Fair value measurements

Securities owned and securities sold but not yet purchased, investments and derivative contracts are carried at fair value with changes in fair value recognized in earnings each period.

Securities Owned and Securities Sold, But Not Yet Purchased at Fair Value



(Expressed in thousands)
	As of September 30, 2016				As of December 31, 2015
	Owned ⁽¹⁾		Sold		Owned ⁽¹⁾		Sold
U.S. treasury, agency and sovereign obligations	$	724,209	$	223,037	$	509,614	$	77,485
Corporate debt and other obligations	32,262		8,708		16,138		1,652
Mortgage and other asset-backed securities	4,551		46		3,504		27
Municipal obligations	85,892		—		30,132		—
Convertible bonds	53,374		10,454		54,693		5,951
Corporate equities	37,057		53,262		34,475		41,378
Money markets	1,142		—		35		—
Auction rate securities	90,009		—		86,802		—
Total	$	1,028,496	$	295,507	$	735,393	$	126,493

(1) $563,000 and $562,000 is included in assets held for sale on the condensed consolidated balance sheet as of September 30, 2016 and December 31, 2015, respectively. See Note 3 for details.

Securities owned and securities sold, but not yet purchased, consist of trading and investment securities at fair values. Included in securities owned at September 30, 2016 are corporate equities with estimated fair values of approximately $14.2 million ($14.0 million at December 31, 2015), which are related to deferred compensation liabilities to certain employees included in accrued compensation on the condensed consolidated balance sheet.

Valuation Techniques

A description of the valuation techniques applied and inputs used in measuring the fair value of the Company's financial instruments is as follows:

U.S. Government Obligations

U.S. Treasury securities are valued using quoted market prices obtained from active market makers and inter-dealer brokers.

U.S. Agency Obligations

U.S. agency securities consist of agency issued debt securities and mortgage pass-through securities. Non-callable agency issued debt securities are generally valued using quoted market prices. Callable agency issued debt securities are valued by benchmarking model-derived prices to quoted market prices and trade data for identical or comparable securities. The fair value of mortgage pass-through securities are model driven with respect to spreads of the comparable to-be-announced security.

Sovereign Obligations

The fair value of sovereign obligations is determined based on quoted market prices when available or a valuation model that generally utilizes interest rate yield curves and credit spreads as inputs.

Corporate Debt and Other Obligations

The fair value of corporate bonds is estimated using recent transactions, broker quotations and bond spread information.

Mortgage and Other Asset-Backed Securities

The Company holds non-agency securities collateralized by home equity and various other types of collateral which are valued based on external pricing and spread data provided by independent pricing services. When specific external pricing is not observable, the valuation is based on yields and spreads for comparable bonds.

Municipal Obligations

The fair value of municipal obligations is estimated using recently executed transactions, broker quotations, and bond spread information.

Convertible Bonds

The fair value of convertible bonds is estimated using recently executed transactions and dollar-neutral price quotations, where observable. When observable price quotations are not available, fair value is determined based on cash flow models using yield curves and bond spreads as key inputs.

Corporate Equities

Equity securities and options are generally valued based on quoted prices from the exchange or market where traded. To the extent quoted prices are not available, fair values are generally derived using bid/ask spreads.

Loans Held for Sale

The Company elected the fair value option for loans held for sale and determines the fair value using both a discounted cash flow model (see key assumptions used in determining mortgage servicing rights below) and quoted observable prices from market participants.

Interest Rate Lock Commitments

OMHHF records an interest rate lock commitment upon the commitment to originate a loan with a borrower. This commitment, which can be an asset or liability, is recognized at fair value, which reflects the fair value of the contractual loan origination related fees and sale premiums, net of co-broker fees, and the estimated fair value of the expected net future cash flows associated with the servicing of the loan. The interest rate lock commitments are valued using a discounted cash flow model developed based on U.S. Treasury rate changes and other observable market data. The fair value is determined after considering the potential impact of collateralization.

To-Be-Announced ("TBA") sale contracts

TBA sale contracts of permanent loans originated or purchased at OMHHF are based on observable market prices of recently executed purchases of similar loans which are then used to derive a market implied spread, which in turn is used as the primary input in estimating the fair value of loans at the measurement date. TBA sale contracts of construction loans originated or purchased at OMHHF are based on observable market prices of recently executed purchases.

Mortgage Servicing Rights ("MSRs")

The Company's MSRs are measured at fair value on a nonrecurring basis. The MSRs are initially measured at fair value on the loan securitization date and subsequently measured on the amortized cost basis subject to quarterly impairment testing. MSRs do not trade in active open markets with readily observable pricing. Therefore the Company uses a discounted cash flow model to estimate the fair value of MSRs. The discounted cash flow model calculates the present value of estimated future net servicing income using inputs such as contractually specified servicing fees, prepayment assumptions, delinquency rates, late charges, other ancillary revenue, costs to service and other economic factors. The Company reassesses and periodically adjusts the underlying inputs and assumptions used in the model to reflect observable and unobservable market conditions and assumptions that a market participant would consider in valuing a MSR asset. MSRs are carried at the lower of amortized cost or estimated fair value.

The following key assumptions were used in determining the initial fair value of MSRs:

Discount Rate – The discount rate used for originated permanent and construction loans averaged approximately 12%.

Estimated Life – The estimated life of the MSRs is derived using a continuous prepayment rate ("CPR") assumption which estimates projected prepayments of the loan portfolio by considering factors such as note rates, lockouts, and prepayment penalties at the loan level. The CPR rates used are 0% until such time that a loan's prepayment penalty rate hits 4% of the unpaid principal balance of the loan with the vast majority of CPR speeds ranging from 10% to 15% thereafter, with an average of 12%.

Servicing Costs – The estimated future cost to service the loans on an annual basis per loan averages approximately $1,250 for a permanent loan, with a considerably higher cost to service during the construction phase.

The Company does not anticipate any credit losses on the commercial mortgages it services since all of the mortgages are insured for and guaranteed against credit losses by the Federal Housing Administration ("FHA") and the Government National Mortgage Association ("GNMA") and are thus guaranteed by the U.S. government.

Auction Rate Securities ("ARS")

In February 2010, Oppenheimer finalized settlements with each of the New York Attorney General's office ("NYAG") and the Massachusetts Securities Division ("MSD" and, together with the NYAG, the "Regulators") concluding investigations and administrative proceedings by the Regulators concerning Oppenheimer's marketing and sale of ARS. Pursuant to the settlements with the Regulators, Oppenheimer agreed to extend offers to repurchase ARS from certain of its clients subject to certain terms and conditions more fully described below. As of September 30, 2016, the Company had $3.0 million of outstanding ARS purchase commitments related to the settlements with the Regulators. In addition to the settlements with the Regulators, Oppenheimer has also reached settlements of and received adverse awards in legal proceedings with various clients where the Company is obligated to purchase ARS. Pursuant to completed Purchase Offers (as defined) under the settlements with the Regulators and client related legal settlements and awards to purchase ARS, as of September 30, 2016, the Company purchased and holds (net of redemptions) approximately $92.0 million in ARS from its clients. In addition, the Company is committed to purchase another $25.5 million in ARS from clients through 2020 under legal settlements and awards.

The ARS positions that the Company owns and is committed to purchase primarily represent auction rate preferred securities issued by closed-end funds and, to a lesser extent, municipal auction rate securities which are municipal bonds wrapped by municipal bond insurance and student loan auction rate securities which are asset-backed securities backed by student loans.

Interest rates on ARS typically reset through periodic auctions. Due to the auction mechanism and generally liquid markets, ARS have historically been categorized as Level 1 of the fair value hierarchy. Beginning in February 2008, uncertainties in the credit markets resulted in substantially all of the ARS market experiencing failed auctions. Once the auctions failed, the ARS could no longer be valued using observable prices set in the auctions. The Company has used less observable determinants of the fair value of ARS, including the strength in the underlying credits, announced issuer redemptions, completed issuer redemptions, and announcements from issuers regarding their intentions with respect to their outstanding ARS. The Company has also developed an internal methodology to discount for the lack of liquidity and non-performance risk of the failed auctions. Due to liquidity problems associated with the ARS market, ARS that lack liquidity are setting their interest rates according to a maximum rate formula. For example, an auction rate preferred security maximum rate may be set at 200% of a short-term index such as LIBOR or U.S. Treasury yield. For fair value purposes, the Company has determined that the maximum spread would be an adequate risk premium to account for illiquidity in the market. Accordingly, the Company applies a spread to the short-term index for each asset class to derive the discount rate. The Company uses short-term U.S. Treasury yields as its benchmark short-term index. The risk of non-performance is typically reflected in the prices of ARS positions where the fair value is derived from recent trades in the secondary market.

The ARS purchase commitment, or derivative asset or liability, arises from both the settlements with the Regulators and legal settlements and awards. The ARS purchase commitment represents the difference between the principal value and the fair value of the ARS the Company is committed to purchase. The Company utilizes the same valuation methodology for the ARS purchase commitment as it does for the ARS it owns. Additionally, the present value of the future principal value of ARS purchase commitments under legal settlements and awards is used in the discounted valuation model to reflect the time value of money over the period of time that the commitments are outstanding. The amount of the ARS purchase commitment only becomes determinable once the Company has met with its primary regulator and the NYAG and agreed upon a buyback amount, commenced the ARS buyback offer to clients, and received notice from its clients which ARS they are tendering. As a result, it is not possible to observe the current yields actually paid on the ARS until all of these events have happened which is typically very close to the time that the Company actually purchases the ARS. For ARS purchase commitments pursuant to legal settlements and awards, the criteria for purchasing ARS from clients is based on the nature of the settlement or award which will stipulate a time period and amount for each repurchase. The Company will not know which ARS will be tendered by the client until the stipulated time for repurchase is reached. Therefore, the Company uses the current yields of ARS owned in its discounted valuation model to determine a fair value of ARS purchase commitments. The Company also uses these current yields by asset class (i.e., auction rate preferred securities, municipal auction rate securities, and student loan auction rate securities) in its discounted valuation model to determine the fair value of ARS purchase commitments. In addition, the Company uses the discount rate and duration of ARS owned, by asset class, as a proxy for the duration of ARS purchase commitments.

Additional information regarding the valuation technique and inputs for ARS used is as follows:



(Expressed in thousands)
Quantitative Information about Level 3 Fair Value Measurements at September 30, 2016
Product	Principal		Valuation Adjustment			Fair Value		Valuation Technique	Unobservable Input	Range	Weighted Average
Auction Rate Securities ("ARS") Owned ⁽¹⁾
Auction Rate Preferred Securities	$	88,100	$	1,665		$	86,435	Discounted Cash Flow	Discount Rate ⁽²⁾	1.52% to 1.56%	1.54%
									Duration	4.0 years	4.0 years
									Current Yield ⁽³⁾	0.80% to 1.40%	1.11%
Municipal Auction Rate Securities	25		1			24		Discounted Cash Flow	Discount Rate ⁽⁴⁾	1.89%	1.89%
									Duration	4.5 years	4.5 years
									Current Yield ⁽³⁾	1.41%	1.41%
Student Loan Auction Rate Securities	300		17			283		Discounted Cash Flow	Discount Rate ⁽⁵⁾	2.62%	2.62%
									Duration	7.0 years	7.0 years
									Current Yield⁽³⁾	1.73%	1.73%
Other ⁽⁷⁾	3,600		333			3,267		Secondary Market Trading Activity	Observable trades in inactive market for in portfolio securities	90.76% of par	90.76% of par
	$	92,025	$	2,016		$	90,009
Auction Rate Securities Commitments to Purchase ⁽⁶⁾
Auction Rate Preferred Securities	$	6,512	$	(905	)	$	7,417	Discounted Cash Flow	Discount Rate ⁽²⁾	1.52% to 1.56%	1.54%
									Duration	4.0 years	4.0 years
									Current Yield ⁽³⁾	0.80% to 1.40%	1.11%
Auction Rate Preferred Securities	21,920		275			21,645		Discounted Cash Flow	Discount Rate ⁽²⁾	1.52% to 1.56%	1.54%
									Duration	4.0 years	4.0 years
									Current Yield ⁽³⁾	0.80% to 1.40%	1.11%
Municipal Auction Rate Securities	1		—			1		Discounted Cash Flow	Discount Rate ⁽⁴⁾	1.89%	1.89%
									Duration	4.5 years	4.5 years
									Current Yield ⁽³⁾	1.41%	1.41%
Student Loan Auction Rate Securities	21		1			20		Discounted Cash Flow	Discount Rate ⁽⁵⁾	2.62%	2.62%
									Duration	7.0 years	7.0 years
									Current Yield ⁽³⁾	1.73%	1.73%
	$	28,454	$	(629	)	$	29,083
Total	$	120,479	$	1,387		$	119,092


(1)	Principal amount represents the par value of the ARS and is included in securities owned in the condensed consolidated balance sheet at September 30, 2016. The valuation adjustment amount is included as a reduction to securities owned in the condensed consolidated balance sheet at September 30, 2016.


(2)	Derived by applying a multiple to the spread between 110% to 150% to the U.S. Treasury rate of 1.01% to 1.42%.


(3)	Based on current yields for ARS positions owned.


(4)	Derived by applying a multiple to the spread of 175% to the U.S. Treasury rate of 1.08%.


(5)	Derived by applying the sum of the spread of 1.20% to the U.S. Treasury rate of 1.42%.

(6)

Principal amount represents the present value of the ARS par value that the Company is committed to purchase at a future date. This principal amount is presented as an off-balance sheet item. The valuation adjustment amounts, unrealized gains and losses, are included in other assets and accounts payable and other liabilities, respectively, on the condensed consolidated balance sheet at September 30, 2016.


(7)	Represents ARS issued by a credit default obligation structure that the Company has purchased.

The fair value of ARS and ARS purchase commitments is particularly sensitive to movements in interest rates. Increases in short-term interest rates would increase the discount rate input used in the ARS valuation and thus reduce the fair value of the ARS (increase the valuation adjustment). Conversely, decreases in short-term interest rates would decrease the discount rate and thus increase the fair value of ARS (decrease the valuation adjustment). However, an increase (decrease) in the discount rate input would be partially mitigated by an increase (decrease) in the current yield earned on the underlying ARS asset increasing the cash flows and thus the fair value. Furthermore, movements in short-term interest rates would likely impact the ARS duration (i.e., sensitivity of the price to a change in interest rates), which would also have a mitigating effect on interest rate movements. For example, as interest rates increase, issuers of ARS have an incentive to redeem outstanding securities as servicing the interest payments gets prohibitively expensive which would lower the duration assumption thereby increasing the ARS fair value. Alternatively, ARS issuers are less likely to redeem ARS in a lower interest rate environment as it is a relatively inexpensive source of financing which would increase the duration assumption thereby decreasing the ARS fair value. For example, see the following sensitivities:


•	The impact of a 25 basis point increase in the discount rate at September 30, 2016 would result in a decrease in the fair value of $1.6 million (does not consider a corresponding reduction in duration as discussed above).


•	The impact of a 50 basis point increase in the discount rate at September 30, 2016 would result in a decrease in the fair value of $3.1 million (does not consider a corresponding reduction in duration as discussed above).

These sensitivities are hypothetical and are based on scenarios where they are "stressed" and should be used with caution. These estimates do not include all of the interplay among assumptions and are estimated as a portfolio rather than as individual assets.

Due to the less observable nature of these inputs, the Company categorizes ARS in Level 3 of the fair value hierarchy. As of September 30, 2016, the Company had a valuation adjustment (unrealized loss) of $2.0 million for ARS owned which is included as a reduction to securities owned on the condensed consolidated balance sheet. As of September 30, 2016, the Company also had a net valuation adjustment (unrealized gain) of $629,000 on ARS purchase commitments from settlements with the Regulators and legal settlements and awards, comprised of unrealized gains of $905,000 and unrealized losses of $276,000, which are included in other assets and accounts payable and other liabilities, respectively, on the condensed consolidated balance sheet. The total valuation adjustment was $1.4 million as of September 30, 2016. The valuation adjustment represents the difference between the principal value and the fair value of the ARS owned and ARS purchase commitments.

Investments

In its role as general partner in certain hedge funds and private equity funds, the Company, through its subsidiaries, holds direct investments in such funds. The Company uses the net asset value of the underlying fund as a basis for estimating the fair value of its investment.

The following table provides information about the Company's investments in Company-sponsored funds at September 30, 2016:



(Expressed in thousands)
	Fair Value		Unfunded Commitments		Redemption Frequency	Redemption Notice Period
Hedge funds ⁽¹⁾	$	2,466	$	—	Quarterly - Annually	30 - 120 Days
Private equity funds ⁽²⁾	4,570		1,251		N/A	N/A
	$	7,036	$	1,251


(1)	Includes investments in hedge funds and hedge fund of funds that pursue long/short, event-driven, and activist strategies. Each hedge fund has various restrictions regarding redemption; no investment is locked-up for a period greater than one year.


(2)	Includes private equity funds and private equity fund of funds with a focus on diversified portfolios, real estate and global natural resources. Due to the illiquid nature of these funds, investors are not permitted to make withdrawals without the consent of the general partner. The lock-up period of the private equity funds can extend to 10 years.

Valuation Process

The Company's Finance & Accounting ("F&A") group is responsible for the Company's fair value policies, processes and procedures. F&A is independent from the business units and trading desks and is headed by the Company's Chief Financial Officer ("CFO"), who has final authority over the valuation of the Company's financial instruments. The Finance Control Group ("FCG") within F&A is responsible for daily profit and loss reporting, front-end trading system position reconciliations, monthly profit and loss reporting, and independent price verification procedures.

For financial instruments categorized in Levels 1 and 2 of the fair value hierarchy, the FCG performs a monthly independent price verification to determine the reasonableness of the prices provided by the Company's independent pricing vendor. The FCG uses its third-party pricing vendor, executed transactions, and broker-dealer quotes for validating the fair values of financial instruments.

For financial instruments categorized in Level 3 of the fair value hierarchy measured on a recurring basis, primarily for ARS, a group comprised of the CFO, the Controller, and an Operations Director are responsible for the ARS valuation model and resulting fair valuations. Procedures performed include aggregating all ARS owned by type from firm inventory accounts and ARS purchase commitments from regulatory and legal settlements and awards provided by the Legal Department. Observable and unobservable inputs are aggregated from various sources and entered into the ARS valuation model. For unobservable inputs, the group reviews the appropriateness of the inputs to ensure consistency with how a market participant would arrive at the unobservable input. For example, for the duration assumption, the group would consider recent policy statements regarding short-term interest rates by the Federal Reserve and recent ARS issuer redemptions and announcements for future redemptions. The model output is reviewed for reasonableness and consistency. Where available, comparisons are performed between ARS owned or committed to purchase to ARS that are trading in the secondary market.

For financial instruments categorized in Level 3 of the fair value hierarchy measured on a non-recurring basis, primarily for MSRs, the OMHHF Valuation Committee, which was comprised of the OMHHF President & Chief Executive Officer, and OMHHF Chief Operating Officer, was responsible for the MSR model and resulting fair valuations prior to the dissolution of OMHHF. The OMHHF Valuation Committee performed its review of the model and assumptions and its impairment analysis on a quarterly basis. On an annual basis, the Company utilized an external valuation consultant to validate that the internal MSR model is functioning appropriately. The OMHHF Valuation Committee compared assumptions used for unobservable inputs, such as for discount rates, estimated life, and costs of servicing, to that used by the external valuation consultant for reasonableness. The model output and resulting valuation multiples were reviewed for reasonableness and consistency. Where available, comparisons were performed to recent MSR sales in the secondary market. The Company's management reviewed the results of both the quarterly reviews and annual impairment analysis.

Assets and Liabilities Measured at Fair Value

The Company's assets and liabilities, recorded at fair value on a recurring basis as of September 30, 2016 and December 31, 2015, have been categorized based upon the above fair value hierarchy as follows:

Assets and liabilities measured at fair value on a recurring basis as of September 30, 2016



(Expressed in thousands)
	Fair Value Measurements at September 30, 2016
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	47,897	$	—	$	—	$	47,897
Deposits with clearing organizations	23,989		—		—		23,989
Securities owned:
U.S. Treasury securities ⁽¹⁾	673,925		—		—		673,925
U.S. Agency securities	7,708		39,225		—		46,933
Sovereign obligations	—		3,351		—		3,351
Corporate debt and other obligations	—		32,262		—		32,262
Mortgage and other asset-backed securities	—		4,551		—		4,551
Municipal obligations	—		85,867		25		85,892
Convertible bonds	—		53,374		—		53,374
Corporate equities	37,057		—		—		37,057
Money markets	1,142		—		—		1,142
Auction rate securities	—		—		90,009		90,009
Securities owned, at fair value	719,832		218,630		90,034		1,028,496
Investments ⁽²⁾	—		—		189		189
Derivative contracts:
TBAs	—		869		—		869
Interest rate lock commitments	—		—		53		53
ARS purchase commitments	—		—		905		905
Derivative contracts, total	—		869		958		1,827
Total	$	791,718	$	219,499	$	91,181	$	1,102,398
Liabilities
Securities sold, but not yet purchased:
U.S. Treasury securities	$	220,346	$	—	$	—	$	220,346
U.S. Agency securities	—		33		—		33
Sovereign obligations	—		2,658		—		2,658
Corporate debt and other obligations	—		8,708		—		8,708
Mortgage and other asset-backed securities	—		46		—		46
Convertible bonds	—		10,454		—		10,454
Corporate equities	53,262		—		—		53,262
Securities sold, but not yet purchased, at fair value	273,608		21,899		—		295,507
Derivative contracts:
Futures	209		—		—		209
Foreign currency forward contracts	1		—		—		1
TBAs	—		927		—		927
ARS purchase commitments	—		—		276		276
Derivative contracts, total	210		927		276		1,413
Total	$	273,818	$	22,826	$	276	$	296,920


(1)	$563,000 is included in assets held for sale on the condensed consolidated balance sheet. See Note 3 for details.


(2)	Included in other assets on the condensed consolidated balance sheet.

Assets and liabilities measured at fair value on a recurring basis as of December 31, 2015



(Expressed in thousands)
	Fair Value Measurements at December 31, 2015
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	13,000	$	—	$	—	$	13,000
Deposits with clearing organizations	31,456		—		—		31,456
Securities owned:
U.S. Treasury securities ⁽¹⁾	436,533		—		—		436,533
U.S. Agency securities	25,240		46,176		—		71,416
Sovereign obligations	—		1,665		—		1,665
Corporate debt and other obligations	—		16,138		—		16,138
Mortgage and other asset-backed securities	—		3,504		—		3,504
Municipal obligations	—		30,051		81		30,132
Convertible bonds	—		54,693		—		54,693
Corporate equities	34,475		—		—		34,475
Money markets	35		—		—		35
Auction rate securities	—		—		86,802		86,802
Securities owned, at fair value	496,283		152,227		86,883		735,393
Investments ⁽²⁾	—		—		157		157
Loans held for sale ⁽³⁾	—		60,234		—		60,234
Securities purchased under agreements to resell ⁽⁴⁾	—		206,499		—		206,499
Derivative contracts:
TBAs	—		6,448		—		6,448
Interest rate lock commitments	—		—		9,161		9,161
Derivative contracts, total	—		6,448		9,161		15,609
Total	$	540,739	$	425,408	$	96,201	$	1,062,348
Liabilities
Securities sold, but not yet purchased:
U.S. Treasury securities	$	75,653	$	—	$	—	$	75,653
U.S. Agency securities	—		15		—		15
Sovereign obligations	—		1,817		—		1,817
Corporate debt and other obligations	—		1,652		—		1,652
Mortgage and other asset-backed securities	—		27		—		27
Convertible bonds	—		5,951		—		5,951
Corporate equities	41,378		—		—		41,378
Securities sold, but not yet purchased, at fair value	117,031		9,462		—		126,493
Derivative contracts:
Futures	249		—		—		249
Foreign currency forward contracts	2		—		—		2
TBAs	—		11,619		—		11,619
Interest rate lock commitments	—		—		923		923
ARS purchase commitments	—		—		1,369		1,369
Derivative contracts, total	251		11,619		2,292		14,162
Total	$	117,282	$	21,081	$	2,292	$	140,655


(1)	$562,000 is included in assets held for sale on the condensed consolidated balance sheet. See Note 3 for details.


(2)	Included in other assets on the condensed consolidated balance sheet.


(3)	Included in assets held for sale on the condensed consolidated balance sheet. See Note 3 for details.


(4)	Included in securities purchased under agreements to resell where the Company has elected fair value option treatment.

There were no transfers between any of the levels in the three and nine months ended September 30, 2016.

The following tables present changes in Level 3 assets and liabilities measured at fair value on a recurring basis for the three months ended September 30, 2016 and 2015:



(Expressed in thousands)
	Level 3 Assets and Liabilities
	For the Three Months Ended September 30, 2016
			Total Realized
			and Unrealized
	Beginning		Gains			Purchases		Sales and			Transfers		Ending
	Balance		(Losses) ⁽⁴⁾⁽⁵⁾			and Issuances		Settlements			In (Out)		Balance
Assets
Municipals	$	25	$	—		$	—	$	—		$	—	$	25
Auction rate securities ^(1)(6)(7)	89,101		(417		)	2,000		(675		)	—		90,009
Interest rate lock commitments ⁽²⁾	13,453		53			—		(13,453		)	—		53
Investments	158		31			—		—			—		189
ARS purchase commitments ⁽³⁾	911		(6		)	—		—			—		905
Liabilities
ARS purchase commitments ⁽³⁾	142		(134		)	—		—			—		276


(1)	Represents auction rate preferred securities, municipal auction rate securities and student loan auction rate securities that failed in the auction rate market.

(2)

Interest rate lock commitment assets are recorded upon the commitment to originate a loan with a borrower and sell the loan to an investor. The commitment assets and liabilities are recognized at fair value, which reflects the fair value of the contractual loan origination-related fees and sale premiums, net of co-broker fees, and the estimated fair value of the expected net future cash flows associated with the servicing of the loan.


(3)	Represents the difference in principal and fair value for auction rate securities purchase commitments outstanding at the end of the period.


(4)	Included in principal transactions on the condensed consolidated statement of operations, except for investments which are included in other income on the condensed consolidated statement of operations.


(5)	Unrealized gains (losses) are attributable to assets or liabilities that are still held at the reporting date.

(6)

Purchases and issuances in connection with ARS purchase commitments represent instances in which the Company purchased ARS securities from clients during the period pursuant to regulatory and legal settlements and awards that satisfy the outstanding commitment to purchase obligation. This also includes instances where the ARS issuer has redeemed ARS where the Company had an outstanding purchase commitment prior to the Company purchasing those ARS.


(7)	Sales and settlements for the ARS purchase commitments represent additional purchase commitments made during the period for regulatory and legal ARS settlements and awards.



(Expressed in thousands)
	Level 3 Assets and Liabilities
	For the Three Months Ended September 30, 2015
			Total Realized
			and Unrealized
	Beginning		Gains			Purchases		Sales and			Transfers		Ending
	Balance		(Losses) ⁽⁴⁾⁽⁵⁾			and Issuances		Settlements			In (Out)		Balance
Assets
Municipals	$	62	$	3		$	—	$	—		$	—	$	65
Auction rate securities^(1)(6)(7)	100,384		1,799			5,600		(11,300		)	—		96,483
Interest rate lock commitments ⁽²⁾	5,060		5,748			—		—			—		10,808
Investments	215		(33		)	—		—			—		182
Liabilities
Interest rate lock commitments ⁽²⁾	683		496			—		—			—		187
ARS purchase commitments ⁽³⁾	1,034		557			—		—			—		477


(1)	Represents auction rate preferred securities, municipal auction rate securities and student loan auction rate securities that failed in the auction rate market.

(2)

Interest rate lock commitment assets and liabilities are recorded upon the commitment to originate a loan with a borrower and sell the loan to an investor. The commitment assets and liabilities are recognized at fair value, which reflects the fair value of the contractual loan origination-related fees and sale premiums, net of co-broker fees, and the estimated fair value of the expected net future cash flows associated with the servicing of the loan.


(3)	Represents the difference in principal and fair value for auction rate securities purchase commitments outstanding at the end of the period.


(4)	Included in principal transactions on the condensed consolidated statement of operations, except for investments which are included in other income on the condensed consolidated statement of operations.


(5)	Unrealized gains (losses) are attributable to assets or liabilities that are still held at the reporting date.

(6)


(7)	Sales and settlements for the ARS purchase commitments represent additional purchase commitments made during the period for regulatory and legal ARS settlements and awards.

The following tables present changes in Level 3 assets and liabilities measured at fair value on a recurring basis for the nine months ended September 30, 2016 and 2015:



(Expressed in thousands)
	Level 3 Assets and Liabilities
	For the Nine Months Ended September 30, 2016

			Total Realized
	Beginning		and Unrealized		Purchases		Sales and			Transfers		Ending
	Balance		Gains ⁽⁴⁾⁽⁵⁾		and Issuances		Settlements			In (Out)		Balance
Assets
Municipals	$	81	$	6	$	—	$	(62	)	$	—	$	25
Auction rate securities ^(1)(6)(7)	86,802		3,157		13,775		(13,725		)	—		90,009
Interest rate lock commitments ⁽²⁾	9,161		4,345		—		(13,453		)	—		53
Investments	157		32		—		—			—		189
ARS purchase commitments ⁽³⁾	—		905		—		—			—		905
Liabilities
Interest rate lock commitments ⁽²⁾	923		923		—		—			—		—
ARS purchase commitments ⁽³⁾	1,369		1,093		—		—			—		276


(1)	Represents auction rate preferred securities, municipal auction rate securities and student loan auction rate securities that failed in the auction rate market.

(2)


(3)	Represents the difference in principal and fair value for auction rate securities purchase commitments outstanding at the end of the period.


(4)	Included in principal transactions on the condensed consolidated statement of operations, except for investments which are included in other income on the condensed consolidated statement of operations.


(5)	Unrealized gains are attributable to assets or liabilities that are still held at the reporting date.

(6)


(7)	Sales and settlements for the ARS purchase commitments represent additional purchase commitments made during the period for regulatory and legal ARS settlements and awards.



(Expressed in thousands)
	Level 3 Assets and Liabilities
	For the Nine Months Ended September 30, 2015
			Total Realized
			and Unrealized
	Beginning		Gains			Purchases		Sales and			Transfers		Ending
	Balance		(Losses) ⁽⁴⁾⁽⁵⁾			and Issuances		Settlements			In (Out)		Balance
Assets
Municipals	$	164	$	(79	)	$	—	$	(20	)	$	—	$	65
Auction rate securities^(1)(6)(7)	91,422		1,736			16,325		(13,000		)	—		96,483
Interest rate lock commitments ⁽²⁾	7,576		3,232			—		—			—		10,808
Investments	193		(11		)	—		—			—		182
Liabilities
Interest rate lock commitments ⁽²⁾	1,222		1,035			—		—			—		187
ARS purchase commitments ⁽³⁾	902		425			—		—			—		477


(1)	Represents auction rate preferred securities, municipal auction rate securities and student loan auction rate securities that failed in the auction rate market.

(2)


(3)	Represents the difference in principal and fair value for auction rate securities purchase commitments outstanding at the end of the period.


(4)	Included in principal transactions on the condensed consolidated statement of operations, except for investments which are included in other income on the condensed consolidated statement of operations.


(5)	Unrealized gains (losses) are attributable to assets or liabilities that are still held at the reporting date.

(6)


(7)	Sales and settlements for the ARS purchase commitments represent additional purchase commitments made during the period for regulatory and legal ARS settlements and awards.

Financial Instruments Not Measured at Fair Value

The tables below present the carrying value, fair value and fair value hierarchy category of certain financial instruments that are not measured at fair value in the condensed consolidated balance sheets. The tables below exclude non-financial assets and liabilities (e.g., office facilities and accrued compensation).

The carrying value of financial instruments not measured at fair value categorized in the fair value hierarchy as Level 1 or Level 2 (e.g., cash and receivables from customers) approximates fair value because of the relatively short period of time between their origination and expected maturity or settlement. The fair value of the Company's 8.75% Senior Secured Notes, categorized in Level 2 of the fair value hierarchy, is based on quoted prices from the market in which the Notes trade.

The fair value of MSRs is based on observable and unobservable inputs and thus categorized as Level 3 in the fair value hierarchy. See valuation techniques above for key assumptions used.

Assets and liabilities not measured at fair value as of September 30, 2016



(Expressed in thousands)
					Fair Value Measurement: Assets
	As of September 30, 2016				As of September 30, 2016
	Carrying Value		Fair Value		Level 1		Level 2		Level 3		Total
Cash	$	51,147	$	51,147	$	51,147	$	—	$	—	$	51,147
Deposits with clearing organization	11,625		11,625		11,625		—		—		11,625
Receivable from brokers, dealers and clearing organizations:
Securities borrowed	155,726		155,726		—		155,726		—		155,726
Receivables from brokers	27,691		27,691		—		27,691		—		27,691
Securities failed to deliver	16,782		16,782		—		16,782		—		16,782
Clearing organizations	16,399		16,399		—		16,399		—		16,399
Other	39,221		39,221		—		39,221		—		39,221
	255,819		255,819		—		255,819		—		255,819
Receivable from customers	798,048		798,048		—		798,048		—		798,048
Mortgage servicing rights ⁽¹⁾	268		273		—		—		273		273
Investments ⁽²⁾	56,041		56,041		—		56,041		—		56,041


(1)	Included in assets held for sale on the condensed consolidated balance sheet. See Note 3 for details.


(2)	Included in other assets on the condensed consolidated balance sheet.



(Expressed in thousands)
					Fair Value Measurement: Liabilities
	As of September 30, 2016				As of September 30, 2016
	Carrying Value		Fair Value		Level 1		Level 2		Level 3		Total
Drafts payable	$	31,414	$	31,414	$	31,414	$	—	$	—	$	31,414
Bank call loans	132,000		132,000		—		132,000		—		132,000
Payables to brokers, dealers and clearing organizations:
Securities loaned	133,205		133,205		—		133,205		—		133,205
Payable to brokers	6,626		6,626		—		6,626		—		6,626
Securities failed to receive	13,862		13,862		—		13,862		—		13,862
Other	475		475		—		475		—		475
	154,168		154,168		—		154,168		—		154,168
Payables to customers	517,681		517,681		—		517,681		—		517,681
Securities sold under agreements to repurchase	528,113		528,113		—		528,113		—		528,113
Senior secured notes	150,000		152,720		—		152,720		—		152,720

Assets and liabilities not measured at fair value as of December 31, 2015



(Expressed in thousands)
					Fair Value Measurement: Assets
	As of December 31, 2015				As of December 31, 2015
	Carrying Value		Fair Value		Level 1		Level 2		Level 3		Total
Cash	$	50,364	$	50,364	$	50,364	$	—	$	—	$	50,364
Deposits with clearing organization	18,034		18,034		18,034		—		—		18,034
Receivable from brokers, dealers and clearing organizations:
Securities borrowed	224,672		224,672		—		224,672		—		224,672
Receivables from brokers	49,458		49,458		—		49,458		—		49,458
Securities failed to deliver	7,799		7,799		—		7,799		—		7,799
Clearing organizations	25,030		25,030		—		25,030		—		25,030
Other	58,832		58,832		—		58,832		—		58,832
	365,791		365,791		—		365,791		—		365,791
Receivable from customers	840,355		840,355		—		840,355		—		840,355
Mortgage servicing rights ⁽¹⁾	28,168		41,838		—		—		41,838		41,838
Investments ⁽²⁾	53,286		53,286		—		53,286		—		53,286


(1)	Included in assets held for sale on the condensed consolidated balance sheet. See Note 3 for details.


(2)	Included in other assets on the condensed consolidated balance sheet.



(Expressed in thousands)
					Fair Value Measurement: Liabilities
	As of December 31, 2015				As of December 31, 2015
	Carrying Value		Fair Value		Level 1		Level 2		Level 3		Total
Drafts payable	$	48,011	$	48,011	$	48,011	$	—	$	—	$	48,011
Bank call loans	100,200		100,200		—		100,200		—		100,200
Payables to brokers, dealers and clearing organizations:
Securities loaned	130,658		130,658		—		130,658		—		130,658
Payable to brokers	3,316		3,316		—		3,316		—		3,316
Securities failed to receive	21,513		21,513		—		21,513		—		21,513
Other	9,059		9,059		—		9,059		—		9,059
	164,546		164,546		—		164,546		—		164,546
Payables to customers	594,833		594,833		—		594,833		—		594,833
Securities sold under agreements to repurchase	651,445		651,445		—		651,445		—		651,445
Warehouse payable ⁽¹⁾	54,341		54,341		—		54,341		—		54,341
Senior secured notes	150,000		154,568		—		154,568		—		154,568


(1)	Included in liabilities held for sale on the condensed consolidated balance sheet. See Note 3 for details.

Fair Value Option

The Company has elected to apply the fair value option to its loan trading portfolio which resides in OPY Credit Corp. and is included in other assets on the condensed consolidated balance sheet. Management has elected this treatment as it is consistent with the manner in which the loan trading portfolio is managed as well as the way that financial instruments in other parts of the business are recorded. There were no loan positions held in the secondary loan trading portfolio at September 30, 2016 or December 31, 2015.

The Company elected the fair value option for repurchase agreements and reverse repurchase agreements that do not settle overnight or have an open settlement date. The Company has elected the fair value option for these instruments to more accurately reflect market and economic events in its earnings and to mitigate a potential mismatch in earnings caused by using different measurement attributes (i.e. fair value versus carrying value) for certain assets and liabilities. At September 30, 2016, the Company did not have any reverse repurchase agreements and repurchase agreements that elected the fair value option.

The Company also elected the fair value option for loans held for sale which reside in OMHHF and are included in assets held for sale on the condensed consolidated balance sheet. Loans held for sale represent originated loans that are generally transferred or sold within 60 days from the date that a mortgage loan is funded. Electing to use fair value allows a better offset of the change in fair value of the loan and the change in fair value of the derivative instruments used as economic hedges. During the period prior to its sale, interest income on a loan held for sale is calculated in accordance with the terms of the individual loan. At September 30, 2016, the Company did not carry any loans held for sale.

Derivative Instruments and Hedging Activities

The Company transacts, on a limited basis, in exchange traded and over-the-counter derivatives for both asset and liability management as well as for trading and investment purposes. Risks managed using derivative instruments include interest rate risk and, to a lesser extent, foreign exchange risk. All derivative instruments are measured at fair value and are recognized as either assets or liabilities on the condensed consolidated balance sheet.

Cash flow hedges used for asset and liability management

For derivative instruments that were designated and qualify as a cash flow hedge, the effective portion of the gain or loss on the derivative was reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Gains or losses on the derivative representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. For the three months ended September 30, 2016 and 2015, there were no derivative instruments that were designated and qualified as a cash flow hedge.

Foreign exchange hedges

From time to time, the Company also utilizes forward and options contracts to hedge the foreign currency risk associated with compensation obligations to Oppenheimer Israel (OPCO) Ltd. employees denominated in New Israeli Shekel. Such hedges have not been designated as accounting hedges. Unrealized gains and losses on foreign exchange forward contracts are recorded in other assets in the condensed consolidated balance sheet and other income in the condensed consolidated statement of operations.

Derivatives used for trading and investment purposes

Futures contracts represent commitments to purchase or sell securities or other commodities at a future date and at a specified price. Market risk exists with respect to these instruments. Notional or contractual amounts are used to express the volume of these transactions and do not represent the amounts potentially subject to market risk. The futures contracts the Company used include U.S. Treasury notes, Federal Funds, General collateral futures and Eurodollar contracts which are used primarily as an economic hedge of interest rate risk associated with government trading activities. Unrealized gains and losses on futures contracts are recorded in the condensed consolidated balance sheet in payable to brokers, dealers and clearing organizations and in the condensed consolidated statement of operations as principal transactions, net.

Derivatives used for commercial mortgage banking

The Commercial Mortgage Banking segment, which operates out of OMHHF, became a discontinued operation during second quarter of 2016. See Note 3 for further details.

In the normal course of business, OMHHF enters into contractual commitments to originate (purchase) and sell multifamily mortgage loans at fixed prices with fixed expiration dates. The commitments become effective when the borrowers "lock-in" a specified interest rate within time frames established by OMHHF. All mortgagors are evaluated for credit worthiness prior to the extension of the commitment. Market risk arises if interest rates move adversely between the time of the "lock-in" of rates by the borrower and the sale date of the loan to an investor. To mitigate the effect of the interest rate risk inherent in providing rate lock commitments to borrowers, OMHHF's policy is to enter into a TBA sale contract with the investor simultaneously with the rate lock commitment with the borrower. The TBA sale contract with the investor locks in an interest rate and price for the sale of the loan. The terms of the contract with the investor and the rate lock with the borrower are matched in substantially all respects, with the objective of eliminating interest rate risk to the extent practical. TBA sale contracts with the investors have an expiration date that is longer than our related commitments to the borrower to allow, among other things, for the closing of the loan and processing of paperwork to deliver the loan into the sale commitment.

Both the rate lock commitments to borrowers and the TBA sale contracts to buyers are undesignated derivatives and, accordingly, are marked to fair value through earnings. Unrealized gains and losses on rate lock commitments are recorded in other assets in the condensed consolidated balance sheet and other income in the condensed consolidated statement of operations. The fair value of the Company's rate lock commitments to borrowers and loans held for sale and the related input includes, as applicable:


•	the assumed gain/loss of the expected resultant loan sale to the buyer;


•	the expected net future cash flows associated with servicing the loan;


•	the effects of interest rate movements between the date of the rate lock and the balance sheet date; and


•	the nonperformance risk of both the counterparty and the Company.

The fair value of the Company's TBA sale contracts to investors considers effects of interest rate movements between the trade date and the balance sheet date. The market price changes are multiplied by the notional amount of the TBA sale contracts to measure the fair value.

The assumed gain/loss considers the amount that the Company has discounted the price to the borrower from par for competitive reasons, if at all, and the expected net cash flows from servicing to be received upon securitization of the loan. The fair value of the expected net future cash flows associated with servicing the loan is calculated pursuant to the valuation techniques described previously for MSRs.

To calculate the effects of interest rate movements, the Company uses applicable published U.S. Treasury prices, and multiplies the price movement between the rate lock date and the balance sheet date by the notional loan commitment amount.

The fair value of the Company's TBA sale contracts to investors considers the market price movement of the same type of security between the trade date and the balance sheet date. The market price changes are multiplied by the notional amount of the TBA sale contracts to measure the fair value.

The fair value of the Company's interest rate lock commitments and TBA sale contracts is adjusted to reflect the risk that the agreement will not be fulfilled. The Company's exposure to nonperformance in rate lock and TBA sale contracts is represented by the contractual amount of those instruments. Given the credit quality of our counterparties, the short duration of interest rate lock commitments and TBA sale contracts, and the Company's historical experience with the agreements, the risk of nonperformance by the Company's counterparties is not significant.

TBA Securities

The Company also transacts in pass-through mortgage-backed securities eligible to be sold in the TBA market as economic hedges against mortgage-backed securities that it owns or has sold but not yet purchased. TBAs provide for the forward or delayed delivery of the underlying instrument with settlement up to 180 days. The contractual or notional amounts related to these financial instruments reflect the volume of activity and do not reflect the amounts at risk. Unrealized gains and losses on TBAs are recorded in the condensed consolidated balance sheet in receivable from brokers, dealers and clearing organizations and payable to brokers, dealers and clearing organizations, respectively, and in the condensed consolidated statement of operations as principal transactions, net.

The notional amounts and fair values of the Company's derivatives at September 30, 2016 and December 31, 2015 by product were as follows:



(Expressed in thousands)
	Fair Value of Derivative Instruments at September 30, 2016
	Description	Notional		Fair Value
Assets
Derivatives not designated as hedging instruments ⁽¹⁾
Other contracts	TBAs	$	202,500	$	869
	Interest rate lock commitments	685		53
	ARS purchase commitments	6,512		905
		$	209,697	$	1,827
Liabilities
Derivatives not designated as hedging instruments ⁽¹⁾
Commodity contracts	Futures	$	4,582,000	$	209
Other contracts	Foreign exchange forward contracts	200		1
	TBAs	202,500		888
	TBA sale contracts	685		39
	ARS purchase commitments	21,943		276
	Forward start repurchase agreements	698,000		—
		$	5,505,328	$	1,413


(1)	See "Derivative Instruments and Hedging Activities" above for a description of derivative financial instruments. Such derivative instruments are not subject to master netting agreements, thus the related amounts are not offset.



(Expressed in thousands)
	Fair Value of Derivative Instruments at December 31, 2015
	Description	Notional		Fair Value
Assets
Derivatives not designated as hedging instruments ⁽¹⁾
Other contracts	TBAs	$	35,650	$	4
	TBA sale contracts	83,810		6,444
	Interest rate lock commitments	203,648		9,161
		$	323,108	$	15,609
Liabilities
Derivatives not designated as hedging instruments ⁽¹⁾
Commodity contracts	Futures	$	2,943,000	$	249
Other contracts	Foreign exchange forward contracts	400		2
	TBAs	24,350		5
	TBA sale contracts	223,846		11,614
	Interest rate lock commitments	48,638		923
	ARS purchase commitments	27,813		1,369
		$	3,268,047	$	14,162


(1)	See "Derivative Instruments and Hedging Activities" above for a description of derivative financial instruments. Such derivative instruments are not subject to master netting agreements, thus the related amounts are not offset.

The following table presents the location and fair value amounts of the Company's derivative instruments and their effect on the condensed consolidated statements of operations for the three months ended September 30, 2016 and 2015:



(Expressed in thousands)
	The Effect of Derivative Instruments on the Statement of Operations
	For the Three Months Ended September 30, 2016
		Recognized in Income on Derivatives (pre-tax)
Types	Description	Location	Gain (Loss)
Commodity contracts	Futures	Principal transactions revenue	$	733
Other contracts	Foreign exchange forward contracts	Other revenue	1
	TBAs	Principal transactions revenue	32
	TBA sale contracts	Other revenue	(39		)
	Interest rate lock commitments	Other revenue	53
	ARS purchase commitments	Principal transactions revenue	(140		)
			$	640



(Expressed in thousands)
	The Effect of Derivative Instruments on the Statement of Operations
	For the Three Months Ended September 30, 2015
		Recognized in Income on Derivatives (pre-tax)
Types	Description	Location	Gain (Loss)
Commodity contracts	Futures	Principal transactions revenue	$	(1,107	)
Other contracts	Foreign exchange forward contracts	Other revenue	(5		)
	TBAs	Principal transactions revenue	(11		)
	TBA sale contracts	Other revenue	(9,242		)
	Interest rate lock commitments	Other revenue	6,244
	ARS purchase commitments	Principal transactions revenue	557
			$	(3,564	)



(Expressed in thousands)
	The Effect of Derivative Instruments on the Statement of Operations
	For the Nine Months Ended September 30, 2016
		Recognized in Income on Derivatives (pre-tax)
Types	Description	Location	Gain (Loss)
Commodity contracts	Futures	Principal transactions revenue	$	(2,328	)
Other contracts	Foreign exchange forward contracts	Other revenue	12
	TBAs	Principal transactions revenue	19
	TBA sale contracts	Other revenue	(8,168		)
	Interest rate lock commitments	Other revenue	5,268
	ARS purchase commitments	Principal transactions revenue	1,998
			$	(3,199	)



(Expressed in thousands)
	The Effect of Derivative Instruments on the Statement of Operations
	For the Nine Months Ended September 30, 2015
		Recognized in Income on Derivatives (pre-tax)
Types	Description	Location	Gain (Loss)
Commodity contracts	Futures	Principal transactions revenue	$	(2,673	)
Other contracts	Foreign exchange forward contracts	Other revenue	26
	TBAs	Principal transactions revenue	(24		)
	TBA sale contracts	Other revenue	(3,330		)
	Interest rate lock commitments	Other revenue	4,267
	ARS purchase commitments	Principal transactions revenue	425
			$	(1,309	)