Deal essentials: Participants and construction
Evernorth is a newly established “digital asset treasury” with a straightforward mission: accumulate substantial cash and predominantly invest in XRP.
Instead of requiring firms to hold the token directly, Evernorth plans to provide a publicly traded stock offering exposure to XRP (XRP) via a corporate balance sheet.
To expedite its public entry, Evernorth is merging with Armada Acquisition Corp. II, a special purpose acquisition company (SPAC) — a publicly traded shell that aids private companies in going public. Subject to shareholder and regulatory approval, the merged entity aims to debut on Nasdaq in Q1 2026 with the ticker XRPN.
The funding goal exceeds $1 billion, primarily directed toward open-market XRP acquisitions, with a smaller fraction allocated for operational and deal-related expenses. The lead investor, SBI Holdings, has pledged $200 million, with additional support anticipated from Ripple, Rippleworks, Pantera Capital, Kraken, GSR, and more — funds intended to assist Evernorth in establishing one of the largest XRP treasuries on public markets.
Evernorth’s leadership will be spearheaded by Asheesh Birla, a long-standing Ripple executive transitioning from Ripple’s board to act as CEO. This transition indicates that the company will function independently, even while Ripple remains a supporter.
If the deal is finalized and funding proceeds as envisioned, Evernorth seeks to become the largest publicly traded XRP holder. The company’s structure provides treasurers and investors a simple avenue to gain XRP exposure by purchasing stock, relieving them of the need to manage wallets, custody, and compliance independently.
Structure vs. ETF: Understanding the framework
Evernorth is not introducing a spot ETF. It is a public firm intending to maintain a significant XRP position on its corporate balance sheet.
Investors would acquire shares of Evernorth, and the proceeds would be utilized for purchasing and managing XRP directly.
The main distinction from an exchange-traded fund (ETF) is that an ETF passively reflects the asset’s performance. Conversely, Evernorth plans to actively enhance “XRP per share” over time via standard treasury activities. The company also intends to apply strategies like institutional lending, liquidity provisioning, and selected decentralized finance (DeFi) yield, all governed by clearly established risk controls.
This is significant for corporations because shares offer liquidity during market hours and adherence to public company disclosure requirements. They also deliver audited transparency and eliminate the necessity for in-house custody and wallet management.
Since this is an equity investment, returns may vary from spot XRP due to strategic decisions, costs, and equity market valuation. The company views this variance as a potential avenue for added value.
Did you know? Ripple agreed to acquire prime broker Hidden Road in 2025, utilizing RLUSD as collateral in its brokerage services. This initiative is part of a broader expansion into institutional market services.
Reasons to opt for shares over direct XRP ownership
For finance departments, the allure lies in ease and security.
Directly holding a crypto token necessitates setting up wallets, selecting a custodian, drafting trading and compliance policies, and training personnel. With Evernorth, treasurers can opt to purchase listed shares that offer XRP exposure alongside public company reporting, audits, and board oversight.
Evernorth asserts it will not be a passive holder. The firm plans to disclose its XRP holdings and strive to enhance “XRP per share” over time, primarily by acquiring on the open market and, where suitable, leveraging institutional lending, liquidity provisioning, and selected DeFi tools to generate added yield.
In summary, it provides XRP exposure through an equity wrapper that trades during market hours and adheres to existing controls.
This is crucial for companies looking to engage with the Ripple/XRP landscape without establishing crypto infrastructure internally.
Did you know? Corporate “crypto treasuries” are already present, but they mainly focus on Bitcoin (BTC). Approximately 130-160 public firms collectively hold tens of billions of dollars in BTC, led by Strategy.
Fundamentals: Policy, yield, custody, and transparency
Here’s how Evernorth proposes the mechanics will function if the SPAC deal finalizes.
How purchasing operates
The majority of the funds raised are allocated for open-market XRP acquisitions. Post-merger, the new entity is expected to list on Nasdaq under the ticker XRPN. This means that its balance sheet and treasury policy will adhere to the standard reporting cycles mandated by the US Securities and Exchange Commission.
Strategies for enhancing yield
In contrast to a spot ETF, Evernorth outlines an engaged strategy. The company has also indicated ambitions to participate as a validator and utilize Ripple’s RLUSD stablecoin as a convenient gateway for XRP-based transactions. All plans will remain contingent on market conditions and the successful culmination of the deal.
Leadership and independence
Birla will resign from Ripple’s board to take on the role of Evernorth’s CEO. Ripple will continue as a strategic investor, with Brad Garlinghouse, Stuart Alderoty, and David Schwartz expected to serve in advisory roles. This framework is designed to maintain ecosystem alignment while ensuring Evernorth’s day-to-day operations remain independent.
The crucial query: Can over $1 billion in acquisitions influence XRP?
In absolute terms, $1 billion distributed over several months is significant but not overwhelming for XRP.
Ripple’s Q1 2025 update indicates an average daily spot volume for XRP around $3.2 billion across leading exchanges. This implies that Evernorth would likely pace its acquisitions to mitigate slippage. Regardless, a consistent buyer can tighten spreads and provide depth as market makers prepare for stable demand.
Liquidity has enhanced since previous years. In 2025, Kaiko noted a post-settlement peak for XRP on US exchanges, with approximately $116 million in bids and offers within 1% of the market price. Increased depth generally reduces execution costs and aids the market in accommodating block trades. Although it doesn’t eliminate price risk — as large clustered orders can still sway the market — it makes staggered accumulation significantly easier to manage.
Secondary effects are also possible. If Evernorth successfully lists, its stock might become an “XRP proxy” for investors unable to purchase the token directly. Should the market place the stock at a premium, such as if XRP per share increases, Evernorth could potentially secure additional capital and buy more XRP, creating a reinforcing cycle. Conversely, this cycle might unravel in risk-averse markets.
Lastly, if institutional interest continues to rise via ETF and exchange-traded product (ETP) inflows or increasing index weights, the XRP market structure could become increasingly supportive. Research by Kaiko indicates that indexes, beyond BTC and Ether (ETH), have performed robustly in environments where assets like XRP are included, amplifying the potential impact of a large, systematic buyer like Evernorth.
Did you know? XRP’s total supply was capped at 100 billion XRP when the XRP Ledger was launched in 2012, and the network does not depend on mining for operation.
Key observations leading to closing
From regulatory filings to funding structure and execution indications, the upcoming phase will reveal how ready Evernorth is to implement its XRP strategy in public markets. Here’s what to monitor as the process progresses.
Regulatory developments: SPAC transactions adhere to a set pathway. Anticipate an SEC Form S-4, the merger proxy and prospectus, followed by a vote from Armada II shareholders and standard closing requirements. The aim is to achieve a Q1 2026 closure. Once complete, the unified entity plans to list on Nasdaq under the ticker “XRPN.”
Funding logistics: Two elements dictate how much capital will arrive on the balance sheet. One is private investment in public equity (PIPE) allocations associated with the merger. The other involves SPAC shareholder redemptions. The stated target exceeds $1 billion in gross proceeds, including $200 million from SBI, with further contributions expected from Ripple, Pantera, Kraken, and GSR. The final composition at closing will impact Evernorth’s initial purchasing capability for XRP.
Playbook transparency: Keep an eye out for a formal treasury policy detailing how frequently the company intends to acquire, any blackout periods, and its hedging strategies. Further information should clarify named custody providers and key performance metrics like “XRP per share.” The company has also referenced potential validator engagement and the utilization of Ripple’s RLUSD stablecoin as an entry point into XRP-based DeFi. Filings should clarify actual plans.
Leadership and governance: Birla will resign from Ripple’s board to become Evernorth’s CEO. Ripple executives are anticipated to act in advisory roles, reflecting synergy with the larger ecosystem while maintaining operational independence. Look for the final board configuration and committee structures, including audit and risk, in the Form S-4 documentation.
Execution indicators: After the listing, initial signs to observe will include PIPE closing details, the first disclosed XRP purchases, and the cadence of quarterly reports.
Together, these factors will showcase whether Evernorth is effectively scaling into the sizeable public XRP treasury it has outlined.
