• Warner Bros. Discovery and the NBA continue to have discussions about reaching a new broadcast deal.
• Warner Bros. Discovery has matching rights if the NBA signs a deal with NBCUniversal for a package of games.
• If Warner Bros. Discovery matches NBCUniversal's bid, it's unclear if the league has full discretion to walk away from the matched offer, sources told CNBC.

Whether it's two people in a marriage or a company and a sports league, it's not easy to break up a 40-year partnership.

The NBA and Warner Bros. Discovery's Turner Sports have been in business together for nearly four decades. The relationship is now in jeopardy, as Comcast's NBCUniversal is attempting to steal away its package of games with a $2.5 billion per-year offer, as CNBC has previously reported.

The league ended its exclusive window to renew a deal with its two current media partners, Disney and Warner Bros. Discovery, on April 22. Since then, the league has set a framework to renew with Disney, bring in Amazon as a new third partner, and sell its other package to either Warner Bros. Discovery or NBCUniversal, according to people familiar with the matter. The league stands to triple the total value of a new deal from about $24 billion to $76 billion or more.

Warner Bros. Discovery continues to have discussions with the NBA about keeping the rights, according to people familiar with the matter. The league could still decide to simply renew with its incumbent partner, but it's not likely, said two of the people, who asked not to be named because the talks are private.

The more probable path would be for the league to sign papers with NBCUniversal, formally securing its bid. That would trigger a contractual option for Warner Bros. Discovery to match the offer.

This is where things might get thorny.

Both the NBA and Warner Bros. Discovery have begun poring over legal language to determine if the league can reject a potential match, the people said. The contractual wording is vague, and it's unclear if the NBA has full discretion to walk away from Warner Bros. Discovery if it matches the bid, said the people.

If Warner Bros. Discovery decides to match, and the NBA moves to choose NBCUniversal's offer, the sides may be headed for a lawsuit. Warner Bros. Discovery believes it's fairly well protected by the contractual language, one of the people said.

Still, that remains hypothetical at this point. It's possible Warner Bros. Discovery won't match NBCUniversal's bid, which would avoid potential conflict.

Some league officials are worried Warner Bros. Discovery's balance sheet can't handle spending $2.5 billion a year on the NBA, according to people familiar with the matter. Warner Bros. Discovery has a market valuation of about $20 billion and an enterprise value of about $60 billion, including $43.2 billion of gross debt, as of the end of the company's fiscal first quarter. The company had a leverage ratio (net debt to adjusted earnings before interest, taxes, depreciation and amortization) of 4.1.

Warner Bros. Discovery CEO David Zaslav has both publicly and privately preached the importance of financial discipline for the company.

NBCUniversal parent Comcast has a market capitalization of about $154 billion and an enterprise value of $244 billion. Comcast's leverage ratio is about 2.5.

NBA officials are more comfortable Comcast can pay what would amount to more than double the previous price for the package, according to the people familiar to the matter.

Warner Bros. Discovery had been paying $1.2 billion per year to air NBA games. The new package also includes fewer games than the current one because the NBA is likely to introduce a third partner — most likely to be Amazon.

Spokespeople for Warner Bros. Discovery and the NBA declined to comment.

The fate of Venu

Warner Bros. Discovery, Disney and Fox announced Thursday they plan to name their new sports streaming platform Venu, taking inspiration from where live sports are played. The new joint venture, one-third owned by each media company, will offer a bundle of sports networks and ESPN+ at a still to be determined price that's less expensive than traditional cable. CNBC reported earlier this year the price could be around $45 or $50 a month. The service will debut in the fall, the companies have said.

The three companies haven't yet formally signed paperwork on the venture as they await regulatory approval. If Warner Bros. Discovery loses the NBA, that will diminish the value of the service for consumers, as NBCUniversal and Amazon aren't partners in the product.

Warner Bros. Discovery licenses the rights to other sports leagues and groups, including MLB, the NHL and the National Collegiate Athletic Association's March Madness. The company will also have the NBA next year no matter what, as the new rights deal doesn't kick in until the end of the 2024-25 season.

There's been no discussion about shutting down the venture before it launches if Warner Bros. Discovery loses the NBA, according to a person familiar with the matter. Still, without the NBA, Disney and Fox would be contributing the lion's share of sports content for the service. Disney's ESPN and Fox own both college football and NFL packages, unlike Warner Bros. Discovery. The three companies plan to split revenue commensurate with the affiliate fees associated with their linear networks.

Warner Bros. Discovery could use the money it saves from not obtaining NBA rights to spend on other sports, such as more MLB games or bidding for UFC, which will likely begin renewal discussions with media companies in early 2025.

ESPN plans to launch its own "flagship" streaming service in the fall of 2025.

Disclosure: Comcast's NBCUniversal is the parent company of CNBC.