Naver Financial, Dunamu Target IPO of Combined Entity Around 2031

Companies to Begin IPO Process After Share Swap

US Nasdaq Listing Also Under Review

Dunamu and Naver Financial have formalized plans to pursue an initial public offering of their combined entity within five years of completing their merger. If the planned share swap closes on schedule, the listing target is around 2031. The companies are also seriously considering a listing on the Nasdaq market in the US.

Dunamu and Naver Financial said in a regulatory filing on Aug. 15 that they would immediately move ahead with a Naver Financial listing after completing their comprehensive share swap. The two companies plan to form a committee for Naver Financial’s IPO within one year of the share swap. In principle, they set a timetable to complete the listing within five years after the transaction closes. If the listing is not completed within that period, the deadline can be extended by up to two years.

The companies said specific execution plans, including whether to proceed with the listing and its timing and structure, have not been finalized. They said they will decide after taking into account market conditions and relevant laws.

Dunamu also signaled its listing ambitions at its annual shareholders meeting last month. Chief Executive Officer Oh Kyung-seok said the company would actively pursue an IPO once its deal with Naver Financial is completed, adding that both domestic and overseas markets remain under consideration. Nam Seung-hyun, Dunamu’s chief financial officer, said the five-year listing window represents the final contractual deadline and that the company will begin preparing for a listing as soon as the deal closes.

The two companies decided in November last year to merge through a comprehensive share swap. Under the deal structure, Naver Financial will own 100% of Dunamu, making it a wholly owned subsidiary. The move is aimed at combining Naver Financial’s payments and financial services with Dunamu’s virtual-asset trading and blockchain capabilities to secure an early lead in a next-generation payments and investment ecosystem.

The companies had originally planned to complete the comprehensive share swap in the first half of this year, but the schedule was delayed by about three months because of a holdup in merger review by the Fair Trade Commission, South Korea’s antitrust regulator. Naver recently said in a filing that it changed the date of the shareholder meeting for the comprehensive share swap between Naver Financial and Dunamu to Aug. 18 from July 22. As a result, the share swap and transfer date was postponed to Sept. 30 from June 30.

Another variable is the unresolved debate over the proposed Digital Asset Basic Act. The bill centers on limits on ownership stakes held by major shareholders of cryptocurrency exchanges. The companies have also said the timing of the comprehensive share swap, the transaction structure and the final outcome could all be affected by how the law is enacted and implemented.

Cho Mi-hyun, Hankyung reporter mwise@hankyung.com