Going Public Transaction

Going Public Transaction. Means the consummation of (i) the acquisition of a controlling interest (more than 50% of the voting power) in the Issuer (through merger, sale of stock or other transaction or series of related transactions) by a U.S. entity whose equity securities are eligible for trading on NASDAQ's Over the Counter Bulletin Board (OTCBB) (the "Acquiror"), or (ii) the sale or transfer of all or substantially all of the Issuer's assets or business to an Acquiror.