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Press Release

MDC Corporation Announces Financial Results for the First Quarter Ended March 31, 2003

TORONTO, Ontario (May 1st, 2003) – MDC Corporation Inc. (“MDC”) of Toronto today announced its financial results for the first quarter ended March 31, 2003. Consolidated sales for the quarter decreased 23% to $209.8 million from the $271.3 million reported for the same quarter of the previous year. Operating income before other charges was $13.0 million, representing a decline of 56% from the $29.9 million achieved in the quarter ended March 31, 2002. Net income for the first quarter of 2003 was $1.3 million compared to $12.1 million in 2002. Fully diluted earnings per share for the quarter ended March 31, 2003 was $0.05 compared to $0.45 last year. Fully diluted cashflow per share was $0.30, a decrease of 29% over the $0.42 achieved in 2002.

The financial results for the first quarter of 2002 include the results of operations that have been disposed. Pro forma 2002 results have been compiled that exclude the results of divested operations and restructuring and other charges. Comparing first quarter 2003 to pro forma 2002, sales increased by $4.8 million or 2% from $204.9 million and operating income before other charges increased by $1.5 million or 13% from $11.5 million. On the same basis, net income improved $0.3 million from the $1.0 million generated in the previous year, and fully diluted earnings per share increased to $0.05 from $0.03.

“We are pleased with the progress we have made in improving all aspects of our financial performance in our core operations despite a difficult economic environment. In addition, the strengthening Canadian dollar negatively impacted operating income by approximately $0.9 million,” said Miles S. Nadal, Chairman, President and Chief Executive Officer.

The Secure Transactions Division reported sales of $66.2 million for the first quarter, down 49% from the $131.0 million achieved in the same quarter of 2002. Operating income before other charges was $7.9 million, down from $24.3 million in the 2002 first quarter. However, excluding divested operations, sales increased by $1.6 million or 3% and operating income increased $1.9 million or 32%, primarily as a result of improvements at Custom Direct, MDC’s U.S. direct-to-consumer cheque operation, and at Metaca, the Canadian card operation, partially offset by a reduction in the operating income of the stamp group.

As recently announced, revenues and operating income at Custom Direct have improved due to an increase in both the number of orders and the average order revenue with the continued migration of customers to higher value ordering channels including the telephone and Internet. During the quarter, sales increased 9.8% to US$29.0 million and operating income increased 23.9% to US$6.0 million over the same period last year. Operating income margins improved to 20.6% of sales from 18.2% a year earlier.

Ashton-Potter, our stamp operation, operated at low production levels in the first quarter of 2003, but has recently been awarded a significant long-term contract to produce definitive and commemorative postage stamp products for the United States Postal Service. The increased volumes anticipated under this contract are expected to positively impact revenues and operating profits in the latter half of the year.

For the first quarter, Maxxcom achieved sales of $143.5 million, an increase of $3.2 million from the $140.3 million recorded in the first quarter of 2002. Operating income before other charges was $5.2 million, a decrease of $0.4 million or 7% from the $5.6 million generated in the first quarter of 2002. The U.S. operations, which comprised 71% of revenues in the quarter, experienced moderate growth, which was offset by the stronger Canadian dollar and reduced revenues in Canada and the United Kingdom.

“The difficult economic environment continues to impact the advertising and communications industry, particularly in the United States,” said Mr. Nadal. “However, we remain encouraged by the recent increase in business activity witnessed by the Maxxcom subsidiaries, and are confident that profitability will improve throughout the balance of the year.”

“With regards to the balance sheet, we are pleased with the progress we have made to date and remain committed to improving our working capital and reducing the Corporation’s indebtedness further,” said Peter Lewis, Executive Vice-President and Chief Financial Officer.

MDC recommenced plans for an initial public offering of its U.S.-based cheque business, operated by Custom Direct, Inc., through Custom Direct Income Fund, with the refiling of the preliminary prospectus with the securities regulatory authorities in Canada.

“The revenue growth and improved operating performance achieved by Custom Direct is expected to continue throughout 2003,” commented Mr. Nadal. “MDC has grown Custom Direct to become the second largest direct-to-consumer cheque supplier in the U.S., and we are excited by the opportunity provided by the income fund offering to crystallize the value that has been created.”

About MDC Corporation Inc. (“MDC”)

MDC is a publicly traded international business services organization with operating units in Canada, the United States, United Kingdom and Australia. MDC provides marketing communication services, through Maxxcom, and offers security sensitive transaction products and services in four primary areas: personalized transaction products such as personal and business cheques; electronic transaction products such as credit, debit, telephone & smart cards; secure ticketing products, such as airline, transit and event tickets, and stamps, both postal and excise. MDC shares are traded on the Toronto Stock Exchange under the symbol MDZ.A and on NASDAQ National Market under the symbol MDCA.

About Maxxcom Inc. (“Maxxcom”)

Maxxcom, a subsidiary of MDC, is a multi-national business services company with operating units in Canada, the United States and the United Kingdom. Maxxcom is built around entrepreneurial partner firms that provide a comprehensive range of communications services to clients in North America and the United Kingdom. Services include advertising, direct marketing, database management, sales promotion, corporate communications, marketing research, corporate identity and branding, and interactive marketing. Maxxcom shares are traded on the Toronto Stock Exchange under the symbol MXX.

                            MDC CORPORATION INC.
                    CONSOLIDATED STATEMENTS OF OPERATIONS
                         FIRST QUARTER 2003 and 2002
             (Unaudited, $CDN 000's - except per share amounts)

    For the Three Months                                           Pro forma
     Ended March 31,                        2003          2002        2002(*)
    -------------------------------------------------------------------------
    Sales                                209,758       271,305       204,933
    Cost of sales                        109,542       138,999       105,159
                                    -----------------------------------------
    Gross profit                         100,216       132,306        99,774
    Operating expenses                    87,181       102,401        88,229
                                    -----------------------------------------
    Operating income before other
     income (charges)                     13,035        29,905        11,545
                                    -----------------------------------------
    Other income (charges)
      Restructuring, dispositions,
       and other charges                       -         9,544             -
      Unrealized foreign
       exchange loss                           -          (280)            -
      Amortization                        (5,378)       (8,567)       (5,215)
      Interest, net                       (5,678)      (10,157)       (6,075)
                                    -----------------------------------------
                                         (11,056)       (9,460)      (11,290)
                                    -----------------------------------------
    Income before income taxes and
     minority interest                     1,979        20,445           255
    Income taxes (recovery)                  636         4,631          (673)
                                    -----------------------------------------
    Income before minority interest        1,343        15,814           928
    Minority interest (recovery)               9         3,679           (39)
                                    -----------------------------------------
    Net income for the period              1,334        12,135           967
                                    -----------------------------------------
                                    -----------------------------------------
    Cash Flow from operations              7,833        11,455         3,601
                                    -----------------------------------------
                                    -----------------------------------------
    Earnings Per Share
      Net income
        - Basic                             0.05          0.69          0.03
        - Fully Diluted                     0.05          0.45          0.03
    Cash Flow Per Share
        - Basic                             0.44          0.65          0.19
        - Fully Diluted                     0.30          0.42          0.14
    Weighted average shares
     outstanding during the period
      Earnings per share
        - Basic                       16,915,341    16,915,341    16,915,341
        - Fully Diluted               16,951,759    27,606,645    16,921,345
      Cashflow per share
        - Basic                       16,915,341    16,915,341    16,915,341
        - Fully Diluted(xx)           26,403,555    27,606,645    27,606,645

    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    SEGMENTED INFORMATION - BY OPERATING DIVISION

                                                                   Pro forma
    For the Three Months Ended March 31,        2003        2002        2002
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Secure Transactions
    Sales                                     66,236     130,968      64,596
    Operating Income                           7,876      24,331       5,971
    Maxxcom
    Sales                                    143,522     140,337     140,337
    Operating Income                           5,159       5,574       5,574
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (*)  Pro forma results exclude the impact of restructuring, dispositions,
         and other charges, foreign exchange, the results of divested
         operations and removal of interest associated with indebtedness that
         has been repaid.

    (xx) The Company has the option to satisfy the $50,000 of 7% Convertible
         Notes ("Notes") with cash or Class A Subordinated Voting Shares
         ("Shares") at 95% of the current share price. As a result, the fully
         diluted shares outstanding include 9,451,796 (2002 - 10,351,967)
         Shares for the conversion of the Notes at 95% of the average closing
         price of the Shares during the period.

                            MDC CORPORATION INC.
                         CONSOLIDATED BALANCE SHEETS
                                ($CDN 000's)

    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
                                                         As at         As at
                                                      March 31,  December 31,
                                                          2003          2002
                                                    (Unaudited)     (Audited)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    ASSETS
    Current
      Cash and cash equivalents                         48,108        59,615
      Accounts receivable                              108,808       106,419
      Inventory                                         10,305        11,050
      Prepaid expenses and sundry                       12,568         9,886
                                                  ------------- -------------
                                                       179,789       186,970

    Capital and other assets                           121,469       126,155

    Goodwill                                           266,707       292,861
                                                  ------------- -------------
                                                       567,965       605,986
                                                  ------------- -------------
                                                  ------------- -------------

    LIABILITIES AND SHAREHOLDERS' EQUITY
    Current
      Accounts payable and accrued liabilities         154,840       168,550
      Deferred revenue                                  23,703        17,517
      Current portion of long-term indebtedness          5,806         6,450
                                                  ------------- -------------
                                                       184,349       192,517

    Long-term indebtedness                             231,406       245,339
                                                  ------------- -------------
                                                       415,755       437,856
                                                  ------------- -------------
    Minority interest                                   14,985        15,499
                                                  ------------- -------------
    Shareholders' equity
      Share capital                                    144,542       144,542
      Other paid-in capital                             38,812        38,145
      Cumulative translation adjustment                  3,155        20,139
      Retained earnings (deficit)                      (49,284)      (50,195)
                                                  ------------- -------------
                                                       137,225       152,631
                                                  ------------- -------------
                                                       567,965       605,986
                                                  ------------- -------------
                                                  ------------- -------------

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