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Evernorth’s XRP Treasury Clears Vote Ahead of October Deal Close

Armada Acquisition Corp. II shareholders have approved the proposed merger with Evernorth, clearing a key condition for the XRP treasury company’s planned public debut. The vote took place at a special meeting on September 30, 2026. The transaction is expected to close on October 7, followed by the start of Nasdaq trading under the XRPN ticker on October 8. Evernorth expects to hold roughly 473 million XRP once the deal closes.

The shareholder approval satisfies a major requirement for the transaction, although the deal still depends on other closing conditions being completed or waived, according to an October 1 announcement from Evernorth and Armada II.

The deal is expected to generate about $300 million in gross cash proceeds before expenses. Evernorth estimates that its XRP holdings will total approximately 473 million tokens at closing. The company says that position would make it the largest publicly traded pure-play XRP treasury company, but the claim will only apply if the transaction is successfully completed.

Evernorth said 100% of its advanced and delayed funders are participating. The disclosed investor group includes Arrington Capital, SBI Group, Ripple, Pantera Capital, Kraken, and GSR. The company’s planned listing comes as institutional financial infrastructure around the XRP Ledger continues to expand.

XRPN Will Represent Equity, Not Direct XRP Ownership

Evernorth plans to operate as a publicly traded digital asset treasury company focused on XRP exposure through a structure it describes as regulated, liquid, and transparent. Its strategy includes activities intended to increase XRP per share through yield strategies, ecosystem participation, and capital markets transactions.

Buying XRPN shares would provide investors with equity exposure to the combined company rather than direct ownership of XRP. The value of Evernorth’s anticipated 473 million XRP treasury would change with the market price of XRP, while supply developments could also affect how investors assess the company’s exposure.

Asheesh Birla, Evernorth’s founder and CEO, said the public listing is designed to provide a market-based avenue for XRP exposure. He described the structure as a regulated and transparent way for investors to gain exposure to XRP and the broader blockchain economy.

Armada II is a Nasdaq-listed special purpose acquisition company sponsored by Arrington XRP Capital Fund, LP. The transaction documents identify several risks, including XRP price volatility, shareholder redemptions, regulatory changes, Nasdaq listing requirements, and Evernorth’s ability to carry out its treasury plans.

The SEC’s effectiveness of the registration statement allowed the transaction to move ahead. However, the announcement makes clear that the regulator did not approve or disapprove the transaction’s merits or fairness.

Evernorth’s broader strategy will depend on how successfully it executes its plans, rather than simply the size of its XRP holdings. XRP Ledger developments, including lending governance, provide context for network activity but do not guarantee that Evernorth will generate yield or increase XRP per share.

The next key milestone is the expected October 7 closing, assuming the remaining conditions are satisfied or waived. Following completion, the combined business is expected to operate as Evernorth Holdings, Inc., with its Class A common stock scheduled to begin trading on Nasdaq under XRPN on October 8.

The announced dates remain targets and are not completed events. The companies have warned that unresolved closing conditions or financing, failure to satisfy Nasdaq requirements, shareholder redemptions, XRP price movements, and regulatory changes could affect the transaction or the economics of the treasury.

The shareholder vote advances the proposed combination, with the October 7 closing and planned October 8 listing remaining the next milestones for Evernorth’s entry into the public markets.