By: Zen, PANews
In a landmark convergence of South Korea’s technology and cryptocurrency sectors, internet giant Naver announced on November 26 its agreement to acquire Dunamu, the operator of Upbit, the nation’s largest virtual asset exchange.
Following the announcement, Naver’s stock price surged by 7.7% in after-hours trading. Naver stated that the strategic move aims to “build a future growth engine powered by digital assets.” Rumors of the acquisition had circulated in Korean media weeks prior, contributing to earlier gains in Naver’s stock. Executives from both companies reportedly engaged in extensive behind-the-scenes negotiations to bridge valuation gaps and address regulatory concerns.
Notably, the deal’s finalization comes amidst a weakening cryptocurrency market, with the total market capitalization having retracted by over $1 trillion from its peak. This volatile macroeconomic backdrop introduced an element of uncertainty, yet both parties ultimately chose to proceed with the alliance.
Forging a Fintech Powerhouse: Naver and Upbit’s Vision for a Super Financial Platform
According to regulatory filings submitted by Naver, the acquisition will be executed through its fintech subsidiary, Naver Financial. The terms stipulate that each share of Dunamu will be exchanged for 2.54 newly issued shares of Naver Financial. Based on this exchange ratio, Dunamu’s equity is valued at approximately 15.1 trillion Korean Won (KRW), or about $10.3 billion USD, while Naver Financial is valued at roughly 4.9 trillion KRW ($3.347 billion USD).
This merger will see Dunamu become a wholly-owned subsidiary of Naver Financial via a stock swap. Post-transaction, Naver’s stake in Naver Financial will be significantly diluted from its current 70% to approximately 17%. Due to his substantial holdings in Dunamu, founder and chairman Song Chi-hyung will nominally emerge as the largest shareholder of the combined Naver Financial entity. However, he and the vice chairman will delegate over half of their voting rights to Naver, ensuring Naver retains effective control of the merged financial subsidiary (representing approximately 46.5% of the voting power).
This arrangement strategically positions Dunamu as a major shareholder within Naver Financial while maintaining Naver’s operational command, safeguarding Naver’s shareholder interests and integrating Dunamu’s leadership as key stakeholders for future synergies.
According to the preliminary timeline, both Naver Financial and Dunamu are scheduled to convene shareholder meetings on May 22, 2026, to vote on the stock swap merger proposal. If approved by shareholders, the final share exchange settlement is projected to conclude by June 30, 2026. The transaction remains subject to antitrust review by the Korea Fair Trade Commission (FTC) and approval from financial regulators regarding the change in major shareholders.
To safeguard the interests of minority shareholders, the plan includes dissenting shareholder buyback rights, allowing objectors to request the company repurchase their Naver Financial shares at 117,780 KRW per share between May 22 and June 11, 2026. Should the total value of exercised buyback rights exceed 1.1 trillion KRW (approximately $751 million USD) and no adjustments are made to the proposal, the deal could be jeopardized. However, given current market sentiment and the promising outlook for both companies, widespread shareholder dissent is considered unlikely. From a regulatory perspective, Upbit’s dominant position in the Korean crypto trading market means the FTC will likely scrutinize the post-merger market concentration, particularly its potential impact on consumer welfare. Conversely, some analysts suggest that integrating Upbit under the umbrella of Naver, a company with strong government ties, could paradoxically mitigate regulatory hurdles. Overall, with the Korean government progressively refining its cryptocurrency regulations and adopting a more favorable stance in recent years, the policy risks associated with this acquisition appear to be diminishing.
The “union” of Naver and Dunamu is hailed as a pivotal milestone in reshaping South Korea’s technology and financial landscape. As the nation’s leading internet giant and portal platform, Naver has consistently expanded its footprint in payments, cloud computing, artificial intelligence, and content in recent years. This acquisition will bring the burgeoning field of crypto asset trading into Naver’s ecosystem, while Upbit will benefit immensely from Naver’s vast user base and technological prowess. The combined entities envision creating a comprehensive “super platform” that integrates search, communication, payments, and virtual asset trading, seamlessly embedding digital assets into every facet of Korean daily life.
Specifically, Naver Pay, the company’s payment platform with over 18 trillion KRW in annual transaction volume, is expected to integrate with Upbit’s crypto trading functionalities, offering users a one-stop financial service from fiat to cryptocurrencies. Furthermore, Naver Financial’s long-standing research into KRW-pegged stablecoins will undoubtedly accelerate its realization post-acquisition. Over the next five years, both companies plan to invest a substantial 10 trillion KRW (approximately $6.8 billion USD) to build next-generation financial infrastructure powered by the convergence of AI and blockchain.
It is noteworthy that shortly after the acquisition’s official announcement, around 04:42 AM local time on November 27, 2025, Upbit reported the transfer of approximately $36.81 million USD worth of Solana network-related assets to an unknown external wallet. Upbit confirmed the scale of the asset theft and stated its intention to fully compensate for the losses using its own reserves, ensuring no user assets are affected.
Navigating Headwinds: Crypto Market Softness and Bithumb’s Resurgence
As the central figure in this acquisition, Upbit stands as the undisputed leader in South Korea’s virtual asset trading landscape. According to statistics from the Financial Supervisory Service (FSS), Upbit’s cumulative trading volume in the first half of 2025 reached a staggering 833 trillion KRW (approximately $642 billion USD), accounting for 71.6% of the nation’s total crypto transactions.
This market share grants Upbit a near-monopolistic position. Its closest competitor, veteran exchange Bithumb, recorded 300 trillion KRW in trading volume during the same period, capturing 25.8% of the market, with other domestic platforms collectively holding less than 3%. Globally, fueled by fervent Korean investor activity, Upbit consistently ranks among the top cryptocurrency exchanges by trading volume.
However, Upbit’s domestic market dominance has shown a slight decline compared to 2024, a shift closely tied to the resurgence of its primary competitor, Bithumb. Bithumb’s market share had plummeted to single digits in 2023 due to operational and compliance issues. Yet, since 2024, it has aggressively implemented strategies like zero-fee trading to attract retail investors, rapidly boosting its market presence. KoreaTechDesk, citing data from The Block, reported that Upbit’s total trading volume in Q3 2025 was approximately $286.4 billion USD, a modest increase from the previous year. In stark contrast, Bithumb’s volume surged from $4.7 billion USD last year to $12.81 billion USD.
Analysts suggest that Bithumb’s vigorous efforts to capture users and trading volume, driven by its own IPO aspirations, are transforming the Korean crypto trading market from a “one dominant player, many weak” structure to one of “two strong contenders.” Despite Bithumb’s gains, Upbit still maintains a formidable lead of approximately 40 percentage points. The debate over the valuations of both companies, which intensified after news of the Naver acquisition broke, underscores the market’s recognition of Upbit’s higher premium and leading position.
Even more significant is the shift in overall market enthusiasm, with trading volume metrics showing a substantial decline compared to the previous year. Late 2024 witnessed a frenzied rally in the Korean crypto market: on December 3, 2024, Upbit’s single-day trading volume soared to an all-time high of $27.45 billion USD, roughly ten times its typical daily level. However, following this ‘night of frenzy,’ market sentiment sharply reversed, and 2025 saw a consistent cooling trend. In November 2025, Upbit’s average daily trading volume was merely around $1.78 billion USD, an 80% plunge from its late 2024 peak. Its trading volume has consistently decreased for four consecutive months, now oscillating within a narrower range of $2 billion to $4 billion USD.
Upbit’s recent decline in trading volume and market share is a confluence of multiple factors. Beyond Bithumb’s aggressive challenge, shifts in the regulatory environment and evolving investor preferences likely play a more significant role. In the latter half of 2025, South Korea’s Financial Intelligence Unit (FIU) imposed a fine of approximately 35.2 billion KRW on Dunamu, citing Upbit’s violations of anti-money laundering regulations, particularly concerning customer identification. This also led to a three-month partial business suspension, impacting Upbit’s brand image and new user acquisition.
Concurrently, the Korean stock market has experienced an unprecedented bull run this year, drawing a substantial influx of retail capital from the crypto market back into equities—a phenomenon colloquially termed “chives returning to good fields.” The technology sector, led by AI-related stocks, ignited a rally, propelling the Korean KOSPI index to a year-to-date gain of over 70% and repeatedly setting new historical highs. Many young investors, once engrossed in discussions about altcoins, are now conversing about “AI/semiconductor concept stocks” in Kakao Talk chat groups and Naver forums.
This diversion of speculative capital and attention to the stock market is inextricably linked to the global cooling trend in the cryptocurrency industry. While the crypto market saw a strong rebound starting in 2024, with Korean retail investor enthusiasm peaking in the summer, the global cryptocurrency market weakened again by Q4 this year, a macroeconomic backdrop that undoubtedly dampened sentiment in Korea’s retail-dominated crypto market.
NASDAQ in Sight: Upbit’s Global IPO Ambitions
Following the merger announcement, market attention has sharply focused on the IPO prospects of Upbit’s parent company. Indeed, rumors of a Dunamu IPO have long persisted. During the 2021 crypto bull market, Dunamu’s valuation soared, propelling founder Song Chi-hyung into the ranks of Korea’s wealthiest individuals, and industry speculation about a listing plan was rife.
However, due to an uncertain regulatory environment at the time, Dunamu did not pursue further steps. Subsequently, Dunamu brought in strategic investors like Kakao and HYBE through private placements, temporarily alleviating its capital needs. With the news of Naver’s acquisition of Dunamu, the prospect of a US listing has been firmly brought back onto the agenda.
According to a Bloomberg report, Upbit plans to pursue an Initial Public Offering (IPO) on NASDAQ, targeting the US market upon the completion of its merger with Naver Financial. Bloomberg first disclosed this news on November 24, indicating that Upbit would commence preparations for a US listing after the merger. While neither Naver nor Dunamu has officially commented on these plans, multiple mainstream media outlets have confirmed this strategic intent through various sources. The Korea Economic Daily reported that the merged entity could seek a NASDAQ listing with a valuation potentially reaching $34 billion USD. If accurate, this would position it to become Asia’s first major cryptocurrency exchange to debut on the US capital market.
Notably, Upbit’s main rival, Bithumb, is also reportedly planning a US listing. Cryptonews disclosed that Bithumb is actively striving to beat Upbit to the punch, aiming for a NASDAQ debut as early as 2026. This “listing race” between South Korea’s two largest exchanges underscores the Korean crypto industry’s ambition to expand beyond its domestic borders, reach the international stage, and gain recognition from global investors.
From the current perspective, Naver’s acquisition of Dunamu has not diminished the latter’s IPO momentum; instead, it has created more favorable conditions for it. Through the merger, Dunamu will integrate into Naver’s financial division, aligning its corporate governance and financial transparency with public company standards, thereby clearing several hurdles for a future IPO. Naver’s endorsement will also bolster international investors’ confidence in Upbit’s business model.
Furthermore, the US capital market’s acceptance of major crypto companies has steadily grown this year, with Circle, Bullish, Gemini, and Galaxy Digital having gone public. Coinbase, in particular, was officially included in the S&P 500 index, marking the first cryptocurrency exchange to join the S&P 500. Upbit’s timing to ride this industry tailwind appears to be optimal for a successful NASDAQ debut.
(The above content is excerpted and reproduced with authorization from partner PANews. Original link )
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