SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of Earliest Event Reported): February 21, 2001 CHARLES & COLVARD, LTD. (Exact name of Registrant as specified in its charter) North Carolina 0-23329 56-0308470 (State or other jurisdiction of (Commission File No.) (IRS Employer incorporation or organization) Identification No.) 3800 Gateway Boulevard Suite 310 Morrisville, North Carolina 27560 (Address of principal executive offices, including zip code) (919) 468-0399 (Registrant's telephone number, including area code) (Former name or Former Address if Changed Since Last Report) ITEM 5. Other Events. Charles & Colvard, Ltd. (Nasdaq: CTHR) today announced that it has raised approximately $6.2 million in gross proceeds as a result of the exercise by shareholders of rights to purchase common stock at $1.00 per share pursuant to its rights offering that expired on February 16, 2001. The Company will issue an aggregate of 6,246,735 shares of common stock and will have a total of 13,447,714 shares of common stock issued and outstanding as of February 21, 2001. The net proceeds will be used for working capital purposes. A copy of the press release issued by the Company, that discusses the offering, is filed herewith as Exhibit 99.1 to this Current Report on Form 8-K. ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits 99.1 Press Release dated February 21, 2001. SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CHARLES & COLVARD, LTD. Date: February 22, 2001 By: /s/ Robert S. Thomas --------------------------------------- Robert S. Thomas President and Chief Executive Officer