Nikolas Sargeant
Evernorth, a Ripple Labs-backed XRP digital asset treasury, has filed a Form S-4 registration statement with the SEC, clearing what it describes as the final major regulatory hurdle before going public through a SPAC merger with Armada Acquisition Corp. II.
Announced in October, the merger plan targets a Nasdaq listing under the ticker XRPN. Following SEC review, the deal will still require shareholder approval from Armada II before the listing can proceed. Evernorth has said it expects the merger to generate approximately $1 billion in gross proceeds, the bulk of which will be directed toward building its XRP treasury, with the remainder covering operating and deal costs.
Evernorth has already been accumulating XRP ahead of the listing, acquiring 473.27 million tokens across two tranches between October 20 and November 4. At an average purchase price of $2.54 per token, the treasury, currently valued at around $692 million according to CoinGecko, has lost roughly 19% of its value over the past three months as XRP has retreated alongside the broader crypto market to around $1.47 at the time of writing.
The filing also arrives at a favorable moment for XRP's regulatory standing. On Tuesday, the SEC issued guidance clarifying that tokens including XRP, Bitcoin, Ethereum, Dogecoin, Avalanche, and Aptos are digital commodities rather than securities. Ripple's chief legal officer Stuart Alderoty welcomed the development on X, saying the company always believed XRP was not a security and calling the SEC's position long overdue clarity for markets and investors.
