US drugs giant Pfizer has raised the price it is offering for UK firm AstraZeneca to £50 a share, valuing the firm at £63bn.
Pfizer's initial offer in January was worth £46.61 per AstraZeneca share, and was rejected by the UK firm.
If successful, the deal would be the biggest takeover of a UK company by a foreign firm.
Pfizer also sent a letter to Prime Minister David Cameron to try to address concerns over the bid.
There have been worries that a takeover of AstraZeneca could affect the number of skilled jobs in the UK, where Astra employs about 6,700 people.
On Wednesday, four scientific bodies raised concerns about possible UK lab closures following a Pfizer deal, and a committee of MPs is considering an inquiry into the issue.
Pfizer told Mr Cameron it would go ahead with Astra's planned research and development (R&D) base in Cambridge, and retain its Macclesfield manufacturing facilities.
Continue reading the main storyPfizer also pledged that if the deal went ahead, 20% of the combined company's R&D workforce would be based in the UK.
The US firm said its commitments would be valid for five years, unless circumstances changed significantly.
On Friday, Conservative peer Lord Heseltine called for greater powers for the UK government to intervene in foreign takeovers if crucial UK interests were at risk.
'Compelling rationale'AstraZeneca confirmed on Monday that Pfizer had made a takeover approach for the company in January, but said that offer "significantly undervalued" the firm, which employs more than 51,000 staff worldwide.
Following Pfizer's latest approach, AstraZeneca said its board would meet to discuss the proposal and "a further announcement will be made when appropriate".
Announcing Pfizer's new offer, Pfizer chairman and chief executive Ian Read said: "We have seen significant positive market reaction to the announcement we made on April 28, including from the shareholders of both our companies.
"The consistent message we have heard reinforces our belief that there is a highly compelling strategic, business and financial rationale for combining our businesses, with significant benefits for shareholders and stakeholders of both companies.
"We believe our proposal is responsive to the views of AstraZeneca shareholders and provides a sound basis upon which to arrive at recommendable terms for the combination of our two companies."
Pfizer - whose drugs include Viagra - has a global workforce of more than 70,000, with 2,500 in the UK.
The company said it wanted to establish its corporate and tax residence in the UK, as well as its European headquarters.
Heather Self, a tax expert at Pinsent Masons, told the BBC: "Pfizer want[s] to put a UK company on top of the whole group which is taking the whole company outside the US tax system."
US federal corporation tax is 35%, while the UK's rate is 21% and is due to be cut to 20% in 2015.
Ms Self added that a significant tax gain for the UK would be unlikely.
"All it will mean is moving a few senior people here and having a few board meetings here. It doesn't mean anything for the UK tax industry," she said.
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