Exhibit 5.3
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Atlanta, GA
Charleston, SC
Charlotte, NC
Columbia, SC
Greenville, SC
Raleigh, NC
Spartanburg, SC
Washington, D.C.
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June 17, 2026
Viatris Inc.
Mylan Inc.
1000 Mylan Boulevard
Canonsburg, Pennsylvania 15317
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Re:
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The Registration Statement (as defined below)
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Ladies and Gentlemen:
We are Pennsylvania counsel to Mylan Inc., a Pennsylvania corporation (“Company”), and have been asked to prepare and deliver this opinion letter in
connection with the Company’s proposed guarantees (collectively, “Debt Securities Guarantees”) of €650,000,000 aggregate principal amount of 4.250% senior notes due 2033 (collectively, “Debt Securities”) to be issued by Viatris Inc., a Delaware corporation (“Issuer”), pursuant to that certain indenture, dated as of
June 17, 2026, by and among the Issuer, the Company, the other guarantors from time to time party thereto and The Bank of New York Mellon, as trustee (the “Trustee”), as supplemented by
a first supplemental indenture, dated as of June 17, 2026, by and among the Issuer, the Company, the other guarantors from time to time party thereto and the Trustee (collectively, the “Indenture”)
as contemplated under the registration statement on Form S-3 (“Registration Statement”) filed by the Issuer and the Company on May 8, 2025, with the United States Securities and Exchange
Commission (“SEC”). We have prepared this opinion letter in our narrow capacity as Pennsylvania counsel to the Company, and we have not represented the Company in connection with the
negotiation, documentation or performance of the Indenture, the Registration Statement or any other matter relating thereto.
In connection with this opinion letter, we have examined originals, or copies certified or otherwise identified to our satisfaction, of (i) the Amended and Restated Articles of Incorporation, as Amended, of the
Company, as certified by the Pennsylvania Secretary of State as of June 15, 2026 (“Articles”); (ii) the Third Amended and Restated Bylaws, as Amended, of the Company (“Bylaws” and collectively with the Articles, “Charter Documents”); (iii) the Registration
Statement and the prospectus supplement dated June 12, 2026 filed by the Issuer and the Company on June 15, 2026 (the “Prospectus Supplement”) for the limited purposes of providing the
opinions contained herein and confirming the statements set forth in the final paragraph of this opinion letter; (iv) the Indenture; (v) certain resolutions adopted by the Company’s Board of Directors (“Board Resolutions”); (vi) a certificate of subsistence (“Certificate of Subsistence”) with respect to the Company issued by the Pennsylvania Secretary of State as of
June 15, 2026; and (vii) such other documents and records as we deemed appropriate for purposes of the opinions set forth herein.
June 17, 2026
Page 2
As to any facts that are material to the opinions hereinafter expressed that we did not independently establish or verify, we have relied without investigation upon a certificate of the Assistant Secretary of the
Company, although we advise you that nothing has come to our attention that has caused us to believe that such reliance is unwarranted.
In rendering the opinions set forth herein, whenever a statement or opinion herein is qualified by “to our knowledge,” “known to us” or by words of similar import, it is intended to indicate that, during the course of
our representation of the Company, no information has come to the attention of those lawyers in our firm who have rendered substantive legal services to the Company that gives us actual knowledge of the inaccuracy of such statement or opinion.
Except as specifically set forth herein, we have not undertaken any independent investigation to determine the accuracy of facts material to any such statement or opinion, and no inference as to such statement or opinion should be drawn from the
fact of our representation of the Company.
Based upon and subject to the foregoing, and to the limitations and qualifications described below, we are of the opinion that:
1. The Company is a corporation presently subsisting under the laws of the Commonwealth of
Pennsylvania.
2. The Company has the requisite corporate power and authority to execute, deliver and perform the
Indenture, including the Debt Securities Guarantees, and to consummate the transactions contemplated thereby.
3. The execution and delivery of the Indenture, including the Debt
Securities Guarantees, have been duly authorized by the Company.
4. The execution, delivery and performance by the Company of the Indenture, including the Debt
Securities Guarantees, and the consummation by the Company of the transactions contemplated thereby, do not and will not result in a violation of the Charter Documents.
Our opinions expressed above are subject to the following additional limitations, exceptions, qualifications and assumptions:
A. The opinions expressed above are limited to the
laws of the Commonwealth of Pennsylvania, and we express no opinion with respect to the laws of any other state or jurisdiction.
June 17, 2026
Page 3
B. For purposes of the opinion set forth in
paragraph 1 above as to the present subsistence of the Company, we have relied solely upon the Certificate of Subsistence.
C. We have assumed that the members of the Company’s
Board of Directors have complied with applicable fiduciary duties in connection with the authorization and performance of the Indenture, including the Debt Securities Guarantees, and the consummation by the Company of the transactions
contemplated thereby.
D. We have assumed that at the time of execution and
delivery by the Company of the Indenture and since June 15, 2026, (i) the Charter Documents will not have been amended in any way and remain in full force and effect; (ii) the Board Resolutions will not have been amended in any way and remain
in full force and effect, and constitute the only resolutions of the Board of Directors of the Company with respect to the Indenture and the transactions contemplated therein; and (iii) the Certificate of Subsistence remains accurate.
This opinion letter is effective only as of the date hereof. We do not assume responsibility for updating this opinion letter as of any date subsequent to its date, and we assume no responsibility for advising you of
any changes with respect to any matters described in this opinion letter that may occur, or facts that may come to our attention, subsequent to the date hereof.
We hereby consent to the filing of this opinion with the SEC as an exhibit to the Issuer’s Current Report on Form 8-K relating to the Debt Securities and the Debt Securities Guarantees and to the references to our firm
and this opinion letter under the heading “Legal Matters” in the prospectus contained in the Registration Statement and under the heading “Validity of the Notes and the Guarantees” in the Prospectus Supplement. In giving this consent, we do not
hereby admit that we are in the category of persons whose consent is required under Section 7 of the Securities Act of 1933, as amended, or the rules and regulations of the SEC thereunder. This opinion letter is not to be quoted in whole or in
part or otherwise referred to or used, nor is it to be filed with any governmental agency or any other person other than the SEC, without our express written consent.
| Very truly yours, | |
| /s/ Parker Poe Adams & Bernstein LLP |