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Dunamu–Naver Financial Swap Slips to March 2027 as Reviews Drag
Dunamu and Naver Financial pushed the closing of their share-swap merger to March 31, 2027, the third delay of a deal first announced in November 2025, as KFTC review and digital-asset legislation remain unresolved.

Outputs
Closing pushed to March 31, 2027, the third postponement of the deal first announced in November 2025
Exchange ratio fixed at 2.5422618 Naver Financial shares per Dunamu share
Naver Financial to issue ~87.56 million new shares valued at ~15.13 trillion won
Record date set for January 18, 2027; appraisal-rights window February 26–March 18, 2027
Korea Fair Trade Commission review and the Digital Asset Framework Act cited as drivers of the delay
Dunamu and Naver Financial have pushed the closing of their share-swap merger to March 31, 2027, the companies said on October 7, 2026, marking the third postponement of a transaction first announced in November 2025.
The deal would make Dunamu, operator of South Korea's largest crypto exchange Upbit, a wholly owned subsidiary of Naver Financial. The previous target of December 31, 2026 has slipped by another quarter, with both companies pointing to ongoing regulatory reviews and the transaction's structural complexity.
What does the new timeline look like?
The revised calendar moves extraordinary shareholder meetings to February 26, 2027. The shareholder record date now sits at January 18, 2027, while the appraisal-rights window runs from February 26 to March 18, 2027.
Appraisal rights allow dissenting shareholders to demand a cash buyout rather than accept the share-swap terms. With the exchange ratio held constant, that exit option becomes the only mechanism for shareholders to opt out of the transaction.
How large is the deal?
The core terms remain unchanged. Naver Financial will issue approximately 87.56 million new shares, valued at around 15.13 trillion won, to acquire all of Dunamu. The exchange ratio stays fixed at 2.5422618 Naver Financial shares for every Dunamu share.
That fixed ratio cuts both ways. It provides pricing certainty, but it forecloses renegotiation if business conditions shift during the additional months of regulatory review.
Why does the deal keep slipping?
Two regulatory tracks are driving the schedule. The Korea Fair Trade Commission, the country's competition authority, has not concluded its review of the transaction. Separately, South Korea's Digital Asset Framework Act has introduced legislative changes touching the deal, and the companies have linked these revisions to each prior delay.
The combination of competition review and unresolved digital-asset legislation has produced a procedural environment in which the closing date has now moved three times since the original 2025 announcement.
What does Naver gain, and what comes next?
For Naver, the transaction extends the group into digital-asset trading through direct ownership of Upbit's operator. For Dunamu, the merger embeds the exchange inside a larger corporate structure with diversified financial services.
Naver Financial has committed to forming an IPO committee within one year of the merger's closing. No specific listing date has been disclosed, and any public offering depends on the share swap closing first.
What should shareholders watch?
Two milestones will determine whether March 31, 2027 holds. A conclusion to the KFTC review, or a further extension from the watchdog, would shift the schedule again. Legislative movement on the Digital Asset Framework Act could either unblock remaining procedural steps or introduce new ones.
The January 18, 2027 record date is the first actionable checkpoint. It determines who votes on the transaction and who can subsequently exercise appraisal rights during the February-to-March window.
A third slip sets up the question of whether the calendar needs a fourth revision, or whether the regulatory gates now align well enough to let the deal close as scheduled.
via Crypto Briefing (Source)