PLANO, Texas ( TheStreet) -- Denbury Resources ( DNR) has agreed to acquire Encore Acquisition ( EAC) in a cash-and-stock deal the companies are valuing at $4.5 billion.

The acquisition will create one of the largest independent oil exploration and production companies in North America.

Under the terms of the deal, Plano, Texas-based Denbury plans to pay $50 for each share of Encore, an almost 35% premium to the $37.07 price where Encore shares closed Friday. Encore shareholders will receive $15 in cash and $35 in Denbury's common stock for each of their shares.

Encore has about 52.8 million shares outstanding, giving the equity portion of the deal a value of about $2.64 billion. Denbury also will assume Forth Worth, Texas-based Encore's debt and the value of its minority interest in Encore Energy Partners ( ENP) .

The merged company will take Denbury's name and will be headquartered in Plano, Texas.

Denbury shares closed Friday at $14.60.

This article was written by a staff member of TheStreet.com.

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