ICON shareholders vote in favour of all resolutions at its Extraordinary General Meeting relating to the proposed conversion to a direct listing of ICON’s shares on NASDAQ

ICON plc, (NASDAQ:ICLR) (ISIN:IE0005711209), a global provider of outsourced development services to the pharmaceutical, biotechnology and medical device industries, today announced that all resolutions recommended by the Board at the Extraordinary General Meeting (“EGM”) of the Company, held on 17th December 2012, were duly passed by shareholders. These resolutions, relating to the proposed conversion to a direct NASDAQ listing for ICON Shares, were set out in the Notice of the EGM sent to shareholders on 16th November 2012 and are available on the ICON plc website.

Forms of Proxy were received before the meeting, appointing proxies and giving them the following voting instructions:





Resolution Number Number of Votes Number of Votes Number of Votes


53,406,101 53,341,438 246 64,417



53,329,851 3,081 73,169



53,009,922 6,211 389,968

** Special Resolution. All resolutions are ordinary resolutions unless otherwise stated.

Consequently, the date of delisting from the Irish Stock Exchange is expected to be 30th January 2013 and the expected date of the termination of the current ADR programme is 1st February 2013. The direct trading of ICON Shares on NASDAQ is expected to commence on 4th February 2013.

The information contained in this release is as of 18th December 2012. The statements made in this press release may contain forward-looking statements that involve a number of risks and uncertainties. A description of risks and uncertainties relating to ICON and its business can be found in ICON’s Annual Report for the fiscal year ended December 31, 2011 and in the forms filed with the US Securities and Exchange Commission, including the Forms 20-F, F-1, S-8 and F-3. ICON disclaims any intent or obligation to update these forward-looking statements.

About ICON plc:

ICON plc is a global provider of outsourced development services to the pharmaceutical, biotechnology and medical device industries. The company specialises in the strategic development, management and analysis of programs that support clinical development - from compound selection to Phase I-IV clinical studies. With headquarters in Dublin, Ireland, ICON currently, operates from 82 locations in 40 countries and has approximately 9,430 employees. Further information is available at www.iconplc.com.




ICON plc
Investor Relations
Brendan Brennan
Chief Financial Officer
+ 353 —1-291-2000
Sam Farthing
VP Investor Relations
+ 353 —1-291-2000
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