definiens: means any of the following events : ( a ) any Third Party ( or group of Third Partiesacting in concert ) becomes the beneficial owner, directly or indirectly, of more than fifty percent ( 50 % ) of the total votingpower of the stock then outstanding of Rigel normally entitled to vote in elections of directors ; ( b ) Rigel consolidates with ormerges into another corporation or entity, or any corporation or entity consolidates with or merges into Rigel, in either eventpursuant to a transaction in which more than fifty percent ( 50 % ) of the total voting power of the stock outstanding of thesurviving entity normally entitled to vote in elections of directors is not held by the parties holding at least fifty percent ( 50%)of the outstanding shares of Rigel preceding such consolidation or merger ; or ( c ) Rigel conveys, transfers or leases all orsubstantially all of its assets to any Third Party