24.

Supplemental guarantor consolidated financial statements

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 ceasing 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 DECEMBER 31, 2013


(Expressed in thousands)	Parent		Guarantor subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	448	$	30,901		$	66,945		$	—		$	98,294
Cash and securities segregated for regulatory and other purposes		—		—			36,323			—			36,323
Deposits with clearing organizations		—		—			23,679			—			23,679
Receivable from brokers, dealers and clearing organizations		—		—			364,873			—			364,873
Receivable from customers, net of allowance for credit losses of $2,423		—		—			868,869			—			868,869
Income tax receivable		19,494		27,589			(817	)		(39,704	)		6,562
Securities purchased under agreements to resell		—		—			184,825			—			184,825
Securities owned, including amounts pledged of $586,625, at fair value		—		2,225			853,863			—			856,088
Subordinated loan receivable		—		112,558			—			(112,558	)		—
Notes receivable, net		—		—			40,751			—			40,751
Office facilities, net		—		21,250			11,689			—			32,939
Deferred tax assets, net		678		309			29,496			(30,483	)		—
Intangible assets		—		—			31,700			—			31,700
Goodwill		—		—			137,889			—			137,889
Loans held for sale							75,989						75,989
Mortgage servicing rights							28,879						28,879
Other assets		2,797		27,113			135,150			—			165,060
Investment in subsidiaries		546,755		910,230			(182,625	)		(1,274,360	)		—
Intercompany receivables		153,528		(68,920	)		(20,107	)		(64,501	)		—

Total assets	$	723,700	$	1,063,255		$	2,687,371		$	(1,521,606	)	$	2,952,720

LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities
Drafts payable	$	—	$	—		$	48,198		$	—		$	48,198
Bank call loans		—		—			118,200			—			118,200
Payable to brokers, dealers and clearing organizations		—		—			223,315			—			223,315
Payable to customers		—		—			626,564			—			626,564
Securities sold under agreements to repurchase		—		—			757,491			—			757,491
Securities sold, but not yet purchased, at fair value		—		—			76,314			—			76,314
Accrued compensation		—		—			180,119			—			180,119
Accounts payable and other liabilities		3,742		59,289			129,609			(88	)		192,552
Income tax payable		2,440		22,189			15,075			(39,704	)		—
Senior secured notes		195,000		—			—			—			195,000
Subordinated indebtedness		—		—			112,558			(112,558	)		—
Deferred tax liabilities, net		—		—			37,579			(30,483	)		7,096
Intercompany payables		—		64,501			—			(64,501	)		—

Total liabilities		201,182		145,979			2,325,022			(247,334	)		2,424,849
Stockholders’ equity
Stockholders’ equity attributable to Oppenheimer Holdings Inc.		522,518		917,276			356,996			(1,274,272	)		522,518
Non-controlling interest		—		—			5,353			—			5,353

Total stockholders’ equity		522,518		917,276			362,349			(1,274,272	)		527,871

Total liabilities and stockholders’ equity	$	723,700	$	1,063,255		$	2,687,371		$	(1,521,606	)	$	2,952,720

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING BALANCE SHEET

AS OF DECEMBER 31, 2012


(Expressed in thousands)	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, dealers 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 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		—			—			31,700			—			31,700
Goodwill		—			—			137,889			—			137,889
Loans held for sale		—			—			22,874			—			22,874
Mortgage servicing rights		—			—			26,983			—			26,983
Other assets		3,418			1,437			109,570			—			114,425
Investment in subsidiaries		506,679			880,609			(195,045	)		(1,192,243	)		—
Intercompany receivables		178,743			(114,449	)		(27,686	)		(36,608	)		—

Total assets	$	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, dealers 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	)		—
Intercompany payables		—			36,605			—			(36,605	)		—

Total liabilities		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

Total stockholders’ equity		500,740			868,495			327,519			(1,191,753	)		505,001

Total liabilities and stockholders’ equity	$	701,939		$	969,696		$	2,426,844		$	(1,420,459	)	$	2,678,020

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE YEAR ENDED DECEMBER 31, 2013


(Expressed in thousands)	Parent			Guarantor subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—	$	486,767	$	—		$	486,767
Advisory fees		—			825		276,913		(3,560	)		274,178
Investment banking		—			—		97,977		—			97,977
Interest		5			11,128		53,401		(11,318	)		53,216
Principal transactions, net		—			79		43,689		—			43,768
Other		—			180		63,808		(180	)		63,808

Total revenue		5			12,212		1,022,555		(15,058	)		1,019,714

EXPENSES
Compensation and related expenses		1,124			—		674,812		—			675,936
Occupancy and equipment costs		—			—		66,938		(180	)		66,758
Communications and technology		119			—		65,698		—			65,817
Interest		17,500			—		19,960		(11,318	)		26,142
Clearing and exchange fees		—			—		24,481		—			24,481
Other		1,309			522		118,400		(3,560	)		116,671

Total expenses		20,052			522		970,289		(15,058	)		975,805

Income (loss) before income taxes		(20,047	)		11,690		52,266		—			43,909
Income tax provision (benefit)		(7,110	)		5,638		19,228		—			17,756

Net income (loss) for the year		(12,937	)		6,052		33,038		—			26,153
Less net income attributable to non-controlling interest, net of tax		—			—		1,092		—			1,092
Equity in subsidiaries		37,998			—		—		(37,998	)		—

Net income attributable to Oppenheimer Holdings Inc.		25,061			6,052		31,946		(37,998	)		25,061
Other comprehensive income (loss)		(3	)		—		1,505		—			1,502

Total comprehensive income	$	25,058		$	6,052	$	33,451	$	(37,998	)	$	26,563

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE YEAR ENDED DECEMBER 31, 2012


(Expressed in thousands)	Parent			Guarantor subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—	$	469,865	$	—		$	469,865
Advisory fees		—			—		225,226		(2,494	)		222,732
Investment banking		—			—		89,477		—			89,477
Interest		—			12,070		57,452		(11,860	)		57,662
Principal transactions, net		—			752		53,559		—			54,311
Other		—			168		58,565		(168	)		58,565

Total revenue		—			12,990		954,144		(14,522	)		952,612

EXPENSES
Compensation and related expenses		397			—		626,014		—			626,411
Communications and technology		81			—		63,278		—			63,359
Occupancy and equipment costs		—			—		62,986		(168	)		62,818
Interest		17,500			—		29,447		(11,861	)		35,086
Clearing and exchange fees		—			—		23,750		—			23,750
Other		1,475			60		142,673		(2,493	)		141,715

Total expenses		19,453			60		948,148		(14,522	)		953,139

Income (loss) before income taxes		(19,453	)		12,930		5,996		—			(527	)
Income tax provision (benefit)		(6,315	)		6,093		546		—			324

Net income (loss) for the year		(13,138	)		6,837		5,450		—			(851	)
Less net income attributable to non-controlling interest, net of tax		—			—		2,762		—			2,762
Equity in subsidiaries		9,525			—		—		(9,525	)		—

Net income (loss) attributable to Oppenheimer Holdings Inc.		(3,613	)		6,837		2,688		(9,525	)		(3,613	)
Other comprehensive income		—			—		415		—			415

Total comprehensive income (loss)	$	(3,613	)	$	6,837	$	3,103	$	(9,525	)	$	(3,198	)

OPPENHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE YEAR ENDED DECEMBER 31, 2011


(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated
REVENUES
Commissions	$	—		$	—		$	492,228		$	—		$	492,228
Advisory fees		—			—			199,565			(2,468	)		197,097
Investment banking		—			—			120,202			(1,000	)		119,202
Interest		1			10,432			56,045			(9,699	)		56,779
Principal transactions, net		300			(1,413	)		48,773			—			47,660
Other		—			1			46,025			—			46,026

Total revenue		301			9,020			962,838			(13,167	)		958,992

EXPENSES
Compensation and related expenses		288			—			626,479			—			626,767
Occupancy and equipment costs		—			(24	)		76,533			—			76,509
Communications and technology		52			—			62,621			—			62,673
Interest		12,541			3,546			31,638			(9,699	)		38,026
Clearing and exchange fees		—			—			24,991			—			24,991
Other		2,384			299			112,963			(3,468	)		112,178

Total expenses		15,265			3,821			935,225			(13,167	)		941,144

Income (loss) before income taxes		(14,964	)		5,199			27,613			—			17,848
Income tax provision (benefit)		(6,748	)		893			11,086			—			5,231

Net income (loss) for the year		(8,216	)		4,306			16,527			—			12,617
Less net income attributable to non-controlling interest, net of tax		—			—			2,301			—			2,301
Equity in subsidiaries		18,532			—			—			(18,532	)		—

Net income attributable to Oppenheimer Holdings Inc.		10,316			4,306			14,226			(18,532	)		10,316
Other comprehensive income (loss)		(18	)		1,322			(1,719	)		—			(415	)

Total comprehensive income	$	10,298		$	5,628		$	12,507		$	(18,532	)	$	9,901

OPPNEHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED DECEMBER 31, 2013


(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operations:
Net income (loss) for the year	$	(12,937	)	$	6,052		$	33,038		$	—	$	26,153
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization of office facilities and leasehold improvements		—			—			9,405			—		9,405
Deferred income taxes		—			—			23,436			—		23,436
Amortization of notes receivable		—			—			18,762			—		18,762
Amortization of debt issuance costs		639			—			—			—		639
Amortization of mortgage servicing rights		—			—			1,881			—		1,881
Provision for credit losses		—			—			167			—		167
Share-based compensation expense		461			—			8,788			—		9,249
Changes in operating assets and liabilities		21,781			(15,809	)		(99,093	)		—		(93,121	)

Cash provided by (used in) continuing operations		9,944			(9,757	)		(3,616	)		—		(3,429	)

Cash flows from investing activities
Purchase of office facilities		—			—			(14,012	)		—		(14,012	)

Cash used in investing activities		—			—			(14,012	)		—		(14,012	)

Cash flows from financing activities
Cash dividends paid on Class A non-voting and Class B voting common stock		(5,978	)		—			—			—		(5,978	)
Issuance of Class A non-voting common stock		150			—			—			—		150
Repurchase of Class A non-voting common stock for cancellation		(3,625	)		—			—			—		(3,625	)
Tax deficiency from share-based awards		(78	)		—			—			—		(78	)
Other financing activities		—			—			(10,100	)		—		(10,100	)

Cash flow used in financing activities		(9,531	)		—			(10,100	)		—		(19,631	)

Net increase (decrease) in cash and cash equivalents		413			(9,757	)		(27,728	)		—		(37,072	)
Cash and cash equivalents, beginning of the year		35			40,658			94,673			—		135,366

Cash and cash equivalents, end of the year	$	448		$	30,901		$	66,945		$	—	$	98,294

OPPNEHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED DECEMBER 31, 2012


(Expressed in thousands)	Parent			Guarantor subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operations:
Net income (loss) for the year	$	(13,138	)	$	6,837		$	5,450		$	—	$	(851	)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization of office facilities and leasehold improvements		—			—			10,466			—		10,466
Deferred income taxes		—			—			(26,642	)		—		(26,642	)
Amortization of notes receivable		—			—			19,515			—		19,515
Amortization of debt issuance costs		639			—			—			—		639
Amortization of intangible assets		—			—			3,889			—		3,889
Amortization of mortgage servicing rights		—			—			3,200			—		3,200
Provision for (reversal of) credit losses		—			—			(292	)		—		(292	)
Share-based compensation expense		—			—			4,191			—		4,191
Reduction of excess of fair value of acquired assets over cost					(7,020	)		—			—		(7,020	)
Changes in operating assets and liabilities		18,551			31,959			(67,057	)		—		(16,547	)

Cash provided by (used in) continuing operations		6,052			31,776			(47,280	)		—		(9,452	)

Cash flows from investing activities
Purchase of office facilities		—			—			(14,739	)		—		(14,739	)

Cash used in investing activities		—			—			(14,739	)		—		(14,739	)

Cash flows from financing activities
Cash dividends paid on Class A non-voting and Class B voting common stock		(5,986	)		—			—			—		(5,986	)
Repurchase of Class A non-voting common stock for cancellation		(1,866	)		—			—			—		(1,866	)
Tax deficiency from share-based awards		(720	)		—			—			—		(720	)
Acquisition of non-controlling interest		—			(3,000	)		—			—		(3,000	)
Other financing activities		—			—			100,800			—		100,800

Cash flow provided by (used in) financing activities		(8,572	)		(3,000	)		100,800			—		89,228

Net increase (decrease) in cash and cash equivalents		(2,520	)		28,776			38,781			—		65,037
Cash and cash equivalents, beginning of the year		2,555			11,882			55,892			—		70,329

Cash and cash equivalents, end of the year	$	35		$	40,658		$	94,673		$	—	$	135,366

OPPNEHEIMER HOLDINGS INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED DECEMBER 31, 2011


(Expressed in thousands)	Parent			Guarantor subsidiaries			Non- Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operations:
Net income (loss) for the year	$	(8,216	)	$	4,306		$	16,527		$	—	$	12,617
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization of office facilities and leasehold improvements		—			—			11,899			—		11,899
Deferred income taxes		—			—			(745	)		—		(745	)
Amortization of notes receivable		—			—			19,699			—		19,699
Amortization of debt issuance costs		553			—			433			—		986
Amortization of intangible assets		—			—			5,390			—		5,390
Amortization of mortgage servicing rights		—			—			2,444			—		2,444
Provision for (reversal of) credit losses		—			—			(168	)		—		(168	)
Share-based compensation expense		—			—			1,100			—		1,100
Changes in operating assets and liabilities		(173,276	)		7,817			193,774			—		28,315

Cash provided by (used in) continuing operations		(180,939	)		12,123			250,353			—		81,537

Cash flows from investing activities
Acquisition, net of cash acquired
Purchase of office facilities		—			—			(5,192	)		—		(5,192	)

Cash used in investing activities		—			—			(5,192	)		—		(5,192	)

Cash flows from financing activities
Cash dividends paid on Class A non-voting and Class B voting common stock		(6,010	)		—			—			—		(6,010	)
Issuance of Class A non-voting common stock		337			—			—			—		337
Tax deficiency from share-based awards		(1,629	)		—			—			—		(1,629	)
Debt Issuance Cost		(4,565	)		—			—			—		(4,565	)
Issuance of senior secured note		200,000			—			—			—		200,000
Buy back of senior secured note		(5,000	)		—			—			—		(5,000	)
Repayments of subordinated note		—			—			(100,000	)		—		(100,000	)
Repayments of senior secured credit note		—			—			(22,503	)		—		(22,503	)
Other financing activities		—			—			(119,500	)		—		(119,500	)

Cash flow provided by (used in) financing activities		183,133			—			(242,003	)		—		(58,870	)

Net increase in cash and cash equivalents		2,194			12,123			3,158			—		17,475
Cash and cash equivalents, beginning of the year		361			(241	)		52,734			—		52,854

Cash and cash equivalents, end of the year	$	2,555		$	11,882		$	55,892		$	—	$	70,329