NB Alternatives Advisers Files 13D on Oportun Financial

TL;DR

**NB Alternatives Advisers LLC just filed a 13D on Oportun Financial Corp. Big ownership change incoming.**

AI Summary

NB Alternatives Advisers LLC, through Christian Neira, has filed a Schedule 13D concerning Oportun Financial Corp. The filing, dated November 20, 2024, indicates a change in beneficial ownership. NB Alternatives Advisers LLC is based in Dallas, TX, and Oportun Financial Corp is headquartered in San Carlos, CA.

Why It Matters

This filing signals a significant change in the ownership structure of Oportun Financial Corp, potentially impacting its stock price and strategic direction.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions or shifts in control, which can introduce volatility.

Key Players & Entities

• NB Alternatives Advisers LLC (company) — Filing entity
• Oportun Financial Corp (company) — Subject company
• Christian Neira (person) — Authorized contact for NB Alternatives Advisers LLC
• 20241120 (date) — Filing date

FAQ

Key Financial Figures

• $0.0001 — ame of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securitie
• $235 million — ting Person would lend their portion of $235 million of senior secured term loans (the "Loan
• $117.5 million — renced above (the "Closing"), including $117.5 million from NB Clients. The Loans are schedule
• $12.5 million — the Borrower will be required to repay $12.5 million of the Loans on or prior to July 31, 20
• $27.5 million — rior to July 31, 2025 and an additional $27.5 million of the Loans on or prior to January 31,
• $0.01 — Common Stock"), at an exercise price of $0.01 per share, to NB Clients (the "2024 War

Filing Documents

• formsc13d-11202024_091132.htm (SC 13D) — 39KB
• ex1-11202024_091135.htm (EX-1) — 7KB
• ex99-11202024_091136.htm (EX-99) — 5KB
• 0001415889-24-027328.txt ( ) — 53KB

Security and Issuer

Item 1. Security and Issuer This statement on Schedule 13D (the "Schedule 13D") relates to the common stock, par value $0.0001 per share (the "Common Stock") of Oportun Financial Corporation, a Delaware corporation (the "Issuer"). The Issuer's principal executive offices are at 2 Circle Star Way, San Carlos, California 94070.

Identity and Background

Item 2. Identity and Background (a) This Schedule 13D is being filed by NB Alternatives Advisers LLC, a Delaware limited liability company (the "Reporting Person"). (b) The business address of the Reporting Person is 325 N. Saint Paul Street, Suite 4900, Dallas, Texas 75201. Information regarding each executive officer of the Reporting Person is set forth on Annex A hereto. (c) The principal business of the Reporting Person is an investment adviser to funds and other clients. The name, business address, present principal occupation or employment and citizenship of each executive officer of the Reporting Person is set forth on Annex A hereto. (d) During the last five years, neither the Reporting Person nor, to the best knowledge of the Reporting Person, any of the other persons set forth on Annex A attached hereto, have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, neither the Reporting Person nor, to the best knowledge of the Reporting Person, any of the other persons set forth on Annex A attached hereto, have been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, were or are subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) The Reporting Person is a Delaware limited liability company. All of the persons set forth on Annex A are citizens of the United States of America.

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration The disclosure in Item 4 is incorporated herein by reference.

Purpose of Transaction

Item 4. Purpose of Transaction 2024 Credit Agreement and Warrant Issuance Credit Agreement On October 23, 2024, the Issuer entered into a secured Credit Agreement (the "Credit Agreement") with the Issuer's wholly owned subsidiary Oportun, Inc., as borrower (the "Borrower"), certain affiliates of Castlelake L.P. ("Castlelake") and funds managed by the Reporting Person as lenders (the "NB Clients"), and Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent, pursuant to which funds managed by the Reporting Person would lend their portion of $235 million of senior secured term loans (the "Loans") conditioned on the repayment of certain debt and the consummation of the sale of the Issuer's credit card portfolio. On November 14, 2024, the Loans were funded upon satisfaction of the conditions referenced above (the "Closing"), including $117.5 million from NB Clients. The Loans are scheduled to mature four years from the date of the Closing. Under the Credit Agreement, the Borrower will be required to repay $12.5 million of the Loans on or prior to July 31, 2025 and an additional $27.5 million of the Loans on or prior to January 31, 2026. Warrants On the Closing Date, the Issuer issued warrants to purchase 2,426,503 shares of Common Stock, par value $0.0001 per share (the "Common Stock"), at an exercise price of $0.01 per share, to NB Clients (the "2024 Warrants"). The 2024 Warrants are subject to beneficial ownership limitation provisions that prohibit the Issuer from issuing, and the Reporting Person's fund clients from exercising the Warrants, if the NB Clients, together with their affiliates and any members of a group with them, would, after giving effect to such exercise, beneficially own more than 9.9% of the issued and outstanding Common Stock. The Issuer also entered into a Registration Rights Agreement with the applicable holders of the Warrants, including the NB Clients (the "2024 Registration Rights Agreement"), which stipula

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. (a) The information contained in rows 7, 8, 9, 10, 11 and 13 on each of the cover pages of this Schedule 13D and the information set forth or incorporated in Items 2, 3 and 6 is incorporated by reference in its entirety into this Item 5. In the aggregate, the Reporting Person beneficially owns 3,952,422 shares of Common Stock, or 9.9% of the Common Stock outstanding. All of the shares referenced as beneficially owned are issuable upon the exercise of the Warrants, which are subject to the limitations on exercise set forth in Item 4. (b) The Reporting Person may be deemed to have shared power to vote or direct the vote and to have shared power to dispose of or direct the disposition of these shares of Common Stock, directly held by the NB Clients as set forth in rows 7, 8, 9, 10, 11 and 13 of each of the cover pages of this Schedule 13D. Calculations of beneficial ownership are based on 35,971,037 shares of Common Stock of the Issuer assumed to be outstanding as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on November 12, 2024. Pursuant to Rule 13d-4 of the Act, the Reporting Person expressly declares that the filing of this statement shall not be construed as an admission that such person is, for the purposes of Section 13(d) and/or Section 13(g) of the Act or otherwise, the beneficial owner of any securities covered by this statement held by any other person. (c) Item 4 is incorporated herein by reference. Except as set forth in Item 4, none of the Reporting Person or, to the best knowledge of such person, the persons named in Schedule A, has effected any transactions in the Common Stock during the past 60 days. (d) The NB Clients have the right to receive or direct the receipt of dividends from, and the proceeds from the sale of the shares of Common Stock underlying the Warrants. (e) Not applicable

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer The information set forth in Item 4 above is hereby incorporated herein by reference.

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits EX-1.1 Executive Officers of NB Alternatives Advisers LLC EX-99.1 Materials to be Filed as Exhibits 99.1-99.5

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: November 20, 2024 NB Alternatives Advisers LLC By: /s/ Christian Neira Name: Christian Neira Title: Managing Director Exhibit Index Exhibit No. Description EX-1.1 Executive Officers of NB Alternatives Advisers LLC EX-99.1 Materials to be Filed as Exhibits 99.1-99.5

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View this SC 13D filing on SEC EDGAR