Naver's Merger With Upbit Fuels Fintech Superapp Ambitions

Naver Corp., South Korea's leading internet platform, has agreed to acquire Dunamu Inc., the operator of the country's largest cryptocurrency exchange Upbit, in an all-stock deal valued at approximately $10.3 billion. The transaction, announced via a regulatory filing, positions Naver to solidify its dominance in the digital assets sector while integrating Upbit into its broader fintech ecosystem. Under the terms, Naver's fintech subsidiary, Naver Financial, will issue 2.54 shares for every Dunamu share, creating a combined entity with a projected valuation of around $13.6 billion. The move marks one of the most significant consolidations in South Korea's crypto industry and could reshape the nation's digital finance landscape.

Upbit, which commands over 80% of South Korea's crypto exchange market, processes daily trading volumes exceeding $2 billion and serves 18 million active users. According to CoinGecko, the exchange's dominance is bolstered by its position as the world's fourth-largest by trading volume. Naver, often dubbed "South Korea's Google," has long sought to expand beyond its core search and messaging services into payments, cloud computing, and AI. The acquisition aligns with its strategy to build a "superapp" that integrates crypto services with its existing digital infrastructure, including Naver Pay, which handles $58 billion in annual transaction volume.

The deal also reflects Naver's ambition to launch a Korean won-backed stablecoin, a project that could gain regulatory clarity as South Korea finalizes its stablecoin framework under the Virtual Asset User Protection Act. Analysts suggest the integration of Upbit's blockchain capabilities with Naver's ecosystem could accelerate the adoption of digital assets in everyday transactions, embedding stablecoins into payment systems, rewards programs, and lending. However, the path forward is not without hurdles. Dunamu recently faced a $25 million fine from South Korea's Financial Intelligence Unit (FIU) for anti-money laundering (AML) and know-your-customer (KYC) violations, prompting the company to consider legal appeals. The FIU's ongoing crackdown on major exchanges-including Bithumb, Coinone, and Korbit-highlights the regulatory risks inherent in the sector.

Regulatory scrutiny remains a critical factor. The acquisition requires approvals from the Korea Fair Trade Commission and other authorities, with shareholder votes scheduled for May 2026. Dissenting shareholders have appraisal rights, and the deal could be terminated if objections exceed $814 million https://cointelegraph.com/news/naver-financial-acquires-dunamu-upbit-10b-stock-swap. Despite these challenges, the transaction has already spurred optimism in the market. Naver shares surged 7.7% following the announcement, extending gains that began when acquisition rumors surfaced in September.

The merger also reshapes ownership dynamics. Naver's stake in Naver Financial will drop from 69% to 17%, while Dunamu's chairman, Song Chi-hyung, will hold the largest individual stake in the combined entity. To address antitrust concerns, Dunamu plans to delegate over half its voting rights to Naver. The strategic alignment underscores South Korea's evolving crypto landscape, where regulatory caution coexists with technological innovation. As the world's most active retail crypto market, South Korea's regulatory decisions could influence global trends, particularly as U.S. lawmakers consider similar frameworks like the Genius Act.