14. Supplemental Guarantor Consolidated Financial Statements (unaudited)

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 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 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, 2012


Expressed in thousands of dollars	Parent		Guarantor subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	607	$	22,440		$	70,137		$	—		$	93,184
Cash and securities segregated for regulatory and other purposes		—		—			29,142			—			29,142
Deposits with clearing organizations		—		—			68,919			—			68,919
Receivable from brokers and clearing organizations		—		—			361,589			—			361,589
Receivable from customers, net of allowance for credit losses of $2,240		—		—			785,176			—			785,176
Income taxes receivable		12,518		28,742			(417	)		(34,746	)		6,097
Securities purchased under agreements to resell		—		—			10,175			—			10,175
Securities owned, including amounts pledged of $725,412, at fair value		—		12,278			1,029,312			—			1,041,590
Subordinated loan receivable		—		112,558			—			(112,558	)		—
Notes receivable, net		—		—			49,332			—			49,332
Office facilities, net		—		14,615			13,613			—			28,228
Deferred tax asset		—		2,167			31,668			(33,835	)		—
Intangible assets, net		—		—			32,345			—			32,345
Goodwill		—		—			137,889			—			137,889
Other		3,611		542			177,851			—			182,004
Investment in subsidiaries		505,970		895,795			(194,021	)		(1,207,744	)		—
Intercompany receivables		188,103		(107,210	)		(44,286	)		(36,607	)		—

	$	710,809	$	981,927		$	2,558,424		$	(1,425,490	)	$	2,825,670

LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities
Drafts payable	$	—	$	—		$	37,181		$	—			37,181
Bank call loans		—		—			94,600			—			94,600
Payable to brokers and clearing organizations		—		—			251,695			—			251,695
Payable to customers		—		—			550,586			—			550,586
Securities sold under agreements to repurchase		—		—			778,427			—			778,427
Securities sold, but not yet purchased, at fair value		—		—			102,535			—			102,535
Accrued compensation		—		—			124,668			—			124,668
Accounts payable and other liabilities		8,128		43,994			123,569			(2,741	)		172,950
Income taxes payable		2,440		19,951			10,118			(32,509	)		—
Senior secured note		195,000		—			—			—			195,000
Subordinated indebtedness		—		—			112,558			(112,558	)		—
Deferred income tax, net		146		—			35,674			(33,835	)		1,985
Excess of fair value of acquired assets over cost		—		—			7,020			—			7,020
Intercompany payables		—		36,603			—			(36,603	)		—

		205,714		100,548			2,228,631			(218,246	)		2,316,647
Stockholders’ equity attributable to Oppenheimer Holdings Inc.		505,095		881,379			325,865			(1,207,244	)		505,095
Noncontrolling interest		—		—			3,928			—			3,928
Stockholders’ equity		505,095		881,379			329,793			(1,207,244	)		509,023

	$	710,809	$	981,927		$	2,558,424		$	(1,425,490	)	$	2,825,670

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING BALANCE SHEET (unaudited)

AS OF DECEMBER 31, 2011


Expressed in thousands of dollars.	Parent			Guarantor subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	2,555		$	11,882		$	55,892		$	—		$	70,329
Cash and securities segregated for regulatory and other purposes		—			—			30,086			—			30,086
Deposits with clearing organizations		—			—			35,816			—			35,816
Receivable from brokers and clearing organizations		—			20			288,093						288,113
Receivable from customers, net of allowance for credit losses of $2,548		—			—			837,822			—			837,822
Income taxes receivable		6,785			30,942			(702	)		(30,282	)		6,743
Securities purchased under agreements to resell		—			—			847,688			—			847,688
Securities owned, including amounts pledged of $653,651, at fair value		—			17,811			906,730			—			924,541
Subordinated loan receivable		—			112,558			—			(112,558	)		—
Notes receivable, net		—			—			54,044			—			54,044
Office facilities, net		—			—			16,976			—			16,976
Deferred tax asset		(50	)		309			21,130			(21,389	)		—
Intangible assets, net		—			—			35,589			—			35,589
Goodwill		—			—			137,889			—			137,889
Other		4,055			1,533			236,215						241,803
Investment in subsidiaries		496,512			896,819			(199,063	)		(1,194,268	)		—
Intercompany receivables		199,387			(128,746	)		(33,506	)		(37,135	)		—

	$	709,244		$	943,128		$	3,270,699		$	(1,395,632	)	$	3,527,439

LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities
Drafts payable	$	—		$	—		$	51,848		$	—		$	51,848
Bank call loans		—			—			27,500			—			27,500
Payable to brokers and clearing organizations		—			—			335,610			—			335,610
Payable to customers		—			—			479,896			—			479,896
Securities sold under agreements to repurchase		—			—			1,508,493			—			1,508,493
Securities sold, but not yet purchased, at fair value		—			—			69,415			—			69,415
Accrued compensation		—			—			144,283			—			144,283
Accounts payable and other liabilities		3,734			6,915			174,318			(298	)		184,669
Income taxes payable		2,440			22,189			5,653			(30,282	)		—
Senior secured note		195,000			—			—			—			195,000
Subordinated indebtedness		—			—			112,558			(112,558	)		—
Deferred income tax, net		—			(1,855	)		33,546			(21,389	)		10,302
Excess of fair value of acquired assets over cost		—			—			7,020			—			7,020
Intercompany payables		—			37,126			—			(37,126	)		—

		201,174			64,375			2,950,140			(201,653	)		3,014,036
Stockholders’ equity attributable to Oppenheimer Holdings Inc.		508,070			878,753			315,226			(1,193,979	)		508,070
Noncontrolling interest		—			—			5,333			—			5,333
Stockholders' equity		508,070			878,753			320,559			(1,193,979	)		513,403

	$	709,244		$	943,128		$	3,270,699		$	(1,395,632	)	$	3,527,439

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (unaudited)

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2012


Expressed in thousands of dollars	Parent			Guarantor subsidiaries		Non-guarantor Subsidiaries			Eliminations			Consolidated
REVENUE
Commissions	$	—		$	—	$	351,487		$	—		$	351,487
Principal transactions, net		—			728		39,659			—			40,387
Interest		—			9,203		42,370			(9,111	)		42,462
Investment banking		—			—		66,647			—			66,647
Advisory fees		—			—		158,683			(1,887	)		156,796
Other		—			126		45,420			(128	)		45,418

		—			10,057		704,266			(11,126	)		703,197

EXPENSES
Compensation and related expenses		335			—		461,181			—			461,516
Clearing and exchange fees		—			—		18,046			—			18,046
Communications and technology		57			—		47,289			—			47,346
Occupancy and equipment costs		—			—		59,405			(126	)		59,279
Interest		13,125			—		21,851			(9,112	)		25,864
Other		1,139			55		85,232			(1,888	)		84,538

		14,656			55		693,004			(11,126	)		696,589

Profit before income taxes		(14,656	)		10,002		11,262			—			6,608
Income tax provision (benefit)		(5,630	)		5,563		4,159			—			4,092
Net profit for the period		(9,026	)		4,439		7,103			—			2,516
Less net profit attributable to non-controlling interest, net of tax		—			—		2,429			—			2,429
Equity in subsidiaries		9,113			—		—			(9,113	)		—

Net profit attributable to Oppnheimer Holdings Inc.	$	87		$	4,439	$	4,674		$	(9,113	)	$	87

Comprehensive income (loss)	$	1			—	$	(475	)		—		$	(474	)

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (unaudited)

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2012


Expressed in thousands of dollars	Parent			Guarantor subsidiaries			Non-guarantor Subsidiaries		Eliminations			Consolidated
REVENUE
Commissions	$	—		$	—		$	113,424	$	—		$	113,424
Principal transactions, net		—			438			13,934		—			14,372
Interest		—			3,049			14,554		(2,780	)		14,823
Investment banking		—			—			21,589		—			21,589
Advisory fees		—			—			53,645		(630	)		53,015
Other		—			42			14,617		(44	)		14,615

		—			3,529			231,763		(3,454	)		231,838

EXPENSES
Compensation and related expenses		123			—			151,846		—			151,969
Clearing and exchange fees		—			—			6,026		—			6,026
Communications and technology		13			—			15,867		—			15,880
Occupancy and equipment costs		—			—			17,568		(42	)		17,526
Interest		4,375			(20	)		7,268		(2,781	)		8,842
Other		367			18			26,583		(631	)		26,337

		4,878			(2	)		225,158		(3,454	)		226,580

Profit before income taxes		(4,878	)		3,531			6,605		—			5,258
Income tax provision (benefit)		(1,720	)		1,277			2,677		—			2,234
Net profit for the period		(3,158	)		2,254			3,928		—			3,024
Less net profit attributable to non- controlling interest, net of tax		—			—			702		—			702
Equity in subsidiaries		5,480								(5,480	)

Net profit attributable to Oppnheimer Holdings Inc.	$	2,322		$	2,254		$	3,226	$	(5,480	)	$	2,322

Comprehensive income (loss)	$	—		$	—		$	180	$	—		$	180

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (unaudited)

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011


Expressed in thousands of dollars.	Parent			Guarantor subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
REVENUE
Commissions		—			—			380,912			—			380,912
Principal transactions, net		—			(1,698	)		34,235			—			32,537
Interest		1			7,356			43,167			(6,925	)		43,599
Investment banking		—			—			92,357			(1,000	)		91,357
Advisory fees		—			—			151,015			(1,815	)		149,200
Other		—			1			31,948			—			31,949

		1			5,659			733,634			(9,740	)		729,554

EXPENSES
Compensation and related expenses		221			—			479,581			—			479,802
Clearing and exchange fees		—			—			19,127			—			19,127
Communications and technology		45			—			47,101			—			47,146
Occupancy and equipment costs		—			—			56,047			—			56,047
Interest		8,167			3,438			23,993			(6,925	)		28,673
Other		1,906			280			83,591			(2,815	)		82,962

		10,339			3,718			709,440			(9,740	)		713,757

Profit before income taxes		(10,338	)		1,941			24,194			—			15,797
Income tax provision (benefit)		(4,444	)		876			10,707			—			7,139
Net profit for the period		(5,894	)		1,065			13,487			—			8,658
Less net profit attributable to non-controlling interest, net of tax		—			—			1,775			—			1,775
Equity in subsidiaries		12,777			—			—			(12,777	)		—

Net profit attributable to Oppnheimer Holdings Inc.	$	6,883		$	1,065		$	11,712		$	(12,777	)	$	6,883

Comprehensive income (loss)	$	(27	)		—		$	(45	)		—		$	(72	)

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (unaudited)

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2011


Expressed in thousands of dollars.	Parent			Guarantor subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
REVENUE
Commissions		—			—			123,267			—			123,267
Principal transactions, net		—			(1,391	)		9,624			—			8,233
Interest		1			2,937			14,937			(2,714	)		15,161
Investment banking		—			—			29,199			—			29,199
Advisory fees		—			—			51,320			(624	)		50,696
Other		—			—			5,063			—			5,063

		1			1,546			233,410			(3,338	)		231,619

EXPENSES
Compensation and related expenses		69			—			148,882			—			148,951
Clearing and exchange fees		—			—			6,514			—			6,514
Communications and technology		24			—			15,114			—			15,138
Occupancy and equipment costs		—			—			18,977			—			18,977
Interest		4,375			11			8,558			(2,714	)		10,230
Other		360			18			27,791			(624	)		27,545

		4,828			29			225,836			(3,338	)		227,355

Profit before income taxes		(4,827	)		1,517			7,574			—			4,264
Income tax provision (benefit)		(2,252	)		610			3,447			—			1,805
Net profit for the period		(2,575	)		907			4,127			—			2,459
Less net profit attributable to non-controlling interest, net of tax		—			—			353			—			353
Equity in subsidiaries		4,681			—			—			(4,681	)		—

Net profit attributable to Oppnheimer Holdings Inc.	$	2,106		$	907		$	3,774		$	(4,681	)	$	2,106

Comprehensive income (loss)	$	(26	)		—		$	(1,487	)		—		$	(1,513	)

OPPNEHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (unaudited)

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2012


Expressed in thousands of dollars	Parent			Guarantor subsidiaries		Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operations:
Net income (loss) for the period	$	(9,026	)	$	4,439	$	7,103		$	—	$	2,516
Adjustments to reconcile net profit (loss) to net cash used in operating activities:
Depreciation and amortization		—			—		8,019			—		8,019
Deferred income tax		—			—		(8,317	)		—		(8,317	)
Amortization of notes receivable		—			—		14,679			—		14,679
Amortization of debt issuance costs		479			—		—			—		479
Amortization of intangible assets		—			—		3,244			—		3,244
Provision for credit losses		—			—		(308	)		—		(308	)
Share-based compensation expense		—			—		3,030			—		3,030
Changes in operating assets and liabilities		12,991			6,119		(67,915	)		—		(48,805	)

Cash flow provided by (used in) continuing operations		4,444			10,558		(40,465	)		—		(25,463	)

Cash flows from Investment activities
Purchase of office facilities		—			—		(12,390	)		—		(12,390	)

Cash used in investing activities		—			—		(12,390	)		—		(12,390	)

Cash flows from financing activities
Cash dividends paid on Class A non-voting and Class B voting common stock		(4,489	)		—		—			—		(4,489	)
Issuance of Class A non-voting common stock		—			—		—			—		—
Repurchase of Class A non-voting common stock		(1,766	)		—		—			—		(1,766	)
Tax benefit (shortfall) from shared based compensation		(137	)		—		—			—		(137	)
Debt Issuance Cost		—			—		—			—		—
Issuance of senior secured note		—			—		—			—		—
Buy back of senior secured note		—			—		—			—		—
Repayments of senior secured credit note		—			—		—			—		—
Repayments of senior secured credit note		—			—		—			—		—
Other financing activities		—			—		67,100			—		67,100

Cash flow provided by (used in) financing activities		(6,392	)		—		67,100			—		60,708

Net increase (decrease) in cash and cash equivalents		(1,948	)		10,558		14,245			—		22,855
Cash and cash equivalents, beginning of the period		2,555			11,882		55,892			—		70,329

Cash and cash equivalents, end of the period	$	607		$	22,440	$	70,137		$	—	$	93,184

OPPNEHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (unaudited)

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2011


Expressed in thousands of dollars	Parent			Guarantor subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operations:
Net income (loss) for the period	$	(5,894	)	$	1,065		$	13,487		$	—	$	8,658
Adjustments to reconcile net profit (loss) to net cash used in operating activities:
Depreciation and amortization								9,299			—		9,299
Deferred income tax		(93	)		(1,890	)		4,436			—		2,453
Amortization of notes receivable		—			—			15,103			—		15,103
Amortization of debt issuance costs		734			—			—			—		734
Amortization of intangible assets		—			—			3,244			—		3,244
Provision for credit losses		—			—			(317	)		—		(317	)
Share-based compensation expense		—			—			118			—		118
Changes in operating assets and liabilities		(176,292	)		19,294			172,206			—		15,208

Cash flow provided by (used in) continuing operations		(181,545	)		18,469			217,576			—		54,500

Cash flows from Investment activities
Purchase of office facilities		—			—			(3,865	)		—		(3,865	)

Cash used in investing activities		—			—			(3,865	)		—		(3,865	)

Cash flows from financing activities
Cash dividends paid on Class A non-voting and Class B voting common stock		(4,506	)		—			—			—		(4,506	)
Issuance of Class A non-voting common stock		337			—			—			—		337
Tax benefit (shortfall) from shared based compensation		(1,621	)		—			—			—		(1,621	)
Senior Secured Note Issuance		200,000			—			—			—		200,000
Subordinated note Repayment		—			—			(100,000	)		—		(100,000	)
Senior secured credit note Repayment		—			—			(22,503	)		—		(22,503	)
Other financing activities					—			(87,700	)		—		(87,700	)

Cash flow provided by (used in) financing activities		194,210			—			(210,203	)		—		(15,993	)

Net increase (decrease) in cash and cash equivalents		12,665			18,469			3,508			—		34,642
Cash and cash equivalents, beginning of the period		361			(241	)		52,734			—		52,854

Cash and cash equivalents, end of the period	$	13,026		$	18,228		$	56,242		$	—	$	87,496