As described under Note 1. Organization and Description of Business - Company Developments - Sale of Assets, on February 7, 2018, the Company announced that it entered into the Purchase Agreement with FamilyCord. The completion of the sale of substantially all of the Company's assets occurred 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.

Prior to the sale of substantially all of the Company's assets, the Company and its subsidiaries 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.

Forward Looking Statements

In addition to the historical information contained herein, the Company makes statements in this Quarterly Report on Form 10-Q that are forward-looking statements. Sometimes these statements will contain words such as "believes," "expects," "intends," "should," "will," "plans," and other similar words. Forward-looking statements include, without limitation, assumptions about the Company's future ability to increase income streams, reduce and control costs, to grow revenue and earnings, and our ability to obtain additional debt and/or equity capital on commercially reasonable terms, none of which is certain. These statements are only predictions and involve known and unknown risks, uncertainties and other factors included in the Company's periodic reports with the SEC. Although forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment, actual results could differ materially from those anticipated in such statements. Except as required by applicable law, including the securities laws of the United States, the Company does not intend to update any of the forward-looking statements to conform these statements to actual results.

The following information should be read in conjunction with the Company's March 31, 2020 unaudited condensed consolidated financial statements and related notes thereto included elsewhere in the quarterly report and with its consolidated financial statements and notes thereto for the year ended December 31, 2019 and the related "Management's Discussion and Analysis of Financial Condition and Results of Operations" contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as well as its quarterly reports and reports filed on Form 8-K for the relevant periods. The Company also urges you to review and consider its disclosures describing various risks that may affect its business, which are set forth under the heading "Risk Factors Related to the Company Business" in its Annual Report on Form 10-K for the year ended December 31, 2019.

Results of Operations for the Three-Months Ended March 31, 2020

The Company did not generate any revenue during the three months ended March 31, 2020 and 2019, due to the sale of substantially its assets to FamilyCord. Administrative and selling expenses for the three months ended March 31, 2020 were $0.18 million as compared to $0.10 million for the comparative period of March 2019, representing an 78.7% increase. These expenses are primarily related to professional services, allocated facility, including utilities, expenses, and wages for personnel.

The Company's net loss from continuing operations was $0.16 million for the three month period ended March 31, 2020, as compared to a net loss of $0.06 million for the comparative three month period of March 2019.

Liquidity and Capital Resources

Total assets at March 31, 2020 were $14.70 million, compared to $14.78 million at December 31, 2019. Total liabilities at March 31, 2020 were $0.70 million consisting primarily of sales tax payable, accounts payable, and deferred taxes liability. At December 31, 2019, total liabilities were $0.66 consisting primarily of sales tax payable and deferred taxes liability.

At March 31, 2020, the Company had $11.46 million in cash, a decrease of $0.07 million from the December 31, 2019 cash balance of $11.53 million. For the three months ended March 31, 2020, cash flow used in operating activities of continuing operations totaled $0.07 million compared to $0.52 million for the three months ended March 31, 2019. At March 31, 2020, the Company had $3.01 million deposited in escrow to secure CBAI's indemnification obligations under the Purchase Agreement, compared to $3.01 at December 31, 2019.


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The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities in the normal course of business. The Company has incurred losses since its inception through December 31, 2014, as development and infrastructure costs were incurred in advance of obtaining customers. Starting in 2014, the Company's management commenced a plan to reduce operating expenses to be commensurate with operating cash flows. Prior to 2015, the Company relied on debt to provide capital for working capital needs. The Company believes it has sufficient cash on hand from the sale of substantially all its assets to meet the Company's obligations over the next 12 months.

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