Evernorth Holdings is adding another potential source of capital to its XRP treasury strategy as shareholders prepare to vote on its proposed business combination with Armada Acquisition Corp. II.
A September 17 SEC filing states that Evernorth, in its capacity as trustee for Kyobo AIM Corporate Finance General Private Investment Trust No. 3, executed a note purchase agreement with NH Investment & Securities Co. on September 11. The notes mature in 2031 and have a 4% payment-in-kind interest rate.
However, the $30 million financing has not yet closed. The issuance and payment are expected to occur alongside the completion of Evernorth’s business combination, which the company expects to close during the fourth quarter of 2026.
$30M Financing Can Fund XRP Purchases
Evernorth said the approximately $30 million in proceeds, before transaction expenses, may be used for general corporate purposes, including acquiring XRP and supporting activities within the XRP ecosystem.
The wording does not guarantee that the entire amount will be used to purchase XRP. It gives Evernorth flexibility to allocate the proceeds across its broader corporate and treasury strategy.
The company has already built a large XRP treasury. Its registration materials state that the combined company expects to hold at least 473.27 million XRP at closing.
That figure includes XRP acquired directly by Evernorth and tokens committed through transaction agreements. In November 2025, Evernorth paid over $214 million for 84.37 million XRP, or roughly $2.54 per token. Additionally, Ripple has committed to contributing 126.79 million XRP.
Convertible Notes Carry XRP-specific Protections
The notes will rank as senior unsecured obligations of Evernorth and carry 4% annual PIK interest, meaning interest is added to the principal instead of being paid in cash.
Holders can begin converting the notes one year after the agreement becomes effective. The initial conversion price is approximately $10.20 per Evernorth Class A share.
The financing also includes provisions linked to Evernorth’s digital asset holdings. Certain losses, unauthorized transfers, hacking incidents or security breaches involving digital assets or private keys could trigger default provisions.
Sept. 30 Vote Is A Major Milestone
Armada shareholders are scheduled to vote on the proposed business combination on September 30, 2026. The SEC declared Evernorth’s S-4 registration statement effective on August 27, allowing shareholders to consider the transaction. The deal still depends on shareholder approval, other closing conditions and Nasdaq requirements for the planned XRPN listing.
After XRP dropped from the $2.36 price at which the original deal was made, Evernorth changed the transaction structure in August.
The $30 million note agreement, therefore, adds potential capital to Evernorth’s XRP strategy, but the financing remains conditional until the broader transaction closes.
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