CVC, the private equity firm, has ruled out a bid for Bodycote, leaving rival Veritas Capital's £1.65 billion takeover unchallenged.
The statement ends a month of uncertainty over whether CVC would counter the offer.
Bodycote, the Macclesfield-headquartered heat treatment specialist, agreed on 1 September to a recommended bid from New York-based private investment firm Veritas.
Bodycote shareholders will receive 940p a share, made up of 932.8p in cash plus the company's previously announced 7.2p interim dividend.
That values the business at about £1.85 billion including debt.
On the day of the Veritas announcement, CVC said it was considering its position and advised Bodycote shareholders to take no action.
Bodycote had been in play since May, when an unsolicited approach from Apollo prompted separate bids from Veritas and CVC, with Veritas's improved 940p offer topping CVC's 915p proposal.
Six-month bar
CVC's statement falls under Rule 2.8 of the Takeover Code, which generally bars it from bidding for Bodycote for six months.
It can set that restriction aside if the Veritas offer lapses with the Bodycote board's agreement, a third party makes a firm offer, or the Takeover Panel judges there has been a material change in circumstances.
CVC thanked the Bodycote board and management for their constructive engagement.
The acquisition is expected to take effect in the first quarter of 2027.