Offering of Bonds Convertible into and/or Exchangeable for New or Existing Shares (OCEANE) by Peugeot SA Full Exercise of the over-Allotment Option Increasing Issue from €500 Million Size to €575 Million

PARIS--(Business Wire)--
Regulatory News:

NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION DIRECTLY OR INDIRECTLY IN THE
UNITED STATES, CANADA, AUSTRALIA OR JAPAN

This press release and the information contained herein do not constitute an
offer to sell or subscribe, nor the solicitation of an order to purchase or
subscribe, securities in the United States or any other jurisdiction. The Bonds
and the shares into which they may be converted or exchanged may not be offered
or sold in the United States absent registration or an exemption from
registration under the U.S. Securities Act of 1933, as amended. Peugeot S.A.
does not intend to register any portion of the planned offer of securities in
the United States or to conduct a public offering of securities in the United
States.

Peugeot S.A. (the "Company") (Paris:UG) launched on June 23, 2009 an offering of
bonds convertible into and/or exchangeable for new or existing shares of Peugeot
S.A. due January 1st, 2016 (the "Bonds") for an amount of €500 million. Terms of
the issue were set and announced on June 26th, 2009, after expiration of the
priority subscription period.

CALYON, Citi, HSBC and Société Générale Corporate & Investment Banking, as joint
lead managers and joint bookrunners of the Bonds offering, have informed Peugeot
S.A. that they are exercising in full the over-allotment option.

As a result, the total size of the offering of Bonds is being increased by
€75,000,000 to €574,999,961.50 corresponding to 22,908,365 Bonds.

Furthermore, Société Générale Corporate and Investment Banking, as stabilizing
manager of the offering, has informed Peugeot SA that no stabilization was
implemented during the stabilization period, which began on June 26th, 2009
after the circulation of Peugeot S.A.`s press release announcing the final terms
of the Bonds, and ended on June 29th, 2009.

The expected date of issue and settlement and delivery of the Bonds and the
listing of the Bonds on Euronext Paris is July 1st, 2009.

This issue is lead-managed by Société Générale Corporate and Investment Banking
acting as global coordinator, joint lead manager and joint bookrunner, and
CALYON, Citi and HSBC, acting as joint lead managers and joint bookrunners,
together with BNP Paribas and Lazard-NATIXIS as co-bookrunners.

Peugeot S.A.`s shares are listed on Euronext Paris market (Compartiment A).
Peugeot S.A. is a member of the CAC 40 index and is entitled to the Deferred
Settlement Service (Service de Réglement Différé or SRD).

ISIN code : FR 0000121501

Website : www.psa-peugeot-citroen.com

Availability of the prospectus

A prospectus in the French language approved by the Autorité des marchés
financiers (AMF) under N° 09-197 on June,22nd 2009 is available free of charge
at the registered office of the Company,75, avenue de la Grande Armée, 75116
Paris, France as well as on the websites of Peugeot S.A.
(www.psa-peugeot-citroen.com) and the AMF (www.amf-france.org).

The prospectus consists of Peugeot S.A.`s document de référence, filed with the
AMF on April 24th, 2009 under N° D.09-0309, an update of the document de
référence filed with the AMF on June,22nd 2009 under N° D. 09-0309-A01 and a
note d`opération which includes the prospectus summary.

Peugeot S.A. draws the attention of investors to the risks mentioned in chapter
4 of the document de reference and in chapter 2 of the note d`opération.

DISCLAIMER

No communication and no information in respect of the offering by Peugeot S.A.
of bonds convertible into and/or exchangeable for new or existing shares (the
"Bonds") may be distributed to the public in any jurisdiction where a
registration or approval is required. No steps have been or will be taken in any
jurisdiction outside France where such steps would be required. The offering or
subscription of the Bonds may be subject to specific legal or regulatory
restrictions in certain jurisdictions. Peugeot S.A. takes no responsibility for
any violation of any such restrictions by any person.

This announcement is an advertisement and not a prospectus within the meaning of
Directive 2003/71/EC of the European Parliament ant the Council of November 4,
2003 (as implemented in each member State of the European Economic Area, the
"Prospectus Directive").

This announcement does not, and shall not, in any circumstances constitute a
public offering nor an invitation to the public in connection with any offer.

The offer and sale of the Bonds have first been carried out in accordance with a
private placement in France and out of France. The offer has been made to the
public exclusively in France.

With respect to the member States of the European Economic Area, other than
France, which have implemented the Prospectus Directive (each, a "relevant
member State"), no action has been undertaken or will be undertaken to make an
offer to the public of the Bonds requiring a publication of a prospectus in any
relevant member State. As a result, the Bonds may only be offered in relevant
member States:

(a)to legal entities which are authorized or regulated to operate in the
financial markets or, if not so authorized or regulated, whose corporate purpose
is solely to place securities;

(b)to any legal entity which has two or more of the following criteria: (1) an
average of at least 250 employees during the last financial year; (2) a total
balance sheet of more than € 43 million; and (3) an annual net turnover of more
than € 50 million, as per its last annual or consolidated accounts;

(c)in any other circumstances, not requiring the issuer to publish a prospectus
as provided under article 3(2) of the Prospectus Directive.

For purposes of this paragraph, the expression an "offer to the public" of Bonds
in each Member State having transposed the Prospectus Directive means the
communication, to individuals or legal entities, in any form and by any means,
of sufficient information on the terms and conditions of the offer of Bonds and
the Bonds to be offered to enable an investor to decide to purchase or subscribe
for the Bonds, as the same may be varied in that Member State by any measure
implementing the Prospectus Directive in that Member State.

With respect to the United Kingdom, this press release is for distribution only
to persons who (i) are outside the United Kingdom, (ii) have professional
experience in matters relating to investments falling within Article 19(5) of
the Financial Services and Markets Act 2000 (Financial promotion) Order 2005,
(iii) are "high net worth entities" and other persons, to whom this Prospectus
may be legally distributed within the meaning of Article 49(2) (a) to (d) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, or
(iv) are any other person to whom this document may be communicated under
applicable law (all such persons together being referred to as "Qualified
Persons"). The Bonds and new or existing shares received upon conversion or
exchange of the Bonds (the "Securities") are intended only for Qualified
Persons, and no invitation, offer or agreements to subscribe, purchase or
otherwise acquire such Securities may be proposed or concluded other than with
Qualified Persons. Any person other than a Qualified Person may not act or rely
on this press release or any provision thereof.

This press release is not a prospectus which has been approved by the Financial
Services Authority or any other United Kingdom regulatory authority for the
purposes of Section 85 of the Financial Services and Markets Act 2000.

With respect to the United States of America, this press release may not be
published, distributed or transmitted in the United States (including its
territories and dependencies, any state of the United States and the district of
Columbia). This press release does not constitute or form a part of any offer or
solicitation to purchase or subscribe for securities in the United States. The
Bonds and new or existing shares received upon conversion or exchange of the
Bonds have not been, and will not be, registered under the U.S. Securities Act
of 1933, as amended (the "Securities Act"). They may not be offered or sold in
the United States or to, or for the account or benefit of U.S. persons (as
defined in Regulation S under the Securities Act), except pursuant to an
exemption from the registration requirements of the Securities Act. Peugeot S.A.
does not intend to register all or any portion of the offering in the United
States nor to conduct an offering to the public in the United States.

The distribution of this press release in certain countries may constitute a
breach of applicable law. The information contained in this press release does
not constitute an offer of securities for sale in the United States, Canada,
Japan or Australia.

This press release may not be published, forwarded or distributed in the United
States, Canada, Australia or Japan.

Peugeot S.A.
Investor Relations:
James Palmer
Investor Relations Officer
Tél : +33 (1) 40 66 54 59
Fax : + 33 (1) 40 66 51 99
Email : james.palmer@mpsa.com
or
Press relations: +33 (1) 40 66 52 04

Copyright Business Wire 2009