ICF International to Acquire SH&E, Leading International Air Transport Industry Consultancy

Fairfax, VA, November 12, 2007 - ICF International (NASDAQ: ICFI), a leading policy, management, and technology consulting firm, today announced it has signed a definitive agreement to purchase 100 percent of Simat, Helliesen & Eichner, Inc. (SH&E), the world’s largest consulting firm dedicated to air transport. The purchase price will be $51 million, and ICF expects the acquisition to be immediately accretive to earnings. The transaction is subject to certain closing conditions. ICF expects SH&E to generate revenue of approximately $36 million and EBITDA margins of approximately 15 percent for the year ending December 31, 2007. Going forward, ICF anticipates annual revenue growth of at least 10 percent and similar EBITDA margins.

With its substantial expertise, SH&E will help position ICF as a leader in airline, airport, and aviation industry consulting, enabling ICF to significantly strengthen its transportation service offerings with federal, state, and industry clients. The combination of ICF and SH&E will strengthen ICF’s market position in several areas:

• At the Federal Aviation Administration, ICF’s program implementation and environmental analysis services will be combined with SH&E’s deep domain expertise in air transport economics, demand forecasting, airport planning, and safety to broaden the range of services available to meet the needs of the agency’s program offices.
• At the Transportation Security Administration, ICF’s support across the organization will be greatly enhanced by SH&E’s extensive worldwide experience in airline and airport safety, security, and operations, enhancing the agency’s ability to design and implement cost-effective programs.
• ICF and SH&E immediately become a leader in the rapidly expanding air transport and climate change market. ICF’s best-in-class greenhouse gas emissions inventory development, carbon offset, carbon neutral strategy design, and emissions trading services will be combined with SH&E’s best-in-class air transport industry expertise to meet the evolving needs of industry participants—from airlines and airports to industry suppliers and financial institutions.

“This transaction will expand ICF’s global and domestic footprint, allowing us to better serve our clients on transportation, infrastructure, and climate change issues,” said Sudhakar Kesavan, chief executive officer of ICF. “In addition to significantly rounding out our existing transportation capabilities, SH&E brings a long-standing tradition of consulting excellence and established client relationships with a mix of domestic and international commercial and government clients.”

“Joining ICF, with its robust operational infrastructure, helps enhance our growth opportunities as well as contribute to the successful career development of our distinguished professionals,” said SH&E Chairman and Chief Executive Officer David Treitel. “ICF’s established reputation in federal, state, and local contracting provides SH&E with a proven platform for expanding into the public sector. Together we will be a leader in the air transport and climate change market that is poised for significant growth worldwide.”

SH&E has served airlines, airports, domestic and international agencies, manufacturers, and financial institutions for more than 40 years. The company’s capabilities include strategic, financial, and technical planning for airports and airlines; airport demand management; cost-benefit analysis of environmental regulations; air service marketing; cargo distribution; airline network and fleet planning; and airline operations and management consulting. Other capabilities include advisory services; software systems to help optimize airline networks and schedules; revenue management; safety and security audits; privatization, mergers, and alliances; facilities development; aviation asset appraisal and financing support; and flight and other aviation asset remarketing. It is a privately held company with offices in New York, Boston, London, Washington, Los Angeles, Chicago, and Portland, Ore. The present management team and employees will remain with the company following the completion of the transaction.