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Securitization Transactions
9 Months Ended
Sep. 30, 2022
Securitization Transactions [Abstract]  
Securitization Transactions 12. Securitization Transactions

The process of securitization consists of the issuance of securities collateralized by a pool of assets through a special purpose entity, often under a VIE.

The Company securitizes financial assets associated with its credit cards and loans receivable portfolio. The Company’s securitization transactions typically involve the legal transfer of financial assets to bankruptcy remote special purpose entities (“SPEs”). The Company generally retains economic interests in the collateralized securitization transactions, which are retained in the form of subordinated interests. For accounting purposes, the Company is generally precluded from recording the transfers of assets in securitization transactions as sales or is required to consolidate the SPE.

The Company securitizes certain credit card receivables related to users’ purchases through Argentine and Chilean SPEs. Under the SPE contracts, the Company has determined that it has no obligation to absorb losses or the right to receive benefits of the SPEs that could be significant because it does not retain any equity certificate of participation or subordinated interest in the SPEs. As the Company does not control the vehicles, its assets, liabilities and related results are not consolidated in the Company’s financial statements.

Additionally, the Company securitizes certain credit card receivables related to users’ purchases through Brazilian SPEs. Under the SPE contracts, the Company has determined that it has the obligation to absorb losses or the right to receive benefits of the SPEs that could be significant because it retains subordinated interest in the SPEs. As the Company controls the vehicles, the assets, liabilities and related results are consolidated in its financial statements.

The Company securitizes certain loans receivable through Brazilian, Argentine and Mexican SPEs, formed to securitize loans receivable provided by the Company to its users or purchased from financial institutions that grant loans to the Company’s users through Mercado Pago. According to the SPE contracts, the Company has determined that it has both the power to direct the activities of the entity that most significantly impact the entity’s performance and the obligation to absorb losses or the right to receive benefits of the entity that could be significant because it retains the equity certificates of participation and would therefore also be consolidated. When the Company controls the vehicle, it accounts for the securitization transactions as if they were secured financing and therefore the assets, liabilities and related results are consolidated in its financial statements.

The following table summarizes the Company’s collateralized debt under securitization transactions, as of September 30, 2022:

SPEs

Collateralized debt as of September 30, 2022

Interest rate

Currency

Maturity

Mercado Crédito I Brasil Fundo de Investimento Em Direitos Creditórios Não Padronizados

186

CDI + 2.50%

Brazilian Reais

May 2025

Fundo de Investimento Em Direitos Creditórios Arandu

185

CDI + 1.75%

Brazilian Reais

June 2023

Mercado Crédito Fundo de Investimento Em Direitos Creditórios Não Padronizado

12

CDI + 3.50%

Brazilian Reais

August 2023

Olimpia Fundo de Investimento Em Direitos Creditórios

97

CDI + 1.25%

Brazilian Reais

November 2024

Mercado Crédito II Brasil Fundo De Investimento Em Direitos Creditórios Nao Padronizados

209

CDI + 1.90%

Brazilian Reais

May 2028

Mercado Crédito Consumo VII

1

Badlar rates plus 200 basis points with a min 30% and a max 46%

Argentine Pesos

October 2022

Mercado Crédito Consumo VIII

12

Badlar rates plus 200 basis points with a min 30% and a max 50%

Argentine Pesos

February 2023

Mercado Crédito Consumo IX

16

Badlar rates plus 200 basis points with a min 30% and a max 52%

Argentine Pesos

May 2023

Mercado Crédito Consumo X

16

Badlar rates plus 200 basis points with a min 35% and a max 62%

Argentine Pesos

June 2023

Mercado Crédito Consumo XI

19

Badlar rates plus 200 basis points with a min 35% and a max 63%

Argentine Pesos

August 2023

Mercado Crédito Consumo XII

19

Badlar rates plus 200 basis points with a min 35% and a max 70%

Argentine Pesos

September 2023

Mercado Crédito Consumo XIII

19

Badlar rates plus 200 basis points with a min 35% and a max 74%

Argentine Pesos

November 2023

Mercado Crédito Consumo XIV (*)

15

Badlar rates plus 200 basis points with a min 35% and a max 80%

Argentine Pesos

July 2023

Mercado Crédito XII

1

Badlar rates plus 200 basis points with a min 30% and a max 46%

Argentine Pesos

November 2022

Mercado Crédito XIII

6

Badlar rates plus 200 basis points with a min 30% and a max 46%

Argentine Pesos

April 2023

Mercado Crédito XIV

15

Badlar rates plus 200 basis points with a min 30% and a max 48%

Argentine Pesos

March 2023

Mercado Crédito XV

16

Badlar rates plus 200 basis points with a min 30% and a max 56%

Argentine Pesos

August 2023

Mercado Crédito XVI (*)

12

Badlar rates plus 200 basis points with a min 35% and a max 80%

Argentine Pesos

August 2023

Fideicomiso de administración y fuente de pago CIB/3756

149

The equilibrium interbank interest rate published by Banco de Mexico in the Diario Oficial plus 1.9%

Mexican Pesos

October 2023

Fideicomiso de administración y fuente de pago CIB/3369

182

The equilibrium interbank interest rate published by Banco de Mexico in the Diario Oficial plus 3.0%

Mexican Pesos

April 2024

1,187

(*)

As of September 30, 2022, Loans payables owned by these trusts were obtained through private placements. Mercado Crédito XVI and Mercado Crédito Consumo XIV trusts made a public bond offering in the Argentine stock market on October 21, 2022 and October 28, 2022, respectively.

This secured debt is issued by the SPEs and includes collateralized securities used to fund the Company’s Fintech business. The third-party investors in the securitization transactions have legal recourse only to the assets securing the debt and do not have recourse to the Company. Additionally, the cash flows generated by the SPEs are restricted to the payment of amounts due to third-party investors, but the Company retains the right to residual cash flows.

The assets and liabilities of the SPEs are included in the Company’s interim condensed consolidated financial statements as of September 30, 2022 and December 31, 2021 as follows:

September 30,

December 31,

2022

2021

Assets

(In millions)

Current assets:

Restricted cash and cash equivalents

$

421

$

282

Credit card receivables and other means of payments, net

295

278

Loans receivable, net

930

608

Total current assets

1,646

1,168

Non-current assets:

Long-term investments

15

13

Loans receivable, net

26

45

Deferred tax assets

37

19

Total non-current assets

78

77

Total assets

$

1,724

$

1,245

Liabilities

Current liabilities:

Accounts payable and accrued expenses

$

1

$

1

Loans payable and other financial liabilities

372

77

Taxes payable

38

23

Other liabilities

1

Total current liabilities

412

101

Non-current liabilities:

Loans payable and other financial liabilities

815

674

Total non-current liabilities

815

674

Total liabilities

$

1,227

$

775