Naver Financial has pushed back the closing date for its planned all-stock takeover of Dunamu for a second time, citing outstanding regulatory approvals. A regulatory filing by Dunamu shows the new deadline for the share swap is Dec. 31 — moved from Sept. 30 after an earlier postponement from June 30.
The exchange ratio remains unchanged at 2.5422618 Naver Financial shares for each Dunamu share. But the deal cannot close until several key approvals are secured: sign-off from South Korea’s Fair Trade Commission, clearance for major shareholder changes under the Credit Information Act, and required notifications under the Act on Reporting and Use of Specific Financial Transaction Information. Dunamu warned in its filing that delays in those processes could push the timetable out further or even derail the transaction.
Regulatory uncertainty and legislative developments are complicating the merger. Lawmakers are still debating the Digital Asset Basic Act, and proposed provisions — including limits on major shareholders of virtual asset exchanges — could materially affect Naver Financial’s plan to take full ownership of Dunamu depending on the final law. Dunamu has said it intends to proceed with the deal despite that uncertainty.
Regulatory scrutiny has already intensified since the deal was announced. In April the Financial Supervisory Service ordered Dunamu to correct disclosure omissions after finding missing or inaccurate information about future restructuring plans and other investor-relevant details.
Confirmed in late 2024, the all-stock transaction values Dunamu at roughly $10 billion and would bring Upbit — South Korea’s largest crypto exchange — under Naver Financial’s control. The two companies have also outlined plans to jointly expand digital-asset services, including the Silk Pocket stablecoin wallet — a project announced in partnership with blockchain investor Hashed — and cooperation with the Busan Digital Exchange.
Why it matters: the repeated postponements underscore growing regulatory headwinds for major crypto deals in South Korea. Investors and market watchers will now be watching three main variables: regulatory approvals from the FTC and financial authorities, the final shape of the Digital Asset Basic Act, and any additional disclosure or corrective actions from regulators — any of which could delay, reshape or scuttle the transaction.
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