EFTA01382548

Amendment No. 3 to Form S-1 Table et Contents UNITED SUPERMARKETS, L.L.C. Notes to Financial Statements (Dollars in thousands) Note 3. Notes Payable Notes payable consisted of the following: December 28, 2013 January 26, 2013 Note payable to a bank, $50,000, secured by all the assets of the Company and certain deposit accounts owned by Members; quarterly interest payments only; matures December 21, 2014; interest fixed at 1.75%, with a balloon payment of $50,000 at maturity. Paid in full on December 27, 2013. $ 50.000 Revolving line of credit with a bank, $50,000 available; secured by all assets of the Company; interest at 30-day London Interbank Offered Rate ("LIBOR") plus 2.25%, (2.46% at January 26, 2013); due September 1, 2014. Paid in full on December 27, 2013. 17,500 Note payable to a bank, secured by an airplane; monthly principal and interest payments at $80; matures November 15, 2015; interest at 3.69%. Paid in full on December 27. 2013. 2.581 Note payable to a bank, secured by a property located in Roanoke, Texas; monthly principal and interest payment at $39; matures September 30, 2014; interest at 30-day LIBOR plus 1.0% (1.21% at January 26. 2013). Paid in full on December 27, 2013. 10,991 Note payable to the McMillan Family Limited Company; secured by Post building; biannual principal and interest payments at $13; matures October 1, 2015; interest imputed at 6.25%. Paid in full on December 27, 2013. 125 Note payable to a bank, $11,000, secured by land and building in Lubbock, Texas; interest only payments until April 15. 2013. then the commencement of the principal payments; matures on March 9, 2019; interest at 30-day LIBOR plus 2.0% (2.21% at January 26, 2013), with a balloon payment at maturity. Paid in full on December 27, 2013. 8,741 Less current maturities 89,938 (1,755) $ - $ 88.183 Note 4. Lease Obligations The Company leases certain of its operating facilities under terms ranging from five to twenty years, with renewal options ranging from five to twenty years. Most leases require the payment of fixed minimum rentals or a percentage of sales, whichever is greater. F-194 (Continued) Mtn. um V.. sec.go% Archi% es editor data' 1646972 000119312515335826'd900395dsla.htm110 14'2015 9:03:02 AR CONFIDENTIAL - PURSUANT TO FED. R. GRIM. P. 6(e) CONFIDENTIAL DB-SDNY-0081945 SDNY_GM_00228129 EFTA01382548