Evernorth Holdings, the Ripple-backed company building a publicly traded XRP treasury, has secured a $30 million convertible note commitment from South Korea’s NH Investment & Securities, with the proceeds earmarked for spot XRP purchases ahead of a planned Nasdaq listing.
The note purchase agreement was signed on September 11 and disclosed in an 8-K filing with the U.S. Securities and Exchange Commission on September 17. The instruments are 4 percent convertible senior PIK notes due 2031, meaning interest accrues into the principal rather than being paid out in cash. NH Investment & Securities is acting as trustee for Kyobo AIM Corporate Finance General Private Investment Trust No. 3, a fund managed by Kyobo AIM Asset Management, so the actual buyer is a Korean private investment trust with the brokerage in a custodial role.
The money is not committed unconditionally. Payment for the notes and their issuance take place only if Evernorth completes its business combination with Armada Acquisition Corp. II, a SPAC sponsored by Arrington Capital, during the fourth quarter. Armada shareholders of record as of August 20 vote on the deal on September 30, and investors seeking redemption had to file requests by September 28. If the merger fails, the note never funds.
“The Company intends to use the net proceeds for general corporate purposes, including the acquisition of XRP and other activities within the XRP ecosystem,” the SEC filing states. Net proceeds are approximately $30 million before transaction expenses. Evernorth founder and CEO Asheesh Birla, who ran Ripple’s payments business for more than a decade, has framed the broader strategy as one designed to grow XRP per share over time.
Part of a larger treasury plan
The note builds on a strategy Evernorth laid out in October 2025, when it announced plans to go public with more than $1 billion in projected gross proceeds. Backers include Ripple, SBI Group, Pantera Capital, Kraken, GSR and Arrington Capital. Ripple itself contributed more than 126.7 million XRP to anchor the treasury.
According to figures the company shared earlier this month, Evernorth’s XRP purchases and committed contributions have surpassed 473.3 million tokens, including a recent acquisition of roughly 84.4 million XRP for $214 million. Much of that treasury is already acquired or committed, so the listing itself does not mean hundreds of millions of new XRP hitting the market. What it does mean is that stock-market investors get a regulated wrapper around a company whose balance sheet is dominated by one token.
The U.S. Securities and Exchange Commission declared Evernorth’s Form S-4 registration statement effective on August 27, clearing the paperwork for the shareholder vote. Evernorth has told reporters it expects the deal to close in late September or October.
Active management, not a passive ETF
Unlike a spot XRP ETF, which simply holds the token, Evernorth plans to deploy capital into XRP-based infrastructure: operating XRPL validators, integrating Ripple’s RLUSD stablecoin for institutional DeFi activity and supporting tokenized real-world asset projects. The company says it will measure performance in XRP per share and yield per token, aiming to grow the amount of XRP backing each share over time through lending and ecosystem participation.
That structure has drawn scrutiny. Digital asset treasury companies can trade below the value of their token reserves, which shuts down their main fundraising channel, issuing new shares at a premium. Several bitcoin treasury firms have spent recent months in exactly that position. Glassnode data published this week showed listed companies bought just 5,900 BTC over three months, less than 7 percent of one month’s purchases in 2025, as the cohort sat underwater. Evernorth’s pitch is that active management, yield strategies and infrastructure spending separate it from the buy-and-hold model that Strategy popularized with bitcoin.
The Korean financing also lands against a shifting regulatory backdrop in the U.S. The Senate failed to advance the CLARITY Act market structure bill this week, falling 11 votes short of the threshold needed to proceed, and the Commodity Futures Trading Commission has since sent its own crypto market proposal to the White House for review. Treasury companies are betting that institutional access vehicles can scale regardless of which path the legislation takes.
Institutional demand for XRP is widening
Institutional demand for XRP exposure has been building on other fronts. U.S. spot XRP ETFs have drawn more than $1.5 billion in net inflows since launching, and a survey run by Coinbase and EY found institutional investors plan to lift XRP allocation from 18 percent to 25 percent this year. On the XRP Ledger itself, daily transaction counts recently hit a record 4 million, and real-world asset tokenization on the chain grew from $24.7 million at the start of 2025 to more than $2 billion by March 2026, according to figures Evernorth filed with the SEC.
The Korean angle is notable on its own terms. NH Investment & Securities is one of South Korea’s largest brokerages, and Kyobo AIM manages private investment trusts for domestic institutions. The note gives Korean institutional money structured exposure to an XRP-linked treasury strategy through a prospective U.S.-listed equity vehicle, a route that has not existed for them until now. Korean institutions have historically had few compliant ways to hold spot crypto directly, so a convertible note into a future Nasdaq listing is a workaround as much as an investment.
For Evernorth, the note is small next to the overall raise, but it serves two purposes. It adds buying capacity for spot XRP at a moment when the token is rallying, and it signals to Armada shareholders that institutional money is still arriving ahead of the vote. XRP traded near $1.40 on Friday, up roughly 8 percent on the day, after a week in which the token climbed alongside broader crypto risk appetite. The conversion terms tie the debt to future Evernorth shares, so the investors’ payoff depends on the listing actually happening and the equity trading well afterward.