The Liverpool board has agreed to sell the English Premier League club to New England Sports Ventures (NESV) for £300m.
But chairman Martin Broughton, who made the announcement, said current owners Tom Hicks and George Gillett had broken written agreements in a boardroom battle that is complicating the sale.
The two Americans are reported to have been looking for about £600m for the club. They instructed Barclays Capital in April to find a buyer and appointed British Airways chairman Broughton to oversee the sale.
'Part of the terms of me taking on the role was that they gave a written undertaking that only I could change the board... and they also gave a written undertaking that they would not interfere and frustrate any reasonable sale,' Broughton told Sky Sports News. 'It was the last chance for them to leave Liverpool with their heads high. It's a pity they've chosen to go this route,' he added.
On Tuesday, Hicks and Gillett sought to remove managing director Christian Purslow and commercial director Ian Ayre from the board, trying to replace them with Mack Hicks and Lori Kay McCutcheon, in a bid to keep control of the club.
Broughton said the £300m price tag included £200m in writing down all acquisition debt and taking on some additional working capital debts and other liabilities.
The five-times European champions owe £237m, mainly to Royal Bank of Scotland, which has set a deadline of October 15 for the debt to be refinanced.
Broughton said by selling to NESV, Liverpool should be able to emulate the Boston Red Sox Major League Baseball team, also owned by NESV, in turning around their fortunes on the field.
He said there would be money for new players and to create a 60,000-seater stadium in a 'short timetable' - whether it be a new ground or an expansion of Anfield.
NESV is headed by John W Henry and Tom Werner. In 2004, two years after they took over the Red Sox, the team won their first World Series since 1918. They secured the title again in 2007.
Hicks and Gillett bought Liverpool in February 2007 for £218.9m and have been unpopular with fans for burdening the club with debt, leaving little in the transfer pot to buy new players and strengthen the squad. Liverpool, English champions 18 times, have made their worst start to a season in more than half a century.