OppFi Pulls Bank Applications Seven Weeks After Enova
OppFi has withdrawn its applications to buy a bank, the second nonbank lender to do so in seven weeks. In a Form 8-K filed November 3, the Chicago lender said it had pulled its applications to the Office of the Comptroller of the Currency, the Federal Reserve and the FDIC for its acquisition of BNCCORP and BNC National Bank, valued at about $130.7 million when the deal was signed in April. The same filing says the merger agreement "has not been terminated and remains in effect."1 2 Six days earlier, CEO Todd Schwartz had said on OppFi's earnings call that the company was "hopeful that we can get this resolved by Q4," according to PYMNTS.3
What changed:
Bottom line for funders: if your bank line renews in the next two quarters, prepare for questions on collateral. In the Fed's October survey, more banks tightened collateral requirements on loans to nonbank lenders than eased them, 7 against 2 of 55, on a question that covers advance rates, while spreads split evenly, 7 and 7.8 That is a small move, and the July survey asked no matching question, so there is no prior-quarter change to compare it with. Your own loss history by funding month is the record a bank or buyer will ask for; OnDeck's version is in the same Enova filing.9
The limits: no regulator has published a decision or a view on either application; the reasons above are the companies' own. OppFi's own lending goes to consumers through bank partners.5 Its release leaves a door open, listing "whether a revised structure or other approach may permit OppFi to obtain the regulatory approvals" among its forward-looking statements.5 Enova's offerings are proposed, and their final terms are not public.
What Alternative Business Lenders Need to Know
Why this matters to an MCA, factoring or revenue-based funder: you fund the way these lenders do, through bank lines, forward-flow or participation buyers and, at scale, securitization. The state rate fight in this story is about consumer loans. If you buy receivables rather than lend, what reaches you is the funding half, and how a court reads your contract.
What did OppFi actually file, and what did it leave open?
The release says OppFi withdrew "at this time."5 If BNCCORP terminates "due to failure to obtain regulatory approvals," OppFi owes it a fee of about 1.5% of the deal value, roughly $2 million by our arithmetic; the withdrawal alone does not trigger it.2 The April filing's summary also lets either side terminate if the deal has not closed by a deadline, "subject to limited rights to extend in certain regulatory circumstances," and gives no calendar date for it.2
BNCCORP stockholders approved the merger on September 17, PYMNTS reported.3 We found no BNCCORP statement on the withdrawal on its website as of November 5. Enova's September release does not say whether its Grasshopper merger agreement was terminated.4
Why did OppFi and Enova both withdraw?
Both companies put it in their own words. OppFi CEO Todd Schwartz said: "We believe that our applications satisfied the existing statutory criteria for approval, but there is a lack of clearly articulated standards by which those criteria are being used to evaluate our applications."5 Enova CEO Steve Cunningham said in September that "Regulators do not have clear standards for nonbanks that want to become banks" and that the process is "susceptible to political pressure and outside advocacy."4
The opposition was public. In mid-July, 20 state attorneys general sent letters urging federal regulators to reject both the Enova and the OppFi deals, American Banker reported.10 On August 6, a coalition of 18 attorneys general led by Illinois Attorney General Kwame Raoul sent letters asking the OCC and the Federal Reserve to deny OppFi's application, arguing that a national charter would let OppFi get around state lending laws.11 12 OppFi rejects that reading. It describes itself as a platform that "partners with banks," and in March it won summary judgment against California's financial regulator in a true-lender case.5 13 For scale, OppFi's third-quarter average annualized yield was 131.4%, and its annualized net charge-offs were 52.6% of average receivables.14 Those are consumer-loan economics, and the state rate-cap objections were about them.
The Federal Reserve's public file for the OppFi application shows a processing-extension letter dated August 27 and four batches of public comments.15 The file does not show a decision, and nothing in it indicates how regulators were leaning.
Who is getting bank charters, and on what terms?
The charter route is not closed to every lender. On July 23, the OCC granted Upstart Bank preliminary conditional approval for a new national bank, with a tier 1 leverage floor of 12.0% and a total risk-based capital floor of 15.0% for its first three years.16 American Banker counts more than 30 companies that went through the OCC charter process this year.17 Both withdrawals, by contrast, were attempts to buy an existing bank and its deposits. In this year's record, the approval went to a new bank that accepted fixed capital floors.
How does Enova fund small-business loans without a bank?
The answer is in this week's filings. On November 3, Enova disclosed a proposed private offering of $500,251,000 of asset-backed notes. The issuer is OnDeck Asset Securitization IV, and the collateral is "a revolving pool of small business loans" originated or bought by OnDeck.6 The 8-K does not disclose the classes, ratings, advance rate or spread, so the cost of this funding is not yet observable. The furnished data covers OnDeck loans held on balance sheet and loans sold to investors, back to 2020.9
On November 4, Enova proposed $600 million of senior notes due 2031. The proceeds would redeem all of its roughly $400 million of 11.25% notes due 2028 on December 15, at 102.813% of principal, and repay part of its revolving credit facility.7
Watch one print: the class A spread on the OnDeck Series 2026-2 notes, if it is published. That is what asset-backed investors charge against small-business loan collateral. The coupon on the new 2031 notes is one company's unsecured cost, set in a different market from the 11.25% notes it replaces, so it says little about yours.
OnDeck's tracked term loans grew to $1,834.6 million of unpaid principal at September 30 from $1,558.4 million at the end of 2025, about 17.7%, and its lines of credit grew about 48%, to $1,393.4 million from $939.1 million. The credit signals are mixed. On term loans, loans 1 to 59 missed-payment factors behind fell to 6.94% of the balance from 8.43%, but the improvement sits in the 1-to-14 bucket. The 45-to-59 bucket, the one that rolls into the 61-plus figure, rose to 1.51% from 1.14%, and loans 61 or more behind edged up to 4.25% from 4.15%. On lines of credit, the 61-plus balance doubled to $45.3 million from $22.5 million, 3.25% of the larger book against 2.39%. The static-pool table shows the 2025 second- and third-quarter term-loan vintages at 10.66% and 10.14% cumulative net charge-offs after 12 months, the highest of any vintage in the table at that age, against 8.52% for 2024 and 8.49% for 2023. The 2026 first-quarter vintage, at 2.73% after six months, is below every 2025 vintage at that age.9 The exhibit's 2026 charge-off rate, 12.87%, is net charge-offs over average balance, and the exhibit does not say whether it covers nine months or a full year, so we do not compare it with 2025's 16.92%. September-to-December comparisons can also carry seasonality. If you benchmark your own book, compare vintages at the same months of seasoning, as the static-pool table does.
Where does this leave MCA, revenue-based and factoring funders?
What a charter would have changed is the funding line: a bank funds largely with deposits. Our read: the outcome that would have moved OnDeck onto deposits did not happen, so Enova's small-business arm stays in the capital pool you draw on, bank lines, forward-flow buyers and asset-backed investors. OppFi, a consumer lender, overlaps less with an MCA shop's funding. The withdrawals change nothing for you this quarter; the bank tightening is what moves your terms. OnDeck already taps that pool through securitization, which most MCA and factoring shops do not.6 Prices for warehouse lines and forward-flow purchases are not public.
Bank funding is tighter at the margin, and the counts are small. On standards, 12 of 50 domestic banks that lend to business credit intermediaries tightened over the third quarter, and most of the rest left them unchanged. On terms, the collateral question for all nonbank borrowers, which covers borrowing-base requirements, collateral eligibility and advance rates, drew 7 tightenings and 2 easings among 55 banks.8 These are counts of banks, not dollars. In July the Fed asked only where those standards stood, and banks said, on balance, that standards for every type of nonbank loan it asked about were "at the tighter ends of their historical ranges" since 2011.18
Our read for funders that sell participations or forward-flow to larger platforms: a buyer that funds through securitization has to pass its noteholders' data requirements down to you. Expect eligibility criteria deal by deal, seller representations on the accuracy of your data tape, and an obligation to repurchase deals that breach them.
What should a funder do differently this quarter?
Ask your bank-line or forward-flow counterparty which data fields it requires, and test your current tape against that list before your next renewal. For an MCA or revenue-based book, expect a request like this, deal by deal: funded amount, purchased amount, factor rate and specified percentage, reconciliation requests and how each was resolved, every renewal or refinance that paid off a prior balance, flagged so renewals cannot hide defaults, stacking position, ISO, and collections as a share of the purchased amount by funding month.
Put your default definition on the tape (for example, days without a remittance), recoveries on defaulted deals and ACH return codes, so a buyer can compare your collections curve with other sellers'. That curve is your version of OnDeck's static-pool table.
Before renewal, check your concentrations by ISO, industry, state and stacking position against the limits a lender is likely to set, model your borrowing base at a lower advance rate, and line up a second line or a forward-flow buyer as a fallback.
For MCA and revenue-based files, recharacterization as a loan turns on the contract's terms and on how you apply them. In a 2020 decision, New York's Appellate Division said a court must examine whether the funder "is absolutely entitled to repayment under all circumstances" and usually weighs three factors: a reconciliation provision, a finite term, and recourse if the merchant declares bankruptcy. In that case, an adjustment the funder could make "at [its] sole discretion" and a bankruptcy default clause were enough to keep the usury defense alive.19 That was one decision at an early stage of a case, so have counsel check your reconciliation clause and whether you honor it in practice, your term and your bankruptcy default against current New York law and the law your contract chooses.
Pull your forward-flow, participation and bank-line agreements and list who bears the cost if an approval, license or partner falls through. OppFi's merger agreement priced that case up front, as described above.
Our Opinion
Two withdrawals are not a ruling, and OppFi's merger agreement is still alive. Our view: the withdrawals keep OnDeck competing for the same capital you draw on, and a few banks are tightening collateral behind nonbank lines, so your tape is your leverage at the next renewal. Build it before the bank asks. Enova's filings show what asset-backed investors see before they buy small-business paper: static-pool vintages back to 2020 and net charge-offs by OnDeck credit-score band.9 A bank warehouse lender asks for different things, such as borrowing-base eligibility, concentration limits and default triggers, but it starts from the same performance history. The Fed survey shows a few more banks asking for more collateral behind nonbank lines.8
We would change this view if the Fed's next survey, due in early 2027, shows more banks easing than tightening standards for business credit intermediaries and, if the survey repeats the question, collateral terms for nonbank lenders. In that case the tape still matters, but it stops being the thing that sets your terms.
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Federal prosecutors in Fresno announced on November 2 that Ron Cook, 58, of Corporate America Lending has been indicted on charges of making false statements to the federal government, wire fraud, aggravated identity theft and money laundering.20 According to the U.S. Attorney's Office, CAL originates agricultural loans and sells interests in them to investors, financial companies and Farmer Mac. Prosecutors allege that Cook kept the $58 million payoff on a loan he had already sold, took out Farmer Mac loans in customers' names without their knowledge, and sold investors interests in loans that did not exist. Prosecutors describe a nearly $65 million scheme and allege he obtained at least $64 million.20 "The charges are only allegations; the defendant is presumed innocent until and unless proven guilty beyond a reasonable doubt," the release says.20
A separate civil record already existed. In July, the Eighth Circuit affirmed a $57.1 million arbitration award for Compeer Financial against CAL. The court found that Compeer paid CAL $58 million for a 100% participation interest in a set of loans, and that CAL "purposely withheld" the payoff when the borrower refinanced. According to the court, Cook described that as "a negotiation tactic."21 We found no public statement from Cook, his counsel or CAL. For anyone who buys participations, the control points are to confirm independently that the loan, the borrower and the obligor exist, and that the borrower is an active entity on its state's registry, before paying for an interest, and to confirm payoff routing with the borrower or servicer, not the seller.
SBA did not raise a statutory cap. Under Policy Notice 5000-879058, effective July 4, a borrower's outstanding 7(a) balance no longer reduces the maximum available under the 504 program. A lender can approve a $5 million 7(a) loan first, and a CDC can then approve a 504 loan. SBA's total guaranteed exposure to one borrower stays capped at $3,750,000.22 SBA's July release calls the result "up to $10 million in SBA-backed financing."23 American Banker reported November 2 that the change grew out of a borrower who had to choose between a 504 real estate loan and keeping a 7(a) working capital line.24 The guaranteed-exposure cap, not the $10 million headline, is what limits how much SBA-backed risk sits behind one borrower.
Washington's Department of Financial Institutions filed a proposed rule on October 23 that spells out when a company working with an exempt bank is the real lender under the state's 2024 Predatory Loan Prevention Act. The hearing is December 15.25 The test applies to loans above the state's 25% rate. A company is the lender if it "Places their own money at risk," "Bears the benefits and risks of the loan," or arranges the loan and buys or keeps "more than a 50 percent economic or financial interest." A wider set of factors, including whether it "Designs, controls, or operates the loan program," can also make it the lender.26 The statute exempts loans made "primarily for business, commercial, or agricultural purposes unless the loan is secured by a lien on the borrower's primary dwelling."27 MCA, factoring and business-purpose loans are generally outside the rule unless secured by the borrower's home. Bank-partner consumer programs in Washington are the target. Comments are due by the December 15 hearing; the State Register number for the filing is not yet published.25
Sources
1 OppFi Inc. | Form 8-K, Items 7.01 and 8.01, withdrawal of bank regulatory applications (filed Nov. 3, 2026)
2 OppFi Inc. | Form 8-K, Item 1.01, Agreement and Plan of Merger with BNCCORP, Inc. (filed Apr. 29, 2026)
3 PYMNTS | OppFi Abandons BNC Bank Purchase (Nov. 3, 2026)
4 Enova International | Form 8-K Exhibit 99.1, Enova Withdraws Bank Regulatory Applications (Sept. 14, 2026)
5 OppFi Inc. | Form 8-K Exhibit 99.1, OppFi Provides Update on Pending BNC Acquisition (Nov. 3, 2026)
6 Enova International | Form 8-K, Item 7.01, proposed OnDeck Asset Securitization IV Series 2026-2 notes (filed Nov. 3, 2026)
7 Enova International | Form 8-K Exhibit 99.1, Enova Announces Private Offering of $600 Million of Senior Notes Due 2031 (Nov. 4, 2026)
8 Board of Governors of the Federal Reserve System | October 2026 Senior Loan Officer Opinion Survey, Table 1 (Nov. 2, 2026)
9 Enova International | Form 8-K Exhibit 99.1, OnDeck delinquency and net charge-off supplemental data (Nov. 3, 2026)
10 American Banker | State AGs sound alarm over Enova, OppFi buying banks (July 17, 2026)
11 Illinois Attorney General | Attorney General Raoul Leads Coalition Urging Federal Government to Deny Opportunity Financial Merger (Aug. 6, 2026)
12 California Department of Justice | Attorney General Bonta Urges Federal Government to Protect Consumers, Deny Opportunity Financial Merger (Aug. 6, 2026)
13 Beyond Banks | OppFi Defeats DFPI in California True Lender Ruling (Mar. 5, 2026)
14 OppFi Inc. | Form 8-K Exhibit 99.1, Third Quarter 2026 Financial Results (Oct. 28, 2026)
15 Board of Governors of the Federal Reserve System | OppFi - BNCCORP Application and related materials (last updated Sept. 28, 2026)
16 Office of the Comptroller of the Currency | Corporate Decision #1382: Upstart Bank, N.A., preliminary conditional approval (July 23, 2026)
17 American Banker | Fintechs asking for and receiving bank charters in 2026
18 Board of Governors of the Federal Reserve System | July 2026 Senior Loan Officer Opinion Survey on Bank Lending Practices (Aug. 3, 2026)
19 New York Appellate Division, Second Department | LG Funding, LLC v United Senior Props. of Olathe, LLC, 2020 NY Slip Op 01607 (Mar. 11, 2020)
20 U.S. Attorney's Office, Eastern District of California | Fresno Executive Indicted for $65 Million Fraud Scheme that Defrauded Farmer MAC and Others (Nov. 2, 2026)
21 U.S. Court of Appeals for the Eighth Circuit | Compeer Financial v. Corporate America Lending, Inc., No. 25-1830 (July 6, 2026)
22 U.S. Small Business Administration | Policy Notice 5000-879058, Coordination of 7(a) and 504 for Maximum Loan Limits (effective July 4, 2026)
23 U.S. Small Business Administration | Small Businesses Now Eligible for $10 Million in SBA Financing (July 7, 2026)
24 American Banker | Years-old lending pickle helped guide SBA policy shift (Nov. 2, 2026)
25 Washington Department of Financial Institutions | Notice of Proposed Rule Making (CR-102), Predatory Loan Prevention Act (filed Oct. 23, 2026)
26 Washington Department of Financial Institutions | Proposed WAC 208-620-236 and related rules (Oct. 2026)
27 Washington State Legislature | Substitute Senate Bill 6025, Chapter 249, Laws of 2024
