The break up fee was to protect against the gov't blocking the acquisition due to antitrust concerns as far as I know. Pretty sure the business diligence was already complete by that time.
The other obvious issue is that if the show was cancelled by the studio, what makes you think it would be profitable to pay for and produce new shows for distribution across a smaller network (Netflix vs. sum of cable/satellite distribution, which is the case for most major studios)? I suspect FNL/DirecTV may be a counter-argument here, although I don't know the specific economics of that agreement.