The US securities regulator SEC declared the S-4 registration of XRP treasury firm Evernorth effective in August 2026. That clearance opens the path for the Evernorth Nasdaq listing. The company plans to go public through a merger with the special purpose vehicle Armada Acquisition Corp. II. Its shares will trade under the ticker XRPN.
Evernorth is a so-called Digital Asset Treasury Company, or DAT. Such firms buy a single cryptocurrency onto their own balance sheet. Through the stock market listing, investors gain indirect exposure without having to custody the token themselves. The model goes back to Strategy, formerly MicroStrategy. That company first established the approach for Bitcoin. Evernorth originally filed the S-4 registration in March 2026 to reach the Nasdaq through the Armada merger. Backers behind the vehicle include Ripple, Kraken, Pantera Capital, the SBI Group, Arrington Capital and GSR. Additionally, the registration covers up to 34.5 million Class A common shares and roughly 11.5 million warrants.
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SEC clearance paves the way for the Evernorth Nasdaq listing
The regulator's declaration of effectiveness is not a verdict on the business model. For now, it confirms only that the registration documents meet the formal disclosure requirements. As a result, Armada shareholders can now vote on the merger. Nasdaq approval and the customary closing conditions, however, remain outstanding. Evernorth announced the step in late August 2026 in its own press release.
The timetable is tight. Armada shareholders vote on the merger at a special meeting on September 30, 2026. August 20, 2026 served as the record date for voting eligibility. If shareholders approve and the parties meet the customary closing conditions, the deal closes late in 2026. The precise window runs from the late third quarter to the early fourth quarter. Trading in the combined company then begins under the ticker XRPN. The associated warrants should also list, likely under the symbol XRPNW.
Armada Acquisition Corp. II is a special purpose vehicle with no operating business of its own. It raises capital on the stock market and later acquires a target company. In May 2025, the company took in around USD 230 million in its own public offering. In total, the now effective registration covers 34,499,992 Class A shares and 11,499,992 warrants. Evernorth is likely to issue only what the merger and the accompanying capital raise require.
Ripple, Kraken and Pantera stand behind the treasury strategy
The investor roster sets Evernorth apart from smaller treasury vehicles pushing onto US exchanges. Several of the industry's largest backers and trading houses take part. The group comprises Ripple, Kraken, Pantera Capital, Japan's SBI Group, Arrington Capital and GSR. Their capital forms the basis for the XRP holdings the company intends to hold after the merger. Ripple's role stands out in particular. The company behind the XRP Ledger ecosystem also appears here as a financial backer of the vehicle.
Ripple contributes its own XRP holdings as well as its in-house stablecoin RLUSD to the treasury strategy. The payments provider therefore secures influence over a listed vehicle whose purpose is building a permanent XRP position. Part of the capital thus comes not from outside, but from the ecosystem itself. Evernorth founder and CEO Asheesh Birla puts the governance setup front and center. Instead of a passive holder, his company positions itself as an actively managed balance sheet vehicle. It also accepts the disclosure obligations of a listed company.
"Today marks an important milestone on the path to completing the planned business combination. We set out to build an actively managed XRP treasury with the transparency and governance that public markets demand." - Asheesh Birla, Founder and CEO, Evernorth
Evernorth would become the largest listed XRP treasury vehicle
After the merger closes, Evernorth intends to hold at least 473 million XRP. That would make the company the largest listed treasury vehicle for the token. Moreover, the transaction should bring in more than USD 1 billion in gross proceeds. That is over four times what Armada previously raised in its own public offering. Consequently, most of the capital is unlikely to come from the original special purpose vehicle, but from the accompanying placement.
The firm joins a trend that began with Bitcoin treasury companies and has since spread to altcoins. Following the Strategy template, comparable vehicles have emerged for Ether, Solana and XRP. The route through a SPAC merger has also established itself as a common pattern. Young crypto treasury firms rarely choose the classic IPO, which is more demanding and more selective in its review.
One question stays open, however: whether the announced holdings materialize in full. That depends on the shareholder vote at the end of September and on the fulfillment of the customary closing conditions. Until trading actually starts, Evernorth therefore remains an announced vehicle without a share price.
Competition from the existing spot XRP ETFs
Evernorth is not entering an empty field. Seven spot XRP ETFs already trade in the US, offering institutional investors regulated access to the token. According to an analysis by CryptoRank, these products recorded cumulative net inflows of around USD 1.51 billion through mid-August 2026. Their total net assets stood at about USD 934 million. Assets under management therefore sit well below the sum of the money raised so far.
A treasury vehicle must consequently prove its own added value against these products. Evernorth is betting on an actively managed balance sheet, while an ETF tracks the token passively. The shares of such a company, however, do not necessarily follow the price of the token held. Ultimately, what matters is the valuation the market grants the company. XRP last traded at USD 1.43, up 1.53% from the previous day. Its market capitalization stands at USD 89.48 billion. The token still ranks as the fifth largest cryptocurrency by market capitalization.
