Finance & accounting
Revenue-Based Financing in 2026: How It Works, What It Really Costs and Which Laws Apply
How revenue-based financing works in 2026: repayment caps and revenue shares, converting a cap to an APR with worked examples, RBF vs MCA, and state disclosure laws.

Contents (10)
- 1. How revenue-based financing works
- 2. Converting a repayment cap into an APR
- 3. Worked example: an online store funding inventory
- 4. Revenue-based financing vs merchant cash advance
- 5. Is it a loan? Why the structure matters
- 6. State commercial financing disclosure laws
- 7. How to qualify and apply
- 8. Contract terms to check before you sign
- 9. When RBF makes sense, and when it doesn't
- 10. What to do next
Revenue-based financing promises growth money without giving up equity or signing for a fixed monthly payment: you repay a share of revenue until you've paid back an agreed total. It's become a mainstream option for software companies and online stores, and it can be a smart fit for a business with strong margins and a clear use for the cash. It can also cost far more than it looks, because the pricing isn't expressed as an interest rate. This guide explains how RBF works, how to convert a repayment cap into an APR you can compare with a loan, how it differs from a merchant cash advance, which state laws apply, and the contract terms to check. Legal points were verified against state statutes and regulators in October 2026; market pricing is labelled as estimates.
Quick answer
Revenue-based financing (RBF) gives you a lump sum that you repay as a fixed percentage of revenue, often 2% to 10% a month for software firms, until you've repaid a cap, commonly 1.1x to 2.0x the advance (market estimates). Payments flex with sales. Converted to an APR, a 1.4x cap repaid in about 14 months works out to roughly 58% in our example. Several states, including New York, California and Texas, now require cost disclosures on this kind of financing.
No equity, no fixed installment, and often no personal guarantee
Cost depends on speed: faster repayment means a higher APR for the same cap
New York treats any financing repaid as a percentage of sales or revenue as sales-based financing
Ask for the estimated APR, the maximum term and what happens if revenue falls
Compare with a bank line or SBA loan, which are usually cheaper if you qualify
How revenue-based financing works
An RBF provider reviews your revenue history, usually by connecting to your bank, payment processor, billing or ecommerce platform and accounting software, and makes an offer with three numbers. The advance is the cash you receive, less any fee. The repayment cap (also called the multiple or total repayment) is how much you'll repay in total, for example 1.4 times the advance. The revenue share or remittance rate is the percentage of revenue you pay each period, for example 8% of monthly revenue.
Each month (or week), you pay the agreed share of that period's revenue. If revenue grows, payments grow and you reach the cap sooner. If revenue drops, payments shrink and it takes longer. Once you've paid the cap, you're done. There's no separate interest charge, and many contracts allow early payoff, though often the full cap is still due.
The industry has developed two broad styles. Software-focused RBF funds companies with monthly recurring revenue, often in amounts from a few hundred thousand to several million dollars, with caps in the 1.1x to 2.0x range and terms of one to five years. One US provider, for example, publishes a 1.2x example on a $500,000 advance, asks for at least $15,000 of monthly revenue, and says it doesn't take equity, personal guarantees or board seats. Ecommerce-focused RBF, sometimes called revenue-based advances, funds inventory and ad spend for online stores, typically with a flat fee of around 6% to 12% and a revenue share that repays within months. These ranges come from provider materials and are estimates, not regulated limits.
Some contracts add terms that change the economics: a minimum payment regardless of revenue, a maximum term after which any remaining balance is due, warrants that give the funder a small option to buy equity, and covenants such as minimum cash balances. Each one moves the deal closer to a conventional loan, or a more expensive one.
The life of a typical revenue-based financing deal
Step 1
Connect bank, billing and accounting data
Step 2
Offer: advance, cap, revenue share
Step 3
Funds in days, fee deducted
Step 4
Monthly or weekly remittance from revenue
Step 5
Cap reached
or balance due at maximum term
Converting a repayment cap into an APR
A cap of 1.4x sounds like 40%, but that's the total cost over the whole repayment period, not an annual rate. To compare RBF with a loan or line of credit, you need to annualize it, and the answer depends entirely on how quickly you'll repay.
The method is the same one disclosure laws use. Treat the cash you actually receive as the amount financed and each remittance as a payment, then find the annual interest rate at which those payments are worth exactly the cash received today. Spreadsheet IRR functions do this: list the advance as a negative number, the expected monthly payments as positives, take the monthly IRR and multiply by 12.
Here's a software company with $250,000 of monthly revenue that takes a $200,000 advance at a 1.4x cap, so it owes $280,000, with a revenue share of 8%.
| Revenue path | Monthly payment | Months to reach cap | Approx. APR |
|---|---|---|---|
| Grows 3% a month | $20,000 rising | 12 | ≈ 64% |
| Flat at $250,000 | $20,000 | 14 | ≈ 58% |
| Flat at $175,000 | $14,000 | 20 | ≈ 41% |
| Flat, with a $4,000 upfront fee | $20,000 | 14 | ≈ 62% |
The pattern is counter-intuitive: the better the business does, the higher the effective cost, because you pay the same $80,000 finance charge over a shorter time. When revenue slows, the APR falls, which is the genuine benefit of revenue-linked repayment. That's also why providers can't quote one fixed APR and why disclosure laws require an estimated APR based on projected revenue.
For comparison, SBA caps variable rates on its larger 7(a) loans at Prime + 3.0%, about 10% with prime at 7.00%. Even generous RBF terms usually cost several times a bank loan in annual terms. The price buys speed, flexibility and the absence of collateral and personal guarantees.

Worked example: an online store funding inventory
An online home-goods store with $200,000 of monthly sales takes a $150,000 revenue-based advance to buy inventory for the holiday season. The provider charges a 12% flat fee, so the store will repay $168,000, at 15% of sales.
At $200,000 a month, the store remits about $30,000 a month and reaches the cap in roughly six months. The cost is $18,000, and the APR works out to about 42%. If sales came in at only $120,000 a month, repayment would stretch to about 10 months and the APR would fall to about 27%, but the store would also be giving up 15% of a smaller revenue stream while carrying slower-selling stock.
The test is whether the money earns more than it costs. If the inventory sells at a 50% gross margin, $150,000 of stock generates about $150,000 of gross profit, comfortably above the $18,000 cost. If the store is buying stock it can't sell within the repayment window, or using the advance to cover losses, the math fails. Our ROI calculator helps you check before you sign.
Try it — will the advance pay for itself?
Revenue-based financing vs merchant cash advance
RBF and merchant cash advances share a core idea, repayment from a share of sales, and in several states they fall under the same law. The differences are mostly in who uses them and how they're collected.
Revenue-based financing vs merchant cash advance
| Revenue-based financing | Merchant cash advance | |
|---|---|---|
Typical users | Software, subscription and ecommerce firms | Restaurants, retailers, salons, contractors |
Pricing | Repayment cap (≈1.1x–2.0x) or flat fee | Factor rate (≈1.1–1.5) |
Collection | Monthly or weekly share of total revenue | Daily or weekly debits or card-sales split |
Typical repayment period | Months to several years | A few months to about a year |
Legal form | Often a loan; sometimes a revenue purchase | Usually a purchase of future receivables |
Personal guarantee | Often not required | Usually required (performance guarantee) |
Typical users
- Revenue-based financing
Software, subscription and ecommerce firms
- Merchant cash advance
Restaurants, retailers, salons, contractors
Pricing
- Revenue-based financing
Repayment cap (≈1.1x–2.0x) or flat fee
- Merchant cash advance
Factor rate (≈1.1–1.5)
Collection
- Revenue-based financing
Monthly or weekly share of total revenue
- Merchant cash advance
Daily or weekly debits or card-sales split
Typical repayment period
- Revenue-based financing
Months to several years
- Merchant cash advance
A few months to about a year
Legal form
- Revenue-based financing
Often a loan; sometimes a revenue purchase
- Merchant cash advance
Usually a purchase of future receivables
Personal guarantee
- Revenue-based financing
Often not required
- Merchant cash advance
Usually required (performance guarantee)
Ranges in the table are market estimates from provider materials, not regulated figures. The practical difference shows up in cash flow. Daily MCA debits start the next business day and pull money before bills are paid, while monthly RBF remittances give you more breathing room. RBF providers also tend to underwrite on margins and growth, while MCA funders mostly look at deposit volume. That said, some products marketed as revenue-based financing behave like MCAs, with daily debits, short terms and confessions of judgment. Judge the contract, not the label. Our merchant cash advance guide covers MCA pricing and protections in detail.
Is it a loan? Why the structure matters
Some RBF contracts are written as loans: you borrow a principal amount and repay it plus a fixed finance charge, with the payment amount tied to revenue. Others are written as a purchase: the funder buys a share of your future revenue at a discount, and you deliver it as it comes in.
The structure has real consequences. Usury and lending laws: state usury limits and lender licensing rules can apply to loans, but generally not to a true sale of future revenue. Courts look at substance, not labels. If the contract requires fixed payments regardless of revenue, has no genuine adjustment when revenue falls, or makes the full balance due if you close, it may be treated as a loan. Accounting and tax: a loan sits on your balance sheet as debt, and the finance charge is generally interest expense; a revenue purchase may be accounted for differently. Ask your accountant before signing so the cost is recorded correctly. Default and recourse: check what happens if the business fails. A true revenue purchase often limits the funder's recovery to the revenue you actually generate, while a loan gives the lender full recourse against the business and any guarantor.
At the federal level, the Truth in Lending Act and Regulation Z exempt credit extended primarily for business purposes, so there's no federal APR disclosure for RBF. The Federal Trade Commission can still act against deceptive or unfair practices in small business financing, as it has done in several merchant cash advance cases.

State commercial financing disclosure laws
A growing group of states requires providers of commercial financing to disclose its cost before you sign, and several cover revenue-based financing directly. None caps the price.
New York. The Commercial Finance Disclosure Law defines sales-based financing as a transaction repaid over time as a percentage of sales or revenue, which covers RBF as well as MCAs, whether the contract is a loan or a purchase. For offers up to $2.5 million, providers must disclose the funding provided, the finance charge, an estimated APR, the total repayment, the estimated term and payment amounts, other fees, prepayment costs and any collateral. Because sales-based financing has no fixed term, the provider estimates it from your historical revenue or an approved "opt-in" method.
California. The Department of Financial Protection and Innovation's commercial financing disclosure rules require an estimated APR on sales-based financing offers of $500,000 or less, along with total repayment, payment amounts and the estimated term.
Texas. HB 700 added Chapter 398 to the Finance Code effective September 1, 2025, covering commercial sales-based financing. Offers under $1 million need prescribed disclosures, confessions of judgment are void, and providers can't set up automatic debits unless they hold a perfected first-priority security interest in the account. Providers and brokers must register with the Office of Consumer Credit Commissioner by December 31, 2026, and violations can bring civil penalties of up to $10,000 each.
Virginia, Utah, Connecticut, Florida, Kansas and Missouri have their own disclosure laws, several with registration requirements. Virginia requires sales-based financing providers and brokers to register with the State Corporation Commission. Connecticut covers sales-based financing of $250,000 or less. Georgia's law, in force since January 1, 2024, covers commercial loans, open-end plans and receivables purchases of $500,000 or less, so an RBF loan may fall under it, according to law-firm summaries.
State laws that can reach revenue-based financing
Jul 1, 2022
Virginia — sales-based financing disclosures and SCC registration
Dec 9, 2022
California — DFPI disclosure rules, estimated APR on sales-based financing of $500,000 or less
Jan 1, 2023
Utah — Commercial Financing Registration and Disclosure Act
Aug 1, 2023
New York — disclosures for financing up to $2.5 million, including estimated APR
Jan 1, 2024
Georgia — disclosures for commercial financing of $500,000 or less
Jul 1, 2024
Connecticut and Kansas — disclosure laws take effect
Sep 1, 2025
Texas — HB 700 sales-based financing rules
December 31, 2026
Texas — registration deadline for providers and brokers
Coverage depends on where you're located, the deal size and the provider; banks and some lenders are exempt. If you're in a covered state and don't receive a disclosure with an estimated APR, ask for one, and check that the provider or broker is registered where your state requires it.
How to qualify and apply
RBF underwriting looks different from a bank's. Providers care most about the size, consistency and quality of your revenue: how much comes from recurring subscriptions, how concentrated it is among a few customers, how fast it's growing and how much customers churn. Gross margin matters because the remittance comes out of revenue before your other costs. Most providers also want some operating history, often at least six to twelve months of revenue data, and enough cash runway that the business won't run out of money while repaying.
Personal credit plays a smaller role than with bank loans or SBA loans, and many software-focused providers don't ask for a personal guarantee. Expect them to file a UCC lien over business assets, though, and to require ongoing access to your bank and revenue data so they can calculate payments.
To apply, you'll usually connect your bank, payment processor, billing system and accounting software through the provider's portal, and offers can arrive within days. Before connecting, read the provider's data-access terms and make sure your books are current; offers are built on what the data shows, and messy records lead to smaller or more expensive offers.
Contract terms to check before you sign
The cap and the revenue share get the attention, but the fine print decides how the deal behaves when things don't go to plan.
Revenue-based financing contract checklist
0/8Pay particular attention to how "revenue" is defined. A share of gross revenue including sales tax and shipping costs more than a share of net revenue after refunds. Check whether the funder can adjust the share or debit more if you fall behind, and whether disputes go to a court in another state. If anything is unclear, ask for it in writing or have a lawyer review the contract.
When RBF makes sense, and when it doesn't
RBF works best when the money funds something with a fast, measurable return: inventory that sells within the repayment window, customer acquisition with a known payback period, or a bridge to a planned equity round when you'd rather not dilute at today's valuation. It suits businesses with high gross margins, predictable revenue and no easy access to bank credit, such as young software companies without collateral.
It's a poor fit for low-margin businesses, where giving up 8% to 15% of revenue can wipe out profit; for covering ongoing losses; and for long-lived investments that won't produce revenue within the repayment period. It's also worth asking whether you qualify for cheaper money first. A business line of credit or an SBA loan typically costs a fraction of RBF in annual terms, and our working capital loan guide compares the options side by side.
Official links
- New York — Financial Services Law §801 (definitions)Sales-based financing definition
- New York — Financial Services Law §803Sales-based financing disclosures
- California DFPI — Commercial financing disclosuresDisclosure rules and complaints
- Texas OCCC — Commercial sales-based financeRegistration and Chapter 398
- Virginia — Sales-based financing (Code ch. 22.1)Disclosure and registration
- FTC — Report fraudReport deceptive financing practices
What to do next
Get two or three offers and convert each into an estimated APR using your realistic revenue forecast, not the best case. Model a slow-revenue scenario to see how long repayment could stretch and whether a minimum payment or maximum term would bite. Then compare the cheapest offer with a bank line, an SBA loan or, for B2B firms, invoice financing. If an offer collects daily from your bank account, read our merchant cash advance guide first, because that's what it is in practice.
This is general information, not legal, tax or financial advice — confirm on the official source or with a professional.
Frequently asked questions
A funder gives you a lump sum, and you repay it as a fixed percentage of your monthly revenue until you've paid back a pre-agreed total, usually a multiple of the amount you received, called the repayment cap. When revenue is high you repay faster; when it dips, payments shrink. There's no equity given up and typically no fixed monthly installment, though many contracts set a maximum term.
Caps vary by provider and risk. Industry sources commonly cite about 1.1x to 2.0x the amount advanced, with revenue shares of roughly 2% to 10% of monthly revenue for software firms and higher shares for short ecommerce deals. These are market estimates, not regulated limits. What matters is how fast you'll hit the cap: the same 1.4x cap costs far more if repaid in one year than in three.
They're cousins. Both are repaid from a share of sales or revenue. MCAs usually target small merchants, collect daily or weekly from card sales or bank accounts, and are structured as a purchase of future receivables. Revenue-based financing usually targets software and ecommerce firms, collects monthly or weekly from total revenue, and is often structured as a loan. New York's disclosure law treats both as sales-based financing.
It depends on the contract. Many software-focused providers write RBF as a loan with a repayment cap, while many ecommerce providers structure it as a purchase of future revenue. The label affects which state lending laws apply, how it appears on your balance sheet and how payments are treated for tax. Courts look at substance: fixed payments and full recourse regardless of revenue look like a loan.
There's no federal RBF statute, and the Truth in Lending Act doesn't cover business financing. But several states' commercial financing laws cover financing repaid as a percentage of sales or revenue. New York requires an estimated APR for sales-based financing up to $2.5 million, California for offers of $500,000 or less, and Texas requires disclosures for offers under $1 million and provider registration by December 31, 2026.
Providers look for steady, recurring or predictable revenue, healthy gross margins and some operating history. Software providers often ask for minimum monthly recurring revenue; one lender, for example, asks for at least $15,000 a month. Ecommerce funders connect to your store and payment accounts and base offers on recent sales. Personal credit matters less than with bank loans, and many RBF lenders don't require a personal guarantee.
Sources & verification
Figures on this page were checked against the sources below when it was last reviewed on 12 October 2026. Each rate and limit is stored once with its own official source and review date, and official update channels are monitored daily so changes are picked up. How we verify
- 1.New York Financial Services Law §801 — Definitions — New York State Senate · accessed 12 October 2026
- 2.New York Financial Services Law §803 — Sales-based financing disclosures — New York State Senate · accessed 12 October 2026
- 3.Texas H.B. No. 700 (enrolled) — Commercial sales-based financing, Finance Code Chapter 398 — Texas Legislature · accessed 12 October 2026
- 4.Commercial Sales-Based Finance — Texas Office of Consumer Credit Commissioner · accessed 12 October 2026
- 5.Code of Virginia, Title 6.2, Chapter 22.1 — Sales-Based Financing — Virginia General Assembly · accessed 12 October 2026
- 6.12 CFR 1026.3 — Exempt transactions (Regulation Z) — Consumer Financial Protection Bureau · accessed 12 October 2026
- 7.Georgia Enacts Commercial Financing Disclosure Law; Mandatory Compliance Date January 1, 2024 — Buchalter · accessed 12 October 2026
- 8.Revenue-based financing — Lighter Capital · accessed 12 October 2026
- 9.A guide to revenue based financing for founders — Capchase · accessed 12 October 2026
- 10.FTC Action: Merchant Cash Advance Providers Banned from Industry (RAM Capital Funding) — Federal Trade Commission · accessed 12 October 2026
MSMETOOLS is an independent platform and is not affiliated with any government agency, ministry or department.
Tools for this
ROI Calculator
Calculate return on investment for your business projects.
Working Capital Calculator
Check working capital, current and quick ratios.
Marketplace Profit Calculator
Profit after Amazon, Etsy, Shopify and Flipkart fees.
Break Even Calculator
Find your break even point and units.
Related guides
Merchant Cash Advance 2026: Factor Rates, APR & State LawsRead guide
Invoice Factoring (2026): Rates, Recourse & True APRRead guide
Cost-Plus Pricing (2026): Formula, Examples & ContractsRead guide
Business Credit Cards 2026: Rules, Guarantees & Real CostsRead guide Official links open the government site in a new tab.