OppFi to Acquire BNC National Bank for $130 Million in Fintech-Bank Merger

CHICAGO — The financial technology firm OppFi Inc. announced on April 29, 2026, that it has entered into a definitive agreement to acquire BNCCORP, Inc. and its subsidiary, BNC National Bank, for approximately $130 million. The cash-and-stock deal marks a significant step for the online lending platform into the traditional banking sector, combining its digital capabilities with a national bank charter. The transaction is structured to unite OppFi's lending platform, which focuses on consumers often underserved by mainstream financial institutions, with BNC's established banking infrastructure. In a statement, OppFi said the merger aims to create a "stronger, more diversified financial services provider" by leveraging the strengths of both organizations. Under the terms of the agreement, each outstanding share of BNCC common stock will be converted into the right to receive $19.375 in cash and 1.90 shares of OppFi's Class A common stock. Based on the closing price of OppFi's stock on April 28, 2026, the total transaction is valued at approximately $130.7 million. Upon completion of the deal, existing OppFi stockholders are expected to own roughly 93% of the combined entity, with former BNCC stockholders holding the remaining 7%. OppFi, a publicly traded company on the New York Stock Exchange, operates a tech-enabled platform that partners with banks to provide financial products. The company has emphasized its mission of promoting financial inclusion. In addition to its consumer lending, OppFi also holds a 35% equity interest in Bitty Holdings, LLC, a company that offers revenue-based financing and other working capital solutions to small businesses. BNC National Bank is a nationally chartered commercial bank headquartered in Glendale, Arizona. According to filings, as of December 31, 2025, the bank held approximately $1.1 billion in total assets and $1.0 billion in total deposits. The acquisition provides OppFi with a valuable national bank charter, which can streamline regulatory compliance and enable the expansion of its product offerings across the United States without relying on third-party bank partners. Company executives project that the acquisition will create substantial value for stockholders. OppFi anticipates the deal will lead to an adjusted earnings per share (EPS) accretion of more than 25% in 2027, with that figure growing to over 40% in 2028. The move is expected to enhance OppFi's financial profile, strengthen its balance sheet, and provide a stable, low-cost deposit base to fund future growth in both its consumer and small business lending segments. Concurrent with the acquisition announcement, OppFi also revealed a significant change to its corporate organization. The company is simplifying its structure by converting from an Up-C structure to a traditional C corporation model. This change is intended to improve tax efficiency and streamline the company’s accounting and financial reporting processes, a move often favored for its simplicity and appeal to a broader base of investors. The acquisition reflects a broader trend in the financial services industry where fintech companies are increasingly seeking to obtain bank charters, either by applying for one directly or by acquiring existing chartered institutions. This strategy allows them to operate with greater autonomy, reduce reliance on partner banks, and expand their suite of services to include traditional banking products like checking and savings accounts. This acquisition is a textbook example of a growing trend where fintech firms buy their way into the traditional banking system to secure a national charter, bypassing years of regulatory hurdles. For small and mid-sized business owners, the key takeaway isn't just about fintech; it's about strategic growth through acquisition. Many entrepreneurs we work with see M&A as something only for large corporations, but this deal shows it's a powerful tool for rapidly acquiring critical assets—be it technology, licenses, or market share. The challenge, however, is immense. Structuring a deal of this complexity, from valuation and due diligence to post-merger integration, requires specialized expertise. This is precisely where our focus on capital raising and investor strategy becomes critical for our clients. Properly navigating these transactions can unlock exponential growth, while missteps can be catastrophic. Understanding how to structure and finance such a transformative move is essential, and at C&S Finance Group LLC, we guide businesses through this entire lifecycle at csfinancegroup.com. The transaction is still subject to customary closing conditions, which include receiving approval from BNCC stockholders and relevant federal and state banking regulators. The industry will be watching closely as the combined entity navigates the integration process and seeks to realize the projected synergies of merging a digital-first lending platform with a traditional national bank.