Item 8.01. Other Events.
On
The foregoing description of the Indenture and First Supplemental Indenture is qualified in its entirety by the terms of such agreements, which are filed hereto as Exhibits 4.1 and 4.2, respectively, and incorporated herein by reference. The foregoing description of the Notes is qualified in its entirety by reference to the full text of the respective forms of the Notes filed hereto as Exhibit 4.3 with respect to the 2026 Sustainability Notes and Exhibit 4.4 with respect to the 2031 Notes, and each incorporated herein by reference.
In connection with the offering, the legal opinions as to the validity of the Notes are attached hereto as Exhibits 5.1, 5.2, 5.3, 5.4, 5.5 and 5.6 and are incorporated herein by reference.
This report on Form 8-K shall be deemed to be incorporated by reference in the
registration statement on Form S-3 (Registration Nos. 333-251835, 333-251835-01,
333-251835-02, 333-251835-03, 333-251835-04, 333-251835-05, 333-251835-06,
333-251835-07, 333-251835-08, 333-251835-09) of
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit Number Description 4.1 Indenture, datedJanuary 14, 2021 , betweenMercadoLibre, 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. andThe Bank of New York Mellon , as trustee. 4.2 First Supplemental Indenture, datedJanuary 14, 2021 , betweenMercadoLibre, 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. andThe Bank of New York Mellon , as trustee. 4.3 Form of Global Note representing the Registrant's 2026 Sustainability Notes. 4.4 Form of Global Note representing the Registrant's 2031 Notes. 5.1 Opinion ofCleary Gottlieb Steen & Hamilton LLP , counsel to the Company, as to the validity of debt securities and guarantees. 5.2 Opinion of Marval O'Farrell Mairal as to the validity of guarantees under Argentine law. 5.3 Opinion of Veirano Advogados as to the validity of guarantees under Brazilian law. 5.4 Opinion of Nader, Hayaux y Goebel, S.C. as to the validity of guarantees under Mexican law. 5.5 Opinion of Claro & Cia. as to the validity of guarantees under Chilean law. 5.6 Opinion of Brigard & Urrutia Abogados SAS as to the validity of guarantees under Colombian law. 23.1 Consent ofCleary Gottlieb Steen & Hamilton LLP (included in opinion filed as Exhibit 5.1). 23.2 Consent of Marval O'Farrell Mairal (included in opinion filed as Exhibit 5.2). 23.3 Consent of Veirano Advogados (included in opinion filed as Exhibit 5.3). 23.4 Consent of Nader, Hayaux y Goebel, S.C. (included in opinion filed as Exhibit 5.4). 23.5 Consent of Claro & Cia. (included in opinion filed as Exhibit 5.5). 23.6 Consent of Brigard & Urrutia Abogados SAS (included in opinion filed as Exhibit 5.6). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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