Subsequent Events |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | Subsequent Events The Company has evaluated the impact of events that have occurred through the date these financial statements were issued and identified the following subsequent events that required disclosure. Warrant liabilities: On July 20, 2026 (the “Public Warrants Termination Date”), the Company’s redeemable warrants exercisable for OppFi’s Class A Common Stock expired pursuant to their contractual terms. On the Public Warrants Termination Date, the Company’s private placement warrants exercisable for OppFi’s Class A Common Stock also expired pursuant to their contractual terms. Prior to the Public Warrants Termination Date, 100 warrants were exercised. Senior Debt: On August 10, 2026 (the “Closing Date”), Opportunity Funding SPE Residual, LLC, a direct wholly owned subsidiary of OppFi-LLC, as borrower, OppFi-LLC, as guarantor, UMB Bank, N.A., as administrative agent and collateral agent, and the lenders party thereto entered into a Senior Secured Multi-Draw Term Loan Agreement (the “Term Loan Agreement”), which provides for maximum borrowings of $100.0 million at a fixed interest rate of 12.50% per annum prior to the consummation of the Transaction and 13.50% per annum thereafter, with each funded loan subject to a 1.25% original issue discount retained by the lenders at the time of each draw. The Term Loan Agreement has a maturity date of the four year anniversary date of the initial draw, which the borrower may request be extended for additional one-year periods at the lenders’ discretion, and is subject to semi-annual amortization payments of 10% of the aggregate principal amount of loans funded by the lenders. Loans under the Term Loan Agreement may be drawn during a draw period ending on the six month anniversary of the Closing Date in an initial principal amount of $75.0 million and subsequently in a minimum principal amount of the lesser of $5.0 million or the remaining undrawn commitment thereunder and, once repaid, may not be reborrowed. No loans were drawn upon entry into the Term Loan Agreement, and the borrower’s ability to draw loans under the Term Loan Agreement is subject to the satisfaction of customary closing conditions and the lenders’ receipt of customary closing deliverables. In connection with the Term Loan Agreement, OppFi-LLC entered into a guaranty in favor of the administrative agent and collateral agent, and OppFi-LLC and the borrower each granted a security interest in all of their assets, which, for the borrower, consist primarily of its equity interests in two of OppFi-LLC’s special purpose vehicles that hold consumer loan receivables. The value of such equity interests represents the residual cash flows from those vehicles after payment of their respective senior secured obligations. The Term Loan Agreement is subject to a borrowing base and various financial covenants, including, prior to the consummation of the Transaction, minimum tangible net worth, liquidity and maximum consolidated debt to tangible net worth and, subsequent to the consummation of the Transaction, capital and leverage ratios. Outstanding obligations under the Term Loan Agreement may be voluntarily prepaid in whole or in part at any time, subject to payment of additional interest to the extent aggregate prepayments during any twelve-month period exceed a specified threshold, and the borrower is subject to certain mandatory prepayment requirements in the event borrowings under the Term Loan Agreement exceed the borrowing base. The Term Loan Agreement contains customary events of default. Immediately prior to, but conditioned upon, the closing of the Transaction, and subject to the receipt by the lenders of customary closing deliverables and the satisfaction of limited conditions, the borrower’s obligations under the Term Loan Agreement will be automatically assumed by a new special purpose vehicle borrower owned by OppFi-LLC, and OppFi-LLC’s guaranty will be released. The Company intends to use the proceeds of the Term Loan Agreement to support its ongoing growth in finance receivables and for working capital and general corporate purposes.
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