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31 July, 2026 / News / AI / Tags: evernorth, xrp, merger, impairment, officer

Ripple-backed firm amends SEC filing, completes leadership contracts and reports XRP-related impairment as merger with SPAC advances
Evernorth Holdings has submitted an updated registration statement to the U.S. Securities and Exchange Commission, completing employment agreements for three senior executives as it prepares for a public listing. The company, focused on building a large institutional XRP treasury, is advancing a merger that would allow it to trade on Nasdaq under the ticker XRPN.
In Amendment No. 5 to its Form S-4, Evernorth disclosed the remaining leadership contracts. Chief Legal Officer Jessica Jonas is set to receive a base salary of $400,000 along with restricted stock units valued at $4.5 million. Chief Business Officer Sagar Shah and Chief Operating Officer Meg Nakamura will each earn base salaries of $300,000 and equity awards valued at $2.8 million.
All three executives are eligible for annual target bonuses equal to 50 percent of base salary, plus standard benefits. The equity grants fall under the company’s 2026 Omnibus Incentive Plan and remain subject to approval by shareholders and the board’s compensation committee. These terms complete the disclosed packages for the senior team, following earlier agreements with Chief Executive Officer Asheesh Birla, whose equity award is valued at approximately $44 million, and Chief Financial Officer Matt Frymier, whose package includes an equity award of about $5.6 million.
Evernorth is progressing toward a business combination with Armada Acquisition Corp. II, a special purpose acquisition company sponsored by Arrington Capital. Upon closing, the combined entity intends to list on Nasdaq under the symbol XRPN.
The transaction is supported by more than $1 billion in expected gross proceeds from strategic investors that include Ripple, SBI Holdings, Pantera Capital, Kraken and Arrington Capital. The capital is primarily earmarked for expanding the XRP treasury, with a portion allocated to operations and transaction costs.
Proposed board members after the merger include Ripple Chief Legal Officer Stuart Alderoty, Asheesh Birla, Ted Janus, Robert Kaiden and Derar Islim. The structure is intended to create a regulated public vehicle that offers institutional and retail investors indirect exposure to XRP through a listed equity rather than direct token ownership.
Evernorth currently holds approximately 473 million XRP tokens. Recent declines in the token’s price led the company to record a $38.4 million impairment over the past four months. As a result, the reported fair value of the combined holdings has been adjusted to about $640 million.
XRP has traded recently in a range near $1.05 to $1.09, with prices around $1.07 in the latest sessions. The token recorded weekly losses exceeding 5 percent amid softer trading volumes. The impairment illustrates the direct link between digital-asset price movements and the reported value of a dedicated treasury strategy.
| Metric | Detail |
|---|---|
| XRP tokens held | Approximately 473 million |
| Impairment recognized | $38.4 million |
| Updated holdings value | Approximately $640 million |
| Expected gross proceeds | More than $1 billion |
| Proposed ticker | XRPN |
Evernorth’s model centers on accumulating and managing a substantial XRP position while providing a publicly traded share structure. The company has described the planned listing as a means to offer traditional market participants a regulated route to XRP exposure. Supporting investors remain committed despite the recent valuation adjustment on the treasury assets.
The latest SEC amendment does not constitute regulatory approval of the merger. Completion still requires clearance of remaining conditions, including shareholder votes and satisfaction of other closing requirements. Market participants will monitor further filings and developments as the company moves through the final stages of its public-market preparations.









