Evernorth secures $30M convertible note from NH Investment & Securities for XRP treasury expansion

Evernorth Holdings Inc. has secured a $30 million convertible senior note commitment from South Korea's NH Investment & Securities, acting as trustee for a Kyobo AIM private trust. The funding is strictly contingent on the closing of Evernorth's pending SPAC merger with Armada Acquisition Corp. II, scheduled for a shareholder vote on September 30, 2026. Evernorth plans to use the proceeds to expand its active XRP treasury and ecosystem operations. The notes carry a 4% PIK interest rate, a $10.20 initial conversion price, a 4.0x conversion cap, and specialized default triggers for digital asset losses or hacks.

Evernorth $30M convertible note

• ▪Evernorth Holdings Inc. entered into a Note Purchase Agreement on September 11, 2026, to secure a $30 million convertible senior payment-in-kind note financing commitment.
• ▪The $30 million convertible senior notes issued by Evernorth Holdings Inc. carry a 4.00% annual interest rate and are due to mature in 2031.

Armada SPAC merger contingency

• ▪The issuance and funding of Evernorth Holdings Inc.'s $30 million convertible notes are strictly conditioned on the closing of Evernorth Holdings Inc.'s pending merger with Armada Acquisition Corp. II
• ▪The business combination between Evernorth Holdings Inc. and Armada Acquisition Corp. II is scheduled for an Armada shareholder vote on September 30, 2026.

XRP treasury expansion strategy

• ▪Evernorth Holdings Inc. plans to use the $30 million net proceeds for general corporate purposes, including the acquisition of XRP and activities within the XRP ecosystem.
• ▪Evernorth Holdings Inc. operates under a model of holding XRP and deploying capital around XRP Ledger-native yield opportunities rather than acting as a passive holder.

NH Investment Securities trustee

• ▪NH Investment & Securities Co. acted as the purchaser of the convertible notes, serving solely as trustee for Kyobo AIM Corporate Finance General Private Investment Trust No. 3.
• ▪Kyobo AIM Asset Management, which is affiliated with Kyobo Life Insurance, manages the Kyobo AIM Corporate Finance General Private Investment Trust No. 3 participating in Evernorth Holdings Inc.'s $30 million convertible note purchase agreement signed on September 11, 2026

Conversion mechanics risk caps

• ▪Evernorth Holdings Inc.'s $30 million convertible senior notes feature a hard economic ceiling that reduces the conversion rate if the conversion value exceeds 4.0 times the original $30 million principal amount
• ▪Evernorth Holdings Inc.'s $30 million convertible senior notes carry an initial conversion price of approximately $10.20 per share, equivalent to an initial conversion rate of 98.03921 Class A shares per $1,000 principal

Digital asset default triggers

• ▪Evernorth Holdings Inc.'s $30 million convertible senior notes treat hacking events or security breaches affecting the private keys of Evernorth Holdings Inc. or its custodian as events of default
• ▪The Note Purchase Agreement signed by Evernorth Holdings Inc. on September 11, 2026 defines events of default to include losses or unauthorized dispositions of digital assets of at least $30 million

Debatable claims

• ▪XRP is a suitable primary treasury asset for publicly traded corporations
• ▪Corporate crypto treasuries should actively seek yield rather than passively holding assets
• ▪SPAC mergers are an appropriate vehicle for listing crypto-treasury companies