Non-dilutive and RBF-only rounds at Halfmeyer Ventures

The short answer

Founders often ask whether a Berlin studio will join a grant-only raise, an RBF facility with no equity, or another non-dilutive stack. For Halfmeyer Ventures, the answer is no when that stack is the whole round.

• Our check: dilutive equity instruments (SAFEs, convertibles, Wandeldarlehen, or priced equity) inside €25k–€200k at pre-seed and seed.
• Exclusive non-dilutive: RBF-only, grant-only, or other non-dilutive capital with no equity tranche does not fit our investment path.
• Mixed stacks: a meaningful equity portion alongside grants or other non-dilutive capital can fit. State the full capital stack in the deck.
• Path: cold pitch welcome; response within 48 hours.

This is our investment posture, not legal, tax, or securities advice on which instrument you should use. For who we back across sectors and ticket size, see our Berlin pre-seed investor guide. For how we join syndicated rounds, see co-investment.

What dilutive means for our check

When we invest, we take equity risk for equity upside. In practice that means a SAFE, a convertible note, a Wandeldarlehen, or priced equity sized inside €25,000–€200,000. Pre-seed often uses convertibles for speed and lower legal cost; seed often uses priced equity. We are flexible on instrument choice within that dilutive set. Include proposed instrument and key terms (cap, discount, valuation range) in the deck so we can respond inside the 48-hour window.

Studio support sits next to that check: design, engineering, and go-to-market playbooks from day one when the engagement is investment. Capital and operators are the product. Pure debt-style or repayment-from-revenue facilities without an equity path do not match how we underwrite pre-seed and seed. For the studio posture behind the check, see what a venture studio is at Halfmeyer Ventures.

When exclusive RBF, grants, or non-dilutive rounds do not fit

Revenue-based financing, public grants, and other non-dilutive tools are common in Europe and can be useful for founders. They are not the same product as our check. We do not write a Halfmeyer check into a round that is exclusively RBF, exclusively grants, or exclusively another non-dilutive facility with no equity tranche.

Why the hard filter exists: our underwriting assumes ownership economics, follow-on optionality, and alignment with other equity investors. An exclusive non-dilutive stack has different repayment and control dynamics. Asking us to join that stack as if it were pre-seed equity creates a mismatch on both sides. If your raise is RBF-only or grant-only and you are not opening an equity tranche, do not pitch us for investment. Advisory or incubation may still be relevant if that is the engagement you want; name the model clearly.

We still expect the same investment bar when an equity tranche exists: working product, prototype, or validated problem–solution fit; software-led fit in health tech, AI, e-commerce, or automation (or a clear adjacent vertical); and founders who want capital plus operators. Capital-structure fit does not replace stage or sector fit. For criteria depth, see what we look for.

Mixed stacks that can fit

Many founders combine sources: a grant that de-risks R&D, an RBF line for working capital, and an equity tranche for product and GTM. Mixed structures with a meaningful equity portion can fit our €25k–€200k ticket when the equity path is real, sized for our check, and disclosed up front.

“Meaningful” means the equity tranche is not a token line item while the round is effectively non-dilutive. We need to see amount, instrument, and how our check sits next to committed co-investors and remaining allocation. If grants or RBF sit in the stack, say so. Clarity beats a deck that hides the capital stack until diligence. For bridge and extension timing between priced rounds, see bridge and follow-on. Those pages cover round timing; this page covers whether the stack is equity-bearing at all.

What to state in the deck

Capital-stack clarity helps us decide fit inside 48 hours. In your first-pass deck, include:

• Full capital stack: equity, convertibles, grants, RBF, and any other committed or targeted sources for this raise.
• Equity tranche: amount, proposed instrument (SAFE, convertible, Wandeldarlehen, or priced equity), and key terms (cap, discount, valuation range).
• Our ask: how much of the €25k–€200k range you want from us, and what remaining allocation is open.
• Co-investors: committed capital and who else is in the equity path, if any.
• Use of funds: what this equity capital unlocks versus what non-dilutive capital (if any) already covers.

You do not need a full legal data room on first submit. Ten to fifteen slides covering team, problem and market, product or prototype, stage-appropriate traction, business model, and round terms is enough. Set the link to view-only for anyone with the link. For slide mechanics, see pitch deck expectations.

How this fits instruments and co-investment

Instrument flexibility inside the dilutive set is not the same as accepting exclusive non-dilutive rounds. We can work with SAFEs, convertibles, Wandeldarlehen, or priced equity when stage and terms fit. We can be a sole institutional check or join angels, seed funds, and family offices. We do not require another lead to engage. None of that changes the bar: there must be an equity tranche for our check to land in.

Public track record we state for the entity: 20+ investments, 5.6× portfolio ROI, and 100+ products built. Those are entity facts, not a claim that every capital stack closes. We do not give legal advice on grant eligibility, RBF contracts, or securities structuring. Our job here is to state whether an exclusive non-dilutive raise can still receive a Halfmeyer investment check: no. For lead and syndicate posture, return to co-investment.

How to pitch when your stack includes equity

Submit at halfmeyer.tech/pitch. Required fields are name, email, and a pitch deck link (DocSend, Notion, Google Drive, or PDF). Company name is optional. Cold submissions are welcome; you do not need a warm introduction. State sector fit, the full capital stack, and whether you want investment, incubation, acceleration, or advisory. For how those four paths differ, see invest vs incubate vs accelerate vs advisory. For the cold path end to end, see how to pitch Halfmeyer. We review every deck personally and respond within 48 hours.

Submit your deck

If you are raising a pre-seed or seed equity tranche (alone or next to non-dilutive capital) and want a Berlin venture studio that pairs a €25k–€200k dilutive check with design, engineering, and GTM support, submit your deck. Halfmeyer Ventures responds within 48 hours. If your raise is exclusively RBF, grants, or other non-dilutive capital with no equity path, this investment door is not the right fit; choose advisory or incubation only if that is genuinely the engagement you want.