Exhibit 5.1
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 | | A&L Goodbody Solicitors International Financial Services Centre 25-28 North Wall Quay, Dublin 1 D01 H104 T +353 1 649 2000 Dx: 29 Dublin | www.algoodbody.com | | Dublin Belfast London New York San Francisco Palo Alto |
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| Date | | 8 August 2018 |
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| Our Ref | | 01424430 |
Endo International plc
First Floor, Minerva House
Simmonscourt Road
Ballsbridge, Dublin 4
Ireland
Endo International plc(the Company)
Dear Sirs and Madams
We are acting as Irish counsel for the Company, a public limited company incorporated under the laws of Ireland, in connection with the proposed offer and sale of up to an aggregate of 22,152,136 ordinary shares, par value $0.0001 (theSelling Shareholders’ Shares), from time to time at indeterminate prices by the selling shareholders, pursuant to a Registration Statement on FormS-3 (theRegistration Statement) filed by the Company under the Securities Act of 1933, as amended (theSecurities Act) on 8 August 2018, the related prospectus dated 8 August 2018 included in the Registration Statement (theBase Prospectus), and the prospectus supplement relating to the Selling Shareholders’ Shares to be filed with the Securities and Exchange Commission pursuant to Rule 424(b) promulgated under the Securities Act (theProspectus Supplement, and together with the Base Prospectus, theProspectus).
In connection with this Opinion, we have reviewed copies of such corporate records of the Company as we have deemed necessary as a basis for the opinion hereinafter expressed. In rendering this opinion, we have examined, and have assumed the truth and accuracy of the contents of, such documents and certificates of officers of the Company and of public officials as to factual matters and have conducted such searches in public registries in Ireland as we have deemed necessary or appropriate for the purposes of this opinion but have made no independent investigation regarding such factual matters. In our examination we have assumed the truth and accuracy of the information contained in such documents, the genuineness of all signatures, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified or photostatic copies and the authenticity of the original of such documents.
We have further assumed that none of the resolutions and authorities of the shareholders or directors of the Company upon which we have relied have been varied, amended or revoked in any respect or have expired and that the Selling Shareholders’ Shares have been issued in accordance with such resolutions and authorities.
We have assumed the absence of fraud on the part of the Company and its respective officers, employees, agents and advisers.
Having made such further investigation and reviewed such other documents as we have considered requisite or desirable, subject to the foregoing and to the within qualifications and assumptions, we are of the opinion that the Selling Shareholders’ Shares have been duly authorised and are validly issued, fully paid and are not subject to calls for any additional payments(“non-assessable”).
PM Law • CE Gill • JG Grennan • J Coman • PD White • VJ Power • LA Kennedy • SM Doggett • B McDermott • C Duffy • PV Maher • S O’Riordan • MP McKenna • KA Feeney M Sherlock • EP Conlon • E MacNeill • KP Allen • EA Roberts • C Rogers • G O’Toole • JN Kelly • N O’Sullivan • MJ Ward • AC Burke • D Widger • C Christle • S O’Croinin • JW Yarr • DR Baxter A McCarthy • JF Whelan • JB Somerville • MF Barr • AM Curran • A Roberts • M Dale • RM Moore • D Main • J Cahir • M Traynor • PM Murray • P Walker • K Furlong • PT Fahy • M Rasdale D Inverarity • M Coghlan • DR Francis • A Casey • B Hosty • M O’Brien • K Killalea • L Mulleady • K Ryan • E Hurley • G Stanley • D Dagostino • C Clarkin • R Grey • R Lyons • J Sheehy • C Morrissey C McLoughlin • C Carroll • SE Carson • P Diggin • J Williams • A O’Beirne • MD Cole • G Conheady • J Dallas • SM Lynch • M McElhinney • C Owens • AD Ion • K O’Connor • JH Milne • T Casey • M Doyle CJ Comerford • R Marron • D Berkery
Consultants: SW Haughey • Professor JCW Wylie • AF Browne • MA Greene • AV Fanagan • JA O’Farrell • IB Moore
