definiens: means : any written offer with respe ct to any : ( i ) merger, consolidation, other busines s combination or similar transaction involving NeoGen omics or any of its subsidiaries ; ( ii ) sale, lease, license or other disposition, directly or indirectly, whether by merger, consolidation, business combination, sha re exchange, joint venture or otherwise, of assets of [COMPANY] ( including equity interests of any of i ts subsidiaries ) or any subsidiary of [COMPANY] repr esenting fifty percent ( 50 % ) or more of the consoli dated assets, revenues or net income of [COMPANY] and i ts subsidiaries ; ( iii ) sale, lease, license or othe r disposition, directly or indirectly, of all or substantially all of [COMPANY] ’ assets that are used in designing, developing, validating, marketing, selling, performing or billi ng for the Melanoma LDT ; ( iv ) issuance or sale or o ther disposition ( including by way of merger, consolidat ion, business combination, share exchange, joint ve nture or similar transaction ) of equity interests representi ng fifty percent ( 50 % ) or more of the voting power of [COMPANY] ; ( v ) transaction or series of transacti ons in which any Third Party would acquire benefici al ownership or the right to acquire beneficial owners hip, or any group ( each as defined in Section 13(d ) of the Securities Exchange Act of 1934, as amended, and th e rules and regulations promulgated thereunder ) has been formed which beneficially owns or has the right to acquire beneficial ownership, of equity interests r epresenting fifty percent ( 50 % ) or more of the voting power of [COMPANY] ; or ( vi ) any combination of the foregoi ng