After BigAir turned down a takeover offer by Clever Communications in 2008, the company has now come back and made an off-market offer for the fixed wireless internet firm.
BigAir is offering 0.35 BigAir shares plus 1.82 cents cash for each Clever share, amounting to an effective price of to 8.5 cents per share, a 25 per cent premium at Friday's close.
Clever Communications has recommended the offer to shareholders.
"For some time we have thought that a merger between BigAir Group Ltd and Clever was desirable," Clever Communications chair David Williams said.
"The increased size, scale and geographical footprint of a merged business as well as the potential synergy and operational benefits could see a re-rating of the merged business. We believe BigAir shareholders will also benefit from the improved liquidity that might come from the increase in market capitalisation and the number of shares on issue in the merged business."
BigAir chairman Paul Tyler said that the merger would create significant cost savings. Customers would also see benefits.
"The customers of both companies will benefit from the expanded network coverage and also the combined engineering and commercial strengths of the two organisations," he said.
Tyler said that revenues would see a boost and earnings per share would rise under the merger.