8-K Impact 8/10 M&A

Evernorth Holdings Inc.

October 9, 2026 · AI-analyzed SEC filing

Evernorth Holdings Inc. (Pubco) consummated its business combination with Pathfinder Digital Assets LLC and Ripple Labs Inc. on October 9, 2026, following the domestication of Arrington Capital SPAC I Inc. from Cayman Islands to Delaware. The deal saw 80.3% of SPAC public shares redeemed for ~$195.39 million, leaving ~$47.6 million in trust. The unaudited pro forma combined financials show $425.2 million in total assets, dominated by $349.1 million in XRP digital assets, and a pro forma net loss of $241.7 million for the stub period ended December 31, 2025.

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A Ripple Labs-backed crypto entity enters public markets via SPAC with $349M in XRP on its balance sheet and massive redemptions signaling weak sponsor alignment.

This is a rare crypto-native SPAC merger involving Ripple Labs contributing Pathfinder Digital Assets, whose primary assets are XRP tokens. The structure reflects ongoing experimentation with public-market access for digital asset vehicles.

XRP holdings ($349.1M at June 30, 2026) are subject to historical cost less impairment accounting; an additional $6.9M impairment occurred between June 30 and closing when XRP hit $0.99. Digital asset price volatility directly threatens the balance sheet.

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