Korea Fair Trade Commission Begins Deliberations on Naver-Dunamu Deal After Reviewing 10 Markets
Key Facts
South Korea’s Fair Trade Commission has begun deliberations on Naver Financial’s acquisition of all Dunamu shares after receiving the review report, but has not yet issued final approval. The commission said examiners concluded the deal could substantially restrict competition, took into account the companies’ final remedy plan and proposed corrective commitments. Under the proposed deal, Dunamu shareholders would receive about 2.54 Naver Financial shares for each share they own, making Dunamu a wholly owned subsidiary upon completion. The review concerns the effect of combining the companies across multiple markets and services, including electronic payments and digital-asset platforms. The commission said the proposed commitments include positive and negative obligations intended to address concerns about restrictions on competition, but did not disclose details in its statement.
Examiners identified 10 relevant markets for the deal review, including electronic payments and digital-asset trading platforms, as well as search, advertising and shopping. They also included the market for issuing won-denominated stablecoins, which the companies plan to enter in the future. The broad scope of the markets under review means the inquiry is not limited to combining payment operations with the running of a digital-asset trading platform. A commission official said excluding the stablecoin market from the assessment on the grounds that it had not yet formed could affect future competition. The official added that the impending legislation and materials submitted by the companies were among the considerations the commission relied on in addressing this market.
In the won-denominated stablecoin market, examiners identified two vertical combinations and two additional conglomerate combinations among the merger’s effects. These assessments address links that could emerge between the companies’ existing activities and their plans to enter the market, according to the commission’s classification. Aju Press reported that the commission found the companies’ initial proposed remedies insufficient to fully address competition concerns and requested additional measures. The proposed measures included treating competitors equally and imposing restrictions on certain business practices. The coverage did not disclose the precise details of those restrictions or the commitments that will be presented to the commission in final form.
According to Aju Press, the commission heard formal views from relevant bodies in late October, including the Financial Services Commission, and also considered whether efficiency gains associated with the deal would offset competition concerns. The review report was referred to the commission after it received the merger notification on 28 November 2025, then conducted a broad review and gathered stakeholders’ views. The inclusion of the stablecoin market in the review comes as the companies plan to enter the business, according to the examiners’ description. In its deal presentation published in 2025, Naver valued Dunamu at about 15.1 trillion won and Naver Financial at about 4.9 trillion won. The companies said in the presentation that the deal was an all-stock swap and that Dunamu shareholders would receive newly issued Naver Financial shares, with no cash changing hands.
The Korea Herald estimated in a report dated 27 November 2025 that Naver Financial was worth about 5 trillion won and Dunamu about 15 trillion won, putting the combined platform’s value at about 20 trillion won. In the same report, Naver and Dunamu announced plans to invest more than 10 trillion won over the following five years in talent, infrastructure and startup projects. The company’s presentation published at the time estimated the deal would be completed in the first half of 2026, subject to regulatory approvals. But the stock swap date was later postponed from 31 December 2026 to 31 March 2027, according to a disclosure cited by EDaily, which linked the delay to late government approvals, including the merger review and approvals for changes in major shareholders. The shareholders’ meeting was also postponed from 19 November 2026 to 26 February 2027, and Naver’s disclosure was cited as saying future laws and regulations could affect the stock swap process or outcome.
The commission is expected to hold a plenary meeting soon to issue its final decision after receiving opinions. Yonhap said on 10 November that the meeting would be held soon, while Aju Press reported that it was expected on 18 November 2026. The commission’s decision will determine whether the deal is accepted with corrective commitments and whether the measures it requested will address the competition concerns identified by examiners. The scope and details of the commitments remain undisclosed in the available materials on the review. The stock swap remains scheduled for 31 March 2027 under the revised date cited by EDaily, with the process subject to approvals by government agencies. Naver’s disclosure, according to the agency, also said future legal and regulatory developments could affect completion of the swap or its outcome.