Evernorth Holdings, a Ripple-backed XRP treasury company, has filed with the U.S. Securities and Exchange Commission for a proposed resale of 73,688,162 Class A common stock and 239,653 sponsor warrants by shareholders.
SEC filing details
The registered shares include 19.1 million already issued and outstanding shares held by selling securityholders. The filing also covers up to about 31.4 million XRPN shares issuable upon conversion of Class C common stock and up to 22.95 million XRPN shares issuable upon redemption or exchange of company units.
Evernorth said 239,653 shares are issuable at an exercise price of $11.50 per share. Those warrants are held by Arrington XRP Capital Fund, Cohen & Company Securities and Northland Securities.
Selling shareholders and proceeds
The selling shareholders include SBI Holding and subsidiaries, Ripple, Arrington XRP Capital Fund, Chris Larsen, Payward, Gumi and others.
Evernorth will not receive proceeds from sales by the selling securityholders, except for proceeds upon cash exercise of the sponsor warrants. The company will cover registration costs, while sellers will bear any commissions or discounts.
Evernorth previously entered a stock purchase agreement with CF Principal Investments, an affiliate of Cantor Fitzgerald. Under that agreement, the company will issue 5.2 million XRPN Class A common shares to raise $80.7 million to acquire more XRP.
Market moves
XRPN stock closed 3.47% lower at $14.20 on Friday amid XRP price and broader crypto market selloffs. The stock rose slightly in aftermarket hours.
XRP was trading at $1.24, down 7% in a week. The price dropped from $1.34 to a low of $1.23, with trading volume falling 37% over the past 24 hours. XRP futures open interest dropped nearly 2% to $2.80 over the past 24 hours.
