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LOANS PAYABLE AND OTHER FINANCIAL LIABILITIES | 12 Months Ended
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Dec. 31, 2024
Debt Disclosure [Abstract] |
LOANS PAYABLE AND OTHER FINANCIAL LIABILITIES | LOANS PAYABLE AND OTHER FINANCIAL LIABILITIES The following tables summarize the Company’s loans payable and other financial liabilities as of December 31, 2024 and 2023:
| December 31,
| 2024 |  | 2023
| (In millions)
Loans from banks | $ | 946 |  |  | $ | 485 |
Bank overdrafts | 26 |  |  | 33 |
Secured lines of credit | 110 |  |  | 39 |
Financial Bills | 7 |  |  | — |
Deposit Certificates | 1,068 |  |  | 976 |
Commercial Notes | 5 |  |  | 7 |
Finance lease liabilities | 41 |  |  | 35 |
Collateralized debt | 610 |  |  | 693 |
2026 Sustainability Notes | 4 |  |  | 4 |
2031 Notes | 8 |  |  | 9 |
Other lines of credit | 3 |  |  | 11 |
Current loans payable and other financial liabilities | $ | 2,828 |  |  | $ | 2,292 |
Loans from banks | $ | 217 |  |  | $ | 72 |
Secured lines of credit | 6 |  |  | 17 |
Financial Bills | 271 |  |  | 8 |
Deposit Certificates | 2 |  |  | — |
Commercial Notes | 170 |  |  | 211 |
Finance lease liabilities | 81 |  |  | 96 |
Collateralized debt | 1,232 |  |  | 782 |
2026 Sustainability Notes | 362 |  |  | 389 |
2031 Notes | 546 |  |  | 626 |
Other lines of credit | — |  |  | 2 |
Non-Current loans payable and other financial liabilities | $ | 2,887 |  |  | $ | 2,203 |
Type of instrument |  | Currency |  | Interest |  | Weighted Average Interest Rate |  | Maturity |  | December 31,
|  |  |  |  | 2024 |  | 2023
|  |  |  |  |  |  |  |  |  | (In millions)
Loans from banks |  |  |  |  |  |  |  |  |  |  |  |
Chilean Subsidiaries |  | Chilean Pesos |  | Fixed |  | 6.80% |  | January - December 2025 |  | $ | 134 |  |  | $ | 104 |
Brazilian Subsidiary |  | Brazilian Reais |  | Variable |  | CDI + 0.81 |  | March 2025 |  | 44 |  |  | — |
Brazilian Subsidiary (1) |  | US Dollar |  | Fixed |  | 5.55% |  | October - November 2025 |  | 211 |  |  | 216 |
Brazilian Subsidiary (1) |  | Euros |  | Fixed |  | 4.16% |  | September 2025 - November 2026 |  | 190 |  |  | — |
Brazilian Subsidiary |  | Brazilian Reais |  | Variable |  | TJLP + 0.8% |  | January 2025 - May 2031 |  | 20 |  |  | 9 |
Mexican Subsidiaries |  | Mexican Pesos |  | Variable |  | TIIE + 1.59% - 3.50% |  | January 2025 - September 2029 |  | 512 |  |  | 178 |
Uruguayan Subsidiary |  | Uruguayan Pesos |  | Fixed |  | 8.88% |  | January - June 2025 |  | 52 |  |  | 50 |
Bank overdrafts |  |  |  |  |  |  |  |  |  |  |  |
Uruguayan Subsidiary |  | Uruguayan Pesos |  | Fixed |  | 9.64% |  | January 2025 |  | 15 |  |  | 13 |
Chilean Subsidiary |  | Chilean Pesos |  | Variable |  | TIB + 2.00% |  | January 2025 |  | 11 |  |  | 20 |
Secured lines of credit |  |  |  |  |  |  |  |  |  |  |  |
Argentine Subsidiaries |  | Argentine Pesos |  | Fixed |  | 37.62% |  | January - February 2025 |  | 102 |  |  | 29 |
Mexican Subsidiary |  | Mexican Pesos |  | Fixed |  | 10.63% |  | January 2025 - July 2027 |  | 14 |  |  | 27 |
Financial Bills |  |  |  |  |  |  |  |  |  |  |  |
Brazilian Subsidiary |  | Brazilian Reais |  | Variable |  | CDI + 0.45% - 1.40% |  | March 2025 - September 2027 |  | 278 |  |  | 8 |
Deposit Certificates |  |  |  |  |  |  |  |  |  |  |  |
Brazilian Subsidiary |  | Brazilian Reais |  | Variable |  | CDI +0.29% - 0.7% |  | January - November 2025 |  | 331 |  |  | — |
Brazilian Subsidiary |  | Brazilian Reais |  | Variable |  | 98% to 150% of CDI |  | January 2025 - December 2026 |  | 480 |  |  | 703 |
Brazilian Subsidiary |  | Brazilian Reais |  | Fixed |  | 10.69% - 13.98% |  | January - June 2025 |  | 36 |  |  | 77 |
Brazilian Subsidiary |  | Brazilian Reais |  | Variable |  | 101.5% to 107.5% of CDI |  | January - February 2025 |  | 223 |  |  | 196 |
Commercial Notes |  |  |  |  |  |  |  |  |  |  |  |
Brazilian Subsidiary |  | Brazilian Reais |  | Variable |  | DI + 0.88% |  | January 2025 - August 2027 |  | 60 |  |  | 78 |
Brazilian Subsidiary |  | Brazilian Reais |  | Variable |  | IPCA + 6.41% |  | January 2025 - August 2029 |  | 115 |  |  | 140 |
Finance lease liabilities |  |  |  |  |  |  |  |  |  | 122 |  |  | 131 |
Collateralized debt |  |  |  |  |  |  |  |  |  | 1,842 |  |  | 1,475 |
2026 Sustainability Notes |  | US Dollar |  | Fixed |  | 2.375% |  | January 2025 - January 2026 |  | 366 |  |  | 393 |
2031 Notes |  | US Dollar |  | Fixed |  | 3.125% |  | January 2025 - January 2031 |  | 554 |  |  | 635 |
Other lines of credit |  |  |  |  |  |  |  |  |  | 3 |  |  | 13 |
|  |  |  |  |  |  |  |  |  | $ | 5,715 |  |  | $ | 4,495 |
(1) The carrying amount includes the effect of the derivative instruments that qualified for fair value hedge accounting. See Note 23 – Derivative instruments of these audited consolidated financial statements for further detail. See Note 21 – Securitization transactions and Note 22 – Leases of these audited consolidated financial statements for details regarding the Company’s collateralized debt securitization transactions and finance lease liabilities, respectively. 2.375% Sustainability Senior Notes Due 2026 and 3.125% Senior Notes Due 2031 On January 14, 2021, the Company closed a public offering of $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 pays interest on the Notes on January 14 and July 14 of each year, beginning on July 14, 2021. The 2026 Sustainability Notes will mature on January 14, 2026, and the 2031 Notes will mature on January 14, 2031. In connection with the Notes, the Company capitalized $11 million of debt issuance costs, which are amortized during the term of the Notes. The Company may, at its option, redeem the 2026 Sustainability Notes, in whole or in part, at any time prior to December 14, 2025 (the date that is one month prior to the maturity of the 2026 Sustainability Notes) and the 2031 Notes, in whole or in part, at any time prior to October 14, 2030 (the date that is three months prior to the maturity of the 2031 Notes), in each case by paying 100% of the principal amount of such Notes so redeemed plus the applicable “make-whole” amount and accrued and unpaid interest and additional amounts, if any. The Company may, at its option, redeem the 2026 Sustainability Notes, in whole or in part, on December 14, 2025 or at any time thereafter and the 2031 Notes on October 14, 2030 or at any time thereafter, in each case at the redemption price of 100% of the principal amount of such Notes so redeemed plus accrued and unpaid interest and additional amounts, if any. If the Company experiences certain change of control triggering events, it may be required to offer to purchase the notes at 101% of their principal amount plus any accrued and unpaid interest thereon through the purchase date. During 2023, the Company repurchased $9 million and $70 million principal amount of the outstanding 2026 Sustainability Notes and 2031 Notes, respectively plus $1 million of interest accrued on the 2026 Sustainability Notes and 2031 Notes. The total amount paid during 2023 for those repurchases amounted to $66 million. During 2024, the Company repurchased $27 million and $81 million in principal amount of the outstanding 2026 Sustainability Notes and 2031 Notes, respectively. The total amount paid during 2024 for those repurchases amounted to $98 million. For the years ended December 31, 2024 and 2023, the Company recognized $11 million and $14 million as a gain in Interest income and other financial gains in the consolidated statement of income. The Company allocated an amount equal to the net proceeds from the issuance of the 2026 Sustainability Notes to finance or refinance Eligible Projects. “Eligible Projects” are investments and expenditures made by the Company beginning with the issuance date of the 2026 Sustainability Notes or in the 24 months prior to the issuance of the 2026 Sustainability Notes, that: (i) contribute to environmental objectives such as: clean transportation, land conservation and preservation, energy efficiency, renewable energy, green buildings and pollution prevention and control, (ii) aim to address or mitigate a specific social issue or seek to achieve positive social outcomes especially, but not exclusively, for one or more target populations or (iii) combine (i) and (ii). Certain of the Company’s subsidiaries (the “Subsidiary Guarantors”) fully and unconditionally guarantee the payment of principal, premium, if any, interest, and all other amounts in respect of each of the Notes (the “Subsidiary Guarantees”). The initial Subsidiary Guarantors were MercadoLibre S.R.L., Ibazar.com Atividades de Internet Ltda., eBazar.com.br Ltda., Mercado Envios Servicos de Logistica Ltda., Mercado Pago Instituição de Pagamento Ltda. (formerly known as “MercadoPago.com Representações Ltda.”), MercadoLibre Chile Ltda., MercadoLibre, S.A. de C.V., Institución de Fondos de Pago Electrónico (formerly known as “MercadoLibre, S. de R.L. de C.V.”), DeRemate.com de México, S. de R.L. de C.V. and MercadoLibre Colombia Ltda. On October 27, 2021, MercadoLibre, S.A. de C.V., Institución de Fondos de Pago Electrónico became an excluded subsidiary pursuant to the terms of the Notes and it was released from its Subsidiary Guaranty. On October 27, 2021, MP Agregador, S. de R.L. de C.V. became a Subsidiary Guarantor under the Notes. On July 1 and October 1, 2022, Ibazar.com Atividades de Internet Ltda. and Mercado Envios Servicos de Logistica Ltda. were merged into eBazar.com.br Ltda, respectively. The Notes rank equally in right of payment with all of the Company’s other existing and future senior unsecured debt obligations. Each Subsidiary Guarantee will rank equally in right of payment with all of the Subsidiary Guarantor’s other existing and future senior unsecured debt obligations, except for statutory priorities under applicable local law. 2.00% Convertible Senior Notes Due 2028 On August 24, 2018, the Company issued $800 million of 2.00% Convertible Senior Notes due 2028 and issued an additional $80 million of notes on August 31, 2018 pursuant to the partial exercise of the initial purchasers’ option to purchase such additional notes, for an aggregate principal amount of $880 million of 2.00% 2028 Notes. The 2028 Notes would have matured on August 15, 2028 unless earlier redeemed, repurchased or converted in accordance with their terms prior to such date. The 2028 Notes were convertible, under specific conditions, based on an initial conversion rate of 2.2553 shares of common stock per $1,000 principal amount of the 2028 Notes (equivalent to an initial conversion price of $443.40 per share of common stock), subject to adjustment as described in the indenture governing the 2028 Notes. Holders were able to convert their 2028 Notes at their option at any time prior to February 15, 2028. In January 2021, the Company repurchased $440 million principal amount of the outstanding of the 2028 Notes. On September 19, 2023, the Company announced its intention to redeem all its 2028 Notes on November 14, 2023. Holders of the 2028 Notes could elect to convert their notes at any time before November 13, 2023. Each $1,000 principal amount of 2028 Notes was convertible into 2.2952 shares of MercadoLibre common stock. As of November 13, 2023, holders of the 2028 Notes converted $439 million principal amount of 2028 Notes into 1,007,597 shares of the Company’s common stock which MercadoLibre held as treasury stock. As of December 31, 2023, no principal amount of 2028 Notes remained outstanding. The Company entered into 2028 Notes Capped Call Transactions. The 2028 Notes Capped Call Transactions were expected generally to reduce the potential dilution upon conversion of the 2028 Notes in the event that the market price of the Company’s common stock was greater than the strike price and lower than the cap price of the 2028 Notes Capped Call Transactions. The settlement averaging period with respect to the 2028 Notes Capped Call Transactions began on June 28, 2023 and ended on August 30, 2023, and the 2028 Notes Capped Call Transactions settlement date was September 1, 2023. As a result the Company received 289,675 shares of common stock. Amended and Restated Revolving Credit Agreement On September 27, 2024, the Company entered into a $400 million amended and restated revolving credit agreement (the “Amended and Restated Credit Agreement”) with the lenders party thereto and the Company’s subsidiaries MercadoLibre S.R.L., Ebazar.com.br Ltda., Mercado Pago Instituição de Pagamento Ltda., DeRemate.com de Mexico S. de R.L. de C.V., MP Agregador, S. de R.L. de C.V., MercadoLibre Chile Ltda., and MercadoLibre Colombia Ltda. as initial guarantors (collectively, the “Initial Guarantors”). The Company’s obligations under the Amended and Restated Credit Agreement are guaranteed by the Initial Guarantors. The interest rates under the Amended and Restated Credit Agreement are based on Term SOFR (“Secured Overnight Funding Rate”) plus an interest margin of 1.00% per annum, which may be decreased to 0.90% per annum or increased to 1.15% per annum depending on the Company’s debt rating, as further provided under the Amended and Restated Credit Agreement. Any loans drawn from the Amended and Restated Credit Agreement must be repaid on or prior to September 27, 2028, which will be automatically extended to September 27, 2029 upon satisfaction, on or prior to August 28, 2027, of the Maturity Extension Conditions (as defined in the Amended and Restated Credit Agreement), as further provided in the Amended and Restated Credit Agreement. The Company is also obligated to pay a commitment fee on the unused amounts of the facility at a rate per annum equal to 25% of the then Applicable Margin, depending on the Company’s debt rating, as further provided under the Amended and Restated Credit Agreement. As of December 31, 2024, no amounts have been borrowed under the facility.

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org/1943274/2147481544/470-10-50-6 Reference 2: 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