Condensed consolidating financial information

On June 23, 2017, the Parent issued in a private offering $200.0 million aggregate principal amount of the Notes. The Company used a portion of the net proceeds from the offering of the Unregistered Notes to redeem in full its Old Notes. See note 11 for further details.

The 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 Parent. 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 Parent, the Guarantor subsidiaries, 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 Parent 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 Parent of its legal defeasance option or covenant defeasance option or the discharge of the Parent'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 DECEMBER 31, 2018



(Expressed in thousands)	Parent			Guarantor subsidiaries		Non-guarantor Subsidiaries			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	53,526		$	3,826	$	33,323		$	—		$	90,675
Deposits with clearing organizations	—			—		67,678			—			67,678
Receivable from brokers, dealers and clearing organizations	—			—		166,493			—			166,493
Receivable from customers, net of allowance for credit losses of $886	—			—		720,777			—			720,777
Income tax receivable	45,733			23,491		(702		)	(67,508		)	1,014
Securities purchased under agreements to resell	—			—		290			—			290
Securities owned, including amounts pledged of $517,951, at fair value	—			1,358		836,226			—			837,584
Notes receivable, net of accumulated amortization and allowance for uncollectibles of $25,109 and $6,800, respectively	—			—		44,058			—			44,058
Furniture, equipment and leasehold improvements, net of accumulated depreciation of $89,182	—			20,722		8,266			—			28,988
Subordinated loan receivable	—			112,558		—			(112,558		)	—
Intangible assets	—			400		31,700			—			32,100
Goodwill	—			—		137,889						137,889
Other assets	135			2,581		110,052			—			112,768
Deferred tax assets	1			455		18,494			(18,950		)	—
Investment in subsidiaries	661,837			546,704		—			(1,208,541		)	—
Intercompany receivables	(14,211		)	46,840		(6,299		)	(26,330		)	—
Total assets	$	747,021		$	758,935	$	2,168,245		$	(1,433,887	)	$	2,240,314
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Drafts payable	$	—		$	—	$	16,348		$	—		$	16,348
Bank call loans	—			—		15,000			—			15,000
Payable to brokers, dealers and clearing organizations	—			—		289,207			—			289,207
Payable to customers	—			—		336,616			—			336,616
Securities sold under agreements to repurchase	—			—		484,218			—			484,218
Securities sold but not yet purchased, at fair value	—			—		85,446			—			85,446
Accrued compensation	—			—		167,348			—			167,348
Accounts payable and other liabilities	163			31,653		55,823			(9		)	87,630
Income tax payable	2,440			22,189		42,878			(67,507		)	—
Senior secured notes, net of debt issuance cost of $904	199,096			—		—			—			199,096
Subordinated indebtedness	—			—		112,558			(112,558		)	—
Deferred tax liabilities	—			—		33,029			(18,946		)	14,083
Intercompany payables	—			26,334		—			(26,334		)	—
Total liabilities	201,699			80,176		1,638,471			(225,354		)	1,694,992
Stockholders' equity
Stockholders' equity attributable to Oppenheimer Holdings Inc.	545,322			678,759		529,774			(1,208,533		)	545,322
Total stockholders' equity	545,322			678,759		529,774			(1,208,533		)	545,322
Total liabilities and stockholders' equity	$	747,021		$	758,935	$	2,168,245		$	(1,433,887	)	$	2,240,314

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING BALANCE SHEET

AS OF DECEMBER 31, 2017



(Expressed in thousands)	Parent		Guarantor subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	7,442	$	3,716	$	36,996	$	—		$	48,154
Deposits with clearing organizations	—		—		42,222		—			42,222
Receivable from brokers, dealers and clearing organizations	—		—		187,115		—			187,115
Receivable from customers, net of allowance for credit losses of $769	—		—		848,226		—			848,226
Income tax receivable	45,998		26,025		—		(69,084		)	2,939
Securities purchased under agreements to resell	—		—		658		—			658
Securities owned, including amounts pledged of $655,683 at fair value	—		1,386		925,211		—			926,597
Notes receivable, net of accumulated amortization and allowance for uncollectibles of $24,705 and $7,975, respectively	—		—		40,520		—			40,520
Furniture, equipment and leasehold improvements, net of accumulated depreciation of $82,826	—		20,221		6,966		—			27,187
Subordinated loan receivable	—		112,558		—		(112,558		)	—
Intangible assets	—		—		31,700		—			31,700
Goodwill	—		—		137,889		—			137,889
Other assets	133		2,573		142,604		—			145,310
Deferred tax assets	3,502		—		18,463		(21,965		)	—
Investment in subsidiaries	622,824		507,747		—		(1,130,571		)	—
Intercompany receivables	52,149		83,437		—		(135,586		)	—
Total assets	$	732,048	$	757,663	$	2,418,570	$	(1,469,764	)	$	2,438,517
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Drafts payable	$	—	$	—	$	42,412	$	—		$	42,412
Bank call loans	—		—		118,300		—			118,300
Payable to brokers, dealers and clearing organizations	—		—		211,483		—			211,483
Payable to customers	—		—		385,907		—			385,907
Securities sold under agreements to repurchase	—		—		586,478		—			586,478
Securities sold but not yet purchased, at fair value	—		—		94,486		—			94,486
Accrued compensation	—		—		173,116		—			173,116
Accounts payable and other liabilities	7,221		33,994		51,280		—			92,495
Income tax payable	2,440		22,189		44,455		(69,084		)	—
Senior secured notes, net of debt issuance costs of $1,163	198,837		—		—		—			198,837
Subordinated indebtedness	—		—		112,558		(112,558		)	—
Deferred tax liabilities	—		17		33,040		(21,965		)	11,092
Intercompany payables	—		62,163		73,423		(135,586		)	—
Total liabilities	208,498		118,363		1,926,938		(339,193		)	1,914,606
Stockholders' equity
Stockholders' equity attributable to Oppenheimer Holdings Inc.	523,550		639,300		491,271		(1,130,571		)	523,550
Non-controlling interest	—		—		361		—			361
Total stockholders' equity	523,550		639,300		491,632		(1,130,571		)	523,911
Total liabilities and stockholders' equity	$	732,048	$	757,663	$	2,418,570	$	(1,469,764	)	$	2,438,517

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE YEAR ENDED DECEMBER 31, 2018



(Expressed in thousands)	Parent			Guarantor subsidiaries		Non-guarantor Subsidiaries			Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—	$	329,668		$	—		$	329,668
Advisory fees	—			1,938		316,829			(4,418		)	314,349
Investment banking	—			—		115,353			—			115,353
Bank deposit sweep income	—			—		116,052			—			116,052
Interest	66			8,247		52,481			(8,310		)	52,484
Principal transactions, net	—			—		14,515			(54		)	14,461
Other	—			443		15,782			(438		)	15,787
Total revenue	66			10,628		960,680			(13,220		)	958,154
EXPENSES
Compensation and related expenses	1,548			—		605,644			—			607,192
Communications and technology	163			—		74,316			—			74,479
Occupancy and equipment costs	—			—		61,610			(439		)	61,171
Clearing and exchange fees	—			—		22,985			—			22,985
Interest	13,500			—		41,205			(8,309		)	46,396
Other	1,208			4,059		100,229			(4,418		)	101,078
Total expenses	16,419			4,059		905,989			(13,166		)	913,301
Income (loss) before income taxes	(16,353		)	6,569		54,691			—			44,853
Income taxes expenses (benefits)	(4,371		)	2,052		18,296			—			15,977
Net income (loss) from continuing operations	(11,982		)	4,517		36,395			—			28,876

Equity in earnings of subsidiaries	40,874			36,411		—			(77,285		)	—
Net income	28,892			40,928		36,395			(77,285		)	28,876
Less net income attributable to non-controlling interest, net of tax	—			—		(16		)	—			(16		)
Net income attributable to Oppenheimer Holdings Inc.	28,892			40,928		36,411			(77,285		)	28,892
Other comprehensive income	—			—		(1,417		)	—			(1,417		)
Total comprehensive income	$	28,892		$	40,928	$	34,994		$	(77,285	)	$	27,475

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE YEAR ENDED DECEMBER 31, 2017



(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-guarantor Subsidiaries		Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—		$	336,620	$	—		$	336,620
Advisory fees	—			1,752			323,114		(4,120		)	320,746
Investment banking	—			—			81,215		(3,000		)	78,215
Bank deposit sweep income	—			—			76,839		—			76,839
Interest	—			9,589			48,548		(9,639		)	48,498
Principal transactions, net	—			17			23,256		—			23,273
Other	22			361			36,123		(359		)	36,147
Total revenue	22			11,719			925,715		(17,118		)	920,338
EXPENSES
Compensation and related expenses	1,237			—			600,901		—			602,138
Communications and technology	160			—			71,818		—			71,978
Occupancy and equipment costs	—			—			61,523		(359		)	61,164
Clearing and exchange fees	—			—			23,545		—			23,545
Interest	13,740			—			24,253		(9,639		)	28,354
Other	4,969			1,382			114,192		(7,120		)	113,423
Total expenses	20,106			1,382			896,232		(17,118		)	900,602
Income (loss) before income taxes	(20,084		)	10,337			29,483		—			19,736
Income taxes expenses (benefits)	(7,110		)	(12,655		)	17,631		—			(2,134		)
Net income (loss) from continuing operations	(12,974		)	22,992			11,852		—			21,870

Discontinued operations
Income from discontinued operations	—			—			2,071		—			2,071
Income taxes	—			—			941		—			941
Net income from discontinued operations	—			—			1,130		—			1,130

Equity in earnings of subsidiaries	35,790			12,798			—		(48,588		)	—
Net income	22,816			35,790			12,982		(48,588		)	23,000
Less net income attributable to non-controlling interest, net of tax	—			—			184		—			184
Net income attributable to Oppenheimer Holdings Inc.	22,816			35,790			12,798		(48,588		)	22,816
Other comprehensive income	—			—			2,263		—			2,263
Total comprehensive income	$	22,816		$	35,790		$	15,061	$	(48,588	)	$	25,079

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE YEAR ENDED DECEMBER 31, 2016



(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—		$	377,317		$	—		$	377,317
Advisory fees	—			1,571			271,763			(4,215		)	269,119
Investment banking	—			—			81,011			—			81,011
Bank deposit sweep income	—			—			36,316			—			36,316
Interest	—			10,242			47,804			(10,397		)	47,649
Principal transactions, net	—			16			20,465			—			20,481
Other	—			326			25,885			(325		)	25,886
Total revenue	—			12,155			860,561			(14,937		)	857,779
EXPENSES
Compensation and related expenses	1,241			—			583,469			—			584,710
Communications and technology	124			—			70,266			—			70,390
Occupancy and equipment costs	—			—			61,116			(325		)	60,791
Clearing and exchange fees	—			—			25,126			—			25,126
Interest	13,125			—			16,709			(10,397		)	19,437
Other	1,887			1,284			120,261			(4,215		)	119,217
Total expenses	16,377			1,284			876,947			(14,937		)	879,671
Income (loss) before income taxes	(16,377		)	10,871			(16,386		)	—			(21,892		)
Income taxes expenses (benefits)	(8,296		)	3,325			(7,291		)	—			(12,262		)
Net income (loss) from continuing operations	(8,081		)	7,546			(9,095		)	—			(9,630		)

Discontinued operations
Income from discontinued operations	—			—			17,339			—			17,339
Income taxes	—			—			7,218			—			7,218
Net income from discontinued operations	—			—			10,121			—			10,121

Equity in earnings of subsidiaries	6,920			(626		)	—			(6,294		)	—
Net income (loss)	(1,161		)	6,920			1,026			(6,294		)	491
Less net income attributable to non-controlling interest, net of tax	—			—			1,652			—			1,652
Net income (loss) attributable to Oppenheimer Holdings Inc.	(1,161		)	6,920			(626		)	(6,294		)	(1,161		)
Other comprehensive income	—			—			220			—			220
Total comprehensive income (loss)	$	(1,161	)	$	6,920		$	(406	)	$	(6,294	)	$	(941	)

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED DECEMBER 31, 2018



(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operating activities:
Cash provided by (used in) operating activities	$	60,270		$	510		$	107,790				$	168,570
Cash flows from investing activities:
Purchase of furniture, equipment and leasehold improvements	—			—			(8,672		)	—		(8,672		)
Purchase of intangible assets	—			(400		)	—			—		(400		)
Proceeds from the settlement of Company-owned life insurance							881					881
Cash used in investing activities	—			(400		)	(7,791		)	—		(8,191		)
Cash flows from financing activities:
Cash dividends paid on Class A non-voting and Class B voting common stock	(5,833		)	—			—			—		(5,833		)
Cash dividends paid to non-controlling interest	—			—			(372		)	—		(372		)
Issuance of Class A non-voting common stock	70			—			—			—		70
Repurchase of Class A non-voting common stock for cancellation	(5,894		)	—			—			—		(5,894		)
Payments of employee taxes withheld related to vested share-based awards	(2,529		)	—			—			—		(2,529		)
Decrease in bank call loans, net	—			—			(103,300		)	—		(103,300		)
Cash used in financing activities	(14,186		)	—			(103,672		)	—		(117,858		)
Net increase (decrease) in cash and cash equivalents	46,084			110			(3,673		)	—		42,521
Cash and cash equivalents, beginning of the year	7,442			3,716			36,996			—		48,154
Cash and cash equivalents, end of the year	$	53,526		$	3,826		$	33,323		$	—	$	90,675

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED DECEMBER 31, 2017



(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operating activities:
Cash provided by (used in) operating activities	$	(25,979	)	$	(6,568	)	$	16,411		$	—	$	(16,136	)
Cash flows from investing activities:
Purchase of furniture, equipment and leasehold improvements	—			—			(5,611		)	—		(5,611		)
Proceeds from the settlement of Company-owned life insurance	—			—			1,744			—		1,744
Cash used in investing activities	—			—			(3,867		)	—		(3,867		)
Cash flows from financing activities:
Cash dividends paid on Class A non-voting and Class B voting common stock	(5,836		)	—			—			—		(5,836		)
Cash dividends paid to non-controlling interest	—			—			(2,448		)	—		(2,448		)
Issuance of Class A non-voting common stock	26			—			—			—		26
Repurchase of Class A non-voting common stock for cancellation	(7,464		)	—			—			—		(7,464		)
Payments of employee taxes withheld related to vested share-based awards	(2,237		)	—			—			—		(2,237		)
Issuance of senior secured notes	200,000			—			—			—		200,000
Redemption of senior secured notes	(150,000		)	—			—			—		(150,000		)
Debt issuance costs	(1,297		)	—			—			—		(1,297		)
Decrease in bank call loans, net	—			—			(27,500		)	—		(27,500		)
Cash provided by (used in) financing activities	33,192			—			(29,948		)	—		3,244
Net increase (decrease) in cash and cash equivalents	7,213			(6,568		)	(17,404		)	—		(16,759		)
Cash and cash equivalents, beginning of the year	229			10,284			54,400			—		64,913
Cash and cash equivalents, end of the year	$	7,442		$	3,716		$	36,996		$	—	$	48,154

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED DECEMBER 31, 2016



(Expressed in thousands)	Parent			Guarantor subsidiaries		Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operating activities:
Cash provided by (used in) operating activities	$	10,485		$	7,698	$	(85,048	)	$	—	$	(66,865	)
Cash flows from investing activities:
Purchase of furniture, equipment and leasehold improvements	—			—		(5,731		)	—		(5,731		)
Proceeds from sale of assets	—			—		45,448			—		45,448
Cash provided by investing activities	—			—		39,717			—		39,717
Cash flows from financing activities:
Cash dividends paid on Class A non-voting and Class B voting common stock	(5,887		)	—		—			—		(5,887		)
Cash dividends paid to non-controlling interest	—			—		(5,740		)	—		(5,740		)
Repurchase of Class A non-voting common stock for cancellation	(3,935		)	—		—			—		(3,935		)
Payments of employee taxes withheld related to vested share-based awards	(1,341		)	—		—			—		(1,341		)
Increase in bank call loans, net	—			—		45,600			—		45,600
Cash provided by (used in) financing activities	(11,163		)	—		39,860			—		28,697
Net increase (decrease) in cash and cash equivalents	(678		)	7,698		(5,471		)	—		1,549
Cash and cash equivalents, beginning of the year	907			2,586		59,871			—		63,364
Cash and cash equivalents, end of the year	$	229		$	10,284	$	54,400		$	—	$	64,913