definiens: means ( a ) a transaction in which at least fifty percent ( 50 % ) of the outstanding and not publicly traded voting securities or capital stock of DICERNA are sold, conveyed or otherwise disposed ; or ( B ) a transaction in which DICERNA ( a ) sells, conveys or oth erwise disposes of all or substantially all of its property, assets or business ; or ( b ) ( i ) merges or consolidates with any other entity ; or ( ii ) effects any other transaction or series of transactions ; in each case of clause ( i ) or ( ii ), such that the those stockholders of DICERNA which hold non -listed voting securities or capital stock of DICERNA immediately prior thereto, in aggregate, no longer own, directly or indirectly, beneficially or legally, at least fifty percent ( 50 % ) of the outstanding and not publicly traded voting securities or capital stock of the surviving entity following the closing of such merger, consolidation, other transaction or series of transactions