Deal basics: Who’s involved, and what’s being built?
Evernorth is a newly formed “digital asset treasury” whose core idea is simple: Raise a large pool of cash and use most of it to buy and manage XRP.
Rather than requiring companies to hold the token directly, Evernorth aims to offer a publicly traded stock that provides XRP (XRP) exposure through a corporate balance sheet.
To fast-track its public debut, Evernorth is merging with Armada Acquisition Corp. II, a special purpose acquisition company (SPAC) — a listed shell that helps private firms go public. If shareholders and regulators approve, the combined company aims to list on Nasdaq in Q1 2026 under the ticker XRPN.
The funding target is over $1 billion. Most of that will go toward open-market XRP purchases, with a smaller portion reserved for operating and deal expenses. The anchor investor, SBI Holdings, has committed $200 million, with additional backing expected from Ripple, Rippleworks, Pantera Capital, Kraken, GSR and others — capital intended to help Evernorth build one of the largest XRP treasuries in the public markets.
Evernorth’s leadership is headed by Asheesh Birla, a longtime Ripple executive who is stepping down from Ripple’s board to serve as CEO. The move signals that the company will operate independently, even as Ripple continues to support it.
If the deal closes and the funding proceeds as planned, Evernorth aims to become the largest publicly traded holder of XRP. The company’s model gives treasurers and investors a straightforward way to gain XRP exposure by buying a stock instead of managing wallets, custody and compliance themselves.
Structure vs. ETF: How the wrapper works
Evernorth is not launching a spot ETF. It is a public company that plans to hold a large XRP position on its corporate balance sheet.
Investors would buy shares of Evernorth, and the company would use the net proceeds to purchase and manage XRP directly.
The key difference from an exchange-traded fund (ETF) is that an ETF passively tracks the asset. Evernorth, on the other hand, plans to actively increase “XRP per share” over time through standard treasury operations. The company also intends to use tactics such as institutional lending, liquidity provisioning and selected decentralized finance (DeFi) yield, all managed within clearly disclosed risk controls.
This matters for corporations because shares provide market-hours liquidity and public-company disclosure. They also come with audited transparency. In addition, they remove the need to build in-house custody and wallet operations.
Because this is equity, returns can differ from spot XRP due to strategy choices, expenses and equity market pricing. The company presents this variation as a potential source of added value.
Did you know? Ripple agreed to acquire prime broker Hidden Road in 2025, using RLUSD as collateral in its brokerage products. The move is part of a broader push into institutional market infrastructure.
Why choose shares over holding XRP directly
For finance teams, the appeal lies in simplicity and security.
Holding a crypto token directly requires setting up wallets, selecting a custodian, drafting trading and compliance policies and training staff. With Evernorth, treasurers can instead buy listed shares designed to mirror XRP exposure while offering public-company reporting, audits and board oversight.
Evernorth also says it will not be a passive holder. The company plans to publish its XRP holdings and work to increase “XRP per share” over time. It intends to do this mainly by buying on the open market and, where appropriate, using institutional lending, liquidity provisioning and selected DeFi tools to generate additional yield.
In short, it offers XRP exposure through an equity wrapper that trades during market hours and fits within existing controls.
This matters for companies that want exposure to the Ripple/XRP ecosystem without building crypto infrastructure in-house.
Did you know? Corporate “crypto treasuries” already exist, but they are mostly concentrated in Bitcoin (BTC). Around 130-160 public companies collectively hold tens of billions of dollars’ worth of BTC, led by Strategy.
The mechanics: Policy, yield, custody and disclosure
Here’s how Evernorth says the nuts and bolts will work if the SPAC deal closes.
How the buying works
Most of the money raised is earmarked for open-market XRP purchases. After the SPAC merger, the combined company expects to list on Nasdaq under the ticker XRPN. This means its balance sheet and treasury policy will be subject to standard reporting cycles set by the US Securities and Exchange Commission.
How it aims to add yield
Unlike a spot ETF, Evernorth outlines an active approach. The company has also indicated plans to participate as a validator and to use Ripple’s RLUSD stablecoin as a convenient on-ramp for XRP-denominated activity. All of this remains subject to market conditions and the successful completion of the deal.
Who’s in charge and how it stays independent
Birla will step down from Ripple’s board to serve as CEO of Evernorth. Ripple will remain a strategic investor, while Brad Garlinghouse, Stuart Alderoty and David Schwartz are expected to act in advisory capacities. The structure is designed to maintain ecosystem alignment while keeping Evernorth’s daily operations independent.
The big question: Can over $1 billion in purchases move XRP?
In absolute terms, $1 billion spread over several months is meaningful but not overwhelming for XRP.
Ripple’s Q1 2025 update shows average daily spot volume for XRP at about $3.2 billion across leading venues. This suggests Evernorth would likely pace its purchases to minimize slippage. Even so, a consistent buyer can tighten spreads and add depth as market makers position for predictable demand.
Liquidity has improved since earlier years. In 2025, Kaiko recorded a post-settlement high for XRP on US exchanges, with roughly $116 million in bids and offers within 1% of the market price. Greater depth generally lowers execution costs and helps the market absorb block flows. It does not eliminate price risk, as large clustered orders can still move the market, but it makes staged accumulation far more manageable.
There are also secondary effects. If Evernorth lists successfully, its stock could become an “XRP proxy” for investors who cannot buy the token directly. If the market values the stock at a premium, for example, if XRP per share increases, Evernorth may be able to raise additional capital and purchase more XRP, creating a reinforcing loop. Conversely, in risk-off markets, that loop could unwind.
Finally, if institutional demand continues to grow through ETF and exchange-traded product (ETP) flows or rising index weights, the market structure around XRP becomes more supportive. Kaiko’s research shows that indexes beyond BTC and Ether (ETH) have performed strongly in markets where assets such as XRP are included, which could amplify the impact of any large, methodical buyer such as Evernorth.
Did you know? XRP’s total supply was fixed at 100 billion XRP when the XRP Ledger launched in 2012, and the network does not rely on mining.
What to watch between now and closing
From regulatory filings to funding mix and execution signals, the next phase will show how prepared Evernorth is to scale its XRP strategy into the public markets. Here’s what to watch as the process unfolds.
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Regulatory steps: SPAC deals follow a defined path. Expect an SEC Form S-4, the merger proxy and prospectus, followed by an Armada II shareholder vote and standard closing conditions. The companies are targeting a Q1 2026 close. If completed, the combined entity plans to list on Nasdaq under the ticker “XRPN.”
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Funding mechanics: Two factors influence how much cash lands on the balance sheet. One is private investment in public equity (PIPE) allocations tied to the merger. The other is SPAC shareholder redemptions. The headline target is over $1 billion in gross proceeds, including $200 million from SBI, with additional participation anticipated from Ripple, Pantera, Kraken and GSR. The final mix at closing will affect Evernorth’s initial capacity to purchase XRP.
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Playbook disclosure: Watch for a formal treasury policy outlining how often the company plans to buy, any blackout windows and its hedging rules. Expect details on named custody providers and key performance indicators such as “XRP per share.” The company has also mentioned potential validator participation and the use of Ripple’s RLUSD stablecoin as an on-ramp into XRP-based DeFi. Filings should clarify what is actually planned.
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People and governance: Birla will step down from Ripple’s board to serve as Evernorth’s CEO. Ripple executives are expected to act as advisers, reflecting alignment with the broader ecosystem while maintaining operational independence. Look for the final board slate and committee structure, including audit and risk, in the Form S-4 filing.
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Execution signals: After listing, the early indicators to watch will include PIPE close details, the first disclosed XRP purchases and the rhythm of quarterly reports.
Together, these indicators will reveal whether Evernorth is successfully scaling into the large public XRP treasury it has outlined.
