definiens: means two or more Persons acting as a partnership, limited partnership, syndicate or other group forthe purpose of acquiring, holding or disposing of securities of Ironwood . A means atransaction in which ( 1 ) a Person or Group acquires, directly or indirectly, securities representing 50 % ormore of the voting power of the outstanding securities of Ironwood or properties or assets constituting 50%or more of the consolidated assets of Ironwood and its subsidiaries or ( 2 ) in any case not covered by ( 1),(x ) Ironwood issues securities representing 50 % or more of its total voting power, including the case of(1 ) and ( 2 ) by way of a merger or other business combination with Ironwood or any of its subsidiaries or(y ) Ironwood engages in a merger or other business combination such that the holders of voting securities ofIronwood immediately prior to the transaction do not own more than 50 % of the voting power of securitiesof the resulting entity