Notes Payable and Bank Credit Facility

Our notes payable consist of the following:

	May 28, 2016
	Principal Balance			Unamortized Discount			Net Carrying Amount

Zenith acquisition note payable	$	6,000		$	(200	)	$	5,800
Transportation equipment notes payable		7,207			-			7,207
Real estate notes payable		2,651			-			2,651

Total Debt		15,858			(200	)		15,658
Less current portion		(6,586	)		148			(6,438	)

Total long-term debt	$	9,272		$	(52	)	$	9,220

	November 28, 2015
	Principal Balance			Unamortized Discount			Net Carrying Amount

Zenith acquisition note payable	$	9,000		$	(312	)	$	8,688
Transportation equipment notes payable		2,152			-			2,152
Real estate notes payable		2,933			-			2,933

Total Debt		14,085			(312	)		13,773
Less current portion		(5,477	)		204			(5,273	)

Total long-term debt	$	8,608		$	(108	)	$	8,500

The future maturities of our notes payable are as follows:

Remainder of fiscal 2016	$	2,290
Fiscal 2017		5,415
Fiscal 2018		5,137
Fiscal 2019		2,148
Fiscal 2020		868
Fiscal 2021		-
Thereafter		-
	$	15,858

Zenith

Acquisition Note Payable

As part of the consideration given for our acquisition of Zenith on February 2, 2015, we issued an unsecured note payable to the former owner in the amount of $9,000, payable in three annual installments of $3,000 due on each anniversary of the note, the first installment having been paid on February 2, 2016. Interest is payable annually at the one year LIBOR rate, which was established at 0.62% on February 2, 2015 and resets on each anniversary of the note, having reset to the current rate of 1.14% on February 2, 2016. The note was recorded at its fair value in connection with the acquisition resulting in a debt discount that is amortized to the principal amount through the recognition of non-cash interest expense over the term of the note. Interest expense resulting from the amortization of the discount was $46 and $112 for the three and six months ended May 28, 2016, respectively, and $78 and $101 for the three and six months ended May 30, 2015, respectively. The current portion of the note due within one year, including unamortized discount, was $2,852 and $2,796 at May 28, 2016 and November 28, 2015, respectively.

Transportation Equipment Notes Payable

Certain of the transportation equipment operated in our logistical services segment is financed by notes payable in the amount of $7,207 and $2,152 at May 28, 2016 and November 28, 2015, respectively. These notes are payable in fixed monthly payments of principal and interest at fixed and variable rates ranging from 2.63% to 3.75% at May 28, 2016, with remaining terms of twelve to fifty months. The current portion of these notes due within one year was $2,108 and $901 at May 28, 2016 and November 28, 2015, respectively. The notes are secured by tractors, trailers and local delivery trucks with a total net book value of $9,260 and $3,796 at May 28, 2016 and November 28, 2015, respectively.

Real Estate Notes Payable

Certain of our retail real estate properties have been financed through commercial mortgages with outstanding principal totaling $1,536 and $1,709 at May 28, 2016 and November 28, 2015, respectively. The mortgages bear interest at fixed rates of 6.73%. They are collateralized by the respective properties with net book values totaling approximately $5,925 and $5,993 at May 28, 2016 and November 28, 2015, respectively. The current portion of these mortgages due within one year was $363 and $351 as of May 28, 2016 and November 28, 2015, respectively.

Certain of the real estate located in Conover, North Carolina and operated in our logistical services segment is subject to a note payable in the amount of $1,115 and $1,224 at May 28, 2016 and November 28, 2015, respectively. The note is payable in monthly installments of principal and interest at the fixed rate of 3.75% through October 2016, at which time the remaining balance on the note of approximately $1,005 will be due. Therefore, the entire balance of this note is included in the current portion of our long-term debt at May 28, 2016 and November 28, 2015. The note is secured by land and buildings with a total net book value of $6,157 and $6,226 at May 28, 2016 and November 28, 2015, respectively.

Fair Value

We believe that the carrying amount of our notes payable approximates fair value at both May 28, 2016 and November 28, 2015. In estimating the fair value, we utilize current market interest rates for similar instruments. The inputs into these fair value calculations reflect our market assumptions and are not observable. Consequently, the inputs are considered to be Level 3 as specified in the fair value hierarchy in ASC Topic 820,

Fair Value Measurements and Disclosures

. See Note 3.

Bank

Credit Facility

Effective December 5, 2015, we entered into a new credit facility with our bank which provides for a line of credit of up to $15,000. This credit facility, which matures in December of 2018, is unsecured and contains covenants requiring us to maintain certain key financial ratios. We are in compliance with all covenants under the agreement and expect to remain in compliance for the foreseeable future.

At May 28, 2016, we had $1,970 outstanding under standby letters of credit against our line, leaving availability under our credit line of $13,030. In addition, we have outstanding standby letters of credit with another bank totaling $356.