FRANKFURT German publisher Burda has bid to take over professional social network Xing AG as it further reduces its dependence on traditional printed media.
Privately held Burda said it had raised its stake in Xing to 38.89 percent, exceeding a legal threshold, which triggered the mandatory offer.
Burda is offering 44 euros per share for the remaining stake, valuing Xing at 240 million euros ($311.03 million), a 20 percent premium to Thursday's closing price.
Commerzbank analyst Heike Pauls advised shareholders against tendering their shares as the offer values Xing at less than 8 times 2012 earnings before interest, taxes, depreciation and amortization (EBITDA).
"Too cheap for a growth stock with consolidation upside. We still think LinkedIn may come forward with a better offer at some point in time."
Burda has been Xing's main shareholder since 2009 as part of an overhaul of its business to cope with declining revenues from print titles such as magazines "Bunte" and "Focus".
Xing, which connects professionals seeking jobs and companies looking for employees, said on Friday it would study the offer. It added that Burda so far has been a good strategic investor and that it was looking forward to this being the case in the future.
The network competes with U.S. peer LinkedIn and privately held Viadeo from France, and it makes money selling premium subscriptions and advertising.
Xing shares were up 18.2 percent at 44.10 euros at 1032 GMT, reflecting shareholders hopes for a better offer.
Xing has 12.4 million members worldwide of which 5.7 million are in German-speaking countries.
LinkedIn has 175 million members globally but still lags Xing in Germany, Austria and Switzerland, where it had about 2 million members at the end of June.
($1 = 0.7716 euros)
(Reporting by Ludwig Burger, Harro ten Wolde and Peter Maushagen; Editing by Hans-Juergen Peters)