PSA - 2019 Universal Registration Document

PEUGEOT S.A. FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2019 Notes to Peugeot S.A. Financial statements

BORROWINGS F. Borrowingsare statedat theirnominalamount.Debtissuancecosts are not capitalisedbut are expensedin full in the periodwhenthey are incurred. When the face value of non-convertiblebonds is higher than the amount receivedby Peugeot S.A., the discount is amortisedover the lifeof the bond. G. The purposeof implementingderivativefinancialinstrumentsis to limit exposureto the fluctuationsin interestrates for variable-rate borrowings. These interest rate swaps abide by the principles of cash flow hedge accounting,pursuantto ANC (Frenchaccountingstandards body) Regulation 2015-05: information on financial instruments is recognised under n off-balance sheet commitments, (Note 21 Financial commitments); the hedging effect in net financial income is recognisedat the n same rateas the hedged interest. H. Company employees are entitled to length-of-service awards payable on retirementand supplementarypension benefits under defined contribution or defined benefit plans. The Company has not elected to recognise its retirement obligationsin the balance sheet. Further informationon these is providedin Note 22. FINANCIAL INSTRUMENTS RETIREMENT COMMITMENTS DISTRIBUTION OF DIVIDENDS On 6 May 2019, PeugeotS.A. paid dividendsto its shareholdersof €697.2 million, equivalentto €0.78per share. BONDS ISSUE In April 2019,a Schuldscheinbondwas issuedfor a total amountof EUR 522.0 million brokendownintoseveral tranches. Issue of anew€600 million bond in September 2019 (Note 12). FREE SHARE ALLOCATION PLAN Two free share allocationplans have matured.At the end of the second vesting period of the 2015 plan, which concluded on 31 March 2019, 325,792 shares were distributed to foreignresidents. For the 2016plan,whosethree-yearvestingperiodendedon 3 June SIGNIFICANT EVENTS NOTE 2

INCOME TAXES I. PeugeotS.A. and its over 95%-ownedsubsidiaries in Franceelected to file a consolidatedtax return,in accordancewith Article 223Aof the FrenchGeneralTaxCode. The effects of Group relief recorded in the Company’s income statement comprise: the total income correspondingto the sum of the tax due by n profitable subsidiaries; the net tax expenseor tax benefitresultingfrom settingoff the n taxableprofits and losses of the companies in the tax group; the income correspondingto any repaymentsfrom profitable n subsidiaries to which tax savings were transferred in prior periods; any adjustments of income tax expense for priorperiods; n charges to provisions for contingenciesset up to cover the n estimatednet income tax expense that may be due following periodic tax audits of subsidiaries in the tax group.

CHANGES IN MEASUREMENT METHOD

J. There wereno changes inmeasurementmethod during the year.

COMMITMENT TO BUY BACK SHARES FROM DONGFENG MOTORGROUP COMPANY LIMITED As part of the combinationof Peugeot S.A.’s and Fiat Chrysler AutomobilesN.V.’sbusinessactivities,a sharebuybackprogramme was signed betweenPeugeotS.A. and DongfengMotor Group on 17 December 2019. This agreementstates that DFG, which holds a 12.23%stake in the share capital of Peugeot S.A., is obligated to dispose of 30,700,000 shares out of the 110,622,220 shares held before 31 December2020,and PeugeotS.A. has agreedto buy themback (Note 21). GROUPE PSA AND FCA AGREEMENT On 18 December2019, Fiat ChryslerAutomobilesN.V. and Peugeot S.A. signed a binding agreement for a 50/50 merger of their business activities. Themergeris subjectto the usualconditions,notablyvotingby the shareholdersof the two groups at their respectiveExtraordinary GeneralMeetingsand compliancewith the regulatoryrequirements (anti-trust and other laws). It should be competed within 12 to 18 months.

2019, 980,880 shares were distributed to beneficiaries. On 20 May 2019, a new free share plan wasinstituted.

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GROUPE PSA - 2019 UNIVERSAL REGISTRATION DOCUMENT