MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and related notes thereto included elsewhere in this Annual Report on Form 10-K. This discussion contains forward-looking statements that involve risks and uncertainties. You should review the sections titled "Cautionary Note Concerning Factors That May Affect Future Results" and "Risk Factors" of this Annual Report on Form 10-K for a discussion of forward-looking statements and important factors that could cause actual results to differ materially from the results described or implied by the forward-looking statements contained in the following discussion and analysis.
OVERVIEW
We are a tech-enabled digital finance platform that partners with banks to offer financial products and services to everyday Americans. Through this transparent and responsible platform, which emphasizes financial inclusion and exceptional customer experience, we assist consumers who are underserved by traditional financing options in building improved financial health. OppLoans by OppFi maintains a 4.4/5.0 star rating on Trustpilot based on over 5,400 reviews, positioning us among the top consumer-rated financial platforms online. We also hold a 35% equity interest in Bitty Holdings, LLC ("Bitty"), a credit access company that provides revenue-based financing and other working capital solutions to small businesses.
Our primary mission is to facilitate financial inclusion and credit access to the 48 million everyday Americans who face credit insecurity through unwavering commitment to our customers, who benefit from a highly automated, transparent, efficient, and fully digital experience. The banks that work with us benefit from our turn-key, outsourced marketing, data science, and proprietary technology to digitally acquire, underwrite, and service these consumers.
Our primary products are offered by our OppLoans platform. Customers on this platform are U.S. consumers who are employed, have bank accounts, and generally earn median wages. The average installment loan for a new borrower facilitated by us is approximately $1,950, payable in installments and with an average contractual term of 11 months.
HIGHLIGHTS
Our financial results as of and for the year ended December 31, 2025 are summarized below:
•Net income increased 74.4% to $146.2 million from $83.8 million for the years ended December 31, 2025 and 2024, respectively;
•Basic and diluted earnings per share ("EPS") increased $0.63 to $0.99 from $0.36 for the years ended December 31, 2025 and 2024, respectively;
•Adjusted net income ("Adjusted Net Income")(1)increased 69.1% to $139.8 million from $82.7 million for the years ended December 31, 2025 and 2024, respectively;
•Adjusted earnings per share ("Adjusted EPS")(1) increased $0.64 to $1.59 from $0.95 for the years ended December 31, 2025 and 2024, respectively;
•Total revenue increased 13.5% to $597.1 million from $526.0 million for the years ended December 31, 2025 and 2024, respectively;
•Net originations increased 12.2% to $899.3 million from $801.5 million for the years ended December 31, 2025 and 2024, respectively;
•Ending receivables increased 16.0% to $493.1 million from $425.2 million as of December 31, 2025 and 2024, respectively; and
(1)Adjusted EPS and Adjusted Net Income are non-GAAP financial measures. For information regarding our uses and definitions of these measures and for reconciliations to the most directly comparable United States GAAP measures, see the section titled "Non-GAAP Financial Measures" below.
KEY PERFORMANCE METRICS
We regularly review the following key metrics to evaluate our business, measure our performance, identify trends affecting our business, formulate financial projections, and make strategic decisions, which may also be useful to an investor. The following tables and related discussion set forth key financial and operating metrics for our operations as of and for the years ended December 31, 2025 and 2024. Percentages presented are calculated from the underlying whole-dollar amounts.
Total Net Originations
We measure originations to assess the growth trajectory and overall size of our loan portfolio. There is a direct correlation between origination growth and revenue growth. Loans are considered to be originated when the prospective borrower's application is approved. The vast majority of our originations ultimately disburse to a borrower, but disbursement timing lags that of originations.
The following table presents total net originations (defined as gross originations net of transferred balance on refinanced loans), total retained net originations (defined as the portion of total net originations with respect to which we ultimately purchased a receivable from our bank partners), and percentage of net originations by new loans for the years ended December 31, 2025 and 2024 (in thousands):
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Year Ended December 31,
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Change
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2025
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2024
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$
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%
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Total net originations
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$
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899,270
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$
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801,514
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$
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97,756
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12.2
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%
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Total retained net originations
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791,124
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732,799
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58,325
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8.0
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%
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Percentage of net originations by new loans
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42.1
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%
|
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44.0
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%
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N/A
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|
(4.2)
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%
|
Total net originations increased to $899.3 million for the year ended December 31, 2025 from $801.5 million for the year ended December 31, 2024. The 12.2% increase was a result of increased demand from both new and returning customers and improvements to our credit model allowing for higher average loan sizes. Total retained net originations increased to $791.1 million for the year ended December 31, 2025 from $732.8 million for the year ended December 31, 2024. The 8.0% increase for the year ended December 31, 2025 was a result of the growth in total net originations, partially offset by the growth in the percentage of loans retained by our bank partners.
Total net originations of new loans as percentage of total loans decreased to 42.1% for the year ended December 31, 2025 from 44.0% for the year ended December 31, 2024. The decrease was a result of originations growth from refinance and returning customers outweighing originations growth from new customers.
Ending Receivables
Ending receivables are defined as the unpaid principal balances of loans at the end of the reporting period. The following table presents ending receivables as of December 31, 2025 and 2024 (in thousands):
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As of December 31,
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Change
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2025
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2024
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$
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%
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Ending receivables
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$
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493,118
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$
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425,240
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$
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67,878
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16.0
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%
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Ending receivables increased to $493.1 million as of December 31, 2025 from $425.2 million as of December 31, 2024. The 16.0% increase was primarily driven by higher retained net originations and improvements to our credit model allowing for longer term loans and higher average loan sizes.
Average Yield
Average yield represents total revenue from the period as a percent of average receivables. Receivables are defined as the unpaid principal balances of loans. The following table presents average yield for the years ended December 31, 2025 and 2024:
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Year Ended December 31,
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Change
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2025
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2024
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%
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Average yield
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133.5
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%
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131.4
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%
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1.5
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%
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Average yield increased to 133.5% for the year ended December 31, 2025 from 131.4% for the year ended December 31, 2024. The 1.5% increase was driven by an increase in the average statutory rate due to the expansion of pricing initiatives.
Net Charge-Offs as a Percentage of Total Revenue and Net Charge-Offs as a Percentage of Average Receivables
Net charge-offs as a percentage of total revenue and net charge-offs as a percentage of average receivables represent total charge-offs from the period less recoveries as a percentage of total revenue and as a percentage of average receivables. Receivables are defined as the unpaid principal balances of loans. Our charge-off policy is based on a review of delinquent finance receivables on a loan-by-loan basis. Finance receivables are charged off at the earlier of the time when accounts reach 90 days past due on a recency basis, when we receive notification of a customer bankruptcy, or when finance receivables are otherwise deemed uncollectible.
The following table presents net charge-offs as a percentage of total revenue and as a percentage of average receivables for the years ended December 31, 2025 and 2024:
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Year Ended December 31,
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Change
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2025
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2024
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%
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Net charge-offs as % of total revenue
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37.0
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%
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39.1
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%
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(5.5)
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%
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Net charge-offs as % of average receivables
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49.4
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%
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51.4
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%
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(4.0)
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%
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Net charge-offs as a percentage of total revenue decreased to 37.0% for the year ended December 31, 2025 from 39.1% for the year ended December 31, 2024. The decrease was mainly a result of a higher yielding portfolio over the period for the reasons discussed above in "Average Yield". Net charge-offs as a percentage of average receivables decreased to 49.4% for the year ended December 31, 2025 from 51.4% for the year ended December 31, 2024. The decrease was mainly a result of higher average receivables balances over the period.
Auto-Approval Rate
Auto-approval rate is calculated by taking the number of approved loans that are not decisioned by a loan processor or underwriter (auto-approval) divided by the total number of loans approved. The following table presents auto approval rate for the years ended December 31, 2025 and 2024:
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Year Ended December 31,
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Change
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2025
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2024
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%
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Auto-approval rate
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79.2
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%
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76.5
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%
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3.6
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%
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Auto-approval rate increased to 79.2% for the year ended December 31, 2025 from 76.5% for the year ended December 31, 2024, driven by the continued application of algorithmic automation projects that streamline frictional steps of the origination process.
RESULTS OF OPERATIONS
The following table presents our consolidated results of operations for the years ended December 31, 2025, 2024 and 2023 (in thousands, except share and per share data). Certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes. Percentages presented are calculated from the underlying whole-dollar amounts.
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% Change
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2025
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2024
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2023
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2025 vs. 2024
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2024 vs. 2023
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Revenue:
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Interest on finance receivables
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$
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591,769
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$
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521,227
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$
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505,430
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13.5
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%
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3.1
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%
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Other revenue
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5,281
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4,736
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3,519
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11.5
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34.6
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597,050
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525,963
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508,949
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13.5
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3.3
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Change in fair value of finance receivables
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(215,868)
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(204,443)
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(231,419)
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5.6
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(11.7)
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Provision for credit losses on finance receivables
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-
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(42)
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(4,348)
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(100.0)
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(99.0)
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Net revenue
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381,182
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321,478
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273,182
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18.6
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17.7
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Expenses:(a)
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Salaries and employee benefits
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60,695
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60,475
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60,680
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0.4
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(0.3)
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Direct marketing costs
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50,890
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49,208
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50,562
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3.4
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(2.7)
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Interest expense and amortized debt issuance costs
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39,367
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44,708
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46,750
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(11.9)
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(4.4)
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Professional fees
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20,103
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21,574
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18,027
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(6.8)
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19.7
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Technology costs
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12,433
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|
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12,171
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12,543
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2.2
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(3.0)
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Payment processing fees
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6,589
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7,119
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10,439
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(7.4)
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(31.8)
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Depreciation and amortization
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5,159
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9,621
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12,735
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(46.4)
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(24.5)
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Occupancy
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4,127
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4,030
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4,431
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2.4
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(9.0)
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Exit costs, net
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|
(1,449)
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|
2,983
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-
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(148.6)
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-
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Lower of cost or market adjustment on transfer of finance receivables from held for sale to held for investment
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-
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-
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(2,983)
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-
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100.0
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|
General, administrative and other
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16,590
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|
15,053
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13,643
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10.2
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|
10.3
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Total expenses
|
|
214,504
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|
226,942
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|
226,827
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(5.5)
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|
0.1
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|
|
Income from operations
|
|
166,678
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|
|
94,536
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|
|
46,355
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|
|
76.3
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|
|
103.9
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Other (expense) income:
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Change in fair value of warrant liabilities
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|
(11,347)
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(8,244)
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(4,976)
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|
37.6
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|
65.7
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Income from equity method investment
|
|
4,974
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|
|
1,442
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|
-
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244.9
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-
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Other (expense) income, net
|
|
(4,173)
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|
|
318
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|
|
431
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(1411.7)
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|
(26.2)
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Income before income taxes
|
|
156,132
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|
|
88,052
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|
|
41,810
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|
|
77.3
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|
|
110.6
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|
|
Income tax expense
|
|
9,885
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|
|
4,215
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|
|
2,331
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|
|
134.5
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|
|
80.8
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|
|
Net income
|
|
146,247
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|
|
83,837
|
|
|
39,479
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|
|
74.4
|
|
|
112.4
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|
Less: net income attributable to noncontrolling interest
|
|
119,918
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|
|
76,579
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|
|
40,484
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|
|
56.6
|
|
|
89.2
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|
|
Net income (loss) attributable to OppFi Inc.
|
|
$
|
26,329
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|
|
$
|
7,258
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|
|
$
|
(1,005)
|
|
|
262.8
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%
|
|
821.8
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%
|
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|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per common share attributable to OppFi Inc.:
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|
Earnings (loss) per common share:
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|
|
|
|
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|
|
|
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|
Basic
|
|
$
|
0.99
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|
|
$
|
0.36
|
|
|
$
|
(0.06)
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Diluted
|
|
$
|
0.99
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|
|
$
|
0.36
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|
|
$
|
(0.06)
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|
|
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|
|
Weighted average common shares outstanding:
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|
|
|
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|
Basic
|
|
26,506,458
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|
20,145,606
|
|
16,391,199
|
|
|
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|
Diluted
|
|
26,506,458
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|
20,145,606
|
|
16,391,199
|
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|
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|
(a)Beginning with the quarter ended September 30, 2025, for all periods presented, we aligned our expense classifications as presented in the Consolidated Statements of Operations.
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Comparison of the years ended December 31, 2025 and 2024
Total Revenue
Total revenue is calculated as the sum of interest on finance receivables and other revenue. The majority of our revenue is earned from interest on finance receivables from outstanding loans. We also earn revenue from interest earned on interest bearing deposits, servicing fees charged to our bank partners, and referral fees related primarily to our "Turn-Up" and "Turn-Down" programs.
Total revenue increased by $71.1 million, or 13.5%, to $597.1 million for the year ended December 31, 2025 from $526.0 million for the year ended December 31, 2024. The increase was due to higher average receivables balances throughout the period, as well as a higher yield on the balances, largely driven by higher average statutory rates.
Change in Fair Value of Finance Receivables
Change in fair value of finance receivables consists of gross charge-offs incurred in the period on the installment finance receivables, net of recoveries, plus the change in the fair value on the installment loans portfolio. Change in fair value totaled $215.9 million for the year ended December 31, 2025, which was comprised of $263.9 million of gross charge-offs, offset by $43.1 million of recoveries and a positive fair value adjustment of $4.9 million, up from $204.4 million for the year ended December 31, 2024, which was comprised of $240.4 million of gross charge-offs, offset by $34.7 million of recoveries and a positive fair value adjustment of $1.3 million. The fair value adjustment for the year ended December 31, 2025 had a positive impact due to the increase in receivables over the period combined with a slight increase to the fair value premium.
Net Revenue
Net revenue is equal to total revenue less the change in fair value of, and provision for credit losses on, finance receivables. Net revenue increased by $59.7 million, or 18.6%, to $381.2 million for the year ended December 31, 2025 from $321.5 million for the year ended December 31, 2024. The increase was due to the increase in total revenue, partially offset by the increase in change in fair value of finance receivables.
Expenses
Expenses include costs related to salaries and employee benefits, interest expense and amortized debt issuance costs, sales and marketing, customer operations, technology, products, and analytics, and general and administrative expenses.
Expenses decreased by $12.4 million, or 5.5%, to $214.5 million for the year ended December 31, 2025 from $226.9 million for the year ended December 31, 2024. The decrease in expenses was primarily driven by lower interest expense resulting from paying down debt and rate decreases, as well as lower capitalized technology amortization expense. The decrease was partially offset by higher direct marketing costs resulting from the expansion of our direct mail channel. Expenses as a percent of total revenue decreased from 43.1% to 35.9% for the year ended December 31, 2025 compared to the year ended December 31, 2024.
Income from Operations
Income from operations is the difference between net revenue and expenses. Income from operations increased by $72.1 million to $166.7 million for the year ended December 31, 2025 from $94.5 million for the year ended December 31, 2024. This increase was driven primarily by higher total revenue and lower expenses, partially offset by higher change in fair value of finance receivables, as a result of the reasons stated above.
Change in Fair Value of Warrant Liabilities
The change in fair value of warrant liabilities resulted in losses of $11.3 million and $8.2 million for the years ended December 31, 2025 and 2024, respectively. The changes are largely attributed to the changes in the share price of our Class A common stock over the period.
Income from Equity Method Investment
On July 31, 2024, we acquired 35% of the outstanding equity securities of Bitty. We determined that we do not have a controlling financial interest in Bitty, but do exercise significant influence, and therefore the investment was accounted for under the equity method. Our proportionate share of Bitty's earnings was $5.0 million for the year ended December 31, 2025, an increase of $3.5 million from $1.4 million for the year ended December 31, 2024.
Other (Expense) Income, Net
Other expense, net of $4.2 million for the year ended December 31, 2025 was comprised of a $4.5 million legal contingency, net of expected insurance recoveries, partially offset by income attributed to the sublease of one of our office facilities of $0.3 million. Other income of $0.3 million for the year ended December 31, 2024 was comprised of income attributed to the sublease of one of our office facilities.
Income Before Income Taxes
Income before income taxes is the sum of income from operations, the change in fair value of warrant liabilities, income from equity method investment, and other (expense) income, net. Income before income taxes increased by $68.1 million, or 77.3%, to $156.1 million for the year ended December 31, 2025 from $88.1 million for the year ended December 31, 2024 driven by the increases to income from operations and income from equity method investment, partially offset by the greater loss from the change in fair value of warrant liabilities for the reasons stated above.
Income Tax Expense
Income tax expense of $9.9 million for the year ended December 31, 2025 increased by $5.7 million from $4.2 million for the year ended December 31, 2024. The increase in income tax expense is attributed to both higher income before income taxes and the increase in our effective tax rate, largely due to OppFi Inc.'s increasing ownership in OppFi-LLC.
Net Income
Net income is the difference between income before income taxes and income tax expense. Net income increased by $62.4 million to $146.2 million for the year ended December 31, 2025 from $83.8 million for the year ended December 31, 2024 for the reasons stated above.
Net Income Attributable to OppFi Inc.
Net income attributable to OppFi Inc. was $26.3 million for the year ended December 31, 2025, an increase from $7.3 million for the year ended December 31, 2024. As a result of our Up-C structure, the underlying income or expense components are generally the economic interest in OppFi-LLC's income or loss, expenses related to our status as a public company, and the change in fair value of warrant liabilities. For the year ended December 31, 2025, income from economic interest was $53.6 million, partially offset by loss from change in fair value of warrant liabilities of $11.3 million, income tax expense of $10.0 million, and general and administrative expenses of $6.0 million, for net income attributable to OppFi Inc. of $26.3 million. For the year ended December 31, 2024, income from economic interest was $21.5 million, partially offset by loss from change in fair value of warrant liabilities of $8.2 million, income tax expense of $4.2 million, and general and administrative expenses of $1.8 million, for a net income attributable to OppFi Inc. of $7.3 million.
Diluted Earnings per Share
For the years ended December 31, 2025 and 2024, our outstanding shares of Class V Voting Stock were excluded in computing the diluted earnings per share as the inclusion of these shares would have had an antidilutive effect under the if-converted method. Under the if-converted method, shares of our Class V Voting Stock are assumed to be exchanged, together with Class A common units of OppFi-LLC ("OppFi Units"), into shares of our Class A Common Stock as of the beginning of the period.
Comparison of the years ended December 31, 2024 and 2023
For a comparison of our results of operations for the years ended December 31, 2024 and 2023, see "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II. Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on March 11, 2025.
CONDENSED BALANCE SHEETS
Comparison of the years ended December 31, 2025 and 2024
The following table presents our condensed balance sheet as of December 31, 2025 and 2024 (in thousands). Certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes. Percentages presented are calculated from the underlying whole-dollar amounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
Change
|
|
|
|
2025
|
|
2024
|
|
$
|
|
%
|
|
Assets
|
|
|
|
|
|
|
|
|
|
Cash and restricted cash
|
|
$
|
93,263
|
|
|
$
|
88,288
|
|
|
$
|
4,975
|
|
|
5.6
|
%
|
|
Finance receivables at fair value
|
|
546,236
|
|
|
473,696
|
|
|
72,540
|
|
|
15.3
|
|
|
Equity method investment
|
|
19,076
|
|
|
19,194
|
|
|
(118)
|
|
|
(0.6)
|
|
|
Other assets
|
|
95,515
|
|
|
59,993
|
|
|
35,522
|
|
|
59.2
|
|
|
Total assets
|
|
$
|
754,090
|
|
|
$
|
641,171
|
|
|
$
|
112,919
|
|
|
17.6
|
%
|
|
Liabilities and stockholders' equity
|
|
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses
|
|
$
|
46,171
|
|
|
$
|
33,290
|
|
|
$
|
12,881
|
|
|
38.7
|
%
|
|
Other liabilities
|
|
51,235
|
|
|
39,802
|
|
|
11,433
|
|
|
28.7
|
|
|
Total debt
|
|
321,353
|
|
|
318,758
|
|
|
2,595
|
|
|
0.8
|
|
|
Warrant liabilities
|
|
26,455
|
|
|
15,108
|
|
|
11,347
|
|
|
75.1
|
|
|
Total liabilities
|
|
445,214
|
|
|
406,958
|
|
|
38,256
|
|
|
9.4
|
|
|
Total stockholders' equity
|
|
308,876
|
|
|
234,213
|
|
|
74,663
|
|
|
31.9
|
|
|
Total liabilities and stockholders' equity
|
|
$
|
754,090
|
|
|
$
|
641,171
|
|
|
$
|
112,919
|
|
|
17.6
|
%
|
Total cash and restricted cash increased by $5.0 million as of December 31, 2025 driven primarily by growth in cash provided by operating activities, partially offset by growth in finance receivables acquired as well as various financing activities, including the pay down of the remainder of our term loan, common stock repurchases, and dividends paid. Finance receivables at fair value increased by $72.5 million as of December 31, 2025 mainly driven by originations growth and term extension initiatives in 2025. Equity method investment decreased by $0.1 million as of December 31, 2025 mainly due to cash distributions from Bitty. Other assets increased by $35.5 million as of December 31, 2025 mainly due to an increase in property, equipment, and internal-use software, net of $14.0 million, largely related to development work on our new loan management software system, and an increase in the deferred tax asset of $10.6 million.
Accounts payable and accrued expenses increased by $12.9 million as of December 31, 2025 driven by an increase in accrued expenses of $11.0 million and an increase in accounts payable of $1.9 million. Other liabilities increased by $11.4 million as of December 31, 2025 driven by an increase in the tax receivable agreement liability of $13.3 million, partially offset by a decrease in the operating lease liability of $1.9 million. Total debt increased by $2.6 million as of December 31, 2025 driven primarily by an increase in the utilization of revolving lines of credit to fund receivables growth, partially offset by the pay down of the remainder of our term loan. Warrant liabilities increased by $11.3 million as of December 31, 2025 due to the increase in the valuation of the warrants correlated with the increase in the share price of our Class A Common Stock over the period. Total stockholders' equity increased by $74.7 million as of December 31, 2025 mainly driven by net income, stock-based compensation, and the deferred tax asset, partially offset by distributions to members of OppFi-LLC, payments to the members of OppFi-LLC pursuant to the Tax Receivable Agreement, and common stock repurchases and dividends paid.
NON-GAAP FINANCIAL MEASURES
We believe that the provision of non-GAAP financial measures in this report, including Adjusted EBT, Adjusted Net Income, and Adjusted EPS can provide useful measures for period-to-period comparisons of our business and useful information to investors and others in understanding and evaluating our operating results. However, non-GAAP financial measures are not calculated in accordance with GAAP measures, should not be considered an alternative to any measure of financial performance calculated and presented in accordance with GAAP, and may not be comparable to the non-GAAP financial measures of other companies.
Adjusted EBT and Adjusted Net Income
Adjusted EBT is a non-GAAP financial measure defined as our GAAP net income adjusted to eliminate the effect of certain items as shown below, including income tax expense, other income, change in fair value of warrant liabilities, and other adjustments, net. Adjusted Net Income is a non-GAAP financial measure defined as our Adjusted EBT less pro forma taxes for comparison purposes. We believe that Adjusted EBT and Adjusted Net Income are important measures because they allow management, investors, and the Board to evaluate and compare our operating results from period-to-period by making the adjustments described below.
Adjusted EBT and Adjusted Net Income exclude certain expenses that are required in accordance with GAAP because they are non-recurring items (such as severance), non-cash expenditures (such as changes in the fair value of warrant liabilities and expenses related to stock compensation), or are not related to our underlying business performance. We believe these adjustments provide investors with a comparative view of expenses that we expect to incur on an ongoing basis.
The following table presents reconciliations of non-GAAP financial measures for the years ended December 31, 2025, 2024 and 2023 (in thousands, except share and per share data). Certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes. Percentages presented are calculated from the underlying whole-dollar amounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
% Change
|
|
(Unaudited)
|
|
2025
|
|
2024
|
|
2023
|
|
2025 vs. 2024
|
|
2024 vs. 2023
|
|
Net income
|
|
$
|
146,247
|
|
|
$
|
83,837
|
|
|
$
|
39,479
|
|
|
74.4
|
%
|
|
112.4
|
%
|
|
Income tax expense
|
|
9,885
|
|
|
4,215
|
|
|
2,331
|
|
|
134.5
|
|
|
80.8
|
|
|
Other expense (income), net
|
|
4,173
|
|
|
(318)
|
|
|
(431)
|
|
|
1411.7
|
|
|
(26.3)
|
|
|
Change in fair value of warrant liabilities
|
|
11,347
|
|
|
8,244
|
|
|
4,976
|
|
|
37.6
|
|
|
65.7
|
|
|
Other adjustments, net(a)
|
|
12,218
|
|
|
12,024
|
|
|
7,928
|
|
|
1.6
|
|
|
51.7
|
|
|
Adjusted EBT
|
|
183,870
|
|
|
108,002
|
|
|
54,283
|
|
|
70.2
|
|
|
99.0
|
|
|
Less: pro forma taxes(b)
|
|
44,111
|
|
|
25,337
|
|
|
12,789
|
|
|
74.1
|
|
|
98.1
|
|
|
Adjusted net income
|
|
$
|
139,759
|
|
|
$
|
82,665
|
|
|
$
|
41,494
|
|
|
69.1
|
%
|
|
99.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted earnings per share
|
|
$
|
1.59
|
|
|
$
|
0.95
|
|
|
$
|
0.49
|
|
|
|
|
|
|
Weighted average diluted shares outstanding
|
|
87,947,364
|
|
86,652,427
|
|
85,051,304
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)For the year ended December 31, 2025, other adjustments, net of $12.2 million included $10.0 million in expenses related to stock compensation, $1.2 million in expenses related to legal matters, $0.9 million in expenses related to severance, $0.8 million in expenses related to the tax receivable agreement liability, $0.5 million in expenses related to corporate development, and $0.2 million in expenses related to an adjustment to the Company's outstanding lease obligations, partially offset by a $1.4 million addback related to the partial forgiveness of remaining expenses related to OppFi Card's exit activities. For the year ended December 31, 2024, other adjustments, net of $12.0 million included $5.3 million in expenses related to stock compensation, $3.0 million in expenses related to OppFi Card's exit activities, $1.8 million in expenses related to legal matters, $1.3 million in expenses related to severance, and $0.7 million in expenses related to corporate development. For the year ended December 31, 2023, other adjustments, net of $7.9 million included $4.1 million in expenses related to provision for credit losses on the OppFi Card finance receivables, $4.1 million in expenses related to stock compensation, $1.5 million in expenses related to corporate development, $0.9 million in expenses related to retention and severance, and $0.3 million in expenses related to legal matters, partially offset by a $3.0 million addback from the reclassification of OppFi Card finance receivables from assets held for sale to assets held for investment at amortized cost. The sum of the individual components of other adjustments, net may not equal the total presented due to the use of rounded numbers for disclosure purposes.
|
|
(b)Assumes a tax rate of 23.99% for the year ended December 31, 2025, 23.46% for the year ended December 31, 2024, and 23.56% for the year ended December 31, 2023, reflecting the U.S. federal statutory rate of 21% and a blended statutory rate for state income taxes.
|
Adjusted Earnings Per Share
Adjusted EPS is defined as adjusted net income divided by weighted average diluted shares outstanding, which represents shares of both classes of common stock outstanding and includes the impact of dilutive securities, such as restricted stock units, performance stock units, and stock options. We believe that presenting Adjusted EPS is useful to investors and others because, due to our Up-C structure, Basic EPS calculated on a GAAP basis excludes a large percentage of our outstanding shares of common stock, which are Class V Voting Stock, and Diluted EPS calculated on a GAAP basis excludes dilutive securities, including Class V Voting Stock, restricted stock units, performance stock units, and stock options, in any periods in which their inclusion would have an antidilutive effect. Shares of our Class V Voting Stock may be exchanged, together with OppFi Units, into shares of our Class A Common Stock. Adjusted EPS therefore presents our Adjusted Net Income on a per share basis based on the shares of our common stock that would be issued but for, and can be issued as a result of, our Up-C structure.
The following tables present reconciliations of non-GAAP financial measures for the years ended December 31, 2025, 2024 and 2023 (in thousands, except share and per share data). Certain columns and rows may not sum due to the use of rounded numbers for disclosure purposes. Percentages presented are calculated from the underlying whole-dollar amounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
(Unaudited)
|
|
2025
|
|
2024
|
|
2023
|
|
Weighted average Class A common stock outstanding
|
|
26,506,458
|
|
20,145,606
|
|
16,391,199
|
|
Weighted average Class V voting stock outstanding
|
|
60,114,665
|
|
65,619,358
|
|
68,357,926
|
|
Dilutive impact of restricted stock units
|
|
1,090,206
|
|
789,783
|
|
261,595
|
|
Dilutive impact of performance stock units
|
|
39,440
|
|
72,802
|
|
40,584
|
|
Dilutive impact of stock options
|
|
196,595
|
|
24,679
|
|
-
|
|
Dilutive impact of employee stock purchase plan
|
|
-
|
|
199
|
|
-
|
|
Weighted average diluted shares outstanding
|
|
87,947,364
|
|
86,652,427
|
|
85,051,304
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
(In thousands, except share and per share data)
|
2025
|
|
2024
|
|
2023
|
|
(Unaudited)
|
$
|
|
Per Share
|
|
$
|
|
Per Share
|
|
$
|
|
Per Share
|
|
Weighted average diluted shares outstanding
|
|
|
87,947,364
|
|
|
|
86,652,427
|
|
|
|
85,051,304
|
|
Net income
|
$
|
146,247
|
|
|
$
|
1.66
|
|
|
$
|
83,837
|
|
|
$
|
0.97
|
|
|
$
|
39,479
|
|
|
$
|
0.46
|
|
|
Income tax expense
|
9,885
|
|
|
0.11
|
|
|
4,215
|
|
|
0.05
|
|
|
2,331
|
|
|
0.03
|
|
|
Other expense (income), net
|
4,173
|
|
|
0.05
|
|
|
(318)
|
|
|
-
|
|
|
(431)
|
|
|
(0.01)
|
|
|
Change in fair value of warrant liabilities
|
11,347
|
|
|
0.13
|
|
|
8,244
|
|
|
0.10
|
|
|
4,976
|
|
|
0.06
|
|
|
Other adjustments, net(a)
|
12,218
|
|
|
0.14
|
|
|
12,024
|
|
|
0.14
|
|
|
7,928
|
|
|
0.09
|
|
|
Adjusted EBT
|
183,870
|
|
|
2.09
|
|
|
108,002
|
|
|
1.25
|
|
|
54,283
|
|
|
0.64
|
|
|
Less: pro forma taxes(b)
|
44,111
|
|
|
0.50
|
|
|
25,337
|
|
|
0.29
|
|
|
12,789
|
|
|
0.15
|
|
|
Adjusted net income
|
$
|
139,759
|
|
|
$
|
1.59
|
|
|
$
|
82,665
|
|
|
$
|
0.95
|
|
|
$
|
41,494
|
|
|
$
|
0.49
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)For the year ended December 31, 2025, other adjustments, net of $12.2 million included $10.0 million in expenses related to stock compensation, $1.2 million in expenses related to legal matters, $0.9 million in expenses related to severance, $0.8 million in expenses related to the tax receivable agreement liability, $0.5 million in expenses related to corporate development, and $0.2 million in expenses related to an adjustment to the Company's outstanding lease obligations, partially offset by a $1.4 million addback related to the partial forgiveness of remaining expenses related to OppFi Card's exit activities. For the year ended December 31, 2024, other adjustments, net of $12.0 million included $5.3 million in expenses related to stock compensation, $3.0 million in expenses related to OppFi Card's exit activities, $1.8 million in expenses related to legal matters, $1.3 million in expenses related to severance, and $0.7 million in expenses related to corporate development. For the year ended December 31, 2023, other adjustments, net of $7.9 million included $4.1 million in expenses related to provision for credit losses on the OppFi Card finance receivables, $4.1 million in expenses related to stock compensation, $1.5 million in expenses related to corporate development, $0.9 million in expenses related to retention and severance, and $0.3 million in expenses related to legal matters, partially offset by a $3.0 million addback from the reclassification of OppFi Card finance receivables from assets held for sale to assets held for investment at amortized cost. The sum of the individual components of other adjustments, net may not equal the total presented due to the use of rounded numbers for disclosure purposes.
|
|
(b)Assumes a tax rate of 23.99% for the year ended December 31, 2025, 23.46% for the year ended December 31, 2024, and 23.56% for the year ended December 31, 2023, reflecting the U.S. federal statutory rate of 21% and a blended statutory rate for state income taxes.
|
LIQUIDITY AND CAPITAL RESOURCES
To date, the funds received from operating income and our ability to obtain lending commitments have provided the liquidity necessary for us to fund our operations.
Maturities of our financing facilities are staggered over two years to help minimize refinance risk.
The following table presents our unrestricted cash and undrawn debt as of December 31, 2025 and 2024 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
|
|
2025
|
|
2024
|
|
Unrestricted cash
|
|
$
|
49,451
|
|
|
$
|
61,344
|
|
|
Undrawn debt
|
|
203,647
|
|
|
206,242
|
|
As of December 31, 2025, we had $49.5 million in unrestricted cash, a decrease of $11.9 million from December 31, 2024. As of December 31, 2025, we had an additional $203.6 million of unused debt capacity under our financing facilities for future availability, representing a 39% overall undrawn capacity, a decrease from $206.2 million as of December 31, 2024. The decrease in undrawn debt was driven primarily by an increase in the utilization of revolving lines of credit to fund receivables growth. Including total financing commitments of $525.0 million and cash and restricted cash on the balance sheet of $93.3 million, we had approximately $618.3 million in funding capacity as of December 31, 2025.
We believe that our unrestricted cash, undrawn debt and funds from operating income will be sufficient to meet our liquidity needs, including repayment of the current portion of our debt as it becomes due, for at least the next 12 months from the date of this Annual Report. Our future capital requirements will depend on multiple factors, including our revenue growth, aggregate receivables balance, interest expense, working capital requirements, cash provided by and used in operating, investing and financing activities and capital expenditures.
To the extent our unrestricted cash balances, funds from operating income and funds from undrawn debt are insufficient to satisfy our liquidity needs in the future, we may need to raise additional capital through equity or debt financing and may not be able to do so on terms acceptable to us, if at all. If we are unable to raise additional capital when needed, our results of operations and financial condition could be materially and adversely impacted.
CASH FLOWS
The following table presents cash provided by (used in) operating, investing and financing activities during the years ended December 31, 2025, 2024 and 2023 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
|
|
2025
|
|
2024
|
|
2023
|
|
Net cash provided by operating activities
|
|
$
|
401,305
|
|
|
$
|
323,806
|
|
|
$
|
296,146
|
|
|
Net cash used in investing activities
|
|
(307,804)
|
|
|
(243,442)
|
|
|
(244,292)
|
|
|
Net cash used in financing activities
|
|
(88,526)
|
|
|
(66,019)
|
|
|
(27,581)
|
|
|
Net increase in cash and restricted cash
|
|
$
|
4,975
|
|
|
$
|
14,345
|
|
|
$
|
24,273
|
|
Comparison of the years ended December 31, 2025 and 2024
Operating Activities
Net cash provided by operating activities was $401.3 million for the year ended December 31, 2025. This was an increase of $77.5 million when compared to net cash provided by operating activities of $323.8 million for the year ended December 31, 2024. Cash provided by operating activities increased mainly due to higher net income.
Investing Activities
Net cash used in investing activities was $307.8 million for the year ended December 31, 2025. This was an increase of $64.4 million when compared to net cash used in investing activities of $243.4 million for the year ended December 31, 2024, mainly due to higher finance receivables acquired and originated, capitalization of technology development expenses, and lower finance receivables repaid and recovered, partially offset by the acquisition of equity method investment in 2024.
Financing Activities
Net cash used in financing activities was $88.5 million for the year ended December 31, 2025. This was an increase of $22.5 million when compared to net cash used in financing activities of $66.0 million for the year ended December 31, 2024, primarily due to an increase in distributions to members of OppFi-LLC, paying down the term loan, repurchases of and dividends paid on common stock, and payments for debt issuance costs, partially offset by increased utilization of revolving lines of credit.
Comparison of the years ended December 31, 2024 and 2023
For a comparison of our consolidated statements of cash flows for the years ended December 31, 2024 and 2023, see "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II. Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on March 11, 2025.
FINANCING ARRANGEMENTS
We, through certain of the special purpose entity subsidiaries of OppFi-LLC ("SPEs"), have entered into warehouse credit facilities to partially finance the purchase of participation rights in loans originated by our bank partners through our platform, which credit facilities are secured by the loans or participation rights. In addition, our corporate credit facilities, which were paid in full in March 2025, consisted of revolving loan facilities that were drawn on to finance our operations and for other corporate purposes. These borrowings were generally secured by all the assets of OppFi-LLC that were not otherwise sold or pledged to secure our structured finance facilities, such as assets belonging to our SPEs. For a detailed discussion on financing arrangements refer to Note 6 to the Consolidated Financial Statements in Part II, Item 8 of this Annual Report on Form 10-K. The following is a summary of OppFi's borrowings as of December 31, 2025 and 2024, including borrowing capacity as of December 31, 2025 (in thousands):
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Borrowing
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Maturity
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Borrower
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Capacity
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2025
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2024
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Interest Rate as of December 31, 2025
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Date
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Senior debt, net
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Revolving line of credit
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Opportunity Funding SPE V, LLC (Tranche B)
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$
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-
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$
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-
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$
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84,500
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SOFR
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plus
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6.75%
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June 2026
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(1)
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Revolving line of credit
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Opportunity Funding SPE V, LLC (Tranche C)
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62,500
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46,875
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62,500
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SOFR
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plus
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7.75%
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February 2029
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Revolving line of credit
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Opportunity Funding SPE V, LLC (Tranche D)
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237,500
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132,125
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-
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SOFR
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plus
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7.30%
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February 2029
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Revolving line of credit
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Opportunity Funding SPE IX, LLC
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-
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-
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85,871
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SOFR
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plus
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7.50%
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December 2026
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(2)
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Revolving line of credit
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Opportunity Funding SPE IX, LLC
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150,000
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79,000
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-
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SOFR
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plus
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6.00%
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September 2029
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Revolving line of credit
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Gray Rock SPV LLC
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75,000
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63,353
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55,957
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SOFR
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plus
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7.45%
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October 2026
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Total revolving lines of credit
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525,000
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321,353
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288,828
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Term loan, net
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OppFi-LLC
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-
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-
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29,930
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SOFR
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plus
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0.11%
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plus
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10.00%
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September 2025
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(3)
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Total senior debt, net
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$
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525,000
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$
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321,353
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$
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318,758
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(1) Maturity date and interest rate as of December 31, 2024 and for subsequent period until the borrowing was paid in full in February 2025.
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(2) Maturity date and interest rate as of December 31, 2024 and for subsequent period until the borrowing was paid in full in September 2025.
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(3) Maturity date and interest rate as of December 31, 2024 and for subsequent period until the borrowing was paid in full in March 2025.
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CRITICAL ACCOUNTING ESTIMATES
Our consolidated financial statements are prepared in accordance with U.S. GAAP, which requires management to make estimates and assumptions that affect the reported amounts in our consolidated financial statements. Critical accounting estimates are those estimates that involve a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on our financial condition or results of operations. Our critical accounting estimate is as follows:
Finance receivables at fair value: We derive the fair value using a discounted cash flow analysis that factors in various inputs and assumptions. The most significant unobservable input is our expected default rate, which represents our estimate of principal payments that will not be repaid over the remaining life of an installment finance receivable. Our expected default rate assumption is developed using the historical performance of our installment finance receivable portfolio and adjustments to reflect management's judgment of current economic trends and future credit performance.