Evernorth Clears SEC Hurdle for XRP Treasury Merger — Sept. 30 Vote Could Unlock Nasdaq Debut

Evernorth Holdings moved closer to becoming a publicly traded XRP▲$1.13 treasury company after a Form S-4 registration statement submitted to the U.S. Securities and Exchange Commission (SEC) was declared effective.

The move also allows Armada Acquisition Corp. II to distribute definitive proxy materials and makes the proposed business combination a priority for a Sept. 30 shareholder vote.

If Armada shareholders approve the transaction and the other closing conditions are satisfied, the combined company will be listed on the Nasdaq under the ticker XRPN, and Evernorth said that the transaction could close shortly after approval. 

However, the registration statement’s effectiveness did not mean that the SEC had approved the merger, Evernorth’s strategy, or XRP as an investment.

Shareholders of record as of Aug. 20 may vote, with public shareholders eligible to approve the transaction and redeem their shares by submitting redemption requests by Sept. 28.

These redemptions may reduce the cash Armada will contribute at closing, and the amount ultimately received may vary based on financing commitments and other adjustments.

Armada went public in May 2025, raising $230 million. Its sponsor became Arrington XRP Capital Fund. Evernorth expects gross proceeds from the transaction to exceed $1 billion, subject to change.