South Korea's Fair Trade Commission (FTC) expects the proposed merger between Naver Financial and Dunamu to affect 10 markets, including digital payments. The regulator has identified the potential exclusion of competitors as a key concern. Its review also covers the emerging market for Korean won-denominated stablecoin issuance, which has yet to be established.
The FTC announced on Nov. 10 that it had submitted an examination report on the Naver Financial-Dunamu merger to the commission and initiated formal deliberations. Under the transaction, Naver Financial will acquire all Dunamu shares through a comprehensive share exchange. Dunamu shareholders will receive approximately 2.54 Naver Financial shares for each Dunamu share they hold. Upon completion, Dunamu will become a wholly owned subsidiary of Naver Financial.
According to the FTC, its examiners identified 10 markets potentially affected by the merger. These span domestic online digital payments, digital asset exchanges, search portals, online advertising, online shopping, financial MyData services, unlisted stock brokerage, listed stock investment platforms and online secondhand trading. The review also includes the future market for Korean won-denominated stablecoin issuance.
The FTC's primary concern is the potential exclusion of competitors resulting from the combination of market leaders. The regulator believes that integrating Naver's search, shopping and payment services with Dunamu's cryptocurrency exchange could allow the companies to extend their existing market influence into other sectors.
"We have included obligations such as equal treatment of competitors and restrictions on business practices to prevent competitors from being excluded in each relevant market," Jeon Seong-bok, director general of the FTC's Merger Review Bureau, said at a briefing. "The final decision will be made at the commission's plenary meeting."
The final proposed remedies submitted by Naver Financial and Dunamu reflect revisions and supplementary measures requested by FTC examiners, as well as expert opinions. Based on the final proposal, the examiners prepared their recommendations for corrective measures and submitted the examination report to the commission. The FTC's plenary meeting will review the examiners' recommendations and the companies' proposed remedies before making a final decision on merger approval and any required corrective measures.
The FTC has previously raised concerns about the exclusion of competitors and preferential treatment of affiliated services in mergers involving platform operators. In May 2024, it conditionally approved the merger between Kakao and SM Entertainment. At the time, the regulator was concerned that Kakao could refuse to supply SM's popular music to competing streaming platforms or favor affiliated music on its own platform, Melon. The FTC consequently prohibited unjustified refusals or suspensions of music supply to competing platforms and required an independent monitoring body to oversee potential self-preferencing for three years.
