Naver Delays Dunamu Share Swap Again as Approval Wait Continues

• Naver Financial and Dunamu delayed their share swap completion to Dec. 31.
• FTC review and shareholder approval processes remain the main hurdles.
• South Korea’s Digital Asset Basic Act could still affect the deal’s outcome.

Naver Financial and Dunamu have postponed their planned share swap for a second time, extending the expected completion date to December 31. The companies continue awaiting several regulatory approvals, while lawmakers’ ongoing digital asset legislation discussions could still influence the transaction’s final outcome.

Regulatory Approvals Continue to Delay Share Swap

Naver Financial and Dunamu have postponed their comprehensive share swap until December 31 after regulatory approvals remained outstanding for months.

The latest delay follows an earlier schedule revision in March, which moved the expected completion date from June 30 to September 30.

Despite the revised timeline, both companies confirmed the agreed exchange ratio remains unchanged throughout the proposed all-stock transaction process.

Under the agreement, each Dunamu share will be exchanged for 2.5422618 shares issued by Naver Financial upon transaction completion.

Dunamu disclosed that several government approvals remain necessary before the companies can finalize the comprehensive share exchange under applicable regulations.Those approvals include clearance from South Korea’s Fair Trade Commission regarding the proposed business combination between both participating companies.

Authorities must also approve changes involving major shareholders under the Credit Information Act before the transaction receives final regulatory clearance.

In addition, regulators must complete notification procedures under the Act on Reporting and Use of Specific Financial Transaction Information before closing.

Dunamu stated that regulatory reviews could still extend beyond current expectations, potentially causing additional delays or preventing the transaction altogether.

The company repeated that completion depends entirely on government approval processes rather than changes to the agreed commercial terms or exchange ratio.

Digital Asset Legislation Adds Further Uncertainty

Besides regulatory reviews, proposed digital asset legislation could also influence the structure or completion of the planned share exchange agreement.

Dunamu noted that discussions surrounding South Korea‘s proposed Digital Asset Basic Act remain ongoing within the country’s legislative process today.

According to the company, future legislation and implementing regulations could affect both the transaction timeline and its eventual outcome after approval.

The companies therefore acknowledged that legal developments remain another important factor alongside regulatory approvals currently under government consideration nationwide.

Market observers have closely followed the proposed transaction because Dunamu operates Upbit, South Korea’s largest cryptocurrency exchange by trading activity.

Regulators have also examined whether the combination could increase market concentration within South Korea’s rapidly expanding digital asset industry over time.

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 transaction carefully.

Meanwhile, 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.

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