XRP Treasury Evernorth Submits SEC Filing for Planned Nasdaq Listing

Evernorth said its $1 billion proceeds will support building what it expects to be Nasdaq’s largest publicly traded XRP treasury firm.

Nevada-based Evernorth has formally submitted a Form S-4 registration statement to the US Securities and Exchange Commission tied to its planned merger with Armada Acquisition Corp. II.

The latest move advances a deal that would take the XRP-focused treasury firm public on Nasdaq.

Evernorth’s SPAC Deal

The filing introduces Evernorth as a regulated corporate vehicle structured to give public market investors exposure to XRP through an actively managed treasury strategy. The disclosure provides the first look at the firm’s operational blueprint, including how it intends to allocate, manage, and report its XRP holdings within a public company framework.

The company said it has secured more than $1 billion in gross proceeds from a group of institutional backers, among them Ripple Labs, SBI Holdings, Pantera Capital, Kraken, and Arrington Capital, the sponsor behind Armada II. The proceeds will be used to support the creation of what it expects to be the largest public XRP treasury company on Nasdaq. The registration statement, which includes a preliminary proxy statement and prospectus, remains under SEC review and has not yet been declared effective.

Completion of the transaction is subject to approval by Armada II shareholders and other standard closing requirements. Upon closing, the combined entity is expected to trade on the Nasdaq Stock Market under the ticker “XPRN,” pending exchange approval.

Commenting on the development, Michael Arrington, founder of Arrington Capital, said,

“Evernorth continues to emerge as a key gateway for capital markets, underscoring XRP’s rising influence in bridging traditional finance and real-time innovation. This continued progress by Evernorth reflects a wider wave of achievement and momentum of the XRP ecosystem as it expands utility across global finance.”

Evernorth’s announcement comes just days after the SEC issued new guidance, where XRP was included in a group of assets treated as digital commodities. According to the agency, securities regulations typically extend only to tokenized securities, excluding most other digital assets from such legal classification and regulatory scope.

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Price Struggle

On the price side of things, $1.50 remains a major hurdle for XRP. The crypto asset surged past this level at the beginning of the week but failed to sustain the momentum. After shedding almost 4% over the past 24 hours, it was trading near $1.46.

Experts say the CLARITY Act could be a major catalyst for XRP. According to EGRAG CRYPTO, the bill may determine whether the token breaks above the $1.65-$1.70 resistance range. The analyst found that the token is forming an ascending triangle, a pattern which is often linked to breakouts, and sees a 65% chance of an upward move. However, a delay in the legislation could lead to a rejection or false breakout.