UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



FORM 8-K



CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 15, 2019



MercadoLibre, Inc.
(Exact Name of Registrant as Specified in its Charter)



Delaware
001-33647
98-0212790
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification Number)

Arias 3751, 7th Floor, Buenos Aires, Argentina C1430CRG
(Address of Principal Executive Offices) (Zip Code)

011-54-11-4640-8000
(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240-14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐






Item 7.01
Other Events

On March 15, 2019, the Company issued a press release (Exhibit 99.1 hereto) announcing the closing of its previously announced underwritten public offering (the “Offering”) of approximately US$1.15 billion of common stock at a public offering price of $480.00 per share, which includes the exercise in full of the underwriters’ option to purchase $150 million of additional shares of common stock, and the closing of its $750 million concurrent private offering of common stock to PayPal.

The shares are listed on the Nasdaq Global Select Market and trade under the symbol “MELI.”

The information furnished in this Item 7.01 of this Current Report (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

This Current Report shall not constitute an offer to sell or a solicitation of an offer to buy securities, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Item 9.01
Financial Statements and Exhibits.

(d) Exhibits

Exhibit
Number
 
Description
     
99.1
 
Press release dated March 15, 2019


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


     
 
MercadoLibre, Inc.
     
Dated: March 15, 2019
By:
/s/ Pedro Arnt
 
Name:
Pedro Arnt
 
Title:
Chief Financial Officer


EXHIBIT INDEX


Exhibit
Number
 
Description
     
 
Press release dated March 15, 2019



Exhibit 99.1

March 15, 2019

MercadoLibre, Inc. Announces Closing of Follow-on Offering

Buenos Aires, Mar. 15th, 2019 – MercadoLibre, Inc. (NASDAQ: MELI), Latin America’s leading e-commerce technology company, today announced the closing of its previously announced underwritten public offering of approximately US$1.15 billion of common stock at a public offering price of $480 per share, which includes the exercise in full of the underwriters’ option to purchase $150 million of additional shares of common stock.

The Company today also announced the closing of its $750 million concurrent private offering of common stock to PayPal, and expects to close its previously announced offering of $100 million Preferred Stock to Dragoneer on or prior to March 29, 2019, resulting in a total offering of $2 billion.

Goldman Sachs, J.P. Morgan and Morgan Stanley are acting as joint bookrunners for the public offering.

An automatically effective registration statement relating to these securities was filed with the Securities and Exchange Commission on March 11, 2019. The offering was made only by means of an effective shelf registration statement, including a prospectus supplement and the accompanying prospectus, copies of which may be obtained from Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, telephone: (866) 471-2526 or email: prospectusny@ny.email.gs.com,  J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, email: prospectus-eq_fi@jpmchase.com or Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About MercadoLibre

MercadoLibre hosts the largest online commerce and payments ecosystem in Latin America. Its efforts are centered on enabling e-commerce and digital and mobile payments on behalf of its customers by delivering a suite of technology solutions across the complete value chain of commerce. The company is present in 18 countries, including: Argentina, Brazil, Mexico, Colombia, Chile, Venezuela and Peru. Based on unique visitors and page views, MercadoLibre is the market leader in each of the major countries where it is present.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. Any statements contained herein, which do not describe historical facts, including, but not limited to, statements regarding the anticipated use of proceeds of the offering are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those discussed in such forward-looking statements. Unless required by law, MercadoLibre, Inc. undertakes no obligation to publicly update or revise any forward-looking statements to reflect circumstances or events after the date hereof.

CONTACT:
 
MercadoLibre, Inc.
Investor Relations
 
investor@mercadolibre.com
http://investor.mercadolibre.com