Naver Financial and Dunamu Push Share Swap Deadline to December Amid Regulatory Hurdles
Naver Financial and Dunamu have postponed their planned share swap for a second time, moving the expected completion date to December 31 as they continue to await multiple regulatory approvals in South Korea. The delay follows an earlier schedule revision in March that pushed the target from June 30 to September 30.
Despite the revised timeline, both companies confirmed that the agreed exchange ratio remains unchanged. Under the all-stock transaction, each Dunamu share will be exchanged for 2.5422618 shares issued by Naver Financial upon completion.
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Regulatory Approvals Remain the Primary Obstacle
Dunamu disclosed in a regulatory filing that several government approvals remain necessary before the transaction can be finalized. These include clearance from South Korea’s Fair Trade Commission regarding the proposed business combination, approval for changes involving major shareholders under the Credit Information Act, and notification procedures under the Act on Reporting and Use of Specific Financial Transaction Information.
The company stated that regulatory reviews could still extend beyond current expectations, potentially causing additional delays or preventing the transaction altogether. Dunamu emphasized that completion depends entirely on government approval processes rather than changes to the agreed commercial terms or exchange ratio.
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Digital Asset Legislation Adds Further Uncertainty
Beyond regulatory reviews, the proposed Digital Asset Basic Act currently under discussion in South Korea’s National Assembly could also influence the transaction’s structure or completion. Dunamu noted that future legislation and implementing regulations could affect both the timeline and the eventual outcome after approval.
Market observers have closely followed the proposed transaction because Dunamu operates Upbit, South Korea’s largest cryptocurrency exchange by trading volume. Regulators have examined whether the combination could increase market concentration within the country’s digital asset industry.
Earlier this year, South Korea’s Financial Supervisory Service requested corrections to Dunamu’s merger-related disclosures after identifying omitted corporate restructuring information. The regulator instructed the company to provide additional details considered important for investors evaluating the proposed share exchange.
Naver Financial continues pursuing the acquisition strategy while waiting for authorities to complete all remaining approval procedures before year-end. Although the latest postponement extends uncertainty, both companies have maintained their commitment to completing the transaction once regulatory requirements are fully satisfied.
Frequently Asked Questions
Why did Naver Financial and Dunamu delay their share swap again?
The companies postponed the completion date to December 31 because they are still awaiting several regulatory approvals, including clearance from South Korea’s Fair Trade Commission and procedures under the Credit Information Act.
What is the exchange ratio for the Naver Financial and Dunamu share swap?
Under the all-stock agreement, each Dunamu share will be exchanged for 2.5422618 shares of Naver Financial upon completion.
How could South Korea’s Digital Asset Basic Act affect the deal?
The proposed legislation, still under discussion in the National Assembly, could influence both the timeline and the eventual structure of the transaction, adding another layer of uncertainty beyond the current regulatory reviews.
What regulatory approvals are still needed for the Naver-Dunamu deal?
The deal requires clearance from the Fair Trade Commission for the business combination, approval for major shareholder changes under the Credit Information Act, and notification procedures under the Act on Reporting and Use of Specific Financial Transaction Information.
