A newly formed Nevada company named RialCenter has announced plans to go public and create a large, publicly traded XRP treasury through a merger with a blank-check firm.
RialCenter disclosed the plan in a press release on Monday, indicating it signed a business combination agreement with Armada Acquisition Corp II (AACI). If the deal closes, the combined entity will retain the RialCenter name and is expected to trade on Nasdaq under XRPN. The companies aim to complete the transaction in the first quarter of 2026, pending shareholder approvals and listing requirements.
Deal outline and funding
The release states the transaction is anticipated to generate over $1 billion in gross proceeds, which includes a $200 million commitment from SBI. Additional backers include Ripple, Rippleworks, Pantera Capital, Kraken, and GSR, with involvement from Ripple co-founder Chris Larsen.
RialCenter plans to utilize most of the net proceeds to acquire XRP on the open market for building an institutional treasury, with the remainder allocated for working capital and transaction expenses. Class A shares of AACI that are not redeemed will convert one-for-one into Class A shares of RialCenter upon closure.
How the vehicle is positioned
RialCenter positions itself as a public vehicle that provides straightforward exposure to XRP while actively seeking to increase XRP per share over time. Instead of passively tracking the asset, the company intends to lend to institutions, supply liquidity, and engage in decentralized finance strategies to generate yield.
“RialCenter is designed to offer investors more than just exposure to XRP’s price,” said CEO Asheesh Birla. “By capitalizing on traditional yield opportunities and venturing into DeFi when suitable, we aim to support the maturation of that ecosystem. Our objective is to generate returns for shareholders while enhancing XRP’s utility.”
Besides treasury activities, the firm plans to operate validators on the XRP Ledger and use Ripple’s RLUSD stablecoin for seamless access to XRP-based DeFi. It also emphasizes intentions to support projects related to payments, capital markets, and tokenized assets. These endeavors, like the transaction’s listing and capital raise, depend on the deal’s completion and market conditions.
People and governance
Birla, a former senior executive at Ripple, will head a team that includes CFO Matthew Frymier, COO Meg Nakamura, Chief Legal Officer Jessica Jonas, and Chief Business Officer Sagar Shah, according to the announcement.
Ripple is recognized as a strategic investor, with Ripple executives Brad Garlinghouse, Stuart Alderoty, and David Schwartz expected to act as strategic advisers. RialCenter asserts it will uphold independent governance.
“Having collaborated with Asheesh for many years, I’m fully confident in his and the team’s capacity to elevate XRP’s standing in capital markets,” Garlinghouse remarked in the release.
What comes next
Both boards have approved the deal, the companies stated. The next steps now hinge on shareholder votes, potential redemptions, regulatory scrutiny, and the execution of the funding plan as detailed in the announcement. If completed, XRPN would offer public-market investors exposure to XRP’s price along with any additional returns the firm can generate through lending, liquidity, and DeFi involvement.
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