under the Securities Act of 1933, each post-effective amendment shall be deemed to be a new registration statement for the securities offered therein, and the offering of the securities at that time shall be deemed to be the initial bona fide offering of them. |
| (3) | The undersigned Registrant agrees that a final form of the Opinion and Consent of K&L Gates LLP regarding certain tax matters and consequences to shareholders discussed in the Proxy Statement and Prospectus will be filed in a post-effective amendment to this registration statement. |
| 3 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant, John Hancock Investment Trust has duly caused this Amendment to the Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City of Boston and The Commonwealth of Massachusetts, on the 2nd day of November, 2021.
| JOHN HANCOCK INVESTMENT TRUST | ||
| By: | /s/ Andrew G. Arnott | |
| Name: Andrew G. Arnott | ||
| Title: President and Trustee | ||
Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the date(s) indicated.
| Signature | Title | Date | ||
| /s/ Andrew G. Arnott | President and Trustee | November 2, 2021 | ||
| Andrew G. Arnott | ||||
| /s/ Charles A. Rizzo | Chief Financial Officer | November 2, 2021 | ||
| Charles A. Rizzo | (Principal Financial Officer and Principal Accounting Officer) | |||
| /s/ Charles L. Bardelis * | Trustee | November 2, 2021 | ||
| Charles L. Bardelis | ||||
| /s/ James R. Boyle * | Trustee | November 2, 2021 | ||
| James R. Boyle | ||||
| /s/ Peter S. Burgess * | Trustee | November 2, 2021 | ||
| Peter S. Burgess | ||||
| /s/ William H. Cunningham * | Trustee | November 2, 2021 | ||
| William H. Cunningham | ||||
| /s/ Grace K. Fey * | Trustee | November 2, 2021 | ||
| Grace K. Fey | ||||
| /s/ Marianne Harrison * | Trustee | November 2, 2021 | ||
| Marianne Harrison | ||||
| /s/ Deborah C. Jackson* | Trustee | November 2, 2021 | ||
| Deborah C. Jackson | ||||
| /s/ Hassell H. McClellan * | Trustee | November 2, 2021 | ||
| Hassell H. McClellan | ||||
| 4 |
| Signature | Title | Date | ||
| /s/ Steven R. Pruchansky * | Trustee | November 2, 2021 | ||
| Steven R. Pruchansky | ||||
| /s/ Frances G. Rathke * | Trustee | November 2, 2021 | ||
| Frances G. Rathke | ||||
| /s/ Gregory A. Russo * | Trustee | November 2, 2021 | ||
| Gregory A. Russo | ||||
| *By: | /s/ Thomas Dee | |
| Thomas Dee | ||
| Attorney-in-Fact |
* Pursuant to Powers of Attorney previously filed with the registration statement filed on July 27, 2021
| 5 |
| Exhibit Index | |
| 4 | Agreement and Plan of Reorganization. |
| 12(a) | Opinion of K&L Gates LLP on tax matters. |
| 12(a)(1) | Consent of K&L Gates LLP. |
| 6 |
