Opportunity Financial, LLC (OppFi), a leading financial technology platform that serves the everyday consumer, and FG New America Acquisition Corp. (NYSE: FGNA), a special purpose acquisition corporation, today announced they have entered into a definitive business combination agreement for a business combination that would result in OppFi becoming a public company. Upon closing, the combined company's common stock is expected to trade on the New York Stock Exchange under the ticker "OPFI." The business combination is expected to close by the end of the second quarter of 2021, subject to customary closing conditions.

FGNA Chairman Joe Moglia stated, "My team at FG New America and I are thrilled to announce this transaction with OppFi, as serving the financial needs of the everyday consumer is very much in our DNA. We have been highly impressed by the significant growth the OppFi team has achieved through their innovative platform and the proven ability to scale, all while faithfully serving their customers."

OppFi CEO Jared Kaplan stated, "OppFi is at the forefront of a high growth digital financial services revolution. We are a leading financial technology platform that powers banks through a multitude of products and our unwavering commitment to customer service. We're tremendously proud of the team that has made our progress possible through a commitment to serving consumers excluded from the traditional system through fair, transparent products and an extraordinary customer experience. We see a solid opportunity ahead for OppFi to be the financial champion for the nearly 60 million everyday consumers in the U.S. as we continue to innovate our array of products, technology and capabilities in the years ahead. We are excited to be joining with the FGNA team to help make this a reality."

OppFi has facilitated more than 1.5 million loans over the past nine years and believes that the company's approach and strategy have positioned OppFi to continue to gain share of market and outperform.

"I am extremely proud of the success and growth OppFi has experienced since its inception. More importantly, we help customers access a better financial path with the superior experience they deserve. This is an exciting stage in the company's evolution, which we believe will enable us to further expand our mission and be the financial destination for the tens of millions of everyday consumers that need access more than ever," said Todd Schwartz, Founder and Executive Chairman, OppFi.

Key Takeaways

• OppFi addresses a vast unmet need for U.S. consumers, as nearly 60 million consumers lack access to mainstream financial products
• AI-enabled financial services platform is scalable and mobile
• Over 66% revenue CAGR since 2017, achieving estimated revenue of $323 million in 2020
• Consistent profitability, with estimated Adjusted Net Income* of $53 million in 2020 and an Adjusted Net Income margin* of 17%
• The core customer is the median U.S. consumer, earning approximately $50,000 annually, employed and has a bank account, but is often locked out of traditional mainstream financial products
• Significant scale, facilitating more than $2.3 billion in loan issuances covering over 1.5 million loans
• Nationally recognized and awarded for its exceptional customer service, and a net promoter score of 84, coupled with its focus on financial education
• Meaningful opportunity to expand products and services

Transaction Overview The transaction implies an equity valuation at closing for the combined company of approximately $800 million and is expected to be fully funded through cash in trust. The equity value represents 12.2x and 9.1x projected 2021 and 2022 Adjusted Net Income, respectively. It is estimated that 100% of net proceeds will be used to pay cash consideration to existing equityholders of OppFi.

Existing OppFi equityholders will initially retain approximately 62% ownership in the pro forma company, assuming none of FGNA's public stockholders elect to redeem their shares in connection with the closing of the transaction. Existing OppFi equityholders will have the potential to receive additional earn-out shares over three years if certain stock price targets are met.

The Boards of Directors of OppFi and FGNA have each unanimously approved the transaction.

AdvisorsMoelis & Company is serving as exclusive financial advisor to Opportunity Financial, LLC. Needham & Company, ThinkEquity, a division of Fordham Financial Management, Inc., Piper Sandler & Co., and Northland Securities are serving as capital markets advisors to FG New America Acquisition Corp. DLA Piper LLP (US) is serving as legal advisor to Opportunity Financial, LLC. White & Case LLP is serving as legal advisor to FG New America Acquisition Corp.

Investor Webcast and Conference Call InformationOpportunity Financial, LLC and FG New America Acquisition Corp. will host a joint investor webcast and conference call to discuss the proposed transaction today on February 10, 2021 at 8:00 am ET.

A webcast will be available here and can also be accessed on www.opploans.com/investor-relations as well as on FG New America Acquisition Corp.'s website at https://www.fgnewamerica.com.

For those who wish to participate by telephone, please dial 1- 877-407-4018 (U.S.) or 1- 201-689-8471 (International) and reference the Conference ID 13716408.

A replay of the call will also be available via webcast at www.opploans.com/investor-relations or https://www.fgnewamerica.com.