Evernorth Holdings announced that the U.S. Securities and Exchange Commission has declared its S-4 registration statement effective, clearing a key regulatory milestone for the digital asset treasury firm's proposed merger with Armada Acquisition Corp. II, a special purpose acquisition company. If completed, the merger would take Evernorth public on the Nasdaq under the ticker symbol XRPN.
The company is designed to give public market investors regulated exposure to XRP and plans to deploy capital into XRP-based infrastructure while managing treasury strategies to increase XRP-per-share. Evernorth Founder and CEO Asheesh Birla said the company intends to enter public markets as blockchain utility grows, adding: "Evernorth is designed to accelerate XRP's role in that work."
The S-4 registers up to 34,499,992 shares of Evernorth Class A common stock and 11,499,992 warrants issuable in the combination. Evernorth said it expects the SPAC merger to close in late Q3 or early Q4 of this year, subject to shareholder approval. Investors in Evernorth include Ripple, Arrington Capital, SBI Group, Pantera Capital, Kraken, and GSR.
The SEC's declaration of effectiveness does not constitute approval of the merger itself; it means the disclosure documents meet regulatory standards for shareholder consideration. The path to trading remains contingent on Armada Acquisition Corp. II shareholder approval and other closing conditions.
XRP is currently the world's fifth-largest cryptocurrency with a market capitalization of about $91.6 billion, trading near $1.46 after a 4% gain over the previous 24 hours. The listing could offer traditional investors a new regulated avenue for XRP exposure, though SPAC mergers carry risks such as shareholder redemptions and post-merger volatility.
