Banking and Finance Law Daily Wrap Up, MERGERS AND ACQUISITIONS—Consumer groups urge regulators to reject OppFi acquisition of BNC Bank, (Jul 30, 2026)

By Shashi Kant, BALLB, LLM

NCLC and 122 consumer and civil-rights groups contend that OppFi’s high-cost lending, charge-off rates, refinancing practices, and compliance record are incompatible with a national bank charter.

The National Consumer Law Center and a coalition of 122 consumer, civil-rights, legal-services, and community groups and academics urged federal banking regulators to deny Opportunity Financial Inc.’s applications to acquire BNC National Bank, create OppFi National Bank, merge the banks, and become a bank holding company. The commenters also requested public hearings, additional disclosures from OppFi, and a new comment period after the applications are made publicly available.

OppFi, Inc., of Chicago, has applied to the Federal Reserve Board to become a bank holding company by acquiring BNCCORP, Inc., Bismarck, North Dakota, and thereby indirectly acquiring BNC National Bank, Glendale, Arizona. Fed’s July 13, 2026, notice set an Aug. 12 deadline for comments on the bank holding company application. In separate July 29 letters to the Federal Deposit Insurance Corporation, Office of the Comptroller of the Currency, and Federal Reserve Board, NCLC and the coalition said the proposed transaction would place a national bank charter behind a lending business they characterized as unaffordable, unsafe, and unsound. The coalition requested that the agencies deny the applications after a public hearing, including consideration by the full Federal Reserve Board.

High-cost lending. NCLC said OppFi currently offers installment loans ranging from $500 to $5,000, generally carrying annual percentage rates between 99 percent and 195 percent. The group argued that the rates would be prohibited in as many as 45 states, depending on the loan’s size, and that OppFi seeks a national bank charter to offer high-cost credit nationally without being constrained by state interest-rate limits. NCLC cited examples in which a borrower receiving $2,000 at a 160-percent APR would repay approximately $3,551 over nine months, while a $4,000 loan at the same rate would require repayment of approximately $10,713 over 18 months. It said rates allowed by the states for comparable loans are generally far lower. The coalition similarly said OppFi’s rates typically reach 160 percent and may be as high as 195 percent. Its chart comparing OppFi’s rate with state limits on a $2,000 installment loan shows state maximums ranging from 17 percent to 59 percent among the jurisdictions displayed, compared with a 160-percent OppFi rate.

Charge-offs and refinancing. The commenters argued that OppFi’s charge-off levels indicate that its underwriting does not adequately account for borrowers’ ability to repay. NCLC cited a 55.5-percent annualized net charge-off rate for the first quarter of 2026, compared with a 3.4-percent credit-card charge-off rate. It said OppFi’s rate was more than 14 times the current credit-card rate and more than five times the 10.5-percent credit-card charge-off rate recorded during the fourth quarter of 2009. The coalition argued that charge-offs at those levels would not be tolerated at a national bank. It also contended that frequent refinancing masks defaults and extends borrowers’ indebtedness. According to the coalition, about half of OppFi customers refinance and as much as 75 percent of the company’s pretax income from OppLoans customers is attributable to refinancing. NCLC said refinancing can increase interest costs while providing borrowers with little additional credit. It cited District of Columbia allegations that approximately half of OppFi customers refinanced, with the average customer refinancing more than twice, and that OppFi ultimately entered a $2 million settlement with the District. NCLC also cited research indicating that some borrowers remained continuously indebted for several years through repeated refinancing.

Proposed products. NCLC expressed concern that the acquisition could allow OppFi to expand into earned-wage-access products, lines of credit, and small-business lending. The group characterized earned-wage access as short-term payday lending and said such products can carry annualized costs exceeding 200 percent. It argued that a national bank could impose mandatory charges and export rates into states that otherwise restrict payday or small-dollar lending. NCLC also said high-cost lines of credit may rely on complex fee structures that obscure the effective APR, produce variable payments, and leave borrowers without a clear repayment date. OppFi’s investor materials did not specify the rates it planned to charge for such credit, according to the comments.

Responsible-lending standards. The commenters contended that OppFi’s practices are inconsistent with the 2020 Interagency Lending Principles for Offering Responsible Small-Dollar Loans. Those principles, they said, emphasize successful repayment under original loan terms, underwriting designed to minimize adverse outcomes, and products that enhance rather than weaken borrowers’ financial capacity. The coalition argued that OppFi’s high defaults and reliance on refinancing demonstrate that its loans do not satisfy those standards. It also said the program presents risks under laws governing unfair, deceptive, or abusive practices, debt collection, credit reporting, fair lending, military lending, electronic payments, privacy, data security, customer identification, and community reinvestment.

AML and identity-theft concerns. NCLC asked regulators to examine OppFi’s anti-money laundering and customer-identification controls. It said consumer complaints and litigation alleging loans opened through identity theft may indicate weaknesses in OppFi’s know-your-customer and customer identification procedures. The group also said such allegations could implicate Fair Credit Reporting Act requirements governing identity-theft prevention and dispute investigations. The NCLC filing and appendices included Consumer Financial Protection Bureau complaint data covering July 22, 2025, through July 22, 2026.

Public hearing requested. NCLC requested hearings under OCC, Fed, and FDIC procedures, arguing that written submissions were insufficient given the application’s asserted novelty and potential national consequences. The group said borrowers and affected communities should have an opportunity to address whether OppFi’s proposed lending would meet community convenience and needs and operate safely and soundly. NCLC asked the agencies to make the applications public, provide an additional comment period of at least 30 days, request further information about OppFi’s practices, hold public hearings, and ultimately deny the applications.

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