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Virgin Islands Port Authority 1 Virgin Islands Port Authority, Marine Revenue Bonds, C (Federally Taxable), $4,920,000 Dated: October 23, 2014 2 Virgin Islands Port Authority, Marine Revenue and Refunding Bonds, A (AMT), $28,765,000 Dated: October 23, 2014 3 Virgin Islands Port Authority, Marine Revenue and Refunding Bonds, B (Non-AMT), $14,900,000 Dated: October 23, 2014 Debt Service Coverage FY 2014 Net Revenues: Total Operating Revenues $ 30,103 Total Operating Expenses $ 20,232 Net Revenues $ 9,871 Bond Debt Service $ 3,628 Debt Service Coverage $ 4,535 The Marine Division Rates and Charges The Virgin Islands Port Authority through its Marine Division utilizes a published schedule of marine rates and charges to assess a variety of fees for use of its marine facilities. The schedule of rates and charges are necessary to provide sufficient revenue for the general operations and maintenance, Capital Improvements, administrative cost, debt coverage and investment. The current marine rates and charges was authorized in 2006. The Authority is currently in the process of reviewing its marine rates and charges.

Facilities The Authority owns, and provides for public use, marine cargo and passenger facilities on the islands of St. Thomas, St. John and St. Croix. These waterfront facilities are used in the embarking and disembarking of cargo and passengers for marine transportation service. The existing port facilities are summarized below. Port Facility Major Users St. Thomas Charlotte Amalie Public Wharf Crown Bay Cargo Port Austin "Babe Monsanto Marine Terminal (formerly "Crown Bay Dock") Urman Victor Fredericks Marine Terminal (formerly "Red-Hook Dock") St. John Loredon Lorence Boynes, Sr. Dock (formerly "Cruz Bay Ferry Dock") Victor William Sewer Marine Facility (formerly "the Creek"") The Theovald Eric Moorehead Marine Facility (formerly "Enighted Pond") St. Croix Gallows Bay Dock Christiansted Dock The Ann E. Abramson Marine Facility (formerly "Frederiksted Pier") The Wilfred "Bomba" Allick Port & Transshipment Center (formerly "Third Port Container Terminal") The Gordon A. Finch Molasses Pier (formerly "Molasses Pier") Yachts, passenger ferries, small inter-island cargo vessels, seaplanes, other recreational craft Large, ocean-going cargo vessels Large, ocean-going cruise ships Small passenger ferries and cargo vessels Small passenger ferries Small cargo vessels Inter-Island Cargo facility, small cargo vessels Small inter-island cargo vessels, small cruise ships Seaplanes, small passenger ferries, recreational crafts, small inter-island cargo vessels Large cruise ships, U.S. Navel ships, small cargo vessels Large, ocean-going cargo vessels Large, ocean-going cargo vessels

Top 10 Revenue Producing Tenants of the Marine Division Rank Line Type of Facility Type of Operations Square Fee 1 Crowley Caribbean Services Bare Land Cargo 247,525 Bare Land; 2 Tropical Shipping & Construction (STT) Warehouse & Cargo Ramp Cargo 267,934 3 The Supreme Court of the Virgin Islands Building Court; Offices 20,500 4 Crown Bay Marina Marina Marina; Retail & Restaurant 4.35 acres Bare Land; 5 Tropical Shipping & Construction (STX) Warehouse & Cargo Ramp Cargo 189,166 6 MSI Supplies, Inc. Bare Land Building Materials 77,150 7 Sea Star Lines Bare Land & Office space Cargo 69,418 8 Seaborne Virgin Islands Terminals & Ramps Seaplane Airline 2.944 acres 9 Miami Cars, Inc. Buildings; Bare Land & Bulkhead Offices; Restaurant; Warehouse 41,339 10 VI Fire Service Office Government Entity 4,000 Historic Cruise Vessel Calls and Passengers FY 2014 All USVI Ports Passengers 2,010,899 Vessel Calls 645 Authority Ports Only Passengers 669,851 Vessel Calls 229 Top 5 Cruise Companies by Passengers Rank Company Passengers Vessel Calls 1 Royal Caribbean Line 574,160.00 145 2 Carnivale - New 560,318.00 168 3 Norwegian Cruise Line 308,514.00 92 4 Celebrity Cruises 202,820.00 82 5 Princess New 182,604.00 55

, 2003AB Historic Volume Performance of Selected Caribbean Ports Region Port 2014(Jan-Dec) E. Caribbean St. Thomas 2,083,890 Bahamas Nassau 4,804,701 W. Caribbean Cozumel 3,404,858 E. Caribbean San Juan 1,356,822 W. Caribbean Cayman Islands 1,609,555 E. Caribbean St. Maarten 2,001,996 S. Caribbean Barbados 557,898 S. Caribbean St. Lucia 641,452 Historic Cargo Vessel Calls to the Authority s Facilities 2014 Aggregate Vessel Calls 635 Tons Inbound 866,875 Tons Outbound 1,332 St. John Vessel Calls 15 Tons Inbound 251 Tons Outbound St. Croix Vessel Calls 270 Tons Inbound 308,794 Tons Outbound 1,305 St. Thomas Vessel Calls 350 Tons Inbound 557,830 Tons Outbound 27

, 2003AB Virgin Islands Port Authority Marine Division Historical Financial Information 2014 Operating Revenues User Fees & Dues $ 22,396 Rentals 5,389 Others 1,140 Total Operating Revenues $ 28,925 Operating Expenses Payroll and Fringe Benefits $ 5,974 Repairs and Maintenance 684 Materials, Supplies & Services 2,546 Insurance 1,838 Depreciation 7,690 Other Operating Expenses 2,301 General and Administrative Allocation 6,889 Total Operating Expenses $ 27,922 Operating Income (Loss) $ 1,003 Non-operating Income Interest Income $ 43 Other 1,135 Total Non-operating Income $ 1,178 Non-operating Expenses Interest expense $ 1,374 Payment to USVI Government Total Non-operating Expenses $ 1,374 Increase (Decrease) in Net Assets $ 807

, 2003AB Virgin Islands Port Authority Marine Division Financial Operations Revenues (Excluding Crown Bay) 2014 User Fees & Dues $ 11,603 Cruise Vessels (WICO & Anch) $ 4,549 Rentals and Concessions $ 3,293 Other Revenue $ 693 Total Direct Income $ 20,138 Operating Expenses Payroll and Benefits $ 5,502 Repairs and Maintenance $ 461 Materials, Supplies & Service $ 2,227 Insurance $ 1,336 Financial Other Operating Expenses $ 2,133 Administrative Allocated $ 5,216 Total Operating Expenses $ 16,875 Net Revenues before interest income & involuntary conversion Other Revenue, including Interest Income $ 1,174 Rohlsen Bond Expense Other Expense $ (22) Add Credit $ 1,152 Net Income Before Crown Bay Revenues $ 4,415 Net Income from Crown Bay Dock and Commercial Center $ 5,434 Total Income Including Crown Bay $ 9,849 Crown Bay Debt Coverage Less Crown Bay Bond Payment $ 3,628 Available Marine Division Funds After Bond Payment $ 6,221 Five-Year CIP for the Marine Division Facility Island FY 2015 Austin Babe Monsanto Marine Terminal St. Thomas $ 8,800 Urman Victor Fredericks Marine Terminal St. Thomas $ 1,000 Ann E. Abramson Marine Facility St. Croix $ 1,425 Third Point Container Terminal St. Croix $ 1,950 Gallows Bay Dock St. Croix $ 1,150 Gordon A. Finch Molasses Pier St. Croix Svend Aage Ovesen Jr. Seaplane Terminal St. Croix $ 500 General Marine Facility Capital Improvements St. Croix $ 300 Victor William Sewer Marine Facility St. John $ 1,000 Theovale Eric Moorhead Dock and Terminal St. John $ 1,500 Total $ 17,625