8-KLeadership Changes

MERCADOLIBRE INC 8-K Report, Executive Changes (Apr 24, 2012)

Filed April 24, 2012For Securities:MELI

Summary

MercadoLibre, Inc. (MELI) filed an 8-K on April 23, 2012, reporting a change in its Board of Directors. Anton J. Levy resigned from his position as a Class I director and as a member of the Audit Committee, effective immediately. Mr. Levy's departure was attributed to a reduction in General Atlantic's investment in the company, and importantly, was stated to be unrelated to any disagreements concerning the company's operations or policies. In conjunction with Mr. Levy's resignation, the Board appointed Susan L. Segal as a new Class I director and a member of the Audit Committee. Ms. Segal brings extensive experience in Latin American finance and investment, having previously held senior roles at JPMorgan Partners/Chase Capital Partners and served as president and CEO of the Americas Society and Council of the Americas. Her appointment is seen as a strategic move to bring seasoned financial expertise to the board, particularly relevant given MercadoLibre's operations in Latin America. The company has confirmed Ms. Segal meets independence requirements and her compensation will align with the existing director compensation program.

Key Highlights

  • 1Anton J. Levy resigned from the Board of Directors and the Audit Committee, effective April 23, 2012.
  • 2Mr. Levy's resignation is a result of a reduction in General Atlantic's investment in MercadoLibre.
  • 3Mr. Levy's departure was not due to any disagreements with the company regarding its operations, policies, or practices.
  • 4Susan L. Segal was appointed as a new Class I director and joined the Audit Committee, effective immediately.
  • 5Ms. Segal has significant experience in private equity, venture capital, and investment banking focused on Latin America.
  • 6Ms. Segal previously served as a director of MercadoLibre from 1999 to 2002.
  • 7Ms. Segal has been determined to be an independent director and will receive standard director compensation.

Frequently Asked Questions

Anton J. Levy resigned from the board and the Audit Committee due to a reduction in General Atlantic's investment in MercadoLibre. The company stated this was not due to any disagreements about the company's operations, policies, or practices.

Susan L. Segal was appointed as a new Class I director and a member of the Audit Committee to replace Anton J. Levy.

Ms. Segal has over 30 years of experience in the private sector, focusing on investment advisory, venture capital, and investment banking in Latin America and the U.S. Hispanic market. She has held significant roles at JPMorgan Partners/Chase Capital Partners and currently leads the Americas Society and Council of the Americas. Her extensive financial expertise in the region is highly relevant to MercadoLibre's business.

The company has confirmed that Ms. Segal qualifies as independent according to Nasdaq listing requirements and MercadoLibre's Corporate Governance Guidelines. Her appointment is effective immediately, and she will receive compensation consistent with other independent directors, ensuring continuity in governance standards.