What Is Venture Debt?

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Raising equity financing from venture capitalists is a crucial source of funding for many startups. But did you know you may also be able to supplement VC money with venture debt? This is a type of loan that allows growing startups to obtain capital without sacrificing equity or control. 

In this article, we’ll further explain what venture debt financing is, how it works, and when it makes sense to use it. 

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Understanding Venture Debt Financing

Venture debt — sometimes referred to as venture lending — is a type of debt financing provided by banks or other lenders to venture-backed companies that do not have positive cash flows or significant assets to use as collateral. It bridges the gap between equity rounds, extends the runway for startups, and allows companies to leverage their equity financing to achieve higher growth.

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How Does Venture Debt Work?

Venture debt provides a financial cushion to young, growing businesses without requiring them to give up more ownership stakes. But how does it work exactly? Let’s take a look.

The Basic Process

  1. Negotiation: Venture debt begins with negotiations between the company seeking funding (the borrower) and the lending institution. They discuss key points like the loan amount, interest rate, and the payback period.
  2. Loan Approval: Once terms are agreed upon, the lender approves the loan, providing the borrower with much-needed capital.
  3. Repayment: Over the agreed-upon time period, the company pays back the loan, often with interest.

It’s a fairly straightforward process, but a major factor that makes venture debt different from traditional loans is the use of ‘warrants.’


Warrants give the lender the right to buy equity in the borrower’s company at a fixed price in the future. This is a win-win situation because the borrower gets the capital it needs without immediately diluting ownership, while the lender has the potential for a significant return if the company grows.

Let’s consider a hypothetical example to make this clearer:

Suppose ‘Start-up XYZ’ is a tech company in its early stages. It has secured some venture capital but needs extra funds to extend its runway. Instead of giving away more equity, XYZ decides to pursue venture debt.

A lender offers XYZ a loan of $1 million at an 8% interest rate over 3 years, plus warrants representing 1% of XYZ’s equity. XYZ accepts, allowing it to fund its growth without further dilution of ownership.

If XYZ succeeds and its value rises significantly, the lender can exercise the warrants, buying shares at a lower, predetermined price and potentially making a profit.

In the end, XYZ got the capital it needed without giving away more equity upfront, and the lender got its interest plus a chance for more returns. This is how venture debt works!

Keep in mind that this is a simplified example, and real-life negotiations may include other factors like financial covenants, late fees, prepayment penalties, etc. Always consult with a financial advisor before making decisions.

In the next section, we’ll discuss the pros and cons of venture debt to help you decide if it’s the right choice for your startup.

Pros & Cons of Venture Debt Financing


  • Preserves Equity: Allows startups to access capital without having to give up ownership in the company through equity financing. This allows founders and early investors to maintain more control.
  • Flexibility: Venture debt often has more flexible repayment terms compared to traditional business loans. Repayment may be tied to milestones or future equity raises.
  • Speed: Venture debt can often be secured quicker than equity financing, which can be useful for companies needing fast access to funds.


  • Higher Interest Rates: Venture debt typically has higher interest rates compared to traditional bank financing. 
  • Debt Obligation: Unlike equity funding, venture debt must be repaid. This adds financial pressure and can negatively impact cash flow, particularly for startups that don’t have a consistent revenue stream.
  • Covenants and restrictions: The loan terms may come with restrictions on company operations, such as requiring a certain cash balance, limiting additional debt, or requiring lender approval for major decisions.

Common Uses of Venture Debt Financing

Venture debt can be used for a variety of purposes, such as extending the cash runway between equity rounds, accelerating growth, funding working capital, or financing specific projects. It can also be used to invest in marketing or sales initiatives, product development, or even acquisitions.

Venture Debt vs. Venture Capital

Venture debt is a loan that must be repaid, while venture capital involves taking an equity stake in the company. Venture debt allows startups to access capital without giving up ownership and control that comes with venture capital.

 Venture debt also typically has a faster turnaround time compared to raising a VC round, with more flexible debt terms. However, venture capital can provide larger amounts of financing for companies with high growth potential. 

Lastly, venture capitalists take on more risk but can also get much higher returns if the startup succeeds, compared to the relatively moderate returns for venture debt lenders.

Who Is Venture Debt Financing Best For?

Venture debt is best suited for startups that:

  • Have raised one or more rounds of VC funding. This proves the viability of the business.
  • Are generating revenues but not yet profitable. The revenue stream helps repay debt.
  • Have foreseeable capital needs between equity rounds. Venture debt can bridge the gap.
  • Want to extend runway and avoid premature dilution by delaying the next equity round.
  • Need funding quickly and with flexible terms.

Venture Debt Lenders

Venture debt for startups is offered by a variety of lenders. Below, we’ll outline a few notable players:

Hercules Capital

Hercules Capital is a specialty finance company based in Palo Alto, California, that provides debt financing to venture capital-backed companies in the technology, life sciences, and sustainable and renewable technology industries. The company was founded in 2003 and went public in 2005.

Bridge Bank

Bridge Bank is a division of Western Alliance Bank that focuses on providing financing to startups and emerging growth companies. Headquartered in San Jose, California, Bridge Bank offers a range of venture debt solutions to companies within tech, life sciences, and more industries.


Mercury is a neobank that also offers venture debt loans ranging from $1 million to $20 million to VC-backed tech startups. They focus on lending to companies with growth potential and a strong founding team.


Brex is another neobank providing access to venture debt financing. They typically provide loans for tech startups that have established product-market fit, recurring revenue streams, and a business model likely to scale.

Remember that venture debt can be an essential tool for growth, but it also comes with financial obligations. Take the time to compare different lenders, understand their offerings thoroughly, and seek professional advice if needed before making a decision.

Venture Debt Key Terminologies

Here are some key terms entrepreneurs should understand before seeking venture debt financing:

Term Loans

These are loans issued for a specific amount that are paid back over a set time period. Venture debt is often issued in the form of term loans.

Lines of Credit

Some lenders offer revolving lines of credit for venture debt, allowing periodic borrowing up to a maximum cap as needed. The company only pays interest on drawn amounts.


Runway refers to the amount of time a company can operate before needing to raise additional capital. Extending the runway is a major reason startups seek venture debt.

Term Sheet

A non-binding document outlining proposed terms of the venture debt facility before final agreements are drafted.

Equity Dilution

The reduction in ownership percentage for existing shareholders when new equity is issued. Venture debt helps avoid dilution compared to new equity rounds.


Securities that give the holder the right, but not the obligation, to purchase stock at a specified price within a certain time period. Lenders often receive warrants in venture debt deals as a “sweetener” along with the interest payments.


 Requirements imposed by lenders to limit business risk, such as minimum cash balances, revenue levels, etc.

Interest Rates

The periodic charge levied on borrowed money by the lender. Venture debt typically has higher interest rates than traditional bank financing due to the higher risk nature of lending to startups. Interest is the main source of return for the lender.


The process of gradually paying off debt through scheduled principal and interest payments over the loan term. Amortization schedules break down each payment into principal and interest components.

Due Diligence

The process of the venture debt firm assessing the startup’s business model, financials, management team, etc.