The gloves come off

Forbes reports that InBev is no longer making nice in its attempt to acquire St. Louis-based Anheuser-Busch. The Belgian brewing giant is pushing to replace A-B’s current board of directors with a hand-picked, buyout-friendly group.

InBev would file a “preliminary consent solicitation statement” with the U.S. Securities and Exchange Commission, and would remove all members of Anheuser’s board of directors in order to give its shareholders a “direct voice” in the proposed bid, the firm said in a press release.

But Paul Hoffman, an analyst with Cheuvreux, told Forbes.com the move was aimed at pushing Anheuser into formal talks. “We are increasingly hearing a tougher tone from InBev.”

“InBev’s move is just pressure. We know the first bid is not the final offer and this could go as high as $70 to $75 a share, as opposed to the actual $65-a-share offer,” Hoffman said. “Inbev will still try to engage in friendly dialogue with Anheuser.”

The St. Louis Business Journal notes that the consent solicitation is pending an earlier lawsuit filed in a Delaware court by InBev:

Anheuser-Busch incorporated in Delaware. Under A-B’s charter and Delaware law, InBev said, the eight A-B directors elected after 2006 are subject to removal without cause. InBev wants to confirm that the other five A-B directors, elected in 2006, can be removed without cause through the written consent procedure.

Whether InBev’s new gambit is a play for actual control or just a pressure move, the news could prompt shareholders and other interested parties to view the takeover as inevitable. The St. Louis Post-Dispatch quotes Morgan Keegan bond analyst Pete Hastings as being fairly unimpressed with A-B’s moves to fend off the hostile suitor.

Hastings said Friday that Anheuser-Busch’s strategic plan of price hikes on 85 percent of its products, more spending on marketing and $1 billion in overall cost reductions by the end of 2010 is “not compelling.”

Anheuser-Busch’s defenses against an InBev takeover “are not that strong,” Hastings wrote in a note to clients. He questioned the company’s decision not to sell its theme parks to free up cash.

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