Key Highlights

  • 20,514,034 votes: the shares cast for the business combination with Evernorth Holdings at the September 30, 2026 meeting of Armada Acquisition Corp. II (NASDAQ:XRPN), against 1,362,081 votes against and 930 abstentions, per its 8-K filing with the SEC.
  • About 473 million XRP: the holding Evernorth expects at closing, making it what it calls the largest publicly traded pure-play XRP treasury, with about USD 300 million of gross cash proceeds and XRP contributed in kind.
  • October 7 and 8, 2026: the expected closing date and the first day of Nasdaq trading of the combined company as XRPN, subject to customary conditions and Nasdaq listing approval, with the combined company continuing as Evernorth Holdings.
  • About 31.5 percent: the premarket fall on October 6, 2026 to near USD 26.49, from an implied prior close near USD 38.7, simple arithmetic, for Armada Acquisition Corp. II (NASDAQ:XRPN), per published market data on the SPAC's shares.

What Shareholders Approved

Armada Acquisition Corp. II, a special purpose acquisition company, held an extraordinary general meeting on September 30, 2026 where shareholders approved the Business Combination Agreement dated October 19, 2025 with Evernorth Holdings, Pathfinder Digital Assets and Ripple Labs among the parties. The business combination proposal received 20,514,034 votes for and 1,362,081 against. Together with related private placements the deal has brought in more than USD 1 billion, including XRP.

An XRP Treasury Vehicle

Evernorth plans to operate as a digital asset treasury giving holders liquid exposure to XRP through equity rather than direct ownership, and to deploy capital through market transactions, participation in the XRP ecosystem and yield strategies aimed at increasing XRP per share. It currently holds about 347 million XRP and expects about 473 million at closing, with USD 300 million of gross cash proceeds, according to announcements. Evernorth joins spot XRP exchange-traded funds as a regulated route to XRP exposure, but its shares represent equity in the company, not direct ownership of XRP.

Why the Price Fell and the Risks

A SPAC trading near USD 26 to USD 39 is far above the roughly USD 10 per share trust value typical of such vehicles, so the price already embeds a large premium to the cash held. A premarket drop of 31.5 percent on October 6 may reflect that premium compressing ahead of closing. Risks cited include XRP volatility, shareholder redemptions, regulatory changes, meeting listing standards and the ability to execute treasury strategies.

Where Things Stand

The drop looks like premium compression ahead of closing, not a failed deal. Armada Acquisition Corp. II (NASDAQ:XRPN) traded far above a typical SPAC trust value, so a 31.5 percent premarket fall to near USD 26.49 can reflect traders locking in gains while the vote has passed and closing is expected October 7. The combined company would hold about 473 million XRP, which makes its value depend on the XRP price, redemptions and execution. Next catalysts are closing on October 7, 2026 and the first Nasdaq trading day of the combined company on October 8.