Evernorth pushes XRPN Nasdaq trading debut to Oct. 12

Evernorth Holdings has delayed its planned Nasdaq trading debut under the XRPN ticker by four days to Oct. 12 after an administrative issue pushed back the closing of its business combination with Armada Acquisition Corp. II.

According to Evernorth, the administrative delay is not expected to affect the completion of the transaction, which is now expected to close on Friday, Oct. 9. Trading in the combined company’s Class A common stock is expected to begin on Nasdaq the following Monday, subject to customary closing conditions and Nasdaq listing requirements.

Due to an administrative delay that is not expected to affect the closing, we now expect to close on Friday, October 9th, with XRPN expected to start trading on Nasdaq on Monday, October 12th, in each case subject to customary closing conditions and Nasdaq listing requirements.…

— evernorthxrp (@evernorthxrp) October 6, 2026

“Due to an administrative delay that is not expected to affect the closing, we now expect to close on Friday, October 9th, with XRPN expected to start trading on Nasdaq on Monday, October 12th,” Evernorth said in an Oct. 6 update.

An Oct. 6 filing with the U.S. Securities and Exchange Commission confirmed the revised timetable and said Armada shareholders had already approved the business combination on Sept. 30.

Evernorth Nasdaq listing moves four days later

Evernorth had previously planned to complete the transaction on Oct. 7 and begin Nasdaq trading on Oct. 8.

Armada shareholders approved the combination at an extraordinary general meeting held on Sept. 30, clearing one of the main requirements before closing. The company announced the result on Oct. 1 and said at the time that investor support for the transaction remained intact.

Crypto.news previously examined the terms behind the shareholder vote, including the assets expected to sit inside the combined company and the conditions that still needed to be completed before the listing.

Shareholder approval did not itself complete the transaction. Evernorth and Armada still have to meet or waive the remaining closing conditions, while the planned listing remains subject to Nasdaq requirements.

The revised schedule adds two days to the expected merger closing and four days to the anticipated start of trading. Evernorth has not identified any problem with the transaction itself beyond describing the issue as administrative.

Once the combination is completed, the company will operate as Evernorth Holdings Inc. and its Class A common stock is expected to trade under XRPN.

Evernorth expects to hold around 473 million XRP

The transaction is expected to bring Evernorth approximately $300 million in gross cash proceeds before transaction expenses.

That amount consists of $225 million from related private placements, $30 million from incremental convertible note financing and roughly $48 million of trust proceeds. Investors have contributed XRP in kind as part of the transaction as well.

Evernorth expects to hold approximately 473 million XRP at closing, which the company says would make it the largest publicly traded pure play XRP treasury company.

The projected balance is not made up entirely of XRP bought with cash. Earlier analysis of the treasury detailed at least 473,276,430 XRP expected at closing under the transaction assumptions, including roughly 126.79 million XRP contributed by Ripple.

Another 84.37 million XRP was acquired for approximately $214 million, while other portions of the expected balance entered through separate contribution and transaction arrangements.

Evernorth’s transaction and related private placements have raised more than $1 billion, with investors including Ripple, SBI Group, Arrington Capital, Pantera Capital, Kraken and GSR.

CEO Asheesh Birla said in the Oct. 1 announcement that becoming public would provide investors with “a regulated, transparent way to own XRP exposure and participate in the growth of the blockchain economy.”

“We’re grateful to our shareholders for their support as we complete this important transaction,” Birla said.

$30 million financing remains tied to closing

Part of the financing surrounding the transaction involves $30 million of convertible senior payment in kind notes.

Evernorth agreed to the $30 million convertible financing ahead of the shareholder vote. The notes carry a 4% payment in kind rate and mature in 2031, with their issuance tied to completion of the business combination.

Proceeds from the financing may be used for additional XRP purchases and activities across the XRP ecosystem after the transaction closes.

The planned Nasdaq transaction had passed another procedural step in August when the SEC declared Evernorth’s Form S 4 registration statement effective. The registration statement becoming effective allowed Armada shareholders to consider the proposed combination and paved the way for the Sept. 30 meeting.

SEC effectiveness did not amount to approval of the investment merits of the transaction, and completion remained dependent on the shareholder vote, other closing conditions and Nasdaq requirements.

Evernorth has spent several months updating the registration documents for the proposed public company. A Form S 4 amendment filed in July included employment agreements for three senior executives while the company continued working toward the XRPN listing.

The Sept. 30 shareholder approval cleared the vote requirement, leaving the remaining closing process and Nasdaq listing conditions to be completed.

Evernorth said in its latest update that Armada shareholders had already approved the merger and thanked supporters for sticking with the company through the revised schedule. The Oct. 6 SEC filing puts the business combination closing on or about Oct. 9 and the expected start of XRPN trading on or about Oct. 12.