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Home Articles XRP Treasury Firm Evernorth Files S-4 with SEC for $1B SPAC Merger

XRP Treasury Firm Evernorth Files S-4 with SEC for $1B SPAC Merger

Simon Simba
Simon Simba
Simon is a writer with five years experience in crypto and iGaming. He currently works as a freelance writer at BanklessTimes where he focuses on simplifying daily crypto developments for readers. He discovered crypto in 2022 while writing news about NFTs for a news website in the US, and has since written for two other international NFT projects, and a Web3 gaming agency.
Updated: March 19th, 2026
Editor:
Joseph Alalade
Joseph Alalade
Editor:
Joseph Alalade
News Lead and Editor
Joseph is a content writer and editor who has actively participated in crypto for over 6 years. He enjoys educating others about Web3 and covering its updates, regulatory developments, and exciting stories.

The U.S. Securities and Exchange Commission has received a Form S-4 registration statement from Evernorth, an XRP-focused treasury company supported by Ripple, in order to proceed with a $1 billion SPAC merger. With this purchase, Evernorth will go public on the Nasdaq and become a specialized XRP treasury firm. If authorized, it would provide investors with exposure to XRP through stocks rather than direct token ownership.

How the Evernorth SPAC Deal Works

Evernorth plans to merge with Armada Acquisition Corp. II, a special-purpose acquisition company traded on a U.S. exchange. In the arrangement, a new holding company would buy both Armada and Evernorth. The public shares of Armada would then become shares of the new firm. The combination still needs shareholder and SEC approval before it can proceed.

The parties are targeting gross proceeds of more than $1 billion from the deal. Most of that money is expected to come from the SPAC’s trust account and additional private investments from institutional backers. After fees and expenses, Evernorth plans to use the net cash mainly to buy XRP on the open market and fund its operations.

Evernorth’s Plan for an XRP Treasury

Evernorth describes itself as a digital asset treasury company that focuses on building and managing a large XRP reserve for institutions. Instead of acting like a traditional fund, it wants to operate as a business that holds XRP on its balance sheet. The goal is to let investors buy shares in a company whose primary asset and strategy center on XRP.

The firm has said it will use different methods to manage its treasury over time. These may include participating in the XRP Ledger ecosystem, providing liquidity, and using on-chain tools to seek additional yield on its holdings. However, Evernorth also warns that XRP’s price can be volatile and that future regulation could affect its strategy.

When Evernorth files a public S-4 form, it plans to provide authorities and investors with comprehensive financial data, risks, and business strategies. The form outlines the merger form, explains how the company will use the revenues, and defines the rights of the new owners. It also covers potential hazards, including shifting market conditions, unclear laws, and the chance that the deal will not go through as planned.

READ MORE: SEC Greenlights Nasdaq Plan to Trade Stocks as Digital Tokens

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Simon Simba
Simon is a writer with five years experience in crypto and iGaming. He currently works as a freelance writer at BanklessTimes where he focuses on simplifying daily crypto developments for readers. He discovered crypto in 2022 while writing news about NFTs for a news website in the US, and has since written for two other international NFT projects, and a Web3 gaming agency.