Rupert Murdoch’s 21st Century Fox turned down a sale of its entertainment assets to Comcast because the cable group did not offer to pay a break fee in the event that its proposed deal collapsed, according to a regulatory filing.

The agreed Disney deal gives the Fox assets an enterprise value of $66 billion. The Fox filing reveals that “party B” — widely known to be Comcast — “was unwilling to agree to an acceptable allocation of regulatory risk” associated with the purchase of the Fox assets. The subject of a break penalty was raised multiple times in discussions between the two sides, according to the filing.

NBC Universal, a unit of Comcast, has overlapping media interests that both parties acknowledge would have been an impediment to the deal.

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