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8-KAccepted Sep 21, 4:09 PM ET

OppFi Inc. Raises $75M Term Loan; BNCC Merger Stockholders Approve

OPFIOppFi Inc.

Accepted (ET)

4:09 PM

Sep 21, 2026

Filed

Sep 21, 2026

Documents

12

Size

187.7 KB

Summary

OppFi Inc. Raises $75M Term Loan; BNCC Merger Stockholders Approve

Updated

What Happened

  • OppFi Inc. (OppFi) filed an 8‑K reporting that Opportunity Funding SPE Residual, LLC (a direct OppFi subsidiary) borrowed $75.0 million on September 15, 2026 under a Senior Secured Multi‑Draw Term Loan Agreement (closing date August 10, 2026). The facility allows up to $100.0 million in total borrowings and will be used to support growth in finance receivables, working capital and general corporate purposes.
  • The loan carries a fixed interest rate of 12.50% per annum prior to OppFi’s planned acquisition of BNCCORP, Inc. (BNCC) and BNC National Bank and 13.50% thereafter, and is subject to a 1.25% original issue discount (OID) retained by lenders at each draw. The loan matures on the four‑year anniversary of the initial credit date, has semi‑annual amortization payments and various borrowing base and financial covenants. Separately, BNCC stockholders approved OppFi’s merger agreement on September 17, 2026; the transaction still requires customary closing conditions and regulatory approvals.

Key Details

  • Initial borrowing: $75.0 million on Sept 15, 2026; $25.0 million remaining available to draw through Feb 10, 2027.
  • Facility size & cost: up to $100.0 million total; interest 12.50% pre‑bank acquisition / 13.50% post‑acquisition; 1.25% OID per draw.
  • Term & amortization: four‑year maturity with possible one‑year extensions at lenders’ discretion; semi‑annual amortization equal to 10% of aggregate funded principal.
  • Security & guarantees: OppFi‑LLC guaranteed the loans; Borrower and OppFi‑LLC granted security interests in their assets (Borrower’s assets are equity interests in two SPEs holding consumer loan receivables). Upon closing of the BNCC acquisition, the borrower obligations will be assumed by a new SPV and OppFi‑LLC’s guaranty and all‑assets lien are expected to be released (subject to conditions).

Why It Matters

  • Liquidity and growth: The new term loan provides immediate funding ($75M) and access to an additional $25M, supporting OppFi’s receivables growth and near‑term cash needs.
  • Cost and leverage impact: The facility is relatively expensive (12.5–13.5% + 1.25% OID) and adds secured debt with covenants — investors should monitor interest expense, covenant compliance, and any additional draws or repayments.
  • Merger milestone but not closed: BNCC stockholder approval is an important step toward OppFi’s planned bank acquisition, but the deal still requires regulatory approvals and other closing conditions; the loan agreement includes provisions that change borrower/guarantor mechanics upon closing.

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