Whether the capital contribution structure involving Ripple Labs and institutional investors leads to an actual listing, and how much an XRPN listing broadens access to XRP investment, are key points to watch. [Photo: Shutterstock]

Evernorth Holdings, an XRP digital asset treasury (DAT) company, is pushing ahead with a Nasdaq listing process after filing an amended S-4 registration statement with the U.S. Securities and Exchange Commission, blockchain media outlet The Crypto Basic reported on April 7 local time.

Evernorth is seeking a Nasdaq listing through a business combination with Armada Acquisition Corp II after submitting the amended S-4. The planned ticker is XRPN.

The amended filing outlines a multi-step merger structure involving Evernorth, Armada and Pathfinder Digital Assets. Once the deal is completed, the combined entity will become a listed company and will issue Class A common shares and warrants to existing stakeholders. The Class A shares carry economic rights and will be listed.

Public shareholders, institutional investors and strategic participants will receive stakes in the new entity. Using a reference share price of $10, the portion allocated to public shareholders alone is valued at about $230 million. The figure does not include warrants and any additional fundraising structures.

A key element of the deal is an XRP contribution by Ripple Labs and Chris Larsen. Under the contribution agreement, Ripple Labs will transfer 126.79 million XRP to the company in exchange for equity units. The contribution value will be set based on the XRP market price at the time the agreement is signed and adjusted based on the price at deal closing. Larsen, Ripple chairman, also contributed XRP separately.

Institutional investors and qualified investors are also investing cash and XRP. The initial fundraising includes $214 million in cash and 600,000 XRP, while the follow-on fundraising includes $10.5 million and 200,000 XRP. The funds will be converted into equity at $10 per share and adjusted based on changes in the XRP price.

Key points to watch include the SEC review and whether the merger closes. If the deal is completed, Nasdaq investors will gain a channel for structured exposure to XRP through shares without directly holding tokens. If Evernorth completes its planned listing, it is expected to become one of the first major examples of a public-market treasury-company model centered on XRP.

Keyword

#XRP #Nasdaq #U.S. Securities and Exchange Commission #Ripple Labs #Armada Acquisition Corp II
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