definiens: means, other than the Merger or any other proposal or offer from Parent, Acquisition Sub or any oftheir respective Affiliates, any 58proposal, offer or inquiry from a Person relating to ( A ) any acquisition or purchase, in a single transaction or series of relatedtransactions, of ( 1 ) twenty percent ( 20 % ) or more of the assets or business of the Company and its Subsidiaries, taken as a whole, or(2 ) Company Securities representing twenty percent ( 20 % ) or more of the Company Common Stock ; or ( B ) any tender offer orexchange offer that if consummated would result in any Person or group acquiring beneficial ownership of twenty percent ( 20 % ) or moreof the Company Common Stock ; or ( C ) any merger, consolidation, business combination, recapitalization, liquidation, dissolution, shareexchange or other transaction involving the Company or any of its Subsidiaries in which a Person or its stockholders, if consummated, would acquire twenty percent ( 20 % ) or more of the combined voting power of the Company or the surviving entity or the resulting director indirect parent of the Company or such surviving entity