CEOINSIDER

Luca Ferrari’s Acquisition Machine Is Growing Fast. Can Its Businesses Grow on Their Own?

Bending Spoons’ revenue rose 126% in Q2 2026, but organic growth was 3%. The company says it buys on returns, so the real test is whether those hold as debt and deal sizes grow.

Abdullah Mujahid·
Luca Ferrari’s Acquisition Machine Is Growing Fast. Can Its Businesses Grow on Their Own?

In the second quarter of 2026, Bending Spoons reported $704 million in revenue, up 126% from a year earlier. The same results carried a smaller figure that got far less attention. Organic growth, the growth from businesses the company already owned, was 3%.

Both numbers are correct, and the distance between them is the story of Luca Ferrari’s company. Ferrari co-founded Bending Spoons and runs it as CEO. The Milan-based group owns Evernote, WeTransfer, AOL, Vimeo, Eventbrite and Airtable, and it got there mostly by buying products other people built and rebuilding them from the inside. It listed on Nasdaq on July 1, 2026. In October, Berkshire Hathaway agreed to invest another $330 million.

Key takeaways

•       Q2 2026 revenue rose 126% to $704 million, but organic growth was 3%, so acquisitions supplied nearly all of the headline.

•       The company’s prospectus says it buys on expected returns, not organic growth. Returns are the number to watch.

•       Evernote is the best evidence for the model: the team shrank 82% and new user registrations turned positive. Those results are the company’s own.

•       Net debt was about $4.09 billion at the end of June, a leverage ratio of 2.4 times by the company’s own measure, with $794 million of debt due within a year.

What the 126% and the 3% say about Bending Spoons’ growth

Organic growth strips out revenue that arrived through purchases and compares each business with its own revenue a year earlier, including an estimate of what it earned before the company bought it. By that measure Bending Spoons is growing far more slowly than its headline suggests, and the direction is down: coverage of the earnings call put the first-quarter figure at 6%. The company said WeTransfer and the pet-tracking business Tractive contributed most of the Q2 organic growth, while Remini and Splice, two older consumer apps, declined. Full-year revenue guidance of $2.78 billion to $2.82 billion also came in under the $2.895 billion analysts expected, and the shares fell after the report.

It would be a mistake to read 3% as failure. Ferrari’s company buys software that has usually stopped growing, which is why it can be bought at a sensible price. Growing those products slowly while operating margin rises to 34%, up from 32% a year earlier, is closer to the plan than a departure from it. The prospectus also shows that the businesses that made up all of the company’s revenue in early 2024 kept growing in absolute terms, even as they shrank to 24% of the total by early 2026.

The plan does keep score differently, though. Organic growth is an input to the price it will pay, not the measure of success.

How a failed startup produced Ferrari’s acquisition rule

In August 2010, Ferrari and two university friends, Francesco Patarnello and Matteo Danieli, decided to start a company while backpacking in Indonesia to mark their engineering degrees. Their product, Evertale, was a diary app that used AI. They raised about a million dollars and hired ten people, and by mid-2013 they had almost no revenue and four months of cash. They shut it down and used the $40,000 left over to start Bending Spoons in Copenhagen, together with Luca Querella and Tomasz Greber. The company says its first acquisition cost $10,000. The headquarters moved to Milan in 2015.

The lesson they took shaped every decision since. Finding product-market fit, they concluded, involves a lot of luck, while running a digital business well does not. So they would stop gambling on new ideas, buy products that already had customers, and compete on operations. The company says the playbook has barely changed since 2013: acquire, transform, reinvest.

The scoreboard follows from the rule. Among the practices the prospectus calls unusual is favoring returns over organic revenue growth. A target’s projected organic growth feeds into the price, the company says, but the decision rests on expected returns, assuming it never sells. For deals closed from 2023 through the first quarter of 2026 it applied hurdles of 65% on a levered basis and 25% unlevered. Capital deployed in acquisitions went from $194 million in 2023 to $1.92 billion in 2025, and $2.01 billion in the first quarter of 2026 alone. The company concedes it may have to lower the hurdles as it scales.

Those hurdles are internal estimates built on projected cash flows, and outsiders cannot audit them. Public shareholders see revenue, margins, debt and retention. They do not see the models behind each deal, and that gap is where the model will be tested.

Evernote: the strongest evidence, and where it stops

Bought in January 2023, Evernote is the case the company points to. According to the filing, the team dedicated to it fell from 341 people at acquisition to 60 by the end of 2024, a cut of 82%, and management layers dropped from four to two. The filing also says new user registrations, which fell 20% to 23% a year from 2021 to 2023, rose 29% in 2024 and 20% in 2025. From early 2023 to early 2026, Evernote’s net revenue retention averaged 99%, the highest of the businesses the company lists.

Net revenue retention compares what customers acquired a year ago or earlier pay now with what the same group paid a year earlier. Below 100% means revenue from that group fell. It does not by itself mean customers left, because spending and price changes feed into the figure.

Here is where the evidence stops. These are management’s figures, and nothing independent in the public record shows whether Evernote is a better product. Price also sits inside the retention number: the prospectus says retention often moves with monetization changes. Evernote’s users have complained about those changes for years. Free accounts were capped at 50 notes and one notebook from December 2023, and the company says average revenue per monthly active user was 2.5 times higher in 2025 than in 2022. Retention that includes price rises can look healthy while some customers leave.

AI is the newest part of the argument. The company estimates that the share of code changes written or co-written by AI rose from under 10% in early 2025 to more than 90% by the end of March 2026, with about 70% written by AI alone. Revenue per full-time core employee went from $1.12 million in 2023 to $2.57 million in 2025. Both numbers deserve caution. Counting code changes says little about whether customers are better served, and revenue per employee moves with acquisitions and layoffs as well as tools. The company itself lists AI errors and weaker product quality among its risks.

The people cost, and a bill that keeps coming back

The company does not hide the human side. A risk factor in the prospectus says it has frequently cut staff and restructured, and expects to keep doing so at least with each acquisition, warning that this can destroy institutional knowledge and damage its reputation.

The record backs that up. Evernote’s first 129 layoffs came early in 2023, followed by most of its remaining US and Chile staff when operations moved to Europe that summer. Ferrari confirmed in September 2024 that a cut of about three quarters of WeTransfer’s staff was likely. AOL cut more than 100 people in February 2026, and on October 12, Airtable said a large part of its pre-acquisition team was leaving.

The accounting shows the scale. Reorganization expense was $13.5 million in 2023, $51.8 million in 2024 and $78.6 million in 2025. In the first quarter of 2026 alone it was $75.8 million.

The honest reading is mixed. WeTransfer, after its cuts, was named among the biggest contributors to organic growth in Q2, so the leaner-team argument is not obviously wrong. But a model that restructures every acquisition carries a cost that rises with deal pace, and the risk, which the prospectus itself names, of losing key people from acquired teams.

Debt: the multiplier behind the machine

Interest expense was $17 million in 2023, about $143 million in 2025, and $202 million in the first half of 2026 alone. At the end of June, long-term debt stood at $4.88 billion and net debt at about $4.09 billion, a leverage ratio of 2.4 times. The company held $793 million in cash and had $1.28 billion undrawn on revolving credit lines, but $794 million of debt was due within twelve months. That is a liquidity point to watch, not a sign of distress: after quarter-end the IPO added about $1.10 billion in net proceeds and the company arranged new term loans.

Profit figures need the same care. In 2025, adjusted operating income was $613 million, yet GAAP operating income was $278 million and net income was close to zero, a loss of $0.2 million. In Q2 2026, GAAP operating income was $240 million and adjusted operating income was $381 million. The $141 million between them was mostly amortization of acquired intangibles ($82 million) and reorganization costs ($51 million). Those add-backs are standard practice, but at this company they come back every time it buys something. GAAP net income of $177 million, 25% of revenue, is a real improvement in reported profit, though it included a $26 million tax benefit and about $20 million of currency gains.

The return hurdles tie into the debt. The 25% unlevered figure measures a deal as if it were paid for entirely with equity. The 65% levered figure assumes part of the price is borrowed, which raises the return on the equity put in and would magnify losses just as easily if cash flows fall short. The 2.4 times ratio also rests on adjusted EBITDA that counts acquired businesses as if owned all year and includes expected cost savings. The company disclosed material weaknesses in its internal controls over financial reporting, and its first-quarter statements in the prospectus were marked as restated.

None of this proves the strategy is failing. Operating cash flow was $254 million in the first half of 2026, and the IPO added a cushion. Even so, acquisitions have to keep earning more than the money costs.

What Berkshire Hathaway’s new agreement proves, and what it doesn’t

On October 14, Bending Spoons said Berkshire Hathaway would buy 10 million new shares at $33, taking its stake to about 4% after the $600 million it put in at the July IPO. The deal still has to close, which the company expects in the fourth quarter. The price was about 13% below the October 13 close of $37.86. The shares closed up 41% at $53.46 that day, then slipped to $47.07 by October 16.

That is a real signal. Berkshire, now led by Greg Abel, put money in at the IPO and has agreed to add more. But the announcement carried no comment from Berkshire, and nothing on the record shows Warren Buffett’s personal view. One analysis puts the stake at about 0.4% of Berkshire’s invested assets, a small position for the buyer. The second commitment may signal confidence, but Berkshire has not explained its reasoning, and it does not answer the organic growth question.

Airtable and Miro: a different kind of test

The next acquisitions look different from the old formula. Airtable closed in early September at an enterprise value of $1.285 billion, with annual recurring revenue of about $480 million, growing more than 20%, according to figures given at the announcement. Miro, agreed on September 10 at an enterprise value of $1.355 billion, or about $1.79 billion in equity value, has around $600 million in recurring revenue, nearly 90% of it from business and enterprise customers. It is expected to close in the fourth quarter, subject to regulatory approvals. Miro was valued at $17.5 billion in a 2022 funding round, so the equity value is about 90% lower.

These are enterprise products, where reliability matters more than a price rise and customers can walk to a rival. The prospectus adds two cautions: targets will keep getting larger, and past results may have benefited from cost savings that may not be available again. Governance matters too. The four founders hold more than 80% of the votes, and Ferrari and Patarnello have no employment agreements with the company.

What executives can take from Bending Spoons

Whether or not you ever buy a company, the case offers a few working rules.

1.      Keep two scoreboards. Report acquired growth and organic growth separately, every quarter. If you cannot say what a purchased business did on its own, you do not know what you bought.

2.      Judge cost cuts by what follows. Going from 341 people to 60 is a one-time gain. Shipping, retention and customer trust afterward are the test.

3.      Price is a lever with a price. Retention that includes price rises can hide departures, so track churn and complaints beside revenue.

4.      Read the add-backs. If an adjustment appears every time you do a deal, it is a cost of the strategy.

5.      Decide what would make you stop. Bending Spoons admits its hurdles may fall. Write down the return below which you will not buy.

Frequently asked questions

Who is Luca Ferrari? He is the co-founder and CEO of Bending Spoons. He started the company in 2013 with university friends after their first startup, Evertale, failed. It has traded on Nasdaq as BSP since July 1, 2026.

How does Bending Spoons make money? Mostly through subscriptions, which were 84% of revenue in the first quarter of 2026, with 12% from advertising and 4% from other sources.

Is Bending Spoons profitable? On a GAAP basis it was in both quarters of 2026, with net income of about $27 million in Q1 and $177 million in Q2, after a roughly break-even 2025. Adjusted profit is much higher because it excludes acquisition and restructuring costs.

Luca FerrariBending SpoonsAcquisitionsOrganic GrowthBerkshire HathawayEvernoteSoftwareCEO Strategy