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Evernorth completes merger with 473m XRP ahead of Nasdaq debut

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Evernorth completes merger with 473m XRP ahead of Nasdaq debut
Evernorth completes merger with 473m XRP ahead of Nasdaq debut

Evernorth has completed its merger with Armada Acquisition Corp. II, bringing approximately 473 million XRP into its treasury and securing around $300 million in gross cash proceeds. The company now expects its shares to begin trading on Nasdaq under the ticker XRPN on October 12.

The company announced the completion on October 9, saying the transaction creates a public-market structure for its XRP holdings and plans to invest in the wider XRP ecosystem. The reported $300 million in cash is before transaction expenses and includes capital from institutional and digital-asset investors.

Evernorth’s backers include Arrington Capital, SBI Group, Ripple, Pantera Capital, Kraken and GSR. Armada, its merger partner, was sponsored by Arrington XRP Capital Fund.

Summary

  • Evernorth completed its merger with Armada Acquisition Corp. II, with approximately 473 million XRP in its treasury.
  • The company reported around $300 million in gross cash proceeds before expenses.
  • Nasdaq trading under the ticker XRPN is expected to begin on October 12.
  • Evernorth plans to invest in XRP infrastructure, tokenized assets and onchain financial services.
  • Its longer-term goal is to increase the amount of XRP held per share.

Evernorth completes merger after listing delay

Evernorth confirmed the merger’s completion in a filing with the U.S. Securities and Exchange Commission. The transaction followed the business combination agreement signed on October 19, 2025, and amended on August 12, 2026.

Under the agreement, Pathfinder Digital Assets and the former Armada entity became wholly owned subsidiaries of Evernorth. Armada shareholders approved the transaction at an extraordinary general meeting on September 30.

The company had initially planned to complete the merger on October 7 and begin Nasdaq trading on October 8. However, an administrative issue delayed the schedule.

Evernorth later revised the closing date to October 9 and maintained October 12 as the expected first trading day for its shares. The company also planned a Nasdaq closing-bell ceremony for October 14, bringing together its leadership, investors and XRP ecosystem participants.

Evernorth’s treasury combines purchased and contributed XRP

The company’s approximately 473 million XRP treasury was assembled through a combination of token purchases and contributions connected to the merger.

Earlier transaction disclosures projected a closing balance of at least 473,276,430 XRP. These included approximately 126.79 million XRP contributed by Ripple and around 211.32 million XRP associated with the sponsor.

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The disclosures also listed a separate 50 million XRP contribution, another 800,000 tokens through advance and delayed funding arrangements, and approximately 84.37 million XRP purchased for $214 million.

The documented purchase price averaged about $2.54 per XRP. That figure applies to the reported acquisition and should not be treated as the purchase price of every token in Evernorth’s treasury.

For investors, XRPN shares represent ownership in the company, not direct ownership of a fixed amount of XRP. The value associated with each share will depend on the company’s assets, liabilities, outstanding shares, financing arrangements and expenses.

Company plans to invest across the XRP ecosystem

Evernorth CEO Asheesh Birla said the company intends to manage its treasury actively while supporting infrastructure and applications that expand XRP’s use.

“We’ll be deploying capital across the XRP economy, supporting the infrastructure and use cases that expand XRP’s utility,” Birla said.

The company has identified tokenized assets, onchain credit markets and settlement infrastructure as potential investment areas. It also plans to explore institutional and decentralized finance yield strategies, ecosystem participation and other capital-market activities.

Rather than relying only on holding XRP, Evernorth intends to combine its treasury with investments designed to support the broader ecosystem. One of its stated goals is to increase the amount of XRP held per share over time.

These are strategic objectives, not guaranteed outcomes. Returns will depend on market conditions, the performance of investments and the costs associated with running the business.

Convertible financing could support future XRP purchases

Before the shareholder vote, Evernorth also agreed to issue $30 million in convertible notes, according to financing documents reported in September.

The proceeds may be used for general corporate purposes, including additional XRP purchases and investments in the XRP ecosystem. The agreement does not require the entire amount to be spent directly on XRP.

The notes were purchased by Kyobo AIM Corporate Finance General Private Investment Trust No. 3, with NH Investment & Securities serving as trustee.

The senior unsecured notes carry a 4% annual payment-in-kind interest rate, meaning interest is added to the principal rather than paid regularly in cash. The notes are scheduled to mature in 2031 unless they are converted, redeemed or repurchased earlier.

Holders can begin converting the notes one year after the relevant effectiveness date, at an initial conversion rate equivalent to approximately $10.20 per Evernorth Class A share.

With the merger complete, Evernorth is preparing to enter public markets with a substantial XRP treasury and plans to invest in related financial infrastructure. Its progress will depend on how effectively it manages those holdings, deploys capital and delivers on its goal of increasing XRP exposure per share.