CBA Florida (CBAI) 10-K 28 Mar 17 2016 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2016	Mar. 10, 2017	Jun. 30, 2016
Document And Entity Information
Entity Registrant Name	Cord Blood America, Inc.
Entity Central Index Key	1,289,496
Document Type	10-K
Document Period End Date	Dec. 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$ 4,070,000
Entity Common Stock, Shares Outstanding		1,272,066,146
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,016

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Current assets:
Cash	$ 926,209	$ 789,046
Accounts receivable, net of allowance for doubtful accounts of $78,123 and $105,037, respectively	113,316	349,859
Note receivable – Banco Vida (current portion)	0	58,709
Receivable - Biocells net of discount $27,541 and $28,105, respectively (current portion)	27,459	16,895
Prepaid expenses	175,065	151,874
Inventory	58,376	107,060
Total current assets	1,300,425	1,473,443
Property and equipment, net of accumulated depreciation and amortization of $743,200 and $695,335, respectively	66,628	119,189
Customer contracts and relationships, net of accumulated amortization $4,232,982 and $4,040,983, respectively	1,322,056	1,637,409
Other assets	19,292	19,292
Note receivable – Banco Vida (long term portion)	0	4,432
Receivable – Biocells net of discount $140,041 and $167,231, respectively (long term portion)	419,959	447,769
Total assets	3,128,360	3,701,534
Current liabilities:
Accounts payable	151,305	152,805
Accrued expenses	112,020	204,939
Severance payable	187,360	0
Deferred revenue (current portion)	1,158,578	1,297,244
Derivative liability (current portion)	109,731	182,213
Interest on Promissory Notes	204,494	128,607
Promissory convertible notes payable, net of unamortized discount of $43,432 and $159,407, respectively (current portion)	356,568	292,298
Total current liabilities	2,280,056	2,258,106
Deferred revenue (long term portion)	271,628	304,188
Derivative liability (long term portion)	0	255,290
Promissory convertible note payable, net of amortized discount of $0 and $159,407, respectively (long term portion)	0	409,517
Total liabilities	2,551,684	3,227,101
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 outstanding	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	(52,905,208)	(53,007,451)
Total stockholders’ equity	576,676	474,433
Total liabilities and stockholders’ equity	$ 3,128,360	$ 3,701,534

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Assets
Allowance for Doubtful accounts Receivables	$ 78,123	$ 105,037
Receivable - BioCells net of discount - current portion	27,541	28,105
Accumulated depreciation	743,200	695,335
Customer contracts and relationship - net of amortization	4,232,982	4,040,983
Receivable - BioCells net of discount - long term portion	140,041	167,231
Liabilities
Convertible promissory notes payable unamortized discount	43,432	159,407
Convertible notes payable, net of unamortized	$ 0	$ 159,407
Stockholders Equity
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock shares authorized	5,000,000	5,000,000
Preferred stock shares issued	0	0
Preferred stock shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
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

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (AUDITED) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Consolidated Statements Of Operations And Comprehensive Income Loss Audited
Revenue	$ 3,288,291	$ 5,227,776
Cost of services	(904,863)	(1,864,500)
Gross Profit	2,383,428	3,363,276
Administrative and selling expenses	(2,489,686)	(3,005,140)
Income (loss) from operations	(106,258)	358,136
Interest expense and change in derivative liability	22,132	(305,224)
Gain or loss on BV Settlement	151,951	0
Other income	34,417	27,406
Gain on recovery of loan receivable	0	40,000
Gain on settlement of payable	0	346,269
Loss on legal settlement	0	(28,652)
Income (loss) from continuing operations before provision for income taxes	102,243	437,935
Income taxes	0	0
Net income	$ 102,243	$ 437,935
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

CONSOLIDATED STATEMENT OF CHANG

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT - USD ($)	Preferred Stock	Common Stock	Additional Paid-In Capital	Treasury Stock	Accumulated Deficit	Total
Beginning Balance - Shares at Dec. 31, 2014	0	890,000,000
Beginning Balance - Amount at Dec. 31, 2014	$ 0	$ 89,000	$ 53,264,971	$ (599,833)	$ (53,445,386)	$ (691,248)
Issuance of Preferred Stock for Cash, Shares	724,000
Issuance of Preferred Stock for Cash, Amount	$ 72		723,928			724,000
Issuance of Common Stock for Conversion of Preferred Stock, Shares	(724,000)	382,066,146
Issuance of Common Stock for Conversion of Preferred Stock, Amount	$ (72)	$ 38,207	(38,135)			0
Issuance of Common Stock for Employee, Shares		1,013,514
Issuance of Common Stock for Employee, Amount		$ 0	3,746			3,674
Net income (loss)					437,935	437,935
Ending Balance, Shares at Dec. 31, 2015	0	1,272,066,146
Ending Balance, Amount at Dec. 31, 2015	$ 0	$ 127,207	53,954,510	(599,833)	(53,007,451)	474,433
Net income (loss)					102,243	102,243
Ending Balance, Shares at Dec. 31, 2016	0	1,272,066,146
Ending Balance, Amount at Dec. 31, 2016	$ 0	$ 127,207	$ 53,954,510	$ (599,833)	$ (52,905,208)	$ 576,676

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (AUDITED) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 102,243	$ 437,935
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of loan discount	229,754	777,900
Depreciation and amortization	363,218	399,910
Change in value of derivative liability	(327,772)	(594,127)
Amortization of loan receivable discount	(28,104)	(20,655)
Gain on recovery of loan receivable	0	(40,000)
Gain on settlement of payable	0	(346,269)
Gain on settlement with Banco Vida	(151,951)	0
Other income from loan receivable	(6,313)	0
Bad debt	48,554	59,311
Net change in operating assets and liabilities
Changes in accounts receivable	196,521	(106,577)
Changes in other current assets	0	(24,783)
Changes in inventory	45,433	0
Changes in prepaid	(23,191)	(72,217)
Changes in accounts payable	(1,500)	15,995
Changes in accrued expenses	(92,920)	17,366
Changes in severance payable	187,360	0
Changes in accrued interest	75,887	121,451
Changes in deferred revenue	(39,860)	108,795
NET CASH PROVIDED BY OPERATING ACTIVITIES OF CONTINUING OPERATIONS	577,359	734,035
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for purchase of property and equipment	0	(46,734)
Payment to loan receivable - Banco Vida	69,454	11,859
Payments from loan receivable - Biocordcell	45,350	40,000
Payment from sales of equipment	20,000	0
NET CASH PROVIDED BY INVESTNG ACTIVITIES OF CONTINUING OPERATIONS	134,804	5,125
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from share issuance	0	724,000
Repayment of convertible note payable	(575,000)	(1,425,000)
NET CASH USED IN FINANCING ACTIVITIES OF CONTINUING OPERATIONS	(575,000)	(701,000)
NET INCREASE IN CASH	137,163	38,160
Cash balance at beginning of year	789,046	750,886
Cash balance at end of year	926,209	789,046
Supplemental Disclosures:
Cash paid for interest	0	0
Cash paid for taxes	0	0
Shares issued for settlement payment	$ 0	$ 3,750

1. Organization and Description

1. Organization and Description of Business	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 1 - Organization and Description of Business	Overview Cord Blood America, Inc. ("CBAI" or the “Company”), formerly D&A Lending, Inc., was incorporated in the State of Florida on October 12, 1999. In October, 2009, CBAI re-located its headquarters from Los Angeles, California to Las Vegas, Nevada. CBAI's wholly-owned subsidiaries include Cord Partners, Inc., CorCell Companies, Inc., CorCell, Ltd., (Cord Partners, Inc., CorCell Companies, Inc. and CorCell, Ltd. are sometimes referred to herein collectively as “Cord”), CBA Properties, Inc. ("Properties"), and Career Channel, Inc. formerly D/B/A Rainmakers International. CBAI and its subsidiaries engage in the following business activities: ● CBAI and Cord specialize in providing private cord blood and cord tissue stem cell services. Additionally, the Company is in the business of procuring birth tissue for organizations utilizing the tissue in the transplantation and/or research of therapeutic based products. ● Properties was formed to hold corporate trademarks and other intellectual property. Company Developments – Banco Vida On August 17, 2015, the Company received a notice of termination from Cord Blood Caribbean, Inc. d/b/a Banco Vida (“Banco Vida”) with regards to both the Tissue Agreement and the Storage and Processing Agreement between the two companies, effective February 2016. The Company reached an amendment to the Tissue Agreement extending the agreement through February 7, 2018, and with automatic renewals for consecutive two (2) year terms, in perpetuity unless terminated prior to a renewal term or otherwise in accordance with the amendment. Although the parties had not yet reached an agreement regarding the Storage and Processing Agreement between the two companies, Banco Vida continued to store samples with the Company until December 2016. In December 2016, the Company and Banco Vida entered a Release Agreement, pursuant to which the storage relationship between them ceased. In connection with the Release Agreement, Banco Vida paid the Company $20,000, and Banco Vida received from the Company equipment used in the storage of samples. The Company recorded a gain on settlement of $151,951 relating to release of deferred revenue and sales of equipment in connection with the transaction.

2. Summary of Significant Accou

2. Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 2 - Summary of Significant Accounting Policies	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. Accounts Receivable Accounts receivable consist of the amounts due for facilitating the processing and storage of umbilical cord blood and cord tissue, and birth tissue procurement services. Accounts receivable relating to deferred revenues are netted against deferred revenue for presentation purposes. The allowance for doubtful accounts is estimated based upon historical experience. The allowance is reviewed quarterly and adjusted for accounts deemed uncollectible by management. Amounts are written off when all collection efforts have failed. 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. Intangible Assets Intangible assets consist primarily of customer contracts and relationships as part of the acquisition of the CorCell and CureSource assets in 2007. During 2011 the Company also foreclosed and acquired assets from NeoCells, a subsidiary of ViviCells, as satisfaction of outstanding receivables from Vivicells. Intangible assets are stated at cost. Amortization of intangible assets is computed using the sum of the years’ digits method, over an estimated useful life of 18 years. Amortization expense for the years ended December 31, 2016 and 2015 was $295,486 and $345,348 respectively. Impairment of Long-Lived Assets Long-lived assets, other than goodwill, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets might not be recoverable. Conditions that would necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or a significant adverse change that would indicate that the carrying amount of an asset or group of assets is not recoverable. Inventory Inventory, comprised principally of finished goods, is stated at the lower of cost or market value using the first-in, first-out (“FIFO”) method. This policy requires the Company to make estimates regarding the market value of its inventory, including an assessment of excess or obsolete inventory. The Company determines excess and obsolete inventory based on an estimate of the future demand and estimated selling prices for its products. Notes Receivable Notes receivable consists of the notes due from Biocordcell Argentina S.A. (BioCells) and Banco Vida. The notes receivable are recorded at carrying-value on the financial statements. For note receivable from BioCells, since the Company agreed to finance the sale of the shares in Biocordcell at no stated interest, in accordance with ASC 500, the interest method was applied using a 6% borrowing rate. The Company recorded an unamortized discount based on the 6% borrowing rate and the discount is amortized throughout the life of the note. Deferred Revenue Deferred revenue consists of payments for enrollment in the program and processing of umbilical cord blood and cord tissue by customers whose samples have not yet been collected, as well as the pro-rata share of annual storage fees for customers whose samples were stored during the year. Valuation of Derivative Instruments ASC 815-40 requires that embedded derivative instruments be bifurcated and assessed, along with free-standing derivative instruments such as warrants, on their issuance date and in accordance with ASC 815-40-15 to determine whether they should be considered a derivative liability and measured at their fair value for accounting purposes. In determining the appropriate fair value, the Company uses the Binomial option pricing formula and present value pricing. At December 31, 2016 and December 31, 2015, the Company adjusted its derivative liability to its fair value, and reflected the change in fair value, in its consolidated statements of operations. Revenue Recognition CBAI recognizes revenue under the provisions of ASC 605. CBAI provides a combination of products and services to customers. This combination arrangement is evaluated under ASC 605. ASC 605 addresses certain aspects of accounting for arrangements under multiple revenue generating activities. Cord recognizes revenue from both enrollment fees and processing fees upon the completion of processing while revenue from storage fees are recognized ratably over the contractual storage period. Cost of Services Costs are incurred as umbilical cord blood, cord tissue and birth tissue are collected. These costs include the transportation of the umbilical cord blood, cord tissue and birthing tissue from the hospital, direct material, costs for processing and cryogenic storage of new samples by a third party laboratory, collection kit materials and allocated rent, utility and general administrative expenses. The Company expenses costs in the period incurred. 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. There was a valuation allowance equal to 100% of deferred tax assets as of December 31, 2016 and 2015. 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 for the years ended December 31, 2016 and 2015. The Company files income tax returns with the Internal Revenue Service (“IRS”) and various state jurisdictions. Accounting for Stock Option Plan The Company’s share-based employee compensation plans are described in Note 11. On January 1, 2006, the Company adopted the provisions of ASC 718 , “Accounting for Stock-based Compensation (Revised 2004)” (“123(R)”), which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors, including employee stock options. 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 as of December 31, 2016 and 2015, 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 December 31, 2016, such excess was less than $250,000. 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. The following table summarizes fair value measurements by level at December 31, 2016 for assets and liabilities measured at fair value on a recurring basis: Level 1 Level 2 Level 3 Total Derivative liability $ — $ — $ 109,731 $ 109,731 Derivative liability was valued under the Binomial model with the following assumptions: Risk free interest rate 0.12% to 0.47% Expected life 0 to 0.75 years Dividend Yield 0 % Volatility 0% to 109% The following table summarizes fair value measurements by level at December 31, 2015 for assets and liabilities measured at fair value on a recurring basis: Level 1 Level 2 Level 3 Total Derivative liability $ — $ — $ (437,503 ) $ (437,503 ) Derivative liability was valued under the Binomial model, with the following assumptions: Risk free interest rate 0.12% to 0.63% Expected life 0 to 1.75 years Dividend Yield 0 % Volatility 0% to 103% 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 April 2015, the FASB issued an accounting standard update on simplifying the presentation of debt issuance costs. The update requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. Updates are effective for financial statements issued for fiscal years beginning after December 15, 2015, with early adoption permitted. The adoption of this guidance is not expected to have a material impact on the Company?s consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), under the new guidance, lessor accounting is largely unchanged. Certain targeted improvements were made to align, where necessary, lessor accounting with the lessee accounting model and Topic 606, Revenue from Contracts with Customers. The amendments of this ASU are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the potential impact this ASU will have on the financial statements and related disclosures. In May 2016, the FASB issued ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedient, which is to (1) clarify the objective of the collectability criterion for applying paragraph 606-10-25-7; (2) permit an entity to exclude amounts collected from customers for all sales (and other similar) taxes from the transaction price; (3) specify that the measurement date for noncash consideration is contract inception; (4) provide a practical expedient that permits an entity to reflect the aggregate effect of all modifications that occur before the beginning of the earliest period presented when identifying the satisfied and unsatisfied performance obligations, determining the transaction price, and allocating the transaction price to the satisfied and unsatisfied performance obligations; (5) clarify that a completed contract for purposes of transition is a contract for which all (or substantially all) of the revenue was recognized under legacy GAAP before the date of initial application, and (6) clarify that an entity that retrospectively applies the guidance in Topic 606 to each prior reporting period is not required to disclose the effect of the accounting change for the period of adoption. The amendments of this ASU are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is currently assessing the potential impact this ASU will have on the financial statements and related disclosures 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 an effort to reduce the diversity of how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments of this ASU are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the potential impact this ASU will have on the financial statements and related disclosures.

3. Property and Equipment

3. Property and Equipment	12 Months Ended
	Dec. 31, 2016
Property And Equipment
NOTE 3 - Property and Equipment	At December 31, 2016 and 2015, property and equipment consists of: Useful Life (Years) 2016 2015 Furniture and fixtures 1-5 $ 23,030 $ 23,030 Computer equipment 5 217,805 217,364 Laboratory Equipment 1-5 98,188 100,844 Freezer equipment 7-15 364,225 370,424 Leasehold Improvements 5 102,862 102,862 806,110 814,524 Less: accumulated depreciation and amortization (739,482 ) (695,335 ) $ 66,628 $ 119,189 For the years ended December 31, 2016 and 2015, depreciation expense totaled $47,865 and $54,562, respectively.

4. Notes and Loans Payable, and

4. Notes and Loans Payable, and Derivative Liabilities	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 4 - Notes and Loans Payable, and Derivative Liabilities	At December 31, 2016 and 2015, notes and loans payable consist of: December 31, 2016 December 31, 2015 Secured Convertible Promissory Note to Tonaquint, Inc. 7.5% per annum; due on or before September 17, 2017. 400,000 975,000 Less: Unamortized Discount (43,432 ) (273,185 ) $ 356,568 $ 701,815 The total interest expense was $305,640 and $23,539 during the years ended December 31, 2016 and 2015, respectively. The gains from changes in derivative liability were $327,772 and $228,404 during the years ended December 31, 2016 and 2015, respectively. Tonaquint, Inc. On August 30, 2013, Cord Blood America, Inc. (the “Company”) filed a Complaint in the United States District Court for the District of Utah, Central Division against Tonaquint, Inc. (“Tonaquint”) and St. George Investments, LLC (“St. George”) (collectively “Defendants”), case number 2:13-cv-00806-PMW (the “Action”), and on May 7, 2014, the Company filed an amended complaint. On September 25, 2013, Defendants each filed their Answer and Counterclaim in the Action, which they amended on March 22, 2014. On December 17, 2014, in settlement of the Action, the parties entered into a Settlement and Exchange Agreement (the "Settlement Agreement"). Pursuant to the Settlement Agreement, the Secured Convertible Promissory Note and the Warrant to Purchase Shares of Common Stock issued by the Company to St. George on or around March 10, 2011, as well as the SGI Purchase Agreement, and all other documents that made up the March 2011 transaction between the Company and St. George, all of which have been set forth in detail in prior filings by the Company, were terminated, cancelled or otherwise extinguished. Further pursuant to the Settlement Agreement, the Tonaquint Note was exchanged for a Secured Convertible Promissory Note of the Company in the principal amount of $2,500,000 (the "Company Note"), and certain of the other documents that were part of the June 27, 2012 transaction between the Company and Tonaquint (the “June 2012 Tonaquint Transaction”) were terminated, cancelled or otherwise extinguished, and certain of them were amended, as set forth below. Under the Company Note, the Company shall make monthly payments to Tonaquint, with the first payment due on or before April 17, 2015, and with payments continuing thereafter until the Company's Note is paid in full, with a maturity date that is 33 calendar months after the effective date of December 17, 2014. The amount of the monthly payments is $100,000 (the “Installment Amount”); provided, however, For each monthly payment, the Company may elect to designate all or any portion of the Installment Amount then due as a conversion eligible amount (hereafter “Conversion Eligible Amount”); provided that the total outstanding Conversion Eligible Amount that has not been converted by Tonaquint, as set forth below, at any given time may not exceed one hundred thousand dollars ($100,000) without Tonaquint’s prior written consent and subject to additional restrictions set forth in the Company Note. In the event the Company designates any portion of any monthly payment amount as a Conversion Eligible Amount, the applicable monthly payment shall be reduced by an amount equal to the portion thereof designated as a Conversion Eligible Amount. The Conversion Eligible Amount shall continue to be included in and be deemed to be a part of the Outstanding Balance (defined in the Company Note) of the Company Note unless and until such amount is either paid in cash by the Company or converted into Common Stock by Tonaquint. The Company may pay the Conversion Eligible Amount in cash, provided that no prepayments of cash shall reduce the Conversion Eligible Amount until the Outstanding Balance is equal to or less than the Conversion Eligible Amount. Once the Company has designated amounts as Conversion Eligible Amount, Tonaquint may convert all or any portion of that amount into shares of the Company's Common Stock. In the event of a conversion by Tonaquint of a Conversion Eligible Amount, the number of Common Stock shares delivered to Tonaquint upon conversion will be calculated by dividing the amount of the Company Note that is being converted by 70% of the average of the three (3) lowest Closing Bid Prices of the Common Stock (as defined in the Company Note) in the twenty (20) Trading Days immediately preceding the applicable Conversion. The Company records debt discounts in connection with the issuance of convertible debt and the initial valuation of the derivative liability. The discounts are amortized to non-cash interest expense over the life of the debt. The Company Note has an interest rate of 7.5%, compounding daily, which would increase to a rate of 15.0% on the happening of certain Events of Default (defined in the Company Note) that are not considered a Payment Default (defined in the Company Note), provided that the Company may cure the default in accordance with and subject to the terms set forth in the Company Note. Where a Payment Default occurs, including where (i) Borrower shall fail to pay any principal, interest, fees, charges, or any other amount when due and payable under that Company Note; or (ii) Borrower shall fail to deliver any Conversion Shares in accordance with the terms of the Company Note, late fees shall accrue as set forth in the Company Note, and in addition, the Company shall have ninety (90) days from delivery of notice of default from Tonaquint to cure the default, as set forth in more detail in the Company Note. If the Company fails to cure the Payment Default, Tonaquint may accelerate the Company Note by written notice to the Company, with the Outstanding Balance becoming immediately due and payable in cash at the Mandatory Default Amount (defined in the Company Note) equal to (i) the Outstanding Balance as of the date of acceleration (which Outstanding Balance, for the avoidance of doubt, will include all Late Fees that accrue until any applicable Payment Default is cured) multiplied by (ii) two hundred fifty percent (250%), along with other remedies, as set forth in the Company Note. As of December 31, 2015, the principal balance on the Tonaquint note was $975,000, and there was $128,607 of accrued interest. As of December 31, 2016, the principal balance on the Tonaquint note was $400,000, and there was $ of accrued interest.

5. Investment and Notes Receiva

5. Investment and Notes Receivable, Related Parties	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 5 - Investment and Notes Receivable, Related Parties	At December 31, 2016 and 2015, notes receivable consist of: 2016 2015 Effective August 14, 2014, Company entered into a Secured Promissory Note with Banco Vida which carries 8% interest per annum. Interest only payments for first 12 months; thereafter principal and interest on standard amortization schedule due on or before February 1, 2017. $ — $ 63,141 On September 29, 2014, the Company closed a transaction selling its stake in BioCells to Diego Rissola; current President. Payments are to be annually, after June of 2015, and the last payment due on or before June 1, 2025. 615,000 660,000 Unamortized discount on BioCells note receivable (167,582 ) (195,336 ) $ 447,418 $ 527,805 Under the Agreement with Purchaser of BioCells, BioCells is to make payments 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. As of December 31, 2016, the Purchaser is current on all payments. This loan receivable is secured, non-interest bearing, and subject to a 6% discount rate. As of December 31, 2015, the receivable has a balance of $464,664, net of unamortized discount of $195,336 and allowance of doubtful accounts of $0. As of December 31, 2016, the receivable has a balance of $447,418, net of unamortized discount of $167,582 and allowance of doubtful accounts of $0. The Purchaser is current with payments as of December 31, 2016. The Company incurred interest income from the amortized discount of $28,104 and $20,655 during the years ended December 31, 2016 and 2015, respectively.

6. Commitments and Contingencie

6. Commitments and Contingencies	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 6 - Commitments and Contingencies	VidaPlus On January 24, 2011, the Company entered into a Stock Purchase Agreement to acquire up to 51% of the capital stock in VidaPlus, an umbilical cord processing and storage company headquartered in Madrid, Spain. The Agreement is organized into three tranches; the first executed at closing with an initial investment of approximately $204,000 (150,000 Euro) for an amount equivalent to 7% as follows; 1% of share capital in initial equity or approximately $30,000 and 6% or an estimated $174,000 as a loan convertible into equity within 12 months of closing. The initial investment was secured by a Pledge Agreement on 270 VidaPlus samples that were incurring annual storage fees. The second tranche provided the opportunity for an additional 28% in share capital through monthly investments based on the number of samples processed in that month (up to a maximum of 550,000 EUR). In connection with Tranche 2, the Company loaned VidaPlus $246,525. Converting the investment from a loan into equity was to take place within 24 months of the date the amount of shares due to the Company pursuant to the second tranche is calculated. According to the Stock Purchase Agreement, the third tranche follows a similar loan to equity agreement as tranche two but for an additional 16% equity at the option of the Company (up to a maximum of 550,000 EUR). In connection with the VidaPlus Stock Purchase Agreement entered into on January 24, 2011, the Company was obligated to make monthly loans to VidaPlus based on the number of new samples processed and up to a maximum of 550,000 Euro for each of Tranche 2 and 3 of the Agreement. Tranche 2 did contain provisions that provided the Company an option to discontinue funding if certain performance targets were not met. In January 2012, the Company exercised its right to convert its Tranche 1 loan into 6% of the outstanding shares of VidaPlus, and as a result, the Company owned a total of 7% of the outstanding shares. At the time of the equity conversion, the Company no longer maintained its Pledge on the 270 VidaPlus samples associated with Tranche 1; however, the Company maintained a liquidation preference in VidaPlus over the money invested by the Company in VidaPlus. Additionally, the Company declined to make any further investment (loan or otherwise) to VidaPlus under either Tranche 2, Tranche 3 or otherwise. Pursuant to the Agreement, CBAI held a pledge over the umbilical cord blood maintenance and storage contracts between VidaPlus and certain of its customers, and all rights contained therein, including but not limited to the rights to administer those contracts and the rights to collect the revenues derived from those contracts, for 328 samples. CBAI held that pledge until such time as it converted the monies paid to VidaPlus under Tranche 2 of the Stock Purchase Agreement into equity into VidaPlus, in accordance with the formulas set forth in the Stock Purchase Agreement. CBAI was required to make that conversion within two years of when the calculation was made as to the amount of shares to which CBAI is entitled pursuant to Tranche 2, which meant that such conversion would take place around or before February 2014. CBAI also holds a liquidation preference in VidaPlus for the money the Company invested in VidaPlus. On February 14, 2014, CBAI delivered to VidaPlus its election to convert its loan under Tranche 2 into shares of stock in VidaPlus, including Anti-Dilution shares. The Company is entitled to an additional ownership stake of approximately 2.24% in connection with the forgoing, bringing its total ownership percentage to approximately 9.24%. The Company holds approximately 9.24% of the outstanding shares of VidaPlus, and has a balance of convertible loans receivable amounting to $246,525. During the year ended December 31, 2012, the Company reviewed the recoverability of the equity investment and loans receivable and the carrying amount exceeds the fair value of the investment as a result of recurring and continued operating losses at VidaPlus. Fair value of the loans receivable is determined based on the discounted future net cash flows expected to be generated by assets pledged against the loans. The Company recorded an impairment of 100% of the book value of the equity investment and convertible loan receivable. Patent License Agreement PharmaStem Therapeutics claimed to hold certain patents relating to the storage, expansion and use of hematopoietic stem cells. Previously, PharmaStem commenced suit against numerous companies involved in cord blood collection and preservation alleging infringement of its patents. In October 2003, after a jury trial, judgment was entered against certain of the Company’s competitors and in favor of PharmaStem in one of those suits. In February 2004, PharmaStem commenced suit against Cord Partners and certain of its competitors alleging infringement of its patents. Management of Cord Partners determined to settle, rather than to litigate, this matter. As a result, PharmaStem and Cord Partners entered into a Patent License Agreement in March 2004. Pursuant to the Patent License Agreement, Cord Partners could, on a non-exclusive basis, collect, process and store cord blood utilizing PharmaStem’s claimed technology and processes allegedly covered by its patents for so long as the patents may remain in effect. Most of the patents at issue expired in 2010. PharmaStem could claim, arguendo As of September 30, 2015, the Company made a one-time adjustment of the previously held amount of approximately $226,000 in accounts payable and $120,000 in accrued expenses, to its income statement as a gain on a settlement payable of $346,269. Employment Agreement On March 31, 2015, the Company entered into an Executive Employment Agreement with Stephen Morgan, the Company’s Vice President, General Counsel and Corporate Secretary, which is effective as of April 1, 2015 and shall terminate as of March 31, 2017, unless earlier terminated by the Company or Mr. Morgan in accordance with the agreement (the “Morgan Employment Agreement”). The Morgan Employment Agreement provides for a base salary Amended Employment Agreement Effective April 9, 2015, the Company entered into an Amendment to Executive Employment Agreement with Stephen Morgan amending his employment agreement, such that Mr. Morgan no longer has the option, in his sole discretion, to receive his salary and bonus amounts in the form of Company stock, rather than cash. Effective February 12, 2016, the Company entered into a Second Amendment to Executive Employment Agreement with Mr. Morgan (the “Second Amendment”), amending his original, April 1, 2015 employment agreement. Concurrent with the Second Amendment, Mr. Morgan commenced serving as Interim President of the Company. Mr. Morgan no longer serves as Vice President of the Company, but remains in his positions as Corporate Secretary and General Counsel. The Second Amendment reflects a five thousand dollar ($5,000) increase in Mr. Morgan’s annual salary during the period Mr. Morgan serves as Interim President, which period commenced on February 12, 2016 and shall end at any time on three (3) days’ notice by the Company (the “Interim Term”). The Amendment further provides that the increase in Mr. Morgan’s salary shall not be included in any severance calculations, including the severance calculations set forth in Sections 5(e) and 5(f) of his original agreement, and that upon termination of the Interim Term for any reason, Mr. Morgan’s employment, duties and salary shall revert back to what they were prior to the Second Amendment. Vicente Agreements On December 18, 2014, the Company entered into an Executive Employment Agreement with Joseph R. Vicente, the Company’s former President and Chairman of the Board, which was effective as of January 1, 2015 and was to terminate as of December 31, 2017, unless earlier terminated by the Company or Mr. Vicente in accordance with the agreement (the “Vicente Employment Agreement”). The Vicente Employment Agreement provided for a base salary an Amendment to Executive Employment Agreement whereby Mr. Vicente no longer had the option in his sole discretion to receive his salary and bonus amounts in stock Effective February 12, 2016 (the “Separation Date”), the Company entered a Mutual Separation Agreement with Mr. Vicente (the “Separation Agreement”). Pursuant to the Separation Agreement, Mr. Vicente stepped down from his positions as President and as a member of the Board. Under the Separation Agreement, Mr. Vicente is entitled to receive a severance, payable in equal monthly installments over the twenty four month period post separation, in an amount equal to all compensation paid by the Company to Mr. Vicente for the 24 months preceding the termination, including salary and bonus received by Mr. Vicente. Additionally, the Company will pay for the value of his health insurance premiums, in monthly installments, until the earlier of twenty-four months after the Separation Date or until Mr. Vicente or his dependents become eligible for group health insurance coverage through a new employer. Mr. Vicente is also entitled to payment of his salary through the Separation Date, payment for unused vacation days, payment for any unreimbursed expenses, and a bonus payment for work performed in calendar year 2015, payable within sixty (60) days of the Company completing its fiscal 2015 audit. Mr. Vicente remains subject to the restrictive covenants contained in the Vicente Employment Agreement, including a covenant not to compete and a non-solicitation provision, and is subject to additional restrictive covenants in the Separation Agreement. Operating Leases On January 21, 2014, the Company entered a First Amendment to Lease, which extended its lease at the property located at 1857 Helm Drive, Las Vegas (the “Property”), Nevada through September 30, 2019. In connection with the amendment, the Company received an abatement of the entire amount of its rent for January 2014, except for CAM charges. In addition, as of October 1, 2014, the Company’s monthly lease payments reverted back to their rates as they existed in June 2009, other than CAM charges, with annual adjustments thereafter as set forth in the Amendment. Moreover, the Landlord had the option to lease a portion of the premises then occupied by the Company to a third party, and if this portion is leased to a third party, the Company’s monthly rent amount was to be reduced pro rata The Company’s monthly rent payments are approximately $15,451, which includes Common Area Maintenance (CAM) charges. Commitments for future minimum rental payments, by year, and in the aggregate, to be paid under such operating lease as of December 31, 2016, are as follows: Rent to be paid 2017 186,518 2018 191,006 2019 145,835 Total $ 523,358 The Company’s rent expense was $177,394 and $160,478 during the year ended December 31, 2016 and 2015, respectively. Convertible Promissory Note to Tonaquint Commitments for future minimum principal payments, by year, and in the aggregate, to be paid under such convertible note as of December 31, 2016, are as follows: Principal to be paid 2017 400,000 Total $ 400,000

7. Related Party Transactions a

7. Related Party Transactions and Commitments	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 7 - Related Party Transactions and Commitments	Related Party Transactions VidaPlus The Company is entitled to approximately 9.24% of the outstanding shares of VidaPlus, and has a balance of convertible loans receivable amounting to $246,525. During the year ended December 31, 2012, the Company reviewed the recoverability of the equity investment and loans receivable and the carrying amount exceeds the fair value of the investment as a result of recurring and continued operating losses at VidaPlus. Fair value of the loans receivable is determined based on the discounted future net cash flows expected to be generated by assets pledged against the loans. The Company recorded an impairment of 100% of the book value of the equity investment and convertible loan receivable.

8. Stock Option Plan

8. Stock Option Plan	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 8 - Stock Option Plan	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. The Company believes that such awards encourage employees to remain employed by the Company and also to attract persons of exceptional ability to become employees of the Company. On July 13, 2009, the Company registered its 2009 Flexible Stock Plan, which increases the total shares available to 4 million common shares. The agreement allows the Company to issue either stock options or common shares from this Plan. 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 the Plan. The Company 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 for the years ended December 31, 2016 and 2015. The Company’s stock option activity was as follows: Stock Options Weighted Average Exercise Price Weighted Avg. Contractual Remaining Life Outstanding, December 31, 2014 5,106,775 1.01 4.41 Granted — — — Exercised — — — Forfeited/Expired 497,411 — — Outstanding, December 31, 2015 4,609,364 0.67 3.87 Exercisable at December 31, 2015 4,609,364 0.67 3.87 Granted - - - Exercised - - - Forfeited/Expired 150,685 — — Outstanding, December 31, 2016 4,458,679 0.68 2.98 Exercisable, December 31, 2016 4,458,679 0.68 2.98 The following table summarizes significant ranges of outstanding stock options under the stock option plan at December 31, 2016: 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 $ 0.33 — 1.11 4,458,679 2.98 $ 0.68 4,458,679 $ 0.68 4,458,679 2.98 $ 0.68 4,458,679 $ 0.68

9. Warrant Agreements

9. Warrant Agreements	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 9 - Warrant Agreements	As part of the Settlement and Exchange Agreement entered into on December 17, 2014 between the Company and St. George, the Warrant to Purchase Shares of Common Stock issued by the Company to St. George on or around March 10, 2011, was terminated, cancelled or otherwise extinguished. The Company has not issued any warrants since January 1, 2012. There are no warrants outstanding and exercisable at December 31, 2016 and 2015.

10. Income Taxes

10. Income Taxes	12 Months Ended
	Dec. 31, 2016
Income Taxes
NOTE 10 - Income Taxes	For the years ended December 31, 2016 and 2015, the Company incurred a net profit of $102,243 and $437,945, respectively. The net deferred tax asset generated by the loss carry-forward has been fully reserved. Based upon management’s evaluation, a valuation allowance of 100% has been establish, since it is more likely than not that the deferred tax assets will not be realized. The cumulative net operating loss carry-forward is $39,311,214 as of December 31, 2016 and will expire beginning in the year 2033.The provision for income tax consists of the following: December 31, 2016 December 31, 2015 Tax Loss (Gain) Deferred Assets Tax Loss (Gain) Deferred Assets Net income (loss) $ 102,243 $ 35,785 $ 437,935 $ 153,277 NOL (40,867,272 ) (42,827,184 ) Bad debt expense 48,554 16,994 59,311 20,759 Accounts payable 151,305 52,957 152,804 53,481 Accrued expenses 112,020 39,207 204,939 71,729 Deferred revenue 1,430,206 500,572 1,601,432 560,501 Accounts receivable (113,316 ) (39,661 ) (349,859 ) (122,451 ) Prepaid expense (175,065 ) (61,273 ) (151,874 ) (53,156 ) Stock-based compensation — (3,649 ) (1,277 ) Meals & entertainment (50%) 112 39 8,873 3,106 Tax loss (gain) for the year $ (39,311,214 ) $ 544,620 $ (40,867,272 ) $ 685,969 The cumulative tax effect at the expected rate of 35% of significant items comprising our net deferred tax amount is as follows: December 31, December 31, 2016 2015 Deferred tax asset attributable to: Net operating loss carryover $ (13,758,925 ) $ (14,303,545 ) Non-deductible entertainment 39 3,106 Bad debt expenses 16,994 20,759 Deferred revenue 500,572 560,501 Stock-based compensation — (1,277 ) Others (8,770 ) (50,397 ) Valuation allowance 13,250,089 13,770,853 Net deferred tax asset $ — $ — The Company has their tax years 2015 to 2013 open by statute for Federal, State and Local purposes.

11. Stockholder's Equity

11. Stockholder's Equity	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 11 - Stockholder's Equity	Preferred Stock The Company has 5,000,000 shares of $0.0001 par value preferred stock authorized. The Company issued 724,000 shares of Series A Convertible Preferred Stock in connection with the Red Oak investment of cash proceeds of $724,000 in accordance with the Agreement set forth in detail in Item 5. On May 7, 2015, per the terms of the Red Oak Agreement, the 724,000 shares of Preferred Stock held by Red Oak automatically converted into 381,052,632 common shares of the Company equivalent to 29.98% ownership in the Company. Common Stock On May 7, 2015, the Company’s shareholders approved an amendment to the Company’s Amended and Restated Articles of Incorporation to increase the authorized common stock to 2,890,000,000 shares, par value $0.0001, up from 890,000,000. This amendment was adopted by the Company’s Board of Directors on January 21, 2015. During the year ended December 31, 2015, the Company issued 381,052,632 shares of common stock to Red Oak as described above under the heading Preferred Stock. During the year ended December 31, 2015, the Company issued 1,013,514 shares of common stock to employees as employee compensation fair value at $3,649. As of December 31, 2016, the Company had 1,272,066,146 shares outstanding. 20,000 shares remain in the Company’s treasury.

12. Subsequent Events

12. Subsequent Events	12 Months Ended
	Dec. 31, 2016
Notes to Financial Statements
NOTE 12 - Subsequent Events	Amendment to Employment Agreement Effective March 31, 2017, the Company entered into a Third Amendment to Executive Employment Agreement (the “Third Amendment”) with Stephen Morgan (the “Employee”), amending his original, April 1, 2015 employment agreement. The Third Amendment provides that

2. Summary of Significant Acc19

2. Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2016
Summary Of Significant Accounting Policies Policies
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.
Accounts Receivable	Accounts receivable consist of the amounts due for facilitating the processing and storage of umbilical cord blood and cord tissue, and birth tissue procurement services. Accounts receivable relating to deferred revenues are netted against deferred revenue for presentation purposes. The allowance for doubtful accounts is estimated based upon historical experience. The allowance is reviewed quarterly and adjusted for accounts deemed uncollectible by management. Amounts are written off when all collection efforts have failed.
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.
Intangible Assets	Intangible assets consist primarily of customer contracts and relationships as part of the acquisition of the CorCell and CureSource assets in 2007. During 2011 the Company also foreclosed and acquired assets from NeoCells, a subsidiary of ViviCells, as satisfaction of outstanding receivables from Vivicells. Intangible assets are stated at cost. Amortization of intangible assets is computed using the sum of the years’ digits method, over an estimated useful life of 18 years. Amortization expense for the years ended December 31, 2016 and 2015 was $295,486 and $345,348 respectively.
Impairment of Long-Lived Assets	Long-lived assets, other than goodwill, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets might not be recoverable. Conditions that would necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or a significant adverse change that would indicate that the carrying amount of an asset or group of assets is not recoverable.
Inventory	Inventory, comprised principally of finished goods, is stated at the lower of cost or market value using the first-in, first-out (“FIFO”) method. This policy requires the Company to make estimates regarding the market value of its inventory, including an assessment of excess or obsolete inventory. The Company determines excess and obsolete inventory based on an estimate of the future demand and estimated selling prices for its products.
Notes Receivable	Notes receivable consists of the notes due from Biocordcell Argentina S.A. (BioCells) and Banco Vida. The notes receivable are recorded at carrying-value on the financial statements. For note receivable from BioCells, since the Company agreed to finance the sale of the shares in Biocordcell at no stated interest, in accordance with ASC 500, the interest method was applied using a 6% borrowing rate. The Company recorded an unamortized discount based on the 6% borrowing rate and the discount is amortized throughout the life of the note.
Deferred Revenue	Deferred revenue consists of payments for enrollment in the program and processing of umbilical cord blood and cord tissue by customers whose samples have not yet been collected, as well as the pro-rata share of annual storage fees for customers whose samples were stored during the year.
Valuation of Derivative Instruments	ASC 815-40 requires that embedded derivative instruments be bifurcated and assessed, along with free-standing derivative instruments such as warrants, on their issuance date and in accordance with ASC 815-40-15 to determine whether they should be considered a derivative liability and measured at their fair value for accounting purposes. In determining the appropriate fair value, the Company uses the Binomial option pricing formula and present value pricing. At December 31, 2016 and December 31, 2015, the Company adjusted its derivative liability to its fair value, and reflected the change in fair value, in its consolidated statements of operations.
Revenue Recognition	CBAI recognizes revenue under the provisions of ASC 605. CBAI provides a combination of products and services to customers. This combination arrangement is evaluated under ASC 605. ASC 605 addresses certain aspects of accounting for arrangements under multiple revenue generating activities. Cord recognizes revenue from both enrollment fees and processing fees upon the completion of processing while revenue from storage fees are recognized ratably over the contractual storage period.
Cost of Services	Costs are incurred as umbilical cord blood, cord tissue and birth tissue are collected. These costs include the transportation of the umbilical cord blood, cord tissue and birthing tissue from the hospital, direct material, costs for processing and cryogenic storage of new samples by a third party laboratory, collection kit materials and allocated rent, utility and general administrative expenses. The Company expenses costs in the period incurred.
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. There was a valuation allowance equal to 100% of deferred tax assets as of December 31, 2016 and 2015. 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 for the years ended December 31, 2016 and 2015. The Company files income tax returns with the Internal Revenue Service (“IRS”) and various state jurisdictions.
Accounting for Stock Option Plan	The Company’s share-based employee compensation plans are described in Note 11. On January 1, 2006, the Company adopted the provisions of ASC 718 , “Accounting for Stock-based Compensation (Revised 2004)” (“123(R)”), which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors, including employee stock options.
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 as of December 31, 2016 and 2015, 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 December 31, 2016, such excess was less than $250,000. 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. The following table summarizes fair value measurements by level at December 31, 2016 for assets and liabilities measured at fair value on a recurring basis: Level 1 Level 2 Level 3 Total Derivative liability $ — $ — $ 109,731 $ 109,731 Derivative liability was valued under the Binomial model with the following assumptions: Risk free interest rate 0.12% to 0.47% Expected life 0 to 0.75 years Dividend Yield 0 % Volatility 0% to 109% The following table summarizes fair value measurements by level at December 31, 2015 for assets and liabilities measured at fair value on a recurring basis: Level 1 Level 2 Level 3 Total Derivative liability $ — $ — $ (437,503 ) $ (437,503 ) Derivative liability was valued under the Binomial model, with the following assumptions: Risk free interest rate 0.12% to 0.63% Expected life 0 to 1.75 years Dividend Yield 0 % Volatility 0% to 103% 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 April 2015, the FASB issued an accounting standard update on simplifying the presentation of debt issuance costs. The update requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. Updates are effective for financial statements issued for fiscal years beginning after December 15, 2015, with early adoption permitted. The adoption of this guidance is not expected to have a material impact on the Company?s consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), under the new guidance, lessor accounting is largely unchanged. Certain targeted improvements were made to align, where necessary, lessor accounting with the lessee accounting model and Topic 606, Revenue from Contracts with Customers. The amendments of this ASU are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the potential impact this ASU will have on the financial statements and related disclosures. In May 2016, the FASB issued ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedient, which is to (1) clarify the objective of the collectability criterion for applying paragraph 606-10-25-7; (2) permit an entity to exclude amounts collected from customers for all sales (and other similar) taxes from the transaction price; (3) specify that the measurement date for noncash consideration is contract inception; (4) provide a practical expedient that permits an entity to reflect the aggregate effect of all modifications that occur before the beginning of the earliest period presented when identifying the satisfied and unsatisfied performance obligations, determining the transaction price, and allocating the transaction price to the satisfied and unsatisfied performance obligations; (5) clarify that a completed contract for purposes of transition is a contract for which all (or substantially all) of the revenue was recognized under legacy GAAP before the date of initial application, and (6) clarify that an entity that retrospectively applies the guidance in Topic 606 to each prior reporting period is not required to disclose the effect of the accounting change for the period of adoption. The amendments of this ASU are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is currently assessing the potential impact this ASU will have on the financial statements and related disclosures 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 an effort to reduce the diversity of how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments of this ASU are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the potential impact this ASU will have on the financial statements and related disclosures.

2. Summary of Significant Acc20

2. Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2016
Summary Of Significant Accounting Policies Tables
Fair value measurements for assets and liabilities	The following table summarizes fair value measurements by level at December 31, 2016 for assets and liabilities measured at fair value on a recurring basis: Level 1 Level 2 Level 3 Total Derivative liability $ — $ — $ 109,731 $ 109,731 The following table summarizes fair value measurements by level at December 31, 2015 for assets and liabilities measured at fair value on a recurring basis: Level 1 Level 2 Level 3 Total Derivative liability $ — $ — $ (437,503 ) $ (437,503 )
Derivative liability assumptions	Derivative liability was valued under the Binomial model with the following assumptions: Risk free interest rate 0.12% to 0.47% Expected life 0 to 0.75 years Dividend Yield 0 % Volatility 0% to 109% Derivative liability was valued under the Binomial model, with the following assumptions: Risk free interest rate 0.12% to 0.63% Expected life 0 to 1.75 years Dividend Yield 0 % Volatility 0% to 103%

3. Property And Equipment (Tabl

3. Property And Equipment (Tables)	12 Months Ended
	Dec. 31, 2016
Property And Equipment Tables
Property And Equipment	Useful Life (Years) 2016 2015 Furniture and fixtures 1-5 $ 23,030 $ 23,030 Computer equipment 5 217,805 217,364 Laboratory Equipment 1-5 98,188 100,844 Freezer equipment 7-15 364,225 370,424 Leasehold Improvements 5 102,862 102,862 806,110 814,524 Less: accumulated depreciation and amortization (739,482 ) (695,335 ) $ 66,628 $ 119,189

4. Notes and Loans Payable, a22

4. Notes and Loans Payable, and Derivative Liabilities (Tables)	12 Months Ended
	Dec. 31, 2016
Notes And Loans Payable And Derivative Liabilities Tables
Notes and Loans Payable, and Derivative Liabilities	December 31, 2016 December 31, 2015 Secured Convertible Promissory Note to Tonaquint, Inc. 7.5% per annum; due on or before September 17, 2017. 400,000 975,000 Less: Unamortized Discount (43,432 ) (273,185 ) $ 356,568 $ 701,815

5. Investment and Notes Recei23

5. Investment and Notes Receivable, Related Parties (Tables)	12 Months Ended
	Dec. 31, 2016
Investment And Notes Receivable Related Parties Tables
Notes receivable	2016 2015 Effective August 14, 2014, Company entered into a Secured Promissory Note with Banco Vida which carries 8% interest per annum. Interest only payments for first 12 months; thereafter principal and interest on standard amortization schedule due on or before February 1, 2017. $ — $ 63,141 On September 29, 2014, the Company closed a transaction selling its stake in BioCells to Diego Rissola; current President. Payments are to be annually, after June of 2015, and the last payment due on or before June 1, 2025. 615,000 660,000 Unamortized discount on BioCells note receivable (167,582 ) (195,336 ) $ 447,418 $ 527,805

6. Commitments and Contingenc24

6. Commitments and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2016
Commitments And Contingencies Tables
Future minimum rental payments	Rent to be paid 2017 186,518 2018 191,006 2019 145,835 Total $ 523,358
Future minimum principal payments	Principal to be paid 2017 400,000 Total $ 400,000

8. Stock Option Plan (Tables)

8. Stock Option Plan (Tables)	12 Months Ended
	Dec. 31, 2016
Stock Option Plan Tables
Stock option activity	Stock Options Weighted Average Exercise Price Weighted Avg. Contractual Remaining Life Outstanding, December 31, 2014 5,106,775 1.01 4.41 Granted — — — Exercised — — — Forfeited/Expired 497,411 — — Outstanding, December 31, 2015 4,609,364 0.67 3.87 Exercisable at December 31, 2015 4,609,364 0.67 3.87 Granted - - - Exercised - - - Forfeited/Expired 150,685 — — Outstanding, December 31, 2016 4,458,679 0.68 2.98 Exercisable, December 31, 2016 4,458,679 0.68 2.98
Outstanding stock options under the stock option plan	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 $ 0.33 — 1.11 4,458,679 2.98 $ 0.68 4,458,679 $ 0.68 4,458,679 2.98 $ 0.68 4,458,679 $ 0.68

10. Income Taxes (Tables)

10. Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2016
Income Taxes Tables
Provision for income tax	December 31, 2016 December 31, 2015 Tax Loss (Gain) Deferred Assets Tax Loss (Gain) Deferred Assets Net income (loss) $ 102,243 $ 35,785 $ 437,935 $ 153,277 NOL (40,867,272 ) (42,827,184 ) Bad debt expense 48,554 16,994 59,311 20,759 Accounts payable 151,305 52,957 152,804 53,481 Accrued expenses 112,020 39,207 204,939 71,729 Deferred revenue 1,430,206 500,572 1,601,432 560,501 Accounts receivable (113,316 ) (39,661 ) (349,859 ) (122,451 ) Prepaid expense (175,065 ) (61,273 ) (151,874 ) (53,156 ) Stock-based compensation — (3,649 ) (1,277 ) Meals & entertainment (50%) 112 39 8,873 3,106 Tax loss (gain) for the year $ (39,311,214 ) $ 544,620 $ (40,867,272 ) $ 685,969
Net deferred tax assets	December 31, December 31, 2016 2015 Deferred tax asset attributable to: Net operating loss carryover $ (13,758,925 ) $ (14,303,545 ) Non-deductible entertainment 39 3,106 Bad debt expenses 16,994 20,759 Deferred revenue 500,572 560,501 Stock-based compensation — (1,277 ) Others (8,770 ) (50,397 ) Valuation allowance 13,250,089 13,770,853 Net deferred tax asset $ — $ —

2. Summary of Significant Acc27

2. Summary of Significant Accounting Policies (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Fair Value, Measurements, Recurring [Member]
Derivative liability	$ 109,731	$ (437,503)
Fair Value, Measurements, Recurring [Member], Level 1 [Member]
Derivative liability	0	0
Fair Value, Measurements, Recurring [Member], Level 2 [Member]
Derivative liability	0	0
Fair Value, Measurements, Recurring [Member], Level 3 [Member]
Derivative liability	$ 109,731	$ (437,503)

2. Summary of Significant Acc28

2. Summary of Significant Accounting Policies (Details 1)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Dividend Yield	0.00%	0.00%
MinimumMember
Risk free interest rate	0.12%	0.12%
Expected life	0 years	0 years
Volatility	0.00%	0.00%
MaximumMember
Risk free interest rate	0.47%	0.63%
Expected life	1 year 9 months	1 year 9 months
Volatility	109.00%	103.00%

2. Summary of Significant Acc29

2. Summary of Significant Accounting Policies (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Notes to Financial Statements
Intangible assets estimated useful life	18 years
Amortization expense	$ 295,486	$ 345,348
Diluted weighted average common shares outstanding	1,272,066,146	1,272,066,146

3. Property and Equipment (Deta

3. Property and Equipment (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Property and equipment Total	$ 806,110	$ 814,524
Less: accumulated depreciation and amortization	(739,482)	(695,335)
Net property and equipment	66,628	119,189
Furniture and Fixtures [Member]
Property and equipment Total	23,030	23,030
Computer Equipment [Member]
Property and equipment Total	217,805	217,364
Labaratory Equipment [Member]
Property and equipment Total	98,188	100,844
Freezer Equipment [Member]
Property and equipment Total	364,225	370,424
Leaseholds and Leasehold Improvements [Member]
Property and equipment Total	$ 102,862	$ 102,862

3. Property and Equipment (De31

3. Property and Equipment (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Property And Equipment Details Narrative
Depreciation and amortization expense	$ 47,865	$ 54,562

4. Notes and Loans Payable, a32

4. Notes and Loans Payable, and Derivative Liabilities (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Notes and loans payable	$ 400,000	$ 975,000
Less: Unamortized Discount	(43,432)	(273,185)
Notes and loans payable, Net	356,568	701,815
Secured Convertible Promissory Note Tonaquint, Inc
Notes and loans payable	$ 400,000	$ 975,000

4. Notes and Loans Payable, a33

4. Notes and Loans Payable, and Derivative Liabilities (Details Narratives) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Interest expense	$ 305,640	$ 23,539
Gains from changes in derivative liability	327,772	228,404
Tonaquint Note
Note payable	$ 400,000	$ 975,000

5. Investment and Notes Recei34

5. Investment and Notes Receivable, Related Parties (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Unamortized discount on BioCells note receivable	$ (167,582)	$ (195,336)
Notes receivable, net	447,418	527,805
Banco Vida
Notes receivable	0	63,141
BioCells
Notes receivable	$ 615,000	$ 660,000

6. Commitments and Contingenc35

6. Commitments and Contingencies (Details)	Dec. 31, 2016USD ($)
Commitments for future minimum rental payments, by year, and in the aggregate, to be paid (and received) under such operating leases
2,017	$ 186,518
2,018	191,006
2,019	145,835
Total	$ 523,358

6. Commitments and Contingenc36

6. Commitments and Contingencies (Details 1) - Tonaquint, Inc	Dec. 31, 2016USD ($)
2,017	$ 400,000
Principal balance due	$ 400,000

6. Commitments and Contingenc37

6. Commitments and Contingencies (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Commitments And Contingencies Details Narrative
Rent expense	$ 177,394	$ 160,478

8. Stock Option Plan (Details)

8. Stock Option Plan (Details) - $ / shares	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Stock Option Plan Details
Beginning Balance, shares	4,609,364	5,106,775
Granted, shares	0	0
Exercised, shares	0	0
Forfeited/Expired, shares	150,685	497,411
Ending Balance, shares	4,458,679	4,609,364
Ending Balance Exercisable, shares	4,458,679	4,609,364
Beginning Balance, weighted average exercise price	$ 0.67	$ 1.01
Granted, weighted average exercise price	0	0
Exercised, weighted average exercise price	0	0
Forfeited/Expired, weighted average exercise price	0	0
Ending Balance, weighted average exercise price	.68	0.67
Ending Balance Exercisable, weighted average exercise price	$ 0.68	$ 0.67
Beginning Balance, Weighted Avg. Contractual Remaining Life (in years)	3 years 10 months 13 days	4 years 4 months 28 days
Ending Balance, Weighted Avg. Contractual Remaining Life (in years)	2 years 11 months 23 days	3 years 10 months 13 days
Ending Balance Exercisable, Weighted Avg. Contractual Remaining Life (in years)	2 years 11 months 23 days	3 years 10 months 13 days

8. Stock Option Plan (Details 1

8. Stock Option Plan (Details 1) - $ / shares	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Number of Options	4,458,679	4,609,364	5,106,775
Weighted Average Remaining Contractual Life (years)	2 years 11 months 23 days
Weighted Average Exercise Price	$ .68	$ 0.67	$ 1.01
Number of Options Exercisable	4,458,679	4,609,364
Weighted Average Exercise Price	$ 0.68	$ 0.67
RangeOneMember
Range of Exercise Prices	$0.33-$1.11
Number of Options	4,458,679
Weighted Average Remaining Contractual Life (years)	2 years 11 months 23 days
Weighted Average Exercise Price	$ 0.68
Number of Options Exercisable	4,458,679
Weighted Average Exercise Price	$ 0.68

10. Income Taxes (Details)

10. Income Taxes (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Income Taxes Tables
Net income (loss)	$ 102,243	$ 437,935
NOL	(40,867,272)	(42,827,184)
Bad debt expense	48,554	59,311
Accounts payable	151,305	152,804
Accrued expenses	112,020	240,940
Deferred revenue	1,430,206	1,601,432
Accounts receivable	(113,316)	(349,859)
Prepaid expense	(175,065)	(151,874)
Stock-based compensation	0	(3,649)
Meals & entertainment (50%)	112	8,873
Tax loss (gain) for the year	(39,311,214)	(40,867,271)
Deferred Assets
Net income (loss)	35,785	153,277
Bad debt expense	16,994	20,759
Accounts payable	52,957	53,481
Accrued expenses	39,207	71,729
Deferred revenue	500,572	560,501
Prepaid expense	(61,273)	(53,156)
Stock-based compensation	0	(1,277)
Meals & entertainment (50%)	39	3,106
Tax loss (gain) for the year	$ 544,620	$ 685,969

10. Income Taxes (Details 1)

10. Income Taxes (Details 1) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Deferred tax asset attributable to:
Net operating loss carryover	$ (13,758,925)	$ (14,303,545)
Non-deductible entertainment	39	3,106
Bad debt expenses	16,994	20,759
Deferred revenue	500,572	560,501
Stock-based compensation	0	(1,277)
Others	(8,770)	(50,397)
Valuation allowance	13,250,089	13,770,853
Net deferred tax asset	$ 0	$ 0

11. Stockholders Equity (Detail

11. Stockholders Equity (Details Narrative) - $ / shares	Dec. 31, 2016	Dec. 31, 2015
Stockholders Equity Details Narrative
Preferred stock authorized	5,000,000	5,000,000
Preferred stock, par value	$ 0.001	$ 0.001
Common Stock outstanding	1,272,066,146	1,272,066,146
Treasury stock	20,000	20,000