Who wouldn’t want to say they owned the King of Beers? You can’t blame Belgium’s InBev for crafting a battle plan and practically building a war room devoted to wooing Anheuser-Busch. But the latter is none too pleased with the unsolicited $46.35 billion takeover offer, even as many of its shareholders cheer (the bid represents a roughly 30% premium over where the company traded previously). Instead, the King of Beers is battening down the hatches and girding for a protracted götterdämmerung. There is only one problem: it doesn’t seem to have the defenses to ward off its powerful foe.

Anheuser-Busch Cos. is prepared to reject InBev NV's unsolicited $46.35 billion acquisition offer as early as this week, setting the stage for a hostile takeover battle for America's largest brewer, according to people familiar with the matter.

Anheuser is expected to argue that InBev's offer undervalues the maker of Budweiser beer and soon present its own strategic plan. That plan, which is likely to include the sale of noncore assets such as Anheuser's theme parks, is designed to boost the company's share price, these people said.

Ultimately, the move isn't likely to deter InBev, which has put together a carefully crafted battle plan, according to people familiar with the matter. InBev, of Leuven, Belgium, is prepared to take its offer directly to Anheuser shareholders via a tender offer that Anheuser has few defenses to stop, these people said. InBev has yet to decide whether to pursue such a course, however. Many investors have expressed support for the bid, which represents a roughly 30% premium to where Anheuser shares traded before the offer.

Anheuser, whose board met to discuss InBev's offer Wednesday, declined to comment.

Anheuser approached its Mexican partner, Grupo Modelo SA, about cutting a deal to keep InBev at bay. But those talks appear not to have made any progress. Such a transaction would likely entail Anheuser acquiring all of Modelo, of which it already owns 50%. That move would likely make Anheuser too expensive for InBev to acquire.

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