Anheuser-Busch rejected InBev NV's $46.3 billion takeover bid last night, calling it inadequate, but the largest US brewer left the door open to a higher bid.
Anheuser's board unanimously rejected the Belgian-Brazilian company's $65-a-share bid to create the world's largest brewer, saying the offer undervalued its assets and its growth plan, which includes a newly revamped cost-cutting program code-named "Blue Ocean."
But Anheuser CEO August Busch IV, in a letter to InBev Chief Executive Carlos Brito, said the board of the maker of Budweiser and Michelob beers will continue to consider any strategic alternative that would be in the best interests of Anheuser-Busch shareholders as it pursues its plan.
"The board is open to consider any proposal that would provide full and certain value to Anheuser-Busch shareholders," said Busch, whose great-great-grandfather turned a small local brewer into an international player.
InBev, for its part, reiterated its "strong preference" for "a friendly combination" but, in a possible prelude to a hostile campaign, filed a lawsuit last night to establish that shareholders could remove Anheuser's entire board of directors.
"This is one step closer to just tendering the shares," Morningstar analyst Ann Gilpin said of the InBev lawsuit.
Anheuser responded by amending its bylaws to strengthen its defenses against overturning control of the board.
Another option could be to go directly to shareholders in a hostile bid, Gilpin said, guessing that it would succeed in getting the required shares tendered.
"If it doesn't (do a tender offer), I think you'll see some very interesting director nominees at the annual meeting next April, assuming the share price is nowhere close to $65, to reopen negotiations with InBev."
A spokeswoman for InBev, which makes Stella Artois and Beck's, was not immediately available to comment after the rejection by Anheuser.
Anheuser shares rose to $61.90 in after-hours trade from their New York Stock Exchange close of $61.35.