Evernorth Holdings, the XRP treasury company backed by Ripple, has secured a 30 million dollar convertible-note commitment from South Korea’s NH Investment & Securities, with proceeds earmarked in part for open-market XRP purchases ahead of a planned Nasdaq listing. The financing, disclosed in an SEC Form 8-K filing, arrives roughly a week before Armada Acquisition Corp. II shareholders vote on the merger that would take the company public under the ticker XRPN.
Under the Note Purchase Agreement, NH Investment & Securities acts as trustee for the Kyobo AIM Corporate Finance General Private Investment Trust. Evernorth will issue 30 million dollars of 4 percent Convertible Senior PIK Notes due 2031. The deal is conditional on the SPAC merger closing, which the company expects in late September or October.
The vote is set for September 30. The SEC declared Evernorth’s Form S-4 registration statement effective on August 27, clearing the last regulatory gate before shareholders could be convened. If approved, the combined company lists on Nasdaq and begins operating as a publicly traded XRP treasury.
A treasury that wants to do more than hold
Evernorth is not copying the Strategy playbook unchanged. Where most digital asset treasuries buy and hold a single token, Evernorth says it will deploy capital into XRP infrastructure and manage its holdings to grow the amount of XRP behind each share over time. Founder and CEO Asheesh Birla ran Ripple’s payments business for more than a decade before leaving to build the company.
Investors include Ripple, Arrington Capital, Japan’s SBI Group, Pantera Capital, Kraken and GSR. The company’s August press release put its mission as building institutional access to the XRP economy at scale, with treasury strategies designed to expand XRP per share rather than simply accumulate tokens.
The Korean financing fits that model. A Binance Square summary of the deal notes the funds are intended for spot XRP purchases and ecosystem activity, giving the treasury fresh buying power before it has to disclose holdings as a public company.
The market backdrop is strong, with caveats
XRP has been one of the year’s stronger large-cap stories. The token traded near 1.58 dollars this week after breaking above 1.60, up more than 20 percent in recent weeks, and US spot XRP ETFs keep drawing money. SoSoValue data shows XRP ETFs took in 18.04 million dollars on September 23 alone, with Bitwise’s fund leading at 11.54 million dollars daily and 649 million dollars cumulative. Franklin Templeton’s XRPZ added 6.50 million dollars that day and has taken in 492 million dollars since launch. Total XRP ETF assets under management stand at 1.65 billion dollars, with historical net inflows of 1.748 billion.
On-chain activity adds to the picture. Santiment pointed to roughly 4.26 billion dollars in tokenized-asset and RLUSD balances on the XRP Ledger, and Ripple reported 2.4 billion dollars in circulating RLUSD as of September 3, about 1.05 billion of it on the ledger itself. Whale transaction counts hit a monthly high as the price climbed, and the XRP Ledger’s Batch V1.1 amendment is on track to activate around September 29 with 30 of 35 validator votes secured, adding batched transactions to the network’s toolkit.
But the treasury-company model carries a known flaw. Public treasuries can trade below the value of their token reserves, and several bitcoin treasuries have spent months in exactly that position. When a company’s market cap is worth less than its holdings, issuing new shares to buy more tokens stops working, and the flywheel that made the model attractive reverses. Evernorth’s answer is active management rather than passive accumulation, but the discount risk applies to it all the same.
What happens after the vote
| Item | Detail |
|---|---|
| Financing | 30 million dollars, 4 percent convertible senior PIK notes due 2031 |
| Investor | NH Investment & Securities, trustee for Kyobo AIM trust |
| Condition | Completion of merger with Armada Acquisition Corp. II |
| Shareholder vote | September 30, 2026 |
| Ticker | XRPN on Nasdaq |
| Use of proceeds | Spot XRP purchases and ecosystem initiatives |
If shareholders approve on September 30, closing follows shortly after, and Evernorth becomes one of the first XRP-focused treasuries on a US exchange. The listing would give traditional investors a regulated wrapper for XRP exposure that sits alongside the spot ETFs, with the twist of active management on top.
The 4 percent PIK structure is worth noting. Payment-in-kind means interest accrues to the note’s principal rather than being paid in cash, preserving Evernorth’s liquidity for token purchases but growing the debt over time. Convertible notes also give the Korean trust a path to equity if the listing goes well, which suggests the investors see the SPAC closing as likely. Korean institutions have been among the more active tradfi buyers of crypto-adjacent paper this year, and NH’s involvement continues that pattern.
For Ripple, the deal is another step in the institutionalization of XRP, a token that spent years defined by its SEC lawsuit and now has spot ETFs, a deep stablecoin and a Nasdaq-bound treasury company. The timing also benefits from a friendlier US regulatory climate, with the SEC having dropped several early 2025 crypto cases and the CLARITY Act moving through the Senate with law enforcement opposition fading.
The test will be whether XRPN trades at a premium to its reserves or becomes the next treasury discount case. Bitcoin treasuries showed that premiums can vanish quickly when sentiment turns, and XRP’s own price history includes sharp reversals, including a rejection near 1.70 in August that wiped out weekend gains within hours. The September 30 vote starts that clock. Between now and then, watch for proxy updates, final proxy disclosures on holdings, and any sign the Korean trust scales its commitment beyond the first 30 million dollars.