Based on a closing GVC price overnight of 911.5p and 135.65p for Ladbrokes, the offer would values Ladbrokes Coral at £3.1bn or 160.9p per share, with the CVR of up to 42.8p per share potentially taking the total value up to £3.9bn.
Based on the terms laid out, both parties anticipate that Ladbrokes Coral shareholders would hold a stake of around 46.5 per cent in the enlarged business, with GVC shareholders holding 53.5 per cent.
Ladbrokes Coral could be taken over by GVC Holdings, the owner of Sportingbet and Bwin.
The proposed offer is expected to include a mix and match facility allowing Ladbrokes Coral shareholders the opportunity to elect to receive more cash or more new ordinary shares in GVC, subject to offsetting elections made by other Ladbrokes Coral shareholders.
GVC shares gained 5.72% to 961.0p each in morning trading while Ladbrokes Coral's stock jumped 25.42% to 170.20p.
Both firms have also agreed that Kenneth Alexander of GVC will be the chief executive of the combined company if the deal goes through.
"The boards believe that a transaction has the potential to create material shareholder value and that there is a compelling strategic rationale for the possible offer", the firms said in the statement.
They added that the enlarged group would benefit from operating different brands across different markets including the UK, Italy and Australia.
GVC expects the deal to boost earnings from its first full year after completion, even if the Government decides on the biggest possible curbs on gaming machines.
The Department for Digital, Culture, Media and Sport said in October that the government would cut the maximum bet on the machines from £100 to between £2 and £50.
Ladbrokes completed its £2.3bn merger with Coral in November past year, but it is understood GVC first approached Ladbrokes over a tie-up when it was finalising the deal.
In November, GVC sold its Turkish business for up to €150mln to Ropso Maltato to pave the way for potential merger with Ladbrokes Coral.
"GVC got lucky at the third attempt and LCL shareholders can count their winnings", said analyst Neil Wilson at ETX Capital.
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