definiens: shall mean any transaction or series of transactions ( other than the transactions contemplatedhereby and in the documents executed in connection herewith ) involving : ( a ) any merger, consolidation, share exchange, business combination, issuance of securities, direct or indirectacquisition of securities, recapitalization, tender offer, exchange offer or other similar transaction in which ( i ) Ascent is aconstituent corporation, ( ii ) a Person or ( as defined in the Exchange Act and the rules promulgated thereunder)of Persons directly or indirectly acquires any of the outstanding securities of any class of Ascent ( other than inconnection with the acquisition of [COMPANY] ), or ( iii ) Ascent issues any securities ; ( b ) any direct or indirect sale, lease, exchange, transfer, license, acquisition or disposition of any business orbusinesses or of all or substantially all of the assets or rights that are part of the Pediatrics Business ; or ( c ) any liquidation or dissolution of [COMPANY] or Ascent