CBA Florida (CBAI) 10-Q14 May 202020 Q1 Quarterly reportFinancial data

Company Profile

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2020	May 14, 2020
Document And Entity Information
Entity Registrant Name	CBA Florida, Inc.
Entity Central Index Key	0001289496
Document Type	10-Q
Document Period End Date	Mar. 31, 2020
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	false
Entity Small Business	true
Entity Shell Company	true
Entity Interactive Data Current	Yes
Entity File Number	000-50746
Entity Incorporation State Country Code	FL
Entity Common Stock, Shares Outstanding		1,272,066,146
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2020

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Current assets:
Cash	$ 11,464,834	$ 11,532,312
Accounts receivable, net of allowance for doubtful accounts of $0 and $0, respectively	26,346	33,843
Prepaid expenses	77,158	96,119
Total current assets	11,568,338	11,662,274
Cash held in escrow	3,008,335	3,007,254
Other assets	1,404	1,404
Income tax receivable	117,306	105,355
Total assets	14,695,383	14,776,287
Liabilities and Stockholders' equity
Accounts payable	79,063	37,268
Sales tax payable & other	116,000	116,000
Deferred tax liability	486,667	486,667
Accrued expenses	15,657	15,675
Total current liabilities	697,387	655,610
Total liabilities	697,387	655,610
Stockholders' equity:
Preferred stock, $.0001 par value, 5,000,000 shares authorized, no shares outstanding	0	0
Common stock, $.0001 par value, 2,890,000,000 shares authorized, 1,272,066,146 shares issued and outstanding, inclusive of treasury shares, respectively	127,207	127,207
Additional paid-in capital	53,954,510	53,954,510
Common stock held in treasury stock, 20,000 shares	(599,833)	(599,833)
Accumulated deficit	(39,483,888)	(39,361,207)
Total stockholders' equity	13,997,996	14,120,677
Total liabilities and stockholders' equity	$ 14,695,383	$ 14,776,287

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Assets
Allowance for doubtful accounts receivables	$ 0	$ 0
Stockholders Equity
Preferred stock, par value	$ .0001	$ 0.0001
Preferred stock shares authorized	5,000,000	5,000,000
Preferred stock shares outstanding	0	0
Common stock, par value	$ .0001	$ 0.0001
Common stock shares authorized	2,890,000,000	2,890,000,000
Common stock shares issued	1,272,066,146	1,272,066,146
Common stock shares outstanding	1,272,066,146	1,272,066,146
Treasury stock	20,000	20,000

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Statement of Comprehensive Income [Abstract]
Operating expenses	$ (184,864)	$ (103,431)
Loss from operations	(184,864)	(103,431)
Other income	29,572	48,092
Loss from continuing operations before income taxes	(155,292)	(55,339)
Income tax benefit	32,611	12,888
Net loss from continuing operations	(122,681)	(42,451)
Net income (loss)	$ (122,681)	$ (42,451)
Basic earnings from continuing operations per share	$ 0	$ 0
Diluted earnings from continuing operations per share	0	0
Basic earnings from discontinued operations per share	0	0
Diluted earnings from discontinued operations per share	0	0
Basic earnings per share	0	0
Diluted earnings per share	$ 0	$ 0
Weighted average common shares outstanding
Basic weighted average common shares outstanding	1,272,066,146	1,272,066,146
Diluted weighted average common shares outstanding	1,272,066,146	1,272,066,146

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT - USD ($)	Preferred Stock	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Treasury Stock	Total
Beginning balance, shares at Dec. 31, 2018	0	1,272,066,146
Beginning balance, amount at Dec. 31, 2018	$ 0	$ 127,207	$ 53,954,510	$ (39,324,358)	$ (599,833)	$ 14,157,526
Net income (loss)				(42,451)		(42,451)
Ending balance, shares at Mar. 31, 2019	0	1,272,066,146
Ending balance, amount at Mar. 31, 2019	$ 0	$ 127,207	53,954,510	(39,366,809)	(599,833)	14,115,075
Beginning balance, shares at Dec. 31, 2019	0	1,272,066,146
Beginning balance, amount at Dec. 31, 2019	$ 0	$ 127,207	53,954,510	(39,361,207)	(599,833)	14,120,677
Net income (loss)				(122,681)		(122,681)
Ending balance, shares at Mar. 31, 2020	0	1,272,066,146
Ending balance, amount at Mar. 31, 2020	$ 0	$ 127,207	$ 53,954,510	$ (39,483,888)	$ (599,833)	$ 13,997,996

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss from continuing operations	$ (122,681)	$ (42,451)
Net change in operating assets and liabilities
Changes in accounts receivable	7,497	3,065
Changes in prepaid	18,961	5,615
Change in escrow receivable	(1,081)	(2,220)
Changes in accounts payable	41,795	(101,489)
Changes in accrued expenses	(18)	(16,070)
Changes in deferred income taxes	(11,951)	(365,888)
NET CASH USED IN OPERATING ACTIVITIES OF CONTINUING OPERATIONS	(67,478)	(519,438)
NET INCREASE IN CASH	(67,478)	(519,438)
Cash balance at beginning of period	11,532,312	12,412,583
Cash balance at end of period	11,464,834	11,893,145
Cash paid for interest	0	0
Cash paid for taxes	$ 0	$ (353,000)

1. Organization and Description

1. Organization and Description of Business	3 Months Ended
1. Organization and Description of Business	Mar. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of Business	Overview CBA Florida, Inc. ("CBAI" or the “Company”), formerly known as Cord Blood America, Inc., was incorporated in the State of Florida on October 12, 1999 as D&A Lending, Inc. CBAI's wholly-owned subsidiaries include CBA Partners, Inc. which was formerly Cord Partners, Inc., CBA Companies Inc. which was formerly CorCell Companies, Inc., and CBA Sub Ltd. which was formerly CorCell, Ltd., (CBA Partners, Inc., CBA Companies Inc. and CBA Sub Ltd. are sometimes referred to herein collectively as “Cord”), CBA Properties, Inc. ("Properties"), and Career Channel, Inc. formerly D/B/A Rainmakers International. As further described below, on May 17, 2018, CBAI completed a sale of substantially all of the assets of the Company and its wholly-owned subsidiaries. Prior to the sale of substantially all of the assets, CBAI and its subsidiaries had engaged in the following business activities: ● CBAI and Cord specialized in providing private cord blood and cord tissue stem cell services. Additionally, the Company was in the business of procuring birth tissue for organizations utilizing the tissue in the transplantation and/or research of therapeutic products. ● Properties was formed to hold corporate trademarks and other intellectual property. Company Developments – Sale of Assets On February 7, 2018, the Company announced that it entered into an Asset Purchase Agreement, dated as of February 6, 2018 (the “Purchase Agreement”), with California Cryobank Stem Cell Services LLC (“FamilyCord”). The sale of substantially all of the Company’s assets pursuant to the Purchase Agreement was completed on May 17, 2018. Pursuant to the terms of the Purchase Agreement, FamilyCord acquired from CBAI substantially all of the assets of CBAI and its wholly-owned subsidiaries and assumed certain liabilities of CBAI and its wholly-owned subsidiaries. The sale did not include CBAI’s cash and certain other excluded assets and liabilities. FamilyCord agreed to pay a purchase price of $15,500,000 in cash at closing with $3,000,000 of the purchase price deposited into escrow to secure CBAI’s indemnification obligations under the Purchase Agreement. The Purchase Agreement contained customary representations, warranties and covenants for a transaction of this type and nature. Pursuant to the terms of the Purchase Agreement, CBAI indemnified FamilyCord for breaches of its representations and warranties, breaches of covenants, losses related to excluded assets or excluded liabilities and certain other matters. The representations and warranties set forth in the Purchase Agreement generally survive for two years following the closing. CBAI previously disclosed that it anticipates distributing proceeds from the FamilyCord sale to shareholders. Based on the information currently available to it, the Company is unable to estimate the aggregate amount which will ultimately be distributed to its shareholders. The actual amounts of any distributions may vary substantially, depending on, among other things, whether the Company becomes subject to any additional liabilities or claims, including potential claims for indemnification relating to sales of the Company’s assets, whether the Company incurs unexpected or greater than expected losses with respect to contingent liabilities, the extent to which the Company is able to monetize any remaining non-cash assets and any future amounts received by the Company in connection with, among other things, all future amounts received by the Company, including the amount of FamilyCord sale proceeds to be released from escrow upon the termination of the escrow in May 2020. CBAI and its Board of Directors continue to contemplate a distribution, given the Company’s expenses and other contingencies the total proceeds ultimately paid out to shareholders will be significantly less than the gross purchase price the Company received from its Purchase Agreement with FamilyCord. BioCells Acquisition and Subsequent Sale In September 2010, the Company entered into a Stock Purchase Agreement (the “Agreement”), with the Shareholders of Biocordcell Argentina S.A., a corporation organized under the laws of Argentina (“BioCells”), providing for the Company’s acquisition of 50.004% of the outstanding shares of BioCells (the “Shares). On September 29, 2014, the Company closed a transaction whereby it sold its ownership stake in BioCells, amounting to 50.004% of the outstanding shares of BioCells to Diego Rissola (Purchaser), who is the current President and Chairman of the Board of BioCells and a shareholder prior to the transaction. Under the Agreement, the Purchaser was obligated to pay the total amount of $705,000, as follows: $5,000 on or before October 12, 2014; $10,000 on or before December 1, 2014; $15,000 on or before March 1, 2015; $15,000 on or before June 1, 2015; $45,000 on or before June 1, 2016; $55,000 on or before June 1, 2017; $55,000 on or before June 1, 2018; $55,000 on or before June 1, 2019; $65,000 on or before June 1, 2020; $75,000 on or before June 1, 2021; $75,000 on or before June 1, 2022; $75,000 on or before June 1, 2023; $80,000 on or before June 1, 2024; $80,000 on or before June 1, 2025. On October 31, 2018, the Company entered into a settlement agreement with the Purchaser whereby the Purchaser agreed to make a one-time payment of $294,988 to the Company to settle all remaining payments and obligations due under the Agreement. The Company received the settlement payment on November 6, 2019, and wrote off the remaining unpaid receivable of $89,597 remaining under the terms of the Agreement. Sale of China Stem Cell Stock and Convertible Debt The Company entered into an Asset Purchase Agreement, dated June 19, 2019, with Golden Sun Multi-Manager Fund LP (“Golden Sun”), whereby the Company sold all shares and convertible debt it held in China Stem Cells Ltd. (“China Stem Cells”) to Golden Sun. The total proceeds from the sale was $50,000. The Company previously wrote-off the entire value of the China Stem Cells shares and convertible debt held by the Company, and accrued a gain for the full value of sale proceeds received on its statement of operations for the nine months ended September 30, 2019. Unaudited Interim Financial Information The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete annual financial statements. These statements reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for fair presentation of the information contained therein. Operating results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31,2020 or for any other future period. The condensed consolidated balance sheet at December 31, 2019 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. It is suggested that these interim condensed consolidated financial statements be read in conjunction with the audited consolidated financial statements of the Company for the period ended December 31, 2019 and notes thereto included in the Company's annual report on Form 10-K. The Company follows the same accounting policies in the preparation of interim reports as noted in the Company's annual report on Form 10-K.

2. Summary of Significant Accou

2. Summary of Significant Accounting Policies	3 Months Ended
2. Summary of Significant Accounting Policies	Mar. 31, 2020
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Financial Statement Presentation The preparation of the financial statements in conformity with U.S. generally accepted accounting principles (U.S. GAAP) requires management to make estimates and assumptions that affect reported amounts and related disclosures. Actual results could differ from these estimates. Certain prior year amounts have been reclassified to conform to current year presentation. Pursuant to guidance in accounting standard codification (“ASC”) 205-20, Presentation of Financial Statements, and ASC 360-10-45-9 to 14, Property, Plant and Equipment, regarding when the results of operations of a component of an entity that is classified as held for sale would be reported as a discontinued operation in the financial statements of the entity. The Company determined that it met the threshold for reporting discontinued operations due to a strategic business shift having a major effect on an entity's operations and financial results. On February 7, 2018, the Company announced that it entered into the Purchase Agreement with FamilyCord. The sale of substantially all of the Company’s assets occurred on May 17, 2018. For this reason, the results of operations for the cord blood and cord tissue stem cell operations have been reclassified into discontinued operations. Basis of Consolidation The consolidated financial statements include the accounts of CBAI and its wholly-owned subsidiaries. All significant inter-company balances and transactions have been eliminated upon consolidation. Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting periods. Actual results could differ materially from those estimates. Cash Cash and cash equivalents include cash on hand, deposits in banks with maturities of three months or less, and all highly liquid investments which are unrestricted as to withdrawal or use, and which have original maturities of three months or less at the time of purchase. The Company maintains cash and cash equivalents at several financial institutions. The value of cash and cash equivalents held by the Company at a bank in excess of federally insured limits was $11,214,834 during the period ended March 31, 2020. Accounts Receivable Accounts receivable consists primarily of unpaid lease obligations payable to the Company by the Sublessee (see Note 5 for additional information). Accounts receivable also includes expenses incurred by the Company which are to be reimbursed in connection from the sale of substantially all its assets to FamilyCord, and amounts due for facilitating the processing and storage of umbilical cord blood and cord tissue, and birth tissue procurement services. The Company wrote off $0 and $0 in bad debt expense during the three months ended March 31, 2020 and 2019, respectively. Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets. Routine maintenance and repairs are charged to expense as incurred while major replacement and improvements are capitalized as additions to the related assets. Sales and disposals of assets are recorded by removing the cost and accumulated depreciation from the related asset and accumulated depreciation accounts with any gain or loss credited or charged to income upon disposition. Income Taxes The Company follows the asset and liability method of accounting for income taxes. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income in the period that included the enactment date. The measurement of deferred tax assets is reduced, if necessary, by a valuation allowance based on the portion of tax benefits that more likely than not will not be realized. The Company follows guidance issued by the FASB with regard to its accounting for uncertainty in income taxes recognized in the financial statements. Such guidance prescribes a recognition threshold of more likely than not and a measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. In making this assessment, a company must determine whether it is more likely than not that a tax position will be sustained upon examination, based solely on the technical merits of the position and must assume that the tax position will be examined by taxing authorities. Our policy is to include interest and penalties related to unrecognized tax benefits in income tax expense. Interest and penalties totaled $0 and $353,000 for the three months ended March 31, 2020 and 2019, respectively. The Company files income tax returns with the Internal Revenue Service (“IRS”) and various state jurisdictions. Earnings (Loss) Per Share Basic earnings per share (EPS) is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding. Diluted EPS is similar to basic EPS except that the weighted average number of common shares outstanding is increased to include the number of additional common shares that would have been outstanding if the dilutive potential common shares had been exercised. The Company’s common equivalent shares are excluded from the computation of diluted EPS if the effect is anti-dilutive. The diluted weighted average common shares outstanding are 1,272,066,146 and 1,272,066,146 as of March 31, 2020 and 2019, respectively. Concentration of Risk Credit risk represents the accounting loss that would be recognized at the reporting date if counterparties failed completely to perform as contracted. Concentrations of credit risk (whether on or off balance sheet) that arise from financial instruments exist for groups of customers or counterparties when they have similar economic characteristics that would cause their ability to meet their contractual obligations to be similarly affected by changes in economic or other conditions described below. Relationships and agreements which could potentially expose the Company to concentrations of credit risk consist of the use of one source for the processing and storage of all umbilical cord blood and one source for the development and maintenance of a website. The Company believes that alternative sources are available for each of these concentrations. Financial instruments that subject the Company to credit risk could consist of cash balances maintained in excess of federal depository insurance limits. The Company maintains its cash and cash equivalent balances with high credit quality financial institutions. At times, cash and cash equivalent balances may be in excess of Federal Deposit Insurance Corporation limits, and as of March 31, 2020, this was the case. To date, the Company has not experienced any such losses. Fair Value Measurements Assets and liabilities recorded at fair value in the consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure the fair value. Level inputs, as defined by ASC 820, are as follows: ● Level 1 – quoted prices in active markets for identical assets or liabilities. ● Level 2 – other significant observable inputs for the assets or liabilities through corroboration with market data at the measurement date. ● Level 3 – significant unobservable inputs that reflect management’s best estimate of what market participants would use to price the assets or liabilities at the measurement date. There were no financial instruments measured on a recurring basis as of March 31, 2020 and 2019 and on a non-recurring basis for any of the periods presented. For certain of the Company’s financial instruments, including cash, accounts receivable, prepaid expenses and other assets, accounts payable and accrued expenses, and deferred revenues, the carrying amounts approximate fair value due to their short maturities. The carrying amounts of the Company’s notes receivable and notes payable approximates fair value based on the prevailing interest rates. Recently Issued Accounting Pronouncements In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement. This new standard removes, adds and modifies certain disclosure requirements for fair value measurements in Topic 820. The Company will no longer be required to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, and the valuation processes of Level 3 fair value measurements. However, the Company will be required to additionally disclose the changes in unrealized gains and losses included in other comprehensive income for recurring Level 3 fair value measurements, and the range and weighted average of assumptions used to develop significant unobservable inputs for Level 3 fair value measurements. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The amendments relating to additional disclosure requirements will be applied prospectively for only the most recent interim or annual period presented in the initial year of adoption. All other amendments will be applied retrospectively to all periods presented upon their effective date. The Company is permitted to early adopt either the entire ASU or only the provisions that eliminate or modify the requirements. The Company evaluated the impact of this pronouncement and concluded that the guidance does not have a material impact on its financial position and results of operations. In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes

3. Commitments and Contingencie

3. Commitments and Contingencies	3 Months Ended
3. Commitments and Contingencies	Mar. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Operating Leases On October 1, 2019, the Company moved to a new corporate headquarters located at 3753 Howard Hughes Parkway, Suite 200, Office #258, Las Vegas, Nevada. The new month-to-month lease for the Company’s headquarters was entered into on August 21, 2019 and commenced on October 1, 2019. The Company believes that it has adequate space for its anticipated needs. The Company’s rent expense was $1,884 and $296 during the three months ended March 31, 2020 and 2019, respectively.

4. Share Based Compensation

4. Share Based Compensation	3 Months Ended
4. Share Based Compensation	Mar. 31, 2020
Share-based Payment Arrangement, Noncash Expense [Abstract]
Share Based Compensation	Stock Option Plan The Company's Stock Option Plan permits the granting of stock options to its employees, directors, consultants and independent contractors for up to 8.0 million shares of its common stock. On July 13, 2009, the Company also registered its 2009 Flexible Stock Plan (the “Plan”), which increased the total shares available to 4 million common shares. The Plan allows the Company to issue either stock options or common shares. On June 3, 2011, the Company registered its 2011 Flexible Stock Option plan, and reserved 1,000,000 shares of the Company's common stock for future issuance under such plan. The Company also canceled the Company's 2010 Flexible Stock Plan and returned 501,991 reserved but unused common shares back to its treasury. Stock options that vest at the end of a one-year period are amortized over the vesting period using the straight-line method. For stock options awarded using graded vesting, the expense is recorded at the beginning of each year in which a percentage of the options vests. The Company did not issue any stock options during the three months ended March 31, 2020 and the year ended December 31, 2019. The Company’s stock option activity was as follows: Stock Options Weighted Average Exercise Price Weighted Avg. Contractual Remaining Life Outstanding, December 31, 2019 664,060 0.53 0.40 Granted -- -- -- Exercised -- -- -- Forfeited/Expired 200,000 -- -- Outstanding March 31, 2020 464,060 0.53 0.25 Exercisable March 31, 2020 464,060 0.53 0.25 The following table summarizes significant ranges of outstanding stock options under the stock option plan at March 31, 2020: Range of Exercise Prices Number of Options Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price Number of Options Exercisable Weighted Average Exercise Price $ 0.53 464,060 0.25 $ 0.53 464,060 $ 0.53 $ 0.53 464,060 0.25 $ 0.53 464,060 $ 0.53

5. Income Tax

5. Income Tax	3 Months Ended
5. Income Tax	Mar. 31, 2020
Income Tax Disclosure [Abstract]
Income Tax	The Company provides for income taxes using the asset and liability approach. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. For the first quarter of 2020 the Company expects to utilize net operating losses generated in the current year to offset future deferred tax liabilities derived from the sale of assets in 2018. The company expects its overall effective tax rate for 2020 to be around 20.89%. As of March 31, 2020 and December 31, 2019, the Company has a partial valuation allowance on net operating losses that may not be able to be utilized fully. For the three months ended March 31, 2020 the Company recorded a tax benefit of $32,611 as compared to a tax benefit of $12,888 for the comparative three month period ended March 31, 2019.

6. Other

6. Other	3 Months Ended
6. Other	Mar. 31, 2020
Income Tax Disclosure [Abstract]
Other	Certain U.S. Federal Income Tax Consequences of the Sale of Assets The sale of assets to FamilyCord was a transaction taxable to the Company for United States federal income tax purposes. In general, the Company will recognize taxable gain in an amount equal to the difference, if any, between (i) the total amount realized by the Company on the sale and (ii) the Company’s aggregate adjusted tax basis in the assets sold. The total amount realized by the Company on the sale will equal the cash the Company receives in exchange for the assets sold, plus the amount of related liabilities assumed by the Buyer or cancelled in the transaction. The Company expects that a portion of the taxable gain recognized on the sale will be offset by current year losses from operations and available net operating loss carry forwards, as currently reflected on our consolidated U.S. federal income tax returns. However, the Company believes that a significant portion of its net operating loss carryforwards will never be fully utilized and will expire unused. Our shareholders will not be subject to U.S. federal income tax on the sale. However, as discussed below, our shareholders will be subject to U.S. federal income tax upon the receipt of any distribution of sale proceeds made by the Company to our shareholders. Certain U.S. Federal Income Tax Consequences of the Sale of Assets to U.S. Shareholders For purposes of this discussion, a “U.S. shareholder” is a beneficial owner of shares of Company stock who or that is, for U.S. federal income tax purposes: ● an individual who is a citizen or resident of the United States; ● corporation, or any other entity taxable as a corporation, created or organized in or under the laws of the United States, any state thereof or the District of Columbia; ● an estate, the income of which is subject to U.S. federal income taxation regardless of its source; or ● any trust (i) if a court within the United States is able to exercise primary supervision over the administration of the trust and one or more United States persons (as defined in the United States Internal Revenue Code of 1986) have the authority to control all substantial decisions of the trust, or (ii) if a valid election is in place to treat the person as a United States person. Pursuant to the Purchase Agreement, the Company may not dissolve or liquidate for at least two years following closing of the transaction. Therefore, prior to the Company’s adoption of a plan of liquidation, each distribution made by the Company to a U.S. shareholder is characterized as a dividend to the extent of the Company’s current and accumulated earnings and profits (as determined under U.S. federal income tax principles). Provided that certain holding period requirements are satisfied, a dividend received by a U.S. shareholder who is an individual, trust or estate may qualify as “qualified dividend income” that is currently subject to U.S. federal income tax at a maximum rate of 20%. Dividends received by corporate U.S. shareholders may be eligible for a dividend received deduction (subject to applicable exceptions and limitations). Any portion of a distribution that exceeds the Company’s current and accumulated earnings and profits is treated as a non-taxable return of capital, reducing such U.S. shareholder’s adjusted tax basis in its shares of Company stock and, thereafter as gain from the sale or exchange of Company stock. On February 11, 2020, the Company’s Board of Directors approved a plan of dissolution (the “Plan”) that is subject to shareholder approval. If the Company’s shareholders approve the Plan, the Company presently intends to make an initial distribution of at least $0.0048 per share of common stock as promptly as reasonably possible thereafter. Based on the information currently available to it, the Company is unable to estimate the aggregate amount which will ultimately be distributed to its shareholders.

7. Tax Estimates and Tax Expens

7. Tax Estimates and Tax Expense	3 Months Ended
7. Tax Estimates and Tax Expense	Mar. 31, 2020
Income Tax Disclosure [Abstract]
Tax Estimates and Tax Expense	For the three months ended March 31, 2020, the Company realized an income tax benefit from continuing operations of $32,611 as a consequence of the utilization of federal and state net operating loss offsets.

8. Stockholder's Equity

8. Stockholder's Equity	3 Months Ended
8. Stockholder's Equity	Mar. 31, 2020
Stockholders' equity:
Stockholder's Equity	Preferred Stock The Company has 5,000,000 shares of $0.0001 par value preferred stock authorized, which includes 1,500,000 shares of Series A Preferred Stock. As of March 31, 2020, and December 31, 2019, the Company had no shares of preferred stock outstanding. Common Stock The Company has 2,890,000,000 shares of $.0001 par value common stock authorized. As of March 31, 2020, and December 31, 2019, the Company had 1,272,066,146 shares of common stock issued and outstanding. 20,000 shares remain in the Company’s treasury.

9. Subsequent Events

9. Subsequent Events	3 Months Ended
9. Subsequent Events	Mar. 31, 2020
Subsequent Events [Abstract]
Subsequent Events	Management is aware that a novel strain of coronavirus (COVID-19) was declared a pandemic by the World Health Organization. After the sale of substantially all assets to FamilyCord, the Company ceased all ongoing operations related the cord blood and cord tissue stem cell services, and procurement of birth tissue for organizations utilizing the tissue in the transplantation and/or research of therapeutic products. The Company holds a large majority of its assets in cash and as such, believes there is minimal to no impact that could result from the COVID-19 pandemic.

2. Summary of Significant Acc_2

2. Summary of Significant Accounting Policies (Policies)	3 Months Ended
2. Summary of Significant Accounting Policies (Policies)	Mar. 31, 2020
Accounting Policies [Abstract]
Financial Statement Presentation	The preparation of the financial statements in conformity with U.S. generally accepted accounting principles (U.S. GAAP) requires management to make estimates and assumptions that affect reported amounts and related disclosures. Actual results could differ from these estimates. Certain prior year amounts have been reclassified to conform to current year presentation. Pursuant to guidance in accounting standard codification (“ASC”) 205-20, Presentation of Financial Statements, and ASC 360-10-45-9 to 14, Property, Plant and Equipment, regarding when the results of operations of a component of an entity that is classified as held for sale would be reported as a discontinued operation in the financial statements of the entity. The Company determined that it met the threshold for reporting discontinued operations due to a strategic business shift having a major effect on an entity's operations and financial results. On February 7, 2018, the Company announced that it entered into the Purchase Agreement with FamilyCord. The sale of substantially all of the Company’s assets occurred on May 17, 2018. For this reason, the results of operations for the cord blood and cord tissue stem cell operations have been reclassified into discontinued operations.
Basis of Consolidation	The consolidated financial statements include the accounts of CBAI and its wholly-owned subsidiaries. All significant inter-company balances and transactions have been eliminated upon consolidation.
Estimates	The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting periods. Actual results could differ materially from those estimates.
Cash	Cash and cash equivalents include cash on hand, deposits in banks with maturities of three months or less, and all highly liquid investments which are unrestricted as to withdrawal or use, and which have original maturities of three months or less at the time of purchase. The Company maintains cash and cash equivalents at several financial institutions. The value of cash and cash equivalents held by the Company at a bank in excess of federally insured limits was $11,214,834 during the period ended March 31, 2020.
Accounts Receivable	Accounts receivable consists primarily of unpaid lease obligations payable to the Company by the Sublessee (see Note 5 for additional information). Accounts receivable also includes expenses incurred by the Company which are to be reimbursed in connection from the sale of substantially all its assets to FamilyCord, and amounts due for facilitating the processing and storage of umbilical cord blood and cord tissue, and birth tissue procurement services. The Company wrote off $0 and $0 in bad debt expense during the three months ended March 31, 2020 and 2019, respectively.
Property and Equipment	Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets. Routine maintenance and repairs are charged to expense as incurred while major replacement and improvements are capitalized as additions to the related assets. Sales and disposals of assets are recorded by removing the cost and accumulated depreciation from the related asset and accumulated depreciation accounts with any gain or loss credited or charged to income upon disposition.
Income Taxes	The Company follows the asset and liability method of accounting for income taxes. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income in the period that included the enactment date. The measurement of deferred tax assets is reduced, if necessary, by a valuation allowance based on the portion of tax benefits that more likely than not will not be realized. The Company follows guidance issued by the FASB with regard to its accounting for uncertainty in income taxes recognized in the financial statements. Such guidance prescribes a recognition threshold of more likely than not and a measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. In making this assessment, a company must determine whether it is more likely than not that a tax position will be sustained upon examination, based solely on the technical merits of the position and must assume that the tax position will be examined by taxing authorities. Our policy is to include interest and penalties related to unrecognized tax benefits in income tax expense. Interest and penalties totaled $0 and $353,000 for the three months ended March 31, 2020 and 2019, respectively. The Company files income tax returns with the Internal Revenue Service (“IRS”) and various state jurisdictions.
Earnings (Loss) Per Share	Basic earnings per share (EPS) is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding. Diluted EPS is similar to basic EPS except that the weighted average number of common shares outstanding is increased to include the number of additional common shares that would have been outstanding if the dilutive potential common shares had been exercised. The Company’s common equivalent shares are excluded from the computation of diluted EPS if the effect is anti-dilutive. The diluted weighted average common shares outstanding are 1,272,066,146 and 1,272,066,146 as of March 31, 2020 and 2019, respectively.
Concentration of Risk	Credit risk represents the accounting loss that would be recognized at the reporting date if counterparties failed completely to perform as contracted. Concentrations of credit risk (whether on or off balance sheet) that arise from financial instruments exist for groups of customers or counterparties when they have similar economic characteristics that would cause their ability to meet their contractual obligations to be similarly affected by changes in economic or other conditions described below. Relationships and agreements which could potentially expose the Company to concentrations of credit risk consist of the use of one source for the processing and storage of all umbilical cord blood and one source for the development and maintenance of a website. The Company believes that alternative sources are available for each of these concentrations. Financial instruments that subject the Company to credit risk could consist of cash balances maintained in excess of federal depository insurance limits. The Company maintains its cash and cash equivalent balances with high credit quality financial institutions. At times, cash and cash equivalent balances may be in excess of Federal Deposit Insurance Corporation limits, and as of March 31, 2020, this was the case. To date, the Company has not experienced any such losses.
Fair Value Measurements	Assets and liabilities recorded at fair value in the consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure the fair value. Level inputs, as defined by ASC 820, are as follows: ● Level 1 – quoted prices in active markets for identical assets or liabilities. ● Level 2 – other significant observable inputs for the assets or liabilities through corroboration with market data at the measurement date. ● Level 3 – significant unobservable inputs that reflect management’s best estimate of what market participants would use to price the assets or liabilities at the measurement date. There were no financial instruments measured on a recurring basis as of March 31, 2020 and 2019 and on a non-recurring basis for any of the periods presented. For certain of the Company’s financial instruments, including cash, accounts receivable, prepaid expenses and other assets, accounts payable and accrued expenses, and deferred revenues, the carrying amounts approximate fair value due to their short maturities. The carrying amounts of the Company’s notes receivable and notes payable approximates fair value based on the prevailing interest rates.
Recently Issued Accounting Pronouncements	In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement. This new standard removes, adds and modifies certain disclosure requirements for fair value measurements in Topic 820. The Company will no longer be required to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, and the valuation processes of Level 3 fair value measurements. However, the Company will be required to additionally disclose the changes in unrealized gains and losses included in other comprehensive income for recurring Level 3 fair value measurements, and the range and weighted average of assumptions used to develop significant unobservable inputs for Level 3 fair value measurements. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The amendments relating to additional disclosure requirements will be applied prospectively for only the most recent interim or annual period presented in the initial year of adoption. All other amendments will be applied retrospectively to all periods presented upon their effective date. The Company is permitted to early adopt either the entire ASU or only the provisions that eliminate or modify the requirements. The Company evaluated the impact of this pronouncement and concluded that the guidance does not have a material impact on its financial position and results of operations. In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes

4. Share Based Compensation (Ta

4. Share Based Compensation (Tables)	3 Months Ended
4. Share Based Compensation (Tables)	Mar. 31, 2020
Share-based Payment Arrangement, Noncash Expense [Abstract]
Stock option activity	Stock Options Weighted Average Exercise Price Weighted Avg. Contractual Remaining Life Outstanding, December 31, 2019 664,060 0.53 0.40 Granted -- -- -- Exercised -- -- -- Forfeited/Expired 200,000 -- -- Outstanding March 31, 2020 464,060 0.53 0.25 Exercisable March 31, 2020 464,060 0.53 0.25
Summary of significant ranges of outstanding stock options	Range of Exercise Prices Number of Options Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price Number of Options Exercisable Weighted Average Exercise Price $ 0.53 464,060 0.25 $ 0.53 464,060 $ 0.53 $ 0.53 464,060 0.25 $ 0.53 464,060 $ 0.53

2. Summary of Significant Acc_3

2. Summary of Significant Accounting Policies (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Accounting Policies [Abstract]
Cash in excess of federally insured limits	$ 11,214,834
Bad debt expense	0	$ 0
Interest and penalties	$ 0	$ 353,000
Diluted weighted average common shares outstanding	1,272,066,146	1,272,066,146

3. Commitments and Contingenc_2

3. Commitments and Contingencies (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Rent expense	$ 1,884	$ 296

4. Share Based Compensation (De

4. Share Based Compensation (Details)	3 Months Ended
4. Share Based Compensation (Details)	Mar. 31, 2020$ / sharesshares
Share-based Payment Arrangement, Noncash Expense [Abstract]
Stock options outstanding, beginning \| shares	664,060
Granted \| shares	0
Exercised \| shares	0
Forfeited/expired \| shares	200,000
Stock options outstanding, ending \| shares	464,060
Stock options exercisable \| shares	464,060
Weighted average exercise price outstanding, beginning \| $ / shares	$ .53
Granted \| $ / shares	.00
Exercised \| $ / shares	.00
Forfeited/expired \| $ / shares	.00
Weighted average exercise price outstanding, beginning \| $ / shares	.53
Weighted average exercise price exercisable \| $ / shares	$ .53
Weighted average contractual remaining life outstanding, beginning	4 months 24 days
Weighted average contractual remaining life outstanding, ending	3 months
Weighted average contractual remaining life exercisable	3 months

4. Share Based Compensation (_2

4. Share Based Compensation (Details 1) - $ / shares	3 Months Ended
4. Share Based Compensation (Details 1) - $ / shares	Mar. 31, 2020	Dec. 31, 2019
Exercise price	$ .53
Number of options	464,060	664,060
Weighted average remaining contractual life	3 months
Weighted average exercise price	$ .53	$ .53
Number of options exercisable	464,060
Weighted average exercise price	$ .53
Range One
Exercise price	$ 0.53
Number of options	464,060
Weighted average remaining contractual life	3 months
Weighted average exercise price	$ 0.53
Number of options exercisable	464,060
Weighted average exercise price	$ 0.53

5. Income Tax (Details Narrativ

5. Income Tax (Details Narrative) - USD ($)	3 Months Ended
5. Income Tax (Details Narrative) - USD ($)	Mar. 31, 2020	Mar. 31, 2019
Income Tax Disclosure [Abstract]
Income tax benefit	$ 32,611	$ 12,888

7. Tax Estimates and Tax Expe_2

7. Tax Estimates and Tax Expense (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Income Tax Disclosure [Abstract]
Income tax benefit	$ 32,611	$ 12,888

8. Stockholder's Equity (Detail

8. Stockholder's Equity (Details Narrative) - $ / shares	Mar. 31, 2020	Dec. 31, 2019
Stockholders' equity:
Preferred stock, par value	$ .0001	$ 0.0001
Preferred stock shares authorized	5,000,000	5,000,000
Preferred stock shares outstanding	0	0
Common stock, par value	$ .0001	$ 0.0001
Common stock shares authorized	2,890,000,000	2,890,000,000
Common stock shares issued	1,272,066,146	1,272,066,146
Common stock shares outstanding	1,272,066,146	1,272,066,146