The leading domestic simple payment provider, Naver Financial, and Dunamu, which operates the country's top virtual asset exchange, Upbit, have initiated merger procedures. If the merger is finalized, a 'mega fintech' company with a combined corporate value of KRW 20 trillion will be established. Naver will expand its influence into the virtual asset sector, following its presence in search, content, e-commerce, and fintech.
Dunamu, Naver Financial, and Naver, the parent company of Naver Financial, held board meetings on the 26th and approved the merger plan. The merger will proceed through a comprehensive stock exchange method, where Dunamu shareholders will exchange their shares for new shares of Naver Financial.
Lee Hae-jin, Chairman of Naver
Naver stated in a press release after the board meeting that "the two companies plan to embark on a new global challenge in the digital finance sector." Regarding the expected effects of the merger, it emphasized, "The merger involves the integration of Naver Financial, the largest domestic simple payment provider with over 34 million users and an annual payment volume of KRW 80 trillion, and Dunamu, which possesses top-level blockchain technology." A Dunamu representative also stated, "We plan to review various restructuring measures to secure future growth engines through organic cooperation."
Currently, Naver is the largest shareholder of Naver Financial with a 69% stake. Dunamu's major shareholders are co-founders Song Chi-hyung and Kim Hyung-nyeon, holding 25.5% and 13.1%, respectively. After the merger, the corporate structure will change to Naver (parent) - Naver Financial (subsidiary) - Dunamu (grandchild).
The comprehensive stock exchange ratio was determined based on the corporate equity value assessed by multiple external professional institutions. Naver Financial and Dunamu's corporate values were evaluated at KRW 4.9 trillion and KRW 15.1 trillion, respectively, with a ratio set at 1 to 3.06. However, due to the difference in the total number of issued shares of each company, the per-share exchange value ratio between Dunamu and Naver Financial was finalized at 1 to 2.54.
Once the comprehensive stock exchange is completed, Naver Financial will change to a general business holding company and fully incorporate Dunamu as a subsidiary. However, the merger must be confirmed through a special resolution at the shareholders' meeting, requiring the approval of two-thirds of the attending shareholders and one-third of the total issued shares.
Upon completion of the merger, Naver and Dunamu plan to actively establish a stablecoin ecosystem. By combining Naver Financial's simple payment ecosystem with Dunamu's blockchain technology, Naver Pay will handle 'issuance' while Upbit will manage 'distribution.'
Song Chi-hyung, Chairman of Dunamu
By acquiring Dunamu, there is potential to enter the overseas payment and remittance market based on blockchain and virtual asset infrastructure. There is an expectation of quickly gaining global competitiveness to rival companies like PayPal and Stripe. Internally, it is considered essential for Naver's global AI agent business to have stablecoins, as demonstrated by Shopify's announcement to introduce stablecoin payments. Naver plans to integrate stablecoin payment infrastructure into its commerce ecosystem, including the U.S. acquisition Poshmark, Spain's Wallapop, and Korea's Naver Plus Store. Jung Hyo-yoon, a researcher at Korea Investment & Securities, stated, "Creating synergies between commerce and fintech based on stablecoins and expanding into the token securities market are also important investment points."
Naver founder and board chairman Lee Hae-jin, along with Dunamu chairman Song Chi-hyung and other executives, will hold a joint press conference on the morning of the 27th at Naver's headquarters in Seongnam, Gyeonggi Province, to directly reveal the business plans post-merger.
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