TLDR
- Naver Financial has postponed its planned stock swap with Dunamu to late September.
- The company will hold a shareholder vote on August 18 and a target closing of September 30.
- The $10.3 billion all-stock deal aims to make Dunamu a wholly-owned subsidiary.
- Regulatory approvals for major shareholding changes are still pending.
- Discussions of the proposed digital asset statute may impact the deal timeline.
Naver Financial has postponed its planned stock swap with Donnaaccording to a regulatory filing on Monday. The company now expects shareholders to vote on August 18 and close the deal on September 30. The revised schedule reflects a delay of about three months from previous targets.
Upbit Share Swap faces an expanded regulatory process
Naver Financial revealed the updated schedule in A Deposit With the Financial Supervision Department. The company said it will seek shareholder approval in mid-August and complete the swap by late September. Previous plans had targeted completion in late May or early June.
The company first revealed its plans to acquire Donamo in September 2025. Local outlets Yonhap and Chosun reported on the proposed stock swap at the time. Naver later confirmed the $10.3 billion all-stock deal in a November 26 filing.
Naver Financial said it plans to make Dunamu a wholly-owned subsidiary. The deal will combine one of South Korea’s largest fintech platforms with the operator of the country’s largest cryptocurrency exchange. Upbit operates under Dunamu and leads the local cryptocurrency trading volume.
Regulators must approve changes in the major shareholding and review the business combination, the filing said. The timeline could change again if approvals take longer, Navier said. The company also said it may cancel the deal if the required conditions are not met.
Navier cited the ongoing discussions around it South Korea Proposed Digital Assets Basic Law. The company said that legislation may affect the deal once it is issued. The authorities expect to introduce the law in the first half of 2026.
Donamo announces lower revenues and profits in 2025
Dunamu reported weaker financial results in its annual report to the regulator. The company recorded revenues of 1.56 trillion won, or about $1 billion. This number represents a 10% decrease from the previous year.
Operating profits fell by 26.7% to 869.3 billion won, or about $573.3 million. Net profit also decreased by 27.9% to 708.9 billion won, or about $467 million. The company attributed this decrease to a decline in trading activity.
Dunamo said lower trading volumes impacted performance through 2025. The company linked the slowdown to weaker activity in the broader cryptocurrency market. No further guidance was provided in the filing.
Research firm 10x Research reported that trading volumes recently reached their lowest levels since 2022. Total weekly volume was down about 7% from average levels, the company said. He also pointed out Ethereum network Fees as evidence of low demand.
The revised transaction schedule now sets a shareholder vote on August 18. Naver Financial aims to complete the stock exchange by September 30. The outcome depends on regulatory review and legislative progress, the company said.
