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Securitization Transactions
3 Months Ended
Mar. 31, 2022
Securitization Transactions [Abstract]  
Securitization Transactions 12. Securitization Transactions

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

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

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

Additionally, the Company intends to securitize certain credit cards receivable related to user’s purchases through Brazilian SPE. According to the SPE contract in place, the Company has determined that it has the obligation to absorb losses or the right to receive benefits of the SPE that could be significant because it retains subordinated interest in the SPEs. As the Company controls the vehicle, the assets, liabilities, and related results are consolidated in its financial statements.

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

The following table summarizes the Company’s collateralized debt as of March 31, 2022:

SPEs

Collateralized debt as of March 31, 2022

Interest rate

Currency

Maturity

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

170

CDI + 2.50%

Brazilian Reais

May 2024

Fundo de Investimento Em DireitosCreditórios Arandu

211

CDI + 1.75%

Brazilian Reais

June 2023

Mercado Crédito Fundo de Investimento Em Direitos Creditórios Não Padronizado

23

CDI + 3.50%

Brazilian Reais

August 2023

Olimpia Fundo de Investimento Em Direitos Creditórios

109

CDI + 1.25%

Brazilian Reais

November 2024

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

172

CDI + 1.90%

Brazilian Reais

May 2028

Mercado Crédito X

2

Badlar rates plus 200 basis points with a min 30% and a max 45%

Argentine Pesos

June 2022

Mercado Crédito XI

6

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

Argentine Pesos

September 2022

Mercado Crédito Consumo V

4

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

Argentine Pesos

June 2022

Mercado Crédito Consumo VI

12

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

Argentine Pesos

August 2022

Mercado Crédito Consumo VII

12

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

Argentine Pesos

October 2022

Mercado Crédito Consumo VIII (*)

13

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

Argentine Pesos

January 2023

Mercado Crédito XII

9

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

Argentine Pesos

November 2022

Mercado Crédito XIII

14

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

Argentine Pesos

April 2023

Mercado Crédito XIV(*)

17

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

Argentine Pesos

February 2023

Fideicomiso de administración y fuente de pago CIB/3756

150

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

Mexican Pesos

October 2023

Fideicomiso de administración y fuente de pago CIB/3369

101

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

Mexican Pesos

April 2024

 

(*)

Mercado Crédito Consumo VIII and Mercado Crédito XIV trusts made a public bond offering in Argentine stock market on April 19, 2022 and May 4, 2022, respectively. As of March 31, 2022, Loans payables owned by these trusts were obtained through private placements.

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

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

March 31,

December 31,

2022

2021

Assets

(In millions)

Current assets:

Restricted cash and cash equivalents

$

410

$

282

Credit cards receivable and other means of payments, net

284

278

Loans receivable, net

867

608

Total current assets

1,561

1,168

Non-current assets:

Long-term investments

15

13

Loans receivable, net

59

45

Total non-current assets

74

58

Total assets

$

1,635

$

1,226

Liabilities

Current liabilities:

Accounts payable and accrued expenses

$

3

$

1

Loans payable and other financial liabilities

109

77

Total current liabilities

112

78

Non-current liabilities:

Loans payable and other financial liabilities

916

674

Total non-current liabilities

916

674

Total liabilities

$

1,028

$

752