FEDERAL COURT, July 1 — Fair Finance Watch
has filed a comment with the FDIC opposing a part of the
proposal of OppFi Inc. to acquire BNCCORP, Inc. and its
subsidiary BNC National Bank of Glendale, Arizona in a
$130 million cash-and-stock transaction — and requesting
public hearings before the FDIC takes any action.
The application to the FDIC is
for Opportunity Financial to set up OppFi Bank in Utah,
and merger it with BNC National Bank. FFW has commented to
the Federal Reserve and OCC as well.
Opportunity Financial is
a Chicago-based fintech company that offers personal
installment loans at interest rates of up to 195-198% APR.
That is not an estimate. It is documented in state
enforcement records, federal consumer complaint databases,
and OppFi's own SEC filings. The District of Columbia
Attorney General sued OppFi in 2021, alleging it charged
DC residents up to 198% APR — more than eight times DC's
24% legal cap.
OppFi settled for over $2 million,
including $1.5 million in refunds to more than 4,000
borrowers and over $640,000 in waived interest.
California's Department of Financial Protection and
Innovation filed its own complaint. Illinois documented
OppFi charging 159.5% APR in defiance of the state's
Predatory Loan Prevention Act.
OppFi's historic business model is a
"rent-a-bank" scheme. It partners with out-of-state banks
— most recently FinWise Bank, a Utah-chartered institution
with no state usury cap — to originate loans, then
acquires 95% or more of each loan through a participation
agreement. The out-of-state bank appears on the paperwork;
OppFi holds the economic risk and the profit. State
regulators have repeatedly challenged this structure.
Courts have found that OppFi, not its bank partner, is the
"true lender."
Now OppFi wants to stop renting a charter
and buy one. BNC National Bank is a nationally chartered
commercial bank with approximately $1.1 billion in total
assets and $1.0 billion in deposits. A national bank
charter comes with OCC preemption authority — the ability
to make loans under federal law rather than state law,
charging rates that state usury caps would otherwise
prohibit. OppFi CEO Todd Schwartz said the deal
"simplifies and strengthens our compliance and risk
management." The "compliance" being simplified is the
ongoing legal pressure in California, Illinois, DC, and
elsewhere challenging the rent-a-bank model.
OppFi says it serves customers who are
"underserved by traditional financing options." FFW
submits that charging those same consumers 160% APR is not
serving them — it is profiting from their lack of
alternatives. The Community Reinvestment Act requires the
Federal Reserve to evaluate whether an acquiring
institution has met the credit needs of its communities.
Triple-digit APR installment loans concentrated among
non-prime and LMI borrowers are not a CRA record. They are
a predatory lending record.
The transaction is subject to approval by
the FDIC and Federal Reserve - as well as the even more
captured OCC .As Inner City Press has noted, the OCC
recently shut down its Community Affairs email box; the
FDIC has no way of commenting until an application is
filed (and then has made it more difficult to request and
obtain copies of applications).
FFW has asked the FDIC for public hearings,
noting that in the FDIC's proposal RIN 3064-AG10: "the
FDIC has received a limited number of public comments in
response to subpart C applications.... Therefore, the FDIC
is proposing to eliminate the public notice and related
public comment period from subpart C and to make
conforming changes to subpart A of 12 CFR part 303 of the
FDIC Rules." See, e.g., Sept 10, 2025:
https://www.americanbanker.com/opinion/the-fdic-is-undercutting-a-key-element-of-the-cra
The FDIC has eliminated public notice and public comment
on banks' proposals to expand. The above-quoted
reasoning is that few comments are filed. So, that is now
changing
These requests are also made in the context
of the Federal Reserve Board's lack of transparency on the
pending, somewhat similar application by Enova to acquire
Grasshopper Bank. There, FFW commented early. But the
Board withheld all substantive portions of its February 2,
2026 Additional Information letter to Enova. Inner City
Press requested all segregable portions under FOIA; this
was denied. Inner City Press appealed; this was denied.
Having no other choice, I filed a FOIA lawsuit in SDNY,
Lee v. Board of Governors of the Federal Reserve System
(1:26-cv-04556) District Court, S.D. New York. The
Complaint was signed for by the Fed on June 9, and on June
10 I emailed a courtesy copy to the Board's Legal
Division, asking that a notice of appearance be made and
the merits reached asap. Twenty days later, nothing.
Nothing at all.
Fair Finance Watch will submit additional
comments as the record develops. Watch this
site.
