definiens: means ( i)(A ) any merger, consolidation, share exchange, business combination or othersimilar transaction involving Company, ( B ) any sale, lease, exchange, mortgage, pledge, transfer or other disposition of all orsubstantially all of the assets of Company, taken as a whole, in a single transaction or a series of transactions, ( C ) any Personhaving acquired beneficial ownership or the right to acquire beneficial ownership of, or any ( as defined inSection 13(d ) of the Exchange Act ) having been formed that beneficially owns or has the right to acquire beneficial ownershipof, fifty percent ( 50 % ) or more of the Company ’s Stock, ( ii ) any financing transaction involving the issuance of equitysecurities ( or securities convertible or exercisable into or exercisable for equity securities ) of the Company, ( iii ) anyrecapitalization, reorganization, forgiveness or restructure of existing debt or the incurrence of additional debt, or ( iv ) anypublic announcement of a proposal, plan or intent to do any of the foregoing or any agreement to engage in any of theforegoing other than any transaction contemplated in this Agreement between Parent, Merger Sub and Company