Shareholders redeemed about $195 million at roughly $10.58 a share. XRP's slide to $1.43 from $2.37 at signing cut the number of shares issued to backers who contributed tokens, and the stock closed Friday about 62% above the redemption price.
Evernorth, which bills itself as the largest publicly traded pure-play XRP treasury, begins trading as a combined company on Nasdaq on Monday. Its closing filing shows who funded it, who left, and who is in control.
Evernorth Holdings completed its merger with Armada Acquisition Corp. II on Oct. 9 and is expected to trade under the symbol XRPN. The company has said it holds about 473 million XRP and raised about $300 million of gross cash before expenses.
The redemptions
Most shareholders of the blank-check company chose to take their money back. Holders redeemed about 18.46 million shares at about $10.58 each, roughly $195.4 million in total, according to the company's filing with the Securities and Exchange Commission. That was about 80% of the shares eligible for redemption.
That leaves the company's cash mostly coming from private placements rather than the SPAC trust. Advance funding subscribers paid about $214.05 million in cash and contributed 600,000 XRP for about 10.1 million Class A and 2.9 million Class C shares.
The XRP price reset
The share counts for investors who contributed XRP were set by the token's price. The deal used an XRP price of $2.36609 at signing. At closing, it used $1.43069, a three-day average of a benchmark reference rate. That is a decline of about 39.5%, and it reduced the number of shares issued for each token contributed.
XRP traded near $1.41 at about 4:45 a.m. Eastern on Monday, slightly below the closing reference price. At that level, 473 million XRP are worth about $665 million.
Who controls it
Ripple, the company most associated with XRP, is not the largest holder of voting power. SBI Holdings, the Japanese financial group, holds 39.9% of the voting Class A shares, according to the filing. Arrington XRP Capital Fund holds 19.9% of Class A and 91% of the nonvoting Class C shares. Chris Larsen, counting holdings through Ripple and a family trust, holds 9.9%; Ripple Labs on its own holds 7.1%. Ripple received about 18.1 million company units for the XRP it contributed.
The premium
Armada's shares closed Friday at $17.09, about 61.5% above the $10.58 at which most holders redeemed. Shareholders who stayed in are paying a premium to what they could have taken in cash, a bet that the company's XRP holdings and strategy are worth more inside the structure than outside it. Whether the stock trades above or below the value of its XRP per share cannot be calculated until the full post-merger share count is published.
Two readings
One reading is that Evernorth gives investors regulated, exchange-listed exposure to XRP with backing from established institutions, and that SBI's large stake provides a stable anchor.
The other is that high redemptions and a premium to cash value set up the same question that has troubled other crypto treasury companies: once lockups expire and the novelty fades, whether the stock can hold a value above the tokens it owns.
What to watch
The first sessions as XRPN, the complete share count and any disclosure of XRP per share will settle the premium question. Lockups for Ripple, the trust and the sponsor run for six months.