Sportech, has entered into exclusive talks with private equity firm Burlywood Capital, which has proposed setting up a new AIM-listed company that will then buy the Pools for £97.25m.
The directors of the new firm include the Pools' current managing director Conleth Byrne, who will become chief executive, finance director Carl Lynn and Sportech's former chief operating officer Ian Hogg, who will chair the company.
The deal will be bankrolled through a combination of debt and equity, with Sportech saying the deal "represents an attractive opportunity" following a modernisation programme.
Punters no longer fill in paper coupons to bet on football results, with the Pools now operating online. Around 300,000 players stake their cash each week in the hope of winning a maximum £3m.
Football pools began in 1923 in Manchester, with Littlewoods selling coupons in Manchester. But the firm has struggled since the National Lottery was launched in 1994.
Neverthless, Sportech said that operating profit for the Liverpool-based Pools came in at £7m for the first half of the year.
Sportech consists of three divisions - Sportech Racing and Digital, Sportech Venues and The Football Pools.