Proceedings.

Giftcraft Holdings, Inc., Ripskirt Hawaii, LLC et al.

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Proceeding
Receivership (court-appointed)section 243(1) of the Bankruptcy and Insolvency Act; and section 101 of the Courts of Justice Act
Court
Ontario Superior Court of Justice
File
CV-25-00742864-00CL
Filings held42
Last activity11 Sep 2026
On the record495 days
Secured debt$49.7M
OverviewSummary updated

Giftcraft Holdings, Inc. and six related debtors — Giftcraft Ltd., Giftcraft Midco, Inc., Giftcraft Holdings USA Inc., Giftcraft Inc., Ripskirt Hawaii, LLC and Yosox USA Inc. — were placed in court-appointed receivership on May 14, 2025 under BIA s. 243, on the application of Royal Bank of Canada. The Receiver puts combined book assets at $103,538,318 as at March 31, 2025 and liabilities at $54,043,153 as at the date of appointment, including an estimated $49,662,712 owed to RBC. Harrison Pensa LLP has confirmed the validity of RBC's Canadian security; a US opinion was instructed but not confirmed as at the report date. FedEx Supply Chain, LLC asserts a USD 580,000 lien over Ripskirt inventory in Greenwood, Indiana ranking ahead of RBC, and suspended post-filing services; on June 10, 2025 the Receiver agreed to post a security deposit and hold the estimated pre-filing amount in trust for six weeks pending a further order on validity and priority.

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Case updates43 dated entries
#Report

The officer filed report no. Third Report. The Giftcraft and Ripskirt businesses were sold via court-approved transactions that have both closed, and the Receiver is now working to complete administration of the estate, including resolving the FedEx warehouse lien claim and the Elsasser Holding subordination claim before making further distributions.

Source: Third Report of the Receiver dated August 14, 2026

#Report

The officer filed report no. Fifth Report. The receivership has completed the Giftcraft sale transaction and post-closing purchase price adjustment process; the report focuses on resolving a dispute over CTG Disputed Proceeds and seeking authority to distribute them to RBC, with no ongoing business operations described.

Source: Fifth Report of the Receiver dated August 14, 2026

#Report

The officer filed report no. Fourth Report. The Receiver reports that it has realized on substantially all of the Debtors' assets, having completed both the Giftcraft and Ripskirt sale transactions, and does not expect any further material realizations going forward.

Source: Fourth Report of the Receiver dated August 14, 2026

#Order

Giftcraft Holdings, Inc., Ripskirt Hawaii, LLC et al. — Receivership filed, Ontario.

AnalysisAll insights⁠

Case update

Giftcraft: the seller's note and the buyer's receivables

With both businesses sold and $8.4 million paid to RBC, KPMG is holding reserves against three disputed claims, and on September 11 RBC and the receiver answered two of them — Elsasser Holding's claim to a pro rata share of the US$2,397,170 Ripskirt proceeds under a 2024 subordination agreement, and CTG Brands' demand for $961,952.84 over receivables it bought with the Giftcraft business.

Parties

Debtor

Giftcraft Holdings, Inc., Ripskirt Hawaii, LLC et al.

Applicant

RBC

Receiver

KPMG

Bench and counselPer the orders and service lists on the record

Bench

JudgeCourtOn this docketCases on record
Justice CavanaghOntario Superior Court of Justice4 orders, Jul 2025 – Jan 2026288 cases on record
Justice OsborneOntario Superior Court of Justice2 orders, May 2025146 cases on record

Counsel of record

PartyCounselFirst seenSource
ReceiverKPMGDentons Canada LLP · Chipman Brown Cicero & Cole, LLP9 Jul 2025Service list · 9 Jul 2025
ApplicantRBCBorden Ladner Gervais LLP9 May 2025Factum · 9 May 2025
Foreign representativeChipman Brown Cicero & Cole, LLP22 May 2025Factum · 22 May 2025
PurchaserPallett Valo LLP9 Jul 2025Service list · 9 Jul 2025
CreditorRodenbury Investments GroupAird & Berlis LLP9 Jul 2025Service list · 9 Jul 2025
CreditorRoyal Bank of CanadaPerkins Coie LLP9 Jul 2025Service list · 9 Jul 2025
Capital structureAs asserted in the filings
stated amounts, drawn to scale
USD · stated amounts, drawn to scale
#Priority classCreditorAmountSource
3Deemed trusts (CRA and other)Revenu Québec · in 37 casesPre-filing QST for April 2025 (deemed trust class); potential priority claim ranking ahead of the RBC Secured Debt. — debtor: Giftcraft Ltd. (Giftcraft Canada) · as of 14 May 2025$8.3KFirst Report of the Receiver dated July 8, 2025
3Deemed trusts (CRA and other)Canada Revenue Agency · in 926 casesPre-filing HST for April 2025 (deemed trust class); potential priority claim ranking ahead of the RBC Secured Debt. CRA is conducting a sales tax audit of Giftcraft Canada's books and records. — debtor: Giftcraft Ltd. (Giftcraft Canada) · as of 14 May 2025$2.4KFirst Report of the Receiver dated July 8, 2025
4SecuredRoyal Bank of Canada · in 556 casesGeneral Security Agreements: Giftcraft Canada GSA (Jan 10, 2019) over Giftcraft Ltd./Giftcraft Holdings Canada Ltd. property; Giftcraft US GSA (Jan 10, 2019) over Midco, GH USA, GHI, Giftcraft US and Yosox property, extended to Ripskirt via GSA Joinder (Sept 16, 2022); Secured Guarantee (Jan 10, 2019) joined by Ripskirt (Guarantee Joinder, Sept 16, 2022), secured by the Giftcraft US GSA. Underlying facility principal amounts: $15,000,000 CAD revolving demand facility (Operating Facility Letter); USD$16,875,000, USD$3,000,000 and USD$8,100,000 non-revolving demand facilities (Capital Loans). — · as of 14 May 2025$49.7MFirst Report of the Receiver dated July 8, 2025
4SecuredFedEx Supply Chain, LLCPurported (asserted) lien over Ripskirt inventory held at the FedEx Supply Chain third-party logistics facility in Greenwood, Indiana; priority as against RBC's security is disputed and unresolved. — Disputed secured claim - FedEx Supply Chain asserted a lien ranking ahead of RBC and suspended post-filing services until resolved; on June 10, 2025 the Receiver agreed to provide a post-filing security deposit and to reserve/hold in trust, over a 6-week period, the estimated pre-filing amount owed, pending further Court order on the extent, validity and priority of the FedEx Supply Chain and RBC · as of 14 May 2025$580K USDFirst Report of the Receiver dated July 8, 2025
4SecuredCommonwealth of Virginia Department of TaxationPre-filing state use taxes; converted in the Estimated Liability table to CAD equivalent of $160,889 using a 1.3964 USD/CAD rate as of the Date of Appointment. Potential priority claim ranking ahead of the RBC Secured Debt. · as of 14 May 2025$115K USDFirst Report of the Receiver dated July 8, 2025
4SecuredAustralian Taxation OfficePre-filing value-added (GST) taxes for April 2025; converted in the Estimated Liability table to CAD equivalent of $31,948 using a 0.9000 AUD/CAD rate as of the Date of Appointment. Potential priority/regulatory tax claim (foreign jurisdiction) ranking ahead of the RBC Secured Debt. · as of 14 May 2025$35.5K AUDFirst Report of the Receiver dated July 8, 2025
4SecuredXerox Canada Ltd · in 22 casesListed as a secured creditor in the Receiver's Estimated Liability table; nature and debtor of the security are not described in the Report. · as of 14 May 2025$3.54KFirst Report of the Receiver dated July 8, 2025
4SecuredGovernment of British ColumbiaPre-filing PST for April 2025; Estimated Liability table states $549 while narrative (para. 38(d)) states approximately $584 for the same claim - table figure used as amount. Potential priority claim ranking ahead of the RBC Secured Debt. — debtor: Giftcraft Ltd. (Giftcraft Canada) · as of 14 May 2025$549First Report of the Receiver dated July 8, 2025
Sale processAs stated in the filings

2 transactions · 2 closed — Giftcraft Transaction closed for gross proceeds of approximately $10.4 millionFifth Report of the Receiver dated August 14, 2026 · 14 Aug 2026

Parties solicited

20

Fourth Report of the Receiver dated August 14, 2026

NDAs signed

15

Fourth Report of the Receiver dated August 14, 2026

Letters of intent

1

Fourth Report of the Receiver dated August 14, 2026

PurchaserPriceStatusSource
Giftcraft 2025 Inc.substantially all of the assets of Debtors Giftcraft Canada, Giftcraft US, and Yosox · asset sale · agreement 7 Jul 2025$10.4Mgross proceeds of approximately $10.4 millionClosed2 Sep 2025Third Report of the Receiver dated August 14,…
Sierra Brands Group LLCsubstantially all of the assets of Debtor Ripskirt Hawaii, LLC · asset sale · agreement 18 Jan 2026not statedClosed4 May 2026Third Report of the Receiver dated August 14,…
Closing termsVesting occurs upon delivery of the Receiver's Certificate confirming payment of the Purchase Price and satisfaction/waiver of closing conditions.Ripskirt Sale Order
RecoveriesAs declared or paid

Royal Bank of Canada: $8.4M.FinalFifth Report of the Receiver · 14 Aug 2026

ClassCreditorClaimsRecoveryBasisSource
SecuredRBCRoyal Bank of Canada—$8.4MinterimFinalper the receiverFifth Report of the Receiver · 14 Aug 2026

Each row is one filing's statement, copied as it reads and never computed. "Estimated" is the officer's forecast; "Under the plan" is the plan's or proposal's own term; "Final" is a declared or paid distribution; a row with no chip states no footing. A range is the two numbers stated; "of proven claims" is the document's own denominator.

Fees and ratesAs stated in the filings

1 engagement · 1 firm — KPMG Inc., the PeriodFourth Report of the Receiver · 14 Aug 2026

FirmPeriodHoursFeesRatesSource
KPMG Inc.Receiverthe Period——$515.47stated averageFourth Report of the Receiver · 14 Aug 2026
Estate financialsReported figures — never derived
Total assets at filing$104M
Total liabilities at filing$54M

As at 31 Mar 2025 · per Debtors' unaudited and internal books and records; asset figures are book values and, per the Receiver's note, do not necessarily represent realizable value of the Property, which may differ materially. · Combined figures for all Debtors (Giftcraft Ltd., Giftcraft Midco, Inc., Giftcraft Holdings USA Inc., Giftcraft Holdings, Inc., Giftcraft Inc., Ripskirt Hawaii, LLC and Yosox USA Inc.) — Assets table is 'as at March 31, 2025' (page 10); Liabilities/Creditors table is 'as at the Date of Appointment' (May 14, 2025) (page 11) - the two sides of the financial position carry different as-of dates. USD and AUD components of liabilities converted at 1.3964 USD/CAD and 0.9000 AUD/CAD as of the Date of Appointment.

Cumulative receipts

$35.5M

As at 14 Aug 2026Fourth Report of the Receiver dated August 14, 2026

Cumulative disbursements

$29.4M

As at 14 Aug 2026Fourth Report of the Receiver dated August 14, 2026

Cash on hand

$6.9M

As at 14 Aug 2026Fourth Report of the Receiver dated August 14, 2026

Professional fees to date

$434K

As at 14 Aug 2026Fourth Report of the Receiver dated August 14, 2026

Documents
42 filings
DateDocumentFile
Responding Record of RBC dated September 11, 2026PDF
Responding and Reply Motion Record dated September 11, 2026PDF
Fifth Report of the Receiver dated August 14, 2026
  • Closing confirmed Closed · 2 Sep 2025 · Giftcraft 2025 Inc.
  • Operational summary The receivership has completed the Giftcraft sale transaction and post-closing purchase price adjustment process; the report focuses on resolving a dispute over CTG Disputed Proceeds and seeking authority to distribute them to RBC, with no ongoing business operations described.
  • Purchaser Giftcraft 2025 Inc. · Purchased Assets · asset sale · $10.4M · closed
  • Recovery outcome Entries: per actual · Stated on: 2026-08-14 · Table missing:
  • + 3 more extracted facts
PDF
Fourth Report of the Receiver dated August 14, 2026
  • Cash on hand $6.9M · Note: Also stated precisely as $6,913,551 in the proposed distribution table as 'Total Cash Available'. · As at: 2026-07-31 · Qualifier: approximately
  • Closing confirmed Closed · 2 Sep 2025 · Giftcraft 2025 Inc.; Closed · date not stated · Sierra Brands Group LLC
  • Disbursements $29.4M · Note: Primarily payroll and benefits, operating expenses, shipping costs, inventory purchases, professional fees, occupation rent, and the Interim Distribution to RBC. · Since: Date of Appointment
  • Fee schedule Engagements: Form: prose · Rows: · Money: Approximate: false · Period: Kind: unstated · Label: the Period · Approval: State: unstated · Averages: billed by the Receiver during the Period · Currency: · Invoices: · Firm text: KPMG Inc. · Firm quote: FOURTH REPORT OF KPMG INC., IN ITS CAPACITY AS RECEIVER OF 5009013 ONTARIO LTD. · Context quote: FOURTH REPORT OF KPMG INC. IN ITS CAPACITY AS RECEIVER
  • + 9 more extracted facts
PDF
Third Report of the Receiver dated August 14, 2026
  • Closing confirmed Closed · 2 Sep 2025 · Giftcraft 2025 Inc.; Closed · 4 May 2026 · Sierra Brands Group LLC
  • Operational summary The Giftcraft and Ripskirt businesses were sold via court-approved transactions that have both closed, and the Receiver is now working to complete administration of the estate, including resolving the FedEx warehouse lien claim and the Elsasser Holding subordination claim before making further distributions.
  • Purchaser Giftcraft 2025 Inc. · the sale of substantially all of the assets of Giftcraft Canada, Giftcraft US and Yosox · asset sale · closed; Sierra Brands Group LLC · the sale of substantially all of the assets of Ripskirt · asset sale · closed
  • Recovery outcome Entries: per estimated · Table missing:
  • + 2 more extracted facts
PDF
Notice to Creditors - Bankruptcy of 5009013 Ontario LtdPDF
Notice to Creditors - Bankruptcy of GCI Liquidating IncPDF
Notice to Creditors - Bankruptcy of RHI Liquidating, LLCPDF
Notice to Creditors - Bankruptcy of YSX Liquidating IncPDF
Certificate of Appointment dated May 27, 2026 - 5009013 Ontario LtdPDF
Certificate of Appointment dated May 27, 2026 - GCI Liquidating Inc.PDF
Certificate of Appointment dated May 27, 2026 - RHI Liquidating, LLCPDF
Certificate of Appointment dated May 27, 2026 - YSX Liquidating Inc.PDF
Ripskirt Sale Order
  • Closing terms Vesting occurs upon delivery of the Receiver's Certificate confirming payment of the Purchase Price and satisfaction/waiver of closing conditions.
  • Order date 10 February 2026
  • Purchaser Sierra Brands Group LLC · substantially all of the assets of Debtor Ripskirt Hawaii, LLC · asset sale · approved
PDF
Ancillary Order of Justice Cavanagh dated January 22, 2026
  • Presiding officer Justice Cavanagh
PDF
Approval and Vesting Order of Justice Cavanagh dated January 22, 2026PDF
Endorsement of Justice Cavanagh dated January 22, 2026
  • Presiding officer Justice Cavanagh
PDF
Book of Authorities dated January 19, 2026PDF
Factum of the Receiver dated January 19, 2026
  • Counsel Dentons Canada LLP
PDF
Motion Record dated January 19, 2026PDF
Second Report of the Receiver dated January 19, 2026PDF
Giftcraft OpinionPDF
Ancillary Order of Justice Cavanagh dated July 14, 2025
  • Presiding officer Justice Cavanagh
PDF
Approval and Vesting Order of Justice Cavanagh dated July 14, 2025
  • Closing terms Vesting effective upon delivery of Receiver's Certificate confirming payment of Purchase Price and satisfaction of closing conditions.
  • Order date 14 July 2025
PDF
Endorsement of Justice Cavanagh dated July 14, 2025
  • Presiding officer Justice Cavanagh
PDF
Motion Record dated July 9, 2025
  • Recovery outcome Entries: per estimated · Stated on: 2025-07-09 · Table missing:
PDF
Service List as of July 9, 2025
  • Counsel Pallett Valo LLP
PDF
First Report of the Receiver dated July 8, 2025
  • Financial position Assets $104M · Liabilities $54M · as at 31 Mar 2025 · per Debtors' unaudited and internal books and records; asset figures are book values and, per the Receiver's note, do not necessarily represent realizable value of the Property, which may differ materially. · Combined figures for all Debtors (Giftcraft Ltd., Giftcraft Midco, Inc., Giftcraft Holdings USA Inc., Giftcraft Holdings, Inc., Giftcraft Inc., Ripskirt Hawaii, LLC and Yosox USA Inc.) — Assets table is 'as at March 31, 2025' (page 10); Liabilities/Creditors table is 'as at the Date of Appointment' (May 14, 2025) (page 11) - the two sides of the financial position carry different as-of dates. USD and AUD components of liabilities converted at 1.3964 USD/CAD and 0.9000 AUD/CAD as of the Date of Appointment.
  • Process results 18 solicited
  • Sale outcome Approval pending — The Receiver recommends the Canadian Court approve the APA and Transaction with Giftcraft 2025 Inc.
  • Secured creditors $8.3K · Note: Pre-filing QST for April 2025 (deemed trust class); potential priority claim ranking ahead of the RBC Secured Debt. · Page: 13 · As of: 2025-05-14 · Debtor: Giftcraft Ltd. (Giftcraft Canada) · Creditor: Revenu Québec
PDF
Giftcraft Sale Order
  • Order date 13 August 2025
  • Purchaser Giftcraft 2025 Inc. · substantially all of the assets of Debtors Giftcraft Canada, Giftcraft US, and Yosox · asset sale · approved
PDF
Giftcraft - Final Provisional Relief OrderPDF
Giftcraft - Order on Provisional ReliefPDF
Giftcraft Supplemental Memorandum of Law
  • Counsel Chipman Brown Cicero & Cole, LLP
PDF
Notice and Statement of the Receiver dated May 21, 2025PDF
Giftcraft Supplemental Declaration
  • Secured creditors $37M · Note: Aggregate indebtedness to RBC described as 'more than $37 million exclusive of interest, fees, and expenses'; approximate figure stated across multiple debtor sections (pages 5, 6, 8, 9); RBC is the secured creditor that applied for receivership appointment. · Page: 5 · Debtor: Giftcraft Ltd. (Giftcraft Canada), Giftcraft Inc. (Giftcraft US), Ripskirt Hawaii, LLC, Yosox USA Inc. · Creditor: Royal Bank of Canada (RBC) · Security: RBC Operating Loan (revolving demand credit facility) and other secured credit facilities with RBC
PDF
Endorsement of J. Osborne dated May 14, 2025
  • Presiding officer Justice Osborne
PDF
Receivership Appointment Order dated May 14, 2025
  • Applicant ROYAL BANK OF CANADA
  • Appointee KPMG Inc.
  • Appointee role receiver
  • Commencement date 14 May 2025
  • + 5 more extracted facts
PDF
Application Record dated May 9, 2025 - Part 1 of 4
  • Applicant ROYAL BANK OF CANADA
  • Appointee KPMG
  • Appointee role Receiver
  • Commencement date 9 May 2025
  • + 4 more extracted facts
PDF
Application Record dated May 9, 2025 - Part 2 of 4PDF
Application Record dated May 9, 2025 - Part 3 of 4
  • Secured creditors Note: No outstanding balance stated in these pages, only authorized facility limits/ceilings and registration priority language; a related facility letter to Giftcraft Ltd. and Giftcraft Midco, Inc. dated 2024 (the 'Related Facility Letter') is referenced but not reproduced here. Separately, a Guaranty of Payment dated January 10, 2019 (as amended, with joinders including Ripskirt Hawaii, LLC effective September 16, 2022) evidences joint and several guarantees by related corporate entities; guarantors' claims against the Borrower are contractually subordinated to the Bank's claims. · Page: 2 · As of: 2024-03-21 · Debtor: Giftcraft Ltd. (Borrower), with joint and several guarantees from Giftcraft Holdings USA Inc., Giftcraft Inc., Giftcraft Midco, Inc. (and, per related Guaranty of Payment, Giftcraft Holdings Inc., Yosox USA Inc. and Ripskirt Hawaii LLC) · Creditor: HSBC Bank Canada · Currency: CAD · Security: General Security Agreement/GSA and Pledge Agreement from Borrower and Guarantors creating first-ranking Lien on all present and future/after-acquired Collateral (incl. intellectual property, share pledges, securities entitlements); assignment of book debts; security over cash/credit balances/deposit instruments; assignment of all-risk insurance. Facility Letter states facility LIMITS (not balances): Operating Loan Facility up to CAD 15,000,000 (with sub-limits: CAD Overdraft CAD 5,000,000, USD Overdraft USD-equiv CAD 5,000,000 combined cap CAD 5,000,000, DCs up to CAD 3,000,000, LGs up to CAD 3,000,000); Foreign Exchange Facility 1 up to USD 2,340,000; Foreign Exchange Facility 2 up to USD 1,071,000. Bank's Liens stated to rank in priority to all other Liens, subject only to Permitted Encumbrances.
PDF
Application Record dated May 9, 2025 - Part 4 of 4
  • Secured creditors Note: Company Indebtedness as co-borrower under Capital Loan Facility Letter (with Giftcraft Inc.), and Guaranteed Indebtedness as guarantor of Giftcraft Ltd.'s Operating Loan Facility Letter under guaranty of payment dated Jan 10, 2019. Amount stated as two components, not summed: CAD$10,894,471.52 and USD$27,255,228.35 as of Feb 28, 2025. NOI to Enforce Security served March 7, 2025; company waiver/consent to immediate enforcement prepared (execution details blank in exhibit). · Page: 37 · As of: 2025-02-28 · Debtor: Giftcraft Midco, Inc. · Creditor: Royal Bank of Canada (successor to HSBC Bank Canada) · Currency: CAD · Security: Security agreement dated January 10, 2019; assignment of insurance dated January 10, 2019 - both from Giftcraft Midco, Inc.; blanket all-asset UCC financing statement (Indiana Secretary of State file #201900000301541, filed 01/10/2019, continued 12/04/2023, secured party amended to Royal Bank of Canada 04/22/2024 and 03/07/2025), also covering co-debtor Giftcraft Holdings, Inc.
PDF
Book of Authorities dated May 9, 2025PDF
Statement of Law dated May 9, 2025
  • Counsel Borden Ladner Gervais LLP
PDF

Filing titles, dates, and extracted key facts are public.

CiteProceedings., “Giftcraft Holdings, Inc., Ripskirt Hawaii, LLC et al.” (Receivership (court-appointed)), Ontario Superior Court of Justice. Retrieved 20 September 2026, https://proceedings.ca/case/giftcraft-holdings-inc-ripskirt-hawaii-llc-et-al

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Sources last checked · summary updated 7 August 2026 · Report a correction · Printed from proceedings.ca/case/giftcraft-holdings-inc-ripskirt-hawaii-llc-et-al

Facts and summaries are extracted automatically from the court filings linked on each page; the filings remain the authoritative record. Suggested corrections are reviewed against the source filings.