Antoine Theysset
About Antoine Theysset
Independent director of BACQ since November 2024; age 48 as disclosed in FY2024 10-K. Brings 25 years of international strategy and operations experience across Technology, Media and Entertainment; prior roles include Operating Partner at SoftBank Investment Advisers and executive positions at News Corporation (including COO of Fox Interactive Media’s international division) and strategy leadership at McKinsey, Orange, Cap Gemini, Universal Music Group and Vivendi. Education: MBA (Finance/Marketing) from NYU Stern; certificates in Entertainment, Media & Technology and Digital Economy; double-degree in International Business (Northeastern University and NEOMA/CESEM). Currently an independent director at Improbable Worlds Ltd (previously served as SoftBank’s representative).
Past Roles
| Organization | Role | Tenure (as disclosed) | Committees/Impact |
|---|---|---|---|
| SoftBank Investment Advisers | Operating Partner (Consumer Tech & Media investments) | Not disclosed | Focused on portfolio growth; representative to Improbable Worlds Ltd |
| Improbable Worlds Ltd | Independent Director (previously SoftBank representative) | Current (as of 10-K filing) | Board oversight in metaverse infrastructure/applications |
| News Corporation / Fox Interactive Media | Executive roles incl. COO, International (Fox Interactive Media); SVP Corporate Development (News Corp) | 8 years (London, New York) | International operations and corporate development leadership |
| McKinsey & Company | Led Fast Growth Tech practice (Consumer Tech & Media); advisor to startups/VC funds | Not disclosed | Growth strategy and international expansion |
| Orange (Mobile Group) | Strategy & Business Development (London) | Not disclosed | Corporate strategy |
| Cap Gemini; Universal Music Group; Vivendi Universal Net | Strategy/Corporate Development roles | Not disclosed | Business planning and strategic initiatives |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| Improbable Worlds Ltd | Independent Director | Private | Prior service as SoftBank representative |
Board Governance
- Independence: The Board determined that Mr. Theysset is independent under Nasdaq and SEC rules.
- Committee assignments:
- Compensation Committee: Member and Chair (as of FY2024 10-K).
- Audit Committee: Appointed member effective July 10, 2025 (Board action reflected in Q2 and Q3 2025 10-Qs).
- Board/committee structure and requirements:
- Audit Committee chartered, comprised solely of independent directors; at least one “financial expert” required; responsible for related-party review.
- Company articles permit directors to vote on interested transactions if the interest is disclosed (structural conflict allowance).
- Corporate opportunities renunciation in articles allows directors/sponsor-affiliates to pursue opportunities outside the company unless offered solely in capacity as company director (potential conflict risk typical of SPACs).
- Attendance: No director-specific meeting attendance rates disclosed in reviewed filings.
Fixed Compensation
| Component | Value/Status | Source |
|---|---|---|
| Annual cash retainer (non-employee directors) | None paid to date; “None of our executive officers or directors have received any cash compensation for services rendered to us.” | |
| Meeting fees | Not disclosed | |
| Committee membership/Chair fees | Not disclosed | |
| Expense reimbursement | Permitted for out-of-pocket expenses related to business combination activities |
Performance Compensation
| Instrument | Grant date | Shares/Units | Fair value | Vesting | Performance metrics |
|---|---|---|---|---|---|
| Equity awards (RSUs/PSUs/options) | Not disclosed for directors | — | — | — | — |
- SPAC policy notes: Potential consulting/success/finder fees to sponsor/affiliates may be paid in connection with a business combination; any post-merger director compensation to be determined by the combined company and disclosed at that time.
Other Directorships & Interlocks
| Company | Type | Role | Potential interlock/conflict relevance |
|---|---|---|---|
| Improbable Worlds Ltd | Private tech | Independent Director | No BACQ transactional linkage disclosed; prior SoftBank representative role noted |
Expertise & Qualifications
- 25 years strategy and operations in Technology, Media & Entertainment; executive/operator and adviser across growth/expansion mandates.
- Compensation/governance experience as Chair of Compensation Committee; charter authorizes use of independent advisors subject to independence assessment.
- Education: MBA (NYU Stern) and dual International Business degrees (Northeastern/NEOMA).
Equity Ownership
| Holder | Class A Shares Beneficially Owned | % of Class A | Class B Shares Beneficially Owned | % of Class B | Approx. % of Outstanding Ordinary Shares |
|---|---|---|---|---|---|
| Antoine Theysset | — | — | — | — | — |
- Record date basis: 33,758,333 Ordinary Shares outstanding (25,425,000 Class A; 8,333,333 Class B). Mr. Theysset had no reported beneficial ownership at the September 15, 2025 record date.
- Pledging/hedging: No disclosures regarding pledging/hedging by Mr. Theysset in reviewed filings.
Governance Assessment
-
Positives
- Independent director with relevant TMT operating and strategy expertise; chairs the Compensation Committee; also serves on Audit Committee following July 2025 refresh.
- Audit Committee empowered for related-party oversight and compliance monitoring; chartered independence and financial expert requirement strengthen controls.
- No cash compensation paid to directors to date, limiting pay-related conflicts pre-business combination.
-
Watch items / potential red flags
- Zero reported beneficial ownership as of September 15, 2025 may signal limited “skin-in-the-game” alignment typical of SPACs (neutral/negative depending on investor preference).
- Articles permit directors to vote on transactions where they have an interest if disclosed, and include broad corporate opportunities renunciation—structures that can permit conflicts and require robust committee oversight.
- No disclosure of director-specific attendance metrics, limiting external assessment of engagement.
-
Not disclosed in reviewed filings
- Director-specific cash/equity compensation amounts (retainer, meeting/committee fees, equity grants), ownership guidelines, attendance rates, say‑on‑pay results, and any Form 4 insider trades for Mr. Theysset.