<Page>
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) March 1, 2002
ARCHIBALD CANDY CORPORATION
(Exact name of registrant as specified in its charter)
ILLINOIS 333-33751 36-0743280
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File No.) Identification No.)
1137 WEST JACKSON BOULEVARD,
CHICAGO, ILLINOIS 60607
(Address, including Zip Code,
of Principal Executive Offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (312) 243-2700
No Change
-------------------------------------------------------------
(Former name or former address, if changed since last report)
<Page>
ITEM 5. OTHER EVENTS
Archibald Candy Corporation ("Archibald") has entered into a
forbearance agreement (the "Noteholders' Forbearance Agreement") with holders
(the "Consenting Holders") of approximately 88% in aggregate face amount of
Archibald's 10 1/4% senior secured notes due 2004 (the "Senior Notes").
Archibald also has entered into an extension of its forbearance agreement (the
"CIT Forbearance Agreement") with The CIT Group/Business Credit, Inc. ("CIT"),
the agent and sole lender under Archibald's revolving credit facility (the "CIT
Facility"). In addition, Fannie May Holdings, Inc. ("Holdings"), Archibald's
sole shareholder, has entered into a forbearance agreement (the "Senior
Preferred Forbearance Agreement") with the holders of Holdings' senior preferred
stock (the "Senior Preferred Holders"). The terms of the three forbearance
agreements are described more fully below.
Pursuant to the Noteholders' Forbearance Agreement, the Consenting
Holders have agreed to forbear until April 30, 2002 (the "Noteholders'
Forbearance Period") from exercising their rights under the Senior Notes, the
indenture pursuant to which the Senior Notes have been issued (the "Indenture")
and applicable law resulting from Archibald's failure to make the approximately
$8.7 million interest payment on the Senior Notes that was due on January 2,
2002. The Noteholders' Forbearance Period may be terminated prior to April 30,
2002 if any of the following occurs (other than if due to the Consenting
Holders' breach of their obligations under the Noteholders' Forbearance
Agreement): (1) any other event of default under the Indenture, (2) the
termination of the CIT Forbearance Agreement, (3) the termination of the Senior
Preferred Forbearance Agreement, (4) any acceleration of the principal and
interest under the Senior Notes, (5) any payment or distribution by Archibald to
the holders of Holdings' preferred stock or to Holdings for payment to the
holders of its preferred stock, (6) any election by the Senior Preferred Holders
of a director having 51% of the total voting power of Holdings' Board of
Directors or (7) a breach of any representation, warranty or covenant in the
Noteholders' Forbearance Agreement.
CIT has extended the forbearance period under the CIT Forbearance
Agreement (the "CIT Forbearance Period") beyond March 1, 2002, its originally
scheduled expiration date, until April 30, 2002, and agreed to allow Archibald
to continue to request borrowings under the CIT Facility for working capital
needs, but not in excess of the lesser of a certain specified limit and a
borrowing base comprised of a percentage of the eligible accounts receivable and
eligible inventory of Archibald and its Canadian subsidiary, Archibald Candy
(Canada) Corporation. During the CIT Forbearance Period, Archibald's management
expects that Archibald will have sufficient availability under the CIT Facility
to meet its working capital needs as they become due; however, there can be no
assurance that this will be the case. The CIT Forbearance Period may be
terminated prior to April 30, 2002 if any of the following occurs: (1) any
acceleration of the Senior Notes, (2) any payment on account of the Senior Notes
or Holdings' preferred stock, (3) any other event of default under the CIT
Facility or (4) a breach of any representation, warranty or covenant in the CIT
Forbearance Agreement.
Pursuant to the Senior Preferred Forbearance Agreement, the Senior
Preferred Holders have agreed to forbear until April 30, 2002 (the "Senior
Preferred Forbearance Period") from exercising their right to elect a director
to Holdings' Board of Directors who would have 51% of the total voting power of
Holdings' Board of Directors and from exercising any other
- 2 -
<Page>
rights or remedies that they may have as a result of Holdings' failure to make
the $3.0 million redemption payment required to be made by it to the Senior
Preferred Holders on January 15, 2002 and the $10.5 million in aggregate of
remaining redemption payments that automatically accelerated as a result
thereof. The Senior Preferred Forbearance Period may be terminated prior to
April 30, 2002 if any of the following occurs (other than if due to the Senior
Preferred Holders' breach of their obligations under the Senior Preferred
Forbearance Agreement): (1) the termination of the CIT Forbearance Agreement,
(2) the termination of the Noteholders' Forbearance Agreement or (3) a breach by
Holdings of any representation, warranty or covenant in the Senior Preferred
Forbearance Agreement. Pursuant to the Senior Preferred Forbearance Agreement,
Holdings also has granted to the holders of its senior preferred stock the right
to designate an individual who is entitled to observe all meetings of the Boards
of Directors of Holdings, Archibald and its subsidiaries.
Archibald is continuing discussions with the holders of the Senior
Notes, CIT, Holdings' significant stockholders and investment advisors on an
overall capital restructuring, including, among other things, (1) a
restructuring of the Senior Notes through debt for equity exchanges or
conversions, repurchases or acquisitions of the Senior Notes on discounted
terms, (2) new equity and/or debt from unaffiliated third parties and/or
affiliates of Archibald or its directors and officers or (3) combinations of the
foregoing. Archibald has not received any commitments or agreements with respect
to any new sources of equity or debt, and there can be no assurance that any
such financing will be obtained, particularly if the Senior Notes are not
restructured on a satisfactory basis. Archibald does not intend to provide
updates as to the status of these discussions. There can be no assurance that
Archibald will succeed in a restructuring on a timely basis or that the terms
and conditions of a restructuring would be favorable to Archibald.
- 3 -
<Page>
SIGNATURES
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.
ARCHIBALD CANDY CORPORATION
(Registrant)
Dated: March 5, 2002 /s/ Ted A. Shepherd
---------------------------------------------
Name: Ted A. Shepherd
Title: President and Chief Operating Officer
- 4 -