Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 21, 2020 | Jun. 30, 2020 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K/A | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 001-33647 | ||
Entity Registrant Name | MercadoLibre, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 98-0212790 | ||
Entity Address, Address Line One | Posta 4789 | ||
Entity Address, Address Line Two | 6th Floor | ||
Entity Address, City or Town | Buenos Aires | ||
Entity Address, Country | AR | ||
Entity Address, Postal Zip Code | C1430CRG | ||
City Area Code | 5411 | ||
Local Phone Number | 4640-8000 | ||
Title of 12(b) Security | Common Stock, $0.001 par value per share | ||
Trading Symbol | MELI | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 49,869,727 | ||
Entity Public Float | $ 44,862,706,175 | ||
Documents Incorporated by Reference [Text Block] | Documents Incorporated By Reference None. | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Central Index Key | 0001099590 | ||
Amendment Flag | true | ||
Amendment Description | This Amendment No. 1 on Form 10-K/A (this “Form 10-K/A”) amends our Annual Report on Form 10-K for the fiscal year ended December 31, 2019, filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 14, 2020 (the “2019 Form 10-K”). The purpose of this Form 10/K-A is to (1) amend and revise Item 9A of Part II, “Controls and Procedures,” with respect to our conclusions regarding the effectiveness of our disclosure controls and procedures and our internal control over financial reporting to reflect the identification of the material weaknesses in internal control over financial reporting and (2) amend and revise Item 15(a) of Part IV, “Financial Statements,” solely for the purpose of amending DELOITTE & Co. S.A.’s audit report regarding the effectiveness of our internal control over financial reportingPursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), new certifications of our principal executive officer and principal financial officer are also being filed as exhibits to this Amendment. Except as otherwise expressly noted above, this Form 10-K/A does not amend any other information set forth in the 2019 Form 10-K. This Form 10 K/A continues to speak as of the date of the 2019 Form 10-K and does not include any changes to the consolidated financial statements. Except where expressly noted, we have not updated disclosures contained herein or therein to reflect any events that occurred at a date subsequent to the date of the 2019 Form 10-K. Accordingly, this Form 10-K/A should be read in conjunction with the 2019 Form 10-K and our other filings with the SEC. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 1,384,740 | $ 440,332 |
Restricted cash and cash equivalents | 66,684 | 24,363 |
Short-term investments (522,798 and 284,317 held in guarantee - see Note 4) | 1,597,241 | 461,541 |
Accounts receivable, net | 35,446 | 35,153 |
Credit cards receivable, net | 379,969 | 360,298 |
Loans receivable, net | 182,105 | 95,778 |
Prepaid expenses | 45,309 | 27,477 |
Inventory | 8,626 | 4,612 |
Other assets | 88,736 | 61,569 |
Total current assets | 3,788,856 | 1,511,123 |
Non-current assets: | ||
Long-term investments | 263,983 | 276,136 |
Loans receivable, net | 6,439 | |
Property and equipment, net | 244,257 | 165,614 |
Operating lease right-of-use assets | 200,449 | |
Goodwill | 87,609 | 88,883 |
Intangible assets, net | 14,275 | 18,581 |
Deferred tax assets | 117,582 | 141,438 |
Other assets | 58,241 | 37,744 |
Total non-current assets | 992,835 | 728,396 |
Total assets | 4,781,691 | 2,239,519 |
Current liabilities: | ||
Accounts payable and accrued expenses | 372,309 | 266,759 |
Funds payable to customers | 894,057 | 640,954 |
Salaries and social security payable | 101,841 | 60,406 |
Taxes payable | 60,247 | 31,058 |
Loans payable and other financial liabilities | 186,138 | 132,949 |
Operating lease liabilities | 23,259 | |
Other liabilities | 114,469 | 34,098 |
Total current liabilities | 1,752,320 | 1,166,224 |
Non-current liabilities: | ||
Salaries and social security payable | 26,803 | 23,161 |
Loans payable and other financial liabilities | 631,353 | 602,228 |
Operating lease liabilities | 176,673 | |
Deferred tax liabilities | 99,952 | 91,698 |
Other liabilities | 12,627 | 19,508 |
Total non-current liabilities | 947,408 | 736,595 |
Total liabilities | 2,699,728 | 1,902,819 |
Commitments and contingencies (Note 13) | ||
Redeemable convertible preferred stock, $0.001 par value, 40,000,000 shares authorized, 100,000 shares issued and outstanding at December 31, 2019 | 98,843 | |
Equity | ||
Common stock, $0.001 par value, 110,000,000 shares authorized, 49,709,955 and 45,202,859 shares issued and outstanding at December 31, 2019 and December 31, 2018 | 50 | 45 |
Additional paid-in capital | 2,067,869 | 224,800 |
Treasury stock | (720) | |
Retained earnings | 322,592 | 503,432 |
Accumulated other comprehensive loss | (406,671) | (391,577) |
Total Equity | 1,983,120 | 336,700 |
Total Liabilities, Redeemable convertible preferred stock and Equity | $ 4,781,691 | $ 2,239,519 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Consolidated Balance Sheets [Abstract] | ||
Short-term investments, held in guarantee | $ 522,798 | $ 284,317 |
Redeemable convertible preferred stock, Par Value | $ 0.001 | $ 0.001 |
Redeemable convertible preferred stock, Shares Authorized | 40,000,000 | 40,000,000 |
Redeemable convertible preferred stock, Shares Issued | 100,000 | |
Redeemable convertible preferred stock, Shares Outstanding | 100,000 | |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 110,000,000 | 110,000,000 |
Common stock, shares issued | 49,709,955 | 45,202,859 |
Common stock, shares outstanding | 49,709,955 | 45,202,859 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Consolidated Statements of Income [Abstract] | |||
Net revenues | $ 2,296,314 | $ 1,439,653 | $ 1,216,542 |
Cost of net revenues | (1,194,191) | (742,645) | (496,942) |
Gross profit | 1,102,123 | 697,008 | 719,600 |
Operating expenses: | |||
Product and technology development | (223,807) | (146,273) | (127,160) |
Sales and marketing | (834,022) | (482,447) | (325,375) |
General and administrative | (197,455) | (137,770) | (122,194) |
Impairment of Long-Lived Assets | (2,837) | ||
Loss on deconsolidation of Venezuelan subsidiaries | (85,761) | ||
Total operating expenses | (1,255,284) | (766,490) | (663,327) |
(Loss) income from operations | (153,161) | (69,482) | 56,273 |
Other income (expenses): | |||
Interest income and other financial gains | 113,523 | 42,039 | 45,901 |
Interest expense and other financial losses | (65,876) | (56,249) | (26,469) |
Foreign currency (losses) gains | (1,732) | 18,240 | (21,635) |
Net (loss) income before income tax (expense) gain | (107,246) | (65,452) | 54,070 |
Income tax (expense) gain | (64,753) | 28,867 | (40,290) |
Net (loss) income | $ (171,999) | $ (36,585) | $ 13,780 |
Basic EPS: Basic net (loss) income | |||
Available to shareholders per common share | $ (3.71) | $ (0.82) | $ 0.31 |
Weighted average of outstanding common shares | 48,692,906 | 44,529,614 | 44,157,364 |
Diluted EPS: Diluted net (loss) income | |||
Available to shareholders per common share | $ (3.71) | $ (0.82) | $ 0.31 |
Weighted average of outstanding common shares | 48,692,906 | 44,529,614 | 44,157,364 |
Cash Dividends declared (per share) | $ 0.600 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Consolidated Statements of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (171,999) | $ (36,585) | $ 13,780 |
Other comprehensive loss, net of income tax: | |||
Currency translation adjustment | (13,793) | (110,659) | (41,731) |
Reclassification of currency translation adjustment due to deconsolidation of Venezuelan subsidiaries | 17,310 | ||
Unrealized (losses) gains on hedging activities | (164) | 1,533 | |
Unrealized net gains on available for sale investments | 1,592 | 2,729 | 796 |
Less: Reclassification adjustment for gains (losses) from accumulated other comprehensive income | 2,729 | 2,329 | (587) |
Net change in accumulated other comprehensive loss, net of income tax | (15,094) | (108,726) | (23,038) |
Total Comprehensive loss | $ (187,093) | $ (145,311) | $ (9,258) |
Consolidated Statement of Equit
Consolidated Statement of Equity - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Loss [Member] | Total |
Beginning Balance at Dec. 31, 2016 | $ 44 | $ 137,982 | $ 550,641 | $ (259,813) | $ 428,854 | |
Beginning Balance (in shares) at Dec. 31, 2016 | 44,157 | |||||
Exercise of Convertible Notes | (13) | (13) | ||||
Capped Call | (67,308) | (67,308) | ||||
Dividend distribution | (26,496) | (26,496) | ||||
Net (loss) income | 13,780 | 13,780 | ||||
Other comprehensive income (loss) | (23,038) | (23,038) | ||||
Ending Balance at Dec. 31, 2017 | $ 44 | 70,661 | 537,925 | (282,851) | 325,779 | |
Ending Balance (in shares) at Dec. 31, 2017 | 44,157 | |||||
Common Stock issued | $ 1 | 342,999 | 343,000 | |||
Common Stock issued (in shares) | 1,045 | |||||
Exercise of Convertible Notes | (8) | (8) | ||||
Exercise of Convertible Notes (in shares) | 1 | |||||
Repurchase of 2019 Notes Conversion Option | (433,289) | (433,289) | ||||
Convertible notes - 2028 Notes Equity Component | 257,277 | 257,277 | ||||
Unwind Capped Call | 136,108 | 136,108 | ||||
Capped Call | (148,948) | (148,948) | ||||
Changes in accounting Standards | 2,092 | 2,092 | ||||
Net (loss) income | (36,585) | (36,585) | ||||
Other comprehensive income (loss) | (108,726) | (108,726) | ||||
Ending Balance at Dec. 31, 2018 | $ 45 | 224,800 | 503,432 | (391,577) | 336,700 | |
Ending Balance (in shares) at Dec. 31, 2018 | 45,203 | |||||
Common Stock issued | $ 4 | 1,867,211 | 1,867,215 | |||
Common Stock issued (in shares) | 4,116 | |||||
Exercise of Convertible Notes | $ 1 | 65,956 | 65,957 | |||
Exercise of Convertible Notes (in shares) | 523 | |||||
Exercise of capped call option - shares retirement | 30 | 30 | ||||
Exercise of capped call option - shares retirement, (in shares) | (132) | |||||
Unwind Capped Call | 3 | 3 | ||||
Capped Call | (96,367) | (96,367) | ||||
Redeemable convertible preferred stock dividend distribution ($9.99 per share) | (3,000) | (3,000) | ||||
Stock-based compensation - restricted shares issued | 395 | 395 | ||||
Stock-based compensation - restricted shares issued (in shares) | 1 | |||||
Common Stock repurchased | $ (720) | |||||
Common Stock repurchased | (720) | |||||
Common Stock repurchased (in shares) | (1) | |||||
Net (loss) income | (171,999) | (171,999) | ||||
Amortization of Preferred Stock discount | 5,841 | (5,841) | ||||
Other comprehensive income (loss) | (15,094) | (15,094) | ||||
Ending Balance at Dec. 31, 2019 | $ 50 | $ 2,067,869 | $ (720) | $ 322,592 | $ (406,671) | $ 1,983,120 |
Ending Balance (in shares) at Dec. 31, 2019 | 49,710 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flow - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |||
Cash flows from operations: | |||||
Net (loss) income | $ (171,999) | $ (36,585) | $ 13,780 | ||
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||||
Unrealized devaluation loss, net | 44,326 | 11,131 | 28,463 | ||
Impairment of Long-Lived Assets | 2,837 | ||||
Loss on deconsolidation of Venezuelan subsidiaries | 85,761 | ||||
Depreciation and amortization | 73,320 | 45,792 | 40,921 | ||
Accrued interest | (54,309) | (17,811) | (20,192) | ||
Non cash interest, convertible notes amortization of debt discount and amortization of debt issuance costs and other charges | 86,694 | 11,408 | 10,855 | ||
Stock-based compensation expense - restricted shares | 395 | ||||
LTRP accrued compensation | 51,662 | 27,525 | 35,719 | ||
Deferred income taxes | 16,453 | (92,585) | (24,575) | ||
Changes in assets and liabilities: | |||||
Accounts receivable | (507) | (27,105) | (21,817) | ||
Credit card receivable | (29,315) | 42,655 | (257,563) | ||
Prepaid expenses | (17,956) | (23,342) | 8,670 | ||
Inventory | (4,148) | (3,015) | (1,549) | ||
Other assets | (49,390) | (17,617) | (54,780) | ||
Payables and accrued expenses | 143,495 | 90,123 | 150,215 | ||
Funds payable to customers | 267,293 | 175,398 | 242,037 | ||
Other liabilities | 45,452 | 28,202 | 7,680 | ||
Interest received from investments | 49,625 | 16,733 | 22,548 | ||
Net cash provided by operating activities | 451,091 | 230,907 | 269,010 | ||
Cash flows from investing activities: | |||||
Purchase of investments | (4,490,678) | (3,176,078) | (4,553,649) | ||
Proceeds from sale and maturity of investments | 3,353,606 | 2,662,800 | 4,713,934 | ||
Payment for acquired businesses, net of cash acquired | (4,195) | (8,568) | |||
Reduction of cash due to Venezuela deconsolidation | (27,230) | ||||
Purchases of intangible assets | (72) | (192) | (33) | ||
Changes in principal loans receivable, net | (173,848) | (57,232) | (72,244) | ||
Advance for property and equipment | (4,426) | (19,695) | |||
Purchases of property and equipment | (136,798) | (93,136) | (55,156) | ||
Net cash used in investing activities | (1,447,790) | (672,459) | (22,641) | ||
Cash flows from financing activities: | |||||
Funds received from the issuance of convertible notes | 880,000 | ||||
Transaction costs from the issuance of convertible notes | (16,264) | ||||
Payments on convertible note | (25) | (348,123) | |||
Purchase of convertible note capped calls | (96,367) | (148,943) | (67,308) | ||
Unwind of convertible note capped calls | 136,108 | ||||
Proceeds from loans payable and other financial liabilities | 629,891 | 236,873 | 47,905 | ||
Payments on loans payable and other financing liabilities | (472,897) | (123,822) | (5,004) | ||
Payment of finance lease obligations | (1,929) | (323) | |||
Dividends paid | (6,624) | (26,496) | |||
Common Stock repurchased | (720) | ||||
Dividends paid of preferred stock | (2,844) | ||||
Proceeds from issuance of convertible redeemable preferred stock, net | 98,688 | ||||
Proceeds from issuance of common stock, net | 1,867,215 | ||||
Net cash provided by (used in) financing activities | 2,021,012 | 608,882 | (50,903) | ||
Effect of exchange rate changes on cash, cash equivalents, restricted cash and cash equivalents | (37,584) | (90,895) | (41,346) | ||
Net increase in cash, cash equivalents, restricted cash and cash equivalents | 986,729 | 76,435 | 154,120 | ||
Cash, cash equivalents, restricted cash and cash equivalents, beginning of the year | 464,695 | 388,260 | 234,140 | ||
Cash, cash equivalents, restricted cash and cash equivalents, end of the year | 1,451,424 | 464,695 | 388,260 | ||
Supplemental cash flow information: | |||||
Cash paid for interest | 40,523 | 19,511 | 7,734 | ||
Cash paid for income tax | 94,954 | 99,488 | 110,913 | ||
Non-cash financing activities: | |||||
Common Stock Issued in exchange of 2019 Notes | 343,000 | ||||
Stock-based compensation-restricted shares issued | 1 | ||||
Exercise of convertible notes | 65,957 | 1 | |||
Finance lease obligations | 2,567 | 7,125 | |||
Non-cash investing activities: | |||||
Contingent considerations and escrows from acquired business | 5,206 | ||||
Property and equipment acquired under finance leases | 4,496 | 7,448 | |||
Acquisition of business | |||||
Cash and cash equivalents | 507 | [1] | 165 | [2] | |
Accounts receivable | 1,145 | [1] | 471 | [2] | |
Tax credits | [1] | [2] | |||
Other current assets | 202 | [1] | 18 | [2] | |
Fixed Assets | 90 | [1] | 1 | [2] | |
Total assets acquired | 1,944 | [1] | 655 | [2] | |
Accounts payable and accrued expenses | 149 | [1] | 26 | [2] | |
Other liabilities | 1,341 | [1] | 429 | [2] | |
Total liabilities assumed | 1,490 | [1] | 455 | [2] | |
Net assets acquired | 454 | [1] | 200 | [2] | |
Goodwill, Identifiable Intangible Assets and deferred tax liabilities | 7,022 | [1] | 5,966 | [2] | |
Total purchase price | 9,908 | [1] | 8,733 | [2] | |
Cash and cash equivalents acquired | 507 | [1] | 165 | [2] | |
Payment for acquired businesses, net of cash acquired | 9,401 | [1] | 8,568 | [2] | |
Trademarks [Member] | |||||
Acquisition of business | |||||
Intangible assets | 1,020 | [1] | 328 | [2] | |
Customer Lists [Member] | |||||
Acquisition of business | |||||
Intangible assets | 475 | [1] | 1,280 | [2] | |
Software [Member] | |||||
Acquisition of business | |||||
Intangible assets | [1] | 709 | [2] | ||
Non-Solicitation And Non-Compete Agreements [Member] | |||||
Acquisition of business | |||||
Intangible assets | $ 937 | [1] | $ 250 | [2] | |
[1] | Related to the acquisition of software development and machine-learning companies in Argentina – See Note 6. | ||||
[2] | Related to the acquisition of software development companies in Brazil |
Nature of Business
Nature of Business | 12 Months Ended |
Dec. 31, 2019 | |
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 largest online commerce ecosystem in Latin America , serving as an integrated regional platform and as a provider of necessary online and technology tools that 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 Mercado Pago, the FinTech solution, MercadoLibre enables individuals and businesses to send and receive online payments; through Mercado Envios, MercadoLibre facilitates the shipping of goods from sellers to buyers; through the advertising products, MercadoLibre facilitates advertising services for large retailers and brands to promote their product and services on the web; through Mercado Shops, MercadoLibre allows users to set-up, manage, and promote their own on-line web-stores under a subscription-based business model; through Mercado Credito, MercadoLibre extends loans to certain merchants and consumers; and through Mercado Fondo, MercadoLibre allows users to invest funds deposited in their Mercado Pago accounts. In addition, MercadoLibre develops and sells software enterprise solutions to e-commerce business clients in Brazil. As of December 31, 2019, MercadoLibre, through its wholly-owned subsidiaries, operated online ecommerce platforms directed towards Argentina, Brazil, Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, Peru, Mexico, Panama, Honduras, Nicaragua, El Salvador , Uruguay, Bolivia, Guatemala, Paraguay and Venezuela. Additionally, MercadoLibre operates its FinTech solution in Argentina, Brazil, Mexico, Colombia, Chile, Peru and Uruguay. It also offers a shipping solution directed towards Argentina, Brazil, Mexico, Colombia, Chile and Uruguay. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of significant accounting policies Principles of consolidation The accompanying 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, its wholly-owned subsidiaries and consolidated Variable Interest Entities (“VIE”) . These consolidated financial statements are stated in U.S. dollars , except for amounts otherwise indicated. Intercompany transactions and balances have been eliminated for consolidation purposes. The Company determined that, effective December 1, 2017, evolving conditions in Venezuela have caused the Company to no longer meet the accounting criteria for control over its Venezuelan subsidiaries. The Venezuela’s selective default determination, restrictive exchange controls and suspension of foreign exchange market that severely incremented the lack of access to U.S. dollars through official currency exchange mechanisms, plus the worsening in Venezuela macroeconomic environment, has resulted in other-than-temporary lack of exchangeability between the Venezuelan bolivar and the U.S. dollar, and restricted the Company’s ability to pay dividends and satisfy other obligations denominated in U.S. dollars. The currency controls in Venezuela have significantly limited the Company’s ability to realize the benefits from earnings and to access to resulting liquidity of those operations. For accounting purposes, this lack of exchangeability has resulted in lack of control over Venezuelan subsidiaries. Therefore, in accordance to the applicable accounting standards, as of December 1, 2017, the Company deconsolidated the financial statements of its subsidiaries in Venezuela and began reporting the results under the cost method of accounting. Accordingly, since December 1, 2017, the Company no longer includes the results of its Venezuelan operations and recorded an impairment of $ 85,761 thousands as of December 31, 2017. Under the cost method of accounting, if cash were to be received from the Venezuela entity in future periods from its operations, dividends or royalties, income would be recognized. The Company does not anticipate dividend or royalty payments being made in the foreseeable future and has no outstanding receivables or payables with the Venezuelan entity. The factors that led to the Company’s conclusion to deconsolidate its Venezuelan subsidiaries as of December 1, 2017 continued to exist through the date of this report. Despite the Venezuelan macroeconomic context, the Company will continue its operations in Venezuela for the foreseeable future. Further, the Company only recognizes revenue from intercompany service allocations to Venezuelan subsidiaries to the extent the Company collects the respective receivables. Substantially all net revenues, cost of net revenues and operating expenses, are generated in the Company’s foreign operations. Long-lived assets, intangible assets and goodwill located in the foreign jurisdictions totaled $ 345,204 thousands and $ 270,073 thousands as of December 31, 2019 and 2018, respectively. 2. Summary of significant accounting policies (continued) Principles of consolidation (continued) Cash and cash equivalents, r estricted cash and cash equivalents, short-term and long-term investments, amounted to $ 3,312,648 thousands and $ 1,202,372 thousands as of December 31, 2019 and 2018, respectively. As of December 31, 2019, 67 % of those assets are located in the United States of America and 33 % are located in foreign locations, mainly Brazil, Mexico and Argentina. As of December 31, 2018, 45 % of those assets were located in the United States of America and 55 % were in foreign locations, mainly Brazil, Mexico and Argentina. Use of estimates The preparation of 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, allowance for loans receivable, recoverability of goodwill, intangible assets with indefinite useful lives and deferred tax 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, fair value of investments, fair value of derivative instruments, recognition of income taxes and contingencies and determination of the incremental borrowing rate at commencement date of lease operating agreements. Actual results could differ from those estimates. Cash and cash equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased, consisting primarily of money market funds, to be cash equivalents. Cash, cash equivalents and restricted cash and cash equivalents of $ 1,451,424 thousands as reported in the consolidated statements of cash flows for the year ended December 31, 2019 is the sum of $ 1,384,740 thousands and $ 66,684 thousands shown in lines Cash and cash equivalents and Restricted cash and cash equivalents, respectively, of the consolidated balance sheet. Money market funds and sovereign debt securities are valued at fair value. See Note 8 “Fair Value Measurement of Assets and Liabilities” for further details. Investments Time deposits are valued at amortized cost plus accrued interest. Debt securities classified as available-for-sale are recorded at fair value. Unrealized gains and losses on available-for-sale securities are reported as a component of other comprehensive (loss), net of the related tax provisions or benefits. Investments are classified as current or non-current depending on their maturity dates and when it is expected to be converted into cash. The Company assesses whether an other-than-temporary impairment loss on its investments has occurred due to declines in fair value or other market conditions. With respect to debt securities, this assessment takes into account the intent to sell the security, whether it is more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis, and if the Company does not expect to recover the entire amortized cost basis of the security (that is, a credit loss exists). The Company did no t recognize any other-than-temporary impairment on the investments in 2019, 2018 and 2017. Corporate and sovereign debt securities (including Central Bank of Brazil mandatory guarantee) are valued at fair value. See Note 8 “Fair Value Measurement of Assets and Liabilities” for further details. Fair value option applied to certain financial instruments U.S. GAAP provides an option to elect fair value with impact on the statement of income as an alternative measurement for certain financial instruments and other items on the balance sheet. The Company has elected to measure certain financial assets at fair value with impact on the statement of income from January 1, 2019 for several reasons including to avoid the mismatch generated by the recognition of certain linked instruments / transactions, separately, in consolidated statement of income and consolidated statement of other comprehensive income and to better reflect the financial model applied for selected instruments. 2. Summary of significant accounting policies (continued) Investments (continued) The Company’s election of the fair value option applies to the: i) Brazilian federal government bonds and ii) U.S. treasury notes. As result of the election of the fair value option, the Company recognized gains in interest income and other financial gains of $ 2,295 thousands as of December 31, 2019. Credit cards receivables and funds payable to customers Credit cards receivables mainly relate to the Company’s payments solution and arise due to the time taken to clear transactions through external payment networks either during the time required to collect the installments or during the period of time until those credit cards receivables are sold to financial institutions. Credit cards receivables are presented net of the related provision for chargebacks. As of December 31, 2019 and 2018, there are no material past due credit cards receivables. Funds payable to customers relate also to the Company’s payments solution and are originated by the amounts due to users held by the Company. Funds, net of any amount due to the Company by the user, are maintained in the user’s current account until withdrawl is requested by the user. See Note 4 “Short-term and long-term investments” for additional information on regulations in Brazil. Loans receivable, net Loans receivable represents loans granted to certain merchants and consumers through the Company’s Mercado Credito solution. Loans receivable are reported at their outstanding principal balances plus estimated collectible interest, net of allowances. Loans receivable are presented net of the allowance for uncollectible accounts, which represent Management’s best estimate of probable incurred losses inherent in the Company’s portfolio of loans receivable. Allowances are based upon several factors including, but not limited to, historical experience and the current aging of customers. The Company places loans on non-accrual status at 90 days past due. Through the Company’s Mercado Credito solution, merchants can borrow a certain percentage of their monthly sales volume and are charged with a fixed interest rate based on the overall credit assessment of the merchant. Merchant and consumers credits are repaid in a period ranging between 3 and 24 months. The Company closely monitors credit quality for all loans receivable on a recurring basis. To assess a merchant and consumers seeking a loan under the Mercado Credito solution, the Company uses, among other indicators, a risk model internally developed, as a credit quality indicator to help predict the merchant's ability to repay the principal balance and interest related to the credit. The risk model uses multiple variables as predictors of the merchant's ability to repay the credit, including external and internal indicators. Internal indicators consider merchant's annual sales volume, claims history, prior repayment history, and other measures. Based on internal scoring, merchants are rated from A (Prime) to F (Upper medium grade). In addition, the Company considers external bureau information to enhance the scoring model and the decision making process. The internal rating and the bureau credit score are combined in a risk matrix, which is also used to price the loans based on the risk profile. Transfer of financial assets The Company may sell credit cards coupons to financial institutions, included within “Credit cards receivables”. These transactions are accounted for as a true sale. Accounting guidance on transfer of financial assets establishes that the transferor has surrendered control over transferred assets if and only if all of the following conditions are met: (1) the transferred assets have been isolated from the transferor, (2) each transferee has the right to pledge or exchange the assets it received and (3) the transferor does not maintain effective control over the transferred assets. When all the conditions are met, the Company derecognizes the corresponding financial asset from its balance sheet. As of December 31, 2019 and 2018, there is no continuing involvement with transferred credit card coupons to commercial banks. Based on historical experience to date the Company assessed that it does not hold a significant credit risk exposure in relation to transfer of financial assets with recourse. The aggregate gain included in net revenues arising from these financing transactions, net of the costs recognized on sale of credit card coupons, is $ 359,037 thousands, $ 258,595 thousands and $ 185,469 thousands, for the years ended December 31, 2019, 2018 and 2017, respectively. 2. Summary of significant accounting policies (continued) Concentration of credit risk Cash and cash equivalents, restricted cash and cash equivalents, short-term and long-term investments, credit cards receivable, accounts receivable and loans receivable are potentially subject to concentration of credit risk. Cash and cash equivalents, restricted cash and cash equivalents and investments are placed with financial institutions and financial instruments that Management believes are of high credit quality. Accounts receivable are derived from revenue earned from customers located internationally. Accounts receivable balances are settled through customer credit cards, debit cards and Mercado Pago accounts, with the majority of accounts receivable collected upon processing of credit card transactions. Loans receivable are granted to several loyal merchants and certain loyalty buyers. The Company maintains an allowance for doubtful accounts receivable, loans receivable and credit cards receivables based upon its historical experience and current aging of customers. Historically, such charges have been within Management expectations. However, unexpected or significant future changes in trends could result in a material impact to future statements of income or cash flows. Due to the relatively small dollar amount of individual accounts receivable and loans receivable, the Company generally does not require collateral on these balances. The allowance for doubtful accounts is recorded as a charge to sales and marketing expense. During the years ended December 31, 2019, 2018 and 2017, no single customer accounted for more than 5 % of net revenues. As of December 31, 2019 and 2018, no single customer, except for high credit quality credit card processing companies, accounted for more than 5 % of accounts receivable and loans receivable. Allowances for doubtful accounts The Company maintains allowances for doubtful accounts and loans receivable, for Management’s estimate of probable losses that may result if customers do not make the required payments. Allowances are based upon several factors including, but not limited to, historical experience and the current aging of customers. The Company writes-off accounts receivable and loans receivable when the customer balance becomes 180 and 90 days past due, respectively. Provision for chargebacks The Company is exposed to losses due to credit card fraud and other payment misuse. Provisions for these items represent the Company’s estimate of actual losses based on its historical experience, as well as economic conditions. Provision for buyer protection program The Company provides consumers with a buyer protection program (“BPP”) for all transactions completed through the Company’s online payment solution (“Mercado Pago”). The Company is exposed to losses under this program due to this program is designed to protect buyers in the Marketplace from losses due primarily to fraud or counterparty non-performance. Provisions for BPP represent the Company’s estimate of probable losses based on its historical experience. Inventory Inventory, consisting of products and mobile point of sale (“MPOS”) devices available for sale, are accounted for using the weighted average price method, and are valued at the lower of cost or market value. Third-party sellers whose products are stored at the Company’s fulfillment centers, maintain the ownership of their inventory hence these products are not included in Company’s inventory. 2. Summary of significant accounting policies (continued) Property and equipment, net Property and equipment are recorded at their acquisition cost and depreciated over their estimated useful lives using the straight-line method. Repair and maintenance costs are expensed as incurred. Costs related to the planning and post implementation phases of website development are recorded as an operating expense. Direct costs incurred in the development phase of website are capitalized and amortized using the straight-line method over an estimated useful life of three years . During 2019 and 2018, the Company capitalized $ 59,602 thousands and $ 38,412 thousands, respectively. Buildings, excluding lands, are depreciated from the date when they are ready to be used, using the straight-line depreciation method over a 50 -year depreciable life. Goodwill and intangible assets Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in a business combination. Intangible assets consist of customer lists, trademarks, licenses, software, non-solicitation and non-compete agreements acquired in business combinations and valued at fair value at the acquisition date. Intangible assets with definite useful life are amortized over the period of estimated benefit to be generated by those assets and using the straight-line method; their estimated useful lives ranges from three to ten years . Trademarks with indefinite useful life are not subject to amortization, but are subject to an annual impairment test, by comparing their carrying amount with their corresponding fair value. For any given intangible asset with indefinite useful life, if its fair value exceeds its carrying amount no impairment loss shall be recognized. Impairment of long-lived assets The Company reviews long-lived assets for impairments whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount of an asset to the undiscounted future net cash flows expected to be generated by the asset. If such asset is considered to be impaired on this basis, the impairment loss to be recognized is measured by the amount by which the carrying amount of the asset exceeds the fair value of such asset. Impairment of goodwill and intangible assets with indefinite useful life Goodwill and intangible assets with indefinite useful life are reviewed at the end of the year for impairment or more frequently, if events or changes in circumstances indicate that the carrying value may not be recoverable. Goodwill is tested for impairment at the reporting unit level (considering each segment of the Company as a reporting unit) by comparing the reporting unit’s carrying amount, including goodwill, to the fair value of such reporting unit. As of December 31, 2019 and 2018, the Company elected to perform the quantitative impairment test for both goodwill and intangible assets with indefinite useful life. For the year ended December 31, 2019, the fair values of the reporting units were estimated using the income approach. Cash flow projections used were based on financial budgets approved by Management. The Company uses discount rates to each reporting unit in the range of 15.4 % to 20.0 %. The average discount rate used for 2019 was 17.3 %. That rate reflected the Company’s estimated weighted average cost of capital. Key drivers in the analysis include Average Selling Price (“ASP”), Take Rate defined as marketplace revenues as a percentage of Gross Merchadise Volumem (“GMV”), Total Payment Volume Off Platform (“TPV Off”), Off Platform Take Rate defined as off platform revenues as a percentage of TPV Off, Wallet and Point TPV per Payer, Wallet Users over Total Population and Active Point devices. In addition, the analysis includes a business to e-commerce rate, which represents growth of e-commerce as a percentage of Gross Domestic Product, Internet penetration rates as well as trends in the Company’s market share. If the carrying amount of the reporting unit exceeds its fair value, goodwill is considered impaired and the second step is performed to measure the amount of impairment loss, if any. No impairment loss has been recognized in the years ended December 31, 2019, 2018 and 2017 as Management’s assessment of the fair value of each reporting unit exceeds its carrying value. Intangible assets with indefinite useful life are considered impaired if the carrying amount of the intangible asset exceeds its fair value. No impairment loss has been recognized in the years ended December 31, 2019, 2018 and 2017. 2. Summary of significant accounting policies (continued) Revenue recognition Revenues are recognized when control of the promised services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Contracts with customers may include promises to transfer multiple services including discounts on current or future services. Determining whether services are considered distinct performance obligations that should be accounted for separately versus together may require judgment. Revenues are recognized when each performance obligation is satisfied by transferring the promised service to the customer according to the following criteria described for each type of service: a) Enhanced Marketplace services: Revenues from intermediation services derived from listing and final value fees paid by sellers. Revenues related to final value fees are recognized at the time that the transaction is successfully concluded. Revenues from shipping services are generated when a buyer elects to receive the item through the Company’s shipping service and the service is rendered to the customer. When the Company acts as an agent, revenues derived from the shipping services are presented net of the transportation costs charged by third-party carriers and when the Company acts as principal, revenues derived from the shipping services are presented in gross basis. As part of the Company’s business strategy, shipping costs may be fully or partially subsidized at the Company’s option. b) Non-Marketplace services: Revenues from commissions we charge to sellers for transactions off-platform derived from the use of the Company’s on-line payments solution, are recognized once the transaction is considered completed, when the payment is processed by the Company, net of rebates granted. The Company also earns revenues as a result of offering financing to its Mercado Pago users, either when the Company finances the transactions directly or when the Company sells the corresponding financial assets to financial institutions. When the Company finances the transactions directly, it recognizes financing revenue ratably over the period of the financing. When the Company sells the corresponding financial assets to financial institutions, the result of such sale is accounted for as financing revenues net of financing costs at the time of transfer of the financial assets. Classified advertising services, are recorded as revenue ratably during the listing period. Those fees are charged at the time the listing is uploaded onto the Company’s platform and is not subject to successful sale of the items listed. Advertising revenues such as the sale of banners are recognized on accrual basis during the average advertising period, and remaining advertising services such as sponsorship of sites and improved search standing are recognized based on “per-click” (which are generated each time users on the Company’s websites click through text-based advertisements to an advertiser’s designated website) values and as the “impressions” (i.e., the number of times that an advertisement appears in pages viewed by users of the Company’s websites) are delivered. Revenues from inventory sales are generated when control of the good is transferred to the Company’s customers. Revenues from interest earned on loans and advances granted to merchants and consumers are recognized over the period of the loan and are based on effective interest rates. The Company places loans on non-accrual status at 90 days past due. Contract Balances Timing of revenue recognition may differ from the timing of invoicing to customers. Receivables represent amounts invoiced and revenue recognized prior to invoicing when the Company has satisfied the performance obligation and has the unconditional right to payment. The allowance for doubtful accounts, loan receivables and chargebacks is estimated based upon the Company’s assessment of various factors, including historical experience, the age of the accounts receivable balances, current economic conditions and other factors that may affect its customers’ ability to pay. The allowance for doubtful accounts, loans receivable and chargebacks was $ 38,079 thousands and $ 23,411 thousands as of December 31, 2019 and 2018, respectively. 2. Summary of significant accounting policies (continued) Revenue recognition (continued) Deferred revenue consists of fees received related to unsatisfied performance obligations at the end of the year in accordance with ASC 606. Due to the generally short-term duration of contracts, the majority of the performance obligations are satisfied in the following reporting period. Deferred revenue as of December 31, 2018 and 2017 was $ 5,918 thousands and $ 6,116 thousands, respectively, of which substantially all were recognized as revenue during the years ended December 31, 2019 and 2018, respectively. As of December 31, 2019, total deferred revenue was $ 16,590 thousands, mainly due to fees related to listing and optional feature services billed and loyalty program points that are expected to be accrued as revenue in the coming months. Share-based payments The liability related to the variable portion of the long term retention plans is remeasured at fair value. (See Note 14 “Long Term Retention Plan” for more details). Sales tax The Company’s subsidiaries in Brazil, Argentina, Venezuela and Colombia are subject to certain sales taxes which are classified as cost of net revenues and totaled $ 189,313 thousands, $ 139,433 thousands and $ 106,980 thousands for the years ended December 31, 2019, 2018 and 2017, respectively. Venezuelan result have been deconsolidated since December 1, 2017, therefore, 2019 and 2018 results do not include Venezuelan segment results. Advertising costs The Company expenses the costs of advertisements in the period during which the advertising space or airtime is used as sales and marketing expense. Internet advertising expenses are recognized based on the terms of the individual agreements, which is generally over the greater of the ratio of the number of clicks delivered over the total number of contracted clicks, on a pay-per-click basis, or on a straight-line basis over the term of the contract. Comprehensive (loss) income Comprehensive (loss) income is comprised of two components, net (loss) income and other comprehensive (loss) income. This last component is defined as all other changes in the equity of the Company that result from transactions other than with shareholders. Other comprehensive (loss) income includes the cumulative adjustment relating to the translation of the financial statements of the Company’s foreign subsidiaries, unrealized gains and losses on investments classified as available-for-sale and on hedging activities. Total comprehensive (loss) income for the years ended December 31, 2019, 2018 and 2017 amounted to $( 187,093 ) thousands, $( 145,311 ) thousands and $( 9,258 ) thousands, respectively. Variable Interest Entities (VIE) A VIE is an entity (i) that has insufficient equity to permit the entity to finance its activities without additional subordinated financial support, (ii) that has equity investors who lack the characteristics of a controlling financial interest or (iii) in which the voting rights of some equity investors are disproportionate to their obligation to absorb losses or their right to receive returns, and substantially all of the entity’s activities are conducted on behalf of the equity investors with disproportionately few voting rights. The Company consolidates VIEs of which it is the primary beneficiary. The Company is considered to be the primary beneficiary of a VIE when it has both the power to direct the activities that most significantly impact the entity’s economic performance and the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the VIE. Please see Note 20 to these consolidated financial statements for additional detail on the VIEs used for securitization purposes. 2. Summary of significant accounting policies (continued) Foreign currency translation All of the Company’s foreign operations have determined the local currency to be their functional currency, except for Argentina, which has used the U.S. dollar as its functional currency since July 1, 2018 . Accordingly, the foreign subsidiaries with local currency as functional currency translate assets and liabilities from their local currencies into U.S. dollars by using year-end exchange rates while income and expense accounts are translated at the average monthly rates in effect during the year, 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. Gains and losses resulting from transactions denominated in non-functional currencies are recognized in earnings. Net foreign currency transaction results are included in the consolidated financial statements of income under the caption “Foreign currency (losses) gains” and amounted to $( 1,732 ) thousands, $ 18,240 thousands and $( 21,635 ) thousands for the years ended December 31, 2019, 2018 and 2017, respectively. Argentine currency status As of July 1, 2018, t he Company transitioned its Argentinian operations to highly inflationary status in accordance with U.S. GAAP, and changed the functional currency for Argentine subsidiaries from Argentine Pesos to U.S. dollars, which is the functional currency of their inmediate parent company. Pursuant to the change in the functional currency, local currency monetary assets and liabilities are re measured at closing exchange rate, and non-monetary assets, revenues and expenses are remeasured at the rate prevailing on the date of the respective transaction. The effect of the re measurement is recognized as foreign currency gains (losses). During 2019, the Argentine Peso exchange rate increased by 59 % against the U.S. dollar to 59.89 Argentine Pesos per U.S. dollar as of December 31, 2019. In a context of local currency volatility, in September 2019 the Argentine government implemented foreign exchange control regulations which implied restrictions to access to foreign exchange market. Argentina is the second largest principal market of the Company’s business, as measured by net revenue (see Note 7 – Segment Reporting). Recently, the economic environment in Argentina has been volatile with weak economic conditions, devaluation of local currency, high interest rates and high level of inflation and indebtedness. Derivative Financial Instruments The Company’s operations are in various foreign currencies and consequently are exposed to foreign currency risk. The Company uses derivative instruments to reduce the volatility of earnings and cash flows which were designated as hedges. All outstanding derivatives are recognized in the Company’s consolidated balance sheet at fair value. The effective portion of a designated derivative’s gain or loss in a cash flow hedge is initially reported as a component of accumulated other comprehensive (loss) income and is subsequently reclassified into the financial statement line item in which the variability of the hedged item is recorded in the period the hedging transaction affects earnings. The Company also hedges its economic exposure to foreign currency risk related to foreign currency denominated monetary assets and liabilities with foreign derivative currency contracts which were not designated as hedges. The gains and losses on the foreign exchange derivative contracts economically offset gains and losses on certain foreign currency denominated monetary assets and liabilities recognized in earnings. Accordingly, these outstanding non-designated derivatives are recognized in the Company’s consolidated balance sheet at fair value, and changes in fair value from these contracts are recorded in other income (expense), net in the consolidated statement of income. Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use ( |
Net (Loss) Income Per Share
Net (Loss) Income Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Net (Loss) Income Per Share [Abstract] | |
Net (Loss) Income Per Share | 3. Net (loss) income per share Basic earnings per share for the Company’s common stock is computed by dividing, net (loss) income available to common shareholders attributable to common stock for the period by the weighted average number of common shares outstanding during the year. On June 30, 2014, the Company issued $ 330,000 thousands of 2.25 % Convertible Senior Notes due 2019 and on August 24, 2018 and August 31, 2018 the Company issued an aggregate principal amount of $ 880,000 thousands of 2.00 % Convertible Senior Notes due 2028 (please refer to Note 15 to these consolidated financial statements for discussion regarding these debt notes). Additionaly, on March 29, 2019 the Company issued Preferred stock (see Note 21). The conversion of these debt notes and preferred stock are considered for diluted earnings per share utilizing the “if converted” method, the effect of that conversion is not assumed for purposes of computing diluted earnings per share if the effect is antidilutive. The denominator for diluted net (loss) income per share for the years ended on December 31, 2019, 2018 and 2017 does not include any effect from the 2019 Notes Capped Call Transactions or the 2028 Notes Capped Call Transactions (as defined in Note 15) because it would be antidilutive. In the event of conversion of any or all of the 2028 Notes, the shares that would be delivered to the Company under The Capped Call Transactions (as defined in Note 15) are designed to partially neutralize the dilutive effect of the shares that the Company would issue under the Notes. For the years ended December 31, 2019, 2018 and 2017, the effects of the conversion of the Notes and the redeemable convertible preferred stock on diluted earnings per share were antidilutive and, as a consequence, they were not computed for diluted earnings per share. Net (loss) income per share of common stock is as follows for the years ended December 31, 2019, 2018 and 2017: Year Ended December 31, 2019 2018 2017 (In thousands) Basic Diluted Basic Diluted Basic Diluted Net (loss) income per common share $ ( 3.71 ) $ ( 3.71 ) $ ( 0.82 ) $ ( 0.82 ) $ 0.31 $ 0.31 Numerator: Net (loss) income $ ( 171,999 ) $ ( 171,999 ) $ ( 36,585 ) $ ( 36,585 ) $ 13,780 $ 13,780 Amortization of redeemable convertible preferred stock ( 5,841 ) ( 5,841 ) — — — — Dividends on preferred stock ( 3,000 ) ( 3,000 ) — — — — Net loss corresponding to common stock $ ( 180,840 ) $ ( 180,840 ) $ ( 36,585 ) $ ( 36,585 ) $ 13,780 $ 13,780 Denominator: Weighted average of common stock outstanding for Basic earnings per share 48,692,906 — 44,529,614 — 44,157,364 — Adjusted weighted average of common stock outstanding for Diluted earnings per share — 48,692,906 — 44,529,614 — 44,157,364 |
Short-term and Long-term Invest
Short-term and Long-term Investments | 12 Months Ended |
Dec. 31, 2019 | |
Short-term and Long-term Investments [Abstract] | |
Short-term and Long-term Investments | 4. Short-term and long-term investments The composition of short-term and long-term investments is as follows: December 31, December 31, 2019 2018 (In thousands) Short-term investments Time Deposits $ 189,660 $ 20,056 Sovereign Debt Securities (Central Bank of Brazil mandatory guarantee) 506,175 284,317 Sovereign Debt Securities (*) 901,343 157,147 Corporate Debt Securities 63 21 Total $ 1,597,241 $ 461,541 Long-term investments Sovereign Debt Securities $ 260,320 $ 272,455 Corporate Debt Securities 173 241 Others Investments 3,490 3,440 Total $ 263,983 $ 276,136 (*) $16,623 thousands held by the Company’s Argentine subsidiary in guarantee for secured lines of credit. (See Note 15 – Loans payable and other financial liabilities). Unrealized gains of available-for-sale securities, net of tax, were $ 1,592 thousands, $ 2,729 thousands and $ 796 thousands for the years ended December 31, 2019, 2018 and 2017, respectively. As of December 31, 2019 and 2018, the Company has no securities considered held-to-maturity. Sovereign Debt Securities (Central Bank of Brazil mandatory guarantee) On November 1, 2018, the Company obtained approval from the Central Bank of Brazil to operate as an authorized payment institution. With this authorization, Mercado Pago in Brazil is subject to the supervision of the Central Bank of Brazil and must fully comply with all obligations established by current regulations. Among other obligations, the regulations require authorized payment institutions to hold any electronic balance in a payment institution account in either a specific account of the Central Bank of Brazil that does not pay interest or Brazilian federal government bonds registered with the “Sistema Especial de Liquidacao e Custodia.” The percentage of electronic funds that were required to be deposited was 100 % and 80 % as of December 31, 2019 and 2018, respectively. As of December 31, 2019 and 2018, in accordance with the regulation, the Company held $ 506,175 thousands and $ 284,317 thousands deposited in Brazilian federal government bonds, respectively, as a mandatory guarantee. |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2019 | |
Balance Sheet Components [Abstract] | |
Balance Sheet Components | 5. Balance sheet components December 31, December 31, 2019 2018 (In thousands) Accounts receivable, net: Users $ 27,340 $ 32,148 Advertising 9,452 7,061 Others debtors 4,979 4,646 41,771 43,855 Allowance for doubtful accounts ( 6,325 ) ( 8,702 ) $ 35,446 $ 35,153 December 31, December 31, 2019 2018 (In thousands) Credit cards receivable, net Credit cards and other means of payments $ 391,279 $ 368,371 Allowance for chargebacks ( 11,310 ) ( 8,073 ) $ 379,969 $ 360,298 December 31, December 31, 2019 2018 (In thousands) Current loans receivable, net Loans receivable $ 202,489 $ 102,414 Allowance for uncollectible accounts ( 20,384 ) ( 6,636 ) $ 182,105 $ 95,778 December 31, December 31, 2019 2018 (In thousands) Non current loans receivable, net Loans receivable $ 6,499 $ — Allowance for uncollectible accounts ( 60 ) — $ 6,439 $ — December 31, December 31, 2019 2018 (In thousands) Current other assets: VAT credits $ 16,997 $ 19,656 Income tax credits 57,844 26,304 Sales tax 442 5,307 Other 13,453 10,302 $ 88,736 $ 61,569 5. Balance sheet components (continued) December 31, December 31, 2019 2018 (In thousands) Non current other assets: Judicial deposits 51,364 32,421 Other 6,877 5,323 $ 58,241 $ 37,744 Estimated useful life December 31, December 31, (years) 2019 2018 (In thousands) Property and equipment, net: Equipment 3 - 5 $ 83,961 $ 68,526 Land & Building 50 (1) 80,832 68,607 Furniture and fixtures 3 - 5 83,810 20,732 Software 3 179,211 139,611 Cars 3 4,442 — 432,256 297,476 Accumulated depreciation ( 187,999 ) ( 131,862 ) $ 244,257 $ 165,614 (1) Estimated useful life attributable to “Buildings” . Year Ended December 31, 2019 2018 2017 (In thousands) Depreciation and amortization: Cost of net revenues $ 8,873 $ 4,332 $ 3,737 Product and technology development 40,920 31,852 29,092 Sales and marketing 2,076 1,643 2,071 General and administrative 7,517 7,965 6,021 $ 59,386 $ 45,792 $ 40,921 December 31, December 31, 2019 2018 (In thousands) Accounts payable and accrued expenses: Accounts payable $ 331,140 $ 243,307 Accrued expenses Advertising 33,118 16,083 Buyer protection program provision 3,808 4,146 Professional fees 2,485 1,242 Other expense provisions 1,758 1,888 Other current liabilities — 93 $ 372,309 $ 266,759 5. Balance sheet components (continued) December 31, December 31, 2019 2018 (In thousands) Current other liabilities: Advanced Collections $ 81,045 $ 20,465 Deferred revenue 16,590 5,918 Provisions and contingencies 5,123 5,992 Contingent considerations and escrows from acquisitions 792 1,124 Customer advances 9,621 — Other 1,298 599 $ 114,469 $ 34,098 December 31, December 31, 2019 2018 (In thousands) Non current other liabilities: Provisions and contingencies $ 7,972 $ 12,591 Contingent considerations and escrows from acquisitions 4,470 4,942 Other 185 1,975 $ 12,627 $ 19,508 December 31, December 31, December 31, 2019 2018 2017 (In thousands) Accumulated other comprehensive loss: Foreign currency translation $ ( 408,099 ) $ ( 394,306 ) $ ( 283,647 ) Unrealized gains on investments 2,029 3,345 1,211 Estimated tax loss on unrealized gains ( 351 ) ( 616 ) ( 415 ) Unrealized losses on hedging activities ( 250 ) — — $ ( 406,671 ) $ ( 391,577 ) $ ( 282,851 ) 5. Balance sheet components (continued) The following table summarizes the changes in accumulated balances of other comprehensive loss for the year December 31, 2019: Unrealized Unrealized Foreign Estimated tax (Loss) Gains on (Losses) Gains on Currency (expense) hedging activities, net Investments Translation benefit Total 2019 Total 2018 (In thousands) Balances as of December 31, 2018 $ — $ 3,345 $ ( 394,306 ) $ ( 616 ) $ ( 391,577 ) $ ( 282,851 ) Other comprehensive (loss) income before reclassifications ( 250 ) 2,029 ( 13,793 ) ( 351 ) ( 12,365 ) ( 106,397 ) Amount of (gain) loss reclassified from accumulated other comprehensive (loss) income — ( 3,345 ) — 616 ( 2,729 ) ( 2,329 ) Net current period other comprehensive (loss) income ( 250 ) ( 1,316 ) ( 13,793 ) 265 ( 15,094 ) ( 108,726 ) Ending balance $ ( 250 ) $ 2,029 $ ( 408,099 ) $ ( 351 ) $ ( 406,671 ) $ ( 391,577 ) The following table provides details about reclassifications out of accumulated other comprehensive loss for the year ended December 31, 2019: Amount of Gain (Loss) Reclassified from Details about Accumulated Accumulated Other Other Comprehensive Income Comprehensive Affected Line Item Components Income in the Statement of Income (In thousands) Unrealized gains on investments $ 3,345 Interest income and other financial gains Estimated tax gain on unrealized losses on investments ( 616 ) Income tax loss Total reclassifications for the year $ 2,729 Total, net of income taxes |
Business Combinations, Goodwill
Business Combinations, Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations, Goodwill and Intangible Assets [Abstract] | |
Business Combinations, Goodwill and Intangible Assets | 6. Business combinations, goodwill and intangible assets Business combinations Acquisition of a software development company in Argentina In October 2018, the Company, through its subsidiaries Meli Participaciones S.L. and Marketplace Investment LLC, completed the acquisition of 100 % of the equity interest of Kaitzen S.A. and Kinexo S.A. (K&K), which are software development companies located and organized under the laws of Argentina. The objective of the acquisition was to enhance the capabilities of the Company in terms of software development. The aggregate purchase price for the acquisition was $ 4,053 thousands, measured at its fair value amount, which included: (i) the total cash payment of $ 2,136 thousands at the time of closing; (ii) an escrow of $ 1,051 thousands and (iii) a contingent additional cash consideration up to $ 866 thousands. The Company’s consolidated statement of income includes the results of operations of the acquired business as from October 2018. The net income before intercompany eliminations of the acquired Company included in the Company’s consolidated statement of income since the acquisition amounted to $ 419 thousands for the year ended December 31, 2018. In addition, the Company incurred in certain direct costs of the business combination which were expensed as incurred. The following table summarizes the purchase price allocation for the acquisition: K&K In thousands of U.S. dollars Cash and cash equivalents $ 222 Other net tangible liabilities ( 6 ) Total net tangible assets acquired 216 Customer lists 375 Trademark 721 Non-solicitation and Non-compete agreements 698 Goodwill 2,043 Purchase Price $ 4,053 The purchase price was allocated based on the measurement of the fair value of assets acquired and liabilities assumed considering the information available as of the initial accounting date. The valuation of identifiable intangible assets acquired reflects Management’s estimates based on the use of established valuation methods. Such assets consist of trademark, customer lists, non-compete and non-solicitation agreements for a total amount of $ 1,794 thousands. Management of the Company estimates that customer lists, trademark and non-compete agreements will be amortized over a three years period, while non-solicitation agreements will be amortized over a five years period. The Company recognized goodwill for this acquisition based on Management’s expectation that the acquired business will improve the Company’s business. Arising goodwill was allocated to the Argentinean 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 arising from this acquisition is not deductible for tax purposes. The results of operations for periods prior to the acquisitions, individually and in the aggregate, were not material to the Company’s consolidated statements of income and, accordingly, pro forma information has not been presented. Acquisition of a machine learning company in Argentina In September 2018, the Company, through its subsidiaries Meli Participaciones S.L. and Marketplace Investment LLC, completed the acquisition of 100 % of the equity interest of Machinalis S.R.L., a company that develops machine-learning tools located and organized under the laws of Argentina. The objective of the acquisition was to enhance the capabilities of the Company in machine-learning tools. 6. Business combinations, goodwill and intangible assets (continued) Business combinations (continued) Acquisition of a machine learning company in Argentina (continued) The aggregate purchase price for the acquisition was $ 5,855 thousands, measured at its fair value amount, which included: (i) the total cash payment of $ 2,566 thousands at the time of closing; (ii) an escrow of $ 2,096 thousands and (iii) a contingent additional cash consideration up to $ 1,193 thousands. The Company’s consolidated statement of income includes the results of operations of the acquired business as from September 2018. The net income before intercompany eliminations of the acquired Company included in the Company’s consolidated statement of income since the acquisition amounted to $ 113 thousands for the year ended December 31, 2018. In addition, the Company incurred in certain direct costs of the business combination which were expensed as incurred. The following table summarizes the purchase price allocation for the acquisition: Machinalis S.R.L. In thousands of U.S. dollars Cash and cash equivalents $ 285 Other net tangible liabilities ( 47 ) Total net tangible assets acquired 238 Customer lists 100 Trademark 299 Non-solicitation and Non-compete agreements 239 Goodwill 4,979 Purchase Price $ 5,855 The purchase price was allocated based on the measurement of the fair value of assets acquired and liabilities assumed considering the information available as of the initial accounting date. The valuation of identifiable intangible assets acquired reflects Management’s estimates based on the use of established valuation methods. Such assets consist of trademark, customer lists, non-compete and non-solicitation agreements for a total amount of $ 638 thousands. Management of the Company estimates that customer lists, trademark and non-compete agreements will be amortized over a three years period, while non-solicitation agreements will be amortized over a five years period. The Company recognized goodwill for this acquisition based on Management’s expectation that the acquired business will improve the Company’s business. Arising goodwill was allocated proportionally to each of the segments 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 arising from this acquisition is not deductible for tax purposes. The results of operations for periods prior to the acquisitions, individually and in the aggregate, were not material to the Company’s consolidated statements of income and, accordingly, pro forma information has not been presented. 6. Business combinations, goodwill and intangible assets (continued) Goodwill and intangible assets The composition of goodwill and intangible assets is as follows: December 31, December 31, 2019 2018 (In thousands) Goodwill $ 87,609 $ 88,883 Intangible assets with indefinite lives - Trademarks 8,366 8,584 Amortizable intangible assets - Licenses and others 5,320 5,406 - Non-compete agreement 2,703 3,028 - Customer list 13,900 14,897 - Trademarks 4,723 4,565 Total intangible assets $ 35,012 $ 36,480 Accumulated amortization ( 20,737 ) ( 17,899 ) Total intangible assets, net $ 14,275 $ 18,581 6. Business combinations, goodwill and intangible assets (continued) Goodwill The changes in the carrying amount of goodwill for the years ended December 31, 2019 and 2018 are as follows: Year ended December 31, 2019 Brazil Argentina Mexico Chile Colombia Other Countries Total (In thousands) Balance, beginning of the period $ 30,069 $ 6,946 $ 31,340 $ 16,014 $ 3,339 $ 1,175 $ 88,883 - Purchase price allocations adjustments — 45 — — — — 45 - Effect of exchange rates changes ( 997 ) — 856 ( 1,142 ) ( 27 ) ( 9 ) ( 1,319 ) Balance, end of the year $ 29,072 $ 6,991 $ 32,196 $ 14,872 $ 3,312 $ 1,166 $ 87,609 Year ended December 31, 2018 Brazil Argentina Mexico Chile Colombia Other Countries Total (In thousands) Balance, beginning of the year $ 32,492 $ 5,761 $ 30,396 $ 18,805 $ 3,632 $ 1,193 $ 92,279 - Business acquisitions 3,110 3,175 543 61 80 53 7,022 - Effect of exchange rates changes ( 5,533 ) ( 1,990 ) 401 ( 2,852 ) ( 373 ) ( 71 ) ( 10,418 ) Balance, end of the year $ 30,069 $ 6,946 $ 31,340 $ 16,014 $ 3,339 $ 1,175 $ 88,883 6. Business combinations, goodwill and intangible assets (continued) Intangible assets with definite useful life Intangible assets with definite useful life are comprised of customer lists and user base, non-compete and non-solicitation agreements, acquired software licenses and other acquired intangible assets including developed technologies and trademarks. Aggregate amortization expense for intangible assets totaled $ 3,912 thousands, $ 6,102 thousands and $ 4,402 thousands for the years ended December 31, 2019, 2018 and 2017, respectively. The following table summarizes the remaining amortization of intangible assets with definite useful life as of December 31, 2019: For year ended 12/31/2020 $ 2,435 For year ended 12/31/2021 1,737 For year ended 12/31/2022 965 For year ended 12/31/2023 580 Thereafter 192 $ 5,909 |
Segments
Segments | 12 Months Ended |
Dec. 31, 2019 | |
Segments [Abstract] | |
Segments | 7. Segments Reporting segments are based upon the Company’s internal organizational structure, the manner in which the Company’s operations are managed, resources are assigned, 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 and other countries (such as Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, Peru, Panama, Honduras, Nicaragua, El Salvador , Uruguay, Bolivia, Guatemala, Paraguay and the United States of America ). Direct contribution consists of net revenues from external customers less direct costs and includes any impairment of long lived assets and the impact of deconsolidation of Venezuela (excluding intercompany balances write-down). Direct costs include specific costs of net revenues, product and technology development expenses, 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 and 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. 7. Segments (continued) The following tables summarize the financial performance of the Company’s reporting segments: Year Ended December 31, 2019 Brazil Argentina Mexico Other Countries Total (In thousands) Net revenues $ 1,461,509 $ 456,332 $ 275,133 $ 103,340 $ 2,296,314 Direct costs ( 1,245,382 ) ( 347,733 ) ( 390,158 ) ( 104,975 ) ( 2,088,248 ) Direct contribution 216,127 108,599 ( 115,025 ) ( 1,635 ) 208,066 Operating expenses and indirect costs of net revenues ( 361,227 ) Loss from operations ( 153,161 ) Other income (expenses): Interest income and other financial gains 113,523 Interest expense and other financial losses ( 65,876 ) Foreign currency losses ( 1,732 ) Net loss before income tax expense $ ( 107,246 ) Year Ended December 31, 2018 Brazil Argentina Mexico Other Countries Total (In thousands) Net revenues $ 866,175 $ 376,563 $ 109,096 $ 87,819 $ 1,439,653 Direct costs ( 762,636 ) ( 254,539 ) ( 164,637 ) ( 79,581 ) ( 1,261,393 ) Direct contribution 103,539 122,024 ( 55,541 ) 8,238 178,260 Operating expenses and indirect costs of net revenues ( 247,742 ) Loss from operations ( 69,482 ) Other income (expenses): Interest income and other financial gains 42,039 Interest expense and other financial losses ( 56,249 ) Foreign currency gains 18,240 Net loss before income tax gain $ ( 65,452 ) 7. Segments (continued) Year Ended December 31, 2017 Brazil Argentina Mexico Venezuela (*) Other Countries Total (In thousands) Net revenues $ 690,808 $ 359,357 $ 51,335 $ 54,327 $ 60,715 $ 1,216,542 Direct costs ( 471,588 ) ( 215,831 ) ( 107,408 ) ( 22,101 ) ( 53,201 ) ( 870,129 ) Impairment of Long-lived Assets - - - ( 2,837 ) - ( 2,837 ) Loss on deconsolidation of Venezuelan subsidiary - - - ( 76,617 ) - ( 76,617 ) Direct contribution 219,220 143,526 ( 56,073 ) ( 47,228 ) 7,514 266,959 Operating expenses and indirect costs of net revenues ( 201,542 ) Loss on Deconsolidation of Venezuelan's Intercompany balances ( 9,144 ) Income from operations 56,273 Other income (expenses): Interest income and other financial gains 45,901 Interest expense and other financial losses ( 26,469 ) Foreign currency losses ( 21,635 ) Net income before income tax expense $ 54,070 (*) Excludes results of operations for Venezuela for the month of December 2017. Please refer to Note 2 of these audited consolidated financial statements for additional detail. The following table summarizes the allocation of the long-lived tangible assets based on geography: December 31, December 31, 2019 2018 (In thousands) US property and equipment, net $ 937 $ 2,959 Other countries Argentina 100,536 58,358 Brazil 103,571 78,227 Mexico 30,131 16,497 Other countries 9,082 9,573 $ 243,320 $ 162,655 Total property and equipment, net $ 244,257 $ 165,614 7. Segments (continued) The following table summarizes the allocation of the goodwill and intangible assets based on geography: December 31, December 31, 2019 2018 (In thousands) US intangible assets $ — $ 46 Other countries goodwill and intangible assets Argentina 8,632 9,050 Brazil 30,142 32,955 Mexico 36,003 35,993 Chile 22,237 24,638 Other countries 4,870 4,782 $ 101,884 $ 107,418 Total goodwill and intangible assets $ 101,884 $ 107,464 Consolidated net revenues by similar products and services for the years ended December 31, 2019, 2018 and 2017 were as follows: Consolidated Net Revenues 2019 2018 2017 (In thousands) Enhanced Marketplace (*) $ 1,199,166 $ 702,379 $ 737,465 Non-marketplace (**)(***) $ 1,097,148 $ 737,274 $ 479,077 Total $ 2,296,314 $ 1,439,653 $ 1,216,542 (*) Includes Final Value Fees and Shipping fees. (**) Includes, among other things, Ad Sales, Classified Fees, Payment Fees and other ancillary services. (***) Includes an amount of $ 949,869 thousands, $ 601,021 thousands and $ 356,417 thousands of Payment Fees for the year ended December 31, 2019, 2018 and 2017, respectively. |
Fair Value Measurement of Asset
Fair Value Measurement of Assets and Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Measurement of Assets and Liabilities [Abstract] | |
Fair Value Measurement of Assets and Liabilities | 8. 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 December 31, 2019 and 2018: Quoted Prices in Quoted Prices in Balances as of active markets for Significant other Unobservable Balances as of active markets for Significant other Unobservable December 31, identical Assets observable inputs inputs December 31, identical Assets observable inputs inputs Description 2019 (Level 1) (Level 2) (Level 3) 2018 (Level 1) (Level 2) (Level 3) (In thousands) Assets Cash and Cash Equivalents: Money Market Funds $ 688,760 $ 688,760 $ — $ — $ 179,252 $ 179,252 $ — $ — Sovereign Debt Securities 32,874 32,874 — — — — — — Restricted Cash and Cash Equivalents: Money Market Funds 32,829 32,829 — — 24,363 24,363 — — Sovereign Debt Securities 29,260 29,260 — — — — — — Investments: Sovereign Debt Securities (Central Bank of Brazil mandatory guarantee) 506,175 506,175 — — 284,317 284,317 — — Sovereign Debt Securities 1,161,663 1,161,663 — — 429,602 429,602 — — Corporate Debt Securities 236 178 58 — 262 237 25 — Other Assets: — — — — Derivative Instruments 1,249 — — 1,249 — — — — Total Financial Assets $ 2,453,046 $ 2,451,739 $ 58 $ 1,249 $ 917,796 $ 917,771 $ 25 $ — Liabilities: Contingent considerations $ 2,201 $ — $ — $ 2,201 $ 2,097 $ — $ — $ 2,097 Long-term retention plan 60,958 — 60,958 — 42,625 — 42,625 — Derivative Instruments 251 — — 251 — — — — Total Financial Liabilities $ 63,410 $ — $ 60,958 $ 2,452 $ 44,722 $ — $ 42,625 $ 2,097 As of December 31, 2019 and 2018, 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); ii) Level 2 inputs: obtained from readily-available pricing sources for comparable instruments as well as instruments with inactive markets at the measurement date; and iii) Level 3 inputs: valuations based on unobservable inputs reflecting Company assumptions. Fair value of derivative instruments are determined considering the prevailing risk free interest rate and spot exchange rate. 8. Fair value measurement of assets and liabilities (continued) As of December 31, 2019 and 2018, the Company’s liabilities were valued at fair value using level 2 inputs and level 3 inputs (valuations based on unobservable inputs reflecting Company own assumptions). Fair value of contingent considerations are determined based on the probability of achievement of the performance targets arising from each acquisition, as well as the Company’s historical experience with similar arrangements. For the year ended December 31, 2019, the Company assumed contingent considerations for an amount of $ 2,201 thousands. The unrealized net gains or losses on short-term and long-term investments for which the Company has not elected the fair value option 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 December 31, 2019 and 2018, 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, cash equivalents, restricted cash and cash equivalents and short-term investments (excluding money markets funds and debt securities), accounts receivable, credit cards receivable, loans receivable, funds payable to customers, other assets (excluding derivative instruments), accounts payable, salaries and social security payable (excluding variable LTRP), taxes payable, provisions and other liabilities (excluding contingent consideration and derivative instruments). As of December 31, 2019 the estimated fair value of the 2028 Notes (liability component), which is based on Level 2 inputs, is $ 686,366 thousands and was determined based on market interest rates. As of December 31, 2018, the carrying values of the 2019 Notes (liability component) and the 2028 Notes (liability component) approximated their fair value because the discount rates used for the initial accouting were not materially different from market interest rates. 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. The following table summarizes the fair value level for those financial assets and liabilities of the Company measured at amortized cost as of December 31, 2019 and 2018: Balances as of Significant other Balances as of Significant other December 31, observable inputs December 31, observable inputs 2019 (Level 2) 2018 (Level 2) (In thousands) Assets Time Deposits $ 189,660 189,660 $ 20,056 $ 20,056 Accounts receivable, net 35,446 35,446 35,153 35,153 Credit Cards receivable, net 379,969 379,969 360,298 360,298 Loans receivable, net 188,544 188,544 95,778 95,778 Other assets 149,218 149,218 102,753 102,753 Total Assets $ 942,837 $ 942,837 $ 614,038 $ 614,038 Liabilities Accounts payable and accrued expenses $ 372,309 $ 372,309 $ 266,759 $ 266,759 Funds payable to customers 894,057 894,057 640,954 640,954 Salaries and social security payable 67,686 67,686 40,942 40,942 Taxes payable 60,247 60,247 31,058 31,058 Loans payable and other financial liabilities (*) 817,491 927,903 735,177 735,177 Other liabilities 124,644 124,644 51,509 51,509 Total Liabilities $ 2,336,434 $ 2,446,846 $ 1,766,399 $ 1,766,399 (*) The fair value of the 2028 Notes (including the equity component) is disclosed in Note 15 . As of December 31, 2019 and 2018, the Company held no direct investments in auction rate securities and does no t have any non-financial assets or liabilities measured at fair value. 8. Fair value measurement of assets and liabilities (continued) As of December 31, 2019 and 2018, the fair value of money market funds, sovereign and corporate debt securities classified as available for sale securities are as follows: December 31, 2019 Cost Gross Unrealized Gains (1) Gross Unrealized Losses (1) Financial Gains Financial Losses Estimated Fair Value (In thousands) Cash and cash equivalents Money Market Funds $ 688,760 $ — $ — $ — $ — $ 688,760 Sovereign Debt Securities $ 32,851 $ — $ — $ 23 $ — $ 32,874 Total Cash and cash equivalents $ 721,611 $ — $ — $ 23 $ — $ 721,634 Restricted Cash and cash equivalents Money Market Funds $ 32,829 $ — $ — $ — $ — $ 32,829 Sovereign Debt Securities (2) 29,227 — — 33 — 29,260 Total Restricted Cash and cash equivalents $ 62,056 $ — $ — $ 33 $ — $ 62,089 Short-term investments Sovereign Debt Securities (Central Bank of Brazil mandatory guarantee) (3) $ 504,195 $ — $ — $ 1,980 $ — $ 506,175 Sovereign Debt Securities (4) 898,922 2,080 — 400 ( 59 ) 901,343 Corporate Debt Securities 63 — — — — 63 Total Short-term investments $ 1,403,180 $ 2,080 $ — $ 2,380 $ ( 59 ) $ 1,407,581 Long-term investments Sovereign Debt Securities (5) $ 260,400 $ 2 $ — $ 1 $ ( 83 ) $ 260,320 Corporate Debt Securities 170 3 — — — 173 Total Long-term investments $ 260,570 $ 5 $ — $ 1 $ ( 83 ) $ 260,493 Total $ 2,447,417 $ 2,085 $ — $ 2,437 $ ( 142 ) $ 2,451,797 (1) Unrealized gains from securities are attributable to market price movements, net foreign exchange losses and foreign currency translation. Management does not believe any remaining significant unrealized losses represent other-than-temporary impairments based on the evaluation of available evidence including the credit rating of the investments, as of December 31, 2019. (2) Held by the Company’s Argentine subsidiary in guarantee for secured lines of credit. (See Note 15 – Loans payable and other financial liabilities). (3) Brazilian government bonds measured at fair value with impact on the consolidated statement of income for the application of the fair value option. (See Note 2 – Investments - Fair value option applied to certain financial instruments). (4) Includes $ 627,842 thousands of U.S treasury notes measured at fair value with impact on the consolidated statement of income for the application of the fair value option (See Note 2 – Investments - Fair value option applied to certain financial instruments) and $ 16,623 thousands held by the Company’s Argentine subsidiary in guarantee for secured lines of credit. (See Note 15 – Loans payable and other financial liabilities). (5) Includes $ 260,230 thousands of U.S treasury notes measured at fair value with impact on the consolidated statement of income for the application of the fair value option (See Note 2 –Investments - Fair value option applied to certain financial instruments). 8. Fair value measurement of assets and liabilities (continued) December 31, 2018 Cost Gross Unrealized Gains (1) Gross Unrealized Losses (1) Estimated Fair Value (In thousands) Cash and cash equivalents Money Market Funds $ 179,252 $ — $ — $ 179,252 Total Cash and cash equivalents $ 179,252 $ — $ — $ 179,252 Restricted Cash and cash equivalents Money Market Funds $ 24,363 $ — $ — $ 24,363 Total Restricted Cash and cash equivalents $ 24,363 $ — $ — $ 24,363 Short-term investments Sovereign Debt Securities (Central Bank of Brazil mandatory guarantee) ( 2 ) $ 282,752 $ 1,565 $ — $ 284,317 Sovereign Debt Securities 156,910 237 — 157,147 Corporate Debt Securities 21 — — 21 Total Short-term investments $ 439,683 $ 1,802 $ — $ 441,485 Long-term investments Sovereign Debt Securities $ 271,024 $ 1,431 $ — $ 272,455 Corporate Debt Securities 244 — ( 3 ) 241 Total Long-term investments $ 271,268 $ 1,431 $ ( 3 ) $ 272,696 Total $ 914,566 $ 3,233 $ ( 3 ) $ 917,796 (1) Unrealized gains (losses) from securities are attributable to market price movements, net foreign exchange losses and foreign currency translation. Management does not believe any remaining significant unrealized losses represent other-than-temporary impairments based on the evaluation of available evidence including the credit rating of the investments, as of December 31, 2018. (2) Brazilian government bonds measured at fair value with impact on the consolidated statement of income for the application of the fair value option. (See Note 2 – Investments - Fair value option applied to certain financial instruments.) The material portion of the Sovereign Debt Securities are U.S. Treasury Notes and Brazilian federal government bonds with no significant risk associated. As of December 31, 2019, the estimated fair values (in thousands of U.S. dollars) of money market funds, sovereign and corporate debt securities classified by its effective maturities or Management expectation to convert the investments into cash are as follows: One year or less 2,191,304 One year to two years 260,284 Two years to three years 67 Three years to four years 121 Four years to five years 21 Total $ 2,451,797 |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Common Stock | 9. Common stock Authorized, issued and outstanding shares As of December 31, 2019 and 2018, as stated in the Company’s Fourth Amended and Restated Certificate of Incorporation (the “Fourth Amended Certificate of Incorporation”), the Company has authorized 110,000,000 shares of Common Stock, par value $ 0.001 per share (“ Common Stock ”). As of December 31, 2019 and 2018, there were 49,709,955 and 45,202,859 shares of common stock issued and outstanding with a par value of $ 0.001 per share. Voting rights Each outstanding share of common stock, is entitled to one vote on all matters submitted to a vote of holders of common stock, except for stockholders that beneficially own more than 20 % of the shares of the outstanding common stock, in which case the board of directors (the “Board”) may declare that any shares of stock above such 20 % do not have voting rights. The holders of common stock do not have cumulative voting rights in the election of directors. |
Mandatorily Redeemable Converti
Mandatorily Redeemable Convertible Preferred Stock | 12 Months Ended |
Dec. 31, 2019 | |
Mandatorily Redeemable Convertible Preferred Stock [Abstract] | |
Mandatorily Redeemable Convertible Preferred Stock | 10. Mandatorily redeemable convertible preferred stock Pursuant to the Fourth Amended Certificate of Incorporation, the Company authorized preferred stock consisting of 40,000,000 shares of preferred stock, par value $ 0.001 per share. As of December 31, 2019, the Company has 100,000 shares of preferred stock issued and outstanding. Each share of Preferred Stock has a stated value of $ 1,000 , is entitled to a cash dividend of 4 % per annum, and is convertible into shares of the Company’s Common Stock at an initial conversion price of $ 479.71 (subject to adjustment). The Company may require the conversion of any or all of the Preferred Stock beginning on March 29, 2023 if certain conditions set forth in the Certificate of Designation are met. The Company may redeem any or all of the Preferred Stock for cash, shares of its Common Stock or a combination thereof (at its election, subject to certain conditions) at any time beginning on March 29, 2026 for a percentage of the stated value of each share of Preferred Stock, plus any accrued and unpaid dividends at such time. On March 15, 2026, September 15, 2026 and March 15, 2027, the holders of the Preferred Stock shall have the right to redeem all of the outstanding shares of Preferred Stock for cash, shares of the Company’s Common Stock or a combination thereof (at the Company’s election, subject to certain conditions) to be determined by the formula set forth in the Certificate of Designation. Upon the occurrence of a change of control, the holders will have the right to redeem their shares of Preferred Stock for cash at a price set forth in the Certificate of Designation. The holders of the Preferred Stock have the right to vote on matters submitted to a vote of the holders of Common Stock on an as-converted basis unless required by applicable law. |
Equity Compensation Plan and Re
Equity Compensation Plan and Restricted Shares | 12 Months Ended |
Dec. 31, 2019 | |
Equity Compensation Plan and Restricted Shares [Abstract] | |
Equity Compensation Plan and Restricted Shares | 11. Equity compensation plan and restricted shares On June 10, 2019, at the Annual Shareholders’ Meeting, the Company’s shareholders approved the adoption of the Amended and Restated 2009 Equity Compensation Plan (the “Amended and Restated 2009 Plan”), which contains terms substantially similar to the terms of the “2009 Equity Compensation Plan” (the “2009 Plan”) that expired in 2019. As of December 31, 2019, there are 1,000,000 shares of common stock available for grant under the Amended and Restated 2009 Plan. Equity compensation awards granted under the Amended and Restated 2009 Plan are at the discretion of the Company’s board of directors and may be in the form of either incentive or nonqualified stock options. As of December 31, 2019, there are no outstanding options granted under the Plan. There was no granting during the period from January 1, 2007 to December 31, 2019. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Taxes [Abstract] | |
Income Taxes | 12. Income taxes The components of pretax (loss) income in consolidated companies for the years ended December 31, 2019, 2018 and 2017 are as follows: Year Ended December 31, 2019 2018 2017 (In thousands) United States $ 2,900 $ ( 19,461 ) $ ( 29,895 ) Brazil 25,693 ( 38,778 ) 104,641 Argentina 61,217 107,913 132,913 Mexico ( 168,310 ) ( 91,681 ) ( 78,778 ) Venezuela(*) — — ( 8,890 ) Other Countries(**) ( 28,746 ) ( 23,445 ) ( 65,921 ) $ ( 107,246 ) $ ( 65,452 ) $ 54,070 (*) In 2017, corresponds to the pretax loss for the eleven-month period until deconsolidation occurred (Note 2). (**) In 2017, includes $ 58,179 thousands of impairment from deconsolidation of Venezuelan subsidiaries reported by a holding subsidiary incorporated in Spain. Income tax is composed of the following: Year Ended December 31, 2019 2018 2017 (In thousands) Income Tax: Current: U.S. $ 8,705 $ ( 10 ) $ 22 Non-U.S. 39,595 64,028 64,843 48,300 64,018 64,865 Deferred: U.S. ( 13,566 ) ( 3,618 ) 1,827 Non-U.S. 30,019 ( 89,267 ) ( 26,402 ) 16,453 ( 92,885 ) ( 24,575 ) Income tax expense (gain) 64,753 ( 28,867 ) 40,290 12. Income taxes (continued) The following is a reconciliation of the difference between the actual provision for income taxes and the provision computed by applying the effective income tax rate for 2019, 2018 and 2017 to income before taxes: Year Ended December 31, 2019 2018 2017 (In thousands) Net (loss) income before income tax $ ( 107,246 ) $ ( 65,452 ) $ 54,070 Income tax rate 21 % 21 % 35 % Expected income tax gain (expense) $ ( 22,522 ) $ ( 13,745 ) $ 18,925 Permanent differences: Federal and assets taxes 203 7 14 Transfer pricing adjustments 1,161 1,818 1,634 Non-deductible tax 683 1,043 800 Non-deductible expenses 9,309 6,982 5,704 Loss on deconsolidation of Venezuelan subsidiaries — — 21,006 Dividend distributions 2,594 1,085 5,342 Impairment of Venezuela property and equipment — — 888 Non-taxable income (*) ( 15,418 ) ( 31,562 ) ( 27,602 ) Effect of rates different than statutory ( 11,521 ) 3,020 10,039 Currency translation ( 4,201 ) 3,866 ( 202 ) Change in valuation allowance 113,426 3,130 14,040 Reversal of outside basis dividends — — ( 12,097 ) Argentine tax reform (including changes in income tax rate) ( 2,175 ) 1,217 1,828 U.S. tax reform — — ( 840 ) Colombian tax reform — 442 — Deferred tax reversed by merger — ( 3,994 ) — Exchange of convertible note — ( 1,756 ) — Tax Inflation Adjustments ( 4,940 ) — — Deferred tax reversed by spin-off ( 886 ) — — True up ( 960 ) ( 420 ) 811 Income tax expense (gain) $ 64,753 $ ( 28,867 ) $ 40,290 (*) Includes Argentine Tax holiday described in Note 2 “Income taxes” 12. Income taxes (continued) Deferred tax assets and liabilities are recognized for the future tax consequences of differences between the carrying amounts of assets and liabilities and their respective tax bases using enacted tax rates in effect for the year in which the differences are expected to reverse. The following table summarizes the composition of deferred tax assets and liabilities for the years ended December 31, 2019 and 2018: December 31, December 31, 2019 2018 (In thousands) Deferred tax assets Allowance for doubtful accounts $ 7,601 $ 8,191 Unrealized net gains on investments 92 — Property and equipment, net 5,467 4,472 Accounts payable and accrued expenses 2,202 2,324 Payroll and social security payable 10,255 6,374 Foreign exchange effect 1,846 1,233 Taxes payable 984 781 Non compete agreement 155 114 Provisions and non-deductible interest 40,593 9,901 Foreign tax credit 12,841 11,207 Tax loss carryforwards 167,420 112,565 Customer Lists 220 — Trademarks 24 — Tax inflation adjustments 6,757 — Total deferred tax assets 256,457 157,162 Valuation allowance ( 138,875 ) ( 15,724 ) Total deferred tax assets, net 117,582 141,438 Deferred tax liabilities Property and equipment, net ( 26,761 ) ( 17,265 ) Customer lists ( 1,043 ) ( 1,296 ) Non compete agreement — ( 100 ) Unrealized net losses on investments ( 1,160 ) ( 462 ) Trademarks ( 87 ) ( 1,074 ) Goodwill ( 4,392 ) ( 3,199 ) Convertible notes and Capped Call ( 63,258 ) ( 68,302 ) Accounts payable and accrued expenses ( 1,914 ) — Payroll and social security payable ( 313 ) — Provisions ( 884 ) — Non Solicitation Agreement ( 137 ) — Foreign exchange effect ( 3 ) — Total deferred tax liabilities $ ( 99,952 ) $ ( 91,698 ) As of December 31, 2019, consolidated loss carryforwards for income tax purposes were $ 167,420 thousands. If not utilized, tax loss carryforwards will begin to expire as follows: 2023 $ 1,545 2024 5 2025 1,792 2026 4,331 2027 21,556 Thereafter 82,749 Without due dates 55,442 Total $ 167,420 12. Income taxes (continued) Tax reform in Argentina On December 27, 2017, the Argentine Senate approved a comprehensive income tax reform effective since January 1, 2018. Argentinean tax reform, among other things, reduced the 35 percent income tax rate to 30 percent for 2018 and 2019, and to 25 percent as of 2020. The new regulation imposes a withholding income tax on dividends paid by an Argentine entity of 7 percent for 2018 and 2019, increasing to 13 percent as of 2020. Also, repeals the current “equalization tax” (i.e., 35 percent withholding applicable to dividends distributed in excess of the accumulated taxable income) for income accrued from 1 January 2018. In addition, in September 2018, the Argentine Government issued the Decree 793/2018 which established a temporary withholding on exports of 12 % with a maximum limit of 4 Argentine Pesos per each US dollar of the amount of the export invoice. This withholding on exports is applicable for exports of years 2019 and 2020. On December 23, 2019 the Argentine congress enacted a law which maintains corporate income tax rate of 30 % for two more years, instead of reducing the rate to 25 % as established under the previous law. The law also maintains the dividend withholding tax rate of 7 % for two more years for profits accrued during fiscal year starting on January 1, 2020, instead of applying the 13 % rate as previously established. In regard to withholding on exports, the new law reduced the percentage from 12 % (considering the mentioned limit, the effective tax rate was equivalent to 6.7 % as of December 31, 2019) to 5 % without limit and extended the application of withholdings on exports until December 31, 2021. Valuation allowances on deferred tax assets Management periodically assesses the need to establish a valuation allowance for deferred tax assets considering positive and negative objective evidence related to the realization of the deferred tax assets. Management’s judgments related to this assessment consider, among other factors, the nature, frequency and magnitude of current and cumulative losses on an individual subsidiary basis, projections of future taxable income, the duration of statutory carryforward periods, as well as feasible tax planning strategies, which would be employed by the Company to prevent tax loss carryforwards from expiring unutilized. Based on Management’s assessment of available objective evidence, the Company accounted for a valuation allowance on deferred tax assets of $ 138,875 thousands and $ 15,724 thousands as of December 31, 2019 and 2018, respectively. This valuation allowance includes $ 12,841 thousands and $ 11,207 thousands to fully reserve the outstanding U.S. foreign tax credits as of December 31, 2019 and 2018, respectively. Management considers the earnings of the Company’s foreign subsidiaries to be indefinitely reinvested, other than certain earnings of which the distributions do not imply withholdings, exchange rate differences or state income taxes, and for that reason has not recorded a deferred tax liability. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 13. 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. Proceeding-related liabilities are based on developments to date and historical information related to actions filed against the Company. As of December 31, 2019, the Company had accounted for estimated liabilities involving proceeding-related contingencies and other estimated contingencies of $ 7,972 thousands to cover legal actions against the Company in which its Management has assessed the likelihood of a final adverse outcome as probable. Expected legal costs related to litigations are accrued when the legal service is actually provided. In addition, as of December 31, 2019, 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 $ 19,326 thousands. No loss amounts have been accrued for such reasonably possible legal actions, the most significant of which are described below. 13. Commitments and Contingencies (continued) Litigation and Other Legal Matters (continued) Tax Claims On September 2, 2011, the Brazilian Federal tax authority asserted taxes and fines against the Brazilian subsidiary, Mercadolivre.com, relating to the income tax for the 2006 period in an approximate amount of $ 0.6 million according to the exchange rate in effect as of December 31, 2019. 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. The same Board of Tax Appeals recognized as due part of the tax compensation made by the Company, partially decreasing the outstanding debt. On November 21, 2014, the Company appealed to the Board of Tax Appeals, which rejected the appeal on September 8, 2016. The Company filed an appeal against the decision, and the Câmara Superior de Recursos Fiscais (Superior Administrative Court of Tax Appeals) ruled against the Company to uphold the claimed taxes and fines. This decision marked the end of the administrative stage. On July 28, 2017, the Company filed an annulment court action against the federal tax authority, which is now in its evidentiary phase. In December 2017, the Company also posted a bank security bond in the amount of $ 0.5 million according to the exchange rate as of December 31, 2019. The judge granted accounting expert evidence and on June 18, 2019, the Company introduced questions to the evidence presented. The Company´s management, based on the opinion of external legal counsel, believes that the tax position adopted is more likely than not, based on the technical merits of the tax position. For that reason, the Company has not recorded any expense or liability for the controversial amounts. Brazilian preliminary injunction against the Brazilian tax authorities On November 6, 2014, the Brazilian subsidiaries Mercadolivre.com, Ebazar and Mercado Pago filed a writ of mandamus and requested a preliminary injunction with the Federal Court of Osasco against the federal tax authority to avoid the IR (income tax) withholding over payments remitted by the Brazilian subsidiaries to the Argentine subsidiary (Mercado Libre S.R.L.) for the provision of IT support and assistance services by the latter, and requested reimbursement of the amounts improperly withheld over the course of the preceding five (5) years. The preliminary injunction was granted on the grounds that such withholding violated the convention signed between Brazil and Argentina that prevents double taxation. In August 2015, the injunction was revoked by the first instance judge in its award, which was favorable to the tax authority. The Company filed an appeal in September 2015, which is pending judgment. As a result, the Company has started making deposits in court for the disputed amounts (in a total amount of $ 51.4 million as of December 31, 2019). Management’s opinion, based on the opinion of external legal counsel, is that the Company’s position is more likely than not to succeed in court, based on the technical merits of the tax position and the existence of favorable decisions issued by the Federal Regional Courts. For that reason, the Company has not recorded any expense or liability for the disputed amounts. Administrative tax claims On November 9, 2016, São Paulo tax authorities asserted taxes and fines against its Brazilian subsidiary, Ebazar, relating to the entitlement of PIS and COFINS credits from 2012 in an approximate amount of $ 0.8 million, according to the exchange rate as of December 31, 2019. The Company presented administrative defenses against the authorities’ claim, which is pending judgment. The opinion of the Company´s management, based on the opinion of external legal counsel, is that the risk of losing the case is reasonably possible, but not probable. On December 27, 2016, São Paulo tax authorities assessed taxes and fines against its Brazilian subsidiary MercadoPago.com Representações Ltda., relating to the entitlement of PIS and COFINS credits from 2012 in an approximate amount of $ 3.0 million according to the exchange rate as of December 31, 2019. On February 1, 2017, the Company presented administrative defenses against the authorities’ claim. On October 9, 2017, a judgment was handed down recognizing that expenses with credit card companies are essential for payment institutions. On September 22, 2017, the award rendered was partially favorable to the Company, reducing the value of the tax assessment notice by approximately 60 %. The Company filed an administrative appeal, which is pending judgment. Management’s opinion, based on the opinion of external legal counsel, is that the risk of losing the case is reasonably possible but not probable. On July 12, 2017, São Paulo tax authorities assessed taxes and fines against the Brazilian subsidiary IBazar relating to “ICMS” (tax on commerce and services) for the period from July 2012 to December 2013 in an amount of $ 3.0 million according to the exchange rate as of December 31, 2019. The Company filed administrative defenses again st the claim, but the São Paulo authorities ruled against the Company and upheld the claimed taxes and fines. On October 30, 2017, the Company filed an appeal with the Tribunal de Impostos e Taxas de São Paulo (São Paulo Tax Administrative Court), which granted the appeal on February 23, 2018 . The tax authorities filed a special appeal with the Câmara Superior (Superior Chamber of the Administrative Court), which was admitted on August 1, 2018 and is now pending judgment. Management’s opinion, based on the opinion of external legal counsel, is that the risk of losing the case is reasonably possible, but not probable. 13. Commitments and Contingencies (continued) Litigation and Other Legal Matters (continued) Other 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. Buyer protection program The Company provides consumers with a BPP for all transactions completed through Mercado Pago. This program is designed to protect buyers in the Marketplace from losses due primarily to fraud or counterparty non-performance. The Company’s BPP provides protection to consumers by reimbursing them for the total value of a purchased item and the value of any shipping service paid if it does not arrive or does not match the seller’s description. The Company is entitled to recover from the third-party carrier companies performing the shipping service certain amounts paid under the BPP. Furthermore, in some specific circumstances (i.e. Black Friday, Hot Sale), the Company enters into insurance contracts with third-party insurance companies in order to cover contingencies that may arise from the BPP. The maximum potential exposure under this program is estimated to be the volume of payments on the Marketplace, for which claims may be made under the terms and conditions of the Company’s BPP. Based on historical losses to date, the Company does not believe that the maximum potential exposure is representative of the actual potential exposure. The Company records a liability with respect to losses under this program when they are probable and the amount can be reasonably estimated. As of December 31, 2019 and 2018, Management’s estimate of the maximum potential exposure related to the Company’s buyer protection program is $ 1,365,815 thousands and $ 988,664 thousands, respectively, for which the Company recorded a provision of $ 3,808 thousands and $ 4,146 thousands, respectively. Commitments As of December 31, 2019, the Company entered into a purchase commitment with a U.S. supplier for a total amount of $ 30,000 thousands to be fully paid off between November 24, 2019 and March 23, 2023. |
Long Term Retention Plan
Long Term Retention Plan | 12 Months Ended |
Dec. 31, 2019 | |
Long Term Retention Plan [Abstract] | |
Long Term Retention Plan | 14. Long term retention plan On March 29, 2019, the Board of Directors, upon the recommendation of the Compensation Committee, adopted the 2019 Long-Term Retention Plan (“2019 LTRP”). In addition to the annual salary and bonus of each employee , certain employees (“Eligible Employees”) are eligible to participate in the 2019 LTRP, which provides for the grant to an Eligible Employee of a cash-settled fixed (a “2019 LTRP Fixed Award”) and cash-settled variable award, (a “2019 LTRP Variable Award”, and together with any 2019 LTRP Fixed Award, the “2019 LTRP Awards”). In order to receive payment in respect of the 2019 LTRP Awards, each Eligible Employee must remain employed as of each applicable payment date. The 2019 LTRP award is payable as follows: the eligible employee will receive 16.66 % of half of his or her target 2019 LTRP bonus once a year for a period of six years , with the first payment occurring during the first quarter of 2020 (the “2019 Annual Fixed Payment”); and on each date the Company pays the Annual Fixed payment to the eligible employee, he or she will also receive a payment (the “2019 LTRP Variable Payment”) equal to the product of (i) 16.66 % of the applicable 2019 LTRP Variable Award 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 2018 Stock Price (as defined below). For purposes of the 2019 LTRP, the “2018 Stock Price” shall equal $ 322.91 (the average closing price of the Company’s common stock on the NASDAQ Global Select Market during the final 60 -trading days of 2018) and the “Applicable Year Stock Price” shall equal the average closing price of the Company’s common stock on the NASDAQ Global Select 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 rest of LTRP outstanding as of December 31, 2019, follows similar calculation method as explained above for 2019 LTRP, except that the 2010, 2011, 2012, 2013, 2014, 2015, 2016, 2017 and 2018 LTRP have performance conditions established by the Board of Directors that must be achieved at the first year-end of each plan. Similar to the 2019 LTRP, the rest of the outstanding LTRPs additionally have eligibility conditions to be achieved at each year-end and require the employee remain employed by the Company as of each payment date. The following tables summarize the 2010, 2011, 2012, 2013, 2014, 2015, 2016, 2017, 2018 and 2019 LTRP Variable Award contractual obligation for the years ended December 31, 2019, 2018 and 2017: December 31, 2019 December 31, 2018 December 31, 2017 Weighted-average Weighted-average Weighted-average Aggregate remaining Aggregate remaining Aggregate remaining Intrinsic contractual Intrinsic contractual Intrinsic contractual value life (years) value life (years) value life (years) (In thousands) Outstanding LTRP 2010 - - - - 1,721 0.25 Outstanding LTRP 2011 - - 1,738 0.25 3,023 0.75 Outstanding LTRP 2012 2,861 0.25 3,460 0.75 4,469 1.25 Outstanding LTRP 2013 - - 4,318 0.25 7,524 0.75 Outstanding LTRP 2014 5,086 0.25 6,037 0.75 7,900 1.25 Outstanding LTRP 2015 10,484 0.75 9,398 1.25 11,022 1.75 Outstanding LTRP 2016 19,091 1.25 15,343 1.75 16,949 2.25 Outstanding LTRP 2017 19,654 1.75 14,860 2.25 15,652 2.75 Outstanding LTRP 2018 10,727 2.25 8,135 2.88 - - Outstanding LTRP 2019 56,322 2.75 - - - - 14. Long term retention plan (continued) The following tables summarize the LTRP accrued compensation expense for the years ended December 31, 2019, 2018 and 2017: Year ended December 31, 2019 2018 2017 (In thousands) LTRP 2009 - - 29 LTRP 2010 - 24 1,050 LTRP 2011 26 766 1,668 LTRP 2012 1,755 1,398 2,300 LTRP 2013 97 2,416 4,554 LTRP 2014 3,743 2,921 4,591 LTRP 2015 6,266 3,984 5,766 LTRP 2016 9,838 5,975 8,350 LTRP 2017 9,737 6,639 7,411 LTRP 2018 5,089 3,402 - LTRP 2019 15,111 - - $ 51,662 $ 27,525 $ 35,719 |
Loans Payable And Other Financi
Loans Payable And Other Financial Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Loans Payable And Other Financial Liabilities [Abstract] | |
Loans Payable And Other Financial Liabilities | 15. Loans payable and other financial liabilities The following table summarizes the Company ’s Loans payable and other financial liabilities as of December 31, 2019 and 2018: Book value as of Type of instrument Currency Interest Weighted Average Interest Rate Maturity December 31, 2019 December 31, 2018 (In thousands) Current loans payable and other financial liabilities: Loans from banks Chilean Subsidiary Chilean Pesos Fixed 2.53 % January 2020 $ 38,780 $ 30,065 Secured lines of credit Argentine Subsidiary Argentine Pesos Fixed 41.24 % January 2020 49,499 - Unsecured lines of credit Uruguayan Subsidiary Uruguayan Pesos Fixed 9.11 % January 2020 16,435 13,462 Argentine Subsidiary Argentine Pesos Fixed - % - - 8,579 Argentine Subsidiary Argentine Pesos Fixed 55.00 % January 2020 9,645 4,942 Chilean Subsidiary Chilean Pesos Fixed 2.47 % January 2020 1,951 1,185 Brazilian Subsidiary Brazilian Reais - % - - 875 Convertible notes 6,649 64,748 Finance lease obligations 2,008 1,464 Credit card collateralized debt 17,309 - Collateralized debt 43,862 7,539 Other lines of credit - 90 $ 186,138 $ 132,949 Non Current loans payable and other financial liabilities: Convertible notes 569,305 550,126 Finance lease obligations 7,368 5,661 Collateralized debt 54,680 46,441 $ 631,353 $ 602,228 See Notes 20 and 22 to these consolidated financial statements for details regarding the Company’s collateralized debt securitization transactions and finance lease obligations, respectively. 15. Loans payable and other financial liabilities (continued) Convertible Senior Notes 2.00% Convertible Senior Notes Due 2028 On August 24, 2018, the Company issued $ 800,000 thousands of 2.00 % Convertible Senior Notes due 2028 and on August 31, 2018 the Company issued an additional $ 80,000 thousands of notes pursuant to the partial exercise of the initial purchasers’ option to purchase such additional notes, resulting in an aggregate principal amount of $ 880,000 thousands of 2.00 % Convertible Senior Notes due 2028 (collectively, the “2028 Notes”). The 2028 Notes are unsecured, unsubordinated obligations of the Company, which pay interest in cash semi-annually, on February 15 and August 15 of each year, at a rate of 2.00 % per annum. The 2028 Notes will mature on August 15, 2028 unless earlier redeemed, repurchased or converted in accordance with their terms prior to such date. The 2028 Notes may be converted, under specific conditions, based on an initial conversion rate of 2.2553 shares of common stock per $ 1,000 principal amount of the 2028 Notes (equivalent to an initial conversion price of $ 443.40 per share of common stock), subject to adjustment as described in the indenture governing the 2028 Notes. S ee Note 2 of these consolidated financial statements for more details about the initial accounting of the 2028 Notes. The Company will not have the right to redeem the notes prior to August 21, 2023. On or after August 21, 2023, if the last reported sale price of the Company’s common stock has been at or above 130 % of the conversion price during specified periods, the Company may (at its option) redeem all or any portion of the 2028 Notes for cash equal to the 2028 Notes’ principal amount plus accrued and unpaid interest to, but excluding the redemption date. Holders were able to convert their 2028 Notes at their option at any time prior to February 15, 2028 only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on September 30, 2018 (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 2028 Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day; (3) if the Company calls any or all of the 2028 Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. On or after February 15, 2028 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their 2028 Notes at any time, regardless of the foregoing circumstances. During the fourth quarter of 2019, the conversion threshold was met and the Notes become convertible between January 1, 2020 and March 31, 2020. The determination of whether or not the Notes are convertible must continue to be performed on a quarterly basis. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock, at the Company’s election. The intention of the Company is to share-settle the total amount due upon conversion of the Notes. In connection with the issuance of the 2028 Notes, the Company paid $ 91,784 thousands, $ 11,472 thousands, $ 88,362 thousands (including transaction expenses) in August 2018, November 2018 and June 2019, respectively, to enter into capped call transactions with respect to shares of the common stock with certain financial institutions (the “2028 Notes Capped Call Transactions”). In addition, the Company paid $ 8,005 thousands in November 2019 to amend the strike and cap prices of the capped call transaction purchased in November 2018. The 2028 Notes Capped Call Transactions are expected generally to reduce the potential dilution upon conversion of the 2028 Notes in the event that the market price of the Company’s common stock is greater than the strike price of the 2028 Notes Capped Call Transactions. The cost of the 2028 Notes Capped Call Transactions is included as a net reduction to additional paid-in capital in the stockholders’ equity section of the consolidated balance sheets. The total estimated fair value of the 2028 Notes was $ 1,338,014 thousands as of December 31, 2019 . The fair value was determined based on the closing trading price per $ 100 principal amount of the 2028 Notes as of the last day of trading for the period. The Company considered the fair value of the 2028 Notes as of December 31, 2019 to be a Level 2 measurement. The fair value of the 2028 Notes is primarily affected by the trading price of the Company’s common stock and market interest rates. Based on the $ 571.94 closing price of the Company’s common stock on December 31, 2019, the if-converted value of the 2028 Notes exceed their principal amount by $ 255,109 thousands. The intention of the Company is to share-settle the excess conversion value upon conversion of the 2028 Notes. 15. Loans payable and other financial liabilities (continued) The following table presents the carrying amounts of the liability and equity components related to the 2028 Notes as of December 31, 2019 and 2018 : December 31, 2019 December 31, 2018 (In thousands) Amount of the equity component (1) $ 327,305 $ 327,305 2.00 % Convertible Senior Notes due 2028 $ 880,000 $ 880,000 Unamortized debt discount (2) ( 301,227 ) ( 325,783 ) Unamortized transaction costs related to the debt component ( 9,468 ) ( 9,958 ) Contractual coupon interest accrual 23,809 5,867 Contractual coupon interest payment ( 17,160 ) — Net carrying amount $ 575,954 $ 550,126 (1) Net of $ 6,163 thousands of transaction costs related to the equity component of the 2028 Notes. (2) As of December 31, 2019, the remaining period over which the unamortized debt discount will be amortized is 8.7 years. The following table presents the interest expense for contractual interest, the accretion of debt discount and the amortization of debt issuance costs: Year ended December 31, 2019 2018 (In thousands) Contractual coupon interest expense $ 17,942 $ 5,867 Amortization of debt discount 24,556 7,686 Amortization of debt issuance costs 490 143 Total interest expense related to the 2028 Notes $ 42,988 $ 13,696 2.25% Convertible Senior Notes Due 2019 On June 30, 2014, the Company issued $ 330,000 thousands of 2.25 % Convertible Senior Notes due 2019 (the “2019 Notes”). The 2019 Notes were unsecured, unsubordinated obligations of the Company, which paid interest in cash semi-annually, on January 1 and July 1, at a rate of 2.25 % per annum. The 2019 Notes were convertible, under specific conditions, based on an initial conversion rate of 7.9353 shares of common stock per $ 1,000 principal amount of the 2019 Notes (equivalent to an initial conversion price of $ 126.02 per share of common stock), subject to adjustment as described in the indenture governing the 2019 Notes. In connection with the issuance of the 2019 Notes, the Company paid $ 19,668 thousands, $ 67,308 thousands and $ 45,692 thousands (including transaction expenses) in June 2014, September 2017 and March 2018, respectively, to enter into capped call transactions with respect to shares of the common stock (the “2019 Notes Capped Call Transactions” and together with the 2028 Notes Capped Call Transactions, the “Capped Call Transactions”), with certain financial institutions. On August 24, 2018, the Company used a portion of the net proceeds from the 2028 Notes to repurchase or exchange and retire $ 263,724 thousands principal amount of its outstanding 2019 Notes. The consideration paid included $ 348,123 thousands in cash and 1,044,298 shares of the Company’s common stock. Additionally, the Company entered into agreements with certain financial institutions who were counterparties to the existing 2019 Notes Capped Call Transactions entered into in June 2014 and September 2017 to terminate a portion of those transactions, in each case, in a notional amount corresponding to the amount of 2019 Notes repurchased or exchanged and retired. In connection with the termination of existing 2019 Notes Capped Call Transactions and the related unwinding of the existing hedge position, the Company received from certain financial institutions the amount of $ 121,703 thousands and $ 14,405 thousands in August 2018 and November 2018, respectively. 15. Loans payable and other financial liabilities (continued) 2.25% Convertible Senior Notes Due 2019 (continued) The 2019 Notes matured on July 1, 2019 . Holders of $ 65,961 thousands principal amount of the 2019 Notes elected to convert their 2019 Notes at maturity, and the Company issued 523,407 shares of common stock and paid $ 8 thousands in cash (because of the fraction of shares) in settlement of such conversions. $ 17 thousands of the principal amount of the 2019 Notes was not converted, and was repaid by the Company in cash at maturity. Also on July 1, 2019, the Company received and retired 131,994 shares of common stock in settlement of capped call agreements that the Company had previously entered into in relation to the 2019 Notes. The following table presents the carrying amounts of the liability and equity components related to the 2019 Notes as of December 31, 2019 and December 31, 2018: December 31, 2019 December 31, 2018 (In thousands) Amount of the equity component (1) $ — $ 9,196 2.25 % Convertible Senior Notes due 2019 $ — $ 65,987 Unamortized debt discount — ( 1,063 ) Unamortized transaction costs related to the debt component — ( 176 ) Contractual coupon interest accrual — 5,447 Contractual coupon interest payment — ( 5,447 ) Net carrying amount $ — $ 64,748 (1) Net of $ 236 thousands of transaction costs related to the equity component of the 2019 Notes. The following table presents the interest expense for the contractual interest and the accretion of debt discount: Year ended December 31, 2019 2018 2017 (In thousands) Contractual coupon interest expense $ 745 $ 5,447 $ 7,425 Amortization of debt discount 1,063 7,424 9,628 Amortization of debt issuance costs 176 1,188 1,459 Total interest expense related to the 2019 Notes $ 1,984 $ 14,059 $ 18,512 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 16. Related Party Transactions Indemnification agreements The Company has entered into indemnification agreements with each of the directors and executive officers of its local subsidiaries. These agreements require the Company to indemnify such individuals, to the fullest extent permitted by the laws of the jurisdiction where these subsidiaries operate, for certain liabilities to which they may become subject by reason of the fact that such individuals are or were directors or executive officers of the local subsidiaries of the Company. Transactions with Venezuelan related parties Subsequent to Venezuelan's deconsolidation, the Company recorded allocation of expenses to the Venezuelan's subsidiaries amounting to $ 4,620 thousands and $ 9,519 thousands as of December 31, 2019 and 2018, respectively, which were expensed as incurred. |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2019 | |
Valuation and Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | 17. Valuation and qualifying accounts The following table summarizes valuation and qualifying accounts activity during the years ended December 31, 2019, 2018 and 2017: Charges Utilized / Balance at beginning of Charged/credited to Net income/ Currency translation adjustments / Balance at end of year (loss) Write-offs and other adjustments year (In thousands) Allowance for doubtful accounts Year ended December 31, 2017 10,436 12,264 ( 12,879 ) 9,821 Year ended December 31, 2018 9,821 10,968 ( 12,087 ) 8,702 Year ended December 31, 2019 8,702 5,520 ( 7,897 ) 6,325 Credit cards receivable allowance for chargebacks Year ended December 31, 2017 2,511 3,422 ( 749 ) 5,184 Year ended December 31, 2018 5,184 9,199 ( 6,310 ) 8,073 Year ended December 31, 2019 8,073 15,673 ( 12,436 ) 11,310 Loans receivable allowance for uncollectible accounts Year ended December 31, 2017 110 5,163 ( 543 ) 4,730 Year ended December 31, 2018 4,730 27,725 ( 25,819 ) 6,636 Year ended December 31, 2019 6,636 64,341 ( 50,533 ) 20,444 Tax valuation allowance Year ended December 31, 2017 8,971 12,173 ( 5,722 ) 15,422 Year ended December 31, 2018 15,422 3,130 ( 2,828 ) 15,724 Year ended December 31, 2019 15,724 113,426 9,725 138,875 Contingencies Year ended December 31, 2017 5,587 6,657 ( 6,342 ) 5,902 Year ended December 31, 2018 5,902 7,969 ( 8,058 ) 5,813 Year ended December 31, 2019 5,813 10,978 ( 8,819 ) 7,972 |
Quarterly Financial Data
Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Data [Abstract] | |
Quarterly Financial Data | 18. Quarterly Financial Data (unaudited) The following tables present certain consolidated quarterly financial information for each of the last twelve quarters for the years ended December 31, 2019, 2018 and 2017: Quarter Ended March 31, June 30, September 30, December 31, (In thousands, except for share data) 2019 Net Revenues $ 473,770 $ 545,242 $ 603,031 $ 674,271 Gross profit 237,004 272,430 284,342 308,347 Net Income (loss) 11,864 16,217 ( 146,082 ) ( 53,998 ) Net Income (loss) per share-basic 0.13 0.31 ( 2.96 ) ( 1.11 ) Net Income (loss) per share-diluted 0.13 0.31 ( 2.96 ) ( 1.11 ) Weighted average shares Basic 45,980,255 49,318,522 49,710,723 49,709,955 Diluted 45,980,255 49,318,522 49,710,723 49,709,955 2018 Net Revenues $ 320,976 $ 335,377 $ 355,281 $ 428,019 Gross profit 162,758 159,749 169,718 204,783 Net loss ( 12,919 ) ( 11,251 ) ( 10,078 ) ( 2,337 ) Net loss per share-basic ( 0.29 ) ( 0.25 ) ( 0.23 ) ( 0.05 ) Net loss per share-diluted ( 0.29 ) ( 0.25 ) ( 0.23 ) ( 0.05 ) Weighted average shares Basic 44,157,364 44,157,364 44,588,704 45,202,859 Diluted 44,157,364 44,157,364 44,588,704 45,202,859 2017 Net Revenues $ 269,675 $ 283,882 $ 304,921 $ 358,064 Gross profit 168,856 171,554 175,827 203,363 Net Income (loss) 48,518 5,316 27,666 ( 67,720 ) Net Income (loss) per share-basic 1.10 0.12 0.63 ( 1.53 ) Net Income (loss) per share-diluted 1.10 0.12 0.63 ( 1.53 ) Weighted average shares Basic 44,157,364 44,157,364 44,157,364 44,157,364 Diluted 44,157,364 44,157,364 44,157,364 44,157,364 |
Cash Dividend Distribution
Cash Dividend Distribution | 12 Months Ended |
Dec. 31, 2019 | |
Cash Dividend Distribution [Abstract] | |
Cash Dividend Distribution | 19. Cash Dividend Distribution After reviewing the Company's capital allocation process the Board of Directors has concluded that it has multiple investment opportunities that can generate greater return to shareholders through investing capital into the business over a dividend policy. Consequently, the Board of Directors suspended the payment of dividend to shareholders as from the first quarter of 2018. |
Securitization Transactions
Securitization Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Securitization Transactions [Abstract] | |
Securitization Transactions | 20. 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. Additionally, the Company securitizes certain credit cards receivable related to user’s purchases through Argentine SPEs. According to the SPE contracts, the Company has determinated 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 do not control the vehicule, the assets, liabilities, and related results are not 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. As of December 31, 2019, the carrying value of the Brazilian collateralized debt was $ 61,232 thousands, composed by: 1) $ 15,050 thousands bears interest at a rate of Brazilian DI plus 3.5 % per annum for a term of 36 months, due in June 2021 and 2) $ 46,182 thousands bears interest at a rate of Brazilian DI plus 3.25 % per annum for a term of 30 months, due in May 2021. The carrying value of the Argentine collateralized debt was $ 11,643 thousands, composed of: 1) $ 672 thousands bearing interest at a variable rate equivalent to the BADLAR rate plus 200 basis points with a minimum 37 % and a maximum 52 % nominal rate per annum for a term of 8 months, fully paid off in January 2020; 2) $ 1,858 thousands bearing interest at a variable rate equivalent to the BADLAR rate plus 200 basis points with a minimum 36 % and a maximum 51 % nominal rate per annum for a term of 9 months, due in April 2020; 3) $ 4,748 thousands bearing interest at a variable rate equivalent to the BADLAR rate plus 200 basis points with a minimum 33 % and a maximum 48 % nominal rate per annum for a term of 5 months, due in May 2020 and 4) $ 4,365 thousands bearing interest at a variable rate equivalent to the BADLAR rate plus 200 basis points with a minimum 40 % and a maximum 50 % nominal rate per annum for a term of 9 months, due in August 2020. The carrying value of the Mexican collateralized debt was $ 25,667 thousands bears interest at a variable rate equivalent to the equilibrium interbank interest rate published by Banco de Mexico in the Diario Oficial plus 3.34 % per annum for term of 36 months, due in November 2022. 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. 20. Securitization transactions (continued) The assets and liabilities of the SPEs included in the Company’s consolidated financial statements as of December 31, 2019 and 2018 are as follows: December 31, December 31, 2019 2018 Assets (in thousands) Current assets: Restricted cash and cash equivalents $ 37,424 $ 24,363 Loans receivable, net 104,419 51,471 Total current assets 141,843 75,834 Loans receivable, net 4,395 — Total non-current assets 4,395 — Total assets $ 146,238 $ 75,834 Liabilities Current liabilities: Accounts payable and accrued expenses $ 128 $ 113 Loans payable and other financial liabilities 43,862 7,539 Total current liabilities 43,990 7,652 Non-current liabilities: Loans payable and other financial liabilities 54,680 46,441 Total non-current liabilities 54,680 46,441 Total liabilities $ 98,670 $ 54,093 |
Equity Offerings
Equity Offerings | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Equity Offerings | 21. Equity Offerings On March 15, 2019, the Company closed a public equity offering of approximately $ 1,150,000 thousands of common stock at a public offering price of $ 480 per share (the “Offering”). Pursuant to the Offering, the Company issued 2,395,834 shares of common stock, par value $ 0.001 per share (the “Common Stock”) which includes the exercise in full of the underwriters’ option to purchase $ 150 million of additional shares of common stock. In addition, on March 15, 2019 the Company closed its $ 750,000 thousands concurrent private placement of common stock to PayPal, Inc (“PayPal”). PayPal purchased 1,719,790 shares of Common Stock at a price of $ 436.10 per share. On March 29, 2019, in a separate private placement, an affiliate of Dragoneer Investment Group purchased 100,000 shares of perpetual convertible preferred stock designated as Series A Perpetual Preferred Stock, par value $ 0.001 per share of the Company for $ 100,000 thousands in the aggregate. The Preferred Stock is a class of equity security that ranks senior to the Common Stock with respect to dividend rights or rights upon liquidation. In the aggregate, the Company raised funds in the amount of $ 1,965,903 thousands net of issuance costs paid in the amount of $ 34,097 thousands. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | 22. Leases The Company leases certain fulfillment centers, office space and vehicles in the various countries in which it operates. The lease agreements do not contain any residual value guarantees or material restrictive covenants. Supplemental balance sheet information related to leases was as follows (in thousands): December 31, 2019 Operating Leases Operating lease right-of-use assets $ 200,449 Operating lease liabilities $ 199,932 Finance Leases Property and equipment, at cost 10,952 Accumulated depreciation ( 1,563 ) Property and equipment, net $ 9,389 Loans payable and other financial liabilities $ 9,376 The following table summarizes the weighted average remaining lease term and the weighted average incremental borrowing rate for operating leases and the weighted average discount rate for finance leases at December 31, 2019: Weighted average remaining lease term Operating leases 9 Years Finance leases 4 Years Weighted average discount rate (*) Operating leases 11.9 % Finance leases 27.1 % (*) Includes discount rates of leases in local currency and U.S dollar. The components of lease expense were as follows (in thousands): December 31, 2019 Operating lease cost $ 29,515 Finance lease cost: Depreciation of property and equipment 1,514 Interest on lease liabilities 1,798 Total finance lease cost $ 3,312 22. Leases(continued) Supplemental cash flow information related to leases was as follows (in thousands): December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 25,381 Financing cash flows from finance leases 1,929 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 93,160 Finance leases 4,496 The following table summarizes the fixed, future minimum rental payments, excluding variable costs, which are discounted by the Company’s incremental borrowing rates to calculate the lease liabilities for the operating and finance leases (in thousands): Period Ending December 31, 2019 Operating Leases Finance Leases One year or less $ 37,689 $ 4,348 One year to two years 37,211 4,134 Two years to three years 35,004 4,134 Three years to four years 31,888 2,768 Four years to five years 31,028 722 Thereafter 135,875 — Total lease payments $ 308,695 $ 16,106 Less imputed interest ( 108,763 ) ( 6,730 ) Total $ 199,932 $ 9,376 |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments [Abstract] | |
Derivative Instruments | 23. Derivative Instruments The Company designates certain derivatives as hedges of particular risks associated with forecasted purchases. These transactions, mainly currency forward contracts, are classified as cash flow hedges. As of December 31, 2019 the Company used foreign currency exchange contracts to hedge the foreign currency effects related to the forecasted purchase of MPOS devices in U.S. dollars owed by a Brazilian subsidiary whose functional currency is the Brazilian Reais. Pursuant to these contracts, the Company will buy a notional amount of $ 6,382 thousands in January 2020, $ 2,089 thousands in February 2020, $ 1,604 thousands in March 2020, $ 1,171 thousands in April 2020, $ 1,443 thousands in May 2020 and $ 1,547 thousands in June 2020, at fixed currency rates. The Company designated the foreign currency exchange contracts as cash flow hedges, the derivative’s gain or loss is initially reported as a component of accumulated other comprehensive income and subsequently reclassified into earnings in the same period the forecasted transaction affects earnings. As of December 31, 2019, the Company estimated that the whole amount of net derivative losses related to its cash flow hedges included in accumulated other comprehensive income will be reclassified into earnings within the next 12 months. In addition, as of December 31, 2019, the Company entered into a foreign currency exchange contracts to hedge the foreign currency fluctuations related to certain transactions denominated in U.S. dollars of a Brazilian subsidiary, whose functional currency is the Brazilian Reais, which were not designated as hedge for accounting purposes. Pursuant to these contracts, the Company will buy a notional amount of $ 10,000 thousands in January 2020, $ 23,300 thousands in February 2020, $ 6,200 thousands in March 2020, $ 10,000 thousands in June 2020 and $ 18,600 thousands in July 2020, at fixed currency rates. 23. Derivative Instruments (continued) Foreign exchange contracts The fair values of the Company’s outstanding derivative instruments as of December 31, 2019 were as follows: December 31, Balance sheet location 2019 (In thousands) Derivatives Foreign exchange contracts not designated as hedging instruments Other current assets $ 1,249 Foreign exchange contracts designated as cash flow hedges Other current liabilities $ 251 The effects of the outstanding Derivative Contracts and firm commitments on Consolidated Statement of Income during the year ended December 31, 2019 were as follows: December 31, 2019 (In thousands) Foreign exchange contracts not designated as hedging instruments recognized in interest and other, net $ 301 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 24. Subsequent event Regulation issued by Argentine Central Bank In January 2020, the Central Bank of Argentina enacted a regulation relating to the payments services providers that applies to the FinTech institutions that are not financial institutions but nevertheless, provide payment services in at least one of the processes of the payments system. According to this regulation, payments services providers must register by April 1, 2020, in a new registry of payments services providers created by the Central Bank of Argentina. The regulation sets forth certain specific rules related to (i) the provision of information to users; (ii) keep the funds of the users deposited in a freely available bank account; (iii) allow the users dispose immediately the funds accredited (iv) provide information relating to the business of payments processing. If the regulation had been in force as of December 31, 2019, the amount to be deposited in a freely available bank account would amount to $ 126,893 thousands. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Summary of Significant Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of consolidation The accompanying 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, its wholly-owned subsidiaries and consolidated Variable Interest Entities (“VIE”) . These consolidated financial statements are stated in U.S. dollars , except for amounts otherwise indicated. Intercompany transactions and balances have been eliminated for consolidation purposes. The Company determined that, effective December 1, 2017, evolving conditions in Venezuela have caused the Company to no longer meet the accounting criteria for control over its Venezuelan subsidiaries. The Venezuela’s selective default determination, restrictive exchange controls and suspension of foreign exchange market that severely incremented the lack of access to U.S. dollars through official currency exchange mechanisms, plus the worsening in Venezuela macroeconomic environment, has resulted in other-than-temporary lack of exchangeability between the Venezuelan bolivar and the U.S. dollar, and restricted the Company’s ability to pay dividends and satisfy other obligations denominated in U.S. dollars. The currency controls in Venezuela have significantly limited the Company’s ability to realize the benefits from earnings and to access to resulting liquidity of those operations. For accounting purposes, this lack of exchangeability has resulted in lack of control over Venezuelan subsidiaries. Therefore, in accordance to the applicable accounting standards, as of December 1, 2017, the Company deconsolidated the financial statements of its subsidiaries in Venezuela and began reporting the results under the cost method of accounting. Accordingly, since December 1, 2017, the Company no longer includes the results of its Venezuelan operations and recorded an impairment of $ 85,761 thousands as of December 31, 2017. Under the cost method of accounting, if cash were to be received from the Venezuela entity in future periods from its operations, dividends or royalties, income would be recognized. The Company does not anticipate dividend or royalty payments being made in the foreseeable future and has no outstanding receivables or payables with the Venezuelan entity. The factors that led to the Company’s conclusion to deconsolidate its Venezuelan subsidiaries as of December 1, 2017 continued to exist through the date of this report. Despite the Venezuelan macroeconomic context, the Company will continue its operations in Venezuela for the foreseeable future. Further, the Company only recognizes revenue from intercompany service allocations to Venezuelan subsidiaries to the extent the Company collects the respective receivables. Substantially all net revenues, cost of net revenues and operating expenses, are generated in the Company’s foreign operations. Long-lived assets, intangible assets and goodwill located in the foreign jurisdictions totaled $ 345,204 thousands and $ 270,073 thousands as of December 31, 2019 and 2018, respectively. 2. Summary of significant accounting policies (continued) Principles of consolidation (continued) Cash and cash equivalents, r estricted cash and cash equivalents, short-term and long-term investments, amounted to $ 3,312,648 thousands and $ 1,202,372 thousands as of December 31, 2019 and 2018, respectively. As of December 31, 2019, 67 % of those assets are located in the United States of America and 33 % are located in foreign locations, mainly Brazil, Mexico and Argentina. As of December 31, 2018, 45 % of those assets were located in the United States of America and 55 % were in foreign locations, mainly Brazil, Mexico and Argentina. |
Use of Estimates | Use of estimates The preparation of 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, allowance for loans receivable, recoverability of goodwill, intangible assets with indefinite useful lives and deferred tax 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, fair value of investments, fair value of derivative instruments, recognition of income taxes and contingencies and determination of the incremental borrowing rate at commencement date of lease operating agreements. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and cash equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased, consisting primarily of money market funds, to be cash equivalents. Cash, cash equivalents and restricted cash and cash equivalents of $ 1,451,424 thousands as reported in the consolidated statements of cash flows for the year ended December 31, 2019 is the sum of $ 1,384,740 thousands and $ 66,684 thousands shown in lines Cash and cash equivalents and Restricted cash and cash equivalents, respectively, of the consolidated balance sheet. Money market funds and sovereign debt securities are valued at fair value. See Note 8 “Fair Value Measurement of Assets and Liabilities” for further details. |
Investments | Investments Time deposits are valued at amortized cost plus accrued interest. Debt securities classified as available-for-sale are recorded at fair value. Unrealized gains and losses on available-for-sale securities are reported as a component of other comprehensive (loss), net of the related tax provisions or benefits. Investments are classified as current or non-current depending on their maturity dates and when it is expected to be converted into cash. The Company assesses whether an other-than-temporary impairment loss on its investments has occurred due to declines in fair value or other market conditions. With respect to debt securities, this assessment takes into account the intent to sell the security, whether it is more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis, and if the Company does not expect to recover the entire amortized cost basis of the security (that is, a credit loss exists). The Company did no t recognize any other-than-temporary impairment on the investments in 2019, 2018 and 2017. Corporate and sovereign debt securities (including Central Bank of Brazil mandatory guarantee) are valued at fair value. See Note 8 “Fair Value Measurement of Assets and Liabilities” for further details. Fair value option applied to certain financial instruments U.S. GAAP provides an option to elect fair value with impact on the statement of income as an alternative measurement for certain financial instruments and other items on the balance sheet. The Company has elected to measure certain financial assets at fair value with impact on the statement of income from January 1, 2019 for several reasons including to avoid the mismatch generated by the recognition of certain linked instruments / transactions, separately, in consolidated statement of income and consolidated statement of other comprehensive income and to better reflect the financial model applied for selected instruments. 2. Summary of significant accounting policies (continued) Investments (continued) The Company’s election of the fair value option applies to the: i) Brazilian federal government bonds and ii) U.S. treasury notes. As result of the election of the fair value option, the Company recognized gains in interest income and other financial gains of $ 2,295 thousands as of December 31, 2019. |
Credit Cards Receivables and Funds Payable to Customers | Credit cards receivables and funds payable to customers Credit cards receivables mainly relate to the Company’s payments solution and arise due to the time taken to clear transactions through external payment networks either during the time required to collect the installments or during the period of time until those credit cards receivables are sold to financial institutions. Credit cards receivables are presented net of the related provision for chargebacks. As of December 31, 2019 and 2018, there are no material past due credit cards receivables. Funds payable to customers relate also to the Company’s payments solution and are originated by the amounts due to users held by the Company. Funds, net of any amount due to the Company by the user, are maintained in the user’s current account until withdrawl is requested by the user. See Note 4 “Short-term and long-term investments” for additional information on regulations in Brazil. |
Loans Receivable, net | Loans receivable, net Loans receivable represents loans granted to certain merchants and consumers through the Company’s Mercado Credito solution. Loans receivable are reported at their outstanding principal balances plus estimated collectible interest, net of allowances. Loans receivable are presented net of the allowance for uncollectible accounts, which represent Management’s best estimate of probable incurred losses inherent in the Company’s portfolio of loans receivable. Allowances are based upon several factors including, but not limited to, historical experience and the current aging of customers. The Company places loans on non-accrual status at 90 days past due. Through the Company’s Mercado Credito solution, merchants can borrow a certain percentage of their monthly sales volume and are charged with a fixed interest rate based on the overall credit assessment of the merchant. Merchant and consumers credits are repaid in a period ranging between 3 and 24 months. The Company closely monitors credit quality for all loans receivable on a recurring basis. To assess a merchant and consumers seeking a loan under the Mercado Credito solution, the Company uses, among other indicators, a risk model internally developed, as a credit quality indicator to help predict the merchant's ability to repay the principal balance and interest related to the credit. The risk model uses multiple variables as predictors of the merchant's ability to repay the credit, including external and internal indicators. Internal indicators consider merchant's annual sales volume, claims history, prior repayment history, and other measures. Based on internal scoring, merchants are rated from A (Prime) to F (Upper medium grade). In addition, the Company considers external bureau information to enhance the scoring model and the decision making process. The internal rating and the bureau credit score are combined in a risk matrix, which is also used to price the loans based on the risk profile. |
Transfer of Financial Assets | Transfer of financial assets The Company may sell credit cards coupons to financial institutions, included within “Credit cards receivables”. These transactions are accounted for as a true sale. Accounting guidance on transfer of financial assets establishes that the transferor has surrendered control over transferred assets if and only if all of the following conditions are met: (1) the transferred assets have been isolated from the transferor, (2) each transferee has the right to pledge or exchange the assets it received and (3) the transferor does not maintain effective control over the transferred assets. When all the conditions are met, the Company derecognizes the corresponding financial asset from its balance sheet. As of December 31, 2019 and 2018, there is no continuing involvement with transferred credit card coupons to commercial banks. Based on historical experience to date the Company assessed that it does not hold a significant credit risk exposure in relation to transfer of financial assets with recourse. The aggregate gain included in net revenues arising from these financing transactions, net of the costs recognized on sale of credit card coupons, is $ 359,037 thousands, $ 258,595 thousands and $ 185,469 thousands, for the years ended December 31, 2019, 2018 and 2017, respectively. 2. Summary of significant accounting policies (continued) |
Concentration of Credit Risk | Concentration of credit risk Cash and cash equivalents, restricted cash and cash equivalents, short-term and long-term investments, credit cards receivable, accounts receivable and loans receivable are potentially subject to concentration of credit risk. Cash and cash equivalents, restricted cash and cash equivalents and investments are placed with financial institutions and financial instruments that Management believes are of high credit quality. Accounts receivable are derived from revenue earned from customers located internationally. Accounts receivable balances are settled through customer credit cards, debit cards and Mercado Pago accounts, with the majority of accounts receivable collected upon processing of credit card transactions. Loans receivable are granted to several loyal merchants and certain loyalty buyers. The Company maintains an allowance for doubtful accounts receivable, loans receivable and credit cards receivables based upon its historical experience and current aging of customers. Historically, such charges have been within Management expectations. However, unexpected or significant future changes in trends could result in a material impact to future statements of income or cash flows. Due to the relatively small dollar amount of individual accounts receivable and loans receivable, the Company generally does not require collateral on these balances. The allowance for doubtful accounts is recorded as a charge to sales and marketing expense. During the years ended December 31, 2019, 2018 and 2017, no single customer accounted for more than 5 % of net revenues. As of December 31, 2019 and 2018, no single customer, except for high credit quality credit card processing companies, accounted for more than 5 % of accounts receivable and loans receivable. |
Allowances for Doubtful Accounts | Allowances for doubtful accounts The Company maintains allowances for doubtful accounts and loans receivable, for Management’s estimate of probable losses that may result if customers do not make the required payments. Allowances are based upon several factors including, but not limited to, historical experience and the current aging of customers. The Company writes-off accounts receivable and loans receivable when the customer balance becomes 180 and 90 days past due, respectively. |
Provision for Chargebacks | Provision for chargebacks The Company is exposed to losses due to credit card fraud and other payment misuse. Provisions for these items represent the Company’s estimate of actual losses based on its historical experience, as well as economic conditions. |
Provision for Buyer Protection Program | Provision for buyer protection program The Company provides consumers with a buyer protection program (“BPP”) for all transactions completed through the Company’s online payment solution (“Mercado Pago”). The Company is exposed to losses under this program due to this program is designed to protect buyers in the Marketplace from losses due primarily to fraud or counterparty non-performance. Provisions for BPP represent the Company’s estimate of probable losses based on its historical experience. |
Inventory | Inventory Inventory, consisting of products and mobile point of sale (“MPOS”) devices available for sale, are accounted for using the weighted average price method, and are valued at the lower of cost or market value. Third-party sellers whose products are stored at the Company’s fulfillment centers, maintain the ownership of their inventory hence these products are not included in Company’s inventory. |
Property and Equipment, Net | 2. Summary of significant accounting policies (continued) Property and equipment, net Property and equipment are recorded at their acquisition cost and depreciated over their estimated useful lives using the straight-line method. Repair and maintenance costs are expensed as incurred. Costs related to the planning and post implementation phases of website development are recorded as an operating expense. Direct costs incurred in the development phase of website are capitalized and amortized using the straight-line method over an estimated useful life of three years . During 2019 and 2018, the Company capitalized $ 59,602 thousands and $ 38,412 thousands, respectively. Buildings, excluding lands, are depreciated from the date when they are ready to be used, using the straight-line depreciation method over a 50 -year depreciable life. |
Goodwill and Intangible Assets | Goodwill and intangible assets Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in a business combination. Intangible assets consist of customer lists, trademarks, licenses, software, non-solicitation and non-compete agreements acquired in business combinations and valued at fair value at the acquisition date. Intangible assets with definite useful life are amortized over the period of estimated benefit to be generated by those assets and using the straight-line method; their estimated useful lives ranges from three to ten years . Trademarks with indefinite useful life are not subject to amortization, but are subject to an annual impairment test, by comparing their carrying amount with their corresponding fair value. For any given intangible asset with indefinite useful life, if its fair value exceeds its carrying amount no impairment loss shall be recognized. |
Impairment of Long-lived Assets | Impairment of long-lived assets The Company reviews long-lived assets for impairments whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount of an asset to the undiscounted future net cash flows expected to be generated by the asset. If such asset is considered to be impaired on this basis, the impairment loss to be recognized is measured by the amount by which the carrying amount of the asset exceeds the fair value of such asset. |
Impairment of Goodwill and Intangible Assets with Indefinite Useful Life | Impairment of goodwill and intangible assets with indefinite useful life Goodwill and intangible assets with indefinite useful life are reviewed at the end of the year for impairment or more frequently, if events or changes in circumstances indicate that the carrying value may not be recoverable. Goodwill is tested for impairment at the reporting unit level (considering each segment of the Company as a reporting unit) by comparing the reporting unit’s carrying amount, including goodwill, to the fair value of such reporting unit. As of December 31, 2019 and 2018, the Company elected to perform the quantitative impairment test for both goodwill and intangible assets with indefinite useful life. For the year ended December 31, 2019, the fair values of the reporting units were estimated using the income approach. Cash flow projections used were based on financial budgets approved by Management. The Company uses discount rates to each reporting unit in the range of 15.4 % to 20.0 %. The average discount rate used for 2019 was 17.3 %. That rate reflected the Company’s estimated weighted average cost of capital. Key drivers in the analysis include Average Selling Price (“ASP”), Take Rate defined as marketplace revenues as a percentage of Gross Merchadise Volumem (“GMV”), Total Payment Volume Off Platform (“TPV Off”), Off Platform Take Rate defined as off platform revenues as a percentage of TPV Off, Wallet and Point TPV per Payer, Wallet Users over Total Population and Active Point devices. In addition, the analysis includes a business to e-commerce rate, which represents growth of e-commerce as a percentage of Gross Domestic Product, Internet penetration rates as well as trends in the Company’s market share. If the carrying amount of the reporting unit exceeds its fair value, goodwill is considered impaired and the second step is performed to measure the amount of impairment loss, if any. No impairment loss has been recognized in the years ended December 31, 2019, 2018 and 2017 as Management’s assessment of the fair value of each reporting unit exceeds its carrying value. Intangible assets with indefinite useful life are considered impaired if the carrying amount of the intangible asset exceeds its fair value. No impairment loss has been recognized in the years ended December 31, 2019, 2018 and 2017. 2. Summary of significant accounting policies (continued) |
Revenue Recognition | Revenue recognition Revenues are recognized when control of the promised services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Contracts with customers may include promises to transfer multiple services including discounts on current or future services. Determining whether services are considered distinct performance obligations that should be accounted for separately versus together may require judgment. Revenues are recognized when each performance obligation is satisfied by transferring the promised service to the customer according to the following criteria described for each type of service: a) Enhanced Marketplace services: Revenues from intermediation services derived from listing and final value fees paid by sellers. Revenues related to final value fees are recognized at the time that the transaction is successfully concluded. Revenues from shipping services are generated when a buyer elects to receive the item through the Company’s shipping service and the service is rendered to the customer. When the Company acts as an agent, revenues derived from the shipping services are presented net of the transportation costs charged by third-party carriers and when the Company acts as principal, revenues derived from the shipping services are presented in gross basis. As part of the Company’s business strategy, shipping costs may be fully or partially subsidized at the Company’s option. b) Non-Marketplace services: Revenues from commissions we charge to sellers for transactions off-platform derived from the use of the Company’s on-line payments solution, are recognized once the transaction is considered completed, when the payment is processed by the Company, net of rebates granted. The Company also earns revenues as a result of offering financing to its Mercado Pago users, either when the Company finances the transactions directly or when the Company sells the corresponding financial assets to financial institutions. When the Company finances the transactions directly, it recognizes financing revenue ratably over the period of the financing. When the Company sells the corresponding financial assets to financial institutions, the result of such sale is accounted for as financing revenues net of financing costs at the time of transfer of the financial assets. Classified advertising services, are recorded as revenue ratably during the listing period. Those fees are charged at the time the listing is uploaded onto the Company’s platform and is not subject to successful sale of the items listed. Advertising revenues such as the sale of banners are recognized on accrual basis during the average advertising period, and remaining advertising services such as sponsorship of sites and improved search standing are recognized based on “per-click” (which are generated each time users on the Company’s websites click through text-based advertisements to an advertiser’s designated website) values and as the “impressions” (i.e., the number of times that an advertisement appears in pages viewed by users of the Company’s websites) are delivered. Revenues from inventory sales are generated when control of the good is transferred to the Company’s customers. Revenues from interest earned on loans and advances granted to merchants and consumers are recognized over the period of the loan and are based on effective interest rates. The Company places loans on non-accrual status at 90 days past due. Contract Balances Timing of revenue recognition may differ from the timing of invoicing to customers. Receivables represent amounts invoiced and revenue recognized prior to invoicing when the Company has satisfied the performance obligation and has the unconditional right to payment. The allowance for doubtful accounts, loan receivables and chargebacks is estimated based upon the Company’s assessment of various factors, including historical experience, the age of the accounts receivable balances, current economic conditions and other factors that may affect its customers’ ability to pay. The allowance for doubtful accounts, loans receivable and chargebacks was $ 38,079 thousands and $ 23,411 thousands as of December 31, 2019 and 2018, respectively. 2. Summary of significant accounting policies (continued) Revenue recognition (continued) Deferred revenue consists of fees received related to unsatisfied performance obligations at the end of the year in accordance with ASC 606. Due to the generally short-term duration of contracts, the majority of the performance obligations are satisfied in the following reporting period. Deferred revenue as of December 31, 2018 and 2017 was $ 5,918 thousands and $ 6,116 thousands, respectively, of which substantially all were recognized as revenue during the years ended December 31, 2019 and 2018, respectively. As of December 31, 2019, total deferred revenue was $ 16,590 thousands, mainly due to fees related to listing and optional feature services billed and loyalty program points that are expected to be accrued as revenue in the coming months. |
Share-based Payments | Share-based payments The liability related to the variable portion of the long term retention plans is remeasured at fair value. (See Note 14 “Long Term Retention Plan” for more details). |
Sales Tax | Sales tax The Company’s subsidiaries in Brazil, Argentina, Venezuela and Colombia are subject to certain sales taxes which are classified as cost of net revenues and totaled $ 189,313 thousands, $ 139,433 thousands and $ 106,980 thousands for the years ended December 31, 2019, 2018 and 2017, respectively. Venezuelan result have been deconsolidated since December 1, 2017, therefore, 2019 and 2018 results do not include Venezuelan segment results. |
Advertising Costs | Advertising costs The Company expenses the costs of advertisements in the period during which the advertising space or airtime is used as sales and marketing expense. Internet advertising expenses are recognized based on the terms of the individual agreements, which is generally over the greater of the ratio of the number of clicks delivered over the total number of contracted clicks, on a pay-per-click basis, or on a straight-line basis over the term of the contract. |
Comprehensive (Loss) Income | Comprehensive (loss) income Comprehensive (loss) income is comprised of two components, net (loss) income and other comprehensive (loss) income. This last component is defined as all other changes in the equity of the Company that result from transactions other than with shareholders. Other comprehensive (loss) income includes the cumulative adjustment relating to the translation of the financial statements of the Company’s foreign subsidiaries, unrealized gains and losses on investments classified as available-for-sale and on hedging activities. Total comprehensive (loss) income for the years ended December 31, 2019, 2018 and 2017 amounted to $( 187,093 ) thousands, $( 145,311 ) thousands and $( 9,258 ) thousands, respectively. |
Variable Interest Entities (VIE) | Variable Interest Entities (VIE) A VIE is an entity (i) that has insufficient equity to permit the entity to finance its activities without additional subordinated financial support, (ii) that has equity investors who lack the characteristics of a controlling financial interest or (iii) in which the voting rights of some equity investors are disproportionate to their obligation to absorb losses or their right to receive returns, and substantially all of the entity’s activities are conducted on behalf of the equity investors with disproportionately few voting rights. The Company consolidates VIEs of which it is the primary beneficiary. The Company is considered to be the primary beneficiary of a VIE when it has both the power to direct the activities that most significantly impact the entity’s economic performance and the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the VIE. Please see Note 20 to these consolidated financial statements for additional detail on the VIEs used for securitization purposes. 2. Summary of significant accounting policies (continued) |
Foreign Currency Translation | Foreign currency translation All of the Company’s foreign operations have determined the local currency to be their functional currency, except for Argentina, which has used the U.S. dollar as its functional currency since July 1, 2018 . Accordingly, the foreign subsidiaries with local currency as functional currency translate assets and liabilities from their local currencies into U.S. dollars by using year-end exchange rates while income and expense accounts are translated at the average monthly rates in effect during the year, 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. Gains and losses resulting from transactions denominated in non-functional currencies are recognized in earnings. Net foreign currency transaction results are included in the consolidated financial statements of income under the caption “Foreign currency (losses) gains” and amounted to $( 1,732 ) thousands, $ 18,240 thousands and $( 21,635 ) thousands for the years ended December 31, 2019, 2018 and 2017, respectively. Argentine currency status As of July 1, 2018, t he Company transitioned its Argentinian operations to highly inflationary status in accordance with U.S. GAAP, and changed the functional currency for Argentine subsidiaries from Argentine Pesos to U.S. dollars, which is the functional currency of their inmediate parent company. Pursuant to the change in the functional currency, local currency monetary assets and liabilities are re measured at closing exchange rate, and non-monetary assets, revenues and expenses are remeasured at the rate prevailing on the date of the respective transaction. The effect of the re measurement is recognized as foreign currency gains (losses). During 2019, the Argentine Peso exchange rate increased by 59 % against the U.S. dollar to 59.89 Argentine Pesos per U.S. dollar as of December 31, 2019. In a context of local currency volatility, in September 2019 the Argentine government implemented foreign exchange control regulations which implied restrictions to access to foreign exchange market. Argentina is the second largest principal market of the Company’s business, as measured by net revenue (see Note 7 – Segment Reporting). Recently, the economic environment in Argentina has been volatile with weak economic conditions, devaluation of local currency, high interest rates and high level of inflation and indebtedness. |
Derivative Financial Instruments | Derivative Financial Instruments The Company’s operations are in various foreign currencies and consequently are exposed to foreign currency risk. The Company uses derivative instruments to reduce the volatility of earnings and cash flows which were designated as hedges. All outstanding derivatives are recognized in the Company’s consolidated balance sheet at fair value. The effective portion of a designated derivative’s gain or loss in a cash flow hedge is initially reported as a component of accumulated other comprehensive (loss) income and is subsequently reclassified into the financial statement line item in which the variability of the hedged item is recorded in the period the hedging transaction affects earnings. The Company also hedges its economic exposure to foreign currency risk related to foreign currency denominated monetary assets and liabilities with foreign derivative currency contracts which were not designated as hedges. The gains and losses on the foreign exchange derivative contracts economically offset gains and losses on certain foreign currency denominated monetary assets and liabilities recognized in earnings. Accordingly, these outstanding non-designated derivatives are recognized in the Company’s consolidated balance sheet at fair value, and changes in fair value from these contracts are recorded in other income (expense), net in the consolidated statement of income. |
Leases | Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities in the consolidated balance sheets. ROU assets represent the Company’s right to use an underlying asset for the lease term, which is a non-monetary asset, and lease liabilities represent the Company’s obligation to make lease payments arising from the lease, which is a monetary liability. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the leases do not provide an implicit rate, the Company uses incremental borrowing rates based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease prepaid payments made. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. 2. Summary of significant accounting policies (continued) Leases (continued) According to transition guidance, finance leases that existed at December 31, 2018 are included in property and equipment, and loans payable and other financial liabilities in the consolidated balance sheets. |
Income Taxes | Income taxes The Company is subject to U.S. and foreign income taxes. The Company accounts for income taxes following the liability method of accounting which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. Deferred tax assets are also recognized for tax loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets or liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recorded when, based on the available evidence, it is more likely than not that all or a portion of the Company’s deferred tax assets will not be realized. The Company’s income tax expense consists of taxes currently payable, if any, plus the change during the period in the Company’s deferred tax assets and liabilities. Under U.S. GAAP, the Company is allowed to make an accounting policy choice of either (1) treating taxes due on future U.S. inclusions in taxable income related to global intangible low-taxed income (GILTI) as a current-period expense when incurred (the “period cost method”) or (2) factoring such amounts into a company’s measurement of its deferred taxes (the “deferred method”). The Company selected the period cost method. Accordingly, the Company was not required to record any impact in connection with the potential GILTI tax as of December 31, 2019 and 2018, respectively. On August 17, 2011, the Argentine government issued a software development law and on September 9, 2013, the Argentine government issued a regulatory decree establishing the requirements to become a beneficiary of the software development law, including a requirement to comply with annual incremental ratios related to exports of services and research and development. The law expired on December 31, 2019. The Argentine Industry Secretary approved the Company’s application for eligibility under the law for the Company’s Argentine subsidiary, MercadoLibre S.R.L. As a result, the Company’s Argentine subsidiary has been granted a tax holiday retroactive from September 18, 2014. A portion of the benefits obtained is a 60 % relief of total income tax related to software development activities and a 70 % relief of payroll taxes related to software development activities. As a result of the Company’s eligibility under the law, it recorded an income tax benefit of $ 12,007 thousands, $ 19,988 thousands and $ 22,919 thousands during 2019, 2018 and 2017, respectively. Furthermore, the Company recorded a labor cost benefit of $ 7,970 thousands, $ 6,801 thousands and $ 7,605 thousands during 2019, 2018 and 2017. Additionally, $ 1,398 thousands, $ 1,875 thousands and $ 2,137 thousands were accrued to pay software development law audit fees during 2019, 2018 and 2017, respectively. Aggregate per share effect of the Argentine tax holiday amounted to $ 0.25 , $ 0.45 and $ 0.52 for the years ended December 31, 2019, 2018 and 2017, respectively. On June 10, 2019, the Argentine government enacted Law No. 27,506 (knowledge-based economy promotional regime), which established a regime that provides certain tax benefits for companies that meet specific criteria, such as companies that derive at least 70 % of their revenues from certain specified activities. Law No. 27,506 allows companies currently benefiting from the software development law, to apply for tax benefits under Law No. 27,506, which will be effective from January 1, 2020 to December 31, 2029. Eligible companies are entitled to i) a 15 % corporate income tax rate (instead of the otherwise applicable 30 % corporate income tax rate), ii) a freeze on the taxpayer’s overall federal tax burden, iii) a reduction in employer social security contributions and iv) a tax credit in the amount of 1.6 times the amount payable as social security contributions. The tax credit may be used to offset federal taxes, such as value-added tax and income tax. The mentioned regime was suspended on January 20, 2020 through a new resolution issued by Argentina’s Ministry of Productive Development until new rules for the application of the knowledge-based economy promotial regime are issued. The Company will analyze whether it will be eligible to benefit from the law and its related tax benefits once the new regulations are issued. |
Uncertainty in Income Taxes | Uncertainty in income taxes The Company recognizes, if any, uncertainty in income taxes by applying the accounting prescribed by U.S. GAAP, for which a more likely than not recognition threshold and measurement attribute for the financial statement recognition and measurement of an income tax position taken or expected to be taken in a tax return should be considered. It also provides guidance on de-recognition, classification of a liability for unrecognized tax benefits, accounting for interest and penalties, accounting in interim periods and expanded income tax disclosures. The Company classifies interest and penalties, if any, within income taxes expense, in the statement of income. 2. Summary of significant accounting policies (continued) Uncertainty in income taxes (continued) The Company is subject to taxation in the U.S. and various foreign jurisdictions. The material jurisdictions that are subject to examination by tax authorities for tax years after 2013 primarily include the U.S., Argentina, Brazil and Mexico. |
2.00% Convertible Senior Notes due 2028 – Debt Exchange | 2.00% Convertible Senior Notes due 2028 – Debt Exchange On August 24, 2018, the Company issued $ 800,000 thousands of 2.00 % Convertible Senior Notes due 2028 and on August 31, 2018 the Company issued an additional $ 80,000 thousands of notes pursuant to the partial exercise of the initial purchasers’ option to purchase such additional notes, resulting in an aggregate principal amount of $ 880 million of 2.00 % Convertible Senior Notes due 2028 (collectively, the “2028 Notes”). For more detailed information in relation to the 2028 Notes, see Note 15 to these consolidated financial statements. The convertible debt instrument 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 similar debt without the conversion feature. As of the issuance date the Company determined the fair value of the liability component of the 2028 Notes based on market data that was available for senior, unsecured non-convertible 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 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 2028 Notes was valued at $ 546,532 thousands, based on the contractual cash flows discounted at an appropriate market rate for non-convertible debt at the date of issuance, which was determined to be 7.44 %. The carrying value of the permanent equity component reported in additional paid-in-capital was initially valued at $ 333,468 thousands. The effective interest rate after allocation of transaction costs to the liability component is 7.66 % 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 2028 Notes of $ 70,028 thousands. In connection with the 2028 Notes issued, the Company used a portion of the net proceeds to repurchase or exchange $ 263,724 thousands principal amount of its 2019 Notes, $ 131,602 thousands of which were exchanged through a private exchange agreement. The Company assessed whether the instruments subject to exchange were substantially different, considering both qualitative (e.g., currency, term, and rate) and quantitative aspects, and whether i) the present value of discounted cash flows under the conditions of the new instrument and original instrument is at least 10 % different and ii) the change in the fair value of the embedded conversion option is at least 10 % of the carrying amount of the original debt immediately prior to the exchange. In this regard, the Company recognizes the exchange of the Notes as an extinguishment due to the fact that the instruments subject to exchange are substantially different. |
Redeemable Convertible Preferred Stock | Redeemable Convertible Preferred Stock On March 29, 2019 an affiliate of Dragoneer Investment Group purchased, in a private placement, 100,000 shares of perpetual convertible preferred stock designated as Series A Preferred Stock, par value $ 0.001 per share (the “Preferred Stock”), of the Company for $ 100 million in the aggregate. The Company determined that the shares of Preferred Stock should be classified as mezzanine equity upon their issuance since they are contingently redeemable as explained in Note 21. The Company also determined that there is a beneficial conversion feature of $ 5,841 thousands attributable to the Preferred Stock because the initial conversion price was lower than the fair value of MercadoLibre’s common stock on March 29, 2019 (the commitment date). The beneficial conversion feature was fully amortized at issuance, increasing the Preferred Stock’s carrying amount, since the shares of Preferred Stock are perpetual and the holders of Preferred Stock have the right to convert immediately. In addition, the Company determined that there were no embedded derivatives requiring bifurcation. 2. Summary of significant accounting policies (continued) |
Recently Adopted Accounting Standards & Accounting Pronouncements Not Yet Adopted | Recently Adopted Accounting Standards In February 2016, the FASB issued a new standard related to leases to increase transparency and comparability among organizations by requiring the recognition of right-of-use (ROU) assets and lease liabilities on the balance sheet. Most prominent among the changes in the standard is the recognition of ROU assets and lease liabilities by lessees for those leases classified as operating leases under current U.S. GAAP. Leases are classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. Under the new standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The guidance permits the use of a modified retrospective approach, which requires an entity to recognize and measure leases existing at, or entered into after, the beginning of the earliest comparative period presented. Alternatively, the guidance permits a “Comparatives Under 840 Option” that changes the date of initial application to the beginning of the period of adoption. The Company elected the Comparatives Under 840 Option in which it must apply ASC 840 to all comparative periods, including disclosures, and there were no effects of applying ASC 842 as a cumulative-effect adjustment to retained earnings as of January 1, 2019. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things allows the Company to carryforward the historical lease classification. In addition, the Company elected certain practical expedients and accounting policies including the lessee practical expedient to not separate lease components. The Company also made an accounting policy election to keep leases with an initial term of 12 months or less off of the balance sheet. The Company recognizes those lease payments in the consolidated statements of income on a straight-line basis over the lease term. The standard had a material impact on the Company’s consolidated balance sheets. The most significant impact was the recognition of $ 118,029 thousands of ROU assets and $ 119,631 thousands of lease liabilities for operating leases, while the accounting for existing finance leases remains substantially unchanged. Accounting Pronouncements Not Yet Adopted On June 16, 2016 the FASB issued the ASU 2016-13 “Financial Instruments-Credit Losses (Topic 326): Measurement of credit losses on financial instruments”. This update amends guidance on reporting credit losses for assets held at amortized cost basis and available for sale debt securities. For assets held at amortized cost basis, this update eliminates the probable initial recognition threshold in current GAAP and, instead, requires an entity to reflect its current estimate of all expected credit losses. For available for sale debt securities, credit losses should be measured in a manner similar to current GAAP, however this topic will require that credit losses be presented as an allowance rather than as a write-down. The new standard is effective for fiscal years beginning after December 15, 2019. The Company will adopt the new guidance effective January 1, 2020 and will apply its provisions through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted (modified-retrospective approach). The Company has completed its analysis of the impact of this guidance and the adoption of this standard will not have a material impact on the Company’s consolidated financial statements. On August 29, 2018 the FASB issued the ASU 2018-15 “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40)”. The amendments in this update align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). The amendments require an entity (customer) in a hosting arrangement that is a service contract to follow the guidance in Subtopic 350-40 to determine which implementation costs to capitalize as an asset related to the service contract and which costs to expense. The amendments in this update are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The adoption of this standard will not have a material impact on the Company’s financial statements. On December 18, 2019 the FASB issued the ASU 2019-12 “Income taxes (Topic 740)—Simplifying the accounting for income taxes”. The amendments in this update simplify the accounting for income taxes by removing certain exceptions to the general principles and also improve consistent application by clarifying and amending existing guidance, such as franchise taxes and interim recognition of enactment of tax laws or rate changes. The amendments in this update are effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The Company is assessing the effects that the adoption of this accounting pronouncement may have on its financial statements. |
Net (Loss) Income Per Share (Ta
Net (Loss) Income Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Net (Loss) Income Per Share [Abstract] | |
Net (Loss) Income Per Share of Common Stock | Year Ended December 31, 2019 2018 2017 (In thousands) Basic Diluted Basic Diluted Basic Diluted Net (loss) income per common share $ ( 3.71 ) $ ( 3.71 ) $ ( 0.82 ) $ ( 0.82 ) $ 0.31 $ 0.31 Numerator: Net (loss) income $ ( 171,999 ) $ ( 171,999 ) $ ( 36,585 ) $ ( 36,585 ) $ 13,780 $ 13,780 Amortization of redeemable convertible preferred stock ( 5,841 ) ( 5,841 ) — — — — Dividends on preferred stock ( 3,000 ) ( 3,000 ) — — — — Net loss corresponding to common stock $ ( 180,840 ) $ ( 180,840 ) $ ( 36,585 ) $ ( 36,585 ) $ 13,780 $ 13,780 Denominator: Weighted average of common stock outstanding for Basic earnings per share 48,692,906 — 44,529,614 — 44,157,364 — Adjusted weighted average of common stock outstanding for Diluted earnings per share — 48,692,906 — 44,529,614 — 44,157,364 |
Short-term and Long-term Inve_2
Short-term and Long-term Investments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Short-term and Long-term Investments [Abstract] | |
Composition of Short-Term and Long -Term Investments | December 31, December 31, 2019 2018 (In thousands) Short-term investments Time Deposits $ 189,660 $ 20,056 Sovereign Debt Securities (Central Bank of Brazil mandatory guarantee) 506,175 284,317 Sovereign Debt Securities (*) 901,343 157,147 Corporate Debt Securities 63 21 Total $ 1,597,241 $ 461,541 Long-term investments Sovereign Debt Securities $ 260,320 $ 272,455 Corporate Debt Securities 173 241 Others Investments 3,490 3,440 Total $ 263,983 $ 276,136 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Balance Sheet Components [Abstract] | |
Schedule of Accounts Receivable, Net | December 31, December 31, 2019 2018 (In thousands) Accounts receivable, net: Users $ 27,340 $ 32,148 Advertising 9,452 7,061 Others debtors 4,979 4,646 41,771 43,855 Allowance for doubtful accounts ( 6,325 ) ( 8,702 ) $ 35,446 $ 35,153 |
Schedule of Credit Card Receivables | December 31, December 31, 2019 2018 (In thousands) Credit cards receivable, net Credit cards and other means of payments $ 391,279 $ 368,371 Allowance for chargebacks ( 11,310 ) ( 8,073 ) $ 379,969 $ 360,298 |
Schedule of Loans Receivable, Net | December 31, December 31, 2019 2018 (In thousands) Current loans receivable, net Loans receivable $ 202,489 $ 102,414 Allowance for uncollectible accounts ( 20,384 ) ( 6,636 ) $ 182,105 $ 95,778 December 31, December 31, 2019 2018 (In thousands) Non current loans receivable, net Loans receivable $ 6,499 $ — Allowance for uncollectible accounts ( 60 ) — $ 6,439 $ — |
Schedule of Current Other Assets | December 31, December 31, 2019 2018 (In thousands) Current other assets: VAT credits $ 16,997 $ 19,656 Income tax credits 57,844 26,304 Sales tax 442 5,307 Other 13,453 10,302 $ 88,736 $ 61,569 |
Schedule of Noncurrent Other Assets | December 31, December 31, 2019 2018 (In thousands) Non current other assets: Judicial deposits 51,364 32,421 Other 6,877 5,323 $ 58,241 $ 37,744 |
Schedule of Property and Equipment, Net | Estimated useful life December 31, December 31, (years) 2019 2018 (In thousands) Property and equipment, net: Equipment 3 - 5 $ 83,961 $ 68,526 Land & Building 50 (1) 80,832 68,607 Furniture and fixtures 3 - 5 83,810 20,732 Software 3 179,211 139,611 Cars 3 4,442 — 432,256 297,476 Accumulated depreciation ( 187,999 ) ( 131,862 ) $ 244,257 $ 165,614 (1) Estimated useful life attributable to “Buildings” . |
Schedule of Depreciation And Amortization | Year Ended December 31, 2019 2018 2017 (In thousands) Depreciation and amortization: Cost of net revenues $ 8,873 $ 4,332 $ 3,737 Product and technology development 40,920 31,852 29,092 Sales and marketing 2,076 1,643 2,071 General and administrative 7,517 7,965 6,021 $ 59,386 $ 45,792 $ 40,921 |
Schedule of Accounts Payable and Accrued Expenses | December 31, December 31, 2019 2018 (In thousands) Accounts payable and accrued expenses: Accounts payable $ 331,140 $ 243,307 Accrued expenses Advertising 33,118 16,083 Buyer protection program provision 3,808 4,146 Professional fees 2,485 1,242 Other expense provisions 1,758 1,888 Other current liabilities — 93 $ 372,309 $ 266,759 |
Schedule of Current Other Liabilities | December 31, December 31, 2019 2018 (In thousands) Current other liabilities: Advanced Collections $ 81,045 $ 20,465 Deferred revenue 16,590 5,918 Provisions and contingencies 5,123 5,992 Contingent considerations and escrows from acquisitions 792 1,124 Customer advances 9,621 — Other 1,298 599 $ 114,469 $ 34,098 |
Schedule of Noncurrent Other Liabilities | December 31, December 31, 2019 2018 (In thousands) Non current other liabilities: Provisions and contingencies $ 7,972 $ 12,591 Contingent considerations and escrows from acquisitions 4,470 4,942 Other 185 1,975 $ 12,627 $ 19,508 |
Schedule of Accumulated Other Comprehensive Loss | December 31, December 31, December 31, 2019 2018 2017 (In thousands) Accumulated other comprehensive loss: Foreign currency translation $ ( 408,099 ) $ ( 394,306 ) $ ( 283,647 ) Unrealized gains on investments 2,029 3,345 1,211 Estimated tax loss on unrealized gains ( 351 ) ( 616 ) ( 415 ) Unrealized losses on hedging activities ( 250 ) — — $ ( 406,671 ) $ ( 391,577 ) $ ( 282,851 ) |
Summary of Changes in Accumulated Balances of Other Comprehensive Income | Unrealized Unrealized Foreign Estimated tax (Loss) Gains on (Losses) Gains on Currency (expense) hedging activities, net Investments Translation benefit Total 2019 Total 2018 (In thousands) Balances as of December 31, 2018 $ — $ 3,345 $ ( 394,306 ) $ ( 616 ) $ ( 391,577 ) $ ( 282,851 ) Other comprehensive (loss) income before reclassifications ( 250 ) 2,029 ( 13,793 ) ( 351 ) ( 12,365 ) ( 106,397 ) Amount of (gain) loss reclassified from accumulated other comprehensive (loss) income — ( 3,345 ) — 616 ( 2,729 ) ( 2,329 ) Net current period other comprehensive (loss) income ( 250 ) ( 1,316 ) ( 13,793 ) 265 ( 15,094 ) ( 108,726 ) Ending balance $ ( 250 ) $ 2,029 $ ( 408,099 ) $ ( 351 ) $ ( 406,671 ) $ ( 391,577 ) |
Reclassifications Out of Accumulated Other Comprehensive Loss | Amount of Gain (Loss) Reclassified from Details about Accumulated Accumulated Other Other Comprehensive Income Comprehensive Affected Line Item Components Income in the Statement of Income (In thousands) Unrealized gains on investments $ 3,345 Interest income and other financial gains Estimated tax gain on unrealized losses on investments ( 616 ) Income tax loss Total reclassifications for the year $ 2,729 Total, net of income taxes |
Business Combinations, Goodwi_2
Business Combinations, Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Acquisition [Line Items] | |
Composition of Goodwill and Intangible Assets | December 31, December 31, 2019 2018 (In thousands) Goodwill $ 87,609 $ 88,883 Intangible assets with indefinite lives - Trademarks 8,366 8,584 Amortizable intangible assets - Licenses and others 5,320 5,406 - Non-compete agreement 2,703 3,028 - Customer list 13,900 14,897 - Trademarks 4,723 4,565 Total intangible assets $ 35,012 $ 36,480 Accumulated amortization ( 20,737 ) ( 17,899 ) Total intangible assets, net $ 14,275 $ 18,581 |
Changes in Carrying Amount of Goodwill | Year ended December 31, 2019 Brazil Argentina Mexico Chile Colombia Other Countries Total (In thousands) Balance, beginning of the period $ 30,069 $ 6,946 $ 31,340 $ 16,014 $ 3,339 $ 1,175 $ 88,883 - Purchase price allocations adjustments — 45 — — — — 45 - Effect of exchange rates changes ( 997 ) — 856 ( 1,142 ) ( 27 ) ( 9 ) ( 1,319 ) Balance, end of the year $ 29,072 $ 6,991 $ 32,196 $ 14,872 $ 3,312 $ 1,166 $ 87,609 Year ended December 31, 2018 Brazil Argentina Mexico Chile Colombia Other Countries Total (In thousands) Balance, beginning of the year $ 32,492 $ 5,761 $ 30,396 $ 18,805 $ 3,632 $ 1,193 $ 92,279 - Business acquisitions 3,110 3,175 543 61 80 53 7,022 - Effect of exchange rates changes ( 5,533 ) ( 1,990 ) 401 ( 2,852 ) ( 373 ) ( 71 ) ( 10,418 ) Balance, end of the year $ 30,069 $ 6,946 $ 31,340 $ 16,014 $ 3,339 $ 1,175 $ 88,883 |
Expected Intangible Asset Amortization Expense | For year ended 12/31/2020 $ 2,435 For year ended 12/31/2021 1,737 For year ended 12/31/2022 965 For year ended 12/31/2023 580 Thereafter 192 $ 5,909 |
Kaitzen S.A. and Kinexo S.A. [Member] | |
Business Acquisition [Line Items] | |
Summary of Purchase Price Allocation for Acquisition | K&K In thousands of U.S. dollars Cash and cash equivalents $ 222 Other net tangible liabilities ( 6 ) Total net tangible assets acquired 216 Customer lists 375 Trademark 721 Non-solicitation and Non-compete agreements 698 Goodwill 2,043 Purchase Price $ 4,053 |
Machinalis S.R.L. [Member] | |
Business Acquisition [Line Items] | |
Summary of Purchase Price Allocation for Acquisition | Machinalis S.R.L. In thousands of U.S. dollars Cash and cash equivalents $ 285 Other net tangible liabilities ( 47 ) Total net tangible assets acquired 238 Customer lists 100 Trademark 299 Non-solicitation and Non-compete agreements 239 Goodwill 4,979 Purchase Price $ 5,855 |
Segments (Tables)
Segments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segments [Abstract] | |
Financial Performance of Company's Reporting Segments | Year Ended December 31, 2019 Brazil Argentina Mexico Other Countries Total (In thousands) Net revenues $ 1,461,509 $ 456,332 $ 275,133 $ 103,340 $ 2,296,314 Direct costs ( 1,245,382 ) ( 347,733 ) ( 390,158 ) ( 104,975 ) ( 2,088,248 ) Direct contribution 216,127 108,599 ( 115,025 ) ( 1,635 ) 208,066 Operating expenses and indirect costs of net revenues ( 361,227 ) Loss from operations ( 153,161 ) Other income (expenses): Interest income and other financial gains 113,523 Interest expense and other financial losses ( 65,876 ) Foreign currency losses ( 1,732 ) Net loss before income tax expense $ ( 107,246 ) Year Ended December 31, 2018 Brazil Argentina Mexico Other Countries Total (In thousands) Net revenues $ 866,175 $ 376,563 $ 109,096 $ 87,819 $ 1,439,653 Direct costs ( 762,636 ) ( 254,539 ) ( 164,637 ) ( 79,581 ) ( 1,261,393 ) Direct contribution 103,539 122,024 ( 55,541 ) 8,238 178,260 Operating expenses and indirect costs of net revenues ( 247,742 ) Loss from operations ( 69,482 ) Other income (expenses): Interest income and other financial gains 42,039 Interest expense and other financial losses ( 56,249 ) Foreign currency gains 18,240 Net loss before income tax gain $ ( 65,452 ) 7. Segments (continued) Year Ended December 31, 2017 Brazil Argentina Mexico Venezuela (*) Other Countries Total (In thousands) Net revenues $ 690,808 $ 359,357 $ 51,335 $ 54,327 $ 60,715 $ 1,216,542 Direct costs ( 471,588 ) ( 215,831 ) ( 107,408 ) ( 22,101 ) ( 53,201 ) ( 870,129 ) Impairment of Long-lived Assets - - - ( 2,837 ) - ( 2,837 ) Loss on deconsolidation of Venezuelan subsidiary - - - ( 76,617 ) - ( 76,617 ) Direct contribution 219,220 143,526 ( 56,073 ) ( 47,228 ) 7,514 266,959 Operating expenses and indirect costs of net revenues ( 201,542 ) Loss on Deconsolidation of Venezuelan's Intercompany balances ( 9,144 ) Income from operations 56,273 Other income (expenses): Interest income and other financial gains 45,901 Interest expense and other financial losses ( 26,469 ) Foreign currency losses ( 21,635 ) Net income before income tax expense $ 54,070 |
Allocation of Long-Lived Tangible Assets Based on Geography | December 31, December 31, 2019 2018 (In thousands) US property and equipment, net $ 937 $ 2,959 Other countries Argentina 100,536 58,358 Brazil 103,571 78,227 Mexico 30,131 16,497 Other countries 9,082 9,573 $ 243,320 $ 162,655 Total property and equipment, net $ 244,257 $ 165,614 |
Allocation of Goodwill and Intangible Assets Based on Geography | December 31, December 31, 2019 2018 (In thousands) US intangible assets $ — $ 46 Other countries goodwill and intangible assets Argentina 8,632 9,050 Brazil 30,142 32,955 Mexico 36,003 35,993 Chile 22,237 24,638 Other countries 4,870 4,782 $ 101,884 $ 107,418 Total goodwill and intangible assets $ 101,884 $ 107,464 |
Consolidated Net Revenues by Similar Products and Services | Consolidated Net Revenues 2019 2018 2017 (In thousands) Enhanced Marketplace (*) $ 1,199,166 $ 702,379 $ 737,465 Non-marketplace (**)(***) $ 1,097,148 $ 737,274 $ 479,077 Total $ 2,296,314 $ 1,439,653 $ 1,216,542 (*) Includes Final Value Fees and Shipping fees. (**) Includes, among other things, Ad Sales, Classified Fees, Payment Fees and other ancillary services. (***) Includes an amount of $ 949,869 thousands, $ 601,021 thousands and $ 356,417 thousands of Payment Fees for the year ended December 31, 2019, 2018 and 2017, respectively. |
Fair Value Measurement of Ass_2
Fair Value Measurement of Assets and Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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 Unobservable Balances as of active markets for Significant other Unobservable December 31, identical Assets observable inputs inputs December 31, identical Assets observable inputs inputs Description 2019 (Level 1) (Level 2) (Level 3) 2018 (Level 1) (Level 2) (Level 3) (In thousands) Assets Cash and Cash Equivalents: Money Market Funds $ 688,760 $ 688,760 $ — $ — $ 179,252 $ 179,252 $ — $ — Sovereign Debt Securities 32,874 32,874 — — — — — — Restricted Cash and Cash Equivalents: Money Market Funds 32,829 32,829 — — 24,363 24,363 — — Sovereign Debt Securities 29,260 29,260 — — — — — — Investments: Sovereign Debt Securities (Central Bank of Brazil mandatory guarantee) 506,175 506,175 — — 284,317 284,317 — — Sovereign Debt Securities 1,161,663 1,161,663 — — 429,602 429,602 — — Corporate Debt Securities 236 178 58 — 262 237 25 — Other Assets: — — — — Derivative Instruments 1,249 — — 1,249 — — — — Total Financial Assets $ 2,453,046 $ 2,451,739 $ 58 $ 1,249 $ 917,796 $ 917,771 $ 25 $ — Liabilities: Contingent considerations $ 2,201 $ — $ — $ 2,201 $ 2,097 $ — $ — $ 2,097 Long-term retention plan 60,958 — 60,958 — 42,625 — 42,625 — Derivative Instruments 251 — — 251 — — — — Total Financial Liabilities $ 63,410 $ — $ 60,958 $ 2,452 $ 44,722 $ — $ 42,625 $ 2,097 |
Fair Value of Financial Assets and Liabilities Measured at Amortized Cost | Balances as of Significant other Balances as of Significant other December 31, observable inputs December 31, observable inputs 2019 (Level 2) 2018 (Level 2) (In thousands) Assets Time Deposits $ 189,660 189,660 $ 20,056 $ 20,056 Accounts receivable, net 35,446 35,446 35,153 35,153 Credit Cards receivable, net 379,969 379,969 360,298 360,298 Loans receivable, net 188,544 188,544 95,778 95,778 Other assets 149,218 149,218 102,753 102,753 Total Assets $ 942,837 $ 942,837 $ 614,038 $ 614,038 Liabilities Accounts payable and accrued expenses $ 372,309 $ 372,309 $ 266,759 $ 266,759 Funds payable to customers 894,057 894,057 640,954 640,954 Salaries and social security payable 67,686 67,686 40,942 40,942 Taxes payable 60,247 60,247 31,058 31,058 Loans payable and other financial liabilities (*) 817,491 927,903 735,177 735,177 Other liabilities 124,644 124,644 51,509 51,509 Total Liabilities $ 2,336,434 $ 2,446,846 $ 1,766,399 $ 1,766,399 (*) The fair value of the 2028 Notes (including the equity component) is disclosed in Note 15 . |
Fair Value of Money Market Funds, Short and Long-Term Investments Classified as Available for Sale Securities | December 31, 2019 Cost Gross Unrealized Gains (1) Gross Unrealized Losses (1) Financial Gains Financial Losses Estimated Fair Value (In thousands) Cash and cash equivalents Money Market Funds $ 688,760 $ — $ — $ — $ — $ 688,760 Sovereign Debt Securities $ 32,851 $ — $ — $ 23 $ — $ 32,874 Total Cash and cash equivalents $ 721,611 $ — $ — $ 23 $ — $ 721,634 Restricted Cash and cash equivalents Money Market Funds $ 32,829 $ — $ — $ — $ — $ 32,829 Sovereign Debt Securities (2) 29,227 — — 33 — 29,260 Total Restricted Cash and cash equivalents $ 62,056 $ — $ — $ 33 $ — $ 62,089 Short-term investments Sovereign Debt Securities (Central Bank of Brazil mandatory guarantee) (3) $ 504,195 $ — $ — $ 1,980 $ — $ 506,175 Sovereign Debt Securities (4) 898,922 2,080 — 400 ( 59 ) 901,343 Corporate Debt Securities 63 — — — — 63 Total Short-term investments $ 1,403,180 $ 2,080 $ — $ 2,380 $ ( 59 ) $ 1,407,581 Long-term investments Sovereign Debt Securities (5) $ 260,400 $ 2 $ — $ 1 $ ( 83 ) $ 260,320 Corporate Debt Securities 170 3 — — — 173 Total Long-term investments $ 260,570 $ 5 $ — $ 1 $ ( 83 ) $ 260,493 Total $ 2,447,417 $ 2,085 $ — $ 2,437 $ ( 142 ) $ 2,451,797 (1) Unrealized gains from securities are attributable to market price movements, net foreign exchange losses and foreign currency translation. Management does not believe any remaining significant unrealized losses represent other-than-temporary impairments based on the evaluation of available evidence including the credit rating of the investments, as of December 31, 2019. (2) Held by the Company’s Argentine subsidiary in guarantee for secured lines of credit. (See Note 15 – Loans payable and other financial liabilities). (3) Brazilian government bonds measured at fair value with impact on the consolidated statement of income for the application of the fair value option. (See Note 2 – Investments - Fair value option applied to certain financial instruments). (4) Includes $ 627,842 thousands of U.S treasury notes measured at fair value with impact on the consolidated statement of income for the application of the fair value option (See Note 2 – Investments - Fair value option applied to certain financial instruments) and $ 16,623 thousands held by the Company’s Argentine subsidiary in guarantee for secured lines of credit. (See Note 15 – Loans payable and other financial liabilities). (5) Includes $ 260,230 thousands of U.S treasury notes measured at fair value with impact on the consolidated statement of income for the application of the fair value option (See Note 2 –Investments - Fair value option applied to certain financial instruments). 8. Fair value measurement of assets and liabilities (continued) December 31, 2018 Cost Gross Unrealized Gains (1) Gross Unrealized Losses (1) Estimated Fair Value (In thousands) Cash and cash equivalents Money Market Funds $ 179,252 $ — $ — $ 179,252 Total Cash and cash equivalents $ 179,252 $ — $ — $ 179,252 Restricted Cash and cash equivalents Money Market Funds $ 24,363 $ — $ — $ 24,363 Total Restricted Cash and cash equivalents $ 24,363 $ — $ — $ 24,363 Short-term investments Sovereign Debt Securities (Central Bank of Brazil mandatory guarantee) ( 2 ) $ 282,752 $ 1,565 $ — $ 284,317 Sovereign Debt Securities 156,910 237 — 157,147 Corporate Debt Securities 21 — — 21 Total Short-term investments $ 439,683 $ 1,802 $ — $ 441,485 Long-term investments Sovereign Debt Securities $ 271,024 $ 1,431 $ — $ 272,455 Corporate Debt Securities 244 — ( 3 ) 241 Total Long-term investments $ 271,268 $ 1,431 $ ( 3 ) $ 272,696 Total $ 914,566 $ 3,233 $ ( 3 ) $ 917,796 (1) Unrealized gains (losses) from securities are attributable to market price movements, net foreign exchange losses and foreign currency translation. Management does not believe any remaining significant unrealized losses represent other-than-temporary impairments based on the evaluation of available evidence including the credit rating of the investments, as of December 31, 2018. (2) Brazilian government bonds measured at fair value with impact on the consolidated statement of income for the application of the fair value option. (See Note 2 – Investments - Fair value option applied to certain financial instruments.) |
Estimated Fair Values of Cash Equivalents, Short-Term and Long-Term Investments, Effective Maturities | One year or less 2,191,304 One year to two years 260,284 Two years to three years 67 Three years to four years 121 Four years to five years 21 Total $ 2,451,797 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Taxes [Abstract] | |
Components of Pretax Income | Year Ended December 31, 2019 2018 2017 (In thousands) United States $ 2,900 $ ( 19,461 ) $ ( 29,895 ) Brazil 25,693 ( 38,778 ) 104,641 Argentina 61,217 107,913 132,913 Mexico ( 168,310 ) ( 91,681 ) ( 78,778 ) Venezuela(*) — — ( 8,890 ) Other Countries(**) ( 28,746 ) ( 23,445 ) ( 65,921 ) $ ( 107,246 ) $ ( 65,452 ) $ 54,070 (*) In 2017, corresponds to the pretax loss for the eleven-month period until deconsolidation occurred (Note 2). (**) In 2017, includes $ 58,179 thousands of impairment from deconsolidation of Venezuelan subsidiaries reported by a holding subsidiary incorporated in Spain. |
Summary of Income / Asset Tax Expense | Year Ended December 31, 2019 2018 2017 (In thousands) Income Tax: Current: U.S. $ 8,705 $ ( 10 ) $ 22 Non-U.S. 39,595 64,028 64,843 48,300 64,018 64,865 Deferred: U.S. ( 13,566 ) ( 3,618 ) 1,827 Non-U.S. 30,019 ( 89,267 ) ( 26,402 ) 16,453 ( 92,885 ) ( 24,575 ) Income tax expense (gain) 64,753 ( 28,867 ) 40,290 |
Reconciliation of Difference Between Actual Provision for Income Taxes and Provision Computed by Applying Income Tax Rate | Year Ended December 31, 2019 2018 2017 (In thousands) Net (loss) income before income tax $ ( 107,246 ) $ ( 65,452 ) $ 54,070 Income tax rate 21 % 21 % 35 % Expected income tax gain (expense) $ ( 22,522 ) $ ( 13,745 ) $ 18,925 Permanent differences: Federal and assets taxes 203 7 14 Transfer pricing adjustments 1,161 1,818 1,634 Non-deductible tax 683 1,043 800 Non-deductible expenses 9,309 6,982 5,704 Loss on deconsolidation of Venezuelan subsidiaries — — 21,006 Dividend distributions 2,594 1,085 5,342 Impairment of Venezuela property and equipment — — 888 Non-taxable income (*) ( 15,418 ) ( 31,562 ) ( 27,602 ) Effect of rates different than statutory ( 11,521 ) 3,020 10,039 Currency translation ( 4,201 ) 3,866 ( 202 ) Change in valuation allowance 113,426 3,130 14,040 Reversal of outside basis dividends — — ( 12,097 ) Argentine tax reform (including changes in income tax rate) ( 2,175 ) 1,217 1,828 U.S. tax reform — — ( 840 ) Colombian tax reform — 442 — Deferred tax reversed by merger — ( 3,994 ) — Exchange of convertible note — ( 1,756 ) — Tax Inflation Adjustments ( 4,940 ) — — Deferred tax reversed by spin-off ( 886 ) — — True up ( 960 ) ( 420 ) 811 Income tax expense (gain) $ 64,753 $ ( 28,867 ) $ 40,290 (*) Includes Argentine Tax holiday described in Note 2 “Income taxes” |
Composition of Deferred Tax Assets and Liabilities | December 31, December 31, 2019 2018 (In thousands) Deferred tax assets Allowance for doubtful accounts $ 7,601 $ 8,191 Unrealized net gains on investments 92 — Property and equipment, net 5,467 4,472 Accounts payable and accrued expenses 2,202 2,324 Payroll and social security payable 10,255 6,374 Foreign exchange effect 1,846 1,233 Taxes payable 984 781 Non compete agreement 155 114 Provisions and non-deductible interest 40,593 9,901 Foreign tax credit 12,841 11,207 Tax loss carryforwards 167,420 112,565 Customer Lists 220 — Trademarks 24 — Tax inflation adjustments 6,757 — Total deferred tax assets 256,457 157,162 Valuation allowance ( 138,875 ) ( 15,724 ) Total deferred tax assets, net 117,582 141,438 Deferred tax liabilities Property and equipment, net ( 26,761 ) ( 17,265 ) Customer lists ( 1,043 ) ( 1,296 ) Non compete agreement — ( 100 ) Unrealized net losses on investments ( 1,160 ) ( 462 ) Trademarks ( 87 ) ( 1,074 ) Goodwill ( 4,392 ) ( 3,199 ) Convertible notes and Capped Call ( 63,258 ) ( 68,302 ) Accounts payable and accrued expenses ( 1,914 ) — Payroll and social security payable ( 313 ) — Provisions ( 884 ) — Non Solicitation Agreement ( 137 ) — Foreign exchange effect ( 3 ) — Total deferred tax liabilities $ ( 99,952 ) $ ( 91,698 ) |
Tax Loss Carryforwards | 2023 $ 1,545 2024 5 2025 1,792 2026 4,331 2027 21,556 Thereafter 82,749 Without due dates 55,442 Total $ 167,420 |
Long Term Retention Plan (Table
Long Term Retention Plan (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Long Term Retention Plan [Abstract] | |
Outstanding Long Term Retention Plans | December 31, 2019 December 31, 2018 December 31, 2017 Weighted-average Weighted-average Weighted-average Aggregate remaining Aggregate remaining Aggregate remaining Intrinsic contractual Intrinsic contractual Intrinsic contractual value life (years) value life (years) value life (years) (In thousands) Outstanding LTRP 2010 - - - - 1,721 0.25 Outstanding LTRP 2011 - - 1,738 0.25 3,023 0.75 Outstanding LTRP 2012 2,861 0.25 3,460 0.75 4,469 1.25 Outstanding LTRP 2013 - - 4,318 0.25 7,524 0.75 Outstanding LTRP 2014 5,086 0.25 6,037 0.75 7,900 1.25 Outstanding LTRP 2015 10,484 0.75 9,398 1.25 11,022 1.75 Outstanding LTRP 2016 19,091 1.25 15,343 1.75 16,949 2.25 Outstanding LTRP 2017 19,654 1.75 14,860 2.25 15,652 2.75 Outstanding LTRP 2018 10,727 2.25 8,135 2.88 - - Outstanding LTRP 2019 56,322 2.75 - - - - |
Long Term Retention Plans Accrued Compensation Expense | Year ended December 31, 2019 2018 2017 (In thousands) LTRP 2009 - - 29 LTRP 2010 - 24 1,050 LTRP 2011 26 766 1,668 LTRP 2012 1,755 1,398 2,300 LTRP 2013 97 2,416 4,554 LTRP 2014 3,743 2,921 4,591 LTRP 2015 6,266 3,984 5,766 LTRP 2016 9,838 5,975 8,350 LTRP 2017 9,737 6,639 7,411 LTRP 2018 5,089 3,402 - LTRP 2019 15,111 - - $ 51,662 $ 27,525 $ 35,719 |
Loans Payable And Other Finan_2
Loans Payable And Other Financial Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Instrument [Line Items] | |
Summary Of Loans Payable And Other Financial Liabilities | Book value as of Type of instrument Currency Interest Weighted Average Interest Rate Maturity December 31, 2019 December 31, 2018 (In thousands) Current loans payable and other financial liabilities: Loans from banks Chilean Subsidiary Chilean Pesos Fixed 2.53 % January 2020 $ 38,780 $ 30,065 Secured lines of credit Argentine Subsidiary Argentine Pesos Fixed 41.24 % January 2020 49,499 - Unsecured lines of credit Uruguayan Subsidiary Uruguayan Pesos Fixed 9.11 % January 2020 16,435 13,462 Argentine Subsidiary Argentine Pesos Fixed - % - - 8,579 Argentine Subsidiary Argentine Pesos Fixed 55.00 % January 2020 9,645 4,942 Chilean Subsidiary Chilean Pesos Fixed 2.47 % January 2020 1,951 1,185 Brazilian Subsidiary Brazilian Reais - % - - 875 Convertible notes 6,649 64,748 Finance lease obligations 2,008 1,464 Credit card collateralized debt 17,309 - Collateralized debt 43,862 7,539 Other lines of credit - 90 $ 186,138 $ 132,949 Non Current loans payable and other financial liabilities: Convertible notes 569,305 550,126 Finance lease obligations 7,368 5,661 Collateralized debt 54,680 46,441 $ 631,353 $ 602,228 |
2028 Convertible Senior Notes [Member] | |
Debt Instrument [Line Items] | |
Carrying Amounts of Liability and Equity Components | December 31, 2019 December 31, 2018 (In thousands) Amount of the equity component (1) $ 327,305 $ 327,305 2.00 % Convertible Senior Notes due 2028 $ 880,000 $ 880,000 Unamortized debt discount (2) ( 301,227 ) ( 325,783 ) Unamortized transaction costs related to the debt component ( 9,468 ) ( 9,958 ) Contractual coupon interest accrual 23,809 5,867 Contractual coupon interest payment ( 17,160 ) — Net carrying amount $ 575,954 $ 550,126 (1) Net of $ 6,163 thousands of transaction costs related to the equity component of the 2028 Notes. (2) As of December 31, 2019, the remaining period over which the unamortized debt discount will be amortized is 8.7 years. |
Summary of Interest Expense for Contractual Interest and Accretion of Debt Discount | Year ended December 31, 2019 2018 (In thousands) Contractual coupon interest expense $ 17,942 $ 5,867 Amortization of debt discount 24,556 7,686 Amortization of debt issuance costs 490 143 Total interest expense related to the 2028 Notes $ 42,988 $ 13,696 |
2019 Convertible Senior Notes [Member] | |
Debt Instrument [Line Items] | |
Carrying Amounts of Liability and Equity Components | December 31, 2019 December 31, 2018 (In thousands) Amount of the equity component (1) $ — $ 9,196 2.25 % Convertible Senior Notes due 2019 $ — $ 65,987 Unamortized debt discount — ( 1,063 ) Unamortized transaction costs related to the debt component — ( 176 ) Contractual coupon interest accrual — 5,447 Contractual coupon interest payment — ( 5,447 ) Net carrying amount $ — $ 64,748 (1) Net of $ 236 thousands of transaction costs related to the equity component of the 2019 Notes. |
Summary of Interest Expense for Contractual Interest and Accretion of Debt Discount | Year ended December 31, 2019 2018 2017 (In thousands) Contractual coupon interest expense $ 745 $ 5,447 $ 7,425 Amortization of debt discount 1,063 7,424 9,628 Amortization of debt issuance costs 176 1,188 1,459 Total interest expense related to the 2019 Notes $ 1,984 $ 14,059 $ 18,512 |
Valuation and Qualifying Acco_2
Valuation and Qualifying Accounts (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Valuation and Qualifying Accounts [Abstract] | |
Summary of Valuation and Qualifying Accounts | Charges Utilized / Balance at beginning of Charged/credited to Net income/ Currency translation adjustments / Balance at end of year (loss) Write-offs and other adjustments year (In thousands) Allowance for doubtful accounts Year ended December 31, 2017 10,436 12,264 ( 12,879 ) 9,821 Year ended December 31, 2018 9,821 10,968 ( 12,087 ) 8,702 Year ended December 31, 2019 8,702 5,520 ( 7,897 ) 6,325 Credit cards receivable allowance for chargebacks Year ended December 31, 2017 2,511 3,422 ( 749 ) 5,184 Year ended December 31, 2018 5,184 9,199 ( 6,310 ) 8,073 Year ended December 31, 2019 8,073 15,673 ( 12,436 ) 11,310 Loans receivable allowance for uncollectible accounts Year ended December 31, 2017 110 5,163 ( 543 ) 4,730 Year ended December 31, 2018 4,730 27,725 ( 25,819 ) 6,636 Year ended December 31, 2019 6,636 64,341 ( 50,533 ) 20,444 Tax valuation allowance Year ended December 31, 2017 8,971 12,173 ( 5,722 ) 15,422 Year ended December 31, 2018 15,422 3,130 ( 2,828 ) 15,724 Year ended December 31, 2019 15,724 113,426 9,725 138,875 Contingencies Year ended December 31, 2017 5,587 6,657 ( 6,342 ) 5,902 Year ended December 31, 2018 5,902 7,969 ( 8,058 ) 5,813 Year ended December 31, 2019 5,813 10,978 ( 8,819 ) 7,972 |
Quarterly Financial Data (Table
Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Data [Abstract] | |
Schedule of Consolidated Quarterly Financial Information | Quarter Ended March 31, June 30, September 30, December 31, (In thousands, except for share data) 2019 Net Revenues $ 473,770 $ 545,242 $ 603,031 $ 674,271 Gross profit 237,004 272,430 284,342 308,347 Net Income (loss) 11,864 16,217 ( 146,082 ) ( 53,998 ) Net Income (loss) per share-basic 0.13 0.31 ( 2.96 ) ( 1.11 ) Net Income (loss) per share-diluted 0.13 0.31 ( 2.96 ) ( 1.11 ) Weighted average shares Basic 45,980,255 49,318,522 49,710,723 49,709,955 Diluted 45,980,255 49,318,522 49,710,723 49,709,955 2018 Net Revenues $ 320,976 $ 335,377 $ 355,281 $ 428,019 Gross profit 162,758 159,749 169,718 204,783 Net loss ( 12,919 ) ( 11,251 ) ( 10,078 ) ( 2,337 ) Net loss per share-basic ( 0.29 ) ( 0.25 ) ( 0.23 ) ( 0.05 ) Net loss per share-diluted ( 0.29 ) ( 0.25 ) ( 0.23 ) ( 0.05 ) Weighted average shares Basic 44,157,364 44,157,364 44,588,704 45,202,859 Diluted 44,157,364 44,157,364 44,588,704 45,202,859 2017 Net Revenues $ 269,675 $ 283,882 $ 304,921 $ 358,064 Gross profit 168,856 171,554 175,827 203,363 Net Income (loss) 48,518 5,316 27,666 ( 67,720 ) Net Income (loss) per share-basic 1.10 0.12 0.63 ( 1.53 ) Net Income (loss) per share-diluted 1.10 0.12 0.63 ( 1.53 ) Weighted average shares Basic 44,157,364 44,157,364 44,157,364 44,157,364 Diluted 44,157,364 44,157,364 44,157,364 44,157,364 |
Securitization Transactions (Ta
Securitization Transactions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Securitization Transactions [Abstract] | |
Assets And Liabilities Of The Trust | December 31, December 31, 2019 2018 Assets (in thousands) Current assets: Restricted cash and cash equivalents $ 37,424 $ 24,363 Loans receivable, net 104,419 51,471 Total current assets 141,843 75,834 Loans receivable, net 4,395 — Total non-current assets 4,395 — Total assets $ 146,238 $ 75,834 Liabilities Current liabilities: Accounts payable and accrued expenses $ 128 $ 113 Loans payable and other financial liabilities 43,862 7,539 Total current liabilities 43,990 7,652 Non-current liabilities: Loans payable and other financial liabilities 54,680 46,441 Total non-current liabilities 54,680 46,441 Total liabilities $ 98,670 $ 54,093 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Supplemental Balance Sheet Information Related To Leases | December 31, 2019 Operating Leases Operating lease right-of-use assets $ 200,449 Operating lease liabilities $ 199,932 Finance Leases Property and equipment, at cost 10,952 Accumulated depreciation ( 1,563 ) Property and equipment, net $ 9,389 Loans payable and other financial liabilities $ 9,376 |
Summary Of Weighted Average Remaining Lease Term And Discount Rate | Weighted average remaining lease term Operating leases 9 Years Finance leases 4 Years Weighted average discount rate (*) Operating leases 11.9 % Finance leases 27.1 % (*) Includes discount rates of leases in local currency and U.S dollar. |
Components Of Lease Expense | December 31, 2019 Operating lease cost $ 29,515 Finance lease cost: Depreciation of property and equipment 1,514 Interest on lease liabilities 1,798 Total finance lease cost $ 3,312 |
Supplemental Cash Flow Information Related To Leases | December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 25,381 Financing cash flows from finance leases 1,929 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 93,160 Finance leases 4,496 |
Maturities Of Lease Liabilities | Period Ending December 31, 2019 Operating Leases Finance Leases One year or less $ 37,689 $ 4,348 One year to two years 37,211 4,134 Two years to three years 35,004 4,134 Three years to four years 31,888 2,768 Four years to five years 31,028 722 Thereafter 135,875 — Total lease payments $ 308,695 $ 16,106 Less imputed interest ( 108,763 ) ( 6,730 ) Total $ 199,932 $ 9,376 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments [Abstract] | |
Summary Of Outstanding Derivative Instruments | December 31, Balance sheet location 2019 (In thousands) Derivatives Foreign exchange contracts not designated as hedging instruments Other current assets $ 1,249 Foreign exchange contracts designated as cash flow hedges Other current liabilities $ 251 |
Fair Value Of Derivative Instruments | December 31, 2019 (In thousands) Foreign exchange contracts not designated as hedging instruments recognized in interest and other, net $ 301 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Narrative) (Details) | Jun. 10, 2019item | Aug. 24, 2018USD ($) | Dec. 31, 2019USD ($)customer$ / shares$ / $shares | Dec. 31, 2018USD ($)customer$ / shares | Dec. 31, 2017USD ($)customer$ / shares | Mar. 29, 2019USD ($)$ / sharesshares | Jan. 01, 2019USD ($) | Aug. 31, 2018USD ($) | Dec. 31, 2016USD ($) | Jun. 30, 2014USD ($) | |
Significant Accounting Policies [Line Items] | |||||||||||
cash, cash equivalents, restricted cash and cash equivalents | $ 1,451,424,000 | $ 464,695,000 | $ 388,260,000 | $ 234,140,000 | |||||||
Cash and cash equivalents | 1,384,740,000 | 440,332,000 | |||||||||
Restricted cash and cash equivalents | 66,684,000 | 24,363,000 | |||||||||
Comprehensive income | (187,093,000) | (145,311,000) | $ (9,258,000) | ||||||||
Long-lived assets, intangible assets and goodwill located in the foreign operations | 345,204,000 | 270,073,000 | |||||||||
Deferred tax liability | 99,952,000 | 91,698,000 | |||||||||
Cash, cash equivalents, and short and long-term, mainly located in the United States of America, Brazil, Mexico and Argentina | $ 3,312,648,000 | $ 1,202,372,000 | |||||||||
Iincome tax rate | 21.00% | 21.00% | 35.00% | ||||||||
Percent of revenues from specified activities, for tax benefit | 70.00% | ||||||||||
Recognized other-than-temporary impairment on investments | $ 0 | $ 0 | $ 0 | ||||||||
Receivables past due | 0 | 0 | |||||||||
Allowance for doubtful accounts, loan receivables and chargebacks | 38,079,000 | 23,411,000 | |||||||||
Deferred Revenue | 16,590,000 | 5,918,000 | 6,116,000 | ||||||||
Pre-tax gain reognized on sale of credit card coupons | $ 359,037,000 | 258,595,000 | 185,469,000 | ||||||||
Amortized period, years | 3 years | ||||||||||
Company capitalization | $ 59,602,000 | 38,412,000 | |||||||||
Foreign currency (losses) gains | (1,732,000) | 18,240,000 | (21,635,000) | ||||||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 0 | 0 | 0 | ||||||||
Goodwill, impairment loss | 0 | 0 | 0 | ||||||||
Cost of revenue sales tax | $ 189,313,000 | $ 139,433,000 | $ 106,980,000 | ||||||||
New Tax Law, Multiplier For Tax Credit | item | 1.6 | ||||||||||
Percentage on relief of total income tax | 60.00% | ||||||||||
Percentage on relief of payroll tax | 70.00% | ||||||||||
Redeemable convertible preferred stock, Shares Issued | shares | 100,000 | 100,000 | |||||||||
Redeemable convertible preferred stock, Par Value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||
Redeemable convertible preferred stock aggregate | $ 100,000,000 | ||||||||||
Preferred Stock, Embedded Beneficial Conversion feature | $ 5,841,000 | ||||||||||
Recognized gains in interest income and other financial gains | $ 2,295,000 | ||||||||||
Operating Lease, Liability | 199,932,000 | ||||||||||
Operating Lease, Right-of-Use Asset | $ 200,449,000 | ||||||||||
Accounting Standards Update 2016-02 [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Operating Lease, Liability | $ 119,631,000 | ||||||||||
Operating Lease, Right-of-Use Asset | $ 118,029,000 | ||||||||||
Revenue Benchmark [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Number of customers across risk threshold | customer | 0 | 0 | 0 | ||||||||
Benchmark for significant customers | 5.00% | 5.00% | 5.00% | ||||||||
Accounts Receivable, Net [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Number of customers across risk threshold | customer | 0 | 0 | |||||||||
Benchmark for significant customers | 5.00% | 5.00% | |||||||||
Convertible Senior Notes [Member] | Initial Issuance - 2028 Convertible Senior Notes [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Amount of the equity component | $ 333,468,000 | ||||||||||
Amount of the debt component | $ 546,532,000 | ||||||||||
Market rate for non-convertible debt | 7.44% | ||||||||||
Effective interest rate | 7.66% | ||||||||||
Deferred tax liability | $ 70,028,000 | ||||||||||
Debt instrument, face amount | $ 800,000,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | ||||||||||
Convertible Senior Notes [Member] | Additional Issuance - 2028 Convertible Senior Notes [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Debt instrument, face amount | $ 80,000,000 | ||||||||||
Convertible Senior Notes [Member] | 2019 Convertible Senior Notes [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Amount of the equity component | $ 9,196,000 | ||||||||||
Extinguishment of debt amount through private exchange agreement | 131,602,000 | ||||||||||
Debt instrument, face amount | $ 65,987,000 | $ 330,000,000 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.25% | 2.25% | |||||||||
Extinguishment of Debt, Amount | $ 263,724,000 | ||||||||||
Convertible Senior Notes [Member] | 2028 Convertible Senior Notes [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Amount of the equity component | $ 327,305,000 | $ 327,305,000 | |||||||||
Benchmark percentage, present value of discounted cash flows under the conditions of new instrument and original instrument | 10.00% | ||||||||||
Benchmark percentage, change in the fair value of the embedded conversion option, percent of carrying value of original debt prior to exchange | 10.00% | ||||||||||
Debt instrument, face amount | $ 880,000,000 | $ 880,000,000 | $ 880,000,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | 2.00% | 2.00% | ||||||||
Extinguishment of Debt, Amount | $ 263,724,000 | ||||||||||
Argentina [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Iincome tax rate | 30.00% | ||||||||||
New Law, Reduction Of Corporate Income Tax Rate | 15.00% | ||||||||||
US [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Percentage of cash and cash equivalents as well as short and long-term investments | 67.00% | 45.00% | |||||||||
New Software Development Law [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Income tax gain | $ 12,007,000 | $ 19,988,000 | $ 22,919,000 | ||||||||
Labor cost benefit | $ 7,970,000 | $ 6,801,000 | $ 7,605,000 | ||||||||
Aggregate per share effect of the Argentine tax holiday | $ / shares | $ 0.25 | $ 0.45 | $ 0.52 | ||||||||
Software development law audit fees | $ 1,398,000 | $ 1,875,000 | $ 2,137,000 | ||||||||
Minimum [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Merchant credit, repayment period | 3 months | ||||||||||
Amortized period, years | 3 years | ||||||||||
Minimum [Member] | Measurement Input, Discount Rate [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Measurement input | 15.40% | ||||||||||
Maximum [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Merchant credit, repayment period | 24 months | ||||||||||
Amortized period, years | 10 years | ||||||||||
Maximum [Member] | Measurement Input, Discount Rate [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Measurement input | 20.00% | ||||||||||
Weighted Average [Member] | Measurement Input, Discount Rate [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Measurement input | 17.30% | ||||||||||
Argentinean Subsidiaries [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Percentage of increase in exchange ratio | 59.00% | ||||||||||
Foreign exchange rate | $ / $ | 59.89 | ||||||||||
Venezuelan Operations [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Asset impairment charges | $ 85,761,000 | ||||||||||
Foreign Operations [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Percentage of cash and cash equivalents as well as short and long-term investments | 33.00% | 55.00% | |||||||||
Land & Building [Member] | |||||||||||
Significant Accounting Policies [Line Items] | |||||||||||
Estimated useful life (years) | [1] | 50 years | |||||||||
[1] | Estimated useful life attributable to “Buildings” |
Net (Loss) Income Per Share (Na
Net (Loss) Income Per Share (Narrative) (Details) - Convertible Senior Notes [Member] - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 | Aug. 31, 2018 | Jun. 30, 2014 |
2019 Convertible Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Convertible senior notes, issued | $ 65,987,000 | $ 330,000,000 | ||
Convertible senior notes, interest rate | 2.25% | 2.25% | ||
2028 Convertible Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Convertible senior notes, issued | $ 880,000,000 | $ 880,000,000 | $ 880,000,000 | |
Convertible senior notes, interest rate | 2.00% | 2.00% | 2.00% |
Net (Loss) Income Per Share (Ne
Net (Loss) Income Per Share (Net (Loss) Income Per Share of Common Stock) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Net income attributable to MercadoLibre, Inc. per common share | |||||||||||||||
Net (loss) income per common share, Basic | $ (1.11) | $ (2.96) | $ 0.31 | $ 0.13 | $ (0.05) | $ (0.23) | $ (0.25) | $ (0.29) | $ (1.53) | $ 0.63 | $ 0.12 | $ 1.10 | $ (3.71) | $ (0.82) | $ 0.31 |
Net (loss) income per common share, Diluted | $ (1.11) | $ (2.96) | $ 0.31 | $ 0.13 | $ (0.05) | $ (0.23) | $ (0.25) | $ (0.29) | $ (1.53) | $ 0.63 | $ 0.12 | $ 1.10 | $ (3.71) | $ (0.82) | $ 0.31 |
Numerator: | |||||||||||||||
Net (loss) income | $ (53,998) | $ (146,082) | $ 16,217 | $ 11,864 | $ (2,337) | $ (10,078) | $ (11,251) | $ (12,919) | $ (67,720) | $ 27,666 | $ 5,316 | $ 48,518 | $ (171,999) | $ (36,585) | $ 13,780 |
Amortization of redeemable convertible preferred stock | (5,841) | ||||||||||||||
Dividends on preferred stock | (3,000) | ||||||||||||||
Net loss corresponding to common stock, Basic | (180,840) | (36,585) | 13,780 | ||||||||||||
Net loss corresponding to common stock, Diluted | $ (180,840) | $ (36,585) | $ 13,780 | ||||||||||||
Denominator: | |||||||||||||||
Weighted average of common stock outstanding for Basic earnings per share | 49,709,955 | 49,710,723 | 49,318,522 | 45,980,255 | 45,202,859 | 44,588,704 | 44,157,364 | 44,157,364 | 44,157,364 | 44,157,364 | 44,157,364 | 44,157,364 | 48,692,906 | 44,529,614 | 44,157,364 |
Adjusted weighted average of common stock outstanding for Diluted earnings per share | 49,709,955 | 49,710,723 | 49,318,522 | 45,980,255 | 45,202,859 | 44,588,704 | 44,157,364 | 44,157,364 | 44,157,364 | 44,157,364 | 44,157,364 | 44,157,364 | 48,692,906 | 44,529,614 | 44,157,364 |
Short-term and Long-term inve_3
Short-term and Long-term investments (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Schedule of Available-for-sale Securities [Line Items] | |||
Unrealized gains of available-for-sale securities, net of tax | $ 1,592,000 | $ 2,729,000 | $ 796,000 |
Short-term investments held-to-maturity | 0 | 0 | |
Short-term investments, held in guarantee | $ 522,798,000 | $ 284,317,000 | |
Central Bank of Brazil Mandatory Guarantee [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Percent of electronic currency deposited | 100.00% | 80.00% | |
Short-term investments, held in guarantee | $ 506,175,000 | $ 284,317,000 |
Short-term and Long-term inve_4
Short-term and Long-term investments (Composition of Short-term and Long-term Investments) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | |
Schedule of Available-for-sale Securities [Line Items] | |||
Short-term investments | $ 1,597,241 | $ 461,541 | |
Long-term investments | 263,983 | 276,136 | |
Time Deposits [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Short-term investments | 189,660 | 20,056 | |
Central Bank of Brazil Mandatory Guarantee [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Short-term investments | 506,175 | 284,317 | |
Sovereign Debt Securities [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Short-term investments | [1] | 901,343 | 157,147 |
Long-term investments | 260,320 | 272,455 | |
Corporate Debt Securities [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Short-term investments | 63 | 21 | |
Long-term investments | 173 | 241 | |
Other Investments [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Long-term investments | $ 3,490 | $ 3,440 | |
[1] | $16,623 thousands held by the Company’s Argentine subsidiary in guarantee for secured lines of credit. (See Note 15 – Loans payable and other financial liabilities). |
Balance Sheet Components (Sched
Balance Sheet Components (Schedule of Accounts Receivable, Net) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross, Current | $ 41,771 | $ 43,855 |
Allowance for doubtful accounts | (6,325) | (8,702) |
Accounts Receivable, Net, Current, Total | 35,446 | 35,153 |
Users [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross, Current | 27,340 | 32,148 |
Advertising [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross, Current | 9,452 | 7,061 |
Others Debtors [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross, Current | $ 4,979 | $ 4,646 |
Balance Sheet Components (Sch_2
Balance Sheet Components (Schedule of Credit Card Receivables, Net) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Balance Sheet Components [Abstract] | ||
Credit cards and other means of payments | $ 391,279 | $ 368,371 |
Allowance for chargebacks | (11,310) | (8,073) |
Credit card receivables, net | $ 379,969 | $ 360,298 |
Balance Sheet Components (Sch_3
Balance Sheet Components (Schedule of Loans Receivables, Net) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current Loan Receivable [Member] | ||
Loans and Leases Receivable Disclosure [Line Items] | ||
Loans receivable | $ 202,489 | $ 102,414 |
Allowance for uncollectible accounts | (20,384) | (6,636) |
Loans receivables, net | 182,105 | $ 95,778 |
Non Current Loan Receivable [Member] | ||
Loans and Leases Receivable Disclosure [Line Items] | ||
Loans receivable | 6,499 | |
Allowance for uncollectible accounts | (60) | |
Loans receivables, net | $ 6,439 |
Balance Sheet Components (Sch_4
Balance Sheet Components (Schedule of Current Other Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current Other Assets [Line Items] | ||
Other current assets | $ 88,736 | $ 61,569 |
VAT Credits [Member] | ||
Current Other Assets [Line Items] | ||
Other current assets | 16,997 | 19,656 |
Income Tax Credits [Member] | ||
Current Other Assets [Line Items] | ||
Other current assets | 57,844 | 26,304 |
Sales Tax [Member] | ||
Current Other Assets [Line Items] | ||
Other current assets | 442 | 5,307 |
Other [Member] | ||
Current Other Assets [Line Items] | ||
Other current assets | $ 13,453 | $ 10,302 |
Balance Sheet Components (Sch_5
Balance Sheet Components (Schedule of Noncurrent Other Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Non-Current Other Assets [Line Items] | ||
Non current other assets | $ 58,241 | $ 37,744 |
Judicial Deposits [Member] | ||
Non-Current Other Assets [Line Items] | ||
Non current other assets | 51,364 | 32,421 |
Other [Member] | ||
Non-Current Other Assets [Line Items] | ||
Non current other assets | $ 6,877 | $ 5,323 |
Balance Sheet Components (Sch_6
Balance Sheet Components (Schedule of Property and Equipment, Net) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | ||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, Gross | $ 432,256 | $ 297,476 | |
Accumulated depreciation | (187,999) | (131,862) | |
Property and equipment, net | 244,257 | 165,614 | |
Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, Gross | 83,961 | 68,526 | |
Land & Building [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, Gross | $ 80,832 | 68,607 | |
Estimated useful life (years) | [1] | 50 years | |
Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, Gross | $ 83,810 | 20,732 | |
Software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, Gross | $ 179,211 | $ 139,611 | |
Estimated useful life (years) | 3 years | ||
Cars [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, Gross | $ 4,442 | ||
Estimated useful life (years) | 3 years | ||
Minimum [Member] | Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life (years) | 3 years | ||
Minimum [Member] | Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life (years) | 3 years | ||
Maximum [Member] | Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life (years) | 5 years | ||
Maximum [Member] | Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life (years) | 5 years | ||
[1] | Estimated useful life attributable to “Buildings” |
Balance Sheet Components (Sch_7
Balance Sheet Components (Schedule of Depreciation And Amortization) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Depreciation And Amortization [Line Items] | |||
Depreciation and amortization | $ 59,386 | $ 45,792 | $ 40,921 |
Cost of Net Revenues [Member] | |||
Depreciation And Amortization [Line Items] | |||
Depreciation and amortization | 8,873 | 4,332 | 3,737 |
Product and Technology Development [Member] | |||
Depreciation And Amortization [Line Items] | |||
Depreciation and amortization | 40,920 | 31,852 | 29,092 |
Sales and Marketing [Member] | |||
Depreciation And Amortization [Line Items] | |||
Depreciation and amortization | 2,076 | 1,643 | 2,071 |
General and Administrative [Member] | |||
Depreciation And Amortization [Line Items] | |||
Depreciation and amortization | $ 7,517 | $ 7,965 | $ 6,021 |
Balance Sheet Components (Sch_8
Balance Sheet Components (Schedule of Accounts Payable And Accrued Expenses) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Accounts Payable And Accrued Expenses [Line Items] | ||
Accounts payable and accrued expenses | $ 372,309 | $ 266,759 |
Accounts Payable [Member] | ||
Accounts Payable And Accrued Expenses [Line Items] | ||
Accounts payable and accrued expenses | 331,140 | 243,307 |
Advertising [Member] | ||
Accounts Payable And Accrued Expenses [Line Items] | ||
Accounts payable and accrued expenses | 33,118 | 16,083 |
Buyer Protection Program Provision [Member] | ||
Accounts Payable And Accrued Expenses [Line Items] | ||
Accounts payable and accrued expenses | 3,808 | 4,146 |
Professional Fees [Member] | ||
Accounts Payable And Accrued Expenses [Line Items] | ||
Accounts payable and accrued expenses | 2,485 | 1,242 |
Other Expense Provisions [Member] | ||
Accounts Payable And Accrued Expenses [Line Items] | ||
Accounts payable and accrued expenses | $ 1,758 | 1,888 |
Other Current Liabilities [Member] | ||
Accounts Payable And Accrued Expenses [Line Items] | ||
Accounts payable and accrued expenses | $ 93 |
Balance Sheet Components (Sch_9
Balance Sheet Components (Schedule of Current Other Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current Other Liabilities [Line Items] | ||
Current other liabilities | $ 114,469 | $ 34,098 |
Advanced Collections [Member] | ||
Current Other Liabilities [Line Items] | ||
Current other liabilities | 81,045 | 20,465 |
Deferred Revenue [Member] | ||
Current Other Liabilities [Line Items] | ||
Current other liabilities | 16,590 | 5,918 |
Provisions and Contingencies [Member] | ||
Current Other Liabilities [Line Items] | ||
Current other liabilities | 5,123 | 5,992 |
Contingent Considerations and Escrows from Acquisitions [Member] | ||
Current Other Liabilities [Line Items] | ||
Current other liabilities | 792 | 1,124 |
Customer Advances [Member] | ||
Current Other Liabilities [Line Items] | ||
Current other liabilities | 9,621 | |
Other Current Liabilities [Member] | ||
Current Other Liabilities [Line Items] | ||
Current other liabilities | $ 1,298 | $ 599 |
Balance Sheet Components (Sc_10
Balance Sheet Components (Schedule of Noncurrent Other Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Non-Current Other Liabilities [Line Items] | ||
Non current other liabilities | $ 12,627 | $ 19,508 |
Provisions and Contingencies [Member] | ||
Non-Current Other Liabilities [Line Items] | ||
Non current other liabilities | 7,972 | 12,591 |
Contingent Considerations and Escrows from Acquisitions [Member] | ||
Non-Current Other Liabilities [Line Items] | ||
Non current other liabilities | 4,470 | 4,942 |
Other Noncurrent Liabilities [Member] | ||
Non-Current Other Liabilities [Line Items] | ||
Non current other liabilities | $ 185 | $ 1,975 |
Balance Sheet Components (Sc_11
Balance Sheet Components (Schedule of Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Balance Sheet Components [Abstract] | |||
Foreign currency translation | $ (408,099) | $ (394,306) | $ (283,647) |
Unrealized gains on investments | 2,029 | 3,345 | 1,211 |
Estimated tax loss on unrealized gains | (351) | (616) | (415) |
Unrealized losses on hedging activities | (250) | ||
Accumulated other comprehensive loss | $ (406,671) | $ (391,577) | $ (282,851) |
Balance Sheet Components (Summa
Balance Sheet Components (Summary of Changes Accumulated Balances of Other Comprehensive Income) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance, Estimated tax (expense) benefit | $ (616) | $ (415) | |
Other comprehensive income before reclassifications adjustments for (losses) gains on available for sale investments, Estimated tax (expense) benefit | (351) | ||
Amount of loss (gain) reclassified from accumulated other comprehensive loss, Estimated tax (expense) benefit | 616 | ||
Net current period other comprehensive income (loss), Estimated tax (expense) benefit | 265 | ||
Ending Balance, Estimated tax (expense) benefit | (351) | (616) | $ (415) |
Beginning Balance | (391,577) | (282,851) | |
Other comprehensive income (loss) before reclassifications, net of tax | (12,365) | (106,397) | |
Amount of gain (loss) reclassified from accumulated other comprehensive income, net of tax | (2,729) | (2,329) | |
Reclassification of currency translation adjustment due to deconsolidation of Venezuelan subsidiaries, net of tax | 17,310 | ||
Net change in accumulated other comprehensive loss, net of income tax | (15,094) | (108,726) | (23,038) |
Ending Balance | (406,671) | (391,577) | $ (282,851) |
Unrealized (Losses) Gains on hedging activities, net [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other comprehensive (loss) income before reclassifications, before tax | (250) | ||
Net current period other comprehensive income (loss), before tax | (250) | ||
Ending Balance | (250) | ||
Unrealized (Losses) Gains on Investments [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | 3,345 | ||
Other comprehensive (loss) income before reclassifications, before tax | 2,029 | ||
Amount of (gain) loss reclassified from accumulated other comprehensive loss, before tax | (3,345) | ||
Net current period other comprehensive income (loss), before tax | (1,316) | ||
Ending Balance | 2,029 | 3,345 | |
Foreign Currency Translation [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | (394,306) | ||
Other comprehensive (loss) income before reclassifications, before tax | (13,793) | ||
Net current period other comprehensive income (loss), before tax | (13,793) | ||
Ending Balance | $ (408,099) | $ (394,306) |
Balance Sheet Components (Recla
Balance Sheet Components (Reclassifications Out of Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||||||
Unrealized gains on investments | $ 113,523 | $ 42,039 | $ 45,901 | ||||||||||||
Income tax loss | (64,753) | 28,867 | (40,290) | ||||||||||||
Net (loss) income | $ (53,998) | $ (146,082) | $ 16,217 | $ 11,864 | $ (2,337) | $ (10,078) | $ (11,251) | $ (12,919) | $ (67,720) | $ 27,666 | $ 5,316 | $ 48,518 | (171,999) | $ (36,585) | $ 13,780 |
Amount of (Loss) Gain Reclassified From Accumulated Other Comprehensive Loss [Member] | Unrealized (Losses) Gains on Investments [Member] | |||||||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||||||
Unrealized gains on investments | 3,345 | ||||||||||||||
Income tax loss | (616) | ||||||||||||||
Net (loss) income | $ 2,729 |
Business Combinations, Goodwi_3
Business Combinations, Goodwill and Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||
Oct. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Business Acquisition [Line Items] | |||||||
Amortized period, years | 3 years | ||||||
Aggregate amortization expense for intangible assets | $ 3,912 | $ 6,102 | $ 4,402 | ||||
Kaitzen S.A. and Kinexo S.A. [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Percentage of acquisition | 100.00% | ||||||
Aggregate purchase price for acquisition | $ 4,053 | ||||||
Business acquisition, cash paid | 2,136 | ||||||
Amount in escrow account | 1,051 | ||||||
Fair value of contingent consideration | 866 | ||||||
Net income (loss) | $ 419 | ||||||
Intangible assets | 1,794 | ||||||
Kaitzen S.A. and Kinexo S.A. [Member] | Customer Lists [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 375 | ||||||
Kaitzen S.A. and Kinexo S.A. [Member] | Non-Solicitation Agreements [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Amortized period, years | 5 years | ||||||
Kaitzen S.A. and Kinexo S.A. [Member] | Trademarks [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 721 | ||||||
Kaitzen S.A. and Kinexo S.A. [Member] | Customer Lists, Trademark And Non-Compete [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Amortized period, years | 3 years | ||||||
Machinalis S.R.L. [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Percentage of acquisition | 100.00% | ||||||
Aggregate purchase price for acquisition | $ 5,855 | ||||||
Business acquisition, cash paid | 2,566 | ||||||
Amount in escrow account | 2,096 | ||||||
Fair value of contingent consideration | $ 1,193 | ||||||
Net income (loss) | $ 113 | ||||||
Intangible assets | $ 638 | ||||||
Machinalis S.R.L. [Member] | Customer Lists [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 100 | ||||||
Machinalis S.R.L. [Member] | Non-Solicitation Agreements [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Amortized period, years | 5 years | ||||||
Machinalis S.R.L. [Member] | Trademarks [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 299 | ||||||
Machinalis S.R.L. [Member] | Customer Lists, Trademark And Non-Compete [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Amortized period, years | 3 years |
Business Combinations, Goodwi_4
Business Combinations, Goodwill and Intangible Assets (Summary of Purchase Price Allocation for Acquisition) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Oct. 31, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 87,609 | $ 88,883 | $ 92,279 | |
Kaitzen S.A. and Kinexo S.A. [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 222 | |||
Other net tangible assets | (6) | |||
Total net tangible assets acquired | 216 | |||
Intangible assets | 1,794 | |||
Goodwill | 2,043 | |||
Purchase Price | 4,053 | |||
Kaitzen S.A. and Kinexo S.A. [Member] | Customer Lists [Member] | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | 375 | |||
Kaitzen S.A. and Kinexo S.A. [Member] | Trademarks [Member] | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | 721 | |||
Kaitzen S.A. and Kinexo S.A. [Member] | Non-Solicitation And Non-Compete Agreements [Member] | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 698 | |||
Machinalis S.R.L. [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | 285 | |||
Other net tangible assets | (47) | |||
Total net tangible assets acquired | 238 | |||
Intangible assets | 638 | |||
Goodwill | 4,979 | |||
Purchase Price | 5,855 | |||
Machinalis S.R.L. [Member] | Customer Lists [Member] | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | 100 | |||
Machinalis S.R.L. [Member] | Trademarks [Member] | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | 299 | |||
Machinalis S.R.L. [Member] | Non-Solicitation And Non-Compete Agreements [Member] | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 239 |
Business Combinations, Goodwi_5
Business Combinations, Goodwill and Intangible Assets (Composition of Goodwill and Intangible Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Indefinite-lived Intangible Assets [Line Items] | |||
Goodwill | $ 87,609 | $ 88,883 | $ 92,279 |
Total intangible assets | 35,012 | 36,480 | |
Accumulated amortization | (20,737) | (17,899) | |
Total intangible assets, net | 14,275 | 18,581 | |
Licenses And Others [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Amortizable intangible assets | 5,320 | 5,406 | |
Non-Compete Agreement [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Amortizable intangible assets | 2,703 | 3,028 | |
Customer Lists [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Amortizable intangible assets | 13,900 | 14,897 | |
Trademarks [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Amortizable intangible assets | 4,723 | 4,565 | |
Trademarks [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Intangible assets with indefinite lives | $ 8,366 | $ 8,584 |
Business Combinations, Goodwi_6
Business Combinations, Goodwill and Intangible Assets (Changes in Carrying Amount of Goodwill) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill [Line Items] | ||
Balance, beginning of the year | $ 88,883 | $ 92,279 |
Business acquisitions | 7,022 | |
Effect of exchange rates changes | (1,319) | (10,418) |
Purchase price allocations adjustments | 45 | |
Balance, end of the year | 87,609 | 88,883 |
Brazil [Member] | ||
Goodwill [Line Items] | ||
Balance, beginning of the year | 30,069 | 32,492 |
Business acquisitions | 3,110 | |
Effect of exchange rates changes | (997) | (5,533) |
Balance, end of the year | 29,072 | 30,069 |
Argentina [Member] | ||
Goodwill [Line Items] | ||
Balance, beginning of the year | 6,946 | 5,761 |
Business acquisitions | 3,175 | |
Effect of exchange rates changes | (1,990) | |
Purchase price allocations adjustments | 45 | |
Balance, end of the year | 6,991 | 6,946 |
Mexico [Member] | ||
Goodwill [Line Items] | ||
Balance, beginning of the year | 31,340 | 30,396 |
Business acquisitions | 543 | |
Effect of exchange rates changes | 856 | 401 |
Balance, end of the year | 32,196 | 31,340 |
Chile [Member] | ||
Goodwill [Line Items] | ||
Balance, beginning of the year | 16,014 | 18,805 |
Business acquisitions | 61 | |
Effect of exchange rates changes | (1,142) | (2,852) |
Balance, end of the year | 14,872 | 16,014 |
Colombia [Member] | ||
Goodwill [Line Items] | ||
Balance, beginning of the year | 3,339 | 3,632 |
Business acquisitions | 80 | |
Effect of exchange rates changes | (27) | (373) |
Balance, end of the year | 3,312 | 3,339 |
Other Countries [Member] | ||
Goodwill [Line Items] | ||
Balance, beginning of the year | 1,175 | 1,193 |
Business acquisitions | 53 | |
Effect of exchange rates changes | (9) | (71) |
Balance, end of the year | $ 1,166 | $ 1,175 |
Business Combinations, Goodwi_7
Business Combinations, Goodwill and Intangible Assets (Expected Intangible Asset Amortization Expense) (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Business Combinations, Goodwill and Intangible Assets [Abstract] | |
For year ended 12/31/2020 | $ 2,435 |
For year ended 12/31/2021 | 1,737 |
For year ended 12/31/2022 | 965 |
For year ended 12/31/2023 | 580 |
Thereafter | 192 |
Total remaining amortization of intangible assets | $ 5,909 |
Segments (Financial Performance
Segments (Financial Performance of Company's Reporting Segments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Segment Reporting Information [Line Items] | ||||||||||||||||
Net revenues | $ 674,271 | $ 603,031 | $ 545,242 | $ 473,770 | $ 428,019 | $ 355,281 | $ 335,377 | $ 320,976 | $ 358,064 | $ 304,921 | $ 283,882 | $ 269,675 | $ 2,296,314 | $ 1,439,653 | $ 1,216,542 | |
Direct costs | (2,088,248) | (1,261,393) | (870,129) | |||||||||||||
Impairment of Long-Lived Assets | (2,837) | |||||||||||||||
Loss on deconsolidation of Venezuelan subsidiaries | (76,617) | |||||||||||||||
Direct contribution | 208,066 | 178,260 | 266,959 | |||||||||||||
Operating expenses and indirect costs of net revenues | (361,227) | (247,742) | (201,542) | |||||||||||||
(Loss) income from operations | (153,161) | (69,482) | 56,273 | |||||||||||||
Other income (expenses): | ||||||||||||||||
Interest income and other financial gains | 113,523 | 42,039 | 45,901 | |||||||||||||
Interest expense and other financial losses | (65,876) | (56,249) | (26,469) | |||||||||||||
Foreign currency (losses) gains | (1,732) | 18,240 | (21,635) | |||||||||||||
Net (loss) income before income tax (expense) gain | (107,246) | (65,452) | 54,070 | |||||||||||||
Brazil Segment [Member] | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Net revenues | 1,461,509 | 866,175 | 690,808 | |||||||||||||
Direct costs | (1,245,382) | (762,636) | (471,588) | |||||||||||||
Direct contribution | 216,127 | 103,539 | 219,220 | |||||||||||||
Argentina Segment [Member] | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Net revenues | 456,332 | 376,563 | 359,357 | |||||||||||||
Direct costs | (347,733) | (254,539) | (215,831) | |||||||||||||
Direct contribution | 108,599 | 122,024 | 143,526 | |||||||||||||
Mexico Segment [Member] | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Net revenues | 275,133 | 109,096 | 51,335 | |||||||||||||
Direct costs | (390,158) | (164,637) | (107,408) | |||||||||||||
Direct contribution | (115,025) | (55,541) | (56,073) | |||||||||||||
Venezuela Segment [Member] | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Net revenues | [1] | 54,327 | ||||||||||||||
Direct costs | [1] | (22,101) | ||||||||||||||
Impairment of Long-Lived Assets | [1] | (2,837) | ||||||||||||||
Loss on deconsolidation of Venezuelan subsidiaries | [1] | (76,617) | ||||||||||||||
Direct contribution | [1] | (47,228) | ||||||||||||||
Other Countries Segment [Member] | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Net revenues | 103,340 | 87,819 | 60,715 | |||||||||||||
Direct costs | (104,975) | (79,581) | (53,201) | |||||||||||||
Direct contribution | $ (1,635) | $ 8,238 | 7,514 | |||||||||||||
Intersegment Eliminations [Member] | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Loss on deconsolidation of Venezuelan subsidiaries | $ (9,144) | |||||||||||||||
[1] | Excludes results of operations for Venezuela for the month of December 2017. Please refer to Note 2 of these audited consolidated financial statements for additional detail. |
Segments (Allocation of Long-Li
Segments (Allocation of Long-Lived Tangible Assets Based on Geography) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total property and equipment, net | $ 244,257 | $ 165,614 |
US [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total property and equipment, net | 937 | 2,959 |
Argentina [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total property and equipment, net | 100,536 | 58,358 |
Brazil [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total property and equipment, net | 103,571 | 78,227 |
Mexico [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total property and equipment, net | 30,131 | 16,497 |
Other Countries [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total property and equipment, net | 9,082 | 9,573 |
Total Other Countries [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total property and equipment, net | $ 243,320 | $ 162,655 |
Segments (Allocation of Goodwil
Segments (Allocation of Goodwill and Intangible Assets Based on Geography) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total goodwill and intangible assets | $ 101,884 | $ 107,464 |
US [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total goodwill and intangible assets | 46 | |
Argentina [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total goodwill and intangible assets | 8,632 | 9,050 |
Brazil [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total goodwill and intangible assets | 30,142 | 32,955 |
Mexico [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total goodwill and intangible assets | 36,003 | 35,993 |
Chile [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total goodwill and intangible assets | 22,237 | 24,638 |
Other Countries [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total goodwill and intangible assets | 4,870 | 4,782 |
Total Other Countries [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total goodwill and intangible assets | $ 101,884 | $ 107,418 |
Segments (Consolidated Net Reve
Segments (Consolidated Net Revenues by Similar Products and Services) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||||||
Net revenues | $ 674,271 | $ 603,031 | $ 545,242 | $ 473,770 | $ 428,019 | $ 355,281 | $ 335,377 | $ 320,976 | $ 358,064 | $ 304,921 | $ 283,882 | $ 269,675 | $ 2,296,314 | $ 1,439,653 | $ 1,216,542 |
Enchanced Marketplace [Member] | |||||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||||||
Net revenues | 1,199,166 | 702,379 | 737,465 | ||||||||||||
Non-marketplace [Member] | |||||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||||||
Net revenues | 1,097,148 | 737,274 | 479,077 | ||||||||||||
Payment fees | $ 949,869 | $ 601,021 | $ 356,417 |
Fair Value Measurement of Ass_3
Fair Value Measurement of Assets and Liabilities (Narrative) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Contingent considerations | $ 2,201 | $ 2,097 |
Non-financial assets | 0 | 0 |
Non-financial liabilities | 0 | 0 |
Auction Rate Securities [Member] | Direct Investment [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investments | 0 | $ 0 |
2028 Convertible Senior Notes [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Net carrying amount | $ 686,366 |
Fair Value Measurement of Ass_4
Fair Value Measurement of Assets and Liabilities (Financial Assets and Liabilities Measured at Fair Value on Recurring Basis) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Other Assets | $ 1,249 | |
Total Financial Assets | 2,453,046 | $ 917,796 |
Contingent considerations | 2,201 | 2,097 |
Long-term retention plan | 60,958 | 42,625 |
Derivative Instruments | 251 | |
Total Financial Liabilities | 63,410 | 44,722 |
Quoted Prices In Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Financial Assets | 2,451,739 | 917,771 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Financial Assets | 58 | 25 |
Long-term retention plan | 60,958 | 42,625 |
Total Financial Liabilities | 60,958 | 42,625 |
Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Other Assets | 1,249 | |
Total Financial Assets | 1,249 | |
Contingent considerations | 2,201 | 2,097 |
Derivative Instruments | 251 | |
Total Financial Liabilities | 2,452 | 2,097 |
Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents | 688,760 | 179,252 |
Restricted Cash and cash equivalents | 32,829 | 24,363 |
Money Market Funds [Member] | Quoted Prices In Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents | 688,760 | 179,252 |
Restricted Cash and cash equivalents | 32,829 | 24,363 |
Central Bank of Brazil Mandatory Guarantee [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 506,175 | 284,317 |
Central Bank of Brazil Mandatory Guarantee [Member] | Quoted Prices In Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 506,175 | 284,317 |
Sovereign Debt Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents | 32,874 | |
Restricted Cash and cash equivalents | 29,260 | |
Investments | 1,161,663 | 429,602 |
Sovereign Debt Securities [Member] | Quoted Prices In Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents | 32,874 | |
Restricted Cash and cash equivalents | 29,260 | |
Investments | 1,161,663 | 429,602 |
Corporate Debt Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 236 | 262 |
Corporate Debt Securities [Member] | Quoted Prices In Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 178 | 237 |
Corporate Debt Securities [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | $ 58 | $ 25 |
Fair Value Measurement of Ass_5
Fair Value Measurement of Assets and Liabilities (Fair Value of Financial Assets and Liabilities Measured at Amortized Cost) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Assets | $ 942,837 | $ 614,038 | |
Liabilities | 2,336,434 | 1,766,399 | |
Accounts Payable [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Liabilities | 372,309 | 266,759 | |
Funds Payable To Customers [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Liabilities | 894,057 | 640,954 | |
Salaries And Social Security Payable [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Liabilities | 67,686 | 40,942 | |
Taxes Payable [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Liabilities | 60,247 | 31,058 | |
Loans Payable And Other Financial Liabilities [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Liabilities | [1] | 817,491 | 735,177 |
Other Liabilities [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Liabilities | 124,644 | 51,509 | |
Significant Other Observable Inputs (Level 2) [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Assets | 942,837 | 614,038 | |
Liabilities | 2,446,846 | 1,766,399 | |
Significant Other Observable Inputs (Level 2) [Member] | Accounts Payable [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Liabilities | 372,309 | 266,759 | |
Significant Other Observable Inputs (Level 2) [Member] | Funds Payable To Customers [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Liabilities | 894,057 | 640,954 | |
Significant Other Observable Inputs (Level 2) [Member] | Salaries And Social Security Payable [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Liabilities | 67,686 | 40,942 | |
Significant Other Observable Inputs (Level 2) [Member] | Taxes Payable [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Liabilities | 60,247 | 31,058 | |
Significant Other Observable Inputs (Level 2) [Member] | Loans Payable And Other Financial Liabilities [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Liabilities | [1] | 927,903 | 735,177 |
Significant Other Observable Inputs (Level 2) [Member] | Other Liabilities [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Liabilities | 124,644 | 51,509 | |
Time Deposits [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Assets | 189,660 | 20,056 | |
Time Deposits [Member] | Significant Other Observable Inputs (Level 2) [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Assets | 189,660 | 20,056 | |
Accounts Receivable, Net [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Assets | 35,446 | 35,153 | |
Accounts Receivable, Net [Member] | Significant Other Observable Inputs (Level 2) [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Assets | 35,446 | 35,153 | |
Credit Card Receivables, Net [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Assets | 379,969 | 360,298 | |
Credit Card Receivables, Net [Member] | Significant Other Observable Inputs (Level 2) [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Assets | 379,969 | 360,298 | |
Loans Receivable, Net [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Assets | 188,544 | 95,778 | |
Loans Receivable, Net [Member] | Significant Other Observable Inputs (Level 2) [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Assets | 188,544 | 95,778 | |
Other Assets [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Assets | 149,218 | 102,753 | |
Other Assets [Member] | Significant Other Observable Inputs (Level 2) [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Assets | $ 149,218 | $ 102,753 | |
[1] | The fair value of the 2028 Notes (including the equity component) is disclosed in Note 15 . |
Fair Value Measurement of Ass_6
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 | Dec. 31, 2019 | Dec. 31, 2018 | ||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | $ 2,447,417 | $ 914,566 | ||
Gross Unrealized Gains | 2,085 | 3,233 | [1] | |
Gross Unrealized Losses | [1] | (3) | ||
Financial Gains | 2,437 | |||
Financial Losses | (142) | |||
Estimated Fair Value | 2,451,797 | 917,796 | ||
Cash and Cash Equivalents [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 721,611 | 179,252 | ||
Financial Gains | 23 | |||
Estimated Fair Value | 721,634 | 179,252 | ||
Cash and Cash Equivalents [Member] | Money Market Funds [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 688,760 | 179,252 | ||
Estimated Fair Value | 688,760 | 179,252 | ||
Cash and Cash Equivalents [Member] | Sovereign Debt Securities [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 32,851 | |||
Financial Gains | 23 | |||
Estimated Fair Value | 32,874 | |||
Restricted Cash and Cash Equivalents [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 62,056 | 24,363 | ||
Financial Gains | 33 | |||
Estimated Fair Value | 62,089 | 24,363 | ||
Restricted Cash and Cash Equivalents [Member] | Money Market Funds [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 32,829 | 24,363 | ||
Estimated Fair Value | 32,829 | 24,363 | ||
Restricted Cash and Cash Equivalents [Member] | Sovereign Debt Securities [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 29,227 | |||
Financial Gains | 33 | |||
Estimated Fair Value | 29,260 | |||
Short-term Investments [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 1,403,180 | 439,683 | ||
Gross Unrealized Gains | 2,080 | 1,802 | [1] | |
Financial Gains | 2,380 | |||
Financial Losses | (59) | |||
Estimated Fair Value | 1,407,581 | 441,485 | ||
Short-term Investments [Member] | Central Bank of Brazil Mandatory Guarantee [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 504,195 | 282,752 | [2] | |
Gross Unrealized Gains | [1],[2] | 1,565 | ||
Financial Gains | 1,980 | |||
Estimated Fair Value | 506,175 | 284,317 | [2] | |
Short-term Investments [Member] | Sovereign Debt Securities [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 898,922 | 156,910 | ||
Gross Unrealized Gains | 2,080 | 237 | [1] | |
Financial Gains | 400 | |||
Financial Losses | (59) | |||
Estimated Fair Value | 901,343 | 157,147 | ||
Short-term Investments [Member] | Corporate Debt Securities [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 63 | 21 | ||
Estimated Fair Value | 63 | 21 | ||
Short-term Investments [Member] | U.S. Treasury Notes [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 627,842 | |||
Long-term Investments [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 260,570 | 271,268 | ||
Gross Unrealized Gains | 5 | 1,431 | [1] | |
Gross Unrealized Losses | [1] | (3) | ||
Financial Gains | 1 | |||
Financial Losses | (83) | |||
Estimated Fair Value | 260,493 | 272,696 | ||
Long-term Investments [Member] | Sovereign Debt Securities [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 260,400 | 271,024 | ||
Gross Unrealized Gains | 2 | 1,431 | [1] | |
Financial Gains | 1 | |||
Financial Losses | (83) | |||
Estimated Fair Value | 260,320 | 272,455 | ||
Long-term Investments [Member] | Corporate Debt Securities [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 170 | 244 | ||
Gross Unrealized Gains | 3 | |||
Gross Unrealized Losses | [1] | (3) | ||
Estimated Fair Value | 173 | $ 241 | ||
Long-term Investments [Member] | U.S. Treasury Notes [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 260,230 | |||
Argentina Segment [Member] | Short-term Investments [Member] | Sovereign Debt Securities [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | $ 16,623 | |||
[1] | Unrealized gains (losses) from securities are attributable to market price movements, net foreign exchange losses and foreign currency translation. Management does not believe any remaining significant unrealized losses represent other-than-temporary impairments based on the evaluation of available evidence including the credit rating of the investments, as of December 31, 2018. | |||
[2] | Brazilian government bonds measured at fair value with impact on the consolidated statement of income for the application of the fair value option. (See Note 2 – Investments - Fair value option applied to certain financial instruments.) |
Fair Value Measurement of Ass_7
Fair Value Measurement of Assets and Liabilities (Estimated Fair Values Of Cash Equivalents, Short-Term and Long-Term Investments, Effective Maturities) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value Measurement of Assets and Liabilities [Abstract] | ||
One year or less | $ 2,191,304 | |
One year to two years | 260,284 | |
Two years to three years | 67 | |
Three years to four years | 121 | |
Four years to five years | 21 | |
Total | $ 2,451,797 | $ 917,796 |
Common Stock (Details)
Common Stock (Details) | 12 Months Ended | |
Dec. 31, 2019item$ / sharesshares | Dec. 31, 2018$ / sharesshares | |
Equity [Abstract] | ||
Common stock, shares authorized | 110,000,000 | 110,000,000 |
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 |
Common stock, shares issued | 49,709,955 | 45,202,859 |
Common stock, shares outstanding | 49,709,955 | 45,202,859 |
Each common stock voting entitlement | item | 1 | |
Stockholders owning no voting right percentage | 20.00% |
Mandatorily Redeemable Conver_2
Mandatorily Redeemable Convertible Preferred Stock (Details) | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Mandatorily Redeemable Convertible Preferred Stock [Abstract] | |
Preferred stock, shares authorized | shares | 40,000,000 |
Preferred stock, par value | $ / shares | $ 0.001 |
Preferred stock, shares issued | shares | 100,000 |
Preferred Stock, Shares Outstanding | shares | 100,000 |
Preferred stock, stated value per share | $ / shares | $ 1,000 |
Preferred stock, cash dividend percent | 4.00% |
Preferred stock, convertible, initial conversion price | $ / shares | $ 479.71 |
Equity Compensation Plan and _2
Equity Compensation Plan and Restricted Shares (Details) | 156 Months Ended |
Dec. 31, 2019shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding options granted | 0 |
2009 Equity Compensation Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares available for grant | 1,000,000 |
Options outstanding | 0 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) $ in Thousands | Dec. 23, 2019 | Jun. 10, 2019 | Dec. 27, 2017 | Sep. 30, 2018 | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017 |
Income Taxes [Line Items] | |||||||
Iincome tax rate | 21.00% | 21.00% | 35.00% | ||||
Withholding income tax on dividends paid, percent | 5.00% | ||||||
Consolidated loss carryforwards for income tax purpose | $ 167,420 | ||||||
Tax loss carryforward | 167,420 | ||||||
Deferred tax assets, valuation allowance | 138,875 | $ 15,724 | |||||
U.S. foreign tax credit valuation allowance reversed amount | $ 12,841 | $ 11,207 | |||||
Federal Administration of Public Revenues, Argentina [Member] | |||||||
Income Taxes [Line Items] | |||||||
Iincome tax rate | 30.00% | 35.00% | |||||
Tax Year 2018 And 2019 [Member] | Federal Administration of Public Revenues, Argentina [Member] | |||||||
Income Taxes [Line Items] | |||||||
Withholding income tax on dividends paid, percent | 7.00% | 7.00% | |||||
Tax Year 2019 And 2020 [Member] | |||||||
Income Taxes [Line Items] | |||||||
Withholding income tax on dividends paid, percent | 12.00% | ||||||
Temporary Withholding On Exports, Maximum Limit Of Argentine Peses Per Each US Dollar | 4 | ||||||
Tax Year 2020 [Member] | Federal Administration of Public Revenues, Argentina [Member] | |||||||
Income Taxes [Line Items] | |||||||
Iincome tax rate | 30.00% | 25.00% | |||||
Withholding income tax on dividends paid, percent | 13.00% | ||||||
Argentina [Member] | |||||||
Income Taxes [Line Items] | |||||||
Iincome tax rate | 30.00% | ||||||
Effective tax rate | 6.70% |
Income Taxes (Components of Pre
Income Taxes (Components of Pretax Income) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Contingency [Line Items] | |||
Income before income tax | $ (107,246) | $ (65,452) | $ 54,070 |
US [Member] | |||
Income Tax Contingency [Line Items] | |||
Income before income tax | 2,900 | (19,461) | (29,895) |
Brazil [Member] | |||
Income Tax Contingency [Line Items] | |||
Income before income tax | 25,693 | (38,778) | 104,641 |
Argentina [Member] | |||
Income Tax Contingency [Line Items] | |||
Income before income tax | 61,217 | 107,913 | 132,913 |
Mexico [Member] | |||
Income Tax Contingency [Line Items] | |||
Income before income tax | (168,310) | (91,681) | (78,778) |
Venezuela [Member] | |||
Income Tax Contingency [Line Items] | |||
Income before income tax | (8,890) | ||
Pretax loss from deconsolidation | 58,179 | ||
Other Countries [Member] | |||
Income Tax Contingency [Line Items] | |||
Income before income tax | $ (28,746) | $ (23,445) | $ (65,921) |
Income Taxes (Summary of Income
Income Taxes (Summary of Income - Asset Tax Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current: | |||
U.S. | $ 8,705 | $ (10) | $ 22 |
Non-U.S. | 39,595 | 64,028 | 64,843 |
Current Income Tax | 48,300 | 64,018 | 64,865 |
Deferred: | |||
U.S. | (13,566) | (3,618) | 1,827 |
Non-U.S. | 30,019 | (89,267) | (26,402) |
Deferred Income Tax | 16,453 | (92,885) | (24,575) |
Income tax expense (gain) | $ 64,753 | $ (28,867) | $ 40,290 |
Income Taxes (Reconciliation of
Income Taxes (Reconciliation of Difference Between Actual Provision for Income Taxes and Provision Computed by Applying Income Tax Rate) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Taxes [Abstract] | |||
Net (loss) income before income tax | $ (107,246) | $ (65,452) | $ 54,070 |
Iincome tax rate | 21.00% | 21.00% | 35.00% |
Expected income tax gain (expense) | $ (22,522) | $ (13,745) | $ 18,925 |
Permanent differences: | |||
Federal and assets taxes | 203 | 7 | 14 |
Transfer pricing adjustments | 1,161 | 1,818 | 1,634 |
Non-deductible tax | 683 | 1,043 | 800 |
Non-deductible expenses | 9,309 | 6,982 | 5,704 |
Loss on deconsolidation of Venezuelan subsidiaries | 21,006 | ||
Dividend distributions | 2,594 | 1,085 | 5,342 |
Impairment of Venezuela property and equipment | 888 | ||
Non-taxable income | (15,418) | (31,562) | (27,602) |
Effect of rates different than statutory | (11,521) | 3,020 | 10,039 |
Currency translation | (4,201) | 3,866 | (202) |
Change in valuation allowance | 113,426 | 3,130 | 14,040 |
Reversal of outside basis dividens | (12,097) | ||
Argentine tax reform (including changes in income tax rate) | (2,175) | 1,217 | 1,828 |
U. S. Tax Reform | (840) | ||
Colombian tax reform | 442 | ||
Deferred tax reversed by merger | (3,994) | ||
Exchange of convertible note | (1,756) | ||
Tax Inflation Adjustments | (4,940) | ||
Deferred tax reversed by spin-off | (886) | ||
True up | (960) | (420) | 811 |
Income tax expense | $ 64,753 | $ (28,867) | $ 40,290 |
Income Taxes (Composition of De
Income Taxes (Composition of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets | ||
Allowance for doubtful accounts | $ 7,601 | $ 8,191 |
Unrealized net gains on investments | 92 | |
Property and equipment, net | 5,467 | 4,472 |
Accounts payable and accrued expenses | 2,202 | 2,324 |
Payroll and social security payable | 10,255 | 6,374 |
Foreign exchange effect | 1,846 | 1,233 |
Taxes payable | 984 | 781 |
Provisions and non-deductible interest | 40,593 | 9,901 |
Foreign tax credit | 12,841 | 11,207 |
Tax loss carryforwards | 167,420 | 112,565 |
Tax inflation adjustments | 6,757 | |
Total deferred tax assets | 256,457 | 157,162 |
Valuation allowance | (138,875) | (15,724) |
Total deferred tax assets, net | 117,582 | 141,438 |
Deferred tax liabilities | ||
Property and equipment, net | (26,761) | (17,265) |
Unrealized net gains on investments | (1,160) | (462) |
Goodwill | (4,392) | (3,199) |
Convertible notes and Capped Call | (63,258) | (68,302) |
Accounts payable and accrued expenses | (1,914) | |
Payroll and social security payable | (313) | |
Provisions | (884) | |
Foreign exchange effect | (3) | |
Total deferred tax liabilities | (99,952) | (91,698) |
Customer Lists [Member] | ||
Deferred tax assets | ||
Intangible assets | 220 | |
Deferred tax liabilities | ||
intangible assets | (1,043) | (1,296) |
Non-Compete Agreement [Member] | ||
Deferred tax assets | ||
Intangible assets | 155 | 114 |
Deferred tax liabilities | ||
intangible assets | (100) | |
Trademarks [Member] | ||
Deferred tax assets | ||
Intangible assets | 24 | |
Deferred tax liabilities | ||
intangible assets | (87) | $ (1,074) |
Non-Solicitation Agreements [Member] | ||
Deferred tax liabilities | ||
intangible assets | $ (137) |
Income Taxes (Tax Loss Carryfor
Income Taxes (Tax Loss Carryforwards) (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Income Taxes [Abstract] | |
2023 | $ 1,545 |
2024 | 5 |
2025 | 1,792 |
2026 | 4,331 |
2027 | 21,556 |
Thereafter | 82,749 |
Without due dates | 55,442 |
Total | $ 167,420 |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Thousands | Sep. 22, 2017 | Nov. 09, 2016 | Sep. 02, 2011 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2013 |
Loss Contingencies [Line Items] | ||||||
Reserves for proceeding-related contingencies | $ 7,972 | |||||
Aggregate amount for legal actions for which no loss amount has been accrued | 19,326 | |||||
Loss accrued for reasonably possible legal actions | 0 | |||||
Provision for maximum potential exposure | 3,808 | $ 4,146 | ||||
Maximum potential exposure | 1,365,815 | $ 988,664 | ||||
Brazilian Subsidiaries [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Total amount of claim including accrued interest | 51,400 | |||||
Brazilian Federal Tax Claims [Member] | Brazilian Subsidiaries [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Estimated damage according to exchange rate | 500 | |||||
Approximate additional amount related to asserted taxes and fines | $ 600 | |||||
Ebazar - PIS And COFINS [Member] | Brazilian Subsidiaries [Member] | Tax Year 2012 [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Tax authorities assessed taxes and fines | $ 800 | |||||
MercadoPago.com- PIS And COFINS [Member] | Brazilian Subsidiaries [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Estimated damage according to exchange rate | $ 3,000 | |||||
Approximate additional amount related to asserted taxes and fines | 3,000 | |||||
Percent of tax assessment notice | 60.00% | |||||
Cloud Platform Services [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Purchase Commitment, Amount | $ 30,000 |
Long Term Retention Plan (Narra
Long Term Retention Plan (Narrative) (Details) - LTRP 2019 [Member] | 12 Months Ended |
Dec. 31, 2019$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percent of bonus for fixed payments | 16.66% |
Percent of fixed awards for fixed payments | 16.66% |
Term of fixed payments for eligible employees | 6 years |
Stock price per share, average closing price | $ 322.91 |
Long term retention plan, number of trading days | 60 days |
Long Term Retention Plan (Outst
Long Term Retention Plan (Outstanding Long Term Retention Plans) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
LTRP 2010 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate Intrinsic value | $ 1,721 | ||
Weighted-average remaining contractual life (years) | 3 months | ||
LTRP 2011 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate Intrinsic value | $ 1,738 | $ 3,023 | |
Weighted-average remaining contractual life (years) | 3 months | 9 months | |
LTRP 2012 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate Intrinsic value | $ 2,861 | $ 3,460 | $ 4,469 |
Weighted-average remaining contractual life (years) | 3 months | 9 months | 1 year 3 months |
LTRP 2013 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate Intrinsic value | $ 4,318 | $ 7,524 | |
Weighted-average remaining contractual life (years) | 3 months | 9 months | |
LTRP 2014 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate Intrinsic value | $ 5,086 | $ 6,037 | $ 7,900 |
Weighted-average remaining contractual life (years) | 3 months | 9 months | 1 year 3 months |
LTRP 2015 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate Intrinsic value | $ 10,484 | $ 9,398 | $ 11,022 |
Weighted-average remaining contractual life (years) | 9 months | 1 year 3 months | 1 year 9 months |
LTRP 2016 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate Intrinsic value | $ 19,091 | $ 15,343 | $ 16,949 |
Weighted-average remaining contractual life (years) | 1 year 3 months | 1 year 9 months | 2 years 3 months |
LTRP 2017 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate Intrinsic value | $ 19,654 | $ 14,860 | $ 15,652 |
Weighted-average remaining contractual life (years) | 1 year 9 months | 2 years 3 months | 2 years 9 months |
LTRP 2018 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate Intrinsic value | $ 10,727 | $ 8,135 | |
Weighted-average remaining contractual life (years) | 2 years 3 months | 2 years 10 months 17 days | |
LTRP 2019 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate Intrinsic value | $ 56,322 | ||
Weighted-average remaining contractual life (years) | 2 years 9 months |
Long Term Retention Plan (Long
Long Term Retention Plan (Long Term Retention Plans Accrued Compensation Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Long term retention plan | $ 51,662 | $ 27,525 | $ 35,719 |
LTRP 2009 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Long term retention plan | 29 | ||
LTRP 2010 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Long term retention plan | 24 | 1,050 | |
LTRP 2011 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Long term retention plan | 26 | 766 | 1,668 |
LTRP 2012 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Long term retention plan | 1,755 | 1,398 | 2,300 |
LTRP 2013 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Long term retention plan | 97 | 2,416 | 4,554 |
LTRP 2014 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Long term retention plan | 3,743 | 2,921 | 4,591 |
LTRP 2015 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Long term retention plan | 6,266 | 3,984 | 5,766 |
LTRP 2016 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Long term retention plan | 9,838 | 5,975 | 8,350 |
LTRP 2017 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Long term retention plan | 9,737 | 6,639 | $ 7,411 |
LTRP 2018 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Long term retention plan | 5,089 | $ 3,402 | |
LTRP 2019 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Long term retention plan | $ 15,111 |
Loans Payable And Other Finan_3
Loans Payable And Other Financial Liabilities (Narrative) (Details) | Jul. 01, 2019USD ($)shares | Aug. 24, 2018USD ($)shares | Nov. 30, 2018USD ($) | Aug. 31, 2018USD ($) | Jun. 30, 2014USD ($)$ / sharesshares | Dec. 31, 2019USD ($)flooritem$ / shares$ / itemshares | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Nov. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2018USD ($) | Sep. 30, 2017USD ($) |
Debt Instrument [Line Items] | ||||||||||||
Convertible senior notes, amount converted | $ 343,000,000 | |||||||||||
Unwind of convertible note capped calls | 136,108,000 | |||||||||||
Convertible Senior Notes [Member] | Initial Issuance - 2028 Convertible Senior Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | $ 800,000,000 | |||||||||||
Debt instrument, interest rate | 2.00% | |||||||||||
Converted instrument rate, number of shares per principal amount | shares | 2.2553 | |||||||||||
Converted instrument, principal amount used per conversion | $ 1,000 | |||||||||||
Convertible senior notes, conversion price | $ / shares | $ 443.40 | |||||||||||
Convertible Senior Notes [Member] | Additional Issuance - 2028 Convertible Senior Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | $ 80,000,000 | |||||||||||
Convertible Senior Notes [Member] | 2028 Convertible Senior Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | $ 880,000,000 | $ 880,000,000 | $ 880,000,000 | |||||||||
Debt instrument, interest rate | 2.00% | 2.00% | 2.00% | |||||||||
Debt instrument, maturity date | Aug. 15, 2028 | |||||||||||
Converted instrument rate, number of shares per principal amount | shares | 1,000 | |||||||||||
Debt instrument convertible conversion price, percent | 130.00% | |||||||||||
Amount paid to enter into capped call transactions | $ 11,472,000 | $ 91,784,000 | $ 8,005,000 | $ 88,362,000 | ||||||||
Estimated fair value | $ 1,338,014,000 | |||||||||||
Closing trading amount price per share | $ / item | 100 | |||||||||||
Common stock, closing price per share | $ / shares | $ 571.94 | |||||||||||
Amount of debt extinguished | $ 263,724,000 | |||||||||||
Debt instrument convertible, if-converted value in excess of principal | $ 255,109,000 | |||||||||||
Convertible Senior Notes [Member] | 2019 Convertible Senior Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | $ 330,000,000 | $ 65,987,000 | ||||||||||
Debt instrument, interest rate | 2.25% | 2.25% | ||||||||||
Debt instrument, maturity date | Jul. 1, 2019 | |||||||||||
Converted instrument rate, number of shares per principal amount | shares | 7.9353 | |||||||||||
Converted instrument, principal amount used per conversion | $ 1,000 | |||||||||||
Debt Conversion, Converted Instrument, Amount Not Converted | $ 17,000 | |||||||||||
Convertible senior notes, amount converted | $ 65,961,000 | |||||||||||
Convertible senior notes, conversion price | $ / shares | $ 126.02 | |||||||||||
Amount paid to enter into capped call transactions | $ 19,668,000 | $ 45,692,000 | $ 67,308,000 | |||||||||
Debt Conversion, Converted Instrument, Shares Issued | shares | 523,407,000 | |||||||||||
Debt Conversion, Received And Retired Shares | shares | 131,994 | |||||||||||
Debt conversion, cash paid due to fraction of shares converted | $ 8,000 | |||||||||||
Amount of debt extinguished | $ 263,724,000 | |||||||||||
Cash payment for debt extinguishment | $ 348,123,000 | |||||||||||
Shares issued related to the debt extinguishment | shares | 1,044,298 | |||||||||||
Unwind of convertible note capped calls | $ 14,405,000 | $ 121,703,000 | ||||||||||
30 Day Measurement Period [Member] | Convertible Senior Notes [Member] | 2028 Convertible Senior Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, convertible trading days | item | 20 | |||||||||||
Debt instrument, convertible consecutive trading days | item | 30 | |||||||||||
5 Day Measurement Period [Member] | Convertible Senior Notes [Member] | 2028 Convertible Senior Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, convertible trading days | item | 5 | |||||||||||
Debt instrument, convertible consecutive trading days | floor | 5 | |||||||||||
Percentage of debt conversion price | 98.00% |
Loans Payable And Other Finan_4
Loans Payable And Other Financial Liabilities (Summary Of Loans Payable And Other Financial Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Convertible notes, current | $ 6,649 | $ 64,748 |
Finance lease obligations, current | 2,008 | 1,464 |
Credit card collateralized debt | 17,309 | |
Collateralized debt, current | 43,862 | 7,539 |
Other lines of credit, current | 90 | |
Current loans payable and other financial liabilities | 186,138 | 132,949 |
Convertible notes, noncurrent | 569,305 | 550,126 |
Finance lease obligations, noncurrent | 7,368 | 5,661 |
Collateralized debt, noncurrent | 54,680 | 46,441 |
Non Current loans payable and other financial liabilities | $ 631,353 | 602,228 |
Loan From Bank 2.53% [Member] | ||
Debt Instrument [Line Items] | ||
Debt weight average rate | 2.53% | |
Loans from bank, current | $ 38,780 | 30,065 |
Secured Lines Of Credit 41.24% [Member] | ||
Debt Instrument [Line Items] | ||
Debt weight average rate | 41.24% | |
Lines of credit, current | $ 49,499 | |
Unsecured Line Of Credit 9.11% [Member] | ||
Debt Instrument [Line Items] | ||
Debt weight average rate | 9.11% | |
Lines of credit, current | $ 16,435 | 13,462 |
Unsecured Line Of Credit, Argentine [Member] | ||
Debt Instrument [Line Items] | ||
Lines of credit, current | 8,579 | |
Unsecured Line Of Credit 55.00% [Member] | ||
Debt Instrument [Line Items] | ||
Debt weight average rate | 55.00% | |
Lines of credit, current | $ 9,645 | 4,942 |
Unsecured Line Of Credit 2.47% [Member] | ||
Debt Instrument [Line Items] | ||
Debt weight average rate | 2.47% | |
Lines of credit, current | $ 1,951 | 1,185 |
Unsecured Line Of Credit, Brazilian [Member] | ||
Debt Instrument [Line Items] | ||
Lines of credit, current | $ 875 |
Loans Payable And Other Finan_5
Loans Payable And Other Financial Liabilities (Carrying Amounts of Liability and Equity Components) (Details) - Convertible Senior Notes [Member] - USD ($) | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Aug. 31, 2018 | Jun. 30, 2014 | |
2028 Convertible Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Amount of the equity component | $ 327,305,000 | $ 327,305,000 | ||
Convertible senior notes | 880,000,000 | 880,000,000 | $ 880,000,000 | |
Unamortized debt discount | (301,227,000) | (325,783,000) | ||
Unamortized transaction costs related to the debt component | (9,468,000) | (9,958,000) | ||
Contractual coupon interest accrual | 23,809,000 | 5,867,000 | ||
Contractual coupon interest payment | (17,160,000) | |||
Net carrying amount | $ 575,954,000 | $ 550,126,000 | ||
Convertible senior notes, interest rate | 2.00% | 2.00% | 2.00% | |
Transaction Costs Allocated Between Liability And Equity Components | $ 6,163,000 | |||
Remaining period over which the unamortized debt discount will be amortized | 8 years 8 months 12 days | |||
2019 Convertible Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Amount of the equity component | $ 9,196,000 | |||
Convertible senior notes | 65,987,000 | $ 330,000,000 | ||
Unamortized debt discount | (1,063,000) | |||
Unamortized transaction costs related to the debt component | (176,000) | |||
Contractual coupon interest accrual | 5,447,000 | |||
Contractual coupon interest payment | (5,447,000) | |||
Net carrying amount | $ 64,748,000 | |||
Convertible senior notes, interest rate | 2.25% | 2.25% | ||
Transaction Costs Allocated Between Liability And Equity Components | $ 236,000 | $ 236,000 |
Loans Payable And Other Finan_6
Loans Payable And Other Financial Liabilities (Summary of Interest Expense for Contractual Interest and Accretion of Debt Discount) (Details) - Convertible Senior Notes [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
2028 Convertible Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Contractual coupon interest expense | $ 17,942 | $ 5,867 | |
Amortization of debt discount | 24,556 | 7,686 | |
Amortization of debt issuance costs | 490 | 143 | |
Total interest expense related to the Notes | 42,988 | 13,696 | |
2019 Convertible Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Contractual coupon interest expense | 745 | 5,447 | $ 7,425 |
Amortization of debt discount | 1,063 | 7,424 | 9,628 |
Amortization of debt issuance costs | 176 | 1,188 | 1,459 |
Total interest expense related to the Notes | $ 1,984 | $ 14,059 | $ 18,512 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Venezuelan Operations [Member] | ||
Related Party Transaction [Line Items] | ||
Recognized expenses from party | $ 4,620 | $ 9,519 |
Valuation and Qualifying Acco_3
Valuation and Qualifying Accounts (Summary of Valuation and Qualifying Accounts) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Allowance for Doubtful Accounts [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of year | $ 8,702 | $ 9,821 | $ 10,436 |
Charged / credited to Net income / (loss) | 5,520 | 10,968 | 12,264 |
Charges Utilized/Currency translation adjustments Write-offs and other adjustments | (7,897) | (12,087) | (12,879) |
Balance at end of year | 6,325 | 8,702 | 9,821 |
Credit Cards Receivable Allowance For Chargebacks [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of year | 8,073 | 5,184 | 2,511 |
Charged / credited to Net income / (loss) | 15,673 | 9,199 | 3,422 |
Charges Utilized/Currency translation adjustments Write-offs and other adjustments | (12,436) | (6,310) | (749) |
Balance at end of year | 11,310 | 8,073 | 5,184 |
Loans Receivable Allowance For Uncollectible Accounts [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of year | 6,636 | 4,730 | 110 |
Charged / credited to Net income / (loss) | 64,341 | 27,725 | 5,163 |
Charges Utilized/Currency translation adjustments Write-offs and other adjustments | (50,533) | (25,819) | (543) |
Balance at end of year | 20,444 | 6,636 | 4,730 |
Tax Valuation Allowance [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of year | 15,724 | 15,422 | 8,971 |
Charged / credited to Net income / (loss) | 113,426 | 3,130 | 12,173 |
Charges Utilized/Currency translation adjustments Write-offs and other adjustments | 9,725 | (2,828) | (5,722) |
Balance at end of year | 138,875 | 15,724 | 15,422 |
Contingencies [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of year | 5,813 | 5,902 | 5,587 |
Charged / credited to Net income / (loss) | 10,978 | 7,969 | 6,657 |
Charges Utilized/Currency translation adjustments Write-offs and other adjustments | (8,819) | (8,058) | (6,342) |
Balance at end of year | $ 7,972 | $ 5,813 | $ 5,902 |
Quarterly Financial Data (Sched
Quarterly Financial Data (Schedule of Consolidated Quarterly Financial Information) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Quarterly Financial Data [Abstract] | |||||||||||||||
Net revenues | $ 674,271 | $ 603,031 | $ 545,242 | $ 473,770 | $ 428,019 | $ 355,281 | $ 335,377 | $ 320,976 | $ 358,064 | $ 304,921 | $ 283,882 | $ 269,675 | $ 2,296,314 | $ 1,439,653 | $ 1,216,542 |
Gross profit | 308,347 | 284,342 | 272,430 | 237,004 | 204,783 | 169,718 | 159,749 | 162,758 | 203,363 | 175,827 | 171,554 | 168,856 | 1,102,123 | 697,008 | 719,600 |
Net (loss) income | $ (53,998) | $ (146,082) | $ 16,217 | $ 11,864 | $ (2,337) | $ (10,078) | $ (11,251) | $ (12,919) | $ (67,720) | $ 27,666 | $ 5,316 | $ 48,518 | $ (171,999) | $ (36,585) | $ 13,780 |
Net Income (loss) per share-basic | $ (1.11) | $ (2.96) | $ 0.31 | $ 0.13 | $ (0.05) | $ (0.23) | $ (0.25) | $ (0.29) | $ (1.53) | $ 0.63 | $ 0.12 | $ 1.10 | $ (3.71) | $ (0.82) | $ 0.31 |
Net Income (loss) per share-diluted | $ (1.11) | $ (2.96) | $ 0.31 | $ 0.13 | $ (0.05) | $ (0.23) | $ (0.25) | $ (0.29) | $ (1.53) | $ 0.63 | $ 0.12 | $ 1.10 | $ (3.71) | $ (0.82) | $ 0.31 |
Weighted average shares | |||||||||||||||
Basic | 49,709,955 | 49,710,723 | 49,318,522 | 45,980,255 | 45,202,859 | 44,588,704 | 44,157,364 | 44,157,364 | 44,157,364 | 44,157,364 | 44,157,364 | 44,157,364 | 48,692,906 | 44,529,614 | 44,157,364 |
Diluted | 49,709,955 | 49,710,723 | 49,318,522 | 45,980,255 | 45,202,859 | 44,588,704 | 44,157,364 | 44,157,364 | 44,157,364 | 44,157,364 | 44,157,364 | 44,157,364 | 48,692,906 | 44,529,614 | 44,157,364 |
Securitization Transactions (Na
Securitization Transactions (Narrative) (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Brazil [Member] | |
Debt Instrument [Line Items] | |
Collateralized debt | $ 61,232 |
Brazil [Member] | Collateralized Debt, Due June 2021 [Member] | |
Debt Instrument [Line Items] | |
Collateralized debt | $ 15,050 |
Debt term | 36 months |
Brazil [Member] | Collateralized Debt, Due May 2021 [Member] | |
Debt Instrument [Line Items] | |
Collateralized debt | $ 46,182 |
Debt term | 30 months |
Argentina [Member] | |
Debt Instrument [Line Items] | |
Collateralized debt | $ 11,643 |
Argentina [Member] | Collateralized Debt, Due January 2020 [Member] | |
Debt Instrument [Line Items] | |
Collateralized debt | $ 672 |
Debt term | 8 months |
Argentina [Member] | Collateralized Debt, Due April 2020 [Member] | |
Debt Instrument [Line Items] | |
Collateralized debt | $ 1,858 |
Debt term | 9 months |
Argentina [Member] | Collateralized Debt, Due May 2020 [Member] | |
Debt Instrument [Line Items] | |
Collateralized debt | $ 4,748 |
Debt term | 5 months |
Argentina [Member] | Collateralized Debt, Due August 2020 [Member] | |
Debt Instrument [Line Items] | |
Collateralized debt | $ 4,365 |
Debt term | 9 months |
Argentina [Member] | Collateralized Debt, Due November 2022 [Member] | |
Debt Instrument [Line Items] | |
Collateralized debt | $ 25,667 |
Basis spread on variable rate | 3.34% |
Debt term | 36 months |
Maximum [Member] | Argentina [Member] | Collateralized Debt, Due January 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, interest rate | 52.00% |
Maximum [Member] | Argentina [Member] | Collateralized Debt, Due April 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, interest rate | 51.00% |
Maximum [Member] | Argentina [Member] | Collateralized Debt, Due May 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, interest rate | 48.00% |
Maximum [Member] | Argentina [Member] | Collateralized Debt, Due August 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, interest rate | 50.00% |
Minimum [Member] | Argentina [Member] | Collateralized Debt, Due January 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, interest rate | 37.00% |
Minimum [Member] | Argentina [Member] | Collateralized Debt, Due April 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, interest rate | 36.00% |
Minimum [Member] | Argentina [Member] | Collateralized Debt, Due May 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, interest rate | 33.00% |
Minimum [Member] | Argentina [Member] | Collateralized Debt, Due August 2020 [Member] | |
Debt Instrument [Line Items] | |
Debt instrument, interest rate | 40.00% |
Brazilian DI Rate [Member] | Brazil [Member] | Collateralized Debt, Due June 2021 [Member] | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 3.50% |
Brazilian DI Rate [Member] | Brazil [Member] | Collateralized Debt, Due May 2021 [Member] | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 3.25% |
BADLAR Rate [Member] | Argentina [Member] | Collateralized Debt, Due January 2020 [Member] | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 2.00% |
BADLAR Rate [Member] | Argentina [Member] | Collateralized Debt, Due April 2020 [Member] | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 2.00% |
BADLAR Rate [Member] | Argentina [Member] | Collateralized Debt, Due May 2020 [Member] | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 2.00% |
BADLAR Rate [Member] | Argentina [Member] | Collateralized Debt, Due August 2020 [Member] | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 2.00% |
Securitization Transactions (As
Securitization Transactions (Assets And Liabilities Of The Trust) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Securitization Transactions [Line Items] | ||
Restricted cash and cash equivalents | $ 66,684 | $ 24,363 |
Loans receivable, net | 182,105 | 95,778 |
Total current assets | 3,788,856 | 1,511,123 |
Loans receivable, net | 6,439 | |
Total non-current assets | 992,835 | 728,396 |
Total assets | 4,781,691 | 2,239,519 |
Accounts payable and accrued expenses | 372,309 | 266,759 |
Loans payable and other financial liabilities | 186,138 | 132,949 |
Total current liabilities | 1,752,320 | 1,166,224 |
Loans payable and other financial liabilities | 631,353 | 602,228 |
Total non-current liabilities | 947,408 | 736,595 |
Total liabilities | 2,699,728 | 1,902,819 |
Trust Created In Brazil [Member] | ||
Securitization Transactions [Line Items] | ||
Restricted cash and cash equivalents | 37,424 | 24,363 |
Loans receivable, net | 104,419 | 51,471 |
Total current assets | 141,843 | 75,834 |
Loans receivable, net | 4,395 | |
Total non-current assets | 4,395 | |
Total assets | 146,238 | 75,834 |
Accounts payable and accrued expenses | 128 | 113 |
Loans payable and other financial liabilities | 43,862 | 7,539 |
Total current liabilities | 43,990 | 7,652 |
Loans payable and other financial liabilities | 54,680 | 46,441 |
Total non-current liabilities | 54,680 | 46,441 |
Total liabilities | $ 98,670 | $ 54,093 |
Equity Offerings (Details)
Equity Offerings (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 29, 2019 | Mar. 15, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Class of Stock [Line Items] | ||||
Stock Issued During Period, Value, New Issues | $ 1,867,215 | $ 343,000 | ||
Common stock, par value | $ 0.001 | $ 0.001 | ||
Redeemable convertible preferred stock, Par Value | $ 0.001 | $ 0.001 | $ 0.001 | |
Funds raised from aggregate issuance | $ 1,965,903 | |||
Equity, issuance cost | $ 34,097 | |||
Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Common Stock Value At Offering | $ 1,150,000 | |||
Common Stock Value At Offering, Per Share | $ 480 | |||
Stock Issued During Period, Shares, New Issues | 2,395,834 | |||
Common Stock Value At Offering, Underwriters' Option, Additional Shares Value | $ 150,000 | |||
Common stock, par value | $ 0.001 | |||
PayPay, Inc. [Member] | Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Common Stock Value At Offering, Per Share | $ 436.10 | |||
Stock Issued During Period, Value, New Issues | $ 750,000 | |||
Stock Issued During Period, Shares, New Issues | 1,719,790 | |||
Dragoneer Investment Group [Member] | Series A Preferred Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Stock Issued During Period, Value, New Issues | $ 100,000 | |||
Stock Issued During Period, Shares, New Issues | 100,000 | |||
Redeemable convertible preferred stock, Par Value | $ 0.001 |
Leases (Supplemental Balance Sh
Leases (Supplemental Balance Sheet Information Related To Leases) (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | |
Operating lease right-of-use assets | $ 200,449 |
Operating lease liabilities | 199,932 |
Finance Leases | 9,376 |
Amortization depreciation | (1,514) |
Accumulated Depreciation [Member] | |
Lessee, Lease, Description [Line Items] | |
Amortization depreciation | (1,563) |
Property And Equipment, At Cost [Member] | |
Lessee, Lease, Description [Line Items] | |
Finance Leases | 10,952 |
Property And Equipment, Net [Member] | |
Lessee, Lease, Description [Line Items] | |
Finance Leases | 9,389 |
Loans Payable And Other Financial Liabilities [Member] | |
Lessee, Lease, Description [Line Items] | |
Finance Leases | $ 9,376 |
Leases (Summary Of Weighted Ave
Leases (Summary Of Weighted Average Remaining Lease Term And Discount Rate) (Details) | Dec. 31, 2019 | |
Leases [Abstract] | ||
Weighted average remaining lease term, Operating leases | 9 years | |
Weighted average remaining lease term, Finance leases | 4 years | |
Weighted average discount rate, Operating leases | 11.90% | [1] |
Weighted average discount rate, Finance leases | 27.10% | [1] |
[1] | Includes discount rates of leases in local currency and U.S dollar. |
Leases (Components Of Lease Exp
Leases (Components Of Lease Expense) (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating lease cost | $ 29,515 |
Depreciation of property and equipment | 1,514 |
Interest on lease liabilities | 1,798 |
Total finance lease cost | $ 3,312 |
Leases (Supplemental Cash Flow
Leases (Supplemental Cash Flow Information Related To Leases) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Leases [Abstract] | |||
Operating cash flows from operating leases | $ 25,381 | ||
Financing cash flows from finance leases | 1,929 | $ 323 | |
Right-of-use assets obtained in exchange for lease obligations: Operating leases | 93,160 | ||
Right-of-use assets obtained in exchange for lease obligations: Finance leases | $ 4,496 |
Leases (Maturities Of Lease Lia
Leases (Maturities Of Lease Liabilities) (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
Operating Leases, One year or less | $ 37,689 |
Operating Leases, One year to two years | 37,211 |
Operating Leases, Two years to three years | 35,004 |
Operating Leases, Three years to four years | 31,888 |
Operating Leases, Fours years to five years | 31,028 |
Operating Leases, Thereafter | 135,875 |
Operating Leases, Total lease payments | 308,695 |
Operating Leases, Less imputed interest | (108,763) |
Operating leases, Total | 199,932 |
Finance Leases, One year or less | 4,348 |
Finance Leases, One year to two years | 4,134 |
Finance Leases, Two years to three years | 4,134 |
Finance Leases, Three years to four years | 2,768 |
Finance Leases, Fours years to five years | 722 |
Finance Leases, Total lease payments | 16,106 |
Finance Leases, Less imputed interest | (6,730) |
Finance Leases, Total | $ 9,376 |
Derivative Instruments (Narrati
Derivative Instruments (Narrative) (Details) - USD ($) $ in Thousands | Jul. 31, 2020 | Jun. 30, 2020 | May 31, 2020 | Apr. 30, 2020 | Mar. 31, 2020 | Feb. 29, 2020 | Jan. 31, 2020 |
Forecast [Member] | Foreign Exchange Contracts, Forecasted Purchases Of MPOS Devices [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative, Notional Amount | $ 1,547 | $ 1,443 | $ 1,171 | $ 1,604 | $ 2,089 | ||
Forecast [Member] | Foreign Exchange Contract In US Dollars [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative, Notional Amount | $ 18,600 | $ 10,000 | $ 6,200 | $ 23,300 | |||
Subsequent Events [Member] | Foreign Exchange Contracts, Forecasted Purchases Of MPOS Devices [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative, Notional Amount | $ 6,382 | ||||||
Subsequent Events [Member] | Foreign Exchange Contract In US Dollars [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative, Notional Amount | $ 10,000 |
Derivative Instruments (Summary
Derivative Instruments (Summary Of Outstanding Derivative Instruments) (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Other Current Liabilities [Member] | Designated as Hedging Instrument [Member] | |
Derivatives, Fair Value [Line Items] | |
Derivative assets | $ 251 |
Other Current Assets [Member] | Not Designated as Hedging Instrument [Member] | |
Derivatives, Fair Value [Line Items] | |
Derivative assets | $ 1,249 |
Derivative Instruments (Fair Va
Derivative Instruments (Fair Value Of Derivative Instruments) (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Derivative Instruments [Abstract] | |
Foreign exchange contracts not designated as hedging instruments recognized in interest and other, net | $ 301 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Subsequent Events [Abstract] | |
Amount to be deposited if regulation had been in force at end of period | $ 126,893 |