Item 1.01. Entry into a Material Definitive Agreement.
On January 7, 2021, MercadoLibre, Inc. (the "Company") and its subsidiaries
MercadoLibre S.R.L., Ibazar.com Atividades de Internet Ltda., eBazar.com.br
Ltda., Mercado Envios Servicos de Logistica Ltda., MercadoPago.com
Representações Ltda., MercadoLibre Chile Ltda., MercadoLibre, S. de R.L. de
C.V., DeRemate.com de México, S. de R.L. de C.V. and MercadoLibre Colombia Ltda
entered into an underwriting agreement (the "Underwriting Agreement") with BNP
Paribas Securities Corp., BofA Securities, Inc., Citigroup Global Markets Inc.,
Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC as representatives of the
several underwriters listed in Schedule 1 thereto (the "Underwriters"), and the
Underwriters have agreed to purchase from the Company $400 million aggregate
principal amount of 2.375% Sustainability Notes due 2026 (the "2026
Sustainability Notes") and $700 million aggregate principal amount of 3.125%
Notes due 2031 (the "2031 Notes", and together with the 2026 Sustainability
Notes, the "Notes"). The Company is offering and selling the Notes pursuant to
the Company's Registration Statement on Form S-3 (File No. 333- 251835) (the
"Registration Statement"), which Registration Statement relates to the offer and
sale from time to time of an indeterminate amount of the Company's debt
securities.
The Underwriting Agreement contains customary representations, warranties and
covenants and includes the terms and conditions for the sale of the Notes by the
Company to the Underwriters, indemnification and contribution obligations and
other terms and conditions customary in agreements of this type.
The foregoing description of certain terms of the Underwriting Agreement is not
complete and is qualified in its entirety by the Underwriting Agreement, which
is attached as Exhibit 1.1 to this Current Report on Form 8-K and incorporated
herein by reference. Further information concerning the Notes and related
matters is set forth in the Prospectus Supplement.
Item 7.01 Regulation FD Disclosure.
On January 8, 2021, the Company issued a press release announcing the pricing of
the Notes in a public offering. The Notes are guaranteed by MercadoLibre S.R.L.,
Ibazar.com Atividades de Internet Ltda., eBazar.com.br Ltda., Mercado Envios
Servicos de Logistica Ltda., MercadoPago.com Representações Ltda., MercadoLibre
Chile Ltda., MercadoLibre, S. de R.L. de C.V., DeRemate.com de México, S. de
R.L. de C.V. and MercadoLibre Colombia Ltda. A copy of the press release is
attached hereto as Exhibit 99.1 and is incorporated into this Item 7.01 by
reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Description
1.1 Underwriting Agreement, dated January 7, 2021, among MercadoLibre, Inc.,
MercadoLibre S.R.L., Ibazar.com Atividades de Internet Ltda.,
eBazar.com.br Ltda., Mercado Envios Servicos de Logistica Ltda.,
MercadoPago.com Representações Ltda., MercadoLibre Chile Ltda.,
MercadoLibre, S. de R.L. de C.V., DeRemate.com de México, S. de R.L. de
C.V. and MercadoLibre Colombia Ltda and BNP Paribas Securities Corp.,
BofA Securities, Inc., Citigroup Global Markets Inc., Goldman Sachs &
Co. LLC and J.P. Morgan Securities LLC as representatives of the several
underwriters listed in Schedule 1 thereto.
99.1 Press Release dated January 8, 2021.
Exhibit 104 The cover page from this Current Report Form 8-K, formatted Inline XBRL.
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