In a Delaware Court of Chancery filing Leuven, Belgian-based InBev requested a judgment "to confirm that shareholders acting by written consent may under Delaware law remove without cause all 13 of the present Anheuser-Busch directors," including five elected in 2006.
In a statement after the close of European trading, InBev reiterated that it hopes to strike a friendly deal, but its filing made clear that the Belgian suitor will not hesitate to pursue a hostile approach. On June 11 InBev put forward an unsolicited bid of $46.3 billion, or $65 a share, for the St. Louis-based maker of Budweiser beer.
InBev noted that "it is clear" under Delaware law that the eight directors elected after 2006 are subject to removal without cause with shareholders' written consent. "The filing seeks to confirm that, as InBev strongly believes, the directors elected in 2006 are also now subject to removal through that same mechanism."
The move comes amid wide expectation that the maker of Stella Artois, Bass and Brahma will either be forced to raise its offer or take its campaign directly to shareholders. - Renee Cordes and Cheryl Meyer