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 DECEMBER 31, 2019



(Expressed in thousands)	Parent		Guarantor subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	4,811	$	2,179	$	72,560	$	—		$	79,550
Deposits with clearing organizations	—		—		48,415		—			48,415
Receivable from brokers, dealers and clearing organizations	—		—		158,231		5,062			163,293
Receivable from customers, net of allowance for credit losses of $451	—		—		796,934		—			796,934
Income tax receivable	42,556		16,469		—		(53,855		)	5,170
Securities owned, including amounts pledged of $357,120, at fair value	—		1,352		798,367		—			799,719
Notes receivable, net of accumulated amortization and allowance for uncollectibles of $38,355 and $3,673, respectively	—		—		43,670		—			43,670
Furniture, equipment and leasehold improvements, net of accumulated depreciation of $94,773	—		22,537		8,840		—			31,377
Subordinated loan receivable	209		112,558		—		(112,767		)	—
Right-of-use lease assets, net of accumulated amortization of $25,186	—		153,780		6,517		—			160,297
Intangible assets	—		400		31,700		—			32,100
Goodwill	—		—		137,889		—			137,889
Other assets	154		11,798		164,821		(10,432		)	166,341
Deferred tax assets	4		7,048		2,449		(9,501		)	—
Investment in subsidiaries	697,093		763,990		24,656		(1,485,739		)	—
Intercompany receivables	2,875		67,923		—		(70,798		)	—
Total assets	$	747,702	$	1,160,034	$	2,295,049	$	(1,738,030	)	$	2,464,755
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Payable to brokers, dealers and clearing organizations	$	—	$	—	$	520,975	$	—		$	520,975
Payable to customers	—		—		334,735		—			334,735
Securities sold under agreements to repurchase	—		—		287,265		—			287,265
Securities sold but not yet purchased, at fair value	—		—		100,571		—			100,571
Accrued compensation	—		—		207,358		—			207,358
Accounts payable and other liabilities	5,166		75		50,049		(10,565		)	44,725
Lease liabilities	—		196,234		6,906		—			203,140
Income tax payable	—		40		703		(743		)	—
Senior secured notes, net of debt issuance cost of $485	149,515		—		—		—			149,515
Subordinated indebtedness	—		—		112,558		(112,558		)	—
Deferred tax liabilities	—		—		33,546		(9,797		)	23,749
Intercompany payables	299		—		—		(299		)	—
Total liabilities	154,980		196,349		1,654,666		(133,962		)	1,872,033
Stockholders' equity
Stockholders' equity	592,722		963,685		640,383		(1,604,068		)	592,722
Total liabilities and stockholders' equity	$	747,702	$	1,160,034	$	2,295,049	$	(1,738,030	)	$	2,464,755

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 costs 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	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 STATEMENT OF INCOME

FOR THE YEAR ENDED DECEMBER 31, 2019



(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-guarantor Subsidiaries		Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—		$	320,114	$	—		$	320,114
Advisory fees	—			1,853			356,165		(4,347		)	353,671
Investment banking	—			—			126,211		—			126,211
Bank deposit sweep income	—			—			117,422		—			117,422
Interest	237			8,238			50,538		(8,290		)	50,723
Principal transactions, net	—			118			29,988		(12		)	30,094
Other	3			2			35,138		1			35,144
Total revenue	240			10,211			1,035,576		(12,648		)	1,033,379
EXPENSES
Compensation and related expenses	1,323			—			656,398		(7		)	657,714
Communications and technology	172			—			81,416		—			81,588
Occupancy and equipment costs	—			(1		)	62,198		1			62,198
Clearing and exchange fees	—			—			21,962		—			21,962
Interest	12,319			—			41,659		(8,291		)	45,687
Other	2,814			1,366			89,489		(4,351		)	89,318
Total expenses	16,628			1,365			953,122		(12,648		)	958,467
Income (loss) before income taxes	(16,388		)	8,846			82,454		—			74,912
Income taxes expenses (benefits)	(4,609		)	2,151			24,417		—			21,959
Net income (loss)	(11,779		)	6,695			58,037		—			52,953

Equity in earnings of subsidiaries	64,732			58,037			—		(122,769		)	—
Net income	52,953			64,732			58,037		(122,769		)	52,953
Other comprehensive income	—			—			1,596		—			1,596
Total comprehensive income	$	52,953		$	64,732		$	59,633	$	(122,769	)	$	54,549

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF INCOME

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		100,213			(4,418		)	101,062
Total expenses	16,419			4,059		905,973			(13,166		)	913,285
Income (loss) before income taxes	(16,353		)	6,569		54,707			(54		)	44,869
Income taxes expenses (benefits)	(4,371		)	2,052		18,296			—			15,977
Net income (loss)	(11,982		)	4,517		36,411			(54		)	28,892

Equity in earnings of subsidiaries	40,874			36,411		—			(77,285		)	—
Net income	28,892			40,928		36,411			(77,339		)	28,892
Other comprehensive income (loss)	—			—		(1,417		)	—			(1,417		)
Total comprehensive income	$	28,892		$	40,928	$	34,994		$	(77,339	)	$	27,475

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF INCOME

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			114,376		(7,120		)	113,607
Total expenses	20,106			1,382			896,416		(17,118		)	900,786
Income (loss) before income taxes	(20,084		)	10,337			29,299		—			19,552
Income taxes expenses (benefits)	(7,110		)	(12,655		)	17,631		—			(2,134		)
Net income (loss) from continuing operations	(12,974		)	22,992			11,668		—			21,686

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			12,798		(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 CASH FLOWS

FOR THE YEAR ENDED DECEMBER 31, 2019



(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operating activities:
Cash provided by (used in) operating activities	$	18,248		$	(1,647	)	$	62,541		$	—	$	79,142
Cash flows from investing activities:
Purchase of furniture, equipment and leasehold improvements	—			—			(10,024		)	—		(10,024		)
Proceeds from the settlement of Company-owned life insurance	—			—			1,720			—		1,720
Cash used in investing activities	—			—			(8,304		)	—		(8,304		)
Cash flows from financing activities:
Cash dividends paid on Class A non-voting and Class B voting common stock	(5,944		)	—			—			—		(5,944		)
Issuance of Class A non-voting common stock	83			—			—			—		83
Repurchase of Class A non-voting common stock for cancellation	(8,400		)	—			—			—		(8,400		)
Payments of employee taxes withheld related to vested share-based awards	(1,014		)	—			—			—		(1,014		)
Redemption of senior secured notes	(50,000		)	—			—			—		(50,000		)
Debt redemption costs	(1,688		)	—			—			—		(1,688		)
Decrease in bank call loans, net	—			—			(15,000		)	—		(15,000		)
Cash used in financing activities	(66,963		)	—			(15,000		)	—		(81,963		)
Net increase (decrease) in cash and cash equivalents	(48,715		)	(1,647		)	39,237			—		(11,125		)
Cash and cash equivalents, beginning of the year	53,526			3,826			33,323			—		90,675
Cash and cash equivalents, end of the year	$	4,811		$	2,179		$	72,560		$	—	$	79,550

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 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