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Soundwave said:
My understanding is the Stampers offered to sell their share to Nintendo first, at a much lower price.

Nintendo declined, which then led them to look into Activision or EA I believe.

MS only came into the picture later and offered a ton more money.

The Stampers were looking to cash out and retire, that was one of the dilemmas Nintendo faced.  What would Rare be without the Stampers?

Another dilemma was if the Stampers couldn't stop the exodus of talent before (or even after) the buyout, what would Nintendo be buying?

Nintendo did have the right of first refusal, but the Stampers were shopping around looking to get the most for their 51% of Rareware.

The Stampers made it no secret that they were looking for suitors to take Rare off their hands, but for the right price.

And at the same time Nintendo stated that Rare was free to do as they wished, not willing to be pressured.

In the end Nintendo did not want to get into a bidding war and decided it was time to part ways with Rare.