10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June  30, 2015

-OR-

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-33647

MercadoLibre, Inc.

(Exact name of Registrant as specified in its Charter)

Delaware	98-0212790
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

Arias 3751, 7th Floor

Buenos Aires, C1430CRG, Argentina

(Address of registrant’s principal executive offices)

(+5411) 4640-8000

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes   ☒     No   ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files.    Yes   ☒     No   ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or smaller reporting company. See definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐   (Do not check if a smaller reporting company)	Smaller reporting company	☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes   ☐     No   ☒

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

44,155,589 shares of the issuer’s common stock, $0.001 par value, outstanding as of July 28, 2015.

MERCADOLIBRE, INC.

INDEX TO FORM 10-Q

PART I. FINANCIAL INFORMATION
Item 1 — Unaudited Interim Condensed Consolidated Financial Statements
Interim Condensed Consolidated Balance Sheets as of June 30, 2015 and December 31, 2014	1
Interim Condensed Consolidated Statements of Income for the six and three-month periods ended June 30, 2015 and 2014	2
Interim Condensed Consolidated Statements of Comprehensive Income for the six and three-month periods ended June 30, 2015 and 2014	3
Interim Condensed Consolidated Statements of Cash Flows for the six-month period ended June30, 2015 and 2014	4
Notes to Interim Condensed Consolidated Financial Statements (unaudited)	5
Item 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations	30
Item 3 — Qualitative and Quantitative Disclosures About Market Risk	57
Item 4 — Controls and Procedures	64
PART II. OTHER INFORMATION	64
Item 1 — Legal Proceedings	64
Item 1A — Risk Factors	66
Item 5 — Other information	66
Item 6 — Exhibits	70
INDEX TO EXHIBITS	72

MercadoLibre, Inc.

Interim Condensed Consolidated Financial Statements

as of June 30, 2015 and December 31, 2014

and for the six and three-month periods

ended June 30, 2015 and 2014

MercadoLibre, Inc.

Interim Condensed Consolidated Balance Sheets

As of June 30, 2015 and December 31, 2014

(In thousands of U.S. dollars, except par value)

(Unaudited)

	June 30,	December 31,
	2015	2014
Assets
Current assets:
Cash and cash equivalents	$        170,391	$       223,144
Short-term investments	167,161	148,810
Accounts receivable, net	46,123	46,672
Credit cards receivables, net	130,971	85,162
Prepaid expenses	5,332	3,458
Deferred tax assets	10,927	11,520
Other assets	16,449	13,984
Total current assets	547,354	532,750
Non-current assets:
Long-term investments	209,324	205,265
Property and equipment, net	82,735	91,545
Goodwill	101,840	68,829
Intangible assets, net	34,265	23,171
Deferred tax assets	13,343	21,554
Other assets	31,774	23,734
Total non-current assets	473,281	434,098
Total assets	$     1,020,635	$       966,848
Liabilities and Equity
Current liabilities:
Accounts payable and accrued expenses	$          67,371	$         58,006
Funds payable to customers	197,793	165,034
Salaries and social security payable	27,626	28,777
Taxes payable	37,092	26,013
Loans payable and other financial liabilities	1,499	1,642
Deferred tax liabilities	1,702	1,645
Other liabilities	8,048	4,176
Dividends payable	4,548	7,330
Total current liabilities	345,679	292,623
Non-current liabilities:
Salaries and social security payable	10,913	11,326
Loans payable and other financial liabilities	286,525	282,184
Deferred tax liabilities	21,620	18,746
Other liabilities	11,455	6,181
Total non-current liabilities	330,513	318,437
Total liabilities	$        676,192	$       611,060
Commitments and contingencies (Note 7)
Equity:
Common stock, $0.001 par value, 110,000,000 shares authorized,
44,155,589 and 44,154,572 shares issued and outstanding at June 30,
2015 and December 31, 2014, respectively	$                 44	$                44
Additional paid-in capital	137,787	137,645
Retained earnings	365,261	353,173
Accumulated other comprehensive loss	(158,649)	(135,074)
Total Equity	344,443	355,788
Total Liabilities and Equity	$     1,020,635	$       966,848

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

1

MercadoLibre, Inc.

Interim Condensed Consolidated Statements of Income

For the six and three-month periods ended June 30, 2015 and 2014

(In thousands of U.S. dollars, except for share data)

(Unaudited)

	Six Months Ended June 30,		Three Months Ended June 30,
	2015	2014	2015	2014
Net revenues	$          302,417	$          247,231	$            154,314	$          131,849
Cost of net revenues	(95,019)	(67,911)	(50,311)	(36,372)
Gross profit	207,398	179,320	104,003	95,477
Operating expenses:
Product and technology development	(36,885)	(23,998)	(19,639)	(11,741)
Sales and marketing	(55,317)	(48,821)	(29,115)	(26,469)
General and administrative	(38,746)	(28,917)	(20,612)	(13,684)
Impairment of Long-Lived Assets	(16,226)	(49,496)	—	(49,496)
Total operating expenses	(147,174)	(151,232)	(69,366)	(101,390)
Income (loss) from operations	60,224	28,088	34,637	(5,913)
Other income (expenses):
Interest income and other financial gains	8,991	6,609	4,683	3,573
Interest expense and other financial losses	(10,151)	(1,805)	(5,201)	(778)
Foreign currency losses	(9,217)	(12,871)	(648)	(15,965)
Net income (loss) before income / asset tax expense	49,847	20,021	33,471	(19,083)
Income / asset tax expense	(28,663)	(15,281)	(14,008)	(6,506)
Net income (loss)	$            21,184	$              4,740	$              19,463	$           (25,589)
Less: Net Income attributable to Redeemable
Noncontrolling Interest	—	70	—	6
Net income (loss) attributable to MercadoLibre, Inc. shareholders	$            21,184	$              4,670	$              19,463	$           (25,595)

	Six Months Ended June 30,		Three Months Ended June 30,
	2015	2014	2015	2014
Basic EPS
Basic net income (loss) attributable to MercadoLibre, Inc.
Shareholders per common share	$               0.48	$               0.11	$               0.44	$              (0.58)
Weighted average of outstanding common shares	44,155,035	44,153,658	44,155,271	44,153,892
Diluted EPS
Diluted net income (loss) attributable to MercadoLibre, Inc.
Shareholders per common share	$               0.48	$               0.11	$               0.44	$              (0.58)
Weighted average of outstanding common shares	44,155,035	44,168,126	44,155,271	44,182,668
Cash Dividends declared	0.206	0.332	0.103	0.166

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

2

MercadoLibre, Inc.

Interim Condensed Consolidated Statements of Comprehensive Income

For the six and three-month periods ended June 30, 2015 and 2014

(In thousands of U.S. dollars)

(Unaudited)

	Six Months Ended June 30,		Three Months Ended June 30,
	2015	2014	2015	2014
Net income (loss)	$            21,184	$              4,740	$            19,463	$             (25,589)
Other comprehensive (loss) income, net of income tax:
Currency translation adjustment	(23,927)	(16,102)	(1,397)	510
Unrealized net (losses) gains on available for sale investments	(27)	122	(288)	84
Reclassification adjustment for gains (losses) on available for sale
investments included in net income	379	(25)	—	—
Net change in accumulated other comprehensive (loss) gain, net of
income tax	(23,575)	(16,005)	(1,685)	594
Total comprehensive (loss) income	$             (2,391)	$           (11,265)	$            17,778	$             (24,995)
Less: Comprehensive income attributable to Redeemable
Noncontrolling Interest	—	101	—	29
Comprehensive (loss) income attributable to MercadoLibre, Inc. Shareholders	$             (2,391)	$           (11,366)	$            17,778	$             (25,024)

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

3

MercadoLibre, Inc.

Interim Condensed Consolidated Statements of Cash Flow

For the six-month periods ended June 30, 2015 and 2014

(In thousands of U.S. dollars)

(Unaudited)

	Six Months Ended June 30,
	2015	2014
Cash flows from operations:
Net income attributable to MercadoLibre, Inc. Shareholders	$            21,184	$         4,670
Adjustments to reconcile net income to net cash provided by
operating activities:
Net income attributable to Redeemable Noncontrolling Interest	—	70
Devaluation Loss, net	10,862	13,808
Impairment of Long-Lived Assets	16,226	49,496
Depreciation and amortization	10,970	7,583
Accrued interest	(5,769)	(4,211)
Convertible bonds accrued interest and amortization of debt discount	8,562	—
Long Term Retention Program accrued compensation	8,463	1,931
Deferred income taxes	7,736	(8,672)
Changes in assets and liabilities:
Accounts receivable	(19,342)	(22,789)
Credit Card Receivables	(52,553)	(15,278)
Prepaid expenses	(2,327)	(1,528)
Other assets	(4,122)	1,487
Accounts payable and accrued expenses	40,974	33,770
Funds payable to customers	52,006	21,969
Other liabilities	(652)	1,351
Interest received from investments	4,613	4,250
Net cash provided by operating activities	96,831	87,907
Cash flows from investing activities:
Purchase of investments	(950,636)	(774,417)
Proceeds from sale and maturity of investments	926,058	746,112
Payment for acquired businesses, net of cash acquired	(45,009)	(32,127)
Purchases of intangible assets	(1,367)	(1,951)
Advance for property and equipment	(7,473)	—
Purchases of property and equipment	(16,305)	(14,634)
Net cash used in investing activities	(94,732)	(77,017)
Cash flows from financing activities:
Funds received from the issuance of convertible notes	—	330,000
Transaction costs from the issuance of convertible notes	—	(7,425)
Purchase of convertible note capped call	—	(19,668)
Payments on loans payable and other financial liabilities	(4,438)	(2,726)
Dividends paid	(11,878)	(13,643)
Repurchase of Common Stock	(2,714)	(1,944)
Net cash (used in) provided by financing activities	(19,030)	284,594
Effect of exchange rate changes on cash and cash equivalents	(35,822)	(50,248)
Net (decrease) increase in cash and cash equivalents	(52,753)	245,236
Cash and cash equivalents, beginning of the period	223,144	140,285
Cash and cash equivalents, end of the period	$          170,391	$     385,521

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

4

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

1.Nature of Business

MercadoLibre, Inc. (“MercadoLibre” or the “Company”) was incorporated in the state of Delaware, in the United States of America in October 1999. MercadoLibre is the leading ecommerce company in Latin America, serving as an integrated regional platform and as an enabler of the necessary online and technology tools to allow businesses and individuals to trade products and services in the region. The Company enables commerce through its marketplace platform (including online classifieds for motor vehicles, vessels, aircraft, services and real estate), which allows users to buy and sell in most of Latin America. 

Through MercadoPago, MercadoLibre enables individuals and businesses to send and receive online payments; through MercadoEnvios, MercadoLibre facilitates the shipping of goods from sellers to buyers; through MercadoClics, MercadoLibre facilitates advertising services to large retailers and brands to promote their product and services on the web; and through MercadoShops, MercadoLibre facilitates users to set-up, manage, and promote their own on-line web-stores under a subscription-based business model.

As of June 30, 2015, MercadoLibre, through its wholly-owned subsidiaries, operated online ecommerce platforms directed towards Argentina, Brazil, Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, Mexico, Panama, Peru, Portugal, Uruguay and Venezuela, and an online payments solution directed towards Argentina, Brazil, Mexico, Venezuela, Chile and Colombia. It also offers a shipping solution directed towards Argentina, Brazil, Mexico, and added Colombia to its list of countries where the service is offered as of June 2015. In addition, the Company operates a real estate classified platform that covers some areas of State of Florida, in the United States of America.

2. Summary of significant accounting policies

Basis of presentation

The accompanying unaudited interim condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) and include the accounts of the Company and its wholly-owned subsidiaries. These interim condensed consolidated financial statements are stated in U.S. dollars, except for amounts otherwise indicated. Intercompany transactions and balances have been eliminated for consolidation purposes.

Substantially all net revenues, cost of net revenues and operating expenses, are generated in the Company’s foreign operations, amounting to approximately 99.9% and99.6% of the consolidated amounts during the six-month periods ended June 30, 2015 and 2014. Long-lived assets, Intangible assets and Goodwill located in the foreign operations totaled $207,843thousands and $170,147 thousands as of June 30, 2015 and December 31, 2014, respectively.

These interim condensed consolidated financial statements reflect the Company’s consolidated financial position as of June 30, 2015 and December 31, 2014. These financial statements also show the Company’s consolidated statements of income and comprehensive income for the six and three-month periods ended June 30, 2015 and 2014; and statement of cash flows for the six-month periods ended June 30, 2015 and 2014. These interim condensed consolidated financial statements include all normal recurring adjustments that management believes are necessary to fairly state the Company’s financial position, operating results and cash flows.

Because all of the disclosures required by U.S. GAAP for annual consolidated financial statements are not included herein, these unaudited interim condensed financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto for the year ended December 31, 2014, contained in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”). The condensed consolidated statements of income, of comprehensive income and of cash flows for the periods presented herein are not necessarily indicative of results expected for any future period.

Foreign currency translation

Venezuelan currency status

All of the Company’s foreign operations have determined the local currency to be their functional currency, except for Venezuela since January 1, 2010, as described below. Accordingly, these foreign subsidiaries translate assets and liabilities from their local currencies into U.S. dollars by using the period-end exchange rates while income and expense accounts are translated at the average rates in effect during the period, unless exchange rates fluctuate significantly during the period, in which case the exchange rates at the date of the transaction are used. The resulting translation adjustment is recorded as a component of other comprehensive (loss) income. Gains and losses resulting from transactions denominated in non-functional currencies are recognized in earnings.

5

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

According to U.S. GAAP, the Company has transitioned its Venezuelan operations to highly inflationary status as from January 1, 2010, which requires that transactions and balances are re-measured as if the U.S. dollar were the functional currency for such operation.

During December 2013, the Venezuelan regulation that created the SICAD 1 exchange system was amended to expand its use, and to require publication of the average exchange rate implied by transactions settled in SICAD 1 auctions. Additionally, on January 23, 2014, the exchange regulation was amended to include foreign currency sales for certain transactions, such as but not limited to: contracts for leasing and services, use and exploitation of patents, trademarks, foreign investments and payments of royalties, contracts for technology import and technical assistance. Due to the change in rules that provided for the creation of the SICAD 1 system, the official exchange rate remains only available to obtain foreign currency to pay for a limited list of goods considered to be of high priority by the Government, which does not include those relating to the Company’s business. As a consequence, SICAD 1 became, from that moment, the primary system to which the Company would have to request U.S. dollars to settle its transactions. As a result, from January 24 to May 15, 2014, the exchange rate used to re-measure the Company’s net monetary asset position in Bolivares Fuertes (“BsF”) and BsF transactions of its Venezuelan operations was the SICAD 1 exchange rate.

In late February 2014, the Venezuelan government issued a decree to open a new exchange control mechanism (“SICAD 2”) that was intended to allow the purchase of foreign exchange currencies, through authorized foreign exchange operators offered by individuals and companies such as Petróleos de Venezuela, S.A. (PDVSA, the oil state-owned corporation of Venezuela), the Central Bank of Venezuela (“BCV”) and other public entities authorized by the Ministry of Finance. The Venezuelan government published operating rules for that exchange mechanism in Exchange Agreement N° 27, and SICAD 2 began operating on March 24, 2014. Since implementation of the SICAD 1 system, the Company was unsuccessful in gaining access to U.S. dollars through SICAD 1. As a result of this ongoing lack of access to the SICAD 1 auction system, on May 16, 2014, the Company decided to start requesting U.S. dollars through the SICAD 2 mechanism. The SICAD 2 system was an open mechanism that was intended to permit any company to request dollars for any purpose. Consequently, the Company was eligible for and was granted, U.S. dollars through the SICAD 2 mechanism.

As a consequence of the determination to obtain U.S. dollars through SICAD 2 and the lack of access to SICAD 1, since May 16, 2014 the Company concluded that the SICAD 2 exchange rate should be used to re-measure their bolivar-denominated monetary assets and liabilities in BsF and to re-measure the results of its Venezuelan operations, effective as of May 16, 2014. As a consequence, the Company recorded a foreign exchange loss of $16.5 million during the second quarter of 2014.

In light of those economic conditions in Venezuela, the determination to access SICAD 2 and re-measure the BsF denominated monetary assets and liabilities of its Venezuelan subsidiaries, and the lower U.S. dollar-equivalent cash flows then expected from the Venezuelan business, the Company reviewed in May 2014, the long-lived assets, goodwill and intangible assets with indefinite useful life for impairment. For that purpose, the Company considered the current expected use of these assets, which in the case of two office spaces in Venezuela that had been expected to be used to support the growth of the main operating activities in that country, are currently for rent, and eventually consider opportunities for disposal if real estate market conditions are favorable in the future. Because the Company concluded that the carrying value of these two real estate properties would not be fully recoverable, it recorded an impairment of long-lived assets of $49.5 million in the second quarter of 2014. The carrying amount was adjusted to its estimated fair value of that date, by using the market approach, and considering prices for similar assets.

Later, on February 10, 2015, the Venezuelan government issued a decree that unified the two previous foreign exchange systems “SICAD 1 and SICAD 2” into a new single system denominated SICAD, with an initial public foreign exchange rate of 12 BsF per U.S. dollar. The SICAD auction process remains available only to obtain foreign currency to pay for a limited list of goods considered to be of high priority by the Venezuelan government, which does not include those relating to the Company’s business. In the same decree the Venezuelan government created the “Sistema Marginal de Divisas” (“SIMADI”), a new foreign exchange system that is separate from SICAD, which publishes a foreign exchange rate from the BCV on a daily basis.

In light of the disappearance of SICAD 2, and the Company’s inability to gain access to U.S. dollars through the new single system under SICAD, it started requesting and was granted U.S. dollars through SIMADI. As a result, the Company from that moment expected to settle its transactions through SIMADI and concluded that the SIMADI exchange rate should be used to re-measure its bolivar-denominated monetary assets and liabilities and to re-measure the revenues and expenses of the Venezuelan subsidiaries effective as of March 31, 2015. In connection with this re-measurement, the Company recorded a foreign exchange loss of $20.4 million during the first quarter of 2015. As of June 30, 2015, the SIMADI exchange rate was 197.30 BsF per U.S. dollar.

Considering this change in facts and circumstances and the lower U.S. dollar-equivalent cash flows now expected from the Venezuelan business, the Company has reviewed its long-lived assets, goodwill and intangible assets with indefinite useful life for impairment and concluded that the carrying value of certain real estate investments in Venezuela as of March 31, 2015 would not be fully recoverable. As a result, the Company has recorded an impairment of long-lived assets of $ 16.2 million on March 31,

6

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

2015. The carrying amount has been adjusted to its estimated fair value of approximately $9.2 million as of March 31, 2015, by using the market approach, and considering prices for similar assets.

Until 2010 the Company was able to obtain U.S. dollars for any purpose, including dividends distribution, using alternative mechanisms other than through the Commission for the Administration of Foreign Exchange Control(CADIVI). Those U.S. dollars, obtained at a higher exchange rate than the one offered by CADIVI, and held in balance at U.S. bank accounts of our Venezuelan subsidiaries, were used for dividend distributions from our Venezuelan subsidiaries. The Venezuelan subsidiaries have not requested authorization since 2012 to acquire U.S. dollars to make dividend distributions. The Company has not distributed dividends from the Venezuelan subsidiaries since 2011.

The following table sets forth the assets, liabilities and net assets of the Company’s Venezuelan subsidiaries, before intercompany eliminations, as of June 30, 2015 and December 31, 2014 and net revenues for the six-month periods ended June 30, 2015 and 2014:

	Six-month periods ended June 30,
	2015	2014
Venezuelan operations	(In thousands)
Net Revenues	$            19,669	$            35,908

	June 30,	December 31,
	2015	2014
Assets	46,482	75,153
Liabilities	(43,701)	(43,359)
Net Assets	$              2,781	$            31,794

As of June 30, 2015, net assets (before intercompany eliminations) of the Venezuelan subsidiaries amounted to approximately 0.8%  of consolidated net assets, and cash and investments of the Venezuelan subsidiaries held in local currency in Venezuela amounted to approximately1.1% of our consolidated cash and investments.

The Company’s ability to obtain U.S. dollars in Venezuela is negatively affected by the exchange regulations in Venezuela that are described above and elsewhere in these financial statements. In addition, its business and ability to obtain U.S. dollars in Venezuela would be negatively affected by additional material devaluations or the imposition of significant additional and more stringent controls on foreign currency exchange by the Venezuelan government.

Despite the current difficult macroeconomic environment in Venezuela, the Company continues to actively manage, through its Venezuelan subsidiaries, its investment in Venezuela. Regardless the current operating, political and economic conditions and certain other factors in Venezuela, management currently plans to continue supporting its business in Venezuela in the long run.

Argentine currency status

The Argentine government has implemented certain measures that control and restrict the ability of companies and individuals to exchange Argentine pesos for foreign currencies. Those measures include, among other things, the requirement to obtain the prior approval from the Argentine Tax Authority of the foreign currency transaction (for example and without limitation, for the payment of non-Argentine goods and services, payment of principal and interest on non-Argentine debt and also payment of dividends to parties outside of the country), which approval process could delay, and eventually restrict, the ability to exchange Argentine pesos for other currencies, such as U.S. dollars. Those approvals are administered by the Argentine Central Bank through the Local Exchange Market (“Mercado Unico Libre de Cambios”, or “MULC”), which is the only market where exchange transactions may be lawfully made.

Further, restrictions also currently apply to the acquisition of any foreign currency for holding as cash within Argentina. Although the controls and restrictions on the acquisition of foreign currencies in Argentina place certain limitations on our current ability to convert cash generated by our Argentine subsidiaries into foreign currencies, based on the current state of Argentine currency rules and regulations, we do not expect that the current controls and restrictions, will have a material adverse effect on our business plans in Argentina or on our overall business, financial condition or results of operations.

7

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

Additionally, during January 2014 the Argentinean peso exchange rate against the U.S. dollar increased in approximately 23%, from 6.52 Argentinean Pesos per U.S. dollar as of December 31, 2013 to approximately 8.0 Argentinean Pesos per U.S. dollar. Due to the abovementioned devaluation, during the first quarter of 2014, the reported net assets in Argentina decreased in $14,625 thousands with the related impact in Other Comprehensive Income and the Company recognized a foreign exchange gain of $4,597 thousands. As of June 30, 2015, the Argentinean Peso exchange rate was $ 9.09 per U.S. dollar.

Income Tax Holiday in Argentina

According to Argentine law, from fiscal year 2008, the Company’s Argentine subsidiary was a beneficiary of a software development law. Part of the benefits obtained from being a beneficiary of the aforementioned law was a relief of 60% of total income tax determined in each year, thus resulting in an effective tax rate in Argentina lower than the income tax law statutory rate. The law expired on September 17, 2014.

Aggregate tax benefit totaled $1,497 thousands for the three-month period ended June 30, 2014, while for the six-month period ended at such date amounted to $3,599 thousands. Aggregate per share effect of the Argentine tax holiday amounted to $0.03 for the three-month period ended June 30, 2014, while for the six-month period ended at such date amounted to $0.08.In addition, during fiscal year 2013 and on December 15, 2014 the Company acquired two software development companies, located in the Province of Cordoba and the City of Buenos Aires, Argentina, which were also beneficiaries of the aforementioned income tax holiday, however the total benefit obtained is immaterial.

On August 17, 2011, the Argentine government issued a new software development law and on September 9, 2013 the regulatory decree was issued, which established the new requirement to become beneficiary of the new software development law. The new decree establishes compliance requirements with annual incremental ratios related to exports of services and research and development expenses that must be achieved to remain within the tax holiday. The Argentine operation will have to achieve certain required ratios annually under the new software development law.

If we are successful in being admitted as beneficiaries under the new law, we estimate that the Argentine effective income tax rate would be materially lower than the statutory income tax rate. Also, the tax holiday under the new law would last until 2019.

The Industry Secretary resolution which rules, among other provisions, on the mechanism to file the information to obtain the benefits derived from the new software development law was issued in late February 2014. During May 2014, the Company presented all the required documentation in order to apply for the new software development law. At the date of issuance of these interim condensed consolidated financial statements, the Industry Secretary resolution which approves the Company’s application is still pending, and for that reason no tax holiday was recorded for the six-month period ended June 30, 2015.

Accumulated other comprehensive income

The following table sets forth the Company’s accumulated other comprehensive income as of June 30, 2015 and the year ended December 31, 2014:

	June 30,	December 31,
	2015	2014
	(In thousands)
Foreign currency translation	$              (158,622)	$          (134,695)
Unrealized loss on investments	(43)	(578)
Estimated tax gain on unrealized losses on investments	16	199
	$              (158,649)	$          (135,074)

8

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

The following tables summarize the changes in accumulated balances of other comprehensive income for the six-month period ended June 30, 2015:

	Unrealized	Foreign	Estimated tax
	Gains (Losses) on	Currency	(expense)
	Investments	Translation	benefit	Total
	(In thousands)
Balances as of December 31, 2014	$                    (578)	$          (134,695)	$                        199	$  (135,074)
Other comprehensive loss before reclassification
adjustments for gains on available for sale investments	(43)	(23,927)	16	(23,954)
Amount of gain (loss) reclassified from accumulated
other comprehensive income to net income	578	—	(199)	379
Net current period other comprehensive gain (loss)	535	(23,927)	(183)	(23,575)
Balances as of June 30, 2015	$                      (43)	$          (158,622)	$                          16	$  (158,649)

	Amount of Gain (Loss)
Details about Accumulated	Reclassified from
Other Comprehensive Income	Accumulated Other
Components for the six-month	Comprehensive	Affected Line Item
period ended June 30, 2015	Income	in the Statement of Income
	(In thousands)
Unrealized losses on investments	$                    (578)	Interest income and other financial gains
Estimated tax gain on unrealized losses on investments	199	Income / asset tax expense
Total reclassifications for the period	$                    (379)	Total, net of income taxes

Impairment of long-lived assets

The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable.

As explained in section “Foreign Currency Translation” of the present Note to these interim condensed consolidated financial statements, the Company has subsequently accessed to more unfavorable exchange markets in Venezuela as from December 2013.

Considering these changes in facts and circumstances and the lower U.S. dollar-equivalent cash flows expected from the Venezuelan business, and long-lived assets expected use, the Company compared the carrying amount of the long-lived assets with the expected undiscounted future net cash flows and concluded that certain office spaces held in Caracas, Venezuela, should be impaired. As a consequence, the Company estimated the fair value of the impaired long-lived assets and recorded impairment losses of $16.2 million and $ 49.5 million on March 31, 2015 and the second quarter of 2014, respectively, by using the market approach and considering prices for similar assets.

Convertible Senior Notes

On June 30, 2014, the Company issued $330 million of 2.25% convertible senior notes due 2019 (the “Notes”). The Notes are unsecured, unsubordinated obligations of the Company, which pay interest in cash semi-annually, on January 1 and July 1, at a rate of 2.25% per annum. The Notes will mature on July 1, 2019 unless earlier repurchased or converted in accordance with their terms prior to such date. The Notes may be converted, under specific conditions, based on an initial conversion rate of 7.9353 shares of common stock per $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $126.02 per share of common stock), subject to adjustment as described in the indenture governing the Notes.

Prior to January 1, 2019, the Notes will be convertible only upon the occurrence of certain events and during certain periods, and thereafter, at any time until the close of business on the second scheduled trading day immediately preceding the maturity date of the Notes. The conversion rate is subject to customary anti-dilution adjustments. Following certain corporate events described in the Indenture that occur prior to the maturity date, the conversion rate will be increased for a holder who elects to convert its Notes in connection with such corporate event in certain circumstances. The Indenture contains customary terms and covenants, including that upon certain events of default occurring and continuing, either the Trustee or the holders of at least 25% in principal

9

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

amount of the outstanding Notes may declare 100% of the principal of, and accrued and unpaid interest on, all the Notes to be due and payable.

In accordance with ASC 470-20 Debt with Conversion and Other Options, the convertible debt instrument within the scope of the cash conversion subsection, was separated into debt and equity components at issuance and a fair value was assigned. The value assigned to the debt component was the estimated fair value, as of the issuance date, of a similar debt without the conversion feature. As of the issuance date, the Company determined the fair value of the liability component of the Notes based on market data that was available for senior, unsecured nonconvertible corporate bonds issued by comparable companies. Thedifference between the cash proceeds and this estimated fair value, represents the value assigned to the equity component and was recorded as a debt discount. The debt discount is amortized using the effective interest method from the origination date through its stated contractual maturity date.

The initial debt component of the Notes was valued at $283,015 thousands, based on the contractual cash flows discounted at an appropriate market rate for a non-convertible debt at the date of issuance, which was determined to be 5.55%. The carrying value of the permanent equity component reported in additional paid-in-capital was initially valued at $46,985 thousands. The effective interest rate after allocation of transaction costs to the liability component is 6.1% and is used to amortize the debt discount and transaction costs.

In connection with the issuance of the Notes, the Company paid approximately $19,668 thousands to enter into capped call transactions with respect to its common shares (the “Capped Call Transactions”), with certain financial institutions. The Capped Call Transactions are expected generally to reduce the potential dilution upon conversion of the Convertible Notes and / or offset any cash payments the Company may be required to make in excess of the principal amount of any converted notes in the event that the market price of the common shares is greater than the strike price of the Capped Call Transactions, initially set at $126.02 per common share, which corresponds to the initial conversion price of the Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the Notes, and have a cap price of approximately $155.78 per common share.

The $19,668 thousands cost of the capped call transactions, which net of deferred income tax effect amounts to $12,784 thousands, is included as a net reduction to additional paid-in capital in the stockholders’ equity section of our consolidated balance sheets.

For more detailed information in relation to the Notes and the Capped Call transactions, see Note 9 to these interim condensed consolidated financial statements.

Use of estimates

The preparation of interim condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are used for, but not limited to accounting for allowance for doubtful accounts and chargeback provisions, depreciation, amortization, recoverability of goodwill and intangible assets with indefinite useful life, useful life of long-lived assets and intangible assets, impairment of short-term and long-term investments, impairment of long-lived assets, compensation costs relating to the Company’s long term retention plan, fair value of convertible debt note, recognition of income taxes and contingencies. Actual results could differ from those estimates.

Recently issued accounting pronouncements

On January 9, 2015, the FASB issued the ASU 2015-01. This new standard eliminates from general accepted accounting principles the concept of extraordinary items included in Subtopic 225-20. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted provided that the guidance is applied from the beginning of the year of adoption. The adoption of this standard is not expected to have a material impact on the Company’s financial statements.

On February 18, 2015 the FASB issued the ASU 2015-02. The update affects reporting entities that are required to evaluate whether they should consolidate certain legal entitiesand is effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2015. The amendments eliminate three of the six conditions for evaluating whether a fee paid to adecision maker or a service provider represents a variable interest. The adoption of this standard is not expected to have a material impact on the Company’s financial statements.

On April 7, 2015 the FASB issued the ASU 2015-03. To simplify presentation of debt issuance costs, the amendments in this update would require that debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of debt liability, consistent with debt discounts or premiums. The amendments in this update are effective for financial statements

10

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The adoption of this standard is not expected to have a material impact on the Company’s financial statements.

On April 15, 2015 the FASB issued the ASU 2015-05. The amendments in this update will help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement by providing guidance as to whether an arrangement includes the sale or license of software. The amendments will be effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2015. The Company is assessing the effects that the adoption of this accounting pronouncement may have on the Company’s financial statements.

On May, 2015 the FASB issued the ASU 2015-07. The amendments in this update remove, from the fair value hierarchy, investments for which the practical expedient is used to measure fair value at net asset value. Instead, an entity is required to include those investments as a reconciling line item so that the total fair value amount of investments in the disclosure is consistent with the amount on the balance sheet. For public companies, this amendment is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. Early adoption is permitted. The amendment should be applied retrospectively to all periods presented.The Company is assessing the effects that the adoption of this accounting pronouncementmayhave on the Company’s financial statements.

11

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

3. Net income per share

Basic earnings per share for the Company’s common stock is computed by dividing, net income available to common shareholders attributable to common stock for the period, and the corresponding adjustment attributable to changes in redeemable non-controlling interest, by the weighted average number of common shares outstanding during the period.

Diluted earnings per share for the Company’s common stock assume the issuance of shares as a consequence of a convertible debt securities conversion event (refer to Note 9 to these interim condensed consolidated financial statements) and the effect of assumed share settlement of Long-term retention plans (refer to Note 8 to these interim condensed consolidated financial statements) for earnings per share calculations.

The following table shows how net income is allocated using the “if converted” and the “treasury stock” method for convertible debt securities and Long-term retention plans, respectively, for earnings per common share for the six and three-month periods ended June 30, 2015 and 2014:

	Six Months Ended June 30,
	2015		2014
	(In thousands)
	Basic	Diluted	Basic	Diluted
Net income	$               21,184	$        21,184	$              4,740	$              4,740
Net income attributable to noncontrolling interests	—	—	(70)	(70)
Change in redeemable amount of noncontrolling interest	—	—	4	4
Net income attributable to MercadoLibre, Inc. Shareholders
corresponding to common stock	$               21,184	$        21,184	$              4,674	$              4,674

	Three Months Ended June 30,
	2015		2014
	(In thousands)
	Basic	Diluted	Basic	Diluted
Net income (loss)	$               19,463	$        19,463	$           (25,589)	$           (25,589)
Net income attributable to noncontrolling interests	—	—	(6)	(6)
Change in redeemable amount of noncontrolling interest	—	—	(121)	(121)
Net income (loss) attributable to MercadoLibre, Inc. Shareholders
corresponding to common stock	$               19,463	$        19,463	$           (25,716)	$           (25,716)

12

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

Net incomeper share of common stock is as follows for the six and three-month periods ended June 30, 2015 and 2014:

	Six months Ended June 30,				Three Months Ended June 30,
	2015		2014		2015		2014
	(In thousands, except per share data)				(In thousands, except per share data)
	Basic	Diluted	Basic	Diluted	Basic	Diluted	Basic	Diluted
Net income (loss) attributable to MercadoLibre, Inc. Shareholders per common share	$ 0.48	$ 0.48	$ 0.11	$ 0.11	$                0.44	$                0.44	$              (0.58)	$              (0.58)
Numerator:
Net income (loss) attributable to MercadoLibre, Inc. Shareholders	$ 21,184	$ 21,184	$ 4,674	$ 4,674	$            19,463	$            19,463	$          (25,716)	$          (25,716)
Denominator:
Weighted average of common stock outstanding for Basic earnings per share	44,155,035	44,155,035	44,153,658	44,153,658	44,155,271	44,155,271	44,153,892	44,153,892
Adjustment for Convertible Notes	-	-	-	14,468	—	—	—	28,776
Adjusted weighted average of common stock outstanding for Diluted earnings per share	44,155,035	44,155,035	44,153,658	44,168,126	44,155,271	44,155,271	44,153,892	44,182,668

For the six and three-month period ended June 30, 2015 and 2014 there was no impact on the calculation of diluted earnings per share as a consequence of the consideration of the Notes and the Long term retention plan referred to above.

4. Business combinations, goodwill and intangible assets

Business combinations

Acquisition of online classifieds advertisement company in Mexico

On April 22, 2015, through its subsidiaries Deremate.com de Mexico, S. de R.L. de C.V. and MercadoLibre, S. de R.L. de C.V., the Company acquired 100% of the issued and outstanding shares of capital stock of Metros Cúbicos, S.A. de C.V., company that operates an online classified advertisement platform dedicated to the sale of real estate in Mexico, in order to increase its participation on e-commerce business in that country.

The aggregate purchase price for the acquisition of the 100% of the acquired business was $29,917 thousands, measured at its fair value, amount that included: (i) the total cash payment of $26,917 thousands at closing day; and (ii) an escrow of $3,000 thousands held in an escrow account, according to the stock purchase agreement.

In addition, the Company incurred in certain direct costs of the business combination which were expensed as incurred.

The Company’s unaudited interim condensed consolidated statement of income includes the results of operations of the acquired business as from April 22, 2015. The net revenues and net income of the acquiree included in the Company’s unaudited interim condensed consolidated statement of income since the acquisition amounted to $831 thousands and $296 thousands, respectively.

The following table summarizes the preliminary purchase price allocation for the acquisition:

	Metros Cúbicos S.A. de C.V. In thousands of U.S. dollars
Cash and cash equivalents	$	593
Other net tangible assets / (liabilities)		241
Trademarks		4,568
Customer Lists		3,924
Non-solicitation and Non-compete agreements		229
Deferred tax assets and liabilities		(2,616)
Goodwill		22,978
Purchase Price	$	29,917

13

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

The purchase price was allocated based on the provisional measurement of the fair value of assets acquired and liabilities assumed considering the information available as of the date of these unaudited interim condensed consolidated financial statements. The valuation of identifiable intangible assets acquired reflects management’s estimates based on the use of established valuation methods. Such assets consist of trademarks, customer listsand non-solicitation and non-compete agreements for a total amount of $8,721 thousands. Management of the Company estimates that trademarks have an indefinite useful life and the intangible asset associated with the customer list will be amortized over a five-year period. The non-solicitation and non-compete agreement intangible asset will be amortized over a three-year period.

The Company recognized goodwill for this acquisition based on management expectation that the acquired business will improve the Company’s business in Mexico.

Arising goodwill has been allocated to the Mexican segment identified by the Company’s management, considering the synergies expected from this acquisition and it is expected that the acquiree will contribute to the earnings generation process of such segment.

Goodwill is not deductible for tax purposes.

Acquisition of a software development company in Brazil

On April 1, 2015, through its subsidiaries Ebazar.com.br Ltda. and MercadoLivre.com Atividades de Internet Ltda, the Company acquired 100% of the issued and outstanding shares of capital stock of the company KPL Soluções Ltda., a company that develops ERP software for the e-commerce industry in Brazil.

The aggregate purchase price for the acquisition of the 100% of the acquired business was $22,685 thousands, measured at its fair value, amount that included: (i) the total cash payment of $12,529 thousands at closing day; (ii) an escrow of $3,316 thousands, and (iii) the contingent additional cash considerations up to $6,840 thousands in case the company achieves certain performance targets during the 24 months since the acquisition date, measured at fair value. Additionally, a payment of $1,584 thousands will be transferred to the sellers after the end of the second year after the acquisition date,  aiming to continue the employment relationship as key employees. This additional payment will be expensed over the 24 month-period up to fulfillment of the conditions required by the selling and purchase agreement.

The Company’s unaudited interim condensed consolidated statement of income includes the results of operations of the acquired business as from April 1, 2015. The net revenues and net loss of the acquiree included in the Company’s interim condensed consolidated statement of income since the acquisition amounted to $838 thousands and $299 thousands, respectively.

In addition, the Company incurred in certain direct costs of the business combination which were expensed as incurred.

As of June 30, 2015, the fair value of the contingent consideration recorded is $7,158 thousands. Contingent additional cash considerations are to be paid after the achievement of the performance targets.

The following table summarizes the preliminary purchase price allocation for the acquisition:

	KPL Soluções Ltda. In thousands of U.S. dollars
Cash and cash equivalents	$	159
Other net tangible assets / (liabilities)		27
Customer lists		3,137
Software		4,791
Non-solicitation and Non-compete agreements		505
Goodwill		14,066
Purchase Price	$	22,685

The purchase price was allocated based on the provisional measurement of the fair value of assets acquired and liabilities assumed considering the information available as of the date of these unaudited interim condensed consolidated financial statements. The valuation of identifiable intangible assets acquired reflects management’s estimates based on the use of established valuation methods. Such assets consist of customer lists, software, non-solicitation and non-compete agreements for a total amount of $8,433 thousands. Management of the Company estimates that customer lists, the software and the non-solicitation and non-compete agreements will be amortized over a five-year period.

The Company recognized goodwill for this acquisition based on management expectation that the acquired business will improve the Company’s business.

14

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

Arising goodwill has been allocated to the Brazilian segment identified by the Company’s management, considering the synergies expected from this acquisition and it is expected that the acquiree will contribute to the earnings generation process of such segment.

Goodwill is deductible for tax purposes.

Supplemental pro forma financial information required by U.S. GAAP for each acquisition, both individually and in the aggregate, was not material to the interim condensed consolidated financial statements of income of the Companyand, accordingly, such information has not been presented.

Goodwill and intangible assets

The composition of goodwill and intangible assets is as follows:

	June 30,	December 31,
	2015	2014
	(In thousands)
Goodwill	$          101,840	$            68,829
Intangible assets with indefinite lives
— Trademarks	14,312	10,276
Amortizable intangible assets
— Licenses and others	10,033	5,111
— Non-compete / solicitation  agreement	1,679	1,829
— Customer lists	14,631	11,294
Total intangible assets	$            40,655	$            28,510
Accumulated amortization	(6,390)	(5,339)
Total intangible assets, net	$            34,265	$            23,171

Goodwill

The changes in the carrying amount of goodwill for the six-month period ended June 30, 2015 and the year ended December 31, 2014 are as follows:

	Period ended June 30, 2015
	(In thousands)
	Brazil	Argentina	Chile	Mexico	Venezuela	Colombia	Other Countries	Total
Balance, beginning of the period	$           10,557	$           11,859	$                19,101	$                 15,719	$             5,729	$              4,521	$             1,343	$           68,829
- Business acquisition	14,066	—	—	22,978	—	—	—	37,044
- Effect of exchange rates changes	(819)	(614)	(924)	(1,268)	—	(324)	(84)	(4,033)
Balance, end of the period	$           23,804	$           11,245	$                18,177	$                 37,429	$             5,729	$              4,197	$             1,259	$         101,840

	Year ended December 31, 2014
	(In thousands)
	Brazil	Argentina	Chile	Mexico	Venezuela	Colombia	Other Countries	Total
Balance, beginning of year	$           10,366	$           14,676	$                  6,520	$                 11,376	$             5,252	$              5,506	$             1,405	$           55,101
- Bussiness Acquisition	1,538	775	14,710	6,293	477	82	48	23,923
- Effect of exchange rates changes	(1,347)	(3,592)	(2,129)	(1,950)	—	(1,067)	(110)	(10,195)
Balance, end of the year	$           10,557	$           11,859	$                19,101	$                 15,719	$             5,729	$              4,521	$             1,343	$           68,829

Intangible assets with definite useful life

Intangible assets with definite useful life are comprised of customer lists and user base, non-compete and solicitation agreements, acquired software licenses and other acquired intangible assets including developed technologies. Aggregate amortization expense

15

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

for intangible assets totaled $853 thousands and $189 thousands for the three-month periods ended June 30, 2015 and 2014, respectively, while for the six-month periods ended at such dates amounted to $1,364 thousands and $348 thousands, respectively.

The following table summarizes the remaining amortization of intangible assets (in thousands of U.S. dollars) with definite useful life as of June 30, 2015:

For year ended 12/31/2015	$               2,099
For year ended 12/31/2016	4,169
For year ended 12/31/2017	3,902
For year ended 12/31/2018	2,956
Thereafter	6,827
	$             19,953

5. Segment reporting

Reporting segments are based upon the Company’s internal organizational structure, the manner in which the Company’s operations are managed, the criteria used by management to evaluate the Company’s performance, the availability of separate financial information, and overall materiality considerations.

Segment reporting is based on geography as the main basis of segment breakdown to reflect the evaluation of the Company’s performance defined by the management. The Company’s segments include Brazil, Argentina, Mexico, Venezuela and other countries (such as Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, Panama, Peru, Portugal, Uruguay and USA).

Direct contribution consists of net revenues from external customers less direct costs and any impairment of long lived assets. Direct costs include specific costs of net revenues, sales and marketing expenses, and general and administrative expenses over which segment managers have direct discretionary control, such as advertising and marketing programs, customer support expenses, allowances for doubtful accounts, payroll, third party fees. All corporate related costs have been excluded from the Company’s direct contribution.

Expenses over which segment managers do not currently have discretionary control, such as certain technology and general and administrative costs are monitored by management through shared cost centers and are not evaluated in the measurement of segment performance.

The following tables summarize the financial performance of the Company’s reporting segments:

	Six Months Ended June 30, 2015
	(In thousands)
	Brazil	Argentina	Mexico	Venezuela	Other Countries	Total
Net revenues	$             141,365	$             104,262	$             19,428	$             19,669	$             17,694	$             302,417
Direct costs	(83,676)	(53,842)	(12,615)	(6,835)	(11,083)	(168,051)
Impairment of Long-lived Assets	—	—	—	(16,226)	—	(16,226)
Direct contribution	57,689	50,420	6,813	(3,392)	6,611	118,140
Operating expenses and indirect costs of net revenues						(57,916)
Income from operations						60,224
Other income (expenses):
Interest income and other financial gains						8,991
Interest expense and other financial losses						(10,151)
Foreign currency loss						(9,217)
Net income before income / asset tax expense						$               49,847
	Six Months Ended June 30, 2014

16

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

	(In thousands)
	Brazil	Argentina	Mexico	Venezuela	Other Countries	Total
Net revenues	$             115,834	$               61,229	$             17,453	$             35,908	$             16,807	$             247,231
Direct costs	(68,310)	(34,523)	(10,294)	(10,492)	(8,887)	(132,506)
Impairment of Long-lived Assets	—	—	—	(49,496)	—	(49,496)
Direct contribution	47,524	26,706	7,159	(24,080)	7,920	65,229
Operating expenses and indirect costs of net revenues						(37,141)
Income from operations						28,088
Other income (expenses):
Interest income and other financial gains						6,609
Interest expense and other financial losses						(1,805)
Foreign currency loss						(12,871)
Net income before income / asset tax expense						$               20,021

	Three Months Ended June 30, 2015
	(In thousands)
	Brazil	Argentina	Mexico	Venezuela	Other Countries	Total
Net revenues	$             72,867	$             56,830	$            9,991	$               5,714	$            8,912	$             154,314
Direct costs	(43,995)	(29,057)	(6,646)	(2,631)	(5,912)	(88,241)
Direct contribution	28,872	27,773	3,345	3,083	3,000	66,073
Operating expenses and indirect costs of net revenues						(31,436)
Income from operations						34,637
Other income (expenses):
Interest income and other financial gains						4,683
Interest expense and other financial losses						(5,201)
Foreign currency loss						(648)
Net income before income / asset tax expense						$               33,471

17

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

	Three Months Ended June 30, 2014
	(In thousands)
	Brazil	Argentina	Mexico	Venezuela	Other Countries	Total
Net revenues	$             63,400	$             33,267	$            9,370	$             16,552	$            9,260	$             131,849
Direct costs	(37,793)	(17,609)	(5,546)	(4,857)	(4,972)	(70,777)
Impairment of Long-lived Assets	—	—	—	(49,496)	—	(49,496)
Direct contribution	25,607	15,658	3,824	(37,801)	4,288	11,576
Operating expenses and indirect costs of net revenues						(17,489)
Income from operations						(5,913)
Other income (expenses):
Interest income and other financial gains						3,573
Interest expense and other financial losses						(778)
Foreign currency loss						(15,965)
Net loss before income / asset tax expense						$             (19,083)

The following table summarizes the allocation of property and equipment, net based on geography:

	June 30,	December 31,
	2015	2014
	(In thousands)
US Property and equipment, net	$               10,707	$               13,226
Other countries property and equipment, net
Argentina	29,394	28,005
Brazil	14,805	8,237
Mexico	2,709	2,801
Venezuela (*)	21,264	36,237
Other countries	3,856	3,039
	$               72,028	$               78,319
Total Property and equipment, net	$               82,735	$               91,545

(*)  After the impairment of Venezuelan long-lived assets. See Note 2 “Foreign currency translation - Venezuelan currency status”.

During June 2015, our Venezuelan subsidiary acquired two offices in process of construction of a total of 475.48 square meters, in Caracas, Venezuela for a total purchase price of approximately BF$1,474 million for investment purposes and included in non-current other assets . Our Venezuelan subsidiary paid the purchase price in Bolivares Fuertes, and funded the transaction with funds from its own operations. The office will be delivered within seventeen months from the acquisition date, according to the agreement.

18

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

The following table summarizes the allocation of the goodwill and intangible assets based on geography:

	June 30,	December 31,
	2015	2014
	(In thousands)
US intangible assets	$                   290	$                    172
Other countries goodwill and intangible assets
Argentina	12,808	12,580
Brazil	27,811	11,212
Mexico	51,406	21,734
Venezuela	7,498	7,515
Other countries (*)	36,292	38,787
	$            135,815	$               91,828
Total goodwill and intangible assets	$            136,105	$               92,000

(*)  Includes the acquisition of online classified advertisement company in Chile. See Note 4.

Consolidated net revenues by similar products and services for the six and three-month periods ended June 30, 2015 and 2014 were as follows:

	Six-months Ended June 30,		Three-months Ended June 30,
Consolidated Net Revenues	2015	2014	2015	2014
	(In thousands)		(In thousands)
Marketplace	$          187,943	$          174,960	$         93,181	$         91,517
Non-marketplace (*)	114,474	72,271	61,133	40,332
Total	$          302,417	$          247,231	$       154,314	$       131,849

(*)  Includes, among other things, Ad Sales, Real Estate, Motors, Financing Fees, Off-platform Payment Fees and other ancillary services.

6. Fair value measurement of assets and liabilities

The following table summarizes the Company’s financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2015 and December 31, 2014:

		Quoted Prices in			Quoted Prices in
	Balances as of	active markets for	Significant other	Balances as of	active markets for	Significant other
	June 30,	identical Assets	observable inputs	December 31,	identical Assets	observable inputs
Description	2015	(Level 1)	(Level 2)	2014	(Level 1)	(Level 2)
	(In thousands)
Assets
Cash and Cash Equivalents:
Money Market Funds	$                52,814	$                     52,814	$                          —	$                   37,495	$                      37,495	$                          —
Sovereign Debt Securities	327	327	—	—	—	—
Corporate Debt Securities	12,034	—	12,034	13,004	108	12,896
Investments:

19

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

Sovereign Debt Securities	55,816	53,874	1,942	49,150	49,150	—
Corporate Debt Securities	242,713	143,323	99,390	238,643	59,919	178,724
Certifcates of deposits	9,519	—	9,519	7,807	—	7,807
Total Financial Assets	$              373,223	$                   250,338	$                 122,885	$                 346,099	$                    146,672	$                 199,427
Liabilities:
Contingent considerations	$                12,075	$                            —	$                   12,075	$                     4,833	$                             —	$                     4,833
Total Financial Liabilities	$                12,075	$                            —	$                   12,075	$                     4,833	$                             —	$                     4,833

As of June 30, 2015, the Company’s financial assets valued at fair value consisted of assets valued using i) Level 1 inputs: unadjusted quoted prices in active markets (Level 1 instrument valuations are obtained from observable inputs that reflect quoted prices (unadjusted) for identical assets in active markets); and ii) Level 2 inputs, which are obtained from readily-available pricing sources for comparable instruments as well as instruments with inactive markets at the measurement date. As of June 30, 2015, the Company did not have any assets without market values that would require a high level of judgment to determine fair value (Level 3).

As of June 30, 2015 and December 31, 2014, the Company´s liabilities valued at fair value consisted of contingent considerations from acquisitions valued using level 2 inputs.

The unrealized net gains or loss on short term and long term investments are reported as a component of other comprehensive income. The Company does not anticipate any significant realized losses associated with those investments in excess of the Company’s historical cost.

As of June 30, 2015 and December 31, 2014, the carrying value of the Company’s financial assets and liabilities measured at amortized cost approximated their fair value mainly because of its short term maturity. These assets and liabilities included cash and cash equivalents (excluding money markets funds), accounts receivables, credit card receivables, funds payable to customers, other receivables, other assets, accounts payables, social security payables, taxes payables, provisions and other liabilities. The convertible senior notes, the rest of the loans payable and other financial liabilities approximate their fair value because the interest rates are not materially different from market interest rates.

In addition, as of June 30, 2015 andDecember 31, 2014, the Company had $68,437 thousands and $58,475 thousands of short-term investments, respectively, which consisted of time deposits.

Those investments are accounted for at amortized cost which, as of June 30, 2015 and December 31, 2014, approximates their fair values.

20

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

The following table summarizes the fair value level for those financial assets and liabilities of the Company measured at amortized cost as of June 30, 2015 and December 31, 2014:

	Balances as of	Significant other	Balances as of	Significant other
	June 30,	observable inputs	December 31,	observable inputs
	2015	(Level 2)	2014	(Level 2)
	(In thousands)
Assets
Time Deposits	$                68,437	$                     68,437	$                    58,475	$                    58,475
Accounts receivable	46,123	46,123	46,672	46,672
Credit Cards receivable	130,971	130,971	85,162	85,162
Prepaid expenses	5,332	5,332	3,458	3,458
Other assets	40,750	40,750	37,718	37,718
Total Assets	$              291,613	$                   291,613	$                  231,485	$                  231,485
Liabilities
Accounts and funds payable	$                67,371	$                     67,371	$                    58,006	$                    58,006
Funds payable to customers	197,793	197,793	165,034	165,034
Salaries and social security payable	18,272	18,272	18,835	18,835
Tax payable	37,092	37,092	26,013	26,013
Dividends payable	4,548	4,548	7,330	7,330
Loans payable and other financial liabilities	288,024	288,024	283,826	283,826
Other liabilities	7,428	7,428	5,524	5,524
Total Liabilities	$              620,528	$                   620,528	$                  564,568	$                  564,568

As of June 30, 2015 and December 31, 2014, the Company held no direct investments in auction rate securities, collateralized debt obligations or structured investment vehicles, and does not have any non-financial assets or liabilities measured at fair value.

21

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

As of June 30, 2015 and December 31, 2014, the fair value of money market funds, short and long-term investments classified as available for sale securities are as follows:

	June 30, 2015
	(In thousands)
	Cost	Gross Unrealized Gains	Gross Unrealized Losses (1)	Estimated Fair Value
Cash and cash equivalents
Money Market Funds	$                     52,781	$                    33	$                        —	$                          52,814
Sovereign Debt Securities	327	—	—	327
Corporate Debt Securities	12,037	—	(3)	12,034
Total Cash and cash equivalents	$                     65,145	$                    33	$                         (3)	$                          65,175
Short-term investments
Sovereign Debt Securities	$                       3,273	$                      0	$                         (6)	$                            3,267
Corporate Debt Securities	88,476	9	(46)	88,439
Certificates of deposits	7,014	4	—	7,018
Total Short-term investments	$                     98,763	$                    13	$                       (52)	$                          98,724
Long-term investments
Sovereign Debt Securities	$                     52,489	$                    62	$                         (2)	$                          52,549
Corporate Debt Securities	154,369	108	(203)	154,274
Certificates of deposits	2,500	1	—	2,501
Total Long-term investments	$                   209,358	$                  171	$                     (205)	$                        209,324
Total	$                   373,266	$                  217	$                     (260)	$                        373,223

	December 31, 2014
	(In thousands)
	Cost	Gross Unrealized Gains	Gross Unrealized Losses (1)	Estimated Fair Value
Cash and cash equivalents
Money Market Funds	$                     37,531	$                      2	$                       (38)	$                          37,495
Corporate Debt Securities	13,009	—	(5)	13,004
Total Cash and cash equivalents	$                     50,540	$                      2	$                       (43)	$                          50,499
Short-term investments
Sovereign Debt Securities	$                       4,726	$                    —	$                         (4)	$                            4,722
Corporate Debt Securities	81,886	—	(75)	81,811
Certificates of deposit	3,802	1	(1)	3,802
Total Short-term investments	$                     90,414	$                      1	$                       (80)	$                          90,335
Long-term investments
Sovereign Debt Securities	$                     44,511	$                    —	$                       (83)	$ 44,428
Corporate Debt Securities	157,205	22	(395)	156,832
Certificates of deposit	4,007	—	(2)	4,005
Total Long-term investments	$ 205,723	$ 22	$ (480)	$ 205,265
Total	$ 346,677	$ 25	$ (603)	$ 346,099

22

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

(1) Unrealized losses from securities are primarily attributable to market price movements. Management does not believe any remaining unrealized losses represent other-than-temporary impairments based on the evaluation of available evidence including the credit rating of the investments, as of June 30, 2015 and December 31, 2014.

The material portion of the Sovereign Debt Securities is U.S. Treasury Notes with no significant risk associated.

As of June 30, 2015, the estimated fair values (in thousands of U.S. dollars) of money market funds, short-term and long-term investments classified by its effective maturities are as follows:

One year or less	163,899
One year to two years	126,528
Two years to three years	57,707
Three years to four years	11,349
Four years to five years	13,740
More than five years	-
Total	$          373,223

7. Commitments and Contingencies

Litigation and Other Legal Matters

The Company is subject to certain contingent liabilities with respect to existing or potential claims, lawsuits and other proceedings. The Company accrues liabilities when it considers probable that future costs will be incurred and such costs can be reasonably estimated. The proceeding-related reserve is based on developments to date and historical information related to actions filed against the Company. As of June 30, 2015, the Company had established reserves for proceeding-related contingencies of $2,755 thousands to cover legal actions against the Company in which its Management has assessed the likelihood of a final adverse outcome as probable. In addition, as of June 30, 2015 the Company and its subsidiaries are subject to certain legal actions considered by the Company’s management and its legal counsels to be reasonably possible for an aggregate amount up to $4,609 thousands.

As of June 30, 2015, there were 42 lawsuits pending against the Argentine subsidiary in the Argentine ordinary courts and 858 pending claims in the Argentine Consumer Protection Agencies, where a lawyer is not required to file or pursue a claim.

As of June 30, 2015, there were two claims pending against the Mexican subsidiaries in the Mexican ordinary courts and 60 claims pending against our Mexican subsidiary in the Mexican Consumer Protection Agencies, where a lawyer is not required to file or pursue a claim.

As of June 30, 2015, there were 665 lawsuits pending against the Brazilian subsidiaries in the Brazilian ordinary courts. In addition, as of June 30, 2015, there were 2,598 lawsuits pending against the Brazilian subsidiaries in the Brazilian consumer courts, where a lawyer is not required to file or pursue a claim. In most of these cases, the plaintiffs asserted that the Company was responsible for fraud committed against them, or responsible for damages suffered when purchasing an item on our website, when using MercadoPago, or when the Company invoiced them. Management believes that the Company has meritorious defenses to these claims and intends to continue defending them.

No loss amount has been accrued for such reasonably possible legal actions of which most significant (individually or in the aggregate) are described below.

On August 25, 2010, Citizen Watch do Brasil S/A, or Citizen, sued Brazilian subsidiaries in the 31th Central Civil Court State of São Paulo, Brazil. Citizen alleged that the Brazilian subsidiaries were infringing Citizen’s trademarks as a result of users selling allegedly counterfeit Citizen watches through the Brazilian page of the Brazilian subsidiaries’ website. Citizen sought an order enjoining the sale of Citizen-branded watches on the Brazilian subsidiaries’ Marketplace with a $6,000 daily non-compliance penalty. On September 23, 2010, the Brazilian subsidiaries were summoned of an injunction granted to prohibit the offer of Citizen products on its platform, but the penalty was established at $6,000 per day. On September 26, 2010, the Brazilian subsidiaries presented their defense and appealed the decision of the injunction relief to the State Court of Appeals of São Paulo on September 27, 2010. On October 22, 2010 the injunction granted to Citizen was suspended. On March 23, 2011, the Company’s appeal regarding the injunction granted to Citizen was ruled in favor of the Brazilian subsidiaries. On May 4, 2011, Citizen presented a motion to clarify the decision but it was dismissed on March 14, 2012. On May 28, 2012, the Plaintiff filed a special recourse related to the injunction relief to the State Court of Appeals, and the Brazilian subsidiaries presented their defense on August 16, 2012 which was not admitted. In September 2012, the Plaintiff filed a legal action against the Brazilian subsidiaries

23

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

with same arguments alleged in the injunction request and seeking for compensatory and statutory damages and defenses were presented on March 20, 2013. On January 9, 2013, Citizen presented a motion to request the appeal to be ruled by the Brazilian Superior Court of Justice (Superior Tribunal de Justiça). On March 1, 2013, the Company presented its response to that appeal. On August 27, 2013, the Brazilian Superior Court of Justice ruled against Citizen’s appeal. The Superior Court of Justice ruled that the Brazilian subsidiaries were not responsible for alleged infringement of intellectual property rights by its users and that they should comply with the “notice and take down” procedure it already have in place.

On October 4, 2013, Citizen presented a motion to clarify mentioned decision issued by the Brazilian Superior Court of Justice and such motion was denied on November 11, 2013. Citizen then filed, on November 25, 2013, an Extraordinary Appeal aiming the decision rendered by Brazilian Superior Court of Justice to be reviewed by Brazilian Federal Supreme Court. On February 21, 2014, Brazilian subsidiaries presented its response to Citizen’s Extraordinary Appeal. On March 10, 2014, Citizen’s extraordinary appeal was not accepted by the Brazilian Superior Court of Justice and, on March 26, 2014, Citizen filed an appeal against such decision, aiming at its Extraordinary Appeal to be accepted and ruled by Brazilian Federal Supreme Court. On May 5, 2014 the Company presented its response to Citizen’s appeal to The Brazilian Federal Supreme Court. On December, 19, 2014 Brazilian Federal Supreme Court overruled Citizen’s Extraordinary Appeal, ending the discussion regarding the injunction sought by Citizen which was definitely not granted. On February 19, 2015 the judge presiding the 31st Central Civil Court of the City of São Paulo, State of São Paulo, Brazil ruled the case in its merits totally in favor of the Brazilian subsidiary, stating that MercadoLivre shall not be held responsible for any of Citizen’s pleas and allegations. Citizen did not appeal the mentioned decision and, as a consequence, the case is closed. On the merits of the injunction is still pending. In the opinion of the Company’s management and its legal counsel the risk of loss is therefore remote.

State of São Paulo Fraud Claim

On June 12, 2007, a state prosecutor of the State of São Paulo, Brazil presented a claim against MercadoLivre. The state prosecutor alleges that MercadoLivre should be held liable for any fraud committed by sellers on MercadoLivre’s website, or responsible for damages suffered by buyers when purchasing an item on the Brazilian version of the MercadoLivre website. On June 26, 2009, the Lower Court Judge ruled in favor of the State of São Paulo prosecutor, declaring that MercadoLivre shall be held joint and severally liable for fraud committed by sellers and damages suffered by buyers when using the website, and ordering MercadoLivre remove from the Terms of Service of the Brazilian website any provision limiting MercadoLivre’s responsibility, with a penalty of approximately $2,500 per day of non-compliance. On June 29, 2009, the Company presented recourse to the lower court, which was not granted. On September 29, 2009, MercadoLivre presented an appeal and requested to suspend the effects of the ruling issued by the lower court until the appeal is decided by State Court of Appeals, which request was granted on December 1, 2009. On May 23, 2014 the State Court of Appeals issued its ruling stating that MercadoLivre shall not be held responsible for the quality, nature or defective products or services purchased through the Brazilian website. While the decision is not clear, it could be understood that the State Court of Appeals ruled that MercadoLivre could be held joint and severally liable for fraud committed by sellers buyers when using the website. On June 13, 2014, MercadoLivre filed a motion to clarify the decision. On October 6, 2014, the State Court of Appeals overruled MercadoLivre’s motion to clarify its decision. The Company appealed the decision to the Brazilian Federal Superior Court of Justice. As of the date of this report the Company appeal to the Brazilian Federal Superior Court of Justice was still being processed before the State Court of Appeals. On March 23, 2015 the State of São Paulo Prosecutor and MercadoLivre have settled the case by agreeing that MercadoLivre (i) will not be held liable for the quality, nature or defective products or services purchased through the Brazilian website, and/or damages suffered by buyers for purchases made using the website and paid directly to sellers, and (ii) will be jointly liable when buyer used MercadoPago in a purchase made through the website and liable for MercadoLivre’s own services. On July 15, 2015, the settlement was homologated and therefore the case is closed as of the date of these interim condensed financial statements.

City of São Paulo Tax Claim

In 2007 São Paulo tax authorities have asserted taxes and fines against our Brazilian subsidiary relating to the period from 2005 to 2007 in an approximate amount of $5.9 million according to the exchange rate in effect at that time. In 2007, the Company presented administrative defenses against the authorities’ claim and the tax authorities ruled against the Brazilian subsidiary. In 2009, the Company presented an appeal to the Conselho Municipal de Tributos or São Paulo Municipal Council of Taxes which reduced the fine. On February 11, 2011, the Company appealed this decision to the Câmaras Reunidas do Egrégio Conselho Municipal de Tributos or Superior Chamber of the São Paulo Municipal Council of Taxes which affirmed the reduction of the fine. As of the date of these interim condensed consolidated financial statements, the total amount of the claim is approximately $5.8 million including surcharges and interest. With this decision the administrative stage is finished. On August 15, 2011, the Company made a deposit in court of approximately R$ 9.5 million, which including accrued interests amounted to R$ 12.2 million or $3.9 million, according to the exchange rate at June 30, 2015, and filed a lawsuit in 8th Public Treasury Court of the County of

24

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

São Paulo, State of São Paulo, Brazil, to contest the taxes and fines asserted by the Tax Authorities. As of June 30, 2015, the 8th Public Treasury Court of the County of São Paulo ruling was still pending.

In September 2012 São Paulo tax authorities have asserted taxes and fines against our Brazilian subsidiary related to our Brazilian subsidiary’s activities in São Paulo for the period from 2007 through 2010. On July 27, 2012, the Company presented administrative defenses against the authorities’ claim. On February 2, 2013, São Paulo tax authorities ruled against the Brazilian subsidiary maintaining claimed taxes and fines. On March 4, 2013, the Company presented an appeal to the Conselho Municipal de Tributos or São Paulo Municipal Council of Taxes. On August 23, 2013, the Câmaras Reunidas do Egrégio Conselho Municipal de Tributos or Superior Chamber of the São Paulo Municipal Council of Taxes ruled against the Company’s appeal. On September 5, 2013, the Company presented a special appeal to the Superior Chamber of the São Paulo Municipal Council of Taxes. On October 18, 2013, the mentioned appeal was denied to our Brazilian subsidiary and confirmed the fines. With this decision the administrative stage is finished. On November 13, 2013, the Company filed a lawsuit before the 9th Treasury Court of the City of São Paulo, State of São Paulo, Brazil, to contest the taxes and fines asserted by the Tax Authorities. On November 14, 2013, the Company made a deposit in court related to the lawsuit filed, of approximately R$41 million or $13.2 million, according to the exchange rate at June 30, 2015. On January 28, 2014 São Paulo Municipal Council was summoned and on April 8, 2014 the São Paulo Municipal Council presented its defense. On April 24, 2014 the Company presented its response to the mentioned defense. As of June 30, 2015, the lower court’s ruling was still pending.

In January 2005 the Brazilian subsidiary moved its operations to Santana de Parnaíba City, Brazil and began paying taxes to that jurisdiction and therefore the Company believes that has strong defenses to the claims of the São Paulo authorities with respect to these periods.

The Company’s management and its legal counsel believe that the risk of loss is remote, and as a result, has not reserved any provisions for these claims.

The collection date of the legal deposits cannot be determined since it will depend on the actual duration of the related legal proceedings.

Brazilian Federal Tax Claims

On September 2, 2011, the Brazilian Federal tax authority has asserted taxes and fines against our Brazilian subsidiary relating to the income tax for the 2006 period in an approximate amount of R$6.2 million or $2 million, according to the exchange rate at June 30, 2015. On September 30, 2011 the Company presented administrative defenses against the authorities’ claim. On August 24, 2012 the Company presented its appeal to the Board of Tax Appeals (CARF — Conselho Administrativo de Recursos Fiscais) against the tax authorities’ claims. On December 5, 2013, the Board of Tax Appeals ruled against MercadoLivre’s appeal. As of the date of issuance of these interim condensed consolidated financial statements the Superior Administrative Court of Tax Appeals ruling was still pending. The Company’s management and its legal counsel believe that the tax position adopted is more likely than not, based on the technical merits of the tax position, that it will be sustained, and as a result, the Company has not recorded any liability for this claim.

State of Rio de Janeiro Customer Service Level Claim

On August 19, 2011, a state prosecutor of the State of Rio de Janeiro, Brazil presented a claim against the Company’s Brazilian subsidiary. The state prosecutor alleges that the Brazilian subsidiary should improve our customer service level and provide (among other things) a telephone number for customer support and requested an injunction against our Brazilian subsidiary. On October 22, 2012, a lower court judge ruled in favor of the Company and dismissed the claim against the Company. The Public Prosecutor appealed the decision and the Company presented its defense on December 12, 2012. On April 9, 2013, the State Court of Appeals ruled in favor of the Company confirming the dismissal of the claim. On May 28, 2013 the decision was appealed by the state prosecutor to the Brazilian Superior Court of Justice and the Company presented its response on July 2, 2013. On May 5, 2015 the Brazilian Superior Court of Justice did not accept the extraordinary appeal filed by the Public Prosecutor. The Public Prosecutor filed an appeal against such decision, aiming the appeal to be accepted and ruled by Brazilian Federal Supreme Court, which was not accepted on June 16, 2015.In the opinion of the Company’s management and its legal counsel the risk of loss is remote.

State of Rio Grande do Sul Service Claim

On November 20, 2013, a state prosecutor of the County of Porto Alegre, State of Rio Grande do Sul, Brazil, presented a claim against our Brazilian subsidiary before the 15th Civil Court of Porto Alegre, State of Rio Grande do Sul, Brazil. The state prosecutor alleged that MercadoLivre should be held liable for any offer or sale of any unlawful products or services through its website. A preliminary injunction was granted on November 25, 2013 ordering the Brazilian subsidiary to monitor and prevent any offer of unlawful products or services. On January 22, 2014, the Brazilian subsidiary was summoned. On March 11, 2014, the

25

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

Company presented its defense. On March 24, 2014, the Company filed an appeal against the preliminary injunction before the State Court of Rio Grande do Sul, Brazil, and on March 26, 2014 it was granted a motion to stay, revoking temporarily the effects of the injunction until the final ruling of the Interlocutory Appeal. On October 16, 2014, the State Court of Rio Grande do Sul, Brazil, ruled the Interlocutory Appeal in favor of the Brazilian subsidiary, revoking definitely the injunction. As of the date of issuance of these interim condensed consolidated financial statements the case merits’ ruling by the 15th Civil Court of Porto Alegre was still pending. In the opinion of the Company’s management the risk of losing the case is reasonably possible, but not probable.

Other third parties have from time to time claimed, and others may claim in the future, that the Company was responsible for fraud committed against them, or that the Company has infringed their intellectual property rights. The underlying laws with respect to the potential liability of online intermediaries like the Company are unclear in the jurisdictions where the Company operates. Management believes that additional lawsuits alleging that the Company has violated copyright or trademark laws will be filed against the Company in the future.

Intellectual property and regulatory claims, whether meritorious or not, are time consuming and costly to resolve, require significant amounts of management time, could require expensive changes in the Company’s methods of doing business, or could require the Company to enter into costly royalty or licensing agreements. The Company may be subject to patent disputes, and be subject to patent infringement claims as the Company’s services expand in scope and complexity. In particular, the Company may face additional patent infringement claims involving various aspects of the payments businesses.

From time to time, the Company is involved in other disputes or regulatory inquiries that arise in the ordinary course of business. The number and significance of these disputes and inquiries are increasing as the Company’s business expands and the Company grows larger.

8. Long term retention plan (“LTRP”)

The following table summarizes the 2009, 2010, 2011, 2012, 2013 and 2014 long term retention plan accrued compensation expense for the six and three-month periods ended June 30, 2015 and 2014:

	Six Months Ended June 30,		Three Months Ended June 30,
	2015 (*)	2014 (*) (**)	2015 (*)	2014 (*) (**)
	(In thousands)		(In thousands)
LTRP 2009	$              308	$             (439)	$            320	$                 (88)
LTRP 2010	511	(191)	392	(8)
LTRP 2011	587	(57)	445	44
LTRP 2012	707	90	522	91
LTRP 2013	2,038	1,039	1,196	435
LTRP 2014	2,126	1,489	1,067	691

(*) (Gain) / Loss

(**) For the six and three-month periods ended June 30, 2014, the table above shows a reduction of compensation costs for LTRP 2009, 2010 and 2011 as a consequence of a decrease in the Company’s stock price during the quarter.

On August 4, 2015, the Board of Directors, upon the recommendation of the Compensation Committee, adopted the 2015 Long-Term Retention Plan (“2015 LTRP”). In order to receive an award under the 2015 LTRP, each eligible employee must satisfy the performance conditions established by the Board of Directors for such employee. The awards under 2015 LTRP are payable in cash, common stock or a combination thereof, in addition to the annual salary and bonus of each employee. The Company has granted the right to any LTRP participant to request settlement in cash. If these conditions are satisfied, the eligible employee will, subject to his or her continued employment as of each applicable payment date, receive the full amount of his or her 2015 LTRP bonus, payable as follows:

· the eligible employee will receive a fixed payment equal to 8.333% of his or her 2015 LTRP bonus once a year for a period of six years starting in March 2016; and

· on each date the Company pays the Annual Fixed Payment to the officer, he or she will also receive a payment equal to the product of (i) 8.333% of the applicable 2015 LTRP bonus and (ii) the quotient of (a) divided by (b), where (a), the numerator, equals the Applicable Year Stock Price (as defined below) and (b), the denominator, equals the 2014 Stock Price (as defined

26

MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

below). For purposes of the 2015 LTRP, the “2014 Stock Price” shall equal $127.29 (the average closing price of the Company´s common stock on the NASDAQ Global Market during the final 60-trading days of 2014) and the “Applicable Year Stock Price” shall equal the average closing price of the Company´s common stock on the NASDAQ Global Market during the final 60-trading days of the year preceding the applicable payment date for so long as the Company´s common stock is listed on the NASDAQ.

Additionally, on the same date, the Board of Directors, upon recommendation of the Compensation Committee, approved an amendment of each of the Company´s 2009, 2010, 2011, 2012 2013 and 2014 Long Term Retention Plans (“LTRPs”), effective as of January 1, 2015. These LTRPs were amended to (a) revise the prior LTRPs’ definition of the term “Market Value” to distinguish between a Change in Control (as defined in the amended LTRPs) in which the Company is the surviving entity and those transactions in which it is not the surviving entity and (b) include special payment rules in the case of participants who experience a Covered Termination within 120 days before a Change in Control or after a Change in Control. These amendments are also included in the 2015 LTRP described above.

Under these amendments, (a) each participant should receive a single payment equal to fifty percent (50%) of the Award payments scheduled to be paid after a Change in Control (based on the Market Value on the date the Change in Control occurs), and (b) each award payment scheduled to be paid after the Change in Control shall be reduced by fifty percent (50%), to reflect the single payment, and should continue to be paid on March 31 every year. As of the date of issuance of these interim condensed consolidated financial statements, the probability of a Change in Control is remote. According to the amended Change in Control provision, the effects of the acceleration in vesting shall be recorded once the Change in Control event becomes probable.

9. 2.25% Convertible Senior Notes Due 2019

On June 30, 2014, the Company issued $330 million of 2.25% convertible senior notes due 2019 (the “Notes”). The Notes are unsecured, unsubordinated obligations of the Company, which pay interest in cash semi-annually, on January 1 and July 1, at a rate of 2.25% per annum. The Notes will mature on July 1, 2019 unless earlier repurchased or converted in accordance with their terms prior to such date. The Notes may be converted, under the conditions specified below, based on an initial conversion rate of 7.9353 shares of common stock per $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $126.02 per share of common stock), subject to adjustment as described in the indenture governing the Notes. The net proceeds from the Notes were approximately $322 million, net of the transaction costs.

Holders may convert their notes at their option at any time prior to January 1, 2019 only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on September 30, 2014 (and only during such calendar quarter), if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; or (3) upon the occurrence of specified corporate events. On or after January 1, 2019 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their notes at any time, regardless of the foregoing circumstances. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of our common stock, at our election.

As of June 30, 2015, none of the conditions allowing holders of the Notes to convert had been met.

In accordance with ASC 470-20 Debt with Conversion and Other Options , the convertible debt instrument within the scope of the cash conversion subsection, was separated into debt and equity components at issuance and be assigned a fair value. The value assigned to the debt component is the estimated fair value, as of the issuance date, of a similar debt without the conversion feature. As of June 30, 2014, the Company determined the fair value of the liability component of the Notes by reviewing market data that was available for senior, unsecured nonconvertible corporate bonds issued by comparable companies. Assumptions used in the estimate represent what market participants would use in pricing the liability component, including market interest rates, credit standing, and yield curves, all of which are defined as level 2 observable inputs. The difference between the cash proceeds and this estimated fair value, represents the value assigned to the equity component and is recorded as a debt discount. The debt discount is amortized using the effective interest method from the origination date through its stated contractual maturity date.

The initial debt component of the Notes was valued at $283,015 thousands, based on the contractual cash flows discounted at an appropriate market rate for a non-convertible debt at the date of issuance, which was determined to be 5.55%. The carrying value of the permanent equity component reported in additional paid-in-capital was initially valued at $46,985 thousands. The effective interest rate after allocation of transaction costs to the liability component is 6.1% and is used to amortize the debt discount and

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MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

transaction costs. Additionally, the Company recorded a deferred tax liability related to the additional paid in capital component of the convertible notes amounting to $16,445 thousands.

The following table presents the carrying amounts of the liability and equity components:

	June 30, 2015		December 31, 2014
		(In thousands)
Amount of the equity component (1)	$	45,808	$	45,808
2.25% convertible senior notes due 2019	$	330,000	$	330,000
Unamortized debt discount (2)		(38,588)		(42,844)
Unamortized transaction costs related to the debt component		(5,933)		(6,526)
Contractual coupon interest accrual		3,713		3,733
Contractual coupon interest payment		(3,713)		(3,733)
Net carrying amount	$	285,479	$	280,630

(1) Net of $1,177 thousands of transaction costs related to the equity component of the Notes.

(2) As of June 30, 2015, the remaining period over which the unamortized debt discount will be amortized is 4 years.

The following table presents the interest expense for the contractual interest and the accretion of debt discount:

	Six-month period ended June 30, 2015		Three-month period ended June 30, 2015
	(In thousands)		(In thousands)
Contractual coupon interest expense	$	3,713	$	1,857
Amortization of debt discount		4,256		2,128
Amortization of debt issuance costs		593		294
Total interest expense related to Notes	$	8,562	$	4,279

Capped call transactions

The net proceeds from the Notes were approximately $321,732 thousands, after considering the transaction costs in an amount of $8,268 thousands. In connection with the issuance of the Notes, the Company paid $19,668 thousands to enter into capped call transactions with respect to its common shares (the “Capped Call Transactions”), with certain financial institutions. The Capped Call Transactions are expected generally to reduce the potential dilution upon conversion of the Convertible Notes and / or offset any cash payments the Company may be required to make in excess of the principal amount of any converted notes in the event that the market price of the common shares is greater than the strike price of the Capped Call Transactions, initially set at $126.02 per common share, which corresponds to the initial conversion price of the Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the Notes, and have a cap price of approximately $155.78 per common share. Therefore, as a result of executing the Capped Call Transactions, the Company will reduce its exposure to potential dilution once the market price of its common shares exceeds the strike price of $126.02 and up to a cap price of approximately $155.78 per common share. The Capped Call Transactions allows the Company to receive shares of the common stock and/or cash related to the excess conversion value that the Company would pay to the holders of the Notes upon conversion, up to the above mentioned cap price.

The $19,668 thousands cost of the capped call transactions, which net of deferred income tax effect amounts to $12,784 thousands, is included as a net reduction to additional paid-in capital in the stockholders’ equity section of these interim condensed consolidated balance sheets, in accordance with the guidance in ASC 815-40 Derivatives and Hedging-Contracts in Entity’s Own Equity.

10. Cash Dividend Distribution

During the fiscal year ended December 31, 2014, the Company approved cash dividends for a total amount of $29,318 thousands or $0.664 per share, which had all been paid as of the year-end, except for the one approved in October 2014, consisting of $7,330

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MercadoLibre, Inc.

Notes to Interim Condensed Consolidated Financial Statements (unaudited)

thousands (or $0.166 per share), which was paid on January 15, 2015 to stockholders of record as of the close of business on December 31, 2014.

In each of February, April, July and October of 2014, our Board of Directors declared quarterly cash dividends of $7,330 thousands (or $0.166 per share on our outstanding shares of common stock). The dividends were paid on April 15,  July 15, October 15, 2014 and January 15, 2015 to stockholders of record as of the close of business on March 29,  June 30, September 30, and December 31, 2014.

On February 24, 2015, the Board of Directors approved a quarterly cash dividend of $4,548 thousands (or $0.103 per share) on the outstanding shares of the Company´s common stock. The first quarterly dividend was paid on April 15, 2015 to stockholders of record as of the close of business on March 31, 2015.

On April 30, 2015, the Board of Directors declared a quarterly cash dividend of $4,548 thousands (or $0.103 per share), payable to holders of the Company's common stock. This quarterly cash dividend was paid on July 15, 2015 to stockholders of record as of the close of business on June 30, 2015.

On August 4, 2015, the Board of Directors approved a quarterly cash dividend of $4,548 (or $0.103 per share) on our outstanding shares of common stock, payable on October 15, 2015 to stockholders of record as of the close of business on September 30, 2015.

11. New Law of “Costs, Earnings, and Fair Profits”

In November 2013 the Venezuelan Congress approved an “enabling law” granting the president of Venezuela the authority to enact laws and regulations in certain policy areas by decree. This authority includes the ability to restrict profit margins and impose greater controls on foreign exchange and the production, import, and distribution of certain goods. Among other actions, the president has used this decree power to pass the Law of Costs, Earnings, and Fair Profits, which became effective in January 2014 and, among other provisions, authorizes the Venezuelan government to set “fair prices” and maximum profit margins in the private sector. The Management of the Company estimates that this new law will not have a significant effect in 2015 as a consequence of losses incurred in the Venezuelan segment during this year. In addition, management of the Company will continue monitoring the potential effects of this new law as the detailed provisions for its implementation are issued in the future.

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Item 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations

Cautionary Statement Regarding Forward-Looking Statements

Certain statements regarding our future performance made or implied in this report are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The words “anticipate,” “believe,” “expect,” “intend,” “plan,” “estimate,” “target,” “project,” “should,” “may,” “could,” “will” and similar words and expressions are intended to identify forward-looking statements. Forward-looking statements generally relate to information concerning our possible or assumed future results of operations, business strategies, financing plans, competitive position, industry environment, potential growth opportunities, future economic, political and social conditions in the countries in which we operate and the effects of future regulation and the effects of competition. Such forward-looking statements reflect, among other things, our current expectations, plans, projections and strategies, anticipated financial results, future events and financial trends affecting our business, all of which are subject to known and unknown risks, uncertainties and other important factors (in addition to those discussed elsewhere in this report) that may cause our actual results to differ materially from those expressed or implied by these forward-looking statements. These risks and uncertainties include, among other things:

· our expectations regarding the continued growth of online commerce and Internet usage in Latin America;

· our ability to expand our operations and adapt to rapidly changing technologies;

· government and central bank regulations;

· litigation and legal liability;

· systems interruptions or failures;

· our ability to attract and retain qualified personnel;

· consumer trends;

· security breaches and illegal uses of our services;

· competition;

· reliance on third-party service providers;

· enforcement of intellectual property rights;

· our ability to attract new customers, retain existing customers and increase revenues;

· seasonal fluctuations; and

· political, social and economic conditions in Latin America in general, and Venezuela and Argentina in particular, including Venezuela’s status as a highly inflationary economy for generally accepted accounting principles in the United States (“U.S. GAAP”), and possible future currency devaluation and other changes to its exchange rate systems such as the “Sistema Marginal de Divisas” (“SIMADI”), and the Argentine government’s default of certain government bonds and possible further devaluations of the Argentine Peso.

Many of these risks are beyond our ability to control or predict. New risk factors emerge from time to time and it is not possible for management to predict all such risk factors, nor can it assess the impact of all such risk factors on our Company’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

These statements are based on currently available information and our current assumptions, expectations and projections about future events. While we believe that our assumptions, expectations and projections are reasonable in view of the currently available information, you are cautioned not to place undue reliance on our forward-looking statements. These statements are not guarantees of future performance. They are subject to future events, risks and uncertainties– many of which are beyond our control -as well as potentially inaccurate assumptions that could cause actual results to differ materially from our expectations and projections.Some of the material risks and uncertainties that could cause actual results to differ materially from our expectations and projections are described in “Item 1A — Risk Factors” in Part I of our Annual Report on Form 10-K for the fiscal year ended December 31, 2014filed with the Securities and Exchange Commission(“SEC”)onFebruary27, 2015, as updated by those described in “Item 1A — Risk Factors” in Part II ofour Form 10-Q for the quarter ended March 31, 2015 and this reportand in other reports we file from time to time with the SEC.

You should read that information in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 2 of Part I of this report, our unaudited interim condensed consolidated financial statements and related notes in Item 1 of Part I of this report and our audited consolidated financial statements and related notes in Item 8 of Part II of our Annual Report on Form 10-Kfor the year ended December 31, 2014. We note such information for investors as permitted by the

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Private Securities Litigation Reform Act of 1995. There also may be other factors that we cannot anticipate or that are not described in this report, generally because they are unknown to us or we do not perceive them to be a material risk that could cause results to differ materially from our expectations at this time.

Forward-looking statements speak only as of the date they are made, and we do not undertake to update these forward-looking statements except as may be required by law. You are advised, however, to review any further disclosures we make on related subjects in our periodic filings with the SEC.

The discussion and analysis of our financial condition and results of operations has been organized to present the following:

· a brief overview of our company;

· a  discussion of our principal trends and results of operations for the six and three-month periods ended June 30, 2015 and 2014;

· a  review of our financial presentation and accounting policies, including our critical accounting policies;

· a  discussion of the principal factors that influence our results of operations, financial condition and liquidity;

· a  discussion of our liquidity and capital resources, a discussion of our capital expenditures and a description of our contractual obligations; and

· a  discussion of the market risks that we face.

Business Overview

MercadoLibre, Inc. (together with its subsidiaries “us”, “we”, “our” or the “Company”) hosts the largest online commerce platform in Latin America, which is focused on enabling e-commerce and its related services. Our platforms are designed to provide our users with a complete portfolio of services facilitating e-commerce transactions. We are market leaders in e-commerce in each of Argentina, Brazil, Chile, Colombia, Costa Rica, Ecuador, Mexico, Peru, Uruguay and Venezuela, based on unique visitors and page views. We also operate online commerce platforms in the Dominican Republic, Panama and Portugal.

Through our online commerce platform, we provide buyers and sellers with a robust online commerce environment that fosters the development of a large and growing e-commerce community in Latin America, a region with a population of over 605 million people and one of the fastest-growing Internet penetration rates in the world. We believe that we offer a technological and commercial solution that addresses the distinctive cultural and geographic challenges of operating an online commerce platform in Latin America.

We offer our users an eco-system of six related e-commerce services: the MercadoLibre Marketplace, the MercadoLibre Classifieds Service, the MercadoPago payments solution, the MercadoLibre Advertising program, the MercadoShops on-line stores solutions and the MercadoEnvios shipping service.

The MercadoLibre Marketplace, which we sometimes refer to as our marketplace, is a fully-automated, topically-arranged and user-friendly online commerce service. This service permits both businesses and individuals to list general merchandising items and conduct their sales and purchases online in either a fixed-price or auction-based format. Any Internet user in the countries in which we operate can browse through the various products that are listed on our website and register with the MercadoLibre Marketplace to list, bid for and purchase such items and services.

To complement the MercadoLibre Marketplace, we developed MercadoPago, an integrated online payments solution. MercadoPago is designed to facilitate transactions both on and off the MercadoLibre Marketplace by providing a mechanism that allows our users to securely, easily and promptly send, receive and finance payments online.

Through online classified listings in the motors, real estate and services categories, our users can offer for sale and generate leads on listings in these non-general merchandising categories.

As a further enhancement to the MercadoLibre Marketplace, we developed our MercadoLibre Advertising program to enable businesses to promote their products and services on the Internet. Through MercadoLibre Advertising, users and advertisers are able to place display and/or text advertisements on our web pages in order to promote their brands and offerings. MercadoLibre Advertising offers advertisers a cost efficient and automated platform that enables advertisers to acquire traffic through advertisements placed on our platform. Advertisers purchase, on a cost per click basis, advertising space that appears around product search results for specific categories and other pages. These advertising placements are clearly differentiated from product search results and direct traffic both to and from our platform depending on the advertiser.

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Additionally, during 2010, we launched the MercadoShops online webstores solution. Through MercadoShops users can set-up, manage and promote their own on-line webstores. These webstores are hosted by MercadoLibre and offer integration with the other marketplace, payments and advertising services we offer. Users can choose from a basic, free webstore or pay monthly subscriptions for enhanced functionality and value added services on their webstores.

To close out our suite of e-commerce services, we launched the MercadoEnvios shipping solution in Brazil, Argentina, Mexico and Colombia. Through this solution, we offer cost efficient integration with existing logistics and shipping carriers to sellers on our platforms. Sellers opting into the program are able to offer a uniform and seamlessly integrated shipping experience to their buyers.

Reporting Segments and Geographic information

Our segment reporting is based on geography, which is the current criterion we are using to evaluate our segment performance. Our geographic segments include Brazil, Argentina, Venezuela,Mexico and other countries (including Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, Panama, Peru, Portugal, Uruguay and the United States of America (real estate classifieds in the State of Florida only)).

The following table sets forth the percentage of our consolidated net revenues by segment for the six and three-month periods ended June 30, 2015 and 2014:

	Six-month Periods Ended				Three-month Periods Ended
	June 30,				June 30,
(% of total consolidated net revenues) (*)	2015		2014		2015		2014
Brazil	46.7	%	46.9	%	47.2	%	48.1	%
Argentina	34.5		24.8		36.8		25.2
Venezuela	6.5		14.5		3.7		12.6
Mexico	6.4		7.1		6.5		7.1
Other Countries	5.9		6.8		5.8		7.0

(*) Percentages have been calculated using whole-dollar amounts.

The following table summarizes the changes in our net revenues by segment for the six and three-month periods ended June 30, 2015 and 2014:

	Six-month Periods Ended		Change from 2014			Three-month Periods Ended		Change from 2014
	June 30,		to 2015 (*)			June 30,		to 2015 (*)
	2015	2014	in Dollars	in %		2015	2014	in Dollars	in %
	(in millions, except percentages)					(in millions, except percentages)
Net Revenues:
Brazil	$        141.4	$        115.8	$          25.5	22.0	%	$           72.9	$          63.4	$            9.5	14.9	%
Argentina	104.3	61.2	43.0	70.3		56.8	33.3	23.6	70.8
Venezuela	19.7	35.9	(16.2)	(45.2)	(**)	5.7	16.6	(10.8)	(65.5)
Mexico	19.4	17.5	2.0	11.3		10.0	9.4	0.6	6.6
Other Countries	17.7	16.8	0.9	5.3		8.9	9.3	(0.3)	(3.8)	(***)
Total Net Revenues	$        302.4	$        247.2	$          55.2	22.3	%	$         154.3	$        131.8	$          22.5	17.0	%

(*)Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

(**) See section “Critical accounting policies and estimates - Foreign currency translation”.

(***)Decrease related to local currency devaluation.

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Recent developments

Business acquisitions

On April 22, 2015, through our subsidiaries Deremate.com de Mexico, S. de R.L. de C.V. and MercadoLibre, S. de R.L. de C.V., we acquired 100% of the issued and outstanding shares of capital stock of Metros Cúbicos, S.A. de C.V., a  company that operates an online classified advertisement platform dedicated to the sale of real estate in Mexico, in order to increase our participation in e-commerce business in that country.

On April 1, 2015, through our subsidiaries Ebazar.com.br Ltda. and MercadoLivre.com Atividades de Internet Ltda, we acquired 100% of the issued and outstanding shares of capital stock of KPL Soluções Ltda, a company that develops ERP software for the e-commerce industry in Brazil.KPL Soluções Ltda will allow MercadoLibre to offer an even more seamless way for our customers to sell on our marketplace.

For more detailed information regarding these acquisitions see Note 4 – “Business combinations, goodwill and intangible assets” of the Interim Condensed Consolidated Financial Statements included in this report.

Office building acquisition agreement in Caracas

In June 2015, our Venezuelan subsidiary acquired two offices in the process of being constructed that will be comprised of 475.48 square meters, in Caracas, Venezuela for a total purchase price of approximately $1,474 million Bolivares Fuertes (“BsF”)for investment purposes. Our Venezuelan subsidiary paid the purchase price in Bolivares Fuertes, and funded the transaction with funds from its own operations. Construction of the offices is expected to be completed within seventeen months from the acquisition date, according to the purchase agreement.

Description of line items

Net revenues

We recognize revenues in each of our five reporting segments. Our reporting segments include our operations in Brazil, Argentina,Venezuela, Mexico and other countries (Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, Panama, Peru, Portugal, Uruguay and the United States of America).

Within each of our segments, the services we provide generally fall into two distinct revenue streams, “Marketplace” which includes our core business and “Non-Marketplace” which includes ad sales, real estate listings, motors listings, financing fees, off-platform payment fees, shipping fees and other ancillary businesses.

The following table summarizes our consolidated net revenues by revenue stream for the six and three-month periods ended June 30, 2015 and 2014:

	Six-month Periods Ended				Three-month Periods Ended
Consolidated net revenues	June 30, (*)				June 30, (*)
by revenue stream		2015		2014		2015		2014
Marketplace	$	187.9	$	175.0	$	93.2	$	91.5
Non-Marketplace (**)		114.5		72.3		61.1		40.3
Total	$	302.4	$	247.2	$	154.3	$	131.8

(*) The table above may not total due to rounding.

(**) Includes, among other things, Ad Sales, Real Estate, Motors, Financing Fees, Off-platform Payment Fees, Shipping Fees, and other ancillary services.

Revenues from MercadoLibre Marketplace transactions are generated from:

· up-front fees; and

· final value fees.

For Marketplace services, final value fees representing a percentage of the sale value are charged to the seller once the item is successfully sold. Up-front fees are charged to the seller in exchange for improved exposure of the listings throughout our platform and are not subject to the successful sale of the items listed.

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Revenues for the Non-Marketplace services are generated from:

· financing fees;

· off-platform payment fees;

· motors up-front fees;

· ad sales up-front fees;

· real estate listings up-front fees;

· shipping fees;

· and fees from other ancillary businesses.

With respect to our MercadoPago service, we generate payment related revenues, reported within each of our reporting segments, attributable to:

· commissions representing a percentage of the payment volume processed that are charged to sellers in connection with off-Marketplace-platform transactions; and

· revenues from financing that occur when a buyer elects to pay in installments through our MercadoPago platform, for transactions that occur either on or off our marketplace platform.

Although we also process payments on the Marketplace, we do not charge sellers an added commission for this service, as it is already included in the Marketplace final value fee.

Through our classifieds offerings in motors, real estate and services, we generate revenues from up-front fees. These fees are charged to sellers who opt to give their listings greater exposure throughout our websites.

Our Advertising revenues are generated by selling either display or text link ads throughout our website to interested advertisers.

Finally, our shipping revenues are generated when a buyer elects to receive the item through our shipping service.

When more than one service is included in one single arrangement with the customer, we recognize revenue according to multiple element arrangements accounting, distinguishing between each of the services provided and allocating revenues based on their respective selling prices.

We have a highly fragmented customer revenue base given the large numbers of sellers and buyers who use our platforms. For the six and three-month periods ended June 30, 2015 and 2014, no single customer accounted for more than 5.0% of our net revenues. Our MercadoLibre Marketplace is available in thirteen countries (Argentina, Brazil, Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, Mexico, Panama, Peru, Portugal, Uruguay and Venezuela), and MercadoPago is available in six countries (Argentina, Brazil, Chile, Colombia, Mexico and Venezuela). We also offer a shipping solution directed towards Argentina, Brazil, Mexico, as well as Colombia which was added to our list of countries where the service is offered on May 2015. The functional currency for each country’s operations is the country’s local currency, except for Venezuela where the functional currency is the U.S. dollar due to Venezuela’s status as a highly inflationary economy. Therefore, our net revenues are generated in multiple foreign currencies and then translated into U.S. dollars at the average monthly exchange rate. See — “Critical accounting policies and estimates — Foreign Currency Translation” for more information.

Our subsidiaries in Brazil, Argentina, Venezuela and Colombia are subject to certain taxes on revenues which are classified as a cost of net revenues. These taxes represented 7.7% and 8.0% of net revenues for the six and three-month periods ended June 30, 2015 as compared to 6.5% and 6.6%, respectively, for the same periods in 2014.  These taxes are applicable mainly in our Brazilian and Argentine subsidiaries. The increase is related to higher revenues in these countries.

Cost of net revenues

Cost of net revenues primarily represents bank and credit card processing charges for transactions and fees paid with credit cards and other payment methods, fraud prevention fees, certain taxes on revenues, compensation for customer support personnel, ISP connectivity charges, depreciation and amortization and hosting and website operation fees.

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Product and technology development expenses

Our product and technology development related expenses consist primarily of compensation for our engineering and web-development staff, depreciation and amortization costs related to product and technology development, telecommunications costs and payments to third-party suppliers who provide technology maintenance services to us.

Sales and marketing expenses

Our sales and marketing expenses consist primarily of marketing costs for our platforms through online and offline advertising, bad debt charges, chargebacks related to our MercadoPago operations, the salaries of employees involved in these activities, public relations costs, marketing activities for our users and depreciation and amortization costs.

We carry out the majority of our marketing efforts on the Internet. In that regard, we enter into agreements with portals, search engines, social networks, ad networks and other websites in order to attract Internet users to the MercadoLibre Marketplace and convert them into confirmed registered users and active traders on our platform. Additionally, we allocate a portion of our marketing budget to cable television advertising in order to improve our brand awareness and to complement our online efforts.

We also work intensively on attracting, developing and growing our seller community through our supply efforts. We have dedicated professionals in most of our operations that work with sellers through trade show participation, seminars and meetings to provide them with important tools and skills to become effective sellers on our platform.

General and administrative expenses

Our general and administrative expenses consist primarily of salaries for management and administrative staff, compensation for outside directors, long-term retention plan compensation, expenses for legal, accounting, audit and other professional services, insurance expenses, office space rental expenses, travel and business expenses, as well as depreciation and amortization costs. Our general and administrative expenses include the costs of the following areas: general management, finance, administration, accounting, legal and human resources.

Impairment of long-lived assets

We review long-lived assets for impairments whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable.

As explained in section “Foreign Currency Translation – Venezuelan Currency Status”, we have subsequently accessed to more unfavorable exchange markets in Venezuela as from December 2013.

Considering these changes in facts and circumstances and the lower U.S. dollar-equivalent cash flows expected from the Venezuelan business, and long-lived assets expected use, we compared the carrying amount of the long-lived assets with the expected undiscounted future net cash flows and concluded that certain office spaces held in Caracas, Venezuela, should be impaired. As a consequence, we estimated the fair value of the impaired long-lived assets and recorded impairment losses of $16.2 million and $ 49.5 million on March 31, 2015 and the second quarter of 2014, respectively, by using the market approach and considering prices for similar assets.

Other income (expenses), net

Other income (expenses) consists primarily of interest income derived from our investments and cash equivalents, interest expense related to financial liabilities, foreign currency gains or losses and other non-operating results.

Income and asset tax

We are subject to federal and state taxes in the United States, as well as foreign taxes in the multiple jurisdictions where we operate. Our tax obligations consist of current and deferred income taxes and asset taxes incurred in these jurisdictions. We account for income taxes following the liability method of accounting. Therefore, our income tax expense consists of taxes currently payable, if any (given that in certain jurisdictions we still have net operating loss carry-forwards), plus the change in our deferred tax assets and liabilities during each period.

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Critical accounting policies and estimates

The preparation of our unaudited interim condensed consolidated financial statements and related notes requires us to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. We have based our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Our management has discussed the development, selection and disclosure of these estimates with our audit committee and our board of directors. Actual results may differ from these estimates under different assumptions or conditions.

An accounting policy is considered to be critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, and if different estimates that reasonably could have been used, or changes in the accounting estimates that are reasonably likely to occur periodically, could materially impact our interim condensed consolidated financial statements. We believe that the following critical accounting policies reflect the more significant estimates and assumptions used in the preparation of our interim condensed consolidated financial statements. You should read the following descriptions of critical accounting policies, judgments and estimates in conjunction with our unaudited interim condensed consolidated financial statements, the notes thereto and other disclosures included in this report.

There have been no significant changes in our critical accounting policies, management estimates or accounting policies followed from the year ended December 31, 2014.

Foreign Currency Translation

Historically, all of our foreign operations have used the local currency as their functional currency. Accordingly, these foreign subsidiaries translate assets and liabilities from their local currencies to U.S. dollars using period/year-end exchange rates while income and expense accounts are translated at the average exchange rates in effect during the period/year. The resulting translation adjustment is recorded as part of other comprehensive income (loss), a component of equity. Gains and losses resulting from transactions denominated in non-functional currencies are recognized in earnings. Net foreign currency exchange losses or gains are included in the consolidated statements of income under the caption “Foreign currency losses”.

Venezuelan currency status

In accordance with U.S. GAAP, we have classified our Venezuelan operations as highly inflationary since January 1, 2010, using the U.S. dollar as the functional currency for purposes of reporting our financial statements. Therefore, no translation effect has been accounted for in other comprehensive income related to our Venezuelan operations.

During December 2013, the Venezuelan regulation that created SICAD 1 was amended to expand its use, and to require publication of the average exchange rate implied by transactions settled in SICAD 1 auctions. Additionally, on January 23, 2014, the exchange regulation was amended to include foreign currency sales for certain transactions, such as, but not limited to: contracts for leasing and services, use and exploitation of patents, trademarks, foreign investments and payments of royalties, contracts for technology import and technical assistance. Due to the change in rules that provided for the creation of the SICAD 1 system, the official exchange rate remained only available to obtain foreign currency to pay for a limited list of goods considered to be of high priority by the Venezuelan government, which did not include those relating to our business. As a consequence, SICAD 1 became, from that moment through May 15, 2014, the primary system to which we would have to request U.S. dollars to settle our transactions. As a result, from January 24, 2014 to May 15, 2014, the exchange rate we used to re-measure our net monetary asset position and BsF transactions of our Venezuelan operations was the SICAD 1 exchange rate. The average exchange rate under SICAD 1 during that period was 10.82 BsF per U.S. dollar.

In late February 2014, the Venezuelan government issued a decree to open a new exchange control mechanism SICAD 2 that allowed the purchase of foreign exchange currencies, through authorized foreign exchange operators offered by individuals and companies such as Petróleos de Venezuela, S.A. (PDVSA, the oil state-owned corporation of Venezuela), the BCV and other public entities authorized by the Ministry of Finance. The Venezuelan government published operating rules for the new exchange mechanism in Exchange Agreement N° 27 and, on March 24, 2014 SICAD 2 began operating. Since implementation of the SICAD 1 system, we had been unsuccessful in gaining access to U.S. dollars through SICAD 1. As a result of this ongoing lack of access to the SICAD 1 auction system and the establishment of SICAD 2, on May 16, 2014, we started requesting U.S. dollars through the SICAD 2 mechanism. The SICAD 2 system was an open mechanism that permitted any company to request U.S. dollars for any purpose. Consequently, we were eligible for and were granted U.S. dollars through the SICAD 2 mechanism.

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As a consequence of our determination to obtain U.S. dollars through SICAD 2 and our continued lack of access to SICAD 1, we concluded that the SICAD 2 exchange rate should be used to re-measure the bolivar-denominated monetary assets and liabilities of our Venezuelan subsidiaries, and the results of our Venezuelan operations in BsF, effective as of May 16, 2014. In connection with this re-measurement, we recorded a foreign exchange loss of $16.5 million and a deferred income tax gain of $8.6 million during the second quarter of 2014. As of June 30, 2014, the SICAD 2 exchange rate was 49.98 BsF per U.S. dollar. The average exchange rate for the quarter ended June 30, 2014, after giving effect to our move to the SICAD 2 mechanism on May 16, 2014, was 33.35 BsF per U.S. dollar.

In light of the economic conditions in Venezuela in the second quarter of 2014, our determination to access SICAD 2 and re-measure the BsF denominated monetary assets and liabilities of our Venezuelan subsidiaries, and the lower U.S. dollar-equivalent cash flows then expected from our Venezuelan operations, during the second quarter of 2014, we reviewed our long-lived assets, goodwill and intangible assets with indefinite useful life for impairment, including considering our then expected use of these assets in light of the foregoing. We own two office spaces in Venezuela that we had expected to use to support our main operating activities in that country. However, due to the economic conditions in Venezuela, we determined to rent these office spaces to third parties to generate rental income and will consider opportunities for disposal of these assets if real estate market conditions are favorable. Because we concluded that the carrying value of these two real estate properties were not fully recoverable, we recorded an impairment of long-lived assets of $49.5 million during May 2014.

On February 10, 2015, the Venezuelan government issued a decree that unifies the two previous foreign exchange systems SICAD 1 and SICAD 2 into a new single system denominated SICAD, with an initial public foreign exchange rate of 12 BsF per U.S. dollar. The SICAD auction process remains available only to obtain foreign currency to pay for a limited list of goods considered to be of high priority by the Venezuelan government, which does not include those relating to our business. In the same decree, the Venezuelan government created the SIMADI, a new foreign exchange system that is separate from SICAD, which publishes a foreign exchange rate from the BCV on a daily basis.

In light of the disappearance of SICAD 2, and our inability to gain access to U.S. dollars through the new single system under SICAD, we started requesting and have been granted U.S. dollars through SIMADI. As a result, we now expect to settle our transactions through SIMADI and have concluded that the SIMADI exchange rate should be used to re-measure our bolivar-denominated monetary assets and liabilities and to re-measure the revenues and expenses of our Venezuelan subsidiaries effective as of March 31, 2015. In connection with this re-measurement, we recorded a foreign exchange loss of $20.4 million and a deferred income tax gain of $3.8 million during the first quarter of 2015. As of June 30, 2015, the SIMADI exchange rate was 197.3 BsF per U.S. dollar. The average exchange rate for the second quarter of 2015 was 197.8 BsF per U.S. dollar.

Considering this change in facts and circumstances and the lower U.S. dollar-equivalent cash flows now expected from our Venezuelan business, we have reviewed our long-lived assets, goodwill and intangible assets with indefinite useful life for impairment, and concluded that the carrying value of certain real estate investments in Venezuela as of March 31, 2015 would not be fully recoverable. As a result, we have recorded an impairment of long-lived assets of $16.2 million on March 31, 2015. The carrying amount has been adjusted to its estimated fair value of approximately $9.2 million as of that date, by using the market approach and considering prices for similar assets.

Until 2010 we were able to obtain U.S. dollars for any purpose, including dividend distributions, using alternative mechanisms other than through the Commission for the Administration of Foreign Exchange Control (CADIVI). Those U.S. dollars, obtained at a higher exchange rate than the one offered by CADIVI and held in balance at U.S. bank accounts of our Venezuelan subsidiaries, were used for dividend distributions from our Venezuelan subsidiaries. Our Venezuelan subsidiaries have not requested authorization since 2012 to acquire U.S. dollars to make dividend distributions and we have not distributed dividends from our Venezuelan subsidiaries since 2011.

The following table sets forth the assets, liabilities and net assets of our Venezuelan subsidiaries, before intercompany eliminations, as of June 30, 2015 and December 31, 2014 and net revenues for the six-month periods ended June 30, 2015 and 2014:

	Six-month Periods Ended June 30,
	2015	2014
	(In thousands)
Net Revenues	$                 19,669	$                 35,908

	June 30,	December 31,
	2015	2014
Assets	46,482	75,153
Liabilities	(43,701)	(43,359)
Net Assets	$                   2,781	$                 31,794

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As of June 30, 2015, the net assets (before intercompany eliminations) of the Venezuelan subsidiaries amount to approximately 0.8% of our consolidated net assets, and cash and investments of our Venezuelan subsidiaries held in local currency in Venezuela amount to approximately 1.1% of our consolidated cash and investments.

Our ability to obtain U.S. dollars in Venezuela is negatively affected by the exchange restrictions in Venezuela that are described above. If our access to U.S. dollars becomes widely available at a more unfavorable rate than the current SIMADI exchange rate (or if SIMADI exchange rate experiences significant devaluation in the future), and we decided to use that alternative mechanism considering that exchange rate as the one applicable for re-measurement, our results of operations, earnings and value of our net assets in Venezuela would be negatively impacted, and we cannot assure that the impact would not be material. In addition, our business and ability to obtain U.S. dollars in Venezuela would be negatively affected by any additional material devaluations or the imposition of significant additional and more stringent controls on foreign currency exchange by the Venezuelan government in the future.

Despite the current difficult macroeconomic environment in Venezuela, we continue actively managing, through our Venezuelan subsidiaries, our investment in Venezuela. Despite the current operating, political and economic conditions and certain other factors in Venezuela, we currently plan to continue supporting our business in Venezuela in the long run.

In November 2013, the Venezuelan Congress approved the new Law of “Costs, Earnings, and Fair Profits” that authorizes the Venezuelan government to restrict profit margins and the Venezuelan government has established a profit margin cap of 30% for the private sector. As of the date of this report, the implementing rules for this new law had not been issued. We will assess the potential effects of this new law as the detailed provisions for its implementation are issued.

Argentine currency status

The Argentine government has implemented certain measures that control and restrict the ability of companies and individuals to exchange Argentine Pesos for foreign currencies. Those measures include, among other things, the requirement to obtain the prior approval from the Argentine Tax Authority of any foreign currency transaction (for example and without limitation, for the payment of non-Argentine goods and services, payment of principal and interest on non-Argentine debt and also payment of dividends to parties outside of the country) which approval process could delay, and eventually restrict, the ability to exchange Argentine Pesos for other currencies, such as U.S. dollars. Those approvals are administered by the Argentine Central Bank through the Local Exchange Market (“Mercado Unico Libre de Cambios”, or “MULC”), which is the only market where exchange transactions may be lawfully made.

Further, restrictions also currently apply to the acquisition of any foreign currency for holding as cash within Argentina. Although the controls and restrictions on the acquisition of foreign currencies in Argentina place certain limitations on our current ability to convert cash generated by our Argentine subsidiaries into foreign currencies, based on the current state of Argentine currency rules and regulations, we do not expect that the current controls and restrictions, will have a material adverse effect on our business plans in Argentina or on our overall business, financial condition or results of operations.

Additionally, during January 2014 the Argentine Peso exchange rate against the U.S. dollar increased by approximately 23%, from 6.52 Argentine Pesos per U.S. dollar as of December 31, 2013 to approximately 8.0 Argentine Pesos per U.S. dollar. Due to the abovementioned devaluation, during the first quarter of 2014, the reported net assets of our Argentine subsidiary decreased by $14.6 million with the related impact in Other Comprehensive Income and we recognized a foreign currency gain of $4.6 million. As of June 30, 2015, the Argentine Peso exchange rate was $9.09 per U.S. dollar.

Allowances for doubtful accounts and for chargebacks

We are exposed to losses due to uncollectible accounts and credits to sellers. Allowances for these items represent our estimate of future losses based on our historical experience. The allowances for doubtful accounts and for chargebacks are recorded as charges to sales and marketing expenses. Historically, our actual losses have been consistent with our charges. However, future adverse changes to our historical experience for doubtful accounts and chargebacks could have a material impact on our future consolidated statements of income and cash flows.

We believe that the accounting estimate related to allowances for doubtful accounts and for chargebacks is a critical accounting estimate because it requires management to make assumptions about future collections and credit analysis. Our management’s assumptions about future collections require significant judgment.

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Legal contingencies

In connection with certain pending litigation and other claims, we have estimated the range of probable loss and provided for such losses through charges to our condensed consolidated statement of income. These estimates are based on our assessment of the facts and circumstances and historical information related to actions filed against us at each balance sheet date and are subject to change based upon new information and future events.

From time to time, we are involved in disputes that arise in the ordinary course of business. We are currently involved in certain legal proceedings as described in “Legal Proceedings” in Item 1 of Part II of this report, Item 3 of Part I of our Annual Report on Form 10-K for our fiscal year ended December 31, 2014 and in Note 7 to our unaudited interim condensed consolidated financial statements, included in this report. We believe that we have meritorious defenses to the claims against us, and we will defend ourselves accordingly. However, even if successful, our defense could be costly and could divert management’s time. If the plaintiffs were to prevail on certain claims, we might be forced to pay material damages or modify our business practices. Any of these consequences could materially harm our business and could have a material adverse impact on our financial position, results of operations or cash flows.

Impairment of long-lived assets

We review long-lived assets for impairments whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. For more information, see “Description of line items—Impairment of long-lived assets” above.

Convertible Senior Notes

On June 30, 2014, we issued $330 million of 2.25% convertible senior notes due 2019 (the “Notes”). The Notes are unsecured, unsubordinated obligations of the Company, which pay interest in cash semi-annually, on January 1 and July 1, at a rate of 2.25% per annum. The Notes will mature on July 1, 2019 unless earlier repurchased or converted in accordance with their terms prior to such date. The Notes may be converted, under specific conditions, based on an initial conversion rate of 7.9353 shares of common stock per $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $126.02 per share of common stock), subject to adjustment as described in the indenture governing the Notes.

In accordance with ASC 470-20 Debt with Conversion and Other Options, the convertible debt instrument within the scope of the cash conversion subsection, was separated into debt and equity components at issuance and a fair value was assigned. The value assigned to the debt component was the estimated fair value, as of the issuance date, of a similar debt without the conversion feature. As of June 30, 2014, we determined the fair value of the liability component of the Notes by reviewing market data that was available for senior, unsecured nonconvertible corporate bonds issued by comparable companies. The difference between the cash proceeds and this estimated fair value, represents the value assigned to the equity component and was recorded as a debt discount. The debt discount is amortized using the effective interest method from the origination date through its stated contractual maturity date.

The initial debt component of the Notes was valued at $283.0 million, based on the contractual cash flows discounted at an appropriate market rate for a non-convertible debt at the date of issuance, which was determined to be 5.55%. The carrying value of the permanent equity component reported in additional paid-in-capital was initially valued at $47.0 million. This amount represents the total unamortized debt discount we recorded at the time of issuance of the Notes. The aggregate debt discount, including the transaction costs related to the debt component, is amortized as interest expense over the contractual term of the Notes using the effective interest method using an interest rate of 6.1%.

In connection with the issuance of the Notes, we paid approximately $19.7 million to enter into capped call transactions with respect to shares of our common stock (the “Capped Call Transactions”), with certain financial institutions. The Capped Call Transactions are expected generally to reduce the potential dilution upon conversion of the Convertible Notes in the event that the market price of our common stock is greater than the strike price of the Capped Call Transactions, initially set at $126.02 per share of common stock, which corresponds to the initial conversion price of the Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the Notes, and have a cap price of approximately $155.78 per share of common stock.

The $19.7 million cost of the capped call transactions, which net of deferred income tax effect amounts to $12.8 million, is included as a net reduction to additional paid-in capital in the stockholders’ equity section of our consolidated balance sheets, in accordance with the guidance in ASC 815-40 Derivatives and Hedging — Contracts in Entity’s Own Equity.

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For more detailed information in relation to the Notes and the Capped Call transactions, see “—Results of operations for the six-month period ended June 30, 2015 compared to the six-month period ended June 30, 2014 and three-month period ended June 30, 2015 compared to three-month period ended June 30, 2014—Debt”.

Results of operations for the six-month period ended June 30, 2015 compared to the six-month period ended June 30, 2014 and the three-month period ended June 30, 2015 compared to the three-month period ended June 30, 2014

The selected financial data for the six and three-month periods ended June 30, 2015 and 2014 discussed herein is derived from our unaudited interim condensed consolidated financial statements included in Item 1 of Part I of this report. These statements include all normal recurring adjustments that management believes are necessary to fairly state our financial position, results of operations and cash flows. The results of operations for the six and three-month periods ended June 30, 2015 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2015 or for any other period.

Statement of income data

	Six-months Periods Ended June 30,		Three-month Periods Ended June 30,
(In millions)	2015 (*)	2014 (*)	2015 (*)	2014 (*)
	(Unaudited)		(Unaudited)
Net revenues	$            302.4	$        247.2	$          154.3	$       131.8
Cost of net revenues	(95.0)	(67.9)	(50.3)	(36.4)
Gross profit	207.4	179.3	104.0	95.5
Operating expenses:
Product and technology development	(36.9)	(24.0)	(19.6)	(11.7)
Sales and marketing	(55.3)	(48.8)	(29.1)	(26.5)
General and administrative	(38.7)	(28.9)	(20.6)	(13.7)
Impairment of Long-Lived Assets	(16.2)	(49.5)	—	(49.5)
Total operating expenses	(147.2)	(151.2)	(69.4)	(101.4)
Income (loss) from operations	60.2	28.1	34.6	(5.9)
Other income (expenses):
Interest income and other financial gains	9.0	6.6	4.7	3.6
Interest expense and other financial losses	(10.2)	(1.8)	(5.2)	(0.8)
Foreign currency losses	(9.2)	(12.9)	(0.6)	(16.0)
Net income (loss) before income / asset tax expense	49.8	20.0	33.5	(19.1)
Income / asset tax expense	(28.7)	(15.3)	(14.0)	(6.5)
Net income (loss)	$              21.2	$            4.7	$            19.5	$        (25.6)
Less: Net Income attributable to Noncontrolling	—	0.1	—	0.0
Net income (loss) attributable to Mercadolibre, Inc. shareholders	$              21.2	$            4.7	$            19.5	$        (25.6)

(*) The table above may not total due to rounding.

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Other Data

	Six-Month Periods Ended June 30,		Three-month Periods Ended June 30,
(In millions)	2015	2014	2015	2014
Number of confirmed registered users at end of the period 1	132.3	109.6	132.3	109.6
Number of confirmed new registered users during the period 2	11.3	10.1	5.6	5.8
Gross merchandise volume 3	3,302.6	3,601.9	1,653.5	1,804.7
Number of items sold 4	57.7	45.4	30.2	23.6
Total payment volume 5	2,243.4	1,449.5	1,206.0	785.5
Total payment transactions 6	33.0	19.5	18.1	10.3
Capital expenditures	70.2	48.7	61.9	41.6
Depreciation and amortization	11.0	7.6	5.9	4.1

(1) Measure of the cumulative number of users who have registered on the MercadoLibre Marketplace and confirmed their registration.

(2) Measure of the number of new users who have registered on the MercadoLibre Marketplace and confirmed their registration.

(3) Measure of the total U.S. dollar sum of all transactions completed through the MercadoLibre Marketplace, excluding motor vehicles, vessels, aircraft and real estate.

(4) Measure of the number of items that were sold/purchased through the MercadoLibre Marketplace.

(5) Measure of the total U.S. dollar sum of all transactions paid for using MercadoPago.

(6) Measure of the number of all transactions paid for using MercadoPago.

Net revenues

	Six-month Periods Ended		Change from 2014		Three-month Periods Ended		Change from 2014
	June 30,		to 2015 (*)		June 30,		to 2015 (*)
	2015	2014	in Dollars	in %	2015	2014	in Dollars	in %
	(in millions, except percentages)				(in millions, except percentages)
Total Net Revenues	$        302.4	$       247.2	$        55.2	22.3%	$       154.3	$      131.8	22.5	17.0%

(*) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

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	Six-month Periods Ended		Change from 2014		Three-month Periods Ended		Change from 2014
Consolidated Net Revenues	June 30,		to 2015 (**)		June 30,		to 2015 (**)
by revenue stream	2015	2014	in Dollars	in %	2015	2014	in Dollars	in %
	(in millions, except percentages)				(in millions, except percentages)
Brazil
Marketplace	$                81.2	$            78.7	$                2.6	3.3%	$             40.5	$             42.6	$                 (2.1)	-4.9%
Non-Marketplace	60.1	37.2	23.0	61.8%	32.4	20.8	11.6	55.6%
	141.4	115.8	25.5	22.0%	72.9	63.4	9.5	14.9%
Argentina
Marketplace	$                67.7	$            41.3	$              26.4	63.8%	$             37.4	$             22.8	$                 14.5	63.8%
Non-Marketplace	36.6	19.9	16.7	83.7%	19.5	10.5	9.0	86.2%
	104.3	61.2	43.0	70.3%	56.8	33.3	23.6	70.8%
Venezuela
Marketplace	$                17.9	$            32.3	$            (14.3)	-44.5%	$               5.1	$             14.9	$                 (9.9)	-66.0%
Non-Marketplace	1.8	3.7	(1.9)	-51.7%	0.6	1.6	(1.0)	-60.7%
	19.7	35.9	(16.2)	-45.2%	5.7	16.6	(10.8)	-65.5%
Mexico
Marketplace	$                12.3	$            12.4	$              (0.0)	-0.4%	$               6.0	$               6.2	$                 (0.2)	-3.8%
Non-Marketplace	7.1	5.1	2.0	39.8%	4.0	3.2	0.9	27.1%
	19.4	17.5	2.0	11.3%	10.0	9.4	0.6	6.6%
Other countries
Marketplace	$                  8.8	$            10.3	$              (1.5)	-14.9%	$               4.3	$               5.0	$                 (0.7)	-13.7%
Non-Marketplace	8.9	6.5	2.4	37.6%	4.6	4.3	0.3	7.9%
	17.7	16.8	0.9	5.3%	8.9	9.3	(0.3)	-3.8%
Consolidated
Marketplace	$              187.9	$          175.0	$              13.0	7.4%	$             93.2	$             91.5	$                   1.7	1.8%
Non-Marketplace (*)	114.5	72.3	42.2	58.4%	61.1	40.3	20.8	51.6%
Total	$              302.4	$          247.2	$              55.2	22.3%	$           154.3	$           131.8	$                 22.5	17.0%

(*) Includes, among other things, ad sales, real estate, motors, financing fees, off-platform payment fees and other ancillary services.

(**) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

On a segment basis, our net revenues for the six and three-month periods ended June 30, 2015 and 2014, increased across most geographic segments.

Brazil

Marketplace revenue in Brazil grew 3.3% in the first half of 2015 as compared to the same period in 2014.  The growth was primarily a consequence of an increase in local currency volume of 13.4%, a 17.6% increase in our take rate (which we defined as net revenues as a percentage of gross merchandise volume) due to the increased adoption of our “zero cost installment pricing”. Those increases were partially offset by a local currency devaluation of 29.2%.The Non-Marketplace business grew 61.8%, a $23.0 million increase, during the same period, mainly driven by increasesin the volume of financing transactions offered to our users and the volume ofshippeditems.

Marketplace revenue in Brazil decreased4.9% in the second quarter of 2015 as compared to the same period in 2014.  The decrease was primarily a consequence of 37.8% local currency devaluation, partially offset by a 15.1% increase in local currency volume and a 13.8% increase in our take rate.The Non-Marketplace business grew 55.6%, an  $11.6 million increase, during the same period, mainly driven by increasesin the volume of financing transactions offered to our users and the volume ofshippeditems.

Argentina

Marketplace revenues of our Argentine segment increased 63.8% in the first half of 2015 as compared to the same period in 2014,  mainly due to a 74.5% increase in local currency volume and 5.6% increase in our take rate.Those increases were partially offset by a local currency devaluation of 12.5%. The Non-Marketplace business grew 83.7%, a $16.7 million increase, during the same period mainly driven by increases in the volume of financing transactions offered to our users, the volume of shipped items and in off-platform payments transactions.

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Marketplace revenues of our Argentine segment increased 63.8% in the second quarter of 2015 as compared to the same period in 2014,  mainly due to an 85.5% increase in local currency volume, partially offset by a local currency devaluation of 11.2% and a 1.8% decrease in our take rate. The Non-Marketplace business grew 86.2%, a $9.0 million increase, during the same period mainly driven by increases in the volume of financing transactions offered to our users, the volume of shipped items and in off-platform payments transactions.

Venezuela

Marketplace revenues of our Venezuelan segment during the first half of 2015, decreased by approximately 44.5% when compared to the same period in 2014,mainly due to a 599.0% local currency devaluation (see “Foreign Currency Translation — Venezuelan currency status”), partially offset by a 242.4% increase in local currency volume and a 13.3% increase in our take rate.The Non-Marketplace business decreased 51.7%, or $1.9 million during the same period, mainly by the devaluation mentioned above, partially offset by an increase in the volume of transactions.

Marketplace revenues of our Venezuelan segment during the second quarter of 2015, decreased by approximately 66.0% when compared to the same period in 2014,mainly due to a 669.3 % local currency devaluation (see “Foreign Currency Translation — Venezuelan currency status”) and a 27.5% decrease in our take rate. These were partially offset by a 260.9% increase in local currency volume.The Non-Marketplace business decreased 60.7%, or $1.0 million during the same period, mainly by the devaluation mentioned above, partially offset by an increase in the volume of transactions.

Mexico

Marketplace revenues of our Mexican segment during the first half of 2015, decreased by approximately 0.4% when compared to the same period in 2014,mainly due to a 15.4% local currency devaluation, partially offset by a 12.5% increase in local currency volume and a 2.2% increase in our take rate.The Non-Marketplace business increased39.8% or $2.0 million during the same period, mainly driven by increases in the volume of financing transactions offered to our users, and in classifiedsinsertion fees.

Marketplace revenues of our Mexican segment during the second quarter of 2015, decreased by approximately 3.8% when compared to the same period in 2014,mainly due to a 17.9% local currency devaluation and a 2.3% decrease in our take rate, partially offset by a 16.1% increase in local currency volume. The Non-Marketplace business increased27.1%,  or $0.9 million during the same period, mainly driven by increases in the volume of financing transactions offered to our users, and in classifiedsinsertion fees.

The following table sets forth our total net revenues and the sequential quarterly growth of these net revenues for the periods described below:

	Quarter Ended
	March 31,	June 30,	September 30,	December 31,
	(in millions, except percentages)
	(*)
2015
Net revenues	$              148.1	$              154.3	n/a	n/a
Percent change from prior quarter	-8%	4%
2014
Net revenues	$              115.4	$              131.8	$              147.9	$              161.4
Percent change from prior quarter	-14%	14%	12%	9%
2013
Net revenues	$              102.7	$              112.2	$              123.1	$              134.7
Percent change from prior quarter	-1%	9%	10%	9%

(*) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table.

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The following table sets forth the growth in net revenues in local currencies for the six and three-month periods ended June 30, 2015 as compared to the respective period in 2014:

	Changes from 2014 to 2015 (*)
(% of revenue growth in Local Currency)	Six-months	Three-months
Brazil	58.4%	58.4%
Argentina	91.7%	90.0%
Venezuela	283.8%	283.6%
Mexico	28.6%	25.8%
Other Countries	21.8%	12.4%
Total Consolidated	93.8%	88.3%

(*) The local currency revenue growth was calculated by using the average monthly exchange rates for each month during 2014 and applying them to the corresponding months in 2015, so as to calculate what our financial results would have been had exchange rates remained stable from one year to the next.

In Venezuela, the significant increase in our net revenues is mainly due to higher average selling prices posted by sellers during the three and six-month period ended June 30, 2015, which we do not control. The increase in average selling prices is a consequence of: (i) high inflation rate in that country; (ii) a shortage of products in Venezuela and (iii) changes in the mix of categories of the items sold in our marketplace.

In the case of Argentina, we have not observed material differences between the rate of inflation and the rate of currency devaluation of the Argentine Peso against the U.S. dollar during the six- month period ended June 30, 2015 as compared to the same period of 2014.For more explanation of the revenue growth, see above mentioned disclosures in this section.

Cost of net revenues

	Six-month Periods Ended		Change from 2014		Three-month Periods Ended		Change from 2014
	June 30,		to 2015 (*)		June 30,		to 2015 (*)
	2015	2014	in Dollars	in %	2015	2014	in Dollars	in %
	(in millions, except percentages)				(in millions, except percentages)
Total cost of net revenues	$           95.0	$           67.9	$           27.1	39.9%	$           50.3	$           36.4	$           13.9	38.3%
As a percentage of net revenues (*)	31.4%	27.5%			32.6%	27.6%

(*) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

For the six-month period ended June 30, 2015 as compared to the six-month period ended June 30, 2014, the increase of $27.1 million in cost of net revenues was primarily attributable to: i) an increase in collection fees amounting to $16.8 million, or 52.0 %, which was mainly attributable to our Argentine and Brazilian operations as a result of the higher penetration of MercadoPago in those countries which has a lower contribution margin (for the six-month period ended June 30, 2015, total payment volume (“TPV”) represents 67.9% of our total gross merchandise volume (“GMV”) (excluding motor vehicles, vessels, aircraft and real estate) as compared to 40.2%for the six-month period ended June  30, 2014); ii) an increase in sales taxes amounting to $7.2 million, mainly related to our Argentine and Brazilian operations; iii) a $2.1 million increase in customer support costs mainly as a consequence of salaries and wages.

For the three-month period ended June 30, 2015 as compared to the three-month period ended June 30, 2014, the increase of $13.9 million in cost of net revenues was primarily attributable to: i) an increase in collection fees amounting to $9.1 million, or 51.9 %, which was mainly attributable to our Argentine and Brazilian operations as a result of the higher penetration of MercadoPago in those countries which has a lower contribution margin (for the three-month period ended June 30, 2015, TPV represents 72.9% of our GMV (excluding motor vehicles, vessels, aircraft and real estate) as compared to 43.5% for the three-month period ended June  30, 2014); ii) an increase in sales taxes amounting to $3.5 million, mainly related to our Argentine and Brazilian operations; iii) a $0.8 million increase in customer support costs; iv) a $0.2 million increase in hosting fees and v) a $0.3 million increase in other costs.  

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Product and technology development expenses

	Six-month Periods Ended		Change from 2014		Three-month Periods Ended		Change from 2014
	June 30,		to 2015 (*)		June 30,		to 2015 (*)
	2015	2014	in Dollars	in %	2015	2014	in Dollars	in %
	(in millions, except percentages)				(in millions, except percentages)
Product and technology development	$           36.9	$             24.0	$           12.9	53.7%	$           19.6	$           11.7	$             7.9	67.3%
As a percentage of net revenues (*)	12.2%	9.7%			12.7%	8.9%

(*) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

For the six and three-month periods ended June 30, 2015, the increase in product and technology development expenses as compared to the same periods in 2014 amounted to $12.9 million and $7.9 million respectively. These increases were primarily attributable to an increase of $8.8 million and $5.5 million in salaries and wages, respectively, due to: i) compensation costs related to our long term retention plans, or LTRPs as a consequence of an increase in the fair market value of our shares; and ii) the incorporation of new headcounts as a consequence of the business acquisitions described in “Recent Developments”. In addition, depreciation and amortization grew during the six and three-month periods ended June 30, 2015 by $2.1 million and $1.1 million, respectively as compared to the same period in 2014; maintenance expenses grew $1.0 million and $0.9 million and other product and development expenses grew by $1.0 million and $0.4 million during the same periods, respectively.

We believe product development is one of our key competitive advantages and intend to continue to invest in hiring engineers to meet the increasingly sophisticated product expectations of our customer base.

Sales and marketing expenses

	Six-month Periods Ended		Change from 2014		Three-month Periods Ended		Change from 2014
	June 30,		to 2015 (*)		June 30,		to 2015 (*)
	2015	2014	in Dollars	in %	2015	2014	in Dollars	in %
	(in millions, except percentages)				(in millions, except percentages)
Sales and marketing	$           55.3	$           48.8	$             6.5	13.3%	$           29.1	$           26.5	$             2.6	10.0%
As a percentage of net revenues (*)	18.3%	19.7%			18.9%	20.1%

(*) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

For the six and three-month periods ended June 30, 2015, the $6.5 million and $2.6 million increase in sales and marketing expenses respectively, when compared to the same periods in 2014 was primarily attributable to: i) an increase of $2.7 million and $0.8 million in on line portal deals expenses respectively; ii) a $4.5 million and $2.3 million increase in our buyer protection program expense, respectively; iii) a $2.1 million and $1.1 million increase in salaries and wages respectively and iv) a $1.8 million and $0.7 million increase in other marketing expenses respectively. These increases in sales and marketing expenses were partially offset by a decrease in bad debt of $4.5 million and $2.6 million due to a higher penetration of MercadoPago and improvements in recoveries process, which represented 2.4% and 2.2% of our net revenues for the six and three-month period ended June 30, 2015 as compared to a bad debt expense equal to 4.8% and 4.5% for the six and three-month period ended June 30, 2014.

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General and administrative expenses

	Six-month Periods Ended		Change from 2014		Three-month Periods Ended		Change from 2014
	June 30,		to 2015 (*)		June 30,		to 2015 (*)
	2015	2014	in Dollars	in %	2015	2014	in Dollars	in %
	(in millions, except percentages)				(in millions, except percentages)
General and administrative	$           38.7	$           28.9	$             9.8	34.0%	$           20.6	$           13.7	$             6.9	50.6%
As a percentage of net revenues (*)	12.8%	11.7%			13.4%	10.4%

(*) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

For the six-month period ended June 30, 2015, the $9.8 million increase in general and administrative expenses when compared to the same period in 2014 was primarily attributable to: i) a $9.7 million increase in salaries and wages mainly as a consequence of the LTRP and ii) a $1.1 million increase in depreciation and amortization expenses. These increases were partially offset by a $1.0 million net decrease in legal fees and other general and administrative expenses.

For the three-month period ended June 30, 2015, the $6.9 million increase in general and administrative expenses when compared to the same period in 2014 was primarily attributable to: i) a $5.8 million increase in salaries and wages Long Term Retention Plan; ii) a $0.5 million increase in depreciation and amortization expenses and iii) a $0.6 million increase in other general and administrative expenses.

Impairment of Long-Lived assets

	Six-month Periods Ended		Change from 2014		Three-month Periods Ended		Change from 2014
	June 30,		to 2015 (*)		June 30,		to 2015 (*)
	2015	2014	in Dollars	in %	2015	2014	in Dollars	in %
	(in millions, except percentages)				(in millions, except percentages)
Impairment of Long-Lived Assets	$          16.2	$          49.5	$       (33.3)	-67.2%	$             —	$          49.5	$       (49.5)	-100.0%
As a percentage of net revenues (*)	5.4%	20.0%			0.0%	37.5%

(*) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

We have recorded an impairment of certain real estate offices owned by our Venezuelan subsidiaries of $16.2 million and $49.5 million during the first quarter of 2015 and the second quarter of 2014, respectively. For further information, see section “Foreign Currency Translation—Venezuelan currency status.”

Other income / (expense), net

	Six-month Periods Ended		Change from 2014		Three-month Periods Ended		Change from 2014
	June 30,		to 2015 (*)		June 30,		to 2015 (*)
	2015	2014	in Dollars	in %	2015	2014	in Dollars	in %
	(in millions, except percentages)				(in millions, except percentages)
Other income / (expense), net	$         (10.4)	$           (8.1)	$           (2.3)	28.6%	$           (1.2)	$         (13.2)	$          12.0	-91.2%
As a percentage of net revenues	-3.4%	-3.3%			-0.8%	-10.0%

(*) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

For the six-month period ended June 30, 2015, the $2.3 million decrease in other income/ (expense), net when compared to the same period in 2014 was primarily attributable to a $8.3 million increase ininterest expensedue to the Convertible Notes issued on June 30, 2014 partially offset by a $3.7 million decrease in the foreign exchange loss and a $2.5 million increase in

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interest. The 2015 foreign exchange loss was a consequence of a $20.4 million foreign exchange loss in Venezuela as a result of start using the SIMADI exchange rate since March 31, 2015, partially offset by a foreign exchange gain in Brazil of  $8.8 million and a $2.1 million foreign exchange gain in Argentina.

For the three-month period ended June 30, 2015, the $12.0 million increase in other income/ (expense), net when compared to the same period in 2014 was primarily attributable to a foreign exchange loss of $0.6 million in 2015 as compared to a $16.0 million loss in the same period in 2014. During the second quarter of 2014, we recorded a $16.5 million foreign exchange loss in Venezuela related to the use of the SICAD2 exchange rate effective May 16, 2014. Additionally, during thethree-month period endedJune30, 2015 interest income increased $1.0million and interest expense increased by $4.4million as compared to the same period in 2014 mainly as a consequence of the Convertible Notes issued on June 30, 2014.  

Income and asset tax

	Six-month Periods Ended		Change from 2014		Three-month Periods Ended		Change from 2014
	June 30,		to 2015 (*)		June 30,		to 2015 (*)
	2015	2014	in Dollars	in %	2015	2014	in Dollars	in %
	(in millions, except percentages)				(in millions, except percentages)
Income and asset tax	$           28.7	$           15.3	$           13.4	87.6%	$           14.0	$             6.5	$             7.5	115.3%
As a percentage of net revenues (*)	9.5%	6.2%			9.1%	4.9%

(*) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

During the six and three-month periods ended June 30, 2015 as compared to the respective periods in 2014, income and asset tax increased by $13.4 million and $7.5 million respectively, mainly as a consequence of an increase in taxable income and in permanent differences period over period.

Our blended tax rate is defined as income and asset tax expense as a percentage of income before income and asset tax. Our effective income tax rate is defined as the provision for income taxes (net of charges related to dividend distributions from foreign subsidiaries that are offset with domestic foreign tax credits) as a percentage of income before income and asset tax. The effective income tax rate excludes the effects of the deferred income tax, and the assets and complementary income tax.

The following table summarizes our blended and effective tax rates for the six and three-month periods ended June 30, 2015 and 2014:

	Six-month Periods Ended		Three-month Periods Ended
	June 30,		June 30,
	2015	2014	2015	2014
Blended tax rate	57.5%	76.3%	41.9%	-34.1%
Effective tax rate	57.6%	150.4%	36.8%	-77.2%

Our blended tax rate for the six-month period endedJune 30, 2015 decreased as compared to the same period in 2014 mainly due to higher income before income/asset tax expense as a consequence of a reduction of the losses before tax recorded in our Venezuelan subsidiaries during the six-month period ended June 30, 2015, reducing our blended tax rate; partially offset by an increase in the income tax provision of our Argentine subsidiaries. Our Argentine subsidiaries used to benefit from a software development law that granted a relief of 60% of income tax, which expired during September 2014. Because we have not received any confirmation regarding our ability to benefit from the new software development law that will grant some level of relief for income tax purposes, we did not record any income tax holiday since the last quarter of 2014.

Our effective tax rate for the six-month period endedJune 30, 2015 decreased as compared to the same period in 2014 mainly due to a reduction in the income tax provision of our Venezuelan subsidiaries as a result of income tax losses recorded during the six-month period ended June 30, 2015; partially offset by the increase in the income tax provision of our Argentine subsidiaries mentioned above.

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For the three month period ended June 30, 2014 we had a negative blended and effective tax rate, as a result of the net loss before tax recorded during the second quarter of 2014 related to the impairment of long-lived assets and the devaluation of the BsF in May 2014. Such losses were non-deductible for tax purposes. We have not recorded any impairment during second quarter of 2015.

The following table sets forth our effective income tax rate related to our main segments for the six and three-month periods ended June 30, 2015 and 2014:

	Six-month Periods Ended		Three-month Periods Ended
	June 30,		June 30,
	2015	2014	2015	2014
Effective tax rate by country
Argentina	38.5%	27.4%	34.6%	25.4%
Brazil	27.6%	37.1%	28.8%	37.3%
Mexico	25.7%	21.0%	52.0%	13.0%
Venezuela	-0.6%	-20.4%	4.4%	-6.6%

The increase in the effective income tax rate in our Argentine subsidiaries is due to the fact they used to benefit from a software development law that granted a relief of 60% of total income tax determined in each year. Mainly for that reason, our Argentine operation’s effective income tax rate for the six and three-month periods ended June 30, 2014 was lower than the local statutory rate of 35%. On August 17, 2011, the Argentine government issued a new software development law and on September 9, 2013 a  regulatory decree was issued, which established the new requirements to become a  beneficiary of the new software development law. The new decree establishes compliance requirements with annual incremental ratios related to exports of services and research and development expenses that must be achieved to remain within the tax holiday. The Argentine operation will have to achieve certain required ratios annually under the new software development law. During May 2014, we presented all the required documentation in order to apply for the new software development law. At the date of this report, the company’s application to be a beneficiary of this new law is still pending. As a consequence of this situation, no tax holiday was recorded since the last quarter of 2014. The effective tax rate was higher than the local statutory rate of 35% due to permanent differences.

If we are successful in being admitted as beneficiaries under the new law, we estimate that the Argentine effective income tax rate would be materially lower than the statutory income tax rate. Also, the tax holiday under the new law would last until 2019.

The decrease in our Brazilian effective income tax rate for the six and three-month periods ended June 30, 2015 as compared to the same period in 2014 was mainly related to temporary differences deducted in the current period.

For the six-month period ended June 30, 2015 and 2014, our Mexican effective income tax rate was lower than the local statutory rate of 30% due to the consumption of tax losses arising in prior years, which generates lower provisions for income tax, jointly with other temporary differences. For the three month period ended June 30, 2015 our Mexican effective income tax rate was higher than the statutory rate due to temporary differences.

For the six-month periods ended June  30, 2015 and 2014, our Venezuelan negative effective income tax rate was driven by losses recorded during these periods in our Venezuelan subsidiaries related to the impairment of long-lived assets and foreign exchange losses, which generated a net loss before income tax. The impairment of long-lived assets charge is non-deductible for tax purposes. The decrease in the effective income tax rate during the six-month period ended June 30, 2015 as compared to the same period in 2014 is mainly a consequence of tax losses generated during 2015.

For the three-month period ended June 30, 2015, the positive effective tax rate is due to the fact that our Venezuelan subsidiaries recorded a net gain before income tax during this period. For the three-month period ended June 30, 2014, our Venezuelan negative effective income tax rate was driven by losses recorded during the second quarter of 2014 in our Venezuelan subsidiaries related to the impairment of long-lived assets and foreign exchange loss, which generated a net loss before income tax. Such losses are non-deductible for tax purposes and consequently we recorded an income tax charge even we generated a net loss before income tax.

We do not expect in the domestic effective income tax rate related to dividend distributions from foreign subsidiaries to have a significant impact on our company since our strategy is to reinvest our cash surplus in our international operations, and to distribute dividends when they can be offset with available tax credits.

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Segment information

(In millions)

	Six-month Period Ended June 30, 2015
	Brazil	Argentina	Venezuela	Mexico	Other Countries	Total
Net revenues	$      141.4	$      104.3	$        19.7	$        19.4	$        17.7	$      302.4
Direct costs	(83.7)	(53.8)	(6.8)	(12.6)	(11.1)	(168.1)
Impairment of Long-Lived Assets	—	—	(16.2)	—	—	(16.2)
Direct contribution	57.7	50.4	(3.4)	6.8	6.6	118.1
Margin	40.8%	48.4%	-17.2%	35.1%	37.4%	39.1%

	Six-month Period Ended June 30, 2014
	Brazil	Argentina	Venezuela	Mexico	Other Countries	Total
Net revenues	$      115.8	$        61.2	$        35.9	$        17.5	$        16.8	$      247.2
Direct costs	(68.3)	(34.5)	(10.5)	(10.3)	(8.9)	(132.5)
Impairment of Long-Lived Assets	—	—	(49.5)	—	—	(49.5)
Direct contribution	47.5	26.7	(24.1)	7.2	7.9	65.2
Margin	41.0%	43.6%	-67.1%	41.0%	47.1%	26.4%

	Change from the six-month Period Ended June 30, 2014 to June 30, 2015 (*)
	Brazil	Argentina	Venezuela	Mexico	Other Countries	Total
Net revenues	$        25.5	$        43.0	$       (16.2)	$          2.0	$          0.9	$        55.2
	22.0%	70.3%	-45.2%	11.3%	5.3%	22.3%
Direct costs	$       (15.4)	$       (19.3)	$          3.7	$         (2.3)	$         (2.2)	$       (35.5)
	22.5%	56.0%	-34.9%	22.6%	24.7%	26.8%
Impairment of Long-Lived Assets	-	-	33.3	-	-	33.3
	0.0%	0.0%	-67.2%	0.0%	0.0%	-67.2%
Direct contribution	$        10.2	$        23.7	$        20.7	$         (0.3)	$         (1.3)	$        52.9
	21.4%	88.8%	-85.9%	-4.8%	-16.5%	81.1%

	Three-month Period Ended June 30, 2015
	Brazil	Argentina	Venezuela	Mexico	Other Countries	Total
Net revenues	$        72.9	$        56.8	$          5.7	$        10.0	$          8.9	$      154.3
Direct costs	(44.0)	(29.1)	(2.6)	(6.6)	(5.9)	(88.2)
Direct contribution	28.9	27.8	3.1	3.3	3.0	66.1
Margin	39.6%	48.9%	54.0%	33.5%	33.7%	42.8%

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	Three-month Period Ended June 30, 2014
	Brazil	Argentina	Venezuela	Mexico	Other Countries	Total
Net revenues	$        63.4	$        33.3	$        16.6	$          9.4	$          9.3	$      131.8
Direct costs	(37.8)	(17.6)	(4.9)	(5.5)	(5.0)	(70.8)
Impairment of Long-Lived Assets	—	—	(49.5)	—	—	(49.5)
Direct contribution	25.6	15.7	(37.8)	3.8	4.3	11.6
Margin	40.4%	47.1%	-228.4%	40.8%	46.3%	8.8%

	Change from the Three-month Period Ended June 30, 2014 to June 30, 2015 (*)
	Brazil	Argentina	Venezuela	Mexico	Other Countries	Total
Net revenues	$          9.5	$        23.6	$       (10.8)	$          0.6	$         (0.3)	$        22.5
	14.9%	70.8%	-65.5%	6.6%	-3.8%	17.0%
Direct costs	$         (6.2)	$       (11.4)	$          2.2	$         (1.1)	$         (0.9)	$       (17.5)
	16.4%	65.0%	-45.8%	19.8%	18.9%	24.7%
Impairment of Long-Lived Assets	$           —	$           —	$        49.5	$           —	$           —	$        49.5
	0.0%	0.0%	-100.0%	0.0%	0.0%	-100.0%
Direct contribution	$          3.3	$        12.1	$        40.9	$         (0.5)	$         (1.3)	$        54.5
	12.8%	77.4%	-108.2%	-12.5%	-30.0%	470.8%

(*) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

Net revenues

Net revenues for the six and three-month periods ended June 30, 2015 as compared to the respective periods in 2014, are described above in “Item 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations — Net revenues”.

Direct costs and Impairment of Long-Lived Assets

Brazil

For the six-month period ended June 30, 2015 as compared to the same period in 2014, direct costs increased by 22.5%, mainly driven by: i) a 29.9% increase in cost of net revenues, mainly attributable to an increase in collection fees as a consequence of higher penetration ofour MercadoPago business, sales tax costs, and salaries and wages; ii) a 9.0% increase in sales and marketing expenses, mainly due to an increase in buyer protection program expenses, partially offset by a decrease in bad debt expenses; iii) a 97.8% increase in product and technology development expenses, mainly due to an increase in salaries and wages, higher depreciation and amortization expenses and other product and development expenses; and iv) an 8.0% increase in general and administrative expenses, mainly attributable to an increase in salaries and wages, partially offset by a decrease in legal fees.

For the three-month period ended June 30, 2015 as compared to the same period in 2014, direct costs increased by 16.4%, mainly driven by: i) a 22.5% increase in cost of net revenues, mainly attributable to an increase in collection fees as a consequence of higher penetration of our MercadoPago business, sales tax costs, and salaries and wages; ii) a 132.0% increase in product and technology development expenses, mainly due to an increase in salaries and wages, higher depreciation and amortization expenses, communication expenses and other product and development expenses; and iii) a 2.9% increase in general and administrative expenses, mainly attributable to an increase in salaries and wages, partially offset by a decrease in legal fees.

Argentina

For the six-month period ended June 30, 2015 as compared to the same period in 2014, direct costs increased by 56.0%, mainly driven by: i) a 69.9% increase in cost of net revenues, mainly attributable to an increase in collection fees, customer support costs and sales taxes; ii) a 57.5% increase in sales and marketing expenses, mainly due to an increase in on-line marketing

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expenses, higher buyer protection program expenses, salaries and wages, chargeback expenses and other marketing expenses; and partially offset by a  70.3% decrease in general and administrative expenses, related to the write off of $2.4 million of credits as a consequence of the new software development law recorded during the six-month period ended on June 30, 2014.

For the three-month period ended June 30, 2015 as compared to the same period in 2014, direct costs increased by 65.0%, mainly driven by: i) a 70.9% increase in cost of net revenues, mainly attributable to an increase in collection fees and sales taxes; ii) a 51.7% increase in sales and marketing expenses, mainly due to an increase in on-line marketing expenses, higher buyer protection program expenses, salaries and wages, chargeback expenses and other marketing expenses; and iii) a 22.4%  increase in general and administrative expenses, which was primarily attributable to an increase in salaries and wages.

Venezuela

During first quarter of 2015 and the second quarter of 2014, we have recorded an impairment of long-lived assets of $16.2 million and $49.5 million respectively in our Venezuelan subsidiaries. Additionally, direct costs decrease $3.7 million during the first half of 2015 as compared to the same period in 2014, primarily due to i) a 5.6% decrease in costs of net revenues; ii) a 57.9% decrease in sales and marketing expenses that was mainly attributable to a decrease in salaries and wages, bad debt and chargebacks and iii) an 81.3% decrease in product and technology development expenses attributable to a decrease in salaries and wages, communication and maintenance expenses and in depreciation and amortization expenses. These decreases are related to local currency devaluation in this country. See section “Critical accounting policies and estimates – Foreign currency translation”. As a result of the above mentioned decreases, direct contribution increase during the first half of 2015 as compared to 2014.

The increase in our direct contribution for the three month period ended June 30, 2015 as compared to the same period of 2014 was attributable to: i) a 100% decrease in impairment of long-lived assets, as we do not recorded an impairment in the second quarter of 2015. During second quarter of 2014, we have recorded an impairment of long-lived assets of $ $49.5 million in our Venezuelan subsidiaries; ii) a 2.7% decrease in costs of net revenues as a result of a decrease in collection fees, partially offset by an increase in customer support fees; iii) a 78.3% decrease in sales and marketing expenses that was mainly attributable to a decrease in salaries and wages, bad debt and chargebacks and iv) an 85.8% decrease in product and technology development expenses attributable to a decrease in salaries and wages, communication and maintenance expenses and in depreciation and amortization expenses. These decreases are related to local currency devaluation in this country. See section “Critical accounting policies and estimates – Foreign currency translation”.

Mexico

For the six-month period ended June 30, 2015 as compared to the same period in 2014, direct costs increased by 22.6%, mainly driven by: i) a 27.7% increase in cost of net revenues that was mainly attributable to an increase in collection fees due to higher MercadoPago penetration and other costs;ii) a 5.4% increase in sales and marketing expenses, mainly due to an increase in on-line and off-line marketing expenses, and an increase in other marketing expenses. Those increase were partially offset by a decrease in bad debt expenses; and iii) a 92.2% increase in general and administrative expenses, mainly attributable to an increase in salaries and wages, and higher depreciation and amortization expenses.

For the three-month period ended June 30, 2015 as compared to the same period in 2014, direct costs increased by 19.8%, mainly driven by: i) a 24.1% increase in cost of net revenues that was mainly attributable to an increase in collection fees due to higher MercadoPago penetration and other costs;ii) a 13.4% increase in sales and marketing expenses, mainly due to an increase in on-line marketing expenses, and an increase in chargebacks, partially offset by a decrease in bad debt expenses; iii) a 45.5% increase in general and administrative expenses, mainly attributable to an increase in salaries and wages, higher depreciation and amortization expenses and an increase in outside service, partially offset by a decrease in other general and administrative expenses; and iv) a 15.1% decrease in product and technology development expense as a result of a decrease in salaries and wages, partially offset by an increase in depreciation and amortization expenses.

Liquidity and Capital Resources

Our main cash requirement historically has been working capital to fund MercadoPago financing operations in Brazil. We also require cash for capital expenditures relating to technology infrastructure, software applications, office space, business acquisitions, to fund the payment of quarterly cash dividends on shares of our common stock and to fund the interests payments on our Convertible Notes.

Since our inception, we have funded our operations primarily through contributions received from our stockholders during the first two years of operations, from funds raised during our initial public offering, and from cash generated from our operations. We issued on June 30, 2014, $330 million principal balance of Convertible Notes for net proceeds to us of approximately

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$321.7 million. We have funded MercadoPago by discounting credit card receivables, with loans backed with credit card receivables and through cash advances derived from our business.

At June30, 2015, our main source of liquidity, amounting to $337.6 million of cash and cash equivalents and short-term investments and $209.3 million of long-term investments,was provided by cash generated from operations and from the issuance of the Convertible Notes. We consider our long-term investments as part of our liquidity because long-term investments are comprised of available-for-sale securities classified as long-term as a consequence of their contractual maturities.

The significant components of our working capital are cash and cash equivalents, short-term investments, accounts receivable, accounts payable and accrued expenses, funds receivable from and payable to MercadoPago users, and short-term debt. As long as we continue transferring credit card receivables to financial institutions in return for cash, we will continue generating cash.

As of June 30, 2015 cash and investments of foreign subsidiaries amounted to $268.0 million, or 49.0% of our consolidated cash and investments, and approximately 31.4% of our consolidated cash and investments were held outside the U.S., mostly in Brazil and Argentina. Our strategy is to reinvest the undistributed earnings of our foreign operations in those operations and to distribute dividends when they can be offset with available tax credits. We do not expect a material impact in any repatriation of undistributed earnings of foreign subsidiaries on our operations since the taxable domestic gains generated by any dividend distributions will be mostly offset with foreign tax credits that arise from income tax paid in our foreign operations, which we are allowed to compute for domestic income tax purposes.

In the event we change the way we manage our business, our working capital needs could be funded, as we did in the past, through a combination of the sale of credit card coupons to financial institutions, loans backed by credit card receivables and cash advances from our business.

The following table presents our cash flows from operating activities, investing activities and financing activities for the six-month periods ended June 30, 2015 and 2014:

	Six-month Periods Ended
	June 30, (*)
(In millions)	2015	2014
Net cash provided by / (used in):
Operating activities	$          96.8	$           87.9
Investing activities	(94.7)	(77.0)
Financing activities	(19.0)	284.6
Effect of exchange rates on cash and cash equivalents	(35.8)	(50.2)
Net (decrease) increase in cash and cash equivalents	$         (52.8)	$         245.2

 (*) The table above may not total due to rounding.

Net cash provided by operating activities

Cash provided by operating activities consists of net income adjusted for certain non-cash items, and the effect of changes in working capital and other activities:

	Six-month Periods Ended		Change from 2014
	June 30,		to 2015 (*)
	2015	2014	in Dollars	in %
	(in millions, except percentages)
Net Cash provided by:
Operating activities	$           96.8	$          87.9	$             8.9	10.2%

(*) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

The $8.9 million increase in net cash provided by operating activities during the six-month period ended June 30, 2015, as compared to the same period in 2014, was primarily driven by a $30.0 million increase in MercadoPago working capital, a $13.6 million increase in net income adjusted by one-time losses and non-cash operating results, and a $7.2 million increase in accounts payable and accrued expenses.  These increases in operating cash flow were partially offset by a $33.8 million increase in accounts

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receivables and credit card receivables, a $0.8 million increase in prepaid expenses, a $5.6 million increase in other assets and a $2.0 million decrease in other liabilities.

Net cash used in investing activities

	Six-month Periods Ended		Change from 2014
	June 30,		to 2015 (*)
	2015	2014	in Dollars	in %
	(in millions, except percentages)
Net Cash used in:
Investing activities	$           (94.7)	$         (77.0)	$           (17.7)	23.0%

(*) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

Net cash used in investing activities in the six-month period ended June 30, 2015 resulted mainly from purchases of investments of $950.6 million partially offset by proceeds from the sale and maturity of investments of $926.1 million, as part of our financial strategy. We used $1.4 million in the purchase of intangible assets, $16.3 million in the purchase of property plant and equipment (mainly in our Argentine offices and in information technology in Argentina and Brazil), $45.0 million to fund the acquisition of KPL Soluções Ltda and Metros Cúbicos S.A. de C.V., and $7.5 million in an advance for property and equipment.

Net cash used in investing activities in the six-month period ended June 30, 2014 resulted mainly from purchases of investments of $774.4 million partially offset by proceeds from the sale and maturity of investments of $ 746.1 million, as part of our financial strategy. We used $2.0 million in the purchase of intangible assets and $14.6 million in the purchase of property, plant and equipment and $32.1 million to fund the acquisition of a Chilean and Mexican classified business.

Net cash used in financing activities

	Six-month Periods Ended		Change from 2014
	June 30,		to 2015 (*)
	2015	2014	in Dollars	in %
	(in millions, except percentages)
Net Cash (used in) provided by:
Financing activities	$           (19.0)	$        284.6	$         (303.6)	-106.7%

(*) Percentages have been calculated using whole-dollar amounts rather than rounded amounts that appear in the table. The table above may not total due to rounding.

For the six-month period ended June 30, 2015, our primary use of cash was to fund $11.9 million in cash dividends paid on January 15, 2015, and April 15, 2015. In addition, we used $4.4 million for the payment of financial liabilities during the first quarter of 2015 and $2.7 million for the repurchase of common stock.

For the six-month period ended June 30, 2014, we received $ 322.6 million from the issuance of the Notes. Additionally, we used $ 19.7 million in connection with the Capped Call Transactions. We used $13.6 million to fund cash dividends paid on January 15, April 15 and July 5, 2014. In addition, we used $2.7 million for the payment of financial liabilities.

In the event that we decide to pursue strategic acquisitions in the future, we may fund them with available cash, third-party debt financing, or by raising equity capital, as market conditions allow.

Debt

On June 30, 2014, we issued $330 million of 2.25% convertible senior notes due 2019 (the “Notes”). The Notes are unsecured, unsubordinated obligations of our Company, which pay interest in cash semi-annually, on January 1 and July 1, at a rate of 2.25% per annum. The Notes will mature on July 1, 2019 unless earlier repurchased or converted in accordance with their terms prior to such date. The Notes may be converted, under the conditions specified below, based on an initial conversion rate of 7.9353 shares of

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common stock per $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $126.02 per share of common stock), subject to adjustment as described in the indenture governing the Notes.

Holders may convert their notes at their option at any time prior to January 1, 2019 only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on September 30, 2014 (and only during such calendar quarter), if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; or (3) upon the occurrence of specified corporate events. On or after January 1, 2019 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their notes at any time, regardless of the foregoing circumstances. Upon conversion, we will pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of our common stock, at our election.

As of June 30, 2015, none of the conditions allowing holders of the Notes to convert their notes had been met.

In accordance with ASC 470-20 Debt with conversion and other options, the convertible debt instrument within the scope of the cash conversion subsection, was separated into debt and equity components at issuance and be assigned a fair value. The value assigned to the debt component is the estimated fair value, as of the issuance date, of a similar debt without the conversion feature. As of June 30, 2014, we determined the fair value of the liability component of the Notes by reviewing market data that was available for senior, unsecured nonconvertible corporate bonds issued by comparable companies. Assumptions used in the estimate represent what market participants would use in pricing the liability component, including market interest rates, credit standing, and yield curves, all of which are defined as level 2 observable inputs. The difference between the cash proceeds and this estimated fair value, represents the value assigned to the equity component and is recorded as a debt discount. The debt discount is amortized using the effective interest method from the origination date through its stated contractual maturity date.

The initial debt component of the Notes was valued at $283.0 million, based on the contractual cash flows discounted at an appropriate market rate for a non-convertible debt at the date of issuance, which was determined to be 5.55%. The carrying value of the permanent equity component reported in additional paid-in-capital was initially valued at $47.0 million and recorded as a debt discount. This amount represents the total unamortized debt discount we recorded at the time of issuance of the Notes. The aggregate debt discount, including the transaction costs related to the debt component, is amortized as interest expense over the contractual term of the Notes using the effective interest method using an interest rate of 6.1%.

For the six-month period ended June 30, 2015; the total interest expense recognized for the Convertible Notes amounted to $8.6 million.

CappedCall Transactions

The net proceeds from the Notes were approximately $321.7 million after considering the transaction costs in an amount of $8.3 million. In connection with the issuance of the Notes, we paid approximately $19.7 million to enter into capped call transactions with respect to its common stock (the “Capped Call Transactions”), with certain financial institutions. The Capped Call Transactions are expected generally to reduce the potential dilution upon conversion of the Convertible Notes in the event that the market price of our common stock is greater than the strike price of the Capped Call Transactions, initially set at $126.02 per common share, which corresponds to the initial conversion price of the Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the Notes, and have a cap price of approximately $155.78 per common share. Therefore, as a result of executing the Capped Call Transactions, we will reduce our exposure to potential dilution once the market price of its common shares exceeds the strike price of $126.02 and up to a cap price of approximately $155.78 per common share. The Capped Call Transactions allow us to receive shares of our common stock and/or cash related to the excess conversion value that we would pay to the holders of the Notes upon conversion, up to the above mentioned cap price.

The $19.7 million cost of the capped call transactions, which net of deferred income tax effect amounts to $12.8 million, is included as a net reduction to additional paid-in capital in the stockholders’ equity section of our consolidated balance sheets, in accordance with the guidance in ASC 815-40 Derivatives and Hedging — Contracts in Entity’s Own Equity.

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Cash Dividends

In each of February, April, July and October of 2014, our board of directors declared quarterly cash dividends of $7.3 million (or $0.166 per share on our outstanding shares of common stock). The dividends were paid on April 15, July 15, October 15, 2014 and January 15, 2015 to stockholders of record as of the close of business on March 29, June 30, September 30, and December 31, 2014, respectively.

On February 24, 2015, our board of directors declared a quarterly cash dividend of $4.6 million (or $0.103 per share) on the outstanding shares of the Company´s common stock. The first quarterly dividend was paid on April 15, 2015 to stockholders of record as of the close of business on March 31, 2015.

On April 30, 2015, our board of directors declared a quarterly cash dividend of $0.103 per share, payable to holders of the Company's common stock. This quarterly cash dividend was paid on July 15, 2015 to stockholders of record as of the close of business on June 30, 2015.

On August 4, 2015, the Board of Directors approved a quarterly cash dividend of $4,548 (or $0.103 per share) on our outstanding shares of common stock, payable on October 15, 2015 to stockholders of record as of the close of business on September 30, 2015.

We currently expect to continue paying comparable cash dividends on a quarterly basis. However, any future determination as to the declaration of dividends on our common stock will be made at the discretion of our board of directors and will depend on our earnings, operating and financial condition, capital requirements and other factors deemed relevant by our board of directors, including the applicable requirements of the Delaware General Corporation Law.

Capital expenditures

Our capital expenditures (comprised by our payments for property and equipment, intangible assets and acquired business) for the six-month periods ended June 30, 2015 and 2014amounted to $70.2 million and $48.7 million, respectively.

During the six-month period ended June  30, 2015 we invested $2.5 million in our Argentine and Brazilian offices, and $6.5 million in Information Technology in Argentina and Brazil.

In June 2015, our Venezuelan subsidiary acquired two offices in the process of being constructed that will be comprised of 475.48 square meters, in Caracas, Venezuela for a total purchase price of approximately BsF 1,474 million for investment purposes. Our Venezuelan subsidiary paid the purchase price in Bolivares Fuertes, and funded the transaction with funds from its own operations. Construction of the offices is expected to be completed within seventeen months from the acquisition date, according to the purchase agreement.

We are permanently increasing the level of investment on hardware and software licenses necessary to improve and update the technology of our platform and cost of computer software developed internally. We anticipate continued investments in capital expenditures related to information technology in the future as we strive to maintain our position in the Latin American e-commerce market.

We believe that our existing cash and cash equivalents, including the sale of credit card receivables and cash generated from operations will be sufficient to fund our operating activities, property and equipment expenditures and to pay or repay obligations going forward.

Off-balance sheet arrangements

As of June 30, 2015, we had no off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our consolidated financial condition, results of operations, liquidity, capital expenditures or capital resources.

Non-GAAP Financial Measures

To supplement our condensed consolidated financial statements presented in accordance with U.S. GAAP, we use free cash flows, adjusted net income before income / asset tax, adjusted income / asset tax, adjusted net income, adjusted blended tax rate and adjusted earnings per share as non-GAAP measures of certain components of financial performance.

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These non-GAAP measures should not be considered in isolation or as a substitute for measures of performance prepared in accordance with U.S. GAAP and may be different from non-GAAP measures used by other companies. In addition, these non-GAAP measures are not based on any comprehensive set of accounting rules or principles. Non-GAAP measures have limitations in that they do not reflect all of the amounts associated with our results of operations as determined in accordance with U.S. GAAP. These non-GAAP financial measures should only be used to evaluate our results of operations in conjunction with the most comparable U.S. GAAP financial measures.

Reconciliation of these non-GAAP financial measures to the most comparable U.S. GAAP financial measure can be found in the tables included in this quarterly report.

Non-GAAP financial measures are provided to enhance investors’ overall understanding of our current financial performance. Specifically, we believe that free cash flow provides useful information to both management and investors by excluding payments for the acquisition of property, equipment, of intangible assets and of businesses net of cash acquired, that may not be indicative of our core operating results. In addition, we report free cash flows to investors because we believe that the inclusion of this measure provides consistency in our financial reporting.

Free cash flow represents cash from operating activities less payment for the acquisition of property, equipment and intangible assets and acquired businesses net of cash acquired. We consider free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by our operations after the purchases of property, and equipment, of intangible assets and of acquired businesses net of cash acquired. A limitation of the utility of free cash flow as a measure of financial performance is that it does not represent the total increase or decrease in our cash balance for the period.

Reconciliation of Operating Cash Flows to Free Cash Flows

	Six-month Periods Ended		Three-month Periods Ended
	June 30, (*)		June 30,
(In millions)	2015	2014	2015	2014
Net Cash provided by Operating Activities	$          96.8	$           87.9	$           58.7	$             60.3
Payment for acquired business, net of cash acquired	(45.0)	(32.1)	(45.0)	(32.1)
Purchase of intangible assets	(1.4)	(2.0)	(0.4)	(1.8)
Advance for property and equipment	(7.5)	—	(7.5)	—
Purchase of property and equipment	(16.3)	(14.6)	(9.0)	(7.7)
Free cash flow	26.7	39.2	(3.2)	18.7

(*) The table above may not total due to rounding.

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Moreover, we believe that adjusted net income before income / asset tax, adjusted income / asset tax, adjusted net income, adjusted blended tax rate and adjusted earnings per share provide useful information to both management and investors by excluding the foreign exchange loss attributable to the devaluation in Venezuela and the impairment of long-lived assets, because it may not be indicative of the ordinary course of our business. In addition, we report adjusted net income before income / asset tax, adjusted income / asset tax, adjusted net income, adjusted blended tax rate and adjusted earnings per share to investors because we believe that the inclusion of these measures provides consistency in the Company’s financial reporting and because these financial measures provide useful information to management and investors about what our adjusted net income before income / asset tax, adjusted income / asset tax, adjusted net income, adjusted blended tax rate and adjusted basic earnings per share, would have been, had the foreign exchange loss in Venezuela and the impairment of long-lived assets not occurred. A limitation of the utility of adjusted net income before income / asset tax, adjusted income / asset tax, adjusted net income, adjusted blended tax rate and adjusted earnings per share, as measures of financial performance, is that these measures do not represent the total foreign exchange effect in our Income Statement for the six andthree-month periods ended June 30, 2015 and 2014:

	Six-month Periods ended (**)				Three-month Periods ended (**)
	June 30, 2015		June 30, 2014		June 30, 2015		June 30, 2014
Net income before income / asset tax expense	$	49.8	$	20.0	$	33.5	$	(19.1)
Devaluation loss in Venezuela		20.4		17.7		—		16.5
Impairment of long-lived assets in Venezuela		16.2		49.5		—		49.5
Adjusted Net income before income / asset tax expense	$	86.5	$	87.3	$	33.5	$	46.9
Income and asset tax expense	$	(28.7)	$	(15.3)	$	(14.0)	$	(6.5)
Income tax effect on devaluation loss in Venezuela		(3.8)		(12.4)		—		(8.6)	(1)
Adjusted Income and asset tax	$	(32.5)	$	(27.7)	$	(14.0)	$	(15.1)
Net Income	$	21.2	$	4.7	$	19.5	$	(25.6)
Devaluation loss in Venezuela		20.4		17.7		—		16.5
Impairment of long-lived assets in Venezuela		16.2		49.5		—		49.5
Income tax effect on devaluation loss in Venezuela		(3.8)		(12.4)		—		(8.6)	(1)
Adjusted Net Income	$	54.0	$	59.5	$	19.5	$	31.8
Weighted average of outstanding common shares		44,155,035		44,153,658		44,155,271		44,153,818
Adjusted Basic Earnings per share	$	1.22	$	1.35	$	0.44	$	0.72
Adjusted Blended Tax Rate (2)		37.5%		31.8%		41.9%		32.2%

(**)  Stated in millions of U.S. dollars, except for share data.The table above may not total due to rounding.

(1) Income tax charge related to the Venezuela devaluation under local tax rules.

(2) Adjusted Income and asset tax over Adjusted Net income before income / asset tax expense.

Item 3 — Qualitative and Quantitative Disclosure About Market Risk

We are exposed to market risks arising from our business operations. These market risks arise mainly from the possibility that changes in interest rates and the U.S. dollar exchange rate with local currencies, particularly the Brazilian Real and Argentine Peso due to Brazil’s and Argentine’s respective share of our revenues, may affect the value of our financial assets and liabilities.

Foreign currencies

As of June 30, 2015, we hold cash and cash equivalents in local currencies in our subsidiaries, and have receivables denominated in local currencies in all of our operations. Our subsidiaries generate revenues and incur most of their expenses in their local currencies. As a result, our subsidiaries use their local currency as their functional currency, except for our Venezuelan subsidiaries, which use the U.S. dollar as if it is the functional currency due to Venezuela being a highly inflationary economy. As of June 30, 2015, the total cash and cash equivalents denominated in foreign currencies totaled $120.0 million, short-term investments denominated in foreign currencies totaled $75.7 million and accounts receivable and credit cards receivables in foreign currencies totaled $177.0 million. As of June 30, 2015, we had no long-term investments denominated in foreign currencies. To manage exchange rate risk, our treasury policy is to transfer most cash and cash equivalents in excess of working capital requirements into U.S. dollar-denominated accounts in the United States. As of June 30, 2015, our U.S. dollar-denominated cash and cash equivalents and short-term investments totaled $141.9 million and our U.S. dollar-denominated long-term investments totaled $209.3 million. For the six-month period ended June 30, 2015, we had a foreign currency loss of $9.2 million mainly as a result of the devaluation in Venezuela (as a consequence of our determination to use the exchange rate under SIMADI effective as of March 31, 2015) which amounted to a loss of $20.4 million offset by a foreign exchange gain in Argentina and Brazil in first half of 2015, which amounted to a gain of $10.9 million. (See “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Results of operations for the six-month period ended June 30, 2015

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compared to the six-month period ended June 30, 2014 and three-month period ended June 30, 2015 compared to three-month period ended June 30, 2014”for more information).

If the U.S. dollar weakens against foreign currencies, the translation of these foreign-currency-denominated transactions will result in increased net revenues, operating expenses, and net income while the re-measurement of our net asset position in U.S. dollars will have a negative impact in our Statement of Income. Similarly, our net revenues, operating expenses and net income will decrease if the U.S. dollar strengthens against foreign currencies, while the re-measurement of our net asset position in U.S. dollars will have a positive impact in our Statement of Income.

The following table sets forth the percentage of consolidated net revenues by segment for the six and three-month periods ended June 30, 2015 and 2014:

	Six-month Periods Ended				Three-month Periods Ended
	June 30,				June 30,
(% of total consolidated net revenues) (*)	2015		2014		2015		2014
Brazil	46.7	%	46.9	%	47.2	%	48.1	%
Argentina	34.5		24.8		36.8		25.2
Venezuela	6.5		14.5		3.7		12.6
Mexico	6.4		7.1		6.5		7.1
Other Countries	5.9		6.8		5.8		7.0

(*) Percentages have been calculated using whole-dollar amounts.

Foreign Currency Sensitivity Analysis

The table below shows the impact on our net revenues, expenses, other expenses and income tax, net income and equity for a positive and a negative 10% fluctuation on all the foreign currencies to which we are exposed to as of June 30, 2015 and for the six-month period then ended:

Foreign Currency Sensitivity Analysis (*)
(In millions)	-10%	Actual	+10%
	(1)		(2)
Net revenues	$            335.9	$           302.4	$           275.0
Expenses	(269.0)	(242.2)	(220.3)
Income from operations	66.9	60.2	54.8
Other expenses and income tax related to P&L items	(32.3)	(29.8)	(27.8)
Foreign Currency impact related to the remeasurement of our Net Asset position	(10.2)	(9.2)	(8.4)
Net income	24.4	21.2	18.6
Total Shareholders' Equity	$            350.3	$           344.4	$           308.2

(1) Appreciation of the subsidiaries local currency against U.S. Dollar

(2) Depreciation of the subsidiaries local currency against U.S. Dollar

(*)  The table above may not total due to rounding.

The table above shows an increase in our net income when the U.S. dollar weakens against foreign currencies because the re-measurement of our net asset position in U.S. dollars has a lesser impact than the increase in our net revenues, operating expenses, and other expenses, net and income tax lines related to the translation effect. Similarly, the table above shows a decrease in our net income when the U.S. dollar strengthens against foreign currencies because the re-measurement of our net asset position in U.S. dollars has a lesser impact than the decrease in our net revenues, operating expenses, and other expenses, net and income tax lines related to the translation effect.

In the past we have entered into transactions to hedge portions of our foreign currency translation exposure; however, during the six-month period ended June 30, 2015, we did not enter into any such hedging transactions.

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Venezuelan Segment

In accordance with U.S. GAAP, we have classified our Venezuelan operations as highly inflationary since January 1, 2010, using the U.S. dollar as the functional currency for purposes of reporting our financial statements. Therefore, no translation effect has been accounted for in other comprehensive income related to our Venezuelan operations. As of June 30, 2015, monetary assets and liabilities in BsF were re-measured to the U.S. dollar using the SIMADI closing exchange rate of 197.3BsF per U.S. dollar.

The following table sets forth the assets, liabilities and net assets of our Venezuelan subsidiaries, before intercompany eliminations, as of June 30, 2015 and December 31, 2014 and net revenues for the six-month periods ended June 30, 2015 and 2014:

	Six-month Periods Ended June 30,
	2015	2014
	(In thousands)
Net Revenues	$                 19,669	$                 35,908

	June 30,	December 31,
	2015	2014
Assets	46,482	75,153
Liabilities	(43,701)	(43,359)
Net Assets	$                   2,781	$                 31,794

As of June 30, 2015, the net assets of our Venezuelan subsidiaries amount to approximately 0.8% of our consolidated net assets, and cash and investments of our Venezuelan subsidiaries held in local currency in Venezuela amount to approximately 1.1% of our consolidated cash and investments.

During December 2013, the Venezuelan regulation that created SICAD 1 was amended to expand its use, and to require publication of the average exchange rate implied by transactions settled in SICAD 1 auctions. Additionally, on January 23, 2014, the exchange regulation was amended to include foreign currency sales for certain transactions, such as, but not limited to: contracts for leasing and services, use and exploitation of patents, trademarks, foreign investments and payments of royalties, contracts for technology import and technical assistance. Due to the change in rules that provided for the creation of the SICAD 1 system, the official exchange rate remains only available to obtain foreign currency to pay for a limited list of goods considered to be of high priority by the Venezuelan government, which does not include those relating to our business. As a consequence, SICAD 1 became, from that moment through May 15, 2014, the primary system to which we would have to request U.S. dollars to settle our transactions. As a result, from January 24 to May 15, 2014, the exchange rate we used to re-measure our net monetary asset position and BsF transactions of our Venezuelan operations was the SICAD 1 exchange rate. The average exchange rate under SICAD 1 during that period was 10.82 BsF per U.S. dollar.

In late February 2014, the Venezuelan government issued a decree to open a new exchange control mechanism (“SICAD 2”) that allowed the purchase of foreign exchange currencies, through authorized foreign exchange operators offered by individuals and companies such as Petróleos de Venezuela, S.A. (PDVSA, the oil state-owned corporation of Venezuela), the BCV and other public entities authorized by the Ministry of Finance. The Venezuelan government published operating rules for the new exchange mechanism in Exchange Agreement N° 27 and, on March 24, 2014 SICAD 2 began operating. Since implementation of the SICAD 1 system, we had been unsuccessful in gaining access to U.S. dollars through SICAD 1. As a result of this ongoing lack of access to the SICAD 1 auction system and the establishment of SICAD 2, on May 16, 2014, we started requesting U.S. dollars through the SICAD 2 mechanism. The SICAD 2 system was an open mechanism that permitted any company to request U.S. dollars for any purpose. Consequently, we were eligible for and were granted U.S. dollars through the SICAD 2 mechanism.

In light of the current economic conditions in Venezuela in the second quarter of 2014, our determination to access SICAD 2 and re-measure the BsF denominated monetary assets and liabilities of our Venezuelan subsidiaries, and the lower U.S. dollar-equivalent cash flows then expected from our Venezuelan operations, during the second quarter of 2014, we reviewed our long-lived assets, goodwill and intangible assets with indefinite useful life for impairment, including considering our then expected use of these assets in light of the foregoing. We currently own two office spaces in Venezuela that we had expected to use to support our main operating activities in that country. However, due to the economic conditions in Venezuela, we determined to rent these office spaces to third parties to generate rental income and will consider opportunities for disposal of these assets if real estate market conditions are favorable. Because we have concluded that the carrying value of these two real estate properties were not fully recoverable, we recorded an impairment of long-lived assets of $49.5 million during May 2014.

On February 10, 2015, the Venezuelan government issued a decree that unifies the two previous foreign exchange systems SICAD 1 and SICAD 2 into a new single system denominated SICAD, with an initial public foreign exchange rate of 12 BsF per U.S. dollar. The SICAD auction process remains available only to obtain foreign currency to pay for a limited list of goods considered to

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be of high priority by the Venezuelan government, which does not include those relating to our business. In the same decree, the Venezuelan government created the SIMADI, a new foreign exchange system that is separate from SICAD, which publishes a foreign exchange rate from the BCV on a daily basis.

In light of the disappearance of SICAD 2, and our inability to gain access to U.S. dollars through the new single system under SICAD, we started requesting and have been granted U.S. dollars through SIMADI. As a result, we now expect to settle our transactions through SIMADI and have concluded that the SIMADI exchange rate should be used to re-measure our bolivar-denominated monetary assets and liabilities and to re-measure the revenues and expenses of our Venezuelan subsidiaries effective as of March 31, 2015. In connection with this re-measurement, we recorded a foreign exchange loss of $20.4 million and a deferred income tax gain of $3.8 million during the first quarter of 2015. As of June 30, 2015, the SIMADI exchange rate was 197.3 BsF per U.S. dollar. The average exchange rate for the second quarter of 2015 was 197.84 BsF per U.S. dollar.

Considering this change in facts and circumstances and the lower U.S. dollar-equivalent cash flows now expected from our Venezuelan business, we have reviewed our long-lived assets, goodwill and intangible assets with indefinite useful life for impairment and concluded that the carrying value of certain real estate investments in Venezuela as of March 31, 2015 will not be fully recoverable. As a result, we recorded an impairment of long-lived assets of $16.2 million on March 31, 2015 using the exchange rate as of that date.  The carrying amount has been adjusted to its estimated fair value of approximately $9.2 million as of March 31,  2015 by using the market approach and considering prices for similar assets.

Until 2010 we were able to obtain U.S. dollars for any purpose, including dividend distributions, using alternative mechanisms other than through the CADIVI. Those U.S. dollars, obtained at a higher exchange rate than the one offered by CADIVI and held in balance at U.S. bank accounts of our Venezuelan subsidiaries, were used for dividend distributions from our Venezuelan subsidiaries. Our Venezuelan subsidiaries have not requested authorization since 2012 to acquire U.S. dollars to make dividend distributions and we have not distributed dividends from our Venezuelan subsidiaries since 2011.

Although the current mechanisms available to obtain U.S. dollars for dividend distributions to shareholders outside of Venezuela imply increased restrictions, we do not expect that the current restrictions to purchase U.S. dollars will have a significant adverse effect on our business strategy with regard to the investment in Venezuela.

In order to assist investors in their overall understanding of the impact on our Venezuelan segment reporting, we developed a scenario that considers a 300% additional devaluation over the SIMADI rate as of the date of this report, applied for the period starting on January 1, 2015 to June 30, 2015.These disclosures may help investors to project sensitivities, on segment information captions, to devaluations of whatever order of magnitude they choose by simple arithmetic calculations. The information is just a scenario and does not represent a forward-looking statement about our expectations or projections related to future events in Venezuela. The investors and other readers or users of the financial information presented in this caption are cautioned not to place undue reliance on this scenario. This information is not a guarantee of future events.

The information disclosed below does not include any inflation effect, nor the devaluation impact related to the assumed devaluation or any other effect derived from the assumed devaluation. The information below should not be considered in isolation or as a substitute for measures of performance prepared in accordance with U.S. GAAP. In addition, this information is not based on any comprehensive set of accounting rules or principles.

The evolution of the Venezuelan economy and any future governmental interventions in the Venezuelan economy are beyond our ability to control or predict. New events could happen in the future in Venezuela and it is not possible for management to predict all such events, nor can it assess the impact of all such events on our Venezuelan business.

The table below provides specific sensitivity information of our Venezuelan segment reporting for the period indicated assuming approximately a 300% additional devaluation over the SIMADI rate as of the date of this report, applied for the period starting on January 1, 2015 to June 30, 2015:

	Six-month period ended June 30, 2015		Three-month period ended June 30, 2015
	Actual (*)	Sensitivity (**)	Actual (*)	Sensitivity (**)
	(In thousands)		(In thousands)
Net revenues	$ 19,669	$ 3,151	$ 5,714	$ 1,911
Direct costs	$ (6,835)	$ (1,166)	$ (2,631)	$ (687)
Direct contribution before impairment of Long-lived assets	$ 12,834	$ 1,984	$ 3,083	$ 1,224
Direct Contribution Margin before impairment %	65.2%	63.0%	54.0%	64.1%

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(*) As reported. Direct Contribution Margin does not include one-time impairments of long-lived assets and international customer service costs have been allocated considering previous year exchange rate.

(**) Computing a hypothetical devaluation of the Venezuelan segment from January 1 to June 30, 2015 assuming an exchange rate of 591.89 BsF per U.S. dollar (300% of the exchange rate as of June 30, 2015).

Despite the continued uncertainty and restrictions relating to foreign currency exchange in Venezuela as described above, we believe that our underlying business in that country is competitively well-positioned and continues to exhibit solid growth, in terms of units sold, even while economic conditions in the Venezuelan economy remain difficult. As economic conditions in that country improve, we expect that our business in Venezuela will benefit accordingly. Although in May 2014 and March 2015 we experienced a strong devaluation of our business in Venezuela, we cannot assure you that the BsF will not experience further devaluations or that the Venezuelan government will not default on its obligations to creditors in the future, which may be significant and could have a material negative impact on our future financial results of our Venezuela segment and value of our bolivar denominated net assets. However, for the reasons stated at the beginning of this paragraph, we remain strongly committed to our business and investment in Venezuela.

Argentine Segment

The Argentine government has implemented certain measures that control and restrict the ability of companies and individuals to exchange Argentine Pesos for foreign currencies. Those measures include, among other things, the requirement to obtain the prior approval from the Argentine Tax Authority of the foreign currency transaction (for example and without limitation, for the payment of non-Argentine goods and services, payment of principal and interest on non-Argentine debt and also payment of dividends to parties outside of the country), which approval process could delay, and eventually restrict, the ability to exchange Argentine Pesos for other currencies, such as U.S. dollars. Those approvals are administered by the Argentine Central Bank through the Local Exchange Market (“Mercado Unico Libre de Cambios”, or “MULC”), which is the only market where exchange transactions may be lawfully made.

Further, restrictions also currently apply to the acquisition of any foreign currency for holding as cash within Argentina. Although the controls and restrictions on the acquisition of foreign currencies in Argentina place certain limitations on our current ability to convert cash generated by our Argentine subsidiaries into foreign currencies, based on the current state of Argentine currency rules and regulations, we do not expect that the current controls and restrictions, will have a material adverse effect on our business plans in Argentina or on our overall business, financial condition or results of operations.

During January 2014 the Argentine Peso exchange rate against the U.S. dollar increased in approximately 23%, from 6.52 Argentine Pesos per U.S. dollar as of December 31, 2013 to approximately 8.0 Argentine Pesos per U.S. dollar. Due to the abovementioned devaluation, during the three-month period ended March 31, 2014, the reported net assets in our Argentine subsidiaries decreased by $14.6 million with the related impact in Other Comprehensive Income and the Company recognized a foreign exchange gain of $4.6 million.As of June 30, 2015, the Argentine Peso exchange rate was $9.09 per U.S. dollar.

Had a hypothetical devaluation of 10% of the Argentine Peso against the U.S. dollar occurred on June 30, 2015, the reported net assets in our Argentine subsidiaries would have decreased by approximately $8.0 million with the related impact in Other Comprehensive Income. Additionally, we would have recorded a foreign exchange gain amounting to approximately $2.9 million in our Argentine subsidiaries.

Interest

Our earnings and cash flows are also affected by changes in interest rates. These changes could have an impact on the interest rates that financial institutions charge us prior to the time we sell our MercadoPago receivables. As of June 30, 2015, MercadoPago’s funds receivable from customers totaled $131.1 million. Interest rate fluctuations could also negatively affect certain of our fixed rate and floating rate investments comprised primarily of time deposits, money market funds, investment grade corporate debt securities and sovereign debt securities. Investments in both fixed rate and floating rate interest earning products carry a degree of interest rate risk. Fixed rate securities may have their fair market value adversely impacted due to a rise in interest rates, while floating rate securities may produce less income than predicted if interest rates fall.

Under our current policies, we do not use interest rate derivative instruments to manage exposure to interest rate changes. As of June 30, 2015, the average duration of our available for sale securities, defined as the approximate percentage change in price for a 100-basis-point change in yield, was 1.24%. If interest rates were to instantaneously increase (decrease) by 100 basis points, the fair market value of our available for sale securities as of June 30, 2015 could decrease (increase) by approximately $3.6 million.

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As of June 30, 2015, our short-term investments amounted to $167.2 million and our long-term investments amounted to $209.3 million. These investments can be readily converted at any time into cash or into securities with a shorter remaining time to maturity. We determine the appropriate classification of our investments at the time of purchase and re-evaluate such designations as of each balance sheet date.

Equity Price Risk

Our board of directors adopted the 2009, 2010, 2011 and 2012 long-term retention plan (the “2009, 2010, 2011 and 2012 LTRP”, respectively) payable as follows:

· eligible employees will receive a fixed payment equal to 6.25% of his or her 2009 and/or 2010 and/or 2011 and/or 2012 LTRP bonus once a year for a period of eight years starting in 2010 and/or 2011 and/or 2012 and/or 2013 (the “2009, 2010, 2011 and 2012 Annual Fixed Payment”, respectively); and

· on each date we pay the Annual Fixed Payment to an eligible employee, he or she will also receive a payment (the “2009, 2010, 2011 and 2012 Variable Payment, respectively”) equal to the product of (i) 6.25% of the applicable 2009 and/or 2010 and/or 2011 and/or 2012 LTRP bonus and (ii) the quotient of (a) divided by (b), where (a), the numerator, equals the Applicable Year Stock Price (as defined below) and (b), the denominator, equals the 2008, 2009, 2010 and 2011 Stock Price, defined as $13.81, $45.75, $65.41 and $77.77 for the 2009, 2010, 2011 and 2012 LTRP, respectively, which was the average closing price of the Company’s common stock on the NASDAQ Global Market during the final 60 trading days of 2008, 2009, 2010 and 2011, respectively. The “Applicable Year Stock Price” equals the average closing price of the Company’s common stock on the NASDAQ Global Market during the final 60 trading days of the year preceding the applicable payment date.

The 2009, 2010, 2011 and 2012 variable payment LTRP liability subjects us to equity price risk. In May 2013 the board of directors, upon the recommendation of the Compensation Committee, approved certain amendments to the 2009, 2010, 2011 and 2012 Long-Term Retention Plans (the Amended LTRPs), to give us (through the approval of the Compensation Committee) the option to pay the compensation due under the Amended LTRPs in cash, common stock or a combination thereof. We have granted the right to any Amended LTRP participant to request settlement in cash. The Amended LTRPs have been considered to be a substantive liability and classified accordingly in the balance sheet.

On September 27, 2013, our board of directors, upon the recommendation of the compensation committee, approved the 2013 Long Term Retention Plan (the “2013 LTRP”), on March 31, 2014, the board of directors, upon the recommendation of the compensation committee approved the 2014 employee retention programs (“2014 LTRP”) and on August 4, 2015, the board of directors, upon the recommendation of the compensation committee approved the 2015 employee retention programs (“2015 LTRP”). If earned, payments to eligible employees under the 2013 and 2014 LTRP will be in addition to payments of base salary and cash bonus, the latter if earned, made to those employees. The awards under 2013 and/or 2014 LTRP are payable in cash, common stock or a combination thereof and, as we mentioned in the paragraph before for the others LTRP, we granted the right to any LTRP participant to request settlement in cash.

In order to receive an award under the 2013, 2014 and/or 2015 LTRP, each eligible employee must satisfy the performance conditions established by the board of directors for such employee. If these conditions are satisfied, the eligible employee will, subject to his or her continued employment as of each applicable payment date, receive the full amount of his or her 2013, 2014 and/or 2015 LTRP bonus, payable as follows:

· the eligible employee will receive a fixed payment, equal to 8.333% of his or her 2013, 2014 and/or 2015 LTRP bonus once a year for a period of six years starting in March 2014, 2015 and/or 2016 (the “2013, 2014 and 2015 Annual Fixed Payment, respectively”); and

· on each date we pay the Annual Fixed Payment to an eligible employee, he or she will also receive a payment (the “Variable Payment”) equal to the product of (i) 8.333% of the applicable 2013, 2014 and/or 2015 LTRP bonus and (ii) the quotient of (a) divided by (b), where (a), the numerator, equals the Applicable Year Stock Price (as defined below) and (b), the denominator, equals the 2012, 2013 and 2014 Stock Price, defined as $79.57, $118.48 and $127.29 for the 2013, 2014 and 2015 LTRP, respectively, which was the average closing price of our common stock on the NASDAQ Global Market during the final 60 trading days of 2012,2013 and 2014, respectively. The “Applicable Year Stock Price” shall equal the average closing price of our common stock on the NASDAQ Global Market during the final 60 trading days of the year preceding the applicable payment date.

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At June 30, 2015, the total contractual obligation fair value of our 2009, 2010, 2011, 2012, 2013 and 2014 Variable Payment LTRP liability amounted to $36.9 million. As of June 30, 2015, the accrued liability related to the 2009, 2010, 2011, 2012, 2013 and 2014 Variable Payment portion of the LTRP included in social security payable in our condensed consolidated balance sheet amounted to $20.3 million. The following table shows a sensitivity analysis of the risk associated with our contractual obligation related to the 2009, 2010, 2011, 2012, 2013 and 2014 Variable Payment if our common stock price per share were to experience increases or decreases by up to 40%:

		As of June 30, 2015
		MercadoLibre, Inc	2009, 2010, 2011, 2012, 2013 and 2014
		Equity Price	variable LTRP liability
(In thousands, except equity price)
Change in equity price in percentage
40%		199.29	51,595
30%		185.05	47,910
20%		170.82	44,224
10%		156.58	40,539
Static	(*)	142.35	36,854
-10%		128.11	33,168
-20%		113.88	29,483
-30%		99.64	25,798
-40%		85.41	22,112

(*)Average closing stock price for the last 60 trading days of the closing date.

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Item 4 — Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”) is recorded, processed, summarized and reported within thetime periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

Evaluation of disclosure controls and procedures

Based on the evaluation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) required by Exchange Act Rules 13a-15(b) or 15d-15(b), our chief executive officer and our chief financial officer have concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective.

Changes in Internal Controls Over Financial Reporting

There were no changes in our internal control over financial reporting (as such term is defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) during the six-month period ended June 30, 2015 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1 — Legal Proceedings

From time to time, we are involved in disputes that arise in the ordinary course of our business. The number and significance of these disputes is increasing as our business expands and our Company grows. Any claims against us, whether meritorious or not, may be time consuming, result in costly litigation, require significant amounts of management time, result in the diversion of significant operational resources or require expensive implementations of changes to our business methods to respond to these claims. See “Item 1A — Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 as filed with the Securities and Exchange Commission on February27, 2015.

As of June 30, 2015, our total reserves for proceeding-related contingencies were approximately $2.8 million to cover legal actions against us in which we have determined that a loss is probable. The proceeding-related reserve is based on developments to date and historical information related to actions filed against us. We do not reserve for losses we determine to be possible or remote.

As of June 30, 2015, there were 665 lawsuits pending against our Brazilian subsidiaries in the Brazilian ordinary courts. In addition, as of June 30, 2015, there were 2,598 lawsuits pending against our Brazilian subsidiaries in the Brazilian consumer courts, where a lawyer is not required to file or pursue a claim.

As of June 30, 2015, there were 42 lawsuits pending against our Argentine subsidiaries in the Argentine ordinary courts and 858 pending claims in the Argentine Consumer Protection Agencies, where a lawyer is not required to file or pursue a claim.

As of June 30, 2015, there were two claims pending against our Mexican subsidiaries in the Mexican ordinary courts and 60 claims pending against our Mexican subsidiary in the Mexican Consumer Protection Agencies, where a lawyer is not required to file or pursue a claim.

In most of these cases, the plaintiffs asserted that we were responsible for fraud committed against them, or responsible for damages suffered when purchasing an item on our website, when using MercadoPago, or when we invoiced them. We believe we have meritorious defenses to these claims and intend to continue defending them.

Set forth below is a description of the legal proceedings that we have determined to be material to our business. We have excluded ordinary routine legal proceedings incidental to our business. In each of these proceedings we also believe we have meritorious defenses, and intend to continue defending ourselves in these actions. We have established a reserve for those proceedings which we have considered that a loss is probable. The disclosure below updates and supplements the information set forth in “Item 3 — Legal Proceedings” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014:

On February 22, 2008, Nike International Ltd., (or “Nike”), requested a preliminary injunction against our Argentine subsidiary DeRemate.com de Argentina S.A. (or “DeRemate”), in the Court on Civil and Commercial Matters in Buenos Aires, Argentina. Nike alleged that this subsidiary was infringing Nike trademarks as a result of sellers listing allegedly counterfeited Nike branded products through the website www.deremate.com.ar. A preliminary injunction was granted in February 2008 to suspend the

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offer of Nike-branded products until sellers could be properly identified. DeRemate appealed the decision. In November 2008, the Federal Court of Appeals on Civil and Commercial Matters lifted the prohibition to allow on the website of DeRemate any listing related to Nike branded products subject to our requesting certain personal information from users listing those items. On March 25, 2008 Nike sued DeRemate in the same venue, for the same reasons argued in the request preliminary injunction. DeRemate presented its defense on September 11, 2009. On May 27, 2014, the Lower Court Judge issued a ruling considering that DeRemate was not liable for the alleged infringement by sellers’ listings, but it considered that DeRemate was liable for the breach of contract entered into by the parties which established a “notice and take down” procedure. On June 6, 2014, DeRemate filed an appeal that was denied on May 5, 2015 by the Federal Court of Appeals on Civil and Commercial Matters. The Federal Court decided, among other things, that (i) DeRemate shall (i) pay to the plaintiff a AR$200,000 for damages and (ii) restrain from buying keywords related with plaintiff’s trademarks. In May 2015 DeRemate filed recourse and an appeal to the Supreme Court under the same Federal Court. As of the date of this report, according to the opinion of external legal counsel of DeRemate, the risk of loss in this case is probable.

On August 25, 2010, Citizen Watch do Brasil S/A, or Citizen, sued Brazilian subsidiaries in the 31st Central Civil Court State of São Paulo, Brazil. Citizen alleged that the Brazilian subsidiaries were infringing Citizen’s trademarks as a result of users selling allegedly counterfeit Citizen watches through the Brazilian page of the Brazilian subsidiaries’ website. Citizen sought an order enjoining the sale of Citizen-branded watches on the Brazilian subsidiaries’ Marketplace with a $6,000 daily non-compliance penalty. On September 23, 2010, the Brazilian subsidiaries were summoned of an injunction granted to prohibit the offer of Citizen products on its platform, but the penalty was established at $6,000 per day. On September 26, 2010, the Brazilian subsidiaries presented their defense and appealed the decision of the injunction relief to the State Court of Appeals of São Paulo on September 27, 2010. On October 22, 2010 the injunction granted to Citizen was suspended. On March 23, 2011, the Company’s appeal regarding the injunction granted to Citizen was ruled in favor of the Brazilian subsidiaries. On May 4, 2011, Citizen presented a motion to clarify the decision but it was dismissed on March 14, 2012. On May 28, 2012, the Plaintiff filed a special recourse related to the injunction relief to the State Court of Appeals, and the Brazilian subsidiaries presented their defense on August 16, 2012 which was not admitted. In September 2012, the Plaintiff filed a legal action against the Brazilian subsidiaries with same arguments alleged in the injunction request and seeking for compensatory and statutory damages and defenses were presented on March 20, 2013. On January 9, 2013, Citizen presented a motion to request the appeal to be ruled by the Brazilian Superior Court of Justice (Superior Tribunal de Justiça). On March 1, 2013, the Brazilian subsidiaries presented their response to that appeal. On August 27, 2013, the Brazilian Superior Court of Justice ruled against Citizen’s appeal. The Superior Court of Justice ruled that the Brazilian subsidiaries were not responsible for alleged infringement of intellectual property rights by its users and that they should comply with the “notice and take down” procedure it already have in place.

On October 4, 2013, Citizen presented a motion to clarify mentioned decision issued by the Brazilian Superior Court of Justice and such motion was denied on November 11, 2013. Citizen then filed, on November 25, 2013, an Extraordinary Appeal aiming the decision rendered by Brazilian Superior Court of Justice to be reviewed by Brazilian Federal Supreme Court. On February 21, 2014, Brazilian subsidiaries presented its response to Citizen’s Extraordinary Appeal. On March 10, 2014, Citizen’s extraordinary appeal was not accepted by the Brazilian Superior Court of Justice and, on March 26, 2014, Citizen filed an appeal against such decision, aiming at its Extraordinary Appeal to be accepted and ruled by Brazilian Federal Supreme Court. On May 5, 2014 the Company presented its response to Citizen’s appeal to The Brazilian Federal Supreme Court. On December, 19, 2014 Brazilian Federal Supreme Court overruled Citizen’s Extraordinary Appeal, ending the discussion regarding the injunction sought by Citizen which was definitely not granted. On February 19, 2015 the judge preceding the 31st Central Civil Court of the City of São Paulo, State of São Paulo, Brazil ruled the case in its merits totally in favor of the Brazilian subsidiary, stating that MercadoLivre shall not be held responsible for any of Citizen’s pleas and allegations and Citizen did not appeal the mentioned decision and, as a consequence, the case is closed. On the merits of the injunction is still pending. In the opinion of the Company’s management and its legal counsel the risk of loss is therefore remote.

On June 12, 2007, a state prosecutor of the State of São Paulo, Brazil presented a claim against MercadoLivre. The state prosecutor alleges that MercadoLivre should be held liable for any fraud committed by sellers on MercadoLivre’s website, or responsible for damages suffered by buyers when purchasing an item on the Brazilian version of the MercadoLivre website. On June 26, 2009, the Lower Court Judge ruled in favor of the State of São Paulo prosecutor, declaring that MercadoLivre shall be held joint and severally liable for fraud committed by sellers and damages suffered by buyers when using the website, and ordering MercadoLivre remove from the Terms of Service of the Brazilian website any provision limiting MercadoLivre’s responsibility, with a penalty of approximately $2,500 per day of non-compliance. On June 29, 2009, the Company presented a recourse to the lower court, which was not granted. On September 29, 2009, MercadoLivre presented an appeal and requested to suspend the effects of the ruling issued by the lower court until the appeal is decided by State Court of Appeals, which request was granted on December 1, 2009. On May 23, 2014 the State Court of Appeals issued its ruling stating that MercadoLivre shall not be held responsible for the quality, nature or defective products or services purchased through the Brazilian website. While the decision is not clear, it could be understood that the State Court of Appeals ruled that MercadoLivre could be held joint and severally liable for fraud committed by sellers buyers when using the website. On June 13, 2014, MercadoLivre filed a motion to clarify the decision. On October 6, 2014, the State Court of Appeals overruled MercadoLivre’s motion to clarify its decision. We appealed the decision to the Brazilian Federal Superior Court of Justice. As of the date of this report we appeal to the Brazilian Federal Superior Court of Justice was still being processed before the State Court of Appeals. On March 23, 2015 the State of São Paulo Prosecutor and MercadoLivre have settled the case by agreeing that MercadoLivre (i) will not be held liable for the quality, nature or defective products or services purchased through the Brazilian website, and/or

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damages suffered by buyers for purchases made using the website and paid directly to sellers, and (ii) will be jointly liable when buyer used MercadoPago in a purchase made through the website and liable for MercadoLivre’s own services. On July 15, 2015, the settlement was homologated and therefore the case is closed as of the date of this report.

On August 19, 2011, a state prosecutor of the State of Rio de Janeiro, Brazil presented a claim against our Brazilian subsidiary. The state prosecutor alleges that the Brazilian subsidiary should improve our customer service level and provide (among other things) a telephone number for customer support and requested an injunction against our Brazilian subsidiary. On October 22, 2012, a lower court judge ruled in favor of the Company and dismissed the claim against us. The Public Prosecutor appealed the decision and MercadoLivre presented its defense on December 12, 2012. On April 9, 2013, the State Court of Appeals ruled in favor of the Company confirming the dismissal of the claim. On May 28, 2013 the decision was appealed by the state prosecutor to the Brazilian Superior Court of Justice and we presented our response on July 2, 2013.  On May 5, 2015 the Brazilian Superior Court of Justice did not accept the extraordinary appeal filed by the Public Prosecutor. The Public Prosecutor filed an appeal against such decision, aiming the appeal to be accepted and ruled by Brazilian Federal Supreme Court, which was not accepted on June 16, 2015. In the opinion our management and our legal counsel, the risk of loss is remote.

Intellectual Property Claims

In the past, third-parties have from time to time claimed, and others may claim in the future, that we have infringed their intellectual property rights. We have been notified of several potential third-party claims for intellectual property infringement through our website. These claims, whether meritorious or not, are time consuming, can be costly to resolve, could cause service upgrade delays, and could require expensive implementations of changes to our business methods to respond to these claims. See “Item 1A Risk factors — Risks related to our business — We could potentially face legal and financial liability for the sale of items that infringe on the intellectual property rights of others and for information disseminated on the MercadoLibre Marketplace” in our Annual Report on Form 10-K for the year ended December 31, 2014.

Item 1A — Risk Factors

As of June 30, 2015, there have been no material changes in our risk factors from those disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 and in our Form 10-Q for the quarter ended March 31, 2015.

Item 5 — Other Information

Executive compensation Program

On August 4, 2015, our board of directors, upon the recommendation of the compensation committee, finalized the Company’s executive compensation program for 2015 by (i) establishing the performance criteria applicable to determine eligibility for annual cash bonuses for 2015 and (ii) adopting the 2015 Long-Term Retention Plan (the “2015 LTRP”).

The following table includes the 2015 base salary, annual cash bonus range and target 2015 LTRP target bonus of each named executive officer effective January 1, 2015.

Elements of Compensation

	(1)	(1) (2)	(3)
	2015 Base Salary (1)	2015 Annual Bonus Range (1) (2)	Target 2015 LTRP Bonus (3)
Marcos Galperin President and Chief Executive Officer	$ 547,624	$ 379,125 – 631,874	$ 5,946,400
Pedro Arnt Executive Vice President and Chief Financial Officer	$ 271,818	$ 188,181 – 313,636	$ 1,120,000
Osvaldo Giménez Executive Vice President — Payments	$ 271,818	$ 188,181 – 313,636	$ 1,120,000

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Daniel Rabinovich Senior Vice President and Chief Technology Officer	$ 271,818	$ 188,181 – 313,636	$ 1,500,000
Stelleo Tolda Executive Vice President and Chief Operating Officer	$ 218,097	$ 150,991 – 251,651	$ 1,120,000

(1)	For 2015, the base salary and annual cash bonus range for Mr. Galperin has been fixed in Uruguayan pesos. For each of Messrs. Arnt, Giménez and Rabinovich have been fixed in Argentine pesos, while the base salary and annual cash bonus range for Mr. Tolda has been fixed in Brazilian reais. Accordingly, the base salary and annual cash bonus range in U.S. dollars are approximations based on the respective exchange rates on July 10, 2015.
(2)	See the section below entitled “Annual Cash Bonuses” below for a detailed discussion of the payment methodology for the annual cash bonuses.
(3)	The target 2015 LTRP bonus is determined in U.S. dollars, and paid in Uruguayan pesos, Argentine pesos or Brazilian reais (as applicable), at the applicable exchange rate as of the payment date. See the section entitled “2015 LTRP” below for a detailed discussion of the payment methodology under the 2015 LTRP. Actual amounts to be paid under the 2015 LTRP may be more or less than the target amount shown in this table.

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Annual Cash Bonuses

The annual cash bonus for each named executive officer will be based upon the Company’s achievement of pre‑set goals for financial and operational performance, as well as, in the case of each named executive officer other than the Chief Executive Officer, qualitative assessment of individual performance, according to the following table:

		Marcos Galperin	Pedro Arnt	Stelleo Tolda	Osvaldo Gimenez	Daniel Rabinovich
Consolidated Performance ― Constant Dollars (1)
	Net Revenues Minus Bad Debt (excluding Venezuela)(2)	54%	54%	54%	54%	54%
	Net Revenues Minus Bad Debt (Venezuela)(2)	3%	3%	3%	3%	3%
	Net Income (excluding Venezuela)(3)	36%	36%	36%	36%	36%
	Net Income (Venezuela)(3)	2%	2%	2%	2%	2%
	NPS(4)	5%	5%	5%	5%	5%
	Weighted average	100%	100%	100%	50%	100%
Payments Performance
	TPV On/GMVe (excluding Venezuela)(5)	-	-	-	49%	-
	TPV On/GMVe (Venezuela)(5)	-	-	-	1%	-
	Payments Net Revenues – Charge backs(6)	-	-	-	50%	-
	Weighted average	-	-	-	50%	-
Overall Performance(7)		100%	100%	100%	100%	100%
Individual Performance Multiplier(8)
	Above Expectations	-	1.2x	1.2x	1.2x	1.2x
	Meet Expectations	-	1.0x	1.0x	1.0x	1.0x
	Below Expectations	-	0.5x	0.5x	0.5x	0.5x

__________________________

(1)	Constant Dollars: financial metrics translated to US dollars at the previous year’s applicable exchange rate, which is intended to isolate the operational performance from fluctuations in local currencies.
(2)	Net Revenues Minus Bad Debt is defined as the Company’s net revenues for 2015, less bad debt charges and after adjustments for unusual items, if any, as determined by the Compensation Committee.
(3)	Net Income is defined as the Company’s net income in 2015 after adjustments for unusual items, if any, as determined by the Compensation Committee.
(4)	NPS stands for Net Promoter Score and is a measure of our customers’ satisfaction, calculated as the percentage of promoters (customer scoring our service from 9 to 10) minus the percentage of detractors (customers scoring our service from 0 to 6).
(5)	TPV On/GMVe is defined as Payments penetration in MercadoLibre measured as the Company’s Total Payment Volume (“TPV”) on the MercadoLibre e‑commerce website in 2015 in U.S. Dollars divided by the Company’s Gross Merchandise Volume in 2015 in U.S. Dollars.
(6)	Payments Net Revenues – Chargebacks is defined as the Company net revenues generated by our Financing and Off-platform transactions for 2015 in Constant Dollars, minus the chargebacks generated by credit and debit cards payments for 2015 in Constant Dollars. Refer to footnote 7 for Constant Dollars calculation methodology.
(7)	Overall Performance for Messrs. Galperin, Arnt, Tolda and Rabinovich is equal to the Weighted Average for the Consolidated Performance ― Constant Dollars.  The Overall Performance for Mr. Gimenez is equal to the simple average between Weighted Average for the Consolidated Performance ― Constant Dollars and Weighted Average for the Payments Performance.
(8)	Individual Performance Multiplier is set as a multiplier for the annual bonus for each executive officer based on the qualitative assessment of individual performance for the 2015 fiscal year.

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For a named executive officer to be eligible to receive an annual bonus, the Company must achieve 50% of the weighted average planned growth in the Consolidated Performance ― Constant Dollars and in Overall Performance, according to the table above (the “Annual Bonus Minimum Eligibility Conditions”).

If the Annual Bonus Minimum Eligibility Conditions are met for a named executive officer, a prorated formula will be applied to the annual cash bonus ranges described in the “Elements of Compensation” table above.  Such formula is based on the officer’s total performance tally and it is consistent with the Company’s 2015 annual cash bonus program.  In addition, the Individual Performance Multiplier, which is a qualitative assessment for each named executive officer, will be applied to the annual cash bonus of each officer.  For example, if a named executive officer meets the Annual Bonus Minimum Eligibility Conditions and his Individual Performance is set as “meet expectations”, the officer would receive 1.0x the minimum annual cash bonus set forth in the annual bonus range included in the Elements of Compensation table above.  If, on the other hand, a named executive officer achieves 75% of the weighted average planned growth in the Consolidated Performance ― Constant Dollars and in Overall Performance applicable to the named executive officer, and his Individual Performance is set as “meet expectations”, then the named executive officer would receive an annual cash bonus equal to 1.0x the midpoint of the annual bonus range included in the Elements of Compensation table above.  Finally, if a named executive officer achieves 100% of the weighted average planned growth in the Consolidated Performance ― Constant Dollars and in Overall Performance applicable to the named executive officer, and his Individual Performance is set as “meet expectations”, then the named executive officer would receive 1.0x the maximum cash bonus set forth in the annual bonus range included in the Elements of Compensation table above.  In all of the situations described above, if the Individual Performance is set as “above expectations” or “below expectations,” the annual cash bonus would be multiplied by 1.2 or by 0.5, respectively.

2015 LTRP

The 2015 LTRP is substantially similar to the Amended LTRPs (as defined below), with the exception of the definition of the term “Performance Goals”, which has been revised in the 2015 LTRP to eliminate the individual performance of the named executive officers as part of the LTRP bonus eligibility requirements.  In order for a named executive officer to receive an award under the 2015 LTRP, the Company must achieve 50% of the weighted average planned growth in the Consolidated Performance ― Constant Dollars.  If the Company achieves such performance, the executive will, subject to his continued employment as of each applicable payment date, receive the target amount of his 2015 LTRP bonus described in the Elements of Compensation table above, payable as follows:

· the officer will receive a fixed payment equal to 8.333% of his or her 2015 LTRP bonus once a year for a period of six years (with the first payment occurring on or about March 31, 2016), (the “Annual Fixed Payment”); and

· on each date the Company pays the Annual Fixed Payment to the officer, he will also receive a payment equal to the product of (i) 8.333% of the applicable 2015 LTRP bonus and (ii) the quotient of (a) divided by (b), where (a), the numerator, equals the Applicable Year Stock Price (as defined below) and (b), the denominator, equals the 2014 Stock Price (as defined below).  For purposes of the 2015 LTRP, the “2014 Stock Price” shall equal $127.29 (the average closing price of the Company’s common stock on the NASDAQ Global Market during the final 60‑trading days of 2014) and the “Applicable Year Stock Price” shall equal the average closing price of the Company’s common stock on the NASDAQ Global Market during the final 60 trading days of the year preceding the applicable payment date for so long as the Company’s common stock is listed on the NASDAQ.

The maximum amount of each named executive officer’s 2015 LTRP bonus will depend on the Company’s stock price for the last 60‑trading days of the applicable fiscal year.  To the extent the Company’s stock price exceeds $127.29 for one or more applicable periods, the amount of the executive’s 2015 LTRP bonus will exceed 8.333% of the amount in the Total Annual Compensation table described above.  To the extent the Company’s stock price is less than $127.29 for one or more applicable periods, the amount of the executive’s 2015 LTRP bonus will be less than 8.333% of the amount in the Total Annual Compensation table.  Thus, total payments under the 2015 LTRP over the life of the plan may be more or less than the target amount listed in the Total Annual Compensation table.

For full details of the 2015 LTRP, please see the copy of the plan filed as Exhibit 10.7 to this Quarterly Report on Form 10-Q, the contents of which are incorporated by reference herein.

Amendment of Long Term Retention Plans

On August 4, 2015, our board of directors, upon the recommendation of our compensation committee, approved the amendment of each of the Company’s 2009 Long-Term Retention Plan (as amended, the “Amended 2009 LTRP”), 2010 Long-Term Retention Plan (as amended, the “Amended 2010 LTRP”), 2011 Long-Term Retention Plan (as amended, the “Amended 2011 LTRP”), 2012 Long-Term Retention Plan (as amended, the “Amended 2012 LTRP”, 2013 Long-Term Retention Plan (as amended, the “Amended 2013 LTRP”) and 2014 Long-Term Retention Plan (as amended, the “Amended 2014 LTRP” and together with the Amended

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2009 LTRP, the Amended 2010 LTRP, the Amended 2011 LTRP, the Amended 2012 LTRP and the Amended 2013 LTRP, the “Amended LTRPs”), each effective as of January 1, 2015. The board of directors determined to amend these long-term retention plans to make the terms more consistent with customary market terms for these types of plans. The board of directors decision was based on data and analysis from a study of the customary market terms for these types of plans prepared by Mercer Consulting, our compensation committee's independent compensation consultant, initiated in April 2015.

These Long-Term Retention Plans (in the form prior to their amendment, the “Prior LTRPs”) were amended to (a) revise the Prior LTRPs’ definition of the term “Market Value” (as defined in the Amended LTRPs) to distinguish between a Change in Control (as defined in the Amended LTRPs) in which the Company is the surviving entity and those transactions in which it is not the surviving entity and (b) include special payment rules in connection with the acceleration in vesting in the case of certain participants who experience a Covered Termination (as defined in the Amended LTRPs).

The Amended 2009 LTRP, Amended 2010 LTRP, Amended 2011 LTRP, Amended 2012 LTRP, Amended 2013 LTRP and Amended 2014 LTRP are filed as Exhibits 10.1, 10.2, 10.3, 10.4, 10.5 and 10.6, respectively, to this to this Quarterly Report on Form 10-Q and are incorporated herein by reference, and the description of the material amendments to the terms of the Amended LTRPs is qualified in its entirety by reference to such exhibits. A description of the terms of the Prior LTRPs is included in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 30, 2015.

Item 6 — Exhibits

The information set forth under “Index to Exhibits” below is incorporated herein by reference.

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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 thereunto duly authorized.

	MERCADOLIBRE, INC.
	Registrant
Date: August 6, 2015.	By:	/s/ Marcos Galperin
		Marcos Galperin
		President and Chief Executive Officer
	By:	/s/ Pedro Arnt
		Pedro Arnt
		Executive Vice President and Chief Financial Officer

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MercadoLibre, Inc.

INDEX TO EXHIBITS

3.1	Registrant’s Amended and Restated Certificate of Incorporation. (1)
3.2	Registrant’s Amended and Restated Bylaws. (1)
4.1	Form of Specimen Certificate for Registrant’s Common Stock (2)
4.2	Second Amended and Restated Registration Rights Agreement, dated September 24, 2001, by and among the Registrant and the investors named therein. (1)
4.3	Indenture with respect to the Registrant’s 2.25% Convertible Senior Notes due 2019, dated as of June 30, 2014, between the Registrant and Wilmington Trust, National Association, as trustee. (3)
10.01	Amended and Restated 2009 Long-Term Retention Plan*
10.02	Amended and Restated 2010 Long-Term Retention Plan*
10.03	Amended and Restated 2011 Long-Term Retention Plan*
10.04	Amended and Restated 2012 Long-Term Retention Plan*
10.05	Amended and Restated 2013 Long-Term Retention Plan*
10.06	Amended and Restated 2014 Long-Term Retention Plan*
10.07	2015 Long-Term Retention Plan*
31.1	Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *
31.2	Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. **
32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. **
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase

*	Filed herewith
**	Furnished herewith
(1)	Incorporated by reference to the Registration Statement on Form S-1 of MercadoLibre, Inc. filed on May 11, 2007.
(2)	Incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2008 filed on February 27, 2009.
(3)	Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 30, 2014.

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EX-10.01

MERCADOLIBRE, INC. 2009 LONG TERM RETENTION PROGRAM

Effective as of January 1, 2009

Amended and Restated

Effective January 1, 2015

Contents

MercadoLibre, Inc. 2009 Long Term Retention Program

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MERCADOLIBRE, INC. 2009 LONG TERM RETENTION PROGRAM

Article 1. Purpose

The MercadoLibre, Inc. 2009 Long Term Retention Program (the “Plan”) was effective as of January 1, 2009, as amended and restated effective January 1, 2013, and is further amended and restated as set forth herein effective January 1, 2015.  The principal purpose of the Plan is to assist the Company in the retention of key employees that have valuable industry experience and developed competencies by rewarding Participants in relation to their individual results and their contributions to the organization, as well as overall Company goals and performance.

Article 2. Definitions

When used in the Plan, the following terms shall have the meanings set forth below:

“Award” means a specified amount, calculated in accordance with Article V, payable to a Participant under this Plan for services provided to the Company in 2009, (i) in the case of Award payments made before a Change in Control, in the form of cash, Shares or any combination of cash and Shares as determined by the Award Committee from time to time in its sole discretion, or (ii) in the case of Award payments made on or after a Change in Control, in the form of cash only.  Award payments hereunder shall be contingent on the attainment of one or more Performance Goals.  The timing of the payment of an Award, as well as the conditions of such payment, is subject to the Plan terms.  An Award may, but is not required to, be evidenced by a separate agreement executed by the Participant.  Subject to Article 7, an Award will be subject to such terms and conditions which the Award Committee determine are appropriate.

“Award Committee” means the Compensation Committee of the Board, or such other committee that the Board appoints to administer this Plan, which shall have general administrative authority concerning the Plan, and shall, subject to Article 7, have the sole and absolute authority and discretion to resolve any and all terms and conditions of any Awards and disputes concerning the Plan and any Awards hereunder.

“Board” means the board of directors of the Company.

“Cause” means “cause” or a similar term set forth in the Participant’s employment agreement with the Company or, if no such agreement is then in effect, shall mean (A) the Participant’s material disregard of his responsibilities, authorities, powers, functions or duties or failure to act, (B) repeated or material negligence or misconduct by the Participant in the performance of his duties, (C) appropriation (or attempted appropriation) of a business opportunity of the Company, including attempting to secure or securing any personal profit in connection with any transaction entered into on behalf of the Company, (D) the commission by the Participant of any act of fraud, theft or financial dishonesty with respect to the Company, or any felony or criminal act involving moral turpitude or dishonesty on the part of the Participant, (E) the Participant’s habitual drunkenness or excessive absenteeism not related to sickness, and/or (F) the material breach by the Participant of any provision of his employment agreement that is not cured by the Executive within thirty (30) days after written notice of breach has been delivered

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to the Participant by the Company, unless such breach is incapable of cure (in which case the Participant shall not be entitled to an opportunity to cure), in each case of clauses(A) through (F) above, as determined by the Board in good faith.

“Change in Control” shall mean a change in control of the Company which will be deemed to have occurred after the date hereof if:

(a) any “person” as such term is used in Section 3(a)(9) of the Exchange Act, as modified and used in Sections 13(d) and 14(d) thereof, is or becomes the beneficial owner, as such term is defined in Rule 13d-3 under the Exchange Act, directly or indirectly, of securities of the Company representing at least 50% of the combined voting power or common shares of the Company; provided, however, that such term shall not include (A) the Company or any of its subsidiaries, (B) any trustee or other fiduciary holding securities under an employee benefit plan of the Company or any of its affiliates, (C) an underwriter temporarily holding securities pursuant to an offering of such securities, (D) any corporation owned, directly or indirectly, by the shareholders of the Company in substantially the same proportions as their ownership of the Company’s common shares, or (E) any person or group as used in Rule 13d-1(b) under the Exchange Act;

(b) there is consummated a merger or consolidation of the Company or any of its direct or indirect subsidiaries with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or any parent thereof) more than 50% of the combined voting power and common shares of the Company or such surviving entity or any parent thereof outstanding immediately after such merger or consolidation; or

(c) there is completed a sale or disposition by the Company of all or substantially all of the Company’s assets (or any transaction having a similar effect, including a liquidation) other than a sale or disposition by the Company of all or substantially all of the Company’s assets to an entity, more than fifty percent (50%) of the combined voting power and common shares of which is owned by shareholders of the Company in substantially the same proportions as their ownership of the common shares of the Company immediately prior to such sale.

“Company” means MercadoLibre, Inc. and its consolidated subsidiaries, and MercadoLibre, Inc.’s successors or assigns.

“Covered Termination” means (i) a termination of a Participant’s employment by the Company without Cause and for a reason other than the Participant’s death or disability (as determined under Article 6(b)) or (ii) a Participant’s resignation from the Company with Good Reason.

2

“Eligible Employee” means an individual who is designated by the Award Committee as eligible for this Plan and who is employed by the Company as determined by the Award Committee.

“Good Reason” means (i) a material diminution in the Participant’s duties, functions and responsibilities to the Company without the Participant’s consent or the Company preventing the Participant from fulfilling or exercising the Participant’s materials duties, functions and responsibilities to the Company without the Participant’s consent; (ii) a material reduction in the Participant’s base salary or bonus opportunity or (iii) a requirement that the Participant relocate the Participant’s employment more than fifty (50) miles from the location of the Participant’s principal office without the consent of the Participant.  A Participant’s resignation shall not be a resignation with Good Reason unless the Participant gives the Company written notice (delivered within thirty (30) days after the Participant knows of the event, action, etc. that the Participant asserts constitutes Good Reason), the event, action, etc. that the Participant asserts constitutes Good Reason is not cured, to the reasonable satisfaction of the Participant, within thirty (30) days after such notice and the Participant resigns effective not later than thirty (30) days after the expiration of such cure period.

“Market Value”of a Share, as of any date, means (i) the average closing sale price of one Share as reported on a national stock exchange, including, but not limited to, the NASDAQ Global Market (a “National Stock Exchange”) during the 60-trading day period (or such shorter period as the Shares are so listed) ending on the last trading day immediately preceding such date; (ii) if the Shares are not listed for trading on a National Stock Exchange during any day in that 60-trading day period but are quoted on the Over-the-Counter-Bulletin Board (the “OTCBB”), the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 60-trading day period (or such shorter period as the Shares are so quoted) ending on the last trading day immediately preceding such date, (iii) if the Shares are not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on a National Stock Exchange, the average closing sale price of one Share as reported on the National Stock Exchange during the 90-trading day period ending on the last day the Shares were listed for trading on such Exchange or (iv) if the Shares are not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on the OTCBB, the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 90-trading day period ending on the last day the Shares were quoted on the OTCBB.  For purposes of calculating the benefits and valuing Shares for the single cash payment payable within fifteen (15) days after a Change in Control, the term “Market Value” means the amount determined under the preceding sentence determined as of the date on which the Change in Control occurs.  For purposes of calculating benefits and valuing Shares for other payments payable after a Change of Control, the term “Market Value” means, (x) in the event the Company is not the surviving entity in the Change in Control, the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs, or, (y) in the event the Company is the surviving entity in the Change in Control, the greater of (A) the amount determined under the first sentence of this paragraph and determined as of the date the benefit is a payable (e.g., as of March 31 of the appropriate year or the date of a Participant’s Covered Termination , as applicable) or (B) the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs.

“Minimum Eligibility Conditions” shall mean the minimum conditions established by the Award Committee and approved by the Board that a Participant must meet in order to be eligible to receive payments under any Award hereunder.

“Participant” means an Eligible Employee who is designated as eligible to receive an Award for services provided in 2009.  The designation of an individual as a Participant under this Plan shall not provide the individual with any rights to any future participation for any subsequent long term retention plans that may be adopted by the Company in future years but, subject to the terms of the Plan, an individual shall remain a Participant for purposes of receiving a payment of Award until such individual ceases to be an Eligible Employee.

“Performance Goals” means any goals, metrics or other performance measures established for a Participant for services provided in 2009, the attainment of which will result in an Award becoming payable to the Participant, subject to the terms of the Plan.  It is currently anticipated that Performance Goals generally will be based on, and support, both individual and Company goals and may also include goals established for the particular division, affiliate or country in which the Participant is located.

“Shares” means shares of Common Stock of the Company, $0.001 par value per share.

Article 3. Participation; Performance Goals and Award Opportunities

The amount of the Award for each Plan Participant and the Performance Goals applicable to such Award will be established by the Award Committee and communicated to each Plan Participant.  The amount of each Award may be different for each Participant or levels of Participants as determined by the Award Committee.

The amount of each Award shall be enumerated as a specified amount, calculated in accordance with Article V hereof, of United States dollars, unless the Award Committee determines the amount of any such Award in a local currency.  The amount of each Award, to the extent it becomes payable, shall be paid, (i) in the case of Award payments made before a Change in Control, in the form of cash, Shares or any combination of cash and Shares (including, but not limited to, either all cash or all Shares) as the Award Committee may deem appropriate and desirable from time to time during the term of the Plan, or (ii) in the case of Award payments on or after a Change in Control, in the form of cash only.  The number of Shares issuable under an Award, if any, shall equal the quotient of (a) divided by (b), where (a), the numerator, equals the U.S. dollar amount of the Award that is payable in Shares, and (b), the denominator, equals the Market Value of the Shares as of the close of business on the business day prior to the date the Award is payable in any such year.  Any Shares issued hereunder as payment of all or a portion of the Award as of any date shall be issued from the Company’s 2009 Equity Compensation Plan, or any such amended or successor plan thereto.

Article 4. Review of Participant’s Performance

Performance Goals will generally be set and determined for the 2009 calendar year by the Award Committee.  The Award Committee, with input from the Company officer responsible for each Participant, will evaluate such Participant’s performance relative to the Performance Goals.

Article 5. Payment of Awards

If a Participant does not satisfy the Minimum Eligibility Conditions, then the Award shall be forfeited, and shall not become payable to such Participant under this Plan.  If the Participant meets the Minimum Eligibility Conditions, the Award shall become payable to the Participant in accordance with and subject to the terms of this Article 5 and Article 6.

Subject to the following paragraphs and Article 6, only if the Participant is employed as an Eligible Employee on the date each portion of the Award is to be paid to such Participant, the Award shall be payable as follows:

(1) 6.25% of the Award shall be payable to the Participant on or about March 31 of each calendar year for a period of eight years starting in 2010; and

(2) the Participant shall receive on or about March 31 of each calendar year for a period of eight years starting in 2010, an Award payment equal in value to the product of (i) multiplied by (ii), where (i) equals 6.25% of the Award and (ii) equals the quotient of (a) divided by (b), where (a), the numerator, equals the Market Value as of the applicable payment date and (b), the denominator, equals $13.81 (the average closing price of the Company’s common stock on the NASDAQ Global Market during the final 60 trading days of 2008).

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan:

(1) Each Participant who is employed by the Company on the date a Change in Control occurs shall be vested in the right to receive fifty percent (50%) of the Award payments scheduled to be paid thereafter.

(3) As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to fifty percent (50%) of the Award payments scheduled to be paid after the Change in Control (based on the Market Value on the date the Change in Control occurs).

(4) Each Award payment scheduled to be paid after the Change in Control shall be reduced by fifty percent (50%), i.e., to reflect the single cash payment under clause (2) of this paragraph, and shall continue to be paid on each March 31 in accordance with the preceding paragraph, subject to the Participant’s continued employment; provided, however, that if a Participant described in clause (1) of this paragraph experiences a Covered Termination on or after Change in Control, then any Award payments scheduled to be paid after the Covered Termination shall be paid in a single cash payment (based on the Market Value on the date of the Covered Termination) within fifteen (15) days after the Covered Termination.

Notwithstanding anything in the Plan or any agreement entered into in connection with or pursuant to the Plan:

(1) The portion of any Award under this Plan that was forfeited or forfeitable upon the Participant’s Covered Termination before a Change in Control shall be reinstated (or if not yet forfeited, retained) as of the date of the Change in Control if such date is not more than 120 days after the date of the Covered Termination.

(5) As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to one hundred percent (100%) of the Award payments scheduled to be paid after the date of the Participant’s Covered Termination.  With respect to any Award payment originally scheduled to have been paid before the date of the Change in Control, the amount of such payment will be based on the Market Value on the date of the Covered Termination.  With respect to any Award payments scheduled to be paid on or after the Change in Control, the amount of such payment will be based on the Market Value on the date the Change in Control occurs.

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan, if the provisions of the Deficit Reduction Act of 1984 (“DEFRA”) or Section 280G of the Internal Revenue Code of 1986, as amended (“Code”) relating to “excess parachute payments” (as defined by the Code) shall be applicable to any payment of an Award under the Plan, then the total amount of such payment shall be reduced by the least amount necessary such that the provisions of DEFRA and Section 280G of the Code relating to “excess parachute payments” shall no longer be applicable to any payment of an Award or any other compensation that is subject to Section 280G of the Code; provided,  however, that the Company shall use its commercially reasonable efforts to obtain the requisite approvals so that the limiting provisions of DEFRA and Section 280G of the Code would not be applicable to such payment.

Article 6. Termination of Employment; Forfeitures

(a) Except as provided in Article 5 with respect to a Covered Termination within 120 days before a Change in Control or a Covered Termination on or after a Change in Control, participation in the Plan shall cease immediately upon a Participant’s retirement, resignation or termination of employment as an Eligible Employee for any reason or, if determined by the Award Committee, upon the Participant’s death or disability.  Disability will be determined under the Company’s long term disability plan, if any, or upon receipt of a letter of determination or similar of the Participant’s complete disability by the applicable governmental authority under local applicable law, which complete disability entitles the Participant to disability payments under local law.

(b) Except as provided in Article 5 with respect to a Covered Termination within 120 days before a Change in Control or a Covered Termination on or after a Change in Control, the portion of any Award under this Plan that has not been actually paid to the Participant prior to the date of such resignation or other termination of employment shall be forfeited, except that the Award Committee, in its discretion, may pay all or part of the amount that remains payable under an Award upon the disability or death of the Participant in accordance with such rules or procedures established by the Award Committee; provided, however, that any amount of the Award payment that the Award Committee determines to pay shall be no later than March 15 of the year following the year that the Participant’s employment ends on account of disability or death.  Notwithstanding any provision of the Plan to the contrary, any Award paid to the Participant shall be subject to recovery by the Company in the event that the Participant is terminated for Cause and shall, to the extent permitted by law, be subject to recovery from any amounts owed by the Company to the Participant, including, but not limited to, offsetting any amounts owed under the Plan to the Company against any amounts otherwise owed to the Participant by the Company.

(c) If the Award Committee decides to pay all or part of an Award after the death of a Participant in accordance with this Section 6, the Participant may designate in writing one or more persons (“beneficiary”) to receive any unpaid portion of the Participant’s Award upon the death of the Participant.  By similar action, the Participant may designate a change of beneficiary at any time, which change shall be effective only upon receipt by the Award Committee of said notice.  The last such designation form filed with the Award Committee prior to the Participant’s death shall control.  The Award Committee may establish a form or other requirements for such designation.  If the Participant designates his spouse as a beneficiary, the divorce of Participant shall automatically revoke that designation of his spouse as beneficiary except to the extent otherwise provided in a subsequent beneficiary designation filed by the Participant with the Award Committee.  In the absence of a written designation, or in the event the Participant dies without a beneficiary surviving him, any amount payable on account of his death shall be paid to the surviving spouse of the Participant or if none, to the Participant’s estate.  A beneficiary of a Participant shall have no interest or rights hereunder during the lifetime of the Participant.

Article 7. Administrative Provisions

A. The Plan was approved by the Board on July 15, 2009 to be effective as of January 1, 2009 for all services provided by Participants in 2009 and was amended and restated effective January 1, 2013, as further amended and restated as set forth herein effective January 1, 2015.

B. Unless the Board provides otherwise, the Plan shall be administered and interpreted by the Award Committee, which has been provided absolute authority hereunder to administer the Plan.  The Board and its members, the members of the Award Committee and any other individual who may, from time to time, have been delegated responsibility with respect to the administration of this Plan (collectively, “Authorized Persons”), shall have the full authority, discretion and power necessary or desirable to administer and interpret this Plan, in accordance with the Plan terms.  Benefits under the Plan shall be payable only if the Authorized Persons in their respective sole and absolute discretion determine that any such benefits are properly payable under the Plan.  Without in any way limiting the foregoing, all Authorized Persons shall have complete authority, sole discretion and power to: (i) determine the Participants; (ii) determine the Performance Goals applicable to each Participant, as well as the relative weighting of each such Performance Goals to determine eligibility for payment of an Award hereunder; (iii) evaluate and determine the performance of Participants; (iv) determine the amount of the Award for each Participant; (v) interpret the provisions of this Plan and any other documentation used in connection with this Plan, including documentation specifying individual Participant Performance Goals, Award opportunities and the like; (vi) establish and interpret rules, regulations and procedures (written or by practice) for the administration of the Plan; and (vii) make all other determinations and take all other actions necessary or desirable for the administration or interpretation of this Plan.  The express grant in the Plan of any specific power to Authorized Persons shall not be construed as limiting any power or authority of such Authorized Person.  All actions, decisions and interpretations of the Authorized Persons shall be final, conclusive and binding on all parties.  All expenses of administering the Plan shall be borne by the Company.

C. Nothing in this Plan shall be deemed by implication, action or otherwise to constitute a contract of employment or otherwise to impose any limitation on any right of the Company to terminate a Participant’s employment at any time for any or no reason.

D. A Participant shall have no right to anticipate, alienate, sell, transfer, assign, pledge or encumber any right to receive any Award made under the Plan, nor will any Participant have any lien on any assets of the Company by reason of any Award made under the Plan.

E. The Company shall have the right to deduct or withhold, or require a Participant to remit to the Company, any taxes required by law to be withheld from Awards made under this Plan.

F. The Plan may be amended, suspended or terminated at any time and from time to time, by action of the Board or the Award Committee, but in any event, the Plan will be terminated no later than upon the last date the Company pays all Participants any and all amounts that may due under the Plan and no amounts remain due and payable under the Plan to any person as determined by Award Committee.  The preceding sentence to the contrary notwithstanding, on and after a Change in Control, no amendment, suspension or termination of the Plan that adversely affects the rights of a Participant (or the beneficiary of a deceased Participant who has not received payment of an amount approved by the Award Committee under Article 6), shall be effective without the written consent of that Participant or beneficiary.

G. The adoption of the Plan does not imply any commitment to continue to maintain the Plan, or any modified version of the Plan, or any other plan for incentive compensation for such Participant for any period of time.  Neither the adoption of this Plan, its operation, nor any documents describing or referring to this Plan (or any part thereof) shall confer upon any employee any right to continue in the employ of the Company or in any way affect any right and power of the Company to terminate the employment of any employee at any time without assigning a reason therefor.

H. This Plan, insofar as it provides for Awards, shall be unfunded, and the Company shall not be required to segregate any assets that may at any time be represented by Awards under the Plan.  Any liability of the Company to any person with respect to any Awards under this Plan shall be based solely upon any contractual obligations which may be created pursuant to this Plan.  No such obligation of the Company shall be deemed to be secured by any pledge of, or other encumbrance on, any property of the Company.

I. In order to be effective, any amendment of this Plan or any Award must be in writing and made by the Award Committee.  No oral statement, representation, written presentation or the like shall have the effect of amending or modifying this Plan or any Award, or otherwise have any binding effect on the Company, the Board, the Chief Executive, the Award Committee or any individual who has been delegated authority to administer this Plan.

J. The Plan shall be construed in accordance with and governed by the substantive laws of the State of Delaware, without regard to principles of conflicts of law.

K. In case any provision of the Plan shall be held illegal or void, such illegality or invalidity shall not affect the remaining provisions of this Plan, but shall be fully severable, and the Plan shall be construed and enforced as if said illegal or invalid provisions had never been inserted herein.

L. Except for their own gross negligence or gross misconduct regarding the performance of the duties specifically assigned to them under, or their willful breach of the terms of this Plan, the Company (and its affiliates), Board and its members, the Award Committee and its members, and any other entity or individual administering any aspect of this Plan shall be held harmless by the Participants and their respective representatives, heirs, successors, and assigns, against liability or losses occurring by reason of any act or omission under the Plan.

M. No Shares shall be issued, no certificate for Shares shall be delivered, and no payment shall be made under this Plan except in compliance with all applicable federal and state laws and regulations (including, without limitation, withholding tax requirements) and the rules of all stock exchanges on which the Company’s shares may be listed.  The Company shall have the right to rely on an opinion of its counsel as to such compliance.  Any share certificate issued to evidence the issuance of Shares under this Plan may bear such legends and statements as the Award Committee may deem advisable to assure compliance with federal and state laws and regulations.  No Shares shall be issued, no certificate for shares shall be delivered, and no payment shall be made under this Plan until the Company has obtained such consent or approval as the Award Committee may deem advisable from regulatory bodies having jurisdiction over such matters.

N. Should the Company effect one or more stock dividends, stock splits, subdivisions or consolidations of Shares or other similar changes in capitalization, then the maximum number of Shares that may be issued under this Plan shall be proportionately adjusted and the terms of outstanding Awards shall be adjusted as the Award Committee shall determine to be equitably required.  Any determination made under this Article 7(N) by the Award Committee shall be final and conclusive.  The issuance by the Company of shares of stock of any class, or securities convertible into shares of stock of any class, for cash or property, or for labor or services, either upon direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon conversion of shares or obligations of the Company convertible into such shares or other securities, shall not affect, and no adjustment by reason thereof shall be made with respect to, Awards.

Executed on the 4thday of August, 2015 to be effective as of the 1st day of January, 2015.

MercadoLibre, Inc.

By:

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EX-10.02

MERCADOLIBRE, INC. 2010 LONG TERM RETENTION PROGRAM

Effective as of January 1, 2010

As Amended and Restated

Effective January 1, 2015

Contents

MercadoLibre, Inc. 2010 Long Term Retention Program

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MERCADOLIBRE, INC. 2010 LONG TERM RETENTION PROGRAM

Article 1. Purpose

The MercadoLibre, Inc. 2010 Long Term Retention Program (the “Plan”) was effective as of January 1, 2010, as amended and restated effective January 1, 2013, and is further amended and restated as set forth herein effective as of January 1, 2015.  The principal purpose of the Plan is to assist the Company in the retention of key employees that have valuable industry experience and developed competencies by rewarding Participants in relation to their individual results and their contributions to the organization, as well as overall Company goals and performance.

Article 2. Definitions

When used in the Plan, the following terms shall have the meanings set forth below:

“Affiliate” means with respect to any Person, a Person that controls, is controlled by, or is under common control with such Person (it being understood, that a Person shall be deemed to “control” another Person, for purposes of this definition, if such Person directly or indirectly has the power to direct or cause the direction of the management and policies of such other Person, whether through holding ownership interests in such other Person, through agreements or otherwise, and that direct or indirect ownership of ten percent (10%) or more of the voting interests of another Person shall always be deemed to constitute “control”).

“Award” means a specified amount, calculated in accordance with Article 5, payable to a Participant under this Plan for services provided to the Company in 2010 (i) in the case of Award payments made before a Change in Control, in cash, Shares or any combination of cash and Shares as determined by the Award Committee from time to time in its sole discretion or (ii) in the case of Award payments made on or after a Change in Control, in the form of cash only.  Award payments hereunder shall be contingent on the attainment of one or more Performance Goals.  The timing of the payment of an Award, as well as the conditions of such payment, is subject to the Plan terms.  An Award may, but is not required to, be evidenced by a separate agreement executed by the Participant.  Subject to Article 7, an Award will be subject to such terms and conditions which the Award Committee determine are appropriate.

“Award Committee” means the Compensation Committee of the Board, or such other committee that the Board appoints to administer this Plan, which shall have general administrative authority concerning the Plan, and shall, subject to Article 7, have the sole and absolute authority and discretion to resolve any and all terms and conditions of any Awards and disputes concerning the Plan and any Awards hereunder.

“Board” means the board of directors of the Company.

“Cause” means “cause” or a similar term set forth in the Participant’s employment agreement with the Company or, if no such agreement is then in effect, shall mean (A) the Participant’s material disregard of his responsibilities, authorities, powers, functions or duties or failure to act, (B) repeated or material negligence or misconduct by the

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Participant in the performance of his duties, (C) appropriation (or attempted appropriation) of a business opportunity of the Company, including attempting to secure or securing any personal profit in connection with any transaction entered into on behalf of the Company, (D) the commission by the Participant of any act of fraud, theft or financial dishonesty with respect to the Company, or any felony or criminal act involving moral turpitude or dishonesty on the part of the Participant, (E) the Participant’s habitual drunkenness or excessive absenteeism not related to sickness, and/or (F) the material breach by the Participant of any provision of his employment agreement that is not cured by the Executive within thirty (30) days after written notice of breach has been delivered to the Participant by the Company, unless such breach is incapable of cure (in which case the Participant shall not be entitled to an opportunity to cure), in each case of clauses (A) through (F) above, as determined by the Board in good faith.

“Change in Control” shall mean a change in control of the Company which will be deemed to have occurred after the date hereof if:

(a) any “person” as such term is used in Section 3(a)(9) of the Exchange Act, as modified and used in Sections 13(d) and 14(d) thereof, is or becomes the beneficial owner, as such term is defined in Rule 13d-3 of the Exchange Act, directly or indirectly, of securities of the Company representing at least 50% of the combined voting power or common shares of the Company; provided, however, that such term shall not include (A) the Company or any of its subsidiaries, (B) any trustee or other fiduciary holding securities under an employee benefit plan of the Company or any of its affiliates, (C) an underwriter temporarily holding securities pursuant to an offering of such securities, (D) any corporation owned, directly or indirectly, by the shareholders of the Company in substantially the same proportions as their ownership of the Company’s common shares, or (E) any person or group as used in Rule 13d-1(b) under the Exchange Act, is or becomes the Beneficial Owner, as such term is defined in Rule 13d-3 under the Exchange Act;

(b) there is consummated a merger or consolidation of the Company or any of its direct or indirect subsidiaries with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or any parent thereof) more than 50% of the combined voting power and common shares of the Company or such surviving entity or any parent thereof outstanding immediately after such merger or consolidation; or

(c) there is completed a sale or disposition by the Company of all or substantially all of the Company’s assets (or any transaction having a similar effect, including a liquidation) other than a sale or disposition by the Company of all or substantially all of the Company’s assets to an entity, more than fifty percent (50%) of the combined voting power and common shares of which is owned by shareholders of the Company in substantially the same proportions as their ownership of the common shares of the Company immediately prior to such sale.

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“Company” means MercadoLibre, Inc. and its consolidated subsidiaries, and MercadoLibre, Inc.’s successors or assigns.

“Covered Termination” means (i) a termination of a Participant’s employment by the Company without Cause and for a reason other than the Participant’s death or disability (as determined under Article 6(A)) or (ii) a Participant’s resignation from the Company with Good Reason.

“Eligible Employee” means an individual who is designated by the Award Committee as eligible for this Plan and who is employed by the Company as determined by the Award Committee.

“Good Reason” means (i) a material diminution in the Participant’s duties, functions and responsibilities to the Company without the Participant’s consent or the Company preventing the Participant from fulfilling or exercising the Participant’s materials duties, functions and responsibilities to the Company without the Participant’s consent; (ii) a material reduction in the Participant’s base salary or bonus opportunity or (iii) a requirement that the Participant relocate the Participant’s employment more than fifty (50) miles from the location of the Participant’s principal office without the consent of the Participant.  A Participant’s resignation shall not be a resignation with Good Reason unless the Participant gives the Company written notice (delivered within thirty (30) days after the Participant knows of the event, action, etc. that the Participant asserts constitutes Good Reason), the event, action, etc. that the Participant asserts constitutes Good Reason is not cured, to the reasonable satisfaction of the Participant, within thirty (30) days after such notice and the Participant resigns effective not later than thirty (30) days after the expiration of such cure period.

“Market Value” of a Share, as of any date, means (i) the average closing sale price of one Share as reported on a national stock exchange, including, but not limited to, the NASDAQ Global Market (a “National Stock Exchange”) during the 60-trading day period (or such shorter period as the Shares are so listed) ending on the last trading day immediately preceding such date; (ii) if the Shares are not listed for trading on a National Stock Exchange during any day in that 60-trading day period but are quoted on the Over-the-Counter-Bulletin Board (the "OTCBB"), the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 60-trading day period (or such shorter period as the Shares are so quoted) ending on the last trading day immediately preceding such date, (iii) if the Shares are not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on a National Stock Exchange, the average closing sale price of one Share as reported on the National Stock Exchange during the 90-trading day period ending on the last day the Shares were listed for trading on such Exchange or (iv) if the Shares are not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on the OTCBB, the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 90-trading day period ending on the last day the Shares were quoted on the OTCBB.  For purposes of calculating the benefits and valuing Shares for the single cash payment payable within fifteen (15) days after a Change in Control,

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the term “Market Value” means the amount determined under the preceding sentence determined as of the date on which the Change in Control occurs.  For purposes of calculating benefits and valuing Shares for other payments payable after a Change of Control, the term “Market Value” means, (x) in the event the Company is not the surviving entity in the Change in Control, the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs, or, (y) in the event the Company is the surviving entity in the Change in Control, the greater of (A) the amount determined under the first sentence of this paragraph and determined as of the date the benefit is a payable (e.g., as of March 31 of the appropriate year or the date of a Participant’s Covered Termination , as applicable) or (B) the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs.

“MercadoLibre Business” means any activities directly or indirectly related to Online Transactional Platforms, Online Classified Advertisements and/or Payment Platforms.

“Minimum Eligibility Conditions” means the minimum conditions established by the Award Committee and approved by the Board that a Participant must meet in order to be eligible to receive payments under any Award hereunder.

“Online Classified Advertisements” means listings of goods, products or services on Internet sites, which listings (1) serve the same purpose as the listings appearing in the classifieds section of printed newspapers, (2) include direct contact information of the seller via telephone, e-mail or any offline method, which contact information is readily and continuously available to any visitor without restriction or special action required from the visitor, or provide for a method to contact the seller so that the seller may then respond providing direct contact information, and (3) are on Internet sites the operator or administrator of which does not (x) play any role in consummating the transaction to which the listing relates, or (y) provide any information (other than contact information) to the seller regarding the potential buyer or interested party, or otherwise serve as middle-man between a potential buyer and seller (other than for the limited purposes expressly set forth in this paragraph), or (z) charge any fee or commission for such transaction (including, without limitation, any fees for completion of transactions and/or fees based on number of users contacting another user) other than a listing fee, which is a fee for placing the listing on the website and is chargeable before or at the time such listing appears.  Examples of Online Classifieds Advertisements include Craigslist.com, Kijiji.com, and olx.com.

“Online Transactional Platforms” means online transactional platforms or similar as determined by the Award Committee including, but not limited to, (a) any online platform offering a wide variety of product lines and/or services, operating in a manner similar to Amazon.com or Submarino.com as of the date hereof and/or (b) online transactional marketplaces located on websites in which sellers and potential buyers transact for any kinds of goods and/or services, which goods and/or services are displayed on such website, and in which the sellers’ and potential buyers’ initial contact can only be made through such website (for purposes of initial contact, direct contact information of another user is not made available to users, in accordance with the terms

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of use of such website), such as eBay.com, MercadoLibre.com, DeRemate.com, etc. (and any such domain name with country suffixes).

“Participant” means an Eligible Employee who is designated as eligible to receive an Award for services provided in 2010.  The designation of an individual as a Participant under this Plan shall not provide the individual with any rights to any future participation for any subsequent long term retention plans that may be adopted by the Company in future years but, subject to the terms of the Plan, an individual shall remain a Participant for purposes of receiving a payment of Award until such individual ceases to be an Eligible Employee.

“Payments Platforms” means websites or platforms enabling the sending, receipt, holding and/or transfer of money from one user to another user through an account that is funded by, among other things, traditional payment methods and then used to transact with another user electronically, such as PayPal.com, MercadoPago.com, or Dineromail.com (and any such domain name with country suffixes).

“Performance Goals” means any goals, metrics or other performance measures established for a Participant for services provided in 2010, the attainment of which will result in an Award becoming payable to the Participant, subject to the terms of the Plan.  It is currently anticipated that Performance Goals generally will be based on, and support, both individual and Company goals and may also include goals established for the particular division, affiliate or country in which the Participant is located.

“Person” means and includes a natural person, a corporation, an association, a partnership, a limited liability company, a trust, a joint venture, an unincorporated organization or any other similar entity or a governmental or quasi-governmental body.

“Shares” means shares of Common Stock of the Company, $0.001 par value per share.

“Territory” means the United States of America and each country and territory in Latin America and the Caribbean, including, without limitation, Argentina, Bolivia, Brazil, Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, El Salvador, Guatemala, Honduras, Mexico, Nicaragua, Panama, Paraguay, Peru, Puerto Rico, Uruguay, and Venezuela.

Article 3. Participation; Performance Goals and Award Opportunities

The amount of the Award for each Plan Participant and the Performance Goals applicable to such Award will be established by the Award Committee and communicated to each Plan Participant.  The amount of each Award may be different for each Participant or levels of Participants as determined by the Award Committee.

The amount of each Award shall be enumerated as a specified amount calculated in accordance with Article 5 hereof, of United States dollars, unless the Award Committee determines the amount of any such Award in a local currency.  The amount of each Award, to the extent it becomes payable, shall be paid (i) in the case of Award payments made before a Change in Control, in cash, Shares or any combination thereof (including, but not limited to, either all cash

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or all Shares) as the Award Committee may deem appropriate and desirable from time to time during the term of the Plan or (ii) in the case of Award payments made on or after a Change in Control, in the form of cash only.  The number of Shares issuable under an Award, if any, shall equal the quotient of (a) divided by (b), where (a), the numerator, equals the U.S. dollar amount of the Award that is payable in Shares, and (b), the denominator, equals the Market Value of the Shares as of the close of business on the business day prior to the date the Award is payable in any such year.  Any Shares issued hereunder as payment of all or a portion of the Award as of any date shall be issued from the Company’s 2009 Equity Compensation Plan, or any such amended or successor plan thereto.

Article 4. Review of Participant’s Performance

Performance Goals will generally be set and determined for the 2010 calendar year by the Award Committee.  The Award Committee, with input from the Company officer responsible for each Participant, will evaluate such Participant’s performance relative to the Performance Goals.

Article 5. Payment of Awards

If a Participant does not satisfy the Minimum Eligibility Conditions, then the Award shall be forfeited, and shall not become payable to such Participant under this Plan.  If the Participant meets the Minimum Eligibility Conditions, the Award shall become payable to the Participant in accordance with and subject to the terms of this Article 5 and Article 6.

Subject to the following paragraphs and Article 6, only if the Participant is employed as an Eligible Employee on the date each portion of the Award is to be paid to such Participant, the Award shall be payable as follows:

(1) 6.25% of the Award shall be payable to the Participant on or about March 31 of each calendar year for a period of eight years starting in 2011; and

(2) the Participant shall receive on or about March 31 of each calendar year for a period of eight years starting in 2011, an Award payment equal to the product of (i) multiplied by (ii), where (i) equals 6.25% of the Award and (ii) equals the quotient of (a) divided by (b), where (a), the numerator, equals the Market Value as of the applicable payment date and (b), the denominator, equals $45.75 (the average closing price of the Company’s common stock on the NASDAQ Global Market during the final 60 trading days of 2009).

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan:

(1) Each Participant who is employed by the Company on the date a Change in Control occurs shall be vested in the right to receive fifty percent (50%) of the Award payments scheduled to be paid thereafter.

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(3) As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to fifty percent (50%) of the Award payments scheduled to be paid after the Change in Control (based on the Market Value on the date the Change in Control occurs).

(4) Each Award payment scheduled to be paid after the Change in Control shall be reduced by fifty percent (50%), i.e., to reflect the single cash payment under clause (2) of this paragraph, and shall continue to be paid on each March 31 in accordance with the preceding paragraph, subject to the Participant’s continued employment; provided, however, that if a Participant described in clause (1) of this paragraph experiences a Covered Termination on or after Change in Control, then any Award payments scheduled to be paid after the Covered Termination shall be paid in a single cash payment (based on the Market Value on the date of the Covered Termination) within fifteen (15) days after the Covered Termination.

Notwithstanding anything in the Plan or any agreement entered into in connection with or pursuant to the Plan:

(1) The portion of any Award under this Plan that was forfeited or forfeitable upon the Participant’s Covered Termination before a Change in Control shall be reinstated (or if not yet forfeited, retained) as of the date of the Change in Control if such date is not more than 120 days after the date of the Covered Termination.

(5) As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to one hundred percent (100%) of the Award payments scheduled to be paid after the date of the Participant’s Covered Termination.  With respect to any Award payment originally scheduled to have been paid before the date of the Change in Control, the amount of such payment will be based on the Market Value on the date of the Covered Termination.  With respect to any Award payments scheduled to be paid on or after the Change in Control, the amount of such payment will be based on the Market Value on the date the Change in Control occurs.

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan, if the provisions of the Deficit Reduction Act of 1984 (“DEFRA”) or Section 280G of the Internal Revenue Code of 1986, as amended (“Code”) relating to “excess parachute payments” (as defined by the Code) shall be applicable to any payment of an Award under the Plan, then the total amount of such payment shall be reduced by the least amount necessary such that the provisions of DEFRA and Section 280G of the Code relating to “excess

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parachute payments” shall no longer be applicable to any payment of an Award or any other compensation that is subject to Section 280G of the Code; provided, however, that the Company shall use its commercially reasonable efforts to obtain the requisite approvals so that the limiting provisions of DEFRA and Section 280G of the Code would not be applicable to such payment.

Article 6. Termination of Employment; Forfeitures

(a) Except as provided in Article 5 with respect to a Covered Termination within 120 days before a Change in Control or a Covered Termination on or after a Change in Control, participation in the Plan shall cease immediately upon a Participant’s retirement, resignation or termination of employment as an Eligible Employee for any reason (with or without Cause), or if determined by the Award Committee, upon the Participant’s death or disability.  Disability will be determined under the Company’s long term disability plan, if any, or upon receipt of a letter of determination or similar of the Participant’s complete disability by the applicable governmental authority under local applicable law, which complete disability entitles the Participant to disability payments under local law.

(b) In the event that:

(1) while the Participant is employed by the Company, he or she engages in, directly or indirectly, any other business or activity that could materially or adversely affect the Company’s business or his or her ability to perform his or her duties for the Company, including, but not limited to, any activities adversely affecting the MercadoLibre Business anywhere in the Territory;

(6) while the Participant is employed by the Company or during the one-year period following the termination of the Participant’s employment for any reason, he or she directly or indirectly, on his or her own behalf or on behalf of another Person or entity, hires or solicits for hire any employees of the Company or its Affiliates or in any manner attempts to influence or induce any employee of the Company or its Affiliates to leave their employment; or

(7) while the Participant is employed by the Company or during the one-year period following the termination of the Participant’s employment for any reason, he or she alone (or in association with any other Person) directly or indirectly, in any capacity, owns, operates, manages, controls, engages in, invests in, becomes employed by, acts as a consultant or advisor to, or provides services for, or otherwise assists any other Person in activities that are competitive with the MercadoLibre Business anywhere in the Territory,

he or she will automatically forfeit any and all benefits received under the Plan and any and all benefits which the Participant may otherwise be entitled to receive under the Plan.  If the Participant terminates employment with the Company for any reason (with or without Cause) and he or she alone (or in association with any other Person) takes any of the action set forth in

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subparagraph (1), (2) or (3) above, the Participant will be required to immediately, and in no event more than five days following the termination of the Participant’s employment, return all amounts which the Participant has received under the terms of the Plan (the “Recovery Amount”), and the Participant and the Company hereby agree to the following, notwithstanding any Plan provision to the contrary:

(i) that the Company may withhold all or a portion of the Recovery Amount from any salary, wages or other amounts due to the Participant from the Company; and

(ii) in addition to the Recovery Amount, the Company may also recover any fees incurred by the Company in seeking to collect the Recovery Amount, including, but not limited to, the Company’s reasonable attorneys’ fees.

Notwithstanding the foregoing, ownership of less than five percent (5%) of the outstanding capital stock of any Person whose securities are registered under the Securities Exchange Act of 1934, as amended, in and of itself shall not be cause for automatic forfeiture under Section 6(b)(3), whether or not the subject Person is competitive with the Company.

(c) Except as provided in Article 5 with respect to a Covered Termination within 120 days before a Change in Control or a Covered Termination on or after a Change in Control, the portion of any Award under this Plan that has not been actually paid to the Participant prior to the date of such resignation or other termination of employment shall be forfeited, except that the Award Committee, in its discretion, may pay all or part of the amount that remains payable under an Award upon the disability or death of the Participant in accordance with such rules or procedures established by the Award Committee; provided, however, that any amount of the Award payment that the Award Committee determines to pay shall be paid no later than March 15 of the year following the year in which the Participant’s employment ends on account of disability or death.  Notwithstanding any provision of the Plan to the contrary, any Award paid to the Participant shall be subject to recovery by the Company in the event that the Participant is terminated for Cause and shall, to the extent permitted by law, be subject to recovery from any amounts owed by the Company to the Participant, including, but not limited to, offsetting any amounts owed under the Plan to the Company against any amounts otherwise owed to the Participant by the Company.

(d) If the Award Committee decides to pay all or part of an Award after the death of a Participant in accordance with this Article 6, the Participant may designate in writing one or more persons (“beneficiary”) to receive any unpaid portion of the Participant’s Award upon the death of the Participant.  By similar action, the Participant may designate a change of beneficiary at any time, which change shall be effective only upon receipt by the Award Committee of said notice.  The last such designation form filed with the Award Committee prior to the Participant’s death shall control.  The Award Committee may establish a form or other requirements for such designation.  If the Participant designates his spouse as a beneficiary, the divorce of Participant shall automatically revoke that designation of his spouse as beneficiary except to the extent otherwise provided in a subsequent beneficiary designation filed by the Participant with the Award Committee.  In the absence of a written designation, or in the event the Participant dies without a beneficiary surviving him, any amount payable on account of his death shall be paid to

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the surviving spouse of the Participant or if none, to the Participant’s estate.  A beneficiary of a Participant shall have no interest or rights hereunder during the lifetime of the Participant.

Article 7. Administrative Provisions

A. The Plan was approved by the Board on June 25, 2010 to be effective as of January 1, 2010 for all services provided by Participants in 2010 and was amended and restated effective January 1, 2013, as further amended and restated as set forth herein effective January 1, 2015.

B. Unless the Board provides otherwise, the Plan shall be administered and interpreted by the Award Committee, which has been provided absolute authority hereunder to administer the Plan.  The Board and its members, the members of the Award Committee and any other individual who may, from time to time, have been delegated responsibility with respect to the administration of this Plan (collectively, “Authorized Persons”), shall have the full authority, discretion and power necessary or desirable to administer and interpret this Plan, in accordance with the Plan terms.  Benefits under the Plan shall be payable only if the Authorized Persons in their respective sole and absolute discretion determine that any such benefits are properly payable under the Plan.  Without in any way limiting the foregoing, all Authorized Persons shall have complete authority, sole discretion and power to:  (i) determine the Participants; (ii) determine the Performance Goals applicable to each Participant, as well as the relative weighting of each such Performance Goals to determine eligibility for payment of an Award hereunder; (iii) evaluate and determine the performance of Participants; (iv) determine the amount of the Award for each Participant; (v) interpret the provisions of this Plan and any other documentation used in connection with this Plan, including documentation specifying individual Participant Performance Goals, Award opportunities and the like; (vi) establish and interpret rules, regulations and procedures (written or by practice) for the administration of the Plan; and (vii) make all other determinations and take all other actions necessary or desirable for the administration or interpretation of this Plan.  The express grant in the Plan of any specific power to Authorized Persons shall not be construed as limiting any power or authority of such Authorized Person.  All actions, decisions and interpretations of the Authorized Persons shall be final, conclusive and binding on all parties.  All expenses of administering the Plan shall be borne by the Company.

C. Nothing in this Plan shall be deemed by implication, action or otherwise to constitute a contract of employment or otherwise to impose any limitation on any right of the Company to terminate a Participant’s employment at any time for any or no reason.

D. A Participant shall have no right to anticipate, alienate, sell, transfer, assign, pledge or encumber any right to receive any Award made under the Plan, nor will any Participant have any lien on any assets of the Company by reason of any Award made under the Plan.

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E. The Company shall have the right to deduct or withhold, or require a Participant to remit to the Company, any taxes required by law to be withheld from Awards made under this Plan.

F. The Plan may be amended, suspended or terminated at any time and from time to time, by action of the Board or the Award Committee, but in any event, the Plan will be terminated no later than upon the last date the Company pays all Participants any and all amounts that may due under the Plan and no amounts remain due and payable under the Plan to any person as determined by Award Committee.  The preceding sentence to the contrary notwithstanding, on and after a Change in Control, no amendment, suspension or termination of the Plan that adversely affects the rights of a Participant (or the beneficiary of a deceased Participant who has not received payment of an amount approved by the Award Committee under Article 6), shall be effective without the written consent of that Participant or beneficiary.

G. The adoption of the Plan does not imply any commitment to continue to maintain the Plan, or any modified version of the Plan, or any other plan for incentive compensation for such Participant for any period of time.  Neither the adoption of this Plan, its operation, nor any documents describing or referring to this Plan (or any part thereof) shall confer upon any employee any right to continue in the employ of the Company or in any way affect any right and power of the Company to terminate the employment of any employee at any time without assigning a reason therefor.

H. This Plan, insofar as it provides for Awards, shall be unfunded, and the Company shall not be required to segregate any assets that may at any time be represented by Awards under the Plan.  Any liability of the Company to any person with respect to any Awards under this Plan shall be based solely upon any contractual obligations which may be created pursuant to this Plan.  No such obligation of the Company shall be deemed to be secured by any pledge of, or other encumbrance on, any property of the Company.

I. In order to be effective, any amendment of this Plan or any Award must be in writing and made by the Award Committee.  No oral statement, representation, written presentation or the like shall have the effect of amending or modifying this Plan or any Award, or otherwise have any binding effect on the Company, the Board, the Chief Executive, the Award Committee or any individual who has been delegated authority to administer this Plan.

J. The Plan shall be construed in accordance with and governed by the substantive laws of the State of Delaware, without regard to principles of conflicts of law.

K. In case any provision of the Plan shall be held illegal or void, such illegality or invalidity shall not affect the remaining provisions of this Plan, but shall be fully

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severable, and the Plan shall be construed and enforced as if said illegal or invalid provisions had never been inserted herein.

L. Except for their own gross negligence or gross misconduct regarding the performance of the duties specifically assigned to them under, or their willful breach of the terms of this Plan, the Company (and its affiliates), Board and its members, the Award Committee and its members, and any other entity or individual administering any aspect of this Plan shall be held harmless by the Participants and their respective representatives, heirs, successors, and assigns, against liability or losses occurring by reason of any act or omission under the Plan.

M. No Shares shall be issued, no certificate for Shares shall be delivered, and no payment shall be made under this Plan except in compliance with all applicable federal and state laws and regulations (including, without limitation, withholding tax requirements) and the rules of all stock exchanges on which the Company’s shares may be listed.  The Company shall have the right to rely on an opinion of its counsel as to such compliance.  Any share certificate issued to evidence the issuance of Shares under this Plan may bear such legends and statements as the Award Committee may deem advisable to assure compliance with federal and state laws and regulations.  No Shares shall be issued, no certificate for shares shall be delivered, and no payment shall be made under this Plan until the Company has obtained such consent or approval as the Award Committee may deem advisable from regulatory bodies having jurisdiction over such matters.

N. Should the Company effect one or more stock dividends, stock splits, subdivisions or consolidations of Shares or other similar changes in capitalization, then the maximum number of Shares that may be issued under this Plan shall be proportionately adjusted and the terms of outstanding Awards shall be adjusted as the Award Committee shall determine to be equitably required.  Any determination made under this Article 7(N) by the Award Committee shall be final and conclusive.  The issuance by the Company of shares of stock of any class, or securities convertible into shares of stock of any class, for cash or property, or for labor or services, either upon direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon conversion of shares or obligations of the Company convertible into such shares or other securities, shall not affect, and no adjustment by reason thereof shall be made with respect to, Awards.

Executed on the 4thday of August, 2015 to be effective as of the 1st day of January, 2015.

MercadoLibre, Inc.

By:

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EX-10.03

MERCADOLIBRE, INC. 2011 LONG TERM RETENTION PROGRAM

Effective as of January 1, 2011

As Amended and Restated

Effective January 1, 2015

Contents

MercadoLibre, Inc. 2011 Long Term Retention Program

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MERCADOLIBRE, INC. 2011 LONG TERM RETENTION PROGRAM

Article 1. Purpose

The MercadoLibre, Inc. 2011 Long Term Retention Program (the “Plan”) was effective as of January 1, 2011, as amended and restated effective January 1, 2013, and is further amended and restated as set forth herein effective as of January 1, 2015.  The principal purpose of the Plan is to assist the Company in the retention of key employees that have valuable industry experience and developed competencies by rewarding Participants in relation to their individual results and their contributions to the organization, as well as overall Company goals and performance.

Article 2. Definitions

When used in the Plan, the following terms shall have the meanings set forth below:

“Affiliate” means with respect to any Person, a Person that controls, is controlled by, or is under common control with such Person (it being understood, that a Person shall be deemed to “control” another Person, for purposes of this definition, if such Person directly or indirectly has the power to direct or cause the direction of the management and policies of such other Person, whether through holding ownership interests in such other Person, through agreements or otherwise, and that direct or indirect ownership of ten percent (10%) or more of the voting interests of another Person shall always be deemed to constitute “control”).

“Award” means a specified amount, calculated in accordance with Article 5, payable to a Participant under this Plan for services provided to the Company in 2011 (i) in the case of Award payments made before a Change in Control, in cash, Shares or any combination of cash and Shares as determined by the Award Committee from time to time in its sole discretion or (ii) in the case of Award payments made on or after a Change in Control, in the form of cash only.  Award payments hereunder shall be contingent on the attainment of one or more Performance Goals.  The timing of the payment of an Award, as well as the conditions of such payment, is subject to the Plan terms.  An Award may, but is not required to, be evidenced by a separate agreement executed by the Participant.  Subject to Article 7, an Award will be subject to such terms and conditions which the Award Committee determine are appropriate.

“Award Committee” means the Compensation Committee of the Board, or such other committee that the Board appoints to administer this Plan, which shall have general administrative authority concerning the Plan, and shall, subject to Article 7, have the sole and absolute authority and discretion to resolve any and all terms and conditions of any Awards and disputes concerning the Plan and any Awards hereunder.

“Board” means the board of directors of the Company.

“Cause” means “cause” or a similar term set forth in the Participant’s employment agreement with the Company or, if no such agreement is then in effect, shall mean (A) the Participant’s material disregard of his responsibilities, authorities, powers, functions or duties or failure to act, (B) repeated or material negligence or misconduct by

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the Participant in the performance of his duties, (C) appropriation (or attempted appropriation) of a business opportunity of the Company, including attempting to secure or securing any personal profit in connection with any transaction entered into on behalf of the Company, (D) the commission by the Participant of any act of fraud, theft or financial dishonesty with respect to the Company, or any felony or criminal act involving moral turpitude or dishonesty on the part of the Participant, (E) the Participant’s habitual drunkenness or excessive absenteeism not related to sickness, and/or (F) the material breach by the Participant of any provision of his employment agreement that is not cured by the Executive within thirty (30) days after written notice of breach has been delivered to the Participant by the Company, unless such breach is incapable of cure (in which case the Participant shall not be entitled to an opportunity to cure), in each case of clauses (A) through (F) above, as determined by the Board in good faith.

“Change in Control” shall mean a change in control of the Company which will be deemed to have occurred after the date hereof if:

(a) any “person” as such term is used in Section 3(a)(9) of the Exchange Act, as modified and used in Sections 13(d) and 14(d) thereof, is or becomes the beneficial owner, as such term is defined in Rule 13d-3 of the Exchange Act, directly or indirectly, of securities of the Company representing at least 50% of the combined voting power or common shares of the Company; provided, however, that such term shall not include (A) the Company or any of its subsidiaries, (B) any trustee or other fiduciary holding securities under an employee benefit plan of the Company or any of its affiliates, (C) an underwriter temporarily holding securities pursuant to an offering of such securities, (D) any corporation owned, directly or indirectly, by the shareholders of the Company in substantially the same proportions as their ownership of the Company’s common shares, or (E) any person or group as used in Rule 13d-1(b) under the Exchange Act, is or becomes the Beneficial Owner, as such term is defined in Rule 13d-3 under the Exchange Act;

(b) there is consummated a merger or consolidation of the Company or any of its direct or indirect subsidiaries with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or any parent thereof) more than 50% of the combined voting power and common shares of the Company or such surviving entity or any parent thereof outstanding immediately after such merger or consolidation; or

(c) there is completed a sale or disposition by the Company of all or substantially all of the Company’s assets (or any transaction having a similar effect, including a liquidation) other than a sale or disposition by the Company of all or substantially all of the Company’s assets to an entity, more than fifty percent (50%) of the combined voting power and common shares of which is owned by shareholders of the Company in substantially the same proportions as their ownership of the common shares of the Company immediately prior to such sale.

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“Company” means MercadoLibre, Inc. and its consolidated subsidiaries, and MercadoLibre, Inc.’s successors or assigns.

“Covered Termination” means (i) a termination of a Participant’s employment by the Company without Cause and for a reason other than the Participant’s death or disability (as determined under Article 6(a)) or (ii) a Participant’s resignation from the Company with Good Reason.

“Eligible Employee” means an individual who is designated by the Award Committee as eligible for this Plan and who is employed by the Company as determined by the Award Committee.

“Good Reason” means (i) a material diminution in the Participant’s duties, functions and responsibilities to the Company without the Participant’s consent or the Company preventing the Participant from fulfilling or exercising the Participant’s materials duties, functions and responsibilities to the Company without the Participant’s consent; (ii) a material reduction in the Participant’s base salary or bonus opportunity or (iii) a requirement that the Participant relocate the Participant’s employment more than fifty (50) miles from the location of the Participant’s principal office without the consent of the Participant.  A Participant’s resignation shall not be a resignation with Good Reason unless the Participant gives the Company written notice (delivered within thirty (30) days after the Participant knows of the event, action, etc. that the Participant asserts constitutes Good Reason), the event, action, etc. that the Participant asserts constitutes Good Reason is not cured, to the reasonable satisfaction of the Participant, within thirty (30) days after such notice and the Participant resigns effective not later than thirty (30) days after the expiration of such cure period.

“Market Value” of a Share, as of any date, means (i) the average closing sale price of one Share as reported on a national stock exchange, including, but not limited to, the NASDAQ Global Market (a “National Stock Exchange”) during the 60-trading day period (or such shorter period as the Shares are so listed) ending on the last trading day immediately preceding such date; (ii) if the Shares are not listed for trading on a National Stock Exchange during any day in that 60-trading day period but are quoted on the Over-the-Counter-Bulletin Board (the “OTCBB”), the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 60-trading day period (or such shorter period as the Shares are so quoted) ending on the last trading day immediately preceding such date, (iii) if the Shares are not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on a National Stock Exchange, the average closing sale price of one Share as reported on the National Stock Exchange during the 90-trading day period ending on the last day the Shares were listed for trading on such Exchange or (iv) if the Shares are not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on the OTCBB, the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 90-trading day period ending on the last day the Shares were quoted on the OTCBB.  For purposes of calculating the benefits and valuing Shares for the single cash payment payable within fifteen (15) days after a Change in Control,

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the term “Market Value” means the amount determined under the preceding sentence determined as of the date on which the Change in Control occurs.  For purposes of calculating benefits and valuing Shares for other payments payable after a Change in Control, the term “Market Value” means, (x) in the event the Company is not the surviving entity in the Change in Control, the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs, or, (y) in the event the Company is the surviving entity in the Change in Control, the greater of (A)  the amount determined under the first sentence of this paragraph and determined as of the date the benefit is payable (e.g., as of March 31 of the appropriate year or the date of a Participant’s Covered Termination, as applicable) or (B) the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs.

“MercadoLibre Business” means any activities directly or indirectly related to Online Transactional Platforms, Online Classified Advertisements and/or Payment Platforms.

“Minimum Eligibility Conditions” means the minimum conditions established by the Award Committee and approved by the Board that a Participant must meet in order to be eligible to receive payments under any Award hereunder.

“Online Classified Advertisements” means listings of goods, products or services on Internet sites, which listings (1) serve the same purpose as the listings appearing in the classifieds section of printed newspapers, (2) include direct contact information of the seller via telephone, e-mail or any offline method, which contact information is readily and continuously available to any visitor without restriction or special action required from the visitor, or provide for a method to contact the seller so that the seller may then respond providing direct contact information, and (3) are on Internet sites the operator or administrator of which does not (x) play any role in consummating the transaction to which the listing relates, or (y) provide any information (other than contact information) to the seller regarding the potential buyer or interested party, or otherwise serve as middle-man between a potential buyer and seller (other than for the limited purposes expressly set forth in this paragraph), or (z) charge any fee or commission for such transaction (including, without limitation, any fees for completion of transactions and/or fees based on number of users contacting another user) other than a listing fee, which is a fee for placing the listing on the website and is chargeable before or at the time such listing appears.  Examples of Online Classifieds Advertisements include Craigslist.com, Kijiji.com, and olx.com.

“Online Transactional Platforms” means online transactional platforms or similar as determined by the Award Committee including, but not limited to, (a) any online platform offering a wide variety of product lines and/or services, operating in a manner similar to Amazon.com or Submarino.com as of the date hereof and/or (b) online transactional marketplaces located on websites in which sellers and potential buyers transact for any kinds of goods and/or services, which goods and/or services are displayed on such website, and in which the sellers’ and potential buyers’ initial contact can only be made through such website (for purposes of initial contact, direct contact information of another user is not made available to users, in accordance with the terms

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of use of such website), such as eBay.com, MercadoLibre.com, DeRemate.com, etc. (and any such domain name with country suffixes).

“Participant” means an Eligible Employee who is designated as eligible to receive an Award for services provided in 2011.  The designation of an individual as a Participant under this Plan shall not provide the individual with any rights to any future participation for any subsequent long term retention plans that may be adopted by the Company in future years but, subject to the terms of the Plan, an individual shall remain a Participant for purposes of receiving a payment of Award until such individual ceases to be an Eligible Employee.

“Payments Platforms” means websites or platforms enabling the sending, receipt, holding and/or transfer of money from one user to another user through an account that is funded by, among other things, traditional payment methods and then used to transact with another user electronically, such as PayPal.com, MercadoPago.com, or Dineromail.com (and any such domain name with country suffixes).

“Performance Goals” means any goals, metrics or other performance measures established for a Participant for services provided in 2011, the attainment of which will result in an Award becoming payable to the Participant, subject to the terms of the Plan.  It is currently anticipated that Performance Goals generally will be based on, and support, both individual and Company goals and may also include goals established for the particular division, affiliate or country in which the Participant is located.

“Person” means and includes a natural person, a corporation, an association, a partnership, a limited liability company, a trust, a joint venture, an unincorporated organization or any other similar entity or a governmental or quasi-governmental body.

“Shares” means shares of Common Stock of the Company, $0.001 par value per share.

“Territory” means the United States of America and each country and territory in Latin America and the Caribbean, including, without limitation, Argentina, Bolivia, Brazil, Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, El Salvador, Guatemala, Honduras, Mexico, Nicaragua, Panama, Paraguay, Peru, Puerto Rico, Uruguay, and Venezuela.

Article 3. Participation; Performance Goals and Award Opportunities

The amount of the Award for each Plan Participant and the Performance Goals applicable to such Award will be established by the Award Committee and communicated to each Plan Participant.  The amount of each Award may be different for each Participant or levels of Participants as determined by the Award Committee.

The amount of each Award shall be enumerated as a specified amount, calculated in accordance with Article 5 hereof, of United States dollars, unless the Award Committee determines the amount of any such Award in a local currency.  The amount of each Award, to the extent it becomes payable, shall be paid, (i) in the case of Award payments made before a Change in Control, in cash, Shares or any combination thereof (including, but not limited to, either all cash

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or all Shares) as the Award Committee may deem appropriate and desirable from time to time during the term of the Plan or (ii) in the case of Award payments made on or after a Change in Control, in the form of cash only.  The number of Shares issuable under an Award, if any, shall equal the quotient of (a) divided by (b), where (a), the numerator, equals the U.S. dollar amount of the Award that is payable in Shares, and (b), the denominator, equals the Market Value of the Shares as of the close of business on the business day prior to the date the Award is payable in any such year.  Any Shares issued hereunder as payment of all or a portion of the Award as of any date shall be issued from the Company’s 2009 Equity Compensation Plan, or any such amended or successor plan thereto. 

Article 4. Review of Participant’s Performance

Performance Goals will generally be set and determined for the 2011 calendar year by the Award Committee.  The Award Committee, with input from the Company officer responsible for each Participant, will evaluate such Participant’s performance relative to the Performance Goals.

Article 5. Payment of Awards

If a Participant does not satisfy the Minimum Eligibility Conditions, then the Award shall be forfeited, and shall not become payable to such Participant under this Plan.  If the Participant meets the Minimum Eligibility Conditions, the Award shall become payable to the Participant in accordance with and subject to the terms of this Article 5 and Article 6.

Subject to the following paragraphs and Article 6, only if the Participant is employed as an Eligible Employee on the date each portion of the Award is to be paid to such Participant, the Award shall be payable as follows:

(1) 6.25% of the Award shall be payable to the Participant on or about March 31 of each calendar year for a period of eight years starting in 2012; and

(2) the Participant shall receive on or about March 31 of each calendar year for a period of eight years starting in 2012, an Award payment equal in value to the product of (i) multiplied by (ii), where (i) equals 6.25% of the Award and (ii) equals the quotient of (a) divided by (b), where (a), the numerator, equals the Market Value as of the applicable payment date and (b), the denominator, equals $65.42 (the average closing price of the Company’s common stock on the NASDAQ Global Market during the final 60 trading days of 2010).

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan:

(1)Each Participant who is employed by the Company on the date a Change in Control occurs shall be vested in the right to receive fifty percent (50%) of the Award payments scheduled to be paid thereafter.

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(2)As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to fifty percent (50%) of the Award payments scheduled to be paid after the Change in Control (based on the Market Value on the date the Change in Control occurs).

(3)Each Award payment scheduled to be paid after the Change in Control shall be reduced by fifty percent (50%), i.e., to reflect the single cash payment under clause (2) of this paragraph, and shall continue to be paid on each March 31 in accordance with the preceding paragraph, subject to the Participant’s continued employment; provided, however, that if a Participant described in clause (1) of this paragraph experiences a Covered Termination on or after a Change in Control, then any Award payments scheduled to be paid after the Covered Termination shall be paid in a single cash payment (based on the Market Value on the date of the Covered Termination) within fifteen (15) days after the Covered Termination.

Notwithstanding anything in the Plan or any agreement entered into in connection with or pursuant to the Plan:

(1)The portion of any Award under this Plan that was forfeited or forfeitable upon the Participant’s Covered Termination before a Change in Control shall be reinstated (or if not yet forfeited, retained) as of the date of the Change in Control if such date is not more than 120 days after the date of the Covered Termination.

(2)As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to one hundred percent (100%) of the Award payments scheduled to be paid after the date of the Participant’s Covered Termination.  With respect to any Award payment originally scheduled to have been paid before the date of the Change in Control, the amount of such payment will be based on the Market Value on the date of the Covered Termination.  With respect to any Award payments scheduled to be paid on or after the Change in Control, the amount of such payment will be based on the Market Value on the date the Change in Control occurs.

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan, if the provisions of the Deficit Reduction Act of 1984 (“DEFRA”) or Section 280G of the Internal Revenue Code of 1986, as amended (“Code”) relating to “excess parachute payments” (as defined by the Code) shall be applicable to any payment of an Award under the Plan, then the total amount of such payment shall be reduced by the least amount necessary such that the provisions of DEFRA and Section 280G of the Code relating to “excess

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parachute payments” shall no longer be applicable to any payment of an Award or any other compensation that is subject to Section 280G of the Code; provided, however, that the Company shall use its commercially reasonable efforts to obtain the requisite approvals so that the limiting provisions of DEFRA and Section 280G of the Code would not be applicable to such payment.

Article 6. Termination of Employment; Forfeitures

(a) Except as provided in Article 5 with respect to a Covered Termination within 120 days before a Change in Control or a Covered Termination on or after a Change in Control, participation in the Plan shall cease immediately upon a Participant’s retirement, resignation or termination of employment as an Eligible Employee for any reason, or if determined by the Award Committee, upon the Participant’s death or disability.  Disability will be determined under the Company’s long term disability plan, if any, or upon receipt of a letter of determination or similar of the Participant’s complete disability by the applicable governmental authority under local applicable law, which complete disability entitles the Participant to disability payments under local law.

(b) In the event that:

(1) while the Participant is employed by the Company, he or she engages in, directly or indirectly, any other business or activity that could materially or adversely affect the Company’s business or his or her ability to perform his or her duties for the Company, including, but not limited to, any activities adversely affecting the MercadoLibre Business anywhere in the Territory;

(3) while the Participant is employed by the Company or during the one-year period following the termination of the Participant’s employment for any reason, he or she directly or indirectly, on his or her own behalf or on behalf of another Person or entity, hires or solicits for hire any employees of the Company or its Affiliates or in any manner attempts to influence or induce any employee of the Company or its Affiliates to leave their employment; or

(4) while the Participant is employed by the Company or during the one-year period following the termination of the Participant’s employment for any reason, he or she alone (or in association with any other Person) directly or indirectly, in any capacity, owns, operates, manages, controls, engages in, invests in, becomes employed by, acts as a consultant or advisor to, or provides services for, or otherwise assists any other Person in activities that are competitive with the MercadoLibre Business anywhere in the Territory,

he or she will automatically forfeit any and all benefits received under the Plan and any and all benefits which the Participant may otherwise be entitled to receive under the Plan.  If the Participant terminates employment with the Company for any reason (with or without Cause) and he or she alone (or in association with any other Person) takes any of the action set forth in

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subparagraph (1), (2) or (3) above, the Participant will be required to immediately, and in no event more than five days following the termination of the Participant’s employment, return all amounts which the Participant has received under the terms of the Plan (the “Recovery Amount”), and the Participant and the Company hereby agree to the following, notwithstanding any Plan provision to the contrary:

(i) that the Company may withhold all or a portion of the Recovery Amount from any salary, wages or other amounts due to the Participant from the Company; and

(ii) in addition to the Recovery Amount, the Company may also recover any fees incurred by the Company in seeking to collect the Recovery Amount, including, but not limited to, the Company’s reasonable attorneys’ fees.

Notwithstanding the foregoing, ownership of less than five percent (5%) of the outstanding capital stock of any Person whose securities are registered under the Securities Exchange Act of 1934, as amended, in and of itself shall not be cause for automatic forfeiture under Section 6(b)(3), whether or not the subject Person is competitive with the Company.

(c) Except as provided in Article 5 with respect to a Covered Termination within 120 daysbefore a Change in Control or a Covered Termination on or after a Change in Control, the portion of any Award under this Plan that has not been actually paid to the Participant prior to the date of such resignation or other termination of employment shall be forfeited, except that the Award Committee, in its discretion, may pay all or part of the amount that remains payable under an Award upon the disability or death of the Participant in accordance with such rules or procedures established by the Award Committee; provided, however, that any amount of the Award payment that the Award Committee determines to pay shall be paid no later than March 15 of the year following the year that the Participant’s employment ends on account of disability or death.  Notwithstanding any provision of the Plan to the contrary, any Award paid to the Participant shall be subject to recovery by the Company in the event that the Participant is terminated for Cause and shall, to the extent permitted by law, be subject to recovery from any amounts owed by the Company to the Participant, including, but not limited to, offsetting any amounts owed under the Plan to the Company against any amounts otherwise owed to the Participant by the Company.

(d) If the Award Committee decides to pay all or part of an Award after the death of a Participant in accordance with this Article 6, the Participant may designate in writing one or more persons (“beneficiary”) to receive any unpaid portion of the Participant’s Award upon the death of the Participant.  By similar action, the Participant may designate a change of beneficiary at any time, which change shall be effective only upon receipt by the Award Committee of said notice.  The last such designation form filed with the Award Committee prior to the Participant’s death shall control.  The Award Committee may establish a form or other requirements for such designation.  If the Participant designates his spouse as a beneficiary, the divorce of Participant shall automatically revoke that designation of his spouse as beneficiary except to the extent otherwise provided in a subsequent beneficiary designation filed by the Participant with the Award Committee.  In the absence of a written designation, or in the event the Participant dies without a beneficiary surviving him, any amount payable on account of his death shall be paid to

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the surviving spouse of the Participant or if none, to the Participant’s estate.  A beneficiary of a Participant shall have no interest or rights hereunder during the lifetime of the Participant.

Article 7. Administrative Provisions

A. The Plan was approved by the Board on August 1, 2011 to be effective as of January 1, 2011 for all services provided by Participants in 2011, as amended and restated effective January 1, 2013, as further amended and restated as set forth herein effective January 1, 2015.

B. Unless the Board provides otherwise, the Plan shall be administered and interpreted by the Award Committee, which has been provided absolute authority hereunder to administer the Plan.  The Board and its members, the members of the Award Committee and any other individual who may, from time to time, have been delegated responsibility with respect to the administration of this Plan (collectively, “Authorized Persons”), shall have the full authority, discretion and power necessary or desirable to administer and interpret this Plan, in accordance with the Plan terms.  Benefits under the Plan shall be payable only if the Authorized Persons in their respective sole and absolute discretion determine that any such benefits are properly payable under the Plan.  Without in any way limiting the foregoing, all Authorized Persons shall have complete authority, sole discretion and power to:  (i) determine the Participants; (ii) determine the Performance Goals applicable to each Participant, as well as the relative weighting of each such Performance Goals to determine eligibility for payment of an Award hereunder; (iii) evaluate and determine the performance of Participants; (iv) determine the amount of the Award for each Participant; (v) interpret the provisions of this Plan and any other documentation used in connection with this Plan, including documentation specifying individual Participant Performance Goals, Award opportunities and the like; (vi) establish and interpret rules, regulations and procedures (written or by practice) for the administration of the Plan; and (vii) make all other determinations and take all other actions necessary or desirable for the administration or interpretation of this Plan.  The express grant in the Plan of any specific power to Authorized Persons shall not be construed as limiting any power or authority of such Authorized Person.  All actions, decisions and interpretations of the Authorized Persons shall be final, conclusive and binding on all parties.  All expenses of administering the Plan shall be borne by the Company.

C. Nothing in this Plan shall be deemed by implication, action or otherwise to constitute a contract of employment or otherwise to impose any limitation on any right of the Company to terminate a Participant’s employment at any time for any or no reason.

D. A Participant shall have no right to anticipate, alienate, sell, transfer, assign, pledge or encumber any right to receive any Award made under the Plan, nor will any Participant have any lien on any assets of the Company by reason of any Award made under the Plan.

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E. The Company shall have the right to deduct or withhold, or require a Participant to remit to the Company, any taxes required by law to be withheld from Awards made under this Plan.

F. The Plan may be amended, suspended or terminated at any time and from time to time, by action of the Board or the Award Committee, but in any event, the Plan will be terminated no later than upon the last date the Company pays all Participants any and all amounts that may due under the Plan and no amounts remain due and payable under the Plan to any person as determined by Award Committee.  The preceding sentence to the contrary notwithstanding, on and after a Change in Control, no amendment, suspension or termination of the Plan that adversely affects the rights of a Participant (or the beneficiary of a deceased Participant who has not received payment of an amount approved by the Award Committee under Article 6), shall be effective without the written consent of that Participant or beneficiary.

G. The adoption of the Plan does not imply any commitment to continue to maintain the Plan, or any modified version of the Plan, or any other plan for incentive compensation for such Participant for any period of time.  Neither the adoption of this Plan, its operation, nor any documents describing or referring to this Plan (or any part thereof) shall confer upon any employee any right to continue in the employ of the Company or in any way affect any right and power of the Company to terminate the employment of any employee at any time without assigning a reason therefor.

H. This Plan, insofar as it provides for Awards, shall be unfunded, and the Company shall not be required to segregate any assets that may at any time be represented by Awards under the Plan.  Any liability of the Company to any person with respect to any Awards under this Plan shall be based solely upon any contractual obligations which may be created pursuant to this Plan.  No such obligation of the Company shall be deemed to be secured by any pledge of, or other encumbrance on, any property of the Company.

I. In order to be effective, any amendment of this Plan or any Award must be in writing and made by the Award Committee.  No oral statement, representation, written presentation or the like shall have the effect of amending or modifying this Plan or any Award, or otherwise have any binding effect on the Company, the Board, the Chief Executive, the Award Committee or any individual who has been delegated authority to administer this Plan.

J. The Plan shall be construed in accordance with and governed by the substantive laws of the State of Delaware, without regard to principles of conflicts of law.

K. In case any provision of the Plan shall be held illegal or void, such illegality or invalidity shall not affect the remaining provisions of this Plan, but shall be fully

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severable, and the Plan shall be construed and enforced as if said illegal or invalid provisions had never been inserted herein.

L. Except for their own gross negligence or gross misconduct regarding the performance of the duties specifically assigned to them under, or their willful breach of the terms of this Plan, the Company (and its affiliates), Board and its members, the Award Committee and its members, and any other entity or individual administering any aspect of this Plan shall be held harmless by the Participants and their respective representatives, heirs, successors, and assigns, against liability or losses occurring by reason of any act or omission under the Plan.

M. No Shares shall be issued, no certificate for Shares shall be delivered, and no payment shall be made under this Plan except in compliance with all applicable federal and state laws and regulations (including, without limitation, withholding tax requirements) and the rules of all stock exchanges on which the Company’s shares may be listed.  The Company shall have the right to rely on an opinion of its counsel as to such compliance.  Any share certificate issued to evidence the issuance of Shares under this Plan may bear such legends and statements as the Award Committee may deem advisable to assure compliance with federal and state laws and regulations.  No Shares shall be issued, no certificate for shares shall be delivered, and no payment shall be made under this Plan until the Company has obtained such consent or approval as the Award Committee may deem advisable from regulatory bodies having jurisdiction over such matters.

N. Should the Company effect one or more stock dividends, stock splits, subdivisions or consolidations of Shares or other similar changes in capitalization, then the maximum number of Shares that may be issued under this Plan shall be proportionately adjusted and the terms of outstanding Awards shall be adjusted as the Award Committee shall determine to be equitably required.  Any determination made under this Article 7(N) by the Award Committee shall be final and conclusive.  The issuance by the Company of shares of stock of any class, or securities convertible into shares of stock of any class, for cash or property, or for labor or services, either upon direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon conversion of shares or obligations of the Company convertible into such shares or other securities, shall not affect, and no adjustment by reason thereof shall be made with respect to, Awards.

Executed on the 4thday of August, 2015 to be effective as of the 1st day of January, 2015.

MercadoLibre, Inc.

By:

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EX-10.04

MERCADOLIBRE, INC. 2012
LONG TERM RETENTION PROGRAM

Effective as of January 1, 2012

As Amended and Restated

Effective January 1, 2015

Contents

MercadoLibre, Inc. 2012 Long Term Retention Program

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MERCADOLIBRE, INC. 2012 LONG TERM RETENTION PROGRAM

Article 1. Purpose

The MercadoLibre, Inc. 2012 Long Term Retention Program (the “Plan”) was effective as of January 1, 2012, as amended and restated effective March __, 2013, and is further amended and restated as set forth herein effective January 1, 2015.  The principal purpose of the Plan is to assist the Company in the retention of key employees that have valuable industry experience and developed competencies by rewarding Participants in relation to their individual results and their contributions to the organization, as well as overall Company goals and performance.

Article 2. Definitions

When used in the Plan, the following terms shall have the meanings set forth below:

“Affiliate” means with respect to any Person, a Person that controls, is controlled by, or is under common control with such Person (it being understood, that a Person shall be deemed to “control” another Person, for purposes of this definition, if such Person directly or indirectly has the power to direct or cause the direction of the management and policies of such other Person, whether through holding ownership interests in such other Person, through agreements or otherwise, and that direct or indirect ownership of ten percent (10%) or more of the voting interests of another Person shall always be deemed to constitute “control”).

“Award” means a specified amount, calculated in accordance with Article 5, payable to a Participant under this Plan for services provided to the Company in 2012 (i) in the case of Award payments made before a Change in Control, in cash, Shares or any combination of cash and Shares as determined by the Award Committee from time to time in its sole discretion or (ii) in the case of Award payments made on or after a Change in Control, in the form of cash only.  Award payments hereunder shall be contingent on the attainment of one or more Performance Goals.  The timing of the payment of an Award, as well as the conditions of such payment, is subject to the Plan terms.  An Award may, but is not required to, be evidenced by a separate agreement executed by the Participant.  Subject to Article 7, an Award will be subject to such terms and conditions which the Award Committee determine are appropriate.

“Award Committee” means the Compensation Committee of the Board, or such other committee that the Board appoints to administer this Plan, which shall have general administrative authority concerning the Plan, and shall, subject to Article 7, have the sole and absolute authority and discretion to resolve any and all terms and conditions of any Awards and disputes concerning the Plan and any Awards hereunder.

“Board” means the board of directors of the Company.

“Cause” means “cause” or a similar term set forth in the Participant’s employment agreement with the Company or, if no such agreement is then in effect, shall mean (A) the Participant’s material disregard of his responsibilities, authorities, powers, functions or duties or failure to act, (B) repeated or material negligence or misconduct by the

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Participant in the performance of his duties, (C) appropriation (or attempted appropriation) of a business opportunity of the Company, including attempting to secure or securing any personal profit in connection with any transaction entered into on behalf of the Company, (D) the commission by the Participant of any act of fraud, theft or financial dishonesty with respect to the Company, or any felony or criminal act involving moral turpitude or dishonesty on the part of the Participant, (E) the Participant’s habitual drunkenness or excessive absenteeism not related to sickness, and/or (F) the material breach by the Participant of any provision of his employment agreement that is not cured by the Executive within thirty (30) days after written notice of breach has been delivered to the Participant by the Company, unless such breach is incapable of cure (in which case the Participant shall not be entitled to an opportunity to cure), in each case of  clauses (A)  through  (F)  above, as determined by the Board in good faith.

“Change in Control” shall mean a change in control of the Company which will be deemed to have occurred after the date hereof if:

(a) any “person” as such term is used in Section 3(a)(9) of the Exchange Act, as modified and used in Sections 13(d) and 14(d) thereof, is or becomes the beneficial owner, as such term is defined in Rule 13d-3 under the Exchange Act, directly or indirectly, of securities of the Company representing at least 50% of the combined voting power or common shares of the Company; provided, however, that such term shall not include (A) the Company or any of its subsidiaries, (B) any trustee or other fiduciary holding securities under an employee benefit plan of the Company or any of its affiliates, (C) an underwriter temporarily holding securities pursuant to an offering of such securities, (D) any corporation owned, directly or indirectly, by the shareholders of the Company in substantially the same proportions as their ownership of the Company’s common shares, or (E) any person or group as used in Rule 13d-1(b) under the Exchange Act;

(b) there is consummated a merger or consolidation of the Company or any of its direct or indirect subsidiaries with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or any parent thereof) more than 50% of the combined voting power and common shares of the Company or such surviving entity or any parent thereof outstanding immediately after such merger or consolidation; or

(c) there is completed a sale or disposition by the Company of all or substantially all of the Company’s assets (or any transaction having a similar effect, including a liquidation) other than a sale or disposition by the Company of all or substantially all of the Company’s assets to an entity, more than fifty percent (50%) of the combined voting power and common shares of which is owned by shareholders of the Company in substantially the same proportions as their ownership of the common shares of the Company immediately prior to such sale.

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“Company” means MercadoLibre, Inc. and its consolidated subsidiaries, and MercadoLibre, Inc.’s successors or assigns.

“Covered Termination” means (i) a termination of a Participant’s employment by the Company without Cause and for a reason other than the Participant’s death or disability (as determined under Article 6(a)) or (ii) a Participant’s resignation from the Company with Good Reason.

“Eligible Employee” means an individual who is designated by the Award Committee as eligible for this Plan and who is employed by the Company as determined by the Award Committee.

“Good Reason” means (i) a material diminution in the Participant’s duties, functions and responsibilities to the Company without the Participant’s consent or the Company preventing the Participant from fulfilling or exercising the Participant’s materials duties, functions and responsibilities to the Company without the Participant’s consent; (ii) a material reduction in the Participant’s base salary or bonus opportunity or (iii) a requirement that the Participant relocate the Participant’s employment more than fifty (50) miles from the location of the Participant’s principal office without the consent of the Participant.  A Participant’s resignation shall not be a resignation with Good Reason unless the Participant gives the Company written notice (delivered within thirty (30) days after the Participant knows of the event, action, etc. that the Participant asserts constitutes Good Reason), the event, action, etc. that the Participant asserts constitutes Good Reason is not cured, to the reasonable satisfaction of the Participant, within thirty (30) days after such notice and the Participant resigns effective not later than thirty (30) days after the expiration of such cure period.

“Market Value” of a Share, as of any date, means (i) the average closing sale price of one Share as reported on a national stock exchange, including, but not limited to, the NASDAQ Global Market (a “National Stock Exchange”) during the 60-trading day period (or such shorter period as the Shares are so listed) ending on the last trading day immediately preceding such date; (ii) if the Shares are not listed for trading on a National Stock Exchange during any day in that 60-trading day period but are quoted on the Over-the-Counter-Bulletin Board (the "OTCBB"), the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 60-trading day period (or such shorter period as the Shares are so quoted) ending on the last trading day immediately preceding such date, (iii) if the Shares are not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on a National Stock Exchange, the average closing sale price of one Share as reported on the National Stock Exchange during the 90-trading day period ending on the last day the Shares were listed for trading on such Exchange or (iv) if the Shares are not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on the OTCBB, the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 90-trading day period ending on the last day the Shares were quoted on the OTCBB.  For purposes of calculating the benefits and valuing Shares for the single cash payment payable within fifteen (15) days after a Change in Control,

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the term “Market Value” means the amount determined under the preceding sentence determined as of the date on which the Change in Control occurs.  For purposes of calculating benefits and valuing Shares for other payments payable after a Change of Control, the term “Market Value” means, (x) in the event the Company is not the surviving entity in the Change in Control, the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs, or, (y) in the event the Company is the surviving entity in the Change in Control, the greater of (A) the amount determined under the first sentence of this paragraph and determined as of the date the benefit is a payable (e.g., as of March 31 of the appropriate year or the date of a Participant’s Covered Termination , as applicable) or (B) the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs.

“MercadoLibre Business” means any activities directly or indirectly related to Online Transactional Platforms, Online Classified Advertisements and/or Payment Platforms.

“Minimum Eligibility Conditions” means the minimum conditions established by the Award Committee and approved by the Board that a Participant must meet in order to be eligible to receive payments under any Award hereunder.

“Online Classified Advertisements” means listings of goods, products or services on Internet sites, which listings (1) serve the same purpose as the listings appearing in the classifieds section of printed newspapers, (2) include direct contact information of the seller via telephone, e-mail or any offline method, which contact information is readily and continuously available to any visitor without restriction or special action required from the visitor, or provide for a method to contact the seller so that the seller may then respond providing direct contact information, and (3) are on Internet sites the operator or administrator of which does not (x) play any role in consummating the transaction to which the listing relates, or (y) provide any information (other than contact information) to the seller regarding the potential buyer or interested party, or otherwise serve as middle-man between a potential buyer and seller (other than for the limited purposes expressly set forth in this paragraph), or (z) charge any fee or commission for such transaction (including, without limitation, any fees for completion of transactions and/or fees based on number of users contacting another user) other than a listing fee, which is a fee for placing the listing on the website and is chargeable before or at the time such listing appears.  Examples of Online Classifieds Advertisements include Craigslist.com, Kijiji.com, and olx.com.

“Online Transactional Platforms” means online transactional platforms or similar as determined by the Award Committee including, but not limited to, (a) any online platform offering a wide variety of product lines and/or services, operating in a manner similar to Amazon.com or Submarino.com as of the date hereof and/or (b) online transactional marketplaces located on websites in which sellers and potential buyers transact for any kinds of goods and/or services, which goods and/or services are displayed on such website, and in which the sellers’ and potential buyers’ initial contact can only be made through such website (for purposes of initial contact, direct contact information of another user is not made available to users, in accordance with the terms

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of use of such website), such as eBay.com, MercadoLibre.com, DeRemate.com, etc. (and any such domain name with country suffixes).

“Participant” means an Eligible Employee who is designated as eligible to receive an Award for services provided in 2012.  The designation of an individual as a Participant under this Plan shall not provide the individual with any rights to any future participation for any subsequent long term retention plans that may be adopted by the Company in future years but, subject to the terms of the Plan, an individual shall remain a Participant for purposes of receiving a payment of Award until such individual ceases to be an Eligible Employee.

“Payments Platforms” means websites or platforms enabling the sending, receipt, holding and/or transfer of money from one user to another user through an account that is funded by, among other things, traditional payment methods and then used to transact with another user electronically, such as PayPal.com, MercadoPago.com, or Dineromail.com (and any such domain name with country suffixes).

“Performance Goals” means any goals, metrics or other performance measures established for a Participant for services provided in 2012, the attainment of which will result in an Award becoming payable to the Participant, subject to the terms of the Plan.  It is currently anticipated that Performance Goals generally will be based on, and support, both individual and Company goals and may also include goals established for the particular division, affiliate or country in which the Participant is located.

“Person” means and includes a natural person, a corporation, an association, a partnership, a limited liability company, a trust, a joint venture, an unincorporated organization or any other similar entity or a governmental or quasi-governmental body.

“Shares” means shares of Common Stock of the Company, $0.001 par value per share.

“Territory” means the United States of America and each country and territory in Latin America and the Caribbean, including, without limitation, Argentina, Bolivia, Brazil, Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, El Salvador, Guatemala, Honduras, Mexico, Nicaragua, Panama, Paraguay, Peru, Puerto Rico, Uruguay, and Venezuela.

Article 3. Participation; Performance Goals and Award Opportunities

The amount of the Award for each Plan Participant and the Performance Goals applicable to such Award will be established by the Award Committee and communicated to each Plan Participant.  The amount of each Award may be different for each Participant or levels of Participants as determined by the Award Committee.

The amount of each Award shall be enumerated as a specified amount, calculated in accordance with Article 5 hereof, of United States dollars, unless the Award Committee determines the amount of any such Award in a local currency.  The amount of each Award, to the extent it becomes payable, shall be paid (i) in the case of Award payments made before a Change in Control, in cash, Shares or any combination thereof (including, but not limited to, either all cash

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or all Shares) as the Award Committee may deem appropriate and desirable from time to time during the term of the Plan or (ii) in the case of Award payments made on or after a Change in Control, in the form of cash only.  The number of Shares issuable under an Award, if any, shall equal the quotient of (a) divided by (b), where (a), the numerator, equals the U.S. dollar amount of the Award that is payable in Shares, and (b), the denominator, equals the Market Value of the Shares as of the close of business on the business day prior to the date the Award is payable in any such year.  Any Shares issued hereunder as payment of all or a portion of the Award as of any date shall be issued from the Company’s 2009 Equity Compensation Plan, or any such amended or successor plan thereto.

Article 4. Review of Participant’s Performance

Performance Goals will generally be set and determined for the 2012 calendar year by the Award Committee.  The Award Committee, with input from the Company officer responsible for each Participant, will evaluate such Participant’s performance relative to the Performance Goals.

Article 5. Payment of Awards

If a Participant does not satisfy the Minimum Eligibility Conditions, then the Award shall be forfeited, and shall not become payable to such Participant under this Plan.  If the Participant meets the Minimum Eligibility Conditions, the Award shall become payable to the Participant in accordance with and subject to the terms of this Article 5 and Article 6.

Subject to the following paragraphs and Article 6, only if the Participant is employed as an Eligible Employee on the date each portion of the Award is to be paid to such Participant, the Award shall be payable as follows:

(1) 6.25% of the Award shall be payable to the Participant on or about March 31 of each calendar year for a period of eight years starting in 2013; and

(2) the Participant shall receive on or about March 31 of each calendar year for a period of eight years starting in 2013, an Award payment equal in value to the product of (i) multiplied by (ii), where (i) equals 6.25% of the Award and (ii) equals the quotient of (a) divided by (b), where (a), the numerator, equals the Market Value as of the applicable payment date and (b), the denominator, equals $77.77 (the average closing price of the Company’s common stock on the NASDAQ Global Market during the final 60 trading days of 2011).

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan:

(1) Each Participant who is employed by the Company on the date a Change in Control occurs shall be vested in the right to receive fifty percent (50%) of the Award payments scheduled to be paid thereafter.

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(3) As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to fifty percent (50%) of the Award payments scheduled to be paid after the Change in Control (based on the Market Value on the date the Change in Control occurs).

(4) Each Award payment scheduled to be paid after the Change in Control shall be reduced by fifty percent (50%), i.e., to reflect the single cash payment under clause (2) of this paragraph, and shall continue to be paid on each March 31 in accordance with the preceding paragraph, subject to the Participant’s continued employment; provided, however, that if a Participant described in clause (1) of this paragraph experiences a Covered Termination on or after Change in Control, then any Award payments scheduled to be paid after the Covered Termination shall be paid in a single cash payment (based on the Market Value on the date of the Covered Termination) within fifteen (15) days after the Covered Termination.

Notwithstanding anything in the Plan or any agreement entered into in connection with or pursuant to the Plan:

(1) The portion of any Award under this Plan that was forfeited or forfeitable upon the Participant’s Covered Termination before a Change in Control shall be reinstated (or if not yet forfeited, retained) as of the date of the Change in Control if such date is not more than 120 days after the date of the Covered Termination.

(5) As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to one hundred percent (100%) of the Award payments scheduled to be paid after the date of the Participant’s Covered Termination.  With respect to any Award payment originally scheduled to have been paid before the date of the Change in Control, the amount of such payment will be based on the Market Value on the date of the Covered Termination.  With respect to any Award payments scheduled to be paid on or after the Change in Control, the amount of such payment will be based on the Market Value on the date the Change in Control occurs.

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan, if the provisions of the Deficit Reduction Act of 1984 (“DEFRA”) or Section 280G of the Internal Revenue Code of 1986, as amended (“Code”) relating to “excess parachute payments” (as defined by the Code) shall be applicable to any payment of an Award under the Plan, then the total amount of such payment shall be reduced by the least amount necessary such that the provisions of DEFRA and Section 280G of the Code relating to “excess

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parachute payments” shall no longer be applicable to any payment of an Award or any other compensation that is subject to Section 280G of the Code; provided ,  however , that the Company shall use its commercially reasonable efforts to obtain the requisite approvals so that the limiting provisions of DEFRA and Section 280G of the Code would not be applicable to such payment.

Article 6. Termination of Employment; Forfeitures

(a) Except as provided in Article 5 with respect to a Covered Termination within 120 days before a Change in Control or a Covered Termination on or after a Change in Control, participation in the Plan shall cease immediately upon a Participant’s retirement, resignation or termination of employment as an Eligible Employee for any reason (with or without Cause), or if determined by the Award Committee, upon the Participant’s death or disability.  Disability will be determined under the Company’s long term disability plan, if any, or upon receipt of a letter of determination or similar of the Participant’s complete disability by the applicable governmental authority under local applicable law, which complete disability entitles the Participant to disability payments under local law.

(b) In the event that:

(1) while the Participant is employed by the Company, he or she engages in, directly or indirectly, any other business or activity that could materially or adversely affect the Company’s business or his or her ability to perform his or her duties for the Company, including, but not limited to, any activities adversely affecting the MercadoLibre Business anywhere in the Territory;

(6) while the Participant is employed by the Company or during the one-year period following the termination of the Participant’s employment for any reason, he or she directly or indirectly, on his or her own behalf or on behalf of another Person or entity, hires or solicits for hire any employees of the Company or its Affiliates or in any manner attempts to influence or induce any employee of the Company or its Affiliates to leave their employment; or

(7) while the Participant is employed by the Company or during the one-year period following the termination of the Participant’s employment for any reason, he or she alone (or in association with any other Person) directly or indirectly, in any capacity, owns, operates, manages, controls, engages in, invests in, becomes employed by, acts as a consultant or advisor to, or provides services for, or otherwise assists any other Person in activities that are competitive with the MercadoLibre Business anywhere in the Territory,

he or she will automatically forfeit any and all benefits received under the Plan and any and all benefits which the Participant may otherwise be entitled to receive under the Plan.  If the Participant terminates employment with the Company for any reason (with or without Cause)

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and he or she alone (or in association with any other Person) takes any of the action set forth in subparagraph (1), (2) or (3) above, the Participant will be required to immediately, and in no event more than five days following the termination of the Participant’s employment, return all amounts which the Participant has received under the terms of the Plan (the “Recovery Amount”), and the Participant and the Company hereby agree to the following, notwithstanding any Plan provision to the contrary:

(i) that the Company may withhold all or a portion of the Recovery Amount from any salary, wages or other amounts due to the Participant from the Company; and

(ii) in addition to the Recovery Amount, the Company may also recover any fees incurred by the Company in seeking to collect the Recovery Amount, including, but not limited to, the Company’s reasonable attorneys’ fees.

Notwithstanding the foregoing, ownership of less than five percent (5%) of the outstanding capital stock of any Person whose securities are registered under the Securities Exchange Act of 1934, as amended, in and of itself shall not be cause for automatic forfeiture under Section 6(b)(3), whether or not the subject Person is competitive with the Company.

(c) Except as provided in Article 5 with respect to a Covered Termination within 120 days before a Change in Control or a Covered Termination on or after a Change in Control, the portion of any Award under this Plan that has not been actually paid to the Participant prior to the date of such resignation or other termination of employment shall be forfeited, except that the Award Committee, in its discretion, may pay all or part of the amount that remains payable under an Award upon the disability or death of the Participant in accordance with such rules or procedures established by the Award Committee provided, however, that any amount of the Award payment that the Award Committee determines to pay shall be paid no later than March 15 of the year following the year that the Participant’s employment ends on account of disability or death.  Notwithstanding any provision of the Plan to the contrary, any Award paid to the Participant shall be subject to recovery by the Company in the event that the Participant is terminated for Cause and shall, to the extent permitted by law, be subject to recovery from any amounts owed by the Company to the Participant, including, but not limited to, offsetting any amounts owed under the Plan to the Company against any amounts otherwise owed to the Participant by the Company.

(d) If the Award Committee decides to pay all or part of an Award after the death of a Participant in accordance with this Section 6, the Participant may designate in writing one or more persons (“beneficiary”) to receive any unpaid portion of the Participant’s Award upon the death of the Participant.  By similar action, the Participant may designate a change of beneficiary at any time, which change shall be effective only upon receipt by the Award Committee of said notice.  The last such designation form filed with the Award Committee prior to the Participant’s death shall control.  The Award Committee may establish a form or other requirements for such designation.  If the Participant designates his spouse as a beneficiary, the divorce of Participant shall automatically revoke that designation of his spouse as beneficiary except to the extent otherwise provided in a subsequent beneficiary designation filed by the Participant with the Award Committee.  In the absence of a written designation, or in the event the Participant dies

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without a beneficiary surviving him, any amount which would otherwise be payable on account of his death shall be paid to the surviving spouse of the Participant or if none, to the Participant’s estate.  A beneficiary of a Participant shall have no interest or rights hereunder during the lifetime of the Participant.

Article 7. Administrative Provisions

A. The Plan was approved by the Board on June 5, 2012 to be effective as of January 1, 2012 for all services provided by Participants in 2012 and was amended and restated effective January 1, 2013, as further amended and restated as set forth herein effective January 1, 2015.

B. Unless the Board provides otherwise, the Plan shall be administered and interpreted by the Award Committee, which has been provided absolute authority hereunder to administer the Plan.  The Board and its members, the members of the Award Committee and any other individual who may, from time to time, have been delegated responsibility with respect to the administration of this Plan (collectively, “Authorized Persons”), shall have the full authority, discretion and power necessary or desirable to administer and interpret this Plan, in accordance with the Plan terms.  Benefits under the Plan shall be payable only if the Authorized Persons in their respective sole and absolute discretion determine that any such benefits are properly payable under the Plan.  Without in any way limiting the foregoing, all Authorized Persons shall have complete authority, sole discretion and power to: (i) determine the Participants; (ii) determine the Performance Goals applicable to each Participant, as well as the relative weighting of each such Performance Goals to determine eligibility for payment of an Award hereunder; (iii) evaluate and determine the performance of Participants; (iv) determine the amount of the Award for each Participant; (v) interpret the provisions of this Plan and any other documentation used in connection with this Plan, including documentation specifying individual Participant Performance Goals, Award opportunities and the like; (vi) establish and interpret rules, regulations and procedures (written or by practice) for the administration of the Plan; and (vii) make all other determinations and take all other actions necessary or desirable for the administration or interpretation of this Plan.  The express grant in the Plan of any specific power to Authorized Persons shall not be construed as limiting any power or authority of such Authorized Person.  All actions, decisions and interpretations of the Authorized Persons shall be final, conclusive and binding on all parties.  All expenses of administering the Plan shall be borne by the Company.

C. Nothing in this Plan shall be deemed by implication, action or otherwise to constitute a contract of employment or otherwise to impose any limitation on any right of the Company to terminate a Participant’s employment at any time for any or no reason.

D. A Participant shall have no right to anticipate, alienate, sell, transfer, assign, pledge or encumber any right to receive any Award made under the Plan, nor will

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any Participant have any lien on any assets of the Company by reason of any Award made under the Plan.

E. The Company shall have the right to deduct or withhold, or require a Participant to remit to the Company, any taxes required by law to be withheld from Awards made under this Plan.

F. The Plan may be amended, suspended or terminated at any time and from time to time, by action of the Board or the Award Committee, but in any event, the Plan will be terminated no later than upon the last date the Company pays all Participants any and all amounts that may due under the Plan and no amounts remain due and payable under the Plan to any person as determined by Award Committee.  The preceding sentence to the contrary notwithstanding, on and after a Change in Control, no amendment, suspension or termination of the Plan that adversely affects the rights of a Participant (or the beneficiary of a deceased Participant who has not received payment of an amount approved by the Award Committee under Article 6), shall be effective without the written consent of that Participant or beneficiary.

G. The adoption of the Plan does not imply any commitment to continue to maintain the Plan, or any modified version of the Plan, or any other plan for incentive compensation for such Participant for any period of time.  Neither the adoption of this Plan, its operation, nor any documents describing or referring to this Plan (or any part thereof) shall confer upon any employee any right to continue in the employ of the Company or in any way affect any right and power of the Company to terminate the employment of any employee at any time without assigning a reason therefor.

H. This Plan, insofar as it provides for Awards, shall be unfunded, and the Company shall not be required to segregate any assets that may at any time be represented by Awards under the Plan.  Any liability of the Company to any person with respect to any Awards under this Plan shall be based solely upon any contractual obligations which may be created pursuant to this Plan.  No such obligation of the Company shall be deemed to be secured by any pledge of, or other encumbrance on, any property of the Company.

I. In order to be effective, any amendment of this Plan or any Award must be in writing and made by the Award Committee.  No oral statement, representation, written presentation or the like shall have the effect of amending or modifying this Plan or any Award, or otherwise have any binding effect on the Company, the Board, the Chief Executive, the Award Committee or any individual who has been delegated authority to administer this Plan.

J. The Plan shall be construed in accordance with and governed by the substantive laws of the State of Delaware, without regard to principles of conflicts of law.

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K. In case any provision of the Plan shall be held illegal or void, such illegality or invalidity shall not affect the remaining provisions of this Plan, but shall be fully severable, and the Plan shall be construed and enforced as if said illegal or invalid provisions had never been inserted herein.

L. Except for their own gross negligence or gross misconduct regarding the performance of the duties specifically assigned to them under, or their willful breach of the terms of this Plan, the Company (and its affiliates), Board and its members, the Award Committee and its members, and any other entity or individual administering any aspect of this Plan shall be held harmless by the Participants and their respective representatives, heirs, successors, and assigns, against liability or losses occurring by reason of any act or omission under the Plan.

M. No Shares shall be issued, no certificate for Shares shall be delivered, and no payment shall be made under this Plan except in compliance with all applicable federal and state laws and regulations (including, without limitation, withholding tax requirements) and the rules of all stock exchanges on which the Company’s shares may be listed.  The Company shall have the right to rely on an opinion of its counsel as to such compliance.  Any share certificate issued to evidence the issuance of Shares under this Plan may bear such legends and statements as the Award Committee may deem advisable to assure compliance with federal and state laws and regulations.  No Shares shall be issued, no certificate for shares shall be delivered, and no payment shall be made under this Plan until the Company has obtained such consent or approval as the Award Committee may deem advisable from regulatory bodies having jurisdiction over such matters.

N. Should the Company effect one or more stock dividends, stock splits, subdivisions or consolidations of Shares or other similar changes in capitalization, then the maximum number of Shares that may be issued under this Plan shall be proportionately adjusted and the terms of outstanding Awards shall be adjusted as the Award Committee shall determine to be equitably required.  Any determination made under this Article 7(N) by the Award Committee shall be final and conclusive.  The issuance by the Company of shares of stock of any class, or securities convertible into shares of stock of any class, for cash or property, or for labor or services, either upon direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon conversion of shares or obligations of the Company convertible into such shares or other securities, shall not affect, and no adjustment by reason thereof shall be made with respect to, Awards.

Executed on the 4thday of August, 2015 to be effective as of the 1st day of January, 2015.

MercadoLibre, Inc.

By:

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EX-10.05

MERCADOLIBRE, INC. 2013 LONG TERM RETENTION PROGRAM

Effective as of January 1, 2013

As Amended and Restated

Effective January 1, 2015

Contents

MercadoLibre, Inc. 2013 Long Term Retention Program

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MERCADOLIBRE, INC. 2013 LONG TERM RETENTION PROGRAM

Article 1. Purpose

The MercadoLibre, Inc. 2013 Long Term Retention Program (the “Plan”) was effective as of January 1, 2013 and is amended and restated as set forth herein effective as of January 1, 2015.  The principal purpose of the Plan is to assist the Company in the retention of key employees that have valuable industry experience and developed competencies by rewarding Participants in relation to their individual results and their contributions to the organization, as well as overall Company goals and performance.

Article 2. Definitions

When used in the Plan, the following terms shall have the meanings set forth below:

“Affiliate” means with respect to any Person, a Person that controls, is controlled by, or is under common control with such Person (it being understood, that a Person shall be deemed to “control” another Person, for purposes of this definition, if such Person directly or indirectly has the power to direct or cause the direction of the management and policies of such other Person, whether through holding ownership interests in such other Person, through agreements or otherwise, and that direct or indirect ownership of ten percent (10%) or more of the voting interests of another Person shall always be deemed to constitute “control”).

“Award”  means a specified amount, calculated in accordance with Article 5, payable to a Participant under this Plan for services provided to the Company in 2013 (i) in the case of Award payments made before a Change in Control, in cash, Shares or any combination of cash and Shares as determined by the Award Committee from time to time in its sole discretion or (ii) in the case of Award payments made on or after a Change in Control, in the form of cash only.  Award payments hereunder shall be contingent on the attainment of one or more Performance Goals.  The timing of the payment of an Award, as well as the conditions of such payment, is subject to the Plan terms.  An Award may, but is not required to, be evidenced by a separate agreement executed by the Participant.  Subject to Article 7, an Award will be subject to such terms and conditions which the Award Committee determine are appropriate.

“Award Committee” means the Compensation Committee of the Board, or such other committee that the Board appoints to administer this Plan, which shall have general administrative authority concerning the Plan, and shall, subject to Article 7, have the sole and absolute authority and discretion to resolve any and all terms and conditions of any Awards and disputes concerning the Plan and any Awards hereunder.

“Board” means the board of directors of the Company.

“Cause” means “cause” or a similar term set forth in the Participant’s employment agreement with the Company or, if no such agreement is then in effect, shall mean (A) the Participant’s material disregard of his responsibilities, authorities, powers, functions or duties or failure to act, (B) repeated or material negligence or misconduct by the

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Participant in the performance of his duties, (C) appropriation (or attempted appropriation) of a business opportunity of the Company, including attempting to secure or securing any personal profit in connection with any transaction entered into on behalf of the Company, (D) the commission by the Participant of any act of fraud, theft or financial dishonesty with respect to the Company, or any felony or criminal act involving moral turpitude or dishonesty on the part of the Participant, (E) the Participant’s habitual drunkenness or excessive absenteeism not related to sickness, and/or (F) the material breach by the Participant of any provision of his employment agreement that is not cured by the Executive within thirty (30) days after written notice of breach has been delivered to the Participant by the Company, unless such breach is incapable of cure (in which case the Participant shall not be entitled to an opportunity to cure), in each case of clauses (A) through (F) above, as determined by the Board in good faith.

“Change in Control” shall mean a change in control of the Company which will be deemed to have occurred after the date hereof if:

(a) any “person” as such term is used in Section 3(a)(9) of the Exchange Act, as modified and used in Sections 13(d) and 14(d) thereof, is or becomes the beneficial owner, as such term is defined in Rule 13d-3 under the Exchange Act, directly or indirectly, of securities of the Company representing at least 50% of the combined voting power or common shares of the Company; provided, however, that such term shall not include (A) the Company or any of its subsidiaries, (B) any trustee or other fiduciary holding securities under an employee benefit plan of the Company or any of its affiliates, (C) an underwriter temporarily holding securities pursuant to an offering of such securities, (D) any corporation owned, directly or indirectly, by the shareholders of the Company in substantially the same proportions as their ownership of the Company’s common shares, or (E) any person or group as used in Rule 13d-1(b) under the Exchange Act;

(b) there is consummated a merger or consolidation of the Company or any of its direct or indirect subsidiaries with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or any parent thereof) more than 50% of the combined voting power and common shares of the Company or such surviving entity or any parent thereof outstanding immediately after such merger or consolidation; or

(c) there is completed a sale or disposition by the Company of all or substantially all of the Company’s assets (or any transaction having a similar effect, including a liquidation) other than a sale or disposition by the Company of all or substantially all of the Company’s assets to an entity, more than fifty percent (50%) of the combined voting power and common shares of which is owned by shareholders of the Company in substantially the same proportions as their ownership of the common shares of the Company immediately prior to such sale.

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“Company” means MercadoLibre, Inc. and its consolidated subsidiaries, and MercadoLibre, Inc.’s successors or assigns.

“Covered Termination” means (i) a termination of a Participant’s employment by the Company without Cause and for a reason other than the Participant’s death or disability (as determined under Article 6(a)) or (ii) a Participant’s resignation from the Company with Good Reason.

“Eligible Employee” means an individual who is designated by the Award Committee as eligible for this Plan and who is employed by the Company as determined by the Award Committee.

“Good Reason” means (i) a material diminution in the Participant’s duties, functions and responsibilities to the Company without the Participant’s consent or the Company preventing the Participant from fulfilling or exercising the Participant’s materials duties, functions and responsibilities to the Company without the Participant’s consent; (ii) a material reduction in the Participant’s base salary or bonus opportunity or (iii) a requirement that the Participant relocate the Participant’s employment more than fifty (50) miles from the location of the Participant’s principal office without the consent of the Participant.  A Participant’s resignation shall not be a resignation with Good Reason unless the Participant gives the Company written notice (delivered within thirty (30) days after the Participant knows of the event, action, etc. that the Participant asserts constitutes Good Reason), the event, action, etc. that the Participant asserts constitutes Good Reason is not cured, to the reasonable satisfaction of the Participant, within thirty (30) days after such notice and the Participant resigns effective not later than thirty (30) days after the expiration of such cure period.

“Market Value” of a Share, as of any date, means (i) the average closing sale price of one Share as reported on a national stock exchange, including, but not limited to, the NASDAQ Global Market (a “National Stock Exchange”) during the 60-trading day period (or such shorter period as the Shares are so listed) ending on the last trading day immediately preceding such date; (ii) if the Shares are not listed for trading on a National Stock Exchange during any day in that 60-trading day period but are quoted on the Over-the-Counter-Bulletin Board (the “OTCBB”), the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 60-trading day period (or such shorter period as the Shares are so quoted) ending on the last trading day immediately preceding such date, (iii) if the Shares are  not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on a National Stock Exchange, the average closing sale price of one Share as reported on the National Stock Exchange during the 90-trading day period ending on the last day the Shares were listed for trading on such Exchange or (iv) if the Shares are not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on the OTCBB, the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 90-trading day period ending on the last day the Shares were quoted on the OTCBB.  For purposes of calculating the benefits and valuing Shares for the single cash payment payable within fifteen (15) days after a Change in Control,

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the term “Market Value” means the amount determined under the preceding sentence determined as of the date on which the Change in Control occurs.  For purposes of calculating benefits and valuing Shares for other payments payable after a Change of Control, the term “Market Value” means, (x) in the event the Company is not the surviving entity in the Change in Control, the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs, or, (y) in the event the Company is the surviving entity in the Change in Control, the greater of (A) the amount determined under the first sentence of this paragraph and determined as of the date the benefit is a payable (e.g., as of March 31 of the appropriate year or the date of a Participant’s Covered Termination , as applicable) or (B) the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs.

“MercadoLibre Business” means any activities directly or indirectly related to Online Transactional Platforms, Online Classified Advertisements and/or Payment Platforms.

“Minimum Eligibility Conditions” means the minimum conditions established by the Award Committee and approved by the Board that a Participant must meet in order to be eligible to receive payments under any Award hereunder.

“Online Classified Advertisements” means listings of goods, products or services on Internet sites, which listings (1) serve the same purpose as the listings appearing in the classifieds section of printed newspapers, (2) include direct contact information of the seller via telephone, e-mail or any offline method, which contact information is readily and continuously available to any visitor without restriction or special action required from the visitor, or provide for a method to contact the seller so that the seller may then respond providing direct contact information, and (3) are on Internet sites the operator or administrator of which does not (x) play any role in consummating the transaction to which the listing relates, or (y) provide any information (other than contact information) to the seller regarding the potential buyer or interested party, or otherwise serve as middle-man between a potential buyer and seller (other than for the limited purposes expressly set forth in this paragraph), or (z) charge any fee or commission for such transaction (including, without limitation, any fees for completion of transactions and/or fees based on number of users contacting another user) other than a listing fee, which is a fee for placing the listing on the website and is chargeable before or at the time such listing appears.  Examples of Online Classifieds Advertisements include Craigslist.com, Kijiji.com, and olx.com.

“Online Transactional Platforms” means online transactional platforms or similar as determined by the Award Committee including, but not limited to, (a) any online platform offering a wide variety of product lines and/or services, operating in a manner similar to Amazon.com or Submarino.com as of the date hereof and/or (b) online transactional marketplaces located on websites in which sellers and potential buyers transact for any kinds of goods and/or services, which goods and/or services are displayed on such website, and in which the sellers’ and potential buyers’ initial contact can only be made through such website (for purposes of initial contact, direct contact information of another user is not made available to users, in accordance with the terms

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of use of such website), such as eBay.com, MercadoLibre.com, DeRemate.com, etc. (and any such domain name with country suffixes).

“Participant” means an Eligible Employee who is designated as eligible to receive an Award for services provided in 2013.  The designation of an individual as a Participant under this Plan shall not provide the individual with any rights to any future participation for any subsequent long term retention plans that may be adopted by the Company in future years but, subject to the terms of the Plan, an individual shall remain a Participant for purposes of receiving a payment of Award until such individual ceases to be an Eligible Employee.

“Payments Platforms” means websites or platforms enabling the sending, receipt, holding and/or transfer of money from one user to another user through an account that is funded by, among other things, traditional payment methods and then used to transact with another user electronically, such as PayPal.com, MercadoPago.com, or Dineromail.com (and any such domain name with country suffixes).

“Performance Goals” means any goals, metrics or other performance measures established for a Participant for services provided in 2013, the attainment of which will result in an Award becoming payable to the Participant, subject to the terms of the Plan.  It is currently anticipated that Performance Goals generally will be based on, and support, both individual and Company goals and may also include goals established for the particular division, affiliate or country in which the Participant is located.

“Person” means and includes a natural person, a corporation, an association, a partnership, a limited liability company, a trust, a joint venture, an unincorporated organization or any other similar entity or a governmental or quasi-governmental body.

“Shares” means shares of Common Stock of the Company, $0.001 par value per share.

“Territory” means the United States of America and each country and territory in Latin America and the Caribbean, including, without limitation, Argentina, Bolivia, Brazil, Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, El Salvador, Guatemala, Honduras, Mexico, Nicaragua, Panama, Paraguay, Peru, Puerto Rico, Uruguay, and Venezuela.

Article 3. Participation; Performance Goals and Award Opportunities

The amount of the Award for each Plan Participant and the Performance Goals applicable to such Award will be established by the Award Committee and communicated to each Plan Participant.  The amount of each Award may be different for each Participant or levels of Participants as determined by the Award Committee.

The amount of each Award shall be enumerated as a specified amount, calculated in accordance with Article 5 hereof, of United States dollars, unless the Award Committee determines the amount of any such Award in a local currency.  The amount of each Award, to the extent it becomes payable, shall be paid (i) in the case of Award payments made before a Change in Control, in cash, Shares or any combination thereof (including, but not limited to, either all cash

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or all Shares) as the Award Committee may deem appropriate and desirable from time to time during the term of the Plan or (ii) in the case of Award payments made on or after a Change in Control, in the form of cash only.  The number of Shares issuable under an Award, if any, shall equal the quotient of (a) divided by (b), where (a), the numerator, equals the U.S. dollar amount of the Award that is payable in Shares, and (b), the denominator, equals the Market Value of the Shares as of the close of business on the business day prior to the date the Award is payable in any such year.  Any Shares issued hereunder as payment of all or a portion of the Award as of any date shall be issued from the Company’s 2009 Equity Compensation Plan, or any such amended or successor plan thereto.

Article 4. Review of Participant’s Performance

Performance Goals will generally be set and determined for the 2013 calendar year by the Award Committee.  The Award Committee, with input from the Company officer responsible for each Participant, will evaluate such Participant’s performance relative to the Performance Goals.

Article 5. Payment of Awards

If a Participant does not satisfy the Minimum Eligibility Conditions, then the Award shall be forfeited, and shall not become payable to such Participant under this Plan.  If the Participant meets the Minimum Eligibility Conditions, the Award shall become payable to the Participant in accordance with and subject to the terms of this Article 5 and Article 6.

Subject to the following paragraphs and Article 6, only if the Participant is employed as an Eligible Employee on the date each portion of the Award is to be paid to such Participant, the Award shall be payable as follows:

(1) 8.33% of the Award shall be payable to the Participant on or about March 31 of each calendar year for a period of six years starting in 2014; and

(2) the Participant shall receive on or about March 31 of each calendar year for a period of six years starting in 2014, an Award payment equal in value to the product of (i) multiplied by (ii), where (i) equals 8.33% of the Award and (ii) equals the quotient of (a) divided by (b), where (a), the numerator, equals the Market Value as of the applicable payment date and (b), the denominator, equals $79.57 (the average closing price of the Company’s common stock on the NASDAQ Global Market during the final 60 trading days of 2012).

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan:

(1) Each Participant who is employed by the Company on the date a Change in Control occurs shall be vested in the right to receive fifty percent (50%) of the Award payments scheduled to be paid thereafter.

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(3) As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to fifty percent (50%) of the Award payments scheduled to be paid after the Change in Control (based on the Market Value on the date the Change in Control occurs).

(4) Each Award payment scheduled to be paid after the Change in Control shall be reduced by fifty percent (50%), i.e., to reflect the single cash payment under clause (2) of this paragraph, and shall continue to be paid on each March 31 in accordance with the preceding paragraph, subject to the Participant’s continued employment; provided, however, that if a Participant described in clause (1) of this paragraph experiences a Covered Termination on or after Change in Control, then any Award payments scheduled to be paid after the Covered Termination shall be paid in a single cash payment (based on the Market Value on the date of the Covered Termination) within fifteen (15) days after the Covered Termination.

Notwithstanding anything in the Plan or any agreement entered into in connection with or pursuant to the Plan:

(1) The portion of any Award under this Plan that was forfeited or forfeitable upon the Participant’s Covered Termination before a Change in Control shall be reinstated (or if not yet forfeited, retained) as of the date of the Change in Control if such date is not more than 120 days after the date of the Covered Termination.

(5) As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to one hundred percent (100%) of the Award payments scheduled to be paid after the date of the Participant’s Covered Termination.  With respect to any Award payment originally scheduled to have been paid before the date of the Change in Control, the amount of such payment will be based on the Market Value on the date of the Covered Termination.  With respect to any Award payments scheduled to be paid on or after the Change in Control, the amount of such payment will be based on the Market Value on the date the Change in Control occurs.

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan, if the provisions of the Deficit Reduction Act of 1984 (“DEFRA”) or Section 280G of the Internal Revenue Code of 1986, as amended (“Code”) relating to “excess parachute payments” (as defined by the Code) shall be applicable to any payment of an Award under the Plan, then the total amount of such payment shall be reduced by the least amount necessary such that the provisions of DEFRA and Section 280G of the Code relating to “excess

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parachute payments” shall no longer be applicable to any payment of an Award or any other compensation that is subject to Section 280G of the Code; provided , however , that the Company shall use its commercially reasonable efforts to obtain the requisite approvals so that the limiting provisions of DEFRA and Section 280G of the Code would not be applicable to such payment.

Article 6. Termination of Employment; Forfeitures

(a) Except as provided in Article 5 with respect to a Covered Termination within 120 days before a Change in Control or a Covered Termination on or after a Change in Control, participation in the Plan shall cease immediately upon a Participant’s retirement, resignation or termination of employment as an Eligible Employee for any reason (with or without Cause), or if determined by the Award Committee, upon the Participant’s death or disability.  Disability will be determined under the Company’s long term disability plan, if any, or upon receipt of a letter of determination or similar of the Participant’s complete disability by the applicable governmental authority under local applicable law, which complete disability entitles the Participant to disability payments under local law.

(b) In the event that:

(1) while the Participant is employed by the Company, he or she engages in, directly or indirectly, any other business or activity that could materially or adversely affect the Company’s business or his or her ability to perform his or her duties for the Company, including, but not limited to, any activities adversely affecting the MercadoLibre Business anywhere in the Territory;

(6) while the Participant is employed by the Company or during the one-year period following the termination of the Participant’s employment for any reason, he or she directly or indirectly, on his or her own behalf or on behalf of another Person or entity, hires or solicits for hire any employees of the Company or its Affiliates or in any manner attempts to influence or induce any employee of the Company or its Affiliates to leave their employment; or

(7) while the Participant is employed by the Company or during the one-year period following the termination of the Participant’s employment for any reason, he or she alone (or in association with any other Person) directly or indirectly, in any capacity, owns, operates, manages, controls, engages in, invests in, becomes employed by, acts as a consultant or advisor to, or provides services for, or otherwise assists any other Person in activities that are competitive with the MercadoLibre Business anywhere in the Territory,

he or she will automatically forfeit any and all benefits received under the Plan and any and all benefits which the Participant may otherwise be entitled to receive under the Plan.  If the Participant terminates employment with the Company for any reason (with or without Cause)

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and he or she alone (or in association with any other Person) takes any of the action set forth in subparagraph (1), (2) or (3) above, the Participant will be required to immediately, and in no event more than five days following the termination of the Participant’s employment, return all amounts which the Participant has received under the terms of the Plan (the “Recovery Amount”), and the Participant and the Company hereby agree to the following, notwithstanding any Plan provision to the contrary:

(i) that the Company may withhold all or a portion of the Recovery Amount from any salary, wages or other amounts due to the Participant from the Company; and

(ii) in addition to the Recovery Amount, the Company may also recover any fees incurred by the Company in seeking to collect the Recovery Amount, including, but not limited to, the Company’s reasonable attorneys’ fees.

Notwithstanding the foregoing, ownership of less than five percent (5%) of the outstanding capital stock of any Person whose securities are registered under the Securities Exchange Act of 1934, as amended, in and of itself shall not be cause for automatic forfeiture under Section 6(b)(3), whether or not the subject Person is competitive with the Company.

(c) Except as provided in Article 5 with respect to a Covered Termination within 120 days before a Change in Control or a Covered Termination on or after a Change in Control, the portion of any Award under this Plan that has not been actually paid to the Participant prior to the date of such resignation or other termination of employment shall be forfeited, except that the Award Committee, in its discretion, may pay all or part of the amount that remains payable under an Award upon the disability or death of the Participant in accordance with such rules or procedures established by the Award Committee provided, however, that any amount of the Award payment that the Award Committee determines to pay shall be paid no later than March 15 of the year following the year that the Participant’s employment ends on account of disability or death.  Notwithstanding any provision of the Plan to the contrary, any Award paid to the Participant shall be subject to recovery by the Company in the event that the Participant is terminated for Cause and shall, to the extent permitted by law, be subject to recovery from any amounts owed by the Company to the Participant, including, but not limited to, offsetting any amounts owed under the Plan to the Company against any amounts otherwise owed to the Participant by the Company.

(d) If the Award Committee decides to pay all or part of an Award after the death of a Participant in accordance with this Section 6, the Participant may designate in writing one or more persons (“beneficiary”) to receive any unpaid portion of the Participant’s Award upon the death of the Participant.  By similar action, the Participant may designate a change of beneficiary at any time, which change shall be effective only upon receipt by the Award Committee of said notice.  The last such designation form filed with the Award Committee prior to the Participant’s death shall control.  The Award Committee may establish a form or other requirements for such designation.  If the Participant designates his spouse as a beneficiary, the divorce of Participant shall automatically revoke that designation of his spouse as beneficiary except to the extent otherwise provided in a subsequent beneficiary designation filed by the Participant with the Award Committee.  In the absence of a written designation, or in the event the Participant dies

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without a beneficiary surviving him, any amount which would otherwise be payable on account of his death shall be paid to the surviving spouse of the Participant or if none, to the Participant’s estate.  A beneficiary of a Participant shall have no interest or rights hereunder during the lifetime of the Participant.

Article 7. Administrative Provisions

A. The Plan was approved by the Board on September 27, 2013 to be effective as of January 1, 2013 for all services provided by Participants in 2013 and is amended and restated as set forth herein effective as of January 1, 2015.

B. Unless the Board provides otherwise, the Plan shall be administered and interpreted by the Award Committee, which has been provided absolute authority hereunder to administer the Plan.  The Board and its members, the members of the Award Committee and any other individual who may, from time to time, have been delegated responsibility with respect to the administration of this Plan (collectively, “Authorized Persons”), shall have the full authority, discretion and power necessary or desirable to administer and interpret this Plan, in accordance with the Plan terms.  Benefits under the Plan shall be payable only if the Authorized Persons in their respective sole and absolute discretion determine that any such benefits are properly payable under the Plan.  Without in any way limiting the foregoing, all Authorized Persons shall have complete authority, sole discretion and power to: (i) determine the Participants; (ii) determine the Performance Goals applicable to each Participant, as well as the relative weighting of each such Performance Goals to determine eligibility for payment of an Award hereunder; (iii) evaluate and determine the performance of Participants; (iv) determine the amount of the Award for each Participant; (v) interpret the provisions of this Plan and any other documentation used in connection with this Plan, including documentation specifying individual Participant Performance Goals, Award opportunities and the like; (vi) establish and interpret rules, regulations and procedures (written or by practice) for the administration of the Plan; and (vii) make all other determinations and take all other actions necessary or desirable for the administration or interpretation of this Plan.  The express grant in the Plan of any specific power to Authorized Persons shall not be construed as limiting any power or authority of such Authorized Person.  All actions, decisions and interpretations of the Authorized Persons shall be final, conclusive and binding on all parties.  All expenses of administering the Plan shall be borne by the Company.

C. Nothing in this Plan shall be deemed by implication, action or otherwise to constitute a contract of employment or otherwise to impose any limitation on any right of the Company to terminate a Participant’s employment at any time for any or no reason.

D. A Participant shall have no right to anticipate, alienate, sell, transfer, assign, pledge or encumber any right to receive any Award made under the Plan, nor will any Participant have any lien on any assets of the Company by reason of any Award made under the Plan.

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E. The Company shall have the right to deduct or withhold, or require a Participant to remit to the Company, any taxes required by law to be withheld from Awards made under this Plan.

F. The Plan may be amended, suspended or terminated at any time and from time to time, by action of the Board or the Award Committee, but in any event, the Plan will be terminated no later than upon the last date the Company pays all Participants any and all amounts that may due under the Plan and no amounts remain due and payable under the Plan to any person as determined by Award Committee.  The preceding sentence to the contrary notwithstanding, on and after a Change in Control, no amendment, suspension or termination of the Plan that adversely affects the rights of a Participant (or the beneficiary of a deceased Participant who has not received payment of an amount approved by the Award Committee under Article 6), shall be effective without the written consent of that Participant or beneficiary.

G. The adoption of the Plan does not imply any commitment to continue to maintain the Plan, or any modified version of the Plan, or any other plan for incentive compensation for such Participant for any period of time.  Neither the adoption of this Plan, its operation, nor any documents describing or referring to this Plan (or any part thereof) shall confer upon any employee any right to continue in the employ of the Company or in any way affect any right and power of the Company to terminate the employment of any employee at any time without assigning a reason therefor.

H. This Plan, insofar as it provides for Awards, shall be unfunded, and the Company shall not be required to segregate any assets that may at any time be represented by Awards under the Plan.  Any liability of the Company to any person with respect to any Awards under this Plan shall be based solely upon any contractual obligations which may be created pursuant to this Plan.  No such obligation of the Company shall be deemed to be secured by any pledge of, or other encumbrance on, any property of the Company.

I. In order to be effective, any amendment of this Plan or any Award must be in writing and made by the Award Committee.  No oral statement, representation, written presentation or the like shall have the effect of amending or modifying this Plan or any Award, or otherwise have any binding effect on the Company, the Board, the Chief Executive, the Award Committee or any individual who has been delegated authority to administer this Plan.

J. The Plan shall be construed in accordance with and governed by the substantive laws of the State of Delaware, without regard to principles of conflicts of law.

K. In case any provision of the Plan shall be held illegal or void, such illegality or invalidity shall not affect the remaining provisions of this Plan, but shall be fully

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severable, and the Plan shall be construed and enforced as if said illegal or invalid provisions had never been inserted herein.

L. Except for their own gross negligence or gross misconduct regarding the performance of the duties specifically assigned to them under, or their willful breach of the terms of this Plan, the Company (and its affiliates), Board and its members, the Award Committee and its members, and any other entity or individual administering any aspect of this Plan shall be held harmless by the Participants and their respective representatives, heirs, successors, and assigns, against liability or losses occurring by reason of any act or omission under the Plan.

M. No Shares shall be issued, no certificate for Shares shall be delivered, and no payment shall be made under this Plan except in compliance with all applicable federal and state laws and regulations (including, without limitation, withholding tax requirements) and the rules of all stock exchanges on which the Company’s shares may be listed.  The Company shall have the right to rely on an opinion of its counsel as to such compliance.  Any share certificate issued to evidence the issuance of Shares under this Plan may bear such legends and statements as the Award Committee may deem advisable to assure compliance with federal and state laws and regulations.  No Shares shall be issued, no certificate for shares shall be delivered, and no payment shall be made under this Plan until the Company has obtained such consent or approval as the Award Committee may deem advisable from regulatory bodies having jurisdiction over such matters.

N. Should the Company effect one or more stock dividends, stock splits, subdivisions or consolidations of Shares or other similar changes in capitalization, then the maximum number of Shares that may be issued under this Plan shall be proportionately adjusted and the terms of outstanding Awards shall be adjusted as the Award Committee shall determine to be equitably required.  Any determination made under this Article 7(N) by the Award Committee shall be final and conclusive.  The issuance by the Company of shares of stock of any class, or securities convertible into shares of stock of any class, for cash or property, or for labor or services, either upon direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon conversion of shares or obligations of the Company convertible into such shares or other securities, shall not affect, and no adjustment by reason thereof shall be made with respect to, Awards.

Executed on the 4thday of August, 2015 to be effective as of the 1st day of January, 2015.

MercadoLibre, Inc.

By:

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EX-10.06

MERCADOLIBRE, INC. 2014 LONG TERM RETENTION PROGRAM

Effective as of January 1, 2014

As Amended and Restated

Effective January 1, 2015

Contents

MercadoLibre, Inc. 2014 Long Term Retention Program

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MERCADOLIBRE, INC. 2014 LONG TERM RETENTION PROGRAM

Article 1. Purpose

The MercadoLibre, Inc. 2014 Long Term Retention Program (the “Plan”) was effective as of January 1, 2014 and is amended and restated as set forth herein effective as of January 1, 2015.  The principal purpose of the Plan is to assist the Company in the retention of key employees that have valuable industry experience and developed competencies by rewarding Participants in relation to their individual results and their contributions to the organization, as well as overall Company goals and performance.

Article 2. Definitions

When used in the Plan, the following terms shall have the meanings set forth below:

“Affiliate” means with respect to any Person, a Person that controls, is controlled by, or is under common control with such Person (it being understood, that a Person shall be deemed to “control” another Person, for purposes of this definition, if such Person directly or indirectly has the power to direct or cause the direction of the management and policies of such other Person, whether through holding ownership interests in such other Person, through agreements or otherwise, and that direct or indirect ownership of ten percent (10%) or more of the voting interests of another Person shall always be deemed to constitute “control”).

“Award” means a specified amount, calculated in accordance with Article 5, payable to a Participant under this Plan for services provided to the Company in 2014 (i) in the case of Award payments made before a Change in Control, in cash, Shares or any combination of cash and Shares as determined by the Award Committee from time to time in its sole discretion or (ii) in the case of Award payments made on or after a Change in Control, in the form of cash only.  Award payments hereunder shall be contingent on the attainment of one or more Performance Goals.  The timing of the payment of an Award, as well as the conditions of such payment, is subject to the Plan terms.  An Award may, but is not required to, be evidenced by a separate agreement executed by the Participant.  Subject to Article 7, an Award will be subject to such terms and conditions which the Award Committee determine are appropriate.

“Award Committee” means the Compensation Committee of the Board, or such other committee that the Board appoints to administer this Plan, which shall have general administrative authority concerning the Plan, and shall, subject to Article 7, have the sole and absolute authority and discretion to resolve any and all terms and conditions of any Awards and disputes concerning the Plan and any Awards hereunder.

“Board” means the board of directors of the Company.

“Cause” means “cause” or a similar term set forth in the Participant’s employment agreement with the Company or, if no such agreement is then in effect, shall mean (A) the Participant’s material disregard of his responsibilities, authorities, powers, functions or duties or failure to act, (B) repeated or material negligence or misconduct by the

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Participant in the performance of his duties, (C) appropriation (or attempted appropriation) of a business opportunity of the Company, including attempting to secure or securing any personal profit in connection with any transaction entered into on behalf of the Company, (D) the commission by the Participant of any act of fraud, theft or financial dishonesty with respect to the Company, or any felony or criminal act involving moral turpitude or dishonesty on the part of the Participant, (E) the Participant’s habitual drunkenness or excessive absenteeism not related to sickness, and/or (F) the material breach by the Participant of any provision of his employment agreement that is not cured by the Executive within thirty (30) days after written notice of breach has been delivered to the Participant by the Company, unless such breach is incapable of cure (in which case the Participant shall not be entitled to an opportunity to cure), in each case of  clauses (A) through (F) above, as determined by the Board in good faith.

“Change in Control” shall mean a change in control of the Company which will be deemed to have occurred after the date hereof if:

(a) any “person” as such term is used in Section 3(a)(9) of the Exchange Act, as modified and used in Sections 13(d) and 14(d) thereof, is or becomes the beneficial owner, as such term is defined in Rule 13d-3 under the Exchange Act, directly or indirectly, of securities of the Company representing at least 50% of the combined voting power or common shares of the Company; provided, however, that such term shall not include (A) the Company or any of its subsidiaries, (B) any trustee or other fiduciary holding securities under an employee benefit plan of the Company or any of its affiliates, (C) an underwriter temporarily holding securities pursuant to an offering of such securities, (D) any corporation owned, directly or indirectly, by the shareholders of the Company in substantially the same proportions as their ownership of the Company’s common shares, or (E) any person or group as used in Rule 13d-1(b) under the Exchange Act;

(b) there is consummated a merger or consolidation of the Company or any of its direct or indirect subsidiaries with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or any parent thereof) more than 50% of the combined voting power and common shares of the Company or such surviving entity or any parent thereof outstanding immediately after such merger or consolidation; or

(c) there is completed a sale or disposition by the Company of all or substantially all of the Company’s assets (or any transaction having a similar effect, including a liquidation) other than a sale or disposition by the Company of all or substantially all of the Company’s assets to an entity, more than fifty percent (50%) of the combined voting power and common shares of which is owned by shareholders of the Company in substantially the same proportions as their ownership of the common shares of the Company immediately prior to such sale.

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“Company” means MercadoLibre, Inc. and its consolidated subsidiaries, and MercadoLibre, Inc.’s successors or assigns.

“Covered Termination” means (i) a termination of a Participant’s employment by the Company without Cause and for a reason other than the Participant’s death or disability (as determined under Article 6(a)) or (ii) a Participant’s resignation from the Company with Good Reason.

“Eligible Employee” means an individual who is designated by the Award Committee as eligible for this Plan and who is employed by the Company as determined by the Award Committee.

“Good Reason” means (i) a material diminution in the Participant’s duties, functions and responsibilities to the Company without the Participant’s consent or the Company preventing the Participant from fulfilling or exercising the Participant’s materials duties, functions and responsibilities to the Company without the Participant’s consent; (ii) a material reduction in the Participant’s base salary or bonus opportunity or (iii) a requirement that the Participant relocate the Participant’s employment more than fifty (50) miles from the location of the Participant’s principal office without the consent of the Participant.  A Participant’s resignation shall not be a resignation with Good Reason unless the Participant gives the Company written notice (delivered within thirty (30) days after the Participant knows of the event, action, etc. that the Participant asserts constitutes Good Reason), the event, action, etc. that the Participant asserts constitutes Good Reason is not cured, to the reasonable satisfaction of the Participant, within thirty (30) days after such notice and the Participant resigns effective not later than thirty (30) days after the expiration of such cure period.

“Market Value” of a Share, as of any date, means (i) the average closing sale price of one Share as reported on a national stock exchange, including, but not limited to, the NASDAQ Global Market (a “National Stock Exchange”) during the 60-trading day period (or such shorter period as the Shares are so listed) ending on the last trading day immediately preceding such date; (ii) if the Shares are not listed for trading on a National Stock Exchange during any day in that 60-trading day period but are quoted on the Over-the-Counter-Bulletin Board (the “OTCBB”), the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 60-trading day period (or such shorter period as the Shares are so quoted) ending on the last trading day immediately preceding such date, (iii) if the Shares are not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on a National Stock Exchange, the average closing sale price of one Share as reported on the National Stock Exchange during the 90-trading day period ending on the last day the Shares were listed for trading on such Exchange or (iv) if the Shares are not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on the OTCBB, the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 90-trading day period ending on the last day the Shares were quoted on the OTCBB.  For purposes of calculating the benefits and valuing Shares for the single cash payment payable within fifteen (15) days after a Change in Control,

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the term “Market Value” means the amount determined under the preceding sentence determined as of the date on which the Change in Control occurs.  For purposes of calculating benefits and valuing Shares for other payments payable after a Change of Control, the term “Market Value” means, (x) in the event the Company is not the surviving entity in the Change in Control, the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs, or, (y) in the event the Company is the surviving entity in the Change in Control, the greater of (A) the amount determined under the first sentence of this paragraph and determined as of the date the benefit is a payable (e.g., as of March 31 of the appropriate year or the date of a Participant’s Covered Termination , as applicable) or (B) the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs.

“MercadoLibre Business” means any activities directly or indirectly related to Online Transactional Platforms, Online Classified Advertisements and/or Payment Platforms.

“Minimum Eligibility Conditions” means the minimum conditions established by the Award Committee and approved by the Board that a Participant must meet in order to be eligible to receive payments under any Award hereunder.

“Online Classified Advertisements” means listings of goods, products or services on Internet sites, which listings (1) serve the same purpose as the listings appearing in the classifieds section of printed newspapers, (2) include direct contact information of the seller via telephone, e-mail or any offline method, which contact information is readily and continuously available to any visitor without restriction or special action required from the visitor, or provide for a method to contact the seller so that the seller may then respond providing direct contact information, and (3) are on Internet sites the operator or administrator of which does not (x) play any role in consummating the transaction to which the listing relates, or (y) provide any information (other than contact information) to the seller regarding the potential buyer or interested party, or otherwise serve as middle-man between a potential buyer and seller (other than for the limited purposes expressly set forth in this paragraph), or (z) charge any fee or commission for such transaction (including, without limitation, any fees for completion of transactions and/or fees based on number of users contacting another user) other than a listing fee, which is a fee for placing the listing on the website and is chargeable before or at the time such listing appears.  Examples of Online Classifieds Advertisements include Craigslist.com, Kijiji.com, and olx.com.

“Online Transactional Platforms” means online transactional platforms or similar as determined by the Award Committee including, but not limited to, (a) any online platform offering a wide variety of product lines and/or services, operating in a manner similar to Amazon.com or Submarino.com as of the date hereof and/or (b) online transactional marketplaces located on websites in which sellers and potential buyers transact for any kinds of goods and/or services, which goods and/or services are displayed on such website, and in which the sellers’ and potential buyers’ initial contact can only be made through such website (for purposes of initial contact, direct contact information of another user is not made available to users, in accordance with the terms

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of use of such website), such as eBay.com, MercadoLibre.com, DeRemate.com, etc. (and any such domain name with country suffixes).

“Participant” means an Eligible Employee who is designated as eligible to receive an Award for services provided in 2014.  The designation of an individual as a Participant under this Plan shall not provide the individual with any rights to any future participation for any subsequent long term retention plans that may be adopted by the Company in future years but, subject to the terms of the Plan, an individual shall remain a Participant for purposes of receiving a payment of Award until such individual ceases to be an Eligible Employee.

“Payments Platforms” means websites or platforms enabling the sending, receipt, holding and/or transfer of money from one user to another user through an account that is funded by, among other things, traditional payment methods and then used to transact with another user electronically, such as PayPal.com, MercadoPago.com, or Dineromail.com (and any such domain name with country suffixes).

“Performance Goals” means any goals, metrics or other performance measures established for a Participant for services provided in 2014, the attainment of which will result in an Award becoming payable to the Participant, subject to the terms of the Plan.  It is currently anticipated that Performance Goals generally will be based on, and support, both individual and Company goals and may also include goals established for the particular division, affiliate or country in which the Participant is located.

“Person” means and includes a natural person, a corporation, an association, a partnership, a limited liability company, a trust, a joint venture, an unincorporated organization or any other similar entity or a governmental or quasi-governmental body.

“Shares” means shares of Common Stock of the Company, $0.001 par value per share.

“Territory” means the United States of America and each country and territory in Latin America and the Caribbean, including, without limitation, Argentina, Bolivia, Brazil, Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, El Salvador, Guatemala, Honduras, Mexico, Nicaragua, Panama, Paraguay, Peru, Puerto Rico, Uruguay, and Venezuela.

Article 3. Participation; Performance Goals and Award Opportunities

The amount of the Award for each Plan Participant and the Performance Goals applicable to such Award will be established by the Award Committee and communicated to each Plan Participant.  The amount of each Award may be different for each Participant or levels of Participants as determined by the Award Committee.

The amount of each Award shall be enumerated as a specified amount, calculated in accordance with Article 5 hereof, of United States dollars, unless the Award Committee determines the amount of any such Award in a local currency.  The amount of each Award, to the extent it becomes payable, shall be paid (i) in the case of Award payments made before a Change in Control, in cash, Shares or any combination thereof (including, but not limited to, either all cash

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or all Shares) as the Award Committee may deem appropriate and desirable from time to time during the term of the Plan or (ii) in the case of Award payments made on or after a Change in Control, in the form of cash only.  The number of Shares issuable under an Award, if any, shall equal the quotient of (a) divided by (b), where (a), the numerator, equals the U.S. dollar amount of the Award that is payable in Shares, and (b), the denominator, equals the Market Value of the Shares as of the close of business on the business day prior to the date the Award is payable in any such year.  Any Shares issued hereunder as payment of all or a portion of the Award as of any date shall be issued from the Company’s 2009 Equity Compensation Plan, or any such amended or successor plan thereto.

Article 4. Review of Participant’s Performance

Performance Goals will generally be set and determined for the 2014 calendar year by the Award Committee.  The Award Committee, with input from the Company officer responsible for each Participant, will evaluate such Participant’s performance relative to the Performance Goals.

Article 5. Payment of Awards

If a Participant does not satisfy the Minimum Eligibility Conditions, then the Award shall be forfeited, and shall not become payable to such Participant under this Plan.  If the Participant meets the Minimum Eligibility Conditions, the Award shall become payable to the Participant in accordance with and subject to the terms of this Article 5 and Article 6.

Subject to the following paragraphs and Article 6, only if the Participant is employed as an Eligible Employee on the date each portion of the Award is to be paid to such Participant, the Award shall be payable as follows:

(1) 8.33% of the Award shall be payable to the Participant on or about March 31 of each calendar year for a period of six years starting in 2015; and

(2) the Participant shall receive on or about March 31 of each calendar year for a period of six years starting in 2015, an Award payment equal in value to the product of (i) multiplied by (ii), where (i) equals 8.33% of the Award and (ii) equals the quotient of (a) divided by (b), where (a), the numerator, equals the Market Value as of the applicable payment date and (b), the denominator, equals $118.48 (the average closing price of the Company’s common stock on the NASDAQ Global Market during the final 60 trading days of 2013).

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan:

(1) Each Participant who is employed by the Company on the date a Change in Control occurs shall be vested in the right to receive fifty percent (50%) of the Award payments scheduled to be paid thereafter.

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(3) As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to fifty percent (50%) of the Award payments scheduled to be paid after the Change in Control (based on the Market Value on the date the Change in Control occurs).

(4) Each Award payment scheduled to be paid after the Change in Control shall be reduced by fifty percent (50%), i.e., to reflect the single cash payment under clause (2) of this paragraph, and shall continue to be paid on each March 31 in accordance with the preceding paragraph, subject to the Participant’s continued employment; provided, however, that if a Participant described in clause (1) of this paragraph experiences a Covered Termination on or after Change in Control, then any Award payments scheduled to be paid after the Covered Termination shall be paid in a single cash payment (based on the Market Value on the date of the Covered Termination) within fifteen (15) days after the Covered Termination.

Notwithstanding anything in the Plan or any agreement entered into in connection with or pursuant to the Plan:

(1) The portion of any Award under this Plan that was forfeited or forfeitable upon the Participant’s Covered Termination before a Change in Control shall be reinstated (or if not yet forfeited, retained) as of the date of the Change in Control if such date is not more than 120 days after the date of the Covered Termination.

(5) As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to one hundred percent (100%) of the Award payments scheduled to be paid after the date of the Participant’s Covered Termination.  With respect to any Award payment originally scheduled to have been paid before the date of the Change in Control, the amount of such payment will be based on the Market Value on the date of the Covered Termination.  With respect to any Award payments scheduled to be paid on or after the Change in Control, the amount of such payment will be based on the Market Value on the date the Change in Control occurs.

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan, if the provisions of the Deficit Reduction Act of 1984 (“DEFRA”) or Section 280G of the Internal Revenue Code of 1986, as amended (“Code”) relating to “excess parachute payments” (as defined by the Code) shall be applicable to any payment of an Award under the Plan, then the total amount of such payment shall be reduced by the least amount necessary such that the provisions of DEFRA and Section 280G of the Code relating to “excess

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parachute payments” shall no longer be applicable to any payment of an Award or any other compensation that is subject to Section 280G of the Code; provided ,  however , that the Company shall use its commercially reasonable efforts to obtain the requisite approvals so that the limiting provisions of DEFRA and Section 280G of the Code would not be applicable to such payment.

Article 6. Termination of Employment; Forfeitures

(a) Except as provided in Article 5 with respect to a Covered Termination within 120 days before a Change in Control or a Covered Termination on or after a Change in Control, participation in the Plan shall cease immediately upon a Participant’s retirement, resignation or termination of employment as an Eligible Employee for any reason (with or without Cause), or if determined by the Award Committee, upon the Participant’s death or disability.  Disability will be determined under the Company’s long term disability plan, if any, or upon receipt of a letter of determination or similar of the Participant’s complete disability by the applicable governmental authority under local applicable law, which complete disability entitles the Participant to disability payments under local law.

(b) In the event that:

(1) while the Participant is employed by the Company, he or she engages in, directly or indirectly, any other business or activity that could materially or adversely affect the Company’s business or his or her ability to perform his or her duties for the Company, including, but not limited to, any activities adversely affecting the MercadoLibre Business anywhere in the Territory;

(6) while the Participant is employed by the Company or during the one-year period following the termination of the Participant’s employment for any reason, he or she directly or indirectly, on his or her own behalf or on behalf of another Person or entity, hires or solicits for hire any employees of the Company or its Affiliates or in any manner attempts to influence or induce any employee of the Company or its Affiliates to leave their employment; or

(7) while the Participant is employed by the Company or during the one-year period following the termination of the Participant’s employment for any reason, he or she alone (or in association with any other Person) directly or indirectly, in any capacity, owns, operates, manages, controls, engages in, invests in, becomes employed by, acts as a consultant or advisor to, or provides services for, or otherwise assists any other Person in activities that are competitive with the MercadoLibre Business anywhere in the Territory,

he or she will automatically forfeit any and all benefits received under the Plan and any and all benefits which the Participant may otherwise be entitled to receive under the Plan.  If the Participant terminates employment with the Company for any reason (with or without Cause)

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and he or she alone (or in association with any other Person) takes any of the action set forth in subparagraph (1), (2) or (3) above, the Participant will be required to immediately, and in no event more than five days following the termination of the Participant’s employment, return all amounts which the Participant has received under the terms of the Plan (the “Recovery Amount”), and the Participant and the Company hereby agree to the following, notwithstanding any Plan provision to the contrary:

(i) that the Company may withhold all or a portion of the Recovery Amount from any salary, wages or other amounts due to the Participant from the Company; and

(ii) in addition to the Recovery Amount, the Company may also recover any fees incurred by the Company in seeking to collect the Recovery Amount, including, but not limited to, the Company’s reasonable attorneys’ fees.

Notwithstanding the foregoing, ownership of less than five percent (5%) of the outstanding capital stock of any Person whose securities are registered under the Securities Exchange Act of 1934, as amended, in and of itself shall not be cause for automatic forfeiture under Section 6(b)(3), whether or not the subject Person is competitive with the Company.

(c) Except as provided in Article 5 with respect to a Covered Termination within 120 days before a Change in Control or a Covered Termination on or after a Change in Control, the portion of any Award under this Plan that has not been actually paid to the Participant prior to the date of such resignation or other termination of employment shall be forfeited, except that the Award Committee, in its discretion, may pay all or part of the amount that remains payable under an Award upon the disability or death of the Participant in accordance with such rules or procedures established by the Award Committee provided, however, that any amount of the Award payment that the Award Committee determines to pay shall be paid no later than March 15 of the year following the year that the Participant’s employment ends on account of disability or death.  Notwithstanding any provision of the Plan to the contrary, any Award paid to the Participant shall be subject to recovery by the Company in the event that the Participant is terminated for Cause and shall, to the extent permitted by law, be subject to recovery from any amounts owed by the Company to the Participant, including, but not limited to, offsetting any amounts owed under the Plan to the Company against any amounts otherwise owed to the Participant by the Company.

(d) If the Award Committee decides to pay all or part of an Award after the death of a Participant in accordance with this Section 6, the Participant may designate in writing one or more persons (“beneficiary”) to receive any unpaid portion of the Participant’s Award upon the death of the Participant.  By similar action, the Participant may designate a change of beneficiary at any time, which change shall be effective only upon receipt by the Award Committee of said notice.  The last such designation form filed with the Award Committee prior to the Participant’s death shall control.  The Award Committee may establish a form or other requirements for such designation.  If the Participant designates his spouse as a beneficiary, the divorce of Participant shall automatically revoke that designation of his spouse as beneficiary except to the extent otherwise provided in a subsequent beneficiary designation filed by the Participant with the Award Committee.  In the absence of a written designation, or in the event the Participant dies

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without a beneficiary surviving him, any amount which would otherwise be payable on account of his death shall be paid to the surviving spouse of the Participant or if none, to the Participant’s estate.  A beneficiary of a Participant shall have no interest or rights hereunder during the lifetime of the Participant.

Article 7. Administrative Provisions

A. The Plan was approved by the Board on March 28, 2014 to be effective as of January 1, 2014 for all services provided by Participants in 2014 and is amended and restated as set forth herein effective as of January 1, 2015.

B. Unless the Board provides otherwise, the Plan shall be administered and interpreted by the Award Committee, which has been provided absolute authority hereunder to administer the Plan.  The Board and its members, the members of the Award Committee and any other individual who may, from time to time, have been delegated responsibility with respect to the administration of this Plan (collectively, “Authorized Persons”), shall have the full authority, discretion and power necessary or desirable to administer and interpret this Plan, in accordance with the Plan terms.  Benefits under the Plan shall be payable only if the Authorized Persons in their respective sole and absolute discretion determine that any such benefits are properly payable under the Plan.  Without in any way limiting the foregoing, all Authorized Persons shall have complete authority, sole discretion and power to: (i) determine the Participants; (ii) determine the Performance Goals applicable to each Participant, as well as the relative weighting of each such Performance Goals to determine eligibility for payment of an Award hereunder; (iii) evaluate and determine the performance of Participants; (iv) determine the amount of the Award for each Participant; (v) interpret the provisions of this Plan and any other documentation used in connection with this Plan, including documentation specifying individual Participant Performance Goals, Award opportunities and the like; (vi) establish and interpret rules, regulations and procedures (written or by practice) for the administration of the Plan; and (vii) make all other determinations and take all other actions necessary or desirable for the administration or interpretation of this Plan.  The express grant in the Plan of any specific power to Authorized Persons shall not be construed as limiting any power or authority of such Authorized Person.  All actions, decisions and interpretations of the Authorized Persons shall be final, conclusive and binding on all parties.  All expenses of administering the Plan shall be borne by the Company.

C. Nothing in this Plan shall be deemed by implication, action or otherwise to constitute a contract of employment or otherwise to impose any limitation on any right of the Company to terminate a Participant’s employment at any time for any or no reason.

D. A Participant shall have no right to anticipate, alienate, sell, transfer, assign, pledge or encumber any right to receive any Award made under the Plan, nor will any Participant have any lien on any assets of the Company by reason of any Award made under the Plan.

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E. The Company shall have the right to deduct or withhold, or require a Participant to remit to the Company, any taxes required by law to be withheld from Awards made under this Plan.

F. The Plan may be amended, suspended or terminated at any time and from time to time, by action of the Board or the Award Committee, but in any event, the Plan will be terminated no later than upon the last date the Company pays all Participants any and all amounts that may due under the Plan and no amounts remain due and payable under the Plan to any person as determined by Award Committee.  The preceding sentence to the contrary notwithstanding, on and after a Change in Control, no amendment, suspension or termination of the Plan that adversely affects the rights of a Participant (or the beneficiary of a deceased Participant who has not received payment of an amount approved by the Award Committee under Article 6), shall be effective without the written consent of that Participant or beneficiary.

G. The adoption of the Plan does not imply any commitment to continue to maintain the Plan, or any modified version of the Plan, or any other plan for incentive compensation for such Participant for any period of time.  Neither the adoption of this Plan, its operation, nor any documents describing or referring to this Plan (or any part thereof) shall confer upon any employee any right to continue in the employ of the Company or in any way affect any right and power of the Company to terminate the employment of any employee at any time without assigning a reason therefor.

H. This Plan, insofar as it provides for Awards, shall be unfunded, and the Company shall not be required to segregate any assets that may at any time be represented by Awards under the Plan.  Any liability of the Company to any person with respect to any Awards under this Plan shall be based solely upon any contractual obligations which may be created pursuant to this Plan.  No such obligation of the Company shall be deemed to be secured by any pledge of, or other encumbrance on, any property of the Company.

I. In order to be effective, any amendment of this Plan or any Award must be in writing and made by the Award Committee.  No oral statement, representation, written presentation or the like shall have the effect of amending or modifying this Plan or any Award, or otherwise have any binding effect on the Company, the Board, the Chief Executive, the Award Committee or any individual who has been delegated authority to administer this Plan.

J. The Plan shall be construed in accordance with and governed by the substantive laws of the State of Delaware, without regard to principles of conflicts of law.

K. In case any provision of the Plan shall be held illegal or void, such illegality or invalidity shall not affect the remaining provisions of this Plan, but shall be fully

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severable, and the Plan shall be construed and enforced as if said illegal or invalid provisions had never been inserted herein.

L. Except for their own gross negligence or gross misconduct regarding the performance of the duties specifically assigned to them under, or their willful breach of the terms of this Plan, the Company (and its affiliates), Board and its members, the Award Committee and its members, and any other entity or individual administering any aspect of this Plan shall be held harmless by the Participants and their respective representatives, heirs, successors, and assigns, against liability or losses occurring by reason of any act or omission under the Plan.

M. No Shares shall be issued, no certificate for Shares shall be delivered, and no payment shall be made under this Plan except in compliance with all applicable federal and state laws and regulations (including, without limitation, withholding tax requirements) and the rules of all stock exchanges on which the Company’s shares may be listed.  The Company shall have the right to rely on an opinion of its counsel as to such compliance.  Any share certificate issued to evidence the issuance of Shares under this Plan may bear such legends and statements as the Award Committee may deem advisable to assure compliance with federal and state laws and regulations.  No Shares shall be issued, no certificate for shares shall be delivered, and no payment shall be made under this Plan until the Company has obtained such consent or approval as the Award Committee may deem advisable from regulatory bodies having jurisdiction over such matters.

N. Should the Company effect one or more stock dividends, stock splits, subdivisions or consolidations of Shares or other similar changes in capitalization, then the maximum number of Shares that may be issued under this Plan shall be proportionately adjusted and the terms of outstanding Awards shall be adjusted as the Award Committee shall determine to be equitably required.  Any determination made under this Article 7(N) by the Award Committee shall be final and conclusive.  The issuance by the Company of shares of stock of any class, or securities convertible into shares of stock of any class, for cash or property, or for labor or services, either upon direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon conversion of shares or obligations of the Company convertible into such shares or other securities, shall not affect, and no adjustment by reason thereof shall be made with respect to, Awards.

Executed on the 4thday of August, 2015 to be effective as of the 1st day of January, 2015.

MercadoLibre, Inc.

By:

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EX-10.07

MERCADOLIBRE, INC. 2015 LONG TERM RETENTION PROGRAM

Effective as of January 1, 2015

Contents

MercadoLibre, Inc. 2015 Long Term Retention Program

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MERCADOLIBRE, INC. 2015 LONG TERM RETENTION PROGRAM

Article 1. Purpose

The MercadoLibre, Inc. 2015 Long Term Retention Program (the “Plan”) is effective as of January 1, 2015.  The principal purpose of the Plan is to assist the Company in the retention of key employees that have valuable industry experience and developed competencies by rewarding Participants in relation to their individual results and their contributions to the organization, as well as overall Company goals and performance.

Article 2. Definitions

When used in the Plan, the following terms shall have the meanings set forth below:

“Affiliate” means with respect to any Person, a Person that controls, is controlled by, or is under common control with such Person (it being understood, that a Person shall be deemed to “control” another Person, for purposes of this definition, if such Person directly or indirectly has the power to direct or cause the direction of the management and policies of such other Person, whether through holding ownership interests in such other Person, through agreements or otherwise, and that direct or indirect ownership of ten percent (10%) or more of the voting interests of another Person shall always be deemed to constitute “control”).

“Award” means a specified amount, calculated in accordance with Article 5, payable to a Participant under this Plan for services provided to the Company in 2015 (i) in the case of Award payments made before a Change in Control, in cash, Shares or any combination of cash and Shares as determined by the Award Committee from time to time in its sole discretion or (ii) in the case of Award payments made on or after a Change in Control, in the form of cash only.  Award payments hereunder shall be contingent on the attainment of one or more Performance Goals.  The timing of the payment of an Award, as well as the conditions of such payment, is subject to the Plan terms.  An Award may, but is not required to, be evidenced by a separate agreement executed by the Participant.  Subject to Article 7, an Award will be subject to such terms and conditions which the Award Committee determine are appropriate.

“Award Committee” means the Compensation Committee of the Board, or such other committee that the Board appoints to administer this Plan, which shall have general administrative authority concerning the Plan, and shall, subject to Article 7, have the sole and absolute authority and discretion to resolve any and all terms and conditions of any Awards and disputes concerning the Plan and any Awards hereunder.

“Board” means the board of directors of the Company.

“Cause” means “cause” or a similar term set forth in the Participant’s employment agreement with the Company or, if no such agreement is then in effect, shall mean (A) the Participant’s material disregard of his responsibilities, authorities, powers, functions or duties or failure to act, (B) repeated or material negligence or misconduct by the Participant in the performance of his duties, (C) appropriation (or attempted

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appropriation) of a business opportunity of the Company, including attempting to secure or securing any personal profit in connection with any transaction entered into on behalf of the Company, (D) the commission by the Participant of any act of fraud, theft or financial dishonesty with respect to the Company, or any felony or criminal act involving moral turpitude or dishonesty on the part of the Participant, (E) the Participant’s habitual drunkenness or excessive absenteeism not related to sickness, and/or (F) the material breach by the Participant of any provision of his employment agreement that is not cured by the Executive within thirty (30) days after written notice of breach has been delivered to the Participant by the Company, unless such breach is incapable of cure (in which case the Participant shall not be entitled to an opportunity to cure), in each case of  clauses (A) through (F) above, as determined by the Board in good faith.

“Change in Control” shall mean a change in control of the Company which will be deemed to have occurred after the date hereof if:

(a) any “person” as such term is used in Section 3(a)(9) of the Exchange Act, as modified and used in Sections 13(d) and 14(d) thereof, is or becomes the beneficial owner, as such term is defined in Rule 13d-3 under the Exchange Act, directly or indirectly, of securities of the Company representing at least 50% of the combined voting power or common shares of the Company; provided, however, that such term shall not include (A) the Company or any of its subsidiaries, (B) any trustee or other fiduciary holding securities under an employee benefit plan of the Company or any of its affiliates, (C) an underwriter temporarily holding securities pursuant to an offering of such securities, (D) any corporation owned, directly or indirectly, by the shareholders of the Company in substantially the same proportions as their ownership of the Company’s common shares, or (E) any person or group as used in Rule 13d-1(b) under the Exchange Act;

(b) there is consummated a merger or consolidation of the Company or any of its direct or indirect subsidiaries with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or any parent thereof) more than 50% of the combined voting power and common shares of the Company or such surviving entity or any parent thereof outstanding immediately after such merger or consolidation; or

(c) there is completed a sale or disposition by the Company of all or substantially all of the Company’s assets (or any transaction having a similar effect, including a liquidation) other than a sale or disposition by the Company of all or substantially all of the Company’s assets to an entity, more than fifty percent (50%) of the combined voting power and common shares of which is owned by shareholders of the Company in substantially the same proportions as their ownership of the common shares of the Company immediately prior to such sale.

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“Company” means MercadoLibre, Inc. and its consolidated subsidiaries, and MercadoLibre, Inc.’s successors or assigns.

“Covered Termination” means (i) a termination of a Participant’s employment by the Company without Cause and for a reason other than the Participant’s death or disability (as determined under Article 6(a)) or (ii) a Participant’s resignation from the Company with Good Reason.

“Eligible Employee” means an individual who is designated by the Award Committee as eligible for this Plan and who is employed by the Company as determined by the Award Committee.

“Good Reason” means (i) a material diminution in the Participant’s duties, functions and responsibilities to the Company without the Participant’s consent or the Company preventing the Participant from fulfilling or exercising the Participant’s materials duties, functions and responsibilities to the Company without the Participant’s consent; (ii) a material reduction in the Participant’s base salary or bonus opportunity or (iii) a requirement that the Participant relocate the Participant’s employment more than fifty (50) miles from the location of the Participant’s principal office without the consent of the Participant.  A Participant’s resignation shall not be a resignation with Good Reason unless the Participant gives the Company written notice (delivered within thirty (30) days after the Participant knows of the event, action, etc. that the Participant asserts constitutes Good Reason), the event, action, etc. that the Participant asserts constitutes Good Reason is not cured, to the reasonable satisfaction of the Participant, within thirty (30) days after such notice and the Participant resigns effective not later than thirty (30) days after the expiration of such cure period.

“Market Value” of a Share, as of any date, means (i) the average closing sale price of one Share as reported on a national stock exchange, including, but not limited to, the NASDAQ Global Market (a “National Stock Exchange”) during the 60-trading day period (or such shorter period as the Shares are so listed) ending on the last trading day immediately preceding such date; (ii) if the Shares are not listed for trading on a National Stock Exchange during any day in that 60-trading day period but are quoted on the Over-the-Counter-Bulletin Board (the “OTCBB”), the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 60-trading day period (or such shorter period as the Shares are so quoted) ending on the last trading day immediately preceding such date, (iii) if the Shares are not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on a National Stock Exchange, the average closing sale price of one Share as reported on the National Stock Exchange during the 90-trading day period ending on the last day the Shares were listed for trading on such Exchange or (iv) if the Shares are not listed for trading on a National Stock Exchange or quoted on the OTCBB during any day in that 60-trading day period and the shares were last traded on the OTCBB, the mean between the closing bid and closing asked prices for the Shares as quoted on the OTCBB during the 90-trading day period ending on the last day the Shares were quoted on the OTCBB.  For purposes of calculating the benefits and valuing Shares for the single cash payment payable within fifteen (15) days after a Change in Control,

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the term “Market Value” means the amount determined under the preceding sentence determined as of the date on which the Change in Control occurs.  For purposes of calculating benefits and valuing Shares for other payments payable after a Change of Control, the term “Market Value” means, (x) in the event the Company is not the surviving entity in the Change in Control, the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs, or, (y) in the event the Company is the surviving entity in the Change in Control, the greater of (A) the amount determined under the first sentence of this paragraph and determined as of the date the benefit is a payable (e.g., as of March 31 of the appropriate year or the date of a Participant’s Covered Termination , as applicable) or (B) the amount determined under the first sentence of this paragraph and determined as of the date on which the Change in Control occurs.

“MercadoLibre Business” means any activities directly or indirectly related to Online Transactional Platforms, Online Classified Advertisements and/or Payment Platforms.

“Minimum Eligibility Conditions” means the minimum conditions established by the Award Committee and approved by the Board that a Participant must meet in order to be eligible to receive payments under any Award hereunder.

“Online Classified Advertisements” means listings of goods, products or services on Internet sites, which listings (1) serve the same purpose as the listings appearing in the classifieds section of printed newspapers, (2) include direct contact information of the seller via telephone, e-mail or any offline method, which contact information is readily and continuously available to any visitor without restriction or special action required from the visitor, or provide for a method to contact the seller so that the seller may then respond providing direct contact information, and (3) are on Internet sites the operator or administrator of which does not (x) play any role in consummating the transaction to which the listing relates, or (y) provide any information (other than contact information) to the seller regarding the potential buyer or interested party, or otherwise serve as middle-man between a potential buyer and seller (other than for the limited purposes expressly set forth in this paragraph), or (z) charge any fee or commission for such transaction (including, without limitation, any fees for completion of transactions and/or fees based on number of users contacting another user) other than a listing fee, which is a fee for placing the listing on the website and is chargeable before or at the time such listing appears.  Examples of Online Classifieds Advertisements include Craigslist.com, Kijiji.com, and olx.com.

“Online Transactional Platforms” means online transactional platforms or similar as determined by the Award Committee including, but not limited to, (a) any online platform offering a wide variety of product lines and/or services, operating in a manner similar to Amazon.com or Submarino.com as of the date hereof and/or (b) online transactional marketplaces located on websites in which sellers and potential buyers transact for any kinds of goods and/or services, which goods and/or services are displayed on such website, and in which the sellers’ and potential buyers’ initial contact can only be made through such website (for purposes of initial contact, direct contact information of another user is not made available to users, in accordance with the terms

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of use of such website), such as eBay.com, MercadoLibre.com, DeRemate.com, etc. (and any such domain name with country suffixes).

“Participant” means an Eligible Employee who is designated as eligible to receive an Award for services provided in 2015.  The designation of an individual as a Participant under this Plan shall not provide the individual with any rights to any future participation for any subsequent long term retention plans that may be adopted by the Company in future years but, subject to the terms of the Plan, an individual shall remain a Participant for purposes of receiving a payment of Award until such individual ceases to be an Eligible Employee.

“Payments Platforms” means websites or platforms enabling the sending, receipt, holding and/or transfer of money from one user to another user through an account that is funded by, among other things, traditional payment methods and then used to transact with another user electronically, such as PayPal.com, MercadoPago.com, or Dineromail.com (and any such domain name with country suffixes).

“Performance Goals” means any goals, metrics or other performance measures established for a Participant for services provided in 2015, the attainment of which will result in an Award becoming payable to the Participant, subject to the terms of the Plan.  It is currently anticipated that Performance Goals generally will be based on, and support, both individual and Company goals and may also include goals established for the particular division, affiliate or country in which the Participant is located.

“Person” means and includes a natural person, a corporation, an association, a partnership, a limited liability company, a trust, a joint venture, an unincorporated organization or any other similar entity or a governmental or quasi-governmental body.

“Shares” means shares of Common Stock of the Company, $0.001 par value per share.

“Territory” means the United States of America and each country and territory in Latin America and the Caribbean, including, without limitation, Argentina, Bolivia, Brazil, Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, El Salvador, Guatemala, Honduras, Mexico, Nicaragua, Panama, Paraguay, Peru, Puerto Rico, Uruguay, and Venezuela.

Article 3. Participation; Performance Goals and Award Opportunities

The amount of the Award for each Plan Participant and the Performance Goals applicable to such Award will be established by the Award Committee and communicated to each Plan Participant.  The amount of each Award may be different for each Participant or levels of Participants as determined by the Award Committee.

The amount of each Award shall be enumerated as a specified amount, calculated in accordance with Article 5 hereof, of United States dollars, unless the Award Committee determines the amount of any such Award in a local currency.  The amount of each Award, to the extent it becomes payable, shall be paid (i) in the case of Award payments made before a Change in Control, in cash, Shares or any combination thereof (including, but not limited to, either all cash

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or all Shares) as the Award Committee may deem appropriate and desirable from time to time during the term of the Plan or (ii) in the case of Award payments made on or after a Change in Control, in the form of cash only.  The number of Shares issuable under an Award, if any, shall equal the quotient of (a) divided by (b), where (a), the numerator, equals the U.S. dollar amount of the Award that is payable in Shares, and (b), the denominator, equals the Market Value of the Shares as of the close of business on the business day prior to the date the Award is payable in any such year.  Any Shares issued hereunder as payment of all or a portion of the Award as of any date shall be issued from the Company’s 2009 Equity Compensation Plan, or any such amended or successor plan thereto.

Article 4. Review of Participant’s Performance

Performance Goals will generally be set and determined for the 2015 calendar year by the Award Committee.  The Award Committee, with input from the Company officer responsible for each Participant, will evaluate such Participant’s performance relative to the Performance Goals.

Article 5. Payment of Awards

If a Participant does not satisfy the Minimum Eligibility Conditions, then the Award shall be forfeited, and shall not become payable to such Participant under this Plan.  If the Participant meets the Minimum Eligibility Conditions, the Award shall become payable to the Participant in accordance with and subject to the terms of this Article 5 and Article 6.

Subject to the following paragraphs and Article 6, only if the Participant is employed as an Eligible Employee on the date each portion of the Award is to be paid to such Participant, the Award shall be payable as follows:

(1) 8.33% of the Award shall be payable to the Participant on or about March 31 of each calendar year for a period of six years starting in 2016; and

(2) the Participant shall receive on or about March 31 of each calendar year for a period of six years starting in 2016, an Award payment equal in value to the product of (i) multiplied by (ii), where (i) equals 8.33% of the Award and (ii) equals the quotient of (a) divided by (b), where (a), the numerator, equals the Market Value as of the applicable payment date and (b), the denominator, equals [$126.13] (the average closing price of the Company’s common stock on the NASDAQ Global Market during the final 60 trading days of 2014).

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan:

(1) Each Participant who is employed by the Company on the date a Change in Control occurs shall be vested in the right to receive fifty percent (50%) of the Award payments scheduled to be paid thereafter.

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(3) As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to fifty percent (50%) of the Award payments scheduled to be paid after the Change in Control (based on the Market Value on the date the Change in Control occurs).

(4) Each Award payment scheduled to be paid after the Change in Control shall be reduced by fifty percent (50%), i.e., to reflect the single cash payment under clause (2) of this paragraph, and shall continue to be paid on each March 31 in accordance with the preceding paragraph, subject to the Participant’s continued employment; provided, however, that if a Participant described in clause (1) of this paragraph experiences a Covered Termination on or after Change in Control, then any Award payments scheduled to be paid after the Covered Termination shall be paid in a single cash payment (based on the Market Value on the date of the Covered Termination) within fifteen (15) days after the Covered Termination.

Notwithstanding anything in the Plan or any agreement entered into in connection with or pursuant to the Plan:

(1) The portion of any Award under this Plan that was forfeited or forfeitable upon the Participant’s Covered Termination before a Change in Control shall be reinstated (or if not yet forfeited, retained) as of the date of the Change in Control if such date is not more than 120 days after the date of the Covered Termination.

(5) As soon as practicable after the date a Change in Control occurs, but in no event more than fifteen (15) days after the date a Change in Control occurs, each Participant described in clause (1) of this paragraph shall receive a single cash payment equal to one hundred percent (100%) of the Award payments scheduled to be paid after the date of the Participant’s Covered Termination.  With respect to any Award payment originally scheduled to have been paid before the date of the Change in Control, the amount of such payment will be based on the Market Value on the date of the Covered Termination.  With respect to any Award payments scheduled to be paid on or after the Change in Control, the amount of such payment will be based on the Market Value on the date the Change in Control occurs.

Notwithstanding anything in the Plan or any other agreement entered into in connection with or pursuant to the Plan, if the provisions of the Deficit Reduction Act of 1984 (“DEFRA”) or Section 280G of the Internal Revenue Code of 1986, as amended (“Code”) relating to “excess parachute payments” (as defined by the Code) shall be applicable to any payment of an Award under the Plan, then the total amount of such payment shall be reduced by the least amount necessary such that the provisions of DEFRA and Section 280G of the Code relating to “excess

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parachute payments” shall no longer be applicable to any payment of an Award or any other compensation that is subject to Section 280G of the Code; provided ,  however , that the Company shall use its commercially reasonable efforts to obtain the requisite approvals so that the limiting provisions of DEFRA and Section 280G of the Code would not be applicable to such payment.

Article 6. Termination of Employment; Forfeitures

(a) Except as provided in Article 5 with respect to a Covered Termination within 120 days before a Change in Control or a Covered Termination on or after a Change in Control, participation in the Plan shall cease immediately upon a Participant’s retirement, resignation or termination of employment as an Eligible Employee for any reason (with or without Cause), or if determined by the Award Committee, upon the Participant’s death or disability.  Disability will be determined under the Company’s long term disability plan, if any, or upon receipt of a letter of determination or similar of the Participant’s complete disability by the applicable governmental authority under local applicable law, which complete disability entitles the Participant to disability payments under local law.

(b) In the event that:

(1) while the Participant is employed by the Company, he or she engages in, directly or indirectly, any other business or activity that could materially or adversely affect the Company’s business or his or her ability to perform his or her duties for the Company, including, but not limited to, any activities adversely affecting the MercadoLibre Business anywhere in the Territory;

(6) while the Participant is employed by the Company or during the one-year period following the termination of the Participant’s employment for any reason, he or she directly or indirectly, on his or her own behalf or on behalf of another Person or entity, hires or solicits for hire any employees of the Company or its Affiliates or in any manner attempts to influence or induce any employee of the Company or its Affiliates to leave their employment; or

(7) while the Participant is employed by the Company or during the one-year period following the termination of the Participant’s employment for any reason, he or she alone (or in association with any other Person) directly or indirectly, in any capacity, owns, operates, manages, controls, engages in, invests in, becomes employed by, acts as a consultant or advisor to, or provides services for, or otherwise assists any other Person in activities that are competitive with the MercadoLibre Business anywhere in the Territory,

he or she will automatically forfeit any and all benefits received under the Plan and any and all benefits which the Participant may otherwise be entitled to receive under the Plan.  If the Participant terminates employment with the Company for any reason (with or without Cause)

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and he or she alone (or in association with any other Person) takes any of the action set forth in subparagraph (1), (2) or (3) above, the Participant will be required to immediately, and in no event more than five days following the termination of the Participant’s employment, return all amounts which the Participant has received under the terms of the Plan (the “Recovery Amount”), and the Participant and the Company hereby agree to the following, notwithstanding any Plan provision to the contrary:

(i) that the Company may withhold all or a portion of the Recovery Amount from any salary, wages or other amounts due to the Participant from the Company; and

(ii) in addition to the Recovery Amount, the Company may also recover any fees incurred by the Company in seeking to collect the Recovery Amount, including, but not limited to, the Company’s reasonable attorneys’ fees.

Notwithstanding the foregoing, ownership of less than five percent (5%) of the outstanding capital stock of any Person whose securities are registered under the Securities Exchange Act of 1934, as amended, in and of itself shall not be cause for automatic forfeiture under Section 6(b)(3), whether or not the subject Person is competitive with the Company.

(c) Except as provided in Article 5 with respect to a Covered Termination within 120 days before a Change in Control or a Covered Termination on or after a Change in Control, the portion of any Award under this Plan that has not been actually paid to the Participant prior to the date of such resignation or other termination of employment shall be forfeited, except that the Award Committee, in its discretion, may pay all or part of the amount that remains payable under an Award upon the disability or death of the Participant in accordance with such rules or procedures established by the Award Committee provided, however, that any amount of the Award payment that the Award Committee determines to pay shall be paid no later than March 15 of the year following the year that the Participant’s employment ends on account of disability or death.  Notwithstanding any provision of the Plan to the contrary, any Award paid to the Participant shall be subject to recovery by the Company in the event that the Participant is terminated for Cause and shall, to the extent permitted by law, be subject to recovery from any amounts owed by the Company to the Participant, including, but not limited to, offsetting any amounts owed under the Plan to the Company against any amounts otherwise owed to the Participant by the Company.

(d) If the Award Committee decides to pay all or part of an Award after the death of a Participant in accordance with this Section 6, the Participant may designate in writing one or more persons (“beneficiary”) to receive any unpaid portion of the Participant’s Award upon the death of the Participant.  By similar action, the Participant may designate a change of beneficiary at any time, which change shall be effective only upon receipt by the Award Committee of said notice.  The last such designation form filed with the Award Committee prior to the Participant’s death shall control.  The Award Committee may establish a form or other requirements for such designation.  If the Participant designates his spouse as a beneficiary, the divorce of Participant shall automatically revoke that designation of his spouse as beneficiary except to the extent otherwise provided in a subsequent beneficiary designation filed by the Participant with the Award Committee.  In the absence of a written designation, or in the event the Participant dies

9

without a beneficiary surviving him, any amount which would otherwise be payable on account of his death shall be paid to the surviving spouse of the Participant or if none, to the Participant’s estate.  A beneficiary of a Participant shall have no interest or rights hereunder during the lifetime of the Participant.

Article 7. Administrative Provisions

A. The Plan was approved by the Board on August 4, 2015 to be effective as of January 1, 2015 for all services provided by Participants in 2015.

B. Unless the Board provides otherwise, the Plan shall be administered and interpreted by the Award Committee, which has been provided absolute authority hereunder to administer the Plan.  The Board and its members, the members of the Award Committee and any other individual who may, from time to time, have been delegated responsibility with respect to the administration of this Plan (collectively, “Authorized Persons”), shall have the full authority, discretion and power necessary or desirable to administer and interpret this Plan, in accordance with the Plan terms.  Benefits under the Plan shall be payable only if the Authorized Persons in their respective sole and absolute discretion determine that any such benefits are properly payable under the Plan.  Without in any way limiting the foregoing, all Authorized Persons shall have complete authority, sole discretion and power to: (i) determine the Participants; (ii) determine the Performance Goals applicable to each Participant, as well as the relative weighting of each such Performance Goals to determine eligibility for payment of an Award hereunder; (iii) evaluate and determine the performance of Participants; (iv) determine the amount of the Award for each Participant; (v) interpret the provisions of this Plan and any other documentation used in connection with this Plan, including documentation specifying individual Participant Performance Goals, Award opportunities and the like; (vi) establish and interpret rules, regulations and procedures (written or by practice) for the administration of the Plan; and (vii) make all other determinations and take all other actions necessary or desirable for the administration or interpretation of this Plan.  The express grant in the Plan of any specific power to Authorized Persons shall not be construed as limiting any power or authority of such Authorized Person.  All actions, decisions and interpretations of the Authorized Persons shall be final, conclusive and binding on all parties.  All expenses of administering the Plan shall be borne by the Company.

C. Nothing in this Plan shall be deemed by implication, action or otherwise to constitute a contract of employment or otherwise to impose any limitation on any right of the Company to terminate a Participant’s employment at any time for any or no reason.

D. A Participant shall have no right to anticipate, alienate, sell, transfer, assign, pledge or encumber any right to receive any Award made under the Plan, nor will any Participant have any lien on any assets of the Company by reason of any Award made under the Plan.

10

E. The Company shall have the right to deduct or withhold, or require a Participant to remit to the Company, any taxes required by law to be withheld from Awards made under this Plan.

F. The Plan may be amended, suspended or terminated at any time and from time to time, by action of the Board or the Award Committee, but in any event, the Plan will be terminated no later than upon the last date the Company pays all Participants any and all amounts that may due under the Plan and no amounts remain due and payable under the Plan to any person as determined by Award Committee.  The preceding sentence to the contrary notwithstanding, on and after a Change in Control, no amendment, suspension or termination of the Plan that adversely affects the rights of a Participant (or the beneficiary of a deceased Participant who has not received payment of an amount approved by the Award Committee under Article 6), shall be effective without the written consent of that Participant or beneficiary.

G. The adoption of the Plan does not imply any commitment to continue to maintain the Plan, or any modified version of the Plan, or any other plan for incentive compensation for such Participant for any period of time.  Neither the adoption of this Plan, its operation, nor any documents describing or referring to this Plan (or any part thereof) shall confer upon any employee any right to continue in the employ of the Company or in any way affect any right and power of the Company to terminate the employment of any employee at any time without assigning a reason therefor.

H. This Plan, insofar as it provides for Awards, shall be unfunded, and the Company shall not be required to segregate any assets that may at any time be represented by Awards under the Plan.  Any liability of the Company to any person with respect to any Awards under this Plan shall be based solely upon any contractual obligations which may be created pursuant to this Plan.  No such obligation of the Company shall be deemed to be secured by any pledge of, or other encumbrance on, any property of the Company.

I. In order to be effective, any amendment of this Plan or any Award must be in writing and made by the Award Committee.  No oral statement, representation, written presentation or the like shall have the effect of amending or modifying this Plan or any Award, or otherwise have any binding effect on the Company, the Board, the Chief Executive, the Award Committee or any individual who has been delegated authority to administer this Plan.

J. The Plan shall be construed in accordance with and governed by the substantive laws of the State of Delaware, without regard to principles of conflicts of law.

K. In case any provision of the Plan shall be held illegal or void, such illegality or invalidity shall not affect the remaining provisions of this Plan, but shall be fully

11

severable, and the Plan shall be construed and enforced as if said illegal or invalid provisions had never been inserted herein.

L. Except for their own gross negligence or gross misconduct regarding the performance of the duties specifically assigned to them under, or their willful breach of the terms of this Plan, the Company (and its affiliates), Board and its members, the Award Committee and its members, and any other entity or individual administering any aspect of this Plan shall be held harmless by the Participants and their respective representatives, heirs, successors, and assigns, against liability or losses occurring by reason of any act or omission under the Plan.

M. No Shares shall be issued, no certificate for Shares shall be delivered, and no payment shall be made under this Plan except in compliance with all applicable federal and state laws and regulations (including, without limitation, withholding tax requirements) and the rules of all stock exchanges on which the Company’s shares may be listed.  The Company shall have the right to rely on an opinion of its counsel as to such compliance.  Any share certificate issued to evidence the issuance of Shares under this Plan may bear such legends and statements as the Award Committee may deem advisable to assure compliance with federal and state laws and regulations.  No Shares shall be issued, no certificate for shares shall be delivered, and no payment shall be made under this Plan until the Company has obtained such consent or approval as the Award Committee may deem advisable from regulatory bodies having jurisdiction over such matters.

N. Should the Company effect one or more stock dividends, stock splits, subdivisions or consolidations of Shares or other similar changes in capitalization, then the maximum number of Shares that may be issued under this Plan shall be proportionately adjusted and the terms of outstanding Awards shall be adjusted as the Award Committee shall determine to be equitably required.  Any determination made under this Article 7(N) by the Award Committee shall be final and conclusive.  The issuance by the Company of shares of stock of any class, or securities convertible into shares of stock of any class, for cash or property, or for labor or services, either upon direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon conversion of shares or obligations of the Company convertible into such shares or other securities, shall not affect, and no adjustment by reason thereof shall be made with respect to, Awards.

Executed on the 4th day of August, 2015 to be effective as of the 1st day of January, 2015.

MercadoLibre, Inc.

By:

12

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO

RULE 13A-14 OF THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Marcos Galperin, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of MercadoLibre, Inc. (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s Board of Directors (or persons performing the equivalent function):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

August6, 2015.	By:	/s/ Marcos Galperin
		Marcos Galperin
		President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO

RULE 13A-14 OF THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Pedro Arnt, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of MercadoLibre, Inc. (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s Board of Directors (or persons performing the equivalent function):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

August6, 2015.	By:	/s/ Pedro Arnt
		Pedro Arnt
		Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of MercadoLibre, Inc. (the “Company”) for the period ended June 30, 2015 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Marcos Galperin, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Marcos Galperin

Marcos Galperin

President and Chief Executive Officer

(Principal Executive Officer)

August6, 2015.

The foregoing certification is being furnished solely to accompany this report pursuant to 18 U.S.C. 1350, and is not being filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and is not to be incorporated by reference into any filing of the Company whether made before or after the date hereof, regardless of any general incorporation language in such filing. A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of MercadoLibre, Inc. (the “Company”) for the period ended June 30, 2015 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Pedro Arnt, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Pedro Arnt

Pedro Arnt

Executive Vice President and Chief Financial Officer

(Principal Financial Officer)

August6, 2015.

The foregoing certification is being furnished solely to accompany this report pursuant to 18 U.S.C. 1350, and is not being filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and is not to be incorporated by reference into any filing of the Company whether made before or after the date hereof, regardless of any general incorporation language in such filing. A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Business Combinations, Goodwill and Intangible Assets (Expected Intangible Asset Amortization Expense) (Details) $ in Thousands	Jun. 30, 2015 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
For year ended 12/31/2015	$ 2,099
For year ended 12/31/2016	4,169
For year ended 12/31/2017	3,902
For year ended 12/31/2018	2,956
Thereafter	6,827
Total estimated aggregate amortization expense	$ 19,953

XML

2.25% Convertible Senior Notes Due 2019 (Carrying Amounts of Liability and Equity Components) (Details) - 2.25% Convertible Senior Notes Due 2019 [Member] - USD ($)		Jun. 30, 2015	Dec. 31, 2014	Jun. 30, 2014
Debt Instrument [Line Items]
Amount of the equity component	[1]	$ 45,808,000	$ 45,808,000
2.25% convertible senior notes due 2019		330,000,000	330,000,000	$ 330,000,000
Unamortized debt discount	[2]	(38,588,000)	(42,844,000)
Unamortized transaction costs related to the debt component		(5,933,000)	(6,526,000)
Contractual coupon interest accrual		3,713,000	3,733,000
Contractual Coupon Interest Payment		(3,713,000)	(3,733,000)
Net carrying amount		$ 285,479,000	$ 280,630,000

[1] Net of $1,177 thousands of transaction costs related to the equity component of the Notes.

[2] As of June 30, 2015, the remaining period over which the unamortized debt discount will be amortized is 4 years.

XML

Fair Value Measurement of Assets and Liabilities (Fair Value of Money Market Funds, Short and Long-Term Investments Classified as Available for Sale Securities) (Details) - USD ($) $ in Thousands		Jun. 30, 2015	Dec. 31, 2014
Schedule of Available-for-sale Securities [Line Items]
Cost		$ 373,266	$ 346,677
Gross Unrealized Gains		217	25
Gross Unrealized Losses	[1]	(260)	(603)
Estimated Fair Value		373,223	346,099
Cash and Cash Equivalents [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost		65,145	50,540
Gross Unrealized Gains		33	2
Gross Unrealized Losses	[1]	(3)	(43)
Estimated Fair Value		65,175	50,499
Time Deposits [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost		98,763	90,414
Gross Unrealized Gains		13	1
Gross Unrealized Losses	[1]	(52)	(80)
Estimated Fair Value		98,724	90,335
Long-Term Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost		209,358	205,723
Gross Unrealized Gains		171	22
Gross Unrealized Losses	[1]	(205)	(480)
Estimated Fair Value		209,324	205,265
Money Market Funds [Member] | Cash and Cash Equivalents [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost		52,781	37,531
Gross Unrealized Gains		33	2
Gross Unrealized Losses	[1]		(38)
Estimated Fair Value		52,814	37,495
Sovereign Debt Securities [Member] | Cash and Cash Equivalents [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost		327
Estimated Fair Value		327
Sovereign Debt Securities [Member] | Time Deposits [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost		3,273	4,726
Gross Unrealized Gains		0
Gross Unrealized Losses	[1]	(6)	(4)
Estimated Fair Value		3,267	4,722
Sovereign Debt Securities [Member] | Long-Term Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost		52,489	44,511
Gross Unrealized Gains		62
Gross Unrealized Losses	[1]	(2)	(83)
Estimated Fair Value		52,549	44,428
Corporate Debt Securities [Member] | Cash and Cash Equivalents [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost		12,037	13,009
Gross Unrealized Losses	[1]	(3)	(5)
Estimated Fair Value		12,034	13,004
Corporate Debt Securities [Member] | Time Deposits [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost		88,476	81,886
Gross Unrealized Gains		9
Gross Unrealized Losses	[1]	(46)	(75)
Estimated Fair Value		88,439	81,811
Corporate Debt Securities [Member] | Long-Term Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost		154,369	157,205
Gross Unrealized Gains		108	22
Gross Unrealized Losses	[1]	(203)	(395)
Estimated Fair Value		154,274	156,832
Certificates of Deposit [Member] | Time Deposits [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost		7,014	3,802
Gross Unrealized Gains		4	1
Gross Unrealized Losses	[1]		(1)
Estimated Fair Value		7,018	3,802
Certificates of Deposit [Member] | Long-Term Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost		2,500	4,007
Gross Unrealized Gains		1
Gross Unrealized Losses	[1]		(2)
Estimated Fair Value		$ 2,501	$ 4,005

[1] Unrealized losses from securities are primarily attributable to market price movements. Management does not believe any remaining unrealized losses represent other-than-temporary impairments based on the evaluation of available evidence including the credit rating of the investments, as of June 30, 2015 and December 31, 2014.

XML

2.25% Convertible Senior Notes Due 2019 (Carrying Amounts of Liability and Equity Components - Additional Information) (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Debt Instrument [Line Items]
Transaction costs related to the equity component	$ 1,177
2.25% Convertible Senior Notes Due 2019 [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		2.25%
2.25 % Convertible Senior Notes Due 2019 [Member] | 2.25% Convertible Senior Notes Due 2019 [Member]
Debt Instrument [Line Items]
Remaining period over which the unamortized debt discount will be amortized	4 years

XML

Fair Value Measurement of Assets and Liabilities (Financial Assets and Liabilities Measured at Fair Value on Recurring Basis) (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Assets
Total Financial Assets	$ 373,223	$ 346,099
Contingent consideration	12,075	4,833
Total Financial Liabilities	12,075	4,833
Certificates of Deposit [Member]
Assets
Investments	9,519	7,807
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Assets
Total Financial Assets	250,338	146,672
Significant Other Observable Inputs (Level 2) [Member]
Assets
Total Financial Assets	122,885	199,427
Contingent consideration	12,075	4,833
Total Financial Liabilities	12,075	4,833
Significant Other Observable Inputs (Level 2) [Member] | Certificates of Deposit [Member]
Assets
Investments	9,519	7,807
Money Market Funds [Member]
Assets
Cash and Cash Equivalents	52,814	37,495
Money Market Funds [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Assets
Cash and Cash Equivalents	52,814	37,495
Sovereign Debt Securities [Member]
Assets
Cash and Cash Equivalents	327
Investments	55,816	49,150
Sovereign Debt Securities [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Assets
Cash and Cash Equivalents	327
Investments	53,874	49,150
Sovereign Debt Securities [Member] | Significant Other Observable Inputs (Level 2) [Member]
Assets
Investments	1,942
Corporate Debt Securities [Member]
Assets
Cash and Cash Equivalents	12,034	13,004
Investments	242,713	238,643
Corporate Debt Securities [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Assets
Cash and Cash Equivalents		108
Investments	143,323	59,919
Corporate Debt Securities [Member] | Significant Other Observable Inputs (Level 2) [Member]
Assets
Cash and Cash Equivalents	12,034	12,896
Investments	$ 99,390	$ 178,724

XML

Net Income Per Share (Additional Information) (Details)	Jun. 30, 2014
2.25% Convertible Senior Notes Due 2019 [Member]
Net Income Per Share [Line Items]
Debt instrument, interest rate	2.25%

XML

Cash Dividend Distribution (Additional Information) (Details) - USD ($)		1 Months Ended				3 Months Ended		6 Months Ended		12 Months Ended
	Apr. 30, 2015	Oct. 31, 2014	Jul. 31, 2014	Apr. 30, 2014	Feb. 28, 2014	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014	Aug. 04, 2015	Feb. 24, 2015
Dividends Payable [Line Items]
Cash dividends approved												$ 4,548,000
Cash dividends approved, per share												$ 0.103
Cash dividend distribution		$ 7,330,000								$ 29,318,000
Cash dividend distribution, per share		$ 0.166								$ 0.664
Cash dividend declared	$ 4,548,000.000	$ 7,330,000	$ 7,330,000	$ 7,330,000	$ 7,330,000
Cash dividend declared, per share	$ 0.103	$ 0.166	$ 0.166	$ 0.166	$ 0.166	$ 0.103	$ 0.166	$ 0.206	$ 0.332
Dividend payable date								Oct. 15, 2015
Dividends payment, date of record								Sep. 30, 2015
Subsequent Events [Member]
Dividends Payable [Line Items]
Cash dividends approved											$ 4,548,000
Cash dividends approved, per share											$ 0.103
First Quarter Previous Year [Member]
Dividends Payable [Line Items]
Dividend payable date								Apr. 15, 2015
Dividends payment, date of record								Mar. 29, 2015
Second Quarter Previous Year [Member]
Dividends Payable [Line Items]
Dividend payable date								Jul. 15, 2015
Dividends payment, date of record								Jun. 30, 2015
Third Quarter Previous Year [Member]
Dividends Payable [Line Items]
Dividend payable date								Oct. 15, 2014
Dividends payment, date of record								Sep. 30, 2015
Fourth Quarter Previous Year [Member]
Dividends Payable [Line Items]
Dividend payable date								Jan. 15, 2015
Dividends payment, date of record								Dec. 31, 2014
Fourth Quarter [Member]
Dividends Payable [Line Items]
Dividend payable date								Jan. 15, 2015
Dividends payment, date of record								Dec. 31, 2014
First Quarter [Member]
Dividends Payable [Line Items]
Dividend payable date								Apr. 15, 2015
Dividends payment, date of record								Mar. 31, 2015
Second Quarter [Member]
Dividends Payable [Line Items]
Dividend payable date								Jul. 15, 2015
Dividends payment, date of record								Jun. 30, 2015

XML

2.25% Convertible Senior Notes Due 2019 (Tables)

6 Months Ended

Jun. 30, 2015

2.25% Convertible Senior Notes Due 2019 [Abstract]

Carrying Amounts of Liability and Equity Components

	June 30, 2015		December 31, 2014
		(In thousands)
Amount of the equity component (1)	$	45,808	$	45,808
2.25% convertible senior notes due 2019	$	330,000	$	330,000
Unamortized debt discount (2)		(38,588)		(42,844)
Unamortized transaction costs related to the debt component		(5,933)		(6,526)
Contractual coupon interest accrual		3,713		3,733
Contractual coupon interest payment		(3,713)		(3,733)
Net carrying amount	$	285,479	$	280,630

(1) Net of $1,177 thousands of transaction costs related to the equity component of the Notes.

(2) As of June 30, 2015, the remaining period over which the unamortized debt discount will be amortized is 4 years.

Summary of Interest Expense for Contractual Interest and Accretion of Debt Discount

	Six-month period ended June 30, 2015		Three-month period ended June 30, 2015
	(In thousands)		(In thousands)
Contractual coupon interest expense	$	3,713	$	1,857
Amortization of debt discount		4,256		2,128
Amortization of debt issuance costs		593		294
Total interest expense related to Notes	$	8,562	$	4,279

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Commitments and Contingencies (Details) BRL in Millions					6 Months Ended		12 Months Ended
	Aug. 15, 2011 BRL	Sep. 23, 2010 USD ($)	Aug. 25, 2010 USD ($)	Jun. 29, 2009 USD ($)	Jun. 30, 2015 BRL item	Jun. 30, 2015 USD ($)	Dec. 31, 2007 USD ($)	Jun. 30, 2015 USD ($) item
Loss Contingencies [Line Items]
Reserves for proceeding-related contingencies | $								$ 2,755,000
Aggregate amount for legal actions for which no loss amount has been accrued | $								$ 4,609,000
Argentinean Subsidiaries [Member]
Loss Contingencies [Line Items]
Number of lawsuits pending					42			42
Number of legal actions pending					858			858
Mexican Subsidiaries [Member]
Loss Contingencies [Line Items]
Number of lawsuits pending					2			2
Number of legal actions pending					60			60
State of Sao Paulo Fraud Claim [Member]
Loss Contingencies [Line Items]
Daily non-compliance penalty | $			$ 6,000	$ 2,500
Penalty and damages | $		$ 6,000
City of Sao Paulo Tax Claim [Member]
Loss Contingencies [Line Items]
Approximate additional amount related to asserted taxes and fines					BRL 41.0	$ 13,200,000	$ 5,900,000
Total amount of claim including surcharges and interest | $								$ 5,800,000
Deposit with court | BRL	BRL 9.5
Accrued interests					BRL 12.2			$ 3,900,000
Brazilian Ordinary Courts [Member] | Brazilian Subsidiaries [Member]
Loss Contingencies [Line Items]
Number of lawsuits pending					665			665
Brazilian Consumer Courts [Member] | Brazilian Subsidiaries [Member]
Loss Contingencies [Line Items]
Number of lawsuits pending					2,598			2,598
Brazilian Federal Tax Claims [Member]
Loss Contingencies [Line Items]
Approximate additional amount related to asserted taxes and fines					BRL 6.2	$ 2,000,000

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Segment Reporting (Allocation of Long-Lived Tangible Assets Based on Geography) (Details) - USD ($) $ in Thousands		Jun. 30, 2015	Dec. 31, 2014
Revenues from External Customers and Long-Lived Assets [Line Items]
Other countries long-lived tangible assets		$ 72,028	$ 78,319
Total long-lived tangible assets		82,735	91,545
United States [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Other countries long-lived tangible assets		10,707	13,226
Argentina [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Other countries long-lived tangible assets		29,394	28,005
Brazil [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Other countries long-lived tangible assets		14,805	8,237
Mexico [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Other countries long-lived tangible assets		2,709	2,801
Venezuela [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Other countries long-lived tangible assets	[1]	21,264	36,237
Other Countries [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Other countries long-lived tangible assets		$ 3,856	$ 3,039

[1] After the impairment of Venezuelan long-lived assets. See Note 2 "Foreign currency translation - Venezuelan currency status".

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Business Combinations, Goodwill and Intangible Assets (Composition of Goodwill and Intangible Assets) (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014	Dec. 31, 2013
Indefinite-lived Intangible Assets [Line Items]
Goodwill	$ 101,840	$ 68,829	$ 55,101
Total intangible assets, net	34,265	23,171
Software Development Company In Argentina [Member]
Indefinite-lived Intangible Assets [Line Items]
Goodwill	101,840	68,829
Total intangible assets	40,655	28,510
Accumulated amortization	(6,390)	(5,339)
Total intangible assets, net	34,265	23,171
Software Development Company In Argentina [Member] | Licenses and Others [Member]
Indefinite-lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	10,033	5,111
Software Development Company In Argentina [Member] | Non-Compete / Solicitation Agreement [Member]
Indefinite-lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	1,679	1,829
Software Development Company In Argentina [Member] | Customer Lists [Member]
Indefinite-lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	14,631	11,294
Trademarks [Member] | Software Development Company In Argentina [Member]
Indefinite-lived Intangible Assets [Line Items]
Trademarks	$ 14,312	$ 10,276

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Long Term Retention Plan (Long Term Retention Plans Accrued Compensation Expense) (Details) - USD ($) $ in Thousands		3 Months Ended			6 Months Ended
		Jun. 30, 2015	Jun. 30, 2014	[2]	Jun. 30, 2015	Jun. 30, 2014	[2]
Long Term Retention Plan 2009 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Long term retention plan	[1]	$ 320	$ (88)		$ 308	$ (439)
Long Term Retention Plan 2010 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Long term retention plan	[1]	392	(8)		511	(191)
Long Term Retention Plan 2011 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Long term retention plan	[1]	445	44		587	(57)
Long Term Retention Plan 2012 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Long term retention plan	[1]	522	91		707	90
Long Term Retention Plan 2013 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Long term retention plan	[1]	1,196	435		2,038	1,039
Long Term Retention Plan 2014 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Long term retention plan	[1]	$ 1,067	$ 691		$ 2,126	$ 1,489

[1] (Gain) / Loss

[2] For the six and three-month periods ended June 30, 2014, the table above shows a reduction of compensation costs for LTRP 2009, 2010 and 2011 as a consequence of a decrease in the Company's stock price during the quarter.

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Fair Value Measurement of Assets and Liabilities (Fair Value of Financial Assets and Liabilities Measured at Amortized Cost) (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Assets
Assets	$ 291,613	$ 231,485
Liabilities
Liabilities	620,528	564,568
Accounts and Funds Payable [Member]
Liabilities
Liabilities	67,371	58,006
Funds Payable to Customers [Member]
Liabilities
Liabilities	197,793	165,034
Salaries and Social Security Payable [Member]
Liabilities
Liabilities	18,272	18,835
Tax Payable [Member]
Liabilities
Liabilities	37,092	26,013
Dividends Payable [Member]
Liabilities
Liabilities	4,548	7,330
Loans Payable and Other Financial Liabilities [Member]
Liabilities
Liabilities	288,024	283,826
Other Liabilities [Member]
Liabilities
Liabilities	7,428	5,524
Significant Other Observable Inputs (Level 2) [Member]
Assets
Assets	291,613	231,485
Liabilities
Liabilities	620,528	564,568
Significant Other Observable Inputs (Level 2) [Member] | Accounts and Funds Payable [Member]
Liabilities
Liabilities	67,371	58,006
Significant Other Observable Inputs (Level 2) [Member] | Funds Payable to Customers [Member]
Liabilities
Liabilities	197,793	165,034
Significant Other Observable Inputs (Level 2) [Member] | Salaries and Social Security Payable [Member]
Liabilities
Liabilities	18,272	18,835
Significant Other Observable Inputs (Level 2) [Member] | Tax Payable [Member]
Liabilities
Liabilities	37,092	26,013
Significant Other Observable Inputs (Level 2) [Member] | Dividends Payable [Member]
Liabilities
Liabilities	4,548	7,330
Significant Other Observable Inputs (Level 2) [Member] | Loans Payable and Other Financial Liabilities [Member]
Liabilities
Liabilities	288,024	283,826
Significant Other Observable Inputs (Level 2) [Member] | Other Liabilities [Member]
Liabilities
Liabilities	7,428	5,524
Time Deposits [Member]
Assets
Assets	68,437	58,475
Time Deposits [Member] | Significant Other Observable Inputs (Level 2) [Member]
Assets
Assets	68,437	58,475
Accounts Receivable [Member]
Assets
Assets	46,123	46,672
Accounts Receivable [Member] | Significant Other Observable Inputs (Level 2) [Member]
Assets
Assets	46,123	46,672
Credit Cards Receivable [Member]
Assets
Assets	130,971	85,162
Credit Cards Receivable [Member] | Significant Other Observable Inputs (Level 2) [Member]
Assets
Assets	130,971	85,162
Prepaid Expenses [Member]
Assets
Assets	5,332	3,458
Prepaid Expenses [Member] | Significant Other Observable Inputs (Level 2) [Member]
Assets
Assets	5,332	3,458
Other Assets [Member] | Accounts and Funds Payable [Member]
Assets
Assets	40,750	37,718
Other Assets [Member] | Significant Other Observable Inputs (Level 2) [Member] | Accounts and Funds Payable [Member]
Assets
Assets	$ 40,750	$ 37,718

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Net Income Per Share

6 Months Ended

Jun. 30, 2015

Net Income Per Share [Abstract]

Net Income Per Share

3. Net income per share

Basic earnings per share for the Company’s common stock is computed by dividing, net income available to common shareholders attributable to common stock for the period, and the corresponding adjustment attributable to changes in redeemable non-controlling interest, by the weighted average number of common shares outstanding during the period.

Diluted earnings per share for the Company’s common stock assume the issuance of shares as a consequence of a convertible debt securities conversion event (refer to Note 9 to these interim condensed consolidated financial statements) and the effect of assumed share settlement of Long-term retention plans (refer to Note 8 to these interim condensed consolidated financial statements) for earnings per share calculations.

The following table shows how net income is allocated using the “if converted” and the “treasury stock” method for convertible debt securities and Long-term retention plans, respectively, for earnings per common share for the six and three-month periods ended June 30, 2015 and 2014:

	Six Months Ended June 30,
	2015		2014
	(In thousands)
	Basic	Diluted	Basic	Diluted
Net income	$               21,184	$        21,184	$              4,740	$              4,740
Net income attributable to noncontrolling interests	—	—	(70)	(70)
Change in redeemable amount of noncontrolling interest	—	—	4	4
Net income attributable to MercadoLibre, Inc. Shareholders
corresponding to common stock	$               21,184	$        21,184	$              4,674	$              4,674

	Three Months Ended June 30,
	2015		2014
	(In thousands)
	Basic	Diluted	Basic	Diluted
Net income (loss)	$               19,463	$        19,463	$           (25,589)	$           (25,589)
Net income attributable to noncontrolling interests	—	—	(6)	(6)
Change in redeemable amount of noncontrolling interest	—	—	(121)	(121)
Net income (loss) attributable to MercadoLibre, Inc. Shareholders
corresponding to common stock	$               19,463	$        19,463	$           (25,716)	$           (25,716)

Net incomeper share of common stock is as follows for the six and three-month periods ended June 30, 2015 and 2014:

	Six months Ended June 30,				Three Months Ended June 30,
	2015		2014		2015		2014
	(In thousands, except per share data)				(In thousands, except per share data)
	Basic	Diluted	Basic	Diluted	Basic	Diluted	Basic	Diluted
Net income (loss) attributable to MercadoLibre, Inc. Shareholders per common share	$ 0.48	$ 0.48	$ 0.11	$ 0.11	$                0.44	$                0.44	$              (0.58)	$              (0.58)
Numerator:
Net income (loss) attributable to MercadoLibre, Inc. Shareholders	$ 21,184	$ 21,184	$ 4,674	$ 4,674	$            19,463	$            19,463	$          (25,716)	$          (25,716)
Denominator:
Weighted average of common stock outstanding for Basic earnings per share	44,155,035	44,155,035	44,153,658	44,153,658	44,155,271	44,155,271	44,153,892	44,153,892
Adjustment for Convertible Notes	-	-	-	14,468	—	—	—	28,776
Adjusted weighted average of common stock outstanding for Diluted earnings per share	44,155,035	44,155,035	44,153,658	44,168,126	44,155,271	44,155,271	44,153,892	44,182,668

For the six and three-month period ended June 30, 2015 and 2014 there was no impact on the calculation of diluted earnings per share as a consequence of the consideration of the Notes and the Long term retention plan referred to above.

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Segment Reporting (Allocation of Goodwill and Intangible Assets Based on Geography) (Details) - USD ($) $ in Thousands		Jun. 30, 2015	Dec. 31, 2014
Revenues from External Customers and Long-Lived Assets [Line Items]
US intangible assets		$ 290	$ 172
Other countries goodwill and intangible assets		135,815	91,828
Total goodwill and intangible assets		136,105	92,000
Argentina [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Other countries goodwill and intangible assets		12,808	12,580
Brazil [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Other countries goodwill and intangible assets		27,811	11,212
Mexico [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Other countries goodwill and intangible assets		51,406	21,734
Venezuela [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Other countries goodwill and intangible assets		7,498	7,515
Other Countries [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Other countries goodwill and intangible assets	[1]	$ 36,292	$ 38,787

[1] Includes the acquisition of online classified advertisement company in Chile. See Note 4.

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Summary of Significant Accounting Policies (Summary of Changes in Accumulated Balances of Other Comprehensive Income) (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Balances as of December 31, 2014	$ 199
Other comprehensive income before reclassification adjustments for gains on available for sale investments, tax	16
Amount of gain (loss) reclassified from accumulated other comprehensive income to net income, tax	(199)
Net current period other comprehensive income, tax	(183)
Balances as of June 30, 2015	16
Balances as of December 31, 2014	(135,074)
Other comprehensive income before reclassification adjustments for gains on available for sale investments, net of tax	(23,954)
Amount of gain (loss) reclassified from accumulated other comprehensive income to net income, net of tax	379	$ (25)
Net current period other comprehensive income, net of tax	(23,575)
Balances as of June 30, 2015	(158,649)
Unrealized Gains (Losses) on Investments [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Balances as of December 31, 2014	(578)
Other comprehensive income before reclassification adjustments for gains on available for sale investments, before tax	(43)
Amount of gain (loss) reclassified from accumulated other comprehensive income to net income, before tax	578
Net current period other comprehensive income, before tax	535
Balances as of June 30, 2015	(43)
Foreign Currency Translation [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Balances as of December 31, 2014	(134,695)
Other comprehensive income before reclassification adjustments for gains on available for sale investments, before tax	(23,927)
Net current period other comprehensive income, before tax	(23,927)
Balances as of June 30, 2015	$ (158,622)

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Summary of Significant Accounting Policies (Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Summary of Significant Accounting Policies [Abstract]
Foreign currency translation	$ (158,622)	$ (134,695)
Unrealized loss on investments	(43)	(578)
Estimated tax gain on unrealized losses on investments	16	199
Accumulated other comprehensive income, Total	$ (158,649)	$ (135,074)

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2.25% Convertible Senior Notes Due 2019 (Summary of Interest Expense for Contractual Interest and Accretion of Debt Discount) (Details) - Jun. 30, 2015 - USD ($) $ in Thousands	Total	Total
2.25% Convertible Senior Notes Due 2019 [Abstract]
Contractual coupon interest expense	$ 1,857	$ 3,713
Amortization of debt discount	2,128	4,256
Amortization of debt issuance costs	294	593
Total interest expense related to Notes	$ 4,279	$ 8,562

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Segment Reporting (Consolidated Net Revenues by Similar Products and Services) (Details) - USD ($) $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Segment Reporting, Revenue Reconciling Item [Line Items]
Net revenues		$ 154,314	$ 131,849	$ 302,417	$ 247,231
Marketplace [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Net revenues		93,181	91,517	187,943	174,960
Non-marketplace [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Net revenues	[1]	$ 61,133	$ 40,332	$ 114,474	$ 72,271

[1] Includes, among other things, Ad Sales, Real Estate, Motors, Financing Fees, Off-platform Payment Fees and other ancillary services.

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Summary of Significant Accounting Policies (Reclassifications Out of Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Unrealized gains on investments	$ 4,683	$ 3,573	$ 8,991	$ 6,609
Estimated tax loss on unrealized gains on investments	(14,008)	(6,506)	(28,663)	(15,281)
Net income (loss) attributable to MercadoLibre, Inc. shareholders	$ 19,463	$ (25,595)	21,184	$ 4,670
Reclassification out of Accumulated Other Comprehensive Income [Member] | Unrealized Gains (Losses) on Investments [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Unrealized gains on investments			(578)
Estimated tax loss on unrealized gains on investments			199
Net income (loss) attributable to MercadoLibre, Inc. shareholders			$ (379)

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Net Income Per Share (Allocation of Net Income Available to Common Shareholders using Two-Class Method) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Net Income Per Share [Abstract]
Net income (loss)	$ 19,463	$ (25,589)	$ 21,184	$ 4,740
Net (income) loss attributable to noncontrolling interests		(6)		(70)
Change in redeemable amount of noncontrolling interest		(121)		4
Net income attributable to MercadoLibre, Inc. Shareholders corresponding to common stock, Basic	19,463	(25,716)	21,184	4,674
Net income attributable to MercadoLibre, Inc. Shareholders corresponding to common stock, Diluted	$ 19,463	$ (25,716)	$ 21,184	$ 4,674

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Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2015

Summary of Significant Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. Summary of significant accounting policies

Basis of presentation

The accompanying unaudited interim condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) and include the accounts of the Company and its wholly-owned subsidiaries. These interim condensed consolidated financial statements are stated in U.S. dollars, except for amounts otherwise indicated. Intercompany transactions and balances have been eliminated for consolidation purposes.

Substantially all net revenues, cost of net revenues and operating expenses, are generated in the Company’s foreign operations, amounting to approximately 99.9% and99.6% of the consolidated amounts during the six-month periods ended June 30, 2015 and 2014. Long-lived assets, Intangible assets and Goodwill located in the foreign operations totaled $207,843thousands and $170,147 thousands as of June 30, 2015 and December 31, 2014, respectively.

These interim condensed consolidated financial statements reflect the Company’s consolidated financial position as of June 30, 2015 and December 31, 2014. These financial statements also show the Company’s consolidated statements of income and comprehensive income for the six and three-month periods ended June 30, 2015 and 2014; and statement of cash flows for the six-month periods ended June 30, 2015 and 2014. These interim condensed consolidated financial statements include all normal recurring adjustments that management believes are necessary to fairly state the Company’s financial position, operating results and cash flows.

Because all of the disclosures required by U.S. GAAP for annual consolidated financial statements are not included herein, these unaudited interim condensed financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto for the year ended December 31, 2014, contained in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”). The condensed consolidated statements of income, of comprehensive income and of cash flows for the periods presented herein are not necessarily indicative of results expected for any future period.

Foreign currency translation

Venezuelan currency status

All of the Company’s foreign operations have determined the local currency to be their functional currency, except for Venezuela since January 1, 2010, as described below. Accordingly, these foreign subsidiaries translate assets and liabilities from their local currencies into U.S. dollars by using the period-end exchange rates while income and expense accounts are translated at the average rates in effect during the period, unless exchange rates fluctuate significantly during the period, in which case the exchange rates at the date of the transaction are used. The resulting translation adjustment is recorded as a component of other comprehensive (loss) income. Gains and losses resulting from transactions denominated in non-functional currencies are recognized in earnings.

According to U.S. GAAP, the Company has transitioned its Venezuelan operations to highly inflationary status as from January 1, 2010, which requires that transactions and balances are re-measured as if the U.S. dollar were the functional currency for such operation.

During December 2013, the Venezuelan regulation that created the SICAD 1 exchange system was amended to expand its use, and to require publication of the average exchange rate implied by transactions settled in SICAD 1 auctions. Additionally, on January 23, 2014, the exchange regulation was amended to include foreign currency sales for certain transactions, such as but not limited to: contracts for leasing and services, use and exploitation of patents, trademarks, foreign investments and payments of royalties, contracts for technology import and technical assistance. Due to the change in rules that provided for the creation of the SICAD 1 system, the official exchange rate remains only available to obtain foreign currency to pay for a limited list of goods considered to be of high priority by the Government, which does not include those relating to the Company’s business. As a consequence, SICAD 1 became, from that moment, the primary system to which the Company would have to request U.S. dollars to settle its transactions. As a result, from January 24 to May 15, 2014, the exchange rate used to re-measure the Company’s net monetary asset position in Bolivares Fuertes (“BsF”) and BsF transactions of its Venezuelan operations was the SICAD 1 exchange rate.

In late February 2014, the Venezuelan government issued a decree to open a new exchange control mechanism (“SICAD 2”) that was intended to allow the purchase of foreign exchange currencies, through authorized foreign exchange operators offered by individuals and companies such as Petróleos de Venezuela, S.A. (PDVSA, the oil state-owned corporation of Venezuela), the Central Bank of Venezuela (“BCV”) and other public entities authorized by the Ministry of Finance. The Venezuelan government published operating rules for that exchange mechanism in Exchange Agreement N° 27, and SICAD 2 began operating on March 24, 2014. Since implementation of the SICAD 1 system, the Company was unsuccessful in gaining access to U.S. dollars through SICAD 1. As a result of this ongoing lack of access to the SICAD 1 auction system, on May 16, 2014, the Company decided to start requesting U.S. dollars through the SICAD 2 mechanism. The SICAD 2 system was an open mechanism that was intended to permit any company to request dollars for any purpose. Consequently, the Company was eligible for and was granted, U.S. dollars through the SICAD 2 mechanism.

As a consequence of the determination to obtain U.S. dollars through SICAD 2 and the lack of access to SICAD 1, since May 16, 2014 the Company concluded that the SICAD 2 exchange rate should be used to re-measure their bolivar-denominated monetary assets and liabilities in BsF and to re-measure the results of its Venezuelan operations, effective as of May 16, 2014. As a consequence, the Company recorded a foreign exchange loss of $16.5 million during the second quarter of 2014.

In light of those economic conditions in Venezuela, the determination to access SICAD 2 and re-measure the BsF denominated monetary assets and liabilities of its Venezuelan subsidiaries, and the lower U.S. dollar-equivalent cash flows then expected from the Venezuelan business, the Company reviewed in May 2014, the long-lived assets, goodwill and intangible assets with indefinite useful life for impairment. For that purpose, the Company considered the current expected use of these assets, which in the case of two office spaces in Venezuela that had been expected to be used to support the growth of the main operating activities in that country, are currently for rent, and eventually consider opportunities for disposal if real estate market conditions are favorable in the future. Because the Company concluded that the carrying value of these two real estate properties would not be fully recoverable, it recorded an impairment of long-lived assets of $49.5 million in the second quarter of 2014. The carrying amount was adjusted to its estimated fair value of that date, by using the market approach, and considering prices for similar assets.

Later, on February 10, 2015, the Venezuelan government issued a decree that unified the two previous foreign exchange systems “SICAD 1 and SICAD 2” into a new single system denominated SICAD, with an initial public foreign exchange rate of 12 BsF per U.S. dollar. The SICAD auction process remains available only to obtain foreign currency to pay for a limited list of goods considered to be of high priority by the Venezuelan government, which does not include those relating to the Company’s business. In the same decree the Venezuelan government created the “Sistema Marginal de Divisas” (“SIMADI”), a new foreign exchange system that is separate from SICAD, which publishes a foreign exchange rate from the BCV on a daily basis.

In light of the disappearance of SICAD 2, and the Company’s inability to gain access to U.S. dollars through the new single system under SICAD, it started requesting and was granted U.S. dollars through SIMADI. As a result, the Company from that moment expected to settle its transactions through SIMADI and concluded that the SIMADI exchange rate should be used to re-measure its bolivar-denominated monetary assets and liabilities and to re-measure the revenues and expenses of the Venezuelan subsidiaries effective as of March 31, 2015. In connection with this re-measurement, the Company recorded a foreign exchange loss of $20.4 million during the first quarter of 2015. As of June 30, 2015, the SIMADI exchange rate was 197.30 BsF per U.S. dollar.

Considering this change in facts and circumstances and the lower U.S. dollar-equivalent cash flows now expected from the Venezuelan business, the Company has reviewed its long-lived assets, goodwill and intangible assets with indefinite useful life for impairment and concluded that the carrying value of certain real estate investments in Venezuela as of March 31, 2015 would not be fully recoverable. As a result, the Company has recorded an impairment of long-lived assets of $ 16.2 million on March 31, 2015. The carrying amount has been adjusted to its estimated fair value of approximately $9.2 million as of March 31, 2015, by using the market approach, and considering prices for similar assets.

Until 2010 the Company was able to obtain U.S. dollars for any purpose, including dividends distribution, using alternative mechanisms other than through the Commission for the Administration of Foreign Exchange Control(CADIVI). Those U.S. dollars, obtained at a higher exchange rate than the one offered by CADIVI, and held in balance at U.S. bank accounts of our Venezuelan subsidiaries, were used for dividend distributions from our Venezuelan subsidiaries. The Venezuelan subsidiaries have not requested authorization since 2012 to acquire U.S. dollars to make dividend distributions. The Company has not distributed dividends from the Venezuelan subsidiaries since 2011.

The following table sets forth the assets, liabilities and net assets of the Company’s Venezuelan subsidiaries, before intercompany eliminations, as of June 30, 2015 and December 31, 2014 and net revenues for the six-month periods ended June 30, 2015 and 2014:

	Six-month periods ended June 30,
	2015	2014
Venezuelan operations	(In thousands)
Net Revenues	$            19,669	$            35,908

	June 30,	December 31,
	2015	2014
Assets	46,482	75,153
Liabilities	(43,701)	(43,359)
Net Assets	$              2,781	$            31,794

As of June 30, 2015, net assets (before intercompany eliminations) of the Venezuelan subsidiaries amounted to approximately 0.8%  of consolidated net assets, and cash and investments of the Venezuelan subsidiaries held in local currency in Venezuela amounted to approximately1.1% of our consolidated cash and investments.

The Company’s ability to obtain U.S. dollars in Venezuela is negatively affected by the exchange regulations in Venezuela that are described above and elsewhere in these financial statements. In addition, its business and ability to obtain U.S. dollars in Venezuela would be negatively affected by additional material devaluations or the imposition of significant additional and more stringent controls on foreign currency exchange by the Venezuelan government.

Despite the current difficult macroeconomic environment in Venezuela, the Company continues to actively manage, through its Venezuelan subsidiaries, its investment in Venezuela. Regardless the current operating, political and economic conditions and certain other factors in Venezuela, management currently plans to continue supporting its business in Venezuela in the long run.

Argentine currency status

The Argentine government has implemented certain measures that control and restrict the ability of companies and individuals to exchange Argentine pesos for foreign currencies. Those measures include, among other things, the requirement to obtain the prior approval from the Argentine Tax Authority of the foreign currency transaction (for example and without limitation, for the payment of non-Argentine goods and services, payment of principal and interest on non-Argentine debt and also payment of dividends to parties outside of the country), which approval process could delay, and eventually restrict, the ability to exchange Argentine pesos for other currencies, such as U.S. dollars. Those approvals are administered by the Argentine Central Bank through the Local Exchange Market (“Mercado Unico Libre de Cambios”, or “MULC”), which is the only market where exchange transactions may be lawfully made.

Further, restrictions also currently apply to the acquisition of any foreign currency for holding as cash within Argentina. Although the controls and restrictions on the acquisition of foreign currencies in Argentina place certain limitations on our current ability to convert cash generated by our Argentine subsidiaries into foreign currencies, based on the current state of Argentine currency rules and regulations, we do not expect that the current controls and restrictions, will have a material adverse effect on our business plans in Argentina or on our overall business, financial condition or results of operations.

Additionally, during January 2014 the Argentinean peso exchange rate against the U.S. dollar increased in approximately 23%, from 6.52 Argentinean Pesos per U.S. dollar as of December 31, 2013 to approximately 8.0 Argentinean Pesos per U.S. dollar. Due to the abovementioned devaluation, during the first quarter of 2014, the reported net assets in Argentina decreased in $14,625 thousands with the related impact in Other Comprehensive Income and the Company recognized a foreign exchange gain of $4,597 thousands. As of June 30, 2015, the Argentinean Peso exchange rate was $ 9.09 per U.S. dollar.

Income Tax Holiday in Argentina

According to Argentine law, from fiscal year 2008, the Company’s Argentine subsidiary was a beneficiary of a software development law. Part of the benefits obtained from being a beneficiary of the aforementioned law was a relief of 60% of total income tax determined in each year, thus resulting in an effective tax rate in Argentina lower than the income tax law statutory rate. The law expired on September 17, 2014.

Aggregate tax benefit totaled $1,497 thousands for the three-month period ended June 30, 2014, while for the six-month period ended at such date amounted to $3,599 thousands. Aggregate per share effect of the Argentine tax holiday amounted to $0.03 for the three-month period ended June 30, 2014, while for the six-month period ended at such date amounted to $0.08.In addition, during fiscal year 2013 and on December 15, 2014 the Company acquired two software development companies, located in the Province of Cordoba and the City of Buenos Aires, Argentina, which were also beneficiaries of the aforementioned income tax holiday, however the total benefit obtained is immaterial.

On August 17, 2011, the Argentine government issued a new software development law and on September 9, 2013 the regulatory decree was issued, which established the new requirement to become beneficiary of the new software development law. The new decree establishes compliance requirements with annual incremental ratios related to exports of services and research and development expenses that must be achieved to remain within the tax holiday. The Argentine operation will have to achieve certain required ratios annually under the new software development law.

If we are successful in being admitted as beneficiaries under the new law, we estimate that the Argentine effective income tax rate would be materially lower than the statutory income tax rate. Also, the tax holiday under the new law would last until 2019.

The Industry Secretary resolution which rules, among other provisions, on the mechanism to file the information to obtain the benefits derived from the new software development law was issued in late February 2014. During May 2014, the Company presented all the required documentation in order to apply for the new software development law. At the date of issuance of these interim condensed consolidated financial statements, the Industry Secretary resolution which approves the Company’s application is still pending, and for that reason no tax holiday was recorded for the six-month period ended June 30, 2015.

Accumulated other comprehensive income

The following table sets forth the Company’s accumulated other comprehensive income as of June 30, 2015 and the year ended December 31, 2014:

	June 30,	December 31,
	2015	2014
	(In thousands)
Foreign currency translation	$              (158,622)	$          (134,695)
Unrealized loss on investments	(43)	(578)
Estimated tax gain on unrealized losses on investments	16	199
	$              (158,649)	$          (135,074)

The following tables summarize the changes in accumulated balances of other comprehensive income for the six-month period ended June 30, 2015:

	Unrealized	Foreign	Estimated tax
	Gains (Losses) on	Currency	(expense)
	Investments	Translation	benefit	Total
	(In thousands)
Balances as of December 31, 2014	$                    (578)	$          (134,695)	$                        199	$  (135,074)
Other comprehensive loss before reclassification
adjustments for gains on available for sale investments	(43)	(23,927)	16	(23,954)
Amount of gain (loss) reclassified from accumulated
other comprehensive income to net income	578	—	(199)	379
Net current period other comprehensive gain (loss)	535	(23,927)	(183)	(23,575)
Balances as of June 30, 2015	$                      (43)	$          (158,622)	$                          16	$  (158,649)

	Amount of Gain (Loss)
Details about Accumulated	Reclassified from
Other Comprehensive Income	Accumulated Other
Components for the six-month	Comprehensive	Affected Line Item
period ended June 30, 2015	Income	in the Statement of Income
	(In thousands)
Unrealized losses on investments	$                    (578)	Interest income and other financial gains
Estimated tax gain on unrealized losses on investments	199	Income / asset tax expense
Total reclassifications for the period	$                    (379)	Total, net of income taxes

Impairment of long-lived assets

The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable.

As explained in section “Foreign Currency Translation” of the present Note to these interim condensed consolidated financial statements, the Company has subsequently accessed to more unfavorable exchange markets in Venezuela as from December 2013.

Considering these changes in facts and circumstances and the lower U.S. dollar-equivalent cash flows expected from the Venezuelan business, and long-lived assets expected use, the Company compared the carrying amount of the long-lived assets with the expected undiscounted future net cash flows and concluded that certain office spaces held in Caracas, Venezuela, should be impaired. As a consequence, the Company estimated the fair value of the impaired long-lived assets and recorded impairment losses of $16.2 million and $ 49.5 million on March 31, 2015 and the second quarter of 2014, respectively, by using the market approach and considering prices for similar assets.

Convertible Senior Notes

On June 30, 2014, the Company issued $330 million of 2.25% convertible senior notes due 2019 (the “Notes”). The Notes are unsecured, unsubordinated obligations of the Company, which pay interest in cash semi-annually, on January 1 and July 1, at a rate of 2.25% per annum. The Notes will mature on July 1, 2019 unless earlier repurchased or converted in accordance with their terms prior to such date. The Notes may be converted, under specific conditions, based on an initial conversion rate of 7.9353 shares of common stock per $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $126.02 per share of common stock), subject to adjustment as described in the indenture governing the Notes.

Prior to January 1, 2019, the Notes will be convertible only upon the occurrence of certain events and during certain periods, and thereafter, at any time until the close of business on the second scheduled trading day immediately preceding the maturity date of the Notes. The conversion rate is subject to customary anti-dilution adjustments. Following certain corporate events described in the Indenture that occur prior to the maturity date, the conversion rate will be increased for a holder who elects to convert its Notes in connection with such corporate event in certain circumstances. The Indenture contains customary terms and covenants, including that upon certain events of default occurring and continuing, either the Trustee or the holders of at least 25% in principal amount of the outstanding Notes may declare 100% of the principal of, and accrued and unpaid interest on, all the Notes to be due and payable.

In accordance with ASC 470-20 Debt with Conversion and Other Options, the convertible debt instrument within the scope of the cash conversion subsection, was separated into debt and equity components at issuance and a fair value was assigned. The value assigned to the debt component was the estimated fair value, as of the issuance date, of a similar debt without the conversion feature. As of the issuance date, the Company determined the fair value of the liability component of the Notes based on market data that was available for senior, unsecured nonconvertible corporate bonds issued by comparable companies. Thedifference between the cash proceeds and this estimated fair value, represents the value assigned to the equity component and was recorded as a debt discount. The debt discount is amortized using the effective interest method from the origination date through its stated contractual maturity date.

The initial debt component of the Notes was valued at $283,015 thousands, based on the contractual cash flows discounted at an appropriate market rate for a non-convertible debt at the date of issuance, which was determined to be 5.55%. The carrying value of the permanent equity component reported in additional paid-in-capital was initially valued at $46,985 thousands. The effective interest rate after allocation of transaction costs to the liability component is 6.1% and is used to amortize the debt discount and transaction costs.

In connection with the issuance of the Notes, the Company paid approximately $19,668 thousands to enter into capped call transactions with respect to its common shares (the “Capped Call Transactions”), with certain financial institutions. The Capped Call Transactions are expected generally to reduce the potential dilution upon conversion of the Convertible Notes and / or offset any cash payments the Company may be required to make in excess of the principal amount of any converted notes in the event that the market price of the common shares is greater than the strike price of the Capped Call Transactions, initially set at $126.02 per common share, which corresponds to the initial conversion price of the Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the Notes, and have a cap price of approximately $155.78 per common share.

The $19,668 thousands cost of the capped call transactions, which net of deferred income tax effect amounts to $12,784 thousands, is included as a net reduction to additional paid-in capital in the stockholders’ equity section of our consolidated balance sheets.

For more detailed information in relation to the Notes and the Capped Call transactions, see Note 9 to these interim condensed consolidated financial statements.

Use of estimates

The preparation of interim condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are used for, but not limited to accounting for allowance for doubtful accounts and chargeback provisions, depreciation, amortization, recoverability of goodwill and intangible assets with indefinite useful life, useful life of long-lived assets and intangible assets, impairment of short-term and long-term investments, impairment of long-lived assets, compensation costs relating to the Company’s long term retention plan, fair value of convertible debt note, recognition of income taxes and contingencies. Actual results could differ from those estimates.

Recently issued accounting pronouncements

On January 9, 2015, the FASB issued the ASU 2015-01. This new standard eliminates from general accepted accounting principles the concept of extraordinary items included in Subtopic 225-20. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted provided that the guidance is applied from the beginning of the year of adoption. The adoption of this standard is not expected to have a material impact on the Company’s financial statements.

On February 18, 2015 the FASB issued the ASU 2015-02. The update affects reporting entities that are required to evaluate whether they should consolidate certain legal entitiesand is effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2015. The amendments eliminate three of the six conditions for evaluating whether a fee paid to adecision maker or a service provider represents a variable interest. The adoption of this standard is not expected to have a material impact on the Company’s financial statements.

On April 7, 2015 the FASB issued the ASU 2015-03. To simplify presentation of debt issuance costs, the amendments in this update would require that debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of debt liability, consistent with debt discounts or premiums. The amendments in this update are effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The adoption of this standard is not expected to have a material impact on the Company’s financial statements.

On April 15, 2015 the FASB issued the ASU 2015-05. The amendments in this update will help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement by providing guidance as to whether an arrangement includes the sale or license of software. The amendments will be effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2015. The Company is assessing the effects that the adoption of this accounting pronouncement may have on the Company’s financial statements.

On May, 2015 the FASB issued the ASU 2015-07. The amendments in this update remove, from the fair value hierarchy, investments for which the practical expedient is used to measure fair value at net asset value. Instead, an entity is required to include those investments as a reconciling line item so that the total fair value amount of investments in the disclosure is consistent with the amount on the balance sheet. For public companies, this amendment is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. Early adoption is permitted. The amendment should be applied retrospectively to all periods presented.The Company is assessing the effects that the adoption of this accounting pronouncementmayhave on the Company’s financial statements.

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Net Income Per Share (Net Income (Loss) Per Share of Common Stock) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Net income attributable to MercadoLibre, Inc. per common share
Net income attributable to MercadoLibre, Inc. per common share, Basic	$ 0.44	$ (0.58)	$ 0.48	$ 0.11
Net income attributable to MercadoLibre, Inc. per common share, Diluted	$ 0.44	$ (0.58)	$ 0.48	$ 0.11
Numerator:
Net income attributable to MercadoLibre, Inc., Basic	$ 19,463	$ (25,716)	$ 21,184	$ 4,674
Net income attributable to MercadoLibre, Inc., Diluted	$ 19,463	$ (25,716)	$ 21,184	$ 4,674
Denominator:
Weighted average of common stock outstanding for Basic earnings per share	44,155,271	44,153,892	44,155,035	44,153,658
Adjustment for Convertible Notes		28,776		14,468
Adjusted weighted average of common stock outstanding for Diluted earnings per share	44,155,271	44,182,668	44,155,035	44,168,126

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Segment Reporting (Additional Information) (Details) - 1 months ended Jun. 30, 2014 - Caracas [Member] - Venezuelan Operations [Member] VEF in Millions	VEF m² property
Segment Reporting Information [Line Items]
Number of properties acquired	2
Area of new office building | m²	475.48
Acquisition agreement amount | VEF	VEF 1,474

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2.25% Convertible Senior Notes Due 2019 (Additional Information) (Details)		6 Months Ended
	Jun. 30, 2014 USD ($) $ / shares	Jun. 30, 2015 USD ($) item $ / shares	Jun. 30, 2014 USD ($) $ / shares	Dec. 31, 2014 USD ($)
Debt Instrument [Line Items]
Debt Instrument, convertible maturity start date		Jan. 01, 2019
Net proceeds from issuance of convertible debt			$ 330,000,000
Payment for capped call transactions			19,668,000
Net of deferred income tax effect amounts		$ 7,736,000	(8,672,000)
Minimum [Member]
Debt Instrument [Line Items]
Percentage of debt conversion price		130.00%
2.25% Convertible Senior Notes Due 2019 [Member]
Debt Instrument [Line Items]
Debt instrument, aggregate principal amount	$ 330,000,000	$ 330,000,000	$ 330,000,000	$ 330,000,000
Debt instrument, interest rate	2.25%		2.25%
Debt instrument, maturity end date	Jul. 01, 2019
Initial conversion rate	7.9353%
Debt conversion price per share of common stock | $ / shares	$ 126.02		$ 126.02
Proceeds from issuance of convertible debt, net of transaction cost	$ 322,000,000
Debt Conversion, Converted Instrument, Amount	$ 1,000
Net carrying amount		283,015,000
Carrying value of the permanent equity component reported in additional paid-in-capital		$ 46,985,000
Effective interest rate after allocation of transaction costs		6.10%
Cash flows, discount rate		5.55%
Deferred tax liabilities, convertible notes		$ 16,445,000
2.25% Convertible Senior Notes Due 2019 [Member] | Capped Call Transactions [Member]
Debt Instrument [Line Items]
Net proceeds from issuance of convertible debt		321,732,000
Transaction costs		$ 8,268,000
Payment for capped call transactions			$ 19,668,000
Strike price, per share | $ / shares		$ 126.02
Approximate cap price, per share | $ / shares		$ 155.78
Net of deferred income tax effect amounts		$ 12,784,000
2.25% Convertible Senior Notes Due 2019 [Member] | 2.25 % Convertible Senior Notes Due 2019 [Member]
Debt Instrument [Line Items]
Debt instrument, convertible trading days | item		20
Debt instrument, convertible consecutive trading days		30 days
Measurement Period [Member] | Maximum [Member]
Debt Instrument [Line Items]
Percentage of debt conversion price		98.00%

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Interim Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 170,391	$ 223,144
Short-term investments	167,161	148,810
Accounts receivable, net	46,123	46,672
Credit cards receivables, net	130,971	85,162
Prepaid expenses	5,332	3,458
Deferred tax assets	10,927	11,520
Other assets	16,449	13,984
Total current assets	547,354	532,750
Non-current assets:
Long-term investments	209,324	205,265
Property and equipment, net	82,735	91,545
Goodwill	101,840	68,829
Intangible assets, net	34,265	23,171
Deferred tax assets	13,343	21,554
Other assets	31,774	23,734
Total non-current assets	473,281	434,098
Total assets	1,020,635	966,848
Current liabilities:
Accounts payable and accrued expenses	67,371	58,006
Funds payable to customers	197,793	165,034
Salaries and social security payable	27,626	28,777
Taxes payable	37,092	26,013
Loans payable and other financial liabilities	1,499	1,642
Deferred tax liabilities	1,702	1,645
Other liabilities	8,048	4,176
Dividends payable	4,548	7,330
Total current liabilities	345,679	292,623
Non-current liabilities:
Salaries and social security payable	10,913	11,326
Loans payable and other financial liabilities	286,525	282,184
Deferred tax liabilities	21,620	18,746
Other liabilities	11,455	6,181
Total non-current liabilities	330,513	318,437
Total liabilities	$ 676,192	$ 611,060
Commitments and contingencies (Note 7)
Equity:
Common stock, $0.001 par value, 110,000,000 shares authorized, 44,155,589 and 44,154,572 shares issued and outstanding at June 30, 2015 and December 31, 2014, respectively	$ 44	$ 44
Additional paid-in capital	137,787	137,645
Retained earnings	365,261	353,173
Accumulated other comprehensive loss	(158,649)	(135,074)
Total Equity	344,443	355,788
Total Liabilities and Equity	$ 1,020,635	$ 966,848

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Fair Value Measurement of Assets and Liabilities (Additional Information) (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Fair Value Measurement of Assets and Liabilities [Abstract]
Short-term investments	$ 68,437	$ 58,475

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Interim Condensed Consolidated Statement of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Cash flows from operations:
Net income attributable to MercadoLibre, Inc. Shareholders	$ 21,184	$ 4,670
Adjustments to reconcile net income to net cash provided by operating activities:
Net income attributable to Redeemable Noncontrolling Interest		70
Devaluation Loss, net	10,862	13,808
Impairment of Long-Lived Assets	16,226	49,496
Depreciation and amortization	10,970	7,583
Accrued interest	(5,769)	(4,211)
Convertible bonds accrued interest and amortization of debt discount	8,562
Long Term Retention Program accrued compensation	8,463	1,931
Deferred income taxes	7,736	(8,672)
Changes in assets and liabilities:
Accounts receivable	(19,342)	(22,789)
Credit Card Receivables	(52,553)	(15,278)
Prepaid expenses	(2,327)	(1,528)
Other assets	(4,122)	1,487
Accounts payable and accrued expenses	40,974	33,770
Funds payable to customers	52,006	21,969
Other liabilities	(652)	1,351
Interest received from investments	4,613	4,250
Net cash provided by operating activities	96,831	87,907
Cash flows from investing activities:
Purchase of investments	(950,636)	(774,417)
Proceeds from sale and maturity of investments	926,058	746,112
Payment for acquired businesses, net of cash acquired	(45,009)	(32,127)
Purchases of intangible assets	(1,367)	(1,951)
Advance for property and equipment	(7,473)
Purchases of property and equipment	(16,305)	(14,634)
Net cash used in investing activities	(94,732)	(77,017)
Cash flows from financing activities:
Funds received from the issuance of convertible notes		330,000
Transaction costs from the issuance of convertible notes		(7,425)
Purchase of convertible notes capped call		(19,668)
Payments on loans payable and other financial liabilities	(4,438)	(2,726)
Dividends paid	(11,878)	(13,643)
Repurchase of Common Stock	(2,714)	(1,944)
Net cash (used in) provided by financing activities	(19,030)	284,594
Effect of exchange rate changes on cash and cash equivalents	(35,822)	(50,248)
Net (decrease) increase in cash and cash equivalents	(52,753)	245,236
Cash and cash equivalents, beginning of the period	223,144	140,285
Cash and cash equivalents, end of the period	$ 170,391	$ 385,521

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Business Combinations, Goodwill and Intangible Assets (Narrative II) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Business Combinations [Abstract]
Amount of Trademarks, customer lists, software and non-solicitation agreements	$ 34,265		$ 34,265		$ 23,171
Aggregate amortization expense for intangible assets	$ 853	$ 189	$ 1,364	$ 348

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Segment Reporting (Tables)

6 Months Ended

Jun. 30, 2015

Segment Reporting [Abstract]

Financial Performance of Company's Reporting Segments

	Six Months Ended June 30, 2015
	(In thousands)
	Brazil	Argentina	Mexico	Venezuela	Other Countries	Total
Net revenues	$             141,365	$             104,262	$             19,428	$             19,669	$             17,694	$             302,417
Direct costs	(83,676)	(53,842)	(12,615)	(6,835)	(11,083)	(168,051)
Impairment of Long-lived Assets	—	—	—	(16,226)	—	(16,226)
Direct contribution	57,689	50,420	6,813	(3,392)	6,611	118,140
Operating expenses and indirect costs of net revenues						(57,916)
Income from operations						60,224
Other income (expenses):
Interest income and other financial gains						8,991
Interest expense and other financial losses						(10,151)
Foreign currency loss						(9,217)
Net income before income / asset tax expense						$               49,847
	Six Months Ended June 30, 2014
	(In thousands)
	Brazil	Argentina	Mexico	Venezuela	Other Countries	Total
Net revenues	$             115,834	$               61,229	$             17,453	$             35,908	$             16,807	$             247,231
Direct costs	(68,310)	(34,523)	(10,294)	(10,492)	(8,887)	(132,506)
Impairment of Long-lived Assets	—	—	—	(49,496)	—	(49,496)
Direct contribution	47,524	26,706	7,159	(24,080)	7,920	65,229
Operating expenses and indirect costs of net revenues						(37,141)
Income from operations						28,088
Other income (expenses):
Interest income and other financial gains						6,609
Interest expense and other financial losses						(1,805)
Foreign currency loss						(12,871)
Net income before income / asset tax expense						$               20,021

	Three Months Ended June 30, 2015
	(In thousands)
	Brazil	Argentina	Mexico	Venezuela	Other Countries	Total
Net revenues	$             72,867	$             56,830	$            9,991	$               5,714	$            8,912	$             154,314
Direct costs	(43,995)	(29,057)	(6,646)	(2,631)	(5,912)	(88,241)
Direct contribution	28,872	27,773	3,345	3,083	3,000	66,073
Operating expenses and indirect costs of net revenues						(31,436)
Income from operations						34,637
Other income (expenses):
Interest income and other financial gains						4,683
Interest expense and other financial losses						(5,201)
Foreign currency loss						(648)
Net income before income / asset tax expense						$               33,471

	Three Months Ended June 30, 2014
	(In thousands)
	Brazil	Argentina	Mexico	Venezuela	Other Countries	Total
Net revenues	$             63,400	$             33,267	$            9,370	$             16,552	$            9,260	$             131,849
Direct costs	(37,793)	(17,609)	(5,546)	(4,857)	(4,972)	(70,777)
Impairment of Long-lived Assets	—	—	—	(49,496)	—	(49,496)
Direct contribution	25,607	15,658	3,824	(37,801)	4,288	11,576
Operating expenses and indirect costs of net revenues						(17,489)
Income from operations						(5,913)
Other income (expenses):
Interest income and other financial gains						3,573
Interest expense and other financial losses						(778)
Foreign currency loss						(15,965)
Net loss before income / asset tax expense						$             (19,083)

Allocation of Long-Lived Tangible Assets Based on Geography

	June 30,	December 31,
	2015	2014
	(In thousands)
US Property and equipment, net	$               10,707	$               13,226
Other countries property and equipment, net
Argentina	29,394	28,005
Brazil	14,805	8,237
Mexico	2,709	2,801
Venezuela (*)	21,264	36,237
Other countries	3,856	3,039
	$               72,028	$               78,319
Total Property and equipment, net	$               82,735	$               91,545

(*)  After the impairment of Venezuelan long-lived assets. See Note 2 “Foreign currency translation - Venezuelan currency status”.

Allocation of Goodwill and Intangible Assets Based on Geography

	June 30,	December 31,
	2015	2014
	(In thousands)
US intangible assets	$                   290	$                    172
Other countries goodwill and intangible assets
Argentina	12,808	12,580
Brazil	27,811	11,212
Mexico	51,406	21,734
Venezuela	7,498	7,515
Other countries (*)	36,292	38,787
	$            135,815	$               91,828
Total goodwill and intangible assets	$            136,105	$               92,000

(*)  Includes the acquisition of online classified advertisement company in Chile. See Note 4.

Consolidated Net Revenues by Similar Products and Services

	Six-months Ended June 30,		Three-months Ended June 30,
Consolidated Net Revenues	2015	2014	2015	2014
	(In thousands)		(In thousands)
Marketplace	$          187,943	$          174,960	$         93,181	$         91,517
Non-marketplace (*)	114,474	72,271	61,133	40,332
Total	$          302,417	$          247,231	$       154,314	$       131,849

(*)  Includes, among other things, Ad Sales, Real Estate, Motors, Financing Fees, Off-platform Payment Fees and other ancillary services.

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Business Combinations, Goodwill and Intangible Assets (Summary of Preliminary Purchase Price Allocation for Acquisition) (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Apr. 22, 2015	Apr. 01, 2015	Dec. 31, 2014	Dec. 31, 2013
Business Acquisition [Line Items]
Goodwill	$ 101,840			$ 68,829	$ 55,101
Argentina [Member]
Business Acquisition [Line Items]
Goodwill	11,245			11,859	14,676
Brazil [Member]
Business Acquisition [Line Items]
Goodwill	23,804			10,557	10,366
Chile [Member]
Business Acquisition [Line Items]
Goodwill	18,177			19,101	6,520
Mexico [Member]
Business Acquisition [Line Items]
Goodwill	$ 37,429			$ 15,719	$ 11,376
Metros Cubicos, S.A. de C.V. [Member]
Business Acquisition [Line Items]
Cash and cash equivalents		$ 593
Other net tangible assets / (liabilities)		241
Intangible assets		8,721
Deferred tax assets and liabilities		(2,616)
Goodwill		22,978
Aggregate price paid		29,917
Metros Cubicos, S.A. de C.V. [Member] | Customer Lists [Member]
Business Acquisition [Line Items]
Intangible assets		3,924
Metros Cubicos, S.A. de C.V. [Member] | Non Solicitation Agreements [Member]
Business Acquisition [Line Items]
Intangible assets		229
KPL Soluções Ltda [Member]
Business Acquisition [Line Items]
Cash and cash equivalents			$ 159
Other net tangible assets / (liabilities)			27
Intangible assets			8,433
Goodwill			14,066
Aggregate price paid			22,685
KPL Soluções Ltda [Member] | Customer Lists [Member]
Business Acquisition [Line Items]
Intangible assets			3,137
KPL Soluções Ltda [Member] | Software [Member]
Business Acquisition [Line Items]
Intangible assets			4,791
KPL Soluções Ltda [Member] | Non Solicitation Agreements [Member]
Business Acquisition [Line Items]
Intangible assets			$ 505
Trademarks [Member] | Metros Cubicos, S.A. de C.V. [Member]
Business Acquisition [Line Items]
Intangible assets		$ 4,568

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Long Term Retention Plan (Tables)

6 Months Ended

Jun. 30, 2015

Long Term Retention Plan [Abstract]

Long Term Retention Plans Accrued Compensation Expense

	Six Months Ended June 30,		Three Months Ended June 30,
	2015 (*)	2014 (*) (**)	2015 (*)	2014 (*) (**)
	(In thousands)		(In thousands)
LTRP 2009	$              308	$             (439)	$            320	$                 (88)
LTRP 2010	511	(191)	392	(8)
LTRP 2011	587	(57)	445	44
LTRP 2012	707	90	522	91
LTRP 2013	2,038	1,039	1,196	435
LTRP 2014	2,126	1,489	1,067	691

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Nature of Business

6 Months Ended

Jun. 30, 2015

Nature of Business [Abstract]

Nature of Business

1.Nature of Business

MercadoLibre, Inc. (“MercadoLibre” or the “Company”) was incorporated in the state of Delaware, in the United States of America in October 1999. MercadoLibre is the leading ecommerce company in Latin America, serving as an integrated regional platform and as an enabler of the necessary online and technology tools to allow businesses and individuals to trade products and services in the region. The Company enables commerce through its marketplace platform (including online classifieds for motor vehicles, vessels, aircraft, services and real estate), which allows users to buy and sell in most of Latin America. 

Through MercadoPago, MercadoLibre enables individuals and businesses to send and receive online payments; through MercadoEnvios, MercadoLibre facilitates the shipping of goods from sellers to buyers; through MercadoClics, MercadoLibre facilitates advertising services to large retailers and brands to promote their product and services on the web; and through MercadoShops, MercadoLibre facilitates users to set-up, manage, and promote their own on-line web-stores under a subscription-based business model.

As of June 30, 2015, MercadoLibre, through its wholly-owned subsidiaries, operated online ecommerce platforms directed towards Argentina, Brazil, Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, Mexico, Panama, Peru, Portugal, Uruguay and Venezuela, and an online payments solution directed towards Argentina, Brazil, Mexico, Venezuela, Chile and Colombia. It also offers a shipping solution directed towards Argentina, Brazil, Mexico, and added Colombia to its list of countries where the service is offered as of June 2015. In addition, the Company operates a real estate classified platform that covers some areas of State of Florida, in the United States of America.

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Interim Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	110,000,000	110,000,000
Common stock, shares issued	44,155,589	44,154,572
Common stock, shares outstanding	44,155,589	44,154,572

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New Law of "Costs, Earnings, and Fair Profits"

6 Months Ended

Jun. 30, 2015

New Law of "Costs, Earnings, and Fair Profits" [Abstract]

New Law of "Costs, Earnings, and Fair Profits"

11. New Law of “Costs, Earnings, and Fair Profits”

In November 2013 the Venezuelan Congress approved an “enabling law” granting the president of Venezuela the authority to enact laws and regulations in certain policy areas by decree. This authority includes the ability to restrict profit margins and impose greater controls on foreign exchange and the production, import, and distribution of certain goods. Among other actions, the president has used this decree power to pass the Law of Costs, Earnings, and Fair Profits, which became effective in January 2014 and, among other provisions, authorizes the Venezuelan government to set “fair prices” and maximum profit margins in the private sector. The Management of the Company estimates that this new law will not have a significant effect in 2015 as a consequence of losses incurred in the Venezuelan segment during this year. In addition, management of the Company will continue monitoring the potential effects of this new law as the detailed provisions for its implementation are issued in the future.

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Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2015	Jul. 28, 2015
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2015
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q2
Entity Registrant Name	MERCADOLIBRE INC
Entity Central Index Key	0001099590
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		44,155,589

XML

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2015

Summary of Significant Accounting Policies [Abstract]

Basis of Presentation

Basis of presentation

The accompanying unaudited interim condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) and include the accounts of the Company and its wholly-owned subsidiaries. These interim condensed consolidated financial statements are stated in U.S. dollars, except for amounts otherwise indicated. Intercompany transactions and balances have been eliminated for consolidation purposes.

Substantially all net revenues, cost of net revenues and operating expenses, are generated in the Company’s foreign operations, amounting to approximately 99.9% and99.6% of the consolidated amounts during the six-month periods ended June 30, 2015 and 2014. Long-lived assets, Intangible assets and Goodwill located in the foreign operations totaled $207,843thousands and $170,147 thousands as of June 30, 2015 and December 31, 2014, respectively.

These interim condensed consolidated financial statements reflect the Company’s consolidated financial position as of June 30, 2015 and December 31, 2014. These financial statements also show the Company’s consolidated statements of income and comprehensive income for the six and three-month periods ended June 30, 2015 and 2014; and statement of cash flows for the six-month periods ended June 30, 2015 and 2014. These interim condensed consolidated financial statements include all normal recurring adjustments that management believes are necessary to fairly state the Company’s financial position, operating results and cash flows.

Because all of the disclosures required by U.S. GAAP for annual consolidated financial statements are not included herein, these unaudited interim condensed financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto for the year ended December 31, 2014, contained in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”). The condensed consolidated statements of income, of comprehensive income and of cash flows for the periods presented herein are not necessarily indicative of results expected for any future period.

Foreign Currency Translation

Foreign currency translation

Venezuelan currency status

All of the Company’s foreign operations have determined the local currency to be their functional currency, except for Venezuela since January 1, 2010, as described below. Accordingly, these foreign subsidiaries translate assets and liabilities from their local currencies into U.S. dollars by using the period-end exchange rates while income and expense accounts are translated at the average rates in effect during the period, unless exchange rates fluctuate significantly during the period, in which case the exchange rates at the date of the transaction are used. The resulting translation adjustment is recorded as a component of other comprehensive (loss) income. Gains and losses resulting from transactions denominated in non-functional currencies are recognized in earnings.

According to U.S. GAAP, the Company has transitioned its Venezuelan operations to highly inflationary status as from January 1, 2010, which requires that transactions and balances are re-measured as if the U.S. dollar were the functional currency for such operation.

During December 2013, the Venezuelan regulation that created the SICAD 1 exchange system was amended to expand its use, and to require publication of the average exchange rate implied by transactions settled in SICAD 1 auctions. Additionally, on January 23, 2014, the exchange regulation was amended to include foreign currency sales for certain transactions, such as but not limited to: contracts for leasing and services, use and exploitation of patents, trademarks, foreign investments and payments of royalties, contracts for technology import and technical assistance. Due to the change in rules that provided for the creation of the SICAD 1 system, the official exchange rate remains only available to obtain foreign currency to pay for a limited list of goods considered to be of high priority by the Government, which does not include those relating to the Company’s business. As a consequence, SICAD 1 became, from that moment, the primary system to which the Company would have to request U.S. dollars to settle its transactions. As a result, from January 24 to May 15, 2014, the exchange rate used to re-measure the Company’s net monetary asset position in Bolivares Fuertes (“BsF”) and BsF transactions of its Venezuelan operations was the SICAD 1 exchange rate.

In late February 2014, the Venezuelan government issued a decree to open a new exchange control mechanism (“SICAD 2”) that was intended to allow the purchase of foreign exchange currencies, through authorized foreign exchange operators offered by individuals and companies such as Petróleos de Venezuela, S.A. (PDVSA, the oil state-owned corporation of Venezuela), the Central Bank of Venezuela (“BCV”) and other public entities authorized by the Ministry of Finance. The Venezuelan government published operating rules for that exchange mechanism in Exchange Agreement N° 27, and SICAD 2 began operating on March 24, 2014. Since implementation of the SICAD 1 system, the Company was unsuccessful in gaining access to U.S. dollars through SICAD 1. As a result of this ongoing lack of access to the SICAD 1 auction system, on May 16, 2014, the Company decided to start requesting U.S. dollars through the SICAD 2 mechanism. The SICAD 2 system was an open mechanism that was intended to permit any company to request dollars for any purpose. Consequently, the Company was eligible for and was granted, U.S. dollars through the SICAD 2 mechanism.

As a consequence of the determination to obtain U.S. dollars through SICAD 2 and the lack of access to SICAD 1, since May 16, 2014 the Company concluded that the SICAD 2 exchange rate should be used to re-measure their bolivar-denominated monetary assets and liabilities in BsF and to re-measure the results of its Venezuelan operations, effective as of May 16, 2014. As a consequence, the Company recorded a foreign exchange loss of $16.5 million during the second quarter of 2014.

In light of those economic conditions in Venezuela, the determination to access SICAD 2 and re-measure the BsF denominated monetary assets and liabilities of its Venezuelan subsidiaries, and the lower U.S. dollar-equivalent cash flows then expected from the Venezuelan business, the Company reviewed in May 2014, the long-lived assets, goodwill and intangible assets with indefinite useful life for impairment. For that purpose, the Company considered the current expected use of these assets, which in the case of two office spaces in Venezuela that had been expected to be used to support the growth of the main operating activities in that country, are currently for rent, and eventually consider opportunities for disposal if real estate market conditions are favorable in the future. Because the Company concluded that the carrying value of these two real estate properties would not be fully recoverable, it recorded an impairment of long-lived assets of $49.5 million in the second quarter of 2014. The carrying amount was adjusted to its estimated fair value of that date, by using the market approach, and considering prices for similar assets.

Later, on February 10, 2015, the Venezuelan government issued a decree that unified the two previous foreign exchange systems “SICAD 1 and SICAD 2” into a new single system denominated SICAD, with an initial public foreign exchange rate of 12 BsF per U.S. dollar. The SICAD auction process remains available only to obtain foreign currency to pay for a limited list of goods considered to be of high priority by the Venezuelan government, which does not include those relating to the Company’s business. In the same decree the Venezuelan government created the “Sistema Marginal de Divisas” (“SIMADI”), a new foreign exchange system that is separate from SICAD, which publishes a foreign exchange rate from the BCV on a daily basis.

In light of the disappearance of SICAD 2, and the Company’s inability to gain access to U.S. dollars through the new single system under SICAD, it started requesting and was granted U.S. dollars through SIMADI. As a result, the Company from that moment expected to settle its transactions through SIMADI and concluded that the SIMADI exchange rate should be used to re-measure its bolivar-denominated monetary assets and liabilities and to re-measure the revenues and expenses of the Venezuelan subsidiaries effective as of March 31, 2015. In connection with this re-measurement, the Company recorded a foreign exchange loss of $20.4 million during the first quarter of 2015. As of June 30, 2015, the SIMADI exchange rate was 197.30 BsF per U.S. dollar.

Considering this change in facts and circumstances and the lower U.S. dollar-equivalent cash flows now expected from the Venezuelan business, the Company has reviewed its long-lived assets, goodwill and intangible assets with indefinite useful life for impairment and concluded that the carrying value of certain real estate investments in Venezuela as of March 31, 2015 would not be fully recoverable. As a result, the Company has recorded an impairment of long-lived assets of $ 16.2 million on March 31, 2015. The carrying amount has been adjusted to its estimated fair value of approximately $9.2 million as of March 31, 2015, by using the market approach, and considering prices for similar assets.

Until 2010 the Company was able to obtain U.S. dollars for any purpose, including dividends distribution, using alternative mechanisms other than through the Commission for the Administration of Foreign Exchange Control(CADIVI). Those U.S. dollars, obtained at a higher exchange rate than the one offered by CADIVI, and held in balance at U.S. bank accounts of our Venezuelan subsidiaries, were used for dividend distributions from our Venezuelan subsidiaries. The Venezuelan subsidiaries have not requested authorization since 2012 to acquire U.S. dollars to make dividend distributions. The Company has not distributed dividends from the Venezuelan subsidiaries since 2011.

The following table sets forth the assets, liabilities and net assets of the Company’s Venezuelan subsidiaries, before intercompany eliminations, as of June 30, 2015 and December 31, 2014 and net revenues for the six-month periods ended June 30, 2015 and 2014:

	Six-month periods ended June 30,
	2015	2014
Venezuelan operations	(In thousands)
Net Revenues	$            19,669	$            35,908

	June 30,	December 31,
	2015	2014
Assets	46,482	75,153
Liabilities	(43,701)	(43,359)
Net Assets	$              2,781	$            31,794

As of June 30, 2015, net assets (before intercompany eliminations) of the Venezuelan subsidiaries amounted to approximately 0.8%  of consolidated net assets, and cash and investments of the Venezuelan subsidiaries held in local currency in Venezuela amounted to approximately1.1% of our consolidated cash and investments.

The Company’s ability to obtain U.S. dollars in Venezuela is negatively affected by the exchange regulations in Venezuela that are described above and elsewhere in these financial statements. In addition, its business and ability to obtain U.S. dollars in Venezuela would be negatively affected by additional material devaluations or the imposition of significant additional and more stringent controls on foreign currency exchange by the Venezuelan government.

Despite the current difficult macroeconomic environment in Venezuela, the Company continues to actively manage, through its Venezuelan subsidiaries, its investment in Venezuela. Regardless the current operating, political and economic conditions and certain other factors in Venezuela, management currently plans to continue supporting its business in Venezuela in the long run.

Argentine currency status

The Argentine government has implemented certain measures that control and restrict the ability of companies and individuals to exchange Argentine pesos for foreign currencies. Those measures include, among other things, the requirement to obtain the prior approval from the Argentine Tax Authority of the foreign currency transaction (for example and without limitation, for the payment of non-Argentine goods and services, payment of principal and interest on non-Argentine debt and also payment of dividends to parties outside of the country), which approval process could delay, and eventually restrict, the ability to exchange Argentine pesos for other currencies, such as U.S. dollars. Those approvals are administered by the Argentine Central Bank through the Local Exchange Market (“Mercado Unico Libre de Cambios”, or “MULC”), which is the only market where exchange transactions may be lawfully made.

Further, restrictions also currently apply to the acquisition of any foreign currency for holding as cash within Argentina. Although the controls and restrictions on the acquisition of foreign currencies in Argentina place certain limitations on our current ability to convert cash generated by our Argentine subsidiaries into foreign currencies, based on the current state of Argentine currency rules and regulations, we do not expect that the current controls and restrictions, will have a material adverse effect on our business plans in Argentina or on our overall business, financial condition or results of operations.

Additionally, during January 2014 the Argentinean peso exchange rate against the U.S. dollar increased in approximately 23%, from 6.52 Argentinean Pesos per U.S. dollar as of December 31, 2013 to approximately 8.0 Argentinean Pesos per U.S. dollar. Due to the abovementioned devaluation, during the first quarter of 2014, the reported net assets in Argentina decreased in $14,625 thousands with the related impact in Other Comprehensive Income and the Company recognized a foreign exchange gain of $4,597 thousands. As of June 30, 2015, the Argentinean Peso exchange rate was $ 9.09 per U.S. dollar.

Income Tax Holiday in Argentina

Income Tax Holiday in Argentina

According to Argentine law, from fiscal year 2008, the Company’s Argentine subsidiary was a beneficiary of a software development law. Part of the benefits obtained from being a beneficiary of the aforementioned law was a relief of 60% of total income tax determined in each year, thus resulting in an effective tax rate in Argentina lower than the income tax law statutory rate. The law expired on September 17, 2014.

Aggregate tax benefit totaled $1,497 thousands for the three-month period ended June 30, 2014, while for the six-month period ended at such date amounted to $3,599 thousands. Aggregate per share effect of the Argentine tax holiday amounted to $0.03 for the three-month period ended June 30, 2014, while for the six-month period ended at such date amounted to $0.08.In addition, during fiscal year 2013 and on December 15, 2014 the Company acquired two software development companies, located in the Province of Cordoba and the City of Buenos Aires, Argentina, which were also beneficiaries of the aforementioned income tax holiday, however the total benefit obtained is immaterial.

On August 17, 2011, the Argentine government issued a new software development law and on September 9, 2013 the regulatory decree was issued, which established the new requirement to become beneficiary of the new software development law. The new decree establishes compliance requirements with annual incremental ratios related to exports of services and research and development expenses that must be achieved to remain within the tax holiday. The Argentine operation will have to achieve certain required ratios annually under the new software development law.

If we are successful in being admitted as beneficiaries under the new law, we estimate that the Argentine effective income tax rate would be materially lower than the statutory income tax rate. Also, the tax holiday under the new law would last until 2019.

The Industry Secretary resolution which rules, among other provisions, on the mechanism to file the information to obtain the benefits derived from the new software development law was issued in late February 2014. During May 2014, the Company presented all the required documentation in order to apply for the new software development law. At the date of issuance of these interim condensed consolidated financial statements, the Industry Secretary resolution which approves the Company’s application is still pending, and for that reason no tax holiday was recorded for the six-month period ended June 30, 2015.

Accumulated Other Comprehensive Income

Accumulated other comprehensive income

The following table sets forth the Company’s accumulated other comprehensive income as of June 30, 2015 and the year ended December 31, 2014:

	June 30,	December 31,
	2015	2014
	(In thousands)
Foreign currency translation	$              (158,622)	$          (134,695)
Unrealized loss on investments	(43)	(578)
Estimated tax gain on unrealized losses on investments	16	199
	$              (158,649)	$          (135,074)

The following tables summarize the changes in accumulated balances of other comprehensive income for the six-month period ended June 30, 2015:

	Unrealized	Foreign	Estimated tax
	Gains (Losses) on	Currency	(expense)
	Investments	Translation	benefit	Total
	(In thousands)
Balances as of December 31, 2014	$                    (578)	$          (134,695)	$                        199	$  (135,074)
Other comprehensive loss before reclassification
adjustments for gains on available for sale investments	(43)	(23,927)	16	(23,954)
Amount of gain (loss) reclassified from accumulated
other comprehensive income to net income	578	—	(199)	379
Net current period other comprehensive gain (loss)	535	(23,927)	(183)	(23,575)
Balances as of June 30, 2015	$                      (43)	$          (158,622)	$                          16	$  (158,649)

	Amount of Gain (Loss)
Details about Accumulated	Reclassified from
Other Comprehensive Income	Accumulated Other
Components for the six-month	Comprehensive	Affected Line Item
period ended June 30, 2015	Income	in the Statement of Income
	(In thousands)
Unrealized losses on investments	$                    (578)	Interest income and other financial gains
Estimated tax gain on unrealized losses on investments	199	Income / asset tax expense
Total reclassifications for the period	$                    (379)	Total, net of income taxes

Impairment of Long-lived Assets

Impairment of long-lived assets

The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable.

As explained in section “Foreign Currency Translation” of the present Note to these interim condensed consolidated financial statements, the Company has subsequently accessed to more unfavorable exchange markets in Venezuela as from December 2013.

Considering these changes in facts and circumstances and the lower U.S. dollar-equivalent cash flows expected from the Venezuelan business, and long-lived assets expected use, the Company compared the carrying amount of the long-lived assets with the expected undiscounted future net cash flows and concluded that certain office spaces held in Caracas, Venezuela, should be impaired. As a consequence, the Company estimated the fair value of the impaired long-lived assets and recorded impairment losses of $16.2 million and $ 49.5 million on March 31, 2015 and the second quarter of 2014, respectively, by using the market approach and considering prices for similar assets.

Convertible Senior Notes

Convertible Senior Notes

On June 30, 2014, the Company issued $330 million of 2.25% convertible senior notes due 2019 (the “Notes”). The Notes are unsecured, unsubordinated obligations of the Company, which pay interest in cash semi-annually, on January 1 and July 1, at a rate of 2.25% per annum. The Notes will mature on July 1, 2019 unless earlier repurchased or converted in accordance with their terms prior to such date. The Notes may be converted, under specific conditions, based on an initial conversion rate of 7.9353 shares of common stock per $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $126.02 per share of common stock), subject to adjustment as described in the indenture governing the Notes.

Prior to January 1, 2019, the Notes will be convertible only upon the occurrence of certain events and during certain periods, and thereafter, at any time until the close of business on the second scheduled trading day immediately preceding the maturity date of the Notes. The conversion rate is subject to customary anti-dilution adjustments. Following certain corporate events described in the Indenture that occur prior to the maturity date, the conversion rate will be increased for a holder who elects to convert its Notes in connection with such corporate event in certain circumstances. The Indenture contains customary terms and covenants, including that upon certain events of default occurring and continuing, either the Trustee or the holders of at least 25% in principal amount of the outstanding Notes may declare 100% of the principal of, and accrued and unpaid interest on, all the Notes to be due and payable.

In accordance with ASC 470-20 Debt with Conversion and Other Options, the convertible debt instrument within the scope of the cash conversion subsection, was separated into debt and equity components at issuance and a fair value was assigned. The value assigned to the debt component was the estimated fair value, as of the issuance date, of a similar debt without the conversion feature. As of the issuance date, the Company determined the fair value of the liability component of the Notes based on market data that was available for senior, unsecured nonconvertible corporate bonds issued by comparable companies. Thedifference between the cash proceeds and this estimated fair value, represents the value assigned to the equity component and was recorded as a debt discount. The debt discount is amortized using the effective interest method from the origination date through its stated contractual maturity date.

The initial debt component of the Notes was valued at $283,015 thousands, based on the contractual cash flows discounted at an appropriate market rate for a non-convertible debt at the date of issuance, which was determined to be 5.55%. The carrying value of the permanent equity component reported in additional paid-in-capital was initially valued at $46,985 thousands. The effective interest rate after allocation of transaction costs to the liability component is 6.1% and is used to amortize the debt discount and transaction costs.

In connection with the issuance of the Notes, the Company paid approximately $19,668 thousands to enter into capped call transactions with respect to its common shares (the “Capped Call Transactions”), with certain financial institutions. The Capped Call Transactions are expected generally to reduce the potential dilution upon conversion of the Convertible Notes and / or offset any cash payments the Company may be required to make in excess of the principal amount of any converted notes in the event that the market price of the common shares is greater than the strike price of the Capped Call Transactions, initially set at $126.02 per common share, which corresponds to the initial conversion price of the Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the Notes, and have a cap price of approximately $155.78 per common share.

The $19,668 thousands cost of the capped call transactions, which net of deferred income tax effect amounts to $12,784 thousands, is included as a net reduction to additional paid-in capital in the stockholders’ equity section of our consolidated balance sheets.

For more detailed information in relation to the Notes and the Capped Call transactions, see Note 9 to these interim condensed consolidated financial statements.

Use of Estimates

Use of estimates

The preparation of interim condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are used for, but not limited to accounting for allowance for doubtful accounts and chargeback provisions, depreciation, amortization, recoverability of goodwill and intangible assets with indefinite useful life, useful life of long-lived assets and intangible assets, impairment of short-term and long-term investments, impairment of long-lived assets, compensation costs relating to the Company’s long term retention plan, fair value of convertible debt note, recognition of income taxes and contingencies. Actual results could differ from those estimates.

Recently Issued Accounting Pronouncements

Recently issued accounting pronouncements

On January 9, 2015, the FASB issued the ASU 2015-01. This new standard eliminates from general accepted accounting principles the concept of extraordinary items included in Subtopic 225-20. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted provided that the guidance is applied from the beginning of the year of adoption. The adoption of this standard is not expected to have a material impact on the Company’s financial statements.

On February 18, 2015 the FASB issued the ASU 2015-02. The update affects reporting entities that are required to evaluate whether they should consolidate certain legal entitiesand is effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2015. The amendments eliminate three of the six conditions for evaluating whether a fee paid to adecision maker or a service provider represents a variable interest. The adoption of this standard is not expected to have a material impact on the Company’s financial statements.

On April 7, 2015 the FASB issued the ASU 2015-03. To simplify presentation of debt issuance costs, the amendments in this update would require that debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of debt liability, consistent with debt discounts or premiums. The amendments in this update are effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The adoption of this standard is not expected to have a material impact on the Company’s financial statements.

On April 15, 2015 the FASB issued the ASU 2015-05. The amendments in this update will help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement by providing guidance as to whether an arrangement includes the sale or license of software. The amendments will be effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2015. The Company is assessing the effects that the adoption of this accounting pronouncement may have on the Company’s financial statements.

On May, 2015 the FASB issued the ASU 2015-07. The amendments in this update remove, from the fair value hierarchy, investments for which the practical expedient is used to measure fair value at net asset value. Instead, an entity is required to include those investments as a reconciling line item so that the total fair value amount of investments in the disclosure is consistent with the amount on the balance sheet. For public companies, this amendment is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. Early adoption is permitted. The amendment should be applied retrospectively to all periods presented.The Company is assessing the effects that the adoption of this accounting pronouncementmayhave on the Company’s financial statements.

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Interim Condensed Consolidated Statements of Income - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Income Statement [Abstract]
Net revenues	$ 154,314	$ 131,849	$ 302,417	$ 247,231
Cost of net revenues	(50,311)	(36,372)	(95,019)	(67,911)
Gross profit	104,003	95,477	207,398	179,320
Operating expenses:
Product and technology development	(19,639)	(11,741)	(36,885)	(23,998)
Sales and marketing	(29,115)	(26,469)	(55,317)	(48,821)
General and administrative	(20,612)	(13,684)	(38,746)	(28,917)
Impairment of Long-Lived Assets		(49,496)	(16,226)	(49,496)
Total operating expenses	(69,366)	(101,390)	(147,174)	(151,232)
Income (loss) from operations	34,637	(5,913)	60,224	28,088
Other income (expenses):
Interest income and other financial gains	4,683	3,573	8,991	6,609
Interest expense and other financial losses	(5,201)	(778)	(10,151)	(1,805)
Foreign currency (losses) gains	(648)	(15,965)	(9,217)	(12,871)
Net income (loss) before income / asset tax expense	33,471	(19,083)	49,847	20,021
Income / asset tax expense	(14,008)	(6,506)	(28,663)	(15,281)
Net income (loss)	19,463	(25,589)	21,184	4,740
Less: Net Income attributable to Redeemable Noncontrolling Interest		6		70
Net income (loss) attributable to MercadoLibre, Inc. shareholders	$ 19,463	$ (25,595)	$ 21,184	$ 4,670
Basic EPS
Basic net income (loss) attributable to MercadoLibre, Inc. Shareholders per common share	$ 0.44	$ (0.58)	$ 0.48	$ 0.11
Weighted average of outstanding common shares	44,155,271	44,153,892	44,155,035	44,153,658
Diluted EPS
Diluted net income (loss) attributable to MercadoLibre, Inc. Shareholders per common share	$ 0.44	$ (0.58)	$ 0.48	$ 0.11
Weighted average of outstanding common shares	44,155,271	44,182,668	44,155,035	44,168,126
Cash Dividends declared	$ 0.103	$ 0.166	$ 0.206	$ 0.332

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Fair Value Measurement of Assets and Liabilities

6 Months Ended

Jun. 30, 2015

Fair Value Measurement of Assets and Liabilities [Abstract]

Fair Value Measurement of Assets and Liabilities

6. Fair value measurement of assets and liabilities

The following table summarizes the Company’s financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2015 and December 31, 2014:

		Quoted Prices in			Quoted Prices in
	Balances as of	active markets for	Significant other	Balances as of	active markets for	Significant other
	June 30,	identical Assets	observable inputs	December 31,	identical Assets	observable inputs
Description	2015	(Level 1)	(Level 2)	2014	(Level 1)	(Level 2)
	(In thousands)
Assets
Cash and Cash Equivalents:
Money Market Funds	$                52,814	$                     52,814	$                          —	$                   37,495	$                      37,495	$                          —
Sovereign Debt Securities	327	327	—	—	—	—
Corporate Debt Securities	12,034	—	12,034	13,004	108	12,896
Investments:
Sovereign Debt Securities	55,816	53,874	1,942	49,150	49,150	—
Corporate Debt Securities	242,713	143,323	99,390	238,643	59,919	178,724
Certifcates of deposits	9,519	—	9,519	7,807	—	7,807
Total Financial Assets	$              373,223	$                   250,338	$                 122,885	$                 346,099	$                    146,672	$                 199,427
Liabilities:
Contingent considerations	$                12,075	$                            —	$                   12,075	$                     4,833	$                             —	$                     4,833
Total Financial Liabilities	$                12,075	$                            —	$                   12,075	$                     4,833	$                             —	$                     4,833

As of June 30, 2015, the Company’s financial assets valued at fair value consisted of assets valued using i) Level 1 inputs: unadjusted quoted prices in active markets (Level 1 instrument valuations are obtained from observable inputs that reflect quoted prices (unadjusted) for identical assets in active markets); and ii) Level 2 inputs, which are obtained from readily-available pricing sources for comparable instruments as well as instruments with inactive markets at the measurement date. As of June 30, 2015, the Company did not have any assets without market values that would require a high level of judgment to determine fair value (Level 3).

As of June 30, 2015 and December 31, 2014, the Company´s liabilities valued at fair value consisted of contingent considerations from acquisitions valued using level 2 inputs.

The unrealized net gains or loss on short term and long term investments are reported as a component of other comprehensive income. The Company does not anticipate any significant realized losses associated with those investments in excess of the Company’s historical cost.

As of June 30, 2015 and December 31, 2014, the carrying value of the Company’s financial assets and liabilities measured at amortized cost approximated their fair value mainly because of its short term maturity. These assets and liabilities included cash and cash equivalents (excluding money markets funds), accounts receivables, credit card receivables, funds payable to customers, other receivables, other assets, accounts payables, social security payables, taxes payables, provisions and other liabilities. The convertible senior notes, the rest of the loans payable and other financial liabilities approximate their fair value because the interest rates are not materially different from market interest rates.

In addition, as of June 30, 2015 andDecember 31, 2014, the Company had $68,437 thousands and $58,475 thousands of short-term investments, respectively, which consisted of time deposits.

Those investments are accounted for at amortized cost which, as of June 30, 2015 and December 31, 2014, approximates their fair values.

The following table summarizes the fair value level for those financial assets and liabilities of the Company measured at amortized cost as of June 30, 2015 and December 31, 2014:

	Balances as of	Significant other	Balances as of	Significant other
	June 30,	observable inputs	December 31,	observable inputs
	2015	(Level 2)	2014	(Level 2)
	(In thousands)
Assets
Time Deposits	$                68,437	$                     68,437	$                    58,475	$                    58,475
Accounts receivable	46,123	46,123	46,672	46,672
Credit Cards receivable	130,971	130,971	85,162	85,162
Prepaid expenses	5,332	5,332	3,458	3,458
Other assets	40,750	40,750	37,718	37,718
Total Assets	$              291,613	$                   291,613	$                  231,485	$                  231,485
Liabilities
Accounts and funds payable	$                67,371	$                     67,371	$                    58,006	$                    58,006
Funds payable to customers	197,793	197,793	165,034	165,034
Salaries and social security payable	18,272	18,272	18,835	18,835
Tax payable	37,092	37,092	26,013	26,013
Dividends payable	4,548	4,548	7,330	7,330
Loans payable and other financial liabilities	288,024	288,024	283,826	283,826
Other liabilities	7,428	7,428	5,524	5,524
Total Liabilities	$              620,528	$                   620,528	$                  564,568	$                  564,568

As of June 30, 2015 and December 31, 2014, the Company held no direct investments in auction rate securities, collateralized debt obligations or structured investment vehicles, and does not have any non-financial assets or liabilities measured at fair value.

As of June 30, 2015 and December 31, 2014, the fair value of money market funds, short and long-term investments classified as available for sale securities are as follows:

	June 30, 2015
	(In thousands)
	Cost	Gross Unrealized Gains	Gross Unrealized Losses (1)	Estimated Fair Value
Cash and cash equivalents
Money Market Funds	$                     52,781	$                    33	$                        —	$                          52,814
Sovereign Debt Securities	327	—	—	327
Corporate Debt Securities	12,037	—	(3)	12,034
Total Cash and cash equivalents	$                     65,145	$                    33	$                         (3)	$                          65,175
Short-term investments
Sovereign Debt Securities	$                       3,273	$                      0	$                         (6)	$                            3,267
Corporate Debt Securities	88,476	9	(46)	88,439
Certificates of deposits	7,014	4	—	7,018
Total Short-term investments	$                     98,763	$                    13	$                       (52)	$                          98,724
Long-term investments
Sovereign Debt Securities	$                     52,489	$                    62	$                         (2)	$                          52,549
Corporate Debt Securities	154,369	108	(203)	154,274
Certificates of deposits	2,500	1	—	2,501
Total Long-term investments	$                   209,358	$                  171	$                     (205)	$                        209,324
Total	$                   373,266	$                  217	$                     (260)	$                        373,223

	December 31, 2014
	(In thousands)
	Cost	Gross Unrealized Gains	Gross Unrealized Losses (1)	Estimated Fair Value
Cash and cash equivalents
Money Market Funds	$                     37,531	$                      2	$                       (38)	$                          37,495
Corporate Debt Securities	13,009	—	(5)	13,004
Total Cash and cash equivalents	$                     50,540	$                      2	$                       (43)	$                          50,499
Short-term investments
Sovereign Debt Securities	$                       4,726	$                    —	$                         (4)	$                            4,722
Corporate Debt Securities	81,886	—	(75)	81,811
Certificates of deposit	3,802	1	(1)	3,802
Total Short-term investments	$                     90,414	$                      1	$                       (80)	$                          90,335
Long-term investments
Sovereign Debt Securities	$                     44,511	$                    —	$                       (83)	$ 44,428
Corporate Debt Securities	157,205	22	(395)	156,832
Certificates of deposit	4,007	—	(2)	4,005
Total Long-term investments	$ 205,723	$ 22	$ (480)	$ 205,265
Total	$ 346,677	$ 25	$ (603)	$ 346,099

(1) Unrealized losses from securities are primarily attributable to market price movements. Management does not believe any remaining unrealized losses represent other-than-temporary impairments based on the evaluation of available evidence including the credit rating of the investments, as of June 30, 2015 and December 31, 2014.

The material portion of the Sovereign Debt Securities is U.S. Treasury Notes with no significant risk associated.

As of June 30, 2015, the estimated fair values (in thousands of U.S. dollars) of money market funds, short-term and long-term investments classified by its effective maturities are as follows:

One year or less	163,899
One year to two years	126,528
Two years to three years	57,707
Three years to four years	11,349
Four years to five years	13,740
More than five years	-
Total	$          373,223

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Segment Reporting

6 Months Ended

Jun. 30, 2015

Segment Reporting [Abstract]

Segment Reporting

5. Segment reporting

Reporting segments are based upon the Company’s internal organizational structure, the manner in which the Company’s operations are managed, the criteria used by management to evaluate the Company’s performance, the availability of separate financial information, and overall materiality considerations.

Segment reporting is based on geography as the main basis of segment breakdown to reflect the evaluation of the Company’s performance defined by the management. The Company’s segments include Brazil, Argentina, Mexico, Venezuela and other countries (such as Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, Panama, Peru, Portugal, Uruguay and USA).

Direct contribution consists of net revenues from external customers less direct costs and any impairment of long lived assets. Direct costs include specific costs of net revenues, sales and marketing expenses, and general and administrative expenses over which segment managers have direct discretionary control, such as advertising and marketing programs, customer support expenses, allowances for doubtful accounts, payroll, third party fees. All corporate related costs have been excluded from the Company’s direct contribution.

Expenses over which segment managers do not currently have discretionary control, such as certain technology and general and administrative costs are monitored by management through shared cost centers and are not evaluated in the measurement of segment performance.

The following tables summarize the financial performance of the Company’s reporting segments:

	Six Months Ended June 30, 2015
	(In thousands)
	Brazil	Argentina	Mexico	Venezuela	Other Countries	Total
Net revenues	$             141,365	$             104,262	$             19,428	$             19,669	$             17,694	$             302,417
Direct costs	(83,676)	(53,842)	(12,615)	(6,835)	(11,083)	(168,051)
Impairment of Long-lived Assets	—	—	—	(16,226)	—	(16,226)
Direct contribution	57,689	50,420	6,813	(3,392)	6,611	118,140
Operating expenses and indirect costs of net revenues						(57,916)
Income from operations						60,224
Other income (expenses):
Interest income and other financial gains						8,991
Interest expense and other financial losses						(10,151)
Foreign currency loss						(9,217)
Net income before income / asset tax expense						$               49,847
	Six Months Ended June 30, 2014
	(In thousands)
	Brazil	Argentina	Mexico	Venezuela	Other Countries	Total
Net revenues	$             115,834	$               61,229	$             17,453	$             35,908	$             16,807	$             247,231
Direct costs	(68,310)	(34,523)	(10,294)	(10,492)	(8,887)	(132,506)
Impairment of Long-lived Assets	—	—	—	(49,496)	—	(49,496)
Direct contribution	47,524	26,706	7,159	(24,080)	7,920	65,229
Operating expenses and indirect costs of net revenues						(37,141)
Income from operations						28,088
Other income (expenses):
Interest income and other financial gains						6,609
Interest expense and other financial losses						(1,805)
Foreign currency loss						(12,871)
Net income before income / asset tax expense						$               20,021

	Three Months Ended June 30, 2015
	(In thousands)
	Brazil	Argentina	Mexico	Venezuela	Other Countries	Total
Net revenues	$             72,867	$             56,830	$            9,991	$               5,714	$            8,912	$             154,314
Direct costs	(43,995)	(29,057)	(6,646)	(2,631)	(5,912)	(88,241)
Direct contribution	28,872	27,773	3,345	3,083	3,000	66,073
Operating expenses and indirect costs of net revenues						(31,436)
Income from operations						34,637
Other income (expenses):
Interest income and other financial gains						4,683
Interest expense and other financial losses						(5,201)
Foreign currency loss						(648)
Net income before income / asset tax expense						$               33,471

	Three Months Ended June 30, 2014
	(In thousands)
	Brazil	Argentina	Mexico	Venezuela	Other Countries	Total
Net revenues	$             63,400	$             33,267	$            9,370	$             16,552	$            9,260	$             131,849
Direct costs	(37,793)	(17,609)	(5,546)	(4,857)	(4,972)	(70,777)
Impairment of Long-lived Assets	—	—	—	(49,496)	—	(49,496)
Direct contribution	25,607	15,658	3,824	(37,801)	4,288	11,576
Operating expenses and indirect costs of net revenues						(17,489)
Income from operations						(5,913)
Other income (expenses):
Interest income and other financial gains						3,573
Interest expense and other financial losses						(778)
Foreign currency loss						(15,965)
Net loss before income / asset tax expense						$             (19,083)

The following table summarizes the allocation of property and equipment, net based on geography:

	June 30,	December 31,
	2015	2014
	(In thousands)
US Property and equipment, net	$               10,707	$               13,226
Other countries property and equipment, net
Argentina	29,394	28,005
Brazil	14,805	8,237
Mexico	2,709	2,801
Venezuela (*)	21,264	36,237
Other countries	3,856	3,039
	$               72,028	$               78,319
Total Property and equipment, net	$               82,735	$               91,545

(*)  After the impairment of Venezuelan long-lived assets. See Note 2 “Foreign currency translation - Venezuelan currency status”.

During June 2015, our Venezuelan subsidiary acquired two offices in process of construction of a total of 475.48 square meters, in Caracas, Venezuela for a total purchase price of approximately BF$1,474 million for investment purposes and included in non-current other assets . Our Venezuelan subsidiary paid the purchase price in Bolivares Fuertes, and funded the transaction with funds from its own operations. The office will be delivered within seventeen months from the acquisition date, according to the agreement.

The following table summarizes the allocation of the goodwill and intangible assets based on geography:

	June 30,	December 31,
	2015	2014
	(In thousands)
US intangible assets	$                   290	$                    172
Other countries goodwill and intangible assets
Argentina	12,808	12,580
Brazil	27,811	11,212
Mexico	51,406	21,734
Venezuela	7,498	7,515
Other countries (*)	36,292	38,787
	$            135,815	$               91,828
Total goodwill and intangible assets	$            136,105	$               92,000

(*)  Includes the acquisition of online classified advertisement company in Chile. See Note 4.

Consolidated net revenues by similar products and services for the six and three-month periods ended June 30, 2015 and 2014 were as follows:

	Six-months Ended June 30,		Three-months Ended June 30,
Consolidated Net Revenues	2015	2014	2015	2014
	(In thousands)		(In thousands)
Marketplace	$          187,943	$          174,960	$         93,181	$         91,517
Non-marketplace (*)	114,474	72,271	61,133	40,332
Total	$          302,417	$          247,231	$       154,314	$       131,849

(*)  Includes, among other things, Ad Sales, Real Estate, Motors, Financing Fees, Off-platform Payment Fees and other ancillary services.

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Fair Value Measurement of Assets and Liabilities (Tables)

6 Months Ended

Jun. 30, 2015

Fair Value Measurement of Assets and Liabilities [Abstract]

Financial Assets and Liabilities Measured at Fair Value on Recurring Basis

		Quoted Prices in			Quoted Prices in
	Balances as of	active markets for	Significant other	Balances as of	active markets for	Significant other
	June 30,	identical Assets	observable inputs	December 31,	identical Assets	observable inputs
Description	2015	(Level 1)	(Level 2)	2014	(Level 1)	(Level 2)
	(In thousands)
Assets
Cash and Cash Equivalents:
Money Market Funds	$                52,814	$                     52,814	$                          —	$                   37,495	$                      37,495	$                          —
Sovereign Debt Securities	327	327	—	—	—	—
Corporate Debt Securities	12,034	—	12,034	13,004	108	12,896
Investments:
Sovereign Debt Securities	55,816	53,874	1,942	49,150	49,150	—
Corporate Debt Securities	242,713	143,323	99,390	238,643	59,919	178,724
Certifcates of deposits	9,519	—	9,519	7,807	—	7,807
Total Financial Assets	$              373,223	$                   250,338	$                 122,885	$                 346,099	$                    146,672	$                 199,427
Liabilities:
Contingent considerations	$                12,075	$                            —	$                   12,075	$                     4,833	$                             —	$                     4,833
Total Financial Liabilities	$                12,075	$                            —	$                   12,075	$                     4,833	$                             —	$                     4,833

Fair Value of Financial Assets and Liabilities Measured at Amortized Cost

	Balances as of	Significant other	Balances as of	Significant other
	June 30,	observable inputs	December 31,	observable inputs
	2015	(Level 2)	2014	(Level 2)
	(In thousands)
Assets
Time Deposits	$                68,437	$                     68,437	$                    58,475	$                    58,475
Accounts receivable	46,123	46,123	46,672	46,672
Credit Cards receivable	130,971	130,971	85,162	85,162
Prepaid expenses	5,332	5,332	3,458	3,458
Other assets	40,750	40,750	37,718	37,718
Total Assets	$              291,613	$                   291,613	$                  231,485	$                  231,485
Liabilities
Accounts and funds payable	$                67,371	$                     67,371	$                    58,006	$                    58,006
Funds payable to customers	197,793	197,793	165,034	165,034
Salaries and social security payable	18,272	18,272	18,835	18,835
Tax payable	37,092	37,092	26,013	26,013
Dividends payable	4,548	4,548	7,330	7,330
Loans payable and other financial liabilities	288,024	288,024	283,826	283,826
Other liabilities	7,428	7,428	5,524	5,524
Total Liabilities	$              620,528	$                   620,528	$                  564,568	$                  564,568

Fair Value of Money Market Funds, Short and Long-Term Investments Classified as Available for Sale Securities

	June 30, 2015
	(In thousands)
	Cost	Gross Unrealized Gains	Gross Unrealized Losses (1)	Estimated Fair Value
Cash and cash equivalents
Money Market Funds	$                     52,781	$                    33	$                        —	$                          52,814
Sovereign Debt Securities	327	—	—	327
Corporate Debt Securities	12,037	—	(3)	12,034
Total Cash and cash equivalents	$                     65,145	$                    33	$                         (3)	$                          65,175
Short-term investments
Sovereign Debt Securities	$                       3,273	$                      0	$                         (6)	$                            3,267
Corporate Debt Securities	88,476	9	(46)	88,439
Certificates of deposits	7,014	4	—	7,018
Total Short-term investments	$                     98,763	$                    13	$                       (52)	$                          98,724
Long-term investments
Sovereign Debt Securities	$                     52,489	$                    62	$                         (2)	$                          52,549
Corporate Debt Securities	154,369	108	(203)	154,274
Certificates of deposits	2,500	1	—	2,501
Total Long-term investments	$                   209,358	$                  171	$                     (205)	$                        209,324
Total	$                   373,266	$                  217	$                     (260)	$                        373,223

	December 31, 2014
	(In thousands)
	Cost	Gross Unrealized Gains	Gross Unrealized Losses (1)	Estimated Fair Value
Cash and cash equivalents
Money Market Funds	$                     37,531	$                      2	$                       (38)	$                          37,495
Corporate Debt Securities	13,009	—	(5)	13,004
Total Cash and cash equivalents	$                     50,540	$                      2	$                       (43)	$                          50,499
Short-term investments
Sovereign Debt Securities	$                       4,726	$                    —	$                         (4)	$                            4,722
Corporate Debt Securities	81,886	—	(75)	81,811
Certificates of deposit	3,802	1	(1)	3,802
Total Short-term investments	$                     90,414	$                      1	$                       (80)	$                          90,335
Long-term investments
Sovereign Debt Securities	$                     44,511	$                    —	$                       (83)	$ 44,428
Corporate Debt Securities	157,205	22	(395)	156,832
Certificates of deposit	4,007	—	(2)	4,005
Total Long-term investments	$ 205,723	$ 22	$ (480)	$ 205,265
Total	$ 346,677	$ 25	$ (603)	$ 346,099

(1) Unrealized losses from securities are primarily attributable to market price movements. Management does not believe any remaining unrealized losses represent other-than-temporary impairments based on the evaluation of available evidence including the credit rating of the investments, as of June 30, 2015 and December 31, 2014.

Estimated Fair Values of Money Market Funds, Short-Term and Long-Term Investments

One year or less	163,899
One year to two years	126,528
Two years to three years	57,707
Three years to four years	11,349
Four years to five years	13,740
More than five years	-
Total	$          373,223

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Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2015

Summary of Significant Accounting Policies [Abstract]

Assets, Liabilities and Net Assets of Company's Venezuelan Subsidiaries

	Six-month periods ended June 30,
	2015	2014
Venezuelan operations	(In thousands)
Net Revenues	$            19,669	$            35,908

	June 30,	December 31,
	2015	2014
Assets	46,482	75,153
Liabilities	(43,701)	(43,359)
Net Assets	$              2,781	$            31,794

Accumulated Other Comprehensive Income

	June 30,	December 31,
	2015	2014
	(In thousands)
Foreign currency translation	$              (158,622)	$          (134,695)
Unrealized loss on investments	(43)	(578)
Estimated tax gain on unrealized losses on investments	16	199
	$              (158,649)	$          (135,074)

Summary of Changes in Accumulated Balances of Other Comprehensive Income

	Unrealized	Foreign	Estimated tax
	Gains (Losses) on	Currency	(expense)
	Investments	Translation	benefit	Total
	(In thousands)
Balances as of December 31, 2014	$                    (578)	$          (134,695)	$                        199	$  (135,074)
Other comprehensive loss before reclassification
adjustments for gains on available for sale investments	(43)	(23,927)	16	(23,954)
Amount of gain (loss) reclassified from accumulated
other comprehensive income to net income	578	—	(199)	379
Net current period other comprehensive gain (loss)	535	(23,927)	(183)	(23,575)
Balances as of June 30, 2015	$                      (43)	$          (158,622)	$                          16	$  (158,649)

	Amount of Gain (Loss)
Details about Accumulated	Reclassified from
Other Comprehensive Income	Accumulated Other
Components for the six-month	Comprehensive	Affected Line Item
period ended June 30, 2015	Income	in the Statement of Income
	(In thousands)
Unrealized losses on investments	$                    (578)	Interest income and other financial gains
Estimated tax gain on unrealized losses on investments	199	Income / asset tax expense
Total reclassifications for the period	$                    (379)	Total, net of income taxes

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2.25% Convertible Senior Notes Due 2019

6 Months Ended

Jun. 30, 2015

2.25% Convertible Senior Notes Due 2019 [Abstract]

2.25% Convertible Senior Notes Due 2019

9. 2.25% Convertible Senior Notes Due 2019

On June 30, 2014, the Company issued $330 million of 2.25% convertible senior notes due 2019 (the “Notes”). The Notes are unsecured, unsubordinated obligations of the Company, which pay interest in cash semi-annually, on January 1 and July 1, at a rate of 2.25% per annum. The Notes will mature on July 1, 2019 unless earlier repurchased or converted in accordance with their terms prior to such date. The Notes may be converted, under the conditions specified below, based on an initial conversion rate of 7.9353 shares of common stock per $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $126.02 per share of common stock), subject to adjustment as described in the indenture governing the Notes. The net proceeds from the Notes were approximately $322 million, net of the transaction costs.

Holders may convert their notes at their option at any time prior to January 1, 2019 only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on September 30, 2014 (and only during such calendar quarter), if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; or (3) upon the occurrence of specified corporate events. On or after January 1, 2019 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their notes at any time, regardless of the foregoing circumstances. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of our common stock, at our election.

As of June 30, 2015, none of the conditions allowing holders of the Notes to convert had been met.

In accordance with ASC 470-20 Debt with Conversion and Other Options , the convertible debt instrument within the scope of the cash conversion subsection, was separated into debt and equity components at issuance and be assigned a fair value. The value assigned to the debt component is the estimated fair value, as of the issuance date, of a similar debt without the conversion feature. As of June 30, 2014, the Company determined the fair value of the liability component of the Notes by reviewing market data that was available for senior, unsecured nonconvertible corporate bonds issued by comparable companies. Assumptions used in the estimate represent what market participants would use in pricing the liability component, including market interest rates, credit standing, and yield curves, all of which are defined as level 2 observable inputs. The difference between the cash proceeds and this estimated fair value, represents the value assigned to the equity component and is recorded as a debt discount. The debt discount is amortized using the effective interest method from the origination date through its stated contractual maturity date.

The initial debt component of the Notes was valued at $283,015 thousands, based on the contractual cash flows discounted at an appropriate market rate for a non-convertible debt at the date of issuance, which was determined to be 5.55%. The carrying value of the permanent equity component reported in additional paid-in-capital was initially valued at $46,985 thousands. The effective interest rate after allocation of transaction costs to the liability component is 6.1% and is used to amortize the debt discount and transaction costs. Additionally, the Company recorded a deferred tax liability related to the additional paid in capital component of the convertible notes amounting to $16,445 thousands.

The following table presents the carrying amounts of the liability and equity components:

	June 30, 2015		December 31, 2014
		(In thousands)
Amount of the equity component (1)	$	45,808	$	45,808
2.25% convertible senior notes due 2019	$	330,000	$	330,000
Unamortized debt discount (2)		(38,588)		(42,844)
Unamortized transaction costs related to the debt component		(5,933)		(6,526)
Contractual coupon interest accrual		3,713		3,733
Contractual coupon interest payment		(3,713)		(3,733)
Net carrying amount	$	285,479	$	280,630

(1) Net of $1,177 thousands of transaction costs related to the equity component of the Notes.

(2) As of June 30, 2015, the remaining period over which the unamortized debt discount will be amortized is 4 years.

The following table presents the interest expense for the contractual interest and the accretion of debt discount:

	Six-month period ended June 30, 2015		Three-month period ended June 30, 2015
	(In thousands)		(In thousands)
Contractual coupon interest expense	$	3,713	$	1,857
Amortization of debt discount		4,256		2,128
Amortization of debt issuance costs		593		294
Total interest expense related to Notes	$	8,562	$	4,279

Capped call transactions

The net proceeds from the Notes were approximately $321,732 thousands, after considering the transaction costs in an amount of $8,268 thousands. In connection with the issuance of the Notes, the Company paid $19,668 thousands to enter into capped call transactions with respect to its common shares (the “Capped Call Transactions”), with certain financial institutions. The Capped Call Transactions are expected generally to reduce the potential dilution upon conversion of the Convertible Notes and / or offset any cash payments the Company may be required to make in excess of the principal amount of any converted notes in the event that the market price of the common shares is greater than the strike price of the Capped Call Transactions, initially set at $126.02 per common share, which corresponds to the initial conversion price of the Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the Notes, and have a cap price of approximately $155.78 per common share. Therefore, as a result of executing the Capped Call Transactions, the Company will reduce its exposure to potential dilution once the market price of its common shares exceeds the strike price of $126.02 and up to a cap price of approximately $155.78 per common share. The Capped Call Transactions allows the Company to receive shares of the common stock and/or cash related to the excess conversion value that the Company would pay to the holders of the Notes upon conversion, up to the above mentioned cap price.

The $19,668 thousands cost of the capped call transactions, which net of deferred income tax effect amounts to $12,784 thousands, is included as a net reduction to additional paid-in capital in the stockholders’ equity section of these interim condensed consolidated balance sheets, in accordance with the guidance in ASC 815-40 Derivatives and Hedging-Contracts in Entity’s Own Equity.

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2015

Commitments and Contingencies [Abstract]

Commitments and Contingencies

7. Commitments and Contingencies

Litigation and Other Legal Matters

The Company is subject to certain contingent liabilities with respect to existing or potential claims, lawsuits and other proceedings. The Company accrues liabilities when it considers probable that future costs will be incurred and such costs can be reasonably estimated. The proceeding-related reserve is based on developments to date and historical information related to actions filed against the Company. As of June 30, 2015, the Company had established reserves for proceeding-related contingencies of $2,755 thousands to cover legal actions against the Company in which its Management has assessed the likelihood of a final adverse outcome as probable. In addition, as of June 30, 2015 the Company and its subsidiaries are subject to certain legal actions considered by the Company’s management and its legal counsels to be reasonably possible for an aggregate amount up to $4,609 thousands.

As of June 30, 2015, there were 42 lawsuits pending against the Argentine subsidiary in the Argentine ordinary courts and 858 pending claims in the Argentine Consumer Protection Agencies, where a lawyer is not required to file or pursue a claim.

As of June 30, 2015, there were two claims pending against the Mexican subsidiaries in the Mexican ordinary courts and 60 claims pending against our Mexican subsidiary in the Mexican Consumer Protection Agencies, where a lawyer is not required to file or pursue a claim.

As of June 30, 2015, there were 665 lawsuits pending against the Brazilian subsidiaries in the Brazilian ordinary courts. In addition, as of June 30, 2015, there were 2,598 lawsuits pending against the Brazilian subsidiaries in the Brazilian consumer courts, where a lawyer is not required to file or pursue a claim. In most of these cases, the plaintiffs asserted that the Company was responsible for fraud committed against them, or responsible for damages suffered when purchasing an item on our website, when using MercadoPago, or when the Company invoiced them. Management believes that the Company has meritorious defenses to these claims and intends to continue defending them.

No loss amount has been accrued for such reasonably possible legal actions of which most significant (individually or in the aggregate) are described below.

On August 25, 2010, Citizen Watch do Brasil S/A, or Citizen, sued Brazilian subsidiaries in the 31th Central Civil Court State of São Paulo, Brazil. Citizen alleged that the Brazilian subsidiaries were infringing Citizen’s trademarks as a result of users selling allegedly counterfeit Citizen watches through the Brazilian page of the Brazilian subsidiaries’ website. Citizen sought an order enjoining the sale of Citizen-branded watches on the Brazilian subsidiaries’ Marketplace with a $6,000 daily non-compliance penalty. On September 23, 2010, the Brazilian subsidiaries were summoned of an injunction granted to prohibit the offer of Citizen products on its platform, but the penalty was established at $6,000 per day. On September 26, 2010, the Brazilian subsidiaries presented their defense and appealed the decision of the injunction relief to the State Court of Appeals of São Paulo on September 27, 2010. On October 22, 2010 the injunction granted to Citizen was suspended. On March 23, 2011, the Company’s appeal regarding the injunction granted to Citizen was ruled in favor of the Brazilian subsidiaries. On May 4, 2011, Citizen presented a motion to clarify the decision but it was dismissed on March 14, 2012. On May 28, 2012, the Plaintiff filed a special recourse related to the injunction relief to the State Court of Appeals, and the Brazilian subsidiaries presented their defense on August 16, 2012 which was not admitted. In September 2012, the Plaintiff filed a legal action against the Brazilian subsidiaries with same arguments alleged in the injunction request and seeking for compensatory and statutory damages and defenses were presented on March 20, 2013. On January 9, 2013, Citizen presented a motion to request the appeal to be ruled by the Brazilian Superior Court of Justice (Superior Tribunal de Justiça). On March 1, 2013, the Company presented its response to that appeal. On August 27, 2013, the Brazilian Superior Court of Justice ruled against Citizen’s appeal. The Superior Court of Justice ruled that the Brazilian subsidiaries were not responsible for alleged infringement of intellectual property rights by its users and that they should comply with the “notice and take down” procedure it already have in place.

On October 4, 2013, Citizen presented a motion to clarify mentioned decision issued by the Brazilian Superior Court of Justice and such motion was denied on November 11, 2013. Citizen then filed, on November 25, 2013, an Extraordinary Appeal aiming the decision rendered by Brazilian Superior Court of Justice to be reviewed by Brazilian Federal Supreme Court. On February 21, 2014, Brazilian subsidiaries presented its response to Citizen’s Extraordinary Appeal. On March 10, 2014, Citizen’s extraordinary appeal was not accepted by the Brazilian Superior Court of Justice and, on March 26, 2014, Citizen filed an appeal against such decision, aiming at its Extraordinary Appeal to be accepted and ruled by Brazilian Federal Supreme Court. On May 5, 2014 the Company presented its response to Citizen’s appeal to The Brazilian Federal Supreme Court. On December, 19, 2014 Brazilian Federal Supreme Court overruled Citizen’s Extraordinary Appeal, ending the discussion regarding the injunction sought by Citizen which was definitely not granted. On February 19, 2015 the judge presiding the 31st Central Civil Court of the City of São Paulo, State of São Paulo, Brazil ruled the case in its merits totally in favor of the Brazilian subsidiary, stating that MercadoLivre shall not be held responsible for any of Citizen’s pleas and allegations. Citizen did not appeal the mentioned decision and, as a consequence, the case is closed. On the merits of the injunction is still pending. In the opinion of the Company’s management and its legal counsel the risk of loss is therefore remote.

State of São Paulo Fraud Claim

On June 12, 2007, a state prosecutor of the State of São Paulo, Brazil presented a claim against MercadoLivre. The state prosecutor alleges that MercadoLivre should be held liable for any fraud committed by sellers on MercadoLivre’s website, or responsible for damages suffered by buyers when purchasing an item on the Brazilian version of the MercadoLivre website. On June 26, 2009, the Lower Court Judge ruled in favor of the State of São Paulo prosecutor, declaring that MercadoLivre shall be held joint and severally liable for fraud committed by sellers and damages suffered by buyers when using the website, and ordering MercadoLivre remove from the Terms of Service of the Brazilian website any provision limiting MercadoLivre’s responsibility, with a penalty of approximately $2,500 per day of non-compliance. On June 29, 2009, the Company presented recourse to the lower court, which was not granted. On September 29, 2009, MercadoLivre presented an appeal and requested to suspend the effects of the ruling issued by the lower court until the appeal is decided by State Court of Appeals, which request was granted on December 1, 2009. On May 23, 2014 the State Court of Appeals issued its ruling stating that MercadoLivre shall not be held responsible for the quality, nature or defective products or services purchased through the Brazilian website. While the decision is not clear, it could be understood that the State Court of Appeals ruled that MercadoLivre could be held joint and severally liable for fraud committed by sellers buyers when using the website. On June 13, 2014, MercadoLivre filed a motion to clarify the decision. On October 6, 2014, the State Court of Appeals overruled MercadoLivre’s motion to clarify its decision. The Company appealed the decision to the Brazilian Federal Superior Court of Justice. As of the date of this report the Company appeal to the Brazilian Federal Superior Court of Justice was still being processed before the State Court of Appeals. On March 23, 2015 the State of São Paulo Prosecutor and MercadoLivre have settled the case by agreeing that MercadoLivre (i) will not be held liable for the quality, nature or defective products or services purchased through the Brazilian website, and/or damages suffered by buyers for purchases made using the website and paid directly to sellers, and (ii) will be jointly liable when buyer used MercadoPago in a purchase made through the website and liable for MercadoLivre’s own services. On July 15, 2015, the settlement was homologated and therefore the case is closed as of the date of these interim condensed financial statements.

City of São Paulo Tax Claim

In 2007 São Paulo tax authorities have asserted taxes and fines against our Brazilian subsidiary relating to the period from 2005 to 2007 in an approximate amount of $5.9 million according to the exchange rate in effect at that time. In 2007, the Company presented administrative defenses against the authorities’ claim and the tax authorities ruled against the Brazilian subsidiary. In 2009, the Company presented an appeal to the Conselho Municipal de Tributos or São Paulo Municipal Council of Taxes which reduced the fine. On February 11, 2011, the Company appealed this decision to the Câmaras Reunidas do Egrégio Conselho Municipal de Tributos or Superior Chamber of the São Paulo Municipal Council of Taxes which affirmed the reduction of the fine. As of the date of these interim condensed consolidated financial statements, the total amount of the claim is approximately $5.8 million including surcharges and interest. With this decision the administrative stage is finished. On August 15, 2011, the Company made a deposit in court of approximately R$ 9.5 million, which including accrued interests amounted to R$ 12.2 million or $3.9 million, according to the exchange rate at June 30, 2015, and filed a lawsuit in 8th Public Treasury Court of the County of São Paulo, State of São Paulo, Brazil, to contest the taxes and fines asserted by the Tax Authorities. As of June 30, 2015, the 8th Public Treasury Court of the County of São Paulo ruling was still pending.

In September 2012 São Paulo tax authorities have asserted taxes and fines against our Brazilian subsidiary related to our Brazilian subsidiary’s activities in São Paulo for the period from 2007 through 2010. On July 27, 2012, the Company presented administrative defenses against the authorities’ claim. On February 2, 2013, São Paulo tax authorities ruled against the Brazilian subsidiary maintaining claimed taxes and fines. On March 4, 2013, the Company presented an appeal to the Conselho Municipal de Tributos or São Paulo Municipal Council of Taxes. On August 23, 2013, the Câmaras Reunidas do Egrégio Conselho Municipal de Tributos or Superior Chamber of the São Paulo Municipal Council of Taxes ruled against the Company’s appeal. On September 5, 2013, the Company presented a special appeal to the Superior Chamber of the São Paulo Municipal Council of Taxes. On October 18, 2013, the mentioned appeal was denied to our Brazilian subsidiary and confirmed the fines. With this decision the administrative stage is finished. On November 13, 2013, the Company filed a lawsuit before the 9th Treasury Court of the City of São Paulo, State of São Paulo, Brazil, to contest the taxes and fines asserted by the Tax Authorities. On November 14, 2013, the Company made a deposit in court related to the lawsuit filed, of approximately R$41 million or $13.2 million, according to the exchange rate at June 30, 2015. On January 28, 2014 São Paulo Municipal Council was summoned and on April 8, 2014 the São Paulo Municipal Council presented its defense. On April 24, 2014 the Company presented its response to the mentioned defense. As of June 30, 2015, the lower court’s ruling was still pending.

In January 2005 the Brazilian subsidiary moved its operations to Santana de Parnaíba City, Brazil and began paying taxes to that jurisdiction and therefore the Company believes that has strong defenses to the claims of the São Paulo authorities with respect to these periods.

The Company’s management and its legal counsel believe that the risk of loss is remote, and as a result, has not reserved any provisions for these claims.

The collection date of the legal deposits cannot be determined since it will depend on the actual duration of the related legal proceedings.

Brazilian Federal Tax Claims

On September 2, 2011, the Brazilian Federal tax authority has asserted taxes and fines against our Brazilian subsidiary relating to the income tax for the 2006 period in an approximate amount of R$6.2 million or $2 million, according to the exchange rate at June 30, 2015. On September 30, 2011 the Company presented administrative defenses against the authorities’ claim. On August 24, 2012 the Company presented its appeal to the Board of Tax Appeals (CARF — Conselho Administrativo de Recursos Fiscais) against the tax authorities’ claims. On December 5, 2013, the Board of Tax Appeals ruled against MercadoLivre’s appeal. As of the date of issuance of these interim condensed consolidated financial statements the Superior Administrative Court of Tax Appeals ruling was still pending. The Company’s management and its legal counsel believe that the tax position adopted is more likely than not, based on the technical merits of the tax position, that it will be sustained, and as a result, the Company has not recorded any liability for this claim.

State of Rio de Janeiro Customer Service Level Claim

On August 19, 2011, a state prosecutor of the State of Rio de Janeiro, Brazil presented a claim against the Company’s Brazilian subsidiary. The state prosecutor alleges that the Brazilian subsidiary should improve our customer service level and provide (among other things) a telephone number for customer support and requested an injunction against our Brazilian subsidiary. On October 22, 2012, a lower court judge ruled in favor of the Company and dismissed the claim against the Company. The Public Prosecutor appealed the decision and the Company presented its defense on December 12, 2012. On April 9, 2013, the State Court of Appeals ruled in favor of the Company confirming the dismissal of the claim. On May 28, 2013 the decision was appealed by the state prosecutor to the Brazilian Superior Court of Justice and the Company presented its response on July 2, 2013. On May 5, 2015 the Brazilian Superior Court of Justice did not accept the extraordinary appeal filed by the Public Prosecutor. The Public Prosecutor filed an appeal against such decision, aiming the appeal to be accepted and ruled by Brazilian Federal Supreme Court, which was not accepted on June 16, 2015.In the opinion of the Company’s management and its legal counsel the risk of loss is remote.

State of Rio Grande do Sul Service Claim

On November 20, 2013, a state prosecutor of the County of Porto Alegre, State of Rio Grande do Sul, Brazil, presented a claim against our Brazilian subsidiary before the 15th Civil Court of Porto Alegre, State of Rio Grande do Sul, Brazil. The state prosecutor alleged that MercadoLivre should be held liable for any offer or sale of any unlawful products or services through its website. A preliminary injunction was granted on November 25, 2013 ordering the Brazilian subsidiary to monitor and prevent any offer of unlawful products or services. On January 22, 2014, the Brazilian subsidiary was summoned. On March 11, 2014, the Company presented its defense. On March 24, 2014, the Company filed an appeal against the preliminary injunction before the State Court of Rio Grande do Sul, Brazil, and on March 26, 2014 it was granted a motion to stay, revoking temporarily the effects of the injunction until the final ruling of the Interlocutory Appeal. On October 16, 2014, the State Court of Rio Grande do Sul, Brazil, ruled the Interlocutory Appeal in favor of the Brazilian subsidiary, revoking definitely the injunction. As of the date of issuance of these interim condensed consolidated financial statements the case merits’ ruling by the 15th Civil Court of Porto Alegre was still pending. In the opinion of the Company’s management the risk of losing the case is reasonably possible, but not probable.

Other third parties have from time to time claimed, and others may claim in the future, that the Company was responsible for fraud committed against them, or that the Company has infringed their intellectual property rights. The underlying laws with respect to the potential liability of online intermediaries like the Company are unclear in the jurisdictions where the Company operates. Management believes that additional lawsuits alleging that the Company has violated copyright or trademark laws will be filed against the Company in the future.

Intellectual property and regulatory claims, whether meritorious or not, are time consuming and costly to resolve, require significant amounts of management time, could require expensive changes in the Company’s methods of doing business, or could require the Company to enter into costly royalty or licensing agreements. The Company may be subject to patent disputes, and be subject to patent infringement claims as the Company’s services expand in scope and complexity. In particular, the Company may face additional patent infringement claims involving various aspects of the payments businesses.

From time to time, the Company is involved in other disputes or regulatory inquiries that arise in the ordinary course of business. The number and significance of these disputes and inquiries are increasing as the Company’s business expands and the Company grows larger.

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Long Term Retention Plan

6 Months Ended

Jun. 30, 2015

Long Term Retention Plan [Abstract]

Long Term Retention Plan

8. Long term retention plan (“LTRP”)

The following table summarizes the 2009, 2010, 2011, 2012, 2013 and 2014 long term retention plan accrued compensation expense for the six and three-month periods ended June 30, 2015 and 2014:

	Six Months Ended June 30,		Three Months Ended June 30,
	2015 (*)	2014 (*) (**)	2015 (*)	2014 (*) (**)
	(In thousands)		(In thousands)
LTRP 2009	$              308	$             (439)	$            320	$                 (88)
LTRP 2010	511	(191)	392	(8)
LTRP 2011	587	(57)	445	44
LTRP 2012	707	90	522	91
LTRP 2013	2,038	1,039	1,196	435
LTRP 2014	2,126	1,489	1,067	691

(*) (Gain) / Loss

(**) For the six and three-month periods ended June 30, 2014, the table above shows a reduction of compensation costs for LTRP 2009, 2010 and 2011 as a consequence of a decrease in the Company’s stock price during the quarter.

On August 4, 2015, the Board of Directors, upon the recommendation of the Compensation Committee, adopted the 2015 Long-Term Retention Plan (“2015 LTRP”). In order to receive an award under the 2015 LTRP, each eligible employee must satisfy the performance conditions established by the Board of Directors for such employee. The awards under 2015 LTRP are payable in cash, common stock or a combination thereof, in addition to the annual salary and bonus of each employee. The Company has granted the right to any LTRP participant to request settlement in cash. If these conditions are satisfied, the eligible employee will, subject to his or her continued employment as of each applicable payment date, receive the full amount of his or her 2015 LTRP bonus, payable as follows:

· the eligible employee will receive a fixed payment equal to 8.333% of his or her 2015 LTRP bonus once a year for a period of six years starting in March 2016; and

· on each date the Company pays the Annual Fixed Payment to the officer, he or she will also receive a payment equal to the product of (i) 8.333% of the applicable 2015 LTRP bonus and (ii) the quotient of (a) divided by (b), where (a), the numerator, equals the Applicable Year Stock Price (as defined below) and (b), the denominator, equals the 2014 Stock Price (as defined below). For purposes of the 2015 LTRP, the “2014 Stock Price” shall equal $127.29 (the average closing price of the Company´s common stock on the NASDAQ Global Market during the final 60-trading days of 2014) and the “Applicable Year Stock Price” shall equal the average closing price of the Company´s common stock on the NASDAQ Global Market during the final 60-trading days of the year preceding the applicable payment date for so long as the Company´s common stock is listed on the NASDAQ.

Additionally, on the same date, the Board of Directors, upon recommendation of the Compensation Committee, approved an amendment of each of the Company´s 2009, 2010, 2011, 2012 2013 and 2014 Long Term Retention Plans (“LTRPs”), effective as of January 1, 2015. These LTRPs were amended to (a) revise the prior LTRPs’ definition of the term “Market Value” to distinguish between a Change in Control (as defined in the amended LTRPs) in which the Company is the surviving entity and those transactions in which it is not the surviving entity and (b) include special payment rules in the case of participants who experience a Covered Termination within 120 days before a Change in Control or after a Change in Control. These amendments are also included in the 2015 LTRP described above.

Under these amendments, (a) each participant should receive a single payment equal to fifty percent (50%) of the Award payments scheduled to be paid after a Change in Control (based on the Market Value on the date the Change in Control occurs), and (b) each award payment scheduled to be paid after the Change in Control shall be reduced by fifty percent (50%), to reflect the single payment, and should continue to be paid on March 31 every year. As of the date of issuance of these interim condensed consolidated financial statements, the probability of a Change in Control is remote. According to the amended Change in Control provision, the effects of the acceleration in vesting shall be recorded once the Change in Control event becomes probable.

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Cash Dividend Distribution

6 Months Ended

Jun. 30, 2015

Cash Dividend Distribution [Abstract]

Cash Dividend Distribution

10. Cash Dividend Distribution

During the fiscal year ended December 31, 2014, the Company approved cash dividends for a total amount of $29,318 thousands or $0.664 per share, which had all been paid as of the year-end, except for the one approved in October 2014, consisting of $7,330 thousands (or $0.166 per share), which was paid on January 15, 2015 to stockholders of record as of the close of business on December 31, 2014.

In each of February, April, July and October of 2014, our Board of Directors declared quarterly cash dividends of $7,330 thousands (or $0.166 per share on our outstanding shares of common stock). The dividends were paid on April 15,  July 15, October 15, 2014 and January 15, 2015 to stockholders of record as of the close of business on March 29,  June 30, September 30, and December 31, 2014.

On February 24, 2015, the Board of Directors approved a quarterly cash dividend of $4,548 thousands (or $0.103 per share) on the outstanding shares of the Company´s common stock. The first quarterly dividend was paid on April 15, 2015 to stockholders of record as of the close of business on March 31, 2015.

On April 30, 2015, the Board of Directors declared a quarterly cash dividend of $4,548 thousands (or $0.103 per share), payable to holders of the Company's common stock. This quarterly cash dividend was paid on July 15, 2015 to stockholders of record as of the close of business on June 30, 2015.

On August 4, 2015, the Board of Directors approved a quarterly cash dividend of $4,548 (or $0.103 per share) on our outstanding shares of common stock, payable on October 15, 2015 to stockholders of record as of the close of business on September 30, 2015.

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Business Combinations, Goodwill and Intangible Assets (Narrative I) (Details) - USD ($) $ in Thousands			2 Months Ended	3 Months Ended	6 Months Ended
	Apr. 22, 2015	Apr. 01, 2015	Jun. 30, 2015	Jun. 30, 2015	Jun. 30, 2015
Metros Cubicos, S.A. de C.V. [Member]
Business Acquisition [Line Items]
Percentage of acquisition	100.00%
Aggregate purchase price for acquisition	$ 29,917
Business acquisition, cash paid	26,917
Amount in escrow account	3,000
Net revenues			$ 831
Net income (loss)			296
Intangible assets	8,721
Metros Cubicos, S.A. de C.V. [Member] | Customer Lists [Member]
Business Acquisition [Line Items]
Intangible assets	$ 3,924
Amortized period, years					5 years
Metros Cubicos, S.A. de C.V. [Member] | Non-Compete / Solicitation Agreement [Member]
Business Acquisition [Line Items]
Amortized period, years					3 years
KPL Soluções Ltda [Member]
Business Acquisition [Line Items]
Percentage of acquisition		100.00%
Aggregate purchase price for acquisition		$ 22,685
Business acquisition, cash paid		12,529
Additional contingent consideration		6,840
Contingent consideration arrangements, performance measurement period					24 months
Additional payments trasferred after two years		1,584
Additional payment expense period					24 months
Amount in escrow account		3,316
Net revenues				$ 838
Net income (loss)				299
Fair value of contingent consideration			$ 7,158	$ 7,158	$ 7,158
Intangible assets		8,433
Amortized period, years					5 years
KPL Soluções Ltda [Member] | Customer Lists [Member]
Business Acquisition [Line Items]
Intangible assets		$ 3,137

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Long Term Retention Plan (Additional Information) (Details) - 6 months ended Jun. 30, 2015 - Long Term Retention Plan 2015 [Member] - $ / shares	Total
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percent of bonus for fixed payments	8.333%
Period of fixed payments from long term retention plan	6 years
Stock price per share, average closing price	$ 127.29
Long term retention plan, number of trading days	60 days
Covered termination period	120 days
Percent of award payment paid after change in control	50.00%

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Business Combinations, Goodwill and Intangible Assets (Tables)

6 Months Ended

Jun. 30, 2015

Business Acquisition [Line Items]

Composition of Goodwill and Intangible Assets

	June 30,	December 31,
	2015	2014
	(In thousands)
Goodwill	$          101,840	$            68,829
Intangible assets with indefinite lives
— Trademarks	14,312	10,276
Amortizable intangible assets
— Licenses and others	10,033	5,111
— Non-compete / solicitation  agreement	1,679	1,829
— Customer lists	14,631	11,294
Total intangible assets	$            40,655	$            28,510
Accumulated amortization	(6,390)	(5,339)
Total intangible assets, net	$            34,265	$            23,171

Table Showing Changes in Carrying Amount of Goodwill

	Period ended June 30, 2015
	(In thousands)
	Brazil	Argentina	Chile	Mexico	Venezuela	Colombia	Other Countries	Total
Balance, beginning of the period	$           10,557	$           11,859	$                19,101	$                 15,719	$             5,729	$              4,521	$             1,343	$           68,829
- Business acquisition	14,066	—	—	22,978	—	—	—	37,044
- Effect of exchange rates changes	(819)	(614)	(924)	(1,268)	—	(324)	(84)	(4,033)
Balance, end of the period	$           23,804	$           11,245	$                18,177	$                 37,429	$             5,729	$              4,197	$             1,259	$         101,840

	Year ended December 31, 2014
	(In thousands)
	Brazil	Argentina	Chile	Mexico	Venezuela	Colombia	Other Countries	Total
Balance, beginning of year	$           10,366	$           14,676	$                  6,520	$                 11,376	$             5,252	$              5,506	$             1,405	$           55,101
- Bussiness Acquisition	1,538	775	14,710	6,293	477	82	48	23,923
- Effect of exchange rates changes	(1,347)	(3,592)	(2,129)	(1,950)	—	(1,067)	(110)	(10,195)
Balance, end of the year	$           10,557	$           11,859	$                19,101	$                 15,719	$             5,729	$              4,521	$             1,343	$           68,829

Expected Intangible Asset Amortization Expense

For year ended 12/31/2015	$               2,099
For year ended 12/31/2016	4,169
For year ended 12/31/2017	3,902
For year ended 12/31/2018	2,956
Thereafter	6,827
	$             19,953

Metros Cubicos, S.A. de C.V. [Member]

Business Acquisition [Line Items]

Purchase Price Allocation for Acquisition

	Metros Cúbicos S.A. de C.V. In thousands of U.S. dollars
Cash and cash equivalents	$	593
Other net tangible assets / (liabilities)		241
Trademarks		4,568
Customer Lists		3,924
Non-solicitation and Non-compete agreements		229
Deferred tax assets and liabilities		(2,616)
Goodwill		22,978
Purchase Price	$	29,917

KPL Soluções Ltda. [Member]

Business Acquisition [Line Items]

Purchase Price Allocation for Acquisition

	KPL Soluções Ltda. In thousands of U.S. dollars
Cash and cash equivalents	$	159
Other net tangible assets / (liabilities)		27
Customer lists		3,137
Software		4,791
Non-solicitation and Non-compete agreements		505
Goodwill		14,066
Purchase Price	$	22,685

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Summary of Significant Accounting Policies (Additional Information) (Details)		1 Months Ended	3 Months Ended				6 Months Ended		24 Months Ended
	Jun. 30, 2014 USD ($) item $ / shares	Jan. 31, 2014 ARS / $	Jun. 30, 2015 USD ($) $ / shares VEF / $	Mar. 31, 2015 USD ($)	Jun. 30, 2014 USD ($) item $ / shares	Mar. 31, 2014 USD ($)	Jun. 30, 2015 USD ($) $ / shares VEF / $	Jun. 30, 2014 USD ($) item $ / shares	Dec. 31, 2014 USD ($) item	Feb. 10, 2015 VEF / $	Dec. 31, 2013 ARS / $
Significant Accounting Policies [Line Items]
Percentage of revenues and operating costs generated in foreign operations							99.90%	99.60%
Long-lived assets and goodwill located in the foreign operations			$ 207,000				$ 207,000		$ 170,147,000
Exchange rate used to re-measure transactions		8.0	197.30				197.30			12	6.52
Foreign exchange loss				$ 20,400,000	$ 16,500,000
Impairment of Long lived assets					49,496,000		$ 16,226,000	$ 49,496,000
Percentage of increase in exchange ratio		23.00%
Net assets decreased						$ 14,625,000
Recognize foreign currency gain						$ 4,597,000
Percentage on relief of total income tax							60.00%
Aggregate tax benefit, total					$ 1,497,000			$ 3,599,000
Aggregate per share effect of the Argentine tax holiday | $ / shares					$ 0.03			$ 0.08
Number of acquisitions | item									2
Minimum percentage of principal amount outstanding							25.00%
Percent of principal holder of 25% of note can declare, including interest due and payable							100.00%
Payment for capped call transactions								$ 19,668,000
Net of deferred income tax effect amounts							$ 7,736,000	$ (8,672,000)
SICAD 2 [Member]
Significant Accounting Policies [Line Items]
Impairment of Long lived assets					$ 49,500,000
Venezuelan Operations [Member]
Significant Accounting Policies [Line Items]
Number of office spaces owned | item	2				2			2
Fair value of real estate properties				9,200,000
Impairment of Long lived assets			$ 49,500,000	$ 16,200,000
Percentage of consolidated net assets			0.80%				0.80%
Percentage of consolidated cash and investments			1.10%				1.10%
2.25% Convertible Senior Notes Due 2019 [Member]
Significant Accounting Policies [Line Items]
Convertible senior notes, issued	$ 330,000,000		$ 330,000,000		$ 330,000,000		$ 330,000,000	$ 330,000,000	$ 330,000,000
Convertible senior notes, interest rate	2.25%				2.25%			2.25%
Convertible senior notes, maturity date	Jul. 01, 2019
Convertible senior notes, conversion rate	7.9353%
Convertible senior notes, conversion price | $ / shares	$ 126.02				$ 126.02			$ 126.02
Convertible senior notes, principal amount per share	$ 1,000
Carrying value of the permanent equity component reported in additional paid-in-capital							46,985,000
Net carrying amount			$ 283,015,000				$ 283,015,000
Cash flows, discount rate							5.55%
Effective interest rate			6.10%				6.10%
2.25% Convertible Senior Notes Due 2019 [Member] | Capped Call Transactions [Member]
Significant Accounting Policies [Line Items]
Payment for capped call transactions								$ 19,668,000
Strike price, per share | $ / shares							$ 126.02
Approximate cap price, per share | $ / shares			$ 155.78				$ 155.78
Net of deferred income tax effect amounts							$ 12,784,000

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Fair Value Measurement of Assets and Liabilities (Estimated Fair Values of Money Market Funds, Short-Term and Long-Term Investments) (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Fair Value Measurement of Assets and Liabilities [Abstract]
One year or less	$ 163,899
One year to two years	126,528
Two years to three years	57,707
Three years to four years	11,349
Four years to five years	13,740
Total	$ 373,223	$ 346,099

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Segment Reporting (Financial Performance of Company's Reporting Segments) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Segment Reporting Information [Line Items]
Net revenues	$ 154,314	$ 131,849	$ 302,417	$ 247,231
Direct costs	(88,241)	(70,777)	(168,051)	(132,506)
Impairment of Long-Lived Assets		(49,496)	(16,226)	(49,496)
Direct contribution	66,073	11,576	118,140	65,229
Operating expenses and indirect costs of net revenues	(31,436)	(17,489)	(57,916)	(37,141)
Income (loss) from operations	34,637	(5,913)	60,224	28,088
Other income (expenses):
Interest income and other financial gains	4,683	3,573	8,991	6,609
Interest expense and other financial losses	(5,201)	(778)	(10,151)	(1,805)
Foreign currency gains (losses)	(648)	(15,965)	(9,217)	(12,871)
Net income (loss) before income / asset tax expense	33,471	(19,083)	49,847	20,021
Brazil [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Net revenues	72,867	63,400	141,365	115,834
Direct costs	(43,995)	(37,793)	(83,676)	(68,310)
Direct contribution	28,872	25,607	57,689	47,524
Argentina [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Net revenues	56,830	33,267	104,262	61,229
Direct costs	(29,057)	(17,609)	(53,842)	(34,523)
Direct contribution	27,773	15,658	50,420	26,706
Mexico [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Net revenues	9,991	9,370	19,428	17,453
Direct costs	(6,646)	(5,546)	(12,615)	(10,294)
Direct contribution	3,345	3,824	6,813	7,159
Venezuela [Member]
Segment Reporting Information [Line Items]
Net revenues		16,552
Direct costs		(4,857)
Impairment of Long-Lived Assets		(49,496)
Direct contribution		(37,801)
Venezuela [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Net revenues	5,714		19,669	35,908
Direct costs	(2,631)		(6,835)	(10,492)
Impairment of Long-Lived Assets			(16,226)	(49,496)
Direct contribution	3,083		(3,392)	(24,080)
Other Countries [Member]
Segment Reporting Information [Line Items]
Net revenues		9,260
Direct costs		(4,972)
Direct contribution		$ 4,288
Other Countries [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Net revenues	8,912		17,694	16,807
Direct costs	(5,912)		(11,083)	(8,887)
Direct contribution	$ 3,000		$ 6,611	$ 7,920

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Interim Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 19,463	$ (25,589)	$ 21,184	$ 4,740
Other comprehensive (loss) income, net of income tax:
Currency translation adjustment	(1,397)	510	(23,927)	(16,102)
Unrealized net (losses) gains on available for sale investments	(288)	84	(27)	122
Reclassification adjustment for gains (loss) on available for sale investments included in net income			379	(25)
Net change in accumulated other comprehensive (loss) gain, net of income tax	(1,685)	594	(23,575)	(16,005)
Total comprehensive (loss) income	17,778	(24,995)	(2,391)	(11,265)
Less: Comprehensive income attributable to Redeemable Noncontrolling Interest		29		101
Comprehensive (loss) income attributable to MercadoLibre, Inc. Shareholders	$ 17,778	$ (25,024)	$ (2,391)	$ (11,366)

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Business Combinations, Goodwill and Intangible Assets

6 Months Ended

Jun. 30, 2015

Business Combinations, Goodwill And Intangible Assets [Abstract]

Business Combinations, Goodwill and Intangible Assets

4. Business combinations, goodwill and intangible assets

Business combinations

Acquisition of online classifieds advertisement company in Mexico

On April 22, 2015, through its subsidiaries Deremate.com de Mexico, S. de R.L. de C.V. and MercadoLibre, S. de R.L. de C.V., the Company acquired 100% of the issued and outstanding shares of capital stock of Metros Cúbicos, S.A. de C.V., company that operates an online classified advertisement platform dedicated to the sale of real estate in Mexico, in order to increase its participation on e-commerce business in that country.

The aggregate purchase price for the acquisition of the 100% of the acquired business was $29,917 thousands, measured at its fair value, amount that included: (i) the total cash payment of $26,917 thousands at closing day; and (ii) an escrow of $3,000 thousands held in an escrow account, according to the stock purchase agreement.

In addition, the Company incurred in certain direct costs of the business combination which were expensed as incurred.

The Company’s unaudited interim condensed consolidated statement of income includes the results of operations of the acquired business as from April 22, 2015. The net revenues and net income of the acquiree included in the Company’s unaudited interim condensed consolidated statement of income since the acquisition amounted to $831 thousands and $296 thousands, respectively.

The following table summarizes the preliminary purchase price allocation for the acquisition:

	Metros Cúbicos S.A. de C.V. In thousands of U.S. dollars
Cash and cash equivalents	$	593
Other net tangible assets / (liabilities)		241
Trademarks		4,568
Customer Lists		3,924
Non-solicitation and Non-compete agreements		229
Deferred tax assets and liabilities		(2,616)
Goodwill		22,978
Purchase Price	$	29,917

The purchase price was allocated based on the provisional measurement of the fair value of assets acquired and liabilities assumed considering the information available as of the date of these unaudited interim condensed consolidated financial statements. The valuation of identifiable intangible assets acquired reflects management’s estimates based on the use of established valuation methods. Such assets consist of trademarks, customer listsand non-solicitation and non-compete agreements for a total amount of $8,721 thousands. Management of the Company estimates that trademarks have an indefinite useful life and the intangible asset associated with the customer list will be amortized over a five-year period. The non-solicitation and non-compete agreement intangible asset will be amortized over a three-year period.

The Company recognized goodwill for this acquisition based on management expectation that the acquired business will improve the Company’s business in Mexico.

Arising goodwill has been allocated to the Mexican segment identified by the Company’s management, considering the synergies expected from this acquisition and it is expected that the acquiree will contribute to the earnings generation process of such segment.

Goodwill is not deductible for tax purposes.

Acquisition of a software development company in Brazil

On April 1, 2015, through its subsidiaries Ebazar.com.br Ltda. and MercadoLivre.com Atividades de Internet Ltda, the Company acquired 100% of the issued and outstanding shares of capital stock of the company KPL Soluções Ltda., a company that develops ERP software for the e-commerce industry in Brazil.

The aggregate purchase price for the acquisition of the 100% of the acquired business was $22,685 thousands, measured at its fair value, amount that included: (i) the total cash payment of $12,529 thousands at closing day; (ii) an escrow of $3,316 thousands, and (iii) the contingent additional cash considerations up to $6,840 thousands in case the company achieves certain performance targets during the 24 months since the acquisition date, measured at fair value. Additionally, a payment of $1,584 thousands will be transferred to the sellers after the end of the second year after the acquisition date,  aiming to continue the employment relationship as key employees. This additional payment will be expensed over the 24 month-period up to fulfillment of the conditions required by the selling and purchase agreement.

The Company’s unaudited interim condensed consolidated statement of income includes the results of operations of the acquired business as from April 1, 2015. The net revenues and net loss of the acquiree included in the Company’s interim condensed consolidated statement of income since the acquisition amounted to $838 thousands and $299 thousands, respectively.

In addition, the Company incurred in certain direct costs of the business combination which were expensed as incurred.

As of June 30, 2015, the fair value of the contingent consideration recorded is $7,158 thousands. Contingent additional cash considerations are to be paid after the achievement of the performance targets.

The following table summarizes the preliminary purchase price allocation for the acquisition:

	KPL Soluções Ltda. In thousands of U.S. dollars
Cash and cash equivalents	$	159
Other net tangible assets / (liabilities)		27
Customer lists		3,137
Software		4,791
Non-solicitation and Non-compete agreements		505
Goodwill		14,066
Purchase Price	$	22,685

The purchase price was allocated based on the provisional measurement of the fair value of assets acquired and liabilities assumed considering the information available as of the date of these unaudited interim condensed consolidated financial statements. The valuation of identifiable intangible assets acquired reflects management’s estimates based on the use of established valuation methods. Such assets consist of customer lists, software, non-solicitation and non-compete agreements for a total amount of $8,433 thousands. Management of the Company estimates that customer lists, the software and the non-solicitation and non-compete agreements will be amortized over a five-year period.

The Company recognized goodwill for this acquisition based on management expectation that the acquired business will improve the Company’s business.

Arising goodwill has been allocated to the Brazilian segment identified by the Company’s management, considering the synergies expected from this acquisition and it is expected that the acquiree will contribute to the earnings generation process of such segment.

Goodwill is deductible for tax purposes.

Supplemental pro forma financial information required by U.S. GAAP for each acquisition, both individually and in the aggregate, was not material to the interim condensed consolidated financial statements of income of the Companyand, accordingly, such information has not been presented.

Goodwill and intangible assets

The composition of goodwill and intangible assets is as follows:

	June 30,	December 31,
	2015	2014
	(In thousands)
Goodwill	$          101,840	$            68,829
Intangible assets with indefinite lives
— Trademarks	14,312	10,276
Amortizable intangible assets
— Licenses and others	10,033	5,111
— Non-compete / solicitation  agreement	1,679	1,829
— Customer lists	14,631	11,294
Total intangible assets	$            40,655	$            28,510
Accumulated amortization	(6,390)	(5,339)
Total intangible assets, net	$            34,265	$            23,171

Goodwill

The changes in the carrying amount of goodwill for the six-month period ended June 30, 2015 and the year ended December 31, 2014 are as follows:

	Period ended June 30, 2015
	(In thousands)
	Brazil	Argentina	Chile	Mexico	Venezuela	Colombia	Other Countries	Total
Balance, beginning of the period	$           10,557	$           11,859	$                19,101	$                 15,719	$             5,729	$              4,521	$             1,343	$           68,829
- Business acquisition	14,066	—	—	22,978	—	—	—	37,044
- Effect of exchange rates changes	(819)	(614)	(924)	(1,268)	—	(324)	(84)	(4,033)
Balance, end of the period	$           23,804	$           11,245	$                18,177	$                 37,429	$             5,729	$              4,197	$             1,259	$         101,840

	Year ended December 31, 2014
	(In thousands)
	Brazil	Argentina	Chile	Mexico	Venezuela	Colombia	Other Countries	Total
Balance, beginning of year	$           10,366	$           14,676	$                  6,520	$                 11,376	$             5,252	$              5,506	$             1,405	$           55,101
- Bussiness Acquisition	1,538	775	14,710	6,293	477	82	48	23,923
- Effect of exchange rates changes	(1,347)	(3,592)	(2,129)	(1,950)	—	(1,067)	(110)	(10,195)
Balance, end of the year	$           10,557	$           11,859	$                19,101	$                 15,719	$             5,729	$              4,521	$             1,343	$           68,829

Intangible assets with definite useful life

Intangible assets with definite useful life are comprised of customer lists and user base, non-compete and solicitation agreements, acquired software licenses and other acquired intangible assets including developed technologies. Aggregate amortization expense for intangible assets totaled $853 thousands and $189 thousands for the three-month periods ended June 30, 2015 and 2014, respectively, while for the six-month periods ended at such dates amounted to $1,364 thousands and $348 thousands, respectively.

The following table summarizes the remaining amortization of intangible assets (in thousands of U.S. dollars) with definite useful life as of June 30, 2015:

For year ended 12/31/2015	$               2,099
For year ended 12/31/2016	4,169
For year ended 12/31/2017	3,902
For year ended 12/31/2018	2,956
Thereafter	6,827
	$             19,953

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Summary of Significant Accounting Policies (Assets, Liabilities and Net Assets of Company's Venezuelan Subsidiaries) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Significant Accounting Policies [Line Items]
Net revenues	$ 154,314	$ 131,849	$ 302,417	$ 247,231
Assets	1,020,635		1,020,635		$ 966,848
Liabilities	(676,192)		(676,192)		(611,060)
Venezuelan Operations [Member]
Significant Accounting Policies [Line Items]
Net revenues			19,669	$ 35,908
Assets	46,482		46,482		75,153
Liabilities	(43,701)		(43,701)		(43,359)
Net Assets	$ 2,781		$ 2,781		$ 31,794

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Business Combinations, Goodwill and Intangible Assets (Table Showing Changes in Carrying Amount of Goodwill) (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2015	Dec. 31, 2014
Goodwill [Line Items]
Balance, beginning of the period	$ 68,829	$ 55,101
Business Acquisition	37,044	23,923
Effect of exchange rates changes	(4,033)	(10,195)
Balance, end of the period	101,840	68,829
Brazil [Member]
Goodwill [Line Items]
Balance, beginning of the period	10,557	10,366
Business Acquisition	14,066	1,538
Effect of exchange rates changes	(819)	(1,347)
Balance, end of the period	23,804	10,557
Argentina [Member]
Goodwill [Line Items]
Balance, beginning of the period	11,859	14,676
Business Acquisition		775
Effect of exchange rates changes	(614)	(3,592)
Balance, end of the period	11,245	11,859
Chile [Member]
Goodwill [Line Items]
Balance, beginning of the period	19,101	6,520
Business Acquisition		14,710
Effect of exchange rates changes	(924)	(2,129)
Balance, end of the period	18,177	19,101
Mexico [Member]
Goodwill [Line Items]
Balance, beginning of the period	15,719	11,376
Business Acquisition	22,978	6,293
Effect of exchange rates changes	(1,268)	(1,950)
Balance, end of the period	37,429	15,719
Venezuela [Member]
Goodwill [Line Items]
Balance, beginning of the period	$ 5,729	5,252
Business Acquisition		477
Effect of exchange rates changes
Balance, end of the period	$ 5,729	5,729
Colombia [Member]
Goodwill [Line Items]
Balance, beginning of the period	4,521	5,506
Business Acquisition		82
Effect of exchange rates changes	(324)	(1,067)
Balance, end of the period	4,197	4,521
Other Countries [Member]
Goodwill [Line Items]
Balance, beginning of the period	1,343	1,405
Business Acquisition		48
Effect of exchange rates changes	(84)	(110)
Balance, end of the period	$ 1,259	$ 1,343

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Net Income per Share (Tables)

6 Months Ended

Jun. 30, 2015

Net Income Per Share [Abstract]

Allocation of Net Income Available to Common Shareholders using Two-Class Method

	Six Months Ended June 30,
	2015		2014
	(In thousands)
	Basic	Diluted	Basic	Diluted
Net income	$               21,184	$        21,184	$              4,740	$              4,740
Net income attributable to noncontrolling interests	—	—	(70)	(70)
Change in redeemable amount of noncontrolling interest	—	—	4	4
Net income attributable to MercadoLibre, Inc. Shareholders
corresponding to common stock	$               21,184	$        21,184	$              4,674	$              4,674

	Three Months Ended June 30,
	2015		2014
	(In thousands)
	Basic	Diluted	Basic	Diluted
Net income (loss)	$               19,463	$        19,463	$           (25,589)	$           (25,589)
Net income attributable to noncontrolling interests	—	—	(6)	(6)
Change in redeemable amount of noncontrolling interest	—	—	(121)	(121)
Net income (loss) attributable to MercadoLibre, Inc. Shareholders
corresponding to common stock	$               19,463	$        19,463	$           (25,716)	$           (25,716)

Net Income (Loss) Per Share of Common Stock

	Six months Ended June 30,				Three Months Ended June 30,
	2015		2014		2015		2014
	(In thousands, except per share data)				(In thousands, except per share data)
	Basic	Diluted	Basic	Diluted	Basic	Diluted	Basic	Diluted
Net income (loss) attributable to MercadoLibre, Inc. Shareholders per common share	$ 0.48	$ 0.48	$ 0.11	$ 0.11	$                0.44	$                0.44	$              (0.58)	$              (0.58)
Numerator:
Net income (loss) attributable to MercadoLibre, Inc. Shareholders	$ 21,184	$ 21,184	$ 4,674	$ 4,674	$            19,463	$            19,463	$          (25,716)	$          (25,716)
Denominator:
Weighted average of common stock outstanding for Basic earnings per share	44,155,035	44,155,035	44,153,658	44,153,658	44,155,271	44,155,271	44,153,892	44,153,892
Adjustment for Convertible Notes	-	-	-	14,468	—	—	—	28,776
Adjusted weighted average of common stock outstanding for Diluted earnings per share	44,155,035	44,155,035	44,153,658	44,168,126	44,155,271	44,155,271	44,153,892	44,182,668