definiens: herein shall mean : ( 1 ) the receipt by Portman US or Portman Israel(hereinafter in this Section — ), of funds aggregating $ [ * ] or more against issue of shares or other securitiesissued by Portman, whether following an offer or offers to the public, by private placement(s ) or otherwise howsoeveror ( 2 ) the acquisition of a controlling interest in Portman by Teva or any person(s ) and/or entity(ies ) not presentlybeing stockholders in Portman or ( 3 ) the merger or amalgamation of Portman into or with any other entity ( other thanan entity in which Portman holds 75 % or more of the voting rights and of the rights to dividends ) or ( 4 ) theacquisition by any person(s ) and/or entity(ies ) of all or a major part of the assets of Portman or ( 5 ) any other eventhaving substantially the same effect as the events listed in ( 2 ), ( 3 ) or ( 4 ) above