Upbit, through its parent Dunamu, plans an initial public offering (IPO) in the U.S. after completing a strategic merger with Naver Financial, according to reports. The operation aims to turn the alliance into a global fintech and crypto player, with a projected valuation that could expand substantially.
The integration is structured as a share swap in which Naver Financial would absorb Dunamu through an exchange ratio revised in favor of Dunamu shareholders, approximately 1:3.3–1:3.4. The transaction reflects the disparity in performance between the companies: Dunamu appears valued around KRW 15 trillion ($10.8bn), compared with KRW 5 trillion ($3.6bn) for Naver Financial. After negotiations became known, Naver’s share price rose as much as 11.4%.
Reports describe an ambition of scale: the combination could lead to a consensus valuation ranging from $13.8bn to $34.5bn — and even the figure equivalent to KRW 50 trillion — according to various estimates circulated.
Operationally, Upbit dominates the domestic crypto market, controlling more than 70% of trading volume in South Korea, which adds market muscle to the combined group. The merger seeks to integrate Naver’s extensive platform — a channel of access to millions of users — with Dunamu’s technical and product expertise.
Among the possibilities mentioned are the issuance of a won‑pegged stablecoin and its integrated use in Naver’s payment solutions, as well as optimization of KYC/AML processes within the resulting ecosystem.
Regulatory implications and risks for the U.S. IPO
The project faces significant regulatory frictions. Dunamu carries a prior administrative sanction for AML/KYC breaches amounting to 35.2bn won, a precedent that may affect authorities’ review.
In Korea, the transaction is under scrutiny by the Financial Supervisory Service (FSS) and the Fair Trade Commission (FTC), which monitor possible monopolistic effects and regulatory compliance. To avoid control objections, Dunamu would have agreed to cede more than half of its voting rights to Naver, a concession intended to appease regulators but which also changes the group’s governance.
The intention to list on Nasdaq adds additional oversight from the SEC and Nasdaq rules, with risks inherent to an international listing: exposure to exchange rate fluctuations, divergent legal frameworks, and market volatility. The cultural and operational challenge of integrating a massive internet company with a highly specialized crypto firm is also noted.
The operation aims to consolidate an Asian player capable of accelerating the convergence between digital services and crypto assets, but its viability will depend on ratification of the merger and resolution of regulatory questions.
