Evernorth Nasdaq XRP Treasury Approved; About $88.5M at Closing

Shareholders approved the business combination on Sept. 30, and Evernorth and merger partner Armada Acquisition Corp. II reported the approval on Oct. 1. The companies expect to close the transaction on Oct. 7 and begin trading the combined company’s Class A shares on Nasdaq under the ticker XRPN on Oct. 8, subject to remaining closing conditions.

The companies disclosed roughly $225 million from private placements, $30 million of incremental convertible-note financing and about $48 million of expected trust proceeds, totaling approximately $303 million before transaction costs. The private placements break down into $214.05 million of advance cash subscriptions and $10.5 million of delayed subscriptions.

Advance placement proceeds were already used to fund a reported Nov. 4, 2025 purchase of about 84.37 million XRP for roughly $214 million at an average price near $2.54. Because those funds were spent on earlier token purchases, they are not available for additional market buys at closing.

Isolating sources that remain contingent at closing yields about $88.5 million in gross potential funding: $10.5 million of delayed subscriptions, $30 million tied to convertible notes, and roughly $48 million of expected trust proceeds. Those amounts are before transaction expenses and other uses and depend on settlement and the business-combination closing.

The convertible notes are described as carrying 4% annual payment-in-kind interest that compounds to principal and mature in 2031 unless converted, redeemed or repurchased earlier. Armada’s disclosures state the $30 million note issuance depends on and is expected to occur concurrently with the closing.

The proxy allows net subscription proceeds, trust cash and note funds to be used for working capital, general corporate purposes and activities within the XRP ecosystem. Transaction fees, operating needs, any repurchases and existing liabilities will reduce cash available for new spot-token purchases.

Armada’s June 30, 2026 SPAC balance sheet showed about $5.39 million in accounts payable and accrued expenses and a $9.2 million deferred underwriting fee payable. The underwriting payment depends in part on trust funds remaining after investor redemptions.

Evernorth expects to hold about 473 million XRP at closing. That forecast includes prior market purchases, in-kind investor contributions and settled holdings. The proxy identifies a 50 million XRP related-party subscription and about 211.3 million XRP contributed through the sponsor; those contributions can increase the treasury without contemporaneous cash purchases.

A completed-closing announcement, confirmation of settled financing, a reconciliation of net cash and paid expenses, and itemized acquisition disclosures that pair cash outflows with purchased token quantities will show how much settled cash the combined company actually spends on additional XRP.