Evernorth Holdings To Merge With Special Purpose Acquisition Company In $1 Bln Deal

(RTTNews) - Evernorth Holdings Inc. (XRPN), a newly formed Nevada corporation that will enable XRP adoption on an institutional scale, announced Monday its public launch and the execution of a business combination agreement with Armada Acquisition Corp II (AACI), a publicly traded special purpose acquisition company.

Upon closing of the transaction, the combined company will operate under the Evernorth name and is expected to trade on Nasdaq under the ticker symbol "XRPN," subject to the satisfaction of the listing requirements.

The transaction is expected to raise over $1 billion in gross proceeds, including $200 million from SBI and additional investments from Ripple, Rippleworks, and leading digital asset and fintech leaders and investors, including Pantera Capital, Kraken, and GSR, with participation from Ripple co-founder Chris Larsen, among others.

The net proceeds will primarily fund open-market purchases of XRP to build the world's leading institutional XRP treasury, with a portion allocated to working capital, general corporate purposes, and transaction expenses.

Evernorth is designed to provide investors with simple, liquid, and transparent exposure to XRP through a publicly listed vehicle. Unlike a passive ETF, Evernorth seeks to grow XRP per share over time by participating in institutional lending, liquidity provisioning, and DeFi yield opportunities.

The transaction, which has been unanimously approved by the Boards of Directors of both companies, is expected to close in the first quarter of 2026, subject to customary closing conditions and shareholder approvals.

In addition to its vision to build one of the largest institutional XRP treasuries in the world, Evernorth plans to deploy resources toward advancing the XRP ecosystem more broadly.

In connection with the closing of the transaction, each Class A share of Armada II that has not been redeemed for cash in accordance with the terms of its organizational documents will convert to Class A shares of Evernorth on a one-for-one basis.