Fintech OppFi is buying BNC Corp. and its subsidiary BNC National Bank in a cash and stock transaction valued at approximately $130 million.
OppFi is a tech-enabled digital finance platform that partners with banks to offer financial products and services to consumers. BNC is a nationally chartered commercial bank headquartered in Glendale, Az., with approximately $1.1 billion in total assets and approximately $1.0 billion in total deposits.
The transaction unites two complementary businesses, combining OppFi’s online lending platform with BNC’s national bank charter and diversified banking infrastructure.
“The transformative combination of OppFi’s digital-first platform and BNC’s national bank charter unlocks significant opportunities for growth and product diversification,” Todd Schwartz, CEO and executive chairman of OppFi, said. “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.”
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 owned. OppFi stockholders will own approximately 93 percent of the company and BNCC stockholders will own approximately 7 percent.
“This is an exciting opportunity to align our community-focused banking tradition with OppFi’s world-class digital innovation. Together, we will bring new capabilities and product options to customers. This is a significant moment in our proud history,” Michael Vekich, BNCC chairman, said.
OppFi expects to generate substantial synergies of at least $60 million in the first year post-closing, over $90 million in the second year post-closing and over $115 million in the third year post-closing. The transaction is expected to be significantly accretive to earnings.
Following the closing, OppFi 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.
“This transaction significantly strengthens our capital base, enabling us to maximize our growth potential. With greater financial flexibility and enhanced digital capabilities, we will be well positioned to elevate the customer experience and better serve our customers as their needs continue to evolve,” Collins, BNCC president and CEO, said.
Schwartz will lead the combined company as CEO and executive chairman, while Vekich will serve on the board of directors of OppFi Bank.
Also, OppFi is collapsing its Up-C structure into a traditional C-Corp model.
“By moving to a traditional C-Corp model, we aim to remove administrative complexity and ensure our structure aligns with the rigorous standards of federal bank supervision,” Schwartz said.
The transaction is subject to shareholder and regulatory approvals. It is expected to close during the fourth quarter of 2026.