Evernorth Files S-4 for XRP Treasury Merger with Armada

Evernorth, a cryptocurrency treasury firm focused on XRP, filed a Form S-4 registration statement with the U.S. Securities and Exchange Commission on March 18, advancing its plans to go public through a merger with special purpose acquisition company Armada Acquisition Corp. II. The transaction, if approved, would create Evernorth Holdings Inc. and list its shares on the Nasdaq under the ticker XRPN, raising more than $1 billion in gross proceeds to build one of the largest publicly traded XRP reserves.

The filing outlines a business combination that positions Evernorth as a regulated vehicle for institutional investors seeking exposure to XRP, the native token of the XRP Ledger used for cross-border payments and financial applications. Backed by prominent players including Ripple Labs, SBI Holdings, Pantera Capital, Kraken, GSR, and Arrington Capital, the deal includes contributions such as over 126 million XRP from Ripple in a private placement and $214 million in cash plus 600,000 XRP from other subscribers. Armada, which raised about $230 million in its initial public offering in May 2025, serves as the public shell for the merger.

Evernorth, founded in 2025, already holds...