2 unchanged sentences
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)
−Removed: (Expressed in thousands, except number of shares and per share amounts) September 30, 2021 December 31, 2020 (1)
+Added: (Expressed in thousands, except number of shares and per share amounts) March 31, 2022 December 31, 2021
Cash and cash equivalents $ 47,453 $ 213,759
Deposits with clearing organizations 101,371 66,968
+Added: Restricted cash 127,781 127,765
Receivable from brokers, dealers and clearing organizations 209,437 169,902
Receivable from customers, net of allowance for credit losses of $ 3,311 ($ 3,326 in 2021)
+Added: 1,261,305 1,221,450
+Added: Securities purchased under agreements to resell — 935
Securities owned, including amounts pledged of $ 551,736 ($ 266,428 in 2021), at fair value
2 unchanged sentences
Furniture, equipment and leasehold improvements, net of accumulated depreciation of $ 94,745 ($ 92,785 in 2021)
+Added: 28,530 28,036
Right-of-use lease assets, net of accumulated amortization of $ 69,923 ($ 76,462 in 2021)
11 unchanged sentences
Accrued compensation 115,731 342,125
+Added: Income tax payable 13,158 13,536
Accounts payable and other liabilities 97,201 76,655
3 unchanged sentences
Deferred tax liabilities, net of deferred tax assets of $ 50,191 ($ 54,957 in 2021)
+Added: 47,254 44,016
Total liabilities 2,074,746 2,090,220
Commitments and contingencies (note 14)
+Added: Redeemable noncontrolling interests 127,765 127,765
Stockholders' equity
Share capital
−Removed: Class A non-voting common stock, par value $0.001 per share, 50,000,000 shares authorized, 12,515,734 and 12,381,778 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively
+Added: Class A non-voting common stock, par value $ 0.001 per share, 50,000,000 shares authorized, 12,156,174 and 12,447,036 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively
22,495 36,309
−Removed: Class B voting common stock, par value $0.001 per share, 99,665 shares authorized, issued and outstanding as of September 30, 2021 and December 31, 2020
+Added: Class B voting common stock, par value $ 0.001 per share, 99,665 shares authorized, issued and outstanding as of March 31, 2022 and December 31, 2021
22,628 36,442
2 unchanged sentences
Accumulated other comprehensive income 3,611 4,225
+Added: Total Oppenheimer Holdings Inc.
+Added: stockholders' equity 814,391 823,196
+Added: Noncontrolling interest 2,555 2,069
Total Stockholders' Equity 816,946 825,265
−Removed: Total liabilities and stockholders' equity $ 2,891,400 $ 2,713,903
−Removed: (1) Certain prior period amounts have been reclassified to conform to the current period presentation.
+Added: Total Liabilities, Redeemable Noncontrolling Interests and Stockholders' Equity $ 3,019,457 $ 3,043,250
The accompanying notes are an integral part of these condensed consolidated financial statements.
2 unchanged sentences
For the Three Months Ended
−Removed: September 30, For the Nine Months Ended
−Removed: September 30,
(Expressed in thousands, except number of shares and per share amounts) 2022 2021
17 unchanged sentences
Net income $ 9,778 $ 38,658
−Removed: Earnings per share
+Added: Net income attributable to noncontrolling interest, net of tax 486 —
+Added: Net income attributable to Oppenheimer Holdings Inc.
+Added: $ 9,292 $ 38,658
+Added: Earnings per share attributable to Oppenheimer Holdings Inc.
Basic $ 0.75 $ 3.07
Diluted $ 0.69 $ 2.91
−Removed: Weighted average shares
+Added: Weighted average shares outstanding
Basic 12,467,632 12,579,130
4 unchanged sentences
For the Three Months Ended
−Removed: September 30, For the Nine Months Ended
−Removed: September 30,
(Expressed in thousands) 2022 2021
3 unchanged sentences
Comprehensive income 9,164 37,822
+Added: Less net income attributable to noncontrolling interests 486 —
+Added: Comprehensive income attributable to Oppenheimer Holdings Inc.
+Added: $ 8,678 $ 37,822
The accompanying notes are an integral part of these condensed consolidated financial statements.
2 unchanged sentences
For the Three Months Ended
−Removed: September 30, For the Nine Months Ended
−Removed: September 30,
(Expressed in thousands, except per share amounts) 2022 2021
18 unchanged sentences
Balance at end of period 3,611 2,612
+Added: Total Oppenheimer Holdings Inc.
+Added: stockholders' equity $ 814,391 $ 719,740
+Added: Noncontrolling interest
+Added: Balance at beginning of period 2,069 —
+Added: Net income attributable to non-controlling interest 486 —
+Added: Balance at end of period 2,555 —
Total stockholders' equity $ 816,946 $ 719,740
+Added: Redeemable Noncontrolling Interests
+Added: Balance at beginning of period 127,765 —
+Added: Contributions during the year — —
+Added: Balance at end of period $ 127,765 $ —
Dividends paid per share $ 0.15 $ 0.12
+Added: (1) Attributable to Oppenheimer Holdings Inc.
The accompanying notes are an integral part of these condensed consolidated financial statements.
1 unchanged sentence
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
−Removed: FOR THE NINE MONTHS ENDED SEPTEMBER 30,
+Added: FOR THE THREE MONTHS ENDED MARCH 31,
(Expressed in thousands) 2022 2021
1 unchanged sentence
Net income $ 9,778 $ 38,658
−Removed: Adjustments to reconcile net income to net cash provided by operating activities
+Added: Adjustments to reconcile net income to net cash (used in)/provided by operating activities
Non-cash items included in net income:
3 unchanged sentences
Amortization of debt issuance costs 63 62
−Removed: Write-off of debt issuance costs — 341
Provision for credit losses 5 1,509
1 unchanged sentence
Amortization of right-of-use lease assets 6,570 6,501
−Removed: Gain on repurchase of senior secured notes — ( 86 )
Decrease (increase) in operating assets:
2 unchanged sentences
Receivable from customers ( 39,860 ) ( 43,173 )
+Added: Securities purchased under agreements to resell 935 ( 25,937 )
Securities owned ( 54,542 ) 5,187
8 unchanged sentences
Accrued compensation ( 226,483 ) ( 99,101 )
+Added: Income tax payable ( 378 ) 6,050
Accounts payable and other liabilities 15,106 9,858
−Removed: Cash provided by/(used in) operating activities 135,188 ( 148,383 )
+Added: Cash (used in)/provided by operating activities ( 152,146 ) 7,268
Cash flows from investing activities
Purchase of furniture, equipment and leasehold improvements ( 2,490 ) ( 999 )
−Removed: Proceeds from the settlement of Company-owned life insurance 2,001 —
Cash used in investing activities ( 2,490 ) ( 999 )
1 unchanged sentence
Cash dividends paid on Class A non-voting and Class B voting common stock ( 1,895 ) ( 1,506 )
−Removed: Issuance of Class A non-voting common stock 58 34
Repurchase of Class A non-voting common stock for cancellation ( 16,158 ) —
Payments for employee taxes withheld related to vested share-based awards ( 2,251 ) ( 4,720 )
−Removed: Issuance of senior secured notes — 125,000
−Removed: Redemption of senior secured notes — ( 148,574 )
−Removed: Repurchase of senior secured notes — ( 1,426 )
Debt issuance costs — ( 22 )
−Removed: Debt redemption costs — ( 2,507 )
−Removed: (Decrease)/increase in bank call loans, net ( 9,700 ) 156,900
−Removed: Cash (used in)/provided by financing activities ( 24,281 ) 104,621
−Removed: Net increase/(decrease) in cash and cash equivalents 105,395 ( 47,470 )
−Removed: Cash and cash equivalents, beginning of period 35,424 79,550
−Removed: Cash and cash equivalents, end of period $ 140,819 $ 32,080
+Added: Increase/(decrease) in bank call loans, net 8,650 ( 6,900 )
+Added: Cash used in financing activities ( 11,654 ) ( 13,148 )
+Added: Net decrease in cash, cash equivalents and restricted cash ( 166,290 ) ( 6,879 )
+Added: Cash, cash equivalents and restricted cash, beginning of period 341,524 35,424
+Added: Cash, cash equivalents and restricted cash, end of period $ 175,234 $ 28,545
+Added: Reconciliation of cash, cash equivalents and restricted cash within the condensed consolidated balance sheets:
+Added: Cash and cash equivalents $ 47,453 $ 28,545
+Added: Restricted cash 127,781 —
+Added: Total cash, cash equivalents and restricted cash $ 175,234 $ 28,545
Schedule of non-cash financing activities
3 unchanged sentences
Cash paid during the period for income taxes, net $ 1,675 $ 797
−Removed: (1) Certain prior period amounts have been reclassified to conform to the current period presentation.
The accompanying notes are an integral part of these condensed consolidated financial statements.
16 unchanged sentences
("Freedom"), a registered broker dealer in securities, which provides discount brokerage services, and Oppenheimer Israel (OPCO) Ltd., which is engaged in offering investment services in the State of Israel.
−Removed: Oppenheimer holds a trading permit on the New York Stock Exchange and is a member of several other regional exchanges in the United States.
+Added: Oppenheimer holds a trading permit on the New York Stock Exchange.
Summary of significant accounting policies and estimates
9 unchanged sentences
Although these estimates are based on management's knowledge of current events and actions that the Company may undertake in the future, actual results may differ materially from the estimates.
−Removed: The condensed consolidated results of operations for the nine-month period ended September 30, 2021 are not necessarily indicative of the results to be expected for any future interim or annual period.
+Added: The condensed consolidated results of operations for the three-month period ended March 31, 2022 are not necessarily indicative of the results to be expected for any future interim or annual period.
On January 30, 2020, the spread of the novel coronavirus ("COVID-19") was declared a Public Health Emergency of International Concern by the World Health Organization ("WHO").
4 unchanged sentences
Notes to Condensed Consolidated Financial Statements (unaudited)
−Removed: The Company has reviewed the assumptions on which it values its goodwill, as well as valuation allowances on certain assets and the collectability of its receivables as of September 30, 2021, which did not result in any impairment or write-off.
+Added: The Company has reviewed the assumptions on which it values its goodwill, as well as valuation allowances on certain assets and the collectability of its receivables as of March 31, 2022, which did not result in any impairment or write-off.
+Added: Oppenheimer Acquisition Corp.
+Added: On October 26, 2021, Oppenheimer Acquisition Corp.
+Added: I (“OHAA”) consummated its $ 126.5 million initial public offering (the “OHAA IPO”).
+Added: OHAA is a special purpose acquisition company, incorporated in Delaware for the purpose of entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (a “Business Combination”).
+Added: Oppenheimer Acquisition LLC I (the “Sponsor”), a Delaware series limited liability company and the Company’s subsidiary, is the sponsor of OHAA.
+Added: The Company and its employees control OHAA through the Sponsor’s ownership of Class A founder shares of OHAA.
+Added: As a result, both OHAA and the Sponsor are consolidated in the Company’s financial statements.
+Added: Funds totaling $ 127.8 million, including proceeds from the OHAA IPO of $ 126.5 million and $ 1.3 million in investment from the Sponsor, are held in a trust account until the earlier of (i) the completion of a Business Combination or (ii) ten business days after April 29, 2023, 18 months from the closing of the OHAA IPO (“Combination Period”).
+Added: The cash held in the trust account is recorded in “Restricted Cash” on the consolidated balance sheet.
+Added: Transaction costs, which consisted of a net underwriting fee of $ 2.5 million and $ 0.5 million of other offering costs, were charged during fourth quarter of 2021 against the gross proceeds of the OHAA IPO consistent with SEC Staff Accounting Bulletin (SAB) Topic 5.
+Added: “Redeemable noncontrolling interests” of $ 127.8 million associated with the publicly held OHAA Class A ordinary shares are recorded on the Company’s consolidated balance sheet as of March 31, 2022 at redemption value and classified as temporary equity in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity”.
+Added: Changes in redemption value are recognized immediately as they occur and will adjust the carrying value of redeemable noncontrolling interests to equal the redemption value at the end of each reporting period.
+Added: Increases or decreases in the carrying amount of redeemable noncontrolling interests shall be affected by charges to additional paid-in-capital and noncontrolling interests attributable to certain members of the Sponsor on a pro rata ownership basis.
+Added: The public warrants and private warrants exercisable for OHAA Class A ordinary shares that were issued in connection with the OHAA IPO (the “OHAA Warrants”) qualify for equity accounting treatment under FASB ASC Topic 815.
+Added: Oppenheimer Principal Investments LLC
+Added: Oppenheimer Principal Investments LLC ("OPI") is a Delaware special purpose "Series" limited liability company formed in December 2020 and designed to retain and reward talented employees of the Company, primarily in connection with the deployment of Company capital into successful private market investments, and also in connection with the Company's receipt of non-cash compensation from investment banking assignments.
+Added: OPI is designed to promote alignment of Company, client and employee interests as they relate to profitable investment opportunities.
+Added: This program acts as an incentive for senior employees to identify attractive private investments for the Company and its clients, and as a retention tool for key employees of the Company.
+Added: OPI treats its members as partners for tax purposes generally and with respect to the separate Series formed to participate in (i) the incentive fees generated by successful client investments in the Company's Private Market Opportunities program, or (ii) principal investments made by the Company or a portion of the gains thereon, either through the outright purchase of an investment or consideration earned in lieu of an investment banking fee or other transaction fee.
+Added: Employees who become members of a Series receive a "profit interest", as that term is used in IRS regulations, and receive an allocation of capital appreciation of the investment held by the particular Series that exceeds a threshold amount established for each Series.
+Added: Participating employees are also subject to vesting and forfeiture requirements for each Series investment.
+Added: The Company’s policy is to consolidate those entities where it owns the majority voting interests.
+Added: The Company owns the majority voting interest of OPI through Oppenheimer Alternative Investment Management (“OAIM”), the managing member of OPI and a subsidiary of OAM.
+Added: Pursuant to the Company’s policy for consolidation, the Company consolidates OPI.
+Added: OPPENHEIMER HOLDINGS INC.
+Added: Notes to Condensed Consolidated Financial Statements (unaudited)
+Added: Noncontrolling Interests
+Added: Noncontrolling interests represents ownership interests in the Sponsor of OHAA which includes OHAA Class A founder and Class A ordinary shares held by management and employees of the Company as well as OHAA Class B shares held by directors and officers of OHAA and an employee of the Company.
+Added: Noncontrolling interests also include publicly held warrants to purchase OHAA Class A ordinary shares.
+Added: Additionally, noncontrolling interests also includes the profits allocated to employees who have profit interests in OPI's Series.
+Added: Restricted Cash
+Added: Restricted cash represents OHAA deposits held in trust as indicated above.
Financial Instruments - Credit Losses
−Removed: On January 1, 2020, the Company adopted ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326):
−Removed: Measurement of Credit Losses on Financial Instruments", which replaces the incurred loss methodology with a current expected credit loss ("CECL") methodology.
−Removed: The Company elected the modified retrospective method that did not result in a cumulative effect adjustment at the date of adoption.
The Company can elect to use an approach to measure the allowance for credit losses using the fair value of collateral where the borrower is required to, and reasonably expected to, continually adjust and replenish the amount of collateral securing the instrument to reflect changes in the fair value of such collateral.
2 unchanged sentences
See note 9 for details.
−Removed: As of September 30, 2021, the Company had $ 55.1 million of notes receivable ($ 46.2 million as of December 31, 2020).
+Added: As of March 31, 2022, the Company had $ 57.9 million of notes receivable ($ 54.0 million as of December 31, 2021).
Notes receivable represents recruiting and retention payments generally in the form of upfront loans to financial advisors and key revenue producers as part of the Company's overall growth strategy.
7 unchanged sentences
The expected loss rate is based on historical collection rates of defaulted notes.
−Removed: The expected loss rate is adjusted for changes in environmental and market conditions such as changes in unemployment rates, changes in interest rates and other relevant factors.
−Removed: For the three and nine months ended September 30, 2021 no adjustments were made to the expected loss rates.
+Added: The expected loss rate is adjusted for changes in market conditions such as changes in unemployment rates, changes in interest rates and other relevant factors.
+Added: For the three months ended March 31, 2022 no adjustments were made to the expected loss rates.
The Company will continuously monitor the effect of these factors on the expected loss rate and adjust it as necessary.
The allowance is measured on a pool basis as the Company has determined that the entire defaulted portion of notes receivable has similar risk characteristics.
−Removed: As of September 30, 2021, the uncollected balance of defaulted notes was $ 6.4 million and the allowance for uncollectibles was $ 4.7 million.
−Removed: The allowance for uncollectibles consisted of $ 3.5 million related to defaulted notes balances (five years and older) and $ 1.2 million (under five years).
+Added: As of March 31, 2022, the uncollected balance of defaulted notes was $ 7.6 million and the allowance for uncollectibles was $ 5.2 million.
+Added: The allowance for uncollectibles consisted of $ 3.5 million related to defaulted notes balances (five years and older) and $ 1.7 million related to defaulted notes balances (under five years).
OPPENHEIMER HOLDINGS INC.
Notes to Condensed Consolidated Financial Statements (unaudited)
−Removed: The following table presents the disaggregation of defaulted notes by year of origination as of September 30, 2021:
+Added: The following table presents the disaggregation of defaulted notes by year of default as of March 31, 2022:
(Expressed in thousands)
−Removed: As of September 30, 2021
+Added: As of March 31, 2022
2017 and prior 3,567
Total $ 7,587
−Removed: The following table presents activity in the allowance for uncollectibles of defaulted notes for the three and nine months ended
−Removed: September 30, 2021 and 2020:
+Added: The following table presents activity in the allowance for uncollectibles of defaulted notes for the three months ended
+Added: March 31, 2022 and 2021:
(Expressed in thousands)
For the Three Months Ended
−Removed: September 30, For the Nine Months Ended
−Removed: 2021 2020 2021 2020
Beginning balance $ 4,923 $ 4,234
2 unchanged sentences
The Company and its subsidiaries have operating leases for office space and equipment expiring at various dates through 2034.
−Removed: The Company leases its corporate headquarters at 85 Broad Street, New York, New York that houses its executive management team and many administrative functions for the firm as well as its research, trading, investment banking, and asset management divisions and an office in Troy, Michigan, which among other things, houses its payroll and human resources departments.
+Added: The Company leases its corporate headquarters at 85 Broad Street, New York, New York which houses its executive management team and many administrative functions for the firm as well as its research, trading, investment banking, and asset management divisions and an office in Troy, Michigan, which among other things, houses its payroll and human resources departments.
In addition, the Company has 93 retail branch offices in the United States as well as offices in London, England, St.
10 unchanged sentences
Notes to Condensed Consolidated Financial Statements (unaudited)
−Removed: As of September 30, 2021, the Company had right-of-use operating lease assets of $ 154.9 million (net of accumulated amortization of $ 69.8 million) which are comprised of real estate leases of $ 152.6 million (net of accumulated amortization of $ 64.7 million) and equipment leases of $ 2.3 million (net of accumulated amortization of $ 5.1 million).
−Removed: As of September 30, 2021, the Company had operating lease liabilities of $ 197.5 million which are comprised of real estate lease liabilities of $ 195.2 million and equipment lease liabilities of $ 2.3 million.
−Removed: As of September 30, 2021, the Company had not made any cash payments for amounts included in the measurement of operating lease liabilities or right-of-use assets obtained in exchange for operating lease obligations.
−Removed: The Company had no finance leases or embedded leases as of September 30, 2021.
+Added: As of March 31, 2022, the Company had right-of-use operating lease assets of $ 151.2 million (net of accumulated amortization of $ 69.9 million) which are comprised of real estate leases of $ 148.6 million (net of accumulated amortization of $ 67.5 million) and equipment leases of $ 2.6 million (net of accumulated amortization of $ 2.4 million).
+Added: As of March 31, 2022, the Company had operating lease liabilities of $ 194.1 million which are comprised of real estate lease liabilities of $ 191.5 million and equipment lease liabilities of $ 2.6 million.
+Added: The Company had no finance leases or embedded leases as of March 31, 2022.
As most of the Company's leases do not provide an implicit rate, the Company uses the incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments.
1 unchanged sentence
The Company used the incremental borrowing rate as of the lease commencement date for the operating leases that commenced subsequent to January 1, 2019.
−Removed: The following table presents the weighted average lease term and weighted average discount rate for the Company's operating leases as of September 30, 2021 and December 31, 2020, respectively:
−Removed: September 30, 2021 December 31, 2020
+Added: The following table presents the weighted average lease term and weighted average discount rate for the Company's operating leases as of March 31, 2022 and December 31, 2021, respectively:
+Added: March 31, 2022 December 31, 2021
Weighted average remaining lease term (in years) 7.23 7.38
Weighted average discount rate 6.79 % 6.89 %
−Removed: The following table presents operating lease costs recognized for the three and nine months ended September 30, 2021 and September 30, 2020, respectively, which are included in occupancy and equipment costs on the condensed consolidated income statements:
+Added: The following table presents operating lease costs recognized for the three months ended March 31, 2022 and March 31, 2021, respectively, which are included in occupancy and equipment costs on the condensed consolidated income statements:
(Expressed in thousands)
For the Three Months Ended
−Removed: September 30, For the Nine Months Ended
−Removed: September 30,
−Removed: 2021 2020 2021 2020
Operating lease costs:
3 unchanged sentences
Equipment leases - Interest expense 32 39
−Removed: OPPENHEIMER HOLDINGS INC.
−Removed: Notes to Condensed Consolidated Financial Statements (unaudited)
−Removed: The maturities of lease liabilities as of September 30, 2021 and December 31, 2020 are as follows:
+Added: The maturities of lease liabilities as of March 31, 2022 and December 31, 2021 are as follows:
(Expressed in thousands)
−Removed: September 30, 2021 December 31, 2020
+Added: March 31, 2022 December 31, 2021
2022 $ 31,884 $ 41,696
7 unchanged sentences
Present value of lease liabilities $ 194,102 $ 192,019
−Removed: As of September 30, 2021, the Company had $ 1.8 million of additional operating leases that have not yet commenced ($ 19.2 million as of December 31, 2020).
+Added: OPPENHEIMER HOLDINGS INC.
+Added: Notes to Condensed Consolidated Financial Statements (unaudited)
+Added: As of March 31, 2022, the Company had $ 15.9 million of additional operating leases that have not yet commenced ($ 16.2 million as of December 31, 2021).
Revenue from contracts with customers
11 unchanged sentences
Commissions from Sales and Trading — The Company earns commission revenue by executing, settling and clearing transactions with clients primarily in exchange-traded and over-the-counter corporate equity and debt securities, money market instruments and exchange-traded options and futures contracts.
−Removed: A substantial portion of Company's revenue is derived from commissions from private clients through accounts with transaction-based pricing.
+Added: A substantial portion of the Company's revenue is derived from commissions from private clients through accounts with transaction-based pricing.
Trade execution and clearing services, when provided together, represent a single performance obligation, as the services are not separately identifiable in the context of the contract.
Commission revenue associated with combined trade execution and clearing services, as well as trade execution services on a standalone basis, is recognized at a point in time on trade date when the performance obligation is satisfied.
−Removed: OPPENHEIMER HOLDINGS INC.
−Removed: Notes to Condensed Consolidated Financial Statements (unaudited)
Commission revenue is generally paid on settlement date, which is generally two business days after trade date for equity securities and corporate bond transactions and one day for government securities, options and commodities transactions.
The Company records a receivable on the trade date and receives a payment on the settlement date.
−Removed: Mutual Fund Income — The Company earns mutual fund income for sales and distribution of mutual fund shares.
−Removed: Many mutual fund companies pay distribution fees to intermediaries, such as broker-dealers, for selling their shares.
−Removed: The fees are operational expenses of the mutual fund and are included in its expense ratio.
+Added: Mutual Fund Income — The Company earns mutual fund income for sales and distribution of mutual fund shares, which consists of a fixed fee amount and a variable amount.
The Company recognizes mutual fund income at a point in time on trade date when the performance obligation is satisfied which is when the mutual fund interest is sold to the investor.
+Added: The ongoing distribution fees for distributing investment products from mutual fund companies are generally considered variable consideration because they are based on the value of AUM and are uncertain on trade date.
+Added: The Company recognizes distribution fees over the investment period as the amounts become known and the portion recognized in the current period may relate to distribution services performed in prior periods.
Mutual fund income is generally received within 90 days.
Advisory Fees
−Removed: The Company earns management and performance (or incentive) fees in connection with the advisory and asset management services it provides to various types of funds and investment vehicles through its subsidiaries.
−Removed: Management fees are generally based on the account value at the valuation date per the respective asset management agreements and are recognized over time as the customer receives the benefits of the services evenly throughout the term of the contract.
+Added: The Company earns management and performance (or incentive) fees in connection with the advisory and asset management services it provides to various types of funds, asset-based programs and investment vehicles through its subsidiaries.
+Added: Management fees are generally based on the account value at the valuation date per the respective asset management agreements and are recognized over time as the customer receives the benefits of the services evenly throughout the term of the
+Added: OPPENHEIMER HOLDINGS INC.
+Added: Notes to Condensed Consolidated Financial Statements (unaudited)
Performance fees are recognized when the return on client AUM exceeds a specified benchmark return or other performance targets over a 12-month measurement period are met.
7 unchanged sentences
Transaction-related expenses, primarily consisting of legal, travel and other costs directly associated with the transaction, are deferred and recognized in the same period as the related investment banking transaction revenue.
−Removed: Underwriting revenues and related expenses are presented gross on the condensed consolidated income statements.
+Added: Underwriting revenues and related expenses are presented gross on the consolidated income statements.
Revenue from financial advisory services includes fees generated in connection with mergers, acquisitions and restructuring transactions and such revenue and fees are primarily recorded at a point in time when services for the transactions are completed and income is reasonably determinable, generally as set forth under the terms of the engagement.
8 unchanged sentences
Disaggregation of Revenue
−Removed: The following presents the Company's revenue from contracts with customers disaggregated by major business activity and other sources of revenue for the three and nine months ended September 30, 2021 and 2020:
−Removed: (Expressed in thousands) For the Three Months Ended September 30, 2021
−Removed: Reportable Segments
−Removed: Private Client Asset Management Capital Markets Corporate/Other Total
−Removed: Revenue from contracts with customers:
−Removed: Commissions from sales and trading $ 42,214 $ — $ 39,535 $ ( 2 ) $ 81,747
−Removed: Mutual fund income 9,134 — 2 6 9,142
−Removed: Advisory fees 89,849 26,890 — 12 116,751
−Removed: Investment banking - capital markets 5,599 — 29,488 — 35,087
−Removed: Investment banking - advisory — — 51,814 — 51,814
−Removed: Bank deposit sweep income 3,909 — — — 3,909
−Removed: Other 2,765 — 196 10 2,971
−Removed: Total revenue from contracts with customers 153,470 26,890 121,035 26 301,421
−Removed: Other sources of revenue:
−Removed: Interest 7,624 — 1,631 85 9,340
−Removed: Principal transactions, net ( 189 ) — 5,804 ( 1,121 ) 4,494
−Removed: Other ( 41 ) 4 115 9 87
−Removed: Total other sources of revenue 7,394 4 7,550 ( 1,027 ) 13,921
−Removed: Total revenue $ 160,864 $ 26,894 $ 128,585 $ ( 1,001 ) $ 315,342
−Removed: (Expressed in thousands) For the Three Months Ended September 30, 2020
−Removed: Reportable Segments
−Removed: Private Client Asset Management Capital Markets Corporate/Other Total
−Removed: Revenue from contracts with customers:
−Removed: Commissions from sales and trading $ 40,742 $ — $ 43,389 $ 3 $ 84,134
−Removed: Mutual fund income 8,097 — 2 8 8,107
−Removed: Advisory fees 67,949 20,634 — 12 88,595
−Removed: Investment banking - capital markets 3,962 — 31,577 — 35,539
−Removed: Investment banking - advisory — — 30,706 — 30,706
−Removed: Bank deposit sweep income 4,619 — — — 4,619
−Removed: Other 5,720 — 32 9 5,761
−Removed: Total revenue from contracts with customers 131,089 20,634 105,706 32 257,461
−Removed: Other sources of revenue:
−Removed: Interest 5,939 ( 5 ) 1,539 67 7,540
−Removed: Principal transactions, net 1,223 — 6,357 123 7,703
−Removed: Other 2,846 3 687 19 3,555
−Removed: Total other sources of revenue 10,008 ( 2 ) 8,583 209 18,798
−Removed: Total revenue $ 141,097 $ 20,632 $ 114,289 $ 241 $ 276,259
−Removed: OPPENHEIMER HOLDINGS INC.
−Removed: Notes to Condensed Consolidated Financial Statements (unaudited)
−Removed: (Expressed in thousands) For the Nine Months Ended September 30, 2021
+Added: The following presents the Company's revenue from contracts with customers disaggregated by major business activity and other sources of revenue for the three months ended March 31, 2022 and 2021:
+Added: (Expressed in thousands) For the Three Months Ended March 31, 2022
Reportable Segments
2 unchanged sentences
Commissions from sales and trading $ 43,355 $ — $ 46,636 $ 11 $ 90,002
−Removed: Mutual fund income 27,575 — 6 87 27,668
+Added: Mutual fund and insurance income 8,322 — 5 ( 8 ) 8,319
Advisory fees 88,527 27,113 117 9 115,766
10 unchanged sentences
Total revenue $ 150,847 $ 27,117 $ 85,051 $ 3,013 $ 266,028
−Removed: (Expressed in thousands) For the Nine Months Ended September 30, 2020
+Added: (Expressed in thousands) For the Three Months Ended March 31, 2021
Reportable Segments
2 unchanged sentences
Commissions from sales and trading $ 48,398 $ — $ 55,800 $ ( 3 ) $ 104,195
−Removed: Mutual fund income 26,414 3 7 15 26,439
+Added: Mutual fund and insurance income 9,198 — 2 76 9,276
Advisory fees 80,254 24,227 3 12 104,496
16 unchanged sentences
Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied.
−Removed: The Company had receivables related to revenue from contracts with customers of $ 28.9 million and $ 30.8 million at September 30, 2021 and December 31, 2020, respectively.
−Removed: The Company had no significant impairments related to these receivables during the three and nine months ended September 30, 2021.
+Added: The Company had receivables related to revenue from contracts with customers of $ 28.0 million and $ 37.2 million at March 31, 2022 and December 31, 2021, respectively.
+Added: The Company had no significant impairments related to these receivables during the three months ended March 31, 2022.
Deferred revenue relates to IRA fees received annually in advance on customers' IRA accounts managed by the Company and retainer fees and other fees earned from certain advisory transactions where the performance obligations have not yet been satisfied.
−Removed: Total deferred revenue was $ 887,000 and $ 613,000 at September 30, 2021 and December 31, 2020, respectively.
−Removed: The following presents the Company's contract assets and deferred revenue balances from contracts with customers, which are included in other assets and other liabilities, respectively, on the condensed consolidated balance sheet:
+Added: Total deferred revenue was $ 180,000 and $ 235,000 at March 31, 2022 and December 31, 2021, respectively.
+Added: The following presents the Company's contract assets and deferred revenue balances from contracts with customers, which are included in other assets and other liabilities, respectively, on the consolidated balance sheet:
(Expressed in thousands) As of
−Removed: September 30, 2021
+Added: March 31, 2022
December 31, 2021
6 unchanged sentences
Investment banking fees (5)
−Removed: 11,693 16,119
Other 2,945 5,195
10 unchanged sentences
obligations have not yet been satisfied.
−Removed: (7) Fee received in advance on an annual basis.
OPPENHEIMER HOLDINGS INC.
6 unchanged sentences
For the Three Months Ended
−Removed: September 30, For the Nine Months Ended
−Removed: September 30,
−Removed: 2021 2020 2021 2020
Basic weighted average number of shares outstanding 12,467,632 12,579,130
2 unchanged sentences
Diluted weighted average number of shares outstanding 13,499,334 13,299,243
−Removed: Net income $ 26,250 $ 15,639 $ 96,067 $ 41,106
−Removed: Earnings per share
+Added: Net income attributable to Oppenheimer Holdings Inc.
+Added: $ 9,292 $ 38,658
+Added: Earnings per share attributable to Oppenheimer Holdings Inc.
Basic $ 0.75 $ 3.07
Diluted $ 0.69 $ 2.91
−Removed: For the three and nine months ended September 30, 2021, there was no Class A Stock granted under share-based compensation arrangements
−Removed: that were anti-dilutive.
−Removed: For the three and nine months ended September 30, 2020, the diluted net income per share computation did not include
−Removed: the anti-dilutive effect of 10,770 shares of Class A Stock granted under share-based compensation arrangements.
+Added: (1) For the three months ended March 31, 2022 and March 31, 2021, there was no Class A Stock granted under share-based compensation arrangements that were anti-dilutive.
Receivable from and payable to brokers, dealers and clearing organizations
(Expressed in thousands)
−Removed: September 30, 2021 December 31, 2020
+Added: March 31, 2022 December 31, 2021
Receivable from brokers, dealers and clearing organizations consists of:
Securities borrowed $ 98,276 $ 99,752
−Removed: Receivables from brokers 34,143 30,133
+Added: Receivable from brokers 38,165 39,716
Securities failed to deliver 37,028 9,212
4 unchanged sentences
Securities loaned $ 300,323 $ 244,223
−Removed: Payable to brokers 15,379 4,102
Securities failed to receive 18,614 6,457
+Added: Payable to brokers 566 2,077
+Added: Clearing organizations and other (1)
Total $ 319,503 $ 422,057
+Added: (1) The balance at December 31, 2021 primarily related to a trade/settlement date adjustment for U.S.
+Added: Government Securities.
OPPENHEIMER HOLDINGS INC.
10 unchanged sentences
Callable agency issued debt securities are valued by benchmarking model-derived prices to quoted market prices and trade data for identical or comparable securities.
−Removed: The fair value of mortgage pass-through securities is model driven with respect to spreads of the comparable to-be-announced ("TBA") security.
+Added: The fair value of mortgage pass-through securities are model driven with respect to spreads of the comparable to-be-announced ("TBA") security.
Sovereign Obligations
16 unchanged sentences
Auction Rate Securities ("ARS")
−Removed: In February 2010, Oppenheimer finalized settlements with each of the New York Attorney General's office ("NYAG") and the Massachusetts Securities Division ("MSD") and, together (the "Regulators") concluding proceedings by the Regulators concerning Oppenheimer's marketing and sale of ARS.
+Added: In February 2010, Oppenheimer finalized settlements with each of the New York Attorney General's office ("NYAG") and the Massachusetts Securities Division ("MSD" and, together with the NYAG, the "Regulators") concluding proceedings by the Regulators concerning Oppenheimer's marketing and sale of ARS.
Pursuant to the settlements with the Regulators, Oppenheimer agreed to extend offers to repurchase ARS from certain of its clients.
−Removed: As of September 30, 2021, the Company has completed its ARS purchase obligations related to the settlements with the Regulators.
+Added: As of September 30, 2021, the Company had completed its ARS purchase obligations related to the settlements with the Regulators.
In addition to the settlements with the Regulators, Oppenheimer had also reached settlements of and received adverse awards in legal proceedings with various clients where the Company was obligated to purchase ARS.
−Removed: As of September 30, 2021, the Company no longer had any obligations to purchase ARS from such legal settlements or adverse awards.
−Removed: As of September 30, 2021, the Company owned $ 31.8 million of ARS.
+Added: As of March 31, 2022, the Company no longer had any obligations to purchase ARS from such legal settlements or adverse awards.
+Added: As of March 31, 2022, the Company owned $ 31.8 million of ARS.
This amount represents the unredeemed or unsold amount that the Company holds as a result of ARS buybacks pursuant to the settlements with the Regulators and legal settlements and awards referred to above.
4 unchanged sentences
In such cases, other valuation techniques might be necessary.
−Removed: As of September 30, 2021, the Company had a valuation adjustment totaling $ 5.2 million relating to ARS owned (which is included as a reduction to securities owned on the condensed consolidated balance sheet).
+Added: As of March 31, 2022, the Company had a valuation adjustment totaling $ 5.2 million relating to ARS owned (which is included as a reduction to securities owned on the condensed consolidated balance sheet).
In its role as general partner in certain hedge funds and private equity funds, the Company, through its subsidiaries, holds direct investments in such funds.
The Company uses the net asset value of the underlying fund as a basis for estimating the fair value of its investment.
−Removed: The following table provides information about the Company's investments in Company-sponsored funds as of September 30, 2021:
+Added: The following table provides information about the Company's investments in Company-sponsored funds as of March 31, 2022:
(Expressed in thousands)
25 unchanged sentences
(1) Includes investments in hedge funds and hedge fund of funds that pursue long/short, event-driven, and activist strategies.
−Removed: (2) Includes private equity funds and private equity fund of funds with a focus on diversified portfolios, real estate and
−Removed: global natural resources.
+Added: (2) Includes private equity funds and private equity fund of funds with diversified portfolios focusing on but not
+Added: limited to technology companies, venture capital and global natural resources.
During 2020, the Company made an investment in a financial technologies firm.
1 unchanged sentence
The Company determined the fair value of the investment based on an implied market-multiple approach and observable market data, including comparable company transactions.
−Removed: As of September 30, 2021, the fair value of the investment was $ 4.8 million and was categorized in Level 2 of the fair value hierarchy.
+Added: As of March 31, 2022, the fair value of the investment was $ 4.8 million and was categorized in Level 2 of the fair value hierarchy.
Assets and Liabilities Measured at Fair Value
−Removed: The Company's assets and liabilities, recorded at fair value on a recurring basis as of September 30, 2021 and December 31, 2020, have been categorized based upon the above fair value hierarchy as follows:
+Added: The Company's assets and liabilities, recorded at fair value on a recurring basis as of March 31, 2022 and December 31, 2021, have been categorized based upon the above fair value hierarchy as follows:
OPPENHEIMER HOLDINGS INC.
Notes to Condensed Consolidated Financial Statements (unaudited)
−Removed: Assets and liabilities measured at fair value on a recurring basis as of September 30, 2021 :
+Added: Assets and liabilities measured at fair value on a recurring basis as of March 31, 2022 :
(Expressed in thousands)
−Removed: Fair Value Measurements as of September 30, 2021
+Added: Fair Value Measurements as of March 31, 2022
Level 1 Level 2 Level 3 Total
9 unchanged sentences
Corporate equities 35,254 — — 35,254
−Removed: Money markets 794 — — 794
Auction rate securities — — 31,804 31,804
Securities owned, at fair value 589,569 67,673 31,804 689,046
−Removed: Investment (1)
+Added: Investments (1)
— 13,934 — 13,934
Derivative contracts:
−Removed: TBAs — 526 — 526
Derivative contracts, total — 6 — 6
3 unchanged sentences
Agency securities — 5 — 5
+Added: Sovereign obligations — 4,171 — 4,171
Corporate debt and other obligations — 5,805 — 5,805
−Removed: Mortgage and other asset-backed securities — 4 — 4
Convertible bonds — 6,741 — 6,741
26 unchanged sentences
Securities owned, at fair value 551,286 51,414 31,804 634,504
−Removed: Investment (1)
+Added: Investments (1)
— 12,970 — 12,970
5 unchanged sentences
Agency securities — 4 — 4
−Removed: Sovereign obligations — 623 — 623
Corporate debt and other obligations — 2,515 — 2,515
4 unchanged sentences
Futures 287 — — 287
−Removed: ARS purchase commitments — — 195 195
+Added: TBAs — 81 — 81
Derivative contracts, total 287 81 — 368
3 unchanged sentences
Notes to Condensed Consolidated Financial Statements (unaudited)
−Removed: The following tables present changes in Level 3 assets and liabilities measured at fair value on a recurring basis for the three and nine months ended September 30, 2021 and 2020:
−Removed: (Expressed in thousands)
−Removed: Level 3 Assets and Liabilities
−Removed: For the Three Months Ended September 30, 2021
−Removed: Total Realized
−Removed: Beginning and Unrealized Purchases Sales and Transfers Ending
−Removed: Balance Losses (3)(4)
−Removed: and Issuances Settlements In (Out) Balance
−Removed: Auction rate securities (1)
−Removed: $ 31,422 $ ( 68 ) $ 450 $ — $ — $ 31,804
−Removed: ARS Purchase Commitments (2)
−Removed: 66 — — ( 66 ) — —
−Removed: (1) Represents auction rate securities that failed in the auction rate market.
−Removed: (2) Represents the difference in principal and fair value for auction rate securities purchase commitments outstanding at the end of the period.
−Removed: (3) Included in principal transactions in the condensed consolidated income statement.
−Removed: (4) Unrealized losses are attributable to assets or liabilities that are still held at the reporting date.
−Removed: (Expressed in thousands)
−Removed: Level 3 Assets and Liabilities
−Removed: For the Three Months Ended September 30, 2020
−Removed: Total Realized
−Removed: Beginning and Unrealized Purchases Sales and Transfers Ending
−Removed: Balance Gains (Losses) (3)(4)
−Removed: and Issuances Settlements In (Out) Balance
−Removed: Auction rate securities (1)
−Removed: $ 29,566 $ ( 165 ) $ 1,300 $ — $ — $ 30,701
−Removed: ARS Purchase Commitments (2)
−Removed: 332 140 — — — 192
−Removed: (1) Represents auction rate securities that failed in the auction rate market.
−Removed: (2) Represents the difference in principal and fair value for auction rate securities purchase commitments outstanding at the end of the period.
−Removed: (3) Included in principal transactions in the condensed consolidated income statement.
−Removed: (4) Unrealized gains (losses) are attributable to assets or liabilities that are still held at the reporting date.
+Added: The following tables present changes in Level 3 assets and liabilities measured at fair value on a recurring basis for the three months ended March 31, 2022 and 2021:
(Expressed in thousands)
Level 3 Assets and Liabilities
−Removed: For the Nine Months Ended September 30, 2021
+Added: For the Three Months Ended March 31, 2022
Total Realized
Beginning and Unrealized Purchases Sales and Transfers Ending
−Removed: Balance Losses (3)(4)
−Removed: and Issuances Settlements In (Out) Balance
+Added: Balance Losses and Issuances Settlements In (Out) Balance
Auction rate securities (1)
$ 31,804 $ — $ — $ — $ — $ 31,804
−Removed: ARS Purchase Commitments (2)
−Removed: 195 ( 1 ) — ( 196 ) — —
(1) Represents auction rate securities that failed in the auction rate market.
−Removed: (2) Represents the difference in principal and fair value for auction rate securities purchase commitments outstanding at the end of the period.
−Removed: (3) Included in principal transactions in the condensed consolidated income statement.
−Removed: (4) Unrealized losses are attributable to assets or liabilities that are still held at the reporting date.
−Removed: OPPENHEIMER HOLDINGS INC.
−Removed: Notes to Condensed Consolidated Financial Statements (unaudited)
(Expressed in thousands)
Level 3 Assets and Liabilities
−Removed: For the Nine Months Ended September 30, 2020
+Added: For the Three Months Ended March 31, 2021
Total Realized
6 unchanged sentences
195 — — ( 130 ) — 65
−Removed: (1) Transferred to Level 3 of the fair value hierarchy due to the illiquid nature of the securities as result of the length of time since the last tender offer.
(1) Represents auction rate securities that failed in the auction rate market.
1 unchanged sentence
(3) Included in principal transactions in the condensed consolidated income statement.
−Removed: (5) Unrealized gains (losses) are attributable to assets or liabilities that are still held at the reporting date.
+Added: (4) Unrealized gains are attributable to assets or liabilities that are still held at the reporting date.
Financial Instruments Not Measured at Fair Value
The table below presents the carrying value, fair value and fair value hierarchy category of certain financial instruments that are not measured at fair value on the condensed consolidated balance sheets.
−Removed: The table below excludes non-financial assets and liabilities (e.g., right-of-use lease assets, lease liabilities, furniture, equipment and leasehold improvements and accrued compensation).
+Added: The table below excludes non-financial assets and liabilities (e.g., furniture, equipment and leasehold improvements and accrued compensation).
The carrying value of financial instruments not measured at fair value categorized in the fair value hierarchy as Level 1 or Level 2 (e.g., cash and receivables from customers) approximates fair value because of the relatively short-term nature of the underlying assets.
The fair value of the Company's senior secured notes, categorized in Level 2 of the fair value hierarchy, is based on quoted prices from the market in which the notes trade.
−Removed: Assets and liabilities not measured at fair value as of September 30, 2021:
+Added: OPPENHEIMER HOLDINGS INC.
+Added: Notes to Condensed Consolidated Financial Statements (unaudited)
+Added: Assets and liabilities not measured at fair value as of March 31, 2022:
(Expressed in thousands) Fair Value Measurement:
1 unchanged sentence
Cash $ 47,453 $ 47,453 $ — $ — $ 47,453
+Added: Restricted cash 127,781 127,781 — — 127,781
Deposits with clearing organization 62,805 62,805 — — 62,805
11 unchanged sentences
(1) Included in other assets on the condensed consolidated balance sheet.
−Removed: OPPENHEIMER HOLDINGS INC.
−Removed: Notes to Condensed Consolidated Financial Statements (unaudited)
(Expressed in thousands) Fair Value Measurement:
9 unchanged sentences
Senior secured notes 125,000 — 125,054 — 125,054
+Added: OPPENHEIMER HOLDINGS INC.
+Added: Notes to Condensed Consolidated Financial Statements (unaudited)
Assets and liabilities not measured at fair value as of December 31, 2021:
2 unchanged sentences
Cash $ 213,759 $ 213,759 $ — $ — $ 213,759
+Added: Restricted cash 127,765 127,765 — — 127,765
Deposits with clearing organization 37,885 37,885 — — 37,885
7 unchanged sentences
Receivable from customers 1,221,450 — 1,221,450 — 1,221,450
+Added: Securities purchased under agreements to resell 935 — 935 — 935
Notes receivable, net 53,983 — 53,983 — 53,983
2 unchanged sentences
(1) Included in other assets on the condensed consolidated balance sheet.
−Removed: OPPENHEIMER HOLDINGS INC.
−Removed: Notes to Condensed Consolidated Financial Statements (unaudited)
(Expressed in thousands) Fair Value Measurement:
14 unchanged sentences
fair value versus carrying value) for certain assets and liabilities.
−Removed: As of September 30, 2021, the Company did not have any repurchase agreements and reverse repurchase agreements that do not settle overnight or have an open settlement date.
+Added: As of March 31, 2022, the Company did not have any repurchase agreements and reverse repurchase agreements that do not settle overnight or have an open settlement date.
Derivative Instruments and Hedging Activities
2 unchanged sentences
All derivative instruments are measured at fair value and are recognized as either assets or liabilities on the condensed consolidated balance sheet.
+Added: OPPENHEIMER HOLDINGS INC.
+Added: Notes to Condensed Consolidated Financial Statements (unaudited)
Foreign exchange hedges
10 unchanged sentences
Unrealized gains and losses on futures contracts are recorded on the condensed consolidated balance sheet in payable to brokers, dealers and clearing organizations and in the condensed consolidated income statement as principal transactions revenue, net.
−Removed: OPPENHEIMER HOLDINGS INC.
−Removed: Notes to Condensed Consolidated Financial Statements (unaudited)
To-be-announced securities
3 unchanged sentences
Net unrealized gains and losses on TBAs are recorded on the condensed consolidated balance sheet in receivable from brokers, dealers and clearing organizations or payable to brokers, dealers and clearing organizations and in the condensed consolidated income statement as principal transactions revenue, net.
−Removed: The notional amounts and fair valu es of the Company's derivatives as of September 30, 2021 and December 31, 2020 by product were as follows:
+Added: The notional amounts and fair values of the Company's derivatives as of March 31, 2022 and December 31, 2021 by product were as follows:
(Expressed in thousands)
−Removed: Fair Value of Derivative Instruments as of September 30, 2021
+Added: Fair Value of Derivative Instruments as of March 31, 2022
Description Notional Fair Value
1 unchanged sentence
Other contracts TBAs $ 6,700 $ 6
−Removed: $ 24,100 $ 526
Derivatives not designated as hedging instruments (1)
4 unchanged sentences
(1) See "Derivative Instruments and Hedging Activities" above for a description of derivative financial instruments.
−Removed: Such derivative instruments are not subject to master netting agreements, thus the
−Removed: related amounts are not offset.
+Added: Such derivative instruments are not subject to master netting agreements, thus the related amounts are not offset.
+Added: OPPENHEIMER HOLDINGS INC.
+Added: Notes to Condensed Consolidated Financial Statements (unaudited)
(Expressed in thousands)
3 unchanged sentences
Other contracts TBAs $ 14,300 $ 92
+Added: $ 14,300 $ 92
Derivatives not designated as hedging instruments (1)
2 unchanged sentences
Other contracts TBAs 14,300 81
−Removed: ARS purchase commitments 1,313 195
$ 3,534,300 $ 368
1 unchanged sentence
Such derivative instruments are not subject to master netting agreements, thus the related amounts are not offset.
−Removed: OPPENHEIMER HOLDINGS INC.
−Removed: Notes to Condensed Consolidated Financial Statements (unaudited)
−Removed: The following table presents the location and fair value amounts of the Company's derivative instruments and their effect in the condensed consolidated income statements for the three and nine months ended September 30, 2021 and 2020:
−Removed: (Expressed in thousands)
−Removed: The Effect of Derivative Instruments in the Income Statement
−Removed: For the Three Months Ended September 30, 2021
−Removed: Recognized in Income on Derivatives
−Removed: Types Description Location Net Gain (Loss)
−Removed: Commodity contracts Futures Principal transactions revenue $ ( 13 )
−Removed: Other contracts TBAs Principal transactions revenue ( 15 )
−Removed: Purchase commitments Principal transactions revenue ( 497 )
−Removed: (Expressed in thousands)
−Removed: The Effect of Derivative Instruments in the Income Statement
−Removed: For the Three Months Ended September 30, 2020
−Removed: Recognized in Income on Derivatives
−Removed: Types Description Location Net Gain (Loss)
−Removed: Commodity contracts Futures Principal transactions revenue $ ( 15 )
−Removed: Other contracts Foreign exchange forward contracts Other revenue 67
−Removed: TBAs Principal transactions revenue ( 17 )
−Removed: ARS purchase commitments Principal transactions revenue 140
+Added: The following table presents the location and fair value amounts of the Company's derivative instruments and their effect in the condensed consolidated income statements for the three months ended March 31, 2022 and 2021:
(Expressed in thousands)
The Effect of Derivative Instruments in the Income Statement
−Removed: For the Nine Months Ended September 30, 2021
+Added: For the Three Months Ended March 31, 2022
Recognized in Income on Derivatives
−Removed: Types Description Location Net Gain (Loss)
−Removed: Commodity contracts Futures Principal transactions revenue $ 482
−Removed: Other contracts Foreign exchange forward contracts Other revenue ( 8 )
−Removed: TBAs Principal transactions revenue 146
−Removed: Purchase commitments Principal transactions revenue ( 987 )
−Removed: ARS purchase commitments Principal transactions revenue ( 1 )
+Added: Types Description Location Net Gain
+Added: Commodity contracts Futures Principal transactions revenue, net $ 2,191
+Added: Other contracts TBAs Principal transactions revenue, net 63
(Expressed in thousands)
The Effect of Derivative Instruments in the Income Statement
−Removed: For the Nine Months Ended September 30, 2020
+Added: For the Three Months Ended March 31, 2021
Recognized in Income on Derivatives
−Removed: Types Description Location Net Gain (Loss)
−Removed: Commodity contracts Futures Principal transactions revenue $ ( 8,362 )
−Removed: Other contracts Foreign exchange forward contracts Other revenue 89
−Removed: TBAs Principal transactions revenue ( 31 )
−Removed: ARS purchase commitments Principal transactions revenue 831
+Added: Types Description Location Net Gain
+Added: Commodity contracts Futures Principal transactions revenue, net $ 1,020
+Added: Other contracts TBAs Principal transactions revenue, net 37
OPPENHEIMER HOLDINGS INC.
7 unchanged sentences
Bank call loans are generally payable on demand and bear interest at various rates.
−Removed: As of September 30, 2021, the outstanding balance of bank call loans was $ 72.3 million ($ 82.0 million as of December 31, 2020).
−Removed: Such loans with commercial banks were collateralized by the Firm's securities and customer securities with market values of approximately $ 43.4 million and $ 44.4 million, respectively.
−Removed: As of September 30, 2021, the Company had approximately $ 1.7 billion of customer securities under customer margin loans that are available to be pledged, of which the Company has re-pledged approximately $ 235.3 million under securities loan agreements.
−Removed: As of September 30, 2021, the Company had pledged $ 324.6 million of customer securities directly with the Options Clearing Corporation to secure obligations and margin requirements under option contracts written by customers.
−Removed: As of September 30, 2021, the Company had no outstanding letters of credit.
+Added: As of March 31, 2022, the outstanding balance of bank call loans was $ 78.2 million ($ 69.5 million as of December 31, 2021).
+Added: Such loans with commercial banks were collateralized by the Company's securities and customer securities with market values of approximately $ 26.0 million and $ 65.3 million, respectively.
+Added: As of March 31, 2022, the Company had approximately $ 1.8 billion of customer securities under customer margin loans that are available to be pledged, of which the Company has re-pledged approximately $ 252.2 million under securities loan agreements.
+Added: As of March 31, 2022, the Company had pledged $ 424.0 million of customer securities directly with the Options Clearing Corporation to secure obligations and margin requirements under option contracts written by customers.
+Added: As of March 31, 2022, the Company had no outstanding letters of credit.
The Company enters into reverse repurchase agreements, repurchase agreements, securities borrowed and securities loaned transactions to, among other things, acquire securities to cover short positions and settle other securities obligations, to accommodate customers' needs and to finance the Company's inventory positions.
2 unchanged sentences
Repurchase agreements and reverse repurchase agreements are presented on a net-by-counterparty basis, when the repurchase agreements and reverse repurchase agreements are executed with the same counterparty, have the same explicit settlement date, are executed in accordance with a master netting arrangement, the securities underlying the repurchase agreements and reverse repurchase agreements exist in "book entry" form and certain other requirements are met.
−Removed: The following table presents a disaggregation of the gross obligation by the class of collateral pledged and the remaining contractual maturity of the repurchase agreements and securities loaned transactions as of September 30, 2021:
+Added: The following table presents a disaggregation of the gross obligation by the class of collateral pledged and the remaining contractual maturity of the repurchase agreements and securities loaned transactions as of March 31, 2022:
(Expressed in thousands)
7 unchanged sentences
Notes to Condensed Consolidated Financial Statements (unaudited)
−Removed: The following tables present the gross amounts and the offsetting amounts of reverse repurchase agreements, repurchase agreements, securities borrowed and securities loaned transactions as of September 30, 2021 and December 31, 2020:
−Removed: As of September 30, 2021
+Added: The following tables present the gross amounts and the offsetting amounts of reverse repurchase agreements, repurchase agreements, securities borrowed and securities loaned transactions as of March 31, 2022 and December 31, 2021:
+Added: As of March 31, 2022
(Expressed in thousands)
10 unchanged sentences
Total $ 142,439 $ ( 44,163 ) $ 98,276 $ ( 97,917 ) $ — $ 359
−Removed: (1) Included in receivable from brokers, dealers and clearing organizations on the condensed
−Removed: consolidated balance sheet.
+Added: (1) Included in receivable from brokers, dealers and clearing organizations on the condensed consolidated balance sheet.
Gross Amounts Not Offset
10 unchanged sentences
Total $ 825,637 $ ( 44,163 ) $ 781,474 $ ( 762,725 ) $ — $ 18,749
−Removed: (2) Included in payable to brokers, dealers and clearing organizations on the condensed consolidated
−Removed: balance sheet.
+Added: (2) Included in payable to brokers, dealers and clearing organizations on the condensed consolidated balance sheet.
As of December 31, 2021
10 unchanged sentences
Total $ 130,158 $ ( 29,471 ) $ 100,687 $ ( 96,929 ) $ — $ 3,758
−Removed: (1) Included in receivable from brokers, dealers and clearing organizations on the condensed
−Removed: consolidated balance sheet.
+Added: (1) Included in receivable from brokers, dealers and clearing organizations on the condensed consolidated balance sheet.
Gross Amounts Not Offset
10 unchanged sentences
Total $ 551,016 $ ( 29,471 ) $ 521,545 $ ( 513,589 ) $ — $ 7,956
−Removed: (2) Included in payable to brokers, dealers and clearing organizations on the condensed consolidated
−Removed: balance sheet.
+Added: (2) Included in payable to brokers, dealers and clearing organizations on the condensed consolidated balance sheet.
OPPENHEIMER HOLDINGS INC.
1 unchanged sentence
The Company elected the fair value option for those repurchase agreements and reverse repurchase agreements that do not settle overnight or have an open settlement date.
−Removed: As of September 30, 2021, the Company did not have any repurchase agreements and reverse repurchase agreements that do not settle overnight or have an open settlement date.
+Added: As of March 31, 2022, the Company did not have any repurchase agreements and reverse repurchase agreements that do not settle overnight or have an open settlement date.
The Company receives collateral in connection with securities borrowed and reverse repurchase agreement transactions and customer margin loans.
Under many agreements, the Company is permitted to sell or re-pledge the securities received (e.g., use the securities to enter into securities lending transactions, or deliver to counterparties to cover short positions).
−Removed: As of September 30, 2021, the fair value of securities received as collateral under securities borrowed transactions and reverse repurchase agreements was $ 116.0 million ($ 108.0 million as of December 31, 2020) and $ 440.1 million ($ 88.3 million as of December 31, 2020), respectively, of which the Company has sold and re-pledged approximately $ 40.0 million ($ 36.2 million as of December 31, 2020) under securities loaned transactions and $ 440.1 million under repurchase agreements ($ 88.3 million as of December 31, 2020).
+Added: As of March 31, 2022, the fair value of securities received as collateral under securities borrowed transactions and reverse repurchase agreements was $ 94.5 million ($ 96.4 million as of December 31, 2021) and $ 44.2 million ($ 307.3 million as of December 31, 2021), respectively, of which the Company has sold and re-pledged approximately $ 31.4 million ($ 29.4 million as of December 31, 2021) under securities loaned transactions and $ 44.2 million under repurchase agreements ($ 307.3 million as of December 31, 2021).
The Company pledges certain of its securities owned for securities lending and repurchase agreements and to collateralize bank call loan transactions.
−Removed: The carrying value of pledged securities owned that can be sold or re-pledged by the counterparty was $ 424.1 million, as presented on the face of the condensed consolidated balance sheet as of September 30, 2021 ($ 440.5 million as of December 31, 2020).
+Added: The carrying value of pledged securities owned that can be sold or re-pledged by the counterparty was $ 551.7 million, as presented on the face of the condensed consolidated balance sheet as of March 31, 2022 ($ 266.4 million as of December 31, 2021).
The Company manages credit exposure arising from repurchase and reverse repurchase agreements by, in appropriate circumstances, entering into master netting agreements and collateral arrangements with counterparties that provide the Company, in the event of a customer default, the right to liquidate securities and the right to offset a counterparty's rights and obligations.
6 unchanged sentences
The Company seeks to mitigate these risks by actively monitoring exposures and obtaining collateral as deemed appropriate.
−Removed: Included in receivable from brokers, dealers and clearing organizations as of September 30, 2021 were receivables from three major U.S.
+Added: Included in receivable from brokers, dealers and clearing organizations as of March 31, 2022 were receivables from three major U.S.
broker-dealers totaling approximately $ 66.2 million.
4 unchanged sentences
O'Brien & Associates (commodities transactions), Mortgage-Backed Securities Division (a division of FICC) and others.
−Removed: With respect to its business in reverse repurchase and repurchase agreements, substantially all open contracts as of September 30, 2021 were with the FICC .
+Added: With respect to its business in reverse repurchase and repurchase agreements, substantially all open contracts as of March 31, 2022 are with the FICC .
In addition, the Company clears its non-U.S.
international equities business carried on by Oppenheimer Europe Ltd.
−Removed: through Global Prime Partners, Ltd.
+Added: through Global Prime Partners, Ltd, a global clearing financial institution located in United Kingdom.
The clearing organizations have the right to charge the Company for losses that result from a client's failure to fulfill its contractual obligations.
2 unchanged sentences
As the right to charge the Company has no maximum amount and applies to all trades executed through the clearing brokers, the Company believes there is no maximum amount assignable to this right.
−Removed: As of September 30, 2021, the Company had recorded no liabilities with regard to this right.
+Added: As of March 31, 2022, the Company had recorded no liabilities with regard to this right.
The Company's policy is to monitor the credit standing of the clearing brokers and banks with which it conducts business.
3 unchanged sentences
The Company's policy is to consolidate all subsidiaries in which it has a controlling financial interest, as well as any VIEs where the Company is deemed to be the primary beneficiary when it has the power to make the decisions that most significantly affect the economic performance of the VIE and has the obligation to absorb significant losses or the right to receive benefits that could potentially be significant to the VIE.
−Removed: The Company serves as general partner of hedge funds and private equity funds that were established for the purpose of providing investment alternatives to both its institutional and qualified retail clients.
−Removed: The Company holds variable interests in these funds as a result of its right to receive management and incentive fees.
−Removed: The Company's investment in and additional capital commitments to these hedge funds and private equity funds are also considered variable interests.
+Added: The Company serves as general partner of hedge funds and private equity funds that were established for the purpose of providing alternative investments to both its institutional and qualified retail clients.
+Added: The Company's investment in and additional capital commitments to these hedge funds and private equity funds are considered variable interests.
The Company's additional capital commitments are subject to call at a later date and are limited to the amount committed.
1 unchanged sentence
In each instance, the Company has determined that it is not the primary beneficiary and therefore need not consolidate the hedge funds or private equity funds.
−Removed: The subsidiaries' general and limited partnership interests, additional capital commitments, and management fees receivable represent its maximum exposure to loss.
−Removed: The subsidiaries' general partnership and limited partnership interests and management fees receivable are included in other assets on the condensed consolidated balance sheet.
−Removed: In addition, the Company serves as general partner of the sponsors of two Special Purpose Acquisition Companies ("SPAC”), that are seeking to effect a transaction which could be in the form of a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.
−Removed: The sponsors are consolidated VIEs as the Company is the primary beneficiary.
−Removed: As of September 30, 2021, the sponsors have $ 2.9 million in assets ($ 1.4 million as of December 31, 2020) and $ 22,000 in liabilities ($ 0 in liabilities as of December 31, 2020), which are included in the condensed consolidated financial statements.
−Removed: The following tables set forth the total VIE assets, the carrying value of the subsidiaries' variable interests, and the Company's maximum exposure to loss in Company-sponsored non-consolidated VIEs in which the Company holds variable interests and other non-consolidated VIEs in which the Company holds variable interests as of September 30, 2021 and December 31, 2020:
−Removed: (Expressed in thousands)
−Removed: As of September 30, 2021
−Removed: VIE Assets (1)
−Removed: Carrying Value of the
−Removed: Company's Variable Interest Capital
−Removed: Commitments Maximum
−Removed: Non-consolidated
−Removed: Assets Liabilities
−Removed: Hedge funds $ 545,896 $ — $ — $ — $ —
−Removed: (1) Represents the total assets of the VIEs and does not represent the Company's interests in the VIEs.
+Added: The subsidiaries' general and limited partnership interests and additional capital commitments represent its maximum exposure to loss.
+Added: The subsidiaries' general partnership and limited partnership interests are included in other assets on the consolidated balance sheet.
+Added: In addition, the Company serves as general partner of Oppenheimer Acquisition LLC I and Oppenheimer Acquisition LLC II (the "Sponsors").
+Added: They are sponsors of two Special Purpose Acquisition Companies, Oppenheimer Acquisition Corp.
+Added: I ("OHAA") and Oppenheimer Acquisition Corp.
+Added: II (together, the "SPACs”), that are seeking to effect a transaction which could be in the form of a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.
+Added: The Sponsors and the SPACs are consolidated VIE's as the Company is the primary beneficiary.
+Added: On October 26, 2021, OHAA consummated its $ 126.5 million IPO.
+Added: The Company and its employees control OHAA through the Oppenheimer Acquisition LLC I’s ownership of Class A founder shares of OHAA.
+Added: As a result, both OHAA and such Sponsor are consolidated in the Company’s financial statements.
+Added: The following table sets forth the total assets and liabilities of VIE's consolidated on our condensed consolidated balance sheet:
(Expressed in thousands)
−Removed: As of December 31, 2020
−Removed: VIE Assets (1)
−Removed: Carrying Value of the
−Removed: Company's Variable Interest Capital
−Removed: Commitments Maximum
−Removed: Non-consolidated
−Removed: Assets Liabilities
−Removed: Hedge funds $ 643,251 $ — $ — $ — $ —
−Removed: (1) Represents the total assets of the VIEs and does not represent the Company's interests in the VIEs.
+Added: As of March 31,
+Added: Cash and cash equivalents $ 1,633 $ —
+Added: Restricted Cash 127,781 —
+Added: Other Assets 680 —
+Added: Total Assets $ 130,094 $ —
+Added: Other Liabilities 63 —
+Added: Total Liabilities $ 63 $ —
OPPENHEIMER HOLDINGS INC.
2 unchanged sentences
(Expressed in thousands)
−Removed: Issued Maturity Date September 30, 2021 December 31, 2020
+Added: Issued Maturity Date March 31, 2022 December 31, 2021
5.50 % Senior Secured Notes
−Removed: Unamortized Debt Issuance Costs ( 988 ) ( 1,154 )
10/1/2025 $ 125,000 $ 125,000
+Added: Unamortized Debt Issuance Cost ( 863 ) ( 926 )
+Added: $ 124,137 $ 124,074
5.50 % Senior Secured Notes due 2025 (the "Notes")
14 unchanged sentences
• limitation on indebtedness and issuances of preferred stock, which restricts the Parent’s ability to incur additional indebtedness or to issue preferred stock;
−Removed: • limitation on restricted payments, which generally restricts the Parent’s ability to declare certain dividends or distributions, repurchase its capital stock or to make certain investments;
+Added: • limitation on restricted payments, which generally restricts the Parent’s ability to declare certain dividends or distributions, repurchase its capital stock or make certain investments;
• limitation on dividends and other payment restrictions affecting restricted subsidiaries or Regulated Subsidiaries, which generally limits the ability of certain of the Parent’s subsidiaries to pay dividends or make other transfers;
6 unchanged sentences
The Indenture also provides for events of default which, if any of them occurs, would permit or require the principal of and accrued interest on the Notes to become or to be declared due and payable.
−Removed: As of September 30, 2021, the Parent was in compliance with all of its covenants.
+Added: As of March 31, 2022, the Parent was in compliance with all of its covenants.
The Notes are jointly and severally and fully and unconditionally guaranteed on a senior secured basis by the Subsidiary Guarantors and future subsidiaries are required to guarantee the Notes pursuant to the Indenture.
The Notes are secured by a first-priority security interest in substantially all of the Parent’s and the Subsidiary Guarantors’ existing and future tangible and intangible assets, subject to certain exceptions and permitted liens.
−Removed: Interest expense on the Notes for the three and nine months ended September 30, 2021 was $ 1.7 million and $ 5.2 million, respectively.
−Removed: 6.75% Senior Secured Notes (the "Old Notes")
−Removed: On June 23, 2017, the Parent issued in a private offering $ 200.0 million aggregate principal amount of 6.75 % Senior Secured Notes due 2022 under an indenture at an issue price of 100% of the principal amount.
−Removed: Interest on the Old Notes was payable semi-annually on January 1st and July 1st, beginning January 1, 2018.
−Removed: The Company redeemed $ 50.0 million ( 25 %) of the Old Notes on August 25, 2019 plus accrued and unpaid interest and incurred $ 1.9 million in costs associated with paying the associated call premium ($ 1.7 million) and the write-off of debt issuance costs ($ 0.2 million) during the third quarter of 2019.
−Removed: During the first quarter of 2020, the Company repurchased $ 1.4 million of the Old Notes.
−Removed: The Company recorded a gain of $ 85,560 on the repurchase during the first quarter of 2020.
−Removed: The Old Notes were scheduled to mature on July 1, 2022.
−Removed: On August 28, 2020, the Parent issued a conditional notice of redemption to redeem the entire $ 150.0 million aggregate principal amount of the outstanding Old Notes on September 28, 2020 (the “Redemption Date”).
−Removed: The Company held $ 1.4 million in treasury for a net outstanding amount of $ 148.6 million.
−Removed: The redemption was conditioned upon the consummation of a financing sufficient to provide funds to deposit with the Trustee to redeem the Old Notes.
−Removed: On September 22, 2020, the Parent issued a notice to satisfy and discharge all of its obligations under the indenture governing the Old Notes (the "Old Notes Indenture").
−Removed: In connection therewith, on September 22, 2020, the Parent deposited, with the Trustee for the Old Notes, funds sufficient to redeem all outstanding Old Notes on the Redemption Date and instructed the Trustee to apply such funds to redeem the Old Notes on the Redemption Date.
−Removed: The redemption payment deposit was an amount equal to the redemption price of 101.6875 % of the aggregate principal amount of the Old Notes, which includes a call premium of $ 2.5 million plus accrued and unpaid interest thereon to, but not including, the Redemption Date.
−Removed: In addition, the Parent wrote off unamortized debt issuance costs of $ 341,200 .
−Removed: On September 28, 2020, the Old Notes were fully redeemed.
−Removed: In connection with the satisfaction and discharge of the Old Notes Indenture, all of the obligations of the Parent and the Subsidiary Guarantors (other than certain customary provisions of the Old Notes Indenture, including those relating to the compensation and indemnification of the Trustee, that expressly survive pursuant to the terms of the Old Notes Indenture) were discharged and the guarantees of the Subsidiary Guarantors and the liens on the collateral securing the Old Notes were released.
−Removed: Interest expense for the three and nine months ended September 30, 2020 on the Old Notes was $ 2.4 million and $ 7.4 million, respectively .
−Removed: OPPENHEIMER HOLDINGS INC.
−Removed: Notes to Condensed Consolidated Financial Statements (unaudited)
−Removed: The effective income tax rate for the three months ended September 30, 2021 was 29.8 % compared with 28.0 % for the prior year period, due to favorable permanent items during the three months ended September 30, 2020.
−Removed: The effective income tax rate for the nine months ended September 30, 2021 was 27.6 % compared with 25.5 % for the nine months ended September 30, 2020, due to unfavorable permanent items partially offset by windfalls associated with exercises of restricted stock during the nine months ended September 30, 2021.
+Added: Interest expense on the Notes for the three months ended March 31, 2022 and March 31, 2021 was $ 1.7 million and $ 1.7 million, respectively.
+Added: The effective income tax rate for the three months ended March 31, 2022 was 31.2 % compared with 25.8 % for the prior year period and reflects the Company's estimate of the statutory federal and state tax rates adjusted for certain discrete items.
+Added: The effective tax rate for the first quarter of 2022 was negatively impacted by unfavorable permanent items whereas the effective tax rate for the first quarter of 2021 was positively impacted by favorable discrete items.
Share capital
7 unchanged sentences
For the Three Months Ended
−Removed: September 30, For the Nine Months Ended
−Removed: September 30,
−Removed: 2021 2020 2021 2020
Class A Stock outstanding, beginning of period 12,447,036 12,381,778
2 unchanged sentences
Class A Stock outstanding, end of period 12,156,174 12,586,043
+Added: OPPENHEIMER HOLDINGS INC.
+Added: Notes to Condensed Consolidated Financial Statements (unaudited)
Stock buy-back
1 unchanged sentence
This authorization supplemented the 98,625 shares that remained authorized and available under the Company's previous share repurchase program for a total of 628,625 shares authorized and available for repurchase at May 15, 2020.
−Removed: During both the three and nine months ended September 30, 2021, the Company purchased and canceled an aggregate of 108,494 shares of Class A Stock for a total consideration of $ 4.7 million ($ 43.46 per share) under this program.
−Removed: During the three months ended September 30, 2020, the Company purchased and canceled an aggregate of 84,290 shares of Class A Stock for a total consideration of $ 2.0 million ($ 23.28 per share) under this program.
−Removed: During the nine months ended September 30, 2020, the Company purchased and canceled an aggregate of 684,838 shares of Class A Stock for a total consideration of $ 14.2 million ($ 20.78 per share) under this program.
−Removed: As of September 30, 2021, 292,519 shares remained available to be purchased under the share repurchase program.
+Added: On February 28, 2022, the Company announced that its Board of Directors approved a share repurchase program that authorizes the Company to purchase up to 518,000 shares of the Company's Class A Stock, representing approximately 4.2 % of its 12,322,073 then issued and outstanding shares of Class A Stock.
+Added: This authorization supplemented the 12,407 shares that remained authorized and available under the Company's previous share repurchase program for a total of 530,407 shares authorized and available for repurchase at February 28, 2022.
+Added: During the three months ended March 31, 2022, the Company purchased and canceled an aggregate of 377,313 shares of Class A Stock for a total consideration of $ 16.2 million ($ 42.82 per share) under this program.
+Added: During the three months ended March 31, 2021, the Company did not purchase or cancel Class A Stock under this program.
+Added: As of March 31, 2022, 364,508 shares remained available to be purchased under the share repurchase program.
Any such share purchases will be made by the Company from time to time in the open market at the prevailing open market price using cash on hand, in compliance with the applicable rules and regulations of the New York Stock Exchange and federal and state securities laws and the terms of the Company's Notes.
4 unchanged sentences
Depending on market conditions and other factors, these repurchases may be commenced or suspended from time to time without prior notice.
−Removed: OPPENHEIMER HOLDINGS INC.
−Removed: Notes to Condensed Consolidated Financial Statements (unaudited)
Contingencies
11 unchanged sentences
Even after lengthy review and analysis, the Company, in many legal and regulatory proceedings, may not be able to reasonably estimate possible losses or range of loss.
+Added: OPPENHEIMER HOLDINGS INC.
+Added: Notes to Condensed Consolidated Financial Statements (unaudited)
For certain other legal and regulatory proceedings, the Company can estimate possible losses, or range of loss in excess of amounts accrued, but does not believe, based on current knowledge and after consultation with counsel, that such losses individually, or in the aggregate, will have a material adverse effect on the Company's condensed consolidated financial statements as a whole.
−Removed: For legal and regulatory proceedings where there is at least a reasonable possibility that a loss or an additional loss may be incurred, the Company estimates a range of aggregate loss in excess of amounts accrued of $ 0 to $ 7.0 million.
+Added: For legal and regulatory proceedings where there is at least a reasonable possibility that a loss or an additional loss may be incurred, the Company estimates a range of aggregate loss in excess of amounts accrued of $ 0 to $ 32.0 million as of March 31, 2022.
This estimated aggregate range is based upon currently available information for those legal proceedings in which the Company is involved, where the Company can make an estimate for such losses.
2 unchanged sentences
Accordingly, the Company's estimate will change from time to time, and actual losses may be more than the current estimate.
+Added: On August 31, 2021, a complaint in a class action entitled 6694 Dawson Blvd, LLC, Individually and on Behalf of a Class of Similarly Situated Persons v.
+Added: Oppenheimer & Co.
+Added: Inc., James Wallace Woods, Michael J.
+Added: Mooney, Britt Wright, William V.
+Added: Conn, Jr., Conn & Co.
+Added: Tax Practice, LLC, Conn & Company Consulting, LLC and Kathleen Lloyd was filed in the U.S.
+Added: District Court for the Northern District of Georgia.
+Added: Plaintiff purports to represent a class of investors in Horizon Private Equity, III, LLC (“Horizon”).
+Added: Horizon is alleged to be a fraudulent scheme and plaintiff is seeking unspecified damages alleging violations of the Georgia RICO statute, breach of fiduciary duty, procurement of breach of fiduciary duty, negligent misrepresentation, aiding and abetting fraud, unjust enrichment, punitive damages and attorneys’ fees.
+Added: Plaintiff does not allege Oppenheimer received any of the funds invested in Horizon;
+Added: rather, that Oppenheimer’s failure to properly supervise its employees allowed the alleged scheme to occur and continue.
+Added: On November 22, 2021, Oppenheimer filed a motion to dismiss the complaint on a number of grounds.
+Added: The motion to dismiss was fully briefed on January 17, 2021.
+Added: Oppenheimer believes these claims to be without merit and intends to vigorously defend itself against the claims made in this action.
+Added: In addition to the class action described in the preceding paragraph Oppenheimer has also been named as a respondent in twenty arbitrations, many containing multiple claimants, each filed before FINRA, relating to investments made by former Oppenheimer clients who invested in Horizon.
+Added: Claimants allege many of the causes of action alleged in the class action described in the preceding paragraph.
+Added: The arbitrations claiming specific monetary damages allege damages of approximately
+Added: $ 38.0 million in the aggregate while others claim unspecified damages.
+Added: Oppenheimer believes these claims to be without merit and intends to defend itself vigorously against these claims.
Regulatory requirements
2 unchanged sentences
Oppenheimer computes its net capital requirements under the alternative method provided for in the Rule which requires that Oppenheimer maintain net capital equal to two percent of aggregate customer-related debit items, as defined in SEC Rule 15c3-3.
−Removed: As of September 30, 2021, the net capital of Oppenheimer as calculated under the Rule was $ 372.6 million or 27.64 % of Oppenheimer's aggregate debit items.
+Added: As of March 31, 2022, the net capital of Oppenheimer as calculated under the Rule was $ 440.4 million or 30.40 % of Oppenheimer's aggregate debit items.
This was $ 411.4 million in excess of the minimum required net capital at that date.
Freedom computes its net capital requirement under the basic method provided for in the Rule, which requires that Freedom maintain net capital equal to the greater of $ 100,000 or 6-2/3% of aggregate indebtedness, as defined.
−Removed: As of September 30, 2021, Freedom had net capital of $ 4.6 million, which was $ 4.5 million in excess of the $ 100,000 required to be maintained at that date.
+Added: As of March 31, 2022, Freedom had net capital of $ 4.5 million, which was $ 4.4 million in excess of the $ 100,000 required to be maintained at that date.
OPPENHEIMER HOLDINGS INC.
Notes to Condensed Consolidated Financial Statements (unaudited)
−Removed: As of September 30, 2021, the capital required and held under the Capital Requirements Directive ("CRD IV") for Oppenheimer Europe Ltd.
+Added: As of March 31, 2022, the capital required and held under the FCA’s Investment Firms’ Prudential Regime (“IFPR”) for Oppenheimer Europe Ltd.
was as follows:
2 unchanged sentences
• Total Capital ratio 228 % (required 100.0 %).
−Removed: In December 2017, Oppenheimer Europe Ltd.
−Removed: received approval from the Financial Conduct Authority ("FCA") for a variation of permission to remove the limitation of "matched principal business" from the firm's scope of permitted businesses and become a "Full-Scope Prudential Sourcebook for Investment Firms (IFPRU) €730K" firm which was effective January 2018.
−Removed: In addition to the capital requirement under CRD IV above, Oppenheimer Europe Ltd.
−Removed: is required to maintain a minimum capital of € 730,000 .
−Removed: As of September 30, 2021, Oppenheimer Europe Ltd.
+Added: Effective January 2022 IFPR changed, minimum capital requirement, which is now sterling 750,000 (previously it was Euro 730,000 ).
+Added: Capital ratios are now expressed differently, but are effectively unchanged when comparing performance to required regulatory minimums.
+Added: As of March 31, 2022, Oppenheimer Europe Ltd.
is in compliance with its regulatory requirements.
−Removed: As of September 30, 2021, the regulatory capital of Oppenheimer Investments Asia Limited was $ 3.7 million, which was $ 3.3 million in excess of the $ 385,295 required to be maintained on that date.
+Added: As of March 31, 2022, the regulatory capital of Oppenheimer Investments Asia Limited was $ 4.7 million, which was $ 4.3 million in excess of the $ 383,007 required to be maintained on that date.
Oppenheimer Investments Asia Limited computes its regulatory capital pursuant to the requirements of the Securities and Futures Commission of Hong Kong.
−Removed: As of September 30, 2021, Oppenheimer Investment Asia Limited is in compliance with its regulatory requirements.
+Added: As of March 31, 2022, Oppenheimer Investment Asia Limited is in compliance with its regulatory requirements.
Segment information
9 unchanged sentences
Costs associated with these groups are separately reported in a Corporate/Other category and primarily include compensation and benefits.
−Removed: The table below presents information about the reported revenue and pre-tax income (loss) of the Company for the three and nine months ended September 30, 2021 and 2020.
−Removed: Asset information by reportable segment is not reported since the Company does not produce such information for internal use by the chief operating decision maker.
OPPENHEIMER HOLDINGS INC.
Notes to Condensed Consolidated Financial Statements (unaudited)
+Added: The table below presents information about the reported revenue and pre-tax income (loss) of the Company for the three months ended March 31, 2022 and 2021.
+Added: Asset information by reportable segment is not reported since the Company does not produce such information for internal use by the chief operating decision maker.
(Expressed in thousands)
For the Three Months Ended
−Removed: September 30, For the Nine Months Ended
−Removed: September 30,
−Removed: 2021 2020 2021 2020
Private client (1)
9 unchanged sentences
Asset management (1)
−Removed: 9,412 6,426 25,603 14,714
Capital markets 1,166 49,991
2 unchanged sentences
(1) Clients investing in the OAM advisory program are charged fees based on the value of AUM.
−Removed: Advisory fees are allocated 10.0 % to the Asset Management and 90.0 % to the Private Client
−Removed: Revenue, classified by the major geographic areas in which it was earned, for the three and nine months ended September 30, 2021 and 2020 was:
+Added: Advisory fees are allocated 10.0 % to the Asset Management and 90.0 % to the Private Client segments.
+Added: Revenue, classified by the major geographic areas in which it was earned, for the three months ended March 31, 2022 and 2021 was:
(Expressed in thousands)
For the Three Months Ended
−Removed: September 30, For the Nine Months Ended
−Removed: September 30,
−Removed: 2021 2020 2021 2020
Americas $ 251,910 $ 356,707
3 unchanged sentences
Subsequent events
−Removed: On October 29, 2021, the Company announced a quarterly dividend in the amount of $ 0.15 per share, payable on November 26, 2021 to holders of Class A Stock and Class B Stock of record on November 12, 2021.
+Added: On April 29, 2022, the Company announced a quarterly dividend in the amount of $ 0.15 per share, payable on May 27, 2022 to holders of Class A Stock and Class B Stock of record on May 13, 2022.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.