definiens: shall mean any transaction or series of transactions inv olving : ( a ) any merger, consolidation, amalgamation, share exchange, business combination, issuance of securities, acquisition of securities, reorganization, recapitalization, tender offer, exchange offer or other similar transaction : ( i ) in which a Party is a constituent corporation ; ( ii ) in which a Person or ( as defined in the Exchange Act and the rules promulgated thereunder ) of Persons directly or indirectly acquires beneficial or record ownership of securities representing more than 15 % of the outstanding securities of any class of voting securities of a Party or any of its Subsidiaries ; or ( iii ) in which a Party or any of its Subsidiaries issues securities representing more than 15 % of the outstanding securities of any class of voting securiti es of such Party or any of its Subsidiaries ; ( b ) any sale, lease, exchange, transfer, license, acquisition or disposition of any business or businesses or assets that constitute or account for 15 % or more of the consolidated book value or the fair market value of the assets of a Party and its Subsidiaries, taken as a whole ; or ( c ) any liquidation or dissolution of a Party