Q3 2010 · NASDAQ · Nov 20, 2010

MELI It Just Made Payments Free in Its Two Biggest Markets — And Every Segment Margin Absorbed the Bill

MercadoLibre's Q3 2010 10-Q shows revenue growth crashing to 10.6% (from Q2's 28.4%) as the company stopped charging buyers for MercadoPago in Brazil and Argentina and simultaneously retired the Marketplace-vs-Payments segment split this coverage had been using to track a worsening take-rate story. Every country segment's direct-contribution margin took a hit except Venezuela's, consolidated direct contribution fell 8.7 points, and the blended tax rate reversed sharply on a one-time item even as the effective rate kept climbing. The stock rallied 37.4% in a single quarter to a new high of $72.18, and for the first time in this coverage even the bull-case DCF no longer clears the market price.

MercadoLibre Gave Away the Thing It Used to Charge For

Net revenue for the third quarter of 2010 came in at $55.95 million, up just 10.6% from $50.60 million a year earlier — a sharp deceleration from Q2 2010's 28.4%, and by far the steepest single-quarter growth drop this coverage has tracked. The immediate cause isn't a demand problem: gross merchandise volume (GMV) still grew 12.3%, and measured in local currencies revenue actually grew 23.2%. The gap is a deliberate pricing decision. Starting with MercadoPago 3.0's full Brazilian launch on July 16, 2010 (following Argentina, Chile, and Colombia earlier), MercadoLibre stopped charging buyers a separate fee for using MercadoPago on Marketplace transactions in its two largest markets, betting that free payments would drive faster adoption than a fee ever could.

That decision also explains why this is the first quarter in this coverage without a Marketplace-vs-Payments segment breakdown at all: with payments revenue in Brazil and Argentina no longer material enough to stand alone, MercadoLibre retired the two-segment structure entirely and now reports only by country (Brazil, Argentina, Mexico, Venezuela, Other Countries) — see Beyond the Usual below for why that timing matters. What the new country-level breakdown shows instead: direct contribution margin fell in every segment except Venezuela, most severely in Brazil (38.1% vs. 50.7% a year earlier, -12.6 points) and Argentina (50.4% vs. 57.3%, -6.8 points) — precisely the two markets where payments went free. Consolidated direct contribution margin fell to 42.1% from 50.8%, an 8.7-point compression. Income from operations still grew, up 1.7% to $19.31 million, but margin contracted 3.0 points to 34.5% from 37.5% — the first consolidated operating-margin contraction this coverage has recorded, arrested only because "operating expenses and indirect costs of net revenues" (the shared corporate overhead not allocated to segments) fell 36.8% to $4.25 million, likely reflecting some MercadoPago-related costs shifting from a corporate line into segment direct costs under the new structure.

The Prescription

MercadoLibre should hold its nerve on free MercadoPago in Brazil and Argentina through at least another full quarter before declaring victory or retreating — a mid-quarter July 16 launch means this quarter's -12.6 point Brazil margin hit is still a partial read, and the entire bet only pays off if free payments meaningfully lift MercadoPago adoption and off-platform transaction volume enough to eventually outgrow the fee revenue given up. The company owes investors a specific adoption metric (transacting-user penetration of MercadoPago, or off-platform volume growth) to prove the trade is working, rather than leaving readers to infer it from a segment margin table that just got harder to read.

What it should stop doing: retiring a segment disclosure at the exact moment the underlying economics of that segment got worse, not better. This coverage has now lost the ability to see a standalone MercadoPago P&L right as the strategic bet on free payments makes that visibility more valuable, not less — a company confident the bet is working has every reason to keep disclosing the number that would prove it.

Key Financial Metrics

Three months ended September 30, 2010 vs. three months ended September 30, 2009 - consolidated, reported in USD (MercadoLibre reports natively in dollars; no FX conversion is needed)

Metric Q3 2010 Q3 2009 YoY
Net revenues $55.95M $50.60M ⚠️ +10.6% (+23.2% at constant currency) — sharpest deceleration in this coverage
Cost of net revenues $(11.45)M $(10.39)M ⚠️ +10.2%
Gross profit (79.5% margin) $44.50M $40.21M (79.5% margin) ✅ +10.7%, margin flat
Income from operations» (34.5% margin) $19.31M $18.98M (37.5% margin) ⚠️ +1.7%, margin -3.0pp
Adjusted EBITDA not disclosed not disclosed ⚠️ fourteenth straight filing undisclosed
Blended tax rate 4.9% 20.5% ✅ -15.6pp, but see below - a one-time reversal, not a trend
Effective tax rate 32.1% 30.8% ⚠️ +1.3pp - the more representative rate kept climbing
Net income» $18.79M $9.85M ✅ +90.7%
Diluted EPS $0.43 $0.22 ✅ +95.5%
Operating cash flow ~$15.90M ~$13.88M ✅ +14.6%
Free cash flow» (OCF less capex) ~$9.25M ~$13.09M 🔴 -29.3%
Cash, ST & LT investments (period end) $116.89M $77.51M ✅ +50.8%
Loans payable (period end) $0.31M $9.39M ✅ -96.7% YoY, up 43% from Q2 2010's $0.22M

Operating cash flow and free cash flow are both derived: MercadoLibre discloses cash flows only on a nine-month cumulative basis, so this quarter's figures are the nine-month total of $41.99 million operating cash flow (less $10.55 million of capital expenditures) minus the already-reported six-month 2010 figures of $26.09 million and $3.91 million respectively. The resulting $6.64 million of Q3 capex alone is more than triple the prior quarter's, driven mainly by the new Buenos Aires headquarters building (see Beyond the Usual) — which is also why free cash flow fell 29.3% year-over-year even as operating cash flow rose.

The blended tax rate reversal looks dramatic but is a one-time item, not a change in trend: a $4.6 million reversal of a Brazilian tax valuation allowance in the quarter cut the blended rate to 4.9%. The effective tax rate - which strips out deferred-tax and IETU effects and is the more comparable measure across quarters - actually rose again, to 32.1% from 30.8%, continuing the climb Q1 and Q2 2010 both flagged, on growing Brazilian taxable income (34% statutory rate) and the Mexican subsidiary now accruing tax after exhausting its loss carryforwards.

Revenue growth crashed from 28.4% to 10.6% as MercadoPago went free in Brazil and Argentina, operating margin contracted for the first time in this coverage, and free cash flow fell 29.3% on a HQ-building capex spike - while net income still surged 90.7%, almost entirely on a one-time tax item that masks a still-rising effective rate.

Key Operational Metrics

Three months ended September 30, 2010 vs. three months ended September 30, 2009

Metric Q3 2010 Q3 2009 YoY
Gross merchandise volume» (GMV) $888.1M $791.0M ✅ +12.3%
Total payment volume» (TPV) $189.9M $114.0M ✅ +66.6%
Confirmed registered users (cumulative, period end) 50.2M 40.2M ✅ +24.9%
New confirmed registered users (in period) 2.8M 2.4M ✅ +16.7%
Items sold 10.4M 8.0M ✅ +30.0%
Blended take rate (net revenues / GMV) 6.3% 6.4% ⚠️ -0.1pp

The blended take rate above is a new, coarser metric this quarter - see Beyond the Usual for why the Marketplace-only and MercadoPago-only take rates this coverage tracked through Q2 2010 can no longer be isolated. TPV still grew far faster than GMV (+66.6% vs. +12.3%), meaning MercadoPago keeps taking share of every dollar transacted on the platform even as it now does so largely without charging on-platform buyers directly for it - the free-payments bet described above.

Five Country Segments, and For the First Time Every Country's Margin Is in Play

MercadoLibre now reports five geographic segments - Brazil, Argentina, Mexico, Venezuela, and Other Countries - with no separate payments segment; see The Real Driver above for why. Direct contribution consists of net revenues less the costs segment managers directly control (marketing, customer support, headcount); shared corporate costs are excluded.

Segment Q3 2010 Revenue YoY Revenue Direct contribution margin, Q3 2010 Direct contribution margin, Q3 2009 Margin change
Brazil $31.08M ✅ +14.2% 38.1% 50.7% 🔴 -12.6pp
Argentina $10.80M ✅ +43.8% 50.4% 57.3% 🔴 -6.8pp
Mexico $4.72M ✅ +14.6% 38.3% 39.1% ⚠️ -0.8pp
Venezuela $5.76M 🔴 -34.8% 54.0% 52.8% ✅ +1.2pp
Other Countries $3.59M ✅ +22.6% 37.8% 46.2% 🔴 -8.4pp
Total $55.95M ✅ +10.6% 42.1% 50.8% 🔴 -8.7pp

Venezuela is again the only segment down in reported dollars (local-currency revenue there actually grew 60.8%), a re-measurement effect flagged in every quarter this coverage has covered since Q4 2009 - and it's also the only segment whose margin improved, because MercadoPago 2.0 (the fee-charging version) is still in place in Venezuela and Mexico, which is not a coincidence: those are the two segments that didn't give payments away this quarter, and they're the two segments whose margins held up or improved. Brazil and Argentina - the two markets where payments went free - are exactly the two segments that took the biggest margin hits, and Brazil's is a partial-quarter read given the July 16 launch date, meaning Q4 2010 will show the first full-quarter effect.

A 37% Rally in a Single Quarter

MELI closed September 30, 2010 at $72.18, up 37.4% from the June 30, 2010 close of $52.55 - easily the largest single-quarter move this coverage has tracked, and a new high eclipsing the prior quarter's own two-year high. Zoomed out over the two years ending this quarter, the stock traded as low as $12.32 (November 2008, near the bottom of the financial crisis), meaning the round trip from trough to this quarter's close is now roughly 486%. MercadoLibre has never split its common stock since its August 2007 IPO, so none of these are split-adjusted figures. The rally happened entirely against a quarter that just posted this coverage's weakest revenue growth and its first-ever consolidated margin contraction - a genuine disconnect between what the market paid up for and what the numbers underneath it actually did.

Target Valuation Range

DCF fair-value enterprise value of roughly $937.8 million (base case) to $2,047.8 million (bull case), against an actual enterprise value of $3,068.5 million - for the first time in this coverage, even the bull-case DCF no longer clears the market price, as the 37.4% rally this quarter pushed the stock so far ahead of trailing cash flow that MercadoLibre now looks overvalued in every scenario run here, not just the base case.

September 30, 2010's $72.18 close was a 37.4% rally in one quarter, pushing enterprise value up sharply and far outpacing any plausible growth in the underlying business.

Market cap → enterprise value Q3 2010
Share price (period-end) $72.18
Shares outstanding 44,131,376
Market capitalization $3,185.4M
Less: cash, ST & LT investments $116.89M
Enterprise value $3,068.5M
Peer-multiple sanity check Q2 2010 Q3 2010 Change
TTM Net Revenue $198.1M $203.4M -
Enterprise value $2,210.0M $3,068.5M 🔴 up 38.9% in one quarter
EV/Sales 11.2x 15.1x 🔴 up
P/E 54.7x 62.0x 🔴 up
TTM Free cash flow $57.6M $53.7M (lower base - HQ-building capex spike) -
EV/FCF 38.4x 57.1x 🔴 up sharply

Every multiple expanded this quarter, unlike Q2's mixed picture - the stock rallied faster than any measure of the underlying business grew. There still isn't a directly comparable public company in this coverage to run against these multiples.

DCF (base/bull, illustrative) - base case starts from trailing revenue of $203.4 million and trailing FCF of $53.7 million (26.4% margin, down from Q2's 29.1% - the free-payments margin hit shows up here too), projecting growth decelerating from 15% toward 8% over five years (a materially slower opening assumption than Q2's 24%, given this quarter's own reported growth crashed to 10.6%) with FCF margin recovering to 30%, a 13% discount rate, and 4% terminal growth. Bull case holds growth at 22%/19%/16%/14%/12% (still below Q2's bull-case 30% opening), FCF margin expanding to 36%, an 11% discount rate, and 5% terminal growth:

Scenario Key assumption Implied enterprise value
Current (Q3 2010 close) — actual market price, for reference $3,068.5M
Base Growth decelerating 15%→8% over 5yrs; FCF margin to 30%; 13% discount rate, 4% terminal growth ~$937.8M (~31% of current EV)
Bull Growth held 22%→12% over 5yrs; FCF margin to 36%; 11% discount rate, 5% terminal growth ~$2,047.8M (~67% of current EV)

For the first time in this coverage, even the bull case no longer clears the market price - a materially wider gap than Q2 2010's base case at 55%.

Reverse DCF: holding the 13% discount rate and solving for the perpetual FCF growth rate that would justify today's $3,068.5 million enterprise value on the current $53.7 million FCF base gives roughly 11.1% growth, forever - up from Q2 2010's 10.1%, and a genuinely demanding bar given this quarter's own reported revenue growth was 10.6% and decelerating.

The base case says MercadoLibre is priced for far more growth than a quarter that just posted its weakest revenue growth and first margin contraction can support. The real update this quarter isn't the base case - it's that the bull case, which had cleared the price by a widening margin every prior quarter, no longer does.

Beyond the Usual

MercadoLibre retired its Payments segment disclosure the same quarter every country's margin (except one) got worse

Through Q2 2010, MercadoLibre reported two segments - Marketplace and Payments - and this coverage had flagged Payments' direct-contribution margin posting its first-ever decline that quarter. Starting this quarter, the company eliminated that split entirely, citing the shift to free MercadoPago pricing in Brazil and Argentina as making payments revenue no longer material enough to report standalone. The timing means this coverage lost the one disclosure that had been tracking a worsening trend right as the trend got measurably worse: under the new country-level segments, direct contribution margin fell in four of five segments this quarter, most severely in the two markets (Brazil, Argentina) where payments went free. A segment redefinition that happens to remove visibility into a business line just as its economics deteriorate is exactly the kind of change worth treating skeptically, independent of whether the underlying strategic rationale (driving MercadoPago adoption via free pricing) is sound.

MercadoLibre stopped disclosing a standalone Payments segment the same quarter its country segments' direct-contribution margins fell across the board (Brazil -12.6pp, Argentina -6.8pp, Other Countries -8.4pp) - the exact trend this coverage had been using that disclosure to track.

The litigation reserve reversed course, growing for the first time in this coverage

After falling for two straight quarters to $981,595 at Q2 2010, MercadoLibre's reserve for probable-loss legal actions rose to $1,253,486 as of September 30, 2010 - a $271,891 increase. Pending Brazilian ordinary-court cases also rose, to 341 from 318 at Q2 2010 (46 new cases filed in the quarter, versus 36 the quarter before), though pending consumer-court cases were reported at "more than 1,550," down from "more than 1,832" at Q2 2010 - a genuine decrease in that headline count worth watching for whether it holds up as a real trend or is a reporting-basis change, since the ordinary-court case count and the reserve both moved the opposite direction in the same quarter.

The proceeding-related loss reserve grew for the first time in this coverage after two straight quarters of decline, even as one litigation headline count (Brazilian consumer-court cases) fell - a mixed signal worth checking again next quarter rather than assuming either direction is now the trend.

MercadoLibre also disclosed a new trademark suit this quarter: on August 25, 2010, Citizen Watch do Brasil S/A sued the Brazilian subsidiary over allegedly counterfeit Citizen-branded watches sold through the site, obtained an injunction with a $6,000-per-day non-compliance penalty on September 23, and had that injunction suspended on October 22, 2010 (after quarter-end, on MercadoLibre's appeal). The long-running Nike trademark suit continued in its evidence-production phase with no material change this quarter, and the São Paulo platform-liability case remains in the same suspended-pending-appeal posture it has held since November 2009 - now well into its second year unresolved.

MercadoLibre pre-sold its installment-related credit financing receivables to financial institutions starting this quarter, a change made "to better manage credit risk and to generate increased predictability of the associated cost." The practical effect: the interest expense that used to sit in "Other income (expenses)" tied to carrying that credit risk (it ran $3.9 million in Q3 2009 alone) is now gone entirely, replaced by a net collected amount folded straight into net revenues. This is a genuine business-model shift in how MercadoLibre finances buyer installment plans, not just a presentation change, and it's part of why interest expense and other financial charges fell to $0.57 million this quarter from $3.87 million a year earlier.

MercadoLibre's new Buenos Aires headquarters building, under construction since a 2008 real estate trust commitment, was handed over on August 31, 2010. The company reclassified its $8.89 million investment from "Long-term investments" to "Property and equipment" and began incurring the additional buildout costs needed to make the building usable, alongside a $1.62 million value-added-tax credit generated by the transaction. Depreciation won't start until the building is actually ready for use, over a 50-year straight-line schedule once it does - a multi-decade fixed-asset commitment that barely registered as a footnote until this quarter, when the investment finally moved from an off-balance-sheet-adjacent line to hard property and equipment.

MercadoLibre's total contractual obligations as of September 30, 2010 - capital leases, operating leases (mostly office space and Argentine company cars), and purchase obligations (advertising minimums, capital expenditures, and the remaining real-estate-trust commitment) - come to $8.6 million, only $0.3 million of which shows up as an on-balance-sheet capital lease liability. The remaining $8.3 million of operating-lease and purchase-obligation commitments sit entirely off the balance sheet, disclosed only in this footnote table.

Coverage Table

Theme Q3 2010 Q3 2009 YoY Why it matters
Net revenue (reported / local-currency) $56.0M / local +23.2% $50.6M ⚠️ +10.6% reported Sharpest deceleration in this coverage, driven by the free-payments pricing shift
Income from operations $19.31M (34.5% margin) $18.98M (37.5% margin) ⚠️ +1.7%, margin -3.0pp First consolidated operating-margin contraction this coverage has recorded
Consolidated direct contribution margin 42.1% 50.8% 🔴 -8.7pp Four of five country segments' margins fell this quarter
Effective tax rate 32.1% 30.8% ⚠️ +1.3pp Keeps climbing even as the headline blended rate reversed on a one-time item
Free cash flow ~$9.25M ~$13.09M 🔴 -29.3% Fell on a HQ-building capex spike, despite operating cash flow rising
EV/FCF ~57.1x n/a - Up from Q2 2010's ~38.4x; every valuation multiple expanded this quarter

MercadoLibre, Inc.'s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2010, filed with the U.S. Securities and Exchange Commission and signed November 5, 2010 by CEO Marcos Galperín and CFO Hernán Kazah. Historical MELI share price data covers month-end closes from September 2008 through September 2010; MercadoLibre has never split its common stock since its IPO, so no split adjustment applies to these figures.