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FSS orders Dunamu to correct disclosure on Naver Financial deal

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South Korea’s FSS to probe whale manipulation and spoofing in crypto markets

South Korea’s FSS orders Dunamu to correct omissions in its Naver Financial stock swap filing as new digital asset rules threaten the merger’s structure and timeline.

Summary

  • South Korea’s Financial Supervisory Service ordered Dunamu to correct “significant omissions” in filings on its stock swap with Naver Financial.
  • The deal would make Upbit operator Dunamu a wholly owned Naver Financial subsidiary but now faces regulatory, competition, and legislative uncertainty.
  • Ongoing debate around South Korea’s Digital Asset Basic Act threatens to reshape exchange ownership rules and the merger’s underlying logic.

South Korea’s Financial Supervisory Service (FSS) has issued a corrective order to Dunamu, the operator of leading crypto exchange Upbit, over “significant omissions or false statements” in a disclosure about its planned comprehensive stock swap with Naver Financial, according to local outlet Money Today as cited by Coinness. The FSS said problems were concentrated in sections on “future corporate restructuring plans” and “other important matters related to investment decisions,” effectively accusing Dunamu of under‑disclosing key risks to shareholders as it moves toward becoming a wholly owned subsidiary of Naver Financial.

Under the deal structure first approved in November 2024, Naver Financial aims to acquire 100% of Dunamu through a share exchange that would convert existing Dunamu investors into Naver Financial shareholders and fold the Upbit operator under Naver’s fintech umbrella. According to a correction report filed by Naver Financial, external valuers set the corporate value ratio between the two at 1 to 3.064569, with earlier crypto.news coverage putting Dunamu’s implied valuation in the $10 billion range and the broader merger around $14.5 billion. As previously reported in a crypto.news story, the tie‑up is pitched as a super‑app play that marries Naver Pay’s payments rail with Upbit’s trading engine, giving the combined group control over more than 70% of South Korea’s crypto volumes.

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Naver Financial has already pushed back the timetable for the stock swap by roughly three months, with a shareholder vote now slated for August 18 and closing expected on September 30, according to a recent regulatory filing highlighted by crypto.news. Naver said it adjusted the schedule to reflect “approval procedures and improvement of laws,” as antitrust reviews at the Korea Fair Trade Commission (KFTC), major shareholder change declarations and evolving digital asset rules all converge on the transaction.finance.

Industry commentary in Chosun Ilbo warned that proposed limits on major shareholders in virtual asset exchanges—floated in connection with South Korea’s Digital Asset Basic Act—could make Naver’s 100% control of Dunamu “unfeasible” if thresholds are set as low as 15–20%. Dunamu CEO Oh Kyoung‑suk told shareholders that if caps are fixed at “20% for individuals and 34% for corporations, it will affect both Naver Financial’s 100% control structure and major shareholders,” but added that the company would “proceed as originally planned regardless.”

The corrective order lands amid a broader regulatory reset as Seoul finalizes its Digital Asset Basic Act, a framework meant to anchor South Korea’s crypto rules from 2026. As detailed in a separate crypto.news story, the draft introduces no‑fault liability for digital asset operators, forces stablecoin issuers to hold more than 100% reserves at segregated institutions, and hands new enforcement and oversight powers to agencies including the Financial Services Commission and the Bank of Korea.

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For Dunamu and Naver, that means the economics and governance of the merger sit in the crosshairs of rules still being negotiated, with ownership caps, reserve mandates, and stricter disclosure standards all capable of derailing or re‑pricing the deal. In that sense, the FSS’s move to force a more detailed explanation of “future corporate restructuring plans” reads less as a technical compliance issue and more as a stress test of how Korea’s new digital‑asset order will treat a dominant domestic exchange trying to plug itself directly into a tech‑payments giant.

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Crypto World

Corporate Bitcoin Split: Strategy Holds, Nakamoto Sells

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Corporate Bitcoin Split: Strategy Holds, Nakamoto Sells

Corporate Bitcoin (BTC) holders are diverging into two distinct paths amid continued market pressure. While Strategy held steady on its massive BTC reserves, Nakamoto Holdings moved in the opposite direction, selling at a loss and trimming exposure as it reworks its balance sheet.

The contrast highlights a growing divide in the corporate Bitcoin treasury model. Some holders have refused to sell, treating BTC as a long-term reserve asset and doubling down through volatility, while others are being forced to unlock liquidity, book losses or rethink capital allocation. 

With Bitcoin down 46% from its peak, the risks behind debt-fueled or aggressive buying strategies are becoming harder to ignore.

Elsewhere, a proposed Bitcoin-backed municipal bond in New Hampshire is moving closer to issuance. It has now received a speculative-grade rating from Moody’s, underscoring both the appeal and the risks of tying public financing to digital assets.

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Nakamoto realizes losses as Bitcoin treasury model comes under pressure

Bitcoin treasury company Nakamoto Holdings sold roughly $20 million worth of Bitcoin in March, executing the sale at prices well below its prior acquisition costs. The transaction reduced its holdings to just over 5,000 BTC and marked a shift from unrealized to realized losses.

The company sold approximately 284 BTC at around $70,400 per coin, significantly less than its average purchase price. The proceeds were earmarked for working capital and business investments tied to recent mergers.

Alongside the crypto sale, Nakamoto also cut its equity exposure to Japanese company Metaplanet, selling millions of shares at a loss. The moves point to a broader balance-sheet reset as digital asset treasury companies come under pressure.

Nakamoto’s Bitcoin holdings over the last year. Source: BitcoinTreasuries.NET

Strategy pauses Bitcoin buys, keeps its treasury intact

Michael Saylor’s Strategy broke a months-long pattern of steady Bitcoin accumulation, reporting no purchases during the latest weekly disclosure period. 

The pause stands out because Strategy has maintained consistent buying as a core part of its corporate identity and capital strategy, especially during the recent market downtrend that has seen Bitcoin fall from $120,000 to below $70,000. 

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Weekly disclosures have become a signal for institutional demand, and even a temporary halt could suggest squeamishness over market conditions, capital availability or the pace of buying. Strategy still holds roughly 762,000 BTC, maintaining its position as the largest corporate holder of the asset.

Strategy’s Form 8-K. Source: SEC

New Hampshire Bitcoin-backed bond inches toward reality after Moody’s rating

A proposed Bitcoin-backed municipal bond in New Hampshire has moved a step closer to issuance after receiving a Ba2 rating, below investment grade, from Moody’s. The structure would give investors exposure to Bitcoin-linked returns within a public finance framework, with proceeds expected to support public infrastructure and development projects.

The planned issuance, reportedly around $100 million, would be backed by Bitcoin collateral rather than traditional tax revenues. Repayments would depend on returns from that collateral, introducing a new approach that ties crypto markets to municipal borrowing.

Bitcoin volatility, cited as a key factor behind the speculative-grade rating, remains elevated compared with traditional asset classes. Source: S&P Global

CoinShares debuts on Nasdaq following SPAC deal

Digital asset manager CoinShares launched on the Nasdaq on Wednesday following a merger with special purpose acquisition company Vine Hill Capital, marking another step in bringing crypto-native companies to US public markets.

The deal gives CoinShares access to a broader investor base and deeper capital markets, while offering public market investors exposure to a company focused on digital asset products and infrastructure. SPAC structures have remained a viable route for crypto companies seeking listings despite shifting market conditions.

As Cointelegraph previously reported, the SPAC merger valued CoinShares at roughly $1.2 billion. 

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