Davis Polk & Wardwell is advising CVS Caremark Corporation on its $2.9 billion acquisition of Longs Drug Stores Corporation. Through this acquisition, CVS Caremark will acquire Longs’ 521 retail drug stores in California, Hawaii, Nevada and Arizona, as well as its Rx America subsidiary, which offers prescription benefits management (PBM) services to over 8 million members and prescription drug plan benefits to approximately 450,000 Medicare beneficiaries. The transaction is subject to review under the Hart-Scott-Rodino Act and has other customary closing conditions. It is expected to be completed in the fourth quarter of 2008.

Based in Woonsocket, Rhode Island, CVS Caremark is the largest provider of prescriptions in the nation. Based in Walnut Creek, California, Longs is one of the most recognized retail drug store chains, operating 521 retail pharmacies on the West Coast and in Hawaii.

The Davis Polk corporate team includes partners Louis L. Goldberg and John D. Amorosi and associates Ashleigh S. Kyle, Alexander N. Macleod (not yet admitted) and Robby Sen (not yet admitted). The tax team includes partner Michael Mollerus, associate Neil Weinberg and summer associate Melissa R. Middleton. Partners Barbara Nims and Edmond T. FitzGerald and associate Natasha Sankovitch are providing benefits advice. Counsel Loyti Cheng is providing environmental advice. Partner James A. Florack and associate Jason Kyrwood are providing credit advice. Lindsay M. Allen is the legal assistant on the transaction. All members of the Davis Polk team are based in the New York office.