The company said any offer it received would be at a "premium" to the 62.3p its shares closed at yesterday. The lion's share of the offer would be in cash, it added, with the balance made up of new Contagious Gaming shares.
Sportech shareholders would also receive about half of the proceeds if an ongoing VAT repayment claim on its "Spot the Ball" game is successful. The rest will go to the enlarged group, it added.
For now, though, the company said the proposal was still subject to due diligence.
"A further announcement will be made when appropriate. In the meantime, Sportech shareholders are advised by the board to take no action," it said.