Tourism Holdings (ASX:THL, NZE:THL) said it has received a revised unsolicited, conditional and non-binding takeover approach from a consortium comprising BGH Capital and the family interests of Luke and Karl Trouchet, according to a Friday filing with the Australian and New Zealand bourses.

The consortium currently owns nearly 20% of the company's shares, per the filing.

The proposal values the company at NZ$3.10 per share in cash and remains subject to several conditions, including due diligence, financing arrangements, regulatory approvals, and unanimous board approval, the filing said.

Shareholders representing about 16% of the company shares support engagement with the consortium and due diligence access, while the board said it will assess the proposal in shareholders' best interests and noted there is no certainty a deal will proceed, the filing added.

In a separate filing, the company lowered its fiscal 2026 underlying net profit after tax forecast to NZ$40 million to NZ$43 million from NZ$43 million to NZ$47 million, citing global travel disruptions, weak consumer confidence, softer Australian rental demand, Middle East conflict impacts on vehicle sales, and foreign exchange headwinds.

The company also raised its net debt forecast at June 30 to NZ$460 million to NZ$470 million from below NZ$400 million, citing weaker vehicle sales, adverse foreign exchange movements, and working capital pressures, according to a separate filing.