Exhibit 99(b) FOR IMMEDIATE RELEASE CONTACT: John G. Zimmerman Jim Goldman/Stefanie King Vice President & CFO Edelman Financial Perceptron, Inc. 212-704-8255/8291 PERCEPTRON ANNOUNCES RECORD FOURTH QUARTER AND TWELVE MONTH RESULTS HIGHLIGHTS 1996 sales increase 33% to $49.6 million Fourth quarter sales increase 20% to $16.1 million Pre-tax income increases 38% for the year and 32% for the quarter Earnings per share reach $0.50 for the quarter Earnings per share reach $1.30 for the year before the previously reported non-cash charge of $0.27 per share New order booking total $54.4 million for the year, an increase of 29% from the prior year Fourth quarter bookings increase 59%, reach $21.3 million $2.8 million order received in fourth quarter from first-tier auto supplier $1.0 million in fourth quarter orders from forest products and steel processing industries Financial Summary Table (in $000's except per share data) Three Months Ended Twelve Months Ended December December 1996 1995 % Change 1996 1995 % Change Net Sales $16,098 $13,388 20% $49,679 $37,291 33% Gross Profit 10,197 8,437 21% 30,690 23,116 33% Non-cash stock compensation expense 0 0 3,202 1,377 Pre-tax income 5,474 4,141 32% 10,964 7,927 38% Income tax 1,583 0 3,070 (482) Net income 3,891 4,141 (6)% 7,894 8,409 (6)% Net income per share* $ .50 $ .56* (10)% $ 1.03 $ 1.16* (11)% Weighed average shares outstanding 7,706 7,391 4% 7,636 7,258 5% * Net income per share would have been $0.40 and $0.84 for the three and twelve month periods of 1996, respectively, had income been taxed at 1996 rates PLYMOUTH, MI, February 4, 1997 - Perceptron, Inc. (Nasdaq: P RCP) today reported record sales and pre-tax earnings for the fourth quarter, 1996. Sales rose 20% from the prior year period to reach $16.1 million. Earnings before taxes reached $5.5 million, 34% of sales, which represented a 32% increase from the 1995 fourth quarter. Net income was $3.9 million or $0.50 per share, compared to the prior year results of $4.1 million, $0.56 per share, when earnings were not taxed. On a comparable basis, if the prior year earnings were taxed at the 1996 rate, the earnings per share would have been $0.40. For the full year of 1996, sales reached $49.6 million, a 33% increase from 1995 sales of $37.3 million. Earnings per share in 1996 were $1.30, before the previously reported $2.1 million non-cash charge, net of taxes, or $.27 per share, to reflect adjustments in accounting for stock options. Net earnings were $7.9 million or $1.03 per share after the adjustment. 1995 earnings were $8.4 million or $1.16 per share after a $0.9 million non-cash charge, net of taxes, or $.0.12 per share, to reflect adjustments in accounting for stock options. There was no provision for income tax in 1995 due to the Company's tax loss position. 1995 earnings, if adjusted for taxes would have been $0.84 per share. In each year, the non-cash adjustment applied only to the first nine months. No adjustments was made in the fourth quarter of either year. Bookings in the fourth quarter were strong, totaling $21.3 million, a 59% increase over the prior year. For the year of 1996, new orders amounted to $54.4 million, a 29% increase over the $42.3 million received in 1995. Order backlog at the end of 1996 stood at $21.0 million, a 29% increase over the $16.3 backlog at the end of 1995. Included in the fourth quarter orders were a $2.8 million order from a major first-tier automotive supplier; a $0.5 million order from Trident Systems, Inc., a forest products system integrator; and a $0.5 million from the steel processing industry for furnace inspection. Perceptron received an additional $2.0 million booking from Trident Systems in January, 1997. Alfred A. Pease, Chairman, President and Chief Executive Officer of Perceptron stated, "The Perceptron team has once again delivered record results to its customers and its shareholders. We are very pleased with our sales, bookings, and earnings for 1996, which demonstrate the continuing strength of our core automotive business and our progress in developing our non-automotive businesses. We are encouraged by the customer satisfaction engendered by our 1996 forest products beta test sites and operational installations. "Our first-tier supplier booking is also important in that it extends our proven product line to a new set of customers. It also positions us earlier in the automobile production process and provides the Company with a new base of customers from which to leverage additional sales. And, as mentioned in yesterday's acquisition announcement, the alliance of Perceptron with Autospect is an important element of our strategy to broaden and deepen the penetration in our core automotive segments while diversifying into other markets. The merger of the two companies allows Perceptron to provide a broader solution to the worldwide auto industry fit and finish challenge." The Company also announced it has purchased certain assets and intellectual property of HGV Vosseler GmbH & Co. KG of Oehringen, Germany in exchange for 82,150 shares of Perceptron common stock. This transaction enhances Perceptron's global technology base and shortens the time to market for products under development. Perceptron designs, manufactures and markets information based process measurement and guidance solutions for industry. Perceptron's systems are recognized in a number of industries and market segments as important tools for improvement of both quality and efficiency. Perceptron markets and sells its products worldwide through its offices in Michigan, Germany, Brazil, the Netherlands, Korea, and Japan. Safe Harbor Statement Certain statements in this press release are "forward looking statements" within the meaning of the Securities Exchange Act of 1934. Actual results could differ materially from those in the forward looking statements due to a number of uncertainties, including, but not limited to, the ability of the Company to resolve technical issues inherent in the development of new products and technologies, the ability of the Company to identify and satisfy market needs, general product development and commercialization difficulties, the quality and cost of competitive products already in existence or developed in the future, the level of interest existing and potential new customers may have in new products and technologies generally, the continuation or acceleration of the automotive industry's retooling programs, rapid or unexpected technological changes, general product demand and market acceptance risks, the ability of the Company to successfully compete with alternative and similar technologies and the effect of economic conditions. Financial Tables Follow PERCEPTRON, INC. SELECTED FINANCIAL DATA CONDENSED INCOME STATEMENTS (Audited) (In $000's except per share data) Three Months Ended Twelve Months Ended December 31, December 31, 1996 1995 1996 1995 Net sales $16,098 $13,388 $49,679 $37,219 Cost of sales 5,901 4,951 18,989 14,175 ------ ------ ------ ------ Gross profit 10,197 8,437 30,690 23,116 ------ ------ ------ ------ Selling, general and administrative expense 3,262 3,275 11,456 9,884 Engineering, research and development expense 1,660 1,167 5,854 4,467 Non-cash stock compensa- tion expense -- -- 3,202 1,377 ----- ----- ----- ----- Income from operations 5,275 3,995 10,178 7,388 Interest income, net 199 146 786 539 ----- ----- ------ ----- Income before provision for income taxes 5,474 4,141 10,964 7,927 Provision for income taxes 1,583 0 3,070 (482) ----- ----- ------ ------ Net income $ 3,891 $ 4,141 $ 7,894 $ 8,409 ----- ----- ------ ------ Net income per weighted average common share* $ .50 $ .56* $ 1.03 $ 1.16* ===== ===== ====== ====== Weighted average common and common equivalent shares 7,706 7,391 7,636 7,258 ----- ----- ----- ----- * Net income per share would have been $0.40 and $0.84 for the three and twelve month periods of 1995, respectively, had income been taxed at 1996 rates. CONDENSED BALANCE SHEETS (Audited) (In $000's) December 31, December 31, 1996 1995 Cash and cash equivalents $14,666 $14,990 Other current assets 30,815 21,064 Property and equipment, net 9,115 2,527 Other non-current assets 2,300 -- ------ ------ Total assets $56,896 $38,581 ====== ====== Total liabilities $10,392 $ 8,223 Shareholders' equity 46,504 30,358 ------ ------ Total liabilities and and shareholders' equity $56,896 $38,581 ====== ======