Key highlights:
- The SEC has certified Evernorth's registration statement as effective
- Shareholders would vote on the merger September 30
- The company could trade on Nasdaq under the ticker XRPN
XRP treasury company Evernorth is closing in on a public listing. The SEC declared the firm's registration statement effective, setting the stage for a shareholder vote in September.
The SEC has declared our registration statement effective!
Press release here: https://t.co/UMmvGU2kcb
Armada Acquisition Corp. II shareholders will vote on the proposed business combination on Sept 30, 2026. Completion remains subject to that vote and to customary closing… pic.twitter.com/XqpG9IFXCG— evernorthxrp (@evernorthxrp) August 27, 2026
What the SEC decision means for Evernorth
The SEC's green light allows Armada Acquisition Corp. II, the shell company merging with Evernorth, to send out formal proxy materials and hold a shareholder vote.
It is important to note that this is just a procedural step, not an outright endorsement. The filing submitted in May said that the SEC has not approved or rejected the deal. The regulator has also not confirmed that the disclosures are up to par.
Meanwhile, Armada shareholders who held shares as of August 20 can vote at a virtual meeting on September 30. Shareholders can vote in favor of the merger and still choose to redeem their shares for cash. These redemption requests need to be submitted by September 28.
There is also the risk that these redemptions could shrink the cash Armada brings into the merged company, which could then affect the overall size of Evernorth's treasury.
The new company would begin trading under the ticker XRPN if shareholders approve the deal. Evernorth said it expects the deal to close in late September or October. This progress also comes just after the firm reworked its Nasdaq listing plan earlier in the month.
Progress lands at a tricky time for treasury companies
The firm’s push to Nasdaq comes at an awkward time for treasury companies. Analysts at Galaxy said in April that "the raise-and-hold era is over.” They pointed to firms whose market value had fallen to the same level as the crypto they hold, stripping away the premium that made these companies attractive to investors.
Some firms, like ETHZilla and France's Sequans, have already sold off portions of their crypto holdings to fund stock buybacks or pay down debt.
Evernorth has felt some of that pressure as well. A report from November 2025 found the company was sitting on about $78 million in unrealized losses on its XRP holding right after building it.
However, unlike many crypto treasury companies that simply buy and hold a single token, the XRP treasury firm is looking to do more. The company plans to invest capital into XRP infrastructure like the XRPL. They would also look into lending and liquidity strategies in on-chain markets.
“We plan to enter public markets as blockchain utility continues to grow, and we believe institutional finance will increasingly be built on-chain," Asheesh Birla, Evernorth's founder and CEO, said. “Evernorth is designed to accelerate XRP's role in that work."
There are top names backing this deal. These include Ripple, Arrington Capital, Japan's SBI Group, Pantera Capital, Kraken, and GSR.
Evernorth also mentioned earlier that they could see gross proceeds of at least $1 billion from the deal. Ripple has already contributed over 126.7 million XRP to the planned treasury.