CVS Caremark Corporation (CVS)

Recent Developments

On August 12, 2008, the Company and Longs Drug Stores Corporation (“Longs”) entered into an agreement and plan of merger under which the Company agreed to acquire Longs for a total purchase price of approximately $2.9 billion, including the assumption of net debt (the “Longs Acquisition”). Pursuant to this agreement, on August 18, 2008, a subsidiary of the Company (“MergerSub”) commenced a tender offer for all of the outstanding shares of Longs at a purchase price of $71.50 per share in cash. The tender offer concluded on October 17, 2008 with approximately 77% of the outstanding shares of Longs having been tendered and MergerSub commenced a subsequent offer for the remaining untendered shares of Longs. On October 30, 2008, MergerSub was merged into Longs with Longs surviving as an indirect wholly-owned subsidiary of the Company. Through the Longs Acquisition, the Company acquired Longs’ 521 retail drugstores in California, Hawaii, Nevada and Arizona as well as its Rx America subsidiary, which offers prescription benefit management services to over 8 million members and prescription drug plan benefits to approximately 450,000 Medicare beneficiaries.