MDC Corporation Inc. Offering of 3,400,000 Adjustable Rate Exchangeable Securities Due December 31, 2028.

Business Editors/High-Tech Writers

TORONTO--(BUSINESS WIRE)--Nov. 20, 2003

MDC Corporation Inc. (Nasdaq:MDCA) (TSX:MDZ.A):

Priced at C$8.75 Per Security For Gross Proceeds of Approximately

C$30 Million

-- Gross proceeds of C$34 million if over-allotment option

exercised

-- The securities will each be exchangeable into a unit of custom

direct income fund

MDC Corporation Inc. operating as MDC Partners ("MDC") of Toronto today announced that it entered into an underwriting agreement with a syndicate of underwriters in connection with its offering of 3,400,000 Adjustable Rate Exchangeable Securities due December 31, 2028 at an offering price of C$8.75. MDC has also granted the underwriters an over-allotment option to purchase up to an additional 503,451 Exchangeable Securities at the same price, exercisable at any time until 30 days following closing. Net proceeds are expected to be C$27.5 million, or C$31.7 million if the over-allotment option is exercised in full, and will be used for general corporate purposes. The securities will pay interest monthly at a rate equal to the actual distribution by Custom Direct Income Fund in that month. Closing is expected to occur on or about December 8, 2003.

A holder of an Exchangeable Security will have the right to exchange the security for a unit of the Fund once MDC is entitled to effectively exchange its 20% ownership of Custom Direct, Inc. into units of the Fund. MDC's shares of Custom Direct, Inc. are effectively exchangeable into units of the Fund once (a) the Fund has earned audited EBITDA of approximately US$22.2 million for the year ending December 31, 2003 or for any fiscal year subsequent to 2003, and (b) the Fund has made average monthly per unit cash distributions of at least C$0.1125 for the period from May 29, 2003 to December 31, 2003 or for any fiscal year subsequent to 2003. For purposes of determining whether the EBITDA target has been met, the audited financial statements for the year ending December 31, 2003 are anticipated to be prepared by March, 2004.

The Exchangeable Securities and units of the Fund have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Exchangeable Securities in any State in which such offer, solicitation or sale would be unlawful.

About MDC Partners

MDC Partners is one of the world's leading marketing communications firms. Through its partnership of entrepreneurial firms, MDC provides creative, integrated and specialized communication services to leading brands throughout the United States, Canada and the United Kingdom. MDC Class A shares are publicly traded on the Toronto Stock Exchange under the symbol MDZ.A and on the NASDAQ under the symbol MDCA.

This press release contains forward-looking statements within the meaning of section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements involve risks and uncertainties which may cause the actual results or objectives to be materially different from those expressed or implied by such forward-looking statements. Such factors include, among other things, the Company's financial performance; changes in the competitive environment; adverse changes in the economy; ability to maintain long-term relationships with customers; financing requirements and other factors set forth in the Company's Form 40-F for its fiscal year ended December 31, 2002 and subsequent SEC filings.