Evernorth’s XRP buying power could shrink if SPAC shareholders redeem this week

Shareholders of Armada Acquisition Corp. II, the cash-holding SPAC seeking to merge with XRP treasury company Evernorth Holdings, have until 5 p.m. Eastern on Sept. 28 to request redemption of their public shares, unless the board sets a later deadline. The merger vote is scheduled for Sept. 30. Every redeemed share removes cash that Evernorth could otherwise consider for future XRP purchases after a closing. Armada’s definitive proxy sets both dates, but it does not disclose how many shareholders will redeem.

Evernorth is expected to have at least 473.3 million XRP at closing, but that figure combines previously purchased tokens and agreed contributions. The potential new buying depends on cash left after redemptions and on how management uses it. The proxy placed about $241.9 million in Armada’s trust on Aug. 20, before those redemption decisions. A September filing added a separate $30 million financing agreement, but the notes would be funded only if the merger closes, and Evernorth may use the proceeds for purposes other than buying XRP. The two cash sources can support future buying only if the merger closes and Evernorth allocates funds to it.

Redemptions decide what survives

Armada’s trust is the cash backing its public shares. A holder may elect redemption regardless of how that holder votes on the business combination, according to the proxy’s redemption procedures. The company gave an illustrative redemption value of about $10.52 per share using the Aug. 20 trust balance. Final redemptions and trust cash will become clear only in later disclosures. Armada’s June 30 quarterly report had listed $241.2 million in trust and 23 million shares subject to possible redemption; those quarter-end numbers likewise cannot stand in for a closing balance.

A favorable Sept. 30 vote would still leave the transaction subject to closing requirements. The trust may also have to cover transaction expenses and other corporate needs before Evernorth decides whether to buy more tokens. A low redemption count would preserve more potential buying capacity; a high count would shrink it. Neither outcome mechanically translates dollar for dollar into spot-market demand.

The company’s proposed treasury already includes substantial XRP acquired or arranged before the vote. The definitive proxy expected at least 473,276,430 XRP in the corporate treasury at closing under its stated assumptions. That expected total combines previously bought tokens and agreed contributions.

In a November 2025 announcement filed with the SEC, Evernorth said it bought an additional 84,365,876.3625 XRP at an average price of $2.53657058, using part of $214 million in advance-funded private-placement cash. The company described its broader total at that point as purchased and committed XRP exceeding 473,276,430. The two words carry different timing: a purchased token reflects an earlier transaction, while a commitment can depend on delivery under the merger arrangements.

The proxy separately describes 126,791,458 XRP already contributed by Ripple as part of the expected closing holdings, alongside other agreed contributions. The precise final treasury must be checked against closing disclosures. Calling the entire expected amount a current holding would run ahead of the transaction; calling it a new post-vote buy would count historical purchases and contributions as future market demand.

Evernorth’s August amendment also affects how investors should interpret the treasury figure. It changed the number of shares issuable to private-placement investors at closing to reflect XRP’s then-current volume-weighted price rather than the $2.36 price used when the deal was signed. Management said the adjustment could reduce the share count at prevailing prices and works in both directions. That changes the ownership denominator and potential XRP per share. No additional XRP trade is required by that share adjustment.

A $30 million note is optional buying power

Evernorth agreed on Sept. 11 to issue $30 million principal of 4% convertible senior payment-in-kind notes due 2031, according to the Form 8-K filed Sept. 17. Payment for and issuance of the notes are to occur concurrently with the merger closing. The financing cash would arrive at closing.

The same filing says Evernorth intends to use net proceeds for general corporate purposes, including XRP purchases and other activity in the XRP ecosystem. The allocation remains open, and transaction expenses would reduce net cash. This makes the note a possible incremental route to buying, separate from both the SPAC trust and the XRP already assembled for the closing treasury.

The scale is easier to see with a deliberately restrictive illustration. At roughly $1.54 per XRP, the price displayed on CryptoSlate’s XRP page at 12:10 UTC on Sept. 27, spending every dollar of $30 million at an unchanged price would purchase about 19.5 million XRP. Spending every dollar of the entire $241.9 million Aug. 20 trust balance under the same static-price assumption would purchase roughly 157 million XRP. These are upper-bound arithmetic examples: the first requires the merger and full allocation of note proceeds to XRP; the second assumes zero redemptions, expenses or other uses of trust cash. Market execution could also change the price.

A simple midpoint shows the cash sensitivity without predicting the vote. If half the Aug. 20 trust balance were removed through redemptions, roughly $121 million would remain before later interest, expenses or other adjustments. At the same $1.54 reference price, that gross amount would be equivalent to about 78.5 million XRP only if all of it were spent on tokens. The actual incremental demand could be far smaller or zero. The note might add funds if the merger closes, but its proceeds are not earmarked and cannot be assumed in that midpoint.

What the next disclosures will settle

The redemption tally will show how much of Armada’s trust survives. A closing statement should then show which financings and XRP contributions funded, what expenses were paid and how much cash reached Evernorth. Later treasury or use-of-proceeds disclosures would establish whether that cash actually bought more XRP.

XRP’s CryptoSlate market page showed a price-based Market Signal of Bullish 68 out of 100 on Sept. 27. The indicator describes observed market conditions, not a price forecast or evidence that traders are reacting to this deal. The merger’s measurable XRP-demand effect will come from disclosed cash deployment, not from the scheduled vote or the headline size of the closing treasury.

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