BNCCORP Stockholders Approve Merger With OppFi

BNCCORP stockholders have approved a merger with OppFi, Inc., marking a key step in the transaction process announced earlier in 2026.

The approval was granted on September 17, 2026, and follows the definitive merger agreement entered by both companies in April 2026. The transaction will result in BNCCORP merging into a subsidiary of OppFi, with BNC National Bank set to become OppFi Bank, N.A. upon completion.

Under the terms of the agreement, BNCCORP stockholders will receive a combination of cash and OppFi Class A common stock for each share they hold. Specifically, each BNCC share will be exchanged for $19.375 in cash and 1.9 shares of OppFi Class A common stock.

The boards of directors for both OppFi and BNCCORP unanimously approved the merger agreement. The transaction remains subject to customary closing conditions, including the receipt of required regulatory approvals before it can be finalized.

What the numbers show

• The merger consideration was valued at approximately $130.7 million based on OppFi’s April 28, 2026, closing stock price.
• BNC National Bank reported $1.1 billion in total assets and $1.0 billion in deposits as of December 31, 2025.
• For 2025, BNC generated $51 million in interest income and $10 million in net income.
• The deal represents about 1.2 times BNCC’s book value of $107 million.
• After closing, OppFi stockholders are expected to own 93% and BNCC stockholders 7% of the combined company.

The initial agreement between the two companies was reached on April 28, 2026. The transaction outlines that BNCCORP will merge into an OppFi subsidiary, and BNC National Bank will be renamed as part of the OppFi group.

According to the companies, the value of the merger consideration was calculated using OppFi’s closing stock price at the time the agreement was signed. The structure of the deal provides both cash and equity to BNCCORP stockholders.

BNC National Bank’s financial position at the end of 2025 included $1.1 billion in assets and $1.0 billion in deposits. The bank also reported $51 million in interest income and $10 million in net income for the year ending December 31, 2025.

Upon completion of the merger, the combined company’s ownership is expected to be divided with OppFi stockholders holding approximately 93% and BNCCORP stockholders holding around 7%. The closing of the transaction will proceed once all regulatory and customary conditions are satisfied.

* This article is based on publicly available information at the time of writing.