XRP-focused crypto treasury firm Evernorth has submitted a Form S-4 registration statement to the U.S. Securities and Exchange Commission in a process to go public through a business combination with special purpose acquisition company Armada Acquisition Corp. II.
The Wednesday filing shows that the combined entity will operate as Evernorth Holdings Inc. after the proposed merger, and is expected to list on Nasdaq under the ticker symbols XRPN for its Class A common stock and XRPNW for warrants.
The filing estimates that the merged entity will hold at least 473 million XRP at launch, including contributions from Ripple and open-market purchases funded by the merger proceeds. Previous reports stated that the merger transaction is expected to raise over $1 billion in gross proceeds, including investments from SBI, Ripple, Pantera Capital, Kraken, and GSR.
An S-4 filing is a preliminary registration statement required by the SEC for companies seeking to publicly register shares in connection with a business combination, such as a merger or acquisition.
Evernorth, established in 2025, is an institutional vehicle primarily holding and managing XRP as its core reserve asset. Its strategy includes acquiring XRP, participating in the XRP ecosystem, generating yield through lending and liquidity provisioning, operating validators on the XRP Ledger, and utilizing Ripple's RLUSD stablecoin for certain operations.
"Evernorth is built to provide investors more than just exposure to XRP's price," Evernorth CEO Asheesh Birla said in an October statement. "As we capitalize on existing TradFi yield generation strategies and deploy into DeFi yield opportunities, we also contribute to the growth and maturity of that ecosystem. This approach is designed to generate returns for shareholders while supporting XRP's utility and adoption."
Meanwhile, Armada Acquisition Corp. II, completed its initial public offering in May 2025, raising approximately $230 million.
According to The Block's crypto price page, XRP is currently the fourth-largest cryptocurrency with a market capitalization of $89.6 billion. The cryptocurrency is trading at $1.46, down 4% in the past 24 hours, leading up to 10:30 p.m. ET.
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