EXHIBIT 99.1 PRESS RELEASE For Release: July 12, 2004 Nasdaq: NCFC Contact: Investor Relations at (800) 200-7032 Website: www.northcountrybank.com ------------------------ NORTH COUNTRY FINANCIAL CORPORATION REPORTS SECOND QUARTER AND SIX MONTH 2004 RESULTS OF OPERATIONS (Manistique, Michigan) -- North Country Financial Corporation (Nasdaq: NCFC), the bank holding company for North Country Bank and Trust (the "Bank") recorded a second quarter 2004 loss of $1.6 million, or $.23 per share, compared to a loss of $2.7 million, or $.38 per share in the second quarter of 2003. For the six-months ended June 30, 2004 the Corporation lost $3.3 million, or $.47 per share, compared to a loss of $4.2 million, or $.59 per share in the first half of 2003. "This is the fourth consecutive quarter that losses have diminished," said C. James Bess, president and chief executive of the Corporation and the Bank. North Country Financial Corporation lost $1.7 million in the first quarter of 2004, $2.5 million in 2003's fourth quarter and $3.0 million in last year's third quarter. "Second quarter results are about what we expected and include the negative impact of costs associated with branch closures and the loss from the sale of two branch locations. We expect to realize future reductions in operational costs from these branch closures. We also expect to realize additional benefits from the premiums accompanying the pending sales of the Munising, Escanaba, and Iron Mountain branches that are currently scheduled to be completed by September 30, 2004." said Bess. "While continued losses are not unexpected, the improving trend demonstrates that actions being taken to rehabilitate the company are having the sought-after effect." Total assets of the Corporation at June 30, 2004 are $345.0 million, down 28 percent from $475.9 at June 30, 2003. Assets declined 18 percent from the $422.5 million reported at December 31, 2003. Total deposits of $235.6 million at June 30, 2004 were down 33 percent from deposits of $353.4 million at mid-year 2003. Deposits declined 23 percent or $70.2 million from December 31, 2003 deposits of $305.8 million. The Bank opted not to renew approximately $10 million of brokered deposits that matured in the second quarter. Loans totaled $233.0 million at June 30, 2004 compared to $358.4 at June 30, 2003, or a 35 percent decline. Loans are down $64.8 million, or 22 percent from December 31, 2003. The declines in assets, deposits, and loans reflect, in part, the results of management's efforts to downsize the Bank and the Corporation via strengthened credit-granting policies and procedures, sale and workout of problem loans, and the sale, consolidation, and closure of unprofitable branches. The Bank sold over $25 million of non-accrual and undesirable loans in the first quarter of 2004, and resolved a $13 million dollar non-accrual commercial loan relationship in June 2004. In May 2004 the Bank sold its Alanson and Mancelona, Michigan branches, consolidated its two offices in each of Traverse City and Sault Ste. Marie, Michigan into one office in each city, and permanently closed its branches in Boyne City, Cadillac, and Calumet, Michigan. Also during May 2004 the Bank entered into definitive agreements to sell its branches in Escanaba, Iron Mountain, and Munising, Michigan. Subject to customary conditions, these branch sales are expected to close in the third quarter of 2004. In addition to the asset and deposit downsizing that has and will result from branch sales, non-interest expense is expected to decline as a result of the branch sales, consolidations, and closings. And, if the conditional settlement of class action securities litigation announced June 23, 2004 comes to fruition, legal fees are expected to decline significantly. Management continues to explore other options for expense reductions. North Country Financial Corporations shareholder's equity is $5.9 million at June 30, 2004 compared to $16.3 million at June 30, 2003, or a decline of 64 percent. Shareholder's equity is down 45 percent from the $10.7 reported at December 31, 2003. With the exception of capital, management believes the Bank is in substantial compliance with all provisions of the April 5, 2003 Cease and Desist Order. At June 30, 2004 and at prior quarter-ends, the Bank did not meet the capital ratio requirements of the Order. "Achieving an adequate, regulatory-compliant capital position remains one of the Bank's and the Corporation's most important challenges. In striving to meet the capital challenge and other rehabilitative initiatives, we are continuing diligent efforts to raise capital or sell control of the company," Bess concluded. ### FORWARD-LOOKING STATEMENTS This release contains certain forward-looking statements. Words such as "anticipates," "believes," "estimates," "expects," intends," "should," "will," and variations of such words and similar expressions are intended to identify forward-looking statements. These statements reflect management's current beliefs as to expected outcomes of future events and are not guarantees of future performance. These statements involve certain risks, uncertainties and assumptions that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements. Factors that could cause a difference include among others: changes in the national and local economies or market conditions; changes in interest rates and banking regulations; the impact of competition from traditional or new sources; and the possibility that anticipated cost savings and revenue enhancements from mergers and acquisitions, bank consolidations, branch closings and other sources may not be fully realized at all or within specified time frames. These and other factors may cause decisions and actual results to differ materially from current expectations. North Country Bank Financial Corporation undertakes no obligation to revise, update, or clarify forward-looking statements to reflect events or conditions after the date of this release. NORTH COUNTRY FINANCIAL CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (Dollars in Thousands) June 30, December 31, 2004 2003 ---------------- ---------------- (Unaudited) ASSETS Cash and due from banks $ 5,707 $ 7,433 Federal funds sold 9,333 15,600 ---------------- ---------------- Cash and cash equivalents 15,040 23,033 Interest-bearing deposits in other financial institutions 15,726 6,048 Securities available for sale 64,552 84,774 Federal Home Loan Bank stock 4,652 4,544 Total loans 233,032 297,846 Allowance for loan losses (10,850) (22,005) ---------------- ---------------- Net loans 222,182 275,841 Premises and equipment 12,430 13,747 Other real estate held for sale 3,557 4,356 Other assets 6,903 10,196 ---------------- ---------------- Total assets $ 345,042 $ 422,539 ================ ================ LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Non-interest-bearing deposits $ 21,477 $ 26,179 Interest-bearing deposits 214,169 279,615 ---------------- ---------------- Total deposits 235,646 305,794 Borrowings 86,637 87,026 Subordinated debentures 12,450 12,450 Other liabilities 4,424 6,569 ---------------- ---------------- Total liabilities 339,157 411,839 Shareholders' equity: Preferred stock - No par value: Authorized 500,000 shares, no shares outstanding -0- -0- Common stock - No par value: Authorized - 18,000,000 shares Issued and outstanding - 7,019,152 16,175 16,175 Accumulated deficit (9,769) (6,502) Accumulated other comprehensive income (521) 1,027 ---------------- ---------------- Total shareholders' equity 5,885 10,700 ---------------- ---------------- Total liabilities and shareholders' equity $ 345,042 $ 422,539 ================ ================ NORTH COUNTRY FINANCIAL CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Dollars in Thousands, Except per Share Data) (Unaudited) Three Months Ended Six Months Ended June 30, June 30, 2004 2003 2004 2003 -------- -------- -------- -------- Interest income: Interest and fees on loans: Taxable $ 4,069 $ 5,071 $ 7,865 $ 10,712 Tax-exempt 324 429 643 851 Interest on securities: Taxable 574 520 1,272 1,212 Tax-exempt 43 66 86 132 Other interest income 143 160 263 312 -------- -------- -------- -------- Total interest income 5,153 6,246 10,129 13,219 -------- -------- -------- -------- Interest expense: Deposits 1,378 2,133 3,043 4,678 Borrowings 1,189 1,213 2,370 2,412 Subordinated debentures 119 123 238 245 -------- -------- -------- -------- Total interest expense 2,686 3,469 5,651 7,335 -------- -------- -------- -------- Net interest income 2,467 2,777 4,478 5,884 Provision for loan losses -0- -0- -0- -0- -------- -------- -------- -------- Net interest income after provision for loan losses 2,467 2,777 4,478 5,884 -------- -------- -------- -------- Other income: Service fees 287 413 580 843 Net security gains -0- 214 -0- 191 Other loan and lease income 4 11 9 38 Net gains on sale of loans 8 51 20 106 Gain on sale of property and equipment 37 94 85 113 Other operating income 18 356 371 769 -------- -------- -------- -------- Total other income 354 1,139 1,065 2,060 -------- -------- -------- -------- Other expenses: Salaries, commissions, and related benefits 1,354 1,356 2,853 3,033 Furniture and equipment expense 235 355 493 721 Occupancy expense 279 351 626 750 Data processing 348 380 703 787 Accounting, legal, and consulting fees 572 836 978 1,666 Loan and deposit expense 600 334 1,093 908 Telephone 19 364 232 697 Advertising Expense 26 95 43 144 Other 988 1,143 1,789 1,721 -------- -------- -------- -------- Total other expenses 4,421 5,214 8,810 10,427 -------- -------- -------- -------- Loss before provision for income taxes (1,600) (1,298) (3,267) (2,483) Provision for income taxes -0- 1,359 -0- 1,679 -------- -------- -------- -------- Net loss $ (1,600) $ (2,657) $ (3,267) $ (4,162) ======== ======== ======== ======== Loss per common share: Basic $ (.23) $ (.38) $ (.47) $ (.59) ======== ======== ======== ======== Diluted $ (.23) $ (.38) $ (.47) $ (.59) -------- -------- -------- --------