14. Supplemental guarantor condensed consolidated financial statements

The Company’s Notes (see Note 7) 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 following consolidating financial statements present 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, the Non-Guarantor subsidiaries and elimination entries necessary to consolidate the Company. Investments in subsidiaries are accounted for using the equity method for purposes of the consolidated presentation.

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 ceases 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 debenture 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 MARCH 31, 2013


(expressed in thousands of dollars)	Parent		Guarantor subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	40	$	31,394		$	67,344		$	—		$	98,778
Cash and securities segregated for regulatory and other purposes		—		—			37,164			—			37,164
Deposits with clearing organizations		—		—			24,576			—			24,576
Receivable from brokers and clearing organizations		—		—			290,955			—			290,955
Receivable from customers, net of allowance for credit losses of $2,239		—		—			881,514			—			881,514
Income tax receivable		15,094		31,100			(684	)		(31,530	)		13,980
Securities purchased under agreements to resell		—		—			—			—			—
Securities owned, including amounts pledged of $391,900, at fair value		—		2,574			845,755			—			848,329
Subordinated loan receivable		—		112,558			—			(112,558	)		—
Notes receivable, net		—		—			45,030			—			45,030
Office facilities, net		—		17,626			13,312			—			30,938
Deferred tax assets, net		—		309			36,595			(35,124	)		1,780
Intangible assets, net		—		—			31,700			—			31,700
Goodwill		—		—			137,889			—			137,889
Other		3,332		25,276			157,926			—			186,534
Investment in subsidiaries		514,028		875,266			(182,562	)		(1,206,732	)		—
Intercompany receivables		177,650		(70,560	)		(41,213	)		(65,877	)		—

	$	710,144	$	1,025,543		$	2,345,301		$	(1,451,821	)	$	2,629,167

LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities
Drafts payable	$	—	$	—		$	44,927		$	—		$	44,927
Bank call loans		—		—			204,000			—			204,000
Payable to brokers and clearing organizations		—		—			215,612			—			215,612
Payable to customers		—		—			607,034			—			607,034
Securities sold under agreements to repurchase		—		—			544,136			—			544,136
Securities sold, but not yet purchased, at fair value		—		—			63,046			—			63,046
Accrued compensation		—		—			97,887			—			97,887
Accounts payable and other liabilities		8,287		60,255			80,567			(492	)		148,617
Income tax payable		2,440		22,189			5,296			(29,925	)		—
Senior secured notes		195,000		—			—			—			195,000
Subordinated indebtedness		—		—			112,558			(112,558	)		—
Deferred tax liabilities, net		—		—			36,728			(36,728	)		—
Excess of fair value of acquired assets over cost		—		—			—			—			—
Intercompany payables		—		65,875			—			(65,875	)		—

		205,727		148,319			2,011,791			(245,578	)		2,120,259
Stockholders’ equity
Stockholders’ equity attributable to Oppenheimer Holdings Inc.		504,417		877,224			329,019			(1,206,243	)		504,417
Noncontrolling interest		—		—			4,491			—			4,491

		504,417		877,224			333,510			(1,206,243	)		508,908

	$	710,144	$	1,025,543		$	2,345,301		$	(1,451,821	)	$	2,629,167

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING BALANCE SHEET

AS OF DECEMBER 31, 2012


(expressed in thousands of dollars)	Parent			Guarantor subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	35		$	40,658		$	94,673		$	—		$	135,366
Cash and securities segregated for regulatory and other purposes		—			—			33,000			—			33,000
Deposits with clearing organizations		—			—			25,954			—			25,954
Receivable from brokers and clearing organizations		—			—			479,699			—			479,699
Receivable from customers, net of allowance for credit losses of $2,256		—			—			817,941			—			817,941
Income tax receivable		13,207			30,568			(450	)		(42,874	)		451
Securities purchased under agreements to resell		—			—			—			—			—
Securities owned, including amounts pledged of $569,995, at fair value		—			2,459			757,283			—			759,742
Subordinated loan receivable		—			112,558			—			(112,558	)		—
Notes receivable, net		—			—			47,324			—			47,324
Office facilities, net		—			15,547			12,785			—			28,332
Deferred tax assets, net		(143	)		309			52,350			(36,176	)		16,340
Intangible assets, net		—			—			31,700			—			31,700
Goodwill		—			—			137,889			—			137,889
Other		3,418			1,437			159,427			—			164,282
Investment in subsidiaries		506,679			880,609			(195,045	)		(1,192,243	)		—
Intercompany receivables		178,743			(114,449	)		(27,686	)		(36,608	)		—

	$	701,939		$	969,696		$	2,426,844		$	(1,420,459	)	$	2,678,020

LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities
Drafts payable	$	—		$	—		$	56,586		$	—		$	56,586
Bank call loans		—			—			128,300			—			128,300
Payable to brokers and clearing organizations		—			—			204,218			—			204,218
Payable to customers		—			—			692,378			—			692,378
Securities sold under agreements to repurchase		—			—			392,391			—			392,391
Securities sold, but not yet purchased, at fair value		—			—			173,450			—			173,450
Accrued compensation		—			—			150,434			—			150,434
Accounts payable and other liabilities		3,759			43,350			133,646			(493	)		180,262
Income tax payable		2,440			22,189			18,687			(43,316	)		—
Senior secured notes		195,000			—			—			—			195,000
Subordinated indebtedness		—			—			112,558			(112,558	)		—
Deferred tax liabilities, net		—			(943	)		36,677			(35,734	)		—
Excess of fair value of acquired assets over cost		—			—			—			—			—
Intercompany payables		—			36,605			—			(36,605	)		—

		201,199			101,201			2,099,325			(228,706	)		2,173,019
Stockholders’ equity
Stockholders’ equity attributable to Oppenheimer Holdings Inc.		500,740			868,495			323,258			(1,191,753	)		500,740
Noncontrolling interest		—			—			4,261			—			4,261

		500,740			868,495			327,519			(1,191,753	)		505,001

	$	701,939		$	969,696		$	2,426,844		$	(1,420,459	)	$	2,678,020

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 31, 2013


(expressed in thousands of dollars)	Parent			Guarantor subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—	$	119,580	$	—		$	119,580
Principal transactions, net		—			73		15,644		—			15,717
Interest		5			2,788		12,296		(2,718	)		12,371
Investment banking		—			—		18,448		—			18,448
Advisory fees		—			—		57,360		(640	)		56,720
Other		—			42		16,310		(42	)		16,310

		5			2,903		239,638		(3,400	)		239,146

EXPENSES
Compensation and related expenses		441			—		158,768		—			159,209
Clearing and exchange fees		—			—		6,042		—			6,042
Communications and technology		23			—		15,841		—			15,864
Occupancy and equipment costs		—			—		17,607		(42	)		17,565
Interest		4,375			—		5,205		(2,718	)		6,862
Other		437			3		27,091		(640	)		26,891

		5,276			3		230,554		(3,400	)		232,433

Income (loss) before income taxes		(5,271	)		2,900		9,084		—			6,713
Income tax provision (benefit)		(2,032	)		679		4,173		—			2,820

Net income (loss) for the period		(3,239	)		2,221		4,911		—			3,893
Less net income attributable to non- controlling interest, net of tax		—			—		230		—			230
Equity in subsidiaries		6,902			—		—		(6,902	)		—

Net income (loss) attributable to Oppenheimer Holdings Inc.	$	3,663		$	2,221	$	4,681	$	(6,902	)	$	3,663

Comprehensive income	$	—		$	—	$	451	$	—		$	451

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 31, 2012


(expressed in thousands of dollars)	Parent			Guarantor subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—		$	125,634		$	—		$	125,634
Principal transactions, net		—			488			12,067			—			12,555
Interest		—			3,097			12,996			(2,700	)		13,393
Investment banking		—			—			20,087			—			20,087
Advisory fees		—			—			50,714			(637	)		50,077
Other		—			—			16,468			—			16,468

		—			3,585			237,966			(3,337	)		238,214

EXPENSES
Compensation and related expenses		128			—			158,523			—			158,651
Clearing and exchange fees		—			—			6,031			—			6,031
Communications and technology		—			—			16,138			—			16,138
Occupancy and equipment costs		—			(42	)		24,386			—			24,344
Interest		4,374			66			7,052			(2,700	)		8,792
Other		343			18			31,023			(637	)		30,747

		4,845			42			243,153			(3,337	)		244,703

Income (loss) before income taxes		(4,845	)		3,543			(5,187	)		—			(6,489	)
Income tax provision (benefit)		(1,832	)		1,233			(2,007	)		—			(2,606	)

Net income (loss) for the period		(3,013	)		2,310			(3,180	)		—			(3,883	)
Less net income attributable to non- controlling interest, net of tax		—			—			774			—			774
Equity in subsidiaries		(1,644	)		—			—			1,644			—

Net income (loss) attributable to Oppenheimer Holdings Inc.	$	(4,657	)	$	2,310		$	(3,954	)	$	1,644		$	(4,657	)

Comprehensive income (loss)	$	2		$	—		$	(368	)	$	—		$	(366	)

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE THREE MONTHS ENDED MARCH 31, 2013


(expressed in thousands of dollars)	Parent			Guarantor subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operations:
Net income (loss) for the period	$	(3,239	)	$	2,221		$	4,911		$	—	$	3,893
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization		—			—			2,514			—		2,514
Deferred income tax		—			—			14,560			—		14,560
Amortization of notes receivable		—			—			4,739			—		4,739
Amortization of debt issuance costs		160			—			—			—		160
Provision for credit losses		—			—			(17	)		—		(17	)
Share-based compensation expense		—			—			1,879			—		1,879
Changes in operating assets and liabilities		4,581			(11,485	)		(126,495	)		—		(133,399	)

Cash provided by (used in) continuing operations		1,502			(9,264	)		(97,909	)		—		(105,671	)

Cash flows from Investment activities
Purchase of office facilities		—			—			(5,120	)		—		(5,120	)

Cash used in investing activities		—			—			(5,120	)		—		(5,120	)

Cash flows from financing activities
Cash dividends paid on Class A non-voting and Class B voting common stock		(1,497	)		—			—			—		(1,497	)
Other financing activities		—			—			75,700			—		75,700

Cash flow provided by (used in) financing activities		(1,497	)		—			75,700			—		74,203

Net increase (decrease) in cash and cash equivalents		5			(9,264	)		(27,329	)		—		(36,588	)
Cash and cash equivalents, beginning of the period		35			40,658			94,673			—		135,366

Cash and cash equivalents, end of the period	$	40		$	31,394		$	67,344		$	—	$	98,778

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE THREE MONTHS ENDED MARCH 31, 2012


(expressed in thousands of dollars)	Parent			Guarantor subsidiaries		Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operations:
Net income (loss) for the period	$	(3,013	)	$	2,310	$	(3,180	)	$	—	$	(3,883	)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization		—			—		2,845			—		2,845
Deferred income tax		—			—		(6,666	)		—		(6,666	)
Amortization of notes receivable		—			—		4,870			—		4,870
Amortization of debt issuance costs		—			—		99			—		99
Amortization of intangible assets		—			—		3,212			—		3,212
Provision for credit losses		—			—		178			—		178
Share-based compensation expense		—			—		1,259			—		1,259
Changes in operating assets and liabilities		4,130			18,008		(64,955	)		—		(42,817	)

Cash provided by (used in) continuing operations		1,117			20,318		(62,338	)		—		(40,903	)

Cash flows from Investment activities
Purchase of office facilities		—			—		(4,711	)		—		(4,711	)

Cash used in investing activities		—			—		(4,711	)		—		(4,711	)

Cash flows from financing activities
Cash dividends paid on Class A non-voting and Class B voting common stock		(1,495	)		—		—			—		(1,495	)
Repurchase of Class A non-voting common stock		(1,551	)		—		—			—		(1,551	)
Other financing activities		41			—		65,100			—		65,141

Cash flow provided by (used in) financing activities		(3,005	)		—		65,100			—		62,095

Net increase (decrease) in cash and cash equivalents		(1,888	)		20,318		(1,949	)		—		16,481
Cash and cash equivalents, beginning of the period		2,555			11,882		55,892			—		70,329

Cash and cash equivalents, end of the period	$	667		$	32,200	$	53,943		$	—	$	86,810