Mike Ashley’s Sports Direct is ready to pay £61.4m to take full control of Debenhams.
Sports Direct already owns a near 30% stake in the retailer.
The potential offer would be conditional on Mr Ashley becoming Debenhams chief executive.
Sports Direct renewed its attack on the Debenhams board, saying it was either incompetent or was co-operating with lenders to wipe-out the investments of shareholders.
It is considering making an offer of 5p per share for Debenhams, more than double Tuesday’s closing share price of 2.2p.
Debenhams said it was not making a statement at present, but it has been resisting Sports Direct takeover attempts.
The department store chain is currently trying to raise up to £200m from existing lenders. Under that deal shareholders, including Sports Direct, could see the value of their investments wiped-out.
In its latest statement, Sports Direct said it could help Debenhams with its debt problems.
Its deputy chief financial officer Chris Wootton said shareholders were “sick and tired of being ignored, cast aside and trampled underfoot by the lenders of Debenhams”.