The Securities and Exchange Commission has cleared a path for Evernorth Holdings, an XRP treasury company, to list on the Nasdaq, moving the firm one step closer to becoming the world's largest publicly traded XRP treasury.

The SEC declared Evernorth's Form S-4 registration statement effective on August 27, which means it can now merge with Armada Acquisition Corp. II, a Nasdaq-listed special purpose acquisition company (SPAC), and go public—if shareholders approve the deal during a vote set for September 30. Armada shareholders of record as of August 20 will be eligible to vote, and investors seeking redemption must file by September 28. Under standard SPAC mechanics, redeeming shareholders can recover their trust value in cash rather than hold shares in the combined company, which is why redemption levels in the run-up to the vote will shape how much capital and how many public shares carry into the listing.

If the vote passes and the remaining closing conditions are met, the combined firm expects to debut on Nasdaq under the ticker "XRPN," with the deal targeted to close in late Q3 or early Q4 of this year. Effectiveness does not mean the SEC has endorsed the merger, Evernorth's business model, or XRP as an investment; it simply clears the paperwork for the vote to proceed.

"Today marks an important milestone toward completing our proposed business combination," Evernorth founder and CEO Asheesh Birla said in a statement. He framed the development as another step toward an actively managed XRP treasury built with the transparency and governance he says public markets demand.

Evernorth belongs to a category of company known as a digital asset treasury, or DAT—a publicly traded firm that holds a cryptocurrency on its balance sheet and raises fresh capital to buy more of it, rather than simply tracking the token's price the way an ETF does. Where Strategy pioneered the model around Bitcoin, spawning a wave of imitators tied to tokens including SOL and XRP, Evernorth is built entirely around XRP, with plans to actively deploy the treasury through DeFi yield, validator operations, and ecosystem investment. Evernorth's active-management pitch is a deliberate contrast with passive holders: deploying capital into yield and infrastructure is what the company argues justifies its existence beyond simply warehousing tokens.

The firm's backers include Ripple, Arrington Capital, SBI Group, Pantera Capital, Kraken, and GSR. Evernorth initially announced its plans last October with more than $1 billion raised to buy XRP, and its S-4 filed in March disclosed a target of launching with at least 473 million XRP tokens, including a contribution from Ripple—whose co-founders created the XRP cryptocurrency—that only lands once the merger closes. Ripple's dual role as a major backer and token contributor ties the listing's fate closely to the company at the center of the XRP ecosystem.

The firm's own purchases, however, have not fared as well. Evernorth spent roughly $947 million buying XRP in late October, and by February it was sitting on a stash worth about $446 million less than it paid. XRP has kept sliding since, trading near $1.37 on Friday, down more than 5% on the day and well off its July 2025 all-time high of $3.65.

That gap matters for how XRPN trades once it lists. DAT stocks depend on holding a premium to the value of their underlying crypto in order to keep raising cheap capital and buying more of it; when the token slumps, that premium can vanish and the funding loop that made the model work can stall. The September 30 vote, the redemption tally, and XRP's price into the late-Q3 closing window are the concrete checkpoints that will determine whether the listing arrives as planned and on what footing. Armada shareholders now have until September 28 to decide whether to redeem their shares or ride that structure into a Nasdaq listing.