Honest guide to bridge rounds: when a bridge fits, how to structure a SAFE/note bridge, common pitfalls.
A bridge round is capital raised between priced rounds — typically to extend runway to a milestone that unlocks the next priced round. Done well, a bridge saves the company. Done poorly, it signals distress and kills the next round.
You have a specific, credible milestone 6–12 months out that will meaningfully change your fundraising story (revenue crossing a threshold, a major customer win, a product launch). Existing investors are participating. The bridge extends runway to that milestone with margin.
You're raising a bridge because the next round didn't close and you have no clear milestone that will change the outcome. Existing investors are declining to participate. This is a distress bridge — market participants recognize the pattern.
SAFE or convertible note with a cap at or above the last round's price. Discount of 15–25% to the next round is standard. MFN (most-favored-nation) provisions to protect participating investors. Avoid heavy discounts, warrants, or liquidation preferences that create Series A math problems.
Insider bridges (existing investors only) are cleaner but signal that the company couldn't attract new capital. Outsider bridges bring new participants but are harder to close. A mixed bridge (insiders + one strategic new investor) often reads best.
Series A/B leads look at the bridge structure, participants, and milestone. A clean insider bridge to a specific milestone reads well. A discount-heavy bridge with new participants but no lead reads as distress.
Raise the bridge 6–9 months before you'd otherwise run out. Bridges raised at 3 months of runway are distress bridges — the terms and outcome reflect that.
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