Antitrust review of Naver's Dunamu takeover to conclude by year-end

Naver Chairman of Board Lee Hae-jin, center, speaks during a press conference to announce Naver Financial's takeover of Dunamu at Naver headquarters in Seongnam, Gyeonggi Province, Nov. 27, 2025. Courtesy of Naver

Naver Chairman of Board Lee Hae-jin, center, speaks during a press conference to announce Naver Financial's takeover of Dunamu at Naver headquarters in Seongnam, Gyeonggi Province, Nov. 27, 2025. Courtesy of Naver

FTC weighs competition concerns, proposed remedies before final decision

The Fair Trade Commission (FTC) has launched a formal review of Naver Financial’s planned acquisition of Dunamu, saying the deal could substantially restrict competition across multiple markets, including online payments and digital asset exchanges, the watchdog said Tuesday.

The deal involves a comprehensive stock swap under which Naver Financial would acquire all shares of Dunamu. In return, Dunamu shareholders would receive about 2.54 shares of Naver Financial for each Dunamu share. Dunamu is the operator of the nation’s leading crypto exchange Upbit.

If completed, Naver Financial would become Dunamu’s sole parent company, while Dunamu would become its wholly owned subsidiary.

The proposed acquisition raises competition concerns in several relevant markets. The companies submitted proposed remedies to ease such concerns, and the FTC initiated a review of the measures proposed by the two firms.

Naver Financial seeks to bring one of Korea’s largest digital asset exchanges into its financial portfolio.

The watchdog is expected to hold a hearing on the case soon. Final approval, rejection or other measures will be determined by independent commissioners after reviewing the parties’ arguments and proposed remedies.

Of particular note is that the FTC also included the yet-to-be-established won-based stablecoin market for further review, where both companies are expected to expand following the deal.

Jun Sung-bok, director general of the Fair Trade Commission (FTC) business trade and M&A bureau, speaks during a media briefing on Naver Financial's acquisition of Dunamu at Government Complex Sejong, Tuesday. Yonhap

“To my knowledge, I do not recall the FTC ever assessing potential competition concerns in a market that has not yet been formed,” Jun Sung-bok, director general of the FTC’s business trade and M&A bureau, told reporters during a media briefing.

“However, legislation related to won-based stablecoins has been proposed, creating a more mature institutional environment, and the companies’ own materials indicate that they are placing a strong focus on entering the market, so we assessed the potential for competition restrictions.”

The watchdog will conclude its review by the end of this year, as was stated earlier by FTC Chairman Ju Biung-ghi during a press conference in September.

Under the plan, the FTC will decide whether to approve the acquisition, reject it or impose additional corrective measures after reviewing the companies’ arguments and proposed remedies.

The FTC has been reviewing the deal since receiving a notification on Nov. 28, 2025, and has informed the two companies of its competition concerns. In response, the companies submitted proposed remedies to address those concerns. The measures reportedly include requirements to treat competitors equally to prevent their exclusion from the market and restrictions on certain business practices.

The FTC's case examiner, who plays a role similar to that of a prosecutor during the commission's decision-making process, has concluded that the proposed remedies would be sufficient to address the competition concerns, according to Jun. However, the final decision will be made at a plenary meeting of the commissioners.

The FTC denied recent reports that it has not consulted with financial regulators when reviewing the deal. It said it had conducted a formal consultation process with relevant authorities, including the Financial Services Commission, last month.

Naver and Naver Financial said they would cooperate fully with any requests from authorities.

They said both companies had actively cooperated with requests to clarify relevant facts and submit materials during the review, adding that they would faithfully participate in the upcoming full commission hearing to ensure the remaining procedures are completed on schedule.

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