Evernorth Holdings has agreed to issue $30 million of 4% convertible senior payment-in-kind notes due in 2031, but the financing remains conditional on completion of its proposed business combination with Armada Acquisition Corp. II. NH Investment & Securities Co. is acting as trustee for Kyobo AIM Corporate Finance General Private Investment Trust No. 3, the purchaser of the notes. The proceeds, before transaction expenses, may support general corporate purposes, including XRP purchases and other XRP ecosystem activities, rather than being committed exclusively to buying XRP. Armada shareholders are scheduled to vote on the transaction on Sept. 30, 2026, and Evernorth expects the note issuance and payment to occur concurrently with the combination’s closing, which it expects during the fourth quarter of 2026. Evernorth has been described as holding roughly 473 million XRP, while its registration materials say the combined company expects to hold at least 473,276,430 XRP at closing. The notes accrue 4% annual PIK interest, which is added to principal and compounds semiannually. Holders gain conversion rights one year after the effectiveness date, with an initial conversion price of approximately $10.20 per Evernorth Class A share. The notes can be settled in cash, shares or a combination, and qualifying default or fundamental transaction events can trigger an investor put designed to provide an 8% annual yield. Completion remains subject to shareholder approval, other closing conditions and Nasdaq requirements for the planned XRPN listing.