What Bending Spoons’ S-1 reveals about a different way to build software companies

I went through Bending Spoons’ S-1 this week and came away genuinely impressed – but with a healthy dose of “holy crap, that’s risky.”

Few teams in software move this fast or this precisely. Their filing puts real numbers behind a strategy most of us only ever guess at from the outside. It’s easily one of the most fascinating software stories of the decade. It’s also a high-wire act performed without a net.

I’m a co-founder of saas.group, and we buy software companies too. Our model couldn’t be more different from theirs. Here are the five things in the S-1 I keep coming back to – and what they say about two very different ways to build.

1. A 65% return per deal

That’s the IRR Bending Spoons targets per acquisition. To anyone in traditional B2B SaaS, that number sounds less like a financial metric and more like a crypto tweet. For reference, Constellation Software – one of the great compounding machines in stock-market history – targets a stable 20–25% ROIC.

A 65% return works for Bending Spoons because they act like a corporate restructuring SWAT team. They don’t buy software to nurture it. They buy subscriber lists. Pricing shocks, gutted overhead, value extracted now. Constellation plants a tree to harvest for 20 years. Bending Spoons chops it down for firewood.

The real question is whether they can sustain that for 5 or 10 years, deal after deal, in markets that get harder to find each year.

2. $4.4 billion in debt

Bending Spoons isn’t buying Evernote, WeTransfer or Vimeo out of the petty cash drawer. The S-1 reveals a debt mountain of around $4.4 billion behind these acquisitions.

We finance our deals at saas.group out of organic, predictable cash flow. So does Constellation. One bad quarter doesn’t put everything at risk. Bending Spoons runs on pure financial leverage.

It’s a Formula 1 car on a rain-slicked track with no seatbelt. Fine as long as the cash cows keep producing and the engine stays lubricated. Look at what happened to real-estate empires like Benko’s Signa when interest rates moved. If the macro environment shifts or one mega-deal underperforms, a leveraged structure faces brutal pressure fast.

3. “Products are inventory”

Why would the same company buy a B2C productivity app (Evernote), a file-sharing tool (WeTransfer), and a pet GPS tracker (Tractive)? Aren’t they losing focus?

Not according to the S-1. Bending Spoons treats software as a commodity. They report $2.57M in revenue per employee, with roughly 70% of their code AI-generated by a central platform. Those are staggering numbers, and they’re only possible because of how they think about what they’re actually buying.

They don’t fall in love with software. They fall in love with credit card data. As long as the subscriber base is active, the central AI infrastructure goes on top and the legacy team comes off. It’s the world’s first emotionless software factory.

At saas.group we get attached to the products and people we work with. The model is the opposite: keep what’s working intact, then add the expertise that founders don’t have time to build themselves.

4. The churn math and the M&A addiction

In theory, buying under-monetized assets is easy. In practice, doubling prices usually destroys a brand. When Bending Spoons bought Evernote, the user communities revolted. Revenue still spiked.

That’s basic churn math: double the price, lose 30% of users, you still come out ahead in the short term. But the effect fades. The organic core eventually shrinks after the pricing shock wears off.

The S-1 makes the structural problem visible. 2025 growth was 82% inorganic – straight from acquisitions – and only 13% organic. Which means Bending Spoons is trapped buying bigger and bigger targets just to keep the growth story alive.

It behaves almost like a Ponzi scheme – not out of bad faith, out of structural necessity. Constellation avoided this by staying down-market and scaling the number of small, quiet deals they do. Hundreds of them. That’s a fundamentally different growth engine.

5. A $19–20 billion IPO at 8x EV/Sales

Bending Spoons is reportedly targeting a Nasdaq listing around $19-20 billion. On their current $600M Q1 run-rate, that’s an 8x EV/Sales multiple. Constellation sits closer to 4.5x.

So the market is being asked to price Bending Spoons at roughly double Constellation’s multiple, on a riskier balance sheet, in a model that depends on the next deal landing. That’s a strong bet on continued execution.

The number that will actually matter once the roadshow ends is free cash flow after debt service. With $4.4 billion of debt to service, that number is going to be the one investors fixate on the moment the adjusted EBITDA story stops compounding.

Two ways to build a software company

Bending Spoons isn’t really a software holding company. It’s a high-conviction venture bet wearing a holding company’s clothes. A genuinely impressive one. They’ve proven they can pull off brutal, high-speed corporate turnarounds with staggering engineering efficiency.

The real test is whether an emotionless, debt-fueled software factory can survive a full economic cycle – not just a strong few years on a friendly macro tailwind.

We’re building saas.group on a different bet: that protecting what founders and teams have built compounds well over time, even if the story is quieter. Both bets have merit. I’m genuinely curious which one looks better ten years from now.

So – would you buy Bending Spoons at an 8x EV/Sales multiple, or do you prefer Constellation’s 4.5x compounding machine?