The most expensive thing in a venture debt deal usually isn't the interest rate.
I learned that the hard way when I was running Motherly.
We had a debt facility with SVB. Like most venture debt of the era, it was structured in tranches — we'd drawn the first, and the second was sitting there, contingent on milestones and, implicitly, on us continuing to raise equity to support growth.
During COVID, we made a deliberate decision not to do another priced round. Instead, we worked to pivot the business toward breakeven and prove out a more disciplined model. It was the right call for the business. It was the kind of decision founders are supposed to make.
SVB wouldn't release the second tranche.
Our issue? The structure of the facility assumed we'd keep raising equity — and when we chose discipline instead, the underwriting model behind our debt no longer worked.
That was the moment I understood something about venture debt that almost no one talks about: most of it is priced and structured on the quiet assumption that you'll keep raising priced rounds forever. The minute you decide to stop, the lender's risk model breaks. And you find out what "partner" actually means.
We moved our debt to Costella Kirsch shortly after. No financial covenants. No requirement for a recent equity round. No board seat. No veto. They underwrote the business as a business — not as a forward bet on the next round.
The right capital partner behaves like an operator with a check, not a creditor with a checklist. If you're evaluating a term sheet right now — especially if you're weighing another round against pivoting to discipline — the question I'd push you to ask isn't "what does this cost?" It's "does this structure quietly assume I'll keep diluting forever — and what happens if I don't?"