Condensed consolidating financial information

The Company's Notes are jointly and severally and fully and unconditionally guaranteed on a senior basis by E.A. Viner International Co. and Viner Finance Inc. (together, the "Guarantors"), unless released as described below. Each of the Guarantors is 100% owned by the Company. The indenture for the Notes contains covenants with restrictions which are discussed in Note 10. The following condensed consolidating financial information presents the financial position, results of operations and cash flows of the Company (referred to as "Parent" for purposes of this Note only), the Guarantor subsidiaries, and the Non-Guarantor subsidiaries and elimination entries necessary to consolidate the Company.

Each Guarantor will be automatically and unconditionally released and discharged upon: the sale, exchange or transfer of the capital stock of a Guarantor and the Guarantor ceasing to be a direct or indirect subsidiary of the Company if such sale does not constitute an asset sale under the indenture for the Notes or does not constitute an asset sale effected in compliance with the asset sale and merger covenants of the indenture for the Notes; a Guarantor being dissolved or liquidated; a Guarantor being designated unrestricted in compliance with the applicable provisions of the Notes; or the exercise by the Company of its legal defeasance option or covenant defeasance option or the discharge of the Company's obligations under the indenture for the Notes in accordance with the terms of such indenture.

OPPENHEIMER HOLDINGS INC. CONDENSED CONSOLIDATING BALANCE SHEET AS OF SEPTEMBER 30, 2016

(Expressed in thousands)	Parent		Guarantor subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	302	$	30,379	$	68,363	$	—		$	99,044
Deposits with clearing organizations	—		—		35,614		—			35,614
Receivable from brokers, dealers and clearing organizations	—		—		255,818		—			255,818
Receivable from customers, net of allowance for credit losses of $2,503	—		—		798,048		—			798,048
Income tax receivable	41,022		28,220		—		(49,177		)	20,065
Securities owned, including amounts pledged of $799,379, at fair value	—		1,269		1,026,664		—			1,027,933
Notes receivable, net of accumulated amortization and allowance for uncollectibles of $64,763 and $8,037, respectively	—		—		31,120		—			31,120
Office facilities, net of accumulated depreciation of $109,278	—		21,803		6,518		—			28,321
Assets held for sale	—		—		11,748		—			11,748
Subordinated loan receivable	—		112,558		—		(112,558		)	—
Intangible assets	—		—		31,700		—			31,700
Goodwill	—		—		137,889		—			137,889
Other assets	128		2,503		103,750		—			106,381
Deferred tax assets	100		309		38,219		(38,628		)	—
Investment in subsidiaries	584,576		494,160		—		(1,078,736		)	—
Intercompany receivables	45,174		28,872		—		(74,046		)	—
Total assets	$	671,302	$	720,073	$	2,545,451	$	(1,353,145	)	$	2,583,681
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Drafts payable	$	—	$	—	$	31,414	$	—		$	31,414
Bank call loans	—		—		132,000		—			132,000
Payable to brokers, dealers and clearing organizations	—		—		154,168		—			154,168
Payable to customers	—		—		517,681		—			517,681
Securities sold under agreements to repurchase	—		—		528,113		—			528,113
Securities sold, but not yet purchased, at fair value	—		—		295,507		—			295,507
Liabilities held for sale	—		—		20,605		—			20,605
Accrued compensation	—		—		120,976		—			120,976
Accounts payable and other liabilities	6,135		34,191		65,444		—			105,770
Income tax payable	2,440		22,189		24,548		(49,177		)	—
Senior secured notes, net of debt issuance costs of $769	149,231		—		—		—			149,231
Subordinated indebtedness	—		—		112,558		(112,558		)	—
Deferred tax liabilities, net of deferred tax assets of $62,014	—		10		50,822		(38,628		)	12,204
Intercompany payables	—		62,205		11,841		(74,046		)	—
Total liabilities	157,806		118,595		2,065,677		(274,409		)	2,067,669
Stockholders' equity
Stockholders' equity attributable to Oppenheimer Holdings Inc.	513,496		601,478		477,258		(1,078,736		)	513,496
Noncontrolling interest	—		—		2,516		—			2,516
Total stockholders' equity	513,496		601,478		479,774		(1,078,736		)	516,012
Total liabilities and stockholders' equity	$	671,302	$	720,073	$	2,545,451	$	(1,353,145	)	$	2,583,681

OPPENHEIMER HOLDINGS INC. CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 2015

(Expressed in thousands)	Parent		Guarantor subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	907	$	2,586	$	59,871	$	—		$	63,364
Deposits with clearing organizations	—		—		49,490		—			49,490
Receivable from brokers, dealers and clearing organizations	—		—		365,791		—			365,791
Receivable from customers, net of allowance for credit losses of $2,545	—		—		840,355		—			840,355
Income tax receivable	33,801		27,536		—		(49,106		)	12,231
Securities purchased under agreements to resell	—		—		206,499		—			206,499
Securities owned, including amounts pledged of $546,334, at fair value	—		1,183		733,648		—			734,831
Notes receivable, net of accumulated amortization and allowance for uncollectibles of $54,919 and $8,444, respectively	—		—		32,849		—			32,849
Office facilities, net of accumulated depreciation of $104,812	—		20,793		7,492		—			28,285
Assets held for sale	—		—		99,881		—			99,881
Subordinated loan receivable	—		112,558		—		(112,558		)	—
Intangible assets	—		—		31,700		—			31,700
Goodwill	—		—		137,889		—			137,889
Other assets	69		3,224		91,546		—			94,839
Deferred tax assets	317		330		40,456		(41,103		)	—
Investment in subsidiaries	577,320		532,651		—		(1,109,971		)	—
Intercompany receivables	60,187		13,185		—		(73,372		)	—
Total assets	$	672,601	$	714,046	$	2,697,467	$	(1,386,110	)	$	2,698,004
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Drafts payable	$	—	$	—	$	48,011	$	—		$	48,011
Bank call loans	—		—		100,200		—			100,200
Payable to brokers, dealers and clearing organizations	—		—		164,546		—			164,546
Payable to customers	—		—		594,833		—			594,833
Securities sold under agreements to repurchase	—		—		651,445		—			651,445
Securities sold, but not yet purchased, at fair value	—		—		126,493		—			126,493
Liabilities held for sale	—		—		74,680		—			74,680
Accrued compensation	—		—		149,092		—			149,092
Accounts payable and other liabilities	3,235		35,812		69,590		—			108,637
Income tax payable	2,440		22,189		24,477		(49,106		)	—
Senior secured notes, net of debt issuance costs of $1,132	148,868		—		—		—			148,868
Subordinated indebtedness	—		—		112,558		(112,558		)	—
Deferred tax liabilities, net of deferred tax assets of $63,481	—		—		47,220		(41,103		)	6,117
Intercompany payables	—		62,204		11,168		(73,372		)	—
Total liabilities	154,543		120,205		2,174,313		(276,139		)	2,172,922
Stockholders' equity
Stockholders' equity attributable to Oppenheimer Holdings Inc.	518,058		593,841		516,130		(1,109,971		)	518,058
Noncontrolling interest	—		—		7,024		—			7,024
Total stockholders' equity	518,058		593,841		523,154		(1,109,971		)	525,082
Total liabilities and stockholders' equity	$	672,601	$	714,046	$	2,697,467	$	(1,386,110	)	$	2,698,004

OPPENHEIMER HOLDINGS INC. CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2016

(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—		$	90,023		$	—		$	90,023
Advisory fees	—			—			67,889			(437		)	67,452
Investment banking	—			—			20,280			—			20,280
Interest	—			2,556			11,427			(2,692		)	11,291
Principal transactions, net	—			1			4,921			—			4,922
Other	—			81			17,836			(81		)	17,836
Total revenue	—			2,638			212,376			(3,210		)	211,804
EXPENSES
Compensation and related expenses	251			—			142,057			—			142,308
Communications and technology	30			—			17,171			—			17,201
Occupancy and equipment costs	—			—			14,990			(81		)	14,909
Clearing and exchange fees	—			—			5,886			—			5,886
Interest	3,281			—			4,098			(2,692		)	4,687
Other	310			3			28,747			(437		)	28,623
Total expenses	3,872			3			212,949			(3,210		)	213,614
Income (loss) before income taxes	(3,872		)	2,635			(573		)	—			(1,810		)
Income taxes	(2,018		)	402			865			—			(751		)
Net income (loss) from continuing operations	(1,854		)	2,233			(1,438		)	—			(1,059		)

Discontinued operations
Income from discontinued operations	—			—			888			—			888
Income taxes	—			—			475			—			475
Net income from discontinued operations	—			—			413			—			413

Equity in earnings of subsidiaries	1,142			(1,091		)	—			(51		)	—
Net income (loss)	(712		)	1,142			(1,025		)	(51		)	(646		)
Less net income attributable to noncontrolling interest, net of tax	—			—			66			—			66
Net income (loss) attributable to Oppenheimer Holdings Inc.	(712		)	1,142			(1,091		)	(51		)	(712		)
Other comprehensive income	—			—			681			—			681
Total comprehensive income (loss)	$	(712	)	$	1,142		$	(410	)	$	(51	)	$	(31	)

OPPENHEIMER HOLDINGS INC. CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016

(Expressed in thousands)	Parent			Guarantor subsidiaries		Non-guarantor Subsidiaries			Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—	$	286,447		$	—		$	286,447
Advisory fees	—			—		200,779			(1,197		)	199,582
Investment banking	—			—		51,544			—			51,544
Interest	—			7,669		36,495			(7,824		)	36,340
Principal transactions, net	—			53		19,064			—			19,117
Other	—			240		45,803			(239		)	45,804
Total revenue	—			7,962		640,132			(9,260		)	638,834
EXPENSES
Compensation and related expenses	994			—		431,530			—			432,524
Communications and technology	92			—		52,427			—			52,519
Occupancy and equipment costs	—			—		45,035			(239		)	44,796
Clearing and exchange fees	—			—		19,006			—			19,006
Interest	9,844			—		12,506			(7,824		)	14,526
Other	1,506			8		89,542			(1,197		)	89,859
Total expenses	12,436			8		650,046			(9,260		)	653,230
Income (loss) before income taxes	(12,436		)	7,954		(9,914		)	—			(14,396		)
Income taxes	(7,004		)	2,405		(2,591		)	—			(7,190		)
Net income (loss) from continuing operations	(5,432		)	5,549		(7,323		)	—			(7,206		)

Discontinued operations
Income from discontinued operations	—			—		15,597			—			15,597
Income taxes	—			—		6,235			—			6,235
Net income from discontinued operations	—			—		9,362			—			9,362

Equity in earnings of subsidiaries	6,061			512		—			(6,573		)	—
Net income	629			6,061		2,039			(6,573		)	2,156
Less net income attributable to noncontrolling interest, net of tax	—			—		1,527			—			1,527
Net income attributable to Oppenheimer Holdings Inc.	629			6,061		512			(6,573		)	629
Other comprehensive income	—			—		900			—			900
Total comprehensive income	$	629		$	6,061	$	1,412		$	(6,573	)	$	1,529

OPPENHEIMER HOLDINGS INC. CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2015

(Expressed in thousands)	Parent			Guarantor subsidiaries		Non-guarantor Subsidiaries			Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—	$	101,243		$	—		$	101,243
Advisory fees	—			—		69,938			(381		)	69,557
Investment banking	—			—		16,548			—			16,548
Interest	—			2,557		13,767			(2,565		)	13,759
Principal transactions, net	—			—		2,548			(239		)	2,309
Other	—			96		4,040			(74		)	4,062
Total revenue	—			2,653		208,084			(3,259		)	207,478
EXPENSES
Compensation and related expenses	254			—		139,060			—			139,314
Communications and technology	27			—		16,369			—			16,396
Occupancy and equipment costs	—			—		16,157			(74		)	16,083
Clearing and exchange fees	—			—		6,909			—			6,909
Interest	3,282					3,511			(2,565		)	4,228
Other	234			252		27,255			(620		)	27,121
Total expenses	3,797			252		209,261			(3,259		)	210,051
Income (loss) before income taxes	(3,797		)	2,401		(1,177		)	—			(2,573		)
Income taxes	(1,343		)	1,360		(1,454		)	—			(1,437		)
Net income (loss) from continuing operations	(2,454		)	1,041		277			—			(1,136		)

Discontinued operations
Income from discontinued operations	—			—		1,046			—			1,046
Income taxes	—			—		687			—			687
Net income from discontinued operations	—			—		359			—			359

Equity in earnings of subsidiaries	1,546			505		—			(2,051		)	—
Net income (loss)	(908		)	1,546		636			(2,051		)	(777		)
Less net income attributable to noncontrolling interest, net of tax	—			—		131			—			131
Net income (loss) attributable to Oppenheimer Holdings Inc.	(908		)	1,546		505			(2,051		)	(908		)
Other comprehensive loss	—			—		(916		)	—			(916		)
Total comprehensive income (loss)	$	(908	)	$	1,546	$	(411	)	$	(2,051	)	$	(1,824	)

OPPENHEIMER HOLDINGS INC. CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2015

(Expressed in thousands)	Parent			Guarantor subsidiaries		Non-guarantor Subsidiaries			Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—	$	314,494		$	—		$	314,494
Advisory fees	—			—		214,012			(1,246		)	212,766
Investment banking	—			—		72,873			—			72,873
Interest	—			7,680		35,789			(7,694		)	35,775
Principal transactions, net	—			—		14,670			(323		)	14,347
Other	—			287		22,295			(225		)	22,357
Total revenue	—			7,967		674,133			(9,488		)	672,612
EXPENSES
Compensation and related expenses	829			—		453,114			—			453,943
Communications and technology	94			—		49,681			—			49,775
Occupancy and equipment costs	—			—		47,920			(225		)	47,695
Clearing and exchange fees	—			—		19,542			—			19,542
Interest	9,844			—		9,953			(7,694		)	12,103
Other	780			365		87,838			(1,569		)	87,414
Total expenses	11,547			365		668,048			(9,488		)	670,472
Income (loss) before income taxes	(11,547		)	7,602		6,085			—			2,140
Income taxes	(4,344		)	3,130		2,332			—			1,118
Net income (loss) from continuing operations	(7,203		)	4,472		3,753			—			1,022

Discontinued operations
Income from discontinued operations	—			—		8,814			—			8,814
Income taxes	—			—		3,847			—			3,847
Net income from discontinued operations	—			—		4,967			—			4,967

Equity in earnings of subsidiaries	12,309			7,837		—			(20,146		)	—
Net income	5,106			12,309		8,720			(20,146		)	5,989
Less net income attributable to noncontrolling interest, net of tax	—			—		883			—			883
Net income attributable to Oppenheimer Holdings Inc.	5,106			12,309		7,837			(20,146		)	5,106
Other comprehensive loss	—			—		(166		)	—			(166		)
Total comprehensive income	$	5,106		$	12,309	$	7,671		$	(20,146	)	$	4,940

OPPENHEIMER HOLDINGS INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016

(Expressed in thousands)	Parent			Guarantor subsidiaries		Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operating activities:
Cash provided by (used in) operating activities	$	8,395		$	27,793	$	(60,733	)	$	—	$	(24,545	)
Cash flows from investing activities:
Purchase of office facilities	—			—		(4,397		)	—		(4,397		)
Proceeds from sale of assets	—			—		47,562			—		47,562
Cash provided by investing activities	—			—		43,165			—		43,165
Cash flows from financing activities:
Cash dividends paid on Class A non-voting and Class B voting common stock	(4,417		)	—					—		(4,417		)
Cash dividends paid to noncontrolling interest	—			—		(5,740		)	—		(5,740		)
Repurchase of Class A non-voting common stock for cancellation	(3,832		)	—		—			—		(3,832		)
Tax deficiency from share-based awards	(751		)	—		—			—		(751		)
Increase in bank call loans, net	—			—		31,800			—		31,800
Cash flow provided by (used in) financing activities	(9,000		)	—		26,060			—		17,060
Net increase (decrease) in cash and cash equivalents	(605		)	27,793		8,492			—		35,680
Cash and cash equivalents, beginning of the period	907			2,586		59,871			—		63,364
Cash and cash equivalents, end of the period	$	302		$	30,379	$	68,363		$	—	$	99,044

OPPENHEIMER HOLDINGS INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2015

(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operating activities:
Cash provided by (used in) operating activities	$	11,548		$	(180	)	$	(101,167	)	$	—	$	(89,799	)
Cash flows from investing activities:
Purchase of office facilities	—			—			(3,613		)	—		(3,613		)
Cash used in investing activities	—			—			(3,613		)	—		(3,613		)
Cash flows from financing activities:
Cash dividends paid on Class A non-voting and Class B voting common stock	(4,531		)	—			—			—		(4,531		)
Repurchase of Class A non-voting common stock	(6,618		)	—			—			—		(6,618		)
Tax deficiency from share-based awards	(235		)	—			—			—		(235		)
Increase in bank call loans, net	—			—			88,300			—		88,300
Cash flow provided by (used in) financing activities	(11,384		)	—			88,300			—		76,916
Net increase (decrease) in cash and cash equivalents	164			(180		)	(16,480		)	—		(16,496		)
Cash and cash equivalents, beginning of the period	439			1,557			61,811			—		63,807
Cash and cash equivalents, end of the period	$	603		$	1,377		$	45,331		$	—	$	47,311