definiens: shall mean either : ( a ) a sale of all or substantially all of theassets of Tracon, including but not limited to those r elating to anti - endoglin Antibody, in one or aseries of integrated transactions not in the ordinary co urse of business to a Third Party ; or ( b ) theacquisition of Tracon by a Third Party by means of any t ransaction or series of relatedtransactions ( including, any stock acquisition, merger or consolidation ) ; in either case, in whichtransaction or series of transactions the holders of out standing voting securities of Traconimmediately prior to such transaction do not beneficial ly own, directly or indirectly, at least fifty(50 ) % of the combined outstanding voting power of the acquiring entity ( or of Tracon if it is thesurviving entity in such transaction described in subse ction ( b ) ), or its direct or indirect parententity, immediately after such transaction or series of related transactions