Armada Acquisition Corp. II — Form 10-Q

On August 12, 2026, Armada Acquisition Corp. II amended five key transaction documents related to its business combination with Evernorth Holdings Inc. and Pathfinder Digital Assets LLC (backed by Ripple Labs). The amendments revise valuation mechanics for share issuances tied to XRP token prices (using CME CF XRP-Dollar Reference Rate benchmarks at signing vs. closing), allowing subscriber share counts and sponsor holdings to float downward if XRP prices decline at closing. Specifically: Arrington XRP Capital Fund's sponsor equity is now capped at product of 400K Class A shares, 7.88M Class B shares, and 200K warrants each multiplied by an Adjustment Factor (0.7 × XRP price ratio, min 0, max 0.7). Ripple's contribution units and investor PIPE shares similarly adjust downward on XRP weakness, but no downside protection—only upside boosts if XRP gains.