Brewer InBev turned up the heat in its hostile, $46 billion bid for Anheuser-Busch, announcing Monday that it will attempt to remove the company's entire board.
An alternate board, which would include Adolphus Busch IV, the uncle of Anheuser CEO August Busch IV, will give shareholders “a direct voice” in the takeover, InBev said.
InBev planned to file a preliminary consent solicitation with the U.S. Securities and Exchange Commission on Monday, asking Anheuser's board to consult shareholders over the firing of 13 current board members.
Shareholders have the right to sue Anheuser's board if they feel the directors are not acting in their best interest. A majority of shareholders would need to back InBev's plan.
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The Belgian-based maker of Stella Artois wants Anheuser to respond within 10 days.
In a statement Monday afternoon, Anheuser-Busch said InBev's plan to remove its board is an attempt to buy the company at a price that is too low. Anheuser-Busch is asking shareholders to take no action and not sign or return any consent they may receive in the future from InBev.
InBev said it was taking action because Anheuser has refused to talk about its offer.
Carlos Brito, InBev's chief executive, said he strongly prefers to negotiate with Anheuser on InBev's $65 a share offer, which was well above the company's $50 per-share price before market speculation about the offer drove the U.S. brewer's share price to $61.67.
Anheuser-Busch rejected the bid two weeks ago, saying it undervalued the company. It put forward its own plan for earnings growth that would cut costs and increase prices to boost share prices over the next few years.
Brito again criticized the plan, saying it had “significant execution risks” because it did not tackle the problems Anheuser will face in a competitive industry as prices for transportation and key ingredients soar.
The combined company would be the world's largest brewer by far. Based in Belgium, InBev now pulls most of its profits outside of the stagnant beer-drinking markets of North America and Europe, focusing on emerging economies in Latin America, Asia, eastern Europe and Russia.