risk

Larry Ellison pledges $40 billion personal guarantee for Paramount’s Warner Bros. bid

Billionaire Larry Ellison has stepped up, agreeing to personally guarantee part of Paramount’s bid for rival Warner Bros. Discovery.

Ellison’s personal guarantee of $40.4 billion in equity, disclosed Monday, ups the ante in the acrimonious auction for Warner Bros. movie and TV studios, HBO, CNN and Food Network.

Ellison, whose son David Ellison is chief executive of Paramount, agreed not to revoke the Ellison family trust or adversely transfer its assets while the transaction is pending. Paramount’s $30-a-share offer remains unchanged.

Warner Bros. Discovery’s board this month awarded the prize to Netflix. The board rejected Paramount’s $108.4-billion deal, largely over concerns about the perceived shakiness of Paramount’s financing.

Paramount shifted gears and launched a hostile takeover, appealing directly to Warner shareholders, offering them $30 a share.

“We amended this Offer to address Warner Bros. stated concerns regarding the Prior Proposal and the December 8 Offer,” Paramount said in a Monday Securities & Exchange Commission filing. “Mr. Larry Ellison is providing a personal guarantee of the Ellison Trust’s $40.4 billion funding obligation.”

The Ellison family acquired the controlling stake in Paramount in August. The family launched their pursuit of Warner Bros. in September but Warner’s board unanimously rejected six Paramount proposals.

Paramount started with a $19 a share bid for the entire company. Netflix has offered $27.75 a share and only wants the Burbank studios, HBO and the HBO Max streaming service. Paramount executives have held meetings with Warner investors in New York, where they echoed the proposal they’d submitted in the closing hours of last week’s auction.

On Monday, Paramount also agreed to increase the termination fee to $5.8 billion from $5 billion, matching the one that Netflix offered.

Warner Bros. board voted unanimously to accept Netflix’s $72-billion offer, citing Netflix’s stronger financial position, the board has said.

Three Middle Eastern sovereign wealth funds representing royal families in Saudi Arabia, Qatar and Abu Dhabi have agreed to provide $24 billion of the $40.4-billion equity component that Ellison is backing.

The Ellison family has agreed to cover $11.8-billion of that. Initially, Paramount’s bid included the private equity firm of Jared Kushner, Trump’s son-in-law, but Kushner withdrew his firm last week.

Paramount confirmed that the Ellison family trust owns about 1.16 billion shares of Oracle common stock and that all material liabilities are publicly disclosed.

“In an effort to address Warner Bros.’s amorphous need for ‘flexibility’ in interim operations, Paramount’s revised proposed merger agreement offers further improved flexibility to Warner Bros. on debt refinancing transactions, representations and interim operating covenants,” Paramount said in its statement.

Paramount has been aggressively pursuing Warner Bros. for months.

David Ellison was stunned earlier this month when the Warner Bros. board agreed to a deal with Netflix for $82.7 billion for the streaming and studio assets.

Paramount subsequently launched its hostile takeover offer in a direct appeal to shareholders. Warner Bros. board urged shareholders to reject Paramount’s offer, which includes $54 billion in debt commitments, deeming it “inferior” and “inadequate.” The board singled out what it viewed as uncertain financing and the risk implicit in a revocable trust that could cause Paramount to terminate the deal at any time.

Paramount, controlled by the Ellisons, is competing with the most valuable entertainment company in the world to acquire Warner Bros.

Executives from both Paramount and Netflix have argued that they would be the best owners and utilize the Warner Bros. library to boost their streaming operations.

In its letter to shareholders and a detailed 94-page regulatory filing last week, Warner Bros. hammered away at risks in the Paramount offer, including what the company described as the Ellison family’s failure to adequately backstop their equity commitment.

The equity is supported by “an unknown and opaque revocable trust,” the board said. The documents Paramount provided “contain gaps, loopholes and limitations that put you, our shareholders, and our company at risk.”

Netflix also announced Monday that it has refinanced part of a $59 billion bridge loan with cheaper and longer-term debt.

Bloomberg contributed to this report.

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What RFK Jr.’s hep B vaccine rollback means for California

For most American infants, the hepatitis B shot comes just before their first bath, in the blur of pokes, prods and pictures that attend a 21st century hospital delivery.

But as of this week, thousands of newborns across the U.S. will no longer receive the initial inoculation for hepatitis B — the first in a litany of childhood vaccinations and the top defense against one of the world’s deadliest cancers.

On Dec. 5, the Centers for Disease Control and Prevention’s powerful vaccine advisory panel voted to nix the decades-old birth-dose recommendation.

The change was pushed by Health and Human Services Secretary Robert F. Kennedy Jr. and his “Make America Healthy Again” movement, which has long sought to rewrite the CDC’s childhood vaccine schedule and unwind state immunization requirements for kindergarten.

California officials have vowed to keep the state’s current guidelines in place, but the federal changes could threaten vaccine coverage by some insurers and public benefits programs, along with broader reverberations.

“It’s a gateway,” said Jessica Malaty Rivera, an infectious disease epidemiologist in Los Angeles. “It’s not just hepatitis B — it’s chipping away at the entire schedule.”

Democratic-led states and blue-chip insurance companies have scrambled to shore up access. California joined Hawaii, Oregon and Washington in forming the West Coast Health Alliance to maintain uniform public policy on vaccines in the face of official “mis- and dis-information.”

“Universal hepatitis B vaccinations at birth save lives, and walking away from this science is reckless,” California Gov. Gavin Newsom said in a statement. “The Trump administration’s ideological politics continue to drive increasingly high costs — for parents, for newborns, and for our entire public-health system.”

The issue is also already tied up in court.

On Tuesday, the Supreme Court sent a lawsuit over New York’s vaccine rules back to the 2nd U.S. Circuit Court of Appeals for review, signaling skepticism about the stringent shots-for-school requirements pioneered in California. On Friday, public health officials in Florida appeared poised to ax their schools’ hepatitis B immunization requirement, along with shots for chickenpox, a dozen strains of bacterial pneumonia and the longtime leading cause of deadly meningitis.

Boosters of the hep B change said it replaces impersonal prescriptions with “shared clinical decision-making” about whether and how to vaccinate, while preserving the more stringent recommendation for children of infected mothers and those whose status is unknown.

Critics say families were always free to decline the vaccine, as about 20% did nationwide in 2020, according to data published by the CDC. It’s the only shot on the schedule that children on Medicaid receive at the same rate as those with private insurance.

Rather than improve informed consent, critics say the CDC committee’s decision and the splashy public fight leading up to it have depressed vaccination rates, even among children of infected mothers.

“Hepatitis B is the most vulnerable vaccine in the schedule,” said Dr. Chari Cohen, president of the Hepatitis B Foundation. “The message we’re hearing from pediatricians and gynecologists is parents are making it clear that they don’t want their baby to get the birth dose, they don’t want their baby to get the vaccine.”

Much of that vulnerability has to do with timing: The first dose is given within hours of birth, while symptoms of the disease might not show up for decades.

“The whole Day One thing really messes with people,” Rivera said. “They think, ‘This is my perfect fresh baby and I don’t want to put anything inside of them.’ ”

U.S. surgeon general nominee Casey Means called the universal birth dose recommendation “absolute insanity,” saying in a post on X last year that it should “make every American pause and question the healthcare system’s mandates.”

“The disease is transmitted through needles and sex exclusively,” she said. “There is no benefit to the baby or the wider population for a child to get this vaccine who is not at risk for sexual or IV transmission. There is only risk.”

In fact, at least half of transmission occurs from mother to child, typically at birth. A smaller percentage of babies get the disease by sharing food, nail clippers or other common household items with their fathers, grandparents or day-care teachers. Because infections are often asymptomatic, most don’t know they have the virus, and at least 15% of pregnant women in the U.S. aren’t tested for the disease, experts said.

Infants who contract hepatitis B are overwhelmingly likely to develop chronic hepatitis, leading to liver cancer or cirrhosis in midlife. The vaccine, by contrast, is far less likely than those for flu or chickenpox to cause even minor reactions, such as fever.

“We’ve given 50 billion doses of the hepatitis B vaccine and we’ve not seen signals that make us concerned,” said Dr. Su Wang, medical director of Viral Hepatitis Programs and the Center for Asian Health at the Cooperman Barnabas Medical Center in New Jersey, who lives with the disease.

Still, “sex and drugs” remains a popular talking point, not only with Kennedy allies in Washington and Atlanta, but among many prominent Los Angeles pediatricians.

“It sets up on Day One this mentality of, ‘I don’t necessarily agree with this, so what else do I not agree with?’” said Dr. Joel Warsh, a Studio City pediatrician and MAHA luminary, whose recent book “Between a Shot and a Hard Place” is aimed at vaccine-hesitant families.

Hepatitis B also disproportionately affects immigrant communities, further stigmatizing an illness that first entered the mainstream consciousness as an early proxy for HIV infection in the 1980s, before it was fully understood.

At the committee meeting last week, member Dr. Evelyn Griffin called illegal immigration the “elephant in the room” in the birth dose debate.

The move comes as post-pandemic wellness culture has supercharged vaccine hesitancy, expanding objections from a long-debunked link between the measles-mumps-rubella vaccine and autism to a more generalized, equally false belief that “healthy” children who eat whole foods and play outside are unlikely to get sick from vaccine-preventable diseases and, if they do, can be treated with “natural” remedies such as beef tallow and cod liver oil.

“It’s about your quality of life, it’s about what you put in your body, it’s about your wellness journey — we have debunked this before,” Rivera said. “This is eugenics.”

Across Southern California, pediatricians, preschool teachers and public health experts say they’ve seen a surge in families seeking to prune certain shots from the schedule and many delay others based on “individualized risk.” The trend has spawned a cottage industry of e-books, Zoom workshops by “vaccine friendly” doctors offering alternative schedules, bespoke inoculations and post-vaccine detox regimens.

CDC data show state exemptions for kindergarten vaccines have surged since the height of the COVID-19 pandemic, with about 5% of schoolchildren in Georgia, Florida and Ohio, more than 6% in Pennsylvania and nearly 7% in Michigan waved out of the requirement last year.

In Alaska and Arizona, those numbers topped 9%. In Idaho, 1 in 6 kindergartners are exempt.

California is one of four states — alongside New York, Connecticut and Maine — with no religious or personal-belief exemptions for school vaccines.

It is also among at least 20 states that have committed to keep the hepatitis B birth dose for babies on public insurance, which covers about half of American children. It is not clear whether the revised recommendation will affect government coverage of the vaccine in other states.

Experts warn that the success of the birth-dose reversal over near-universal objection from the medical establishment puts the entire pediatric vaccination schedule up for grabs, and threatens the school-based rules that enforce it.

Ongoing measles outbreaks in Texas and elsewhere that have killed three and sickened close to 2,000 show the risks of rolling back requirements, experts said.

Hepatitis is not nearly as contagious as measles, which can linger in the air for about two hours. But it’s still fairly easy to pick up, and devastating to those who contract it, experts said.

“These decisions happening today are going to have terrible residual effects later,” said Rivera, the L.A. epidemiologist. “I can’t imagine being a new mom having to navigate this.”

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Avoid packing 4 particular items in your hand luggage – or risk delays at airport

From electronics to food, what you think is a harmless addition to your hand luggage could actually lead to frustration, delays, or even further checks

From gadgets to grub, what you perceive as a harmless addition to your carry-on could actually lead to unnecessary hassle, delays, or even additional checks. As holidaymakers gear up for their winter escapes, experts at Fulton Umbrellas have compiled a list of typical items that should be avoided in hand luggage, reports the Express.

While hand luggage is often the go-to spot for valuables or items needed during the flight, the company urges caution when deciding what to take on board. The first crucial piece of advice from the experts pertains to packing electronic devices powered by lithium-ion batteries.

Although rules can differ among airlines, passengers are generally advised to only stow electronics with batteries between 100Wh and 160Wh in their carry-ons. It’s also vital to ensure all devices are fully charged before packing them and that they are switched off, as this can help avoid any hiccups at security.

The company also underscored the importance of being mindful about the types of food items you choose to stash in your hand luggage. While it’s common for travellers to pack nibbles or souvenirs, foods like jams, soft cheeses, and chutneys fall under the 100ml liquid limit and could be seized.

Different countries enforce their own specific regulations regarding food, and some may impose extra restrictions on certain items. That’s why it’s highly recommended to research what’s allowed and what’s prohibited in advance, to avoid disappointment or issues with airport security.

Fulton Umbrellas also highlights that, although umbrellas generally pose no issue in hand luggage, larger styles-such as golf umbrellas-could be problematic. These larger umbrellas may be better suited for holding luggage, as they could present a safety hazard if they cause accidents while being handled in the confined space of your carry-on.

Plus, packing a large umbrella in the hold luggage frees up more space in your carry-on bag for other essential items, making your overall packing experience more efficient.

Lastly, the company cautioned fitness-conscious travellers about the potential downsides of packing protein powders in their carry-on. While these powders are not typically prohibited by airlines, they have the tendency to obstruct the view on X-ray machines, which can lead to delays during security screening.

As a result, those who pack protein powders in their hand luggage may find themselves facing more extensive checks, as security personnel will likely need to manually inspect the contents of their bags.

With so many rules, it’s always worth double-checking each airline’s guidance on luggage, as well as each country’s specific restrictions, before embarking on a trip.

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