Kodiak Oil & Gas has entered into a definitive purchase and sale agreement with a private oil and gas company to acquire high-working-interest, contiguous Bakken/Three Forks Williston Basin leasehold and producing properties in US.

Total consideration for the transaction includes $99m in cash and the direct issuance of 2.75 million shares of common stock to the seller at a price of $4.00 per share.

Upon completion of the transaction, Kodiak would acquire 19,016 gross mineral acres (11,742 net) in McKenzie County, North Dakota located midway between the company’s core Dunn County operating area and the company’s Koala Project area.

Additionally, Kodiak will acquire 4,117 gross (2,752 net) mineral acres in northern Williams County and southern Divide County, North Dakota located just north of Brigham Exploration’s Rough Rider area.

The transaction, a negotiated deal, will expand Kodiak’s acreage position in the Williston Basin to over 72,000 net acres.

The McKenzie County acreage includes four producing well bores and associated equipment, three of which will be operated by Kodiak at closing.

In McKenzie County, the company will own an approximate 87% working interest and a 70% net revenue interest (NRI).

In the Williams and Divide lands, Kodiak will own 100% working interest and 82% NRI.

The acquisition agreement is expected to close prior to year-end 2010 and is subject to the completion of customary due diligence and closing conditions.