definiens: means any transaction or series of related transactionsinvolving:(a ) any merger, consolidation, amalgamation, share exchange, businesscombination, issuance of securities, acquisition of securities, reorganization, recapitalization, tender offer, exchange offer or other similar transaction : ( i ) in which aParty is a constituent entity ; ( ii ) in which a Person or ( as defined in the ExchangeAct and the rules promulgated thereunder ) of Persons directly or indirectly acquiresbeneficial or record ownership of securities representing more than 20 % of theoutstanding 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 than20 % of the outstanding securities of any class of voting securities of such Party or any ofits Subsidiaries ; or(b ) any sale, lease, exchange, transfer, license, acquisition or disposition of anybusiness or businesses or assets that constitute or account for 20 % or more of theconsolidated book value or the fair market value of the assets of a Party and itsSubsidiaries, taken as a whole