NVTA Invitae Corporation

On June 11, 2017 (the “Effective Date”), Invitae Corporation (“Invitae”) entered into a Stock Exchange Agreement (the “Agreement”) with the stockholders named therein (the “Selling Stockholders”) of Ommdom Inc., a Delaware corporation (“Ommdom”), as well as Jeff Zisk solely in his capacity as agent of the Selling Stockholders, pursuant to which Invitae acquired all of the outstanding capital stock of Ommdom from the Selling Stockholders (the “Acquisition”). Ommdom develops, commercializes and sells hereditary risk assessment and management software, including CancerGene Connect, a cancer genetic counseling platform. In connection with the Acquisition, Invitae will issue shares of its common stock to the Selling Shareholders as follows:

The Selling Stockholders (individually and with respect to Ommdom) and Invitae each made certain customary representations, warranties and covenants in the Agreement. In connection with the closing, each Selling Stockholder agreed to certain non-competition, non-solicitation and non-hire covenants as further described in the Agreement. The Agreement also includes (x) indemnification obligations in favor of Invitae from the Selling Stockholders, including for breaches of representations, warranties, covenants and agreements made by the Selling Stockholders in the Agreement and (y) indemnification obligations in favor of the Selling Stockholders from Invitae, including for breaches of representations, warranties, covenants and agreements made by Invitae in the Agreement.

The closing of the Acquisition was not subject to approval by any applicable governmental entity or the approval of the stockholders of Invitae. As a result of the Acquisition, Ommdom became a wholly owned subsidiary of Invitae.

As of June 9, 2017, there were 42,935,737 shares of Invitae common stock outstanding. As a result of the closing of the Acquisition, the Selling Stockholders will beneficially own (based upon the initial issuance contemplated by clause (i) above, but without reference to the issuance contemplated by clause (ii) above) approximately 1.4% of the outstanding shares of Invitae common stock.

The shares of Invitae common stock issued to the Selling Stockholders will be issued in reliance upon the exemption from registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended. Each Selling Stockholder made certain representations as to such Selling Stockholder and that the shares were being acquired for such Selling Stockholder’s own account for investment purposes only and not with a view to, or for sale in connection with, any distribution thereof, and that such Selling Stockholder could bear the risks of the investment and could hold the shares for an indefinite period of time.

The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to a copy of the form of Agreement attached hereto as Exhibit 2.1 and which is incorporated herein by reference.

The Agreement has been included to provide investors and security holders with information regarding its terms. It is not intended to provide any other factual information about Invitae, Ommdom or the Selling Stockholders. The Agreement contains representations and warranties by the Selling Stockholders and by Invitae, made solely for the benefit of the other. The assertions embodied in those representations and warranties are qualified by information in confidential disclosure schedules delivered by the Selling Stockholders in connection

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with the signing of the Agreement. Certain representations and warranties in the Agreement were made as of a specified date, may be subject to a contractual standard of materiality different from what might be viewed as material to investors, or may have been used for the purpose of allocating risk between the Selling Stockholders and Invitae. Accordingly, the representations and warranties in the Agreement should not be relied on by any persons as characterizations of the actual state of facts at the time they were made or otherwise. In addition, information concerning the subject matter of the representations and warranties may change after the date of the Agreement, which subsequent information may or may not be fully reflected in Invitae’s public disclosures.