$672 Million XRP Treasury Firm Is One Final Vote Away From Nasdaq

The SEC declared Evernorth’s S-4 registration effective on August 27, clearing the final regulatory hurdle before its planned Nasdaq listing under the ticker XRPN.

The XRP treasury company, backed by Ripple, Kraken, and Pantera Capital, now moves toward a decisive shareholder vote scheduled for September 30.

A Decisive Vote Set for September 30

Evernorth plans to go public through a merger with Armada Acquisition Corp. II, a SPAC formed in October 2024 and sponsored by Arrington XRP Capital.

Its S-4 form lists the securities involved in the deal and provides shareholders with the information they need before voting, covering up to 34,499,992 Class A common shares and 11,499,992 warrants.

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The SEC’s effectiveness declaration allows Armada to formally convene its special shareholder meeting. Investors registered as of August 20 will vote on the merger on September 30.

The companies called the vote one of the last key milestones before Evernorth’s public debut.

“That vote is one of the last key milestones before Evernorth’s debut as a public company on Nasdaq, where the combined company is expected to trade under the ticker “XRPN,” subject to the completion of the business combination and satisfaction of customary listing conditions,” Evernorth said in the press release.

If approved, closing would follow shortly after, subject to customary conditions, and the combined company could then seek Nasdaq admission under XRPN by late Q3 or early Q4.

The SEC’s decision does not amount to an endorsement of the deal’s merits or fairness. Regulators simply confirmed that the registration statement can now be used to move the process forward.

Evernorth Wants an Actively Managed XRP Reserve

Evernorth aims to break from the passive buy-and-hold model that defined early crypto treasury companies. It says it will actively manage its XRP holdings to gradually increase the amount held per share.

According to CoinGecko data, Evernorth Holdings currently holds 473,276,430 XRP, worth roughly $672.3 million and accounting for 0.473% of the token’s total supply. That makes it the largest publicly traded corporate holder of XRP, ahead of any rival treasury company.

That strategy rests on three pillars: yield generation, participation in the broader XRP ecosystem, and capital markets operations. The company plans to fund XRP-related infrastructure alongside projects tied to tokenized assets, on-chain credit, and settlement systems.

The announcement did not detail specific return targets or the risks tied to these strategies, leaving their effectiveness to be proven once the company trades publicly. Evernorth positions its future stock as a regulated, liquid, and transparent way to gain exposure to the XRP ecosystem, backed by Ripple, SBI Group, Pantera Capital, Kraken, Arrington Capital, and GSR.

XRP currently trades near $1.42, up 9% over the past 7 days, with a market cap of roughly $89 billion, according to BeInCrypto data. The S-4’s effectiveness marks a meaningful milestone, but Evernorth remains unlisted. The September 30 vote, followed by the deal’s completion, will determine whether XRPN actually debuts on Nasdaq.

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