Toro Rosso co-owner Dietrich Mateschitz has put his half of the team up for sale and is hoping to complete a deal this winter.
Although several parties have expressed an interest in purchasing those shares, sources claim that Ultimate Motorsport are in the advanced stages of putting together a serious offer.
Ultimate Motorsport team principal Barry Walsh confirmed to autosport.com that he was in discussions with Toro Rosso, but was unwilling to go into too many details until matters were finalised.
"We are in negotiations so I can't reveal too much about it until everything is final," he said.
"We always set out with Formula One as the target. I would only have got involved in the project in the first place if I was confident we could take it all the way to F1, that is the aim.
"If our plans go the right way, I'd like to think we could be on the grid for 2009. The aim is to have the whole structure, with the academy from karting, through Formula Three and the World Series, and Formula One at the top."
Ultimate took their first ever victories in F3 at Snetterton last weekend.
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