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 10 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 JUNE 30, 2019



(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-guarantor subsidiaries			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	38,235		$	475		$	32,597		$	—		$	71,307
Deposits with clearing organizations	—			—			65,491			—			65,491
Receivable from brokers, dealers and clearing organizations	—			—			167,931			—			167,931
Receivable from customers, net of allowance for credit losses of $920	—			—			807,581			—			807,581
Income tax receivable	47,917			22,247			(702		)	(69,462		)	—
Securities purchased under agreements to resell	—			—			39			—			39
Securities owned, including amounts pledged of $547,326 at fair value	—			1,493			993,877			—			995,370
Notes receivable, net of accumulated amortization and allowance for uncollectibles of $32,369 and $6,827, respectively	—			—			43,413			—			43,413
Furniture, equipment and leasehold improvements, net of accumulated depreciation of $90,633	—			23,297			9,030			—			32,327
Right-of-use lease assets, net of accumulated amortization of $12,983	—			160,202			6,410			—			166,612
Subordinated loan receivable	—			112,558			—			(112,558		)	—
Intangible assets	—			400			31,700			—			32,100
Goodwill	—			—			137,889			—			137,889
Other assets	125			1,956			130,275			—			132,356
Deferred tax assets	155			(29		)	17,573			(17,699		)	—
Investment in subsidiaries	692,030			580,920			—			(1,272,950		)	—
Intercompany receivables	(12,892		)	46,960			(7,420		)	(26,648		)	—
Total assets	$	765,570		$	950,479		$	2,435,684		$	(1,499,317	)	$	2,652,416
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Drafts payable	$	—		$	—		$	17,456		$	—		$	17,456
Bank call loans	—			—			50,100			—			50,100
Payable to brokers, dealers and clearing organizations	—			—			418,719			—			418,719
Payable to customers	—			—			325,754			—			325,754
Securities sold under agreements to repurchase	—			—			521,837			—			521,837
Securities sold but not yet purchased, at fair value	—			—			155,979			—			155,979
Accrued compensation	—			—			130,879			—			130,879
Income tax payable	2,440			22,189			45,683			(69,463		)	849
Accounts payable and other liabilities	295			(10,302		)	52,725			(9		)	42,709
Lease liabilities	—			203,240			7,015			—			210,255
Senior secured notes, net of debt issuance cost of $775	199,225			—			—			—			199,225
Subordinated indebtedness	—			—			112,558			(112,558		)	—
Deferred tax liabilities	—			(808		)	33,546			(17,694		)	15,044
Intercompany payables	—			(193,967		)	—			193,967			—
Total liabilities	201,960			20,352			1,872,251			(5,757		)	2,088,806
Stockholders' equity
Total stockholders' equity	563,610			930,127			563,433			(1,493,560		)	563,610
Total liabilities and stockholders' equity	$	765,570		$	950,479		$	2,435,684		$	(1,499,317	)	$	2,652,416

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
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 INCOME STATEMENT

FOR THE THREE MONTHS ENDED JUNE 30, 2019



(Expressed in thousands)	Parent			Guarantor subsidiaries		Non-guarantor subsidiaries		Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—	$	80,896	$	—		$	80,896
Advisory fees	—			—		81,067		(360		)	80,707
Investment banking	—			—		32,006		—			32,006
Bank deposit sweep income	—			—		31,830		—			31,830
Interest	91			2,060		13,473		(2,074		)	13,550
Principal transactions, net	—			40		3,005		—			3,045
Other	—			1		8,899		1			8,901
Total revenue	91			2,101		251,176		(2,433		)	250,935
EXPENSES
Compensation and related expenses	380			—		155,402		1			155,783
Communications and technology	52			—		20,447		—			20,499
Occupancy and equipment costs	—			—		15,573		—			15,573
Clearing and exchange fees	—			—		5,678		—			5,678
Interest	3,375			—		11,890		(2,073		)	13,192
Other	234			122		22,824		(361		)	22,819
Total expenses	4,041			122		231,814		(2,433		)	233,544
Income (loss) before income taxes	(3,950		)	1,979		19,362		—			17,391
Income taxes	(995		)	510		5,501		—			5,016
Net income (loss)	(2,955		)	1,469		13,861		—			12,375

Equity in earnings of subsidiaries	15,330			13,861		—		(29,191		)	—
Net income	12,375			15,330		13,861		(29,191		)	12,375
Other comprehensive income	—			—		361		—			361
Total comprehensive income	$	12,375		$	15,330	$	14,222	$	(29,191	)	$	12,736

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING INCOME STATEMENT

FOR THE THREE MONTHS ENDED JUNE 30, 2018



(Expressed in thousands)	Parent			Guarantor subsidiaries		Non-guarantor subsidiaries			Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—	$	82,850		$	—		$	82,850
Advisory fees	—			—		77,589			(319		)	77,270
Investment banking	—			—		27,904			—			27,904
Bank deposit sweep income	—			—		28,853			—			28,853
Interest	3			2,060		13,070			(2,077		)	13,056
Principal transactions, net	—			—		6,409			(9		)	6,400
Other	—			95		6,222			(94		)	6,223
Total revenue	3			2,155		242,897			(2,499		)	242,556
EXPENSES
Compensation and related expenses	522			—		151,349			—			151,871
Communications and technology	49			—		17,948			—			17,997
Occupancy and equipment costs	—			—		14,995			(94		)	14,901
Clearing and exchange fees	—			—		5,780			—			5,780
Interest	3,375			—		9,611			(2,077		)	10,909
Other	278			849		27,782			(328		)	28,581
Total expenses	4,224			849		227,465			(2,499		)	230,039
Income (loss) before income taxes	(4,221		)	1,306		15,432			—			12,517
Income taxes	(1,065		)	369		4,358			—			3,662
Net income (loss)	(3,156		)	937		11,074			—			8,855

Equity in earnings of subsidiaries	12,011			11,074		—			(23,085		)	—
Net income	8,855			12,011		11,074			(23,085		)	8,855
Other comprehensive loss	—			—		(837		)	—			(837		)
Total comprehensive income	$	8,855		$	12,011	$	10,237		$	(23,085	)	$	8,018

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING INCOME STATEMENT

FOR THE SIX MONTHS ENDED JUNE 30, 2019



(Expressed in thousands)	Parent			Guarantor subsidiaries		Non-guarantor subsidiaries		Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—	$	160,305	$	—		$	160,305
Advisory fees	—			—		155,049		(695		)	154,354
Investment banking	—			—		60,049		—			60,049
Bank deposit sweep income	—			—		65,798		—			65,798
Interest	175			4,122		26,127		(4,147		)	26,277
Principal transactions, net	—			101		14,394		(12		)	14,483
Other	—			2		21,436		1			21,439
Total revenue	175			4,225		503,158		(4,853		)	502,705
EXPENSES
Compensation and related expenses	825			—		315,318		(5		)	316,138
Communications and technology	91			—		40,494		—			40,585
Occupancy and equipment costs	—			—		30,846		—			30,846
Clearing and exchange fees	—			—		11,010		—			11,010
Interest	6,750			—		23,575		(4,147		)	26,178
Other	550			244		44,412		(701		)	44,505
Total expenses	8,216			244		465,655		(4,853		)	469,262
Income (loss) before income taxes	(8,041		)	3,981		37,503		—			33,443
Income taxes	(2,338		)	1,436		10,776		—			9,874
Net income (loss)	(5,703		)	2,545		26,727		—			23,569

Equity in earnings of subsidiaries	29,272			26,726		—		(55,998		)	—
Net income	23,569			29,271		26,727		(55,998		)	23,569
Other comprehensive income	—			—		924		—			924
Total comprehensive income	$	23,569		$	29,271	$	27,651	$	(55,998	)	$	24,493

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING INCOME STATEMENT

FOR THE SIX MONTHS ENDED JUNE 30, 2018



(Expressed in thousands)	Parent			Guarantor subsidiaries		Non-guarantor subsidiaries			Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—	$	166,257		$	—		$	166,257
Advisory fees	—			—		155,463			(645		)	154,818
Investment banking	—			—		56,114			—			56,114
Bank deposit sweep income	—			—		54,150			—			54,150
Interest	3			4,120		25,317			(4,157		)	25,283
Principal transactions, net	—			—		9,168			(42		)	9,126
Other	—			191		11,336			(189		)	11,338
Total revenue	3			4,311		477,805			(5,033		)	477,086
EXPENSES
Compensation and related expenses	848			—		304,127			—			304,975
Communications and technology	88			—		36,597			—			36,685
Occupancy and equipment costs	—			—		30,518			(189		)	30,329
Clearing and exchange fees	—			—		11,876			—			11,876
Interest	6,750			—		17,279			(4,157		)	19,872
Other	665			1,102		50,131			(687		)	51,211
Total expenses	8,351			1,102		450,528			(5,033		)	454,948
Income (loss) before income taxes	(8,348		)	3,209		27,277			—			22,138
Income taxes	(2,105		)	633		8,050			—			6,578
Net income (loss)	(6,243		)	2,576		19,227			—			15,560

Equity in earnings of subsidiaries	21,803			19,227		—			(41,030		)	—
Net income	15,560			21,803		19,227			(41,030		)	15,560
Other comprehensive loss	—			—		(979		)	—			(979		)
Total comprehensive income	$	15,560		$	21,803	$	18,248		$	(41,030	)	$	14,581

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED JUNE 30, 2019



(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-guarantor subsidiaries			Eliminations		Consolidated
Cash flows from operating activities:
Cash used in operating activities	$	(5,060	)	$	(3,351	)	$	(29,580	)	$	—	$	(37,991	)
Cash flows from investing activities:
Purchase of furniture, equipment and leasehold improvements	—			—			(6,941		)	—		(6,941		)
Purchase of tangible assets	—			—			—			—		—
Proceeds from the settlement of Company-owned life insurance	—			—			695			—		695
Cash used in investing activities	—			—			(6,246		)	—		(6,246		)
Cash flows from financing activities:
Cash dividends paid on Class A non-voting and Class B voting common stock	(2,865		)	—			—			—		(2,865		)
Repurchase of Class A non-voting common stock	(6,352		)	—			—			—		(6,352		)
Payments for employee taxes withheld related to vested share-based awards	(1,014		)	—			—			—		(1,014		)
Decrease in bank call loans, net	—			—			35,100			—		35,100
Cash provided by (used in) financing activities	(10,231		)	—			35,100			—		24,869
Net decrease in cash and cash equivalents	(15,291		)	(3,351		)	(726		)	—		(19,368		)
Cash and cash equivalents, beginning of the period	53,526			3,826			33,323			—		90,675
Cash and cash equivalents, end of the period	$	38,235		$	475		$	32,597		$	—	$	71,307

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED JUNE 30, 2018



(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-guarantor subsidiaries			Eliminations		Consolidated
Cash flows from operating activities:
Cash provided by (used in) operating activities	$	(1,417	)	$	1,272		$	11,456		$	—	$	11,311
Cash flows from investing activities:
Purchase of furniture, equipment and leasehold improvements	—			—			(3,947		)	—		(3,947		)
Purchase of intangible assets	—			(400		)	—			—		(400		)
Cash used in investing activities	—			(400		)	(3,947		)	—		(4,347		)
Cash flows from financing activities:
Cash dividends paid on Class A non-voting and Class B voting common stock	(2,913		)	—			—			—		(2,913		)
Payments for employee taxes withheld related to vested share-based awards	(2,444		)	—			—			—		(2,444		)
Increase in bank call loans, net	—			—			(10,800		)	—		(10,800		)
Cash used in financing activities	(5,357		)	—			(10,800		)	—		(16,157		)
Net increase (decrease) in cash and cash equivalents	(6,774		)	872			(3,291		)	—		(9,193		)
Cash and cash equivalents, beginning of the period	7,442			3,716			36,996			—		48,154
Cash and cash equivalents, end of the period	$	668		$	4,588		$	33,705		$	—	$	38,961