OppFi Inc【OPFI】株式ニュース

BNCCORP To Be Acquired By OppFi in Transformative Customer-Focused TransactionApril 29, 2026 7:00 AM
PR Newswire (US)

BISMARCK, N.D., April 29, 2026 /PRNewswire/ -- BNCCORP, INC. (OTCQX Markets: BNCC) ("BNCC") and its wholly owned subsidiary, BNC National Bank ("BNC") announced today it has signed a definitive agreement to be acquired by OppFi Inc. (NYSE: OPFI) ("OppFi"), a tech-enabled digital finance platform, in a cash and stock transaction valued at approximately $130 million.

The transaction brings together two complementary, market-leading businesses, combining OppFi's sophisticated online lending platform with BNC's national bank charter and diversified banking infrastructure to create a stronger, more diversified, more scalable financial services provider.BNC National Bank is a community-focused commercial bank headquartered in Glendale, Arizona and operating as a subsidiary of BNCCORP, Inc. (BNCC), providing a broad range of financial services to individuals and small-to-medium-sized businesses across markets such as North Dakota and Arizona with approximately $1.1 billion in total assets and approximately $1.0 billion in total deposits as of December 31, 2025. Founded in 1987, BNC emphasizes relationship-driven banking, offering core products including checking and savings accounts, commercial and consumer loans, wealth management, and digital banking services, with a particular strength in business financing and SBA lending.Under the terms of the agreement, BNCC stockholders will receive $19.375 per share in cash and 1.90 shares of OppFi Class A common stock for each BNCC share."The Board of Directors of BNCC unanimously supports this unique opportunity to bring together best in class organizations in a move which is in the best long-term interests of BNC Bank, BNCC's stockholders and the communities we call home. This is a transformational event and an exciting opportunity to align our community-focused banking tradition with OppFi's world-class digital innovation and customer service," said BNCC Chairman, Michael Vekich.Mr. Vekich continued, "We look forward to enhancing the value we provide our customers, through increased technical capabilities and broader product options. This is an exciting moment in our proud history.""This agreement brings together two like-minded organizations. A customer-focused mindset will serve as our north star as we navigate the ever-changing financial services landscape," said Dan Collins, BNCC President and CEO."The transformative combination of OppFi's digital-first platform and BNC's national bank charter unlocks significant opportunities for growth and product diversification," said Todd Schwartz, CEO and Executive Chairman of OppFi. "Combining our operations under unified regulatory supervision by the OCC and Federal Reserve simplifies and strengthens our compliance and risk management. This will position OppFI/BNC for long term scalability and sustainable growth. We are excited to get to work with BNC's team to maximize the strengths of our businesses and continue to find ways to better serve customers who have been traditionally underserved by banks."Transaction Details and LeadershipThe transaction has been unanimously approved by the boards of both companies. The transaction is subject to BNCC stockholder approval, regulatory approvals, and other customary closing conditions. The transaction is expected to close during the fourth quarter of 2026.For the year ending December 31, 2025, BNC generated $51 million of interest income and $10 million in net income. The transaction consideration represents approximately 1.2x of BNCC's book value of $107 million at December 31, 2025.BNCC stockholders will own approximately 7% of the combined company and OppFi stockholders will own approximately 93% following closing.OppFi expects to generate substantial synergies of at least $60 million in the first-year post-closing, $90 million in the second year post-closing, and over $115 million in the third year post-closing. Synergies are based on achievable geographic expansion as well as funding optimization. The business plan does not assume headcount reduction.The transaction is expected to be significantly accretive, generating Adjusted EPS accretion of more than 25% in 2027 and more than 40% in 2028.The combination of OppFi and BNCC creates a banking organization that will be well capitalized with significant liquidity, with expected return on assets and return on equity generation by 2028 of 10%+ and 35%+, respectively.Following the closing, OppFi Inc. will become a bank holding company and plans to contribute substantially all of its assets, liabilities and operations into its bank subsidiary, OppFi Bank, N.A. BNC will continue normal operations as a community banking division within OppFi Bank and will continue to be led by Dan Collins and the existing BNC management team. Todd Schwartz will lead the combined company as Chief Executive Officer and Executive Chairman. Michael Vekich will serve on the board of directors of OppFi Bank.About BNC
BNC National Bank is a community-focused commercial bank headquartered in Glendale, Arizona and operating as a subsidiary of BNCCORP, Inc., providing a broad range of financial services to individuals and small-to-medium-sized businesses across markets such as North Dakota and Arizona. Founded in 1987, the bank emphasizes relationship-driven banking, offering core products including checking and savings accounts, commercial and consumer loans, wealth management, and digital banking services, with a particular strength in business financing and SBA lending. Its model is centered on customer service, positioning the bank as a stable, regionally focused institution that supports economic activity in its communities while complementing traditional banking with modern online and mobile capabilities.About OppFi
OppFi (NYSE: OPFI) is a tech-enabled digital finance platform that partners with banks to offer financial products and services to everyday Americans. Through this transparent and responsible platform, which emphasizes financial inclusion and exceptional customer experience, the Company assists consumers who are underserved by traditional financing options in building improved financial health. OppLoans by OppFi maintains a 4.4/5.0-star rating on Trustpilot based on over 5,400 reviews, positioning the Company among the top consumer-rated financial platforms online. OppFi also holds a 35% equity interest in Bitty Holdings, LLC ("Bitty"), a credit access company that provides revenue-based financing and other working capital solutions to small businesses. For additional information, please visit oppfi.com.Important Additional Information will be Filed with the SEC
In connection with the proposed transaction, OppFi Inc. will file with the U.S. Securities and Exchange Commission (the "SEC") a registration statement on Form S-4 (the "registration statement"), which will contain a proxy statement of BNCCORP, Inc. and a prospectus of OppFi (the "proxy statement/prospectus"), and OppFi may file with the SEC other relevant documents regarding the proposed transaction. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT/PROSPECTUS CAREFULLY AND IN THEIR ENTIRETY AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BY OPPFI, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT OPPFI, BNCC AND THE PROPOSED TRANSACTION. A definitive copy of the proxy statement/prospectus will be mailed to stockholders of BNCC when that document is final. Investors and security holders will be able to obtain the registration statement and the proxy statement/prospectus, as well as other filings containing information about OppFi, free of charge from OppFi or from the SEC's website when they are filed by OppFi. The documents filed by OppFi with the SEC may be obtained free of charge at OppFi's website, at https://investors.oppfi.com/financials/sec-filings/default.aspx, or by requesting them by mail at 130 E. Randolph Street, Suite 3400, Chicago, IL 60601 or by email at corporate.secretary@oppfi.com.Participants in a Solicitation
This communication is not a solicitation of a proxy from any security holder of BNCC or OppFi. However, BNCC, OppFi, and certain of their respective directors and executive officers may be deemed to be participants in a solicitation of proxies from the stockholders of BNCC in respect of the proposed transaction. Information about BNCC's directors and executive officers is available in its Annual Report and other documents filed or disclosed by BNCC through the OTC Disclosure and News Service available at https://www.otcmarkets.com/stock/BNCC/disclosure. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed or disclosed OTC Disclosure and News Service when they become available. Free copies of this document may be obtained by written request sent to Corporate Secretary, BNCCORP, Inc., 322 East Main Avenue, Bismarck, ND 58501, or by calling (612) 305-2214.This communication shall not constitute a solicitation of any vote or approval with respect to the proposed transaction by BNCC or OppFi, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended.Contact:
Bob McNaney (On Behalf of BNCC)
651 249 7718, bob@themcnaneygroup.comForward-Looking Statements This news release may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations, plans, objectives, future performance, and business of BNCCORP. Forward-looking statements, which may be based upon beliefs, expectations and assumptions of our management and on information currently available to management are generally identifiable by the use of words such as "expect", "believe", "anticipate", "plan", "intend", "estimate", "may", "will", "would", "could", "should", or other expressions. We caution readers that these forward-looking statements, including, without limitation, our future business prospects, revenues, working capital, liquidity, capital needs, interest costs and income, are subject to certain risks and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements due to several important factors. These factors include, but are not limited to: risks of loans and investments, including dependence on local and regional economic conditions; competition for our customers from other providers of financial services; possible adverse effects of changes in interest rates, including the effects of such changes on derivative contracts and associated accounting consequences; risks associated with our acquisition and growth strategies; and other risks which are difficult to predict and many of which are beyond our control.These forward-looking statements include, without limitation, statements regarding OppFi's proposed acquisition of, including the anticipated timing, structure, benefits, and strategic rationale of such transactions; OppFi's expectations with respect to the geographic expansion and product diversification that may come from the acquisition; OppFi's expectations with respect to its full year 2026 guidance, the future performance of OppFi's platform and underwriting models, and expectations for OppFi's growth and future financial performance. These forward-looking statements are based on BNCC's current expectations and assumptions about future events, including expectations of OppFi management that have been shared with BNCC management, and are based on currently available information as to the outcome and timing of future events. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside BNCC's control and are difficult to predict. Factors that may cause such differences include, but are not limited to, risks related to the proposed acquisition of BNCC by OppFi, including the risk that the transaction may not be completed in a timely manner or at all; the failure to satisfy closing conditions or obtain required regulatory approvals: the impact of the transactions on OppFi's governance structure; integration or execution challenges, adverse reactions from customers or stockholders, the impact of general economic conditions, including economic slowdowns, inflation, interest rate changes, recessions, the impact of tariffs, and tightening of credit markets on OppFi's business; changes in the market price of OppFi's Class A Common Stock; the impact of challenging macroeconomic and marketplace conditions; the impact of stimulus or other government programs; risks related to potential litigation in relation to the proposed sale to OppFi or the operation of the BNCC business generally; and other risks and uncertainties indicated from time to time in BNCC's disclosures with the OTCQX. BNCC cautions that the foregoing list of factors is not exclusive, and readers should not place undue reliance upon any forward-looking statements, which speak only as of the date made. BNCC does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.FOR FURTHER INFORMATION:
WEBSITE: www.bnccorp.com

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Original: BNCCORP To Be Acquired By OppFi in Transformative Customer-Focused Transaction

OppFi Reports Record Annual Revenue, Net Income, and Adjusted Net IncomeMarch 11, 2026 7:00 AM
PR Newswire (US)

Net income increased 74.4% year over year to $146.2 million, a new Company recordAdjusted net income1 increased 69.1% year over year to $139.8 million, a new Company recordBasic and diluted earnings per share ("EPS") increased $0.63 year over year to $0.99Adjusted EPS1 increased $0.64 year over year to $1.59, a new Company recordCHICAGO, March 11, 2026 /PRNewswire/ -- OppFi Inc. (NYSE: OPFI) ("OppFi" or the "Company"), a tech-enabled digital finance platform that partners with banks to offer financial products and services to everyday Americans, today reported record financial results for the quarter and year ended December 31, 2025.

"Our record-breaking results in 2025 capped off an extraordinary year for the company, as OppFi achieved record total originations, revenue, net income, and adjusted net income. Additionally, OppFi finished 2025 with a record-end receivables balance, providing strong momentum going into 2026, to grow revenue and profitability as reflected in our guidance," said Todd Schwartz, Chief Executive Officer and Executive Chairman of OppFi.(1) Non-GAAP Financial Measures: Adjusted Net Income and Adjusted EPS are non-GAAP financial measures. See "Reconciliation of Non-GAAP Financial Measures" below for a detailed description and reconciliation of such non-GAAP financial measures to their most directly comparable GAAP financial measures.Financial SummaryThe following tables present a summary of OppFi's results for the three months and years ended December 31, 2025 and 2024 (in thousands, except per share data). Certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes. Percentages presented are calculated from the underlying whole-dollar amounts.

Three Months Ended December 31,
Change(Unaudited)
2025
2024
%Total revenue(1)
$ 159,250
$         135,723
17.3 %Net income
$          38,444
$ 13,973
175.1 %Net income (loss) attributable to OppFi Inc.
$          16,846
$ (5,609)
400.3 %Adjusted net income(2)
$          25,815
$ 20,295
27.2 %Basic EPS
$ 0.61
$ (0.26)
334.0 %Diluted EPS(3)
$ 0.38
$ (0.26)
245.3 %Adjusted EPS(2,3)
$ 0.30
$ 0.23
27.7 %

(1) Total revenue is calculated as the sum of interest on finance receivables and other revenue.(2) Adjusted Net Income and Adjusted EPS are non-GAAP financial measures. See "Reconciliation of Non-GAAP Financial Measures" below
for a detailed description and reconciliation of such non-GAAP financial measures to their most directly comparable GAAP financial measures.(3) Diluted EPS calculated on a GAAP basis excludes dilutive securities, including Class V Voting Stock, restricted stock units, performance
stock units, stock options, and securities issued in the employee stock purchase plan in any periods in which their inclusion would have an
antidilutive effect.

Year Ended December 31,
Change(Unaudited)
2025
2024
%Total revenue(1)
$         597,050
$         525,963
13.5 %Net income
$         146,247
$ 83,837
74.4 %Net income attributable to OppFi Inc.
$ 26,329
$ 7,258
262.8 %Adjusted net income(2)
$         139,759
$ 82,665
69.1 %Basic EPS
$ 0.99
$ 0.36
175.7 %Diluted EPS(3)
$ 0.99
$ 0.36
175.7 %Adjusted EPS(2,3)
$ 1.59
$ 0.95
66.6 %

(1) Total revenue is calculated as the sum of interest on finance receivables and other revenue.(2) Adjusted Net Income and Adjusted EPS are non-GAAP financial measures. See "Reconciliation of Non-GAAP Financial Measures" below
for a detailed description and reconciliation of such non-GAAP financial measures to their most directly comparable GAAP financial measures.(3) Diluted EPS calculated on a GAAP basis excludes dilutive securities, including Class V Voting Stock, restricted stock units, performance
stock units, stock options, and securities issued in the employee stock purchase plan in any periods in which their inclusion would have an
antidilutive effect.Key Performance MetricsThe following tables represent key performance metrics as of and for the three months and years ended December 31, 2025 and 2024 (in thousands, except percentage metrics).

As of and for the Three Months Ended(Unaudited)
December 31, 2025
December 31, 2024Total net originations(a)
$             230,120
$             213,668Total retained net originations(a)
$             201,219
$             192,503Ending receivables(b)
$             493,118
$             425,240Net charge-offs as % of total revenue(c)
45 %
42 %Net charge-offs as % of average receivables, annualized(c)
59 %
54 %Average yield, annualized(d)
130 %
130 %Auto-approval rate(e)
79 %
79 %

(a) Total net originations are defined as gross originations net of transferred balance on refinanced loans, while total retained net originations are
defined as the portion of total net originations with respect to which the Company ultimately purchased a receivable from bank partners. (b) Ending receivables are defined as the unpaid principal balances of loans at the end of the reporting period.(c) Net charge-offs as a percentage of total revenue and net charge-offs as a percentage of average receivables represent total charge-offs from
the period less recoveries as a percentage of total revenue and as a percentage of average receivables. Net charge-offs as a percentage of
average receivables is presented as an annualized metric. Finance receivables are charged off at the earlier of the time when accounts reach 90
days past due on a recency basis, when OppFi receives notification of a customer bankruptcy or is otherwise deemed uncollectible.(d) Average yield is defined as total revenue from the period as a percent of average receivables and is presented as an annualized metric.(e) Auto-approval rate is calculated by taking the number of approved loans that are not decisioned by a loan processor or underwriter (auto-
approval) divided by the total number of loans approved.

As of and for the Years Ended(Unaudited)
December 31, 2025
December 31, 2024Total net originations(a)
$             899,270
$             801,514Total retained net originations(a)
$             791,124
$             732,799Ending receivables(b)
$             493,118
$             425,240Net charge-offs as % of total revenue(c)
37 %
39 %Net charge-offs as % of average receivables(c)
49 %
51 %Average yield(d)
133 %
131 %Auto-approval rate(e)
79 %
76 %

(a) Total net originations are defined as gross originations net of transferred balance on refinanced loans, while total retained net originations are
defined as the portion of total net originations with respect to which the Company ultimately purchased a receivable from bank partners. (b) Ending receivables are defined as the unpaid principal balances of loans at the end of the reporting period.(c) Net charge-offs as a percentage of total revenue and net charge-offs as a percentage of average receivables represent total charge-offs from
the period less recoveries as a percentage of total revenue and as a percentage of average receivables. Finance receivables are charged off at the
earlier of the time when accounts reach 90 days past due on a recency basis, when OppFi receives notification of a customer bankruptcy or is
otherwise deemed uncollectible.(d) Average yield is defined as total revenue from the period as a percent of average receivables.(e) Auto-approval rate is calculated by taking the number of approved loans that are not decisioned by a loan processor or underwriter (auto-
approval) divided by the total number of loans approved.Share Repurchase Program UpdateDuring the year ended December 31, 2025, OppFi repurchased 1,541,949 shares of Class A Common Stock, which were held as treasury stock as of December 31, 2025, for an aggregate purchase price of $15.5 million at an average purchase price per share of $10.04. As of December 31, 2025, $20.9 million of the repurchase authorization under the 2024 Repurchase Program remained available.Full-Year 2026 GuidanceTotal revenue of $650 million to $675 million, up 9% to 13% year over yearAdjusted net income of $153 million to $160 million, up 9% to 14% year over yearAdjusted EPS of $1.76 to $1.84, up 11% to 16% year over year, based on an approximate weighted average diluted share count of 87 million Conference CallManagement will host a conference call today at 9:00 a.m. ET to discuss OppFi's financial results and business outlook. The webcast of the conference call will be made available on the Investor Relations page of the Company's website. An archived version of the webcast will be available on OppFi's website.The conference call can also be accessed with the following dial-in information:Domestic: (800) 445-7795International: (785) 424-1699Conference ID: OPPFIAbout OppFiOppFi (NYSE: OPFI) is a tech-enabled digital finance platform that partners with banks to offer financial products and services to everyday Americans. Through this transparent and responsible platform, which emphasizes financial inclusion and exceptional customer experience, the Company assists consumers who are underserved by traditional financing options in building improved financial health. OppLoans by OppFi maintains a 4.4/5.0 star rating on Trustpilot based on over 5,400 reviews, positioning the Company among the top consumer-rated financial platforms online. OppFi also holds a 35% equity interest in Bitty Holdings, LLC ("Bitty"), a credit access company that provides revenue-based financing and other working capital solutions to small businesses. For additional information, please visit oppfi.com.Contacts:Investor Relations:
Mike Gallentine
Head of Investor Relations
mgallentine@opploans.comMedia Relations:
media@oppfi.comForward-Looking StatementsThis press release includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. OppFi's actual results may differ from its expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could," "should," "believes," "predicts," "potential," "possible," "continue," and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements include, without limitation, OppFi's expectations with respect to its full year 2026 guidance, the future performance of OppFi's platform and underwriting models, and expectations for OppFi's growth and future financial performance. These forward-looking statements are based on OppFi's current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside OppFi's control and are difficult to predict. Factors that may cause such differences include, but are not limited to, the impact of general economic conditions, including economic slowdowns, inflation, interest rate changes, recessions, the impact of tariffs, and tightening of credit markets on OppFi's business; the impact of challenging macroeconomic and marketplace conditions; the impact of stimulus or other government programs; whether OppFi will be successful in obtaining declaratory relief against the Commissioner of the Department of Financial Protection and Innovation for the State of California; whether OppFi will be subject to AB 539; whether OppFi's bank partners will continue to lend in California and whether OppFi's financing sources will continue to finance the purchase of participation rights in loans originated by OppFi's bank partners in California; OppFi's ability to scale and grow the Bitty business; the impact that events involving financial institutions or the financial services industry generally, such as actual concerns or events involving liquidity, defaults, or non-performance, may have on OppFi's business; risks related to any material weakness in OppFi's internal controls over financial reporting; the ability of OppFi to grow and manage growth profitably and retain its key employees; risks related to new products; risks related to evaluating and potentially consummating acquisitions; concentration risk; risks related to OppFi's ability to comply with various covenants in its corporate and warehouse credit facilities; risks related to potential litigation; changes in applicable laws or regulations, including, but not limited to, impacts from the One Big Beautiful Bill Act; the possibility that OppFi may be adversely affected by other economic, business, and/or competitive factors; and other risks and uncertainties indicated from time to time in OppFi's filings with the United States Securities and Exchange Commission, in particular, contained in the section captioned "Risk Factors." OppFi cautions that the foregoing list of factors is not exclusive, and readers should not place undue reliance upon any forward-looking statements, which speak only as of the date made. OppFi does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.Non-GAAP Financial MeasuresThis press release includes certain non-GAAP financial measures that are unaudited and do not conform to GAAP, such as Adjusted EBT, Adjusted Net Income, and Adjusted EPS. Adjusted EBT is defined as Net Income, adjusted for (1) income tax expense; (2) change in fair value of warrant liabilities; (3) other adjustments, net; and (4) other income. Adjusted Net Income is defined as Adjusted EBT as defined above, adjusted for taxes assuming a tax rate for each period presented that reflects the U.S. federal statutory rate of 21% and a blended statutory rate for state income taxes, in order to allow for a comparison with other publicly traded companies. Adjusted EPS is defined as Adjusted Net Income as defined above, divided by weighted average diluted shares outstanding, which represents shares of both classes of common stock outstanding and includes the impact of dilutive securities, such as restricted stock units, performance stock units, and stock options. These non-GAAP financial measures have not been prepared in accordance with accounting principles generally accepted in the United States and may be different from non-GAAP financial measures used by other companies. OppFi believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends. These non-GAAP measures with comparable names should not be considered in isolation from, or as an alternative to, financial measures determined in accordance with GAAP. See "Reconciliation of Non-GAAP Financial Measures" below for reconciliations for OppFi's non-GAAP financial measures to the most directly comparable GAAP financial measures. A reconciliation of projected full year 2026 Adjusted Net Income and Adjusted EPS to the most directly comparable GAAP financial measures is not included in this press release because, without unreasonable efforts, the Company is unable to predict with reasonable certainty the amount or timing of non-GAAP adjustments that are used to calculate these measures.Consolidated Statements of OperationsThe following tables present consolidated statements of operations for the three months and years ended December 31, 2025 and 2024 (in thousands, except share and per share data). Certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes. Percentages presented are calculated from the underlying whole-dollar amounts.Comparison of the three months ended December 31, 2025 and 2024

Three Months Ended December 31,
Change(Unaudited)
2025
2024
$
%Revenue:

Interest on finance receivables
$      157,801
$      134,337
$      23,464
17.5 %Other revenue
1,449
1,386
63
4.5

159,250
135,723
23,527
17.3Change in fair value of finance receivables
(73,681)
(54,897)
(18,784)
34.2Provision for credit losses on finance receivables
—
(8)
8
(100.0)Net revenue
85,569
80,818
4,751
5.9Expenses:(a)

Salaries and employee benefits
14,650
14,447
203
1.4Direct marketing costs
14,198
13,318
880
6.6Interest expense and amortized debt issuance costs
9,402
11,029
(1,627)
(14.8)Professional fees
5,012
5,581
(569)
(10.2)Technology costs
2,959
3,110
(151)
(4.9)Payment processing fees
1,720
1,632
88
5.4Occupancy
1,028
1,041
(13)
(1.2)Depreciation and amortization
764
2,126
(1,362)
(64.1)Exit costs, net
—
37
(37)
(100.0)General, administrative and other
4,903
3,825
1,078
28.2Total expenses
54,636
56,145
(1,509)
(2.7)Income from operations
30,933
24,673
6,260
25.4Other (expense) income:

Change in fair value of warrant liabilities
11,876
(10,994)
22,870
208.0Income from equity method investment
1,412
815
597
73.2Other (expense) income, net
(4,414)
79
(4,493)
(5721.2)Income before income taxes
39,807
14,573
25,234
173.2Income tax expense
1,363
600
763
127.2Net income
38,444
13,973
24,471
175.1Less: net income attributable to noncontrolling interest
21,599
19,582
2,017
10.3Net income (loss) attributable to OppFi Inc:
$       16,846
$       (5,609)
$      22,455
400.3 %

Earnings (loss) per common share attributable to OppFi Inc.:

Earnings (loss) per common share:

   Basic
$          0.61
$         (0.26)

   Diluted
$          0.38
$         (0.26)

Weighted average common shares outstanding:

   Basic
27,517,762
20,248,004

   Diluted
87,141,594
20,248,004

(a) Beginning with the quarter ended September 30, 2025, for all periods presented, we aligned our expense classifications as presented in the Consolidated Statements of Operations. Comparison of the years ended December 31, 2025 and 2024

Year Ended December 31,
Change

2025
2024
$ Change
% Change

(Unaudited)

Revenue:

Interest on finance receivables
$      591,769
$      521,227
$      70,542
13.5 %Other revenue
5,281
4,736
545
11.5

597,050
525,963
71,087
13.5Change in fair value of finance receivables
(215,868)
(204,443)
(11,425)
5.6Provision for credit losses on finance receivables
—
(42)
42
(100.0)Net revenue
381,182
321,478
59,704
18.6Expenses:(a)

Salaries and employee benefits
60,695
60,475
220
0.4Direct marketing costs
50,890
49,208
1,682
3.4Interest expense and amortized debt issuance costs
39,367
44,708
(5,341)
(11.9)Professional fees
20,103
21,574
(1,471)
(6.8)Technology costs
12,433
12,171
262
2.2Payment processing fees
6,589
7,119
(530)
(7.4)Depreciation and amortization
5,159
9,621
(4,462)
(46.4)Occupancy
4,127
4,030
97
2.4Exit costs, net
(1,449)
2,983
(4,432)
(148.6)General, administrative and other
16,590
15,053
1,537
10.2Total expenses
214,504
226,942
(12,438)
(5.5)Income from operations
166,678
94,536
72,142
76.3Other (expense) income:

Change in fair value of warrant liabilities
(11,347)
(8,244)
(3,103)
37.6Income from equity method investment
4,974
1,442
3,532
244.9Other (expense) income, net
(4,173)
318
(4,491)
(1411.7)Income before income taxes
156,132
88,052
68,080
77.3Income tax expense
9,885
4,215
5,670
134.5Net income
146,247
83,837
62,410
74.4Less: net income attributable to noncontrolling interest
119,918
76,579
43,339
56.6Net income attributable to OppFi Inc.
$       26,329
$        7,258
$      19,071
262.8 %

Earnings per common share attributable to OppFi Inc.:

Earnings per common share:

   Basic
$          0.99
$          0.36

   Diluted
$          0.99
$          0.36

Weighted average common shares outstanding:

   Basic
26,506,458
20,145,606

   Diluted
26,506,458
20,145,606

(a) Beginning with the quarter ended September 30, 2025, for all periods presented, we aligned our expense classifications as presented in the Consolidated Statements of Operations.Condensed Consolidated Balance SheetsThe following table presents consolidated balance sheets as of December 31, 2025 and 2024 (in thousands). Certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes. Percentages presented are calculated from the underlying whole-dollar amounts.

(Unaudited)

December 31,
December 31,
Change

2025
2024
$
%Assets

Cash and restricted cash
$       93,263
$       88,288
$         4,975
5.6 %Finance receivables at fair value
546,236
473,696
72,540
15.3Equity method investment
19,076
19,194
(118)
(0.6)Other assets
95,515
59,993
35,522
59.2Total assets
$      754,090
$      641,171
$      112,919
17.6 %Liabilities and stockholders' equity

Accounts payable and accrued expenses
$       46,171
$       33,290
$       12,881
38.7 %Other liabilities
51,235
39,802
11,433
28.7Total debt
321,353
318,758
2,595
0.8Warrant liabilities
26,455
15,108
11,347
75.1Total liabilities
445,214
406,958
38,256
9.4Total stockholders' equity
308,876
234,213
74,663
31.9Total liabilities and stockholders' equity
$      754,090
$      641,171
$      112,919
17.6 %Condensed Consolidated Statement of Cash FlowsThe following table presents the consolidated statement of cash flows for the years ended December 31, 2025 and 2024 (in thousands). Certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes. Percentages presented are calculated from the underlying whole-dollar amounts.

Year Ended December 31,
Change(Unaudited)
2025
2024
$
%Net cash provided by operating activities
$      401,305
$      323,806
$       77,499
23.9 %Net cash used in investing activities
$ (307,804)
$     (243,442)
$      (64,362)
26.4Net cash used in financing activities
$ (88,526)
$ (66,019)
$      (22,507)
34.1Net increase in cash and restricted cash
$ 4,975
$ 14,345
$        (9,370)
(65.3) %Financial Capacity and Capital ResourcesAs of December 31, 2025, OppFi had $49.5 million in unrestricted cash, a decrease of $11.9 million from December 31, 2024. As of December 31, 2025, OppFi had an additional $203.6 million of unused debt capacity under its financing facilities for future availability, representing a 39% overall undrawn capacity, a decrease from $206.2 million as of December 31, 2024. The decrease in undrawn debt was driven primarily by an increase in the utilization of revolving lines of credit to fund receivables growth. Including total financing commitments of $525.0 million and cash and restricted cash on the balance sheet of $93.3 million, OppFi had approximately $618.3 million in funding capacity as of December 31, 2025.Reconciliation of Non-GAAP Financial MeasuresThe following tables present reconciliations of non-GAAP financial measures for the three months and years ended December 31, 2025 and 2024 (in thousands, except share and per share data). Certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes. Percentages presented are calculated from the underlying whole-dollar amounts.Adjusted EBT and Adjusted Net Income Comparison of the three months ended December 31, 2025 and 2024

Three Months Ended December 31,
Change(Unaudited)
2025
2024
$
%Net income
$          38,444
$          13,973
$     24,471
175.1 %Income tax expense
1,363
600
763
127.2Other expense (income), net
4,414
(79)
4,493
5720.9Change in fair value of warrant liabilities
(11,876)
10,994
(22,870)
(208.0)Other adjustments, net(a)
2,675
921
1,754
190.4Adjusted EBT
35,020
26,409
8,611
32.6Less: pro forma taxes(b)
9,205
6,114
3,091
50.6Adjusted net income
25,815
20,295
5,520
27.2 %

Adjusted earnings per share
$             0.30
$             0.23

Weighted average diluted shares outstanding
87,141,594
87,504,493

(a) For the three months ended December 31, 2025, other adjustments, net of $2.7 million included $1.7 million in expenses related to stock
compensation, $0.8 million in expenses related to the tax receivable agreement liability, $0.4 million in expenses related to legal matters, and
$0.2 million in expenses related to severance, partially offset by a $0.5 million addback related to corporate development. For the three months
ended December 31, 2024, other adjustments, net of $0.9 million included $1.1 million in expenses related to stock compensation, $0.1 million
in expenses related to severance, and $0.1 million in expenses related to corporate development, partially offset by a $0.4 million addback
related to legal matters. The sum of the individual components of other adjustments, net may not equal the total presented due to the use of
rounded numbers for disclosure purposes.(b) Assumes a tax rate of 26.28% for the three months ended December 31, 2025 and a tax rate of 23.15% for the three months ended December
31, 2024, reflecting the U.S. federal statutory rate of 21% and a blended statutory rate for state income taxes. Comparison of the years ended December 31, 2025 and 2024

Year Ended December 31,
Change(Unaudited)
2025
2024
$
%Net income
$      146,247
$       83,837
$       62,410
74.4 %Income tax expense
9,885
4,215
5,670
134.5Other expense (income), net
4,173
(318)
4,491
1411.7Change in fair value of warrant liabilities
11,347
8,244
3,103
37.6Other adjustments, net(a)
12,218
12,024
194
1.6Adjusted EBT
183,870
108,002
75,868
70.2Less: pro forma taxes(b)
44,111
25,337
18,774
74.1Adjusted net income
139,759
82,665
57,094
69.1 %

Adjusted earnings per share
$          1.59
$          0.95

Weighted average diluted shares outstanding
87,947,364
86,652,427

(a) For the year ended December 31, 2025, other adjustments, net of $12.2 million included $10.0 million in expenses related to stock
compensation, $1.2 million in expenses related to legal matters, $0.9 million in expenses related to severance, $0.8 million in expenses
related to the tax receivable agreement liability, $0.5 million in expenses related to corporate development, and $0.2 million in expenses
related to an adjustment to the Company's outstanding lease obligations, partially offset by a $1.4 million addback related to the partial
forgiveness of remaining expenses related to OppFi Card's exit activities. For the year ended December 31, 2024, other adjustments, net
of $12.0 million included $5.3 million in expenses related to stock compensation, $3.0 million in expenses related to OppFi Card's exit
activities, $1.8 million in expenses related to legal matters, $1.3 million in expenses related to severance, and $0.7 million in expenses
related to corporate development. The sum of the individual components of other adjustments, net may not equal the total presented due
to the use of rounded numbers for disclosure purposes.(b) Assumes a tax rate of 23.99% for the year ended December 31, 2025 and a tax rate of 23.46% for the year ended December 31, 2024,
reflecting the U.S. federal statutory rate of 21% and a blended statutory rate for state income taxes. Adjusted Earnings Per Share Comparison of the three months ended December 31, 2025 and 2024
Three Months Ended December 31,(Unaudited)2025
2024Weighted average Class A common stock outstanding27,517,762
21,442,460Weighted average Class V voting stock outstanding58,698,241
64,758,117Dilutive impact of restricted stock units745,043
1,141,932Dilutive impact of performance stock units22,052
71,234Dilutive impact of stock options158,496
89,953Dilutive impact of employee stock purchase plan—
797Weighted average diluted shares outstanding87,141,594
87,504,493
Three Months Ended December 31,(In thousands, except share and per share data)2025
2024(Unaudited)$
Per Share
$
Per ShareWeighted average diluted shares outstanding

87,141,594

87,504,493Net income$       38,444
$         0.44
$       13,973
$         0.16Income tax expense1,363
0.02
600
0.01Other expense (income), net4,414
0.05
(79)
—Change in fair value of warrant liabilities(11,876)
(0.14)
10,994
0.13Other adjustments, net(a)2,675
0.03
921
0.01Adjusted EBT35,020
0.40
26,409
0.30Less: pro forma taxes(b)9,205
0.11
6,114
0.07Adjusted net income25,815
$         0.30
20,295
$         0.23

(a) For the three months ended December 31, 2025, other adjustments, net of $2.7 million included $1.7 million in expenses related to stock
compensation, $0.8 million in expenses related to the tax receivable agreement liability, $0.4 million in expenses related to legal matters, and
$0.2 million in expenses related to severance, partially offset by a $0.5 million addback related to corporate development. For the three months
ended December 31, 2024, other adjustments, net of $0.9 million included $1.1 million in expenses related to stock compensation, $0.1 million
in expenses related to severance, and $0.1 million in expenses related to corporate development, partially offset by a $0.4 million addback
related to legal matters. The sum of the individual components of other adjustments, net may not equal the total presented due to the use of
rounded numbers for disclosure purposes.(b) Assumes a tax rate of 26.28% for the three months ended December 31, 2025 and a tax rate of 23.15% for the three months ended December
31, 2024, reflecting the U.S. federal statutory rate of 21% and a blended statutory rate for state income taxes. Comparison of the years ended December 31, 2025 and 2024
Year Ended December 31,(Unaudited)2025
2024Weighted average Class A common stock outstanding26,506,458
20,145,606Weighted average Class V voting stock outstanding60,114,665
65,619,358Dilutive impact of restricted stock units1,090,206
789,783Dilutive impact of performance stock units39,440
72,802Dilutive impact of stock options196,595
24,679Dilutive impact of employee stock purchase plan—
199Weighted average diluted shares outstanding87,947,364
86,652,427
Year Ended December 31,(In thousands, except share and per share data)2025
2024(Unaudited)$
Per Share
$
Per ShareWeighted average diluted shares outstanding

87,947,364

86,652,427Net income$     146,247
$         1.66
$       83,837
$         0.97Income tax expense9,885
0.11
4,215
0.05Other expense (income), net4,173
0.05
(318)
—Change in fair value of warrant liabilities11,347
0.13
8,244
0.10Other adjustments, net(a)12,218
0.14
12,024
0.14Adjusted EBT183,870
2.09
108,002
1.25Less: pro forma taxes(b)44,111
0.50
25,337
0.29Adjusted net income139,759
$         1.59
82,665
$         0.95

(a) For the year ended December 31, 2025, other adjustments, net of $12.2 million included $10.0 million in expenses related to stock
compensation, $1.2 million in expenses related to legal matters, $0.9 million in expenses related to severance, $0.8 million in expenses
related to the tax receivable agreement liability, $0.5 million in expenses related to corporate development, and $0.2 million in expenses
related to an adjustment to the Company's outstanding lease obligations, partially offset by a $1.4 million addback related to the partial
forgiveness of remaining expenses related to OppFi Card's exit activities. For the year ended December 31, 2024, other adjustments, net
of $12.0 million included $5.3 million in expenses related to stock compensation, $3.0 million in expenses related to OppFi Card's exit
activities, $1.8 million in expenses related to legal matters, $1.3 million in expenses related to severance, and $0.7 million in expenses
related to corporate development. The sum of the individual components of other adjustments, net may not equal the total presented due
to the use of rounded numbers for disclosure purposes.(b) Assumes a tax rate of 23.99% for the year ended December 31, 2025 and a tax rate of 23.46% for the year ended December 31, 2024,
reflecting the U.S. federal statutory rate of 21% and a blended statutory rate for state income taxes.

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Original: OppFi Reports Record Annual Revenue, Net Income, and Adjusted Net Income