Shareholders of Armada Acquisition Corp. II have approved a merger with Evernorth, clearing a major condition for a planned XRP treasury transaction. The vote, held on September 30, saw over 20.5 million shares cast in favor of the business combination proposal. The combined entity is expected to hold approximately 473 million XRP upon deal closure, which is anticipated for October 7. Trading for the new company’s Class A common stock on Nasdaq under the ticker XRPN is projected to begin on October 8. The transaction is expected to generate gross cash proceeds of about $300 million.
Armada Acquisition Corp. II shareholders approved a merger with Evernorth on September 30, clearing a major condition for the XRP treasury transaction. The combined company is expected to hold about 473 million XRP once the deal closes.
According to Armada’s October 1 SEC filing, 21,877,045 shares were represented at the meeting, equaling about 69% of all shares entitled to vote. The Business Combination Proposal was won by 20,514,034 votes, with 1,362,081 shares voted against and 930 abstaining.
Shareholders also approved the merger proposal, receiving 20,514,597 votes in favor. A separate Domestication Proposal, allowing the company to transfer its domicile from the Cayman Islands to Delaware, passed unanimously with all 7,880,000 Class B votes cast in favor.
Evernorth expects the transaction to close on October 7, contingent upon other conditions. Trading of the newly formed company’s Class A common stock on Nasdaq under the XRPN symbol is anticipated on October 8.
The transaction financing is a key component of the structure. Evernorth estimates gross cash proceeds will total about $300 million, excluding transaction costs, with $225 million from private placements, $30 million from convertible notes, and roughly $48 million from the Armada trust account.
The shareholder vote followed an SEC action on August 27, when the Form S-4 registration statement for the transaction was made effective. This allowed the companies to proceed with the shareholder vote process.
The XRP treasury deal by Evernorth intends to utilize XRP through ecosystem participation, capital markets, and other treasury strategies. The September 30th vote eliminates one of the last corporate approval hurdles before the expected October 7 completion date.
