Ripple-Backed Evernorth Is One Vote Away From Nasdaq. Its Business Is Built Around Holding And Growing XRP.

A Ripple-backed company built around holding XRP is nearing a Nasdaq listing after federal regulators cleared the registration paperwork for its merger with a publicly traded shell company, leaving a shareholder vote as the next major hurdle.

Armada Acquisition Corp. II shareholders are scheduled to vote Sept. 30 on the proposed combination with Evernorth Holdings. If approved and the remaining closing conditions are met, the merged company expects to trade on Nasdaq under the ticker XRPN. The companies said the transaction could close shortly after the vote, according to an Evernorth announcement.

The Securities and Exchange Commission declared Evernorth's Form S-4 registration statement effective this week, allowing the shareholder solicitation to proceed. The declaration does not amount to an SEC endorsement of the transaction or Evernorth's investment strategy.

Evernorth was created to give public-market investors exposure to XRP through a corporate treasury structure. Ripple, Arrington Capital, SBI Group, Pantera Capital, Kraken and GSR are among its investors, while founder and CEO Asheesh Birla previously spent more than a decade at Ripple, including running its payments business, CoinDesk reported.

The transaction was announced in October 2025 and is expected to generate more than $1 billion in gross proceeds. A company disclosure by Japanese investor gumi said most of the proceeds were intended for purchases of XRP, while Evernorth also plans to use institutional lending, decentralized finance and other strategies to increase the amount of XRP backing each share.

Ripple itself agreed to contribute 126.8 million XRP to the business under the original transaction documents, according to an SEC filing. Evernorth has since accumulated a substantially larger position as it prepares for the listing.

The strategy differs from companies that largely buy and hold a single cryptocurrency. Evernorth says it intends to deploy capital across the XRP ecosystem, including infrastructure tied to tokenized assets, on-chain credit and settlement, with the goal of increasing XRP per share over time.

Digital-asset treasury companies have become a popular route for investors seeking crypto exposure through listed equities, though their shares can trade above or below the value of the tokens they own. When those shares fall below net asset value, raising additional capital through stock issuance becomes more difficult.

XRP was trading near $1.41 Thursday after gaining more than 27% over the previous week, according to CoinDesk. Armada shareholders who owned shares as of Aug. 20 will be eligible to participate in the Sept. 30 vote.