UNITED
STATES
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) December 4, 2009
Charles
& Colvard, Ltd.
(Exact
name of registrant as specified in its charter)
|
North
Carolina
|
000-23329
|
56-1928817
|
|
(State
or other jurisdiction of
incorporation)
|
(Commission
File
Number)
|
(I.R.S.
Employer
Identification
No.)
|
|
300
Perimeter Park Drive, Suite A
|
|
|
Morrisville,
North Carolina
|
27560
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
(919)
468-0399
(Registrant’s
telephone number, including area code)
N/A
(Former
name or former address, if changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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|
Item
8.01
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Other
Events.
|
On
December 4, 2009, Charles & Colvard, Ltd. (the “Company”) issued a press
release announcing that it had received notification from The Nasdaq Stock
Market Listing Qualifications Department (“NASDAQ”) that, because the closing
bid price of the Company’s common stock has been at $1.00 per share or greater
for at least 10 consecutive trading days, the Company has regained compliance
with the minimum bid price requirement pursuant to Listing Rule
5450(a)(1) and the matter is now closed. The press release is attached as
Exhibit 99.1 hereto and is incorporated herein by reference.
Item
9.01 Financial
Statements and Exhibits.
(d) Exhibits.
|
Exhibit
No.
|
Description
of Document
|
|
99.1
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Press
Release, dated December 4, 2009
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
| Company Name | |||
|
December
4, 2009
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By:
|
/s/ Timothy L. Krist | |
| Timothy L. Krist | |||
| Chief Financial Officer | |||
|
|
EXHIBIT
INDEX
|
|
Exhibit
No.
|
Description
of Document
|
|
99.1
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Press
Release, dated December 4, 2009
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Exhibit 99.1
{Charles & Colvard Logo}
NEWS RELEASE
|
300
Perimeter Park Drive, Suite A
Morrisville,
North Carolina 27560
919.468.0399
|
Company
Contact:
Timothy
Krist
Chief
Financial Officer
919.468.0399,
ext. 295
tkrist@charlesandcolvard.com
|
Investor
Relations:
Fran
Barsky
919.244.7357
fbarsky@charlesandcolvard.com
|
FOR
IMMEDIATE RELEASE
CHARLES
& COLVARD REGAINS COMPLIANCE WITH NASDAQ
LISTING REQUIREMENTS
MORRISVILLE,
N.C., December 4, 2009 - Charles & Colvard, Ltd. (NASDAQ: CTHR), the sole
manufacturer of moissanite jewels, The Most Brilliant Jewel in the World™,
announced today that on December 3, 2009, because the closing bid price of its
common stock has been at or above $1.00 per share for at least 10 consecutive
trading days, the Company received notification from the Nasdaq Stock Market
Listing Qualifications Department that the Company has regained compliance with
the minimum bid price rule pursuant to Listing Rule 5450(a)(1) and the matter is
now closed.
Randy N.
McCullough, President and Chief Executive Officer of Charles & Colvard
commented, “We are extremely pleased to have achieved this important milestone
and appreciate the confidence our shareholders have demonstrated to help make it
happen. We are committed to working hard on strategic initiatives to increase
shareholder value and continuing to earn the confidence they have placed in
us.”
About
Charles & Colvard, Ltd.
Charles &
Colvard, Ltd. (NASDAQ: CTHR), based in the Research Triangle Park area of North
Carolina, is the global sole source of lab-created moissanite, a unique,
near-colorless jewel that is distinct from other gemstones and jewels based on
its exceptional fire, brilliance, luster, durability, and rarity.
Charles & Colvard Created Moissanite is currently used in fine jewelry
sold primarily through domestic and international retailers. For more
information, please access www.moissanite.com or
www.charlesandcolvard.com.
Charles
& Colvard and Charles & Colvard Created Moissanite are registered
trademarks of Charles & Colvard, Ltd.
This
press release contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, or the Securities
Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or
the Exchange Act. Statements expressing expectations regarding our future and
projections relating to products, sales, revenues, and earnings are typical of
such statements and are made under the Private Securities Litigation Reform Act
of 1995. These forward-looking statements include, but are not limited to,
statements about our plans, objectives, representations, and contentions and are
not historical facts and typically are identified by use of terms such as “may,”
“will,” “should,” “could,” “expect,” “plan,” “anticipate,” “believe,”
“estimate,” “predict,” “continue,” and similar words, although some
forward-looking statements are expressed differently.
All
forward-looking statements are subject to the risks and uncertainties inherent
in predicting the future. You should be aware that although the forward-looking
statements included herein represent management’s current judgment and
expectations, our actual results
may
differ materially from those projected, stated, or implied in these
forward-looking statements as a result of many factors including, but not
limited to, the recent downturn in the worldwide economy and its ongoing impact
on our business and the business of our customers and suppliers, any continued
trends in the general economy that would adversely affect consumer spending, a
further decline in our sales, dependence on consumer acceptance of our products,
dependence on Cree, Inc. as the current supplier of most of the raw material,
ability to develop a material second source of supply, dependence on a limited
number of customers, risks of conducting operations in foreign countries,
dependence on third parties for the sales and marketing of our products to end
consumers, continued listing of our common stock on the NASDAQ Global Select
Market, and the impact of significant changes in our management on our ability
to execute our business strategy in the near-term, in addition to the other
risks and uncertainties described in more detail in our filings with the
Securities and Exchange Commission, or the SEC, including our Annual Report on
Form 10-K for the fiscal year ended December 31, 2008 and subsequent reports
filed with the SEC. Forward-looking statements speak only as of the date they
are made. We undertake no obligation to update or revise such statements to
reflect new circumstances or unanticipated events as they occur except as
required by the federal securities laws, and you are urged to review and
consider disclosures that we make in the reports that we file with the SEC that
discuss other factors relevant to our business.
###