Exhibit 99.1 Ohio Legacy Corp Announces First Quarter Results and Management Appointment WOOSTER, Ohio--(BUSINESS WIRE)--May 5, 2005--Ohio Legacy Corp (NASDAQ:OLCB) today reported net earnings for the three months ended March 31, 2005, of $115,000, or $0.05 per share, compared to $222,000, or $0.10 per share, during the first quarter of 2004. Total assets exceeded the $200 million level, ending the quarter at $200.5 million. The following key items summarize the Company's financial results during the first quarter of 2005: -- the Company did not recognize federal income tax expense in 2004 due to a valuation allowance on its deferred tax assets. The valuation allowance was removed at December 31, 2004, resulting in the recognition of federal income tax expense in 2005. Earnings before federal income taxes was $173,000 during the first quarter of 2005 compared to $222,000 in 2004; -- increases in the cost of funds outpaced improvement in the yield on interest-earning assets; -- approximately $46,000 of interest income was charged-off in 2005 on nonaccrual loans; -- the company incurred management succession costs of $41,000; -- a gain recorded on the sale of the Company's credit card portfolio totaled $10,000; -- the Company added a commercial lender and operations staff, resulting in an increase in personnel expenses; -- total assets grew $5.4 million, or 2.8%, driven by deposit growth of $5.8 million; and, -- net growth in the loan portfolio was a seasonally-strong $9.5 million, or 7.1%. Net Interest Income - During the three months ended March 31, 2005, net interest income grew to $1.5 million, compared to $1.2 million in the first quarter of 2004. Net interest income was negatively impacted by a $46,000 charge to interest income related to nonaccrual loans during the first quarter of 2005. Net interest margin increased to 3.28% in the first quarter of 2005 compared to 3.23% in 2004. Interest rate spread was 2.99% compared to 2.93% in the year-ago period. Excluding the impact of the interest charge-off, margin and spread in 2005 were 3.38% and 3.08%, respectively. The yield on assets fell to 5.50% during 2005 compared to 5.66% in 2004. Excluding the impact of the interest reversal, the yield on performing assets was 5.60%, an increase of 7 basis points from the linked quarter. The cost of funds increased 24 basis points during the quarter, primarily due to a higher volume of and an increasing rate paid on money market accounts. Noninterest Income - Noninterest income increased $38,000 during the first quarter of 2005 compared to the first quarter of 2004, primarily due to a higher number of deposit accounts serviced in 2005. The Company sold its credit card portfolio during the first quarter of 2005. Proceeds from the sale of the portfolio were approximately $257,000 and the gain on the sale was approximately $10,000. Noninterest Expense - Total noninterest expense increased to $1.4 million during 2005, a 36% increase from 2004, but flat compared to the fourth quarter of 2004. Salaries and benefits were higher in 2005 due to the addition of a branch in Wooster and the hiring of a commercial lender and operations personnel. Occupancy and equipment expenses increased with the addition of the Wooster Milltown banking office in August 2004. The Company expects occupancy and equipment expense to increase during 2005 with the construction of a banking location in North Canton, Ohio. Professional fees were higher in the first quarter of 2005 due to management succession costs, legal expenses related to the workout of the nonaccrual loans discussed below and consulting fees incurred to assist management with performing due diligence on information technology service contracts. Audit fees also increased in 2005 as a result of the Sarbanes-Oxley Act. Data processing expense increased during 2005 as a result of higher transaction volumes, more deposit and loan accounts and additional services offered to customers, including set-up costs for internet banking and online bill payment. Loans and Asset Quality - At March 31, 2005, the loan portfolio, net of the allowance for loan losses and deferred fees, totaled $141.5 million, an increase of $9.4 million from December 31, 2004. Approximately 88% of the loans originated during the quarter were underwritten as commercial credits. Loans secured by commercial real estate increased $8.5 million during the quarter, an increase of 23%. A decrease of $2.8 million in the construction loan portfolio was offset by a $2.8 million increase in loans secured by one-to-four family residential real estate. The weighted average rate on loans originated during the first quarter was 6.64%. This compares favorable to the 6.40% yield earned on average loans during the quarter, excluding the impact of the interest reversal. Nonperforming loans totaled $1.2 million at March 31, 2005, compared to $1.1 million at December 31, 2004. Loans are considered nonperforming if they are impaired or if they are in nonaccrual status. Most of the nonperforming loan balances were associated with two loans to one borrower, each secured by multifamily residential real estate. These loans totaled $723,000 at March 31, 2005. The properties securing these loans were sold and the notes refinanced to unrelated borrowers in April 2005 with no loss of principal. The allowance for loan losses totaled $1.3 million at March 31, 2005. Net charge-offs and the provision for loan losses totaled $12,000 and $92,000 during the quarter, respectively. Deposits - Total deposits increased $5.8 million, or 3.6% during the first quarter of 2005. Core deposit balances increased $3.6 million with demand deposit accounts decreasing $2.1 million and savings and money market accounts increasing $5.6 million. The Company has experienced a strong response to the competitive pricing of its money market product, as described above. Branch development - In March 2005, the Company's subsidiary, Ohio Legacy Bank, N.A., received approval from the Office of the Comptroller of the Currency to establish its fifth banking office, which will be located in North Canton, Ohio. Construction will commence in May 2005 and the office is expected to be in service during the fourth quarter of 2005. Management appointment - On April 28, 2005, the Company announced the appointment D. Michael Kramer to the position of Executive Vice President and Chief Operating Officer. Mr. Kramer was previously Executive Vice President of Integra Bank Corp, a $3.0 billion bank holding company based in Evansville, Indiana. Mr. Kramer will assume responsibilities of daily operations of the Bank. The Company's President and Chief Executive Officer, L. Dwight Douce commented, "We are excited that Mike Kramer has joined the Ohio Legacy Corp family. He brings with him nearly 25 years of banking experience. Mike will provide strong leadership and possesses a wealth of knowledge in strategic planning and organizational development. He will be an integral member of our executive management team and we look forward to this next step in the evolution of Ohio Legacy Corp." Mr. Douce will continue as the Company's President and Chief Executive Officer under a management succession plan that will transition Mr. Kramer into those roles within the next year. ANNUAL MEETING The 2005 Annual Meeting of Shareholders of Ohio Legacy Corp was held on April 28, 2005. At that meeting, shareholders voted on nominees for director of the Company. Messrs. Gregory A. Long and Robert F. Belden were reelected and Melvin J. Yoder was elected to replace Mr. Benjamin J. Mast, who retired from the board. ABOUT OHIO LEGACY CORP Ohio Legacy Corp is a bank holding company headquartered in Wooster, Ohio. Its subsidiary, Ohio Legacy Bank, N.A., provides financial services to small businesses and consumers though four full-service banking offices in Canton, Millersburg and Wooster, Ohio. FORWARD-LOOKING STATEMENTS DISCLOSURE This release contains certain forward-looking statements related to the future performance and financial condition of Ohio Legacy Corp. These statements, which are subject to numerous risks and uncertainties, are presented in good faith based on the Company's current condition and management's understanding, expectations, and assumptions regarding its future prospects as of the date of this release. Actual results could differ materially from those projected or implied by the statements contained herein. The factors that could affect the Company's future results are set forth in the periodic reports and registration statements filed by the Company with the Securities and Exchange Commission. OHIO LEGACY CORP CONSOLIDATED BALANCE SHEETS As of March 31, 2005 and December 31, 2004 March 31, December 31, 2005 2004 ------------- ------------- (unaudited) ASSETS Cash and due from banks $ 3,601,553 $ 4,571,131 Federal funds sold and interest-bearing deposits in financial institutions 7,985,058 12,418,192 ------------- ------------- Cash and cash equivalents 11,586,611 16,989,323 Certificate of deposit in financial institution 100,000 - Securities available for sale 40,521,053 39,357,929 Securities held to maturity (fair value of $629,591) 646,484 647,981 Loans, net 141,460,600 132,084,072 Federal bank stock 1,384,850 1,375,650 Premises and equipment, net 2,261,819 2,269,068 Intangible asset 611,841 669,174 Accrued interest receivable and other assets 1,902,334 1,658,860 ------------- ------------- Total assets $200,475,592 $195,052,057 ============= ============= LIABILITIES Deposits: Noninterest-bearing demand $ 11,884,563 $ 11,914,867 Interest-bearing demand 11,264,788 13,262,252 Savings and money market 49,476,690 43,847,951 Certificates of deposit, net 90,774,756 88,617,541 ------------- ------------- Total deposits 163,400,797 157,642,611 Federal Home Loan Bank advances 14,923,671 15,295,144 Subordinated debentures 3,325,000 3,325,000 Capital lease obligations 966,529 968,712 Accrued interest payable and other liabilities 672,978 580,216 ------------- ------------- Total liabilities 183,288,975 177,811,683 SHAREHOLDERS' EQUITY Preferred stock, no par value, 500,000 shares authorized, none outstanding - - Common stock, no par value, 5,000,000 shares authorized, 2,135,020 and 2,121,220 shares issued and outstanding at March 31, 2005, and December 31, 2004, respectively 17,870,655 17,734,155 Accumulated deficit (167,585) (282,585) Accumulated other comprehensive loss (516,453) (211,196) ------------- ------------- Total shareholders' equity 17,186,617 17,240,374 ------------- ------------- Total liabilities and shareholders' equity $200,475,592 $195,052,057 ============= ============= OHIO LEGACY CORP CONSOLIDATED STATEMENTS OF OPERATIONS For the three months ended March 31, 2005 and 2004 For the Three Months Ended March 31, 2005 2004 ------------- ------------- Interest income: Loans, including fees $ 2,118,411 $ 1,805,449 Securities 393,702 356,366 Interest-bearing deposits, federal funds sold and other 80,467 25,933 ------------- ------------- Total interest income 2,592,580 2,187,748 Interest expense: Deposits 846,178 739,035 Federal Home Loan Bank advances 90,886 88,934 Subordinated debentures 70,722 70,722 Capital leases 37,852 38,164 ------------- ------------- Total interest expense 1,045,638 936,855 ------------- ------------- Net interest income 1,546,942 1,250,893 Provision for loan losses 92,046 85,000 ------------- ------------- Net interest income after provision for loan losses 1,454,896 1,165,893 Noninterest income: Service charges and other fees 126,237 87,932 Gain on sales of securities available for sale, net - 13,147 Gain on sale of loans 9,782 - Other income 5,477 2,286 ------------- ------------- Total noninterest income 141,496 103,365 Noninterest expense: Salaries and benefits 603,473 464,702 Occupancy and equipment 200,923 150,283 Professional fees 137,553 87,967 Franchise tax 71,300 63,050 Data processing 162,275 100,925 Marketing and advertising 38,614 43,897 Stationery and supplies 31,698 17,418 Intangible asset amortization 57,333 - Other expenses 119,730 119,016 ------------- ------------- Total noninterest expense 1,422,899 1,047,258 ------------- ------------- Net earnings before income taxes 173,493 222,000 Income tax expense 58,493 - ------------- ------------- Net earnings $ 115,000 $ 222,000 Basic earnings per share $ 0.05 $ 0.10 Diluted earnings per share $ 0.05 $ 0.10 Basic weighted average shares outstanding 2,122,833 2,118,750 Diluted weighted average shares outstanding 2,244,558 2,180,894 OHIO LEGACY CORP QUARTERLY BALANCE SHEETS (Dollars in thousands) 2005 2004 --------- --------------------------------------- March 31 Dec. 31 Sept. 30 June 30 March 31 --------- --------- --------- --------- --------- Cash and cash equivalents $ 11,587 $ 16,989 $ 14,756 $ 6,760 $ 11,541 Securities 41,267 40,006 33,522 33,054 36,754 Loans, net of fees 142,805 133,348 130,745 129,405 117,463 Allowance for loan losses (1,344) (1,264) (1,288) (1,226) (1,189) Premises and equipment, net 2,262 2,269 2,170 1,935 1,988 Core deposit intangible 612 669 741 - - Other assets 3,287 3,035 2,593 2,603 2,293 --------- --------- --------- --------- --------- Total assets $200,476 $195,052 $183,239 $172,531 $168,850 ========= ========= ========= ========= ========= Noninterest-bearing demand $ 11,885 $ 11,915 $ 11,621 $ 7,800 $ 7,095 Interest-bearing demand 11,265 13,262 13,161 11,702 9,214 Savings and money market 49,477 43,848 38,941 38,987 38,443 Certificates of deposit 90,774 88,618 78,988 70,228 73,071 --------- --------- --------- --------- --------- Total deposits 163,401 157,643 142,711 128,717 127,823 Other borrowings 19,215 19,589 22,960 27,329 23,697 Other liabilities 673 580 701 685 777 --------- --------- --------- --------- --------- Total liabilities 183,289 177,812 166,372 156,731 152,297 Shareholders' equity 17,187 17,240 16,867 15,800 16,553 --------- --------- --------- --------- --------- Total liabilities and shareholders' equity $200,476 $195,052 $183,239 $172,531 $168,850 ========= ========= ========= ========= ========= LOAN PORTFOLIO: - --------------- Residential real estate $ 53,593 $ 50,728 $ 49,459 $ 48,449 $ 43,865 Commercial real estate 44,847 36,365 33,856 32,338 28,206 Consumer and home equity 12,586 12,250 12,127 11,677 11,286 Commercial 11,567 10,710 11,751 11,733 11,491 Construction 10,506 13,315 13,591 15,331 13,104 Multifamily residential 9,903 10,148 10,119 10,049 9,690 Net deferred loan fees (197) (168) (158) (172) (179) --------- --------- --------- --------- --------- Loans $142,805 $133,348 $130,745 $129,405 $117,463 ========= ========= ========= ========= ========= QUARTERLY AVERAGES: - ------------------- Fed funds sold and securities (1) $ 55,041 $ 49,690 $ 40,794 $ 40,745 $ 43,815 Loans 136,073 132,607 131,248 125,102 111,273 Total interest- earning assets 191,114 182,297 172,042 165,847 155,088 Total assets 198,487 190,032 178,296 172,672 161,396 Interest-bearing deposits 149,477 138,666 124,158 123,176 117,658 Other borrowings and leases 19,349 22,204 27,982 25,203 19,903 Total interest- bearing liabilities 168,826 160,870 152,140 148,379 137,561 Shareholders' equity 17,238 16,851 16,235 16,093 16,182 (1) Includes federal agency stock not classified in securities on the consolidated balance sheets and interest-earning deposits in financial institutions OHIO LEGACY CORP QUARTERLY STATEMENTS OF OPERATIONS (In thousands, except per share data and ratios) 2005 2004 -------- ----------------------------------- For the three months ended March 31 Dec. 31 Sept. 30 June 30 March 31 -------- -------- -------- -------- -------- Interest income $ 2,593 $ 2,537 $ 2,427 $ 2,321 $ 2,188 Interest expense (1,046) (897) (910) (956) (937) -------- -------- -------- -------- -------- Net interest income 1,547 1,640 1,517 1,365 1,251 Provision for loan losses (92) - (71) (150) (85) Gain (Loss) on sales of securities - - (5) - 13 Gain on sale of loans 10 - - - - Noninterest income 131 120 113 115 90 Amortization of intangible asset (57) (71) (9) - - Noninterest expense (1,366) (1,350) (1,145) (1,104) (1,047) -------- -------- -------- -------- -------- Net earnings before taxes 173 339 400 226 222 Income tax (expense) benefit (58) 86 - - - -------- -------- -------- -------- -------- Net earnings $ 115 $ 425 $ 400 $ 226 $ 222 ======== ======== ======== ======== ======== Earnings per share, diluted $ 0.05 $ 0.19 $ 0.19 $ 0.10 $ 0.10 Common and dilutive shares, avg. 2,123 2,206 2,157 2,181 2,181 SELECTED RATIOS: - ---------------- Net interest margin (1) 3.28% 3.52% 3.52% 3.28% 3.23% Yield on interest-earning assets 5.50 5.53 5.58 5.59 5.66 Cost of funds 2.51 2.30 2.37 2.58 2.73 Interest rate spread (2) 2.99 3.23 3.21 3.01 2.93 Efficiency ratio (3) 84.76 76.68 70.80 74.59 78.09 Allowance as a percent of loans 0.94 0.95 0.98 0.95 1.01 Net loans as a percent of deposits 86.57 83.79 90.98 99.58 90.96 Annualized net charge- offs to loans 0.04 0.08 0.03 0.36 0.06 Annualized noninterest income to average assets(4) 0.27 0.25 0.25 0.27 0.22 Annualized noninterest expense to average assets (5) 2.75 2.84 2.58 2.56 2.60 Annualized return on average assets (6) 0.23 0.71 0.89 0.52 0.55 Annualized return on average equity (6) 2.67 8.05 9.86 5.62 5.49 (1) Net interest income, annualized, divided by average interest-earning assets for the period (2) Difference between the yield on interest-earning assets and the cost of funds (3) Noninterest expense, excluding intangible asset amortization divided by net interest income and noninterest income, excluding gains and losses on sales of securities and loans (4) Excludes gains and losses on sales of securities and loans (5) Excludes intangible asset amortization (6) Excludes income tax benefit in the quarter ended December 31, 2004. The company did not record income tax expense prior to December 31, 2004 CONTACT: Ohio Legacy Corp L. Dwight Douce or Eric S. Nadeau, 330-263-1955 http://www.ohiolegacycorp.com