InBev nominees to Bud board bring experience

By Martha Graybow

NEW YORK (Reuters) - InBev NV INTB.BR has assembled a team of U.S. business leaders with varied experience in corporate buyouts in a bid to replace the board of Anheuser-Busch Cos Inc (BUD.N) with directors more disposed to doing a deal.

The Belgian brewer on Monday unveiled a slate of proposed board nominees including several retired chief executives and chief financial officers of big companies -- as well as the uncle of Anheuser's CEO, who said he supports negotiating with InBev. It hopes to unseat the entire 13-member Anheuser board.

InBev's roster of nominees has solid credentials, said Jill Fisch, a law professor and corporate governance expert at Fordham University in New York.

"I think it's the right kind of board," she said. It includes "people who have no reason to be beholden to InBev and who are capable of exercising independent judgment."

Anheuser, which called InBev's attempt to replace the board "a self-serving effort" to do a deal at a low price, last month rejected InBev's $46.3 billion cash bid as inadequate and said the St. Louis-based maker of Budweiser and Michelob beer was better off alone. It said in a statement on Monday that it would be open to any proposal that provided "full and certain value" for shareholders.

"Anheuser-Busch believes its present board of directors is in a better position to create the best value for its shareholders than a slate proposed by InBev and the election of which is being paid for by InBev," Anheuser said.

Some critics have groused that the board should have entertained the InBev offer and complain the current board is unwilling to stand against the Busch family, which has run the company for generations but does not hold a controlling stake.

For its slate, InBev recruited Larry Yost, 70, former chairman and CEO of auto parts maker ArvinMeritor Inc (ARM.N). He engineered the merger in 2000 of Meritor Automotive Inc and Arvin Industries and later launched an unsuccessful $2.7 billion takeover bid for rival Dana Corp (DAN.N).