Deal essentials: Who’s participating, and what’s on the agenda?
Evernorth is a newly established “digital asset treasury” with a straightforward mission: Assemble a substantial pool of capital to primarily purchase and manage XRP.
Instead of necessitating that companies directly hold the token, Evernorth seeks to provide a publicly traded stock that grants exposure to XRP via a corporate balance sheet.
To expedite its public entrance, Evernorth is merging with Armada Acquisition Corp. II, a special purpose acquisition company (SPAC) — essentially a listed shell facilitating private firms’ public transitions. Pending shareholder and regulatory approval, the merged entity aims to debut on Nasdaq in Q1 2026 under the ticker XRPN.
The funding goal exceeds $1 billion, with the majority allocated for open-market XRP acquisitions and a smaller segment earmarked for operational and transaction expenses. The primary investor, SBI Holdings, has pledged $200 million, with further investment anticipated from Ripple, Rippleworks, Pantera Capital, Kraken, GSR, among others — capital intended to help Evernorth establish one of the largest XRP treasuries in the public marketplace.
The leadership team at Evernorth is spearheaded by Asheesh Birla, a long-time executive at Ripple, who is resigning from Ripple’s board to take on the CEO role. This transition indicates that the company will operate autonomously, even while receiving ongoing support from Ripple.
If the transaction finalizes and the funding proceeds as intended, Evernorth aims to become the largest publicly traded XRP holder. The company’s model offers treasurers and investors a clear pathway to obtain XRP exposure by acquiring a stock rather than managing wallets, custody, and compliance independently.
Structure vs. ETF: Understanding the framework
Evernorth is not introducing a spot ETF. It is a public company aiming to maintain a significant XRP position on its corporate balance sheet.
Investors would acquire shares of Evernorth, and the company would utilize the net proceeds to directly purchase and manage XRP.
The principal distinction from an exchange-traded fund (ETF) lies in that an ETF passively mirrors the asset. In contrast, Evernorth intends to actively enhance “XRP per share” over time through standard treasury operations. The company also plans to employ strategies such as institutional lending, liquidity provisioning, and select decentralized finance (DeFi) yield, all managed within clearly defined risk parameters.
This is significant for corporations, as shares offer market-hours liquidity and public-company transparency. They also entail audited clarity and eliminate the necessity of establishing in-house custody and wallet functions.
As equity, returns may vary from spot XRP due to strategic decisions, expenses, and equity market valuation. The company positions this disparity as a potential avenue for added value.
Did you know? Ripple finalized its acquisition of prime broker Hidden Road in 2025, utilizing RLUSD as collateral within its brokerage services. This shift is part of a larger endeavor into institutional market infrastructure.
The advantages of shares over direct XRP ownership
For finance teams, the attraction rests in efficiency and security.
Directly holding a crypto token requires establishing wallets, selecting custodians, drafting trading and compliance protocols, and training personnel. With Evernorth, treasurers can opt to purchase publicly listed shares designed to reflect XRP exposure while providing public reporting, audits, and board governance.
Evernorth asserts it will not remain a passive holder. The company aims to disclose its XRP holdings and strive to enhance “XRP per share” over time. It plans to achieve this primarily by buying on the open market and strategically employing institutional lending, liquidity provisioning, and selected DeFi tools to maximize additional yield.
In essence, it provides XRP exposure through an equity wrapper that trades during market hours and complies with existing controls.
This is crucial for businesses seeking exposure to the Ripple/XRP ecosystem without creating crypto infrastructures internally.
Did you know? Corporate “crypto treasuries” already exist, but they predominantly focus on Bitcoin (BTC). Approximately 130-160 public companies collectively hold tens of billions of dollars in BTC, led by Strategy.
The mechanics: Policy, yield, custody, and transparency
Here’s how Evernorth envisions the operations will function if the SPAC agreement finalizes.
How purchases will be executed
Most of the funds raised are designated for open-market XRP acquisitions. Following the SPAC merger, the newly formed company aims to list on Nasdaq under the ticker XRPN. This designation means its balance sheet and treasury policy will follow standard reporting timelines set by the US Securities and Exchange Commission.
Strategies for generating yield
Distinct from a spot ETF, Evernorth outlines a proactive approach. The company also intends to participate as a validator and utilizes Ripple’s RLUSD stablecoin as a straightforward on-ramp for XRP-based activity. All of this remains contingent on market conditions and successful deal completion.
Leadership and independence
Birla will step down from Ripple’s board to take the role of CEO at Evernorth. Ripple will continue as a strategic investor, with Brad Garlinghouse, Stuart Alderoty, and David Schwartz expected to serve in advisory roles. This structure is developed to maintain ecosystem alignment while ensuring Evernorth’s daily operations remain autonomous.
The pivotal question: Can over $1 billion in acquisitions influence XRP?
In absolute terms, $1 billion spread over several months is substantial but not excessive for XRP.
Ripple’s Q1 2025 update indicates an average daily spot volume for XRP at roughly $3.2 billion across major venues. This suggests Evernorth would likely time its purchases to mitigate slippage. Nevertheless, a consistent buyer can narrow spreads and enhance depth as market makers adjust to predictable demand.
Liquidity has notably improved since previous years. In 2025, Kaiko reported a post-settlement high for XRP on US exchanges, with approximately $116 million in bids and offers within 1% of the market price. Increased depth generally lessens execution costs and facilitates the market’s ability to absorb bulk orders. Although it does not entirely exclude price risk as large clustered orders may still sway the market, it makes gradual accumulation substantially more manageable.
There are also secondary implications. If Evernorth successfully lists, its stock could serve as an “XRP proxy” for investors unable to purchase the token directly. If the market assigns a premium valuation to the stock, for instance, if XRP per share rises, Evernorth may secure additional capital and acquire more XRP, fostering a reinforcing cycle. Conversely, in negative market conditions, that cycle might break down.
Lastly, if institutional demand continues to grow via ETF and exchange-traded product (ETP) inflows or rising index weights, the market framework surrounding XRP becomes increasingly supportive. Kaiko’s analysis shows that indexes beyond BTC and Ether (ETH) have thrived in markets where assets like XRP are allocated, potentially amplifying the influence of a significant, methodical buyer such as Evernorth.
Did you know? XRP’s overall supply was capped at 100 billion XRP when the XRP Ledger commenced in 2012, and the network operates without mining.
Key considerations leading up to closing
From regulatory submissions to funding structures and execution cues, the subsequent phase will indicate how ready Evernorth is to expand its XRP strategy into public markets. Here’s what to look for as events unfold.
Regulatory procedures: SPAC transactions adhere to a specified process. Anticipate an SEC Form S-4, the merger proxy and prospectus, followed by a shareholder vote from Armada II and standard closing prerequisites. The target timeline is Q1 2026 for completion. If successful, the merged entity plans to list on Nasdaq under the ticker “XRPN.”
Funding dynamics: Two elements influence the cash that reaches the balance sheet. One is private investment in public equity (PIPE) allocations linked to the merger. The other is SPAC shareholder withdrawals. The overarching objective is over $1 billion in gross proceeds, inclusive of $200 million from SBI, with further participation anticipated from Ripple, Pantera, Kraken, and GSR. The final combination at closing will impact Evernorth’s initial capability to buy XRP.
Disclosure of playbook: Keep an eye out for a formal treasury policy detailing how frequently the company plans to purchase, any blackout periods, and its hedging strategies. Expect specifications on named custody providers and key performance metrics such as “XRP per share.” The company has also indicated consideration of validator roles and the use 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 expected to serve as advisors, indicating alignment with the larger ecosystem while preserving functional independence. Look for the final composition of the board and committee setup, including audit and risk, in the Form S-4 submission.
Indicators of execution: After the listing, key metrics to monitor will encompass PIPE closing details, the initial disclosed XRP acquisitions, and the frequency of quarterly updates.
Collectively, these indicators will reveal whether Evernorth is effectively scaling into the large public XRP treasury it has envisioned.
