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			 The agreement is due to be presented to the Peugeot board on 
			February 18 and likely signed as a non-binding memorandum of 
			understanding the same day, according to three sources with direct 
			knowledge of the situation. 
 			Peugeot, battered by Europe's prolonged auto demand slump and 
			sustained by 7 billion euros of state guarantees, needs a cash 
			infusion to stay afloat. The planned share sale to Dongfeng and the 
			French government may be its last survival hope after the failure of 
			earlier deal talks with U.S.-based General Motors <GM.N>.
 			The accompanying industrial plan would see Peugeot and Dongfeng 
			retain and expand their existing joint venture, increasing research 
			and development cooperation with a view to expanding into South East 
			Asian markets, according to the sources, who declined to be named 
			because the talks were confidential.
 			Peugeot has been in talks with Dongfeng for months over a rescue 
			plan that would see the Chinese automaker and French government take 
			matching stakes of about 14 percent each. 			
 
 			CHOOSING A CHAIRMAN
 			With most details now agreed — including a heavily discounted 7.50 
			euro issue price for the two new shareholders — the choice of a new 
			independent chairman is the main outstanding point to be resolved, 
			several sources said. Peugeot shares closed at 12.52 euros on 
			Wednesday.
 			The French government is pushing Louis Gallois, a senior civil 
			servant who joined the Peugeot board on a nominally independent 
			ticket as a condition of the existing state guarantee in place since 
			2012, the sources said.
 			But Dongfeng is resisting his nomination and rooting instead for 
			prominent French businesswoman Patricia Barbizet, another 
			independent Peugeot director.
 			A spokeswoman for Barbizet did not immediately return calls seeking 
			comment. Peugeot declined to comment on the deal talks with 
			Dongfeng. 
            
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			Zhou Mi, a spokesman for the Wuhan, China-based Dongfeng, said he 
			was not aware of any agreement so far. He said the company would 
			make a public announcement if any deal was reached.
 			Shares of Hong Kong-listed Dongfeng were down 1.6 percent in 
			Thursday trading. The overall market <.HSI> was 0.4 percent lower.
 			Under the terms, to be announced with its full-year results next 
			week, Peugeot will raise 3 billion euros through the reserved share 
			sale to Dongfeng and the French government and through a smaller, 
			subsequent rights issue to existing shareholders.
 			Current shareholders will also receive warrants to purchase 
			additional stock at an equivalent price in an operation that may 
			raise as much as 1 billion euros more, one source said.
 			French deal negotiators returned this week from China after a final 
			round of substantive talks with state-owned Dongfeng, he said.
 			The French carmaker said on January 20 it was engaged in discussions 
			on a deeper Dongfeng partnership backed by a 3 billion euro capital 
			increase and warrants issue. ($1 = 0.7312 euros)
 			(Additional reporting by Samuel Shen in 
			Shanghai; editing by Keiron Henderson, Andrew Callus and Miral 
			Fahmy) 
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