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Aug 28, 2026
2min read
byMarcus Hale
forCoinpaper
<img src="https://xpertsstudio.com/wp-content/uploads/2026/08/278707dc-4af4-4d78-a750-be40ecb99aed.webp" alt="XRP Treasury Giant Evernorth Clears SEC Hurdle, Nasdaq Debut Moves Closer” loading=”lazy”>
The SEC declared Evernorth’s Form S-4 effective, clearing the way for an Armada Acquisition II shareholder vote on Sept. 30, 2026 to approve a Nasdaq listing under ticker XRPN and its plan to operate an active crypto XRP treasury backed by Ripple, Arrington Capital, SBI, Pantera, Kraken and GSR with at least 473 million XRP at launch. However, the treasury faces material valuation risk after spending roughly $947 million on XRP in late October and seeing holdings worth about $446 million less by February as XRP slid to $1.37–$1.38 from a July 2025 high near $3.65, prompting deal repricing and highlighting fundraising, market-discount and liquidity/DeFi strategy risks for token-backed public vehicles.
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Evernorth Holdings has moved a step closer to becoming a publicly traded XRP treasury company after the U.S. Securities and Exchange Commission declared its merger registration statement effective.
The decision allows shareholders of Armada Acquisition Corp. II to vote on the proposed business combination on Sept. 30, 2026. If the transaction is approved and the remaining closing conditions are satisfied, the combined company is expected to trade on Nasdaq under the ticker XRPN.
The regulatory milestone does not amount to an SEC endorsement of Evernorth, XRP or the transaction. It means the company’s Form S-4 registration has cleared the disclosure process needed for the shareholder vote to proceed. The amended transaction documents are available through the SEC filing.
Evernorth Builds Public-Market XRP Vehicle
Evernorth is structured differently from a passive crypto fund. Rather than simply holding XRP to mirror its market price, the company intends to run an actively managed digital asset treasury, deploying capital across areas including liquidity provision, decentralized finance and XRP-related infrastructure.
The company is backed by several prominent crypto investors and firms, including Ripple, Arrington Capital, SBI Group, Pantera Capital, Kraken and GSR. Its broader plan to create regulated public-market exposure to XRP was outlined earlier this year as part of the proposed XRPN listing.
Evernorth has said it aims to launch with at least 473 million XRP, including tokens expected to be contributed as part of the transaction. That would position it among the largest corporate holders of the asset. A wider overview of corporate accumulation is available in Coinpaper’s guide to XRP treasuries.
XRP Price Creates a Valuation Test
The Nasdaq plan is advancing during a difficult period for Evernorth’s underlying asset.
The company spent roughly $947 million acquiring XRP in late October, according to disclosures cited by Decrypt. By February, those holdings were already worth around $446 million less than their purchase cost. XRP was trading near $1.37–$1.38 on Aug. 28, down sharply from its July 2025 record near $3.65.
That price decline matters because digital asset treasury companies often depend on their shares trading at a premium to the value of the crypto they hold. A persistent discount can make additional capital raising more difficult and weaken the strategy of issuing equity to accumulate more tokens.
Evernorth recently adjusted the transaction structure to better align investor share allocations with XRP’s market value near closing rather than relying on the earlier $2.36 reference price. More than 95% of committed capital reportedly supported the revised terms, a change detailed in Coinpaper’s recent deal update.
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The next major catalyst is now the Sept. 30 vote. Evernorth’s SEC clearance puts the listing process on a defined timetable, while the performance of XRP will continue to shape how investors value XRPN if the deal closes.
Source: cryptorank.io