OppFi has withdrawn its applications to U.S. bank regulators for approval of its proposed acquisition of BNCCORP and BNC National Bank, citing a lack of clear standards for evaluating the deal. The merger agreement remains in effect, so the withdrawal does not itself terminate the transaction.
OppFi also reaffirmed its revised full-year 2026 financial guidance. The company said it plans to continue discussions with regulators about standards for combinations involving community banks and financial technology companies.
Key details
- OppFi withdrew its applications to the Office of the Comptroller of the Currency, the Federal Reserve and the Federal Deposit Insurance Corporation related to the proposed acquisition.
- CEO and Executive Chairman Todd Schwartz said OppFi had responded to extensive regulator information requests but had not had a meaningful opportunity to address potential concerns, which he attributed to communication restrictions and the absence of clearly articulated evaluation standards.
- OppFi said it intends to engage with federal regulators on practical, market- and consumer-based standards for partnerships between community banks and financial technology platforms.
- The merger agreement, signed in April 2026, has not been terminated and remains in effect. OppFi did not announce a new approval timeline or other changes to the agreement.
- OppFi reiterated its revised 2026 guidance:
- Revenue of $600 million to $610 million
- Adjusted net income of $115 million to $120 million
- Adjusted earnings per share of $1.34 to $1.40
- OppFi said it remains focused on building a more diversified, technology-enabled financial platform and believes its long-term earning potential does not depend on obtaining a national bank charter.
- The company described the proposed combination as bringing together OppFi’s online lending platform and BNC’s national bank charter and banking infrastructure. That combination has not been completed.
What changes
The regulatory approval process for the BNC acquisition is no longer proceeding on the withdrawn applications. But OppFi has not called off the deal: the merger agreement remains in force, and the company says it plans further engagement with regulators. Separately, its reaffirmed guidance indicates no change to the revised 2026 financial outlook announced alongside the update.