SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Blackstone Holdings I L.P.

(Last) (First) (Middle)
C/O BLACKSTONE INC.
345 PARK AVENUE, 28TH FLOOR

(Street)
NEW YORK NY 10154

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/03/2021
3. Issuer Name and Ticker or Trading Symbol
OppFi Inc. [ OPFI ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 1,120,000 I See Footnotes(1)(2)(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants (right to buy) (4) (4) Class A Common Stock 560,000 $11.5 I See Footnotes(1)(2)(3)
1. Name and Address of Reporting Person*
Blackstone Holdings I L.P.

(Last) (First) (Middle)
C/O BLACKSTONE INC.
345 PARK AVENUE, 28TH FLOOR

(Street)
NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Blackstone Aqua Master Sub-Fund, a sub-fund of Blackstone Global Master Fund ICAV

(Last) (First) (Middle)
C/O BLACKSTONE INC.
345 PARK AVENUE, 28TH FLOOR

(Street)
NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Blackstone Alternative Solutions L.L.C.

(Last) (First) (Middle)
C/O BLACKSTONE INC.
345 PARK AVENUE, 28TH FLOOR

(Street)
NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Blackstone Holdings I/II GP L.L.C.

(Last) (First) (Middle)
C/O BLACKSTONE INC.
345 PARK AVENUE, 28TH FLOOR

(Street)
NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Blackstone Inc

(Last) (First) (Middle)
345 PARK AVENUE, 28TH FLOOR

(Street)
NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Blackstone Group Management L.L.C.

(Last) (First) (Middle)
C/O BLACKSTONE INC.
345 PARK AVENUE, 28TH FLOOR

(Street)
NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
SCHWARZMAN STEPHEN A

(Last) (First) (Middle)
C/O BLACKSTONE INC.
345 PARK AVENUE, 28TH FLOOR

(Street)
NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Reflects securities of OppFi Inc. (the "Issuer") directly held by Blackstone Aqua Master Sub-Fund, a sub-fund of Blackstone Global Master Fund ICAV ("Aqua Fund"). Blackstone Alternative Solutions L.L.C. ("BAS") is the investment manager of the Aqua Fund. Blackstone Holdings I L.P. ("Holdings I") is the sole member of BAS. Blackstone Holdings I/II GP L.L.C. ("Holdings GP") is the general partner of Holdings I. Blackstone Inc. ("Blackstone") is the sole member of Holdings GP. Blackstone Group Management L.L.C. ("Blackstone Management") is the sole holder of Series II preferred stock of Blackstone. Blackstone Management is wholly owned by its senior managing directors and controlled by its founder, Stephen A. Schwarzman.
2. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
3. Each of the Reporting Persons (other than the Aqua Fund to the extent it directly holds securities of the Issuer), disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than the Aqua Fund to the extent it directly holds securities of the Issuer) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all reported securities for purposes of Section 16 or any other purpose.
4. The warrants have an exercise price of $11.50 per share of Class A Common Stock, subject to adjustment, and are exercisable on the later of 12 months from the closing of the Issuer's initial public offering (which occurred on October 2, 2020) or 30 days after the completion of the Issuer's initial business combination (which occurred on July 20, 2021), and will expire five years after the completion of the Issuer's initial business combination or earlier upon redemption or liquidation.
Remarks:
BLACKSTONE HOLDINGS I L.P., By: Blackstone Holdings I/II GP, L.L.C., its general partner, Name: /s/ Tabea Hsi, Title: Senior Managing Director 08/13/2021
BLACKSTONE GLOBAL MASTER FUND ICAV, ACTING SOLELY ON BEHALF OF ITS SUB-FUND, BLACKSTONE AQUA MASTER SUB-FUND, By: Blackstone Alternative Solutions L.L.C., its investment manager, Name: /s/ Peter Koffler, Title: Authorized Person 08/13/2021
BLACKSTONE ALTERNATIVE SOLUTIONS L.L.C, Name: /s/ Peter Koffler, Title: Authorized Person 08/13/2021
BLACKSTONE HOLDINGS I/II GP L.L.C., Name: /s/ Tabea Hsi, Title: Senior Managing Director 08/13/2021
BLACKSTONE INC., Name: /s/ Tabea Hsi, Title: Senior Managing Director 08/13/2021
BLACKSTONE GROUP MANAGEMENT, L.L.C., Name: /s/ Tabea Hsi, Title: Senior Managing Director 08/13/2021
STEPHEN A. SCHWARZMAN, Name: /s/ Stephen A. Schwarzman 08/13/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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