OppFi Inc. Withdraws Regulatory Applications for Proposed BNC Acquisition

OppFi Inc. (NYSE: OPFI) announced on November 3, 2026 that it has withdrawn its applications to the Office of the Comptroller of the Currency (OCC), the Board of Governors of the Federal Reserve System, and the Federal Deposit Insurance Corporation (FDIC) concerning the proposed acquisition of BNCCORP, Inc. (OTCQX: BNCC) and its wholly‑owned subsidiary, BNC National Bank.

Context of the Withdrawal

OppFi’s CEO and Executive Chairman, Todd Schwartz, explained that the company had engaged proactively with federal regulators throughout the application process, responding to extensive information requests. However, the regulatory environment was marked by communication restrictions and a lack of clearly articulated objective standards. These conditions, according to OppFi, prevented a meaningful opportunity to address potential concerns raised by regulators.

“We believe that our applications satisfied the existing statutory criteria for approval, but there is a lack of clearly articulated standards by which those criteria are being used to evaluate our applications and the proposed combination with BNC,” Schwartz stated.

Strategic Vision Moving Forward

Despite the withdrawal, OppFi reaffirmed its commitment to building a diversified, technology‑enabled financial platform. The company emphasized its intention to engage substantively with regulators on developing practical market‑ and consumer‑based standards that would enable innovative community banks and fintech platforms to collaborate effectively.

OppFi highlighted that both its own and BNC’s businesses have remained profitable through varying market cycles. The combination of OppFi’s sophisticated online lending platform with BNC’s national bank charter and diversified infrastructure was projected to create a stronger, more capitalized banking organization, poised to serve tens of millions of underbanked Americans.

2026 Financial Guidance

OppFi reiterated its revised full‑year 2026 guidance:

  • Total revenue: $600 million – $610 million
  • Adjusted net income: $115 million – $120 million
  • Adjusted EPS: $1.34 – $1.40

These projections are based on an approximate weighted‑average diluted share count of 86 million shares. OppFi noted that the guidance is non‑GAAP and that a reconciliation to the most comparable GAAP measures is not provided due to the inherent uncertainties.

Market Reaction and Outlook

The stock closed at $5.60 on November 1, 2026, reflecting a modest decline from its 52‑week high of $11.69 reached on December 21, 2025. With a market capitalization of $477 million and a price‑earnings ratio of 2.64, OppFi remains positioned within the financial technology sector, maintaining a low valuation relative to its projected earnings.

The withdrawal of the regulatory applications, while a short‑term setback, underscores OppFi’s broader strategy of navigating a complex regulatory landscape to foster innovation in digital banking. The company’s focus on securing clear standards and engaging regulators proactively suggests a resilient path forward, with the potential to unlock substantial long‑term value for shareholders as it continues to expand its technology‑enabled financial offerings.