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X-Ray

Pressure-Testing the Tech Before the Term Sheet

How Shift Invest used an X-Ray to pressure-test the technology before committing to terms on a sustainability-tech deal

Pressure-Testing the Tech Before the Term Sheet

The X-Ray flagged two things we hadn't seen in our own diligence. It didn't kill the deal — but it shaped how we structured the term sheet and what we asked for post-close.

Floris Jongejan, Investment Manager, Shift Invest

About Shift Invest

Shift Invest is a European venture capital firm focused on sustainability-driven technology companies. The firm invests in startups and scale-ups using technology to address the most pressing environmental and social challenges — from clean energy and circular economy to sustainable food systems and climate tech. Shift Invest combines investment capital with deep sector expertise and an active approach to portfolio support.

The complexity of sustainability-tech investments

Sustainability-tech companies often operate at the intersection of hardware, software, data platforms, and complex regulatory environments. This makes technical assessment more nuanced than a pure software play — and the consequences of missing key technical risks can be significant when the product is foundational to a company's ability to deliver on its environmental mission.

For Shift Invest, a deal involving a climate-data platform had strong commercial traction and a compelling thesis, but the technology stack underpinning the platform's data processing capabilities was difficult to evaluate from the outside. The founders were credible, but the team needed independent validation of the technical claims before committing to terms.

How X-Ray shaped the term sheet

Scaleflow ran an X-Ray on the platform within 24 hours of receiving access to the technical documentation and codebase. The report identified two substantive issues: a data pipeline architecture that would require significant rework to scale beyond the company's current customer volume, and a third-party data dependency that represented a concentration risk to the platform's core value proposition.

Neither finding was a deal-breaker, but both materially affected how Shift Invest structured the investment. The pipeline rework was incorporated into the use-of-proceeds plan, and a milestone tied to reducing the third-party data dependency was built into the post-close operational roadmap. The X-Ray gave the deal team the specific, actionable findings needed to have an informed negotiation rather than a high-level conversation about risk.

Results

  • Two substantive technical findings identified that weren't visible in commercial diligence
  • X-Ray findings directly incorporated into term sheet structure and use-of-proceeds plan
  • Post-close milestones defined around specific technical risks identified in the report
  • Investment team entered negotiations with specific, costed technical context