Naver Financial, the fintech arm of South Korean tech conglomerate Naver, announced plans to acquire Upbit operator Dunamu in a stock-swap deal valued at about 15.1 trillion won ($10.3 billion).
According to a Wednesday filing, Naver Financial will issue 87.56 million new shares to Dunamu shareholders. The transaction will make Dunamu a wholly owned subsidiary of Naver Financial.
The exchange ratio was set using an external discounted cash-flow valuation, which put the corporate value ratio at 1:3.064569 and, after adjusting for each firm’s outstanding shares, produced a final exchange price ratio of 1:2.5422618.
Dunamu’s crypto exchange Upbit dominates South Korea’s crypto market. Dunamu reported $10.4 billion in total assets and $4 billion in equity for the latest fiscal year.
Related: South Korea stablecoin framework stalls as regulators split over banks’ role
Shareholders to vote on deal next May
Shareholders of both companies will vote on the swap at their general meetings on May 22, 2026, with the stock exchange date set for June 30, 2026.
Shareholders opposing the decision may exercise appraisal rights at $117 per Naver Financial share, with requests accepted from May 22 to June 11, 2026. The deal may be terminated if appraisal demands exceed $814 million at either company, unless both parties agree to revise the threshold.
The deal also requires multiple regulatory approvals, including a business combination review by the Fair Trade Commission and changes in major shareholder status under the Act on the Use and Protection of Credit Information. The filing noted that delays or cancellations remain possible depending on the progress of these approvals.
Related: South Korea’s Upbit parent plans US IPO after Naver merger: Report
Naver to pursue stablecoin project next
Naver Financial’s plan to acquire Dunamu was first revealed in September. At the time, it was reported that Naver Financial would launch a Korean won-backed stablecoin project, along with other digital finance initiatives, following the acquisition.
The move comes amid an improving regulatory environment for crypto in South Korea. In June, eight major South Korean banks announced plans to launch won-pegged stablecoins by late 2025 or early 2026. The shift followed the election of President Lee Jae-myung, whose administration has adopted a more supportive stance toward digital assets.
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