definiens: means any inquiry, proposal or offer made by any person ( other than [COMPANY] or any of its Affiliates ) or within the meaning of Section 13(d ) of the Exchange Act ( other than one including [COMPANY] or any of its Affiliates ), for, in a single transactionor series of related transactions, any ( i ) acquisition of assets of [COMPANY] and its Subsidiaries equal to twenty percent ( 20 % ) or more ( based onthe fair market value thereof ) of [COMPANY] ’s consolidated assets ( including capital stock of the Subsidiaries of [COMPANY] ), taken as a whole, or towhich twenty percent ( 20 % ) or more of [COMPANY] ’s revenues on a consolidated basis are attributable, ( ii ) acquisition of twenty percent ( 20 % ) ormore of the outstanding [COMPANY] Common Stock, ( iii ) tender offer or exchange offer that if consummated would result in any person or beneficially owning, directly or indirectly, twenty percent ( 20 % ) or more of the outstanding [COMPANY] Common Stock or ( iv ) any merger, consolidation, share exchange, business combination, recapitalization, liquidation, dissolution, equity investment, joint venture or similartransaction involving [COMPANY] or any of its Subsidiaries pursuant to which any person or would own, directly or indirectly, ( x ) twentypercent ( 20 % ) or more of the outstanding [COMPANY] Common Stock or the surviving entity in a merger or the resulting direct or indirect parent ofImpax or such surviving entity or ( y ) businesses or assets ( including capital stock of the Subsidiaries of [COMPANY] ) that constitute twentypercent ( 20 % ) or more of the consolidated revenues, net income or total assets of [COMPANY] and its Subsidiaries