AMENDMENT NO. 5 TO REVOLVING CREDIT AGREEMENT AND OTHER CREDIT DOCUMENTS

[***] CERTAIN INFORMATION IN THIS DOCUMENT HAS BEEN EXCLUDED PURSUANT TO REGULATION S-K, ITEM 601(B)(10). SUCH EXCLUDED INFORMATION IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

Exhibit 10.19

EXECUTION COPY

AMENDMENT NO. 5 TO REVOLVING CREDIT AGREEMENT AND OTHER CREDIT DOCUMENTS

THIS AMENDMENT NO. 5 TO REVOLVING CREDIT AGREEMENT AND OTHER CREDIT DOCUMENTS (this “Amendment”), dated as of June 5, 2020 (the “Effective Date”) to that certain Revolving Credit Agreement, dated as of April 15, 2019 (as amended, restated supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement” and, as amended by this Amendment, the “Amended Credit Agreement”), among Opportunity Funding SPE VI, LLC (the “Borrower”), Opportunity Financial, LLC (the “Company”), as originator (in such capacity, the “Originator”), as servicer (in such capacity, the “Servicer”), as a guarantor (in such capacity, a “Guarantor”) and as a Seller (in such capacity, a “Seller”), OppWin, LLC (“OppWin”), as a Seller (in such capacity, a “Seller”) and as a guarantor (in such capacity, a “Guarantor”), OppFi Management Holdings, LLC as a guarantor (in such capacity, a “Guarantor”; the Borrower, the Company, the Servicer, the Originator, each Guarantor and each Seller, collectively, the “Credit Parties”), Ares Agent Services, L.P., as Administrative Agent (in such capacity, the “Administrative Agent”) and as Collateral Agent (in such capacity, the “Collateral Agent” and together with the Administrative Agent, the “Agents”), and the Lenders parties thereto from time to time (the “Lenders” and each, individually, a “Lender”).

PRELIMINARY STATEMENTS

WHEREAS, the Credit Parties, the Administrative Agent and the Lenders entered into the Existing Credit Agreement whereby the Lenders agreed to extend a revolving credit facility (the “Facility”) to the Borrower and the Borrower agreed to secure its Obligations under the Existing Credit Agreement by granting to the Collateral Agent, for the benefit of the Secured Parties, a first priority Lien on all of its assets;

WHEREAS, the United States is facing a national emergency resulting from a global pandemic caused by the novel coronavirus disease, commonly referred to as COVID-19 (“COVID-19”) which directly impacted the global and U.S. economy; and

WHEREAS, the parties hereto desire to amend the Existing Credit Agreement on the terms and conditions set forth herein.

NOW THEREFORE, in consideration of the premises and other good and valuable consideration, the parties hereto hereby agree as follows:

AGREEMENT

(a) Section 1.1 of the Existing Credit Agreement is hereby amended by adding or amending and restating the following definitions and placing them in proper alphabetical order:

“Amendment No. 5 Effective Date” means May 31, 2020.

“Borrowing Base Certificate” means a certificate, substantially in the form of Exhibit C, executed by an Authorized Officer of the Borrower and delivered to the Administrative Agent, which sets forth the calculation of the Borrowing Base, including a calculation of each component thereof; provided, that, Borrower agrees that each Borrowing Base Certificate delivered to Administrative Agent and Lenders from and after the Amendment No. 5 Effective Date shall clearly identify and flag each Receivable subject to the COVID-19 Customer Relief Program and (i) whether it is, or has been, a Phase I Program Receivable, Phase II Program Receivable or Phase III Program Receivable and (ii) whether it is a Re-performing COVID Program Receivable or a Re-performing Extended COVID Program Receivable.

“COVID-19 Customer Relief Program” means the COVID-19 Customer Relief Program to be implemented by Servicer in response to the national emergency resulting from the global pandemic arising out of the novel coronavirus disease commonly referred to as COVID-19 and attached hereto as Exhibit H.

“COVID-19 Affected Receivable” means a Receivable, the Obligor of which is experiencing a financial hardship as a result of the global pandemic arising out of the novel coronavirus disease commonly referred to as COVID-19.

“Lifetime Annualized Net Yield Rate” means as of any Reporting Date and with respect to all Receivables within a Monthly Vintage Pool (excluding Phase I Program Receivables and Phase II Program Receivables so long as they are actively enrolled in either such program and has not become a Re-performing COVID Program Receivable during such period) a rate, expressed as a percentage, equal to (X)(A)(i) the aggregate amount of Collections received with respect to such Receivables that have not been applied to principal repayments of such Receivables as of the end of the related Collection Period, minus (ii) the aggregate principal balance of all Charged-Off Receivables in such Monthly Vintage Pool as of the end of the related Collection Period (excluding Phase I Program Receivables and Phase II Program Receivables so long as they are actively enrolled in either such program), minus (iii) the cumulative Servicing Fees (excluding any Backup Servicing Fees) accrued and paid to date with respect to the Receivables in such Monthly Vintage

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Pool through the end of the related Collection Period, divided by (B) the average of the sum of the Remaining Funded Amounts of the Receivables that are not Charged-Off Receivables in such Monthly Vintage Pool as of the end of each Collection Period since origination, multiplied by (Y) 12, divided by (Z) the weighted average Age of all Receivables in such Monthly Vintage Pool.

“Maximum Advance Amount” means, as of any date of determination, an amount equal to the Weighted Average Maximum Advance Rate, multiplied by the Net Eligible Receivables Balance as of such date.

“Maximum Advance Rate” means, for any date of determination:

(a) so long as no Tier 1 Collateral Performance Trigger has occurred or is continuing during the three (3) months prior to such date of determination, (I) with respect to any Eligible Receivable other than a Phase I Program Receivable or a Phase II Program Receivable, [***]% and (II) with respect to any Receivable that is a Phase I Program Receivable or a Phase II Program Receivable, [***]%; and

(b) if a Tier 1 Collateral Performance Trigger has occurred or is continuing during the three (3) months prior to such date of determination, (I) with respect to any Eligible Receivable other than a Phase I Program Receivable or a Phase II Program Receivable, [***]% and (II) with respect to any Receivable that is a Phase I Program Receivable or a Phase II Program Receivable, [***]%.

“Monthly Annualized Net Loss Rate” as of any Reporting Date, a rate, expressed as a percentage equal to the product of (x) 12 and (y) a fraction, (a) the numerator of which is the aggregate UPB of Receivables that have become Charged-Off Receivables during the most recently ended Collection Period net of all Net Liquidation Proceeds received in the related Collection Period and (b) the denominator of which (i) for the months of April 2020, May 2020, June 2020, July 2020, August 2020 and September 2020, is the greater of (A) the UPB of all Receivables at the beginning of the related Collection Period and (B) the UPB of all Receivables at the beginning of the Collection Period in April 2020 and (ii) at all other times, is the aggregate UPB of all Receivables at the beginning of the related Collection Period.

“Phase I Program” means Phase I of the COVID-19 Customer Relief Program as described therein.

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“Phase I Program Receivable” means a Receivable actively enrolled in the Phase I Program and, excluding, for the avoidance of doubt, any Phase I Program Receivable that has become a Re-performing COVID Program Receivable. For the avoidance of doubt (a) the delinquency status of any Scheduled Receivable Payment due with respect to a Phase I Program Receivable shall remain static for the duration of the related Relief Period and (b) following the expiration of the related Relief Period, the delinquency status of any Scheduled Receivable Payment shall be determined giving effect to the number of days delinquent immediately prior to the beginning of the related Relief Period and without regard to the number of days elapsed during such Relief Period.

“Phase II Program” means Phase II of the COVID-19 Customer Relief Program as described therein.

“Phase II Program Receivable” means a Receivable actively enrolled in the Phase II Program and, excluding, for the avoidance of doubt, any Phase II Program Receivable that has become a Re-performing COVID Program Receivable. For the avoidance of doubt, for purposes of determining the delinquency status of any Phase II Program Receivable, during the related Relief Period the “Scheduled Receivable Payments” due with respect to a Phase II Program Receivable shall give effect to any temporary modifications granted in accordance with the COVID-19 Customer Relief Program.

“Phase III Program” means Phase III of the COVID-19 Customer Relief Program as described therein.

“Phase III Program Receivable” means a Receivable actively enrolled the Phase III Program.

“Relief Period” means, (a) with respect to a Phase I Program Receivable, the related deferral period (not to exceed thirty (30) days) during which no Scheduled Receivable Payments are due in accordance with the COVID-19 Customer Relief Program, and (b) with respect to a Phase II Program Receivable, the related period (not to exceed ninety (90) days) during which Scheduled Receivable Payments are reduced in accordance with the COVID-19 Customer Relief Program.

“Re-performing COVID Program Receivable” means a Receivable which formerly constituted a Phase I Program Receivable or Phase II Program Receivable under the COVID-19 Customer Relief Program that, as of any applicable date of

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determination, is then performing under the original payment terms of the applicable Contract, including, for the avoidance of doubt, any Re-performing Extended COVID Program Receivable.

“Re-performing Extended COVID Program Receivable” means a Receivable which formerly constituted a Phase I Program Receivable or Phase II Program Receivable under the COVID-19 Customer Relief Program which was extended for more than thirty days and that, as of any applicable date of determination, is then performing under the original payment terms of the applicable Contract.

“Weighted Average Maximum Advance Rate” means, for any date of determination, a rate equal to a fraction expressed as a percentage, (I) the numerator of which is the sum of (A) the product of (x) the Maximum Advance Rate calculated pursuant to clause (a)(I) or clause (b)(I) of the definition thereof, as applicable, multiplied by (y) the aggregate Remaining Funded Amount of all Eligible Receivables other than Phase I Program Receivables and Phase II Program Receivables as of such date of determination, plus (B) the product of (x) the Maximum Advance Rate calculated pursuant to clause (a)(II) or clause (b)(II) of the definition thereof, as applicable, multiplied by (y) the aggregate Remaining Funded Amount of all Eligible Receivables that are Phase I Program Receivables and Phase II Program Receivables as of such date of determination; and (II) the denominator of which is the aggregate Remaining Funded Amount of all Eligible Receivables as of such date of determination.

(b) Section 5.1 of the Existing Credit Agreement is hereby amended by adding the following new clause (j) to the end thereof:

(j) COVID-19 Customer Relief Program. Each Credit Party will promptly and in any event within two (2) Business Days thereof notify Agent of any Receivable becoming subject to the COVID-19 Customer Relief Program. Such notice shall specify what phase of the COVID-19 Customer Relief Program such Receivable is in (i.e., Phase I Program, Phase II Program or Phase III Program) and what modification has been offered to that customer. Each Credit Party shall provide to the Administrative Agent (a) so long as any Receivables owned by the Borrower are Phase I Program Receivables or Phase II Program Receivables, a Borrowing Base Certificate no less frequently than every five (5) Business Days, (b) so long as any Company Receivables owned by Opportunity Funding SPE III, LLC or the Borrower are Phase I Program Receivables or Phase II Program Receivables, an electronic file reflecting loan-level data for the Company Receivables, in a form

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acceptable to the Administrative Agent, once per calendar week and (c) so long as any Company Receivables owned by Opportunity Funding SPE III, LLC or the Borrower are Phase I Program Receivables or Phase II Program Receivables, on or prior to each Reporting Date, a roll-forward analysis for the Company Receivables, the Company Receivables owned by SPE III and the Receivables, updated as of the end of the most recently ended calendar month and (d) a such other information with respect to the Receivables subject to the COVID-19 Customer Relief Program and Obligors with respect thereto as Administrative Agent may reasonably request.

(c) Article V of the Existing Credit Agreement is hereby amended by adding the following new Section 5.20 to the end thereof:

5.20. COVID-19 Customer Relief Program. Each Credit Party shall comply in all respects with the requirements of the COVID-19 Customer Relief Program as prescribed on Exhibit H attached hereto. For the avoidance of doubt, under the COVID-19 Customer Relief Program, in no event shall an Obligor be permitted to avail itself of (a) the Phase II Program prior to exhausting relief under the Phase I Program, (b) the Phase III Program prior to exhausting relief under the Phase II Program, or (c) the Phase I Program, the Phase II Program or the Phase III Program after the related Receivable has become a Re-performing COVID Program Receivable.

(d) The Existing Credit Agreement is hereby amended to add a new Exhibit H thereto in the form of Exhibit H attached to this Amendment.

(e) Appendix C to the Existing Credit Agreement is hereby amended by amending and restating it in its entirety as set forth on Appendix C attached hereto.

(f) Appendix D to the Existing Credit Agreement is hereby amended by amending and restating it in its entirety as set forth on Appendix D attached hereto.

(g) Section 5 of the Fee Letter is hereby amended and restated in its entirety as follows:

5. Undrawn Make-whole Payment. On each Settlement Date relating to a Collection Period (or portion thereof) occurring during the Revolving Commitment Period, if the outstanding principal amount of the Loans is less than the applicable Minimum Utilization Threshold for any one or more days during the related Collection Period, the Borrower shall pay to the Lenders the Undrawn Make-Whole Payment; provided, however that compliance with the foregoing requirement shall not be tested during the period commencing on May 15, 2020 to and including November 30, 2020.

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(a)     The Administrative Agent hereby consents to the amendment of the Servicing Policy to include the COVID-19 Customer Relief Program attached hereto as Exhibit H solely to the extent related to the servicing of COVID-19 Affected Receivables.

(b)     The amendments set forth in Article 2, above, are effective for the purposes set forth herein and shall be limited precisely as written. This Amendment does not, and shall not be construed to, constitute a waiver of any past, present or future violation of the Amended Credit Agreement, the other Credit Documents or any other related document, and shall not, directly or indirectly in any way whatsoever either: (i) impair, prejudice or otherwise adversely affect any Agent’s or any Lender’s right at any time to exercise any right, privilege or remedy in connection with the Amended Credit Agreement, any other Credit Document or any other related document (all of which rights are hereby expressly reserved by the Agents and Lenders), (ii) except as specifically set forth herein, amend or alter any provision of the Existing Credit Agreement, any other Credit Document or any other related document, (iii) constitute any course of dealing or other basis for altering any obligation of Borrower or any of its Affiliates or any right, privilege or remedy of any Agent or any Lender under the Existing Credit Agreement, any other Credit Document or any other related document or (iv) constitute any consent (deemed or express) by any Agent or any Lender to any prior, existing or future violations of the Amended Credit Agreement, any other Credit Document or any other related document. There are no oral agreements among the parties hereto, and no prior or future discussions or representations regarding the subject matter hereof shall constitute a waiver of any past, present or future violation of the Amended Credit Agreement, any other Credit Document or any other related document.

(c)     This Amendment shall be construed in connection with and as part of the Amended Credit Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Amended Credit Agreement and each other Credit Document are hereby ratified and confirmed and shall remain in full force and effect, except that on and after the date hereof all references in the other Credit Documents to the “Credit Agreement,” “thereto,” “thereof,” “thereunder” or words of like import referring to the Existing Credit Agreement shall mean and refer to the Amended Credit Agreement.

(a)     Each Credit Party affirms that the execution, delivery and performance of this Amendment and the performance by it of the Amended Credit Agreement have been duly authorized by all necessary action, and it has all requisite power and authority to execute, deliver and perform this Amendment and to perform the Amended Credit Agreement.

(b)     Each Credit Party represents and warrants that this Amendment and the Amended Credit Agreement constitute its legally valid and binding obligations, enforceable against it in accordance with the respective terms hereof and thereof, except as enforcement may be limited by equitable principles (regardless of whether enforcement is sought in equity or at law) or by bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or limiting creditors’ rights generally.

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(c)     Each Credit Party (with respect to itself) represents and warrants that the representations and warranties contained in Article 4 of the Existing Credit Agreement are true and correct in all material respects after giving effect to this Amendment on and as of the date hereof as though made on and as of the date hereof (except to the extent such representations and warranties expressly relate to an earlier date), and no Default or Event of Default exists (after giving effect to this Amendment) or would result from this Amendment becoming effective in accordance with its terms.

(d)     Each of the Company and OppWin hereby ratifies and confirms (i) each Assignment previously delivered by, or on behalf of, either of them to the Administrative Agent in connection with each Borrowing Base Action occurring prior to the date hereof, (ii) the sale to the Borrower on the related Purchase Date of the Related Receivables and Other Conveyed Property listed on Schedule A to each such Assignment, and (iii) the representations and warranties set forth therein as of the date of each such Assignment.

(a)     The Administrative Agent shall have received this Amendment duly executed by the Credit Parties.

(b)     After giving effect to the terms of this Amendment, the representations and warranties contained herein and in the Amended Credit Agreement and the other Credit Documents shall be true and correct in all material respects (except for such representations and warranties already qualified by materiality which shall be true and correct in all respects) on and as of the Effective Date (except to the extent they expressly relate to an earlier time); and no Default or Event of Default shall have occurred and be continuing.

(c)     Borrower shall have paid to the Agents and the Lenders, as applicable, all outstanding Permitted Expenses.

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IN WITNESS WHEREOF, each of the parties hereto has executed this Amendment as of the date first above-written.

[SIGNATURE PAGE TO AMENDMENT NO. 5 TO REVOLVING CREDIT AGREEMENT]

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