Rx Investor Value Corporation, Inc. Announces: ISS Endorses Shareholder Efforts to Transform HealthWarehouse.com, Inc.; Urges Shareholders to Support New Board Nominees on BLUE Proxy Card

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CINCINNATI--(BUSINESS WIRE)--

Institutional Shareholder Services, Inc., the respected independent investor research firm, today recommended its clients support the efforts of independent shareholders in HealthWarehouse.com, Inc. HEWA to transform HEWA and restructure its Board of Directors.

Healthwarehouse.com is a retail mail-order pharmacy and healthcare e-commerce company that sells prescription and over-the-counter drugs online.

In its report to clients, ISS wrote that Rx Investor Value Corporation (RIVC), a group of independent HEWA investors representing 40 percent HEWA's outstanding common stock, "made a compelling case that change at the board level is necessary."

Specifically, ISS recommended clients vote "For" Jeff Holtmeier and Brian Ross on the RIVC BLUE proxy card, and do not vote for the HEWA Board of Directors Nominees on the white proxy card.

In its report, ISS wrote that Holtmeier and Ross "appear best suited to provide the best oversight and management experience to address the litany of issues the company faces."

The ISS report listed several issues that have raised concerns regarding the current board's oversight, including its lack of a formal nominating committee, ineffective internal control over financial reporting since 2009, and failure to acknowledge the majority opposition to two director nominees at the 2016 annual meeting.

ISS based its recommendations in a written report that included the following:

  • Shares of HEWA have performed poorly over the last several years.
  • The company's total shareholder return, or TST, is "abysmal."
  • "[While] the company reported positive operating cash flows in the second quarter of 2016…it remains to be seen if these trends are sustainable, as the company has a history of encountering cash flow constraints, inhibiting its profitability and ultimately its growth."

ISS said there is "clear evidence of insufficient oversight at the board and managerial level," including in the numerous transactions with officers, directors, and affiliated insiders "right before the record date of the annual meeting."

ISS concluded "it appears that the board is lacking independent leadership and that these transactions in aggregate entrench the current board and management team at the expense of shareholders."

"We are gratified that ISS supports our efforts to transform our company," said Jeff Holtmeier, a shareholder in HEWA, one of the co-founders and officers of RIVC, and a director nominee. "We have worked very hard on behalf of all shareholders to put together a superb group of director candidates, and think investors will agree that this gives all shareholders the best shot at creating a powerhouse online pharmacy business."

For further information about RVIC and the shareholder director nominees, please go to www.rxinvestors.com. If you have any questions or require any assistance with providing your proxy or any other matters, please contact Okapi Partners LLC, our proxy advisor, at (877) 259-6290.

RX INVESTOR VALUE CORPORATION ("RIVC") HAS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION (THE "SEC") A DEFINITIVE PROXY STATEMENT AND ACCOMPANYING FORM OF PROXY CARD TO BE USED IN CONNECTION WITH THE SOLICITATION OF PROXIES FROM STOCKHOLDERS OF HEALTHWAREHOUSE.COM, INC. (THE "COMPANY") IN CONNECTION WITH THE COMPANY'S 2016 ANNUAL MEETING OF STOCKHOLDERS. ALL STOCKHOLDERS OF THE COMPANY ARE ADVISED TO READ THE DEFINITIVE PROXY STATEMENT AND OTHER DOCUMENTS RELATED TO THE SOLICITATION OF PROXIES BY RIVC, MARK SCOTT, JEFFREY HOLTMEIER, BRIAN ROSS, MICHAEL PEPPEL AND DR. STEPHEN WEISS AND RELATED PARTICIPANTS IN THE SOLICITATION (COLLECTIVELY, THE "PARTICIPANTS") BECAUSE THEY CONTAIN IMPORTANT INFORMATION, INCLUDING ADDITIONAL INFORMATION RELATED TO THE PARTICIPANTS. THE DEFINITIVE PROXY STATEMENT AND AN ACCOMPANYING PROXY CARD ARE BEING FURNISHED TO SOME OR ALL OF THE COMPANY'S STOCKHOLDERS AND ARE, ALONG WITH OTHER RELEVANT DOCUMENTS, AVAILABLE AT NO CHARGE ON THE SEC'S WEB SITE AT HTTP://WWW.SEC.GOV. IN ADDITION, OKAPI PARTNERS, RIVC'S PROXY SOLICITOR, WILL PROVIDE COPIES OF THE DEFINITIVE PROXY STATEMENT AND ACCOMPANYING PROXY CARD WITHOUT CHARGE UPON REQUEST BY CALLING OKAPI TOLL-FREE AT 877-259-6290.

INFORMATION ABOUT THE PARTICIPANTS AND A DESCRIPTION OF THEIR DIRECT OR INDIRECT INTERESTS BY SECURITY HOLDINGS IS CONTAINED IN THE DEFINITIVE SCHEDULE 14A FILED BY RIVC WITH THE SEC. THIS DOCUMENT CAN BE OBTAINED FREE OF CHARGE FROM THE SOURCES INDICATED ABOVE. MARK SCOTT OWNS 4,480,861 SHARES OF THE COMPANY. RIVC OWNS 1,100 SHARES OF THE COMPANY. BRIAN ROSS OWNS 0 SHARES OF THE COMPANY. MICHAEL PEPPEL OWNS 0 SHARES OF THE COMPANY. JEFFREY HOLTMEIER OWNS 19,900 SHARES OF THE COMPANY. DR. STEPHEN WEISS OWNS 1,020,000 SHARES OF THE COMPANY.

For Rx Investor Value Corporation, Inc.
Michael R. Levin, 847-830-1479
m.levin@comcast.net

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