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Venture debt: what it is, and when it actually fits

Venture debt is a loan facility offered to VC-backed startups that have not yet raised at a scale, or reached a profitability, that would qualify them for conventional bank lending. It is usually taken alongside, not instead of, an equity round: extra runway on top of the raise, without selling more of the company for it.

By Last updated 5 min read

Venture debt extends runway without further dilution, which is exactly why it gets pitched as free money. It is not free: it carries covenants, warrants, and a repayment schedule that has to be serviced regardless of how the next twelve months go. It fits a business with a recent equity round behind it and a genuine plan for the extra runway, not one trying to avoid a hard conversation about the burn rate.

Why it gets pitched as free money, and why it is not

Venture debt looks attractive because it does not require selling any more of the company. That is real, and it is also only half the picture. A venture debt facility typically carries covenants (minimum cash balances, revenue or runway triggers that can call the loan early), warrants (a small equity kicker for the lender on top of the interest), and a fixed repayment schedule that has to be serviced out of cash the business may not have if the next round takes longer than planned. The genuine cost is not the interest rate on the term sheet. It is what the covenants force the business to do if a plan slips.

Where this question actually comes up

I co-host events on The CFO Track with Mighty Partners, a debt investment firm in Bondi Junction, precisely because venture debt questions come up constantly in the rooms I sit in with finance leaders.[1] The pattern I see: the founders asking about it well are the ones with a recent equity round already closed and a specific, costed use for the extra runway. The ones asking about it badly are trying to buy time without a plan for what changes once that time runs out.

When venture debt fits, and when it does not
FitsDoes not fit
Equity positionA recent priced round already closed, backing the loan.No recent round, or one that closed on soft terms.
Use of fundsA specific, costed plan for the extra runway.General runway extension with no defined milestone attached.
Cash disciplineA finance seat actively tracking covenant headroom monthly.Nobody owns the covenant monitoring until the lender calls.
The real question it answers"How do we fund this milestone without diluting further?""How do we avoid talking about the burn rate?"

The wider trade-off it sits inside: debt versus equity financing.

Whoever monitors the covenants needs the same discipline I set out in how to actually manage cash flow.

Common questions

What is venture debt?

A loan facility built for VC-backed startups that are not yet a fit for conventional bank lending, usually taken alongside an equity round to extend runway without selling more of the company. It carries covenants, often warrants, and a fixed repayment schedule.

Is venture debt free money?

No. It avoids further dilution, which is real, but it comes with covenants that can call the loan early if the business misses a cash or revenue trigger, and a repayment schedule that has to be serviced regardless of how the next round goes.

When does venture debt make sense for a startup?

When there is a recent equity round already closed backing it, and a specific, costed use for the extra runway, not a general attempt to avoid a harder conversation about the burn rate.

Who should monitor venture debt covenants?

The finance seat, continuously, not the founder reacting once the lender flags a breach. Covenant headroom is a monthly tracking job, the same discipline a rolling cash flow forecast requires.

References

  1. I co-host events on The CFO Track with Mighty Partners, a Bondi Junction debt investment firm, because these are exactly the questions that come up in the rooms I sit in with finance leaders.

These guides set out how we see it, drawn from the searches we run and the finance leaders we place. They are general information about the market, not financial, accounting or legal advice, and they are no substitute for advice on your own circumstances.

Weighing up a venture debt facility?

Tell us where the business is at. We will give you an honest read on whether the finance function is ready to own the covenants, before you sign the term sheet.