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Naver Financial, Dunamu delay share swap again to Dec. 31

Naver Financial, Dunamu delay share swap again to Dec. 31

The all-stock deal remains subject to South Korean antitrust and shareholder-approval reviews, while weakening Upbit earnings and a planned crypto-gains tax add pressure around the transaction.

Fact Check
Four independent sources, including two established Korean financial outlets (MK/Maeil Business and Financial News), confirm every element of the claim: the all-stock share swap was delayed again to Dec. 31, 2026 (from Sept. 30); completion hinges on multiple South Korean regulatory approvals (KFTC business combination review, Credit Information Act major shareholder change, Specific Financial Transaction Information Act report); and the proposed Digital Asset Basic Act — including debated caps on major exchange shareholders — may reshape or derail the deal. Crypto Briefing specifically references potential caps on single-entity stakes in exchange operators. The consistency across primary and secondary sources supports a high-confidence true assessment.
Summary

Naver Financial and Dunamu have postponed the closing of their all-stock share swap for a second time, pushing the expected completion date to Dec. 31 from Sept. 30 after an earlier delay. Naver also moved the extraordinary shareholders’ meeting to approve the comprehensive stock swap to Nov. 19 from Aug. 18, while the objection period for existing shareholders was reset to Nov. 4-18 and the payment date for stock-purchase claims shifted to Dec. 16. The exchange ratio remains unchanged at 2.5422618 Naver Financial shares for each Dunamu share, with per-share valuations of 439,252 won for Dunamu and 172,780 won for Naver Financial. Completion still depends on approval from South Korea’s Fair Trade Commission under the Monopoly Regulation and Fair Trade Act, approval of the change in Naver Financial’s largest shareholder under the Credit Information Act, and acceptance of Dunamu’s filing on its major shareholder change under the Specific Financial Transaction Information Act. Dunamu has said delays in those reviews could lead to further postponement or cancellation. The transaction would make Upbit operator Dunamu a wholly owned subsidiary of Naver Financial, which said the acquisition is intended to build a growth engine around digital assets. The deal also comes as Dunamu faces pressure from falling trading volumes, with first-quarter 2026 operating profit down 78% year-on-year to 88 billion won, while South Korea prepares a 22% crypto-gains tax due to take effect in January 2027.

Terms & Concepts
  • all-stock share swap: A transaction in which an acquirer uses its own shares, rather than cash, to buy another company.
  • antitrust review: A regulatory assessment of whether a merger or acquisition could harm competition in a market.
  • crypto-gains tax: A tax on profits made from selling digital assets at a gain.