The companies will now start due diligence on the businesses with hopes of making a firm offer before a Takeover Panel deadline of 13 November, which was extended from 5pm yesterday.
The offer is structured as 50p in cash from by William Hill with the rest of the offer coming in GVC shares.
Analysts had long predicted William Hill and GVC would have to break the 60p barrier to secure Sportingbet after an initial offer of 52.5p and a raised intention of between 55p and 60p failed to crack the board.
Sportingbet’s major shareholders, which include Majedie Asset Management, Bonaire Investment and UBS Global Asset Management, will now have to decide if they back the inclusion of GVC shares in the deal, which would see every one Sportingbet share swapped for 0.0475 GVC shares.
It is understood Sportingbet sounded out investors on the plan when it announced its results last week.
Yesterday’s compromise involves a so-called “mix and match” facility, which will allow Sportingbet shareholders to take on more GVC shares and less cash if they choose.
An increase in GVC share allocations would let investors keener on cash take a higher proportion than the 48.9p on offer, if there is a balance of payments.
A deal would allow William Hill to skim off the regulated portions of Sportingbet’s business in Australia and Spain, with GVC able to hoover up the rest of the unregulated business. It is understood rival bids were put off moving for Sportingbet due to its unregulated businesses.
William Hill and Sportingbet shares both closed up yesterday. GVC asked for temporary suspension of its shares yesterday morning.
William Hill, GVC and Sportingbet have a host of big name rainmakers on board. Acting as lead adviser to William Hill is Citi’s Jan Skarbek, managing director of the UK banking and broking team.
Skarbek has a long track record of M&A and equity transactions across a range of sectors at Citi. He worked on the stock market floats of Safestore, Debenhams and the initial offering of William Hill.
In recent years, Skarbek has completed transactions for a host of names, including Balfour Beatty, BMG, Britvic, Debenhams, Hammerson, Holidaybreak, Lonmin and Travis Perkin.
Skarbek, who holds a double first in Chemistry from University College, Oxford, has more than 18 years of investment banking experience, having joined Schroders Investment Banking in 1993 which was acquired by Citi in 2000.
Working alongside Skarbek on the deal is Andrew Seaton, who is the head of corporate broking at Citi. Investec are also acting as financial advisers to William Hill alongside Citi. GVC has appointed Daniel Stewart, the investment bank catering for smaller clients. Acting as financial adviser to Sportingbet is Lazard’s Cyrus Kapadia and Aamir Khan.