TEAMtalk is urging shareholders to reject the offer, which it believes undervalues the firm.
Rawlings founder John Rawlings declined to comment on the brief, except to confirm the appointment.
The agency reports to TEAMtalk executive chairman Chris Oakley. The PR defence strategy is being run by John Rawlings and senior consultant Catriona Valentine.
Meanwhile UKbetting has briefed retained agency Financial Dynamics, working with UK betting's broker Beeson Gregory, to help get TEAMtalk shareholders to support the deal.
FD partner Edward Bridges is leading the brief, with support from a two-strong team. He said: 'The main issue from our perspective is that a cash offer at 4.5p provides certainty to the shareholders of TEAMtalk - certainty that's not there currently.'
But TEAMtalk's board this week rejected the offer, telling shareholders to take no action.